Dark Acolyte The Dark Acolytes were a loosely organized group of Dark Jedi active during the Clone Wars . Gathered and recruited by the former Jedi Master turned Sith Lord Count Dooku , the Acolytes served the Confederacy of Independent Systems essentially as their counterparts to the Jedi Order . The Acolytes functioned as anything from assassins to spies to military leaders , depending on individual vocations , but all operated first and foremost as Dooku ' s enforcers . Most of the members would become casualties of the war , and the organization itself was dissolved with Dooku ' s death . Overview . Recruitment . The Dark Acolytes were a group of Dark Jedi recruited by Count Dooku and his Confederacy of Independent Systems during the Clone Wars . Many of the Acolytes were themselves former Jedi , having defected to the CIS due to their frustrations with the corrupt Galactic Republic . Some joined out of personal loyalty to Dooku himself , though others joined out of a misguided fascination with either the dark side of the Force or Sith lore , both of which the organization championed . However , some members of the Acolytes had been directly approached by Dooku , and in the case of Force - sensitives who had no prior training , were tutored by Dooku himself . Entry into the Dark Acolytes appeared to be relatively easy , with most capable Force - wielders being accepted without argument . However , such recruits typically remained minor players within the group until they gained Dooku ' s trust , either through displays of loyalty or on occasion , the rage - fueled depravity indicative of the Dark Side of the Force . Once this was gained , Acolytes were provided with more important assignments and sometimes Sith training . While not true Sith in their own right , and therefore not a violation of the Sith Rule of Two , certain members of the acolytes were provided with tutoring in certain elements of Sith knowledge and philosophy . A notable example is Asajj Ventress , who was trained in the Sith Quey ' tek meditation . Equipment . As the organization served at the whim of the Order of the Sith Lords and adhered strongly to Sith philosophy , many of the types of equipment made available to members were of Sith - design . Most notably were the Sith Enforcer battle tanks . Each of these craft were armed with a pair of supercharged blaster cannons and two missile launchers . Though effective in one - on - one attacks , Dooku insisted that they travel in groups of three for improved effectiveness . All members of the organization were provided with red synth - crystals for their lightsabers , and most wielded these proudly . Notably , Quinlan Vos was provided with the crystal originally used by Darth Andeddu . However , some members chose to continue to use the Ilum crystal s they carried as Jedi , particularly if they were operating as infiltrators and spies within the Jedi Order . Beyond these standards , the equipment and weapons used was left to their personal discretion , due to the various roles they performed within the CIS military . Those who publicly displayed themselves on the battlefield , such as Savage Opress or Tol Skorr , typically opted for some type of armor . Asajj Ventress , who usually worked as an assassin or covert operative , favored variations on a Sullustan Leather jumpsuits and long combat skirts . Sora Bulq , uniquely , continued to favor his original Jedi robes , even after being ousted as a Dark Acolyte , and only chose to distinguish himself by adopting the standard red lightsabers . Ideology . The Dark Acolytes had little in the way of formalized ideology or philosophical teachings , and was for the most part motivated by a simple opposition to the Jedi and their teachings . Overall , the Dark Acolytes desired the overthrow of the Galactic Republic , with many of the former Jedi members especially being frustrated with its bureaucracy and greed . Quinlan Vos cited that since this desire was rooted in their disgust with the Republic ' s corruption rather than a thirst for power , they were still acting in accordance with Jedi teachings . However , the organization was strongly influenced by Sith philosophy , and was deeply rooted in the dark side of the Force due to this . Dooku cited during his meeting with Yoda on Vjun that since all beings carried the dark side within themselves , turning to it was simply to acknowledge another part of one ' s self , and was not in itself inherently evil . In a separate exchange with Quinlan Vos , Dooku stated that the Jedi ' s refusal to use the dark side was motivated by fear of it , and if the Jedi simply stopped fearing it , they could use it to correct the injustices of the galaxy . However , as Dooku was a full Sith Lord at the time , his beliefs cannot be taken to represent the attitudes of the Dark Acolytes as a whole . In fact , many members of the organization were capable of partaking in spectacular displays of depravity with only the flimsiest of justifications . Nikkos Tyris , notably , was of the opinion that the attainment of strength and power eliminated the need for any justification at all ; a Sith ideal . Members . Artel Darc . Artel Darc commanded the CIS forces on Dagu , where he enslaved the Rybet inhabitants . His activities drew the attention of the Republic , and a military force led by Shaak Ti attacked Dagu . Darc led his forces against the Republic . Asajj Ventress . Asajj Ventress was arguably the most prominent member of the Dark Acolytes , even receiving an introduction to Darth Sidious . A Dathomirian sold to Rattataki slavers , Ventress became a powerful warlord on the blood - soaked world . When Count Dooku arrived onplanet during the weeks following the beginning of the Clone Wars , Ventress challenged him , impressing him with her lightsaber skills despite being soundly beaten . She operated primarily as a military commander and even an administrator , being frequently teamed with Durge and leading military campaigns on Ohma - D ' un and Teth , to name a few , as well as being given control of the Swamp gas production facility on Queyta , though her primary vocation was that of assassin and spy . Dark Acolyte Trio . The Dark Acolyte trio were a group of anonymous acolytes who participated in the Battle of Geonosis . Their origins and identities were unknown . During the battle , they helped cover Dooku ' s retreat by guarding the ground entrance to the Count ' s private hangar . Piloting Sith Enforcer battle tanks , they came into conflict with Mace Windu , and all three perished , but they succeeded in delaying him long enough for Dooku to escape . Doppelgänger of Dooku . It is unknown how these replicas of Dooku came into being , whether as a cloning experiment or a Force - based construct / illusion , but they served as members of the true Dooku ' s acolytes . Compared to the genuine article , these replicas served largely mundane purposes , one being assigned to guard Wat Tambor ' s C - B3 cortosis battle droid factory on Metalorn , while another was stationed at Dooku ' s homeworld of Serenno . Both were slain by Anakin Skywalker , who eventually killed the real Dooku . Kadrian Sey . When the Clone Wars began , the Jedi Kadrian Sey essentially vanished , failing to report to Coruscant following the Battle of Geonosis . One of Dooku ' s earliest known recruits , Sey served as a personal bodyguard for the Count , alongside Tol Skorr . She and Skorr enjoyed a tense relationship , being set against one another by Dooku , but both would unite against a perceived threat to their position . Karoc . Alongside his twin brother , Vinoc , Karoc was one of Count Dooku ' s servants . He and his sibling evidently had a low rank within the organization , and were assigned the relatively mundane duty of guarding the C - B3 cortosis battle droid factory on Metalorn . Unfortunately for Karoc and his twin , they were confronted by Anakin Skywalker , who killed both in the ensuing lightsaber duel . Quinlan Vos . Quinlan Vos was dispatched by the Jedi to infiltrate the Dark Acolytes as a double agent , and while he was accepted with open arms , he was relegated to more mundane assignments and minor errands due to Dooku ' s lack of trust in him . Vos confronted the Count over this , and was rewarded with renewed favor and lessons in the dark side of the Force . Vos was part of Dooku ' s retinue of Acolytes that accompanied him to Kiffu to negotiate with Sheyf Tinté Vos , exposing himself as a double - agent to protect his aunt when Dooku ordered her assassination . Dooku momentarily incapacitated him before revealing that he had known of Vos ' role all along , before further revealing Tinté ' involvement in the death of Quinlan ' s parents . Quinlan Vos butchered his aunt in a violent rage , genuinely turning to the dark side , and was fully accepted into the fold . Saato . Saato was a Dathomiri witch recruited by Dooku . While offered a limited military command , Saato ' s primary role appeared to be counter - intelligence , as shown by her apprehension of Republic spy Raala Ponchar on Tatooine . She had no qualms about hiring bounty hunters , using Aurra Sing to help capture Anakin Skywalker when he was sent to rescue Ponchar . Skywalker and Ponchar escaped , and Saato pursued the former to the Great Pit of Carkoon , but was bested and slain in a lightsaber duel . Savage Opress . Effectively recruited as a replacement for Asajj Ventress after Darth Sidious ordered her execution , Savage Opress was a Zabrak born into the Dathomiri Nightbrothers , essentially as a slave to the Nightsisters . Reinforced by Nightsister " Shadow Magic " , Opress was presented to Dooku ostensibly as a new apprentice , but in truth as an agent of the vengeful Asajj Ventress . Opress ' initial assignment was the seizure of the Devaron Temple of Eedit , a task Opress completed with brutal efficiency . Greatly satisfied with Opress , Dooku immediately took him under his wing , training him as a true Sith apprentice . Sev ' rance Tann . Sev ' rance Tann was a Chiss female who left Chiss Space to become a Dark Acolyte and general in the Separatist Droid Army during the Clone Wars . Hailing from Csilla in the Unknown Regions , she became one of few Chiss to leave her people during her time , along with her lover Vandalor , both becoming agents of Count Dooku and the Separatists shortly before the outbreak of the Clone Wars in 22 BBY . Dooku taught Tann the use of the dark side , and she became one of his most trusted underlings . A military genius , Tann served primarily as a military commander . Sora Bulq . Thought dead during the Battle of Geonosis , Sora Bulq emerged accompanying Tholme to Bakura . There , they both confronted Dooku , himself having just fled Geonosis and fresh from an engagement with Yoda . Despite the advanced skills of both Jedi , they were overcome . Taken and treated for his injuries by Dooku , Bulq was swayed to his cause and recruited into the Acolytes . He rescued the wounded Tholme and returned to the Jedi Temple as an enemy agent , and was tasked with creating a schism within the Jedi Order . The scheme was exposed by Mace Windu , squandering Bulq ' s potential as a double - agent , though this allowed him to become one of the most prominent and capable of the Dark Acolytes . Sora Bulq was often at Dooku ' s side during the war , acting as bodyguard and advisor , though he was occasionally trusted with high - level administration and government positions . Tol Skorr . A former Jedi , Tol Skorr was shot down by pirates above Korriban , but was rescued by Dooku . Developing a strong loyalty to his savior , Skorr followed Dooku unquestioningly ever since , even leaving the Jedi Order and defecting to the CIS . A loyal member of the Acolytes , Skorr served primarily as one of Dooku ' s bodyguards , alongside Kadrian Sey . Set against one another by Dooku , the two enjoyed a tense relationship , though as Tholme noted , they would unite against a perceived threat to their positions . After Kadrian Sey ' s death , Quinlan Vos became Skorr ' s primary nemesis within the Acolytes , the two jockeying for position in Dooku ' s eyes . Trenox . The Dark Acolyte known as Trenox was involved in the Coruscant Insurrection , helping Dooku command the CIS forces during the battle . Encountering Anakin Skywalker , Trenox fled from him into the Coruscant underlevels . He encountered and threatened Dexter Jettster , though the Besalisk managed to evade him , and Trenox was again confronted by Skywalker within a Club . After a brief duel , Trenox opted to flee again , escaping on a speeder bike . Trenox accompanied Dooku into the Jedi Temple , and again was confronted by Anakin Skywalker . This time , Trenox stood his ground , and the two fought long against one another . However , Trenox was ultimately cut down . Vinoc . The twin brother of Karoc , Vinoc also numbered among Dooku ' s Acolytes . The siblings appeared to prefer operating in partnership with one another , and shared duties . They evidently were of low standing within the organization and were assigned with the relatively mundane duty of guarding guarding the C - B3 cortosis battle droid factory on Metalorn . Vinoc died alongside his brother in a lightsaber duel with Anakin Skywalker . History . Early Recruitments and Activities . One of Dooku ' s earliest recruits was Sev ' rance Tann . A Chiss female from Csilla , Tann was a tactical genius brought to Republic space by Darth Sidious and trained by Dooku . Her skills and high level of success won her a great deal of favor from Dooku , as well as numerous other CIS figureheads . During the Battle of Geonosis , she was charged with clearing out Dooku ' s escape route during the fighting . While her actions allowed Dooku to flee the carnage and facilitate the Clone Wars , it is generally assumed that the battle may have gone differently if Tann were allowed to lead the CIS forces , as opposed to the support role she performed . The Battle of Geonosis also saw the deployment of the Dark Acolyte trio , three anonymous members of the organization who piloted Sith Enforcer battle tanks . They guarded the ground - level entrance to Dooku ' s hangar , and successfully delayed Mace Windu long enough for Dooku to make his escape , though all three perished in the fighting . After meeting with Darth Sidious on Coruscant following the Battle of Geonosis , Dooku traveled to his stronghold on Bakura , where he was ambushed by Jedi Masters Tholme and Sora Bulq , who had managed to discover the stronghold . Dooku fended off both Jedi , subduing Bulq with a blast of Force lightning while burying a stubborn Tholme beneath a pile of rubble . While Tholme sought for a way to escape , Dooku levitated Bulq ' s unconscious body away and treated his injuries . Reasoning with the Jedi swordmaster , Dooku made Bulq acknowledge the anger within himself , and turned him to the dark side . Tasked by Dooku with infiltrating the Jedi Order , Bulq rescued Tholme and returned to the Jedi Temple as a hero , using this newfound credibility in an attempt to divide the Jedi from within . After the Battle of Geonosis , a number of Jedi failed to report to Coruscant for assignment . Tol Skorr was shot down by pirates above Korriban while on a mission , but was saved by Dooku . Skorr followed Dooku ' s lead without question ever since , including into the CIS camp . Little is known of the circumstances behind Kadrian Sey ' s defection , she simply failed to report in and reappeared within Dooku ' s cadre of Dark Acolytes . Approximately two months into the war , Dooku traveled to Rattatak looking to recruit . While surveying the battle within the local gladiatorial arena known as The Cauldron , the Count ' s host was swiftly dispatched and replaced by the cloaked figure of Asajj Ventress . Dooku complimented her skills with Force concealment , though he stated that he hadn ' t come looking for a spy . Ventress leapt into the Cauldron and displayed her combat prowess against the myriad of gladiators , killing all . Dooku was impressed by the display , but Ventress then overstepped her bounds when she declared herself a Sith . The amused Count levitated down to the arena floor and stated that while Ventress fought like a Sith and displayed their trappings , she was still awash in fear , a trait that a true Sith lacked . Ventress moved to attack Dooku , but the Count subdued her with a blast of Force lightning . Ventress awoke within a large penthouse loft carved out of the local rock formations , presumably Dooku ' s residence on Rattatak . She was swiftly attacked by Dooku just after locating her lightsabers , and the two fought back and forth across the chamber . While Ventress impressed Dooku and Darth Sidious , observing via holocom , with her lightsaber skills , she was ultimately subdued , her lightsabers destroyed . Expecting execution , Ventress was instead recruited into the CIS military , and given a pair of curved - hilt lightsabers to replace her Jedi weapons . Darth Sidious also gave her the standing order to find and eliminate Anakin Skywalker . Dooku also approached the Dark Jedi Nikkos Tyris and his Jensaarai followers on Susevfi , promising the Anzati access to a Sith holocron in his possession in exchange for his services . The circumstances behind the recruitment of Artel Darc , Karoc and Vinoc , Saato , and Trenox remain unknown . Sev ' rance Tann ' s subsequent missions . After the Battle of Geonosis , the CIS military forces were vastly reduced , as many of their transports weren ' t able to escape the planet . To recover , Dooku had Sev ' rance Tann lead a number of military campaigns to either acquire the necessary resources , or stall the Republic forces . Tann first took control of the Kaer Orbital Platform , an abandoned InterGalactic Banking Clan installation that contained a wealth of raw materials . While battling against the Republic forces led by Jor Drakas , Tann had a considerable number of battle droids constructed on - site . Once she attained an adequate number of troops , she retreated . Most of the army was sent to Raxus Prime for eventual use in the invasion and subsequent defense of Sarapin , while Tann traveled to Tatooine to meet with Boorka the Hutt , a member of the Hutt Cartel . In exchange for the destruction of the local Republic forces , Boorka provided information on a Republic superweapon ; the Decimator . Sev ' rance Tann attacked the Decimator research and development facilities on Eredenn Prime , capturing the complexes and a number of the weapons themselves , though she lacked the control codes to operate them . Tann subsequently attacked the research facility on Alaris Prime , defeating the Wookiee forces defending the installation and obtained the codes . Fighting her way through the defenses of Asteroid 426 to neutralize the defense grid protecting Sarapin , Tann led the invasion of the world , utilizing the Decimators to great effect . Jedi Knight Jor Drakas was one of the casualties of the Separatist invasion , slain in single combat with Tann . Sarapin would later be recaptured by Jedi Master Echuu Shen - Jon , who would become Tann ' s personal nemesis . Shen - Jon eventually tracked Tann to Krant , and the two fought to the death . Sev ' rance Tann was defeated , though unrepentant , taunting Shen - Jon with her dying breath and confident in the . Bioweapons testing on Ohma - D ' un . Asajj Ventress was given control of the bioweapon laboratory on Queyta , where the aerosol nicknamed " Swamp gas " was developed . Ventress planned on releasing this deadly weapon into the atmosphere of the Republic world Naboo , but she needed to test it ' s effectiveness first , and unleashed it on the Gungan colony on Naboo ' s moon , Ohma - D ' un . Released by a contingent of B2 super battle droid rigged with aerosol sprayers , the bioweapon proved highly effective , and most of the Gungan colonists died within seconds of exposure . She and the Gen ' Dai Bounty hunter Durge led the CIS forces on Ohma - D ' un ; Ventress planning on using the disgruntled Spice miners on the moon as scapegoats by releasing the gas into Naboo ' s atmosphere with their transports . A Jedi investigation team composed of Obi - Wan Kenobi , Glaive , Anakin Skywalker and Zule Xiss arrived on the moon at the request of Gungan Boss Rugor Nass to investigate the sudden loss of contact with the Gungan colony . Durge engaged the intruders , and had little difficulty dealing with the Clone troopers accompanying the Jedi , though the Knights themselves provided some difficulty , and he called for reinforcements . While Skywalker and the ARC Trooper Alpha - 17 broke off to free the captive spice miners , Ventress quietly infiltrated the battlefield and decapitated Glaive . After an initial bout with Kenobi , she dismissed Durge to oversee the attack on Naboo while she dealt with the Jedi , using the Dark side of the Force to reanimate a number of Gungan corpses to act as her reinforcements . Ventress almost defeated the Jedi , cleaving off Zule Xiss ' arm , but was forced to break off when Skywalker and Alpha - 17 returned . The attack on Naboo was a failure , with the Swamp gas transports destroyed , and the CIS forces routed . However , while Durge felt that Dooku would view this mission as a failure , Ventress was satisfied with the turn of events , having confronted and come to know her enemies . Failed Schism . Using his credibility gained from rescuing Tholme after their duel with Dooku , Sora Bulq began executing a plan to create a schism within the Jedi Order . Bulq retreated to his family estate on Ruul , and sent invitations to various leaders of dissident Jedi who refused to join the Republic war effort . He was joined by Sian Jeisel , K ' Kruhk , Rhad Tarn , and his former padawan Mira . In addition to the dissenters , Bulq invited a Jedi Council member to attend , specifically requesting Mace Windu . When Windu arrived , Bulq greeted him personally , and claimed that while he was saddened by the loss of so many Jedi at Geonosis , he remained impartial as to the debate of whether or not to join the Republic . However , Bulq gave himself away during the meeting when he quietly sided with the radical Rhad Tarn , who advocated joining the CIS to bring down the corrupt Republic . After the meeting , Bulq left the main group , ostensibly for a quiet walk about the estate . However , he instead rendezvoused with Asajj Ventress , and the two engaged in a mock lightsaber duel designed to appear as an assassination attempt . When the other Jedi arrived , Ventress killed Mira before breaking off , claiming to be operating on Mace Windu ' s orders . Windu searched about the grounds for Ventress ' ship , an enraged and suspicious Rhad Tarn shadowing him . Windu found Ventress ' landing site , and realized Sora Bulq ' s treachery ; Bulq had established earlier that no ship could land on Ruul without his knowledge . While Windu left to confront Bulq , Tarn happened upon the landing site and was attacked by Ventress . Ruthlessly taunted and toyed with , Tarn fell to the dark side , and accepted Ventress ' offer to join her . When K ' Kruhk and Jeisel came to investigate , they now had two Dark Acolytes to contend with . Mace Windu found Sora Bulq within the main house of the estate , mourning over Mira ' s body . Confronted by Windu over his turn to the dark side , Bulq revealed that his study of the dangerous Vaapad lightsaber form had left him fascinated by it , and he had been quietly dabbling in it for years , before being turned by Dooku . Windu ' s revelation forced Bulq to change his plans ; instead of making Windu look the aggressor against the dissidents to start a schism , Bulq would kill Windu and the other Jedi and pin the murders on the dead Windu . Both duelists drew their lightsabers and engaged one another . As they battled , they sensed the disturbance caused by the other Jedi ' s duel with Ventress , so Windu broke off to go rescue them , subduing Bulq with a Force push . Rhad Tarn was cut down by Jeisel , though K ' Kruhk didn ' t fare nearly so well , and was only saved by Windu ' s timely intervention . Ventress fought back against Windu , but was unable to compete with the Jedi Swordmaster , and fled . Windu , K ' Kruhk and Jeisel fled Ruul soon after , attacked by Sora Bulq ' s droids . Destruction of the Queyta bioweapon facility . Asajj Ventress would serve in many capacities during the war , but the repercussions of her first mission to Ohma - D ' un would remain a focus of the Republic for some time . The Jedi began to devote many of their resources towards tracking down the source of the " Swamp gas " bioweapon . Ventress and Durge got wind of this development , and holed themselves up in the laboratory on Queyta . The installation itself was kept minimally staffed to avoid infiltration , and was precariously positioned on a massive rock formation that drifted along one of the many lava rivers of Queyta , ensuring continual mobility . Their primary objective was to secure the samples of antidote to the bioweapon to prevent them from falling into Republic hands . As they prepared to leave , and scuttle the facility , a Jedi strike team composed of Obi - Wan Kenobi , Knol Ven ' nari , Nico Diath , Jon Antilles , and Fay arrived . While Ventress singled out Kenobi , Durge went to create a distraction , firing upon three of the Skakoan members of the facilities staff and detonating their Methane - filled pressure suits . The resulting firebomb incinerated the main lab and cracked through the rock foundation , allowing lava to break through , as well as killing Knol Ven ' nari . Ventress and Durge escaped in the resulting chaos while the Jedi broke off to assess their losses . The Jedi pursued Ventress and Durge as they moved to escape the doomed complex . Ventress was attacked by Kenobi on a narrow catwalk , but she escaped by cutting apart the platform with her lightsabers , only to be confronted by Jon Antilles . However , Durge intervened and killed Antilles , and Ventress covered their escape by cutting apart overhead pipes conveying lava , raining fire on the Jedi and killing Nico Diath . Only Kenobi and Fay were left , and Fay managed to disable Ventress with a telekinetic assault , impaling the Dark Jedi with small shards of metal and glass . The prone Ventress was then telepathically attacked by Fay , and was rendered unconscious when she attempted to retaliate . Kenobi and Fay took a sample of the Swamp gas antidote from Ventress ' inert form , but their escape was cut off by Durge . While the Jedi managed to fend off Durge , Ventress regained consciousness and impaled Fay with her lightsabers . Kenobi was hanging off the edge of the facility above the lava river below when Ventress found him . She revealed that Dooku had left standing orders that he be taken alive , as the Count had plans for him , and offered to save his life . Kenobi refused , and Ventress declared that the next time they met , she would kill him , regardless of Dooku ' s orders , beginning her intense obsession with the Jedi . Ventress and Durge escaped in an evac ship . Duel on Yavin IV . Acting on her standing orders to find and kill Anakin Skywalker , Asajj Ventress travelled to Muunilinst , where Skywalker was leading the Republic spaceforces during the battle there . Entering the space battle aboard a Geonosian fanblade , Ventress shot down Blue Squadron to get Skywalker ' s attention . The two Force - wielders engaged in a vicious dogfight , with Ventress baiting Skywalker before fleeing into hyperspace . Skywalker pursued her to Yavin 4 , landing on the jungle world and searching the jungle , aided by a squad of Clone troopers sent by Obi - Wan Kenobi to assist him . As Skywalker and his troops swept the jungle searching for her , Ventress covertly attacked them , killing them off one by one with her telekinetic abilities . She then destroyed both Skywalker ' s fighter and the Republic troop transport before confronting Skywalker directly . Their duel tore through the jungle undergrowth , Ventress using every weapon in her arsenal to attack Skywalker , reinforcing her lightsaber skills with telekinetic attacks . However , Skywalker responded in kind , and managed to disarm Ventress with clever swordplay , though Ventress simply retreated into the jungle canopy , retrieving her lightsabers with the Force . Skywalker pursued her into the tree tops , where Ventress led him on a wild chase , punctuated by sudden bursts of combat . Eventually , their duel took them to one of the ruined Massassi temples that dotted the planet . Ventress managed to get the better of Skywalker , attacking him with dislodged chunks of masonry before blasting him off the elevated platform she occupied . After a brief pause , during which it began to rain , Skywalker attacked , assailing Ventress ' position and driving her off the platform . Ventress retreated to the interior of one of the temples , Skywalker in close pursuit . Their battle took them to the upper levels of the structure , and back outside , where they fought their way up the rain - slicked ledges and stairways of the temple exterior towards the crumbling rooftop . On the rooftop , their battle continued with increasing ferocity until Ventress managed to disarm Skywalker . Skywalker responded by seizing her wrists , and crushing the one grasped in his prosthetic hand , which caused Ventress to drop one of her dual lightsabers . Skywalker took up the lightsaber and attacked again , pushing Ventress to the edge of the roof before driving her to her knees . Drawing on his rage , Skywalker hammered her repeatedly with power blows until the stone of the rooftop crumbled , and Ventress fell off the structure into a gorge beneath . Ventress introduced to Grievous . Despite Asajj Ventress ' repeated failures , she managed to retain Dooku ' s favor . However , Dooku desired to gauge her effectiveness against the newly emerged General Grievous , and sent her and Durge to the Space Station Trenchant , his personal retreat . Ventress and Durge were told that the security sensors had alerted Dooku to an intruder aboard , and ordered them to find him . They combed through the station , finding nothing , eventually reaching the trophy room . It was there that Grievous attacked them . Durge was assaulted first , thrown across the room to Ventress ' feet , though she failed to spot the attacker . When she leapt atop one of the trophy displays for a better vantage point , Grievous surprised her with an electrostaff , knocking her off the display . Ventress was caught by Durge , and the two got their first good look at Grievous . In the ensuing melee , Grievous managed to throw Ventress aside , but was distracted by Durge long enough for the Acolyte to recover and land a devastating blow across his metal back . Grievous brandished his own lightsabers and disabled Durge , but was driven back by Ventress ' attack . Ventress managed to disarm Grievous , though the cyborg retaliated in brutal fashion and throttled her into unconsciousness . Dooku prevented Grievous from finishing off Ventress and Durge , feeling that their usefulness had not yet run it ' s course . Ventress and Durge eventually recovered , though Grievous was dubbed the Supreme Commander of the Droid Armies for his accomplishment . This first meeting between Ventress and Grievous set the stage for a poor working relationship in the future , one that consisted primarily of heated rivalry and intense hatred , although the two did share rare moments of cordiality . The Cestus Deception . Just after the Clone Wars began , the Cestus Cybernetics workshops on Ord Cestus produced a new type of security droid ; the JK - 13 Bio - droid . The JKs , colloquially termed the " Jedi Killers " for their effectiveness even against Jedi , were ideal Battle droids in almost every way , save for the fact that the Force - sensitive Dashta eel that was used in the machine ' s processor was native only to the Dashta Mountains on Ord Cestus . As CIS scientists were still having difficulty cloning the eel , mass production of the JK - 13s for battlefield use was not an option . However , due to Cestus ' financial situation , Dooku planned on manipulating events to drive the planet into the Separatist fold , before allowing the Republic to conquer it to prevent the JKs from getting into their hands , and acting as an example to push other worlds into the CIS . Dooku dispatched Asajj Ventress to execute this scheme . She landed in the Ord Cestus wilderness , planting a powerful Force - field to protect her ship before departing with the X ' Ting Fizzik to meet with the local crime lord Trillot . Presenting salt , water , and two Windsnake s as ingredients for a X ' Ting ritual feast to open negotiations , before inquiring as to why she hadn ' t been taken to meet the Five Families who controlled Cestus Cybernetics yet . She learned that a Jedi had been sent to negotiate with the corporation on behalf of the Republic ; Obi - Wan Kenobi . Ventress opted to deal with Kenobi before she met with the Five Families , telling Trillot to keep her presence on Ord Cestus and identity secret . She spent several days watching and waiting , also shadowing Kenobi during a formal X ' Ting mask ball while he danced with G ' Mai Duris , the political leader of Ord Cestus , and a puppet of Cestus Cybernetics . Ventress ' knowledge of the Sith Quey ' Tek meditation allowed her to evade Kenobi ' s notice . Ventress also eavesdropped on Kenobi ' s meeting with Trillot , telling the crime lord to be help Kenobi for the time being to gain his trust , before shadowing Kenobi to the Cleft Head cantina and listening in his secret meeting with G ' Mai Duris . To make the Five Families more willing to deal with the Republic , Kenobi and Kit Fisto initiated a false assassination attempt on them . Fisto , masquerading as Dark Acolyte and calling himself " Nemonus , " hijacked the private railcar the Five Families used to travel about the planet and threatened them , claiming that the Families ' attempt to renegotiate had eroded Dooku ' s faith in them . Before " Nemonus " could kill them , Kenobi intervened , and apparently drove him and his forces off . Ventress provided a recording of the entire incident to G ' Mai Duris , revealing that the assassination attempt was a sham , and forcing Kenobi to leave Ord Cestus in disgrace . However , Ventress fully expected Kenobi to make a return appearance , and remained ready . Kenobi joined with Fisto out in the Cestus wilds , where the Jedi and his squad of ARC Troopers had been training the local revolutionary force , Desert Wind , in advanced guerrilla warfare tactics . The Ord Cestus industrial complex was attacked on all fronts by this force , resulting in chaos . Into this Asajj Ventress stepped , approaching G ' Mai Duris as Dooku ' s representative , and offering aid against the Desert Wind incursions . Using her Force abilities to pinpoint the location of Kenobi and Fisto ' s base , Ventress gave the data to Duris and the Five Families , who sent a cadre of JK - 13 droids to the site . The Desert Wind was scattered , most of the members captured by the droids . Now in desperation , Kenobi and Fisto decided to attempt to break into the Five Families ' production facility and shut down the lines , while the Desert Wind remnants , led by the ARC troopers , would provide the coordinates of the power and water filtration plants of Ord Cestus to be destroyed by a bombardment from the recently arrived Republic fleet . Ventress countered by recalibrating the coordinates so that the bombardment would hit a cave fault , destroying an entire industrial complex and it ' s millions of workers , and intercepting Kenobi and Fisto as they traveled through secret underground tunnels to the production facility . The Jedi were trapped within an energy field within an underground grotto , while Ventress gloated over them . Ventress herself admitted that she was acting under standing orders from Dooku to bring Kenobi to him alive , though he also admitted that she would like nothing better than to fight him to the death . The CIS scheme would have succeeded were it not for one of the ARC troopers , Jangotat , who sent in new coordinates for the Republic bombardment , instead firing on the Five Families ' bunker , killing him in the process . The resulting power surge caused the energy shields containing Kenobi and Fisto in the grotto to momentarily short out , allowing them to escape . Ventress first set her personal cadre of X ' Ting warriors against them to observe and gauge their fighting forms , before attacking Fisto . The lightsaber duel between Asajj Ventress and Kit Fisto was fast and furious , but Ventress managed to pierce his guard after landing a kick to his jaw . While Fisto fell into water of the grotto , Kenobi attacked Ventress . Both duelists fell into the grotto when Fisto cut apart the loading dock they fought on before passing out . Ventress was forced to flee from Kenobi ' s relentless determination , as he demonstrated a willingness to die to bring her down . With the Five Families dead , and all of Ventress ' manipulations laid bare , the Cestus deception was a failure . Capture and Escape of Obi - Wan Kenobi . During the Battle of Jabiim , Obi - Wan Kenobi and the ARC trooper Alpha - 17 were seemingly killed when they were caught inside an exploding Walker , but they were actually captured by Asajj Ventress . Ventress took them to her homeworld of Rattatak and imprisoned them within the dungeons of her fortress . The Dark Jedi infected Kenobi ' s body with Muscle maggot s to drain his strength , while using a Sith torture mask to obscure his connection to the Force and prevent him from escaping , all in an attempt to break him and demonstrate his uselessness to Dooku . For Alpha - 17 , Ventress relied on more conventional interrogation techniques . Ultimately , Kenobi managed to escape Ventress despite her safeguards by breaking the water pipes he was suspended from , freeing himself and Alpha - 17 . They broke out of their cells and led a prisoner revolt , making their way to the landing platforms with the aid of Ventress ' old enemy , Osika Kirske , and stealing Ky Narec ' s lightsaber along the way . Ventress managed to catch up with them at the landing platform , killing Kirske and dueling Kenobi . As she fought Kenobi , who wielded Narec ' s lightsaber alongside his own , Alpha - 17 hijacked Ventress ' Ginivex fanblade and retrieved Kenobi . While enraged over Kenobi ' s escape , Ventress was left despondent over the theft of Ky Narec ' s lightsaber . Quinlan Vos ' infiltration . As the Clone Wars picked up , the Jedi Master Tholme proposed a bold scheme ; dispatch Quinlan Vos to infiltrate the Dark Acolytes and provide intelligence on Dooku ' s plans . Only Mace Windu was made aware of this plan , the rest of the Republic forces being left to believe that Vos was a traitor . Quinlan was accepted into the Separatist ranks , though he was delegated to being a simple errand boy , due to Dooku ' s lack of trust in him . Frustrated by the mundane tasks he was being set to , Vos traveled to Antar to confront Dooku about this . Arriving at the entrance to Dooku ' s stronghold , Vos was confronted by Tol Skorr and Kadrian Sey . Perceiving him as a threat , the two drew their lightsabers and attacked him . Vos easily held them off , though the scuffle alerted Sora Bulq , who intervened . Bulq escorted Vos to meet with Dooku . Vos presented his case that he was being wasted on mundane tasks while " lesser skilled Jedi " performed the important jobs . Dooku countered that the other acolytes had earned his trust , unlike Vos , though he agreed to give him a chance . Dooku first demanded that Quinlan ' s abilities and skillsets be evaluated , and sharpened if need be . As Vos left the chamber , Sora Bulq counseled that Vos ' inherent darkness made him potentially useful . Vos was provided with a number of lessons in the dark side of the Force , all the while using his psychometric abilities to gather intelligence , learning of Dooku ' s negotiations with the Kiffu Guardians . During a sparring match with Dooku , Vos ' fighting skills were heavily criticized by Dooku , who gave him a sound beating . Immediately afterwards , Dooku traveled to Tibrin , which had just been captured by the Confederacy . Accompanied by Vos , Sora Bulq , Tol Skorr , and Kadrian Sey , Dooku negotiated with the Ishi Tib leader , Suribran Tu . Tu was compliant , though Dooku turned to his acolytes for council on what to do with him . Kadrian Sey recommended keeping him in power to ensure administrative continuity , while Quinlan Vos called for his removal , questioning his trustworthiness and citing that leaving a tyrant in power only demonstrated a lack of meaningful difference between the Republic and the Confederacy . After pressing Vos for his reasons , Dooku opted for his argument , and executed Suribran Tu on the spot . Sora Bulq was given control of the local government , Skorr and Sey were tasked with clearing away Tu ' s body and placing his head on display for the local populace . Quinlan Vos was given a completely different task ; intercept the duplicitous Falleen Senator Zurros at The Wheel and assassinate him . Over the course of the six days that Quinlan Vos was off - planet , another Jedi infiltrator , Shylar , was found out and captured . Taken to the dungeon level of one of Dooku ' s strongholds , she was mercilessly tortured by Kadrian Sey while Dooku quietly interrogated her . Vos entered the dungeon , supposedly with Zurros ' head , but only with his topknot . Vos revealed that he had only intimidated Zurros rather than killing him , stating that Dooku would only have to start over with Zurros ' replacement , where the Senator now knew what would happen if he failed again . Dooku was apparently pleased with Vos ' actions , valuing intelligence . Dooku then told Vos about his negotiations with the Kiffu guardians , planning to establish a CIS base on the prison planet Kiffex , but experiencing resistance from Sheyf Tinte Vos . Dooku wanted Quinlan to accompany him . Subjugation of the Kiffu Guardians . Arriving on Kiffu with Quinlan Vos , Tol Skorr , and Kadrian Sey in his entourage , Dooku negotiated with Sheyf Tinté Vos . The proceedings quickly soured when Sheyf Vos revealed her intent to use the post - war confusion when the Clone Wars ended to gather power for herself . Dooku ordered his acolytes to attack her guards and assassinate her . The battle was already slanted in favor of the Dark Acolytes when Dooku decided to demonstrate his power , blasting numerous members of the Sheyf ' s guard with Force lightning . The acolytes began competing with one another to reach the Sheyf first . Quinlan Vos overleapt the competition and seized his aunt , lightsaber raised , only to turn and cut down Kadrian Sey when she moved to attack . Revealed as a Republic agent , Quinlan Vos grabbed hold of Tinté and fled the scene . Dooku ordered Skorr to finish mopping up the remaining guards while he quietly pursued Vos . Within the Guardian complex , Quinlan Vos attempted to convince his confused and enraged aunt to gather the Kiffu clans to resist Dooku , but was interrupted by the Count himself . Dooku revealed that he had known all along that Vos was a Republic agent . As he and Vos crossed blades , Dooku deduced the infiltration to be Tholme ' s plan , and explained that he wanted Vos to continue serving as a spy , but serving Dooku instead of the Jedi . Vos refused , and Dooku subdued him with the Force before telling him to ask Tinté the truth about his parents death . Dooku further pressed Vos to augment his psychometric abilities with the dark side of the Force and literally read the information from Tinte . Quinlan Vos learned that Tinté Vos had sacrificed his parents to Anzati as part of a deal . Returning the enraged Vos ' lightsaber to him , Dooku encouraged him to strike down the Sheyf , and Vos complied . Now certain that Quinlan Vos ' conversion to the dark side was no longer an act , Dooku took him under his wing and accepted him fully into the Dark Acolyte fold . Rise of the Cortosis Battle Droids . One of the CIS leaders , Wat Tambor , began mining cortosis ore and using it to create new model of battle droid with upgraded armor , increasing their battlefield effectiveness and even allowing them to compete with Jedi . These droids were deployed in very limited numbers on Tatooine , led by the Dark Acolyte Saato and the Force - sensitive bounty hunter Aurra Sing . The Republic managed to get word of the attack , and Anakin Skywalker was sent to investigate . As he conducted his investigation , he battled with several of the cortosis droids before being led to Jabba ' s Palace , where he was confronted by Sing and Saato . Sing was subdued , though Saato choked the Jedi into unconsciousness with telekinesis and imprisoned him in the palace dungeons . Skywalker broke out of the dungeons , freeing many of the other prisoners before fleeing the scene aboard a skiff . Saato pursued him to the Great Pit of Carkoon and shot him down . The two dueled next to the Sarlacc , but Saato was defeated and killed . While Skywalker did report the events on Tatooine to his superiors , it was too late to prevent Dooku ' s attack . The Count personally led the CIS forces in a surprise raid on Coruscant itself , accompanied by the Acolyte Trenox , and reinforced by a cadre of cortosis battle droids . Skywalker and Trenox encountered one another during the battle , but Trenox fled into the Coruscant underworld . Linking up with Dooku , Trenox joined the assault on the Jedi Temple , breaching the Jedi Archives . Trenox was again confronted by Skywalker , though this time opted to hold his ground , and paid for it with his life . He was , however , successful in delaying Skywalker long enough for Dooku to steal at least one Holocron and escape . The battlefield effectiveness of the cortosis battle droids was deemed too great by Darth Sidious , who was worried it might upset the continuous stalemate he was creating . He allowed information of the cortosis Droid factory on Metalorn to be leaked to the Republic , and Anakin Skywalker was dispatched to destroy the factory . He confronted Karoc and Vinoc , who guarded the facilities power core and cut them down . Skywalker even managed to capture Wat Tambor , though he was confronted by one of the doppelgängers of Dooku as he made his escape . Their duel was largely evenly matched , until the false Count began taunting Skywalker with knowledge of the Jedi ' s dead mother . Skywalker cut down the Dooku - replica in a rage , though the doppelgänger used his last breath to taunt Skywalker over his use of the dark side to defeat him . The Retrieval of the Holocron of Heresies . Count Dooku eventually became aware of the location of the Holocron of Heresies , though whether this was due to his own researches , or if he was informed by Darth Sidious is unknown . Whatever the case , he traveled to Korriban with Quinlan Vos and Tol Skorr , dispatching them to retrieve it . The mission quickly became a competition between the two , with Skorr lying in wait for Vos to retrieve the Holocron , using the secret paths he discovered during his previous visit to get the drop on Vos . However , Vos countered by guiding a Tuk ' ata Sith hound into the fray and effectively siccing it on Skorr , retaking the holocron in the confusion . Vos fled up a large shaft towards the roof of the Sith temples , with Skorr in close pursuit . Vos reached the ramp of the ship hovering above first , and kicked Skorr back down the shaft . Tol Skorr would have died then and there had Dooku not intervened , levitating Skorr back up to the ship with the Force . Dooku voiced his disappointment in Tol Skorr while the latter raged at Vos about the outcome of their contest , though Quinlan dismissed this , reasoning that the only thing that mattered was that Dooku had the holocron . Dooku acknowledged that Quinlan Vos was rapidly becoming the most reliable of his lieutenants . Vos accompanied Dooku to one of his strongholds as a guest , and even had the Holocron of Heresies displayed to him . Dooku and Vos engaged in a brief discussion about the Sith , during which Dooku denied the rumors that he was a Sith Lord . Dooku then presented Vos with a gift ; Darth Andeddu ' s synth - crystal . He also gave Vos another mission ; to travel to Coruscant and perform an assassination . The Assassination of Senator Viento . Quinlan Vos was provided with only a small amount of information , and was led to believe that the target was Darth Sidious . Infiltrating a Senate gathering disguised as his dead uncle , he was given the target ' s identity by Dooku via communicator . Waiting until Viento had returned home and went to sleep , Vos infiltrated his apartment , dodging the security systems and the notice of the target ' s bodyguard ; Jedi Master K ' Kruhk . As Vos moved to finish Viento , the ozone stench of his lightsaber alerted K ' Kruhk to his presence . Vos was momentarily stalled by the Jedi ' s intervention , though he quickly cut down Viento , only to be shocked to discover his target ' s true identity . Vos moved to escape , with the Jedi in close pursuit . Khaleen Hentz was supposed to pick him up , but she was a no - show , and Quinlan was left to with K ' Kruhk to contend with . Landing atop a cargo tram below the apartment , Quinlan and K ' Kruhk scuffled before Vos blasted him aside with a Force push . Meeting Dooku at the rendezvous point , he learned that Khaleen had been prevented from picking him up by Tol Skorr , acting on orders from Dooku . When he revealed to Dooku that he mistook Viento for a Sith , Dooku pointed that out as his mistake , and made clear that this was just a political assassination , and another test for Vos . Dooku pointed out that while Quinlan had turned to the dark side , he had not yet embraced it , and he had disappointed Dooku . Dooku departed Coruscant with Tol Skorr . Quinlan Vos ' subsequent missions . Operating as Dooku ' s enforcer , Quinlan Vos was dispatched by the Count to execute Kh ' aris Fenn . Fenn had used credits allocated by Dooku to facilitate a takeover of Ryloth to instead pursue a personal vendetta against the Jedi , hiring Bounty hunters from the Crimson Nova guild . The Crimson Nova had been brought to heel by the Jedi , and Fenn ' s identity had been discovered . Vos , masquerading as Rh ' ajah Fenn , delivered Dooku ' s message , and execution order . Revealing his identity , Vos handily subdued Fenn as he attempted to defend himself before igniting his lightsaber through the Twi ' lek ' s chest . Vos decapitated Fenn ' s corpse , taking the head as proof of kill to Dooku , and leaving a recording of the incident at the scene as a warning to others . The Jedi who happened upon the scene later were appalled by Vos ' cruelty , and the obvious pleasure he took in the deed . Quinlan was later dispatched to Honoghr to retrieve the Scientific Instrument Package for the CIS bioweapon Trihexalophine1138 , an aggressive defoliant that had been released on the lush world during a battle in orbit . He happened upon his former Jedi padawan , Aayla Secura , and one of her surviving clone troopers , Bly , being attacked by the Noghri natives as they moved to take the SIP for the Republic . He intervened and gunned down the Noghri , and offered to work with the Jedi . Despite initial tensions with Bly , they advanced quickly through the Rakata n temple the Noghri had hidden the SIP within , evading the traps and overcoming the Noghri in their path . Guiding Secura and Bly to his escape ship , the Skorp - Ion , Vos made his play , offering them safe - passage off - world in exchange for the SIP . Secura and Bly resisted , and Bly was quickly subdued while Vos crossed blades with his former student . Secura was eventually brought down , and Vos demanded she hand over the SIP . She refused , and Vos prepared to kill her , but hesitated . As he paused , he was fired at by Bly , who had recovered . Opting to retreat , Vos leapt aboard the Skorp - Ion and fled , without the SIP . Lure on Vjun . Dooku conceived of an ambitious scheme to assassinate Jedi Grand Master Yoda , luring his former mentor to Vjun with an invitation to meet for peace - talks . The initial message was delivered by the Jedi Jai Maruk , a spy who was intercepted and defeated by Asajj Ventress before being given the message by Dooku and sent back to Coruscant . Dooku sent a secondary message of his own with a holoprojector built into the damaged lightsaber taken from Jang Li - Li after Ventress killed him . Ventress also began appealing to Dooku to make her his formal apprentice , though Dooku refused , citing her growing thirst for power would lead her to an eventual desire to betray him . He then tortured her through the Force and treated her as a lackey to humble her . While Dooku ' s message to Yoda was intended as a lie , and a lure to assassination , Dooku was having very real second thoughts about his allegiance to the Sith . Darth Sidious discovered Yoda ' s plans to meet with Dooku on Vjun when the Jedi met with his alter - ego ; Palpatine ; to explain his absence . Sidious told Dooku to treat Yoda as " he deserves " . Asajj Ventress was charged with intercepting and killing Yoda en route , but instead she captured the decoy Palleus Chuff above Ithorr . Chuff a famous actor who had made reputation for himself as a Yoda - impersonator . Ventress was provided with the location of the real Yoda by the droid agent Solis , and traveled to the Phindar spaceport with a cadre of assassin droids in tow . She attacked the space station Yoda and his Jedi escort were aboard at the time , setting the assassin droids against the Jedi Jai Maruk and Maks Leem . The R2 unit droid casing Yoda had concealed himself within was pinned to the ground with prototype personal tractor beam projectors that the droids carried before being cut apart by Ventress . However , Yoda had cut a hole in the floor with his lightsaber escaped into the parking levels below . Ventress sent a team of the droids after him before turning on Jai Maruk , as she was denied his life the last time they fought by Dooku . Maruk fought hard against his attacker , but Ventress was simply a better duelist and prevailed , cutting him down . Maruk ' s padawan , Whie Malreaux , attacked Ventress , though the Dark Acolyte easily held him off , and explained her motivations to him , tempting him with the dark side of the Force . She used an explosive dart to create a hull breach in the side of the station , using this to distract the surviving Padawans while she made her escape ; she had killed Maruk , and Maks Leem had been killed by the droids . While Ventress fought Maruk , Yoda rescued Palleus Chuff and the two sabotaged Ventress ' ship , forcing her to hijack a different ship to make her escape . Dooku was ultimately displeased by the turn of events , though he remained committed to luring Yoda to Vjun . When Ventress made her report to Dooku , she suggested that Dooku choose now to rebel against Sidious , assassinating him and replacing him as Dark Lord of the Sith , as per the Sith way , with herself as apprentice . Dooku ordered Ventress to return to Vjun . Ventress was posted in the sublevels of Dooku ' s base in Château Malreaux , guarding the entrances to secret passages into the system of caverns permeating the area , while Dooku awaited Yoda in the study . When Yoda arrived , he and Dooku began speaking , attempting to reason with and sway one another to his own cause , while Ventress intercepted the Padawans with Yoda , Whie Malreaux and Tallisibeth " Scout " Enwandung - Esterhazy , when they attempted to infiltrate the Chateau through the secret passages . Ventress would proceed to physically and psychologically torture the two , intent on turning the promising Whie Malreaux to the dark side . Dooku used similar methods against Yoda , though Yoda remained stubbornly resistant to Dooku ' s psychological tactics , and responded in kind . Ventress ' attempt to turn Whie failed , though before Ventress could kill the Padawans , the droid Solis intervened , looking for payback after Ventress backed out on their earlier arrangement and refused to pay him . It was then that Anakin Skywalker and Obi - Wan Kenobi arrived in the Chateau , looking to rescue Yoda . Ventress had managed to destroy Solis , but was wounded in the process , and decided to flee from the newly arrived Jedi . Dooku , who had begun to crack and consider re - defecting back to the Jedi , was enraged by the arrival of the two , especially Skywalker , whom the Count viewed as his own " replacement " as the rising star of the Jedi Order . Dooku attacked Whirry Malreaux , the mad Viscountess and mother of Whie who lived in the Chateau , using the distraction to lash out at Yoda , scoring a hit along the Jedi ' s side . However , even with this early success , and even with the dark side aura that permeated Vjun reinforcing him , Dooku was no match for Yoda , and retreated , using an orbital missile aimed at the Chateau to cover his escape . The Infiltration of the Jedi Order . Dooku conceived of a plan to infiltrate the Jedi Order , dispatching Quinlan Vos to return to them , pretending to re - defect back to the Republic . For added credibility , he sent Asajj Ventress and Tol Skorr to retrieve him , intending them to fail but keeping them in the dark about the nature of the mission . Vos fled to the deserted science vessel , " Titavian IV " , and sent a Jedi distress signal . He repaired his ship and was scrounging the " Titavian " for supplies when Ventress and Skorr found him . The call for aid was answered by Obi - Wan Kenobi , who boarded the " Titavian " and found Vos being harassed by Ventress ' attack droids . Kenobi decided to aid his former friend , and helped Vos escape the droids . When Kenobi pressed him about his activities , Vos claimed that he was still a Republic agent in the enemy camp . As Kenobi and Vos searched through the " Titavian " they were again set upon by Ventress ' droids , who herded them to Ventress and Skorr themselves . While Skorr attacked Vos , Ventress fixated on Kenobi . Skorr managed to subdue Vos , though Kenobi evaded Ventress and released a Rancor from its onboard holding pen , effectively siccing it on Ventress and Skorr . While they broke off to deal with it , Kenobi rescued Vos . Vos was sent out it Kenobi ' s one - man starfighter to retrieve his own ship , the " Skorp - Ion " , while Kenobi delayed Ventress and Skorr . However , Kenobi was forced to contend with the Rancor as well , as Ventress managed to dominate it . Kenobi made it to the hangar , where he was attacked by Skorr aboard his own ship . Leaping atop Ventress Rancor mount , Kenobi kicked her off and killed the beast before retreating to an overhead catwalk . Ventress pursued him and attacked , but was forced to break off when Skorr fired on the platform . Unfortunately , Skorr was himself shot down by Vos aboard the " Skorp - Ion " , allowing Kenobi and Vos to flee . However , Ventress had placed a tracer aboard Vos ' ship , allowing her to track Vos . Despite this , the retrieval was a failure , and adding insult to injury , Ventress and Skorr were in turn retrieved by Grievous . Kenobi brought Vos before Master Saesee Tiin just prior to the Battle of Rendili , and Vos was disarmed and incarcerated . However , during the battle , power surges aboard the Republic flagship from the battle damage allowed Vos to escape and retrieve his weapons . Taking a Jedi starfighter , Vos joined the Republic forces . Vos ' aid proved instrumental to the Republic victory . Afterwards , Quinlan Vos was brought before the Jedi Council for judgment , with Kenobi , Anakin Skywalker , and Tholme testifying on his behalf . Quinlan Vos was accepted back into the Jedi Order . During the latter stage of the trial , Anakin Skywalker stole away to receive a message from Padmé Amidala , his secret wife . Asajj Ventress , who had arrived on - planet in pursuit of Vos and Kenobi , decided to attack him instead . Ventress declared that first she would kill Amidala to torture Skywalker , before killing him . Skywalker attacked her , and the two battled back and forth across the deserted Coruscant rooftop . Ventress managed to slash at Skywalker ' s face , leaving him with his distinctive facial scar next to his right eye , though she was subdued by Skywalker ' s brutal retaliation . Entangled in a mess of electrified wires , Ventress was dropped off the side of the building . Despite her injuries , Ventress would survive to fight another day . Kenobi would later visit the Coruscant underlevels beneath the site of the duel , and see the scavengers and slum - dwellers who missed limbs and sported lightsaber burns , victims of Ventress ' escape . The Kidnapping of Rotta the Hutt . The Confederacy of Independent Systems began looking to gain control of all the hyperspace lanes to the Outer Rim , and were looking to deal with the Hutts to get them . However , they didn ' t trust Jabba Desilijic Tiure to side with them , so Dooku began plotting with Jabba ' s uncle , Ziro Desilijic Tiure , to kidnap Jabba ' s son , Rotta the Hutt , to force his hand . On the off - chance that Jabba appealed to the Republic for help , Dooku dispatched Asajj Ventress to delay the only two Jedi who would be available to help ; Anakin Skywalker and Obi - Wan Kenobi . Ventress took command of the CIS forces on Christophsis , where Kenobi and Skywalker were leading the Repulic campaign . She enlisted the disgruntled Clone sergeant , Slick , as a Confederacy agent , and he began supplying them with intel on the Republic forces . When the Republic forces became aware of a spy in their midst , Kenobi and Skywalker traveled to the Confederacy command center to attempt to discover his identity . However , while Slick was discovered by the Clones , he used the Jedi ' s absence to engage in a campaign of sabotage , destroying the Republic gunships and weapon depots . The Jedi confronted Ventress within the command center , though the duel was ultimately little more than a stalling tactic , and the Jedi learned too late the identity of the spy . They also beheld the arrival of CIS reinforcements . While the Jedi moved to lead their diminished forces against the CIS reinforcements , Ventress departed for Tatooine , kidnapping Rotta personally . Rotta was taken and ensconced in a CIS - controlled B ' omarr monastery on Teth , guarded by Ventress and a large force of battle droids . When Republic forces led by Anakin Skywalker and his new padawan , Ahsoka Tano , arrived , Ventress allowed them to gain entry into the monastery and retrieve the Huttlet , recording the event with a her personal spy droid , 4A - 7 . The droid then edited the footage to make the Jedi treatment of Rotta appear abusive before sending the recording to Dooku on Tatooine , who presented it to an infuriated Jabba the Hutt . Ventress called in droid reinforcements before moving to retrieve Rotta from the Jedi , pursuing Skywalker and Tano deeper into the monastery as they made their way to a secondary landing platform at the rear of the complex . She managed to head the Jedi off in an abandoned Hutt throne room - the monastery was formerly Hutt - controlled - before they fled into a Rancor pit below the chamber . As Ventress battled the Jedi , the Jungle rancor kept within the chamber attacked them , and Skywalker outmaneuvered her , and Ventress was nearly crushed under the beast ' s bulk . Escaping the beast , Ventress pursued the Jedi to the landing platform , left with only Tano to contend with while Skywalker attempted to break in a native Can - cell . Ahsoka didn ' t last long against Ventress ' fury , and she only survived because Skywalker intervened with his new steed . Skywalker and Tano escaped to a nearby landing platform with a ship landed on it . Forced to rely on the CIS air support to shoot down Skywalker , and allow Dooku to twist the facts and make the Republic look responsible to Jabba , Ventress then went to deal with the newly arrived Kenobi . Luring Kenobi deeper within the monastery , Ventress engaged him . Kenobi simply fended off Ventress , all the while prodding and enraging her , and it wasn ' t until they reached the outer ramparts of the monastery that Ventress understood that Kenobi was simply stalling her , preventing her from taking direct command of the CIS forces and buying time for Skywalker to escape into hyperspace . Ventress broke off and reported to Dooku , who had her deliver a false message to Jabba that Skywalker had killed Rotta . On Tatooine , Skywalker and Tano split up , with Tano delivering Rotta to Jabba ' s Palace while Skywalker acted as the decoy . Taking matters into his own hands , Dooku confronted Skywalker out on the Dune sea , and the two crossed blades . Dooku managed to cut open Skywalker ' s weighted backpack , that supposedly contained Rotta , only to discover the ruse , though he was unsurprised and prepared , having left a trio of IG - 100 MagnaGuards as Jabba ' s palace to ambush Tano . Skywalker broke off to rescue her , as Dooku planned , expecting the MagnaGuards to kill Tano while Skywalker confronted Jabba . The plan nearly worked , save for the fact that Tano defeated the droids and returned Rotta to Jabba . Dooku departed Tatooine and reported to Darth Sidious , who was largely unconcerned with the outcome of the scheme , having arranged it as a win - win situation . Failed Negotiations on Rugosa . When the Republic opened negotiations with the Toydarians to build a military base in their territory , the CIS took steps to counter this . Jedi Grand Master Yoda was ambushed en route to Rugosa for face - to - face negotiations with the Toydarian King Katuunko , and Asajj Ventress arrived instead , negotiating on behalf of the Confederacy . However , Yoda and a squad of Clone troopers were able to land on Rugosa and contact Katuunko . Ventress , having brought a battalion of Battle droids , proposed a challenge ; if Yoda and his clones could survive Ventress ' assault and reach Katuunko ' s position , the King would side with the Republic , but if Yoda failed , he would side with the CIS . Yoda agreed to the terms , and spent the remainder of the day fighting his way through Ventress ' forces . Yoda ' s success prompted Ventress to dispatch a force of Droideka to reinforce her failing troops , violating the terms of the contest . However , even this measure failed , and Katuunko sided with the Republic , his decision backed up by this display of Separatist treachery . In response , Dooku ordered Ventress to assassinate Katuunko . The darksider made swift work of the King ' s guards , but was prevented from killing Katuunko by Yoda ' s intervention . Yoda advised Ventress to surrender , but Ventress instead detonated a series of pre - planted explosive and used the ensuing distraction to flee the scene . Dooku , who witnessed the event via holocom , remarked that it was a shame he wasn ' t there in person , a sentiment that Yoda echoed . Assault on Kamino . As the Clone Wars wore on , the CIS concocted a bold plan to attack the Republic Cloning Laboratories on Kamino . Asajj Ventress infiltrated the planet as a spy , relaying intelligence to General Grievous . Grievous attempted to quietly take the Republic Listening post on the remote Rishi moon to allow for a surprise attack on Kamino , but failed when the Clone troopers staffing the facility scuttled it to prevent it from falling into Separatist hands . Grievous decided to go ahead with the attack anyway , though an intercepted transmission between him and Ventress alerted the Republic to this . Using diversionary tactics , Grievous sent the majority of the fleet in a frontal assault on Tipoca City , while debris dropped into the ocean below was actually disguised components for Trident drills that were assembled by Aqua droids . Ventress linked up with Grievous when he breached the city . This meeting was the first proper face - to - face introduction between the two , as their first encounter was a vicious fight , and all subsequent interactions had been via holocom . The two bickered over who held command of the mission , during which Ventress derided Grievous ' s skill and effectiveness , before the two separated to pursue their respective objectives . Ventress makes for the DNA storage facility within the Tipoca City laboratories to secure the prime DNA sample of Jango Fett . While she successfully breached the lab and stole the sample , she was confronted by Anakin Skywalker . The two had a brief duel through the corridor outside the storage lab before Ventress fled . Skywalker pursued her to the landing platforms on the City exterior , where they renewed their contest . Skywalker managed to momentarily disable Ventress and take back the DNA sample , though Ventress viciously fought back and very nearly reclaimed it , only to find herself cornered by a battalion of Clone troopers . Ventress managed to escape on board Grievous ' escape pod as the General fled the lost battle , fresh from his own contest with Obi - Wan Kenobi . Asajj Ventress ' subsequent missions . Asajj Ventress was involved in the retrieval of intelligence from a CIS - affiliated Republic Senator , working with the agent Messo . The Senator was betrayed , and Ventress cut him down with one of her lightsabers . Ventress then killed the Clone troopers led by Ki - Adi - Mundi sent to retrieve the Senator , dueling Mundi and destroying their gunship in a bid to commandeer it . While Ventress managed to escape to Mon Gazza , Mundi was told of the leaked intelligence and the rendezvous on Mon Gazza by the mortally wounded Senator before he expired . Anakin Skywalker and Ahsoka Tano were sent in pursuit of Ventress and Messo , and eventually discovered the agents they were set to meet with . During the local podrace , the Jedi pursued the racer Maxus , secretly the CIS agent in possession of the data disk the intelligence was stored on , and Ventress intervened , dueling Ahsoka Tano atop a moving Podracer . Ventress managed to retrieve the disk from Maxus , though Skywalker , who was riding alongside on a speeder bike , destroyed it with the Force . Ventress fled the scene . During the Battle of Khorm , the CIS forces being routed by the Republic troops under the command of Tauht , Plo Koon , and Kit Fisto contacted Dooku for assistance , who dispatched Asajj Ventress . Ventress ' arrival on the planet revealed the existence of a CIS Weather - control station , which caused a gap in the ever - present storm that blanketed the world to open and allow Ventress to fly in and land , while keeping out the Republic fighter wings . Ventress managed to infiltrate the Republic base and kill Tauht , and the base was overrun . Interrogating one of the captured officers for the locations of Fisto and Koon , Ventress went and ambushed them . While her assassin droids initiated a firefight with the Clone troopers , Ventress had a brief bout with Plo Koon , ending it by bringing down an avalanche on the battlefield . She led her surviving forces in a search for enemy survivors , though she was forced to break off and return to the CIS base , where the captives had escaped . Deducing that they intended to flee to the Republic staging area , Ventress led a military force to destroy it and break the Republic ' s foothold on Khorm . However , she was undone by Koon and Fisto , who managed to reach the CIS base and destroy the weather - control station . The Jedi came to reinforce the Republic forces as their fleet destroyed the Separatist battle group . Ventress was again confronted by Plo Koon , but broke off and fled the field when Kit Fisto came to his aid . Count Dooku began dealing with the previously neutral world of Valahari , who provided his forces with their advanced engines . The increased performance of his fighters as a result prompted the Republic to intervene , demanding the Valahari stop selling these engines to the Confederacy . The Valahari refused , so the Republic blockaded the planet . In order to make the Republic forces appear the aggressors , and gain the allegiance of the world , Dooku had Asajj Ventress sabotage the vessel of the Valahari Viscount Harko Vane , destroying it . Dooku ' s manipulations were initially successful , with the late Viscount ' s son , Tofen Vane , becoming an ace pilot within the Confederacy military , while Vane ' s widow , Elodore , began contemplating marriage to Dooku . Dooku ' s manipulations were eventually laid bare , and he was banished from Valahari , though too late to save Tofen , who died in combat . The Rescue of Nute Gunray . During a " diplomatic " mission to Rodia , Nute Gunray had gotten himself captured by Padmé Amidala and Jar Jar Binks , and he was ensconced aboard the Star Destroyer " Tranquility " for transport and interrogation . Both Dooku and Darth Sidious were aware that the cowardly Neimoidian wouldn ' t last long under Jedi interrogation , so Dooku sent Asajj Ventress to either free Gunray , or silence him . Sidious was initially against the plan , Ventress ' numerous failures having eroded his faith in her , though he ultimately approved the scheme . Dooku reminded Ventress that this mission had no margin for error , and her credibility was on the line . As the " Tranquility " went under way , a number of CIS boarding pods appeared and latched onto the ship , deploying a force of Super battle droids and Ventress . While the droids distracted the security forces aboard the vessel , Ventress executed a Clone survivor in the hangar and made off with his comlink , using it to monitor the communication chatter . She infiltrated the engine room , pre - planting numerous explosives throughout the chamber . To get the attention of the Jedi , Ventress aggressively broke into the " Tranquility " detention level and attacked the guards , and engaged Ahsoka Tano . The duel was cut short by the arrival of Luminara Unduli , who had been leading the security forces against the droids . Ventress triggered the explosives in the engine room and fled the detention level , with Unduli in close pursuit . However , Tano was ordered to remain behind and guard Gunray . In the ruined engine room , Unduli and Ventress fought in earnest . Luminara provoked Ventress into a rage when she criticized the Acolytes dueling skills , and Ventress got the better of her , pinning her under a series of industrial pipes . As Ventress moved to finish Unduli , Tano arrived and drove her off before freeing Unduli . The two Jedi worked together against Ventress , as Ventress had planned , and she signaled her agent , the Senate Commando Faro Argyus to make his move in the absence of the Jedi . Argyus had been a longtime agent Dooku ' s , operating as a CIS sleeper agent . Argyus killed the other guards and freed Gunray , and the two hijacked a small frigate in the " Tranquility " docking bay . Ventress outmaneuvered the Jedi and rendezvoused with the frigate in a Republic escape pod . Unfortunately for Argyus , Ventress killed him in a fit of hubris after he slighted her , though Gunray was unconcerned . The Republic would attempt to track down Gunray and recapture him , tracking the Republic frigate used for his escape , but Dooku expected such a move , and lured the Jedi to Grievous ' s castle in the Vassek system , both as a trap and a test for Grievous himself . Expulsion and Retaliation of Asajj Ventress . Ventress led the CIS spaceforces during the Battle of Sullust , opposed by Anakin Skywalker and Obi - Wan Kenobi . During the dogfighting , she singled out Kenobi , damaging his fighter , while she in turn was shot down by Skywalker . Both Ventress and Kenobi crash - landed on the Separatist flagship . While Ventress led the battle , Dooku received a communication from Darth Sidious . Ventress ' increasing power had caused Sidious to view her as a threat ; a potential violation of the Sith Rule of Two he and Dooku adhered to . Sidious ordered her eliminated before she became too powerful to handle , and after initial resistance , Dooku obeyed . When the wounded Ventress contacted him from her downed starfighter , calling for aid , Dooku refused . The Count concealed Sidious ' execution order and instead claimed that he was abandoning her because of her repeated failures . With no aid from Dooku , Ventress limped out of her downed fighter and attempted to escape the ship , but was confronted by Kenobi and Skywalker . They demanded her to surrender , but she refused , brandishing her lightsabers and attacking them . While they fought , Dooku ordered the flagship destroyed to ensure Ventress ' death , forcing all the combatants to break off and attempt escape in their starfighters . Ventress limped away from the battle in her damaged Ginivex fanblade , drifting through space until discovered by the salvage vessel " Raider " . She killed the crew and hijacked the vessel , traveling to her original homeworld , Dathomir . She was found by the Nightsister clan led by Talzin , who greeted her as one of their own , taking her in and treating her injuries . Awakening from her feverish slumber , Ventress swore an oath of vengeance against Count Dooku . Talzin decides to help Ventress in her quest , sending the clan ' s two finest warriors , Naa ' leth and Karis , to accompany and aid her , as well as a set of captured Jedi lightsabers . Talzin also used Nightsister Force - magic to cast a cloak of invisibility upon the trio . With the Nightsister warrior pair in tow , Ventress traveled to Serenno and breached Dooku ' s palace . The three darksiders made their way to Dooku ' s bedroom , where the Count lay sleeping . Ventress fired a poisoned dart at Dooku , instantly awakening him , though also dulling his senses . Even with the poison hindering him , Dooku was still a powerful opponent , quickly seizing the offensive and leaping at Ventress with his lightsaber . However , he remained unaware of her identity , due to his poison - dulled senses and her invisibility cloak , instead believing his lightsaber - wielding attackers to be Jedi . Ventress and the two Nightsisters narrowly managed to overcome Dooku , disarming the Count . Despite this , Dooku was far from helpless , and lashed out at his foes with Force lightning , sending them flying out of a bay window of his palace and disrupting their invisibility , though he failed to ascertain their identities . Shortly afterwards , Dooku was contacted by Talzin . Talzin claimed to have learned of the assassination attempt on Dooku , and was willing to provide him with a new warrior and bodyguard to replace Asajj Ventress . Dooku accepted the offer , traveling to Dathomir . Recruitment of Savage Opress . Talzin ' s offer for a new bodyguard and warrior took the form of Savage Opress , one of the Zabrak Nightbrothers of Dathomir . Secretly , Opress was an agent of Asajj Ventress , selected after a series of brutal combat exercises and reinforced by Nightsister Force - spells , turning him into a hulking brute . Opress was presented to Dooku in his palace courtyard on Serenno , and the Count was quick to put his new Acolyte to the test , sending Opress to Devaron to capture the Temple of Eedit . While Opress questioned the wisdom behind a military attack on a Jedi temple , he was assured by Dooku that the temple was a front for a Republic military base . Inserted into the chaotic battlefield in front of the Temple , Savage charged the edifice , cutting down the very Separatist battle droids aiding him in his rush to confront the enemy . The ARC troopers fighting for the Republic were scarcely a challenge , and Opress was quickly facing the Jedi Halsey and his student Knox . While Halsey was a skilled opponent , he was disarmed and subdued by Opress ' vastly superior physical strength , and was impaled with his blade . Knox met a similar fate . Dooku was greatly satisfied with Opress ' performance on Devaron , and began training him in knowledge of the Force immediately . Like his relative , Darth Maul , Opress opted to train with the double - bladed lightsaber . In a marked difference from his training methods for his other Acolytes , Dooku trained him as a true Sith apprentice , promising that the two would defeat Darth Sidious and rule the galaxy side by side . However , Dooku also showed himself to be a harsh taskmaster , heavily criticizing Opress ' sloppy and brutish lightsaber technique , and took to torturing his student with Force lightning to provoke his hatred . By channeling this anger , Opress was able to strengthen his connection to the dark side . After this series of tests , Dooku sent Opress to Toydaria to capture King Katuunko alive and bring him to Dooku . Savage massacred the King ' s guards and subdued the monarch himself , but was confronted by Anakin Skywalker and Obi - Wan Kenobi before he could make his escape . In the ensuing duel , Katuunko managed to escape the Acolyte , so Opress killed him in the heat of combat . Fending off the Jedi , Opress escaped with Katuunko ' s corpse . Dooku was less than pleased with Opress ' performance , having needed Katuunko alive . Deriding the Zabrak as an " ignorant beast " , Dooku viciously tortured him with Force lightning , only to be interrupted by Asajj Ventress . Opress revealed his true colors as Ventress ' agent , and the two banded together to defeat Dooku . The duel was swift and brutal , and Dooku was driven onto his back foot by his two opponents , until he began retaliating with Force lighting . Able to easily match Ventress as a duelist , Dooku focused the brunt of this assault on Opress , who was driven to his knees . Derided and scorned by both of his masters for his failure to cope with this attack , an enraged Opress turned on both . In the resulting three - way free - for - all duel , Dooku and Ventress drove back Opress before escaping through Dooku ' s escape hatch . Before he could pursue , he was confronted by Kenobi and Skywalker , who had followed him from Toydaria . While Opress engaged the Jedi , Dooku and Ventress renewed their contest in the corridors of the cruiser . Ventress was ultimately no match for Dooku , and was forced to flee aboard an escape pod . Dooku informed the droid forces aboard the cruiser of Savage Opress ' treachery , and the darksider was forced to break off from his duel with the Jedi to defend himself . Opress destroyed the droids and escaped the cruiser aboard a hijacked solar sailer . Ventress ' Rehabilitation and Final Disappearance . Asajj Ventress eventually resurfaced on Boz Pity , where she was receiving medical treatments and cybernetic enhancements with the CIS medical base on the planet . She was widely believed to be dead , though Obi - Wan Kenobi refused to believe these reports , obsessively hunting across the galaxy for clues as to Ventress ' whereabouts . Kenobi was eventually led to Boz Pity , and took part in the Republic invasion of the planet . During the battle , Kenobi quietly infiltrated the base and discovered Ventress recuperating in a Bacta tank . Dooku was present , confronting Kenobi and essentially siccing the wild Ventress on him . Their battle broke through the outer walls of the complex , sending Kenobi falling to the battlefield outside , Ventress in close pursuit . Anakin Skywalker leapt to his masters aid , though he was restrained by Kenobi , who was determined to redeem Ventress . While Ventress engaged Kenobi and Skywalker , Dooku quietly fled the base . As he made his way on foot to his evac ship , he was confronted by Mace Windu , though the Count only dueled the Jedi Swordmaster briefly , opting to delay him with a pair of IG - 100 MagnaGuards while he continued to flee . Kenobi sighted Dooku , and pointed out to the raging Ventress that her master was leaving without her , abandoning her again . Ventress broke off from her duel with Kenobi and Skywalker and rushed to rejoin Dooku . However , Dooku ordered one of his MagnaGuards to gun her down , knowing that she would never reach the evac site in time , and not wanting her to become a Republic captive . While Dooku fled the planet , Ventress attacked Kenobi with a shard of metal , only to be cut down by Skywalker . Asajj Ventress apparently died in the arms of her nemesis , providing him with intel on the upcoming CIS attack on Coruscant , and even acknowledging that Kenobi may have been right about her possible redemption . In truth , Ventress slowed her bodily functions with a Sith meditation technique and faked her own death . When her " body " was placed on one of the Republic medical , she awoke from her meditation mid - journey and hijacked the vessel , disappearing to parts unknown . Creation of the Morgukai Shadow Army . Seeking to establish a viable counter - measure to the Republic ' s clone army , the CIS recruited one of the last remaining Morgukai , Bok , using him as the template for a new clone army . Sora Bulq was given control of this operation , with Tol Skorr operating as his lieutenant . To train the Morgukai clones , Bulq recruited Anzati assassin teachers from Anzat . The necessary cloning facilities were constructed in the magma chambers beneath the capital city on Saleucami , also doubling as the training ground and all powered by the geothermal power stations also built into these catacombs . The clones and their instructors were all equipped with cortosis alloy blades , to allow them to combat Jedi , though the source of these weapons is unknown . According to the assassin trainer Rath Kelkko , the Morgukai clones adapted quickly to the Anzati methods and techniques , though he noted that proper mastery required years . However , Sora Bulq ' s frequent trips to Anzat to recruit trainers for the army alerted the Jedi to something amiss , and the Jedi Tholme and Aayla Secura were sent to investigate . Tholme followed the trail to Saleucami , and after witnessing Bulq and his cohorts reporting to Dooku within the Morgukai cloning facility , he contacted the Jedi and informed them of the situation . However , Bulq sensed his presence and attacked the Jedi . As the Dark Acolyte battled back and forth with his former comrade , he revealed the circumstances of his conversion to the dark side of the Force , and his reasons for saving Tholme ' s life then . In his rage - addled state of mind , Bulq stated that having saved Tholme ' s life then gave him the right to take it now . Tholme , aware that he couldn ' t defeat Sora Bulq , opted to evade him and lose himself in the maze of passages and catacombs that made up the cloning facility . Bulq was forced to contend with Tholme ' s campaign of sabotage while he prepared for the impending Republic invasion . Concurrently with these events , Quinlan Vos pursued his obsession with finding the " second Sith " , coming into conflict with the Anzati assassin Sajé Tasha . However , Vos was forced to set aside his quest when he was selected by Master Oppo Rancisis to be his second in command during the upcoming Siege of Saleucami , his intimate knowledge of both Anzati and Morgukai being judged invaluable . Darth Sidious , who had had a personal interest in Quinlan Vos for many years , expected the Jedi ' s obsession with finding him to bring about his turn to the dark side . Siege of Saleucami . The Republic invasion of Saleucami effectively pinned the CIS forces on - planet , preventing them from widely deploying the Morgukai Shadow Army . However , the Shadow Army was used against the Republic forces , and their high level of combat effectiveness inflicted heavy casualties on the Republic , despite their being led by seven Jedi and bolstered by Master Oppo Rancisis ' Battle meditation . Quinlan Vos fought for the Republic , awaiting Dooku ' s summons while maintaining his cover . Despite the effectiveness of the Morgukai soldiers , the CIS forces were still forced to give ground as the Jedi attacked their strategic weak points . All the while , Tholme remained hidden within the maze of tunnels that made up the below - ground Confederacy base , and was intensifying his campaign of sabotage . During a report to Dooku , the Count demanded that Tholme be removed , though he ultimately wrote him off as a distraction rather than a true threat . Tol Skorr delivered Dooku ' s summons to Quinlan Vos via Vos ' " agent " Khaleen Hentz . The following day , Vos and Aayla Secura led a force of clone troopers through the streets of the Saleucami capital city , encountering Tol Skorr on the battlefield . Quinlan used his pursuit of Skorr to separate himself from the Republic forces before the two of them disengaged and entered the CIS base to report to Dooku . Dooku ordered Sora Bulq to mastermind the assassination of Oppo Rancisis , removing the aid of his battle meditation , and Quinlan Vos to hunt down Tholme and end his campaign of sabotage . Dooku then placed Sora Bulq in overall command of the Confederacy forces , as Dooku ' s plans elsewhere required his attention . Quinlan Vos located Tholme quickly , finding him meditating above an underground lava lake deep within the catacombs . Vos revealed to Tholme that he had come to believe that Sora Bulq was the " Second Sith " , and he wanted Tholme to join with him and kill Bulq . Tholme pressed Vos for his reasons , and Quinlan confessed to executing Sheyf Tinte Vos . Tholme attempted to calm Vos , knowing his former student was in danger of falling to the dark side permanently . Vos only became enraged , and attacked Tholme . The duel ended when Vos shorted out Tholme ' s lightsaber with his pure cortosis gauntlet , and Quinlan delivered his final ultimatum ; join him or die . Tholme refused , though before Vos could kill him , the rock ledge they stood on crumbled , and Tholme fell into the lava lake . Meanwhile , Tol Skorr led the Morgukai troops in an attack to distract the Jedi and Republic forces , allowing Sora Bulq and his cadre of Anzati assassins to infiltrate Oppo Rancisis ' meditation chamber . However , Rancisis sensed the presence of the assassins and moved to defend himself , killing all the assassins , only to be impaled from behind by Bulq . Quinlan Vos returned to the Republic HQ to find his fellow Jedi mourning Rancisis ' death . As he was second in command to Rancisis , Vos was placed in command of the Republic forces . As Rancisis kept his battle plans in his head , only revealing them during their execution , Vos was forced to use his psychometric abilities to literally " read " the plans from Rancisis ' corpse . In truth , Vos simply made up his own , ordering the Republic air forces to attack the Separatist shield to cover for Vos and Aayla Secura while they infiltrated the CIS base and destroyed their power centers . While Secura planted the explosives , Vos went alone to the Separatist command center , where Bulq and the other lieutenants were reporting to Dooku . Quinlan Vos then explained the entire battle plan to Dooku , and the Morgukai Prime clone Bok was dispatched to hunt down Secura . While satisfied with Vos ' actions , Dooku felt that one final test was necessary . Tol Skorr arrived with a captive Khaleen Hentz , and Dooku revealed that she was actually an agent of his who had infiltrated Quinlan Vos ' spy ring to keep Dooku posted on its activities . In addition , she was to seduce Vos and gain his confidence . The nature of the test was to provoke Vos ' anger and push him into killing Hentz . Hentz pleaded with Vos to use his psychometric abilities and learn the truth about her feelings for him , and Vos obliged . Quinlan Vos refused to kill her , instead cutting her bonds and declaring himself a Jedi . While Sora Bulq taunted Vos , Bok contacted the command center , revealing that Aayla Secura was not in the power plant as Vos said she was ; Quinlan Vos had lied . At this moment , Tholme revealed himself , having faked his death during his duel with Vos so he could watch and wait to see what Vos would do . Tholme helped Vos fend off the Anzati assassins , and the Jedi and Hentz moved to flee , only to have their path blocked when Sora Bulq hurled his shoto lightsaber at the door controls , triggering the security system . Dooku then gave his Acolytes permission to kill Tholme and Vos . Bulq focused on Tholme , while Skorr attacked Vos . While the duelists raged through the control center , the CIS base began falling apart , the lava pumping stations having been sabotaged by Aayla Secura , while she fought Bok just outside the entrance to the chamber . Vos and Skorr fought their way to a ledge above a lava lake , and Skorr was thrown off the ledge into the lava by an enraged Vos . Tholme fared considerably worse against Sora Bulq , a former Jedi lightsaber instructor and practitioner of Vaapad , and he was disarmed and thrown to the ground . However , before Bulq could execute Tholme , Vos intervened , declaring that he would kill Bulq , whom he believed to be the " second Sith " . Dooku , whose communication link remained open , ordered Vos to give in to the dark side and execute Tholme and Khaleen , as this was the only way he would survive . While Quinlan Vos and Sora Bulq raged against each other , Quinlan struggled with his own inner darkness , his battle aided by Aayla Secura ' s meditative connection to him . His mind clear , Vos turned and cut down Sora Bulq , slicing him open through the shoulder . Dooku was ultimately unconcerned by the death of Bulq and Skorr , or the loss of Vos , citing that the victory of the Sith was inevitable . Final Fatalities . Artel Darc met his end during the Battle of Dagu , where he commanded the CIS forces . Led by Darc , the CIS armies subjugated the native Rybet population , and established a military base managed by enslaved prisoners of war , a combination of Rybets and captured Clone troopers . Among the prisoners was a courier with damaging information on the Republic , and Darc was tasked by Dooku with apprehending him . However , Jedi Council Master Shaak Ti was also among the prisoners , and she went about taking advantage of discontent among the slaves to start a revolt . The situation fell apart , and Artel Darc personally went blade - to - blade with Jedi Council Master Shaak Ti , and perished . Towards the end of the war , Nikkos Tyris would follow . When the Jedi located his compound on Susevfi , following rumors of Sith cultists , they confronted Tyris and two of his Jensaarai apprentices . After a momentary dialogue , the Dark Acolyte led the charge against the Jedi , focusing on Nejaa Halcyon . After a brief duel , Tyris brought down his opponent with a telekinetic onslaught , which Halcyon had no counter against , as he lacked such abilities . Disarming Halcyon , Tyris gloated for a moment before moving to finish the Jedi , impaling him . However , Halcyon used tutaminis to absorb the energy of Tyris ' lightsaber blade , and channel it into a telekinetic counterattack . Nikkos Tyris was pulverized , his every bone shattered , and his body exploded in a blast of Dark Side energy , collapsing the compound dome . All but four of Tyris ' apprentices died , and all the Jedi , save Halcyon , escaped . Tyris ' surviving apprentices went on to reform the Jensaarai with the intent of defending themselves against the Jedi , free of Tyris ' influence . During the Clone Wars , the Dark Acolytes defended the ruins of the Sith Academy on Umbara from invaders . When a unidentified Jedi Knight tried to infiltrate the academy ruins around the time of the Battle of Umbara was taking place , these dark side sorcerers aggressively tried to defeat the Jedi Knight . Many of them were killed or defeated when the Jedi eventually made it into the academy . Endgame . Towards the end of the Clone Wars , the Jedi would use clues left behind during the Battle of Cato Neimoidia to ascertain Darth Sidious ' existence , and attempt to track him down . This forced Sidious to advance his timetable , and he ordered Dooku to lead the attack on Tythe to act as a distraction to the Jedi , while Grievous invaded Coruscant in a bid to kidnap Palpatine ; Sidious ' alter - ego . Both operations were highly successful , and Dooku fled Tythe for Coruscant to rendezvous with Grievous ' flagship . Meeting with his master , Dooku awaited the Jedi , namely Anakin Skywalker and Obi - Wan Kenobi . The primary goal of the two Sith Lords was the death of Kenobi , an event which would cause Skywalker to fall to the dark side . Dooku planned on recruiting Skywalker as the leader of a new Sith army following the establishment of the Galactic Empire . Were Dooku ' s scheme to be carried out , the Jedi Order would have been dismantled and reconstituted into this organization , with the Dark Acolytes being no doubt absorbed by it . Darth Sidious had a different plan in mind , killing Kenobi to turn Skywalker , but then having the young Jedi kill Dooku and replace him as Sidious ' Sith apprentice . Dooku was naturally kept in the dark about this scheme , and during the ensuing lightsaber duel , he managed to subdue Kenobi , crushing him under a large catwalk and rendering the Jedi Master unconscious . The enraged Skywalker attacked Dooku , cut off his hands , and took his lightsaber , holding it and his own at Dooku ' s neck in a cross . Sidious encouraged Skywalker to kill the Count . It was only then that Dooku realized Sidious ' treachery , and he was promptly beheaded by Skywalker , after some initial hesitation . Dooku ' s death effectively signaled the end of the Dark Acolytes , though most of them were already casualties of war . Legacy and Impact . The very existence of the Dark Acolytes served Darth Sidious ' plan by eroding public faith in the Jedi Order , as some citizens came to believe that Jedi could no longer be trusted , and any of them were capable of treachery . In fact , when Sidious declared the Jedi enemies of state and enacted Order 66 , he claimed that Dooku had never really left the Jedi Order , and was instead acting as their agent in initiating the Clone Wars ; effectively scapegoating the Jedi for all of his own actions . In keeping with this propaganda , the Dark Acolytes themselves were likely labeled as Jedi agents . As Force - sensitive servants to the Order of the Sith Lords , the Dark Acolytes were replaced by several organizations established by Darth Sidious ; the Inquisitorius , the Emperor ' s Hand s , and the Dark Side Elite , to name a few . During the war , Palpatine assigned the Republic officer Trachta with investigating and capturing Jedi defecting to the Confederacy , and Trachta was heavily injured in the line of duty . This incident no doubt left Trachta with a healthy distrust of Force - sensitives , and he was later involved in an attempted coup to wrest control of the Galactic Empire , feeling that power shouldn ' t be left in the hands of the Force - wielding Sith Lords . However , perhaps the greatest impact of the Dark Acolytes was the formation of the Jensaarai . After Nikkos Tyris ' death and the destruction of his training facility at the hands of the Jedi , only four of his students survived . These four reformed the Jensaarai with the goal of defending themselves from the Jedi Order , adhering to the light side of the Force despite their reverence for Sith traditions . While they vilified and feared the Jedi Order for decades , they were eventually approached by Luke Skywalker ' s New Jedi Order , and made peace with them . On a more minor note , Asajj Ventress was worshipped as a goddess of Death on Mauk , with ritualistic sacrifices dedicated to her name . Behind the scenes . Technically , the first appearance of the Dark Acolytes was in the 1998 novel , I , Jedi , with the character Nikkos Tyris . However , Tyris ' connection to Dooku , whose character hadn ' t yet been conceived , would not be elaborated on until the release of " The Official Star Wars Fact File 116 " in the 2000s . The first Acolyte that was created explicitly to be Dooku ' s apprentice was Asajj Ventress , who was based on unused concept art for Dooku himself . She made her debut in the " " animated shorts , becoming Anakin Skywalker ' s nemesis throughout the second season . She would become a recurring villain in the " " comic series , though she would ironically become the personal opponent of Obi - Wan Kenobi throughout the various story arcs , rather than Skywalker . The number of Dark Jedi servants to Dooku would be bolstered by the release of " " , which featured Sora Bulq and Rhad Tarn , and " " , which introduced Tol Skorr , Kadrian Sey , and most notably , Quinlan Vos . Sev ' rance Tann was the primary villain of the game " " . Saato , Trenox , Karoc , Vinoc and the Doppelgänger of Dooku were all boss characters introduced in " " , and were each killed off in short order . Other servants included the Dark Acolyte Trio featured in the , and from whom the organization derived its name . Most of the surviving Dark Acolytes were gradually killed off in storylines leading into . Dooku himself was executed by Skywalker during the events of the movie , which effectively heralded the end of the Dark Acolytes . When the debuted , beginning with , the character of Asajj Ventress was retained in this new continuity , though the existence of the other Dark Acolytes was effectively overlooked . This article assumes that Savage Opress was recruited into the Dark Acolytes when he was apprenticed to Dooku , though it remains to be seen whether or not the existence of the organization has been completely retconned .