Dooku Dooku , a Force - sensitive human male , was a Sith Lord who led the Confederacy of Independent Systems as Head of State during the Clone Wars . Although he was once a Jedi Master , Dooku left the Jedi Order and the Galactic Republic after growing disillusioned with the corruption in the government . Turning from the light he once served as a Jedi , Dooku joined the dark side of the Force and became the apprentice of Darth Sidious , the Dark Lord of the Sith , taking on the name Darth Tyranus and reclaiming his title as the Count of Serenno . With his master , who was secretly Supreme Chancellor Sheev Palpatine , Dooku conspired to overthrow both the Republic and the Jedi so that the Sith could reclaim their former dominance . To this end , he oversaw a growing secessionist movement that ultimately resulted in the formation of the Confederacy of Independent Systems . In addition to rallying rebellious star system s to the Separatist cause , Dooku was involved in the creation of the clone trooper s of the Grand Army of the Republic , having supplied the Kaminoan s with the clone template , Jango Fett , as well as the inhibitor chip containing Clone Protocol 66 . As a result of Dooku and Sidious ' s machinations , the galaxy became engulfed by the Clone Wars twenty - two years before the Battle of Yavin . Count Dooku led the Confederacy ' s battle droid army throughout the war , turning star systems against the Republic through political maneuverings and military force . Though he was bound by the Sith Rule of Two , Dooku trained apprentices of his own , with the intention of one day succeeding his master . He first trained Asajj Ventress ; later , after Sidious ordered him to dispose of Ventress , Dooku took on a second apprentice , Savage Opress . The tutelage was short - lived , as Opress had been used by Ventress as a tool of revenge against her former master . Toward the end of the war , Dooku took on a third apprentice , the fallen Jedi Quinlan Vos , with whom he plotted to overthrow his master . This apprenticeship , too , was cut short , as Vos was redeemed in the Force with the help of Asajj Ventress . The final days of the war saw a battle over Coruscant . In a duel aboard the Separatist flagship " Invisible Hand " , Dooku was defeated by Jedi Knight Anakin Skywalker , who beheaded the helpless Dooku at Palpatine ' s command . Dooku was soon replaced as Palpatine ' s apprentice by Skywalker himself , who fell to the dark side and became Darth Vader . Despite Dooku ' s death , the plans he helped set into motion during the Clone Wars came to pass , with the destruction of the Jedi Order and the rise of the Galactic Empire . Biography . Early life . Early in his life , Dooku was taken in by the Jedi Order and became Yoda ' s Padawan in the era of the Galactic Republic . In doing so , Dooku relinquished a family fortune that would have , by simple virtue of its size , guaranteed him a place amongst the galaxy ' s most powerful and influential beings . During a mission to Kashyyyk , Dooku watched as his master faced a dreadful giant Terentatek . He eventually attained the rank of Jedi Master , and took Qui - Gon Jinn as his apprentice . He also rendered help to Mother Talzin of the Nightsisters , giving her a lock of his hair . Qui - Gon Jinn became a Jedi Knight and later became a Jedi Master himself . Jinn had at least some contact with his old Master and after taking Obi - Wan Kenobi as his apprentice , spoke highly of his Padawan to Dooku , although Dooku never met the young Kenobi as a Jedi . Even before the death of his former apprentice on Naboo , Dooku had become disillusioned with Jedi Order , the Republic , and the Galactic Senate ' s corruption . He left the Order , becoming one of the Lost Twenty . He returned to his ancestral home and reclaimed his family title of Count of Serenno . With his reclaimed title , he also took possession of a family fortune so vast that it placed him amongst the wealthiest and most influential beings in the galaxy . Despite his newfound wealth and power however , Dooku all but disappeared from public life after his resignation . Most believed that he had gone into a sort of self imposed exile with the intention of founding an offshoot of the Jedi Order . However , at some point during this period Dooku was approached by Darth Sidious . The Dark Lord offered Dooku the opportunity to become his apprentice and with that offer , the chance to destroy the Jedi Order and reshape the Republic . Desiring both power and the elimination of the corruption that plagued the Republic , Dooku agreed and was given the name Darth Tyranus . For nearly a decade after accepting Sidious ' s offer , Dooku helped his new master to implement much of the groundwork necessary to begin the Clone Wars . The most important project that he oversaw during that time was the creation of a clone army intended for use by the Republic during the planned war . Hoping to give the project a strong layer of legitimacy and to hide his own involvement , he suggested to Jedi Master Sifo - Dyas the idea of creating the army for the Republic , which could be held in reserve in case of civil war . Sifo - Dyas , who was greatly troubled by the Republic ' s tumultuous political situation and the Jedi Council ' s apparent complacency , agreed to order the army from the Kaminoan s . After this was done , Dooku needed to make certain that Sifo - Dyas would remain silent about the army so as not to alert the Jedi Council . As such , he contacted Lom Pyke of the Pyke Syndicate and instructed him to murder Sifo - Dyas by way of shooting down his shuttle during a mission , after which Dooku was given Sifo - Dyas ' s body . However , unbeknownst to Dooku , the Pykes captured Valorum ' s aide , Silman , and imprisoned him as insurance against possible betrayal by Dooku . On one of the moon s of Bogden , Dooku recruited the bounty hunter Jango Fett as the template for the Clone Army . Along with a considerable salary , Dooku agreed to pay Fett with an unaltered clone for himself . In order to ensure the elimination of the Jedi when the time was right , Dooku and Sidious had the clones outfitted with bio - chips in their brains which could be used to trigger a protocol that would cause the clones to murder their Jedi superiors . During this time , Count Dooku recruited fallen Dathomirian Jedi Asajj Ventress to act as his assassin and his Sith apprentice . Eight years after his resignation from the Jedi Order , Dooku reentered the public eye in a spectacular fashion , commandeering a Republic Holonet station in the Raxus system and delivering a rousing speech in which he thoroughly lambasted the corruption and shortcomings of the Republic . In a galaxy in which many Outer and Mid Rim systems were chafing under the ineffectual and corrupt bureaucracy of the Republic , Dooku ' s speech set the stage for the Separatist movement . He began meddling in the affairs of many planets , supporting anti - Republic coups on worlds such as Ryloth and interfering in the political processes of Kashyyyk and Onderon , among others . He also began to publicly rally systems and corporations to his cause to become the Confederacy of Independent Systems , and publicly spurned every opportunity to negotiate with Palpatine . During the time leading up to the Clone Wars , Dooku also met several times with the governor of that time , Wilhuff Tarkin of Eriadu , in an attempt to convince him to join the Separatist movement . He alluded to the governor that war was inevitable , and that he desired the support of the powerful Outer Rim world for his cause . These meetings had been orchestrated by Palpatine to test Tarkin ' s loyalties , and Tarkin remained firm in this commitment to the Republic . Dooku also promised Trade Federation Viceroy Gunray that he would assassinate Senator Amidala , whom Gunray despised , if he signed Dooku ' s treaty . Gunray accepted the offer ; Dooku thus dispatched Jango Fett to carry out Amidala ' s assassination . Despite the failure of Fett ' s mission , Dooku was able to have the Trade Federation , the Banking Clan , the Techno Union , the Commerce Guild and the Corporate Alliance all sign his treaty on Geonosis . Dooku assured them that the Jedi and the Republic would be overwhelmed by their combined forces . The Clone Wars . Battle of Geonosis . Dooku captured Jedi Master Obi - Wan Kenobi and had him imprisoned . Dooku then questioned Kenobi , denying that the bounty hunter whom Kenobi was looking for was on Geonosis and promising that he would petition Obi - Wan ' s release . Dooku told Kenobi how he wished that his former apprentice , Qui - Gon Jinn , was still alive and how he could have used his help . Kenobi replied that his master would have never joined Dooku ' s movement . Dooku claimed that Qui - Gon knew about the Republic ' s corruption but would not do anything until he knew the truth . Dooku told Kenobi that the Republic was under the control of the Sith Lord , Darth Sidious . He tried to convince Kenobi to join him , but the Jedi refused . The count sentenced Kenobi , Skywalker , and Amidala to death in the Petranaki arena . As Dooku , Fett , Boba and the other Separatist leaders watched the execution , Master Windu and 200 other Jedi came to rescue the trio . Upon Mace Windu ' s arrival , Jango Fett was held at lightsaber point by Windu , but the Jedi was forced back by super battle droids and Fett . Dooku and the others watched as their battle droids surrounded the remaining Jedi . Dooku offered to spare their lives if they surrendered , but Windu and the others refused . In a regretful tone , Dooku gave the order to terminate them . Fortunately for the Jedi survivors , at that moment Yoda arrived with the clone army from Kamino and rescued the Jedi . Dooku oversaw the battle , continually assuring his allies that his master would not let the Republic get away with the rescue . As the Clone Army fought the Separatists ' droid army , Dooku and the other leaders planned their retreat . Before leaving , Dooku was given the designs to the ultimate weapon by Archduke Poggle the Lesser . Dooku assured him that the designs would be safe with his master , Sidious . Dooku then took his speeder and was escorted by two Geonosian fighters , although he was pursued by Kenobi and Skywalker ' s gunship . As Dooku prepared to leave , he was confronted by Kenobi and Skywalker . At first , Dooku was able to subdue Skywalker with Force lightning , and fought Kenobi , eventually overpowering wounding him in the shoulder and leg . Then , as Dooku prepared to make his killing move , he was stopped by Skywalker . The two fought until Dooku cut off Skywalker ' s right arm . Dooku was confronted by his former master , Yoda , whom the Sith Lord proved to be at a disadvantage against . With Republic reinforcements incoming , Dooku was able to escape by causing a pillar to fall on Kenobi and Skywalker , distracting Yoda . Dooku used his solar sailer to escape along with his forces . Dooku then went to Coruscant , where he met his master in the Works . He informed Sidious that the War had begun , as he had planned . Dooku and his master recruited the cyborg General , Grievous to lead the droid army . Grievous was trained by Dooku in the Jedi Arts , using lightsabers taken from his Jedi kills as well . Later , Dooku commanded his droid army to seize control of the major hyperspace lanes following Geonosis , separating the Republic from the majority of its army . Dooku then sent Ventress to assist in the General Whorm Loathsom ' s Droid Army in distracting Kenobi ' s and Skywalker ' s forces during the battle on Christophsis before completing her other mission . Dealings with the Hutts . Dooku made a deal with Ziro , uncle of Jabba the Hutt , that he would kidnap Jabba ' s son , Rotta and that the Jedi would be blamed . He would then be left to take leadership of the Hutt Clan s . Dooku sent Ventress in her assault ship , the " Trident " , to Tatooine to carry out the kidnapping . She took him to the abandoned monastery on Teth with two battalions of battle droids . She was contacted by Dooku and then by Lord Sidious , who assured them that Jedi would be at war with Hutts as well as them . After Kenobi finished his negotiations , Dooku went to Tatooine and spoke with Jabba , claiming that the Jedi were behind his son ' s kidnapping . Dooku had Ventress and her spy droid , 4 - A7 provide ' evidence ' that Skywalker and his apprentice were the ones who carried out the kidnapping . Dooku showed this to Jabba , convincing him of the Jedi ' s treachery . Dooku told him how his droid army was mounting a rescue . Dooku asked Jabba if he would consider joining the Separatist in their struggle against the Republic . Dooku was informed by Ventress that Skywalker was eluding her and escaping with Jabba ' s son . After her defeat , Dooku had Ventress lie that Skywalker had killed his infant . Jabba , believing Dooku , allowed him to send him and battle droids to deal with Skywalker personally . After his MagnaGuards shot Skywalker down , Dooku went into the Dune Sea . He contacted Ziro , informing him that Jabba believes his story and assured him that he would be master of the Hutt clans . Dooku also had Ziro take Senator Amidala prisoner when she learned of Ziro ' s deal with him . Dooku confronted Skywalker to kill Rotta . The two of them dueled , until Dooku realize the Hutt was with his apprentice . However , he anticipated this and had Magnaguards wait for her . Dooku then taunted Skywalker with his hologram of his apprentice ' s fight . Dooku knocked them down , telling him that his droid will kill his apprentice and the Hutt , and then bring her before Jabba , where he would execute her for Rotta ' s murder . He laughed as Skywalker went to rescue his apprentice . After Jabba learned of the truth of his uncle ' s deal , Dooku left Tatooine . He informed Lord Sidious of his failure , saying their fight has become more difficult . Sidious told him to allow the Jedi their victory , knowing that the engines have turned in their favor . Negotiations with the Toydarians . During the initial start of Separatist occupation of Ryloth , Dooku was informed by TX - 20 that the Jedi were sending Senator Bail Organa of Alderaan to Toydaria to establish supply lines to the Republic garrison and Twi ' lek people . Dooku contacted Senator Lott Dod of the Trade Federation to prevent the Republic from doing so . Dooku learned that King Katuunko was considering joining the Republic and was going to speak with his former master Yoda on the neutral moon , Rugosa . He sent his apprentice , Ventress to convince him to join the Separatists . Ventress was able to make a deal with Katuunko and Yoda ; If Yoda and his 3 troopers defeated her droid battalion , he may join the Republic , but if her droids capture Yoda , join the Separatists . Dooku approved of her deal , knowing that Yoda made a mistake in venturing far from Coruscant . However , Yoda was able to defeat her droids . Katuunko then told Dooku that he would be joining the Republic , seeing Ventress ' s treachery . Dooku urged him to reconsider to no avail . Dooku then ordered Ventress to kill him . However , Yoda stopped her before she could carry it out . Dooku watched as Ventress made her escape , saying that he was fortunate he was not there personally with his old master . The " Malevolence " . Dooku was then on - board General Grievous ' s heavy cruiser , the " Malevolence " , in the Abregado system . When a fleet of Republic cruisers entered the system , Dooku ordered Grievous to jam their communications . Dooku then ordered them to use the cruiser ' s secret weapon , the Ion cannon , on the Republic fleet . After the Republic fleet was disabled and destroyed , Dooku then sent out hunters to make sure there were no survivors . Dooku learned that a group of survivors had destroyed the pod hunters . As Dooku , Grievous and the " Malevolence " searched for the survivors , Skywalker arrived and found them before they did . However , they were able to detect a non - battle droid signal . Dooku ordered Grievous to destroy the ship , but failed . Despite this being unfortunate , Dooku then contacted Lord Sidious . After Grievous attacked a medical convoy near the Ryndellia system , Dooku gave Grievous his next target ; the Republic ' s Outer Rim Medical Center . En route to the target , Dooku informed Grievous that the Republic had launched a strike team under Skywalker to attack the " Malevolence " . Dooku warned Grievous to not underestimate Skywalker . After the " Malevolence " s hyperdrive was disabled , Dooku arranged for Amidala to be captured while en route to negotiations with the Banking Clan . As Grievous made his escape , Dooku contacted him , awaiting his and the " Malevolence " ' s arrival . However , Dooku ' s communications was cut by Grievous , due to his failure in bringing the " Malevolence " to the rendezvous point . Gunray ' s rescue . When Viceroy Gunray was captured , Dooku was then contacted by Sidious informing of the danger ' s of Gunray ' s interrogation by the Jedi . Dooku informed him that he already had a plan in motion ; to send Asajj Ventress to either free Gunray or silence him . Sidious however , questioned Ventress ' s competence due to previous failures . Dooku assured Sidious that she would complete the mission . After his conversation , Dooku told Ventress that she must prove herself worthy of being his apprentice , and Ventress assured him that she would . Dooku also bribed Senate commando , Argyus into helping Ventress free Gunray . Ventress ultimately succeeded in her mission to rescue Gunray , terminating Argyus for downplaying her role in the rescue . Testing Grievous . After Gunray ' s escape , Dooku , frustrated with the ongoing stalemate , arranged a test for General Grievous . He laid a trap for Jedi Master Kit Fisto , his former apprentice , Nahdar Vebb and their clone troopers at Grievous ' s fortress in the Vassek system . He then deactivated Grievous ' s MagnaGuards . After the Jedi found Gunray ' s hologram and the tracking device , Dooku contacted Fisto , offering an alternative prize . Dooku then contacted General Grievous , informing him of Lord Sidious ' s demand for more dramatic examples ; more dead Jedi . Grievous told Dooku that all he has are battle droids . After Grievous ' s first confrontation with the Jedi and the death of his pet roggwart , Gor , Dooku contacted him telling him that he arranged for this test . Grievous then cut communications with Dooku to finish off the Jedi . Dooku then contacted him on his victory . However , Grievous told him that Fisto escaped him . Dooku told him that there was room for improvement . Dooku ' s capture . Dooku captured Skywalker and took him aboard his command ship . Skywalker was rescued by Kenobi and the two of them confronted Dooku . Dooku made his escape to his solar sailer as the Republic forces arrived . Dooku was soon thereafter shot down by Skywalker and Kenobi , and crash landed on Vanqor where he hid in a cave . He next caused a cave - in , forcing Skywalker to lose his lightsaber which Dooku took , and then sealed the cave off . Dooku found Weequay pirates at his solar sailer . Thereafter , Dooku approached the pirate ' s captain , Hondo Ohnaka , who offered him passage to Florrum for a price . Dooku agreed to pay him while secretly planning to kill all the pirates upon their arrival on Florrum . However before he could , Dooku ' s lightsabers were stolen from him by Hondo ' s monkey - lizard Pilf Mukmuk . Dooku warned them that they were not dealing with a Jedi , but a Sith Lord . However , he was outnumbered and ransomed off to the Republic by the pirates . Kenobi and Skywalker checked to ensure the pirates had actually captured him . Dooku warned the Jedi that the pirates were devious and that they would not allow them leave . Dooku was proven correct when he , Kenobi and Skywalker were tied together . Thus , Dooku was forced to work with the Jedi to escape before the Republic arrived . During their 2nd escape attempt , Dooku was saved by Kenobi before the were captured by Hondo and his men . However , after Republic representative Binks and his escort disabled the power , Dooku made his escape by choking a guard . He then killed Turk Falso and forced him to kill another Weequay with his own gun . At that point he stole their shuttle and made his escape . Dooku observed General Lok Durd ' s test of their new weapon , the Defoliator Deployment Tank on Maridun . After the initial success of the weapon ' s effects on the battle droids , Dooku asked to him to test the weapon on living targets . Durd assured that he would on the Lurmen colonists . Occupation of Ryloth . During the initial start of the Republic ' s return to Ryloth , Dooku assured Tambor that the Republic forces were spread thin in its sector and that it would be suicide for the Republic . After the Republic landed and were moving on the capital of Lessu , Dooku was informed by TA - 175 of Tambor ' s pitiful job in protecting the Separatist ' s investment on Ryloth . Though Tambor claimed that the tactical droid was exaggerating , Dooku warned him that he was no match for Windu . Dooku then ordered Tambor to evacuate with what valuables he had and to destroy what was left . Dooku told Tambor that the charred ruins of Ryloth would demonstrate to the galaxy the cost of a Republic " victory " . Dooku then contacted Tambor again , shocked that he had not left yet . Dooku then ordered him out before Windu and the Republic arrive . He then gave TA - 175 orders to bomb the capital after they leave . After the Republic arrived and captured Tambor , Dooku ordered TA - 175 to bomb the capital . Dooku then offered his assistance to Pantoran Chairman Papanoida when his daughters were kidnapped . Dealing with the Death Watch . Dooku secretly supported the Death Watch movement on Mandalore . Dooku spoke with its leader , Governor Pre Vizsla of Concordia , about the Jedi Council ' s investigation on Mandalore . Dooku assured him that if the Republic sends an occupation force to Mandalore , the people would rebel and join the Death Watch . Dooku had Vizsla send one of his assassins to Coruscant to eliminate Duchess Satine Kryze from interfering with their plans . Unfortunately , the Duchess stopped their plans . Dooku warned Vizsla that without his forces , Death Watch would only hold the planet for a day . Dooku assured him that he had other ways of accomplishing their goals . Following these events , Dooku betrayed the Death Watch . Vizsla was left with a lightsaber scar on his face as a " parting gift " from Dooku but managed to escape , vowing vengeance on the Sith Lord . Continuing the war . Dooku endorsed a peace initiative being offered by the Separatist Senate . However , Dooku had General Grievous carry out a mission to ensure that Lord Sidious ' s plans continue unhindered . Dooku assured Republic senators Lott Dod , Gume Saam , and Nix Card that they would ensure that the banks would be deregulated and they would receive their profits . Dooku then attempted to coerce Pantora , a moon of Orto Plutonia to join the Separatists by sending the Trade Federation to blockade the planet . After the attack , Dooku sent a message saying that the Republic had killed the very sponsor of the peace initiative , Mina Bonteri . In truth , Dooku had sent his agents to kill Bonteri . Dooku then sent bounty hunters Robonino and Chata Hyoki to intimidate Senators from voting against the military enhancement bill . Dooku then sent them to eliminate Senator Amidala . Ventress ' " demise " . Tyranus was then contacted by Lord Sidious about his assassin , Ventress , and how she was becoming powerful . Sidious believed that Dooku was training his own apprentice and was planning to replace him . Dooku assured Sidious that his loyalty was to him alone . To prove his loyalty , the Count was ordered to eliminate Ventress . Dooku tried to convince Sidious not to do this , but he complied . Dooku then contacted Ventress at Sullust , informing her that he recalled her reinforcements . Ventress implored Dooku to help destroy the Jedi , but he told her that she was no longer his apprentice and that she would soon die . Dooku then contacted the tactical droid , TJ - 912 , aboard its Destroyer and ordered it to destroy Ventress aboard the flagship . TJ - 912 carried out Dooku ' s orders and informed him that she was dead . Dooku ordered TJ - 912 to withdraw from Sullust . Dooku then informed Lord Sidious that Ventress had been destroyed , proving his loyalty to his master . Dooku then came under attack by Ventress and her fellow nightsisters posing as Jedi at his palace on Serenno . Though his senses were dulled by their poison , Dooku was able to fight them off with his Sith lightning . The attempt on his life failed but Dooku never found out the identity of his attackers . Dooku was then contacted by Mother Talzin , who was aware of the loss of his prized assassin , who was of one of her Nightsisters . She then offered Dooku one male from her planet to replace her . Dooku took her up on her offer . Dealings with the Nightsisters . Dooku then traveled to Dathomir to speak with Talzin . Dooku proposed an alliance between his Separatists and her Nightsisters . Talzin refused his generous offer . Talzin then asked Dooku if knew the Sith warrior , Darth Maul . Dooku remembered that he was killed 10 years ago on Naboo by Kenobi . Talzin then offered one of her Nightbrothers from Maul ' s village , as his new assassin . Dooku , with the " loss " of Ventress and the Jedi attacks , agreed to her offer and left . Training the brother of Darth Maul . Dooku was then given the Nightbrother , Savage Opress , by Talzin on Serenno . Dooku was impressed by the Opress ' s sight and how Talzin described him as the fiercest of his kind , assuring him that Opress would serve Dooku well . Dooku then sent Opress on a mission to secure the outpost on Devaron from the Republic . Dooku was then informed by Opress of his mission ' s success and returned to him on Serenno . Dooku then told Savage how they would do great things , be more powerful than Lord Sidious and Darth Maul , and rule the galaxy together . Dooku then trained Savage in lightsaber combat and his dark side powers . Dooku was a harsh taskmaster who tortured Opress with his Sith lightning . After Dooku ' s first training session with Opress , he sent him on a mission to Toydaria . Dooku told him to bring King Katuunko to him alive . However , Opress failed Dooku when he kill Katuunko and brought him aboard his flagship . Dooku then punished him with his Sith lightning . Ventress then revealed herself alive and Opress ' s true master . The two of them then fought Dooku but were unable to defeat him . Opress then force - choked Dooku and Ventress and then tried to kill them both . Dooku and Ventress made their escape , then Dooku was then confronted by Ventress , but was able to defeat her . Just as he was about to kill her , Dooku was blinded and Ventress made her escape . Dooku then ordered his battle droids to kill Opress , but they failed to stop him from escaping . Dooku contacted the Citadel ' s warden , Commander Osi Sobeck about Jedi Council Member Even Piell ' s information on the Nexus Route . Dooku then reprimanded Sobeck , but gives him another chance to get the information from his escaping prisoners . Battle of Mon Cala . During the Battle of Mon Cala , Count Dooku supported the Quarren in their civil war against the Mon Calamari . The Mon Calamari King Yos Kolina had died but the Quarren led by Chief tain Nossor Ri contested his son Prince Lee - Char ' s claim to the throne . Dooku dispatched Commander Riff Tamson as a Separatist observer to the Quarren on Mon Cala . Dooku was assured that Chieftain Nossori and his Quarren were with them . In return for supporting the Separatist cause , Dooku promised Tamson that Mon Cala would be his to rule . Under Dooku ' s orders , Mon Calamari captives from Mon Cala city were enslaved . After the Mon Calamari and Republic received Gungan reinforcements from Naboo , Dooku sent Tamson reinforcements , but ordered him to keep them in reserve . Dooku also ordered him to continue to hunt down Prince Lee - Char and reminded Nossor Ri that the Quarren had to support the war effort if they wanted Separatist support . Dooku also sent Tamson Karkarodon soldiers from his homeworld of Karkaris to secure the Separatists hold on the planet . Despite Dooku ' s best efforts , his plans to conquer Mon Cala collapsed after the Quarren switched sides after learning that Tamson planned to crown himself as the new ruler of Mon Cala . Together , the Quarren , Mon Calamari , Republic , Jedi , and Gungans managed to drive the Separatist from Mon Cala . Dealings on Naboo . Dooku then formed an alliance with Gungan priest , Rish Loo to provoke war between the Naboo and the Gungans . Dooku promised Rish Loo that he would most influential in his new order . However , Rish Loo ' s plans were exposed by Jedi Knight Anakin Skywalker , Senator Amidala , and Representative Binks freed Boss Lyonie from his mind - control . Dooku informed his master of General Grievous ' s capture by the Gungans . Dooku agreed to capture Skywalker in order to trade him for Grievous . Dooku had Rish Loo lure Skywalker to his lab . Once there , Dooku killed Rish Loo for his foolishness . Dooku and his magnaGuards fought Skywalker , eventually subduing him . Dooku then contacted Amidala , offering to exchange Skywalker for General Grievous . At first , Amidala refused , but agreed to it when Dooku ' s magnaguards started to torture Skywalker . Dealing with slavers . Dooku then accompanied Zygerrian slaver , Commander Darts D ' Nar , and his forces as they moved into " occupy " the Togruta colony of Kiros . Dooku then convinced the governor , Roshti , to be taken to a " safe haven " . Dooku and Zygerrian Prime Minister Atai Molec then contacted him as he negotiated with General Kenobi . Dooku then ordered D ' Nar to bring Kenobi to him on his knees . Dooku and half of Scintel ' s kingdom then demanded the Zygerrian Queen , Miraj Scintel to kill Anakin Skywalker . When she refused , Dooku was asked to come to Zygerria by Prime Minister Molec . Lord Sidious sent Dooku to ensure that Queen would carry out Skywalker ' s execution . Dooku then spoke with the Queen and the Prime Minister about Skywalker and his friends ' situation . Dooku was intrigued by her plan to enslave the Jedi , but Dooku ' s plan was to eradicate the Jedi . He also warned her that her power over Skywalker was an illusion , since he was once a Jedi . When queen refused to allow Dooku to execute Skywalker , Molec saw her as unworthy as being queen and Dooku force - choke Scintel as Skywalker arrived . Dooku then fought Skywalker . Dooku then ordered the Royal guard to kill Skywalker for the Queen ' s murder before he escaped . Dooku then contacted Keeper Agruss and ordered him to execute Kenobi and Captain Rex . Dooku later appeared through hologram to Lux Bonteri in which he denied killing Mina Bonteri and ordered him killed for treason . Kidnapping plot . Dooku then hired bounty hunter Moralo Eval to carryout a kidnapping of Palpatine . Following Eval ' s escape with help from fellow bounty hunters Cad Bane and Rako Hardeen ( Kenobi in disguise ) , Dooku brought other bounty hunters to participate in this mission for him . He tested them by putting them inside the box . Dooku became impressed with Hardeen ' s performance , especially how he was able to kill Kenobi . Dooku then had Eval fight Hardeen till he lost . He then appointed Bane as leader of this team to carry out Palpatine ' s kidnapping . On Naboo , Dooku listened to Bane ' s plans . However , he implanted a listening device in Hardeen ' s rifle case , revealing that he knew that Hardeen was Kenobi all along . The bounty hunter ' s mission was merely a diversion to distract the Republic troops , while Dooku carried out the kidnapping . However , his plan was foiled by Kenobi and Skywalker who managed to stop his plot before he escaped . Extermination of the Nightsisters . Remembering their treachery with Savage Opress , Dooku , at the behest of Lord Sidious , dispatched General Grievous to wipe out Mother Talzin , Ventress and the Nightsisters on Dathomir . However , Dooku was tortured by Talzin through her magick , demanding he call off Grievous and his army . Dooku contacted Grievous , ordering him to find Talzin before she killed him . Dooku was saved when Grievous apparently " killed " Talzin in a secret chamber of the Nightsister village . Following the Nightsister massacre , Dooku spoke with Grievous about Savage Opress . He feared that with Talzin gone , Savage would be a danger to him and his master , as he was becoming more powerful . Dooku also sensed something else coming . Onderon rebellion . Dooku then supported Sanjay Rash as he usurped the throne of Onderon from Ramsis Dendup . Following Rash ' s reports of the rebels , Dooku dispatched Super tactical droid general , Kalani to take command of the Separatist forces . Following the rebels victory over the droid gunships , Dooku ordered Kalani to withdraw what remained of the occupation force to Agamar , much to Rash ' s disapproval which ended with his death . Retribution on Florrum . Still having a score to settle with Hondo Ohnaka for holding him captive in the past , Dooku dispatched General Grievous to Florrum to seize and dismantle all of Ohnaka ' s possessions . He then had Grievous take Ohnaka away to a prison cell . Ohnaka survived the assault but much of his base was left in ruins . Order 66 revelation . Dooku was later contacted by Admiral Trench . Though Trench ' s line held on Ringo Vinda , he informed Dooku how one of the clones had murdered his Jedi general in a trance - like state . Dooku informed his master that Order 66 might be revealed . Thus Sidious ordered Dooku to kidnap the clone and examine him . Following Trench ' s failed kidnapping , Dooku , going by Tyranus , contacted Kaminoan Prime Minister Lama Su about the trooper . Dooku then asked for the inhibitor chip . However , the inhibitor chip was then stolen by the renegade trooper . Tyranus made it clear that only he and Sifo - Dyas know about the chip ' s true purpose and that the Jedi must not learn this . Following the death of the renegade trooper , Dooku was then given both chips by his master . Recruiting Clovis . Dooku was then ordered by his master to name Senator Rush Clovis the head of Banking Clan . Dooku then contacted Clovis via the medical droid treating him . Dooku offered to pay the Confederacy ' s interest on their loans , supply Clovis details of the Muuns secret accounts , in exchange for him becoming head of the Banking Clan . After Clovis took his position on Scipio , Dooku contacted him to congratulate on his appointment . Dooku then announced that he wished collect on his " investment " or he will reveal the truth behind ' s Clovis ' s appointment . He also threatened that the Confederacy would not pay back their loans . Thus Dooku forced to raise the Republic ' s interest rates to keep the bank afloat . Dooku then accompanied the Confederate fleet and went to Clovis ' s office . Dooku informs her of the deal he made with Clovis . Dooku ordered her arrest , but Confederate Congress leader , Bec Lawise , said that their Senate would not approve of this . Dooku then forced Amidala to shoot Lawise . Dooku then left aboard Kraken ' s flagship and ordered their forces to withdraw from Scipio . Tyranus revealed . Tyranus was then informed by Sidious that the Jedi had learned of a secret that Dooku failed to hide . Dooku then learned that the Pykes had kept Silman , the former Chancellor ' s Valorum aide who accompanied Sifo - Dyas , alive . Dooku then went to Oba Diah to eliminate this loose end by killing Silman . However , Dooku was confronted by Kenobi and Skywalker . He fought them before he was surrounded by Lom Pyke and his men , who revealed that he was Tyranus . Dooku revealed that he was telling Kenobi the truth on Geonosis about the Sith Lord . Dooku then killed Lom Pyke and escaped . Dooku was then informed that Lord Sidious demanded his presence on Coruscant . Both he and Lord Sidious felt that Yoda was on the Sith homeworld of Moraband for some unknown reason . Dooku then allowed Sidious to use his blood to create an illusion to Yoda due to him being his former master using both their Sith lightning . However they failed in breaking Yoda and knew they needed more time . Crystal Crisis on Utapau . Towards the end of the Clone Wars , Count Dooku and General Grievous took interest in a massive kyber crystal on the neutral planet of Utapau . They hired several Sugi mercenaries led by Endente and Amani outcasts to excavate the crystal and to guard it respectively . Dooku and Grievous were also aided by Governor Torul Blom , who had secret contacts with Endente . When the Jedi Master Tu - Anh stumbled upon their operation , the Separatists sent two IG - 100 MagnaGuards to assassinate her . However , her death attracted the attention of Master Kenobi and the Jedi Knight Skywalker , who traveled to Utapau to investigate . Investigating Tu - Anh ' s death and the presence of MagnaGuards , Kenobi and Skywalker traveled to the plains of Utapau to investigate a group of Amani outcasts . While traveling through Utapau ' s wilderness , the two Jedi were captured by several Sugi mercenaries who brought them to Endente , who informed them about the Confederacy ' s interest in the kyber crystal . When the Jedi offered to buy the crystal for twice the amount , Endente informed Dooku via hologram about the Jedi and demanded more compensation to offset the Jedi offer . Dooku ordered him to kill the Jedi and promised that he would send Grievous to " give him what he deserved . " Later , the two Jedi managed to overpower their captors and steal the crystal . As Endente and his Sugi comrades prepared for a counter - assault to recover the kyber crystal , they were contacted by Dooku who informed him that Grievous was coming to meet them on the plains of Utapau . Fearful of reporting his failure to the Sith , Endente told Dooku to send Grievous to meet them at Pau City instead on the pretext that the Amani could no longer be relied upon to guard the crystal . Endente informed the Sith Lord that they had a friend in the Utapau government , Governor Blom . Despite their efforts , Endente and his forces failed to recover the crystal from the Jedi , who made their way to Pau City ' s spaceport . Grievous eventually learned of Endente ' s failure and executed the Sugi mercenary . After a struggle , Grievous , with the help of Governor Blom , managed to recover the crystal from the Jedi and loaded it onto his shuttle . Grievous managed to load the crystal onto his supply ship . The Jedi followed him aboard but Dooku managed to capture Kenobi . Following Kenobi ' s capture , Grievous gave a report to Dooku , who ordered him to execute Master Kenobi and to deliver the crystal urgently to Serenno ; stressing that he would tolerate no failure . Despite Grievous ' efforts , the two Jedi managed to destroy the crystal and Grievous ' fleet . Grievous alone escaped to report the failure to his master . The Dark Disciple and Asajj Ventress . During the waning days of the Clone Wars , Count Dooku commanded an assault on the planet Mahranee , which led to the genocide of the Mahran species . In addition , Dooku also issued orders that all Mahran be killed on sight . Dooku ' s assault was witnessed by the Jedi Council on Coruscant , who at the suggestion of Master Obi - Wan hatched an unusual plan partnering maverick Jedi Master Quinlan Vos with the Nightsister bounty hunter and Dooku ' s former apprentice Asajj Ventress . After partnering with Ventress as a bounty hunter , Vos eventually revealed his true identity . Seeking revenge against Dooku for his actions against her and her people , Ventress agreed to help Vos by training him in the ways of the dark side . After Vos completed his training , Ventress received word from the Separatist contact Sumdin that Dooku was going to visit Raxus , where he was due to receive the Raxian Humanitarian Award for his services to the Confederacy . For that trip , Dooku was accompanied by his military commander General Grievous . Before receiving the award , Dooku gave a patriotic speech to a large crowd defending the Separatist cause and attacking the Republic and the Jedi . During the public banquet , Asajj took the opportunity to meet up with Dooku and challenge him to a duel at the overlook nearby . Dooku agreed but secretly contacted Grievous for reinforcements . However , Vos anticipated this and managed to lock Grievous in a room . Together , Ventress and Vos confronted Dooku at the overlook . After exchanging pleasantries over a glass of Alderaanian wine , Dooku engaged the assassins in a lightsaber duel . Using his mastery of the dark side , Dooku overpowered the two assassins and used the Force to hurl them against some nearby pillars . Despite Vos ' best efforts , he was unable to best Dooku and was taken captive by the Sith Lord . Ventress managed to escape following a scuffle with Grievous but was unable to rescue her lover Vos . Dooku then struck Vos unconscious with Force lightning and spirited his Jedi captive away to his palace on Serenno . On Serenno , Count Dooku torture d Quinlan Vos for a prolonged period . To sow discord between Vos and Ventress , he showed the Jedi Master a hologram of Ventress killing his former Master Tholme . When Vos initially refused to believe Dooku ' s account , the Sith Lord presented Vos with Tholme ' s lightsaber . Using his psychometric abilities , Vos realized that Dooku was telling the truth . Shortly later , Ventress and Boba Fett ' s bounty hunter syndicate launched a mission to rescue Vos . However , they were forced to flee empty - handed after Vos , who had given in to the dark side , attacked Ventress . Following the attack , Vos became Dooku ' s new Sith apprentice . Despite turning to the Separatist side , Vos secretly planned to force Dooku to lead him to his master , Darth Sidious , and then kill the two Sith Lords . Together , Dooku and his new right - hand man Quinlan Vos launched a renewed military military campaign against the Republic . Vos quickly gained the moniker " Admiral Enigma " among the Republic media . After receiving intelligence from Admiral Wullf Yularen that Dooku was planning to attack the planet Taris , the Jedi Council hatched a mission to rescue Quinlan Vos . With the help of Ventress , Kenobi and his former apprentice Anakin Skywalker infiltrated Dooku ' s " Providence " - class dreadnought and made their way to the bridge , hoping to encounter " Admiral Enigma " . Instead , they encountered Dooku . While Skywalker dueled with Dooku , Ventress and Kenobi managed to " rescue " Vos from his cell . However , Vos and Dooku had anticipated the rescue and arranged for Vos to appear in an emaciated state . While Ventress sensed that Vos had turned to the dark side , his Jedi colleagues eagerly welcomed Vos home . Quinlan Vos ' " rescue " gave Count Dooku a high - level spy within the Jedi Order . Using his high - placed position within the Jedi hierarchy , Vos leaked intelligence on two Republic operations to Dooku . This allowed the Separatists to sabotage an asteroid supplies warehouse and to evacuate a listening post on Vanqor prior to a Republic attack . After discerning that Vos had turned to the dark side , the Jedi Council sent Vos on a mission to kill Dooku . With the help of Ventress , Vos and the Jedi learned that Dooku ' s dreadnought was last sighted above the crystal - covered planet of Christophsis . Vos managed to infiltrate Dooku ' s dreadnought and engaged the Sith Lord in a lightsaber duel . Despite besting Dooku , Vos refused to kill him and instead demanded that Dooku lead him to Darth Sidious . Unknown to both Dooku and Vos , they had been tailed by Kenobi and Skywalker . The two Jedi Knights promptly arrested Dooku and his apprentice and transported them to the " Venator " - class Star Destroyer " Vigilance " as prisoners . While being marched to the " Vigilance ' s " brig , Vos managed to free Dooku , who in turned freed Vos . After killing the Jedi Knights Akar - Deshu and Kav Bayons and two dozen Clone troopers , the two dark siders escaped the " Vigilance " aboard Ventress ' ship " Banshee " . Ventress attempted to fly them back to Dooku ' s dreadnought but they were shot down by the " Vigilance " and crash - landed on Christophsis . Dooku and his fellow travelers survived the crash but the Count sustained a serious injury since he had not been properly strapped in . After navigating through Christophsis ' crystal - covered landscape , they managed to reach a local Separatist base that was built into a giant crystal tower . Upon arriving , Dooku was informed that Darth Sidious was seeking an audience with him . During a brief hologram conversation , Dooku requested help from his master to get offworld . Shortly later , Kenobi and Skywalker launched a full - scale assault on the Separatist base . Together , Dooku and his opponents made their way into an outlying crystal sanctum . On the way , Dooku was struck by a blaster blast and was knocked unconscious . While Ventress wanted to let him die , Vos insisted on keeping him alive . While Vos assisted the battle droids in the defense of the base , Ventress moved Dooku into the crystal sanctum . After stirring , Dooku taunted Ventress by deriding her as a " grant " and claiming that Vos had much potential as a Sith Lord . Ventress responded that Vos had " bigger plans " for Dooku . When Vos entered the sanctum , Ventress confronted him about his decision to join Dooku and the dark side . While Ventress and Vos were preoccupied , Dooku took the opportunity to attack his former pupils with Force lightning . He wanted to kill Vos , but ended up striking Ventress , who pushed Vos out of the way . Though Quinlan managed to stop Dooku , Ventress was mortally wounded . Dooku then attempted to goad Vos into killing him , but realizing that the act of murder led to the dark side , Vos refused and reaffirmed his Jedi identity . While Vos comforted his dying lover , Dooku took the opportunity to rendezvous with Sidious ' starship and fled off - world . Despite failing to kill Dooku , Vos was pardoned by the Jedi Council after he rejected the dark side and continued serving the Jedi war effort . Search for Darth Maul . Dooku assisted his master in interrogating his former apprentice , Darth Maul , about his Shadow Collective at the Spire on Stygeon Prime . However , Maul then made his escape with his Mandalorian super commando s to Zanbar . Dooku then dispatched General Grievous and Tey - Zuka to attack and cripple Maul and his forces . Dooku then contacted Grievous after Maul ' s forces retreated . Dooku hoped this attack would draw Talzin out . Dooku , accompanied by a pair of MagnaGuards , then went to Ord Mantell to capture Maul and level the city . Dooku was then confronted by Brother Viscus and the Nightbrothers . Dooku was easily able to defeat the Viscus and his men . However , Dooku was then surrounded by Maul ' s forces before he had the chance to kill the defeated Viscus . Dooku was offered a deal by Maul ; to abandon Lord Sidious and serve Maul . Dooku refused , knowing that Sidious was more powerful than they realized . Maul told him that together with Talzin , they would be Sidious ' s undoing . Dooku then spoke with Talzin , warning that betraying Sidious is a folly . Talzin told him that Sidious was ready to replace him with a new apprentice . She then revealed to Dooku how Sidious came to her promising to make her his right hand but betrayed her when he took Maul . She also revealed that Maul was her son . When the Republic forces boarded their ship , Dooku decided to assist Maul in killing the Jedi , but not before secretly freeing Grievous . Together they fought Jedi General s , Mace Windu , Aayla Secura , Obi - Wan Kenobi and Tiplee . Dooku then killed Tiplee and then escaped with Maul and Commanders Saxon and Kast aboard a gauntlet fighter . Dooku was then taken to Dathomir by Maul . There , he was taken to a chamber in the Nightbrother village to have his life - force taken from him to allow Talzin to regain her form . Dooku was then possessed by Talzin when Grievous and Sidious arrived . However , she was no match against Sidious ' skill while inside Dooku ' s body . Dooku was freed when Talzin became whole . He then assisted his master in fighting Talzin until Grievous killed her . Despite Maul ' s escape , Sidious assured Dooku that their future was certain . Death . Later on , Dooku oversaw the " kidnapping " of Supreme Chancellor Palpatine during the battle of Coruscant . Dooku held Chancellor Palpatine captive aboard General Grievous ' s flagship , the " Invisible Hand " . He engaged Anakin Skywalker and Obi - Wan Kenobi in a lightsaber duel when they came to the Chancellor ' s rescue . The duel was brief but fierce . Dooku defeated Kenobi , who was incapacitated and knocked unconscious when the Count used the Force to pin Kenobi to the ground with a metal balcony . However , Dooku was soon overpowered by Skywalker , who with one slash of his lightsaber , severed both the Count ' s hands at the wrists . Skywalker then caught Dooku ' s lightsaber out of the air and crossed it with his own blade at the Count ' s throat . Unsure how to proceed , Skywalker hesitated until Chancellor Palpatine instructed him to kill the Count . Despite the fact that Dooku was an unarmed prisoner , Skywalker drew the two lightsabers together , decapitating the Sith Lord . Legacy . Not long after killing Dooku , Skywalker replaced him at Sidious ' side after he too fell to the dark side and became Darth Vader . Vader destroyed the Jedi Order and killed , with help of the Clones , almost all Jedi . Following the end of the Clone Wars , the newly - created Security Bureau of the Galactic Empire conducted loyalty purges , during which much propaganda material featuring Dooku was destroyed . However , rare specimens of Ansibella Delu ' s survived those purges . Additionally , speculation began to circulate after the war ' s end that Dooku had in fact never left the Jedi Order despite their claims to the contrary . This rumor bolstered the idea that the Jedi had been traitors to the Republic since before the start of the war but some , amongst them Grand Moff Tarkin , remained skeptical . 50 years after Dooku ' s death , a treasure hunt known as the Race for the Lost Treasure of Count Dooku occurred on Ponemah Terminal . Those taking part hoped to find Kyber crystals , but were surprised to find the treasure was a Clone trooper who had been held captive for the last 50 years . The trooper , clone medic Kix , had learned the truth of Order 66 after being confronted about it by his friend and fellow trooper CT - 5555 , otherwise known as Fives . In the end the trooper was saved the pirate crew of Sidon Ithano , after being caught up on galactic history he joined the crew . Personality and traits . Dooku was an aging human male who had light skin , brown eye s , white hair , and a height of 1 . 93 meter s . He was a connoisseur of wine , and favoured technique over brute strength in lightsaber combat . Dooku was once a respected Jedi , viewed as a " political idealist " by his peers . However , he became disillusioned with the Jedi Order and the corruption within the Republic , eventually coming to desire the downfall of both institutions he once served . In his thirst for greater power , Dooku turned away from the light and ultimately joined the dark side of the Force . As a Sith Lord , Darth Tyranus was a menacing , intelligent , powerful , manipulative , arrogant and amoral , yet charismatic statesman whose methods included torture , assassination , and even genocide . He was also willing to betray his own followers and allies such as Asajj Ventress and Pre Vizsla , though he showed some regret over abandoning Ventress , angering his own master , Darth Sidious . Dooku was very vindictive , as shown when he ordered devastating attacks against Mother Talzin and Hondo Ohnaka for crossing him in the past . Dooku was also quite fearless , and was willing to sacrifice himself in a final attempt to fully convert his last apprentice , Quinlan Vos , to the dark side by tempting Vos to strike him down after he mortally wounded Vos ' lover , Ventress . At the time of his death , Dooku was in a state of disbelief due to Sidious encouraging Anakin Skywalker to kill the disarmed and beaten Count . For a fleeting moment , Dooku gained a new understanding of what had transpired — he had been used and betrayed by his own secret master . Powers and abilities . Dooku was a highly skillful lightsaber duelist even in his old age . During his time as a Jedi he was known as one of the Order ' s finest swordsmen ; it was said that only Mace Windu could have fought him as an equal , and only Yoda was his superior . On Geonosis , Dooku was able to easily defeat both Obi - Wan Kenobi and Anakin Skywalker one immediately after the other , and then go on to fight Yoda himself . Dooku proved able to compete with Yoda but was unable to defeat his former master and was forced to retreat . He would often prove to be equal and even superior to Anakin and Kenobi even as their skill grew during the Clone Wars , dueling Anakin on several occasions to a stalemate and even both simultaneously on at least one occasion . Dooku was a practitioner of the second form of lightsaber combat , Makashi . Makashi was a rarity among the Jedi by the time of the Clone Wars ; it was a style designed specifically for lightsaber - to - lightsaber combat , and as such it was considered obsolete in a time when most Jedi were more likely to face blaster - wielding opponents . The style ' s rarity gave Dooku an advantage when engaging in lightsaber duels , as few of his enemies were trained to defend themselves against it . Makashi relied on precision , speed , and economy of movement rather than wide - sweeping strikes that characterized later styles , and Dooku ' s curved - hilt lightsaber was designed especially for that . However , in spite of his almost unrivalled sword mastery and decades of experience , Dooku was still vulnerable to Form II ' s greatest weakness ; its lack of kinetic power . This was demonstrated during several of his encounters with Anakin Skywalker , particularly in instances where Anakin was significantly angered . During Dooku ' s attempt to kidnap Palpatine on Naboo , the Count was very nearly overwhelmed by Anakin ' s brutally direct Djem So attacks , and managed to fend Anakin off only through use of the Force . During their final encounter onboard the " Invincible " , Dooku suffered the same issue but Skywalker ' s power had by that time significantly increased . The young Jedi ' s ferocious swordplay battered through Dooku ' s defenses , draining his reserves of Force energy and leaving him physically exhausted . In addition to his formidable lightsaber skills , Dooku was enormously powerful and skilled in the use of the Force . He demonstrated great prowess and strength in the use of telekinesis . During his duels with Ventress and his escape from Hondo ' s pirates , he displayed great skill at using telekinesis in finer , more precise tasks , such as disarming Ventress while also levitating her against a wall during her failed attempt to kill him with Savage Oppress . He was even capable of telekinetically manipulating people ' s motor skills , such as when he Force choke d while simultaneously forcing Turk Falso to take out his blaster and shoot his comrade , while he performed a similar feat when he made Padme Amidala aim at and shoot Bec Lawise . He was also highly skilled in the use of Force lightning , using it as both a means of torture and execution , and was able to use it in conjunction with telekinesis , usually to send a person flying with his lightning or even to levitate his opponents while using his lightning on them , as he demonstrated on Ventress and two Nightsister assassins . Behind the scenes . Portrayal . Dooku was portrayed by Sir 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 ' s character underwent multiple development iterations during the creative process of " Attack of the Clones " ; artists Iain McCaig and Dermot Power experimented with various female Sith designs , including dark queens , robotic warriors and vampiric witches as well as a shape - shifting alien concept that eventually evolved into Zam Wesell , until George Lucas eventually decided on the idea of a battle - scarred Jedi warrior who parted ways with the Jedi Order . The final designs of the character were intended to reflect the menacing atmosphere conveyed by Peter Cushing ' s portrayal of Grand Moff Wilhuff Tarkin in . In an earlier revision of the script for " Revenge of the Sith " , Dooku was originally planned to survive until the midpoint of the film , with his death being the final push Anakin Skywalker needed to join the dark side of the Force rather than his role in the death of Mace Windu . However , it was ultimately decided to move Dooku ' s demise to the opening sequence , which was also changed from its original conception . Christopher Lee reprised his role in the , while Corey Burton voiced Dooku in the . The distinctive curved shape of Dooku ' s lightsaber handle was a result of earlier exploration into Sith villains . Art Department Assistant Roel Robles drew inspiration from various Filipino swords , knives , and spears ; one of them , the had a curved handle which provided a firmer grip for its bearer . Character origins . The name " Dooku " was based on the word " doku , " meaning poison . In the and languages , " do cu , " pronounced exactly as in " Dooku , " means " from the ass " or " of the ass " . For this reason , Dooku ' s name was changed to " Dookan " in . " Tyranus " — or more properly , " Tyrannos " — is an ancient word , originally used to describe someone who ruled a city - state after overthrowing the preexisting 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 . "