"Our actions define our legacy."

"Carnage of Krell" is the tenth episode of the Star Wars: The Clone Wars television series' fourth season. This episode is the conclusion to a four-part storyline that focuses on a jedi general the clones express concern about while on a mission on planet Umbara, which began with the last three episodes: "Darkness on Umbara," "The General," and "Plan of Dissent." It officially aired on November 18, 2011.

Official description[]

"With two of his men facing execution for disobeying orders, Captain Rex must confront his overly aggressive commander, General Krell. Risking charges of mutiny, Rex must make a dark choice as the true face of the enemy emerges."[1]

Plot summary[]

"As long as Krell's alive, he's a threat to every one of us."
―Clone trooper Tup[4]
Episode 10
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....

Captain Rex meets Krell in his command tower and asks him to reconsider Fives and Jesse's court martial, but Krell refuses to back down on the grounds that the two "traitors'" insubordination will inspire others to rebel against his command as well. Again demonstrating his high disregard for the troopers, Krell claims that they don't have any more time to waste, and orders Rex to organize an immediate execution.

Rex descends to the brig to retrieve Fives and Jesse, and informs them of their impending fate; an announcement they do not take lightly. Rex feels helpless to resist, though he assures the prisoners that he will not let Krell's injustice go unpunished. In apparent acceptance, Fives tells Rex that they knew that they would be punished for their actions; an admission which Jesse does not appreciate.

Fives and Jesse are escorted out and placed in front of a firing squad led by Dogma, who is the only one who shows no discomfort with the idea of executing fellow clones. As the men take aim, Fives suddenly appeals to his brothers, telling them that they are not unthinking droids but sentient and intelligent beings. Fives argues that the clones are men, who not only follow orders and serve loyally, but who also must be trusted to make their own decisions when their orders are clearly wrong. Disregarding Fives' appeal, Dogma orders the execution squad to fire, but the clones intentionally miss. Despite Dogma's energetic appeals to carry out the order, he finds no support among the firing squad or with Rex, who merely replies, "Good luck finding anyone to do it" and orders Fives and Jesse to be released.

After the failed execution, General Krell orders Rex and Dogma to the tower, addressing the former as making a big mistake by crossing him. Before Rex and Krell can come to blows over the matter, the tower receives a transmission from a clone scout, informing them that the Umbarans are preparing another offensive, possibly with the aid of clone armor and weapons captured from a platoon. Krell decides on a pre-emptive strike. The troops move out, but are ambushed by what they believe to be the enemy in disguise.

Rex ventures across the enemy lines, investigating the corpse of one of the supposedly "disguised" Umbarans; but to his unutterable horror, the soldier turns out to be a clone trooper from the 212th Attack Battalion. Realizing they have been deceived, Rex breaks into a run across the battlefield, frantically ordering his men to remove their helmets and reveal their true identity to their misled comrades. The fighting grinds to a halt, but both sides have already taken heavy casualties, among them the 212th platoon leader, Waxer. Waxer informs Rex that General Krell had given the same orders to his men as he did to Rex, claiming that the enemy was wearing clone armor, before he dies from his wounds.

Shaken and stunned, the troopers of the 501st Legion and the 212th rally under Rex. Despite the potentially treasonous nature of the act, Rex orders the volunteers to apprehend and arrest Krell for treachery against the Republic. They return to the airbase, release Jesse and Fives, and confront Krell in the command tower. Unperturbed, Krell flippantly admits to ordering the clones against each other before he attacks, cutting down several of the clones in an intense close-quarters fight before he smashes through the tower windows and flees towards the jungle.

As Rex's men begin to give pursuit, Dogma, who has deserted the group beforehand, intercepts them, holding them at gunpoint and denouncing them as traitors. In a tense standoff, Rex argues that despite their engineering, the clones are not droids, and that they must make their own decisions. After a final warning from Tup, Dogma is arrested, and Rex continues leading his men in pursuit of General Krell.

While the clones search the jungles, Krell ambushes his pursuers. Tup is thrown aside during the carnage and lands near a native vixus. He has Rex lure the traitorous Jedi to the carnivorous plant, resulting in Krell being shaken down by the monster and stunned by Tup. In the brig, Krell admits to Rex's questioning that, having foreseen the rise of a new order in the galaxy and seeking to gain from it, he has abandoned his Jedi principles in favor of a self-serving ideology. He also reveals his intention of sabotaging the Republic war effort by giving away vital information to the Umbarans, with the ultimate aim of being recognized by Count Dooku and becoming his new apprentice. Dogma turns against Krell and denounces him as a traitor, but an unrepentant Krell responds that he merely took advantage of his blind loyalty.

After leaving the prison, Rex and his squad are informed by Appo that Krell has sabotaged the airbase's communications and had been feeding them misinformation: Obi-Wan Kenobi's men have long since captured the capital, but the surviving Umbarans are now on their way to attack the airbase. Fearing they might not be able to hold the airbase, thereby allowing Krell to escape and use his knowledge of the Republic against them, Rex and his men decide that the renegade Jedi is too dangerous to be left alive. Returning to the prison, Fives releases Dogma, and Rex prepares to execute Krell. Krell taunts the captain, confidently asserting that Rex is unable to actually fire the killing shot. Rex hesitates, and is mocked by Krell. However, the Besalisk is cut off mid sentence by a is shot in the back by Dogma, using a pistol slipped from Fives' holster. Dogma then affirms his actions, angered that he was fooled into killing his brothers.

As the clones regroup at the airbase, Fives informs Rex that Obi-Wan's men have routed the remaining Umbarans and secured all sectors, marking the end of the invasion. Dogma is taken into custody, receiving a nod of affirmation from Rex for his act. As Fives and Rex watch the wounded being cared for, Rex questions the reasons for the war. Fives attempts to reassure Rex by stating that the war will end one day, to which Rex responds by questioning what will happen to the clones when it does end.


First mentioned in the "Launch Pad" article of Star Wars Insider 129, the episode was erroneously introduced as "Carnage of Krall." An update to the StarWars.com "Events" section clarified that the episode's correct name was "Carnage of Krell."[5]

Fives' kama is missing twice: first when he starts to stand up as Rex releases him and Jesse from the brig, and then later when Rex begins to question the imprisoned Krell.

After the troopers attempt to arrest Krell he jumps out of the window with his blue lightsaber in his right hand, but when he lands the green lightsaber is in his right instead. When Tup fires at Krell, he fires two shots, but Krell deflects three from Tup's direction.

When Rex and his men march to the tower, Rex is in the center of the group where Anakin would be. As the clones prepare to arrest Krell, he says "it's treason, then" and begins his rampage. These scenes echo the scenes in Revenge of the Sith when the clones march on the Jedi Temple and when Mace Windu attempts to arrest Supreme Chancellor Palpatine who was revealed to be the Sith Lord Darth Sidious.

Chris Glenn developed a complete Umbara alphabet for this episode.

The episode's Director's Cut was included in the Star Wars: The Clone Wars The Complete Season Four DVD.


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