So this is my version of Episode 2, based on the What If scenario that Disney would allow me to do a remake of the Prequel Trilogy. Episode 1 is already posted, that episode being called Forces of Corruption. In that "movie" we follow Obi-Wan and Anakin as they chase the rogue Jedi named Dooku, but they are unable to stop him before he assembles a coalition of greedy guilds that attacks the Republic and gets away with genetic-samples to create their own clone-army. As a result of this crisis, and the assassination of the Chancellor, Senator Palpatine is granted emergency powers to lead the Republic against this new enemy. At the end of the first "movie" the Clone Wars begins, and this storyline posted here takes place some 4-5 years into that conflict.

An Attack of the Clones rewrite

Star Wars Episode 2

Shroud of the Dark Side

Conflict has engulfed the galaxy and torn the Old Republic apart in a vicious civil-war. With both sides using clones to create their armies, there is an endless supply of soldiers being shipped to the battlefields. THE CLONE WARS spread chaos and suffering to every planet as the conflict escalates and more and more battles are fought.

The Jedi Knights fight on the frontlines in service of the Republic against the greedy CONFEDERACY, a powerful coalition of guilds and planets with no regard for equality or justice and intent on overthrowing the Senate. The war is bloody and devastating for both sides and with no end in sight, despite the courageous efforts of the valiant Jedi.

Recently, however, the Republic has won a significant victory and liberated the planet of Naboo, the first planet occupied by the Confederate army. Hoping to make use of the momentum the victory has provided their forces with, the Republic now gathers its fleet for a decisive strike against the strategically vital system of GEONOSIS. If victorious, the Republic will for the first time gain the upper hand in the destructive conflict, something that sparks hope for victory over the enemy and the promise of peace across the galaxy.

Geonosis:

A Confederate flagship ( an Aggressor-class battleship ) moves in towards the planet of Geonosis, together with an escort of cruisers. A shuttle leaves the battleship together with an escort of fighters and head for the surface. The shuttle and escort flies through the atmosphere and in over the landscape and towards an absolutely MASSIVE fortress.

On a landing-pad at the fortress, hundreds of soldiers and officers have gathered in parade-formation. Walking up to await the arrival of the shuttle is the Geonosian leader, Poggle the Lesser, and Commander Jango ( the mandalorian officer that defected at the end of the previous "movie" ). The shuttle closes in and lands, allowing the passengers to disembark; leaving the shuttle are General Grievous and a sinister looking woman, named Ventress ( from the animated series, of course ).

( Now, in this version, Grievous is still visibly a biological alien, but with many cybernetic implants and a cybernetic arm and leg. I have chosen to base his species on the Remans of Star Trek Nemesis )

"General Greivous" Jango says. "Welcome to Geonosis and Fort Krayt."

"Let us focus on the immediate issue, commander" Grievous says and heads for the base, with everyone else following. "I have been forced to abandon the campaign in the Rodian system to come to your aid. And only because you lost a planet that you could have easily held."

"I believe you have been misinformed on what took place on Naboo, general" Jango says.

"Have I?" Grievous growls as they enter the base. "The enemy were lured into a perfect trap. All you had to do was to clean up what remained. Lady Ventress successfully converted General Krell to our cause and he lead his forces into a slaughter, as per orders. Yet, despite this, you could not defeat the Republic army."

"With all due respect, general" Jango says. "But I had warned you about General Kenobi and the 501st regiment. They are the best troops in the Republic army and Kenobi has not lost a battle yet. I destroyed Krells forces, as planned, but the 501st put up a stiffer resistance than you accounted for, general. Not to mention, that despite being outflanked, Kenobi successfully managed to outmaneuver my forces. Had I been given the reinforcements I had requested, I could have destroyed Krells army and locked Kenobi in place and denied him any chance to maneuver."

"I am not interested in excuses, commander" Grievous growls. "Fact remains that you lost Naboo when you had every opportunity to secure victory. Now, we must prepare for the Republics next move and the next engagement. Bail Organa has proven himself to be a quite competent Master of Ordonnance, Firearms and Fighter-craft, and he will recognize that they now have an excellent opportunity to strike here, at Geonosis."

They now enter the command-center of the fortress.

Grievous continues. "Geonosis is key in holding this entire sector. Apart from its important droid-foundries, it also supplies our shipyards with valuable ore, and, from here you can launch attacks against twelve other systems. Geonosis must not be allowed to fall into enemy hands."

Poggle the Lesser speaks in the geonosian tongue and a protocol-droid translates. "His exalted lordship points out that Geonosis will never tolerate Republic rule ever again, and all the Hives are pledged to fight the Republic to the end."

Grievous nods. "Inform the Hive Queens that I am grateful for their support, and that they are a valued ally of the Confederacy."

Ventress is next to speak, as she brings up a holographic map of the region, depicting Naboo and Geonosis ( we also see the twin-suns of Tatooine depicted on the map ). "The Republic is massing a significant force at Naboo, all placed under the command of Moff Organa and Grand Master Windu. Thanks to Jangos failure, the next battle will be fought here, at Geonosis. If we lose Geonosis, we will lose the sector."

"Then give me the troops I need to win the damned battles" Jango replies. "If I am to defeat Kenobi, I need not just expendable troops, but also elite forces to finish the job."

Grievous studies the map. "The geonosian forces and their droids will be enough, commander."

Jango is not impressed. "They will not hold their own against Jedi and clone-troopers."

"We will not defeat this enemy on the ground" Grievous says. "Kenobi and the 501st has proved this time and time again. No, it is in space that we will defeat Moff Organa and his forces."

Ventress turns to Grievous. "I assume you have a plan?"

"I do, my lady" Grievous says with a vicious smile. "I do."

Naboo:

Late at night and a Republic gunship flies in over the swamps and bogs of Naboo, and shortly after is escorted by a brand new type of fighter-craft, a TIE Advanced X1 ( the type of fighter Vader pilots in A New Hope ). Both ships eventually land in the middle of the remains of a battlefield between the Republic and the Confederate forces; dead soldiers scatter the area, as do destroyed battle-droids and the carcasses of burned out vehicles.

Obi-Wan and a squad of clone-troopers leave the gunship, the troops quickly secure a perimeter. At the same time, Anakin climbs out of the advanced fighter, and T7 is lowered to the surface ( yes, in this version, the TIE X1 carries an astrodroid, though inside the cockpit and directly behind the pilots seat ).

Obi-Wan turns to the lieutenant in command of his troops. "RX, keep the landing-zone safe and wait here until we return. Anakin and I will scout ahead."

"Yes, general" RX-7567 says.

Obi-Wan and Anakin, followed by T7, head out into the battlefield.

( By now, Obi-Wan should be in his mid-fifties and Anakin in his mid-twenties. The reason why Obi-Wan is this old is because of Tarkins remark in A New Hope, concerning Obi-Wan being still alive; it seems to me that Tarkin expects Obi-Wan to have died of old age by the time of the events in A New Hope )

"Just why are we out here, master?" Anakin wonders.

"This is where General Krell was defeated by foolishly pushing the assault against the Confederacy" Obi-Wan explains. "It was a massacre. The entire army was destroyed."

"I know" Anakin says. "The loss of Krells forces almost lost us the battle for Naboo. But again; why are we here now?"

"Grand Master Windu has sensed a disturbance in the Force for some time" Obi-Wan explains. "He deployed a probe-droid to this location, and an hour ago he lost contact."

"The area is strong with the Dark Side" Anakin admits.

"Indeed it is" Obi-Wan says.

T7 makes a series of noises.

Anakin translates. "T7 has found something."

They follow T7 to the remains of the destroyed probe-droid, with still hot cut marks across it.

"Looks as if it has been cut down by a lightsaber" Anakin says, a bit surprised.

Obi-Wan holds his hand next to the cut metal. "Still warm" he says.

Anakin then senses something. "There's someone here, master. That way" and points.

"I'm amazed you can pick up anything" Obi-Wan says, "the Dark Side clouds much at this place."

"Trust me" Anakin says and Obi-Wan and T7 follow him.

After a short walk across the battlefield they come across a lone figure, standing in meditation almost. It is a Jedi besalisk ( a four-armed species introduced in Attack of the Clones ); it is General Krell.

"Krell?" Obi-Wan says.

"He's alive?" Anakin says in disbelief.

Krell turns to look over his shoulder. "You should not have come here, Obi-Wan. I had hoped that Windu would have come here, himself."

"Well, I was in the area" Obi-Wan comments. "What happened here?"

"What happened?" Krell says and looks around. "My men were massacred here. I thought that much was obvious."

"They did not have to be, master Krell" Anakin says. "You ordered them to their deaths."

"My apprentice is right" Obi-Wan adds. "I sense the Dark Side in you, Krell. Your thoughts betray you. You sacrificed your own troops because you were ordered to, by your new superiors within the Confederacy."

Krell turns around in full to face the two Jedi. "I have seen the future, Obi-Wan. Assaj Ventress showed me how to peer through the shroud of the Dark Side, and I saw what awaits us. What awaits us all. The only way to survive is to join with the Sith; to join with Darth Ty'Rahn."

"She only showed you what she wanted you too se, master Krell" Anakin says.

"Anakin is right" Obi-Wan cuts in. "Ventress is a master of deception and misinformation. She showed you one outcome out of a thousand. The future is constantly in motion; only a fool relies on prophecy alone to make a decision."

"And only a fool ignores prophecy altogether!" Krell counters.

"Krell" Obi-Wan says, "surrender now and come with us. This does not have to end with bloodshed."

"What fools we Jedi have been" Krell says and looks at the stars. "You don't know the power of the Dark Side, Obi-Wan" he continues. "I must obey my master. I must obey Assaj Ventress." Krell retrieves two dual-lightsabers from his belt and activates all four blades ( all are green ) and prepares himself for combat. "I must prove my determination."

Obi-Wan and Anakin ignite their own lightsabers.

"If that is your destiny" Anakin says.

A brief moment of silence, and then Krell attacks! The fight is a spectacle of cool lightsaber-moves combined with Force Pushes and Force Throws; Krells two dual-lightsabers and his ability to always use an arm to use the Force against his opponents makes him a truly dangerous foe. Objects are flung to distract, both Anakin and Obi-Wan are pushed to the side and lightsabers cross and parry in a lethal dance.

In the end, they all get stuck in a show of strength as their lightsabers cross and get locked, with Obi-Wan and Anakin having locked a dual-lightsaber each.

"You are beaten, Krell" Obi-Wan says. "Surrender."

"There is no escape for you" Anakin adds.

( This is a reference to the fanmovie Darth Maul; Apprentice. I highly recommend it )

Krell grabs Anakin by the throat with an arm and begins to choke him physically with his hand. Their lightsabers are still crossed as Krell slowly forced Anakin to his knees.

"What will it be, Obi-Wan?" Krell asks. "Should I snap his neck?!"

Anakin then grabs Krells lightsaber-hilt with his cybernetic hand and holds it in place, and follows that up by swinging his own lightsaber, cutting off the arm choking him. Krell screams out in pain, giving Obi-Wan time to spin around and impale Krell through the back, the lightsaber sticking out through Krells chest. Obi-Wan turns off his lightsaber and Krell falls to his knees and then face first into the muddy ground.

"You alright?" Obi-Wan asks Anakin.

"Besides a soar throat" Anakin says, "I'm fine. I can't believe that master Krell was tricked by Ventress to betray the Order."

"The Dark Side has grown in strength and power with this war" Obi-Wan says. "And it has made Ventress more powerful than ever before. She has become truly dangerous. Come, let us return. We have to report back to Grand Master Windu about this."

Naboo Orbit:

In orbit of Naboo, a strong Republic fleet has gathered as the preparations for the offensive against Geonosis are underway. A Venator-class battleship, the Republic flagship, hosts a staff-meeting with many VIP's present, including; MOFF Bail Organa, Admiral Tarkin, General Kenobi, Commander Skywalker, Commodore Amidala, Grand Master Windu, Colonel Zorba ( of the same species as Zeb in Star Wars Rebels ), as well as a couple of other Jedi and high ranking officers.

"Ladies and gentlemen" Organa says as a hologram of Geonosis appears. "Our target; the system of Geonosis. If we take this system, we deprive the enemy of ore and minerals vital to their shipyards, plus we gain control over the planets many droid-foundries. But perhaps more importantly, Geonosis strategic location allows us to mount assaults against at least a dozen other systems. It is safe to say that whomever controls Geonosis, controls the sector. If we take and hold Geonosis, we will force General Grievous to pull his fleets back from four other engagements, just to secure his supply-lines. Which in turn leaves his armies in those four systems without support. As I'm sure you can imagine, we will hit Geonosis with everything we've got."

Admiral Tarkin is next to speak. "The planet of Geonosis is protected by several defensive-installations, carrying numerous fighters and equipped with heavy cannons. Together with the Confederate fleet, we are up against a formidable defense. But, on the ground itself they have several surface-to-orbit weapon-systems that make an invasion all but impractical."

"So how do we hope to even contemplate our chances of success?" Zorba wonders.

Admiral Tarkin continues. "Our aim is to punch a hole in their defenses by destroying this defense-platform at sixteen-hundred hours, local time" he says and points. "If we time right, we will have a thirty minute window to exploit the gap in their defenses, allowing General Kenobi to deploy his troops on the surface."

Amidala is not convinced. "The 501st has a damned good reputation, I admit. But they will be cut off from reinforcements as soon as they touch down. It's a suicide mission."

"Not at all" Kenobi says. "The 501st will deploy here, just outside the protective-shield surrounding Fort Krayt, the planets main fortress. Once deployed, we will conduct a ground-assault against Fort Krayt, cut through their outer defenses and eventually strike at the base itself. When successful, we will shut down several heavy surface-to-orbit batteries, along with the primary shield protecting a full quarter of the planet from bombardment."

Tarkin continues. "Once that shield is down, I will be able to blast key strategic installations and targets across the planet and soften the geonosians for the main invasion which will arrive with Master Windu and Colonel Zorba, who are in command of our regular forces."

Kenobi adds, "I will personally lead the assault on Fort Krayt. Hopefully, I will be able to capture Commander Jango alive."

Windu is next to speak. "Capturing Jango might be more significant for the war-effort than taking Geonosis. Jango is privy to many of the Confederacy's secrets and long-term strategies."

"Not to mention the whereabouts of Darth Ty'Rahn" Anakin says.

Organa looks at everyone present. "The stakes are high, my friends. But if are true to each other, we will not fail. May the Force be with us."

To be continued…

So, this is how my version of Episode 2 would have opened. It is war, people die and there is a lot at stake and lots of risks involved. The Jedi are also being affected by the war, with General Krell turning to the Dark Side. The set-up is a simple one; this is a war-movie, set in the Star Wars universe.