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This article is about the second battle to take place on Geonosis during the Clone Wars. You may be looking for the first battle.

Battle of Dorin[1]


Skirmish on TB-73[2]

Second Battle of Geonosis

Clone Wars[1]


c. 22 BBY[3]




Galactic Republic victory[4][5]

"As Captain Rex said, this will be a full scale planetary invasion. We're settling the score on Geonosis once and for all."
―Obi-Wan Kenobi

The Second Battle of Geonosis took place around 22 BBY during the Clone Wars when the Jedi Order and Galactic Republic launched a full-scale planetary invasion of Geonosis to shut down several Separatist battle droid foundries that Archduke Poggle the Lesser had built there with funding from the InterGalactic Banking Clan and Trade Federation. Following Senator Padmé Amidala's discovery of the droid factories, the Jedi High Council dispatched a massive Jedi-led detachment of the Grand Army of the Republic to retake Geonosis and halt the facilities' production of battle droids. Tasked with the challenge of landing on the planet and establishing a staging area, the Jedi mounted a three-pronged attack on the Geonosian defenses, with Jedi Generals Ki-Adi-Mundi, Obi-Wan Kenobi, and Anakin Skywalker each leading an assault force. After rendezvousing at a site a short ways from the ray shield protecting the droid factories, the Republic army regrouped and eliminated the shield generator, making way for the rest of the troops to safely land.

In order to destroy Poggle the Lesser's main droid foundry, Generals Skywalker and Luminara Unduli engaged the battle droids outside the factory in open warfare while their respective Padawans, Ahsoka Tano and Barriss Offee, sneaked into the facility via the catacombs beneath it. As their Masters battled the Separatist droid forces and newly-designed super tanks on the bridge leading to the factory, the Padawans' infiltration of the foundry was cut short when they were intercepted by Poggle the Lesser and his tactical droid, TX-21. With their explosive charges stolen, Tano and Offee sacrificed themselves by using a super tank to destroy the facility's reactor and collapse the factory from the inside. Tano and Offee were rescued by Skywalker and Unduli from the factory's remains once the droid foundry had fallen. Despite the Republic's costly destruction of several other key factories, Poggle the Lesser remained at large, having escaped his primary foundry before its fall.

As the Jedi undertook the cleanup of Geonosis, they launched a campaign to find Poggle the Lesser. General Unduli spearheaded the search and followed Poggle the Lesser to the abandoned Progate Temple, where she was captured by the Archduke and taken to the lair of Geonosian Queen Karina the Great in the catacombs below. Tracking Unduli's last known location, Kenobi and Skywalker set out with a clone platoon to rescue her. Battling hordes of "undead" Geonosian warriors that were being reanimated by the Queen's brain worm parasites, the Jedi and their troops found Unduli in Queen Karina's lair. Although Queen Karina wished to induct Unduli and her comrades into her ranks of mind-controlled warriors, Skywalker, Kenobi, and their men managed to save Unduli and took Poggle the Lesser into custody. The Jedi and their troops destroyed much of the Queen's lair during their escape, burying Karina the Great and her warriors beneath the Temple.




Intrigue on Cato Neimoidia

"This investment by the Banking Clan will create unimaginable new war profits. The largest droid factory ever built."
"As long as the Republic doesn't find out."
―Senators Rush Clovis and Lott Dod conspire on Poggle the Lesser's newly-rebuilt primary droid foundry — (audio)Listen (file info)

After the opening battle of the Clone Wars on the planet Geonosis,[3] the Confederacy of Independent Systems built a series of new battle droid foundries on the Outer Rim world to expand its Droid Army. As the new factories began to manufacture thousands of droid troops for further combat against the Galactic Republic,[1] the facilities were kept secret to protect them from the Republic.[9] Archduke Poggle the Lesser himself oversaw the foundries' construction, particularly the rebuilding[10] of the primary droid foundry, as he had been humiliated during the Battle of Geonosis and saw the factory as his redemption.[11] Both the InterGalactic Banking Clan and Trade Federation conglomerates of the Confederacy made investments in the primary foundry to profit from its war earnings, with the Trade Federation signing its holdings off to the Banking Clan and thereby becoming indebted to its fellow Separatist-allied corporation.[9]

Senators Clovis and Dod meet with Poggle the Lesser on Cato Neimoidia.

As Republic Senators Lott Dod of the Trade Federation and Rush Clovis of the Banking Clan delegation prepared to meet on Cato Neimoidia, where Dod resided, to discuss their investments in the foundry, the Jedi High Council—correctly suspecting Clovis of involvement in a Separatist conspiracy—recruited Senator Padmé Amidala to spy on Clovis. Amidala, who had previously been romantically involved with Clovis, agreed to the mission and was able to secure a personal invitation to accompany Clovis to Cato Neimoidia. With her secret husband, Jedi Knight Anakin Skywalker, as her bodyguard, Amidala went with Clovis on his trip.[9]

Arriving at Dod's palace, Clovis met in secret with Dod and Poggle the Lesser, who had also arrived to participate in the deliberations. Dod and Poggle the Lesser both attempted to negotiate for greater shares in the investment, but Clovis refused to change the terms of the agreement. However, Dod, witnessing Clovis's affection for Amidala, secretly poisoned the latter to force the Banking Clan Senator to change his mind. Shortly after stealing a disc containing the droid foundry's tactical coordinates from a hologram projector in the palace's library, Amidala fainted from the effects of the poison. Threatening Dod with a blaster, Clovis secured the antidote to the poison and gave it to Skywalker. Helping Amidala to her J-type star skiff and administering the medicine, Skywalker departed Cato Neimoidia with Amidala and the disc, leaving the stranded Clovis to face Dod, Poggle the Lesser, and a squad of B1 battle droids.[9]

Preparations for an invasion

"What I worry about is the way this war seems to be drawing out with no end in sight."
"Which it is why it is crucial that our invasion of Geonosis meets with success."
―Obi-Wan Kenobi and Ki-Adi-Mundi — (audio)Listen (file info)

Following Skywalker's and Amidala's return to the galactic capital of Coruscant and the report of their findings to the Jedi Council, Clone Captain CC-7567, nicknamed "Rex," was dispatched with a contingent of the Grand Army of the Republic's 501st Legion to perform a reconnaissance of Geonosis. Upon arrival in orbit of the world, Captain Rex and his men were unable to establish contact with the clone troopers on the planet's surface but confirmed from preliminary scans that droid foundries were being constructed in the planet's northern and southern hemispheres. Rex sent his report back to the Jedi Temple with the advisement that a full-scale invasion would be required to retake Geonosis. Receiving the report, the Jedi Council decided to send Jedi Generals Obi-Wan Kenobi, Ki-Adi-Mundi, and Luminara Unduli to lead the Grand Army's attack on the droid foundries. Generals Plo Koon and Skywalker and the latter's Padawan, Commander Ahsoka Tano, were meanwhile assigned to reinforce the planet Dorin, which had been attacked by a Separatist fleet led by Confederate General Grievous in an effort to keep the Jedi's attention away from Geonosis.[12]

The Jedi plan their invasion of Geonosis.

Mundi, Kenobi, and Unduli departed Coruscant alongside Admiral Wullf Yularen with a massive invasion fleet comprised of Venator-class Star Destroyers and Acclamator I-class assault ships. After the invasion force had arrived in Geonosian space and entered the planet's orbit, Skywalker and Tano, who had met with success in their intervention at Dorin, joined Mundi and Kenobi on the bridge of a Star Destroyer at the head of the fleet. With their ships in position, the four Jedi opened a communication to the Outer Rim Command and conferred with Jedi Generals Unduli, Yoda, and Mace Windu, and Supreme Chancellor Palpatine. Based on intelligence they had received, Mundi and Kenobi concluded that Poggle the Lesser was holed up within his primary droid factory, which was being protected by a massive ray shield.[1]

With their primary target being the shield generator, the Jedi planned to execute a three-pronged attack on the Geonosian defenses. Mundi and Clone Commander Jet would lead the northern advance, while Kenobi and Clone Commander CC-2224, nicknamed "Cody," commenced the central push. Skywalker, Tano, and Captain Rex, meanwhile, would execute the southern assault with their forces. The troops would rendezvous at a point a short distance away from the shield, where they would establish a staging area, and then converge on the generator to eliminate the threat and establish a defensive perimeter to their temporary base. Although Tano noted that the defenses were heavily fortified, pointing out a large wall armored with artillery emplacements, Skywalker believed that their approach would not lead them to the barricade. With their planning complete, the four Jedi split up to mobilize their forces for the coming battle.[1]

The battle

The Republic invasion

Rough landing

"We've got no air cover, two generals on the ground beyond our position, and a mess of bugs surrounding us. The enemy was more than prepared for our attack, sir. They knew our every move."
"Well, I'm sure General Skywalker and General Mundi will make it to our position. We just have to make sure we're still here when they arrive."
―Cody and Obi-Wan Kenobi — (audio)Listen (file info)

The Republic's capital ships descended upon Geonosis and began disgorging BTL-B Y-wing starfighters, LAAT/i gunships, and LAAT carriers ferrying All Terrain Tactical Enforcers to the surface in heavy numbers. Kenobi's assault force was the first to take flight,[1] with Kenobi leading the way in his gunship, Bad Kitty.[8] Kenobi and his gunships were met with heavy resistance from Geonosian proton and LR1K gun emplacements below as well as Nantex-class territorial defense starfighters from above. The Republic Y-wing starfighters provided covering fire, initiating an attack run on the Separatist gunners. With Kenobi's forces underway, Skywalker's detachment—including Captain Rex and Commander Tano—departed shortly afterward, followed by the assault group led by General Mundi and Commander Jet. The gunship carrying Skywalker, Tano, and Rex was one of the first to be shot down, but the group managed to break free from the wreckage and used the fallen craft as cover from the nearby Geonosian gunners and blaster cannons. Mundi, meanwhile, ordered Commander Cody to land the AT-TE walkers shortly before Mundi's own gunship,[1] Separatist Nightmare,[8] fell from heavy fire as well.[1]

The Republic gunships are ravaged by Geonosian gunners while attempting to land.

Cody landed with his troops and AT-TEs to be greeted by incoming Geonosian fighters. Although Cody told Kenobi not to land because of the Separatists' imposing danger, Kenobi and his gunship were forced down when Bad Kitty was targeted by the Geonosians. The gunship hit the surface and skidded across the ground before coming to a stop, leaving only Kenobi and trooper Trapper to survive the crash. An injured Mundi and Commander Jet pulled themselves out of the remains of their gunship, which was just one of many to have been shot down in the area. Jet reported that Kenobi's forces had been the only ones to reach the landing zone, while Skywalker's AT-TE walkers had been decimated in his ongoing firefight with the Geonosians. Skywalker would continue to press on to the rendezvous point to meet with Kenobi. Mundi ordered the injured men among his own forces to be loaded onto the AT-TE walkers with the objective of pressing on to make for a nearby bridge and join the rest of the troops at the rendezvous site.[1]

In the midst of the ongoing fight against the Geonosians, Captain Rex contacted Commander Cody to request reinforcements for Skywalker but found that Kenobi would be unable to give support, as Kenobi's gunship had been shot down. Left on their own, Skywalker and Tano provided cover for Rex and the rest of their troops to rush the Separatist blaster cannons. In the meantime, Cody organized his LAAT/i gunships and AT-TE walkers in a circular defensive formation. In the midst of exchanging heavy fire with the attacking sonic blaster–wielding Geonosians and their Armored Assault Tanks, Cody ordered troopers Waxer and Boil to search Kenobi's gunship[1]—which had been located five kilometers away[8]—for survivors. The two Advanced Recon Force trooper scouts raced across the battlefield, finding and rescuing the wounded Kenobi and Trapper from the gunship's wreckage. As Waxer and Boil helped the injured pair back to the landing zone, Cody had his men and AT-TE walkers provide the group covering fire from the advancing Separatist tanks and Flitknot speeder–mounted Geonosians. Upon his arrival, Kenobi was treated by a medic and updated on the situation by Cody. Surrounded by the Geonosians, Kenobi noted that they simply had to hold out until Generals Skywalker and Mundi arrived for support.[1]

Mundi himself was in the process of cutting through a massive caltrop field[8] so that his AT-TE walkers could move through the obstacles. Commander Jet conferred with Admiral Yularen via comlink to request air support, but the starfighter forces were engaged in the planetary invasion elsewhere. Yularen was only able to offer his vantage point as a resource to locate Skywalker, whom he found to be pressing toward the eastern barrier—the site of the Geonosians' armored barricade. Skywalker, Tano, Rex, and their men arrived at the massive gun emplacement fortress and were forced to take cover from the assailing B1 battle droids and B2 super battle droids high above. With the large amounts of incoming laser barrages, Skywalker and Tano each took a backpack filled with thermal detonators and ran toward the adjacent cliff, using grappling hooks to scale the face in order to set their charges to topple the wall. With the rest of the troops continuing to exchange fire with the battle droids, Captain Rex joined Skywalker and Tano on the top of the barrier, helping them to sever a pair of droidekas that was soon deployed from hatches along the barrier. After Skywalker and Tano had tossed their primed detonator–full backpacks into the hatches, they and Rex jumped off the wall shortly before it exploded. The Jedi used the Force to slow their fall and that of Rex while holding back the rubble.[1]

Kenobi's forces battle the surrounding Geonosians at the landing zone.

With the wall destroyed, Skywalker, Tano, and their forces pressed toward Kenobi's position. Meanwhile, Mundi split up his own troops, sending his AT-TE walkers to take a longer route to the rendezvous point while he himself went with a squad to examine a shortcut through a clifftop cave. There, Mundi and his men were besieged by groups of winged Geonosian warriors that depleted the clones' numbers by attacking them and carrying them into the grotto's depths. Although his men sustained heavy casualties and losses from the Geonosians, Mundi was able to cut through the cave. At the other side, Mundi had his flamethrower-wielding clone troopers fire their weapons at the Geonosians, killing most of them and unblocking the path out of the cave. Skywalker, Tano, Rex, and their detachment, who were making their way to the rendezvous point far below, sighted the nearby clifftop cave and the smoldering Geonosians falling out of it. Joining forces with Mundi, Skywalker contacted Admiral Yularen to request air support.[1]

Having spent the time reallocating resources since Commander Jet's previous request,[8] Yularen dispatched an available Y-wing squadron to the rendezvous point for extra support. At the staging area, Kenobi and Cody were suffering numerous casualties at the hands of the Geonosians initiating flying attacks from the sky and speeder assaults on the ground. With his men pushed on all sides, Kenobi prepared to take up arms alongside his men[1] in what he believed would be a final stand against the Geonosians.[8] However, at that moment, the Y-wing bombers arrived, dropping their munitions on the advancing Separatist tanks and halting the Geonosians' advance. With the rest of his troops pressing on, Kenobi was greeted by the arrival of Skywalker, Tano, Mundi, and the rest of the forces. The Jedi and their clone officers convened on the task still at hand: destroying the shield generator. It was decided that Skywalker would lead a small squad into the shield and jam the Geonosians' scanners, rendering them unable to target the incoming AT-TE walkers. Once the walkers had taken out the shield, Mundi would then bring the rest of the troops in with the gunships.[1]

After all of the Republic forces were in position, Skywalker and Tano initiated their attack and charged through the shield with their men. Though pressed with heavy fire from the Geonosians, the Jedi and troopers pushed through the generator's defenses and took cover in an outcrop close to the generator. Skywalker, Tano, and their men threw EMP grenades at the proton and LR1K cannons, temporarily disabling the Separatist guns. Unopposed by heavy fire,[1] Cody led the AT-TE walkers in their march through the shield[8] and concentrated the walker's fire on the artillery stations and shield generator. As the shield was deactivated, Mundi and his gunships landed with additional reinforcements. All of the Geonosians in the area were forced to surrender, and the injured Generals Kenobi and Mundi were taken away in the gunships for treatment with the fleet.[1]

Attack on the main foundry

"Every Geonosian building has a series of catacombs beneath it that run deep underground."
"Some of the tunnels are close enough to this cliff wall that you could cut an entry point."
"Once inside, we could find the main reactor, plant the explosives, and blow the factory inside out."
―Luminara Unduli and Barriss Offee — (audio)Listen (file info)

Skywalker's forces combined with Mundi's remaining troops and formed a staging area a short way from the only bridge that crossed the deep canyon isolating Poggle the Lesser's near-completed primary foundry. Anticipating stiff resistance from the factory's Geonosian defenders, Republic commanders dispatched General Luminara Unduli and her Padawan, Barriss Offee, with reinforcements. Leading the way in their gunship,[4] Dooku Boot,[7] Unduli and Offee arrived with more troops and gunships and met with Skywalker and Tano to discuss the impending attack on the droid foundry. Although Skywalker had been preparing for a direct assault on the factory via the bridge, Unduli offered an alternative plan that would minimize their casualties. The catacombs under the facility provided a means to infiltrate the building and plant explosives at the main reactor, effectively destroying the foundry from the inside. As Unduli had already had her Padawan memorize all 200 of the labyrinth's internal junctions, the mission to sneak into and destroy the droid factory fell to Tano and Offee. Unduli and Skywalker, meanwhile, would launch a forward assault on the facility's main entrance to provide the Padawans with a distraction.[4]

Skywalker's and Unduli's forces battle their way to the droid foundry.

The four Jedi set their plan into motion, synchronizing chronometers in order to monitor the Padawans' progress. While Tano and Offee began to descend the chasm between the Republic forces and the droid factory to reach the entry point to the catacombs at the bottom of the canyon, Skywalker, Unduli, and Captain Rex mobilized their men and marched their troops and AT-TE walkers toward the bridge parade-style. Despite the Republic's risky lack of cover, Skywalker and Unduli intended to make their attack tempting enough to draw the battle droids out of the factory and into a fight. Poggle the Lesser and his T-series tactical droid,[4] TX-21,[7] rose to the bait and deployed a large force of B1 and B2 battle droids to defend the foundry. As Skywalker and Unduli led their men to charge the droids, they found themselves confronted by groups of flying Geonosians launching a surprise attack from several spires behind them and were caught in a crossfire. In the canyon, Tano and Offee made it to the other side of the trough, where Offee cut a hole in the canyon wall and opened the entrance to the catacombs. The two Padawans made their way through the dense labyrinth and through a room of sleeping Geonosian warriors, remaining unaware that they were being followed by a Geonosian that they had accidentally awoken.[4]

Skywalker and Unduli continued to cut through the opposing battle droids, and a clone trooper used a Z-6 rotary blaster cannon to take out the airborne Geonosian insurgents. With the appearance of several droideka squads, Rex sent a trooper forward with a rocket launcher, and the clone quickly destroyed the droids. The Geonosians' advance forces were further depleted by heavy fire from the Republic's AT-TE walkers. In response, Poggle the Lesser authorized TX-21 to send out twenty units of their newly-developed super tanks. The massive vehicles were deployed from the foundry, and despite the Republic forces' attempt to halt the tanks' advance with AV-7 Antivehicle Cannons manned by clone tank gunners, Skywalker, Unduli, and their men were unable to stop the shielded tanks' approach. Tano and Offee, meanwhile, arrived at the control room and planted their thermal detonator charges around the large main generator. Learning of the two Jedi's presence from the Geonosian spy, Poggle the Lesser and TX-21 personally took a squad of Geonosian warriors and a super tank to greet the intruders. After activating their explosives, the Padawans' escape was cut short by the arrival of Poggle the Lesser and his defense forces.[4]

Outside the foundry, Skywalker and Unduli learned from their chronometers that Tano and Offee had placed and activated the bombs. Immediately thereafter, the Separatist tanks released a barrage of fire that annihilated the Republic's artillery line and AT-TE walkers, causing heavy casualties all the while. While the Geonosians and their super tank kept Tano and Offee occupied in the control room, other Geonosian warriors collected the primed explosives. Poggle the Lesser entrusted his troops to halt the Jedi's plan while he himself departed. Tano threw an explosive charge at the tank, destroying TX-21 but barely putting a scratch on the massive vehicle. Although Tano attempted to retrieve the bombs from the Geonosians, jumping and hanging onto two of the flying warriors, the Geonosians knocked her against the reactor, temporarily rendering her unconscious. Forced to defend the fallen Tano from the super tank's laser fire, Offee was unable to prevent the Geonosians from escaping into a hatch with the bombs. In the meantime, Skywalker and Unduli ordered Rex and his men to fall back in order to lure the tanks onto the bridge, which the two Jedi Generals intended to collapse and thereby eliminate the tanks. The clone troopers' retreat baited the tanks onto the pass, and Skywalker and Unduli swung hand-over-hand under the bridge and across its underbelly,[4] planting explosives at key points along its length.[7]

Poggle the Lesser's foundry is destroyed, with Tano and Offee still inside.

Reaching the other side, Skywalker and Unduli detonated the charges, collapsing the bridge and sending the tanks tumbling into the abyss below. Even with the arrival of evacuation ships, Skywalker refused to leave without his Padawan, who was unresponsive to his transmissions. The two Jedi Generals' refusal to retreat forced them to face the lines of B1 battle droids deployed from the foundry. Inside the control room, Offee cut her way into the super tank and disabled its battle droid operators, commandeering the vehicle and saving Tano from being killed by the weapon. A revived Tano joined Offee inside the tank, where the pair contemplated their dilemma: without the bombs, they would be unable to destroy the foundry and complete their mission. However, Tano and Offee chose to instead employ the alternative of using the tank to fire at the generator, despite knowing that they would be unable to escape the explosion. Once Tano had relayed the decision to Skywalker and Unduli, who were battling the droids outside, she and Offee opened fire on the reactor, causing a massive chain of explosions to bring the foundry down.[4]

Unable to help their Padawans, Skywalker and Unduli took cover as their droid adversaries were crushed by debris and watched in shock as the droid foundry collapsed, burying Tano and Offee underneath layers of rubble. Once the dust had settled and the smoke cleared, Skywalker desperately tried to contact Tano with his comlink, to no avail. Determined to rescue the Padawans, Skywalker ordered the Republic's LAAT carriers to begin lifting the debris to search for Tano and Offee. Trapped with Offee in the super tank deep below the surface with a limited supply of air, Tano used a power cell to boost her communicator's reception and signal Skywalker to their position. Receiving the pulse on his Padawan's comlink channel, Skywalker led Unduli and the clones to the site of the trapped pair. With time running out, Skywalker and Unduli chose not to wait for the Republic's heavy machinery to move the debris and instead used the Force to levitate it themselves. Tano and Offee emerged from the wreckage, coughing and grimy but alive, and were reunited with their Masters.[4] Following their success and ordeal in destroying the primary foundry, Tano and Offee were sent back to the fleet for a much-needed rest and accompanied a convoy of LAAT/i gunships ferrying the Republic's wounded troops back for treatment.[5]

The Geonosians' threat

"Anakin, the Queen took Luminara hostage. She wanted a Jedi, now she has two more. I want to know what she's after."
"Well, when this doesn't go as planned—which, it won't—I'll be ready."
"That is so reassuring."
―Obi-Wan Kenobi and Anakin Skywalker — (audio)Listen (file info)

With several key droid factories destroyed—albeit at a heavy cost to Republic troops—the Jedi began a cleanup of Geonosis and also mounted an intense campaign to find Poggle the Lesser, who had escaped his primary foundry's destruction and was evading the Republic's efforts to locate and apprehend him. The Jedi sent their clone scouts into the desert, but without any initial leads on Poggle the Lesser's location, General Unduli decided to personally spearhead the search. She and trooper Buzz set out on BARC speeders and picked up the trail of the fleeing Geonosian Archduke, who was headed for the Progate Temple,[5] the lair of the Geonosian Queen Karina the Great,[6] with a squad of battle droids[5] and royal Geonosian guards aboard an Armored Assault Tank towing several crates of munitions.[6] Unduli and Buzz tracked Poggle the Lesser to the western desert, where they found a munitions crate that fell from the tank. Unduli reported back to Masters Kenobi and Mundi—who had recovered from their earlier injuries in battle—and concluded that Poggle the Lesser was headed for the Progate Temple, a site that had been hit by heavy bombardment during the Republic's initial siege. Despite General Skywalker's warning that a sandstorm was approaching her position, Unduli was intent on completing her mission and was unwilling to let Poggle the Lesser escape.[5]

Unduli and Buzz search the Progate Temple for Poggle the Lesser.

Unduli and Buzz followed Poggle the Lesser through the sandstorm and into the Temple, where the pair reported back to Kenobi, Mundi, and Skywalker, who were back with the fleet. Before Unduli and Buzz could return to the Republic base, however, they were attacked, and their transmission was cut short. Buzz was killed, and Unduli was knocked out and taken hostage by Poggle the Lesser and several of Queen Karina's "undead" Geonosian warriors that were being reanimated by the Queen's brain worm parasites. Once the sandstorm had lifted, Skywalker, Kenobi, and Commander Cody took a platoon of clone troops in the LAAT/i gunship The Bug Stomper to the Progate Temple to find and rescue Unduli. Cody found Buzz's dead body, and Kenobi chanced upon Unduli's lightsaber. Believing that Poggle the Lesser could not have defeated a Jedi, Skywalker noticed a statue of a "bizarre Geonosian," which Kenobi speculated to be of the long-rumored Geonosian Queen. Intent on finding Unduli, Skywalker, Kenobi, Cody, and their men entered the caverns through the Temple's entrance, using their lightsabers and headlamps to light the way.[5] Cody's wrist-mounted trackers led the platoon into a tunnel that penetrated deepest into the planet's crust.[6]

Unduli, who had been placed in binders and was being dragged through the catacombs by a group of Geonosian drones led by Poggle the Lesser, regained consciousness and managed to break free of her captors. Fighting the Geonosian warriors in close combat, Unduli was unable to defeat the already-dead guards. Unduli used her imagecaster holoprojector to hail General Kenobi, urging him to abandon his search for her and flee while he could with the rest of his troops before she was subdued once more. Instead of taking Unduli's advice, Kenobi and Skywalker led their men deeper into the caverns and pressed on, only to encounter and be surrounded by a horde of the Geonosian zombie warriors themselves. The Jedi and clones opened fire on their adversaries but were unable to stop the insectoids. With his men outnumbered and taking losses, Kenobi ordered the clone troopers to take out the tunnel's supports and retreat, seeing it as the only way to halt the Geonosians' advance. The Jedi and their troops escaped from the zombie warriors for the time being. Skywalker and Kenobi grimly noted the drone warriors' apparent immunity to all of their attacks and resolved to request reinforcements from General Mundi. Because the group was too deep underground to get a comlink signal, Kenobi sent trooper Gearshift and another clone to backtrack to the surface and contact Mundi.[5]

The two clone troopers did not get far before being killed by the Geonosian zombies. Hearing the pair's screams, Skywalker, Kenobi, Cody, and the rest of the platoon ran to help their comrades but arrived too late to save them, instead finding their slain bodies. Although Skywalker wanted to go to the surface himself to alert General Mundi, Kenobi believed that they could not divide their troops again and noted that time was running out for Unduli. The captive Unduli, meanwhile, woke up to find herself suspended in a Geonosian containment field next to the throne of Queen Karina the Great, who was in the process of reproducing more Geonosian drones from her undulating and large egg sac, aided to by her reanimated warriors. Skywalker, Kenobi, and Cody finally found the royal chamber and spied on the proceedings from the shadows. Using his infrared headlamp in the dark room, Cody located Unduli next to the throne and Poggle the Lesser in conversation with the Queen. Skywalker was set to mount a full-on attack on the Geonosians, but Kenobi, who was after the reasons behind the Queen's abduction of Unduli, devised a different plan. The Jedi set up their clone troopers around the room's perimeter, intending to have the troopers use their headlamps to temporarily blind the dark-dwelling Geonosians and create enough confusion to rescue Unduli when the time came.[5]

Cody and his men provide the Jedi with blaster cover from the attacking Geonosian zombies.

While Commander Cody stealthily moved the men into place, Skywalker and Kenobi marched straight through the throne room and the lines of Geonosians zombies to speak with Karina the Great. Kenobi spoke with the Queen and told her that her rule was at an end, but the shrieking Queen refused to recognized the Jedi's authority. The Queen's subordinates took the Jedi's lightsabers from them, and Karina the Great then revealed her intentions: instead of seeking the Jedi's elimination, she wished to possess them using her brain worms, as the Jedi would make valuable warriors. As Poggle the Lesser placed one of the parasites on Unduli, Kenobi signaled Cody and the clones to attack. The troopers blasted their headlamps on the Geonosians and temporarily blinded them, allowing Skywalker and Kenobi to retrieve their lightsabers from the drones with the Force. While Kenobi himself took Unduli's brain worm as a sample for study, Skywalker freed Unduli and gave her back her lightsaber. Skywalker then shackled Poggle the Lesser and brought him along before knocking Kenobi's worm sample out of his hand and crushing it beneath his boot.[5]

Once the three Jedi had fled the cave with Poggle the Lesser, the clone troopers provided cover for them and blasted the chamber's supports, trapping the Geonosians there and burying Queen Karina the Great and her zombie force under layers of rubble. The warrior drones continued to follow the group, and as the clones continued to provide covering fire, the Jedi headed to escape the catacombs to the surface. The Republic platoon climbed an air shaft out of the caverns, and the Geonosians pursing the squad were knocked back down and crushed under falling rocks. A geyser of dust billowed through the vertical passage and spewed Skywalker, Kenobi, Unduli, Poggle the Lesser, Cody, and the remaining clone troopers out of the catacombs. The group fled the Temple shortly before it collapsed. With the ordeal over and Archduke Poggle the Lesser in Republic custody, the Jedi hoped that the Queen's deadly brain worms had been buried with her under the Temple.[5]


"The Republic must begin debriefing Poggle right away if we're to get useful intelligence from him."
"Master, I suggest we let our Padawans handle the supply mission."
―Luminara Unduli and Anakin Skywalker — (audio)Listen (file info)
The Jedi prepare to escort Poggle the Lesser to Coruscant.

The massive assault on Geonosis finally resulted in success, and the Republic was able to recapture the Separatist-allied world and ensure that its droid factories would no longer fortify the Separatist Droid Army's troop lines.[2] The Jedi's encounter with the brain worm–reanimated Geonosian zombies prompted the Galactic Senate and Coruscant Health Administration to issue a warning for the supposed "mysterious infection" that was plaguing the Geonosians to the citizens of the Republic, urging caution for all inter-planetary travel.[13] While the Jedi ushered Poggle the Lesser onto a Nu-class attack shuttle at a landing area on Geonosis in preparation to take him to Coruscant for trial, General Mundi received word that Master Mace Windu's defenses on the planet Dantooine had been able to hold out, albeit at a great cost to his men. Windu immediately required medical supplies that were waiting to be delivered from a medical station near the planet Ord Cestus. Skywalker and Unduli both stated that it was also of immediate importance to transport Poggle the Lesser to Coruscant, as the Republic had to begin debriefing the Geonosian Archduke if any useful Separatist intelligence was to be gained from him.[2]

In order to allow himself and the other Jedi Generals to continue with the impending task of transporting Poggle the Lesser to Coruscant, Skywalker proposed that Tano and Offee handle the supply mission, and the other Jedi Generals agreed. Kenobi assigned the Padawans to take a medical frigate to the medcenter, planning to rendezvous with them alongside Mundi, Unduli, and Skywalker for the voyage to Dantooine after delivering Poggle the Lesser to Coruscant.[2] After Tano and Offee departed for the Ord Cestus facility with the Pelta-class frigate TB-73 and clone troopers of Tango Company as their embarked troops,[14] the four Jedi Generals and Captain Rex left with Poggle the Lesser under heavy guard aboard a Venator-class Star Destroyer, bound for Coruscant.[2] The Padawans' routine mission, however, suddenly became a dire fight for survival[15] when Geonosian brain worms—having infected Tango Company trooper Scythe at the remains of the Progate Temple—attempted to take control of their supply ship.[2]

Behind the scenes

"What you see is not what originally the story was about. George said, 'This is going to be a D-day attack on Geonosis.' We thought we had it working to a pretty good point, and George started watching it, and all of a sudden, there's a tremendous amount of work to do."
―Series Director Dave Filoni discusses the addition of the battle's first chapter

The Second Battle of Geonosis[16] was the first major battle of the 2009 second season of the Star Wars: The Clone Wars television series,[10] following the Battle of Ryloth featured in the first season.[17] It marked the Galactic Republic's and Jedi Order's return to Geonosis after the historic opening battle of the Clone Wars on the planet and was featured across three chapters of a five-part story arc in the season[18]—"Landing at Point Rain," "Weapons Factory," and "Legacy of Terror," which began airing on November 4, 2009[8] and continued until November 20.[6] The three episodes were followed by the conclusion of the saga, "Brain Invaders," and were preceded by the episode "Senate Spy," which acted as a lead-in to the battle.

Flamethrowers, one of the many visual effects introduced during the Second Battle of Geonosis

The battle's span over several episodes allowed for various pre-existing characters to be introduced into the television series, notably Jedi Master Ki-Adi-Mundi[8] and Jedi Padawan Barriss Offee.[7] The first episode in the story arc was added within the second season's production schedule at Series Producer George Lucas's request for the conflict to begin with a D-day attack storyline plot, with inspiration from World War II.[19] The battle itself was meant to recall the visual sense from classic war films such as The Longest Day, Blackhawk Down, and Saving Private Ryan.[18] The battle's multiple chapters themselves visually showcased the depth and detail to which the series' production team was able to reach in modeling the animation in Season Two.[10]

A preview article published on for the episode "Brain Invaders" introduced difficulties with the naming of the battle. The article in question refers to the battle as the "Battle of Geonosis,"[15] a title already adopted for the opening battle of the Clone Wars. However, another article later published on cleared the conflict up, officially giving the battle the "Second Battle of Geonosis" name.[16]



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 1.17 1.18 1.19 1.20 1.21 1.22 1.23 1.24 1.25 1.26 1.27 1.28 1.29 1.30 1.31 1.32 1.33 1.34 1.35 1.36 1.37 1.38 1.39 1.40 1.41 1.42 1.43 1.44 1.45 1.46 1.47 1.48 1.49 1.50 1.51 1.52 1.53 1.54 1.55 1.56 1.57 Star Wars: The Clone Wars – "Landing at Point Rain"
  2. 2.0 2.1 2.2 2.3 2.4 2.5 2.6 Star Wars: The Clone Wars – "Brain Invaders"
  3. 3.0 3.1 Star Wars: The Clone Wars novelization
  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 4.12 4.13 4.14 4.15 4.16 4.17 4.18 Star Wars: The Clone Wars – "Weapons Factory"
  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 Star Wars: The Clone Wars – "Legacy of Terror"
  6. 6.0 6.1 6.2 6.3 6.4 6.5 6.6 The Clone Wars Episode Guide: Legacy of Terror on (backup link on
  7. 7.0 7.1 7.2 7.3 7.4 7.5 7.6 The Clone Wars Episode Guide: Weapons Factory on (backup link on
  8. 8.00 8.01 8.02 8.03 8.04 8.05 8.06 8.07 8.08 8.09 8.10 The Clone Wars Episode Guide: Landing at Point Rain on (backup link on
  9. 9.0 9.1 9.2 9.3 Star Wars: The Clone Wars – "Senate Spy"
  10. 10.0 10.1 10.2 The Action Intensifies in "Landing at Point Rain" on (backup link on
  11. Dataclip - Ep 28: Weapons Factory on Accessed on November 21, 2009.
  12. Fan Days Script: A Prelude to "Point Rain" on (backup link on
  13. A Public Service Announcement from the Galactic Republic on (backup link on
  14. The Clone Wars Episode Guide: Brain Invaders on (backup link on
  15. 15.0 15.1 Friends Become Foes in The Clone Wars on (backup link on
  16. 16.0 16.1 The Clone Wars Season Two Holiday Marathon on on (backup link on
  17. A Battle Over Ryloth Begins an Epic, Three-Part Struggle on (backup link on
  18. 18.0 18.1 Star Wars: The Best of 2009 on (backup link on
  19. Episode Commentary #2.5: Landing at Point Rain on (backup link on

This article uses material from the "Second Battle of Geonosis" article on the Starwars wiki at Wikia and is licensed under the Creative Commons Attribution-Share Alike License.

Star Wars Fanon

Up to date as of February 04, 2010

The Star Wars wiki of fan invention.


Galactic Civil War


Raid on Coruscant

Second Battle of Geonosis

Galactic Civil War




Karthakk System


Imperial Victory; Rebel forces route from orbit of Geonosis, Imperial occupation of Geonosis begins


Rebel Alliance

Galactic Empire


Rear Admiral Gregur Neregski

Vice Admiral Jurec Loleemah

  • 2 Dreadnaught Heavy Cruisers
  • 5 CR90 Corvettes
  • 25 Y-Wing Bombers
  • 40 X-Wing Fighters
  • 1 Acclamator Assault Ship
  • 3 Dreadnaught Heavy Cruisers
  • 80 TIE Fighters
  • 24 TIE Bombers
  • 3 Tartan Patrol Corvettes
  • 1 Dreadnaught Heavy Cruiser
  • 2 CR90 Corvettes
  • 17 Y-Wing Bombers
  • 13 X-Wing Fighters
  • 1 Dreadnaught Heavy Cruiser
  • 60 TIE Fighters
  • 7 TIE Bombers
  • 1 Tartan Patrol Corvette

The Second Battle of Geonosis was a quick skirmish over Geonosis during the Galactic Civil War. Just over one year before the Battle of Yavin, a small Imperial fleet was patrolling the space above Geonosis when they encountered a small fleet of Alliance ships. During the insuing skirmish, the Alliance fleet took casualties, but the Imperials retreated. After reporting to their station, the Alliance space station began evacuating and couldn't draw on any space reinforcements, so they ordered Rear Admiral Neregski to guard the evacuation transports from any attacking Imperial forces. After they were evacuated, the Imperial invaders, encountering several carcasses of small ships and a recently abandoned space station, went down to the planet to annihilate the Rebel forces there and take control of the planet.

This article uses material from the "Second Battle of Geonosis" article on the Star Wars Fanon wiki at Wikia and is licensed under the Creative Commons Attribution-Share Alike License.


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