Nem Bees Nem Bees was a male Ortolan Jedi Knight who served the Galactic Republic during the pan - galactic Clone Wars . When , late in the war , Bees ' s homeworld of Orto was threatened by the Confederacy of Independent Systems , the Jedi Council dispatched him to undermine the Separatists ' efforts and secure Orto for the Republic . Disguised as the deceased Ortolan trader Ydde , Bees searched for a reported influential traitor who planned to sell the Ortolan people out to the Confederates . Despite his efforts , Orto was invaded successfully by the Confederacy a mere three days after Bees ' s arrival . Belo Tusus was revealed as the traitor , and despite the setback , Bees persisted in his mission . Sabotaging the machinations of Tusus ' s new Orto government , Bees paved the way for a successful Republic counter strike . During the campaign to eliminate the last pockets of Confederate resistance , Order 66 was initiated by Supreme Chancellor Palpatine , and as a result , Bees was slain by Commander CT - 65 / 91 - 6210 . Biography . Investigation on Orto . As the Clone Wars entered its final phase in 19 BBY , the Galactic Republic began to lose holdings in the Sluis sector . The only stable planet in the general vicinity was Eriadu , and talk of secession began to brew at the Sluis end of the Rimma Trade Route . Realizing the importance of the planet Orto in the crisis , the Republic dispatched Jedi Knight Nem Bees to the planet , his homeworld . There , intelligence reports claimed that an official , highly placed in Orto ' s neutral government , was planning a coup . If it succeeded , it would place Orto in the official ' s hands , who would then surely align himself with the Confederacy of Independent Systems . At the urging of fellow Knight Ki - Adi - Mundi , Bees disguised himself as the trader Ydde , who had actually been murdered well over a decade prior . He stayed with Ydde ' s extended family as he operated in Orto ' s capital undercover , hunting for the traitor that would betray his planet and his people . Despite Bees ' s efforts , mere days after his arrival Financial Minister Belo Tusus staged his coup . Seizing control of the government while announcing his allegiance to the Confederacy , Tusus locked down all of Orto ' s spaceports . Shortly afterwards , the droid armies of the Confederacy arrived to occupy the planet . Realizing that his cover would be important if he were to swing events to his favor , Bees maintained his cover , which forced him to play the role of a frightened citizen as the battle droids swept through the city . Sabotage . Despite his initial unwilling passiveness towards the unwanted Confederate occupation , Bees acted quickly . Just as Tusus began to install his new government , Bees effectively sabotaged it , militarily and logistically . He struck in several areas , preventing droid detachments from deploying , and severing shuttle guidance systems . Bees was fortunate to have a contact in Tusus ' s government : the traitor ' s own Twi ' lek servant . Tusus , however , never discovered the leak , though he became increasingly paranoid and suspicious of his staff and the Neimoidian attachés in his council . Planning one final act of sabotage , Bees was able to gain access to a HoloNet transceiver , thanks to his Twi ' lek ally . Contacting the Republic for the first time since the annexation of Orto , he arranged to have a strike force sent to Orto at a specific time . Working fast , Bees infiltrated the capital ' s palace , and disabled Orto ' s shield generator just as the Republic strike force emerged from hyperspace . Demise at the Battle of Orto . Tusus , in a panic , abandoned his holdings and fled Orto . Bees rendezvoused with his allies as they landed . Led by Commander CT - 65 / 91 - 6210 , known also as " Deviss , " the clones met with Bees and progressed towards Orto ' s capital in the hopes of liberating it from the Confederacy . The Battle of Orto , however , was not resolved quickly , as the droid armies had firmly entrenched themselves . A week into the campaign , Supreme Chancellor Palpatine issued Order 66 . Though he did not know it , Bees was now considered an enemy of the Republic , and his death was now the number one priority of his own troops . Acting on his orders , Commander Deviss personally gunned down Bees as the diminutive Jedi led an assault on the Confederate position . Personality and traits . During the trying times of the Clone Wars , Bees was thrust amongst his own people on his home planet , and had to live like a commoner in order to fulfill his duty to the Republic he served . When Belo Tusus betrayed Orto to the Confederacy , Bees was forced to act dispassionately , and sit idly by while troops marched into the planet ' s capital . That choice would later allow Bees to free his people in a more bloodless fashion . Powers and abilities . Nem Bees was adept in the fields of subterfuge and infiltration , which he proved during the Orto situation in 19 BBY . He was able to inhabit the persona of Ydde , and successfully maintain his cover for the duration of his mission . Bees was able to identify and exploit the chinks in his adversary Belo Tusus ' s armor , and effectively undermine the former Financial Minister ' s new Orto government . Working in tandem with his mole in Tusus ' s government , Bees successfully damaged many auxiliary operations of the government , and aided his people in doing so . In a matter of mere hours , Bees was able to go from the role of saboteur to general , as he commanded his troops in the Battle of Orto . Despite his talents , he was unable to defend himself from the unexpected attack of his clone commander . Behind the scenes . The character of Nem Bees first appeared in the episode " Chapter 22 " of the second season of Genndy Tartakovsky ' s television series , " " . At that point , the character was an unnamed Ortolan featured briefly in two shots of a montage sequence . In 2006 , a name and a backstory was given to the character by member Kyle Jewhurst , under the screen name " Lord Hydronium , " through the " What ' s The Story ? " feature on StarWars . com . The character was retroactively made a Jedi Knight by Jewhurst , who had noted that no members of the Ortolan species had been a Jedi previously in canon . Jewhurst also made reference to Bees ' s master being Shon Kon Ray , but the reference was cut during the editorial process . Which particular Ortolan Bees is in the wide shot displayed in the Databank entry is not clear ; however , the small preview boxes featured on StarWars . com identify Bees as the Ortolan to the far left of the image . The image was later used in " The Complete Star Wars Encyclopedia " , in which Bees was given an entry .