[Above Cloud City]

General Veers looked out the transport window. Half of the city was now in Rebel hands ... and more of their forces continued to flood unopposed through every street, intersection, plaza, bridge and courtyard. Even an Imperial foothold in the civic building could not be sustained.

A retreat, he grumbled. It is the only logical option for us.

"General," the stormtrooper commander stated, "it appears the insertion party has been captured."

Veers glanced at the monitor. "Magnify. Factor of 50." The pilot nodded and flicked a few switches.

Lieutenant Knessel was still alive. And the bulk of the Imperial garrison.

"Land in that plaza." The two transport ships settled a few yards to the rear of the civic building. The soldiers - actually a motley crew of stormtroopers, snowtroopers, sandtroopers, scouts and black-helmeted Death Squad troopers - assembled into two squadrons. Roughly 500 in total ... hardly the thousands of troops the general had been accustomed to deploying. They will have to suffice, he thought.

"TK-8980, your squadron will circle to the Rebels' rear. Make it appear that you're cutting off their escape route. The rest of you will follow my lead ..."

The snowtrooper commander shook his head. "With all due respect, sir, I suggest that you remain with the rearguard. To cover our withdrawal." He took Veers aside. "You are much too valuable for the frontlines."

A dozen gunnery droids hovered on either side of the two squadrons. Veers considered the commander's suggestion. My capture would be a tremendous coup for the Rebel Alliance. Morale among the rank-and-file would surely drop. Temporarily. The mere presence, however, of the victorious general of the Hoth campaign could inspire the beleaguered garrison to embrace the provisional Imperial Council.

"Commander, I respect your caution," he replied, "but this is a test. A test of our resolve. We may lose Cloud City, but with the rescue of the garrison, the entire fleet will regain its confidence." He stepped up before the squadrons. "The Imperial Navy - thank the maker - has provided the Empire with the firepower to win many battles. It is the soldier - the stormtrooper - that is often overlooked. It is the soldier, I believe, that has earned the glory of those victories. The Empire is surviving on the edge of a knife. One act can revive it, or doom it to ruin. The rescue of our comrades shall give the Army its due rewards as the true standard bearers of the Empire. This battle may be lost, but the war continues!"

The commander put on his helmet. "Stormtroopers, prepare for a frontal assault." Scout troopers scattered along a jagged line to provide covering fire for the heavily armed grenadier troopers and snowtroopers.

"One last order," Veers announced as he snapped on his combat helmet, "Set your weapons to kill. I've received word that Lando Calrissian is heading the Rebel invasion force. We lost millions of loyal soldiers on the Death Star. Their deaths must be accounted for. Now!" He began to sprint to the forward scout troopers' lines. "No prisoners!"

The cheers of hundreds of battle-hungry stormtroopers echoed through the towers and buildings of Cloud City.

On the upper ramparts of the civic building, Lando shuddered. What was that rumble?

A rebel commander ran along the upper ramparts. "General, a squadron of Imperial troops are attempting to outflank us from the rear. If they capture the bridge, there is a chance that we'll be cut off from the main invasion force."

"One squadron?" Lando wondered. "I saw two Imperial transports land!"

An explosion in the rear surprised Lando's Rebel force. Several breaches in the outer walls revealed hundreds of stormtroopers. And one grey-armoured Imperial officer.

"Surrender, Calrissian!" Veers ordered. "Throw down your arms, rebels."

Lando nodded at Lobot. Immediately, the Rebel commanders began to pull back - ignoring the Imperial garrison and Knessel's squadrons.

"We must leave now, General," the Rebel commander insisted. The Imperial squadron to their rear was pressing hard. A few more minutes and they'd be surrounded.

"Green leader," Lando uttered in his comlink, "Level the building. Now!" Lando, Lobot and his Rebel force slowly withdrew.

"They're withdrawing!" Knessel declared. "Squadron! Fire at will!" The streaks of laser fire created a haze of smoke in the courtyard. Some Rebels fell, but the bulk of Calrissian's force retreated methodically - providing covering fire as their comrades withdrew.

"Pursue them!" Knessel ordered, as several lines of stormtroopers began to advance.

"Halt!" Veers' voice boomed across the courtyard. "Listen!" In the distance, a terrifying hum drifted in the air. It grew louder.

And closer.

"Shall we continue the pursuit?" Knessel inquired. The snowtrooper commander glanced nervously at the withdrawing Rebels.

"Both of you - order your troops to withdraw. Now." Veers peered acros the horizon. Several Y-Wing squadrons were racing towards them.

"General Veers!" the transport pilot yelled in his comlink. "Withdraw now! The Rebels are going to bomb your position at any moment!"

Veers caught a glimpse of Calrissian's cape fluttering behind a distant tower. He had escaped. The Imperial troops scrambled out of the building and raced towards the transports.

"What of the secondary squadron?" Knessel inquired. "Will they be able to make it back?"

Veers jogged towards the first transport. "We'll wait as long as we can. Once those Y-Wings begin their attack run ..."

"... but, sir ..." a snowtrooper interrupted, "... that's almost 300 men ... some of whom served with you at Hoth ..."

Veers leaped onto the boarding platform. "The rescue of the garrison - over 2,000 survivors - outweighs any personal loyalties we may have."

"Permission to lead a rearguard action ... at least until that squadron returns?" Knessel asked.

The lead Y-Wings were already firing upon the transports. "We must leave now!" the pilot screamed.

Veers pointed forward. "Transports! Return to the Avenger." The troops looked through the rear window as the first dozen troops from the secondary squadron arrived ... only to see their means of escape take flight.

Then the Y-Wings arrived. The torpedoes and bombs obliterated the outer walls of the civic building. If General Calrissian could not capture the civic building, he would deny the Imperial Army the privilege of capturing it.

The snowtrooper commander took off his helmet. "I fought with many of them. We stormed the Rebels' Echo Base together. Now ... they're gone."

"They knew their duty to the Empire," Knessel replied, "We must all make sacrifices." Some stormtroopers glared at her.

"What would an intelligence officer know of sacrifice?" one trooper complained. "The Emperor placed too much faith in the advice of the Intelligence Corps. Endor was a strategic disaster! I lost half of my battalion on the Executor, thanks to them!" Several troopers grumbled in agreement.

"I lost many friends in the Battle of Endor!" Knessel insisted.

"Enough!" the snowtrooper commander barked. "Enough of this bickering! Our foe is the Rebel Alliance, not each other!"

"Well said," Veers remarked. "I don't like leaving men behind - especially those who have served with me in previous campaigns. I was not prepared, however, to lose an entire Imperial garrison. When Cloud City became an occupied territory, the Empire had 5,000 soldiers stationed here. They have lost half that number over the past few days. They have made their sacrifices. I am asking all of you to stay focused. Mon Mothma, Princess Leia, Skywalker and their damnable rebellion must be stopped. At any cost - whether it be 10 men, 10,000 ... or more. Our friends on the Death Star and on the frontlines of Endor paid the ultimate price for their loyalty. If anyone here is not prepared to honour their memory by fighting with the same dedication, I do not wish to serve with you. You should depart for the nearest Alliance planet, betray your fallen comrades and enlist in that blasted Rebellion. The Imperial Army has no place for cowards!"

The stormtroopers remained muted. They had no right to complain. They were the survivors. A few troopers began pounding their rifle butts on the floor. "Veers! Veers! Veers!" Soon, the entire ship rang with the rhythmic pounding and chanting of hundreds of stormtroopers.

"I believe you've won their confidence, General," the snowtrooper commander remarked.

[Rebel command frigate, Resolution]

Lando draped the cape over his shoulders as he returned to the bridge. Had he waited a few moments longer, his transport would have been caught in the naval battle erupting over Bespin.

"Report, Colonel Walekk."

"The Avenger arrived in Bespin a few minutes ago, sir," Walekk replied. "They haven't made any aggressive moves yet, except for their TIE fighters. Dogfights are breaking out all over the place, but it seems they're only trying to keep us from getting too close."

Lando nodded. "Which is what we're doing, too. General Veers just extracted the garrison's survivors before we could complete the capture of Cloud City. We have at least 100,000 troops and personnel fortifying our positions there. Bespin is now ours." Lando grinned as the bridge officers cheered.

Several explosions littered the main bridge monitor. Those fighters are getting closer.

"Colonel, order our spare fighters to capture any Imperial transports that are fleeing the city. We may yet have our chance to take General Veers out of the picture."

Another officer interrupted him. "Sir? We have a priority message from Admiral Ackbar."

Lando clicked the holographic console. "The main Rebel fleet will be approaching the Corellian system in moments," the admiral confirmed.

"Excellent!" Lando smiled, "We'll have those shipyards yet! ... Any reports from Coruscant?"

"As you know, the planet is now in Rebel hands. Princess Leia is overseeing the surrender of Imperial Army and Navy personnel. A provisional Senate will begin the process of POW processing and repatriation. There was a minor skirmish on the Imperial Academy parade grounds two days ago, but that is now over. Any resistance of note on Coruscant ... has been dealt with."

"And my friends?" Lando inquired.

"One or two regiments of the Emperor's Royal Guard escaped Coruscant before the Imperial Governor surrendered. Commander Skywalker is following some promising leads on their whereabouts. General Solo is assuming command of the Correlian Defense Fleet. He will be ready to provide assistance on our next objective. Congratulations, General, on your victory in Bespin ... and may the Force be with you."

Lando saluted. "Thank you, Admiral ... and be careful out there. If we recognize the potential of Sienar's shipyards, so will the Imperial Navy's survivors ..."

The admiral's hologram faded. Lando then tapped the communications console. "Rogue Leader, have you got a bead on those Imperial transports?"

Wedge swerved his X-Wing away from a pair of TIE Interceptors. "Negative. With the firefight out here, I haven't been able to regroup my squadrons. We're barely holding our own out here!"

"Gunnery officer!" Lando barked, "Concentrate our firepower on the Avenger. Perhaps that'll force those TIE fighters to back off." He returned to the communications console. "Wedge, I don't think the Avenger will stick around for long once Veers returns aboard. Whatever you can do to catch him ..."

"Don't worry, General," Wedge answered, "I lost some buddies on Hoth. We'll get him."

Lando watched the monitor. The firefight set the Bespin system alight with bursts of cannon fire and explosions. Those TIE fighters are relentless! Some fighters - disabled by cannon fire - were colliding into Alliance fighters to keep them away from the Avenger. If the rest of the Imperial forces were as determined as these TIE pilots, he thought, we may be in for a longer fight than we anticipated ...