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"Victory and Death" Episode Guide | The Clone Wars - Season 7, Episode 12

Ahsoka Tano with a lightsaber in The Clone Wars

In the wake of Order 66, Ahsoka and Rex must work together to survive.

Stream on Disney+

The Clone Wars Rewatch

  • The Clone Wars Rewatch: The War Ends in “Victory and Death”

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    The Clone Wars Rewatch: The War Ends in “Victory and Death”

    Ahsoka must let go of all that she fears to lose.

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Video

  • video

    Inside the Final Duel: Maul Vs. Ahsoka - Star Wars: The Clone Wars

    Dave Filoni, executive producer and supervising director of Star Wars: The Clone Wars, along with cast and crew, discuss the making of Maul and Ahsoka Tano's climactic battle on Mandalore.

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  • video

    Clone Wars Download: "Victory and Death"

    Go behind the scenes of "Victory and Death" with executive producer Dave Filoni, cast, and crew, as they discuss the highly-anticipated series finale of Star Wars: The Clone Wars.

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Blog

  • Clone Wars Declassified: 5 Highlights from “Victory and Death”

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    Clone Wars Declassified: 5 Highlights from “Victory and Death”

    In the chilling series finale, Ahsoka and Rex try to survive Order 66 and plot one final escape.

  • Who Is Ahsoka Tano?

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    Who Is Ahsoka Tano?

    You don’t have to look tough to be tough.

  • Poll: What’s Your Favorite Ahsoka Tano Moment in Star Wars: The Clone Wars (So Far)?

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    Poll: What’s Your Favorite Ahsoka Tano Moment in Star Wars: The Clone Wars (So Far)?

    The fan-favorite Togruta has had some unforgettable scenes. Now StarWars.com wants you to pick your favorite!

  • Poll: What is Maul’s Greatest Moment?

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    Poll: What is Maul’s Greatest Moment?

    Choose from the dark warrior's most epic battles and notorious acts!

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Galleries

© 2015 Disney

"Victory and Death" Episode Gallery

Spoiler alert! This story gallery contains plot details from "Victory and Death".

  • 20 Images
    • Though the droids have resealed the door to the medical bay, clones still try to break through. R...
    • ...and pushes the door forward at the clones with the power of the Force! Together, Ahsoka and Re...
    • Meanwhile, Maul continues to stalk the ship, monitoring chatter over a stolen comlink. He storms ...
    • Ahsoka and Rex locate the bridge, stunning the various officers. They find the whole ship is on l...
    • Ahsoka and Rex debate whether they should destroy the soldiers, and Tano removes Rex's helmet to ...
    • Soon, Rex leads Ahsoka into the hangar as if she's his prisoner. The clones ready their weapons w...
    • ...as R7 drops the hangar lifts, sending most of the clones plummeting downward! Rex and Ahsoka b...
    • Ahsoka tries to stop the dark warrior, but a powerful Force push sends Tano back and over the led...
    • As Maul attempts to make his getaway, Ahsoka pulls the shuttle back with the Force. She lets go, ...
    • Ahsoka and Rex find themselves back to back, holding the troopers off. Finally, Tano spins her li...
    • On the hangar platform, G-G and CH-33P bring the lifts back up, and many clones with them in an e...
    • Ahsoka and Rex finally locate a ship -- a Y-wing bomber -- but once again, more clones arrive. Ah...
  • Though the droids have resealed the door to the medical bay, clones still try to break through. Rex armors up, but Ahsoka tells him to set his blasters for stun. "We're not trying to kill anyone," she says. She waits until just the right moment...

  • ...and pushes the door forward at the clones with the power of the Force! Together, Ahsoka and Rex hold off the troopers, killing no one, and Tano commands R7 to find them a way out. The droid says that all escape pods have been destroyed; they'll have to commandeer a shuttle.

  • Meanwhile, Maul continues to stalk the ship, monitoring chatter over a stolen comlink. He storms the hyperdrive room, killing all in his path. In an awesome display of power, he brings the massive hyperdrive generators crashing down.

  • Ahsoka and Rex locate the bridge, stunning the various officers. They find the whole ship is on lockdown, and learn that the hyperdrive is destroyed. Caught in a nearby moon's gravitational pull, they must get off the ship, and soon. R7 opens the hangar doors and they locate a shuttle, but the clones are waiting.

  • Ahsoka and Rex debate whether they should destroy the soldiers, and Tano removes Rex's helmet to find him crying. She reiterates that while the clones may be willing to die, she will not be the one to kill them. But they will not surrender. Ahsoka has an idea...

  • Soon, Rex leads Ahsoka into the hangar as if she's his prisoner. The clones ready their weapons while Rex makes the case that the order is to destroy all Jedi -- and Tano is no Jedi. ARC trooper Jesse doesn't fall for it, and charges Rex with treason. But the diversion worked...

  • ...as R7 drops the hangar lifts, sending most of the clones plummeting downward! Rex and Ahsoka battle the rest, but more trouble arises as Maul enters the hangar and makes a run for the shuttle.

  • Ahsoka tries to stop the dark warrior, but a powerful Force push sends Tano back and over the ledge. Yet just in time, G-G fires a grappling line and Ahsoka grabs on. As Tano dangles, she parries the clones' blasts while Rex provides cover, and finally gets back to ground level.

  • As Maul attempts to make his getaway, Ahsoka pulls the shuttle back with the Force. She lets go, however, as the clones blast one of the droids and the Republic attack becomes too much.

  • Ahsoka and Rex find themselves back to back, holding the troopers off. Finally, Tano spins her lightsabers in a downward circle, cutting a hole in the floor and dropping them downward.

  • On the hangar platform, G-G and CH-33P bring the lifts back up, and many clones with them in an effort to help their friends. Jesse and a squad of troopers go to the droids and open fire, destroying them without haste.

  • Ahsoka and Rex finally locate a ship -- a Y-wing bomber -- but once again, more clones arrive. Ahsoka gives Rex a push onto the ship, while she defends against the troopers -- but not before a blast tags her.

  • Upon entry into the moon's atmostphere, the bridge officers lose lateral control and the great cruiser begins to tear apart! The clones fall away from Ahsoka, and she makes a running jump for the ship.

  • But the Y-wing careens out of the gigantic vessel, and Ahsoka is thrown outside along with a sea of debris.

  • With Jedi skill, Ahsoka directs herself through the air, running along the plummeting cruiser and making her way toward Rex.

  • She leaps for the Y-wing and finally grabs hold before taking a seat in the gunner position.

  • Rex steers the ship clear of the cruiser. There are no victory cheers, only haunted looks upon their faces.

  • On the moon, Ahsoka and Rex bury the fallen clones. Tano reflects quietly before the graves and drops her lightsaber to the ground.

  • Some time later, the Empire comes to inspect the wreckage. Stormtroopers and probe droids search the landscape. All is quiet except for the mechanical breathing of their leader as he approaches the cruiser.

  • It is Darth Vader, enforcer of the new Emperor. He picks up Tano's lightsaber and ignites it, as an owl-like creature circles above. Vader stares at the ship for a moment, then turns to leave as his image reflects in the helmet of a dead clone trooper, before fading away.

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"Victory and Death" Episode Gallery

© 2015 Disney

Tech's Notes: "Victory and Death" Trivia Gallery

Fun facts and trivia from this episode!

  • 4 Images
    • The opening music features a live choir, a rarity for Star Wars: The Clone Wars.
    • Leading the hunt for Rex and Ahsoka is Rex’s friend CT-5597, better known as “Jesse.” Jesse first...
    • The epilogue of the show features a time jump of some years into the Imperial era.
    • This is the first time seeing a full Darth Vader model, as well as Imperial stormtroopers and sno...
  • The opening music features a live choir, a rarity for Star Wars: The Clone Wars.

  • Leading the hunt for Rex and Ahsoka is Rex’s friend CT-5597, better known as “Jesse.” Jesse first appeared in Season Two’s “The Deserter” and has been a staple of the series ever since.

  • The epilogue of the show features a time jump of some years into the Imperial era.

  • This is the first time seeing a full Darth Vader model, as well as Imperial stormtroopers and snowtroopers, in the Star Wars: The Clone Wars design style.

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Tech's Notes: "Victory and Death" Trivia Gallery

© 2015 Disney

"Victory and Death" Commentary Gallery

Behind-the-scenes commentary from the cast and crew!

  • 7 Images
    • "I always knew the end of the show was going to be difficult because it doesn't end on the most u...
    • "I just really enjoyed making this show. It was a real privelege to get to write and direct this ...
    • "Ahsoka and Rex, I think have earned their place with the rest of the Star Wars lead characters o...
    • "Making The Clone Wars was really the best of times, all the way up right through here to the end...
    • "To bring The Clone Wars to an epic, magnificent, cinematic conclusion that it always has deserve...
    • "I think it's really important and it's going to stand the test of time, and people will be very ...
    • "When we recorded 'Victory and Death,' it was definitely emotional...We got the proper goodbye th...
  • "I always knew the end of the show was going to be difficult because it doesn't end on the most uplifting of notes. But it's how this part of the story has to go. It's what happens to the galaxy." - Dave Filoni (Executive Producer & Supervising Director)

  • "I just really enjoyed making this show. It was a real privelege to get to write and direct this particular time period of the Clone Wars and play with these characters." - Dave Filoni (Executive Producer & Supervising Director)

  • "Ahsoka and Rex, I think have earned their place with the rest of the Star Wars lead characters out there." - Dave Filoni (Executive Producer & Supervising Director)

  • "Making The Clone Wars was really the best of times, all the way up right through here to the end. It's been a great thing to have the chance to complete and put a proper ending on it. I think it feels good for myself, for everybody that worked on it, and hopefully for everybody that grew up with it, as well." - Dave Filoni (Executive Producer & Supervising Director)

  • "To bring The Clone Wars to an epic, magnificent, cinematic conclusion that it always has deserved, it's one of the very most satisfying creative experiences of my life and my career." - Dee Bradley Baker ("Rex" and all clones)

  • "I think it's really important and it's going to stand the test of time, and people will be very grateful for it. And I'm grateful to be a part of it." - James Arnold Taylor ("Obi-Wan Kenobi")

  • "When we recorded 'Victory and Death,' it was definitely emotional...We got the proper goodbye that we didn't get before, and it was such a gift to have that this time. To say, 'This is a wrap.'" - Ashley Eckstein ("Ahsoka Tano")

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"Victory and Death" Commentary Gallery

© 2015 Disney

"Victory and Death" Concept Art Gallery

  • 12 Images
    • Captain Rex and G-G lighting concept by Molly Denmark
    • Clone Captain Rex lighting concept by Molly Denmark
    • Damaged hyperdrive room lighting concept by Molly Denmark
    • Jedi cruiser crashing lighting concept by Molly Denmark
    • Ahsoka lighting concept by Molly Denmark
    • Clone Captain Rex pack by Stephanie Carey
    • Damaged Jedi cruiser by Andre Kirk
    • Jedi cruiser lower hanger damaged by Kilian Plunkett
    • Int. Jedi cruiser hanger by Aaron Pham
    • Jedi cruiser hyperdrive room by Andre Kirk
    • Jedi cruiser hyperdrive room damaged by Andre Kirk
    • Int. Jedi cruiser lower hanger by Jim Moore
  • Captain Rex and G-G lighting concept by Molly Denmark

  • Clone Captain Rex lighting concept by Molly Denmark

  • Damaged hyperdrive room lighting concept by Molly Denmark

  • Jedi cruiser crashing lighting concept by Molly Denmark

  • Ahsoka lighting concept by Molly Denmark

  • Clone Captain Rex pack by Stephanie Carey

  • Damaged Jedi cruiser by Andre Kirk

  • Jedi cruiser lower hanger damaged by Kilian Plunkett

  • Int. Jedi cruiser hanger by Aaron Pham

  • Jedi cruiser hyperdrive room by Andre Kirk

  • Jedi cruiser hyperdrive room damaged by Andre Kirk

  • Int. Jedi cruiser lower hanger by Jim Moore

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"Victory and Death" Concept Art Gallery

Databank

  • Ahsoka Tano

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    Ahsoka Tano

    Former Jedi Knight Ahsoka Tano once served as the Padawan learner to the Jedi Anakin Skywalker during the Clone Wars. A respected leader and warrior attuned to the light side of the Force, Ahsoka grew into a formidable fighter before the Empire’s reign changed the course of galactic history. Although she walked away from the Jedi Order, she continued to stand up for those fighting for peace and justice in the galaxy long after the fall of the Republic.

  • Maul

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    Maul

    A deadly, agile Sith Lord trained by the evil Darth Sidious, Darth Maul was a formidable warrior and scheming mastermind. He wielded an intimidating double-bladed lightsaber and fought with a menacing ferocity. Though he fell in battle against Obi-Wan Kenobi, the Zabrak from Dathomir would prove to be much harder to destroy than originally believed.

  • Clone Captain Rex

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    Clone Captain Rex

    Rex once served the Republic on the frontlines during the Clone Wars, taking orders from Anakin Skywalker and Ahsoka Tano as first a captain and later a commander. He viewed military service as an honor, and his loyalty to the Republic and his Jedi Generals was absolute. But when Order 66 was executed, it was Ahsoka who helped to free Rex from the programming of his inhibitor chip. At the dawn of the Empire, Rex has escaped with his life but is considered killed-in-action in the eyes of the new regime. That allows him to operate in the shadows and help any clone brothers who remain separate from the Imperial ranks.

  • Darth Vader

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    Darth Vader

    Once a heroic Jedi Knight, Darth Vader was seduced by the dark side of the Force, became a Sith Lord, and led the Empire’s eradication of the Jedi Order. He remained in service of the Emperor -- the evil Darth Sidious -- for decades, enforcing his Master’s will and seeking to crush the fledgling Rebel Alliance. But there was still good in him…

  • Clone Trooper Jesse

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    Clone Trooper Jesse

    The clone troopers of the 501st Legion are a tight-knit bunch, loyal to their Jedi General, Anakin Skywalker. Clone Commander Jesse is a hard-fighting patriot who proudly wears the cog-shaped symbol of the Galactic Republic on his helmet, and has a large tattoo that covers his face. After the execution of Order 66, however, Jesse and the rest of the clones are blindly loyal to the Emperor, and not even his brother, the clone known as Rex, can compete with the chip's programming.

  • Clone Troopers

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    Clone Troopers

    At the time of their introduction, the Republic clone troopers represented the future of galactic warfare. Far superior to battle droids, the clone troopers formed the backbone of the Republic's new military that waged war against the forces of the Confederacy of Independent Systems. So symbolic were they of the times, the galaxy-wide conflict that saw their debut took its name from their ranks: the Clone Wars.

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Quotes

  • Quote - Rex - "If they weren’t trying to kill us, I’d be proud."

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    "If they weren’t trying to kill us, I’d be proud." Rex

    "If they weren’t trying to kill us, I’d be proud."

  • Quote - Ahsoka - "I don’t want to hurt them."

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    "I don’t want to hurt them." Ahsoka

    "I don’t want to hurt them."

  • Quote - Ahsoka - "You’re a good soldier, Rex."

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    "You’re a good soldier, Rex." Ahsoka

    "You’re a good soldier, Rex."

  • Quote - Maul - "You wanted this chaos."

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    "You wanted this chaos." Maul

    "You wanted this chaos."

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