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"Our clone intelligence units have discovered the location of General Grievous. He's hiding in the Utapau system."
―Chancellor Palpatine, to Anakin Skywalker[src]

The Battle of Utapau, also known as the liberation of Utapau, acted as one of the last decisive large-scale battles of the Confederacy of Independent Systems against the Galactic Republic in the Clone Wars, and was fought between the Separatist Droid Army and Grand Army of the Republic. After intelligence reports suggested General Grievous had fled to Utapau following the Battle of Coruscant, Jedi General Obi-Wan Kenobi and the 212th Attack Battalion were dispatched to deal with Grievous. After landing on Utapau alone ahead of the main clone force, Kenobi was directed by Tion Medon to the tenth level, where Grievous and other Separatist leaders were hiding aboard a modified core ship. Kenobi, after waiting for the Separatist Councilors to leave, had the Republic forces move in and engaged Grievous in a fierce and lengthy duel, eventually shooting him to death. Not long after the general's death, Order 66 was issued to the clone troopers and Kenobi was forced to escape Utapau aboard Grievous' own starfighter.


The loss of Count Dooku[]

"It won't be long before the armies of the Republic track us here. I'm sending you to the Mustafar system, in the Outer Rim. It is a volcanic planet. You will be safe there."
"Safe? Chancellor Palpatine managed to escape your grip, General. Without Count Dooku, I have doubts about your ability to keep us safe."
―Grievous and Gunray exchange words following Dooku's death.[src]

The Separatist Council met with General Grievous on Utapau.

After three years of fighting, the Galactic Republic began to gain an advantage over the Confederacy of Independent Systems, with even their Head of State, Count Dooku, being killed in the Battle of Coruscant.[7]

Upon arrival to Utapau,[3] which the Separatists had subjugated sometime prior,[13] General Grievous, who succeeded Dooku as acting Head of State,[7] conversed with Dooku's Master Darth Sidious, who ordered Grievous to relocate the Separatist Council to the Mustafar system and that the war was drawing to a close. The Kaleesh expressed concern over Dooku's death but Sidious reassured him that he would soon have a new apprentice far younger and more powerful.[3]

The general soon addressed the council in a converted core ship, where he informed them that an attack by the Republic was expected, and was therefore moving them to the planet Mustafar, where he claimed that they would be safe. Though Nute Gunray with support from other council members began to doubt the abilities of their new leader to keep them safe when compared to the late Dooku. A brief moment of tension arose between Gunray and the general, but he nevertheless followed his orders to relocate the council, leaving just moments before Kenobi's arrival.[3]

The hunt for Grievous[]

"I'm being sent to hunt down General Grievous on Utapau."
―Obi-Wan Kenobi, to Ahsoka Tano[src]

Meanwhile, the Republic Clone Intelligence had managed to discover the location of Grievous, this led to the Jedi Council deciding to send Jedi Master Obi-Wan Kenobi to lead the battle after rejecting Chancellor Palpatine's recommendation of sending Jedi Knight Anakin Skywalker to Utapau. After saying farewell to Skywalker in what would be the last time they spoke as friends, Kenobi organized a fleet of Venator-class Star Destroyers carrying an army of clone troopers, led by Clone Commander Cody.[3]

En route to Utapau, Kenobi spoke via hologram to Skywalker's former Padawan Ahsoka Tano, who was leading forces in the Siege of Mandalore to capture the renegade Sith Lord Maul. Tano asked for information about Sidious, who Maul had mentioned, and Kenobi told her that Sidious was the Sith the Jedi believed to be behind everything. However, as Dooku was now dead, they could not gain any more information out of him. Tano asked Kenobi if he and Skywalker could help her or send more men, but he told her that was not possible due to his mission to Utapau, and Skywalker having been appointed to spy on the Supreme Chancellor. Kenobi asked Tano to speak with Skywalker regarding his concerns about the assignment, but the conversation ended when Clone Commander Rex reported an attack on Mandalore. Tano asked Kenobi to tell Skywalker something before they signed off.[14]

Obi-Wan Kenobi arrives at Pau City in an Eta-2 Actis-class interceptor.

Kenobi arrived on Utapau in his Eta-2 Actis-class interceptor under the pretense of refueling his ship. He was greeted by Tion Medon, the Port Administrator of Pau City, observed from a distance by one of Grievous' MagnaGuards. Medon discreetly revealed information that the Confederacy were occupying the city and were forced to accept their presence by being held as hostages so that they could use Pau City as a hiding place for the Separatist Council, Grievous and his army of battle droids. Kenobi sent the droid R4-G9 back to his fleet to inform the clones of the situation, but he stayed in city to engage Grievous. Kenobi commandeered a varactyl beast named Boga as a mount, and rode in secret to infiltrate the hangar of the modified core ship and went onto a platform overlooking the hangar where he witnessed the summit being held by the Separatist leadership.[3]

The battle[]

Engaging Grievous[]

"Back away! I will deal with this Jedi slime myself!"

Obi-Wan Kenobi faces General Grievous.

After the Separatist Council departed the hanger, Kenobi revealed himself by dropping from the catwalk above the hangar, and was immediately surrounded by battle droids and found himself confronted by four of Grievous' IG-100 MagnaGuards. Kenobi defeated them quickly, using the Force to dislodge a cargo module hanging from the ceiling and crushed three of them, casually decapitating the sole survivor. Grievous's droids were preparing to open fire on Kenobi, but were called off as Grievous decided to challenge Kenobi himself. Drawing four lightsabers at once, he then spun them rapidly in a buzzsaw motion and advanced on Kenobi. Kenobi slowly retreated before thrusting his lightsaber into the swirling energy blades, engaging Grievous in a spectacular, though brief, display of swordsmanship. Grievous remained unable to penetrate Kenobi's defense, so he ramped up his attacks even further. Kenobi was able to amputate two of Grievous' robotic arms, as Kenobi's blade, instead of intercepting Grievous's blade, sliced the cyborg's left lower wrist. Staring in surprise at his smoking stump, Grievous lunged in another attack. After another brief bout of fencing, another of Grievous' lightsabers, still clutched in his metal hand, bounced on the deck.[3]

Republic arrival[]

"Army or not, you must realize you are doomed!"

The Battle of Utapau begins.

At that moment, Republic forces led by Commander Cody arrived, with Star destroyers pounding fire on Separatist defensive positions and round after round of Clone Troopers repelling from gunships. While the Clone Troopers were held back by Crab droids and other droid forces, Grievous prepared to resume the duel, advancing on his opponent. However, Kenobi Force pushed the general, sending him flying up and crashing against the ceiling. Dropping his two remaining lightsabers as he plummeted to the hangar floor, an unarmed Grievous chose to flee. Grievous crawled to his wheel bike and mounted it, speeding out of the hangar and dropping to the lower levels of the city, crushing everything in his path as he raced towards the docking platform where his private ship waited. Kenobi pursued on his varactyl, Boga, but lost his lightsaber after the jarring impact on the way down, the lightsaber eventually landing at the feet of Commander Cody who later informed the Jedi Council members about Kenobi's current pursuit and battle with Grievous, to which Mace Windu then had Anakin deliver the news to Chancellor Palpatine. Mace Windu and the other council members secretly voice their suspicions regarding Palpatine's intentions, with Windu mentioning the possibility that they'll have to remove Palpatine from office should he refuse to give up his emergency powers after the defeat of Grievous, stressing that the council would need to take control of the Galactic Senate to ensure a peaceful transition for a new government. However Grand Master Yoda acknowledged they must take grave care since their current plan's taking them to a dark place[3]

Grievous mounting his wheelbike.

Kenobi pursued Grievous in a furious chase through the streets of Pau City as the battle raged around them. As Kenobi caught up to the General, Grievous thrust at Boga with an electrostaff he stashed in the wheel bike. Kenobi managed to grab hold of the shaft of the weapon and wrench it from the cyborg's hands. Kenobi then attempted to destroy the wheels on Grievous's vehicle with it before attacking the General himself with it. Grievous managed to regain hold of it, and pulled it back, and Kenobi along with it. As the two grappled for control of the wheel bike, Grievous pulled out a blaster and attempted to shoot Kenobi, though the Jedi evaded the shots. Unfortunately, Kenobi's movements overbalanced the wheel bike, causing it to flip as they arrived at Grievous' landing platform. While they were thrown off, the bike rolled off the platform and fell into the sink hole below.[3]

The two opponents recovered quickly, Kenobi brandishing the electro staff against the blaster-wielding Grievous. Disarming the General, Kenobi began unleashing a series of jabs against the cyborg's torso, knocking Grievous over. Grievous retaliated with a kick that threw Kenobi across the platform. As Kenobi regained his feet, Grievous closed the distance, engaging Kenobi in a melee. While Grievous' mechanical exoskeleton provided him with a clear advantage, Kenobi managed to pry apart the plates protecting Grievous's internal organs before being thrown to the ground. Kenobi counter-attacked by kicking Grievous's leg, but only injured himself against the hard, durasteel limb.[3]

The Battle of Utapau resulted in the death of General Grievous, the leader of the Separatist Alliance and one of the Republic's greatest enemies, at the hands of Obi-Wan Kenobi.

Grievous grabbed Kenobi by the collar and threw him across the platform, with Kenobi barely managing to grab onto the edge. Grievous retrieved the electrostaff and advanced on Kenobi to deliver the killing blow. Desperately hanging from the edge, Kenobi used the Force to summon Grievous' E-5 blaster to his hand. Blasting five well-placed shots through the gaps in the general's armorplast chestplates at the organs that he had exposed, Kenobi ignited the tissue, violently combusting the internal organs and painfully killing the Separatist leader. Grievous's death was later reported to the Jedi Council, with Mace Windu preparing to go to Palpatine's office to inform him of this development in the hopes that he lay down his emergency powers, until Anakin revealed Palpatine's stance as a Sith Lord.[3]

Continued fighting[]

"Now, let's get a move on. We've got a battle to win here."
―Obi-Wan Kenobi to CC-2224 "Cody"[src]

Clone troopers continued to fight the droids.

The droid army continued to engage the clone troopers across Pau City during the duel between the Jedi Master and the general as the droids tried to hold the advancing Grand Army at bay as the Republic established forward points. While Cody continued to commanded the clones safely from behind Republic lines, where he was able to catch Kenobi's falling lightsaber.[3]

After killing Grievous, Kenobi made his way back to the battle. The B1-series battle droid 2638 fired down close to the Jedi, but the droid was blasted by enemy fire as heavy fighting continued as the Republic had finally started to push the droids from the edge of the sinkhole deeper into the city. Kenobi arrived to Cody's position and had his lightsaber returned to him before charging up a cliff ledge.[3]

Order 66[]

"Commander Cody, the time has come. Execute Order 66."
"Yes, my Lord."
―Darth Sidious, to CC-2224 "Cody"[src]

Meanwhile on Coruscant, the 501st Legion led by Darth Vader, formerly Jedi Knight Anakin Skywalker, had began to march into the Jedi Temple. It was then that Cody received a message from Sidious, who was publicly Supreme Chancellor Sheev Palpatine, instructing him to execute Order 66 as part of a purge on the Jedi Order.[3]

Regardless of having been friends and serving under Kenobi, Cody's loyalty was erased by his bio-chip.[15] The order caused the Bio-chip to set off and brainwash him into turning against the Jedi.[16] Cody then ordered a nearby AT-TE to fire its main cannon at the Jedi, who was ascending the cliff heading up to the Separatist command headquarters on the tenth level. The tank fired a single bolt that almost hit Kenobi, who fell into the depths of the sinkhole below.[3]


"My clone troops turned on me. I need help."
―Kenobi to Senator Bail Organa[src]

The Separatist Droid Army were routed and Pau City[3] was occupied under Republic control, who began to round up and arrest the Utapaun resistance, including Port Administrator Tion Medon,[17] all before readying to leave the sinkhole world.[3] With the death of Grievous, the Separatist leadership fell, and the outcome of the battle spread throughout the galaxy. Even on the planet where the Clone Army was created, Kamino, the news about the end of the war had arrived.[18]

As the Grand Army proceeded to depart, however, Cody, all too aware of Jedi prowess, was not convinced of Kenobi's death. Probe droids were deployed to the sinkhole floor to find the Jedi Master's body and ascertain whether he was dead or alive. Kenobi then used stealth to make his way back up to Pau City, get to Grievous' starfighter and escape Utapau, becoming one of the few Jedi to escape the destruction of the Jedi Order. As he fled the Utapau system, Kenobi established contact with Senator of Alderaan Bail Organa, who had already rescued Grand Master Yoda from Kashyyyk, by reaching the Alderaanian diplomatic cruiser Tantive III.[3]

Meanwhile the Separatist Council, who were stationed on the planet before they were moved to a mining complex on Mustafar just prior to the battle on the orders of Darth Sidious, where they were demoralized by their recent defeats and only wished for peace. However they would meet their end by Darth Vader, thus ending the Clone Wars.[3]

Behind the scenes[]

The Battle of Utapau first appeared in the 2005 film Star Wars: Episode III Revenge of the Sith, the third installment of the Star Wars prequel trilogy.[3] The StarWars.com Encyclopedia entry for Tion Medon stated that two entire Republic brigades fought in the battle,[17] but General Grievous's later Databank entry instead stated a battalion of clone troopers were deployed.[9] This article assumes the databank, being the more recent source, is correct.

According to stunt coordinator Nick Gillard, six IG-100 MagnaGuards were originally intended to join Obi-Wan Kenobi and General Grievous during their duel to defend the latter. While Ewan McGregor trained for a week to get the choreography right, George Lucas rewrote the scene by having Kenobi crushing just four bodyguards with a piece of the ceiling as Lucas realized that the fight wasn't essential to the story, as well as the production running short of time.[19]


Non-canon appearances[]


Notes and references[]

  1. TCW mini logo.jpg Star Wars: The Clone Wars – "Shattered"
  2. Catalyst: A Rogue One Novel
  3. 3.00 3.01 3.02 3.03 3.04 3.05 3.06 3.07 3.08 3.09 3.10 3.11 3.12 3.13 3.14 3.15 3.16 3.17 3.18 3.19 3.20 3.21 3.22 3.23 3.24 3.25 3.26 3.27 3.28 3.29 3.30 3.31 3.32 3.33 3.34 3.35 3.36 3.37 3.38 3.39 3.40 3.41 3.42 3.43 3.44 3.45 3.46 3.47 3.48 3.49 3.50 3.51 3.52 3.53 3.54 3.55 3.56 3.57 3.58 3.59 3.60 3.61 3.62 3.63 3.64 3.65 3.66 Star Wars: Episode III Revenge of the Sith
  4. Kanan 1
  5. Star Wars Bad Batch.jpg Star Wars: The Bad Batch – "Aftermath"
  6. Star Wars: Galactic Atlas
  7. 7.0 7.1 7.2 Star Wars: On the Front Lines
  8. 8.0 8.1 Helmet Collection logo small.png Star Wars Helmet Collection 45 (Helmets: Clone Commander Odd Ball; Weapons & Uniforms: Odd Ball's Pilots in Action; Highlights of the Saga: The Battle of Teth)
  9. 9.0 9.1 StarWars-DatabankII.png General Grievous in the Databank (backup link)
  10. Helmet Collection logo small.png Star Wars Helmet Collection 41 (Databank: Odd Ball)
  11. Star Wars Journeys: Beginnings
  12. StarWars-DatabankII.png General Grievous' TSMEU-6 Wheel Bike in the Databank (backup link)
  13. TCW mini logo.jpg Star Wars: The Clone Wars – "The Phantom Apprentice"
  14. StarWars-DatabankII.png Clone Commander Cody in the Databank (backup link)
  15. TCW mini logo.jpg Star Wars: The Clone Wars – "Orders"
  16. 17.0 17.1 StarWars.com Encyclopedia Tion Medon in the Encyclopedia (content now obsolete; (backup link)
  17. Star Wars: The Bad Batch - "Aftermath"
  18. Hibberd, James: George Lucas cut the best Star Wars lightsaber fight out of the prequels (2019-12-11). ew.com. Entertainment Weekly. Archived from the original.

Clone Wars
(22 BBY19 BBY)
Galactic timeline

Previous: Separatist Crisis

Concurrent: Nikardun conquests · Balith civil war · War on Quarzite · Mandalorian civil war · Campaign against the Shadow Collective

Next: Early rebellion against the Galactic Empire · Great Jedi Purge · Ryloth insurgency

Battles of the Clone Wars
22 BBY Geonosis (I) · Geonosis (II) · Hissrich · Antar 4 · Republic transport · Muunilinst · Quarmendy · Krystar · Separatist weapons depot · Caliban · Hisseen · Christophsis (I) · Teth · Jabba's Palace · Ziro's Palace · Ryloth · Rugosa · Malevolence Campaign (Phu system · Abregado · Ryndellia system · Kaliida Nebula (I) · Kaliida Nebula (II)) · Corvair · Kudo III · Mimban · Rishi Moon · Skytop Station campaign (Falleen · Bothawui · Outer corridor · Skytop Station) · Rodia
21 BBY Tranquility · Vassek 3 · Vanqor (I) · Florrum (I) · Quell · Maridun · Orto Plutonia · Naboo (I) · Felucia (I) · Devaron (I) · Felucia Medical Station HCTFF2 · Malastare · Cato Neimoidia (I) · Murkhana · Dorin · Geonosis (III) · Dantooine · Merj · Vallt · Grange · Saleucami system · Saleucami (I) · Republic cruiser · Coronet · Coruscant (I) · Kamino · Pantora
20 BBY Sullust · Devaron (II) · Toydaria · Capture of Even Piell · Lola Sayu · Felucia (II) · Mon Cala · Naboo (II) · Patitite Pattuna · Rescue of Adi Gallia · Umbara · Kiros · Kadavo · Theed · Onderon · Florrum (II) · Unidentified planet · Aut-O's flagship
19 BBY
(Outer Rim Sieges)
Cato Neimoidia (II) · Ringo Vinda · Batuu · Mokivj · Scipio · Utapau (I) · Mahranee · Raxus Secundus · Haruun Kal · Vizsla Keep 09 · Rescue of Quinlan Vos · Separatist storage base · Vanqor (II) · Christophsis (II) · Jedi Temple · Anaxes · Skako Minor · Kardoa · Mygeeto (I) (Mygeeto (II) · Mygeeto (III)) · Lokori · Geonosis (IV) · Sentinel Flare · Space · Yerbana · Separatist dreadnought · Coruscant (III) · Unidentified sector · Cato Neimoidia (III) · Kashyyyk · Bracca · Utapau (II) · Felucia (III) · Unidentified battle · Castell · Saleucami (II) · Slag's Pit · Kaller · Mustafar
Other Aargonar · Abafar · Agamar · Arkax Station · Bray · Carida · Clabron · Confederate people · Coruscant (II) · Crombach Nebula · Cularin · Horain · Khorm · Kromus · Ledeve Jedi Temple · Mrinzebon · Nal Kapok · Obi-Wan Kenobi's fleet · Oktaro · Quellor sector · Quermia · Ridlay · Ruusan system · Sedratis · Skako · Unidentified planet
Related topics and articles
Galactic Republic · Jedi Order · Sith · Confederacy of Independent Systems

Galactic Empire · Alderaan · Confederate–Republic peace initiative
Sundari (II) · Carida · Toydaria