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"For the Empire."
"For Dathomir."
―Mitth'raw'nuruodo and Morgan Elsbeth[4]

Morgan Elsbeth was a Force-sensitive human female Nightsister, starship designer, and industrialist who was instrumental in the construction of the Imperial Navy during the reign of the Galactic Empire and a dedicated follower of Grand Admiral Mitth'raw'nuruodo, core name "Thrawn". After the fall of the Empire, Morgan sought to return Thrawn to the galaxy, and led an army along with the aid of Imperial sympathizers to achieve this.

By the era of the New Republic, she led a ruthless regime and served as magistrate of Calodan on the planet Corvus. Elsbeth was in possession of a spear made of pure beskar, and offered it as payment to the Mandalorian bounty hunter Din Djarin for him to kill the former Jedi Ahsoka Tano. At that time, her forces wore stylized versions of a chimaera, the personal symbol of her patron, Grand Admiral Mitth'raw'nuruodo, and the emblem of the 7th Fleet. However, Tano and Djarin banded together and ended up defeating Elsbeth and her forces.

Upon besting the magistrate in combat, Tano demanded Elsbeth to reveal the location of her master, Thrawn. Elsbeth was then deposed and arrested for acting as an Imperial sympathizer. Tano eventually forced Elsbeth to reveal the location of a star map that showed the way to Thrawn. Eventually, Baylan Skoll, a former Jedi turned mercenary with his apprentice Shin Hati freed her from imprisonment, where she led her forces in the known galaxy and resumed her efforts to reach her master.

Upon retrieving the star map from Tano's apprentice, Sabine Wren, she rallied her forces on the planet Seatos and prepared for her journey. Despite Tano and the New Republic's efforts, she retrieved the last hyperdrive core from Corellia to complete the Eye of Sion with the ability to travel to extragalactic locations, specifically in the far galaxy where Thrawn was exiled. Tano and Wren attempted to prevent Elsbeth's departure, but she succeeded in completing the hyperspace jump, taking the latter as a prisoner.

Upon arriving in orbit of the planet Peridea, the homeworld of her people, she made contact with the Great Mothers Klothow, Aktropaw, and Lakesis who allied with Thrawn. Reuniting with the Grand Admiral, Morgan coordinated the efforts to kill Jedi Ezra Bridger, also stranded with Thrawn. With the Great Mother's cargo transferred, she was rewarded for her efforts with the Gift of Shadow and received the Blade of Talzin. However, despite bombardments and reanimating dead troopers, the Jedi persisted in their attempt to prevent Thrawn and Elsbeth's escape. Morgan, at Thrawn's request, agreed to stay behind to slow the Jedi down. With her new weapon, she engaged Tano in a rematch. She managed to destroy one of her lightsabers but was eventually slain by her. However, she still allowed Thrawn and the Great Mothers to escape Peridea, leaving Tano and Wren stranded.


Early life[]

Massacre of the Nightsisters[]

"Morgan Elsbeth. During the Clone Wars, her people were massacred. She survived, and let her anger fuel an industry which helped build the Imperial Starfleet. She plundered worlds, destroying them in the process."
―Ahsoka Tano, to Din Djarin[5]

Elsbeth witnesses the destruction of the Nightsister lands.

Morgan Elsbeth was a human[2] member of the Nightsisters,[1] a coven of witches native to the[8] Outer Rim Territories[9] planet Dathomir.[8] In 20 BBY,[10] during the Clone Wars between the Galactic Republic and the Confederacy of Independent Systems, General of the Separatist Droid Army Grievous massacred the Nightsisters in retaliation for the machinations of Nightsister Mother Talzin against Separatist leader Count Dooku.[11] During the battle, Elsbeth and her group of Nightsisters led by Elsbeth's mother Selena were ambushed by B1 and B2-series super battle droids as well as Grievous himself, who engaged Selena in a duel and killed her. Elsbeth barely managed to escape the battle after destroying a BX-series droid commando pursuing her, but fell unconscious soon after.[6]

After Grievous' forces left the Nightsister territories, a group of Mountain Clan people wandered into the villages and discovered Elsbeth, carrying her to their village to recover. After she recovered, their Matron showed her the burned down remnants of the Nightsister lands and informed her of what had transpired there. Devastated, Elsbeth mourned the loss of her sisters, believing herself to be the last of her kind;[6] unbeknownst to her, fellow sister Merrin of Mother Talzin's clan had also survived and was hiding on Dathomir herself.[8] The genocide she witnessed embittered Elsbeth and she vowed to protect the Mountain Clan from a similar fate.[6]

Fighting for the Mountain Clan[]

"It appears your path is set, Morgan Elsbeth. I pity you, for I can see what is to come."
―The Mountain Clan Matron, to Morgan Elsbeth[6]

An HMP gunship descends upon Elsbeth and the Mountain Clan people.

Soon after her arrival and settlement to the Mountain Clan, Elsbeth was invited to a hunt with Mountain sister Nali. During their trip, Elsbeth questioned Nali on their defensive capabilities, as their Clan was unarmed and lacked warriors like the Nightsisters' did. Nali was scared of the possibility that the droids would come back for them and in turn questioned her mother, the Matron after returning from the hunt. Although the Matron was successful in calming her down and persuading her to trust their way of life, Elsbeth had already convinced two other Mountain Clan people to join her in retrieving a cache of Nightsister weapons for protection in case of an attack. Nali reluctantly followed them to a hidden Nightsister hideout, but the group was spotted by a Ringneck recon droid patrolling the area.[6]

The separatist forces still present on the planet quickly dispatched an HMP droid gunship carrying a unit of B2 battle droids to the location to deal with the now armed group. Lacking combat experience the youth were quickly dispatched, and Nali was fatally shot by a B2 droid while the hideout was destroyed by the gunship. Despite Elsbeth destroying many droids the group was cornered, when the Matron appeared from a portal and destroyed both the gunship and the B2 droids in a blast of energy. She was, however too late, as Nali succumbed to her wound and died in her mother's hands. Realizing what had happened, the Matron told Elsbeth that she saw the Nightsister's intentions and the dark path they led to, and she and her Mountain Clan people left her alone in the forest.[6]

Imperial Era[]

Magistrate of Corvus[]

"You said the Empire would help to change things. We trusted you. Put our lives in your hands."
"When I found your village, you were nothing. Just one of a thousand backwater worlds rotting away. I built your fortifications. I gave you strength to control the local systems."
"And we let you run our lives. We worked for that success."
"You promised us wealth. We sacrificed for you."
―Wing, Morgan Elsbeth, and the villagers of Calodan[12]

Pellaeon took interest in Elsbeth's advanced starfighter designs.

Indeed Elsbeth had made up her mind to avenge her fallen sisters in blood, and embarked on a quest for power and revenge. During the reign of the Galactic Empire Elsbeth plundered worlds of their natural resources which she provided to the Empire to assist in building and strengthening the Imperial Navy. Sometime before 9 BBY,[13] Elsbeth visited[12] the forest planet[5] Corvus, at the time a poor, disheveled Outer Rim world, and managed to ascend to the position of magistrate[12] of the city of Calodan[5] by promising its people wealth and progress. She assisted them in constructing fortifications around the city and led the industrialization of the once agrarian world, constructing factories where the people worked day and night for the betterment of their planet-and Elsbeth's profit.[12]

Among others, Elsbeth drafted the designs of the TIE/d "Defender" Multi-Role Starfighter, which she brought to the Empire's attention in a presentation hosted on Coruscant. Despite the promising design, the Moff in charge, Isdain rejected the offer due to its cost and announced to Elsbeth that they would be taking over Corvus' resources and factories instead. After the presentation, Gilad Pellaeon approached Elsbeth and questioned her on the motives that led her to approach the Empire with the plans, to which she simply replied "for the glory of the Empire". After the meeting, Elsbeth returned to Corvus on board her starship and she announced the news to the people of Calodan, causing them to revolt, enraged by her failure to deliver what she had promised to them. Disappointed, Elsbeth told her HK-87 assassin droid that she no longer felt they were her people-or that they had ever truly been.[12]

Imperial favor[]

"Why do you seek Imperial favor?"
"Revenge. Years ago, my people were all but destroyed. Our culture, our beliefs, are fading into memory. Yes, I seek power to ensure my future, to destroy my enemies. My anger gives me strength, and it is that strength that I offer the Empire."
"Offer accepted."
―Admiral Thrawn and Morgan Elsbeth[12]

Elsbeth defeated Rukh in a mock fight staged by Pellaeon and Thrawn.

Later that night Elsbeth was suddenly attacked by an alien assailant who had infiltrated the city. Despite the attacker destroying her bodyguard droids, Elsbeth was able to defeat him after a short duel. As she was questioning him on his affiliation, Pellaeon appeared behind her and explained that the alien, Rukh, was the bodyguard of his superior officer and they were merely testing her combat skills. His superior, the Chiss Admiral Mitth'raw'nuruodo was also present in the city and congratulated her on her "victory" in the combat trial. He explained that he was interested in her starfighter design and that he considered Isdain's rejection shortsighted and ultimately part of a dangerous mindset that would destroy the Empire if allowed to persist. He then reiterated Pellaeon's question on Elsbeth's motives as he revealed that he knew she had lied to the Captain. Elsbeth finally admitted what she had known all along: her real motive was the power she knew the Empire would offer her and which would allow her to avenge her sisters and resurrect Dathomir. Approving, Thrawn welcomed her to his service and deployed a contingent of his 96th Task Force over Corvus as protection.[12]

Over time, Elsbeth would become known as one of Thrawn's most loyal and dedicated followers.[5] Thanks to her newly founded mentorship she became a powerful industrialist and starship-builder and operated several factories on the[14] planet[15] Corellia, including a shipyard that refurbished Imperial capital ship hyperdrives.[14] Meanwhile, the citizens of Calodan suffered under an increasingly oppressive regime that led many, including the alien Nadura, to leave the planet to escape the borderline slaving conditions of work.[16]

New Republic Era[]

Refusal of change[]

"You cannot stop what has begun. No one can. I've had a vision, and I will fulfill my destiny."
"I won't allow that to happen."
"Hmm. I hope you're prepared to back up that statement,"
"Please, there's no need for conflict."
"He's right, Magistrate. Your crimes are well-known. Step down willingly. Turn yourself in. Please. I can help you get a fair trial. Don't burn everything down around you."
"My world has been burning since I was a child. Why should this one be any different?"
―Morgan Elsbeth before having her army attack Nadura and Wing[16]

Elsbeth had her forces attack Nadura and her entourage.

After the fall of the Galactic Empire and the establishment of the New Republic Nadura, now an ambassador of the new government, returned to her homeworld accompanied by several New Republic soldiers to bring Elsbeth to trial for her crimes and have Corvus become a member of the new government. By then, Elsbeth's army had grown in strength including scout guards, in addition to the already existing HK-87 assassin droids of the Empire, and the magistrate was rarely leaving her palace, instead having her troopers torture any dissident villagers in shock cages outside her walls. Despite the grueling conditions Nadura was determined to bring change to Corvus and demanded a meeting with Elsbeth, begging her not to resort to a fight but instead follow her peacefully. Elsbeth was unrelenting, and coldly ordered her guards to slaughter Nadura's entourage, personally killing two of her guards with her spear. As Nadura ran through the village to her ship to send a distress signal to the New Republic, Elsbeth had her guards blow it up, killing the ambassador and the ship's crew. She then ordered her guards set the forests surrounding Calodan on fire, burning most of Corvus' forests in lieu of her previous statement.[16]

First encounter with Ahsoka Tano[]

"I've been expecting you."
"Then you know what I want."
"You will learn nothing from me."
―Morgan Elsbeth and Ahsoka Tano, upon first meeting[5]

Ahsoka Tano traveled to Calodan, where she had her first meeting with Elsbeth.

By 9 ABY,[17] Elsbeth headed a local regime,[18] and employed the ex-military mercenary Lang, to act as both her personal enforcer and the leader of her army.[19] During that year, ABY,[17] former Jedi Ahsoka Tano traveled to Corvus on a lead[20] to the whereabouts of Thrawn.[5] Tano had begun a search for Thrawn and Jedi Padawan Ezra Bridger after they were driven from the planet Lothal to an unknown location while aboard the Star Destroyer Chimaera, by Purrgil space whales whom were capable of jumping into hyperspace by natural means.[21] On her way to Calodan, Elsbeth sent out[5] a legion[22] of her army's scout guards.[5]

After Tano was able to defeat all of the Calodan guards, Elsbeth stood atop one of the city wall's sentry points and asked that Tano show herself, to which the Togruta obliged. The witch stated that she was expecting Tano, with the former Jedi replying that Elsbeth must then know what she sought. Elsbeth asked Tano how many lives the knowledge she possessed was worth, and stated that the people of the city would suffer because of Tano's intrusion. Elsbeth refused to provide Tano with the information she pleased and[5] called one of her HK-87 assassin droids to bring forward one of Calodan's citizens who she planned to use as a hostage against Tano. Before leaving, Tano explained that Elsbeth wouldn't be given the choice to decline and provided the witch with one day to decide whether to give her the location of Thrawn. Afterwards, Elsbeth requested her guards to cage her hostage.[5]

The bounty hunter[]

"A Jedi plagues me. I want you to kill her."
"That's a difficult task."
"One that you are well-suited for. The Jedi are the ancient enemy of Mandalore."
―Morgan Elsbeth and Din Djarin[5]

Morgan Elsbeth offered Din Djarin a beskar spear.

The next day, the Mandalorian bounty hunter Din Djarin arrived at Corvus in search of Tano, after fellow Mandalorian and ally of Tano's, Bo-Katan Kryze, had previously told him she was in Calodan. The Mandalorian approached Elsbeth's villa—after Lang interrogated him at the city's gate—where she offered Djarin a contract to kill Tano. After initial wariness on the offer, Elsbeth reminded Djarin that the Mandalorians and Jedi were ancient enemies, and offered him the reward of her beskar spear. Djarin inquired where she was located as he was actually searching for Tano so she could train his youngling Grogu as a Jedi, though this was unknown to Elsbeth. The magistrate gave the Mandalorian the coordinates in which she should be located. When Din located Tano, they teamed up with the goal to overthrow Elsbeth and obtain what each of them wanted, the pure beskar spear and the location of Thrawn.[5]

Tano's return with Din Djarin[]

"Tell me what I want to know. Where is your master?"
[To her forces] "Kill her."
―Ahsoka Tano and Morgan Elsbeth[5]

Elsbeth duels Ahsoka Tano.

As part of the ploy, Ahsoka returned to the town, with one of Djarin's pauldrons as proof of having seemingly killed him, and asked Elsbeth once again to reveal the whereabouts of her hidden master, Thrawn. The magistrate merely dispatched her enforcer and forces to deal with the Togruta, before instructing the guards to execute the tortured civilians and then do the same from door to door. After dealing with the thugs, Ahsoka dueled with Elsbeth herself, who brandished the beskar spear in combat. The magistrate disarmed the former Jedi of one of her lightsabers. However, Tano succeeded in outmatching Elsbeth, and asked her once more about the location of Thrawn.[5]

Meanwhile, Djarin convinced Lang to surrender his weapon, until the mercenary attempted to shoot the Mandalorian with his blaster pistol, which was unsuccessful and resulted in his death by Djarin. He eliminated Elsbeth's army and rescued the citizens that were being tortured, while Tano had defeated Elsbeth herself, ending her despotic rule over Calodan and liberating the citizens from her yoke. For the final time, with one of her lightsabers to Elsbeth's throat, Tano demanded the location of Grand Admiral Thrawn.[5] Elsbeth stated that Tano could find the map to Thrawn's location hidden in a Nightsister stronghold on the planet Arcana.[1] Afterwards, the citizen, Wing, received Elsbeth's cape and became the Governor of Calodan while the citizens celebrated their new ruler and their newfound freedom. Djarin took Elsbeth's spear, which he added to his arsenal.[5]

Imprisonment and rescue[]

"Baylan, you are true to your word."
"And well paid for it, Lady Morgan."
―Morgan Elsbeth and Baylan Skoll upon Elsbeth's rescue[1]

Elsbeth was arrested by the New Republic for acting as an Imperial sympathizer.[23] Sometime later, Morgan Elsbeth was imprisoned in a cell on the New Republic transport Vesper while en-route to the New Republic for trial. However, the ship was attacked by Elsbeth's hired mercenaries Baylan Skoll and Shin Hati, who made their way to Elsbeth's cell. Skoll used the Force to remove the witch's stuncuffs, and Elsbeth explained to Skoll that Ahsoka Tano had knowledge of Thrawn. Meanwhile, Tano had retrieved the map to Thrawn from Arcana, but was ambushed by some of Elsbeth's HK-87 assassin droids.[1]

Pathway to Peridea[]

Arrival at Arcana[]

"What was this place?"
"An ancient temple built by my ancestors. The Nightsisters of Dathomir."
"You're a witch?"
"A survivor."
―Shin Hati and Morgan Elsbeth, on the Arcana Nightsister stronghold[1]
Elsbeth in Arcana

Morgan Elsbeth standing in the Arcana Nightsister stronghold

Arriving on Arcana, Elsbeth, Hati, Skoll, and another mercenary, former Inquisitor Marrok, travelled to the stronghold. Elsbeth watched the destruction Tano had caused, and after Hati questioned what the stronghold was, she established that it was built by her Nightsister ancestors. Hati then disjunctively questioned if Morgan was a witch, to which the Nightsister explained that she was a survivor. Shortly afterwards, Skoll and Marrok returned to Elsbeth, establishing that either Tano had the map, or that it was destroyed. Elsbeth stated that the former Jedi must have retrieved it. She had Hati dispatched to Lothal to track down Tano's former apprentice Sabine Wren, before she began walking in the direction of the destroyed stronghold.[1]

Retrieval of the map and accessing it on Seatos[]

Elsbeth accessing maptoThrawn

Morgan Elsbeth accessing the map to Thrawn on Seatos

Hati successfully retrieved the map from Wren, and Elsbeth's forces travelled to the planet Seatos. Baylan discovered a reflex point on the planet, which the witch stated was built by an ancient people from a distant galaxy. Offering Hati and Skoll the opportunity to see the map, she activated it through the magick,[24] an aspect of the Force[25] used by the witch clans of Dathomir.[26]

Skoll noted that the map led them on the pathway to the extragalactic location Peridea, which he had only heard of in stories from the Jedi Order as a youngling.[24] During a period which Elsbeth considered "before time was counted," the Dathomirians established a witch kingdom on their former home planet Peridea.[7] Elsbeth confirmed that the Jedi stories contained some truths. Skoll stated that he felt the path forward to be clouded, however Elsbeth stated that she felt Thrawn calling to her across time and space.[24] In actuality, this had been three Nightsister Great MothersAktropaw, Lakesis, and Klothow[7]—whom allied with Thrawn after he awoke them during his exile on Peridea.[4] Elsbeth then deactivated the map and commanded Skoll and Hati to ensure that everything was ready for the arrival of the Eye of Sion, a massive hyperspace transport ring constructed under the command of Elsbeth with the intent to travel to Peridea,[24] and Elsbeth had all communications in Seatos' Denab system jammed.[14]

Preparing the Eye of Sion[]

"Installation of the final hyperdrive has begun. Soon the Eye of Sion will be complete and we shall deliver Grand Admiral Thrawn from his exile in the far galaxy."
―Morgan Elsbeth in her report to her three mercenaries[24]
Eye of Sion

The Eye of Sion, undergoing the installation of its final hyperdrive

On the planet Corellia, Elsbeth's shipyards had been refurbishing Super Star Destroyer hyperdrive cores for use in the Eye of Sion. However, Tano and the New Republic, with resistance from Elsbeth's mercenaries and the shipyard's Regional Supervisor Myn Weaver, exposed and shut down Elsbeth's operations on the planet.[24]

While stationed in the command bridge of the Eye of Sion, Elsbeth reported to her three mercenaries through holocomm that the ring's final hyperdrive had begun installation. She then questioned as to if the appearance of Ahsoka Tano on Corellia troubled Skoll, to which he confirmed. Hati responded that there way no possible way of Tano tracking them down, as they had made a clean escape. After having been asked by Elsbeth what he foresaw, Skoll stated that Tano's presence in the Force had become elusive while her determination had stayed vivid, believing that Tano was coming to stop them. Morgan explained to Skoll that nothing could prevent their journey, and Skoll responded that he would have to kill one of the last remaining Jedi, before the holocomms turned off.[24]

Not long afterwards, Tano, Wren, and the Jedi architect droid Huyang entered Seatos' Denab system in the T-6 One-Nine-Seven-Four shuttle, with the intent to discover what Elsbeth had been hiding above the planet.[14] Tracking Transport CT-O5, one of Elsbeth's transports from her Corellian shipyards,[24] one of Huyang's scans determined that the Denab system also housed a much larger vehicle. As the three neared Seatos, they were attacked by several starfighters of Elsbeth's naval forces, headed by Shin Hati and Marrok. After dealing with several ships, the three were finally made aware of the Eye of Sion's existence as the flew towards it.[14]


Elsbeth's mercenary Marrok, who was ordered by the witch to attack Ahsoka Tano's shuttle

As the group continued their approach, Hati warned Elsbeth of the approaching threat through comms. From the Eye of Sion's bridge, Elsbeth sarcastically remarked that she was surprised Hati allowed Tano to get that far.[14] The witch[1] ordered Hati to stay clear, and commanded a nearby a Star navigator droid prepare the ring's turbolasers. While Elsbeth ordered her droids to open fire, Huyang had begun a scan of the Eye of Sion. The architect droid was able to complete his scan, while Tano dodged the turbolaser fire. However, their T-6 shuttle was successfully hit, and Elsbeth received report that the shuttle was off the hyperspace ring's scope.[14]

Hati sarcastically congratulated Elsbeth for her near-success in killing the group, establishing that she still had eyes on their shuttle. After some short ship repairs, Tano, Wren, and Huyang entered Seatos' atmosphere and landed in the planet's forests. Shortly afterward, Baylan Skoll, who was stationed next to the mapping mechanism, ordered Elsbeth's HK-87 droids to search for the three.[14]

Launch into the unknown[]

Elsbeth-Skoll OnSeatos

Morgan Elsbeth and Baylan Skoll on Seatos

One of Elsbeth's HK droids eventually found Tano's crew nearby their ship and notified Shin and Marrok of Tano and her crew's location. Now on Seatos and standing next to Skoll, Elsbeth received conformation from the two mercinaries, with Skoll ordering Shin and Marrok to engage the Jedi. After Skoll made a comment about the group best getting on their way soon, Elsbeth noted to Skoll that she heard a note of fear in his voice, with Baylan responding that it was experience but not fear.[27]

Elsbeth explained to Skoll that after they had established a guideline using the map, they would be able to calculate the hyperspace coordinates to Thrawn's location. Skoll stated that if Elsbeth's calculations were off by even a minuscule amount, the Eye of Sion could get lost to the void of space. Elsbeth responded to Skoll, telling him to have faith, to which Skoll countered by remarking that he had lost his faith a long time ago. Elsbeth activated the map, with hyperspace coordinates beginning calculation, and boarded the Eye of Sion.[27]

Elsbeth duringEyeofSioncalculation

Elsbeth on the Eye of Sion, waiting for the completion of the hyperspace calculations to Peridea

Meanwhile, Shin and Marrok engaged Tano and Wren. With Shin escaping, however Marrok burst into green dust after having been slain by Tano. When Tano arrived to the mapping mechanism, she removed the map from the mechanism, with the map burning her hand causing her to throw it into nearby foliage. Skoll dealt with Tano, however Wren showed up shortly afterwards and threatened to destroy the map. Baylan was able to convince Wren to come with them, and placed the map back into the mechanism, finishing the calculation.[27]

Morgan ordered her crew to board the Eye of Sion, joining her on the bridge alongside a now handcuffed Sabine Wren. The witch ordered the hyperspace ring to begin its jump at lightspeed. The craft was then caught up with by New Republic general Hera Syndulla and the Adelphi Squadron, but not before the ship successfully completed its jump, creating a powerful energy wake which destroyed several Republic craft.[27]

Servant of the Grand Admiral[]

Arrival at Peridea[]

"Welcome child of Dathomir. You do our ancestors credit."
"Thank you, Great Mother."
―Klothow and Morgan Elsbeth[7]

Aboard the Eye of Sion, Skoll arrived in the bridge after a brief conversation with Wren, who had become imprisoned in one of the ring's prison cells. He remarked that Wren had become impatient, prompting Elsbeth to question whether Skoll intended to keep her promise to Wren. Baylan explained that the prisoner could still be of some use to them, citing her focus to find Ezra, who had been stranded alongside Thrawn. Shortly afterwards, the Eye of Sion arrived at Peridea in a different galaxy than their own, and exited hyperspace. Elsbeth explained that the planet had once been the Dathomiri's homeworld and that her ancestors had been the first to tame the purrgil when they inhabited Peridea, with Skoll again relating it to stories from the Jedi Archives.[7]

Traveling to Peridea's surface and arriving at the top of a Dathomiri fortress, Elsbeth, Skoll, and Hati with a captured Wren arrived at a henge similar to that found on Seatos. There, they were greeted by the Great Mothers. The three witches praised Elsbeth by stating she did their ancestors credit, with Elsbeth confirming that the Nightsisters' visions guided her across the stars to Peridea. Elsbeth questioned where Thrawn was, and the Great Mothers responded that he would be arriving soon. Elsbeth had Wren imprisoned in the fortress' dungeon and visited the fortresses' catacombs for some time.[7]

A frightening reality[]


Mitth'raw'nuruodo, also known by his core name Thrawn, was finally reunited with his devout follower Morgan Elsbeth on Peridea.

From atop the fortress, Elsbeth watched as the Chimaera neared and Thrawn descended from the ship, flanked by Captain Enoch of his assembled Night Trooper legion. Thrawn congratulated his apprentice, exclaiming that soon the Great Mothers and his forces would soon all escape their exile thanks to her efforts. Morgan proclaimed that she would always be the admiral's servant.[7]

Thrawn formally introduced Elsbeth to Enoch and established that Enoch would begin a cargo transfer onto Thrawn's ship as part of his agreement with the three witches. Elsbeth remarked that she had seen the catacombs, predicting that the transfer would take at least three rotations. After Great Mother Klothow established that Morgan had brought a prisoner, and Thrawn questioning why the witches had not foreseen it, Baylan interjected his belief that Wren could be of some use. Elsbeth followed by introducing Thrawn to Skoll and Hati.[7]

Inside the fortress, Elsbeth watched as Wren and Thrawn made their first face-to-face meeting, with Thrawn providing Wren with the option to go free. As Wren rode off atop a native howler, Elsbeth and the others watched, with Thrawn still offering Baylan to tail her at his own pace. Back inside, Elsbeth and Thrawn looked at a map of their galaxy. Enoch arrived shortly afterwards and notified Thrawn that mercenaries had begun to go after Sabine. Thrawn ordered Enoch to prepare two attack squads to assist Baylan at his signal. Questioning as to why Thrawn hadn't sent more troops to assist Baylan, Thrawn explained to Morgan that his forces had dwindled during his exile. He continued to push the concept that their only goal was to return to their galaxy, to the expense of Morgan's mercenaries, Wren, and Bridger.[7]

Sacrifice and death[]

"Do you pledge yourself to the sisterhood, to the majiks, [sic] to the old ways?"
"I do."
"Do you abandon your old life for this new one?"
"I do."
"Your loyalty, your life?"
"My loyalty, my life."
―Morgan Elsbeth confers with the Great Mothers[4]

Morgan Elsbeth is slain by Ahsoka Tano

Whereas Thrawn prepared his escape from Peridea with Enoch and the Great Mothers, Elsbeth volunteered to stay and hold off Tano, Bridger and Wren with a group of Night Troopers. The Great Mothers gave her the Blade of Talzin. While her troops fought Wren and Bridger, Elsbeth personally fought Tano for her revenge but was finally killed by her. However, her allies succeeded in escaping with the Chimaera from Peridea.[4]


"Morgan is dead."
"She has done what was required."
―The Great Mothers and Thrawn[4]

Though Elsbeth was defeated by Tano's hand, Thrawn and the Great Mothers succeeded in escaping Peridea thanks to her distraction. The Great Mothers were able to sense Morgan's defeat the moment it happened, and informed Thrawn, who responded that Elsbeth had done what was required. Additionally, Tano was held back by Morgan for long enough to prevent her from escaping with Thrawn, leaving her and Wren stranded away from the known galaxy, and away from Thrawn and the Witches. Elsbeth's hopes to support Dathomir were fulfilled when Thrawn delivered the Great Mothers to Dathomir with their caskets in order to revive the Dathomiri people.[4]

Personality and traits[]

"How many lives is the knowledge I possess worth to you? One? Ten? How about a hundred? The lives of these citizens mean nothing to me. Now because of you, these people will suffer."
"They already suffer under your rule."
―Morgan Elsbeth and Ahsoka Tano[5]

Elsbeth was vindictive and merciless.

Morgan Elsbeth had brownish-grey hair, green eyes, and tan skin.[24] She stood 1.65 meters, or 5 feet and 5 inches in height, and bore black face tattoos[2] She did not believe in luck, but instead in fate.[24] The witch was a vindictive and ruthless individual, a personality molded by the pain of losing her own people during Grievous's massacre of the Nightsisters. Her vengeance and anger led her to a life dedicated to the conquest of numerous worlds, for the benefit of the Imperial Navy as well as her own profit.[5] She was deeply scarred by her experiences, later correcting Shin Hati that she was not a witch but a 'survivor'. Often standing with her hands clasped behind her back, Morgan typically carried herself with an air of grace and calmness.[1]

The embittered magistrate was willing to sacrifice innocent civilians, resorting to torturing them and using them as leverage against her enemies, openly admitting that their lives meant nothing to her, which she did at Calodan. Elsbeth was also an opportunist, quickly reaching the conclusion that due to Din Djarin's profession as a Mandalorian bounty hunter, she could employ him to get rid of the former Jedi Ahsoka Tano. Elsbeth also seemed to hold genuine allegiance to her concealed master, Thrawn, being very protective of her knowledge of the Grand Admiral's whereabouts.[5] When Morgan reunited with the Chiss Admiral on Peridea, she proclaimed herself to be forever his loyal servant.[7]

Elsbeth was a determined and focused individual, who become an Imperial sympathizer that wished for the return of Thrawn to the galaxy. To that end, she hired the former Jedi turned mercenary, Baylan Skoll and his apprentice, Shin Hati alongside Marrok, a former Inquisitor, to aid her in her search. She acted as the coordinator of her team as they scoured the Galaxy for the map. On Arcana she expressed pride for her ancestors. She had used her resources to build a giant hyperspace ring capable of traveling the vast distances between the two galaxies and acted as its controller. When Skoll seemed hesitant at the thoughts of killing Tano, Morgan reprimanded him and asked if it was sentimentality. She later proved to be overconfident when dealing with the Jedi's ship, only managing to temporarily disable it rather than destroy it. When a squadron of New Republic fighters including the Ghost arrived to deal with the Eye, Morgan ignored them, instead allowing her ship to jump to lightspeed, causing a giant surge of power that destroyed two of the X-Wings and left a rip in subspace visible in the Denab system.[27]


Morgan Elsbeth stays behind on Peridea to ensure Thrawn and the Great Mothers can escape.

In the escape from Peridea, Elsbeth was formally accepted into the ranks of the Nightsister order by the Great Mothers. To ensure the escape of her religion and Thrawn, she stayed behind the Great Mothers' Fortress to hold back Ahsoka Tano, Sabine Wren, and Ezra Bridger. Thrawn declared that her possible sacrifice would be done in the name of the Empire, yet Elsbeth quietly stated it was for Dathomir. In the end, she would be killed by Tano, preventing her escape back to the galaxy[4] despite all her work[27] in bringing about Thrawn and the Great Mothers' return.[4]

Powers and abilities[]


Elsbeth was skilled in combat with the beskar spear.

Elsbeth was capable of accessing Nightsister magicks,[24] an aspect of the Force[25] signified by its green color.[26] She used it to activate the map to Thrawn.[24] She was also a fierce and deadly combatant with melee weapons such as the beskar spear though she was ultimately no match for Ahsoka Tano. Using this spear she was able to fend off Rukh and several New Republic attackers. After receiving both the Gift of Shadow and the Blade of Talzin from the Great Mother, Morgan’s power and skill rose substantially and she able to match Ahsoka on much more equal foot though in the end, Tano was still able to defeat her, if just barely.

She was also an expert shipbuilder, with Tano noting she was responsible for helping the creation of the Imperial Starfleet. The TIE/d "Defender" Multi-Role Starfighter was one of her designs, along with her own starship. Elsbeth also owned a shipyard on Corellia which salvaged old Imperial Technology. With the aid of Imperial sympathizers, she was able to acquire the vital components she needed for the construction of a gigantic hyperspace ring known as the Eye of Sion. The Eye of Sion was a true testament to Morgan’s industrial and technological skill as it was capable of traveling through hyperspace past the intergalactic void all the way to and back from a distant galaxy , a considerably astonishing feat given that most considered extragalactic travel to be next to impossible.


"What do you make of this?"
"Pure beskar…like your armor. Kill the Jedi and it's yours."
―Morgan Elsbeth and Din Djarin, on Elsbeth's beskar spear[5]

She wore red and black Nightsister robes,[1] as well as a brown utility belt with a concealed rope, brown pants, and black boots.[1] For some time she wielded a pure beskar spear, and gained proficiency in wielding it before it was taken by Din Djarin.[5] She was later gifted the Blade of Talzin by the Great Mothers.[4]

Behind the scenes[]

"I needed the performance from the Magistrate to challenge Ahsoka [Tano] and be someone that could go toe to toe with her instantly. Diana [Lee Inosanto] brings such experience and knowledge about martial arts to her performance. The instant she takes up the Beskar spear you can tell that she is a lethal opponent. For me, as a director, it was a great advantage to have someone of Diana's skill and experience with fight choreography as one of the main players, especially for the final battle in the courtyard."
―Dave Filoni[28]

Morgan Elsbeth made her first appearance in "Chapter 13: The Jedi," the fifth episode of season two of the television series The Mandalorian, written and directed by Dave Filoni and released on Disney+[5] on November 27, 2020.[29] She was portrayed by Diana Lee Inosanto in The Mandalorian[5] and in the 2023 Ahsoka television series.[1]

Elsbeth was voiced by Inosanto in the 2024 animated anthology series Star Wars: Tales of the Empire which explored her story prior to her appearance in The Mandalorian.[30] Cathy Ang voiced a young Elsbeth in "The Path of Fear," with Inosanto voicing the character's mother, Selena in that episode.[6]

For The Mandalorian, Lauren Kim served as Inosanto's stunt double, while her hair and makeup was done by Maria Sandoval and Alexei Dmitriew, respectively.[5] Filoni knew the actress who played the Magistrate would have to be someone who could instantly challenge Ahsoka Tano. Inosanto brought her experience and knowledge of martial arts into her portrayal of the character, with Filoni finding her skill and choreography experience as a great advantage. Filoni liked Chapter 13's match-up of Tano and the Mandalorian against the Magistrate and Lang.[28] Tano's duel with Elsbeth was the first live-action Star Wars fight between two female combatants.[31]

On November 28, 2020, Sandoval stated in a now-deleted Instagram post that Morgan Elsbeth was "one of the last survivors of Dathomir."[32] The information in the post remained unconfirmed until Elsbeth was established to have been a Nightsister in "Part One: Master and Apprentice," the first episode of Ahsoka,[1] released on August 22, 2023.[33]

The character shares her name with the witch Morgan Le Fay from Arthurian legend. Interestingly, Marrok, one of Elsbeth's forces, shares his name with a knight from the same legend, who was turned into a werewolf by his wife, who had learned these skills from Morgan Le Fay.[34]


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Notes and references[]

  1. 1.00 1.01 1.02 1.03 1.04 1.05 1.06 1.07 1.08 1.09 1.10 1.11 1.12 1.13 1.14 1.15 1.16 AhsokaS1 Logo Ahsoka — "Part One: Master and Apprentice"
  2. 2.0 2.1 2.2 2.3 2.4 Star Wars: Character Encyclopedia, Updated and Expanded Edition
  3. Star Wars: Timelines (Exclusive Edition) places the events of "Part One: Master and Apprentice" around 9 ABY. Therefore, the events of Ahsoka must take place around the same year.
  4. 4.00 4.01 4.02 4.03 4.04 4.05 4.06 4.07 4.08 4.09 4.10 4.11 AhsokaS1 Logo Ahsoka — "Part Eight: The Jedi, the Witch, and the Warlord"
  5. 5.00 5.01 5.02 5.03 5.04 5.05 5.06 5.07 5.08 5.09 5.10 5.11 5.12 5.13 5.14 5.15 5.16 5.17 5.18 5.19 5.20 5.21 5.22 5.23 5.24 5.25 5.26 5.27 5.28 5.29 5.30 5.31 The-Mandalorian-logo The Mandalorian — "Chapter 13: The Jedi"
  6. 6.0 6.1 6.2 6.3 6.4 6.5 6.6 6.7 6.8 TalesoftheEmpire-logo Star Wars: Tales of the Empire — "The Path of Fear"
  7. 7.0 7.1 7.2 7.3 7.4 7.5 7.6 7.7 7.8 7.9 AhsokaS1 Logo Ahsoka — "Part Six: Far, Far Away"
  8. 8.0 8.1 8.2 Star Wars Jedi: Fallen Order
  9. Star Wars: The Force Awakens: The Visual Dictionary
  10. Star Wars: Timelines
  11. TCW mini logo Star Wars: The Clone Wars — "Massacre"
  12. 12.0 12.1 12.2 12.3 12.4 12.5 12.6 TalesoftheEmpire-logo Star Wars: Tales of the Empire — "The Path of Anger"
  13. "The Path of Anger" takes place during Thrawn's time as an Admiral, placing it between 9 BBY and 2 BBY per Star Wars: Timelines.
  14. 14.0 14.1 14.2 14.3 14.4 14.5 14.6 14.7 AhsokaS1 Logo Ahsoka — "Part Three: Time to Fly"
  15. StarWars-DatabankII Corellia in the Databank (backup link)
  16. 16.0 16.1 16.2 TalesoftheEmpire-logo Star Wars: Tales of the Empire — "The Path of Hate"
  17. 17.0 17.1 Star Wars: Timelines dates the events of "Chapter 1: The Mandalorian" and "Chapter 16: The Rescue" to 9 ABY. The events of Chapters 1–16 must therefore also take place in 9 ABY.
  18. SWInsider "The Journey of Din Djarin" — Star Wars Insider 216
  19. StarWars-DatabankII Captain Lang in the Databank (backup link)
  20. AltayaCite "Ahsoka Tano and Other Users of the Force" — Star Wars Encyclopedia
  21. Rebels-mini-logo Star Wars Rebels — "Family Reunion – and Farewell"
  22. SWInsider "Forces of Nature: The Wild Spaces and Wilder Creatures of the Star Wars Galaxy" — Star Wars Insider 216
  23. StarWars-DatabankII Magistrate Morgan Elsbeth in the Databank (backup link)
  24. 24.00 24.01 24.02 24.03 24.04 24.05 24.06 24.07 24.08 24.09 24.10 24.11 AhsokaS1 Logo Ahsoka — "Part Two: Toil and Trouble"
  25. 25.0 25.1 Rebels-mini-logo Star Wars Rebels — "Visions and Voices"
  26. 26.0 26.1 The Star Wars Book
  27. 27.0 27.1 27.2 27.3 27.4 27.5 AhsokaS1 Logo Ahsoka — "Part Four: Fallen Jedi"
  28. 28.0 28.1 Star Wars The Mandalorian: Rosario Dawson Tells All About Ahsoka Tano by Breznican, Anthony on Vanity Fair (November 30, 2020) (archived from the original on December 7, 2020)
  29. D23 logo Everything New You Can Stream on Disney+ in November 2020 on D23.com (backup link)
  30. StarWars Star Wars: Tales of the Empire Trailer Revealed on StarWars.com (backup link)
  31. SWInsider "Star Wars: The Mandalorian Season Two Companion" — Star Wars Insider 202
  32. Instagram-Logo Maria Sandoval (@hairdepartmentetc) on Instagram: Morgan Elsbeth, Dathomirian (November 28, 2020) (content now obsolete; backup link)
  33. TwitterLogo Star Wars (@starwars) on Twitter: "Thank you to all the fans who celebrated with us at our @AhsokaOfficial fan events around the world last night! We're excited to announce that new episodes of #Ahsoka will now launch Tuesdays at 6PM PT, starting with our two-episode premiere on August 22, only on @DisneyPlus." (backup link)
  34. Ahsoka's Morgan Elsbeth Is Named After Morgan le Fay of Arthurian Legend by Walsh, Michael on Nerdist (August 28, 2023): "The mysterious masked Inquisitor Marrok working for Morgan Elsbeth is Ahsoka's second major connection to Arthurian legend and myth. In a tale set during "the days of King Arthur," we learn that Sir Marrok was an upstanding Knight until his own wife Irma turned him into a werewolf, seeking to return his lands to their old ways of savagery. And where did Irma learn such skills? From Morgan le Fay." (archived from the original on August 31, 2023)