Dooku / Legends Dooku was a Jedi Master who fell to the dark side of the Force and became a Dark Lord of the Sith , known as Darth Tyranus . Born into a noble family on the planet Serenno , he was the heir to vast wealth and the noble title of Count . Dooku was taken by the Jedi Order as a child and apprenticed to Thame Cerulian . As a Jedi Knight , he took Qui - Gon Jinn as his first Padawan , and later trained Komari Vosa . Dooku was a respected instructor in the Jedi Temple and one of the most renowned swordsmen in the galaxy , surpassed only by Grandmaster Yoda and equal to Master Mace Windu . Dooku spent nearly seventy years as a Jedi , but a disastrous battle on Galidraan shook his faith in the Order and the Galactic Republic . He fell under the influence of Supreme Chancellor Palpatine of Naboo , and left the Jedi Order . After learning that Palpatine was secretly the Sith Lord Darth Sidious , Dooku turned to the dark side and became a Dark Lord of the Sith himself , replacing Darth Maul as Sidious ' s second apprentice . His new master bestowed upon him the Sith title of Darth Tyranus . Reclaiming his birthright as Count of Serenno and his vast fortune , Dooku conspired with Sidious to force the galaxy into a war that would bring the Sith to power . He forged ties between corporations and planets discontented with the Republic , and became the leader of the Separatist movement that coalesced into the Confederacy of Independent Systems . Thousands of star systems flocked to Dooku ' s banner and seceded from the Galactic Republic . As the political leader of the Confederacy , Dooku led the organization against the Republic in a conflict that would become known as the Clone Wars . He recruited and trained four of his greatest warriors to lead the Separatist Droid Army : Durge , the brutish Gen ' Dai bounty hunter ; Asajj Ventress , Dooku ' s protégé and Dark Jedi apprentice ; General Sev ' rance Tann , Chiss commander and Dark Acolyte ; and General Grievous , the infamous Jedi - slaying Kaleesh - cyborg and droid leader . The war culminated in a great battle over the Republic capital of Coruscant . In a duel aboard the Separatist flagship " Invisible Hand " , Jedi Knight Anakin Skywalker defeated Dooku . Skywalker then executed the dismembered and helpless Dooku at the instigation of Supreme Chancellor Palpatine , Tyranus ' s own Sith Master . He would quickly be replaced by the very man who had killed him , Anakin Skywalker , who would soon fall to the dark side and be transformed into the fearsome Darth Vader . Biography . Jedi ( 102 – 32 BBY ) . Childhood . Dooku was born on the planet Serenno into a noble , wealthy family . His parents were stern , but proud of his Force abilities , and willingly surrendered him to the Jedi Order as they had another son to continue the Dooku bloodline . Unlike most younglings , he was aware of his origins and felt driven to prove himself worthy of them . By far the swiftest learner in his year , Dooku was particularly apt at telekinesis and combat games such as push - feather . He could easily move objects with the Force by the age of seven , and he won the Twelve - and - Under push - feather tournament at only nine years of age . Before he became a Padawan , Dooku studied diplomacy and signed up for special tutorials in Senate procedure . In 89 BBY , Jedi Master Thame Cerulian chose Dooku as his apprentice as soon as Dooku turned thirteen . Cerulian sat on the Jedi High Council , and was renowned as a historian . Dooku had several friends when he was younger , including fellow Initiate Lorian Nod and alien senatorial aide Eero Iridian . However , Lorian Nod was jealous of Dooku being chosen as a Padawan before him . Insecure about his future as a Jedi , Nod stole the Dark Holocron from the Jedi Archives , trying to gain an edge over other prospective Padawans . Dooku visited Nod ' s room to try and talk his friend into returning the holocron . However , the pair were interrupted by Master Oppo Rancisis , who discovered the stolen item . Nod implicated Dooku in the theft , and Dooku was too shocked to contradict him . Nod later visited Dooku , and asked his friend to cover for him , but Dooku was still angry with Nod and did not give him any assurance that he would . The next day , the two were on opposite sides in an urban tracking exercise and ended up brawling with each other . After Yoda broke up the fight , Dooku and Nod were examined individually before the Jedi Council . Dooku told the truth about the theft of the holocron , and Nod was cast out of the Jedi Order . The pair became bitter enemies . This experience made Dooku wary of friendship and attachment , and he became paranoid about the possibility of betrayal . Even though he studied under Cerulian , Yoda took a particular interest in the young Dooku and was frequently his adviser and confidant . The Jedi Master , however , was equally quick to point out Dooku ' s flaws when necessary . He also assisted in Dooku ' s lightsaber training as a Padawan . Building from this foundation , Dooku became an accomplished duelist with the weapon . In his later years , few Jedi Masters were considered equal to Dooku ' s skill with a lightsaber . Under Cerulian ' s tutelage , Dooku became a powerful Jedi . He was the most gifted Padawan Cerulian had ever seen , and Dooku learned much from his Master . As he grew older and continued to develop , Dooku became an outspoken individual who had strong views about the systemic corruption that plagued the Galactic Republic . Knight and Master . Dooku became a Jedi Knight in his early twenties , and took Qui - Gon Jinn as his first Padawan . The two were quite close in age , with only ten years separating them . When only ten , Jinn had impressed Dooku with his potential . Even though Dooku was still a Padawan himself at the time , he succeeded in convincing Yoda that he and Jinn would be a good match . Three years into Jinn ' s apprenticeship , Dooku and his Padawan were assigned to protect Senator Blix Annon from pirates who were kidnapping senators for ransom . On the senator ' s ship , Dooku met up with his old friend , Eero Iridian , who was now serving as Blix ' s aide . Pirates attacked the vessel , exploiting weaknesses in the design , and Blix Annon was kidnapped despite the actions of the two Jedi . During the raid , Dooku recognized one of the pirates as his old friend Lorian Nod and became obsessed with not allowing Nod to win . He neither told his apprentice that he knew the kidnapper nor did he inform the Jedi Council of his failure to protect Senator Annon . Dooku suspected that the security weaknesses and malfunctions on the senator ' s craft during the battle has been deliberate sabotage , since the craft had recently undergone a security retrofit . He traced the sabotage of the senator ' s ship back to the responsible factory on the polluted ice world of Von - Alai . With Jinn ' s help , Dooku discovered that the factory was owned by Caravan , a corporation belonging to Nod that used child labor on its assembly lines . While they were investigating further , Eero Iridian arrived . Telling the Jedi that he ' d found a worker willing to talk to them , he lured the pair into an ambush . There , Colicoid Eradicator droids suddenly appeared and threatened the two Jedi . Iridian had betrayed his early friendship with Dooku and was now working for Lorian Nod . Dooku and Jinn were forced to surrender in order to avoid collateral damage to the factory ' s numerous child workers . They were injected with toxins that paralyzed them and rendered them unconscious . The incapacitated Jedi were subsequently transported to Lorian Nod ' s headquarters . The two Jedi woke up in an unfamiliar room some time later , restrained by stun cuffs . They had been captured by Nod , who spoke to them and said he planned to hold them until Senator Annon was ransomed . Unfortunately for Nod , the senator died from a sudden heart attack . This panicked Iridian , who rushed into the room where the Jedi were held and began to argue with the pirate leader . During their quarrel , Dooku broke free from his restraints and used the Force to summon his lightsaber through the door Iridian had opened . Dooku then dueled with Nod , intending to kill him . Only Jinn ' s objection stopped him from slaying his overmatched foe . Instead , Dooku arrested the two pirates and returned to Coruscant with his apprentice . After further service with the Jedi Order , including a final mission that lasted two years , Jinn was ready to face the Jedi Trials . Before the pair parted , Dooku advised Jinn that his need for connection with other beings was dangerous , and betrayal should never catch him by surprise . Jinn passed the Jedi Trials , and became a Jedi Knight . Having successfully trained an apprentice , Dooku was promoted to a Jedi Master . While Dooku and Jinn had been an effective team , their relationship after Jinn ' s Knighting was distant . However , Dooku was a great influence on his Padawan . Jinn followed Dooku ' s moral teachings as opposed to Yoda ' s in later life . He heeded all of Dooku ' s lessons except his last one , concerning the inevitability of betrayal . As a Jedi Master , Dooku was one of the most highly regarded lightsaber instructors in the Jedi Order . Recordings of Dooku demonstrating lightsaber techniques were recorded on the Great Holocron and became mandatory viewing for two generations of Padawans . In addition , a lecture by Dooku on telekinesis was recorded by Jedi Master Asli Krimsan and preserved in her holocron . In the recording , Dooku described an encounter he had with Master Yoda when he was seven , in which Yoda asked him to move a pot with the Force . While Dooku thought the pot was light , and successfully moved it , it was actually massively heavy . During his time as an instructor within the Jedi Temple , Dooku ' s teachings on methods for conquering arrogance were also particularly well received . Dooku was offered a place on the Jedi Council , but he turned it down so that he could remain more independent as a proactive peacekeeper . The Council agreed that his skills made him well suited for such field work . Despite this prior refusal , he was later offered another seat and accepted . Dooku was known as a political idealist and was skilled at resolving disputes throughout the galaxy . One such intervention was in the Sevarcos Dispute of 52 BBY . Dooku became friends with many younger Jedi , such as Mace Windu and Sifo - Dyas , and was considered part of the " Old Guard " of potential , current , and former Jedi Council members . Some time after the mission to Sevarcos he took a new apprentice , a young woman named Komari Vosa . Around this time , Dooku was part of a diplomatic envoy aboard a consular ship . However , negotiations failed and fighting broke out , during which , Faro Argyus , a young member of the Senate Guard , was seriously injured . Dooku helped save him and they soon became friends and associates . Galidraan . Of the many missions Dooku undertook , the deadly skirmish at Galidraan was the most disastrous . An emergency call for aid by Galidraan ' s governor against a Mandalorian invasion prompted a swift but ill - prepared Jedi response . Dooku was the senior Jedi Master of the twenty Jedi thrown together for the task force . Unlike most of his companions , he had some knowledge of the enemy they were facing . The governor of Galidraan had hired Jango Fett and his followers , the True Mandalorians , to eliminate a local insurgency that was fighting against him . Fett agreed to destroy them in exchange for the location of his enemy , Vizsla , the leader of the Mandalorian splinter faction known as the Death Watch . However , the governor was secretly working with Vizsla and had no intention of letting Fett live after the task was completed . He decided to use the Jedi to destroy the True Mandalorians , and enlisted their aid by claiming the Mandalorians had invaded and were slaughtering political dissidents . The Death Watch impersonated Fett ' s forces and murdered noncombatants to further incriminate the True Mandalorians in the eyes of the Jedi . Dooku was aware of the Mandalorians ' reputation as warriors and requested reinforcements from the Jedi Council . The urgency of the situation , however , required him to use only his initial task force . The Jedi were given the coordinates of Fett ' s camp and surrounded it ; Dooku demanded their surrender . Instead , Fett ordered the Mandalorians to open fire . The encounter decimated both sides . The battle concluded after the deaths of eleven Jedi and the near - complete destruction of Fett ' s forces . Fett was captured alive after killing several Jedi with his bare hands . Upon orders from the Jedi Council , Dooku turned Fett over to the planet ' s governor without further investigation . The governor took Fett ' s armor and sold him into slavery . While he was at the time unaware of the extent by which the Jedi had been manipulated , Dooku learned shortly thereafter how the Council and the Jedi had been used to further the governor ' s personal motives . This deeply offended Dooku , and he continued to seek out the full story behind the Galidraan debacle . Dooku took a particular interest in the fate of Jango Fett , who had earned his respect as a warrior . Dooku ' s apprentice Komari Vosa was one of the survivors at Galidraan and was said to have killed twenty Mandalorians personally . While Dooku praised her skills with a lightsaber , he was not convinced she was worthy of becoming a Jedi Knight . In particular , he was disturbed by her inappropriate romantic feelings for him and her volatile personality . Some time after the incident on Galidraan , Dooku refused to recommend Vosa for the Jedi Trials and she was released from the Order . Her release infuriated Vosa , but she managed to attach herself to a Jedi mission to Baltizaar to prove Dooku and the Council wrong . While the Jedi repulsed the ruthless Bando Gora cult there , they took heavy casualties . At the end of the fight Vosa was missing and presumed dead . Dooku submitted a protest to the Jedi Council after Baltizaar , arguing that the Council was wasting Jedi lives for political reasons . Leaving the Order . After the battles of Galidraan and Baltizaar , Dooku became increasingly withdrawn from the Jedi Order . He refused to accept any more missions from the Jedi Council and became concerned about prophecies he felt were coming true about dark times unfolding across the galaxy . While he discussed his concerns with many of the Order ' s most prominent Jedi Masters , his friend Sifo - Dyas was his closest confidant . Dooku ' s growing disenchantment with the Jedi way was sensed by Senator Palpatine , who had been watching Dooku for some time and had plans that required someone with Dooku ' s reputation , skills , and financial resources . Palpatine was secretly the Sith Lord Darth Sidious , and even before the Battle of Naboo in 32 BBY he had held several meetings with Dooku to feel out his opinions and cultivate him as an ally . Dooku ' s behavior and beliefs as a Jedi had previously been within the scope of Jedi orthodoxy . However , Dooku flirted with the belief that the dark side of the Force could be called upon without personal corruption as his discontent with the Jedi Order grew . Dooku made several public condemnations of the Senate after the death of his former Padawan Qui - Gon Jinn in a duel with the Sith Lord Darth Maul . This Dathomirian Zabrak was the apprentice of Darth Sidious , raised as a weapon to combat the Jedi Order . Maul ' s victory was short - lived , however , as Jinn ' s apprentice Obi - Wan Kenobi defeated the Sith Lord by cutting him in half at the waist with Jinn ' s own lightsaber . Shortly thereafter , Dooku resigned from the Jedi Order , retired to Serenno , and claimed his family title of Count , left vacant by the death of his brother , while his nephew , Adan , and his sister in law went into self - exile on Alderaan . He neither gave a reason for his decision to leave the Jedi in his public announcement nor did he provide one when summoned before the Jedi Council to explain his actions . Dooku ' s abrupt departure surprised and disturbed the Jedi Order . As a Jedi Master who had voluntarily resigned his commission , Dooku became part of the group later known as the Lost Twenty . In over two thousand years , only nineteen other Jedi Masters had walked away from the Order , and among those Dooku was considered the most bitter loss . A bronzium bust of Dooku was created to join the other sculptures of the Lost Twenty in the Jedi Archives . Darth Tyranus is born . In the sights of the Sith . Dooku ' s sense of disillusionment with the Jedi Order and the Galactic Republic had already brought him to the attention of the Sith long before his eventual fall to the dark side . In 52 BBY Dooku accompanied Jedi Councilor Jocasta Nu , his friend Sifo - Dyas and his former apprentice Qui - Gon Jinn on a mission to his home world of Serenno to resolve a dispute in the sector . While there , he met the Muun Hego Damask , in reality the Sith Lord Darth Plagueis . Plagueis had already taken an interest in Dooku , especially following his brush with the dark side during the kidnapping and death of Senator Blix Annon . In addition , Dooku had inadvertently foiled a number of plans envisioned by Plagueis ' s former master to create intersystem dissent in the Expansion Region . Though Plagueis had no plans to replace Palpatine as his apprentice , Palpatine ' s reckless assassination of Senator Vidar Kim had brought to Plagueis ' s attention the possibility of Palpatine getting himself killed or exposed . As such , he viewed Dooku as a potential apprentice should Palpatine succumb to such a fate . He had also toyed with the idea of indirectly turning Dooku to the dark side and using him to create a schism within the Jedi Order . However , when Plagueis introduced him to Sidious , it was that relationship that would eventually become pivotal to the progression of the Sith ' s Grand Plan . As Dooku became more disillusioned with the corruption of the Republic , especially after the debacle at Galidraan , Palpatine became one of his closest confidantes . Not only did he listen to Dooku ' s grumblings about the Jedi ' s inaction , he also used him as a source of information on the Jedi ' s responses to the gathering darkness across the galaxy . Following the death of Qui - Gon at the hands of Darth Maul , Dooku finally left the Order . Shortly thereafter , he met with Palpatine and informed the new Chancellor that he intended to claim his hereditary title of Count of Serenno . When the subject of Qui - Gon ' s death was broached , Dooku admitted to having had thoughts about hunting down the second Sith Lord to exact revenge . To Palpatine ' s surprise however , Dooku revealed that his line of thought had quickly changed , and that he now sought a potential alliance with the Sith , as he believed that they shared his aim to reforge the galaxy . In addition , he revealed that he thought of the Jedi Council as being at least as responsible for Qui - Gon ' s death as the Sith who had killed him , and that it was their perceived short - sightedness and obstinacy which had truly lead him to leave the Order . Palpatine did not reveal himself at that point , unsure of Dooku ' s true allegiances . However , with the death of his Master Plagueis at his own hand , and the presumed death of Darth Maul at the hands of Obi - Wan Kenobi , Palpatine needed an ally to further his own plans for galactic domination . During Nute Gunray ' s final trial out of four tribunals for his role in the Naboo Crisis , Dooku learned from Gunray about Darth Sidious ' role behind the scenes in the crisis , to which Dooku then promised to supply this information to the Jedi Order . It wouldn ' t be until 22 BBY that he would eventually reveal this information to the Jedi , and even then , only to Obi - Wan Kenobi , who would later supply this information to the Jedi Order . However Dooku ' s fate as a Sith apprentice was sealed before it had begun , as Sidious had already met the young boy Anakin Skywalker , the supposed Chosen One of Jedi prophecy . Realizing Skywalker ' s one - of - a - kind potential in the Force , Sidious had already made plans for Skywalker to serve as his final apprentice . As such , Sidious decided to keep Dooku only as a place holder until Skywalker had fully matured , while still using the fallen Jedi ' s unique talents to further the Sith agenda . Embracing the Sith teachings . Shortly after their meeting on Coruscant , Dooku was approached directly by Darth Sidious . They had a long discussion , and Dooku found that Palpatine ' s goals were not dissimilar to his own . Despite the recent death of Dooku ' s apprentice Qui - Gon Jinn at the hands of Darth Maul , Darth Sidious found it surprisingly easy to convince Dooku to ally with the Sith . After seventy years in the Jedi Order , Dooku abandoned his friends and the Jedi way for the dark side of the Force . Under the tutelage of Sidious , Dooku was renamed Darth Tyranus and became a Dark Lord of the Sith . With his family holdings on Serenno , he had access to vast reserves of wealth that he used in the service of his new Master . Tyranus was soon fully enmeshed in Sidious ' s schemes . Shortly before Dooku left the Order , Sifo - Dyas secretly ordered a clone army from the planet Kamino , claiming the army was for the Jedi and the Republic . Sidious informed Tyranus of this , and told him to eliminate his friend and gain control over the army . Dooku obeyed , murdering the Jedi Master and moving his body to storage on Serenno . He then gained full control of the project for the Sith , using Sifo - Dyas as a cover . After the death of Sifo - Dyas , Dooku successfully erased Kamino , Dromund , Dagobah , and thirty - five other star systems from the Jedi Archives , despite no longer being a Jedi himself . Additionally , he stole information about secret Jedi hyperspace routes through the Deep Core region in the center of the galaxy . Moving the pieces ( 32 – 24 BBY ) . Dooku had officially retired from public life , but he was by no means idle . On a mission to the planet Geonosis , on Sidious ' s behalf , he impressed Archduke Poggle the Lesser with his knowledge of ancient Geonosian atmospheric sailing vessels . The Archduke then presented Dooku with a " Punworcca 116 " - class interstellar sloop as a gift . Dooku was pleased with the ship and acquired an exotic solar sail in the Gree Enclave to install on the vessel . The sail propelled the sloop and allowed it to go to hyperspace without the use of a standard hyperdrive . This distinctive solar sailer remained Dooku ' s personal craft for the rest of his life . Tyranus also began to learn Sith teachings from Darth Sidious in The Works , a deserted industrial region of Coruscant . However , his training was soon interrupted by his Master with an urgent matter . The Bando Gora cult had reemerged and were dealing in assassination , deadly drugs , corruption , and chaos . Their influence in the galactic underworld was strong enough that Sidious considered them a threat to the plans of the Sith . This " threat " had grown because of their new leader , Komari Vosa , Dooku ' s former apprentice . Captured by the cult on Baltizaar and tortured to the point of madness , she had escaped and seized control of the entire criminal organization . Dooku had previously rediscovered Vosa , but was allowing her to live as an " experiment . " Displeased , Sidious commanded Tyranus to kill his former Padawan . Darth Sidious also tasked Tyranus with recruiting a template for the Grand Army of the Republic ' s clone troopers , one that was capable of slaying Jedi . Resolving to complete both of these missions at once , he placed an extravagant bounty of five million Republic credits on Komari Vosa , and pitted some of the galaxy ' s most fearsome bounty hunters against each other to kill or capture her . In the end , the Mandalorians Montross and Jango Fett faced each other on Kohlma , a moon of Bogden . Jango Fett triumphed over his long - hated rival Montross , although he needed some assistance from fellow bounty hunter Zam Wesell to escape after being briefly captured by the Bando Gora . In a brutal fight , Fett subdued Komari Vosa and captured her alive . However , Dooku was also on Kohlma and had observed the fight in secret . He slew his former apprentice with the Force , and then revealed his presence to the surprised Jango Fett . Fett demanded payment , but was intrigued at Dooku ' s offer of greater wealth if he helped to create and train a clone army . At a later meeting , Dooku and Jango Fett addressed the history that lay between them . While Dooku had discovered most of the true story behind the manipulation of the Jedi and the Mandalorians at Galidraan , he did not know what had happened to Fett afterwards and wished to find out . Distrusting Dooku because of his Jedi past , Fett attempted to extort further concessions out of him by infecting him with a biological weapon . The Sith Lord feigned defeat and convinced Fett to tell the rest of his tale . While Fett spoke , Dooku healed himself with the power of the Force . Finding his leverage suddenly neutralized , Fett agreed to be cloned on the condition he would receive the first clone unaltered to have for his own . Dooku ' s hand was silently behind many events in the years leading up to the Clone Wars . On the planet Ryloth , he supported the attempted coup of Twi ' lek exile Kh ' aris Fenn , with the intent that under Fenn ' s leadership Ryloth would eventually secede from the Republic . As part of his plan to seize power , Kh ' aris Fenn had Clan Secura heir Nat Secura kidnapped . Nat Secura ' s father was Lon Secura , an influential clan leader and Fenn ' s enemy . When Jedi Master Tholme was captured trying to rescue the boy heir , Dooku himself intervened to spare the Jedi , as he thought Tholme could be of later use to him . Due to the actions of Tholme , his former apprentice Quinlan Vos , and Twi ' lek Jedi Aayla Secura , Kh ' aris Fenn did not succeed in usurping control of Ryloth and young Nat Secura was returned to his family . Though the Jedi had prevented Fenn ' s victory , they remained wholly ignorant of Dooku ' s role in the matter . During this time Dooku also assisted a Trade Federation assault on Kashyyyk that resulted in the extermination of the army that served the Wookiee Trade Guild . The guild had resisted Trade Federation attempts to tax them . Since there were no Wookiee survivors of the battle , no rumor of Dooku ' s presence on Kashyyyk reached the Republic . Creating Grievous . As the years passed , Darth Sidious and Darth Tyranus made preparations for war against the Republic . They planned to use the droid armies of the Trade Federation and other corporations , and they needed generals for those armies . Sidious considered a Kaleesh leader named Grievous a candidate due to his skill in warfare , and ordered his apprentice to enlist Grievous to their cause . Dooku in turn spoke with San Hill of the InterGalactic Banking Clan about recruiting Grievous . Grievous had previously been the head of the Banking Clan ' s droid army , but had left to fight in a war on his homeworld . San Hill , Dooku and Poggle the Lesser — who had remained an ally of Dooku ' s — then hatched a plan to cripple Grievous and rebuild him as a cyborg warrior under their control . They arranged for an ion bomb to be planted on Grievous ' shuttle , " Martyr " . The shuttle was altered so that Grievous would be ejected when the bomb exploded . Grievous was gravely injured in the explosion of " Martyr " , and by the time Dooku reached the site of the crash , he was already dying . Only a heart stun preserved his life long enough for him to be transported to Geonosis . While Grievous was being shipped to the Geonosian homeworld , Dooku returned to his own homeworld Serenno to collect the blood of Sifo - Dyas , whose corpse was stored there . On Geonosis , what was left of Grievous was encased in a metal body , rebuilding him almost completely . The resulting creation retained only most of the brain , the eyes , and a sack of internal organs from the original Kaleesh . Even Grievous ' brain was altered and augmented to make the general a more effective tool of war . In addition , Sifo - Dyas ' blood was transfused into Grievous during his reconstruction as an experiment in midi - chlorian transplantation . The midi - chlorians , as expected , did not induce Force - sensitivity in Grievous , but they helped to save his life . Though he loathed cyborgs , Dooku was quite pleased with the finished " product " . He personally trained Grievous in lightsaber combat , turning the cyborg into an expert duelist . Dooku now had a commander to lead droid armies in the upcoming galactic war , something the Count had no desire to do himself . Leader of the Separatists ( 24 – 22 BBY ) . Birth of the Separatist movement . As plans laid by the Sith for over a decade began to come to fruition , Dooku reappeared on Raxus Prime in 24 BBY , commandeering a Republic communications station in the Tion Hegemony and giving a speech that heavily criticized the Republic for its decadence , hypocrisy , and corruption and the Jedi Order for its complacency . Dooku publicly called for entire systems to secede from the Republic and join the Separatist movement . Separatist sentiment indeed soon spread , and on some planets dissatisfaction turned into armed resistance against the Republic . Propaganda in Dooku ' s name flooded communications networks , though much of it could not be directly attributed to him . Dooku himself had a mobile base of operations and no fixed address . Rumored sightings of him were headline news across the Republic . As his fame grew , Dooku became a figure of great controversy . An unknown party posted a large illegal bounty for his death , and several bestsellers were written about his rise to prominence in galactic affairs . As the threat of violence spread , the Republic considered the Military Creation Act to better oppose the Separatists with an official Republic military . Pretending to seek peace , Chancellor Palpatine made a public address offering to meet Dooku on Bothawui , but Dooku did not answer . Even as the Separatist movement grew and coalesced around Dooku as a leader , the Jedi Council did not believe he could be behind the violence that the movement sometimes caused . During this period , Dooku sought secret allies for his future plans . The Fondor Shipyards were critical to the plots of the Sith Lords , but three schemers plotted to destroy them for their own personal gain . Groodo the Hutt , Senator Rodd of Fondor , and Kuati droid designer Hurlo Holowan formed a pact to crash a ship into the yards , crippling their production . This conspiracy came to the attention of both Dooku and Techno Union leader Wat Tambor . Dooku sent Jango Fett to capture the three plotters alive , while Tambor hired the Trandoshan Cradossk to kill them . Fett outwitted Cradossk and his son Bossk to capture Rodd and Groodo , although he subcontracted Holowan ' s capture to Zam Wesell . Dooku , having convinced Tambor to cancel the other bounty on the trio , accepted the prisoners from Fett . He offered the three of them the opportunity to work for him , in exchange for their lives . Rodd , Groodo , and Holowan accepted Dooku ' s proposal . Dooku also recruited scientist Jenna Zan Arbor to the Separatist movement , and attempted to enlist Granta Omega , the son of Qui - Gon Jinn ' s fallen apprentice Xanatos , to his cause . However , Omega was killed before he could enter the Count ' s service . Although Jango Fett spent much of his time training the Alpha - class Advanced Recon Commando s of the Kamino clone army , he was kept on call by the Count for the occasional mission . Shortly before the clone army reached maturity , Dooku sent Fett to kill a group of Kuati rebels that were harassing his allies . The bounty hunter brought his son Boba Fett along , gave him a thermal detonator , and used him as a distraction by sending him into the camp . While Boba was questioned , Jango killed the entire rebel encampment on Dooku ' s orders . This mission was the beginning of Boba Fett ' s training as a warrior . Dooku ' s next move was to try to arrange the secession of the planet Ansion . Ansion was the hub of a network of minor alliances , including the Malarian Alliance and the Keitumite Mutual Military Treaty . Due to these pacts , Ansion ' s secession would prompt many other wavering worlds to consider leaving the Republic . Commerce Guild President Shu Mai and Ansion Senator Mousul orchestrated Dooku ' s plan through various agents , backing the Separatist - inclined Unity of Community government against Ansion ' s Alwari nomads . The plan failed due to the intervention of Jedi Knights Obi - Wan Kenobi and Luminara Unduli as well as their Padawans Anakin Skywalker and Barriss Offee . In response , Dooku shrugged off the loss and informed Shu Mai that Ansion was not necessary in the grand scheme of the Separatist movement . Shu Mai had also dealt with a small rebellion among the secret supporters of secession in the Commerce Guild . Industrialist Tam Uliss wished to step up the Commerce Guild ' s plans to bring down the Republic despite Ansion ' s failure to secede and against Shu Mai ' s wishes . Shu Mai informed Dooku that she had given Uliss ' s faction an object lesson by killing Uliss in a staged accident . Dooku was pleased , telling Shu Mai that his own plans were nearing completion . A conspiracy revealed . Some of Dooku ' s allies were more reluctant than others . Nute Gunray insisted on the death of Padmé Amidala , the senator and former Queen of Naboo who had led to Gunray ' s defeat in the ill - fated invasion of Naboo , as a prerequisite for the secession of the Trade Federation . Dooku sent Jango Fett to kill the senator , but Fett decided to subcontract the task to Zam Wesell . The Jedi thwarted Wesell ' s assassination attempt , and Fett was forced to kill Wesell and leave without killing Amidala . Obi - Wan Kenobi then traced the weapon Fett used back to the planet Kamino . He discovered Fett there , as well as the clone army that Sifo - Dyas had once ordered . The first battalions of the army were now fully grown and ready for delivery to the Republic . Fett escaped arrest on Kamino and fled to Geonosis , where a meeting between Dooku , the heads of many major business and economic interests , and selected senators was taking place . Many of these individuals had long been allies of Dooku , such as Commerce Guild head Shu Mai and Archduke Poggle the Lesser . This meeting resulted in the formation of a new Confederacy of Independent Systems to oppose the Republic . Of the major factions present , the Corporate Alliance , Geonosian Industries , the Commerce Guild , the Techno Union , the InterGalactic Banking Clan , and the Trade Federation became signatories to the treaty to form the Confederacy . Kenobi , still pursuing Fett , discovered this meeting and attempted to inform the Jedi Council . However , Kenobi was captured by the Geonosians midway through his transmission . He was accused of espionage and thrown into a prison cell . Deciding to interrogate Kenobi personally , Dooku visited the cell where the Jedi was held . The Geonosians had placed Kenobi in a containment field to immobilize him and disrupt his access to the Force . The captive Kenobi immediately accused the Count of treason , but Dooku claimed the Jedi ' s capture had been a mistake . While questioning the prisoner , Dooku sifted through Kenobi ' s memories , looking for weak points in his defenses . The Sith Lord then attempted to sway Kenobi to his side , claiming the Republic was incurably corrupt and that Qui - Gon Jinn himself would have joined Dooku if he knew the truth . When Kenobi refused to believe that his former Master would have ever abandoned the Jedi Order and the Republic , Dooku told him that Darth Sidious , a Sith Lord , had control over the Senate . He made one last appeal for Kenobi to defect , saying that together the two of them could destroy the Sith . Kenobi refused the offer . Disappointed , Dooku left the Jedi in his cell and mentioned that it would be difficult to secure his release . Battle of Geonosis . Arena bloodbath . Obi - Wan Kenobi ' s transmission to Coruscant had reached Anakin Skywalker and Senator Padmé Amidala on Tatooine , and the two of them attempted to rescue Kenobi despite orders from the Jedi Council to stay on Tatooine . Both were captured trying to infiltrate the Geonosian stronghold where Kenobi was being held . Dooku offered clemency in return for Amidala supporting the Separatists , but she refused . The two would - be rescuers were both sentenced to death in the arena by the Geonosians following a quick trial headed by Lord Poggle . Kenobi had also been sentenced to death in the same manner , and the three of them met again in the Petranaki arena . They were chained to poles , and an acklay , a reek and a nexu were released to devour them . Dooku , Gunray , Fett , his son and others observed from a high balcony , while Geonosian spectators packed the stands . However , the execution did not go precisely as planned , and the three escaped their chains . Gunray was furious that the three prisoners weren ' t killed as planned and ordered Fett to shoot them , but Dooku advised patience and countermanded the order . The three prisoners were still dodging the arena monsters when the executions were interrupted by the sudden arrival of Jedi reinforcements . Anakin Skywalker had retransmitted Kenobi ' s message to the Jedi Council , and they had dispatched a strike team led by Mace Windu , who surprised Dooku on the balcony , but spoke with him briefly instead of ambushing him . Fett and a squad of super battle droids then drove the Jedi Master off the balcony and onto the arena floor . The clones attack . Dooku had been anticipating the arrival of the Jedi reinforcements and revealed that the captured Jedi were simply bait for a trap . Ten thousand battle droids awaited Windu ' s task force , as well as numerous Geonosian warriors . The new Separatist Droid Army of the Confederacy overwhelmed the reinforcements , and many Jedi died while Dooku observed from the balcony . The Count did not join the battle personally , though Jedi Master Coleman Trebor reached the balcony and attempted to attack him . Fett killed Trebor , but was slain himself by Windu when he descended to the arena floor . Dooku was visibly disturbed by the bounty hunter ' s sudden demise . After the Jedi had taken significant losses and were trapped in the arena , he ordered the droids to cease fire . He then called on Windu to surrender , but he refused . The remaining Jedi prepared to meet their fate , but their rescue was at hand . Dropships descended from the sky , carrying Yoda and many clone troopers . The Jedi Order had taken command of the clone army Dooku had helped create , just as the Sith had planned . The droids opened fire again , but the reinforcements provided enough cover for the arena survivors to escape onto the dropships . Similar landings took place outside the arena , where Trade Federation core ships had been parked . A clone invasion swept across Geonosis , and the Separatist forces were forced into full retreat . The leadership of the new Confederacy regrouped in the Geonosian command center , and agreed to abandon Geonosis . Dooku pretended not to know how the Republic had gathered such a powerful army in so short a time , while Poggle the Lesser commanded his warriors to hide in the catacombs under the Stalgasin hive . Poggle also entrusted the plans of the Geonosians ' Ultimate Weapon to Dooku to keep the Jedi from discovering them . Confrontation with the Jedi . Dooku himself fled to his secret hangar on a speeder with Obi - Wan Kenobi and Anakin Skywalker in close pursuit . They arrived as Dooku was preparing his solar sailer for launch and confronted him . Kenobi instructed Skywalker to be cautious in his approach , but Skywalker charged at Dooku . The young Jedi Padawan was unprepared for Dooku ' s resulting blast of Force lightning that hit him and telekinetically threw him against the wall of the hangar . Skywalker collapsed to the floor , temporarily incapacitated , leaving Kenobi alone to face Dooku . Kenobi successfully grounded another blast of lightning from Dooku with his lightsaber , but as the duel went on , it became clear he was outmatched in blade - to - blade combat . Toying with his opponent , Dooku slashed Kenobi in the arm , and then the thigh . Incapacitated , Kenobi dropped his blade and fell to the floor . Dooku raised his lightsaber blade for the killing stroke , but before it fell , Skywalker , having recovered from his previous injuries , hurtled across the room and parried the blow . Kenobi was too injured to rejoin the fight , but he Force - pulled his lightsaber into grasp and tossed it to Skywalker , who then attacked Dooku with both blades swinging . While Dooku was initially driven back , he adjusted his tactics , forcing Skywalker to retreat and destroying one of his two blades . The duel continued , intensifying , until Dooku found an opening in Skywalker ' s defense and sliced off his forearm . Victorious against both his opponents , Dooku prepared to flee , knowing other Republic forces would arrive . Before he could escape , however , one last Jedi confronted him : Yoda . Dooku attempted to defeat his old Master with a combination of Force lightning and hurling machinery and parts of the hangar roof at him . When that failed , Dooku insisted on settling their contest with a lightsaber duel . Leaping into action , the two engaged in a fierce duel . Yoda , using his mastery of the Force , showed great agility as he leaped about the room , with Tyranus becoming increasingly frustrated at his inability to overcome the diminutive master . Realizing that Yoda was too powerful to be defeated , and forced to act due to incoming Republic and Jedi reinforcements , Dooku used the Force to topple a massive power column towards the wounded Kenobi and Skywalker in an effort to distract Yoda . As the Jedi Master broke off the duel to save the two Jedi , Dooku made his escape in his Geonosian solar sailer . Seconds later , clone troopers led by Padmé Amidala arrived in the hangar . Having fled the battle , Dooku set his course for Coruscant , landing undetected on the Republic capital with his solar sailer . In the Works , Tyranus met with his Master and informed him that events were moving forward and the long - planned war had begun . Darth Sidious was pleased with what his apprentice had accomplished and that things were going according to his plan . Clone Wars ( 22 – 19 BBY ) . Early conflicts . Duel on Bakura . Immediately after reporting to Sidious in the wake of the Battle of Geonosis and the beginning of the Clone Wars , Dooku headed to his secret base on Bakura to regroup the scattered Separatist forces . However , Jedi Master Tholme anticipated Dooku ' s journey to Bakura , and lay in wait with Vaapad master Sora Bulq . The pair hoped to capture the Sith Lord , and confronted Dooku while he was still fatigued from the events on Geonosis . The three combatants engaged in a ferocious lightsaber duel , during which Dooku used Force lightning to take down Bulq . He then tried to bring Tholme over to the dark side , but Tholme refused . Dooku attacked Tholme , viciously stabbing through his shoulder and back before removing the Jedi ' s left eye . Finally , Dooku brought the roof down upon Tholme , leaving him under a vast pile of rubble . He then left with the unconscious body of Sora Bulq . Dooku tended to Bulq ' s wounds and converted him to the dark side of the Force through persuasion . Sora Bulq would become a loyal ally to Dooku and a valuable asset for the Confederacy during the war . The Count dispatched Bulq to rescue the injured Tholme from the rubble , so that Bulq would be able to work within the Jedi Temple on Dooku ' s behalf without suspicion . Artifacts and war machines . As the Clone Wars continued , Dooku became more and more feared across the galaxy due to his role as the head of the Separatist forces and , as Tyranus , being a Sith Lord . One of the first campaigns in the war involved the re - creation of the Dark Reaper , an ancient Sith weapon . The power source of the Dark Reaper , known as the Force Harvester , was buried on Raxus Prime . While Dooku was supervising this excavation , he placed a live bounty on Jango Fett ' s son Boba Fett , who had slipped away during the Battle of Geonosis . The bounty hunter and former Jedi Aurra Sing captured Fett and brought him to Dooku on Raxus Prime . Dooku housed the young Fett while he determined how much the boy knew about the Count ' s Sith identity , and initially indicated that he would take responsibility for his upbringing . Fett ignored the rules Dooku had set for his stay and investigated the excavation . Irritated at this and by Fett ' s clumsy threat to reveal his dual identities , Dooku ordered the young bounty hunter to be terminated . However , due to an imminent Jedi attack , he left the task to his new bodyguard , Cydon Prax . As a result , Fett escaped Dooku ' s enforcers and fled . Dooku and Cydon Prax found the ancient Force Harvester just as a Republic contingent , led by Obi - Wan Kenobi and Anakin Skywalker arrived and attacked the Separatists with a clone army . Dooku and Prax boarded a cruiser loaded with the Force Harvester as the Republic troops overwhelmed the Separatists , but Skywalker spotted Dooku and charged after him . He confronted Dooku in the cargo bay of the cruiser . Unconcerned , Dooku mentioned he was curious what effect the Force Harvester would have on a Jedi . The two briefly dueled before Prax shot Skywalker with a tranquilizer dart . Dooku imprisoned Skywalker and took him to Alaris Prime , one of Kashyyyk ' s moons . He had decided to test the Force Harvester there , but his plan was foiled when Skywalker escaped and freed the Wookiees , rallying a resistance force . In the confusion , Dooku fled , taking the Force Harvester with him . He used the Harvester to drain the life - force from inhabitants of Aargonar , Bakura and Mon Calamari before retreating to Thule to prepare the rest of the Dark Reaper for use . His plan for the Dark Reaper was finally thwarted when the Jedi attacked Thule . Dooku unleashed the Dark Reaper on the Republic ' s forces , but Skywalker broke through the Separatist lines to reach it , killing Cydon Prax . Having learned from a hologram of the ancient Jedi Ulic Qel - Droma how to resist the effects of the Sith weapon , Skywalker destroyed the Dark Reaper and the Force Harvester that fueled it . With the Dark Reaper gone , Dooku fled the field . This series of victories was a coup for Republic propagandists , who claimed the Confederacy was on the run . Dooku attempted to refute this assertion in a public statement , claiming Raxus Prime and other worlds were only temporary bases and the most important Separatist planets remained secure and well - guarded . Another weapon the Confederacy acquired was a new type of war machine , the Decimator . These Decimators were stolen from the Republic due to their potential to swing the war against the Separatists . The machines were captured by Dooku ' s most trusted general , Sev ' rance Tann , on the planet Eredenn Prime . Tann was a Chiss Force - user and a skilled tactician who had served Dooku since before the Battle of Geonosis . Before Dooku acquired the Dark Reaper , Tann assaulted the Wookiee - inhabited moon of Alaris Prime to capture the activation codes for the Decimators . After that success , Dooku ordered her to invade and capture the Republic energy world of Sarapin with her army . While Tann succeeded in capturing the world , she did not hold it for long . The Republic struck back , retaking Sarapin and later defeating and killing Tann at the Battle of Krant . The Decimators were destroyed in the process , removing the advantage the Separatists had gained from their possession . A new ally . Two months after the Battle of Geonosis , Dooku traveled to The Cauldron , a gladiatorial arena on Rattatak . He was hoping to find a new servant to carry out his wishes . Upon his arrival , he was greeted by his host and taken to watch the contest . He soon sensed a disturbance in the Force as Asajj Ventress , a Dathomirian warlord , silently assassinated his guide , seeking to impress him . Dooku praised her skills , but told her he wasn ' t looking for a spy . Ventress then jumped down into the arena , slaughtering the other gladiators under Dooku ' s watchful gaze . When she had finished , Dooku applauded her , telling her she was more powerful than he had sensed . Ventress claimed in turn to be a Sith , but Dooku laughed at her before leaping into the arena and denying her claim . Ventress angrily attacked Dooku , but before she could reach him he incapacitated her with Force lightning . Dooku brought the unconscious Ventress to a room on Rattatak and waited for her to wake up . When she did , he attacked her as she was exploring her surroundings and they engaged in a vicious lightsaber duel across the room , taunting her as they fought . Ventress was skilled , and proved to be a challenge , even for a Sith Lord . However , Dooku brought her down , disarming her of her two lightsabers and then sundering the weapons . Ventress admitted defeat , but instead of killing his opponent , Tyranus introduced her to his Master , Darth Sidious , who was impressed by her skill with a lightsaber . Sidious then tasked Tyranus ' s new servant with a mission to find and kill Anakin Skywalker . Ventress was eager to kill a Jedi , and Tyranus gave her a pair of lightsabers that had once belonged to his fallen apprentice , Komari Vosa . Tyranus was confident that she would quickly dispatch Skywalker ; Sidious said that it did not matter either way , as she was only an instrument of their plans . Asajj Ventress would encounter Skywalker many times throughout the Clone Wars , though she never did succeed in killing him . She also served Dooku as a commander and acolyte . Rallying the Confederacy . During the first few months of the Clone Wars , Dooku spent much of his time inciting systems to rebel and preparing strategies against the Republic . However , mindful of the ultimate goals of the Sith , he also sabotaged some of their potential victories . The Battle of Kamino was designed by Dooku and Sidious to prolong the Clone Wars and scupper any advantage that the Separatists initially had . Commander Merai , a Mon Calamari idealist and one of the Confederacy ' s best tacticians , planned an assault on the planet Kamino to wipe out the cloning facilities . Jedi Knight Aayla Secura discovered this planned attack , and relayed the information to the Republic . Dooku ' s agent Tookarti informed the count of these events , but Dooku told him that they did not matter . The battle went just as the Sith Lords had planned . The Republic fleet ambushed the Confederacy ' s ships and destroyed many of them . Furthermore , Merai was killed and his fleet routed . Despite the losses the Separatists sustained , this was a victory for the plans of the Sith . While Dooku regretted the loss of Merai , Sidious was pleased with how their strategy had effectively ruined all hopes of an early end to the conflict . The critical Kamino cloning facilities had been saved , maintaining the balance of power between Confederacy and Republic forces . Prevented by Darth Bane ' s Rule of Two from taking his own Sith apprentice , Dooku instead built a cadre of Dark Acolyte s . Along with Asajj Ventress , Sev ' rance Tann and Sora Bulq , Dooku enlisted former Jedi Tol Skorr and Kadrian Sey , as well as other Force - users such as Trenox and Saato . He honed their skills but taught them few , if any , of the Sith secrets . On the galactic scale of the war , Dooku ' s charisma swayed many to the Confederate cause — whole star systems pledged themselves to the Separatist cause on the former Jedi ' s words alone . In addition to his Force adepts , Dooku recruited warriors like the Gen ' Dai mercenary Durge to augment the Confederacy ' s already potent arsenal . Even the Jedi Order was not initially united against the Separatists , as a few Jedi even joined Dooku ' s forces , while others had refused to join their comrades in the war . One Jedi allied with Dooku , Sora Bulq , exploited the Republic ' s ignorance over his true allegiance and attempted to convince more Jedi to ally with the Separatists at a meeting at his family estate on the moon of Ruul . This plot to divide the Jedi failed due to the intervention of Mace Windu , who unmasked Bulq as a traitor . Sian Jeisel , one of the wavering Jedi Bulq had invited to Ruul , even agreed to lead clones in the war . She and two other Jedi , Masters Kai Justiss and Tsui Choi , were on a Republic troopship that was captured by Dooku ' s forces . The Jedi expected to be killed , but Dooku unexpectedly ordered their release , claiming that all Jedi were his brothers and sisters . Bulq questioned him about this approach in private , and Dooku said that the purpose was to sow dissension among the Jedi , and that even mercy had its uses . Three months after the death of Sev ' rance Tann , his favored general , Dooku had yet to replace her as the leader of his armies . To choose a successor , he pitted Commanders Ventress , Durge , and General Grievous against each other on the Space Station Trenchant . Grievous was more than a match for his two opponents , even though they worked together against him . Dooku rewarded the cyborg with command of the Confederacy ' s armies , while Ventress and Durge were left to recuperate in a bacta tank . Grievous proved a worthy choice as Supreme Commander . He was revealed to the Jedi on Hypori to devastating effect , outmaneuvering five Jedi at once . His emergence as the commander of the Confederacy ' s droid armies changed the course of the war from then on , and he slew many Jedi personally . The conflict spreads . As the war progressed , Dooku sent Durge to Muunilinst to aid San Hill in repelling an imminent Republic assault and pushed the Quarren Isolation League to war on Mon Calamari . He also dispatched droids to Ilum in order to strike a devastating blow at the heart of the Jedi Order and advised Shogar Tok , who was fighting Republic forces on Brentaal IV . Five months after the Battle of Geonosis , Dooku watched the testing of a new superweapon , the Planet Killer , a device capable of destroying a planet , to see whether it would prove more useful to the Sith than the planned Ultimate Weapon . Due to the intervention of Mace Windu , the weapon was disabled before it went off , and Dooku had its creator removed . Dooku also took part in missions to recruit more planets to the side of the Separatists . At a meeting on Null he tried to recruit the leaders of several strategic worlds , including Junction V , into the Confederacy ' s fold . His old enemy Lorian Nod , somewhat reformed , was now running Junction 5 and pretended to be his ally . Nod had once again betrayed Dooku , though , and was working with Yoda and the Jedi to thwart the Count ' s plan . Obi - Wan Kenobi and Anakin Skywalker arrived on Null to investigate and found that Dooku had hired an assassin to kill Samish Kash , another of the leaders there . At the meeting itself , the leaders collectively decided to stay with the Republic . Displeased , Dooku unleashed battle droids on the dignitaries , but they were all saved by Skywalker and Kenobi , who collapsed part of the room the meeting was taking place in with the Force , crushing the droids . Thwarted , Dooku left the scene , but Nod pursued him and attempted to sabotage his speeder . Nod was unsuccessful , and Dooku slew him personally before departing Null . At some point during the war , Dooku sent Ventress to attack , but not kill , the Jedi Darrus Jeht , as he hoped to make Jeht more susceptible to the dark side of the Force . Ventress dueled Jeht on a jungle planet and he briefly gave in to the dark side and attacked her with force lightening . Dooku was pleased when she reported this to him and he ordered her to attack another target . Corruption and chaos . Jedi treason . Another Jedi , Quinlan Vos , had originally been dispatched by the Jedi Council to infiltrate Dooku ' s inner circle . This was a risky gamble by the Jedi , as Vos was dangerously close to the dark side , and Dooku knew this , hoping to use it to his advantage . Vos , on his mission to get closer to the Count , dealt with Dooku ' s agent Tookarti , offering Republic holocomm codes . Tookarti then framed Vos as the one who had betrayed the Republic at the Battle of Brentaal IV . Only a few of the Jedi knew of Vos ' s undercover mission , so Agen Kolar was sent to hunt the supposed renegade Jedi down . Vos escaped Kolar and continued on his mission . After gaining admittance to the Count ' s headquarters by fighting his personal guard of Tol Skorr and Kadrian Sey , Vos was accepted as an acolyte . His skills were tested by Dooku and Sora Bulq and found satisfactory , so Dooku asked Vos to accompany him on a mission to Tibrin , the planet of the Ishi Tibs . There , Dooku and his minions met with the leader of Tibrin , Suribran Tu , a notorious dictator hated by the populace . Suribran Tu offered to defect to Dooku and rule Tibrin for the Confederacy . Dooku asked Vos and Sey what he should do with the Ishi Tib ruler . Sey argued that they should accept Suribran ' s offer , while Vos said that since he was willing to betray the Republic he could not be trusted and allowing his oppressive government to remain would only prove that the Confederacy was no better than the Republic . Dooku accepted Vos ' s argument and beheaded the Ishi Tib ruler . The population of Tibrin then hailed Dooku as a liberator . Vos soon had another mission : to kill Senator Zurros , a Falleen who had earned Dooku ' s disfavor . Instead of killing the senator , Vos intimidated him into submission . Zurros promised not to betray Dooku again , and Vos took his topknot and a recording of him begging for forgiveness back to the Separatist headquarters . The Count and his minions were otherwise occupied when Vos arrived . Jedi Master Shylar had been captured trying to infiltrate Dooku ' s headquarters , and he was interrogating her with the assistance of Sey and Skorr . Shylar was a childhood friend of Vos ' s who had once held romantic feelings for him , and she condemned him as a traitor , but Vos did nothing to save her , mindful of his cover . Dooku accepted Vos ' s creative interpretation of the orders he had been given about Zurros . He then returned to the torture of Shylar , who died believing Vos had betrayed the Jedi . The next mission Dooku invited Vos on was to Vos ' s own homeworld of Kiffu . The Count had been negotiating with Sheyf Tinté Vos , Quinlan ' s great - aunt , in order to establish a Separatist base on Kiffu ' s twin planet of Kiffex . Tinté refused to accept Dooku ' s monetary offer for basing rights , and Dooku ordered her killed . While the Sheyf ' s guards were slaughtered , Vos rescued his great - aunt and led her to safety , killing Kadrian Sey in the process . Dooku pursued Vos and caught up with him and Tinté Vos . His cover blown , Vos attempted to defend his great - aunt , but was quickly defeated by the Sith Lord . Dooku urged him to read the woman with his Kiffar psychometry . Vos did so and learned that his great - aunt had sacrificed his parents to the Anzati to seize power . Overcome by rage , Vos cut down his great - aunt and became submerged in the dark side of the Force . From then on , Vos became Dooku ' s assassin , murdering enemies like Senator Viento and his former Twi ' lek ally Kh ' aris Fenn . As a reward Dooku gave Vos the power crystal of Darth Andeddu ' s lightsaber . Sith knowledge . As the years passed , Dooku immersed himself fully within the persona of Darth Tyranus . He sought out and collected ancient Sith artifacts , particularly holocrons . In a daring raid on Coruscant , he even breached the Jedi Temple itself . While cortosis battle droids distracted the Jedi Council in the depths of Coruscant , Dooku stole the Sith holocron he had studied as a young man from the Jedi Archives . In addition , he sent his minions Quinlan Vos and Tol Skorr to retrieve the long - lost holocron of Darth Andeddu from the Sith graveyard world of Korriban . Dooku also gave a Sith holocron to fallen Anzat Jedi Nikkos Tyris , one of the founders of the Jensaarai sect . The Jedi suspected their former comrade was indeed a true Sith , but could not discern the identity of the elusive second Dark Lord . Vos thought Sora Bulq was the one they sought , but this was due to a deliberate deception on Dooku ' s part . While some of Dooku ' s acolytes , like Asajj Ventress , were aware of the existence of Darth Sidious , many were not . Other schemes . During the Clone Wars , Dooku posted a bounty on Jedi that members of a mining colony attempted to collect . They killed a Jedi named Lunis , but his Padawan Obs Kaj escaped . Dooku shot down the fleeing Padawan and only paid the miners the bounty for the one Jedi they had killed . While Dooku spent much of his time shepherding the Separatist Council and running the war , he occasionally completed missions for Sidious personally . On one such mission he slipped under the eye of Jedi Ki - Adi - Mundi and Aayla Secura to complete a vital task on the planet Hitaka . The two Jedi had been diverted on a supposedly important mission by Palpatine . The mission they were given was meaningless , however , and served only to distract them from his apprentice ' s work . Dooku continued to assist local Separatist leaders , sending droids to aid Alto Stratus in his struggle on Jabiim . Dooku also found it sometimes necessary to take action to protect Sidious ' s identity , such as when he arranged the death of Jedi General Ronhar Kim at the Battle of Merson . Balance of power . The war continues . As the war continued , Dooku and Grievous planned to destroy an invading Republic army on Viidaav as well as the Separatist - allied inhabitants of the planet by rendering the surface uninhabitable . Droids planted charges on the planet and prepared them for detonation . However , the Republic forces and the Viidaav colonists discovered the plot and fought through the droids to stop the detonation sequence . The detonation charges did not go off , and the planet was saved . In general , Dooku kept a careful watch on Grievous , sending his servant Vulpus to observe the general when he decided to do cyborg experiments on Jedi Padawans . Despite taking no direct action in the Separatist invasion of the critical communications hub of Praesitlyn , Dooku and Ventress advised Admiral Pors Tonith . Tonith was tasked with capturing the planet and denying its use to the Republic . Opposing him were Jedi Generals Anakin Skywalker and Nejaa Halcyon . Skywalker in particular was being watched closely by Tyranus and Sidious , who wished to test his power and bring him closer to the dark side . Once again manipulating the battles of the Clone Wars to suit the Sith schemes , Tyranus delayed reinforcements to the Separatists until the last moment , resulting in a defeat for Pors Tonith ' s forces and a victory for the Republic . Dealing with Hutts . In a plot some time during the war to bring the Hutt Jabba Desilijic Tiure into the folds of the Confederacy , Dooku enlisted the Hutt ' s uncle Ziro to kidnap Jabba ' s son Rotta . After Ziro ' s agents delivered the young Huttlet to the planet Teth , Dooku contacted Ziro again to arrange for Asajj Ventress to take custody of Rotta . Jabba had requested Jedi assistance to rescue his son , and the Count wished for Ventress to frame the crime on would - be rescuer Anakin Skywalker . As Separatist and Republic forces battled on Teth , Dooku met with Jabba personally on Tatooine . In one of several audiences with the Hutt , Dooku displayed a partially forged recording of Skywalker and Rotta that Ventress had produced . This recording enraged Jabba , who demanded that Rotta be rescued and Skywalker ' s head delivered to him . The Count agreed , and commanded Ventress to retrieve Rotta from Skywalker and return him alive to Jabba . However , Ventress was unable to prevent the escape of Skywalker , his new Padawan Ahsoka Tano , and Rotta from Teth . On Tatooine , Dooku informed Jabba that Rotta had been killed by the Jedi , and offered to kill Skywalker in return . He dispatched IG - 100 MagnaGuards in fighters to destroy Skywalker ' s incoming ship , the " Twilight " . While the fighters were destroyed , they succeeded in disabling the vessel , which crashed in the desert . Tano and Skywalker split up after landing , with Tano carrying Rotta and Skywalker playing decoy . Dooku sent other MagnaGuards to lay in wait along the route to Jabba ' s Palace , but was delayed in seeking Skywalker by a message from Ziro the Hutt , who was concerned about their plot . However , their discussion was interrupted by the discovery of Senator Amidala eavesdropping on Ziro . Dooku suggested that Ziro hand her over to Nute Gunray and collect the bounty , and left to confront Skywalker . Riding his speeder bike into the desert , the Count soon discovered Skywalker , who was waiting for him . They proceeded to duel , and the Count noted that Skywalker ' s swordplay had greatly improved since their previous encounter . Dooku sliced Skywalker ' s backpack in the midst of the battle . As Skywalker was acting as Tano ' s decoy , the backpack contained only rocks and not Rotta . Skywalker noted that he had delayed Dooku long enough for Tano to reach the palace . Dooku , not fooled , then displayed a hologram of Tano fighting MagnaGuards , telling Skywalker that the MagnaGuards would kill Rotta , but Tano would be delivered to Jabba alive to face his vengeance . Anakin then managed to knock the Count down a sandy embankment , ending the duel in a draw . Sprinting to Dooku ' s speeder , Skywalker stole it and raced to Jabba ' s throne room to defend Tano from the Hutt ' s wrath . However , the young Togruta made it past Dooku ' s minions and delivered the infant Hutt to his father . While enormously pleased at the return of Rotta , Jabba still demanded the deaths of the Jedi for other slights . However , a call from Senator Amidala delivering evidence of Ziro and Dooku ' s involvement in the kidnapping deflected Jabba ' s fury onto his uncle and the Separatists . Further designs . The Sith Lord was somewhat disconcerted by his failure on Tatooine , though Sidious advised him that the tide of the war was still in their favor . After escaping the desert planet , Dooku sought to bring various unaligned worlds into the Confederacy . He personally led a Separatist army that occupied the planet Kiros . When the governor of Kiros objected that he was putting Kiros ' s people into harm ' s way by bringing the war to them , the Count offered to evacuate the world and offer its population " sanctuary " . After the people of Kiros gave themselves into his hands , he sold them to the Zygerians . While on Serenno , Tyranus received word of a Jedi plan to destroy the Separatist shipyards on Gwori . He contacted Sidious to inform him of this , but Sidious told him that he already knew about the plot and that he believed it had little chance of success . Dooku soon after learned that some Jedi had breached the perimeter security on Gwori and he contacted Overseer Juhm , who commanded the shipyards , to offer him extra security , although Juhm refused and claimed he didn ' t need it . The Overseer soon contacted Dooku and claimed to have captured Kenobi , Skywalker and Tano . The Sith Lord was very pleased by this news and decided to travel to Gwori , so that he could watch their execution . He flew there in his solar sailer , with Asajj Ventress , but on arrival , he discovered that the Jedi had escaped and destroyed the shipyards . He had Ventress kill Juhm for his failure and contacted Sidious , who told him not to worry , as the shipyards would have eventually been destroyed anyway and that the incident had shown them just how powerful Kenobi and Skywalker were . Tyranus vowed that they would change that in the future . Dooku also sent his protégé , Asajj Ventress , to Toydaria to negotiate with the Toydarian monarch Katuunko . She and her forces fought with the Republic representative Yoda and his forces to determine which side Toydaria would join . After Yoda won their contest , Dooku ordered Asajj to kill Katuunko . Yoda prevented her from doing so , and she was forced to make her escape , defeated . Dooku participated in a Separatist attack on the planet Falleen . During the battle , he infiltrated a temple and forced the King of Falleen to cede Falleen to the Confederacy . He contacted Sidious to report the recent Separatist victories to him . Sidious soon after contacted him again , to get Dooku to begin a plan to kill Bail Organa and Obi - Wan Kenobi . Dooku had an agent who had infiltrated the Friends of the Republic , a group that provided intelligence for Organa . On Sidious ' s orders , Dooku had his agent give them information that the Sith were on the planet Zigoola . Zigoola was the location of a Sith temple which contained dangerous artifacts and Kenobi and Organa were supposed to be lured to the planet , where the power of the temple would destroy them . However , they escaped and Dooku ' s failure further undermined Sidious ' s confidence in him . Around this time , Dooku also attended a high profile Separatist convention on Chanosant , to try and gain the Confederacy more support . The " Malevolence " . Grievous ' s next move would be the command of the new battleship , the " Malevolence " , which carried a powerful ion cannon that could neutralize any ship , battling Republic warships over planets such Phu and Ryndellia , as well as the Kaliida Nebula . After Jedi Master Plo Koon survived in the battle of Abregado , the official description of the " Malevolence " was launched in the HoloNet news , making more scores to Grievous ' actions . After a battle on the Ryndellia system , that end in success to the Confederacy , Dooku gave the Kaleesh general another opportunity , at attacking a Republic Medical base in the Kaliida Nebula , that by the time , was totally unprotected . Grievous attacked the target , but after a skirmish in the space , the " Malevolence " ion cannons were totally damaged , and just in time , when Republic reinforcements arrived to protect the base , and destroy the ship . Dooku gave Grievous a final opportunity to triumph , and told him that Senator Padmé Amidala was arriving at that time to the sector , and if the separatist could capture her , the clone forces would need to stop and retreat , leaving the way free for the " Malevolence " to escape . However , a Jedi invasion of the vessel forced Grievous to retreat and leave his command ship . The " Malevolence " was totally destroyed , and the senator rescued . Nute Gunray ' s capture and rescue . When Trade Federation Viceroy Nute Gunray was captured by Republic forces in the Rodia system , Sidious told Tyranus that Gunray would not last long under Jedi interrogation . Tyranus said that he was already on the task , for he was sending Asajj Ventress to either free the Neimoidian or , should he talk , silence him . Sidious was concerned about Ventress ' s past failures , but Tyranus gave him his word that the Dathomirian would complete her mission " to the letter . " As Sidious ' s hologram faded away , Ventress stood before Dooku in private . " This " time , he said , she must prove herself worthy of being his Sith apprentice . Ventress went to rescue the Viceroy on the Jedi prison , " Tranquility " , and signaled Captain Faro Argyus , who was convinced with a huge amount of money by Dooku , to liberate him , while she faced the Jedi securing the prison . Viceroy Gunray was rescued by Captain Argyus , and Ventress defeated Jedi Master Luminara Unduli and Anakin Skywalker ' s Padawan Ahsoka Tano , finally running away with the traitor captain . When Ventress killed the senatorial captain for boastfully discrediting her , Dooku showed no care for his life . Testing his best General . In light of Grievous ' s recent failures , the Count contacted Grievous telling that Lord Sidious demands more " dramatic " examples : more dead Jedi . Thus , Dooku prepared a test for his general , leading Jedi Master Kit Fisto , and Jedi Knight Nahdar Vebb inside maximizing on Gunray ' s escape . The Republic beacon broadcasted from inside the castle , and after discovering that Gunray wasn ' t there , they were greeted , in hologram form by Dooku , offering them another prize . Simultaneously , he ordered Grievous to destroy them . Afterwards , the Count learned that Grievous managed to kill the clones and young Jedi Vebb , which was expected . However , Grievous failed to kill Fisto and Dooku told him there was room for improvement , thus frustrating the General even more . Raid on Vanqor and kidnapping on Florrum . When Count Dooku moved his fortress to Vanqor , having captured the Jedi Knight Anakin Skywalker , he was ambushed by Republic forces , and forced into retreating . After a dogfight over the planet , his Solar Sailer was heavily damaged , and it crashed in the surface . Both Skywalker and his Master , Kenobi , were pursuing him and had landed on the the surface . The Sith Lord managed to escape from them by going into a nearby cave and hiding until the Jedi went looking for him . He blocked their exit by throwing rocks at them , and took Anakin ' s lightsaber . He ran out of the cave and he found a gang of pirates . He asked the leader of the pirates , Hondo Ohnaka to get him to a civilized planet , far from Vanqor and the Republic . The pirates told him , that the planet they were going to was Florrum , but Dooku refused to travel to go , so he was secretly disarmed and captured by the pirates . Ohnaka contacted the Republic Supreme Chancellor , asking for a million credits in spice , in exchange for the Count . The Republic sent Skywalker and Kenobi who were still looking for him , but they were captured too by Ohnaka to gain more spice . Senator Kharrus , Representative Jar Jar Binks and Commander Stone ' s escort meanwhile were arriving there to pay them . Dooku managed to escape with the Jedi three times , but they were recaptured and taken to the cell again . When the power went out due to representative Binks fight , the Sith Lord escaped one more time , killing the guard outside his cell , then Force choking Turk Falso and forcing him to shoot his compatriot Barb Mentir . Dooku then took their ship , escaping the system . The Defoliator . Later , Count Dooku authorized the Neimoidian general , Lok Durd , to build his new project , the " Defoliator " , a weapon that could destroy every living organic within a certain area , while leaving droids , which comprised the majority of the Separatist military , unharmed . Dooku examined the general ' s treachery , and knew that he only planned to win his confidence , so he could be promoted . After the first test was successful , Dooku told the general to make a trial on the Lurmen inhabitants , so they could see the effectiveness of the weapon upon living creatures . Soon , Dooku was informed of the failed Durd ' s plan , and the Neimoidian ' s capture , but he didn ' t care at all . Battle of Ryloth . When Techno Union Emir , Wat Tambor , took control of the planet Ryloth , Dooku gave him orders to take extremely precautions against the Jedi moves on the system . Although the Skakoan was in no contact with the count , his spies in the separatist army , informed him about the failed moves against the republic army , and the supposed death of Neimoidian blockade Captain Mar Tuuk , and the T - series tactical droid TX - 20 . Dooku demanded Tambor that he needed to take off the planet , and steal every available resource on the only separatist base at the city of Lessu . Tambor ' s personal tactical droid , TA - 175 , communicated directly with Dooku , despite the foreman ' s orders , and insisted in Dooku ' s demands to the Skakoan Emir . Although Tambor didn ' t like Dooku ' s plan , he needed to obey him , when he was forced by clone forces and the Twi ' lek freedom fighters , led by General Mace Windu and Cham Syndulla , he was betrayed by TA - 175 and Dooku , who planned to destroy by bombing the capital city , with the foreman in it , but after he was captured by Windu , and their space forces were definitely destroyed , 175 retreated , and abandoned Tambor , under Dooku ' s orders . Duel on Behpour . Dooku was present on the small planet of Behpour in the Naboo system in 22 BBY to see if Kul Teska ’ s new weapon could destroy the Naboo sun . Teska contacted Dooku at one stage and was forced by Dooku to hurry it up as they were running out of time . When the clone army led by Padawan Ahsoka Tano and Mace Windu broke through the facilities defenses , Dooku found the " Twilight " and clones Rex and Cody stationed there . They attempted to shoot him but he swatted the bolts aside and used the Force to throw them in and then push the ship of the docking platform . Once he had done that , Obi - Wan Kenobi and Mace Windu sensed the Sith Lord and went to engage him while Tano and Anakin Skywalker went on to complete the mission at hand by defeating Teska . Kenobi and Windu confronted the count and forced him to surrender , but Dooku leapt away and sent his Magna Guards after them . Windu and Kenobi defeated them and then engaged Dooku himself . The count fought well , but the two powerful Jedi Masters proved too much for him . He fell off the docking platform , defeated but not killed . Dooku and Asajj Ventress attempted to escape Behpour , but were trapped in space when their ship broke down . The bounty hunter Cad Bane watched this from afar . Mandalorian power struggle . During the Clone Wars , Dooku and the Confederacy officially backed the Death Watch , a group of Mandalorian terrorists whose goal was to bring down the government of the pacifist New Mandalorians . Dooku urged the leader of the Death Watch , Governor Pre Vizsla of Concordia , to give the Galactic Republic a reason to send a military presence to Mandalore , which Dooku believed would inspire the inhabitants of Mandalore to start a revolution , spearheaded by the Death Watch movement . However , his plan fell through . Duchess Satine Kryze of Mandalore presented her case to the Galactic Senate , urging them to hold off a military force , despite the attempts of a Death Watch assassin , sent by Dooku and Vizsla , to silence her . Dooku ordered Vizsla and his men to hold off the attack force , claiming he had further plans for them . Continuing the war . After the Galactic Senate halted it ' s debate on the de - regulation of the banks , Count Dooku was contacted by representatives of the Trade Federation , the InterGalactic Banking Clan , and the Techno Union . They wanted Dooku to bring the war to Coruscant ' s doorstep . Dooku ordered General Grievous to send droids disguised as sanitary units to commit acts of sabotage on the capital . Meanwhile , on Raxus , Dooku publicly supported a peace treaty from the Separatist Parliament to the Galactic Republic . Despite this , Dooku sought to continue the war . The attack set by Grievous worked and the de - regulation bill was passed in the Galactic Senate , continuing the war . After bombing on Coruscant , Dooku sent a message to the Galactic Senate , accusing them of launching their own " barbaric " attack on the Separatists on their territory and murdering the sponsor of their peace treaty , Mina Bonteri . Dooku then formally withdrew the Separatist ' s peace treaty . In actuality , Dooku ' s agents killed her , to disrupt any further attempts at a peaceful resolution to the war . Dooku also arranged a pair of bounty hunters to threaten Senators to vote for or abstain from appropriating funds for the creation of millions of more clone troopers and continuing the war . Treachery of the Sith . Ventress ' s " demise " . On his homeworld of Serenno , Tyranus was contacted by his master , Darth Sidious , who was concerned with his assassin Ventress ' growing power in the dark side and that the Count was training his own apprentice to destroy him . To prove Tyranus ' loyalty , Lord Sidious ordered his apprentice to eliminate Ventress . Tyranus began to protest that Ventress was his most trusted subordinate , but as Sidious harshly repeated his demand , the Sith apprentice bowed and obeyed . Thus while Ventress commanded the Separatist forces at Battle of Sullust , Tyranus ordered her reinforcements back , dismissed her and left her to die . Dealing with the Nightsisters . Unknown to Tyranus , Ventress survived the count ' s attempt to eliminate her . Ventress made her way back to her homeworld of Dathomir , where she received help from her clan , the Nightsisters and Mother Talzin . With their help , Ventress and two other Nightsisters fought Tyranus with Jedi lightsabers , but they could not beat him ; even when disarmed , he unleashed a torrent of Force lightning on his assailants and threw them out the window . The Count , blinded by a toxic dart , was under the impression that the Jedi were had attempted to capture him and began looking for a new acolyte . Mother Talzin saw this as an opportunity to give Dooku a new assassin to replace Ventress , one that would be controlled by Ventress and the Nightsisters to slay Dooku at their behest . After Talzin contacted Dooku , the Count traveled to Dathomir , where he spoke to Talzin of a possible alliance between the Separatists and the Nightsisters . Despite how the Count helped Talzin out of some manner of predicament , Talzin stated that their loyalty was to their own clan and that she hoped to never make contact with Dooku again once their business was done . Talzin then asked Dooku if he had heard of the Sith warrior Darth Maul . When the Count remembered the name of his predecessor , Talzin said that there were others of his bloodline who still lived and could be as powerful as Maul . With Ventress " dead " and the Jedi attacks increasing , Dooku accepted Talzin ' s offer for a new assassin . Training the brother of Darth Maul . After the Nightsister used their mystical powers on Opress , they deliver him to Dooku on Serenno . There Savage was given his first mission by Dooku : to take out the Temple of Eedit on Devaron . After slaughtering the Republic forces present there almost singlehandedly , including two Jedi , Savage returned to Serenno , where Tyranus promised that they would be more powerful than Lord Sidious and rule the galaxy together . On Serenno , Tyranus trained Opress in lightsaber combat and in Sith skills . He was seen as a hard taskmaster , as he strives to stir Opress ' anger and hatred in order to unlock the power of the dark side within him , torturing and agitating his disciple with demeaning criticism and Force lightning . After the first training has been completed , Dooku sent Opress on yet on another mission , this time to Toydaria : he was to capture King Katuunko and bring him to the Sith Lord alive . Unfortunately , Opress inadvertently killed Katuunko while fending off Obi - Wan Kenobi and Anakin Skywalker , angering Tyranus upon his return to the Sith Lord ' s ship , who brutally punished Opress for his failure . To Tyranus ' s surprise , Ventress arrived and revealed Opress ' s true loyalty to her . Tyranus , under attack from both his apprentices , proved more than a match for both of them ; however , the derisive criticism of both his masters sent Opress into a berserk fury , and he used the Force to choke both of them into submission . The arrival of Skywalker and Kenobi , looking to exact justice on Katuunko ' s murderer , put an end to the duel ; Opress fought his way off the ship and fled back to Dathomir , where Talzin advised him to seek aid from his long lost kinsman . Tyranus and Ventress continued fighting in the bowels of the ship ; Tyranus proved too strong for Ventress to kill alone , but she managed to escape Tyranus before he could execute his defeated apprentice . Skirmish on Naboo . Dooku then had his agent , Gungan mystic Minister Rish Loo , hypnotized Gungan leader Boss Lyonie into rallying his people and the Gungan army against the Naboo . However , Rish Loo ' s plan backfired after Representative Jar Jar Binks – posing as Lyonie – stopped the invasion . When Darth Sidious got news of General Grievous ' s capture , he contacted Tyranus in Rish Loo ' s secret Lab on Naboo . Sidious told Tyranus that Grievous was still needed in their plans for the Clone Wars . Tyranus was told by Sidious that he must lay a trap for Anakin Skywalker and that he would exchange Skywalker for Grievous . At first , Tyranus doubted that the Republic would trade Grievous for Skywalker , but Sidious was confident that Senator Padmé Amidala would do so nonetheless . Dooku then contacted Rish Loo and ordered him to leave a trail for Skywalker to follow . When Loo , followed by Skywalker , walked in , Dooku killed him for his stupidity . When Anakin asked why Dooku would bring the war to Naboo , Dooku told him that the war was started there by the Sith since they , in Dooku ' s words , " control everything . " Dooku then engaged Skywalker in a lightsaber duel . He summoned MagnaGuards to help him . Dooku was able to subdue Skywalker with a combination of Force choke , Force lightning , and attacks from the MagnaGuard ' s electrostaffs . Dooku then placed Skywalker in a containment field . Dooku , using Skywalker ' s communicator , contacted Amidala , offering her Skywalker in exchange for Grievous . Amidala was at first hesitant , but when Dooku ordered his MagnaGuards to torture Skywalker and gave her one hour to respond , Amidala agreed to Dooku ' s term and freed Grievous . Plot to kidnap Chancellor Palpatine . Dooku and bounty hunter Moralo Eval then planned to kidnap the Chancellor Palpatine during Naboo ' s Festival of Light . After Eval was freed by fellow bounty hunters Cad Bane and Obi - Wan Kenobi , disguised as Rako Hardeen , Dooku then held a " friendly " contest for 13 of the galaxy ' s best bounty hunters . Dooku and Eval then took their weapons away and then sent them into the Box . While watching the bounty hunters performance , Dooku was very interested in Rako Hardeen . After the surviving bounty hunters finished the box , Dooku told them of his plan ; that they would kidnap the Chancellor and that they would use to demand the freedom of Separatist prisoners . He also promised that they would be paid with enough credits to never work again and that they would be famous for doing this task . Dooku and his bounty hunters then went to Naboo . After securing a hangar , Dooku and Bane laid the plan . After Dooku and Bane finished explaining the plan , he secretly planted a listening device on " Hardeen " ' s rifle case , revealing that he knew who he was along . After Bane and Eval were failed in their kidnapping plot , Dooku and his MagnaGuards then went to capture the Chancellor themselves . As Anakin escorted Palpatine to the palace dining room , Dooku and his Magnaguards were waiting . He taunted Anakin that with the Jedi being lulled into a false sense of security by Bane and Eval ' s attack , he would easily be able to defeat the young Jedi and capture the Chancellor . Anakin quickly cut down the two Magnaguards in the room and rushed forward to duel with Dooku , ordering Palpatine to flee . Palpatine did so , but was confronted by a third Magnaguard , who held him and forced him to watch the fight , which was what he wanted to do anyway . Dooku used the Force to throw chairs and cutlery at Anakin , who easily batted them aside . He then used the Force to block Skywalker ' s blade , and was barely able to stop Anakin ' s lightsaber from piercing his skull . As the Magnaguard took Palpatine to the waiting Separatist shuttle , Dooku continued to hold Anakin back . The Sith Lord chose to fight one handed , which almost cost him his life when Anakin kicked him down on a set of stairs , and was able to batter down Dooku ' s blade long enough to grab Dooku ' s throat . As Palpatine watched in eager anticipation , Anakin began to choke the Sith Lord , who was just able to blast Anakin away with Force lightning , before he led the Chancellor to his shuttle . Dooku almost got Palpatine into the shuttle when Anakin , now joined by Obi - Wan Kenobi , engaged Dooku and his last Magnaguard . Obi - Wan was able to cut down the Magnaguard before freeing Palpatine and taking him off the shuttle . Dooku proceeded to push Anakin back onto the landing platform and faced the two Jedi . He congratulated Obi - Wan on his victory , but threw one last insult at Skywalker before the shuttle flew off . Battle of Dathomir . Dooku then summoned General Grievous to Serenno , where he ordered the general to destroy Mother Talzin , Asajj Ventress , and their fellow Nightsisters out on Dathomir . As Dooku overlooked the battle in his palace on Serenno , he then felt great pain . He then realized that Talzin was using her Magic on him to kill him if he did not call off the attack . Dooku then contacted Grievous and told him to kill Talzin before she had a chance to kill him . Dooku advised Grievous to follow the green mist , which was her magic . The general was able to stop Talzin from killing Dooku . At some point thereafter , Dooku consulted Grievous , informing him about Savage Opress ' growing powers , which he could sense from afar , and cautioned about the threat he potentially posed to all who crossed his path , including themselves . Battle of Onderon . Dooku then supported Sanjay Rash when he moved against Onderon ' s king , Ramsis Dendup and made himself king of Onderon . When Rash asked for reinforcements from him to aid in quelling a rebel insurgency , Dooku responded by sending him General Kalani to assist him . When the rebels stormed the city and defeated the droid armies , Dooku - via holo transmission - had Kalani shoot Rash dead for his repeated failures . He then ordered a full droid retreat from the system . Second Battle of Florrum . Dooku then ordered General Grievous to invade and attack Hondo Ohnaka and his forces on Florrum . Via transmission , he spoke directly to Ohnaka and said that the invasion was in retaliation for Ohnaka holding him for ransom some time before . Ringo Vinda & Order 66 . Dooku received word from Admiral Trench of a malfunctioning clone trooper that killed their Jedi General during the battle at Ringo Vinda . In response , Tyranus informed his Master of this unforeseen development , knowing that it could compromise their future plans . Dooku then ordered Trench to kidnap the clone so they could examine it , though it failed at the end . Under his identity of " Tyranus " , Dooku was contacted by Kaminoan Prime Minister Lama Su and Chief Scientist Nala Se . They informed him of the clone trooper ' s malfunctioning inhibitor chip . He then ordered them to perform an autopsy and send him the inhibitor chip . Dooku was later contacted again by Lama Su to inform of him of a renegade ARC Trooper theft of the inhibitor chip . Though the clone trooper had no knowledge of the chip ' s true purpose , Dooku warned them that the Jedi must not find out about the true purpose of the chip . Following the death of the ARC trooper , Tyranus was given the inhibitor chip by his Master . The final moves . Meeting on Vjun . There were those who thought Dooku might possibly be saved — among them , Grand Master Yoda . However , Yoda did not act until Dooku sent a peculiar message to the Jedi Temple . He had spared the life of captured Jedi Jai Maruk and sent him to Yoda with a gift . This gift , a small shell , was significant to both of them , as it recalled a conversation they had had when Dooku was a Padawan . After meditating and receiving insight from the spirit of Qui - Gon Jinn , Yoda decided to meet with Dooku on the planet Vjun . Dooku had stressed the need for secrecy to Yoda , but Yoda informed the Jedi Council and Chancellor Palpatine of the vague outline of his plans . Sidious then confronted Dooku over the meeting , but Dooku maintained he meant only to kill Yoda . To meet with Dooku , Yoda slipped out of the Temple in secret and was replaced by a double . This double ' s ship was ambushed and destroyed by Ventress . As the galaxy reeled at the apparent death of Yoda , the real Yoda ' s location was betrayed by the droid Solis , who was traveling with him . Ventress then tracked Yoda down and attacked the escorts he was traveling with . While she slew two Jedi Masters , she was outsmarted and humiliated by Yoda and her ship was destroyed . Dooku was extremely displeased at the turn of events and was about to order her death . However , Ventress shocked him with a proposal that they both turn on his Master , Sidious . She argued that if Tyranus did not act soon , Sidious would " use him up , " " throw " him to the Jedi , and replace him with a younger , more malleable apprentice . While Tyranus did not accept this proposal , he spared his apprentice ' s life and ordered her to his headquarters on Vjun . He did not entirely dismiss her warnings about Sidious , however . Ventress ' s attack had allowed Sidious to pin down the time that Yoda would arrive on Vjun to meet with Tyranus . As Palpatine , Sidious spoke with Mace Windu and arranged for Anakin Skywalker and Obi - Wan Kenobi to be sent to Vjun to assist Yoda if necessary . As they traveled to Vjun , Yoda arrived there and infiltrated the Château Malreaux , Dooku ' s temporary headquarters . Jedi Padawans Whie Malreaux and Scout and the droids Fidelis and Solis had accompanied Yoda to Vjun . They were left behind in the caverns below the château while Yoda sought out Dooku alone . Ventress trapped and briefly captured the two Padawans , and both droids were destroyed defending them . Whie and Scout escaped Ventress briefly , but they only escaped death by the arrival of Kenobi and Skywalker . Ventress had been wounded fighting the Padawans and their droids and fled from Kenobi and Skywalker without a fight . Instead , she then stole their ship and escaped off - world . Meanwhile , Yoda had gained entrance to Dooku ' s office through the window . Dooku invited him in , and the pair spoke at some length . After an initial conversation about the Count ' s childhood and family , the Jedi Master confronted Dooku over his choice to join the dark side , and asked him to explain why the dark side of the Force was superior . After listening , Yoda admitted to having some of the dark side in him , but also claimed there was still some light in Dooku . He challenged Dooku to return to the Order , claiming that he would find more forgiveness from his old Master than his new one . Dooku seemed to consider this , but the two were interrupted by the chaos of Kenobi and Skywalker ripping through the château ' s defenses and defenders . Realizing Skywalker was on Vjun and interpreting this as a betrayal , Dooku lashed out in a cold fury at Yoda . In a brief lightsaber battle he slightly wounded the Jedi Master , but found himself unable to defeat him . Instead , he elected to escape before Kenobi and Skywalker joined the fight . Defeat at Saleucami . Quinlan Vos had betrayed Dooku and rejoined the Republic during the war , but pretended to remain a double agent for him . Dooku knew of Vos ' s continued internal conflict with the dark side , and meant to exploit it . While Vos ' s heart was with the Republic , the dark side still had a great hold on him . Vos accompanied an army led by Jedi Council member Oppo Rancisis to Saleucami towards the end of the war , and settled in for a siege that lasted five months . The Confederacy was cloning and training Morgukai assassins at Saleucami , creating their own clone army . Jedi Master Tholme had previously infiltrated the Separatist volcano base , and was trapped inside for the entire siege . Tholme ' s ongoing sabotage of the base finally became too much of an irritant for former Jedi Sora Bulq , who was leading the Separatist forces . He contacted Dooku , who was disappointed in his failure to catch and kill Tholme . After a discussion with Bulq , Dooku ordered that Vos eliminate the Jedi Master for them . Those orders were relayed to Vos in the enemy camp , and Vos confronted Tholme in the lava - filled caverns below the Separatist base . While Vos did not initially intend to kill his former Master , the pair had an argument that escalated to the point of combat . A boulder fell and split the pair , spilling Tholme into a deep lava pit . Assuming that Tholme was dead , Vos returned to the Republic lines . Later , Vos was again brought into the Separatist base in secret . He appeared before Bulq and a hologram of Dooku , who had one final test for him . Dooku told him that his lover , Khaleen Hentz , had been a Separatist agent all along , and had seduced Vos on Dooku ' s orders . He ordered Vos to kill her , but Vos refused , as she was pregnant with his child . Instead , he turned on Dooku ' s minions . Tholme had survived his fall into the lava . With Aayla Secura , who had infiltrated the Separatist base , he assisted Vos in his fight against Dooku ' s Dark Acolytes . Bulq and Skorr were both killed by Vos , while Secura slew the Morgukai warrior Bok . Meanwhile , Republic forces destroyed the defenses of the Separatist base and began bombarding it . Vos , Secura , and Tholme escaped the disintegrating base , and the bombardment destroyed the Morgukai cloning facilities . Dooku had lost three powerful allies and an entire army in one battle , but the war waged on . The brink of disaster . Dooku had spent much of the war supervising the Separatist Council , allowing Grievous to command the droid armies . After Boz Pity , he made a temporary home on Kaon . A Confederacy defeat at Cato Neimoidia forced Nute Gunray to flee the world , leaving a critical communications device behind . This mechno - chair was Gunray ' s secret line of communication to Separatist figures like Grievous , Sidious , and Dooku himself . Its capture prompted a crisis for Sidious and Dooku , as Sidious was now in serious danger of being unmasked by the Republic and the Jedi . Concerned , Dooku traveled to The Works to consult with Sidious in person . Obi - Wan Kenobi and Anakin Skywalker were tracking down the builders of Gunray ' s mechno - chair to try and find clues to Sidious ' s identity . Dooku and Sidious agreed to lure Kenobi and Skywalker to Naos III , where they would be attacked by bounty hunters hired by Dooku . Sidious also tasked Dooku with Kenobi ' s death . Dooku ' s bounty hunters failed in their task , and Kenobi and Skywalker learned about the Sith lair in The Works from the pilot Fa ' ale Leh , who had worked for the Sith . This was not in the Sith plan . Shortly after Dooku engaged in a practice sparring session with Grievous , he was urgently contacted by Sidious . The Jedi were investigating The Works , and threatened to discover Sidious ' s secret headquarters on Coruscant under 500 Republica . To evade Jedi pursuit , Dooku suggested that Sidious leave Coruscant , but he had other plans . To draw his Jedi pursuers off his scent , Sidious arranged to send Kenobi and Skywalker to Tythe , using Dooku and a Separatist assault as bait . Dooku would then kill Kenobi and lure Skywalker to the dark side . Sidious also ordered Grievous to attack Coruscant with the rest of his forces while the Republic was engaged on Tythe . On Tythe , Dooku waited in a LiMerge Power plasma facility for Kenobi and Skywalker , who landed and began searching for him . They discovered a hologram of him , but were delayed by swarms of battle droids . Furious , Skywalker gave into his anger and unleashed a Force scream . This massive release of power caused the roof of the building to collapse on the three of them . The first to extract himself the rubble , Dooku was shocked by Skywalker ' s power and had a brief moment of doubt relating to Sidious ' s plans . He quickly overcame it , escaped the planet and jumped for Nelvaan to throw the Jedi off his trail . From there , he jumped almost immediately to Coruscant , where a great battle was already in progress . Grievous had captured Palpatine , and was holding him prisoner aboard the " Invisible Hand " , his flagship . Awaiting the Jedi . The news of Palpatine ' s capture shocked the galaxy , and many believed that the Republic was on the verge of collapse . Palpatine had carefully plotted his own kidnapping , however , and even Grievous was unaware that his hapless captive was also the feared mastermind behind the Separatists . Arriving on the " Invisible Hand " , Dooku took charge of the prisoner , leaving Grievous to command the space battle outside . Late arrivals to the fight , Kenobi and Skywalker mounted a rescue mission to save the Chancellor . They boarded the Separatist warship and began to fight their way through its defenses . Dooku observed the pair and ordered Grievous to herd the Jedi toward him and the Chancellor . Speaking to Sidious , Dooku requested that Kenobi be given one more chance to turn to the dark side , citing that a Jedi of Kenobi ' s integrity would lend support to the planned New Order . Sidious disagreed , claiming that Kenobi was too indoctrinated by the Jedi to turn , and he insisted that Dooku kill the Jedi Master . Sidious ' s plan , as Dooku understood it , was that he would kill Kenobi , provoking Skywalker into enough of a rage that the Jedi would tap into the dark side . At this point , Sidious would reveal himself to Skywalker , promptly converting him to the Sith cause . Dooku would then be " arrested , " defect to the Republic in captivity , and would cite the reason for his defection as having been unaware of the atrocities General Grievous had been committing . With Grievous as a scapegoat , he would re - emerge after the war ' s conclusion to aid Sidious in establishing a new Sith Empire . Duel above Coruscant . As the two Jedi made it to the General ' s quarters and attempted to free the " captive " Chancellor , Dooku arrived , flanked by two super battle droids . He made a flipping leap from the balcony to the main floor , his lightsaber in hand , and ordered the Jedi to surrender their weapons , so as not to " make a mess of things in front of the Chancellor . " Kenobi stated to Dooku that the Sith Lord would not be escaping " this " time . The Jedi charged at Dooku together , as Kenobi had originally planned three years earlier on Geonosis , with the Count retreating , on the defensive . During a standoff , Skywalker told Dooku that his powers had doubled since the last time they met . Dooku , confident that his plan was about to unfold , remarked that with " twice the pride , double the fall , " certain that the Jedi would lose . The saber skills of the two Jedi had dramatically improved during the intervening years , however , they initially did not reveal this to the Count , using only basic sword techniques . When both Jedi suddenly changed their saber styles mid - battle , and began to wear down the Sith Lord ' s defenses , Dooku , who had initially been toying with them , was caught off guard , but was able to readjust his tactics for a more serious confrontation . Eventually , Dooku managed to Force - push Kenobi to the floor , only to have Skywalker force him up the stairs . The droids that had accompanied Dooku attacked Kenobi , who easily destroyed them both . As Kenobi rejoined the duel , Dooku was able to gain the advantage when he used the Force to levitate Kenobi and kick Skywalker into a wall at the same time . The Count then Force - choked Kenobi and telekinetically hurled him across the room into the railing on the leftmost side of the balcony , which Dooku brought down upon the Jedi Master for good measure . Getting to his feet , Skywalker carried on the fight alone . As their one - on - one duel reached the main floor , Dooku taunted Skywalker , remarking that he felt fear , hate and anger , but that he did not use them , a typical Dun Möch application . This proved to be a mistake , however — Anakin was indeed afraid , afraid of losing Obi - Wan . The taunt enraged Skywalker , and he channeled his hatred of Dooku into his swordplay , momentarily tapping into the dark side of the Force . Refusing to be intimidated by the Sith Lord ' s victory over Kenobi , Skywalker came at Dooku in a frenzied demonstration of Djem So , hammering Dooku ' s defenses . He quickly gained the advantage , at one point striking at Dooku so hard that the Count ' s blade singed his own shoulder . With a swift maneuver , he proceeded to sever both of the Count ' s hands , doubly avenging the loss of his right arm in their first encounter . Dooku was now at the Jedi Knight ' s mercy . Expecting his Master to intervene , and save his life , as Sidious had promised to do in the case of defeat , Tyranus instead was shocked to see the Dark Lord command Skywalker to deliver the deathblow . It was then that he came to realize Sidious ' second deception — the Sith Master never intended for the Count to survive — he had simply been used to create the Confederacy of Independent Systems and make Sidious ' s plan for galactic domination truly possible . Asajj Ventress had been right all long : Sidious was ready to sacrifice and replace Tyranus with an unfortunate youth . That youth , Tyranus could see , was none other than Skywalker . On Palpatine ' s command , Skywalker — despite hesitating for a moment — executed the helpless Sith Lord by decapitation . Legacy . Darth Sidious showed no remorse for his apprentice ' s death . Grievous was Dooku ' s successor as the leader of the Confederacy of Independent Systems prior to the general ' s death at the hands of Obi - Wan Kenobi . Darth Tyranus ' s replacement as Sith apprentice was , ironically enough , Anakin Skywalker , who eventually came to be known as Darth Vader . Dooku ' s identity as a Sith Lord and the truth behind the Clone Wars both remained concealed from the public for a long time . The official Imperial propaganda line was that Dooku had never truly left the Jedi Order and that the entire Clone Wars had been a Jedi plot to seize control of the Republic . In about 1 ABY , a number of pieces of Dooku memorabilia were circulating in galactic markets , including a set of datadisks on various aspects of his life , a replica of his lightsaber and a bust similar to the one once kept in the Jedi Archives . After the destruction of the Tedryn Holocron in 11 ABY , the New Jedi Order discovered three holocrons , two of Jedi origin and one of Sith . Recordings of Dooku were preserved on all three devices . While the Great Holocron and Asli Krimsan ' s holocron both showed Dooku as a teacher in the Jedi Temple , the mysterious Telos Holocron contained a narrative by Tyranus containing his reasons for leaving the Jedi Order and shed some light on his true role in the Clone Wars to researchers such as Jedi Master Tionne Solusar . Personality and traits . Master Dooku was widely known for his stoic , intelligent , and calm demeanor . Even with the blade of a lightsaber pressed against his neck , he remained relaxed and confident throughout . He was also exceptionally cunning , and would often set elaborate traps for his allies to test their genuine value and effectiveness to him . Dooku ' s disregard for sentient life bordered on the sociopathic . Dooku was amoral and highly apathetic , but not incapable of emotional experiences : he was visibly shocked when Jango Fett was killed in the Geonosian Arena by Mace Windu . He also frequently voiced his experiences of shame or disappointment , and freely confessed whilst fighting Ventress that , in his own words , " ' a failed apprentice makes for a foolish master " ' . He was an accomplished philosopher , orator , politician , and warrior , regarded as one of the greatest Jedi ever for his strength of character and his strength in the Force . Yoda considered him to be the Temple ' s greatest student , and he considered Dooku ' s fall to be one of the Order ' s greatest failures . Toward the end of the Clone Wars , Dooku had been a practitioner of the Force for nearly eight decades , and a Sith Lord for more than ten years . Even as a youngling , Dooku felt driven to succeed . He was fully devoted to the ideals of the Jedi Order and the ideal of service to the galaxy . He sought to become a great Jedi Master , and for the vast majority of his life , he did not even consider the possibility of a life outside the Order . He knew of his heritage as a nobleman and felt self - conscious about it on occasion in his younger days . Dooku chose Padawans he thought had the potential to become great Jedi themselves , and endeavored to teach them all he knew . Dooku had no known romantic relationships , but his Padawan Komari Vosa was infatuated with him . This was one of the factors that led to his recommendation that she be dismissed from the Jedi Order . Dooku held very high expectations of government as a Jedi , and was perceived by his peers as a political idealist . He became increasingly disillusioned with the Republic in the period before his defection from the Jedi Order , and eventually held the opinion that the Jedi betrayed themselves by serving the politicians . In particular , he was highly critical of the Council ' s handling of the Battles of Galidraan and Baltizaar . The Jedi Council ' s perceived betrayal of the ideals of the Order greatly influenced Dooku in his fall to the dark side . Dooku never forgave betrayal and he appeared to have virtually no tolerance for it . For instance , during a confrontation with Lorian Nod , a former friend who had once tried to frame him , Dooku nearly killed his adversary despite the fact that he was still a Jedi Knight at the time . However , his Padawan Qui - Gon Jinn successfully appealed to Dooku ' s honor as a Jedi , and Dooku relented . After his conversion , his reactions regarding betrayal took the same ruthless turn as the rest of his behavioral traits ; he later killed Nod during the Clone Wars without a second thought when Nod attempted to oppose him . As Tyranus , Dooku ' s discussion about returning to the light side with Yoda on Vjun immediately broke down when he discovered that Anakin Skywalker and Obi - Wan Kenobi were present , interpreting their presence as a personal betrayal by Yoda . The arrival of the two Jedi had in fact been pre - arranged by Darth Sidious , who knew of Dooku ' s intolerance for betrayal and used it as a tool to ensure his loyalty . As Tyranus , Dooku became a Humanocentrist . While he remained a connoisseur of alien art and antiquities , he secretly despised most if not all of the corrupt aliens on the Separatist Council , though he reserved a measure of respect for the Geonosian Poggle . He divided the entire galaxy into two categories : threats and assets . The threat category was for beings or institutions that interfered with his personal advancement and would have to be eliminated , the asset category being for those who could aid , or at least not hinder his advancement . By the time of the Clone Wars , Dooku believed that the sorrow and injustice of the galaxy could only be responded to with anger and hate . He came to believe that the Jedi Order should embrace the dark side and rule the galaxy alone without the interference of the Senate . As Tyranus , he planned to transform the Jedi into a Sith Army , and intended to forcibly recruit Force - users into its ranks . While often assuming a genteel and civilized manner , Dooku had no qualms about torturing or ordering the deaths of hundreds of his former comrades , nor about committing any number of atrocities as leader of the Separatists . Dooku also had a certain fondness for Obi - Wan Kenobi - viewing him as a grandson - like figure - and would have liked to recruit the Jedi Master to his cause . However , Dooku never allowed this slight fondness to cross into the territory of mercy or compassion , and never hesitated with regard to eliminating Kenobi when he could . Powers and abilities . Lightsaber training . Dooku was an extremely skilled and vastly experienced lightsaber duelist . Before his resignation , Dooku was known as one of the most skilled duelists and lightsaber instructors in the Jedi Order . He was the Jedi Temple ' s most agile swordmaster and instructor . Dooku ' s skills were so great that he was even known for having once bested Mace Windu at sparring , a feat that only Yoda was able to achieve and during the time of the Confederacy Crisis , it was said that only Windu would have been his equal and only Yoda surpassed him on neutral ground . Though styles like Form I , Form III , and Form V were more practical in the age of blasters , Dooku ' s competitive spirit drove him toward the second form of lightsaber combat , Makashi . He exclusively utilized Makashi in combat , believing that duelists who devoted themselves to the study of multiple combat forms would never attain the same level of mastery as ones who devoted themselves to a single style . In addition , he appreciated the lack of acrobatics that the style possessed , and was fairly disdainful of combat styles that utilized extensive acrobatics like Ataru . Despite his specialization , he maintained a working knowledge of all the other forms , and was competent enough with them to instruct the infamous General Grievous in their use . Despite having trained Grievous , whose style utilized up to four lightsabers , Dooku himself was a strong proponent of using a single blade in combat , and believed that multi - bladed styles were somewhat garish . In combat , he used his bladework to redirect and deflect , rather than attempting to meet his opponent head on . He fended off enemies with a minimal expenditure of energy before unleashing rapid and devastating counters , and was known to attack with a fencing - style thrust . As per Makashi training regimens , Dooku relied heavily on his footwork to outmaneuver his enemy , basing himself on balance , back - and - forth charges , and sudden retreats . This is particularly shown in his myriad of battles with Anakin Skywalker and Obi - Wan Kenobi , with whom he easily remained the superior warrior . His skill in Form II was such that he could hold his own against up to three opponents with little difficulty , despite the fact that Makashi was not suited for combat against multiple opponents . He was also extremely competent at deflecting blaster bolts , despite Makashi ' s weakness against projectile weapons . He was one of a very few practitioners of dueling - centric Makashi in the Order at the time , and unmatched in his mastery of it . However , like virtually all Makashi practitioners , Dooku had a great deal of difficulty producing any kinetic energy in his attacks . This flaw would eventually prove to be his undoing . Dooku ' s mastery of Makashi was one reason behind Darth Sidious ' selecting him as the Dark Lord ' s new apprentice , which would give the Sith an edge over the Jedi during the Clone Wars . His skill with the blade was such that as a Jedi , Dooku was feared by both Sidious and his master , Darth Plagueis , regarding Dooku as a rival and possible threat . Upon joining the Sith , Darth Tyranus ' lightsaber skills were amplified . Tyranus proved capable of holding his own against Yoda himself , although he was at a noticeable disadvantage and would have been defeated had he not fled , and was able to repeatedly outfight or at least equal Anakin Skywalker and Obi - Wan Kenobi . He had little left to learn about dueling , instead learning the Sith art of Dun Möch , a tactic that focused on disrupting an opponent ' s concentration by the use of psychological warfare . His most notable usages of the technique were against Anakin Skywalker . However , each time he applied it , it backfired , and he only encouraged Skywalker to draw on his anger , which more often than not spurred him on to victory . The first instance of this on Tatooine resulted in Tyranus ' defeat , although he survived the incident . His second attempt during his final duel with Skywalker aboard the " Invisible Hand " was nearly successful . Unfortunately for the Sith Lord , it too backfired , as his taunts only encouraged Skywalker to fall into a rage and break through Tyranus ' defenses . This time , Tyranus did not survive . By 20 BBY , it became apparent to Yoda that Tyranus was " no longer a formidable opponent " ; the Sith Lord ' s skill with a lightsaber had atrophied , going " backwards . " This may explain his desperate final duel with Kenobi and Skywalker , whom he had initially expected to easily defeat , were it not for their team dynamics and separate perfected fighting styles . Although he managed to fend both of them off at the same time , he was at a disadvantage due to their prowess having greatly increased and had to use his force powers to separate Kenobi from Anakin . Although Dooku managed to initially remain even with Anakin ' s greatly enhanced abilities , once Anakin was angered , he quickly proved no match for him , only lasting a few blows before having his hands cut off . Force abilities . As a Jedi , Dooku was a renowned student of the Force , the most gifted of his time , and mastered many of the Jedi arts . He was recognized as being particularly skilled in telekinesis , and in addition to being able to easily move objects with the Force by the age of seven , he even won the Twelve - and - Under push - feather tournament at only nine years of age as well as having lectured on the subject as a Jedi Master by saying that he levitated a massively heavy pot when Yoda asked him to do so with such ease that he described it as lifting a light pot . He often used his mastery of telekinesis to augment his dueling prowess , and was quite skilled at directly attacking other Force adepts with telekinetic strikes . He was also capable of a limited form of flight . As a Sith Lord , he sometimes combined telekinesis with the use of Force lightning or Force choke . Despite his mastery of telekinesis , he thought little of using the saber throw technique , believing that one ' s lightsaber should never have to leave one ' s hand ; however , he did use a saber throw against Yoda on Geonosis when the Grand Master was out of reach . Dooku also had knowledge of the Living Force , and used it once to heal himself of a deadly plague . In addition , he was able to tame animals and bend them to his will , most notably a krayt dragon . As Darth Tyranus , he learned how to forcibly rip information out of the minds of his enemies with the Force . He also mastered the Qey ' tek meditation , which allowed him to hide his presence in the Force . Opposing Jedi were usually unable to pierce this concealment , although it was still possible for a skilled Force adept to detect him if they knew what to look for . Kenobi , for instance , managed to sense his location on Tythe after having previously been made aware that Tyranus was somewhere on the planet . After his conversion to the dark side , Tyranus mastered many of its more infamous powers and his raw power and skill in the Force grew even further , although he was still no match for the power and mastery held by his former master Yoda and Sith master Palpatine . He was highly skilled with the ability of Force choke , using it to kill his former Padawan Komari Vosa and to defeat Obi - Wan Kenobi during their final encounter . He also had a particular liking for the Force lightning ability , which came in both blue and red . He used it to incapacitate Anakin Skywalker on Geonosis and attempted to do the same to both Obi - Wan and Yoda , though the latter two were able to block it . Dooku would display his mastery of this power on numerous other occasions . Dooku could also use the Force to universally enhance his own physical capabilities - this enabled him to become incredibly athletic and acrobatic in combat , shown during his duel on Obah Diah , where he faultlessly dueled Obi - Wan and Anakin , maintaining the upper hand throughout the entire clash , by maintaining phenomenally precise and effective footwork and even acrobatic feats to gain leverage on his opponents . Equipment . Apparel . Though Dooku had no intention of leaving the Jedi Order for most of his life , he did dress in a somewhat aristocratic manner even as a Jedi , wearing finely crafted robes and cloaks instead of typical Jedi attire . When he assumed his title of Count , Dooku abandoned his Jedi robes and adopted the style of dress worn by Serenno royalty for at least a thousand years . He was usually seen wearing a silver - clasped cloak over a belted tunic and trousers in varying shades of black or brown . His clothes were made of the finest materials . In particular , his dress boots were made out of rare rancor leather , while all his cloaks were lined with armorweave as a protective measure . Lightsabers . As a Jedi youngling , Dooku wielded common training lightsabers under the tutelage of Yoda , but after Thame Cerulian took him as his Padawan , Dooku constructed his own lightsaber . It had a cylindrical hilt of fairly standard design . When Dooku became a Jedi Master , he constructed a more personalized lightsaber that had a curved hilt that allowed for precise movements and was designed for a Makashi duelist . It could be shortened with the press of a button , allowing for more flexibility in lightsaber - to - lightsaber combat . This lightsaber had a blue blade , and Dooku wielded it during the Battle of Galidraan . Dooku also occasionally carried a more conventional lightsaber as a Jedi Master . As a Dark Lord of the Sith , Tyranus returned to the curved lightsaber design he had wielded at Galidraan . He installed a red synthetic lightsaber crystal into his curved hilt , the mark of a Sith blade . His curved lightsaber was the inspiration for the lightsabers constructed by Dooku ' s final Jedi apprentice , Komari Vosa , and wielded by her as the leader of the Bando Gora . After he slew Vosa , the Count gave these unique weapons to his Dark Acolyte , Asajj Ventress . Tyranus ' s lightsaber was abandoned by Anakin Skywalker on the conning tower of the " Invisible Hand " , next to Dooku ' s corpse . The section of the " Invisible Hand " that contained the conning tower separated from the bridge when the ship broke apart during Coruscant re - entry . Starships . Count Dooku ' s personal transport after he left the Jedi Order was a " Punworcca 116 " - class interstellar sloop , a gift from Geonosian Archduke Poggle the Lesser . The ship had a special Gree solar sail that provided an exotic form of superluminal propulsion and was stealthy enough for Dooku to slip through Coruscant ' s defenses unnoticed on numerous occasions . It was unarmed , although it sported a tractor beam array . Dooku usually left the piloting to a modified FA - 4 pilot droid augmented with Vulture Droid programming . The conning tower of the Confederate command ship " Invisible Hand " was also refitted to Dooku ' s specifications . It became known as the " Wizard ' s Tower , " and was both a mobile base of operations and a private sanctum for the Count . The " Invisible Hand " had previously been Nute Gunray ' s flagship , but was given to General Grievous when the Separatist military command was centralized . Base of operations . Throughout his career Dooku made use of a number of retreats , lairs and castles from which to conduct his affairs . These included a lair on Kohlma , Château Malreaux on Vjun , his castle on Kaon , and his primary palace on Serenno . Behind the scenes . Portrayal . The development of a new Sith Lord for Episode II underwent a wide variety of iterations , since the early concepts included the tantalizing idea of a female villain . Artists Iain McCaig and Dermot Power experimented with different female Sith designs , including regal dark queens , robot metal - plated warriors , and feral vampiric witches . As the story of Episode II progressed , the villain continued evolving . A shape - shifting alien design was played with ( a characteristic eventually folded into Zam Wesell ) before George Lucas solidified his ideas of a battle - scarred aged Jedi warrior who had left the order , thus telegraphing the notion of a Jedi leaving to become a Sith , as Anakin eventually did . Dooku was portrayed by the late Christopher Lee in and . Kyle Rowling portrayed Dooku during most of the character ' s lightsaber sequences , due to Lee ' s inability to enact these physical scenes because of his age . Rowling ' s head was digitally replaced with Lee ' s during post - production . Dooku was voiced by Corey Burton in " " , as well as almost all of the video - game appearances . The character was also voiced by Jeff Bennett in " " , and Michael Donovan in " " . Christopher Lee reprised the role of Dooku and provided his voice in the 2008 feature film , while Corey Burton once more voiced the character in the . Dooku is one of three Sith included in the evolutions pack from Hasbro . He is alongside Darth Maul and Palpatine . Character origins . The name " Dooku " was based on the word " doku , " meaning poison . In the and languages , " do cu , " pronounced exactly like " Dooku , " means " from the ass . " For this reason , Dooku ' s name was changed to " Dookan " in . " Tyrannus " — or more properly , " Tyrannos " — is an ancient word , originally used to describe someone who ruled a city - state after overthrowing the previous government . It was a legitimate form of government , and the word ' s meaning was not unfavorable in itself , but over time , as democracy developed , it gained negative connotations and came to mean " oppressor " or " tyrant . " Aside from his name , Dooku has many similarities to , another famous role played by Christopher Lee . Both are villainous , erudite and sophisticated counts who wear a cape and dress in black . Additionally , Lee ' s Dracula played opposite Peter Cushing as on many occasions . Cushing portrayed Wilhuff Tarkin in , a character that had some influence on the concept of Dooku . Continuity . Yoda directly claims to have been Dooku ' s Master in " Star Wars Episode II : Attack of the Clones " , and some early materials also indicate Dooku was trained by Yoda . Thame Cerulian was established as Dooku ' s Master in the young adult book " Legacy of the Jedi " , and most subsequent sources on the topic . However , the of " Star Wars : The Clone Wars " once again cited Dooku as Yoda ' s Padawan . The color of Dooku ' s hair as a younger man is inconsistent , being shown as blond on the " Legacy of the Jedi " cover , some shade of brown in " " and the " Most Precious Weapon " comic , and black in several other sources , such as " " . In addition , Dooku ' s hair had not completely lost its natural color at the end of " Jango Fett : Open Seasons " , but it was completely white in " " , which covered the same time period . What Dooku ' s lightsaber color was as a Jedi is also somewhat unclear . He used a green training lightsaber in the " Most Precious Weapon " comic , and has a green lightsaber similar to his Sith one on the cover of " Legacy of the Jedi " . Dooku was also depicted with a green lightsaber on the cover of one of the issues of " Jango Fett : Open Seasons " . However , within the issue , Dooku had a blue lightsaber blade . While the timeline for Dooku ' s life given in the " Star Wars Annual 2008 " is unreliable due to having Dooku ' s birth date off by thirty years and one or two other clear errors , it gives the only known dates for Dooku ' s apprentices . Qui - Gon Jinn ' s apprenticeship was said to have begun in 78 BBY when Dooku was approximately twenty - four , and ended in 67 BBY when Dooku was thirty - five , at which point Dooku became a Jedi Master . Komari Vosa ' s apprenticeship is said to begin in 50 BBY , when Dooku was approximately fifty - two years old . However , since Qui - Gon Jinn visited the River of Light on his homeworld on or before his thirteenth birthday , and it was expected for human Jedi Padawans to be chosen before age thirteen , it seems likely that Jinn became Dooku ' s Padawan at twelve in 80 BBY or 79 BBY . Dooku was stated to have never been on the Jedi Council in " The New Essential Guide to Characters " . Online material released to supplement " The Clone Wars " , and a prize in " Star Wars Galaxies " now indicate he was on the Jedi Council at some point . Five contradictory timeline placements have been given for the Battle of Galidraan ( seen in " Jango Fett : Open Seasons " ) , which happened somewhere between 44 BBY and 34 BBY . 44 BBY is currently the most cited date . Originally , Dooku was set to wield two lightsabers in combat against Yoda in " Attack of the Clones " . However , the idea was later dropped , and Dooku was stated to dislike usage of multiple blades in " Labyrinth of Evil " , though kept the idea intact . In a likely reference to this cut sequence , Dooku ' s first action figure included a secondary lightsaber , albeit with a green blade . A major continuity difficulty was caused by the events of the Game Boy Advance game " " . In the final battle of the game , Dooku was defeated and presumably killed by Anakin Skywalker . This was obviously unworkable within canon , so several retcon s were introduced . The first was that the Dooku killed was a Dopplegänger created through the Force . The second was that the Dooku killed was a clone . In " Only the Force " , a scenario for the Star Wars Roleplaying Game , if the Jedi player characters surrender to the Separatist Commander Drogen Hosh , then he later introduces them to Dooku and the Dark Lord turns them to the dark side . However , as this is only a possibly outcome of the scenario , it is not canon . Some novels , comics , and games set during the Clone Wars may be given new timeline placements due to the revisiting of the Clone Wars period by the " Star Wars : The Clone Wars " film , TV series , and associated projects . The order of Clone Wars events in this article is thus tentative and subject to re - arrangement . Early scripts of " Star Wars Episode III : Revenge of the Sith " had additional dialogue during Dooku ' s death scene , after his wrists had been sliced off . Some of the cut portions of this scene can be seen in the and the . Some of this dialogue was removed because Christopher Lee felt that it was out of character for Dooku to beg Sidious for his life , and George Lucas ended up agreeing with him . Dooku is a playable character in the , by use of the cheat code SERENNO . However , the character ' s involvement is non - canon . Non - canon appearances . Battle of Boz Pity . Asajj Ventress continued her hunt for Anakin Skywalker , and confronted him once more on the rooftops of Coruscant . While she wounded Skywalker in the ensuing duel , Ventress was defeated and thrown off a building . She was seriously injured in the fall , but Dooku arranged for her rescue and brought her to the world of Boz Pity for medical treatment and cybernetic enhancement . While she recovered , Dooku and Grievous adopted the medical facility as a temporary headquarters . The Republic believed Ventress had died on Coruscant , but Kenobi was not so sure . He successfully tracked her to Boz Pity , and brought Skywalker , numerous clones and most of the Jedi Council with him . His ship , the " Intervention " , landed near the Separatist facility , and disgorged an army . While the other Jedi fought the CIS droids defending the base , Kenobi infiltrated the med center where Ventress was being treated in a bacta tank . He found Dooku there , and accused him of corrupting her . Dooku denied this , claiming that Ventress had been consumed by anger when he discovered her . Furious at the implication that she was weak , Ventress smashed the bacta tank with the Force and broke free . Tossing Ventress her lightsabers , Dooku ordered her to kill Kenobi and withdrew . Heading across the battlefield , the Sith Lord was confronted by Mace Windu , who had just taken out Grievous . Windu attempted to kill Dooku , but after a brief bout of swordplay , Dooku had two of his MagnaGuards grapple the Jedi and throw him into a pit . Entering his shuttle with Grievous , Dooku spotted Ventress running towards them , pursued by Skywalker and Kenobi . Perceiving she would not make it to the shuttle in time , Dooku ordered Ventress shot and his shuttle left without her . Seriously wounded , Ventress then turned on Kenobi , attempting to kill him for driving Dooku away . Skywalker stabbed her with his lightsaber to save Kenobi . Although all present thought her dead , she survived through a Sith meditation technique . Fett Club . In a different version of how Dooku recruited Jango Fett to serve as the host for the clone army , Dooku put out an advertisement recruiting Mandalorian aspirants , inviting them to attend an event held at 1138 Miles Lane on Coruscant . In the fine print , it stated the last man , woman , or other standing would be hired . While Dooku observed , Fett showed up and took control of the gathering , verbally abusing and killing his competitors one by one as he enumerated the rules of " Fett Club . " Finally , Fett was the last one remaining , and Dooku hired him , telling him to report to Kamino immediately . Revenge of the Brick . At some point during the Clone Wars , Dooku was observing a battle over Kashyyyk from a distance . However , the reception on his television set failed , and he was forced to recruit General Grievous to serve as an antenna for the set . While Dooku was successful in regaining reception , the Separatists lost the battle .