The Clone Wars Episode Guide: Lair of Grievous

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December 12, 2008

Episode Air No.: 10 (Season 1; Episode 10)
Original Air Date: December 12, 2008
Production No.: 112 (Season 1; Episode 12)

Written by Henry Gilroy
Directed by Atsushi Takeuchi

Key Characters: Jedi Master Kit Fisto; Mon Calamari Jedi Knight Nahdar Vebb; Viceroy Nute Gunray; General Grievous; Count Dooku; caretaker droid A-4D

Key Locales: Vassek


Phil LaMarr as Kit Fisto
Matthew Wood as General Grievous/ battle droids
Tom Kenny as Nahdar Vebb/ Nute Gunray
Dee Bradley Baker as clone troopers
David Acord as droid A-4D
Corey Burton as Count Dooku
Tom Kane as Yoda/ Narrator
Ashley Eckstein as Ahsoka Tano
Terrence 'TC' Carson as Mace Windu
Olivia d'Abo as Luminara Unduli

Episode Brief: General Grievous must prove himself worthy of the Separatists when Count Dooku leads Jedi Master Kit Fisto and his former Padawan, the Mon Calamari Jedi Nahdar Vebb to Grievous' villainous enclave

Notable: Series debut of Kit Fisto.

Full Synopsis

"Most powerful is he who controls his own power."

Newreel: Viceroy Gunray escapes!
En route to Coruscant to stand trial
for war crimes, evil Separatist leader
Nute Gunray has broken free of his
Jedi escort. With the help of Count
Dooku's sinister agents, the villainous
viceroy has made a daring getaway.
Alerted to the bold prison break,
Jedi Master Kit Fisto has traced the
stolen ship to a remote system,
hoping to recapture Gunray and
return him to justice.


The tentacle-headed Jedi Master Kit Fisto sits in his Delta-7B starfighter in orbit around the fog shrouded third moon of Vassek. He prompts his astromech droid, R6-H5, to inform the Outer Rim Command Center that he has traced the beacon of the stolen Republic frigate. Jedi Master Luminara Unduli and Padawan Ahsoka Tano appear in holographic form before Kit. Unduli updates Kit that his old Padawan, Nahdar Vebb, has also honed in on the tracking signal and has already reached the moon's surface. Kit is pleased at the notion of reuniting with Vebb, whom he has not seen since the Jedi trials.

Fisto lands on a stark promontory in a landscape marked by craggy moss-covered canyons filled with dense fog. He spots a Republic attack shuttle parked nearby, and the goggle-eyed Mon Calamari Jedi Knight, Nahdar Vebb is conferring with his clone troops. Fisto never saw Vebb ascend to Knighthood, for the war kept Kit occupied. Clone Commander Fil has pinpointed the Republic tracking signal to the south end of the gorge, and the Republic team leaves to investigate. Vebb uses the Force to part the fogbank, a more outward display of Force talent than what Fisto would ordinarily deem necessary.

The clear air reveals a set of massive, vaulted doors set into the rock-face. Commander Fil orders troopers Niner and Bel to stay behind and set up camp to watch over the parked ships while he and three clone troopers follow the Jedi to the sealed gate. The troops are ready to break out thermal detonators to blast their way through, while Vebb instead brandishes his lightsaber, ready to hack his way into the doors. In contrast, Fisto takes a closer look at the paneling of the door and spots a trigger switch. The door opens at his command.

The Jedi and the clones enter the dank passageways made of strangely fluid architecture, marked by wan glow globes and permeated by a strange odor. The clones switch on their headlamps, but they do little to illuminate the cloying darkness. In the distance, something shrieks. It is an unsettling location.

They approach the only lit chamber in the maze of passageways, the sanctum overlook. Nute Gunray's unmistakable voice emanates from within, barking out orders to battle droids. The Jedi and the clones skulk in the shadows, spying into the chamber. A high-backed chair faces away from them, and five battle droids attentively listen to the viceroy's commands. The Jedi enter and ignite their blades. The battle droids open fire, but are quickly cut down. Nahdar especially slashes apart droids with zeal, Force-pushing their already segmented fragments. Kit looks upon this with concern.

The Jedi spin the chair around only to find that Gunray isn't there -- instead, they stare at a cackling hologram of the slippery Neimoidian. The Republic tracking beacon rests on the chair; the Separatists clearly knew they were being followed. Gunray's hologram is replaced by a projection of the stately Count Dooku. Though Gunray has escaped the Jedi's clutches, the count instead offers an alternative prize. Without elaborating, the hologram vanishes, leaving only a flashing indicator on the chair. With no options, Vebb presses the switch.

Another chamber slowly creaks open. A dark corridor leads to still more eerie rooms, filled with statues of a glorious alien warrior. The last chamber opens to suspended armored carapaces belonging to General Grievous -- the Jedi have unwittingly penetrated the Separatist warlord's most private sanctuary.

In space, Grievous' starfighter soars toward the Vassek moon. Count Dooku's hologram appears before the general, expressing his dismay at the ongoing stalemate in the war. He voices concern that Grievous has lost his focus, and that Lord Sidious demands results. Grievous is insulted and angry; he can only do so much with the incompetent battle droids under his command.

Back in the lair, Nadhar pauses to examine the severed Padawan braids and other grim trophies of Grievous' victory against the Jedi. Kit Fisto meanwhile puzzles over Dooku's motives -- why would the Separatist set up a trap against his best general? Fisto's comlink beeps for attention; the clones outside report that Arsix is tracking Grievous' incoming starfighter. Nahdar realizes the opportunity -- capturing Grievous could turn the tide of the war.

Grievous' fighter slices through the fog and flies through a hinged opening in the vaulted gates. Before long, he is marching through the corridors of his lair, calling for his guards, or his "pet," Gor. He is confused by the silence. Suddenly, the Jedi and their clones spring from the shadows and surround Grievous. Kit Fisto demands that Grievous surrender.


Grievous does not give up without a fight. He doffs his cloak and extends two lightsabers. Immediately, Fisto and Vebb are upon him, held off by these two blades. Grievous then separates his arms and produces two more lightsabers to further ward off and occupy the Jedi. The clones fire their ascension cables at the general, latching onto his legs. They pull with all their might, cutting Grievous' mobility. Now the general redirects his blades, attempting to cut his way free, but Vebb and Fisto deflect his sabers. Grievous extends his mechanical might, and the clones' strength starts to waver.

Kit sees this and slashes laterally across Grievous' limbs, hacking off the general's legs below the cables! His upper body topples to the floor as his legs fall to the side. Grievous attempts to scurry away, clambering on all four arms like some twisted robotic arachnid. He still parries an incoming attack from Vebb and then springs to the air, brachiating from the wall and ceiling fixtures. One clone loses his footing and snaps toward Grievous via his ascension cable. Grievous grabs the clone by his throat, and uses the trooper to bat aside Fisto. The general then throws the dead body of the trooper at Vebb while he brachiates away. He plows into the other two clone troopers, knocking them over, before disappearing into the gloom.

Grievous arrives at a sealed chamber and touches its door panels in a specific sequence, unlocking the passageway. The door slams shut behind him. Vebb is furious. He had Grievous (he's convinced), but the clones got in the way. Kit Fisto doesn't like what he sees in his former apprentice, and advises that they take care of their wounded.

Grievous swings his way to an inner sanctum -- a secret control room -- demanding to see his doctor, A-4D, a modified supervisor droid with all manner of repair attachments. A-4D vocally laments Grievous' current condition, and fetches the general's spare parts. As Grievous follows the doctor, he notices that his MagnaGuard droids hang limply on their charging racks. A-4D explains the droids were remotely deactivated for recharge; he assumed Grievous did it. Grievous reactivates his guards and sends them to lock down the perimeter.

Sitting down in his control room, Grievous calls up a holographic feed of the intruders. Nahdar is determined to strike down Grievous, but Kit advises retreat. Grievous remotely seals their exit, and Fisto realizes they'll have to fight again.

Fil radios Watcher Base, the designation for Bel and Niner who are outside guarding the ships. He orders them to contact the Republic outpost on Bestine for reinforcements. Before Bel and Niner can power up the long range transmitter aboard the shuttle, though, a MagnaGuard fires off a missile, destroying the vessel. Arsix witnesses this, and is soon surrounded by droids. The little astromech starts up the Jedi starfighter's engines and rockets away. A tenacious MagnaGuard clings to the fighter's hull, but Arsix spins the ship, shaking off the stowaway.

Grievous appears as a hologram in the corridor where Kit, Vebb and the clones stand. He taunts the uninvited guests before triggering another trap. The floor drops from underneath their feet. The Jedi avoid the pitfall, but two clones plummet below. Commander Fil stops his fall by firing off an ascension cable, but the other clone is not so lucky. He lands in a molten incinerator vat and is vaporized. Fil climbs to the surface. Kit cuts through one of the visible holocams recording their movements for Grievous. Undeterred, Grievous springs his next trap: releasing the ravenous pet roggwart, Gorr.

The monstrous armored creature enters the corridors. The Jedi and Commander Fil try to stand their ground. Grievous chuckles with delight, but is pulled away from his sport from A-4D, who is ready to begin his medical administrations. Extending his various manipulators, A-4D begins replacing Grievous' severed limbs and his scarred faceplate.


The massive horned creature stalks the Jedi. It lunges, knocking Kit Fisto's weapon from his hand. Commander Fil tries to blast at its unarmored neck, while Nahdar drives a lightsaber into its well muscled back. This only serves to aggravate Gor, who wraps up Commander Fil in his sinewy tail and flails him around, slamming him against the ground. Nahdar lops off Gor's tail, while Fisto, who has retrieved his weapon, cuts off the creature's arms. In agony, Gor collapses to the ground, and Fisto puts the dimwitted beast out of its misery by driving his lightsaber into its neck.

Vebb cradles Commander Fil's lifeless body, all the more determined to destroy Grievous. Fisto reminds him of his teachings: revenge is not the Jedi way. Vebb doesn't hear him. He believes the rules have changed in this time of war.

Grievous returns to his control room, only to find his pet slain. Dooku contacts Grievous to check on his progress. Grievous realizes that Dooku is testing him. The count was the one who had deactivated his droids and led the Jedi here. Enraged, Grievous cuts off communications with Dooku.

Despite still recovering from his injuries, Grievous emerges from his sanctuary, determined to face the Jedi. Fisto and Vebb spot Grievous lock the entrance to his control room with a specific touch pattern. As Grievous leaves, Fisto rushes out and repeats the pattern, opening the door. A-4D sees the infiltrators, and alerts Grievous, who returns to face the Jedi. Fisto orders Nahdar inside, but the young Mon Calamari impulsively chooses to stay outside and hold Grievous off. The door to the control room slams shut, separating Fisto and his former apprentice.

Nahdar springs into action, slicing through Grievous' team of bodyguard droids, and then faces off against the general. Kit Fisto breaches the control room, cutting down A-4D. Fisto watches the monitors helplessly as Vebb duels Grievous. With two lightsabers Grievous pins Nahdar's blade, and then uses one of his extra arms to pull out a blaster pistol, with which he shoots Nahdar twice in the abdomen, killing the Mon Calamari. Fisto watches the fall of his apprentice, but has little time to mourn. Arsix reaches him on his comlink. Fisto tells the little droid to meet him on the south landing platform. Grievous cuts through the control room's workstation, and flees.

On the fog-shrouded landing platform, Fisto arrives and calls for his droid to pilot the starfighter in. Grievous emerges at the lip of the platform, climbing to the surface to confront Kit. Grievous extends all four arms and spins a quartet of lightsabers into deadly fanblades of energy. Fisto holds off the general, using the fog to his advantage as he disappears into the mist between blows. Fisto shears off one of Grievous' hands, reclaiming that lightsaber. He then begins to overpower the general, at which point Grievous' bodyguards enter the fray.

Fisto is outnumbered. But just then, Arsix arrives in the Jedi starfighter. Kit leaps aboard the fighter as it flies away.

Grievous returns to his lair, and informs Dooku that the Jedi have been defeated. Dooku is not impressed; victory over the clones and young Jedi was expected. That Fisto escaped, though, is a failure.

Back on Coruscant, at the Jedi Temple, Fisto reports to Mace Windu and Yoda, informing them of Nahdar's fate. Yoda cautions that in this war, the Jedi risk losing their ideals and their identity.

Trivia & Details

  • According to the script, the captured lightsaber that Kit Fisto examines within the lair once belonged to Jedi Master Neebo; she went missing while defending refuges on the moons of Sanjin.

  • As an indicator of his youth, Vebb has only a single barble on his chin, as opposed to the numerous ones Admiral Ackbar has.

  • Vebb is shown using the Force when simpler solutions exists; first with parting the fog bank, and also spinning Nute Gunray's chair.

  • The buzzing, sputtering noise that accompanies the MagnaGuards appears to at least partially emanate from the droids themselves, and not just their electrostaffs.

  • The holocams in Grievous' lair are the same model that Jabba the Hutt employs in his palace in Return of the Jedi.

  • Dave Acord's vocal performance as A-4D is patterned after the distinctive speaking style of actor/comedian/Hollywood Squares-fixture, the late Paul Lynde

Memorable Quotes

- "Have you ever killed a Jedi?"
- "No, never."
- "Me neither." -- Battle droids

"Those who have power should restrain themselves from using it." -- Kit Fisto

"We specialize in making entrances." -- Clone Commander Fil

"You expect victory over Jedi, but all you give me to fight them is battle droids! Bah!" -- General Grievous to Count Dooku

"Don't be upset with me, master. If you were a better fighter, we wouldn't be having this conversation." -- A-4D

"I have a bad feeling about this." -- Nahdar Vebb

"Master, the armor patches are getting cold, and contrary to your belief, I do have other things to do." -- A-4D

- "Sometimes I wonder why you submitted to the changes." - "Improvements! I submit to no one. I chose them! Now get on with it." -- A-4D and General Grievous

- "But in this war, strength prevails. The rules have changed."
- "Perhaps you are the one who has changed." -- Nahdar Vebb and Kit Fisto.

"I will rest when the Jedi are dead." -- General Grievous.

"I will kill you all! Do you hear me, Jedi? Do you hear me?" -- General Grievous

"You may have been a proud warrior once, but now you're just a pawn in Dooku's game!" -- Kit Fisto to General Grievous

"To answer power with power, the Jedi way this is not. In this war, a danger there is of losing who we are" -- Yoda.

Related Article Links

Key Databank Entries

General Grievous

Kit Fisto

Count Dooku

... and more to come!

Keywords: Episode Guide, Television

Filed under: The Clone Wars

Databank: Grievous, General
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