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"I am no longer naive enough to be a Jedi. A new power is rising. I've foreseen it. The Jedi are going to lose this war. And the Republic will be ripped apart from the inside. In its place is going to rise a new order. And I will rule as part of it."
―Pong Krell[5]

Pong Krell was a Besalisk male Jedi Master who, during the Clone Wars, served as a Jedi General in the Grand Army of the Republic. However, by the time of the Battle of Umbara, Krell foresaw the end of both the Jedi Order and the Galactic Republic, and he sought to join the New Order that was to come, having secretly turned to the dark side of the Force and allying himself with the Sith. Armed with two double-bladed lightsabers, Krell was an aggressive fighter and exceptionally skilled in close-quarters combat. Although he held the record for the most clone trooper casualties, his war record contained many key victories, marking Krell as one of the most successful generals in the Republic Military.

During the campaign on Umbara, Krell temporarily replaced Jedi General Anakin Skywalker as the commanding officer of the 501st Legion. He sought to undermine the Republic's efforts to occupy the Separatist planet, believing his actions would lead to an apprenticeship under Count Dooku. The legion mutinied against Krell after the general tricked them into fighting other clones; aided by the 212th Attack Battalion, the 501st managed to capture Krell. After learning of his plans through interrogation, Clone Captain CT-7567 "Rex" resolved to execute Krell for committing treason, though ultimately it was trooper CT-6922 "Dogma" who shot the fallen Jedi, resulting in Krell's death.


Clone Wars[]

"Krell may do things differently, but he is effective in getting them done. He's a recognized war hero."
"He may have had some victories, but have you seen his casualty numbers? More troopers have been killed under his command than anyone else."
"That's the price of war, Fives."
―CT-7567 and CT-5555[6]

Jedi General Pong Krell was renowned for his achievements on the battlefield.

A Force-sensitive Besalisk male, Pong Krell ascended to the rank of Master in the Jedi Order by the time of the Clone Wars. As the Jedi were called into service by the Galactic Republic, Krell joined the war as a General in the newly formed Grand Army of the Republic.[3] Several weeks into the war, Krell attended a meeting between the Jedi Order and members of the Galactic Senate at the Jedi Temple. During the meeting, Krell made a derogatory face but said nothing when Grand Master Yoda and Master Plo Koon suggested that the clone troopers under their command should be treated as individuals.[7]

At one point, Jedi Knight Iskat Akaris asked Krell to train her in Jar'Kai but his frequent absences from the Temple made such an arrangement impossible so he suggested that she speak with Master Kelleran Beq.[8]

Over the course of the war and despite high casualties of clones under his command, Krell achieved many victories.[3] At some point, Krell became seduced by the dark side of the Force. He then received a premonition about the future; the Jedi were all but extinct, the Republic was destroyed from the inside, and a New Order rose in its place. This caused Krell to betray both the Republic and Jedi Order. Outwardly, he maintained his Jedi façade, but secretly he had renounced the Jedi way[5] and became affiliated with the Sith.[4] He acted as a double agent to sabotage the Republic's efforts and he sought to become the new apprentice of Sith Lord and Separatist leader Count Dooku and gain a position of power in the New Order.[5] Although Supreme Chancellor Palpatine became aware of his high clone casualties and questionable character, he was content with allowing Pong Krell to wreak havoc among the clone troopers.[9]

Battle of Umbara[]

"Your reputation precedes you, General. It is an honor to be serving you."
"I find it very interesting, Captain, that you are able to recognize the value of honor, for a clone."
―CT-7567 and Pong Krell[10]

The 501st Legion served under General Krell during the Battle of Umbara.

In 20 BBY,[2] Krell, along with Jedi Generals Obi-Wan Kenobi, Saesee Tiin, and Anakin Skywalker were sent by the Jedi High Council to retake Umbara back from its Confederate-aligned Umbaran Militia. Krell then provided an air strike to Skywalker's forces. Krell then met up with Skywalker, and told him that he was being recalled to Coruscant at the request of both Palpatine and the Jedi Council while Krell was given command of the 501st Legion.[10]

Taking the airbase[]

"Sir, the rocket launchers don't work on these tanks. It would be easier to slip by undetected while the rest of us keep the tanks occupied."
"Captain, you will launch a full forward strike immediately, or you will be relieved of duty."
―Pong Krell and CT-7567[6]

Krell then led the 501st to the outskirts of the capital. Krell, against the concerns of Captain CT-7567 "Rex," decided to attack the city by going along the main road instead of flanking the capital. However, Rex and his troopers were forced to retreat away from the capital much to Krell's chagrin.[10] Krell and his forces then held their ground against the militia and their Zenuas 33 Umbaran starfighters. Krell was then contacted by Kenobi, who told them that an airbase was re-supplying the capital. Krell and the 501st were tasked to take the airbase.[6]


The outcome of the Republic's campaign depended on Krell's battalion.

As the 501st approached the outskirts of the airbase, Krell sent Rex and the battalion through a ravine to take the airfield. Despite Rex's and his troopers' objections, they went into the ravine. However, they came under heavy attack by the Militia's impeding assault tanks and mobile heavy cannons. Krell refused to let Rex and the battalion retreat or to send them reinforcements.[6] After the clones took the airbase, despite heavy casualties, Krell objected to allowing the clones use stolen enemy Umbaran ships to attack a Separatist supply ship. Instead, he ordered the troopers to march directly into range of enemy missile fire. Rather than face certain death by following orders, several troopers secretly used the stolen ships anyway and successfully destroyed the supply ships, supporting Kenobi's attack on the Umbaran capital city. Krell still had the soldiers who disobeyed orders locked in the brig, intending to have them court-martialed and then executed. Rex later visited Krell to plead that Jesse and Fives not be court-martialed. Krell was convinced that court-martialing them would be a waste of time, only to then horrify Rex by ordering Jesse and Fives to be immediately executed.[11]

Carnage of Krell[]

"General Krell, you're being relieved of duty."
"It's treason, then."
―CT-7567 and Pong Krell[5]

The troopers refused to go through with the execution. Krell told the clones that enemy soldiers had stolen Republic weapons and armor and ordered them into battle. During the fight, the clones discovered that Krell had lied and had ordered the 212th and 501st, unbeknownst to both forces, to attack each other. Rex realized that Krell had intentionally orchestrated the deaths of countless clone troopers and organized the surviving clones to arrest Krell.[5]


The 501st moved to arrest Krell, but the general resisted, killing several clones in the process.

The combined forces of the 212th and 501st entered the command center under the leadership of Captain Rex and trained their weapons on General Krell. Rex informed the traitorous Krell that he was being relieved of duty. Krell turned to face the captain and calmly remarked that Rex was the one committing treason. Rex drew his pistols and ordered Krell to surrender and demanded to know the reasoning behind Krell's actions. Krell feigned ignorance before beginning to mock the captain, acting surprised that a clone was capable of discerning his scheme. As the clones drew nearer, Krell used his four arms to Force push, knocking all of his assailants off their feet. Krell drew both of his lightsabers and expressed anger that the clones would dare attack a Jedi. The Jedi then began deflecting the incoming blaster fire while simultaneously cutting through the clones. He took a brief reprieve from his slaughter to tell Rex that he would not be undermined by creatures bred in a laboratory. Smashing through the window, Krell safely landed on the ground below the command tower where he was faced by even more clones. Krell proceeded to make quick work of the clones surrounding him before making a break for the Umbaran wilderness. As more and more clones fired at him, Krell used a Force push to stun them all, allowing him to escape the airbase.[5]


Krell caused much carnage as the clones pursued him through an Umbaran forest.

The clones, led by Rex, followed Krell into the jungle where he was awaiting their arrival. The general began massacring isolated groups of soldiers who were searching for him, hoping to divide and conquer the clone forces. While slaughtering one group, Krell noticed Fives watching him from a distance. Krell made his way to the group and began taunting Rex from the shadows. He informed the captain that he should have listened to Fives from the beginning, as he had been using the clones all along. Krell then jumped down from the trees onto a batch of five clones, laughing as he revealed himself. Once again he began deflecting their blaster fire while killing the clones. Supremely confident, Krell put his weapons away and began fighting the clones barehanded, picking one clone up and breaking their back over his knee. Eventually, the clone trooper CT-5385 "Tup" called out to the general, calling him ugly and daring him to come for him next. Krell, not noticing the trap being laid down for him, ran at the clone with murderous intent. As he lunged at Tup, a native vixus grabbed Krell with its tentacles. Although Krell was able to free himself from the creature, he was caught off guard and stunned by Tup. With the general unconscious, the clones were able to cuff Krell and take him into custody.[5]


"You're in a position of power now, how does it feel?"
"I said on your knees."
"It feels good, doesn't it? But I can sense your fear. You're shaking, aren't you? What are you waiting for? The Umbarans are getting closer."
"I have to do this."
"You can't do it, can you? Eventually, you'll have to do the right thing…"
―Pong Krell and CT-7567[5]

Krell admitted his true intentions to the clones that captured him, revealing his plan to betray the Galactic Republic.

After capturing him, the clones placed Krell in a holding cell in the airbase. When Rex, Tup, Jesse, and Fives entered the cell block, Krell snarled at them in discontent. Rex approached Krell's cell and demanded to know the general's reasoning for killing his own soldiers. Krell told Rex he had simply done so because the clones were inferior and he wanted to prove it. Rex expressed anger that a Jedi like Krell would do such a thing. Krell corrected Rex, telling the clone captain that he was no longer naïve enough to be a Jedi. He informed Rex and the gathered clones that he had foreseen the rise of a new power and the destruction of the Jedi Order. Krell boasted that he would rule as part of the governing body that would inevitably replace the Republic. Rex accused the general of serving the Separatist Alliance, only to be reassured by Krell that he served only himself, but that he would soon follow a new master, Count Dooku. Krell believed that once he escaped prison and pushed the Republic forces from Umbara, Dooku would reward him by making the general his new Sith apprentice.[5]

Krell was interrupted by "Dogma," the only clone who had remained loyal to him and had subsequently been imprisoned in the cell next to Krell. Dogma expressed his disappointment in the general, asking Krell how he could betray his loyalty and trust. Pong merely insulted Dogma, stating that he relied on blind loyalty like his to make his plans work. Rex told Krell that he would never escape and he would never rise to power. Krell noted that Rex would never learn, as he knew the Umbarans would soon retake the airbase and free him. Krell then began meditating and the clones proceeded to leave.[5]


Krell's actions led to his execution for treason, though it was not CT-7567 "Rex" who carried out the deed.

Sometime later, Rex, Jesse, and Fives returned and released Dogma from his cell. Rex told Krell to turn around and step towards the wall as he drew his pistol, intending to execute the traitorous general. Krell complied with Rex's commands and Jesse opened the door to Krell's cell. Rex ordered Krell to get on his knees. Initially, Krell simply taunted the captain until Rex reiterated the order, at which point the general laid down on his knees. The traitorous Jedi once again taunted Rex, asking the captain how power over him felt. Krell told Rex that he could sense his fear, wondering why the clone couldn't bring himself to kill him. Eventually, Rex lowered his weapon as he didn't have the resolve to execute his commanding officer. As Krell began to respond to Rex's weakness, he was shot in the back. Dogma had seized Fives' blaster and shot Krell dead. Dogma insisted he had to shoot Krell for his treasonous deeds. Afterwards, Dogma himself was taken into Republic custody for killing an officer, but as he was led away, Rex gave him a reassuring nod to let him know that he did the right thing.[5]


"This is by far the greatest breach of trust the Jedi have seen since Count Dooku himself betrayed us. Even General Krell's deception did less damage. Vos isn't just a Jedi, he's a Jedi Master with unique skills. And he is a Jedi Master in wartime who has worked side by side with Dooku. This is going to have massive repercussions."
―Mace Windu[12]

Pong Krell was remembered as a fallen Jedi who betrayed the Order's trust.

In 19 BBY,[13] the Jedi Barriss Offee[14] secretly bombed the hangar of the Jedi Temple in protest of the war and the decline of the Jedi Order. While investigating the scene of the crime, Jedi Padawan Ahsoka Tano expressed her disbelief to her master Anakin Skywalker that any Jedi would go so far to protest the ongoing war. In response, Anakin reminded Ahsoka that some Jedi who initially protested the corruption in the Order later turned against the Jedi Order, mentioning both Count Dooku and General Krell as examples.[15]

After Quinlan Vos' fall to the dark side of the Force while on a mission to assassinate Dooku, most of the Council supported the idea of executing Vos, with Mace Windu citing that Vos was a Jedi Master with unique skills and that even Krell's deception did less damage. Ultimately, however, Vos was spared at the insistence of Obi-Wan Kenobi.[12]

Decades later, Krell was mentioned as having been a notable Besalisk in "Species From A to Z," a survival compendium sent out by Carson Teva during the New Republic Era.[16]

Personality and traits[]

"I will not be undermined by creatures bred in some laboratory!"
―Pong Krell[5]
5s questions Krell

General Krell was a strict officer who did not tolerate insubordination in the ranks.

With his reputation as a successful general, Pong Krell was supremely confident in his command style, tolerating neither failure nor disobedience in the clones who served under him. As a battlefield commander, he secured many critical victories for the Republic, a consequence of his singular focus on achieving results no matter the cost.[3] He cared only for results in battle, willing to sacrifice his men for tactical purposes. In contrast to many other Jedi, he did not feel a moral obligation to keep his troops safe and was not above letting them die for a form of victory or progress. This particular ideal put him at great odds with Captain Rex, who felt that it was one of his primary duties to protect the men serving under his command.[6][11]

Krell's atypical yet effective tactics were well known amongst the clones. When Krell temporarily relieved General Skywalker of duty and took over the 501st, several of the men immediately recognized Krell's name as the general who produced the highest casualty rates.[10] Krell frequently pulled rank on Rex and the other clones to make sure his contentious orders were followed. He reacted disdainfully when the clones tried to improve his strategies, improvise, or think for themselves. He chalked up many of his less effective tactics to poor execution, blaming the men for not following orders or failing to execute a part of his plan to his liking.[6]

Krell was unusually callous and arrogant by Jedi standards, and did not react well to constructive criticism. He held particular disdain for clones, whom he regarded as little better than droids and just as disposable. When he received a vision of how the war would end, Krell thought only of his own survival, and showed no qualms about betraying all of his allies to join the Sith. After his true allegiance was exposed by the men under his command, Krell was delighted as he went about slaughtering them in a bout of dark side-fueled madness, taunting them all the while. Like most adult Besalisks, his top arms were dominant over the lower pair.[17]

Powers and abilities[]

"I know that I don't command like the Jedi you're used to serving, certainly not like General Skywalker. But I have my way. It may be difficult. But these are difficult times. And it's proven effective."
―Pong Krell[10]

Despite his large size, Krell was very agile in combat and deadly with his dual double-bladed lightsabers.

Pong Krell was a powerful Force-user. His Besalisk anatomy allowed him to wield two double-bladed lightsabers at the same time.[18] Krell's weapons were unique, as they could fold in the middle, making them easier to carry.[10] He wielded his lightsabers with deadly precision, spinning them like buzz saws to have devastating effect, and he was capable of killing many clone troopers with ease. He could also deflect an innumerable amount of blaster bolts with similar ease.[5]


Krell's four arms allowed him to use Force push to great effect.

Krell was also skilled in the Force, as shown when he used all four arms to Force push the clones trying to arrest him in all directions.[5] Krell was also able to leap extremely high using Force jump, as shown when he used it to dispatch two banshees[10] and when he escaped the tower of the Umbaran airbase. Aside from mocking the clone troopers, he also used this ability to confuse them by making his voice echo in every direction. He was also able to sense emotions through the Force, such as Captain Rex's fear and uncertainty. Krell also had the ability to foresee future events. This ability was paramount to his conversion to the dark side, for he prophesied the near destruction of the Jedi, the fall of the Republic, and the rise of an Empire.[5]

Although he was undermined by his own overconfidence and the ingenuity of trooper Tup, Krell easily massacred scores of clones with a combination of deadly lightsaber techniques and powerful Force abilities. He was highly skilled in unarmed combat, which he displayed while fighting clones with his bare hands, using his considerable strength to pick up adversaries and throw them, at one point even breaking a trooper's spine over his leg. Despite his size, Krell proved himself to be a nimble and agile fighter as well, dodging and evading attacks.[5]


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