The tall, silver-haired man stood alone in the arena,surrounded by shadows. In one long-fingered hand he held the elegantly curved hilt of his lightsaber, the pale blue blade deactivated now, but ready to spring to life in an instant. A simple touch of a button, and power would flow from the energy cell and through the Adegan crystals at the mouth, creating a meter-plus length sword of pure energy. It was the weapon of a Jedi Knight, elegant refined. It was, he now realized, a tool for butchery, dressed up in pretty coloration and fancy imagery.

The arena was a simple ring of waist-high stones surrounding a large open field of gravel and sand. At one point along the circumference was a two-story tower for spectators. The whole construction was located in a large cave set into a mountainside on a planet whose name the tall aristocratic man had never learned. It didn't really matter.

He had, at one time, been a Jedi Master, a warrior for peace and justice, acting according to the boundless wisdom of the Jedi Coucil and the impartial judgement of the Republic's government. Then he'd realized it was all a sham. The Jedi were arrogant, the Republic was venal, and justice was even more elusive than peace.

His name was Dooku, and he was apostate.

Too many missions in the service of corrupt senators. Too many misguided quests doomed from the outset. Too many Jedi too sure of themselves. The Council too arrogant to question the wisdom of its stringent prohibitions, to concerned with their monastic purity than with fulfilling their putative goals of maintaining peace and justice.

In the end, though, it all came down to Galidraan.

A humming sound began to fill the background of his thoughts. Looking up from his musings, Dooku saw that ther arena had been encircled by a force field dome, with another energy wall bisecting
the ring. On the other side of that wall now stood a compact figure, shrouded in black robes and exhuding an aura of raw menace that shocked the fallen Jedi. This must be the opponent he had been ordered to face.

"Dooku." The voice was in his head, rasping and harsh. It was without question the same voice that had called him to this place. The voice of the Sith Lord.

"Dooku. Prepare yourself. In five minutes, the barrier will be lowered, and you will face my current apprentice, Darth Maul. He is a powerful warrior, trained as a Sith from infancy. Overcome him, and you will take his place. Fail, and you will die."

The voice faded. Dooku knelt on the gritty floor in the Sleeping Butterfly ready stance taught to him by the Jedi Order's best Phase II combat masters. He let his mind drift in meditative emptiness, gathering his energies for the upcoming duel.

Galidraan. A mission destined for disaster. The Jedi shouldn't have even been there.

But they were. And Master Dooku had been at their head.

The Council had been notified that the Mandalorians, the finest mercenaries in the galaxy for over four thousand years, had begun slaughtering women and children. Only later had they learned that it had all been a setup. The Mandalore had been hired to put down a rebellion, actually a group of peaceful political dissidents, and then sold out to a rival organization, the Death Watch, who had a blood feud with them. The Jedi were only pawns.

The Mandalorian Supercommandos didn't surrender, and they didn't die easily. But die they did. In fifteen minutes, they were decimated. Then their leader, a man named Jango Fett, had arrived, with fresh wounds from the private death trap set for him. With his bare hands, he killed nine Jedi Knights before being captured, displaying more combat skill than Dooku had seen outside the Order, and more raw fury than the Jedi Master had ever imagined.

That had been the final straw. He had turned his back on the Jedi, becoming the twentieth Knight in recorded history to do so. It had been, he was still sure, the right decision.

For a while he wandered aimlessly. He had considered assuming his family title and wealth, but couldn't think of any reason to. There was no purpose, no honor, left in his universe.

That was when the man called Sidious had come to him. That was when he realized that the true path to justice and peace lay through power, and that to gain power, he couldn't afford to be hampered by the Jedi's crippling Code. The path to the light lay through the Dark.

The path to the Dark Side lay through this final test.

There was a thrum as the barrier between him and the Sith apprentice went down. The dark warrior had thrown off his outer robes and drawn a long-hilted lightsaber with a pulsing red blade. His face was covered with a red-and-black tattoo, and his head was encircled by a crown of horns. His yellow/red eyes glowed with mad rage, and his grimy teeth showed in a brutal grin of blood-lust.

Dooku observed all this in the scant instant between the shield's lowering and the Sith warrior's charging. This Maul could move incredibly fast.

Dooku came up smoothly, 'saber blade snapping out with a hissing sound. The blue and red blades came together with a crash, releasing a stink of ozone into the cavern's air. Maul was fast, strong, and incredibly well-trained.

Dooku suspected that he might have found one of the few beings in the galaxy able to cross blades with him as an equal.

The Sith pressed hard, striking again and again with his crimson blade, pouring out energy from a seemingly limitless reservoir. Dooku let him attack, flowing with the aggression, gently guiding the savage blows aside. The sheer momentum of Maul's charge, however, was pushing him back. Dooku allowed himself to lose ground, retreating slowly before the onslaught.

Suddenly, the former Jedi sidestepped, launching a telekinetic blast aimed at Maul's knees. The Sith Lord was put off-balance, and Dooku's sweeping counterattack toppled him to the arena floor. The former Jedi thrust the 'saber blade at his opponent's face, but the red blade parried at the last moment, plunging Dooku's lightsaber into the dirt.

Maul sprang up and lunged with a powerful downstroke. Dooku swept his own blade up to counter, but the Sith Lord planted one booted foot in Dooku's mid-section, sending him sprawling. The black-clad warrior lept upon his prey with lethal speed, but the older man had already rolled aside and gained his feet.

Maul spun on the ball of his right foot and brought his 'saber to bear on his enemy. Dooku, caught the blow, locking blades and using the Force to telekinetically bind Maul in an off-balance position, blade pointed away from Dooku.

"Well fought, Darth Maul. I will regret killing yo--" Dooku sensed a sudden surge of raw anger and aggression from Maul, coupled with a prescient warning from his Force-sense. He acted on instinct, caught up in the flow of the Living Force, de-activating his weapon and throwing himself aside in a low roll.

When Dooku surfaced, he realized how close to death he had come. Maul had activated a second blade from the other end of his lightsaber, a blade that would have transfixed the former Jedi
through the heart.

"I apologize for underestimating you," Dooku said as he re-activated his weapon. "This will be a greater challenge than I had imagined." The silver-haired warrior saluted with his blue blade, and lunged at Maul's forward leg. The Sith parried with one blade while striking with another. Dooku was forced to dodge, using the Force to enhance his speed and flexibility as he slid to the side. Maul spun the dual-bladed lightsaber in a vicious, lethal wheel, pressing in close against Dooku, who was hard-pressed to defend against twin angles of attack.

It was time for a change in strategy. Dooku needed a new edge, and he needed it quickly. Catching a final blow from the Sith Lord's weapon, he turned and bolted towards the nearest of the standing stones that delineated the arena. slicing low, he cut the waist-high plinth free of the ground, and with a mighty blast of Force power hurled it at Maul.

The Dark Lord leapt four meters into the air, the huge missile passing under him. At the apex of his jump, Maul launched his own Force-push, sending Dooku sprawling backwards for four paces, where he hit the energy shield with his left shoulder. There was an agonizing falsh of pain and heat that ran through his left side. Not good.

Maul was coming again. The Sith seemed to have an unquenchable reserve of energy, and Dooku,while powerful, was far from young. He needed to shift the rules of engagement, and quickly.

Maul slammed into him like a run away mag-train, but Dooku parried and sidestepped, and the furious young fighter slammed head-first into the shield. The former Jedi sprang in to seize the advantage, but Maul, apparently impervious to the crippling pain, sprang up and interposed his weapon between himself and Dooku.

Darth Maul engaged him closely, pushing against the older man's guard. Then Dooku mustered his energy, shoved Maul back, and aimed a sharp blow at the Sith's arm. Maul blocked, but the whiplike stroke knocked the dual lightsaber from his hand. Maul immediately turned and ran for it, to fast for Dooku to catch unarmed. Instead, the old man pushed the enemy's 'saber even further away with the Force and closed his eyes, probing the shield projector system.

The shield, he felt, was generated by a ring of hidden projectors, powered from a small ionic reactor contained inside the tower. He could almost--

Darth Maul was back in action, and his first blow almost took Dooku's head from his shoulders. Dooku parried and backstepped, the generator now of lesser importance than the fight at hand.

The Sith lord drove Dook back and back and back, until the former Jedi was backed against the shield again, this time at a spot along the perimeter that lay before the tower. Fighting defensively, Dooku groped mentally for the connection he sought, unable to devote more
than a fraction of his attention to the delicate work.

There! Dooku found the spot where the central conduit branched out to provide power to the individual projector modules. With a powerful telekinetic jab, he severed it.

Maul lunged again. This time, however, Dooku did not stand his ground but somersaulted backwards through the dead air where the shield had stood. The Sith Lord was frozen in surprise for a crucial moment, and Dooku fled for the refuge of the tower.

There was a wide arched doorframe at the first level, opening into a a bare, open chamber wit a spiraling stairway leading to the second level. Dooku dashed up before Maul could follow.

The second level had the shield generator control panel and a balcony overlooking the arena. It was unoccupied. Dooku Force-pulled the control panel, toppling it over the staircase's top. Secure for a little while, Dooku let the living Force flow throgh him, rejuvenating, refreshing, and repairing. After five seconds, he felt like a new man.

Two seconds after that, Darth Maul lighted on the balcony, having leapt from the ground. From one clenched fist came a wave of cold blue lightning that blasted at Dooku. The former Jedi used a
technique taught to him years ago by Master Yoda, however, and absorbed the energy without being harmed by it. Channeling the new power gained from the absorbtion, Dooku launched a massively powerful telekinetic attack, slamming Maul over the edge of the balcony.

The Sith caught the edge with one hand and flipped back over the edge, landing on his feet in an open combat stance. Dooku made a low horizontal cut that sliced open the dark warrior's robes without touching flesh. Maul responded with a fierce sequence of blows delivered in rapid succession directed at Dooku's head and torso, all parried. The older man flipped backwards, seizing the control panel with his mind and slinging it at the other combatant, then diving
down the stairwell. Maul tore the heavy projectile to pieces with his lightsaber before it could make contact, and leapt off the balcony to intercept his prey.

In the arched doorway of the tower they came together with a crash. Maul drove forward, lightsaber whirling savagely in a ring of crimson death. Dooku parried and lunged, dropping low as he left a shallow wound on Maul's thigh. The dark warrior howled with pain and rage, lashing out mindlessly at the source of his discomfort, but Dooku was already gone, somersaulting over the Sith and out the door.

Dooku ran with all his Jedi speed, heading for the mouth of the cavern. He reached it with maul following closely, and leapt up and back, alighting delicately on the lip of a rocky overhang above the cave mouth.

Maul, still charging, went over what turned out to be the edge of a short sloping precipice, and tumbled down ten feet of stony ground to land on his face in a gravelly ravine with his lightsaber lying a meter away from his hand. Dooku was upon him then, dropping from above with azure blade held high, ready for the final killing stroke.

Darth Maul called his weapon to hand and activated it even as he rolled to his feet to face the onslaught, but he could not bring either blade into position in time. Dooku's lightsaber swept through the midpoint of the hilt, leaving Maul holding not one, but two 'sabers.

They both stood frozen for a moment, then a grin spread across Maul's face, revealing yellow teeth in a feral expression of pleasure. The Sith moved into action, flowing smoothly forward, spinning and whirling around the old man as he brought both blades to bear against his foe. He was, Dooku realised, performing the Circle Dance technique, one of te most elegant and lethal adaptations of Phase II lightsaber combat. Very few could master the seperate control of the
two blades needed to become proficient.

Maul was clearly one of those few.

Dooku parried again and again, giving way carefully on the uncertain terrain as the dark lord pressed the advantage. Then Maul suddenly whirled a final time and brought both 'sabers against Dooku's blade at the same time.

The flash was blinding, and the stench of ozone was overpowering. Suddenly Dooku's blade flashed out of existence, the weapon overloaded by the unstable energy of the Sith crystals in Maul's
weapon, applied with such force. Dooku jumped for safety, landing bent-kneed at the cave's mouth, useless hilt still in in his hand. He threw it at Maul as the Sith jumped up after him, and hit the dark lord in the face. siezing the opportunity afforded, Dooku thrust telekinetically at the horned man while yanking suddenly on one of his weapons. The lightsaber slipped into Dooku's grasp even as Maul tumbled back into the little ravine. Armed once again, the old warrior went down after his prey.

Maul rose up, lashing out with Force lightning. Dooku absorbed the energy, and returned it, letting the blue fire lash its way across the tattooed man. Darth Maul bellowed again, raising hs lightsaber high as he went forward for the final exchange.

Dooku met him with equal force, opening himself up to his wellspring of rage and hatred for the first time in his life. The anger carried him on a great wave, filling him with power, letting him lash out at his enemy with all the force he had never before been allowed to show. All the injustices he had not been allowed to right, all the corruption he was forbidden to root out, all the venality he had come to despise in the Republic he had sacrificed his life to, all of it was loosed upon the Sith Lord before him. Overwelm this enemy with this dark tide, and he could have a chance to right the wrongs, to bring order, peace, justice. All he had to do was accept the
darkness, and it was an easy thing to do, for he found that it tasted sweet.

Again and again and again he struck and struck and struck against the enemy whose guard was beginning to falter under the fury of the fallen Jedi's blows. Maul was thrown backwards by a blast of raw power, slamming him against a rock wall and schorching him with heat as Dooku charged. Darth Maul absorbed the charge, feeling the lightsaber blade of his enemy tear into his side, channeling that pain into the rage which fueled him.

Dook was not the only one capable of harnessing the Dark Side, and Maul was attuned through long years of practice. Darth Sidious had taken the Zabrak as an infant, torturing him and tutoring him, twisting the child throughout his life, teaching the lessons of fear, anger, and hatred. Maul had learned well the ways of darkness, and the power that Dooku had just discovered was an old friend to the horned killer.

Darth Maul's backlash tossed Dooku backwards head over heels, and his counterattack pressed his out away from the walls of the ravine, into the open ground. They lashed at each other in their fury, flesh sizzling from the countless minor cut they inflicted on each other, rent flesh cauterized by the heat of the deadly blades. Neither was giving ground now, and neither intended to. They meant to stand and fight until they saw the enemy laid low by a final killing strike.
Their bodies were numb, their minds too full of rage to think.

The battle continued to hold its equilibrium, until at last the two warriors fell back simultaneously, their bodies spent. For a full hour they had been battering against each other. Now they leaned against the wall on opposite sides of the ravine, gasping for air as
they held their lightsabers in a loose hazy guard. The hilts were slippery with sweat, and a little blood.

Dooku's vision was blurry, but he could still see the enemy. Maul's fingers were numb and lifeless, but he could still grasp his weapon. After the space of a few minutes, they rose again.

This time, however, Dooku did not give way fully to the dark tide. He drew on his rage and pain, but also on the tranquil energies of the light side. His body was alive with anger, but his mind was calm and focused.

Darth Maul opened himself up to the Dark Side of the Force as he never had before, letting everything slip away until he was nothing but a pure embodiment of malice and evil. He sought no tranquility, no calm. He was a corialis storm in a bottle, waiting to be set loose.

When they came together, Darth Maul drove like a hammer against Dooku, who deflected each blow with a languid grace and sidestepped each rush. Now that he had immersed himself in the dark side, he could allow himself more balance and more control. Maul could move faster, and hit harder, but Dooku could plan and manouver. Then Maul sprang forward again, feinting with quick succesion at the head, then feet, then the torso of his enemy, finally delivering a shattering
blow toward the former Jedi's hands. Dooku leapt back quickly enough to save all his fingers, but Darth Maul sheared through the focusing array at the end of the lightsaber's hilt. What remained in Dooku's hand was trash.

Maul lunged, but Dooku leapt to safety again, letting Force lightning flow from him into Maul,shaking the dark warrior with the raw energy as the disarmed warrior sought refuge. Maul came after him, furious. Dooku sprang across the ravine to land on the other side, away from the cave-mouth, and shoved at Maul with the Force. Then, using his power carefully and quickly, Dooku sought out the weak point in the lightsaber's construction. There was a circuit in the power array that had been slightly damaged when the Sith's lightsaber had been sheared in half. With the right stimulus...

Maul jumped for his unarmed opponent. Dooku called the lightning again, but this time he wasn't aiming for Maul, but for the 'saber hilt. The azure bolt hit exactly where Dooku wanted it to,
overloading the damaged circuit. Maul's weapon was useless now.

Which is why the Sith lord had to settle for a powerful spin-kick to the solar plexus.

Dooku lay on his back in the ravine, and Maul dropped to the ground before him, legs spread in a Teras Kasi unarmed combat stance. Dooku came to his feet in time to meet the rush, but he could do little against the series of blows directed at him. Darth Maul finally brought the older man to his knees, and prepared to deliver the final strike.

Dooku, with nothing left to lose, called on the one remaining power in his arsenal. Persuasion. His Force reserves were dimished too much for him to try any great feat of telekinesis, but if Maul were distracted enough, he could plant something in the Sith's mind.

Dooku brought his fist down in a brutal hammer-blow, and watched the lifeless corpse of the old Jedi sink into the dirt. He relaxed. Victory was his, and the Master would be plea-

Dooku drove both fists into Maul's gut. The illusion had worked, and Maul had thought the death blow had already been delivered. Now Dooku had to make it count.

With the Dark Side to call upon, Dooku found that he could quickly recover his expended strength. He leapt up to the mouth of the cave, and made ready for the next onslaught.

Darth Maul came up all fury and killing grace, but this time Dooku managed to counter the Sith's blows, although he still couldn't mount a counterattack. Then Maul snapped a kick that sent Dooku tumbling back into the cave.

Dooku didn't even think. He just wrenched with the Force at whatever it was that would benefit him. He found the key point in the arch of the cave mouth, and pushed on it as Darth Maul entered.

The Sith Lord was thrown back by the power of Dooku's last desperate effort, and stumbled out to the edge of the ravine, where he was shaken a moment later when the rockslide came down the side of the mountain, casting him into the ravine again. The stone lip of the cave itself was pulled down in a sudden trumbling of stone. The door was sealed.

Dooku simply lay in the sand of the cavern, exhausted as he had never been in his life. The world slid away then, and he was swallowed up in blackness. He welcomed the change.

******

"Lord Maul."

the battered warrior drifted into consciousness slowly. He was still buried under the rocks, but he could hear his Master's voice. With a great burt of telekinetic power, he shoed the rocks off of himself and rose to his feet. The black robes hung in tatters now around his tattooed body, and the black and red ink on his torso was mixed now with dried blood, but he was alive. He went to his knees before the black-robed shape of Darth Sidious, who stood before him in the ravine.

"My master...I have failed you."

"Not so, Lord Maul. The Jedi who sought to usurp your place at my side now lies dead inside the cave. The wounds you dealt overcame him at last." No sign of emotion was visible beneath the deep shadow of the Sith Lord's hood, but there was a faint note of pleasure in his voice.

"My lord..."

"Yes, my apprentice?"

"The Jedi's...Lightsaber...May I take it as...As a trophy?"

"No, Lord Maul. Your victory has allowed you to keep your life, and your position, but it was not easily enough won. You should have finished him sooner, more easily. Train harder, hone your skills to a greater level of mastery, and the next Jedi you kill shall give you a worthy trophy."

"As my Master wishes it."

"Now," Sidious moved to his tattered apprentice, raising him to his feet. "Begin your retraining immediately, and finish quickly. When you are ready, you may go to the barren world of Rhen Var. There is a Jedi Master there, a hermit who has long separated himself from the Order. This Jedi meditates at the site of Ulic Qel-Droma's tomb. He can be killed without bringing notice from the others. Kill him, when you are ready."

"My master is too generous." Maul called the two hilt-pieces of his lightsaber hilt. It would need repairs, but that was a simple matter.

He would not dissapoint his Master again.

******

"Darth Tyrannus."

Dooku snapped awake, his body still feeling weak and numb all over. But he knew he had heard his name being called. He must obey his new lord. Rising slowly to is feet, Dooku saw the Sith, Sidious, standing before him, hooded and cloaked just as he had been when he had first come to Dooku on Syrell. Dooku realized what he must do.

Dropping to one knee, he bent his head and asked "what is thy bidding, my Master?"

"Rise, Lord Tyrannus. You have done well. You are this day reborn a Sith."

"Then your other apprentice?"

"He lives, but believes you to be dead. It is time to change the ancient tradition. No more will there be only two. You and Maul are both useful tools, and your skills are diverse enough that I need both of you."

"As you will, Lord Sidious." Dooku, now Tyrannus, rose to his feet. "What would you have me do to serve you?"

"First, you shall scour the galaxy for the finest warrior alive. He must have no connection to the Force, but be able to match a Jedi in battle. And he must be loyal, as long as he can be bought. Such a warrior is vital to my plans."

"As my Master wills." Tyrannus thought he might know just the man. The memory of Jango Fett, kneeling in the snow among the corpses of his followers and the Jedi, eyes flashing with fire even as he was delivered in chains to the governor...He would have to seek out this man again.

"What else may I do to serve you?"

"Claim your ancetral title, lands, and wealth. Count Dooku will become a firebrand leader, a charismatic seperatist to whom all those dissatisfied with the Republic may rally. I recommend that you begin with Geonosis. Many of the clans there make weapons as their chief source of income, and chafe under the Republic's restriction. They will be useful allies indeed."

"It shall be done, Lord Sidious."

"Oh, yes. Do not, however, approach the Trade Federation. I shall use them personally, for the time being." Sidious led Dooku towards the exit of the cavern. "These are great days, Lord Tyrannus. We shall sweep away the corruption of the Republic, and replace it with the order and discipline of a new Sith Empire."

"I am honored to serve, Lord Sidious. An end to the corruption has long been my dream."

"Yes, I know. By the way, Lord Tyrannus, I believe you will need to repair this." Sidious tossed his new apprentice a small object. Catching it, Dooku recognised his own lightsaber hilt. "It will need new crystals. I recommend using artificial Sith crystals this time. Made with the aid of the Dark Side, they will make your blade more powerful, a fit weapon to oppose the arrogance of the Jedi."

Dooku studied the elegant curve of the hilt. "I look forward to it, my Master."

End