This is the start of a long series by collegefangirl3791 and myself, titled "these battle scars", spanning the second half of the Clone Wars and beyond, a fixit for the prequels themselves. The series in its entirety can be found on AO3 as well as our "lullabies" series and other works. The titles for all the fics in "these battle scars" are taken from the song "Battle Scars".

I, BadWolfGirl01, write the Ahsoka POV sections, and collegefangirl3791 writes Rex. We alternate with the other POVs (which becomes more applicable in later fics).

POV changes are indicated by an ellipses; timeskips by a line break.

There are minimal content warnings for this first fic, but keep your eyes out for the rest of the series.


They take the base with too many casualties. It's a victory, but one of the hollow ones, made worse by the way Krell smiles like they've done something incredible and says the victory is "priceless." It's not. Rex clenches his fist as he watches Krell walk away, wishing he could be as vocal as Fives is about how much he hates this. He isn't sure what Krell expects to accomplish. One suicide mission is bad enough, but two? His men (his brothers) are getting killed, and they're barely any closer to taking the city. They should have stuck with General Skywalker's plan.

At least they have a base now, somewhere secure where they can rest without Krell reprimanding them for being short-sighted. Rex wishes he didn't feel so bitter about that but he can't stand that he's expected to be quiet and do exactly as he's told - what kind of general doesn't listen to his officers? It's foolish and narrow-minded and dangerous and- and he sighs and tamps down those feelings. For now he has to get his men settled into the base, has to catalogue weapons and losses and whatever intel (or in this case, weird ships) they may have acquired.

Partway through his tasks, he's called to the command center with Krell - General Kenobi has sent a transmission. The results of the conversation make Rex feel more frustrated than before: they lose the transmission just as General Kenobi tells them he's taking heavy fire, and Krell decides they will march on the capital again in twelve hours. Down a path that's now being regularly bombarded with missiles.

If their previous attacks were crazy, this plan is worse than ludicrous. It's a death sentence. Rex goes back to work with a heavy heart.

The familiar tasks help him focus enough to put his worries on hold, even though Fives is still muttering scathingly about Krell whenever Rex gives him half an ear. His men are as angry about this attack as he is, Fives probably more so.

"It isn't right , Captain," he says vehemently, once, and Rex scowls.

"I know it's not," he snaps. "But what am I supposed to do?" Krell is a Jedi Master and their general right now. This mission is important and Rex can't jeopardize it further by destabilizing the chain of command.

If it were any other Jedi, General Skywalker or Kenobi or even Commander Tano, it wouldn't be like this. But like Krell had said, General Kenobi has his hands full with his own battle, and General Skywalker is serving the Chancellor. There's no one here to be the voice of reason but Rex, and Krell won't listen to him.

But… But he remembers Commander Tano might have time to listen. She's attacking the blockade, but she's with Commander Offee, so surely Rex can at least talk to her, try to sort this mess.

If communications weren't down, which they are. Still, it might be worth a try. His brothers can't keep dying for nothing. He's overseen everything that needs done, so he's free to go off a little by himself and try to contact her. Her comm frequency just crackles with static at first, and he's disappointed, if not surprised. "Kriffing Umbarans," he growls.

When he tries again though, there's a break in the static and then he hears the muffled sounds of a battle. "Commander Tano?" he says quickly. He hopes she's listening. "It's Captain Rex. Can you hear me?"

...

The Umbarans have tech that goes beyond anything Ahsoka has ever seen.

The ships themselves are fascinating, shield-bubbles around a metal skeleton, and she has a feeling that if Anakin were commanding the space battle, he'd be fangirling over the new technology.

(She can just hear him now: Snips, we have to capture one of those ships, he'd say, all pleading eyes and eager grin, can you imagine flying one of those things? And then he'd come up with some frankly ridiculous plan that somehow works, blow up the Umbarans altogether, and come out of it with a ship.

She misses him.)

This space battle is one of the most intense dogfights she's seen, and that's more than a little worrying-they're taking heavy losses, and even though the enemy is taking losses too, she's not sure it's worth it. There's so much going on that it's hard to keep track of, and the Umbarans' unfamiliar weapons only serve to make the chaos that much harder to figure out.

Barriss is a good commander, and Ahsoka's pretty sure that without the other Padawan's insight the battle in space would've been lost already. Instead, they're actually on the verge of winning, as crazy as it seems-or they were, at least.

"Commander, we're picking up on multiple ships emerging from hyperspace," one of the techs on the bridge-she doesn't know their name, has been too busy coordinating her forces to take the time to learn names-says, and then swears. "Kriff! Looks like a full Separatist fleet. Commander, we're outnumbered."

A hologram of Barriss flickers into existence. "Ahsoka, I think there's an Umbaran supply ship in the center of the fleet."

"It must be bringing reinforcements to the surface," Ahsoka says, frowning. She's distracted by a muffled ping from her wristcomm, followed by an all-too-familiar voice, even garbled by static as it is.

"Commander Tano? It's Captain Rex. Can you hear me?"

"I read you-" and she pauses, flipping open the comms on the holotable, as something catches her attention. "All fighters, we have vulture droids incoming!" Just what they need. "There's a Separatist fleet out there, so stay sharp."

"Copy that, Commander," comes a response, probably from one of the squadron leaders.

"Your signal's getting through," Ahsoka says, abruptly remembering the open signal on her wristcomm. "What's happening down there, Rex?"

...

Rex lets out a breath, relieved. "I don't even know," he says wryly. "General Skywalker was called back to Coruscant, so we're taking orders from General Krell." He's not sure how to explain the rest of it, how Krell doesn't seem to care about clone life as long as his strategies push through. How Krell calls them by their numbers. "It's not going well, Commander."

He can hear her worry when she answers. "How so, Rex? Do you need reinforcements?"

He thinks that would just make Krell give them crazier missions. "No. I, ah… I wanted to talk to you, Commander. About the general." About how I think he's going to get us all killed and I'm not sure what to do. "His strategies are getting a lot of us clones killed. It's like he thinks we're a bunch of clankers, not people."

...

Ahsoka remembers Master Pong Krell, a besalisk with four arms and a pair of lightstaffs. His casualty rates are always high, but he's got quite the list of victories to his name, which… is rather like the Separatists and their droids, if she thinks about it. It's not exactly a comforting thought, and it's enough to take her mind almost entirely off the battle happening around her. "Have you-" but no, if Krell thinks of the clones as subhuman, as expendables, it stands to reason he wouldn't take kindly to the 501st questioning his strategies.

"He calls us by our numbers, Commander," Rex adds, almost as though he's afraid she won't believe him, and she has to stifle a curse.

"Doesn't sound like much of a Jedi," she mutters under her breath. And she's supposed to stay here, overseeing this segment of the battle, but… her men are dying down there, needlessly, pointlessly. (What if Rex gets killed? Any of them, really, but she's the most worried about Rex.) "Barriss can probably handle the space battle, if you think you might need Jedi help."

...

Rex rubs the back of his neck, thinking. He wants another voice here that Krell will actually listen to , if he can't have someone replace Krell entirely. But Commander Tano is needed for the attack on the blockade and it would be selfish, and perhaps premature, to bring Ahsoka here, away from her assignment.

But he's beginning to realize that Krell will, at best, simply acknowledge his opinion and then continue with what he'd originally intended. Victory will continue to elude them under these strategies, whatever Krell says, and Rex has to admit he can't talk sense into Krell by himself. It's clear that the general thinks clones are barely a step above battle droids in usefulness and worth.

"I would appreciate the assistance," he admits, carefully. And the comfort of her presence too, if he's honest - nothing feels quite right just now. "Maybe Krell will listen to you." His wristcomm fuzzes a little, and he taps it a few times till the sound stabilizes again.

...

I hope so, Ahsoka thinks but doesn't say. "I'm on my way," she says instead, "just give me five minutes. Tano out."

The comm signal tracks to an airbase; she memorizes the location, then comms Barriss. "Something's come up and they need me planetside. Can you-"

"I've got this battle, don't worry," Barriss says. "You should hurry-I'll have a few fighters clear you a path."

"Thanks," Ahsoka says, and then cuts the comm. There's a few instructions to give to the other officers, which she handles as quickly as she can, and then she sprints to the Jedi cruiser's hangar. (Every moment she spends here is another clone that might be dying for no reason on Umbara's surface.)

She gets one of the A-wing's engines running, closes the cockpit, and takes off; almost immediately, she picks up a starfighter escort. As promised, the clone pilots take out several pursuing Umbaran fighters, and she's able to slip past the blockade into the planet's atmosphere. The air base is-not easy to find, in the perpetual darkness, but everything kind of glows here and that plus her astromech's navigation means it only takes her a few minutes to find what's left of the 501st. She lands the A-wing and jumps out, noticing how every clone she sees seems to straighten and brighten upon seeing her.

Is it really that bad?

"Where's Captain Rex?" Ahsoka asks the nearest clone, who happens to be Tup.

He points to a stack of crates a short distance away from the rest. "Over there, Commander. Are you here to take over from Krell?"

She shrugs, honestly. "I don't know," she says, and then she jogs over to the crates. Upon closer inspection, she can see Rex sitting down, leaning back against them. He looks, well, exhausted. "You look like hell," she says dryly, approaching.

...

Rex smiles half-heartedly, pushing himself to his feet. "Thanks, Commander," he huffs. She looks beautiful and put together, like she hasn't just left a raging space battle, but he says, "You do too."

It makes her smile, and Rex automatically feels more at ease. With Commander Tano here, another Jedi, there will be someone within their rights to stand up to Krell. Because Rex has to follow orders, has to stick to the command structure, but this will make it easier.

"So where is General Krell?" Commander Tano asks, a bite to her voice.

As if summoned, Krell appears by the hangar doors of the landing field, two arms resting behind his back, two resting on his sabers. He takes a moment to spot Rex and his Commander, but when he does, he marches over, scowling. "Captain Rex, you will stand at attention in the presence of your superiors." Rex, fists curling, throat clenching, complies. He glances briefly over at his squad and sees Fives glowering at Krell's back. "Padawan Tano, I had heard you were helping to lead the assault on the blockade. What brings you here?"

...

"At ease, Rex," Ahsoka says quietly, and it takes all her Jedi restraint to keep from shooting a venomous glare at Krell. "Barriss has the blockade assault well in hand," she lies as calmly as she can, "and I'm here because-" because why? "Some of the men are worried about the situation and thought another Jedi might help." She's seen Krell fight. He shouldn't be losing so many men if he's up on the front lines the way she and Anakin usually are, which means he's not fighting, and… well. She barely manages to keep herself from snarling at him.

"You jeopardized the entire assault on the planet at the word of a few clones?" Krell growls. His glare would make most Padawans shrink back, but she is not most Padawans. She has been trained by Anakin Skywalker. And these are her men.

"Only a poor leader willfully disregards what his subordinate officers say," she says, a bite to her voice, her spine straight and head held high. "If Rex and the others are concerned, I listen. Even a single Jedi can make a huge difference on the front line."

...

Rex has to fight off a proud smile. For the first time in days, some of the tension leaves his shoulders and he lets out a soft sigh. (Ahsoka can handle Krell fine, and he can worry about his troops.) Predictably, Krell bares his teeth in an insulted scowl, eyes flashing. "What would you know about it, Padawan ? I appreciate" - Rex knows he doesn't - "your feedback and your assistance, but you will not, I hope, presume to tell me how to lead my battalion."

Rex had hoped that would be exactly what she did, but something about the way Krell says "Padawan" makes him suddenly nervous. Because Commander Tano is just that: a padawan and a commander - Krell outranks her on all fronts. But surely he'll still listen to her input?

He can tell, from years working with her, that Commander Tano is fuming - her jaw is set and her eyes are cold and her voice is clipped when she answers. "I won't. But I have fought with this battalion for a long time and I know what they're capable of, so I'm sure you can see the wisdom in listening to what I have to say."

Krell sneers a little, and Rex's stomach drops. "Of course, Padawan. If you will excuse me - I'm planning an assault on the capital just now." He turns to go without another word, and Rex watches, feeling cold.

"He says we're going to try a full frontal assault on the capital," he explains, pointing towards the route they're supposed to take just as another set of missiles turns the landscape red and green. "On our own." It's another suicide march - but this time, Rex doesn't think they'll survive it if they can't change Krell's mind.

...

"Is he insane?" Ahsoka exclaims, eyes going wide. "That's a literal suicide mission-we could never make it to the capital that way, and he should know that."

"None of us would survive," Rex agrees, more calmly. Under his breath, he adds, "It almost feels like that's what he wants."

Perhaps he hadn't meant for her to hear that last bit, but Torgruta hearing is more sensitive than most people remember. "If that's what he wants, he won't get it. Not while I'm here," she says fiercely. Maybe if they could come up with another plan, Krell would listen? "We need to cut their supply lines," she muses, pushing away her anger as best as she can and focusing on the problem. "If we could destroy that supply ship, we might have a chance. But there's a Separatist fleet up there, and our reinforcements hadn't arrived, last I'd heard. Besides, we don't have ships." The only ship they have is her A-wing, and that would get shot down before she got anywhere near the supply ship.

...

Rex sighs. "We do have some Umbaran ships," he says. "Which we don't know how to fly."

Fives overhears him and walks overs, Jesse following him. "Maybe we could figure it out. Jesse and I have been talking."

Rex thinks that anything that begins with Fives and Jesse talking is bound to be bad. "And?" he says anyway. "Fives and Jesse" bad is better than "Krell" bad.

"Remember the time General Skywalker told us how he blew up a droid command ship when he was a kid?" Fives asks.

Of course Rex remembers; the General has made it obvious how proud he still is of the exploit, because he talks about it extensively . "Yeah?"

"If we hit the supply ship's reactor, we can take it out easily," Jesse says eagerly. Hardcase and some of the others have wandered over too and stand listening. "We could take some of their own ships through the blockade so they wouldn't stop us and go for the supply ship before they knew what hit them."

"The fact remains that we can't fly those ships. Not unless you can, Commander?" Rex asks, turning a little. She shrugs, looking doubtful.

"I don't know. I could look at them at least."

If they can make it work and figure out those ships, Fives and Jesse might have solved their problem - or at least part of it. No supply ships, no more arms being delivered to the capital, and they might actually have a chance. "We can run it past Krell," he says. It's a good plan, or at least the bones of one, and with his Commander's backing, Krell might actually listen.

...

Anakin would love this plan. "My Master's going to be angry he missed this one," she says.

(She doesn't say-no one does-that if Anakin were here, they might not even need this plan, but she knows they're all thinking it.)

"It's a good idea. Fives, Jesse, you and whoever else wants to volunteer should start looking at those ships. See what you can figure out. Rex and I will go talk to General Krell."

"Yes, sir," Jesse says with a grin, grabbing his helmet. He heads over to what looks to be the hangar, a spring to his step that hadn't been there when she'd first arrived.

"It sure is good to have you back, Commander," Fives says, and follows the other clone, after tossing a jaunty salute her way.

Ahsoka turns to Rex. "Where do you think Krell went?"

"Probably the control tower," Rex says. "Follow me, Commander. I'll take you there."

...

Krell doesn't even turn around when they walk in. As he's taken to doing lately, Rex salutes before settling into parade rest. He finds Krell is more inclined to listen when he sticks strictly to protocol.

"Padawan Tano. Captain Rex. Do you need something?"

Rex nods to Ahsoka, and she walks around to stand across from Krell so he has to look at her. "Master Krell, I was discussing the plan of attack with some of the troops. I hear you're planning a full frontal assault on the capital?"

"I am," Krell says, a growl to his voice. He glances at Rex, and Rex meets his gaze as steadily as he can. "Do you have something to say about it?"

"Actually I do, Master. It seems like taking out the supply ship would give us a significant advantage."

"Most likely," the general admits.

"Wouldn't it be possible to use some of the Umbarans' own ships to target the supply vessel?" Ahsoka says, and Rex is impressed by how calm and at ease she sounds. "It would be easy to get past their blockade with a few of them."

"And who will fly them, Padawan Tano?" Krell says dismissively. "None of these clones are pilots, and for that matter neither are you."

Ahsoka lifts her chin and raises an eyebrow, and Rex can tell she's annoyed . "And yet I was chosen to lead the assault on the blockade. As a pilot. I know how to fly a ship, Master Krell."

"Be that as it may, if you are here to assist with the battle, I can't have you wasting your time on a frivolous, ill-conceived mission. We don't have the time or the resources for it. We will proceed with the original plan."

Rex's chest tightens and he meets Ahsoka's eyes. She has to get Krell to listen - somebody does - or else he and his battalion are going to get slaughtered . Maybe it is a daring plan, probably even crazy, but it's better than suicide. Better than nothing.

...

"They might not be pilots, but the men are smart, and they learn fast," Ahsoka says carefully. "We have the numbers to spare-"

"Are you honestly suggesting that these clones are intelligent enough to learn to fly a totally unfamiliar ship within hours?" Krell laughs. He actually laughs, and Ahsoka wishes she could put a fist through his face. "The answer is no, Padawan Tano, and that's final."

"Fine," she snarls. "Let's go, Rex."

She turns and storms to the entrance to the room, only to freeze when Krell speaks again: "It's a shame your Master is Knight Skywalker. He's made you just as reckless, overconfident, and foolish as he is. What a waste-you had so much potential."

...

Rex stops too, turning, unsure for a moment what he's going to do but knowing he wants to protest. His heartbeat rushes in his ears. General Skywalker is a good General, unlike Krell, and while he is reckless, he also listens to Rex and Ahsoka and even regular troopers like Tup. And he's seen how Ahsoka has learned from him, become just as brave and daring without once dismissing his brothers like so many do. For a fleeting moment, he's almost ready to say something, to tell the general that he's said too much. Enough is enough.

But Ahsoka beats him to it. She marches a few steps back towards Krell, her eyes blazing , folding her arms over her chest. Krell towers over her, but just now Rex wouldn't have bet on Krell in a fight. "He's a better Master and General than you'll ever be," she hisses. Rex strides a little closer to her because Krell is actually growling , disdainful and angry, leaning forward into her space. "I'd rather 'waste my potential' with him than end up anything like you."

Krell sneers and straightens, waving a hand dismissively. "I don't have time for this now. We're attacking the capitol in ten hours."

Rex grits his teeth and heads for the door even before Ahsoka does. If he doesn't, he's afraid he'll do something reckless. Ahsoka holds Krell's gaze for another moment before turning on her heel and following Rex.

...

"That overgrown son of a…" Ahsoka trails off before spitting out a Huttese phrase she's picked up from Anakin. "How could the Council make him a Master, but not Master Skywalker?"

Rex stays silent, for which she's grateful. "Well, it doesn't matter," she decides, taking Rex's silence to mean he agrees with her. "Because the 501st isn't his battalion. It's mine."

"But sir," Rex starts, "he's a general, and you're a commander…"

"Whose orders would you follow?" she asks, raising an eyebrow. There's a pause. "Like I said: my battalion."

He doesn't argue, maybe because he's realized it's futile. They walk the rest of the way to the hangar in silence.

The hangar is most decidedly not silent. One of the clones-Hardcase, she's pretty sure-is flying an Umbaran starfighter around the hangar,periodically strafing the walls with plasma blasts from the cannons and whooping. "What are you doing?" she yells, half-afraid, half-impressed.

"What you told us to, Commander!" Hardcase (it's definitely Hardcase) shouts, a massive grin on his face.

She's fairly sure shoot the hangar walls never came out of her mouth, but hey. It's not like she and Anakin haven't done their fare share of creatively interpreting orders. "I need you to land for a minute!"

"Yes, sir!" Hardcase does something with his hands (she can't see well enough to tell), but instead of landing, he launches a pair of blue-white missiles. The fighter rocks with the recoil and the missiles blast a hole in the hangar wall. There's a sudden silence, after that; Hardcase finally gets the fighter landed and leaps out. He's positively gleeful.

Ahsoka opens her mouth to say something about it, then changes her mind-there's more important things to discuss. (And it's Hardcase. He probably launched the missiles on purpose. For fun.) "Krell said no," she starts, as Fives and Jesse come over to join them. At the anger darkening their faces, she hurries to continue on. "But I'm countermanding that order. Technically, he never ordered us not to do it. So as your Commander, I'm ordering the three of you to take the Umbaran fighters and go blow that supply ship to smithereens."

...

Rex smiles as his men start cheering. This is part of why he brought Commander Tano here, because she can approve actions he can't. Now they have a chance , a real one. "Hardcase, get as much of this cleaned up as you can." (No doubt General Krell will want to know why his hangar has a hole in it, and the truth won't do.) Hardcase and some of the others scramble off to do what he said.

He turns to Ahsoka, sighing and nodding to her. "Thank you, sir. You don't know what this means to me."

"Of course, Rex," she says, and her smile is soft and understanding. "You're my men too, and I protect my men."

There's an all-too-familiar tightness in his stomach when Ahsoka calls them her men. Her protectiveness of them is refreshing after two days of Krell's careless leadership. Although he can't stop worrying altogether, it's nice to be able to have someone above him he trusts.

As if his thought has summoned him, Krell suddenly appears with three clones behind him, surveying the damage in the hangar. "What happened ?" he growls.

...

Fives opens his mouth.

Before disaster can strike, Ahsoka steps forward, drawing Krell's eyes to her. "One of the starfighters had a weapons system malfunction during a routine inspection. Everything is under control now."

"There are plasma burns on the walls," Krell points out, suspicious.

Keeping a perfectly straight face, she says, "It was a very big malfunction, Master Krell."

It's obvious he doesn't believe her. Rounding on Fives with a sudden aggressiveness that makes the clone actually take a few steps back, he spits out, "Is that what happened here, clone?"

Fives goes pale, and his voice is strangled when he answers. "Yes, sir. That's-that's what happened. Exactly." Out of Krell's vision, Hardcase makes a slashing motion across his neck, and Fives slams his mouth shut with an audible click.

Krell looks… disgusted. "Keep a closer eye on the clones, Padawan Tano. Thus far you have proven yourself to be just as incompetent as this battalion. Captain Rex, come with me. I would like to speak with you."

...

Rex nods. "Of course, sir." He glances at Ahsoka as they walk out of the hangar. She looks as concerned as he feels. He doesn't know what Krell wants.

Krell is silent until they reach the command center, when he rounds on Rex and crosses all four of his arms and narrows his eyes. "Which of your men commed Padawan Tano?"

"Sir?" Rex says, mind racing.

"Who asked the padawan to come here? She was needed in the space battle and she's interfering with our operations here."

Rex squares his jaw and meets Krell's yellow eyes. He can't put the blame on any of his men; Krell is furious. "I commed her, sir," he says firmly, tightening his grip on his helmet. "I thought-"

"I don't care what you thought ," Krell snarls, reaching out and stabbing his finger into Rex's chest armor. "Calling Padawan Tano for help was not your decision to make."

"We haven't been making much headway, general. It seemed like another Jedi could help us gain more ground."

"She is an undisciplined, inexperienced girl and you thought it made sense to enlist her help."

"We've fought together many times, general," Rex says, unable to keep the sharpness out of his voice. Maybe Ahsoka isn't as experienced as Krell, but she's not naive, either. "I trust her judgement and she's a good fighter."

Krell's expression gets stormier, if that's even possible, and he says derisively, "Your recommendation is hardly credible, CT-7567 . To you even the Jedi younglings would seem like good fighters."

"All due respect," and Rex only owes Krell respect because of his rank and for honor's sake, "but I've fought with Generals Skywalker, Kenobi, and Unduli. I know when a Jedi is a good fighter . Sir." He's almost (but not quite) insulted Krell just now, and from the general's reaction (a snarl and a few heavy steps towards Rex), he knows it.

"Take care, Captain Rex," he says lowly, threatening. Rex lifts his chin and holds Krell's gaze. "Remember your place."

Rex is trying, but he's not so sure what it is anymore. He lifts his helmet and puts it on so Krell can't see his face. "I understand, general," he says tightly.

"Dismissed." Krell's voice is cold.

Rex is all too glad to turn and leave the command center, although turning his back on Krell suddenly feels dangerous.

...

By the time Rex gets back to the hangar, Ahsoka's gotten Jesse, Fives, and Hardcase in their starfighters and in the air; she's also managed to finish cleaning up most of the debris from Hardcase's 'trial run' of the missiles and pile it in a corner. She'd tried to get her comm to work, to see how Barriss is doing, but there's nothing but static: the Umbarans are jamming transmissions again.

Rex has his helmet on, but the moment he's inside the hangar he pulls it off, tucking it under his arm and swearing in Mando'a, scrubbing one hand over his face. His jaw is clenched and he moves stiffly, tension thick in every muscle. "I take it your conversation didn't go well?" she asks, a bit wryly.

Rex picks up his helmet, crosses the hangar, and sits next to her, leaning back against a crate. "He wanted to know who commed you, and he's not very happy about it." She gets the sense that's only half the story, if he's telling her even that much; the Force is seething with frustration and anger and hurt and worry so strong it's palpable even over the general aura of fear and discontent the entire base is exuding. "He insulted you," he adds, after a moment, but she can tell most of his words are balled up in his throat, trapped by the emotions he needs to release.

If he were a Jedi, he'd probably be told to meditate, but meditation never worked for Anakin and it's hard for her and there's no way it'll help Rex.

But she knows something that will.

"Spar with me?" she asks, standing and offering him a hand. "There's plenty of room."

He takes her offered hand and gets to his feet. "I'll have to take my armor off-to even the field." There's a gleam of mischief in his eye that wasn't there just a moment ago.

Ahsoka smirks, taking her lightsabers from her belt and setting them down on the crate. "Oh, don't worry, I'll go easy on you even if you leave your armor on."

He frowns, then, though he's clearly relaxing. "No need, Commander. You may be a Jedi, but I'm a clone. You don't stand a chance."

"We'll see about that," she says, and then she charges.

She starts off by aiming a kick at his stomach; Rex twists out of the way and closes the distance between them while she recovers her balance. She makes a note to try and stay out of his reach-he has an advantage in sheer strength, but she's faster (even without the Force augmenting her natural abilities). She ducks under a punch he throws, grabs his forearm and twists it (one of the very first moves he'd showed her, when he'd started teaching her hand-to-hand).

Rex chuckles. "I taught you that," he says, and she's not sure why he's bringing that up because obviously, he taught her everything she knows-oh. He spins, putting her at his back, his arm going up over his shoulder-

And then he flips her over. " And I didn't teach you that one," he finishes, sounding almost smug, which won't do at all.

Ahsoka vaults to her feet, backflips away. "You'll have to try harder than that," she says, and then she starts backing away, forcing him to come to her. The longer she evades him, the more his eyes start to darken, the more force he puts into every punch and kick, the faster he goes-until she really is having to pull on the Force just to stay out of his reach.

He throws an uppercut at her face, and she blocks it, but the impact sends her staggering backwards, off-balance-he presses his advantage, sweeping her legs out from underneath her. She falls, hard, lands on her back and immediately rolls back to her feet, aiming a kick at his upper body, a fierce joy spreading through her when the kick makes contact. He moves with the momentum instead of resisting it, though, and just grabs her ankle, and she knows what he's about to do-out of instinct, she Force-shoves him back.

She realizes her mistake almost immediately. (Stupid, stupid, he fights with Jedi all the time, obviously he's prepared for anything a Jedi can do.)

Rex is in no way surprised by such a move; instead, he keeps a tight hold on her leg, and the Force-push she'd intended to knock him off-balance does, but it pulls her off with him, and she swears, flailing, blindly kicking out with her other leg.

The landing knocks the air from her lungs, leaving her dazed and breathless-she tries to roll away, but Rex drops down onto her chest, catching her hands when she tries to punch him. And then he just stares down at her, his dark eyes stormy, and waits.

"Fine," she mumbles, "you win. Let me up."

He does, pulling her to her feet. "I still want to punch something," he admits after a moment, almost growling. He turns away from her, clenching his fists and closing his eyes, like he's trying to remaster himself.

"I-"

Before she can get out more than a word, he's spinning back around, cutting her off. "Not you, Ahsoka!" His chest heaves, though she can't tell whether that's from exertion or emotion.

She freezes at the sound of her name on his lips. There's a strange intensity in his eyes and his voice, a depth of emotion she's never seen from him before (he's so self-contained, so rarely outwardly emotional, that it's a shock)-but, stars above, never in her wildest dreams has she ever imagined he'd use her name.

"You called me Ahsoka," she says, wonder in her voice. (Her name has never sounded more beautiful before, she thinks.)

...

Rex knows it's a mistake the second he says it, the tight hold he normally keeps on his emotions forgotten in the heat of the moment. He struggles to regulate his breathing again, searching for something to say because it's well outside of protocol to call her by her name, sparring or no. "Sorry, Commander," he says. He doesn't really have an excuse. He's tired and angry but he just hadn't wanted her to think he was angry at her .

"Rex…" Ahsoka- Commander Tano's voice is soft and almost , he thinks, pleading. "Please don't apologize. I don't mind- It's nice, actually."

Rex frowns and looks down. It's not that he doesn't want to call her by her name, it's that he needs to keep some kind of distance between them. He can't allow himself too much familiarity with her. "Still," he says, fumbles really, "I'm sorry I… lashed out. I'm just worried." This whole mission has had him on edge since it began, and really he should have known better than to give himself so much free rein. No one needs him distracted right now.

"It's okay, Rex," she sighs, and he does like how it feels when they talk like this, "I understand."

He believes her. She cares what happens to this battalion almost as much as he does, always has. It's part of the reason he… finds it hard to stay focused when she's around. He wants to explain further, say why he's so angry , tell her something of all the confused thoughts in his head about the general and what his place is and how badly he's wanted to just take matters into his own hands. But he hesitates, because he's hardly sure how to begin and it's a lot to just blurt out to her.

But Ahsoka is looking at him like she wants him to keep talking and also like she's sad, and he scratches his head tiredly before shifting where he stands and saying, "It's Krell." He's sure she knows, but it's somewhere to start. He thinks of Krell getting in his space, dismissing his ideas, suggesting he doesn't understand the concept of honor. "He's not fit to be a general." It's a big admission, and he fights the urge to scuff his foot on the floor like an uncertain shiny.

...

It hurts, that he so clearly doesn't want to use her name, doesn't want the level of… closeness, of intimacy, that it implies. She won't deny that. But she says she understands and she does; if he doesn't want to use it, she's hardly going to force him to. That would go against, well, everything she-isn't supposed to feel. So it's probably a good thing. She's not supposed to have, well, attachments, and she's certainly attached to the entire battalion, but it's different, with Rex, and-

And nothing. There's nothing. (She's going to have to talk to Anakin about this before the attachment grows beyond her ability to control it.)

But Rex is finally talking about what it is that's gotten him all worked up, and Ahsoka had guessed it would be Krell, but to hear such boldly incriminating words from Rex, of all people-perhaps the most loyal of all the clones-is shocking. And telling. "If you think he's not fit to command, then I'll back you," she says simply. "I trust your judgement, and so does Master, but the Council won't accept just your word. And so far, nothing I've seen is enough to get him removed from command."

She sighs, presses her hand against her forehead, suddenly exhausted. "He won't take the unsanctioned mission well, but it'll be well within his rights as a Master to discipline me however he sees fit," and she does not wince at the memory of some of the less kind Masters she'd had the misfortune to deliver messages to, "and I'm not sure how much weight my word will carry, after that. I'm sorry, Rex, all I can do right now is-run interference. Keep you as safe as I can."

It's not going to be pleasant. But she cares about her men (especially the one standing beside her), and she can handle a Jedi Master better than they can. That's just a simple fact. If it gets to be too bad, she can always tap into her training bond with her Master and call for him-he'll come, no matter what, if she's in trouble. He always does.

...

Technically, she's right - Krell hasn't done anything yet that's strictly harmful. He has strategies and tactics that are unusual, they would say, but they have worked in the past. Rex essentially only has a feeling to go on, and his own knowledge of what makes a good leader . Krell lacks most of the qualities Rex respects in his superiors.

He didn't comm Ahsoka so she could come here and fix everything, although if he's honest that's how he'd hoped it would go. But she's put herself between Krell and his men (him), and he thinks that's enough, after all. That she's trying.

And he's afraid Krell is going to be harsh, although he hopes if their tactic works the general will be willing to be lenient. The idea of Krell punishing Ahsoka for helping them is horrible , and she's apologizing that she won't be able to help more if he does. Rex almost wants to laugh except it's far from funny.

"Don't apologize," he says wearily. "There's not much more that either of us can do right now." That's not true, part of him whispers. Fives told him the men only follow Krell because he does and he knows, has known, that that's the case. If he wanted, most of the battalion would follow him. But insubordination is too far, however much he… he hates Krell. "I can't wait till this is over," quietly, "I want to get off this planet and away from the general."

...

"So do I," Ahsoka says.

She's tired. It's more than just simple sleep deprivation; it's a bone-deep exhaustion, physical, mental, and emotional, and the strain of being the only barrier between her men and a Jedi who would gladly see them all dead and the constant darkness of this stupid kriffing planet is slowly but surely wearing her down. (That has to be the reason why she's having so much trouble with her emotions now-she's so tired she can't keep herself together.) "I hate this planet, Rex," she finally admits, staring down at the ground. "It's just-awful. There's something about it that… the Force is so defeated and negative and none of my shields can keep that out."

He won't understand, but that's alright. "And there's something about Krell that has me on edge, too. I didn't notice it earlier, but he almost feels… cold." (It reminds her a little bit of Mortis, of when the Son took control of her; she'd been locked in ice, it seemed, frozen in a glacier of Darkness while her body acted out of her control.) She shivers.

...

Rex isn't entirely sure what she means, but in a way it makes sense. Sometimes he feels like he's never going to see the sun again after all this darkness, and the constant attacks and all the death and Krell's lack of concern for what he's doing to them . He's not Force-sensitive, but he thinks he understands why Krell feels cold.

When she shivers he wants to put an arm around her, something, because it's not like she's actually cold, it's like she's scared. It's rare that she looks this small to him, even though she's never been particularly tall. How comforting that would even be, he's not sure (he is, after all, still in his armor), but he doesn't like just standing here when she looks this out of her depth.

"Ahsoka-" he starts, hesitant, anxious, but he stops because he sees two familiar silhouettes in the new opening in the hangar wall. He's suddenly glad he didn't put his arm around Ahsoka - he doesn't want to have to deal with what Fives' reaction would be.

And there are only two silhouettes.

It's Fives and Jesse, and they take off their helmets as they approach. Any hope Rex had that Hardcase might just be locking down the ships is dampened by the looks on their faces: solemn and tired.

"You did it?" he asks, gruffly.

"Yeah," Fives says. He taps his helmet against his side and glances at Jesse. "Well, Hardcase did."

Rex bows his head briefly and lets out a quiet sigh through his nose. Really he should be grateful the plan even worked. Maybe Krell won't punish them too severely for the escapade since it turned out so well.

Except that Hardcase is dead now. He's lost another one. At least this time it's not for nothing.

"I'm sorry," Ahsoka says softly, to all of them, and Rex nods to her, grateful. This is probably the only moment they'll get for a while to remember Hardcase, so he stays quiet and just breathes for a bit. He can hear Fives tapping a restless, light pattern on his helmet.

The hangar door hisses open, and Rex turns, half-expecting to see Krell already. Instead, it's four troopers. They hesitate when they see the solemn little circle in the middle of the hangar, but they still come over, and Tup, who's leading them, says, "General Krell wants you four in the command center. He wanted Hardcase too, but…" Tup shrugs a little and Rex can tell he's at a loss.

Rex takes a steadying breath and nods. "Thanks, Tup. We'll come."

...

Ahsoka takes a deep breath and follows Tup and the other three (one is Kix, she thinks, and another-probably Dogma) out of the hangar and to the command center. Part of her notices that Rex stays fairly close to her side, to her right and one step behind her, protecting her flank-she appreciates that, more than he probably knows.

Krell has his back to the door when they enter; he's leaning against the holotable in the center, two arms behind his back, the other two resting on the table's edge. "I seem to distinctly recall forbidding an attack on the supply ship," he says as he turns, and the cold is back, not just in his voice but all around her (and even though it's faint, it's pervasive, it clings to her and she can't get away), and she shivers again and crosses her arms across her chest. Krell looks surprised, for once. "You can feel that?" he murmurs, so softly she's not sure he actually meant to say it aloud, "More perceptive than I realized." And then the strange, quiet moment is gone. "Would you care to explain how such an attack came to be, Padawan Tano?"

She swallows, steps forward, unnerved by the glittering danger in his eyes; her hands go to her 'sabers on instinct, only to find emptiness-she'd left them sitting on the crate in the hangar. She tries not to panic at the realization, but that predatory gleam in Krell's eyes sharpens, and she's pretty sure she's failing.

Rex tries to step up with her, but she waves him back with a small hand signal-technically, he wasn't involved in the mission at all. It was only her. She lifts her chin and meets Krell's gaze, reaching for all the strength she can muster. "Fives, Jesse, and Hardcase acted on my orders. I'm the only one at fault-it would've been insubordination if they hadn't done it." She's technically telling the truth. "And, frankly, Master Krell," and where is she getting the courage to say this? "you should be thanking them. Had they not risked their lives-and, in Hardcase's case, sacrificed his life-in the attack, the entire battalion would've likely been wiped out attempting to storm the capital-"

Krell storms forward, his eyes suddenly blazing gold, that awful cold aura growing again, freezing her into silence, her voice cutting out just before he lifts one massive, meaty hand and backhands her across the face with all his strength. Her head snaps to one side, the force of the slap flinging her across the room and into the wall; her head hits first, and for a moment there's blackness swimming across her vision before she struggles out of it.

"I will not tolerate insubordination," Krell is snarling down at her. She blinks up at him, dazed, trying to get her eyes to focus properly (it takes a moment, but they finally do), and then frowns at the taste of blood in her mouth, spitting it on the floor. She must've bitten her tongue. "Especially not from you, Padawan. You ought to know better."

Ahsoka glares up at him and, in perfect Huttese, snaps, "E chu ta," a rather nasty phrase Anakin had gleefully taught her.

Krell apparently at least recognizes the intention of the phrase, even if he doesn't know exactly what it means, and he practically roars and drives his booted foot into her stomach, knocking the air from her lungs in a whoosh. "You will treat your superiors with respect!"

Gasping, she chokes out, "You're not my Master."

...

When Krell slaps her, for a moment Rex can only see red, can only hear the blood rushing in his ears, and he takes two long strides forward because this is too much. Fives and Jesse are both cursing and the four troopers who brought them in (who've grabbed Fives and Jesse's arms to hold them still) are looking at Rex to see what he's going to do.

He doesn't know because technically Krell can do this, but it isn't right and Rex can't, won't allow it.

She spits out blood and Rex is so sick of this .

It's not until she swears at Krell and the general kicks her while she's still on the ground that Rex closes the rest of the distance between him and Krell in a few steps.

"You will treat your superiors with respect," he says, and Rex would kill him. But he can't.

"You're not my Master," Ahsoka says.

Krell snarls and raises his hand again, and Rex grabs his arm and pours every ounce of cold authority he has into one word.

"Enough."

It draws Krell's attention away from Ahsoka and that's okay with Rex, although Krell's glare is freezing and deadly. "What did you say, clone?"

"I said that's enough. That's more than enough. She authorized an attack on the supply ship that worked. Don't punish her because you wish you could claim it was your success."

Krell growls and Rex forces himself not to step back, even though now he's watching those hands in case he needs to move fast. "You tread close to insubordination yourself. Are you presuming to command me, Captain Rex?"

"No sir," but Rex might as well be and he's on shaky ground and he doesn't know what's going to happen. "But you went too far."

"Well," and Krell sounds murderous but he glances at Tup's group and Tup's hands are loose on Fives' arm. Fives and Jesse are glaring darkly, and Rex realizes he has them all on his side, except perhaps Dogma. Krell straightens and some of the fire in his eyes dampens. "If I was it was not without reason. She and the other… two have committed a serious crime. I can't let that go unpunished."

It's a terrible, flimsy excuse, but it's purposely de-escalating and Rex goes along with it because he can't risk angering Krell again and getting anyone hurt anymore.

He nods shortly, not quite trusting himself to speak. Ahsoka has gotten to her feet behind Krell and it's a relief to see she's standing fairly steadily. Krell holds his eyes as he says, "And you two. ARC-5555 and CT-5597. You will explain your actions."

...

Ahsoka can barely breathe, still, and she's shaky-the cold has only gotten worse, and she's beginning to think she knows what it is. Still, she nearly Force-pushes Krell across the room when he starts snarling at Rex. How dare he?

But the last straw is using numbers.

"They have names," she hisses, pushing away from the wall she's been balancing on. "They're people, not wind-up soldiers you can throw away after a battle!" She puts herself squarely in between Krell and the clones, even though every instinct screams at her that she's making a mistake. (But it's better for him to be angry at her than at the clones. At least she can fight back.) "Fives, Jesse, you are under no obligation to talk to him unless you want to and he treats you with respect."

Rex is probably going to kill her.

"Somebody get my lightsabers, please," she adds, and hopes it's anyone but Rex who leaves. "I have a question of my own for you, Krell: why do you reek of the Dark Side of the Force?"

...

"None of you move," Krell says, his voice heavy with command. Rex feels a bit like he's suffocating and he shakes himself, trying to focus. "This accusation is the height of treason," Krell says lowly, turning fully to face Ahsoka. This is the calmest and coldest Rex has heard him so far and it makes him tense, looking to his fellow clones. If Ahsoka says Krell feels like the Dark Side, then he does - and that's worse than Rex thought. But if they attack him with only the proof of Ahsoka's claim, no one will call it anything but treason and nothing will have been accomplished.

Rex isn't sure how to stop the situation this time, so he hesitates, waits for something to make sense so he knows what to do.

"You, a mere padawan, claim to know what the Dark Side feels like? Are you so unashamed of your crime you're willing to accuse me of turning?" Krell's hand comes to rest on one of his sabers and Rex feels cold. He starts counting breaths, clenching and unclenching his fist.

"I know what the Dark Side feels like," Ahsoka says, and she looks deadly in her own way, fierce and proud and determined. "I've been the Dark Side."

"You're a child telling stories," Krell says, and Rex counts his breaths slower, watches Ahsoka's face, hopes against hope that Krell won't touch her again because he wouldn't know how to stop him then. "Troopers, take these three and lock them up in the brig in separate cells."

He puts his other hand on his other saber, a clear threat if they don't obey. "You will answer to the Council for your actions, Padawan. As for you, Fives and Jesse, you will be court martialed and be found guilty. You will pay for crossing me."

Rex hurries over to grab Ahsoka's arm, ostensibly so he can escort her to the brig, actually because he's worried about her and whether she should even be standing.

"Dismissed," Krell says, and Rex nods to Tup. They have to listen still for the sake of their whole battalion, however much Rex hates it, hates himself for complying. Is this honor or something else? He doesn't know.

...

Ahsoka is nearly crying by the time Krell dismisses them, her panic fighting its way free of her control despite her best efforts. To make matters worse, she's dizzy, and walking is hard. She keeps half-falling into Rex, and she's grateful for his grip on her arm keeping her upright.

"He feels like Mortis," she says softly, "you have to believe me. The cold-just less freezing. And what Jedi has such a disregard for life?" She shudders. "This isn't right, he'll get you all killed, I need to be there to help-you'll have a better chance with a Jedi on the front lines."

Another wave of dizziness hits, and she swears faintly, staggering into Rex again. "Kriffing head injuries."

...

Ahsoka can't seem to put one foot in front of the other quite right, and she's rambling a bit. Rex can tell Kix wants to have a look at her but they need to get well away from Krell first. He lets go of her arm and fits an arm around her back instead, under her shoulders. "Of course we believe you, Ahsoka," he says. "We'll figure it out." She's in no state to fight (hell, she's struggling to walk ) and now she's going to be stuck down here, but he's going to work something out, some way to fix this.

"What are you going to do, Captain?" Fives says, and Rex almost snaps at him.

"I don't know ."

When they get to the brig and take the lift down to an open block of cells, Kix peels off his helmet. "Commander Tano, I'd appreciate it if you'd let me look at your injuries before we… lock you up."

"Of course, Kix," she says tiredly, and Rex helps her sit down and then takes a step back so Kix has room to work. His own, uneducated guess would be a concussion and bruised ribs. Kix comes over and crouches down, offering Ahsoka an apologetic smile.

"I'm sorry, Commander."

...

"It's not your fault," Ahsoka murmurs. "I should've tried to reach Anakin first. My head hurts too much now, I can't focus." She swallows and does her best to follow along as Kix goes through a concussion test with her, even though she's sure it's fairly obvious.

"You definitely have a moderate concussion, Commander," Kix says, and then he feels her ribs. She hisses in pain when he probes sore spots. "A cracked rib or two, I think, also. You'll have to take a couple weeks off."

"Like that's ever going to happen," she says. "Fives, Jesse, I'm sorry I got you into this. Rex, please don't kill him, you'll get court-martialed too." Talking is hard. Keeping her words from slurring together is even harder. "Don't fight him, he'll kill you," she finishes, after a moment of struggling to breathe.

...

Fives laughs sharply, angrily. Rex knows what he's thinking, what he wants. But they can't fight Krell, not now. This mission is vital to the Republic and it already hangs in the balance.

But he also doesn't answer Ahsoka because he's contemplating what they can do, what will happen if everything goes wrong. (If this doesn't qualify.)

"Fives, Jesse," he says, turning to them. "I need your upper body armor." It's procedure, but he wishes he didn't have to ask them.

They nod and start pulling off their pauldrons and braces and chest plates, and Rex takes each piece as they hand it to him. It's a silent promise to keep the armor for them, to take care of it.

He remembers Ahsoka's sabers then, too - he knows Krell will want to take them, and Rex decides he can't let him. He'll find a way to hide the sabers until he can get them back to her.

Kix stands up and helps Ahsoka to her feet again, more carefully than Rex could have. "She needs to rest at least today," he says tiredly. "Better if she doesn't have to do anything until she's not getting dizzy or getting headaches anymore."

Rex nods to his troopers, and they lead Fives and Jesse to a cell together. "Thank you, Kix."

...

"Doesn't look like I have much of a choice, since I'm stuck in here," Ahsoka says, a little bitterly, and she looks pleadingly at Rex. "My lightsabers-"

"I won't let Krell take them," Rex promises, and she smiles, relieved.

"Thank you."

"I'm sorry, Commander, but we have to lock you up now," Kix says, clearly uncomfortable with the whole situation (she doesn't blame him).

"I know," she murmurs, "go ahead."

But she can't stop herself from darting a nervous glance over at Rex (Krell could do anything to her while she's trapped down here, and she wouldn't be able to get away).

...

Rex spends the next hour in a bit of haze because he can't stop thinking and it's driving him a little crazy. He gets back his helmet and, anxiously, retrieves Ahsoka's sabers. He wants to get them to her, but the cells are too bare for her to hide them and if Krell finds out someone got them to her, there would be hell to pay. He ends up hiding them close to Dogma's bunk, in a crate of blasters. Dogma is the last clone anyone would expect to be hiding the sabers, so with any luck they'll be safe there until Rex knows what he's going to do.

Their assault is due to take place in less than six hours, now, and he still doesn't know how they're going to do this. With Ahsoka in a cell and injured, they've lost what little advantage they'd gained for that attack and now Rex may also have lost the sliver of influence he had with Krell.

Still, after trying (and failing) to rest with the troops, and having to listen to them express his own worries, he decides he has to try to do something. And sitting still just means he's seeing Krell's hate-filled eyes staring him down, seeing him throw Ahsoka across the room and draw his saber on Fives. Krell probably won't listen to him, but he's going to ask if he could reconsider court martialing Fives and Jesse, and if Ahsoka could be allowed at least quarters, somewhere to rest.

He goes to the command center, helmet under his arm, and asks the trooper at the door if he can see Krell. "He's meditating, sir," the trooper says. "He said not to let anyone disturb him."

Rex sighs. "You can't talk to him?"

"I'd… rather not. Sir."

But the door slides open anyway and Krell marches out, hands behind his back. "You've disturbed me as it is, clone. I could feel your anxiety from where I was sitting. What do you want? "

Although it stings to do it, Rex jumps smartly to attention, tries to pretend he hasn't risked Krell's ire twice today. "With all due respect, General… I would like to ask you to reconsider court martialing Fives and Jesse. Their actions might mean the difference between victory and failure for us and General Kenobi, however insubordinate."

Krell snorts, and he does seem calmer now, like the meditation has done him good. "They have been vocal in their… disagreement with me since I took over command of this battalion. I have tolerated your troops' lack of discipline long enough, Captain. I must make an example of them."

Rex grits his teeth, fighting a nauseous twist in his stomach. "But sir, haven't you yourself said we need every man for our assault on the capital?"

"Yes, and yet Padawan Tano saw fit to send them on a foolish mission anyway, and they obeyed." Krell looks past Rex, like he's pondering something, and for a moment Rex hopes Krell listens. But then Krell sighs and shakes his head.

"No, Captain. You're right. Court martialing them is not the answer. I don't have the time and I need the men certain that disobedience will not be tolerated. You will have them executed in an hour."

Rex heart drops , the air rushing out of him like he's been punched. He shouldn't have done this, he's just made it all worse and Krell is smiling at him like he knows. "But sir-"

" Dismissed , Captain." And Krell pushes past him and strides off down the hallway. Rex can't move . What has he done ?

...

Ahsoka is curled up on the floor of her cell, trying (and failing) to meditate enough to reach Anakin, when the lift in the center lowers to her level. She lifts her head to see who it is, hoping it's not Krell. (She'd probably feel him before he arrived, but still.)

It's Rex, distraught and angry, with a few other troopers behind him, helmets on. He glances over at her apologetically and then walks over to Fives and Jesse. "Krell has ordered your execution," he says, and Ahsoka feels her heart go cold.

"What? You can't!" she exclaims, pushing carefully to her feet and to the front of the cell. "If you're going to execute them, you'll have to execute me, too."

...

Rex closes his eyes, wishes this could just be easy. Fives and Jesse are looking at him for an explanation, so he talks to them, although he knows Ahsoka can hear him too. "Technically, he can order whatever punishment he sees fit in a combat zone," he growls. Krell is still within his rights as a general, although they're long past what any other General would have done.

Fives snorts softly, but he and Jesse both seem resigned as Rex opens their cell door. "Don't beat yourself up about it, Rex. We knew what the consequences were."

"Speak for yourself," Jesse snaps, and he's half-serious. Rex knows he didn't go into this blindly, but none of them had really thought Krell would execute them.

"Rex!" Ahsoka calls, and he turns and walks over to her cell, although he's a little afraid of what she's going to say. He's so confused and he just wants this kriffing nightmare to be over but it's not going to be. "He can't do this, Rex," she's says quietly. "You can't let him."

"Don't you think I know that?" Rex growls, his stomach hurting . "But he can , Ahsoka, and I don't… What can I possibly do?" Part of him still says that he could just… refuse. Could refuse to ask this of his men.

But he has another hope, a last-ditch plan, and he goes to the box that allows them to send meals into the cells, opening it. "I'm giving these to you," he says softly, and he sets her lightsabers in the box, meeting her eyes. He doesn't know what he wants but he hopes she can do something where he cannot.

Then he goes back to his men and takes Fives' arm, his heartbeat pounding heavy in his chest.

...

Ahsoka takes her sabers gratefully, but she waits until the men have all left before she ignites one and slashes a hole in the cell door. She takes the lift up, her hilts in her hands, and then takes off down the corridor. She stumbles a few times, her vision blurring, and breathing hurts, but she makes it out in time.

The troopers are lined up, Fives and Jesse standing against a wall, with Rex off to one side watching. Their blasters are up, aimed and ready to fire, and Ahsoka Force-jumps across the remaining distance, landing in front of Fives and Jesse with her sabers lit. "Stand down, troopers, that's anorder," she snaps out.

...

Rex doesn't feel able to look at his men. The firing squad has come without their helmets, even Dogma. He's without his helmet too - he refuses to hide behind a mask and pretend this is okay . It's not.

Fives is glaring at Dogma, who's been calm and cool this entire time. It will be Dogma who gives the order to fire. Rex finds himself thinking like Fives, wondering if Dogma can live with himself if he does this.

Can Rex live with himself?

There's no sign of Ahsoka and as Dogma orders the firing squad to take aim, Rex's heart stops. He's made a gamble and lost. But he still… still doesn't want to see this happen. Can't.

He knows Fives saw that he gave Ahsoka the sabers, because suddenly Fives bursts into an impassioned speech, and it's heartfelt but also like he's stalling. "We have to be trusted to make the right decisions," he says. Jesse looks tired, just watches Fives like he wishes he'd just be quiet.

Rex clenches his fist. Please, Ahsoka.

And then there she is, running out of the control tower and igniting her sabers to jump in front of Fives and Jesse, crouching and shooting an icy glare at the firing squad. She's fierce and angry and she looks more beautiful than he's ever seen her. "Stand down , troopers. That's an order ."

He's able to breathe again. Ahsoka doesn't look steady but she's here, and Fives and Jesse are safe for now. The firing squad all drop their weapons easily, with relieved smiles on their faces. Only Dogma still grits his teeth and glares. "What are you doing?" he asks them, almost like he's going to panic.

"The right thing," Rex says, going up to him and putting a hand on his arm. "If Fives and Jesse can be executed for doing their duty, someday maybe you could be. Any of us could be."

What he doesn't say is that he knows if he'd let them go through with the execution, he couldn't have lived with himself. That killing their brothers is simply wrong, and goes against everything he has ever fought for. "Take off their restraints," he says firmly. Fives and Jesse can go back to their cell.

He looks at Ahsoka, who's switched off her sabers but still looks wary, and tries to communicate a silent thank you. This will have gotten them in more trouble, but there's a certain lightness in his chest now, a relief . This was the right thing to do. He waves for two of his troopers to take Fives and Jesse back to their cell, hopefully out of Krell's way. "The rest of you go back to your bunks," he says. Dogma hesitates, but he still obeys, and Rex turns to Ahsoka.

...

Ahsoka returns her sabers to her belt, letting out the breath she'd been holding. "Krell will find out about this soon enough," she says quietly. "I'll probably get thrown back in the brig, at the least."

She hesitates, and then pulls her sabers off her belt and holds them out. "Keep them safe for me?" she asks, pleading. "I don't want Krell to get them."

Rex nods, takes the lightsabers and tucks them away. "Thank you," he says, and it's ostensibly for stopping the firing squad but she hears what's unsaid: thank you for taking on Krell for us. For making yourself our shield.

"You're all my men," she tells him in response, deadly serious. "As your Commander and a Jedi, I have a responsibility to protect you. But more than that, you're my family." Ahsoka manages a smile. "I'll always put myself between you and a blaster-or a lightsaber-whenever I can."

...

Rex wishes he were more eloquent, wishes he could explain the sudden ache in his chest and the gratefulness . His men are his brothers, they're all family, but no one seems to understand that, and in a world that seems insistent on branding clones as less than human, no one else claims them as brothers.

But she's handed him her sabers like his brothers hand him their armor or blasters: it's an act of trust. It's that trust that he wants to be worthy of, that his honor demands he respects. He's always thought their duty is to fight, but maybe it's more about protection .

"Thank you," he says again, hopes she understands how much he means it. He wonders if she knows what an honor she's given him, handing over her weapons to him, or if it's simple to her.

Krell will not hurt any more of his people: not his brothers or his Commander. He can't let him.

...

It's harder than she'd expected, handing her 'sabers over again so soon after getting them back (Rex tucks them away under the kamas hanging from his belt), but she expects Dogma to have reported to Krell by now, and so the Jedi Master will be here any moment. She tries not to let that terrify her too much. Rex is staring at her like she's just done something incredible and awe-inspiring, and also like he's made some sort of decision.

Ahsoka considers him for a moment, wondering what exactly the decision he's come to is, hoping that maybe he's going to finally take a stand against Krell. (If Rex refuses to follow Krell, the rest of the battalion will, too.) And she appreciates him giving her her 'sabers back, allowing her to do something; before she can think too closely about what she's about to do, she closes the space between them and gives him a hug-brief, but heartfelt. (She wishes she could stay here all day, in the safe space that is Rex's arms, but she knows better.) "I trust you," she tells him, instead, using their proximity to say the words in his ear, "completely. When you need me, come get me. I'm going to try and contact Anakin again."

Then she pulls back and waits for Krell-any moment now, he's going to come around the corner.

"Ahsoka," Rex says softly, and there's that awe in his eyes again, sending something warm and tingly running through her bloodstream, "are you sure?" Sure about waiting, he means, about letting Krell near you again.

She nods. "If it comes to a fight, I-right now I'm not steady enough on my feet, but I think I can enter a light healing trance to help with the concussion." Buy me the time to heal, she means, but… it's so selfish of her, when Krell is so awful to the troopers. "I-"

"If you apologize for something that's not your fault one more time, sir…" His voice trails off, a threat, and she makes a face at him.

She's about to make a rebuttal, but then there's that cold, Dark feeling again, and Krell walks towards her. "Padawan Tano," he says icily. "What areyou doing?"

"Stopping an execution, General," Ahsoka says, standing tall and proud, emphasizing the lack of a Jedi title.

He notices. "That's Master to you, Padawan."

She shakes her head. "I'll call you Master when you start acting like one," she spits out, willing herself not to flinch when he storms towards her, reaching out with one arm.

He doesn't hit her, though, just grabs her upper arm and, quite literally, starts dragging her away.

...

Rex takes a truncated step after Krell, fists clenching. A question bursts out of him, almost of its own accord, although by now he should know that trying to talk to Krell just makes everything worse. "What are you going to do with her?" He's relieved that he sounds detached and professional, not scared, like he feels. His men were just almost executed on Krell's order and he knows that Krell won't hesitate to take punishment into his own hands if he sees fit (and again he sees Ahsoka's lithe body hitting the wall of the command center and dropping to the floor like a discarded toy).

Krell doesn't even look at him, and he sounds weary when he answers. "I am putting her back in the brig where she belongs. Question me again, clone, and you can join her."

Rex is a little relieved, and he stands still and lets Krell go. Ahsoka has to scramble to keep up with the general's pace, and she glances back to meet Rex's eyes. He's not at all sure what she's thinking, what she wants him to do, so he inclines his head to her, hoping he's done the right thing.

Once they're gone, he goes back inside himself, hyper-aware of the feeling of Ahsoka's sabers on his belt. He can't just carry them around with him, but he doesn't know where to hide them. He's sure Krell knows that Ahsoka had the sabers when she stopped the execution and he's bound to want to know where they are and how she got them - and things are bad enough now, the last thing Rex needs is for Krell to realize that it's almost as much his fault as it is Ahsoka's that Fives and Jesse aren't dead.

There's an anxious ache in his stomach that he can't quite ignore because they have to attack the capital soon and Ahsoka is, as far as he knows, alone with Krell and this mission is so important but he's convinced it's going to go to hell and they're going to die, whether the capital has supplies incoming or no, and nothing he thought he knew prepared him for this. He goes back to his bunk, finds his men in nervous huddles around the barracks like they're waiting for a blow to fall, for more bad news. They all turn and look at him when he shows up, going quiet. He shrugs at them a little - for now, there are no more punishments to be given. Perhaps there will be later (Rex thinks he's already been insubordinate enough he'll have earned a serious reprimand after this mission, if not worse), but the time they're supposed to march is getting closer and that is still their priority.

"Krell is in the brig," he says tiredly, sitting down on his bunk. "I want to know as soon as he's back."

Nobody asks why or disagrees - instead, two of his troopers leave their bunks, presumably to keep watch for him. Rex closes his eyes and rests his head in his hands, exhaustion overtaking him, making his limbs heavy. Enough . This can't go on forever, surely.

Even if it's beginning to feel like it will.