A/N: Since I ALWAYS forget to do this, I would just like to point out that I own nothing, except a small portion of the plot. And I want to thank my two wonderful Betas, Winterd and Fallenstar2, for ALL of their help.

Episode 3 Chapter 10

Fall of the Jedi (Part 2)


"Serra!" Cin Drallig called out to his star pupil as he hastily made his way through the temple. The young woman stopped and turned to face her Master.

"Yes, Master?"

"Zett Jukassa is gathering a group of younglings. Go find him and assist him…" he trailed off as he heard a rumbling sound. "Do you hear that?"

"Sounds like thunder," Serra replied. "Perhaps the weather generators are still damaged from the attack?"

Drallig shook his head, a flicker of worry marring his features. "That's not thunder. Those are footsteps. Quickly, Serra!" he said urgently, drawing his saber. "Help Zett! Get as many younglings as you can out! Go!" With that, he raced to the front doors of the temple. What he saw chilled him to the bone.

Thousands of Clone Troopers marched up the Temple stairs led by Darth Traya…

… and Anakin Skywalker.

"Honey, we're home!" Traya sang as she danced up the stairs. She stopped in mock surprise. "Why, it's Master Drallig! Hi, Master Drallig!"

"You will pass no further, Sith!" Drallig growled. "Anakin, what are you doing?"

"My duty to my Master," Vader responded tonelessly, activating his saber. Traya pulled out hers - and Mace's - and activated them both. Drallig's breath hitched at the sight of the purple blade and Traya, recognizing his look, smiled broadly. "Recognize it? My Master gave it to me after he took your vaunted Master out. Let's see how good it is." And then she attacked.

Cin Drallig was considered one of the best swordsmen in the Jedi Order, behind only Mace and Yoda. He had taught countless Jedi how to effectively wield their lightsabers, and in one-on-one duels, he was rarely beaten.

But against the combined fury of Darth Vader and athletic prowess of Darth Traya, he was no match.

Blinded by Traya's powerful will-be-done spell, Vader rushed in, powering though Drallig's skillful defense while Traya moved in close and went for his legs. Drallig put up a valiant defense, but in the end three sabers were better than one and Traya scored a hit, slicing through the Jedi's Achilles' tendon. The sudden pain dropped the Jedi to his knees and Vader sliced Drallig's lightsaber in two. Vader then stood back as Traya laid her crimson lightsaber across Drallig's left shoulder, then crossed Mace's purple saber over his right shoulder, trapping the Jedi Master's head between.

"You…won't win," Drallig gasped out, staring at the two Sith defiantly. Traya only chuckled.

"You know, Mace said something similar…" she started, then in one swift stroke, drew the purple blade across the crimson, slicing the Jedi Master's head clean off. "Of course, I just used his lightsaber to kill you, so you can see how well that thought served him…" Traya turned to the Clone Troopers. "Go!" she ordered "Leave none alive. Lord Vader," she turned to the former Jedi at her side, "you're with me. What do you say we go say… hi… to some friends?"

The two Sith stalked into the temple, backed up by the Clone Troopers. The Clones immediately fanned out and began hunting through the temple, shooting any Jedi they found. Traya and Vader, meanwhile, found themselves confronted with Jocasta Nu.

"Stop! By order of the Jedi Counsel, you are not permitted in here, Sith!" she declared, activating her saber. Traya just looked over to Anakin with a bored expression.

"You know, I really hate librarians," she stated dryly. Vader looked back at Jocasta and raised his hand, picking the elderly Jedi up in a choke with the Force. Then with a thought, he brought her forward - and impaled her on his lightsaber. In an instant she was dead and he carelessly flicked his wrist once more, sending the former archivist flying over the balcony and to the floor, several stories below.

"The Council is no longer in command here," Vader remarked coldly. He then turned back to Traya. "Shall we find some more old friends?"

"Traya!"

"Oh and here's one now…"

The two turned to see Nejaa Halcyon stalking towards them. Nejaa stopped suddenly when he saw Anakin standing next to his sworn enemy. "Anakin?"

"Look, Vader! It's your old friend, Hal. Go say hi!"

Vader strode up to a bewildered Halcyon and then quickly swung his blade at the Jedi's head. Halcyon quickly brought up his blade to block. "Anakin! What are you doing?"

"I don't know who you're talking about," Vader ground out, slashing and thrusting his blade at Halcyon. He forced the Jedi's blade away with a powerful swing, But Halcyon spun around and brought his blade down, blocking Vader's blow to his midsection. The two continued to slash and parry, with Halcyon desperately trying to hold his own against the younger and faster Vader.

"Anakin, fight this! This isn't you… you wouldn't turn your back on the Jedi!" Halcyon cried out desperately, panting from the effort of holding the new Sith back. Vader laughed outright.

"That's where you're wrong, old friend." Suddenly, he lashed out with his boot, catching Halcyon under the chin and staggering the Jedi. Swiftly moving in, he spun his blade around Halcyon's driving down then up, slicing off his saber hand. As Halcyon screamed in pain, Vader deftly swung around and sliced off Halcyon's legs at the knees, causing him to fall onto his back, screaming in agony.

"Pick him up," Traya said coldly, stepping forward with a hungered look in her eyes. Vader complied, using the Force to bring the screaming man back up to eye level. Traya grinned coldly at him. "Like my new boy toy?" she asked. "He's so compliant. He does whatever I tell him to do and tells me whatever I want to know. And he's told me so many wonderful secrets. Like your wife and son…" Halcyon's eye's widened in shock. "Oh yes, I know all about them. And I just want you to know before we kill you that I intend to make sure they join you in the afterlife. It may take awhile, though… I intend for their deaths to be slow and drawn out…"

Halcyon's pain gave way to rage as he took in her words. "You bitch!" he spat. "I'll kill you! I'll fucking kill you!"

Traya laughed at his outburst. "Really, Master Halcyon. Such anger? And from a Jedi?" she turned her black gaze to Vader. Her voice deepened as her boredom grew. "Kill him."

Vader nodded and tossed the still-screaming Nejaa Halcyon over the balcony and to the floor below. He then commandeered one of the Clone Troopers grenades and tossed it down after the Jedi where, after a moment, it exploded.

"I always thought he had an explosive temper," Vader quipped and then seeing the expression on Traya's face, he frowned, "What?"

"You hung around Buffy far too much," she remarked. "Let's go."

The attack was swift and merciless. It was all Serra Keto could do to keep the younglings she and Zett had gathered out of the hands of the bloodthirsty Sith and their troopers. Zett had sacrificed himself leading a pack of troopers away from Serra and the kids - the thought of which brought tears to her eyes. She hastily wiped them away as she led a small group of younglings through the Council Chambers towards the larger group she had hidden away in one of the Temple's secret rooms. She stopped dead as the door on the far side opened to reveal Anakin Skywalker.

Or is it Darth Vader now? She asked herself, remembering what she had witnessed when he had cut down the three Jedi Masters in the great hall. Instantly, she ignited both of her green sabers and brought them up into a defensive position.

"Well, well…. If it isn't Serra Keto, Cin Drallig's favorite pupil…" Vader trailed off momentarily, looking from the young Jedi Padawan to the Younglings she protected. None of them appeared to be over the age of six.

"I will fight you, Anakin," Sere said with a steely tone. "I won't let you hurt anyone else."

Vader started to step forward and then suddenly stopped. Serra watched in confusion as Vader closed his eyes, seemingly fighting something within himself. After a moment, his eyes opened - revealing the soft hazel eyes of Anakin Skywalker.

"Take them out of here, Serra!" he gasped out, a pleading tone evident in his voice. Serra lowered her sabers slightly and stepped forward.

"Anakin?"

There's…no time!" he gasped out. "I can't….keep…fighting her! You must… take the younglings…get them ….someplace safe…hurry!"

After a moment's hesitation, Serra switched off her sabers and hooked them on her belt, then gathered up the Younglings and ushered them out of the room. She risked one last glance back at Anakin, and saw him trembling; still obviously fighting for control. "Good luck, Master Skywalker," she whispered, running out of the room and closing the door.

Zett quietly made his way through the decimated temple towards one of the outlaying landing pads. Strategically placed, the landing pads housed several short-range ships for travel through the city that could be accessed without going to the main hanger. If I can get into one of the ships, he thought, I just may make it out of here…

When a squad of Clones had approached Zett, Serra and the Younglings, he had taken it upon himself to draw them away from his young charges, even if it had meant his life. So he had led them on a wild chase through the Temple, which was a labyrinth if one didn't know their way around. He had eventually lost them and then doubled back towards the nearest landing platform.

"What's going on here?" A voice demanded from out on the platform.

"There's been a rebellion. Don't worry sir, the situation is under control."

A rebellion! You attack and kill us for no reason and it's a rebellion!

"I'm sorry sir. It's time for you to go."

Zett risked a glance out at the platform, and saw none other than Senator Bail Organa standing beside his speeder, with about twelve Clone Troopers pointing their blasters at them. Only twelve of them…and Senator Organa has always been a friend of the Jedi…His mind made up, he leapt through the doorway, igniting his blue blade.

Senator Bail Organa watched in stunned horror as a young Jedi - Zett Jukassa, he believed - jumped out of the doorway and ignited his lightsaber. He managed to take down the first six with ease due to the surprise of his attack and was rapidly turning back blaster bolts to their owners when six more troopers came in behind him. He turned to face them, his blade up and blocking bolt after bolt, until finally one slipped past his guard and hit his shoulder, spinning the young boy around and sending him sprawling.

"NO!" Bail screamed and, in an instant, he had made a decision he had been struggling with ever since he had landed. Should he help them or just walk away?

With no hesitation, Bail drew his pistol and blasted two of the Clones before they knew what was going on. As they turned their fire towards him, Bail dived forward and grabbed up one of the fallen clone's blasters and opened fire with it as well, spraying blaster blots down the slim corridor. In only a few moments all of the remaining clone troopers were dead. Quickly he moved to the young Jedi and knelt by his side.

"Padawan, are you alright?"

"No revolt….attacked us… no warning… help…" Zett trailed off as he finally passed out from the pain. Even so, Bail put a comforting hand on the young boy's shoulder.

"Do not fear, Padawan. I will help you," he said quietly. He picked up Zett's fallen lightsaber and hooked it back on his belt, then picked the boy up and hurriedly placed him into his speeder. He jumped into the driver's side and powered up the craft, taking off into the dark, smoke filled night. As he moved back into the traffic lanes, he punched a few commands into his communications console.

"Captain Antilles," he stated as soon as the connection to his ship had been made.

"Yes, Senator?" the captain replied.

"Prepare my ship for immediate take-off. I want to leave as soon as I arrive. And prep the med bay - I have an injured…friend… with me."

"As you command, Senator. May I ask of our destination?"

Bail was silent for a moment. "I'm not sure."

Utapau

Buffy was bored.

She had been waiting on a seemingly empty landing platform deep inside the sinkhole for what seemed to her like hours. She was tempted to just leave - she knew that there was an abandoned ship on the next platform up - but she also knew that if she did, Obi-Wan would never let her hear the end of it. So she sat and waited until finally the sound of soggy footsteps caught her ear.

"It's about time," she said, a small bit of sarcasm finding its way into her voice. Obi-Wan just looked back wit a wry expression.

"Terribly sorry, Master Skywalker," he replied. "But I was a bit busy being blown up by my Clone Troops."

"Should have paid attention to my warning," she pointed out snidely, pushing herself off of the wall.

"At the time, I was a bit busy fighting a battle!"

"Well, you had better hope that others were paying attention, otherwise we're going to be a bit lonely." Buffy rose and stretched, working the kinks out of her joints. "What do you say we blow this joint?"

Obi-Wan arched an eyebrow. "And how would you propose we do that? And what is going on! Why did the clones attack?"

"One thing at a time, Master Kenobi," Buffy replied calmly. "First, we get off of this rock. Then, we head back to Coruscant. I can't feel Anakin anymore and I feel something bad has happened…" she trailed off, pushing her despair down deep inside of herself and then turned back to the empty air at the end of the platform. "Arfour, de-cloak the Prometheus."

The air on the platform seemed to shimmer and took shape as Buffy's ARC fighter took shape in front of Obi-Wan's unbelieving eyes. "I didn't think that was possible…"

"Cloaking small ships is easy, despite what some people may think," Buffy remarked, climbing into the ship. Obi-Wan hastily followed. "It was one of Jacen's cleverer ideas. He took out all of the rear gunnery machines and installed the cloaking generator in its place. It was a tight fit, but it worked."

"Is there anything he wasn't able to do?" Obi-Wan asked conversationally as he took the seat next to her.

"Not much," she remarked, shrugging.

"And I take it this has something to do with that 'Cooper' command you gave Arfour when we landed?" Obi-Wan gently prodded. Buffy nodded.

"On Earth, there was this guy - D.B. Cooper. He hijacked a plane and managed to collect a heck of a ransom for the passengers. After he landed and got his money, he let almost everyone of the passengers off except for the flight crew and had them take off again. As the plane was in flight, he opened the rear hatch and jumped, parachuting away."

"He escaped?"

"That's just it - nobody knows. Most everybody thinks he's dead these days - they found some of the money, buried beside the river he jumped over - but they never found the body. He just disappeared into the unknown, never to be seen again."

Obi-Wan let out a small chuckle as he realized the parallel. "Just like us."

"Exactly," Buffy replied, sealing the hatch and turning the cloak back on. She deftly powered up the engines and took off, her cloak allowing then to effortlessly pass the incoming Clone drop ships, as well as the Star Destroyers in orbit.

"And what of the Clones, Buffy? What did you see?"

Buffy blew out the breath she hadn't known she was holding. "The Clones were given an executive order. I don't know what the order entailed in full, but I do know it involved the death of every single Jedi alive."

"But an executive order could only come from…"

"The Supreme Chancellor, I know," Buffy replied, suddenly weary. "Now we know why I never liked that bastard. He is the Sith Lord we've all been looking for. Supreme Chancellor Palpatine is Darth Sidious." A sudden beeping noise drew her attention. "We've got a message on the Emergency channel."

"Let's hear it," Obi-Wan said. Buffy nodded and flicked a switch and suddenly Senator Organa's holographic form lit up on the holo-receiver.

'To any and all Jedi, if you are receiving this message, please respond. I repeat, this is Senator Bail Organa on secured channel 7 - To any and all Jedi, if you are receiving this message, please respond…'

Buffy hit the reply button on her com system. "We're reading you, Senator. This is Master Skywalker… I'm with Master Kenobi. What are you doing on this frequency?"

'Master Skywalker, thank the Force I've found you,' Bail responded, relief evident in his voice. 'The Clones have turned against Jedi EVERYWHERE. From what intel I've managed to gather, Master Plo Koon was killed on Cato Neimoidia ; Stass Allie on Saleucami; Ki-Adi-Mundi on Mygeeto…the list goes on. The Temple was attacked and almost everyone inside was killed.'

Obi-Wan sat back heavily in his chair as Buffy bowed her head in grief. "Were there any survivors?"

Bail's holographic form nodded. 'I managed to save a young Padawan at the temple - Zett Jukassa. He was injured, but he's healing fast in the med bay as we speak. I've also collected Masters Yoda and Secura.'

"All right Senator. We'll rendezvous at your location. Skywalker out." Buffy cut the com system and set the coordinates to Bail's ship in her hyperdrive. "Preparing to engage hyperdrive."

"Buffy," Obi-Wan suddenly said, trying to find some way to distract him form the news he had just learned. "There was one other thing you didn't tell me."

"Oh? And what was that?" Buffy asked.

"Why did you name your ship 'Prometheus'?"

Buffy chuckled. "On Earth, Prometheus was the wisest Titan. His name means 'forethought' and he was able to foretell the future. Prometheus is known as the protector and benefactor of man." She paused in her explanation. "Of course, he was also chained to a rock and a giant bird ate his liver everyday for eternity, so maybe it wasn't the wisest choice for a name…" And on that, the Prometheus entered hyperspace.

Padmé hadn't slept well last night.

Despite Threepio's assurances to the contrary, she couldn't shake the feeling that something terrible had happened to her husband. Oddly enough, those feelings weren't alleviated when she spied a small Jedi transport dock at her personal platform. Padmé rushed out to the veranda in time to see her husband climb out of the small ship.

"Anakin!" she exclaimed, running up to him and wrapping her arms tightly around his waist. "I was so worried. I saw the smoke and thought something had…" her voice trailed off as she looked up into his jet-black eyes

"Happened?" Vader finished with an amused tone. "Oh, sweetie, you have no idea what has happened."

"Anakin, your eyes…"

"Do you like them?" a voice asked. Padmé's eyes widened as she looked past her husband to the figure that stood behind him.

"You!"

"Hello, Sis," Traya smirked, walking up besides Vader and snaking an arm around his neck. "Like the change?"

"What have you done to him?" Padmé breathed. Traya smiled evilly.

"Nothing much. Just made him more…compliant, to our Master's desires. And he's been very compliant…"

"Let him go!"

"But Padmé, this is so much fun!" Vader smirked. His wife gaped at him and he scoffed. "Oh really, Padmé. Sometimes you can be so naïve. Darth Traya has liberated me; liberated us! We don't have to keep our marriage secret anymore! We're free!"

"No we're not!" Padmé exclaimed. "And you're nothing more than a slave to her!"

Vader's face darkened. "I would watch your tone, dear wife…"

"Lord Vader!" Traya interrupted sharply. "Mind the ship. My sister and I have business to attend to."

Vader nodded in compliance. "Yes, my Master." He turned and headed back to the ship.

Traya then slithered up to her sister, offering her a veined hand. "Come Padmé, we have much to talk about…"

The Prometheus shot through space towards Bail Organa's star cruiser, arcing gracefully underneath it before coming to a stop underneath the ships small docking bay. The doors above Buffy's ship opened and Buffy gently brought the ship into the bay and sat it down as the doors closed once again. Once the bay was pressurized, the Jedi popped the hatched and waved to the senator and the diminutive Jedi Master that stood at the door to greet them.

"Honey, were home!" she exclaimed tiredly as she hopped out of the cockpit, Obi-Wan right behind her. "How many did you get?"

"No more, have we found." Yoda replied. Bail nodded in sad agreement.

"It appears this ambush has happened everywhere. No Jedi were spared."

"What of the younglings at the Temple?" Obi-Wan asked. "Surely not all of them have been killed?"

"Before he fell unconscious," Bail explained, "Padawan Jukassa told me that he sent a group of Younglings and Padawans into hiding with Serra Keto. Where they are, though, he would only tell one of the Masters."

"Will Zett be okay?" Buffy asked. Yoda nodded.

"Good care, has the Senator given him. Well, he soon will be. However, more pressing concern there is."

"What?"

"Received a coded retreat message from the temple beacon, we have," Yoda said.

"It tells all surviving Jedi that the war is over, and to return to the Temple," Bail explained.

"Trap," Buffy remarked, folding her arms and leaning back against the bulkhead.

"Indeed, but it gives us an excuse to go back," Obi-Wan remarked. "We must disable the homing beacon or any surviving Jedi that didn't hear your cry of alarm through the Force could fall into the trap and be killed."

"Plus, we can find out what our enemy's plans are," Buffy finished. "Get some more information."

"Agreed, we are." Yoda said. "Back to Coruscant, we must go. Tell the Captain, I will."

The three Jedi started to move off; But Bail put a hand on Buffy's shoulder. "A word, Master Jedi?"

Buffy looked inquisitively at the Senator, but nodded to her companions. "I'll be along in a minute." She remarked and then as they moved off turned back to the Senator. "What is it, Bail?"

Bail took a deep breath as he prepared to deliver the bad news. "Before Zett passed into unconsciousness, he told me about the attack on the Temple. He said that, while he didn't see the beginning, Serra witnessed the Clones being led into the Temple by Darth Traya…and Anakin Skywalker."

Buffy looked at the Senator in shock and then shook her head in denial. "No…no, he wouldn't have…"

"Buffy, he killed Jocasta Nu and Nejaa Halcyon. He's turned to the Dark Side."

TBC

Next Chapter - a return to the temple, a revelation, Buffy returns home and all parties meet back where it all began -

Mustafar.