The salvage ship lands in the woodlands surrounding Dooku's palace on Serenno. The three Nightsisters scale the cliff to his fortress, cutting an entry into one of its walls with a lightsaber. They enter Dooku's sleeping chamber through the ceiling. Ventress sends the dart, striking Dooku in the neck.

Though his vision is distorted, Dooku is able to effectively fend off a prolonged lightsaber attack. The assassins eventually win the advantage, however, disarming him of his lightsaber. As Ventress readies her death blow, Dooku hurls bolts of Force lighting at the three, sending them through a window and down the cliff face. Ventress recovers herself and is able to save her accomplices using the Force.

The three return to Dathomir, defeated. But Mother Talzin sees an opportunity -- Count Dooku is vulnerable, and will now be eager to protect himself with a new apprentice.

Talzin communicates with Dooku via hologram. She offers Dooku a male from Dathomir to serve as his new apprentice. Dooku, aware of Dathomir warriors' extraordinary caliber, accepts her offer.