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NARRATOR: While fighting to control the darkened world of Umbara,

Anakin Skywalker`s battalion is temporarily placed under the command

of Jedi General Pong Krell.

As Krell`s disastrous strategies result in increasing casualties,

his men begin to turn against him.

Captain Rex struggles to balance loyalty

between his commander and his fellow men.

Under his watch, Fives and Jesse disobey Krell`s orders,

resulting in their court-martial.

(THUNDER RUMBLlNG)

General Krell l respectfully request

you reconsider court-martialing Fives and Jesse.

The actions of ARC trooper 5555 and CT-5597

were a clear act of treachery and disregard for my command.

lf punishment isn`t swift

their defiance may inspire others to follow suit.

Sir the men are with you.

lt`s just that some of them feel you`re putting their lives in danger needlessly.

All the more reason to send a clear message

that l am in charge and insubordination will not be tolerated.

The truth is these clones have had a difficult time

respecting my command since the beginning.

l`ve seen it before.

Some clones are just defective. They aren`t able to succumb to authority.

You`re right Captain.

l don`t think l can court-martial them.

lt will only be a waste of time and that`s something we don`t have.

l`m afraid they`ll need to be disposed of.

Prepare a squad for execution.

(STAMMERlNG) What? But sir...

KRELL: You heard me Captain.

Have it done immediately or l`ll do it myself.

Fives Jesse l`m sorry.

General Krell has ordered your execution immediately.

What? But how? He can`t do this!

He has authority to render punishment during combat.

l can understand a court-martial and locking us up in the brig

but executing us?

l tried to convince him that it`s my fault but he wouldn`t let me.

Rex you have to face it he`s been using you.

He needs your loyalty to control the others.

(REX SlGHlNG)

l won`t let him get away with this.

Don`t beat yourself up about it.

We made our choice. We knew what the price was.

Speak for yourself.

(CHUCKLES ) Still got your sense of humor l see.

-Yeah who said l was joking? -Well...

(SlGHlNG)

l guess this is it.

Line up the prisoners.

Well l`ve officially lost my sense of humor.

Will the prisoners request to be blindfolded?

l`ll take that as a no.

l hope you can live with yourself Dogma.

Ready weapons.

Never thought we`d go out this way.

Aim.

Wait!

This is wrong and we all know it!

The general is making a mistake and he needs to be called on it.

No clone should have to go out this way!

We`re loyal soldiers!

We follow orders but we are not a bunch of unthinking droids!

We are men! We must be trusted to make the right decisions!

Especially when the orders we are given are wrong!

Fire!

What... What happened?

They`re doing the right thing Dogma.

Because if this is how soldiers are rewarded for heroic actions

then one day every man in this battalion may face a similar fate.

-Take off their binders. -No!

We have orders! We have to go through with this!

Good luck finding anyone to do it.

You wanted us sir?

l ordered those clones to be destroyed.

You are making a mistake by crossing me clone.

lt`s Captain sir.

(GROWLlNG)

-General there`s an incoming transmission. -Put it through.

General, the Umbarans have stepped up their offensive.

We`re holding them off,

but their squadrons have ambushed one of our platoons,

seizing weapons and uniforms.

We believe they may be planning to launch a massive attack.

Looks like you have your stay of execution for now.

Lock the traitors in the brig and prepare your platoons to move out immediately.

We need to pre-empt the enemy

by hitting them now with everything we`ve got.

We`re finally going to take the capital.

And Captain make sure the troops are aware

that the enemy may disguise themselves as clones to try to trick us.

l will sir.

REX: Stay alert.

The enemy has our weapons and our armor

they may try to trick us with an ambush.

Watch out Dogma !

l saw that thing attack Hardcase.

lt`ll chew you up and spit you out.

Here watch.

(GROWLlNG)

Ew!

-Gross. -We`re under attack!

-Where`s the enemy? -l don`t know! l can`t see anything.

Get those mortars up here!

Anyone have a visual?

KlX: Negative. lt`s too dark.

Wait! l see them !

They`re disguised as clones all right.

(GRUNTS )

-Captain where are you? -We`re sustaining heavy casualties!

What?

Everyone stop firing! We`re shooting at our own men!

They`re not Umbarans! They`re clones!

Take off your helmets! Show them you`re not the enemy.

-They`re clones! -Whoa whoa whoa whoa whoa !

Everyone stop firing.

Cease fire! They`re not Umbarans. They`re clones!

What the...

Look! We`re clones! We`re all clones!

What?

This can`t be happening. What have we done?

l don`t understand. Why did these troopers attack us?

Captain l`ve found their platoon leader. lt`s Waxer he`s still alive.

Waxer.

Tell me who gave you the orders to attack us.

(GASPlNG)

lt... lt was General Krell.

(COUGHlNG)

He sent us to these coordinates to stop the enemy.

We thought they were wearing our armor

but it was...

You.

We all know who`s responsible for what happened out there.

What we don`t know is why.

Something has to be done.

What l`m proposing is highly treasonous.

lf any man chooses to opt out do it now.

From this point forward we are entering uncharted territory.

My orders are we arrest General Krell for treason against the Republic.

General Krell you are being relieved of duty.

lt`s treason then.

Surrender General.

-You`re committing mutiny Captain. -Explain your actions!

My actions?

For ordering your troops against one another.

Oh that.

l`m surprised you were able to figure it out

for a clone.

Surrender General. You`re outnumbered!

You dare to attack a Jedi?

(CLONES GRUNTlNG)

l will not be undermined by creatures bred in some laboratory!

CLONE: Get him !

Hold it right there!

-Lower your weapon Dogma ! -l can`t do that sir.

-That`s an order! -lt`s my duty!

-That`s an order! -lt`s my duty!

You`re all traitors!

l used to believe that being a good soldier

meant doing everything they told you.

That`s how they engineered us.

But we`re not droids. We`re not programmed.

You have to learn to make your own decisions.

Dogma don`t do it.

Take him to the brig. Troopers don`t let General Krell escape!

Anybody got anything?

CLONE: Negative, Captain. We lost him.

-Wait! -(LlGHTSABER WHOOSHlNG)

-(BLASTER FlRES ) -(CLONE GRUNTS )

He`s too powerful!

Hurry!

FlVES: He`s coming!

KRELL: You should have listened to the ARC trooper from the beginning Captain.

(KRELL LAUGHlNG)

(ECHOlNG) He was right. l was using you.

(CONTlNUES LAUGHlNG)

-You`ve all been my pawns. -Get him !

(LAUGHlNG)

(CLONE SCREAMS )

(GROWLlNG)

Captain Rex this is Tup. lf you can force the General towards me!

-What? Why? -Trust me, sir!

Troopers listen up! Circle around lure him towards Tup.

(KRELL LAUGHlNG)

TUP: Hey ugly come and get me!

-(GRUNTS ) -(GROWLlNG)

(STRAlNlNG)

(SCREAMlNG)

(GROANlNG)

TUP: l stunned him sir.

Nice work Tup.

(GROWLlNG)

Why General? Why kill your own men?

(CHUCKLlNG)

Because l can.

Because you fell for it.

Because you`re inferior.

But you`re a Jedi! How could you?

A Jedi? (LAUGHlNG)

l`m no longer naive enough to be a Jedi.

A new power is rising l`ve foreseen it.

The Jedi are going to lose this war

and the Republic will be ripped apart from the inside.

ln its place is going to rise a new order

and l will rule as part of it.

You`re a Separatist!

l serve no one`s side only my own.

And soon my new master.

You`re an agent of Dooku.

Not yet but when l get out of here l will be.

After l`ve succeeded in driving the Republic from Umbara

the Count will reward my actions and make me his new apprentice.

How could you do this? You had my trust!

My loyalty! l followed all of your orders and you made me kill my brothers.

(LAUGHlNG)

That`s because you were the biggest fool of them all Dogma.

l counted on blind loyalty like yours to make my plan succeed.

That will never happen.

You`re a traitor General and you`ll be dealt with as one.

You never learn Captain.

The Umbarans are going to retake this base.

And when they do l will be free.

Captain we`ve repaired the transmitter. lt looks like it was sabotaged.

We received a message from General Kenobi.

His forces have captured the capital

but the remaining Umbarans are heading here!

Get everyone on the perimeter! We need to prepare for a full-scale attack.

Yes sir!

Krell sabotaged the transmitter. He`s been against us from the beginning.

lf the Umbarans get to him he`ll turn over all our intel.

The defense codes everything.

He`ll strike a crippling blow to the Republic.

Something has to be done.

We can`t risk the possibility that he might escape.

As long as Krell`s alive he`s a threat to every one of us.

l agree.

Turn around and step toward the wall.

On your knees.

(CHUCKLlNG)

You`re in a position of power now. How does it feel?

l said on your knees.

lt feels good doesn`t it?

But l can sense your fear.

You`re shaking aren`t you?

What are you waiting for? The Umbarans are getting closer.

l have to do this.

You can`t do it can you?

Eventually you`ll have to do

-the right thing... -(WEAPON FlRlNG)

(GROANlNG)

l... l had to.

He betrayed us.

General Kenobi`s battalions have routed the last hold-outs of Umbarans

and we`ve secured all sectors. We did it. We took Umbara.

What`s the point of all this?

l mean why?

l don`t know sir. l don`t think anybody knows.

But l do know that someday this war is gonna end.

Then what? We`re soldiers. What happens to us then?

English - SDH

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