A/N: This will almost certainly be AU as soon as Rebels season three starts. Might turn into an AU series of stories, but it's pretty damn dark, even for me.


"Ahsoka."

Even through the distortion of the damaged mask, his voice was unmistakable.

She froze solid, her eyes widening into broad, luminescent mirrors. The former padawan spun around to see the Dark Lord where he had fallen. Wind, charged with raw energy from the imploding altar, whipped around them as the masked figure turned to face her. Her weapon had sliced open the demonic visage to reveal the demon himself. Inside she saw the yellow iris of a Sith, but the eye which held it betrayed recognition and the faintest tinge of sadness.

"Ahsoka," he repeated, louder this time.

Yet even his clearly recognizable voice was insufficient to pierce the protective blister of denial she had carefully built around herself since the Siege of Lothal. A voice could be duplicated, faked, one of the multitudes of tricks employed by the Sith… but when he said her name she felt it ripple through the Force… like a solitary wave passing over a mill pond… and she felt him. The touch was cold, deeply conflicted, terribly hurt, but unique as a signature and heart achingly familiar.

Recognition exploded in her mind and reality itself twisted sickeningly on its axis. The ground beneath her pitched and swayed drunkenly. Whether it was the impending destruction of the temple or the shock of her realization, she did not know. The truth, the black, hideous monster that appeared unbidden now before her, was undeniable.

Anakin Skywalker was Darth Vader.

She heard screaming high on the wind only to realize it was in her mind.

Please, no! Not this! Anything but this!

She raised her eyes to regard her former master. Tears shimmered but did not fall.

"Anakin…" she breathed.

Behind her she heard Ezra call her name, but she remained transfixed by the Dark Lord who now rose to his feet before her. This was her friend, the best friend she would ever have. Her heart suddenly swelled within her.

"I won't leave you!" she vowed over the howl of the wind, "Not this time!"

He looked down at her, his countenance hardening.

"Then... you will die."

His eye was illuminated in red as he ignited his saber and brought it to a guard position.

As if from another world she heard Ezra call her name once more. Realizing the danger, she turned away for but a moment as Vader advanced menacingly. With an effortless manipulation of the Force she pushed the young Jedi and the treasure he held beyond the edge of the rapidly descending pyramid wall.

Using the backhand style she so uniquely favored, she quickly raised her elegant white light sabers to protect her back. A fraction of a second later Vader's bloody, crackling instrument slammed into them from above.

"Ahsoka!" Ezra screamed from afar, "No! Noooo!"

The wall came crashing down. The boy and Kanan were safe, but it provided the former padawan no comfort.

She was alone with her master.

With a cry she threw off her opponent and whirled to face him. Flipping over his head she swung both sabers across each other as she passed. Moving with a speed far faster than his enormous frame seemed to allow, Vader blocked both with his own and pushed her off with a single cry and heave. She landed gracefully on both feet and immediately sprang forward on the attack.

The battle raged fiercely, ascending in fury to match the accelerating imbalance of energy at the altar. She maintained perfect physical balance as the red and white sabers clashed between them, but her heart bled freely, the wound in her soul broad and deep. Even now as he tried to kill her, part of her refused to accept the truth.

How can this be? How did this happen to him?

Yet she knew that all hope of his innocence had been finally extinguished the moment he had called her by name.

Tears again threatened to spring from her eyes, but she forced them down. Instantly sensing weakness, Vader swung his saber wide, forcing her to crouch to avoid losing her head. The Dark Lord deftly landed a crushing blow with his offhand fist on her shoulder, his body passing close enough for her to hear the terrifying, electronic whisper of his breath deep inside the hollows of her lekku. Crying out in pain she used the Force to yank her opponent forward, buying her time to roll away and get back on her feet.

They faced each other once again, a short space dividing them, sabers instantly flicking to guard positions.

She could feel his anger as he approached, his hatred flowing through him, surrounding her like a molten river of metal breaking around a dwindling island of stone. The sensation slammed into her like walking into the droid foundry on Geonosis. She didn't understand and it hurt terribly. How could he hate her? After everything they had been through? After all the times they had saved each other's lives, never hesitating to risk their own?

The Sith Lord raised his blood tinged blade to strike, but Ahsoka lunged forward, swinging her sleek white sabers backhand one after the other. Vader roared in fury, parried the first blow, dodged the second and instantly returned a crushing riposte that Ahsoka barely stopped with both her weapons crossed in front of her. They remained locked for a moment, each straining against the other.

Unable to prevent herself, she looked into the blazing eye mere inches from her face. Then, clear as a bell, she heard a calm, confident, reassuring voice inside her head, one she often heard when things were at their worst.

Stay focused, stay in the moment!

Remember your training!

Feel the Force flowing through you!

But it was Anakin's voice who said these things in her mind. It had always been his voice. The voice that had comforted her when she was afraid, spoke to her in times of trouble, and infuriated her at every conceivable opportunity. The voice she had listened to over and over for countless hours on the few miserable recordings that she treasured more than her light sabers.

The same voice that in this hour of darkness, when she needed him most, had just told her she must die.

"No, Master, we will die here together," she finally choked, "At least… at least we can do that."

The world was crashing around them. The dais behind them on which the Sith holocron had stood pulsed with ever increasing power. She could see a column of pure energy rising behind her adversary to the roof of the enormous cavern far above. The air around them screamed with electromagnetic potential far beyond what three light sabers could generate. Jagged arcs of purple lightning sprang up from nowhere between the walls and the dais, growing in length and intensity with every passing moment.

It was only fitting. This was the end of days and she knew that even if she survived by the will of the Force she would never be the same again.

Vader roared and renewed the assault. Without thought or plan their bodies swung in a perfect, graceful dance of feint, parry, riposte and counter riposte, their faces lit in rapidly alternating hues of red and white.

They separated for a moment. She opened her mouth to speak, but was silenced by a massive explosion. The world went white with a blinding flash of light that expanded in a rainbow of color up to the surface. Reflexively covering her face to spare her eyes, she expected to feel the hilt of her master's light saber thrust into her chest.

Instead, she was falling. Nearby she heard Vader cry out in anger and surprise. The sound of ancient, rotting stone giving way echoed all around. Opening her eyes she could see the stars above them as they fell. The self-destruction of the temple had fractured a huge portion of the planet's crust and ejected it far into the atmosphere.

She rolled to see where she was going, catching her master doing the same out of the corner of her eye somewhere above her as she did. Her opponent marked, she looked down and was shocked at the proximity of the cavern floor as it rushed up to greet her. She barely had enough time to use the Force to soften her descent. Off balance and unfocused, she could not properly control her landing and came down hard on one knee. Pain exploded in her leg. She ignored it and stood up to find herself on a wide ledge at the base of the temple. Nearby an impossibly deep chasm yawned between the temple base and the rest of the cavern floor.

Huge boulders, pieces of the roof and temple masonry fell around her. The former Jedi gathered her will and reached out with the Force to deflect a temple column from crushing her flat. It landed with an unceremonious crash a few feet away from her.

Vader landed close by, his dark cape flaring about him, but with enough residual momentum that he was forced to roll before regaining his feet. Ahsoka watched him land only to see in the light of the massive explosion above them a rapidly growing shadow that quickly covered her former master.

Terrified against her will she cried out.

"Anakin!"

She looked up and, reaching forth again with all her might, grappled with the gigantic granite formation that had obviously been until moments ago part of the planet surface. The sheer mass of stone was incredible, the energy required to support it far beyond her ability alone. Desperately trying not to use her fear, she focused on deflecting the enormous craton away. Her heels dug into the cavern floor as the gargantuan object slowed, but did not stop. The weight was crushing. She raised both hands to the sky and gritted her teeth, exerting all of her will, but could not alter its trajectory.

Then suddenly… he was with her. Joy at the unexpected connection bloomed within her, filling cracks and fissures she did not know were there. Once again she felt the powerful, reassuring rush that she had always associated with his use of the Force, although the pressure was now hot and wrenching where once it had been pleasant and comforting.

Even acknowledging the qualitative differences she could not stop her mind from soaring at their touch. She felt warm, content and slightly dizzy. She was with him, and he was with her, where they belonged, even if only for a moment. With a stab of pain she realized that her wounded heart longed for that unity more than she had ever admitted.

Together they slowed and then stopped the mammoth craton. Exerting their combined will as one they manipulated the object easily. Within seconds they placed it on its side where it offered them shelter from any further effects of the temple's spectacular disintegration and created a bridge across the terrifying chasm on their left.

Then the connection vanished, leaving her suddenly cold, confused and disoriented. Questions and feelings she knew to be both dangerous and foolish flashed through her mind.

Did he feel that too?

Does he miss me… as I miss him?

Can't we find some way to go back to the way we were?

The war was so awful… but we were so happy…

Vader turned to face his former apprentice. The yellow eye regarded her solemnly. He did not reignite his saber. His breath came in ragged gasps through his damaged mask.

"You have grown stronger, as my master said you would," he observed with the faintest trace of pride.

Ahsoka leaned back against an outcropping of the craton, panting in exhaustion. Huge chunks of rock continued to rain down around them from above, though the heat and light of the temple's explosion rapidly diminished.

Her mind reeled. For those two precious moments, first when he had said her name and just seconds before when she had helped save his life, she had felt him. Yes, the black clad figure before her was Darth Vader, Dark Lord of the Sith and servant of the Emperor… but even now she found herself unable to accept the claim that Anakin had been destroyed, consumed by the Sith Lord standing before her.

To her there was no Darth Vader.

There was only Anakin Skywalker.

Dimly she knew her failure to accept the loss of her friend would probably kill her, but she could not help it. The truth was too crushing, too abrupt in its revelation for her to completely accept at once, her memories of Anakin too immediate and heart aching to banish from her soul.

She couldn't contain it. She felt the words rising in her throat and she was powerless to stop them. She swallowed once and summoned the strength to answer him.

"You showed me how to be strong, Anakin! You taught me to be strong for the people I love! Strong for those who can't be!"

Anger flared in his eye and his face contorted.

"That name no longer has any meaning for me, young one," he glowered, "and if you are no longer a Jedi then why do you still spread their lies?"

Ignoring his question she staggered forward and poured out her heart in anguish, "Master… master! Please! I don't understand! Just tell me… tell me please… What happened to you!? What made you become… this!? Why!?"

The red saber ignited. Sparks of gold and red rained gently down behind him, fragments of the dying embers from the cataclysm above.

"It is my destiny."

"No!" she screamed, staggering forward a few more steps, though the injury to her knee sent jagged bolts of lightning coursing through her body, "No, Anakin! That's just what the Emperor wants you to believe!" Anger flared with her, "He poisoned you and destroyed everything we tried to save – including the Jedi! He did this to you!"

He pointed a black gloved finger at her heart.

"No, Ahsoka," he boomed, his voice strong and deep, "it is you who must accept the truth that it was the Jedi who betrayed us! They betrayed you when they expelled you from the order for a crime you did not commit! How soon you have forgotten! They betrayed me when they tried to murder my master! And they betrayed everything we fought for when they tried to overthrow the Senate and seize power for themselves!"

"That's a lie!" she shouted, though such was the conviction with which he spoke that her heart waivered.

"No! Search your feelings, Ahsoka, you know it to be true! You experienced the corruption of the Jedi yourself and I watched with my own eyes as Master Windu tried to assassinate my master!"

"Anakin, Master Windu was trying to save everything we fought so hard to preserve! Democracy! The Republic! Now it's all destroyed – destroyed by your master!"

Vader advanced on her once more, reseating his saber in his grip by twisting it around in his hand. The red blade hummed and buzzed and it swung through the air.

"That is the lie!" he thundered, "It was the Emperor who helped me see through the deceits of the Jedi! It was through him that I came to know the power of the dark side, power to bring peace, justice and order to galaxy!"

Unable to hold them back any longer, the tears fell in long streams down her deep orange cheeks.

"Oh, master… master! Listen to what you're saying! Peace? Order? At what cost? By murdering Master Plo? Master Mundi? Master Unduli? They were our friends! We loved them!"

"They were not murdered," he corrected sharply, "They were executed for treason."

"Treason?" she repeated, her voice breaking in anguish, "Fighting for the Republic? That was treason? Then you and I are guiltier than they ever were! No one fought for the Republic harder than you – no one!"

"You are a fool, young one! I did not plot to overthrow the Senate! They did! The Jedi Order had to be destroyed for us to bring peace to the galaxy. That was our goal, remember? I gave up everything to achieve that goal! Everything that I was, everything that I loved, I gave it all for your sake and the galaxy's!"

He lifted his light saber, pointing it at her chest.

"Can you say the same?"

Suddenly she felt ashamed. The yellow eye looked on her coldly, but the fire of accusation boiled just under the tenuous self-control exerted by Anakin's powerful mind.

"No, you cannot!" he suddenly thundered in anger, "Because you abandoned me! You left me to fight the war by myself! You betrayed me just like she did! Like Obi-Wan did! And now you dare pass judgment on me? You know nothing!"

She staggered back. Her inner turmoil was agonizing, amplified many times by the rapidly burgeoning guilt that threatened to swallow her. Was she responsible for what happened to him? If she had stayed… could she have saved him from the dark path he now tread?

"No, Anakin, no! I didn't betray you!" she cried hysterically, "I trusted you! You believed in me when I didn't believe in myself! I had to leave because the Council didn't trust me! What choice did I have!? I left the Order, not you!"

"You abandoned me," as if he hadn't even heard her words, "and you will pay the price!"

With a cry he lunged at her, bringing his blade down in a diagonal sweep. Ahsoka ignited her sabers, blocked the blow with one and swung at his side with the other. Vader stepped just out of range of her swing and, using his greater reach, grabbed her offhand with his own and landed a kick to her damaged knee.

Ahsoka howled in pain and lost her grip on her offhand saber. With a quick inhalation of breath, Vader grabbed the saber from her hand and threw it away. Recovering quickly she put weight on her good leg, threw him off, and then used the Force to slam him backwards into the wall of the craton behind him. She threw him so hard his body cracked the stone edifice and it took him a moment to extricate himself.

Pain, doubt, guilt, anger, fear, despair – all warred within her, threatening to overwhelm her ability to focus on the battle. When he advanced on her again she had recovered her missing weapon, but she knew the injury to her knee and her rapidly growing inability to control her emotions meant death.

"Now you will die as will your friends!" he roared.

They crossed blades again, their sabers crackling with discharging energy. He swung his saber repeatedly down on hers, beating her down into a kneeling position.

"Leave them alone!" she commanded through gritted teeth.

"Did you think you could protect them, young one?" he taunted, his voice low and threatening, sensing her feelings for Kanan and his vulnerable padawan, "You cannot even protect yourself! The boy will die and I will take the holocron for my master!"

Her vision went red. Anger welled up uncontrollably within her. Anger at him for threatening Ezra, anger at the universe for letting this happen… to her… to him, and above all anger at the man she hated most of all, the man who had taken her best friend away from her.

No, Ahsoka! Don't give in! Don't give in to hate!

But it was too late. She had nothing else left. The calm voice in her mind vanished.

"Your master!?" she shrieked, "Your master did this to you! He destroyed everything I loved! Everything YOU loved, but still you serve him!? He took you away from us! Away from me! I hate him! I HATE HIM!"

An animal snarl escaped her lips and she bared her fangs, something she hadn't done since she came to the Temple as a child. Fueled by unbridled rage she heaved herself upward with all her might, adrenalin blotting out the pain in her wounded leg. Surprised at the change in her aura and the sudden violence of her assault, Vader fell back.

They traded blows so rapidly that their sabers began to blur around them. Unaccustomed to using her passion, Ashoka's technique suffered, though her strokes delivered much greater power. Vader parried a strike that would have smashed a lesser saber in two and scored a glancing blow on her arm in return. Her flesh instantly melted where the red blade connected. She cried out, but overcame the sensation, allowing her anger to drown out the pain.

Without thought or reason she moved against him, filled to overflowing with the alien emotion that now animated her body. In a lightning swing that she only registered after she had done it, Ahsoka landed a blow on the crook of Vader's neck, eliciting a roar of rage and a satisfying shower of sparks from his body armor.

Step by step she forced the Dark Lord back towards the chasm behind them. The light from the explosion of the temple had long since vanished, now they were lit only by the stars far above and the light of their weapons.

She picked up a huge section of a stone stairway that had fallen from the sky and threw it. The edifice shot wide of her target, the force she exerted having been far more than was necessary. Vader simply stepped back to avoid getting hit, feeling only the rush of air past his newly exposed face. The staircase went over the edge of the chasm and began crashing along the sides on its way to oblivion.

The effort put her off balance. As soon as the projectile passed Vader leapt forward, knocked her right hand blade out the way, parried a blow from her other saber and then sliced clean through the palm of her exposed left hand. He withdrew his weapon in a single fluid motion.

Ahsoka screamed in agony and dropped her weapons in the dust. The fight was over. She felt the familiar rush of his manipulation of the Force, but this time there was no joy, warmth or comfort… only a horrible tightening around her throat as she was lifted high into the air.

The yellow eye narrowed dangerously as the Dark Lord lowered his light saber, the echo of its hollow growl serving as a sinister score in the gathering darkness.

Her anger bled away as she looked at him, replaced by alternating waves of shame, guilt and despair. Part of her had enjoyed it and reveled in the power she had only briefly wielded. The realization made her feel dreadfully weak and horribly ill.

What have I done!? What did I do!?

She knew the answer, but could not face it. Beside her she could see the endless chasm opening wide and wondered if he would cast her into it. She hoped it would be so rather than face what she had just done.

"Impressive," he observed in a hushed tone, "and unexpected. Indeed, you are no Jedi. Your hate has made you powerful. Perhaps now… you begin to understand."

She struggled weakly against his choke hold, her undamaged hand trying to grab the hand on her neck that wasn't there.

Slowly Vader lowered her to the ground and released the pressure on her throat. She fell over, gasping for air, her hand, arm and knee sending white hot pulses of pain through her body. Heavy footsteps echoed as he came to stand over her. The red saber hummed and popped as it swayed.

She looked up to meet his gaze once more.

"Kill me then, Anakin," she begged, still gasping for breath, "please… let me die a Jedi… even if I was never one in life."

He paused, considering what to do.

"No," he replied suddenly, as if making a decision on the spot, "Even though you abandoned me, I will not give up on you. I feel your conflict!"

The Sith Lord held out a black gloved hand, but the presence she felt in her mind was Anakin Skywalker's.

"Let me help you, Ahsoka, as I once did."

Against her will she felt hope ignite within her, reducing if not entirely banishing the feelings of shame and despair. To her dawning horror she discovered that part of her wanted to accept. Exhausted and vulnerable, she replied in a small voice.

"Snips… You used to call me Snips, Anakin… don't you remember?"

Vader… Anakin… lowered his saber and dropped his hand. His tortured breath whispered in the darkness.

"I remember."

"And I hated it! I really did! But, I'd… I'd do anything… anything to hear you say it now… like you said it then."

The moment stretched. She could feel his presence… Anakin's presence… and all she wanted to do was curl up, go to sleep, and dream of the ways things were. She was so tired, and the burden was so heavy.

Anakin spoke.

"Those days are gone, Ahsoka, and it is long past time to let go such childish dreams," he said softly with the barest hint of regret, then in a stronger tone, "Now you must accept the truth that power is the only reality."

He loomed over her, a severe, but familiar figure. He held his hand out to her once more and she could feel the hope in his voice.

"Join me!" he commanded, his voice growing stronger as he spoke, "You abandoned me before, don't betray me now! I can help you grow strong in the power of the dark side! Take your place with me and together we can achieve what we always wanted – to restore peace and freedom to the galaxy!"

Her eyes teared up once more. He wanted her to accept, she could feel it, and not because of her power. That was the excuse. He disguised it well, but he could not hide from her the crushing loneliness he felt.

She looked out of the corner of her eye and saw the edge of the chasm only a few feet away before turning back to her best friend.

"Oh, master… Anakin…I cannot," she replied, her heart wrenching, "By the will of the Force so help me, if you asked me to serve you… and only you… if you asked me to help you make something better out of this mess we helped make… I would do it! No matter the consequences! I'd risk everything I am, everything I believe to help you build a better future! I would!"

"But… but what you're really asking… is for me to serve…him… the man who…" her voice broke and became thick with the tears she shed now so freely on her cheeks, "hurt you so badly! And he goes on… hurting you! Never! I'll never serve him!" she shrieked.

The black gloved hand fell back to his side.

"You have no choice, Ahsoka…" he replied with deep and abiding confidence, "you have unleashed the power of the dark side… and now it will forever dominate your destiny."

Her body tensed, both with fear that his words were true and for what she planned to do next.

"Don't forget me, Anakin," she breathed as she gathered her will.

He watched as she pitched her broken body into the chasm.


The dais glowed beneath the kneeling figure of Darth Vader. His mask had been replaced, his wounds healed. Above him the sinister hologram of Darth Sidious, all powerful ruler of the Galactic Empire, glowed in the darkness of the audience chamber aboard the star destroyer Avenger.

The Emperor had listened without comment during the Dark Lord's recitation of the extraordinary chain of events on Moraband. His report was factual, entirely truthful… and carefully worded to elide key elements which he knew would be dangerous to reveal.

"You have done well, Lord Vader," the Emperor confirmed at the conclusion of the story, "Are you certain she survived?"

"Yes, my master, I am certain."

"This could work to our advantage…" the wraith like figure mused, "Skywalker's apprentice will be torn apart by guilt and consumed with desire."

"Yes, she will return to her friends and conceal from them what happened."

"Indeed, my friend, she has become unbalanced, a dangerous and unwitting servant to our cause… but… now I sense you propose to take this further."

"An opportunity, master… her compassion for me can be her undoing. She has tasted the power of the dark side. Even now she wavers. If she could be turned, she would be a powerful weapon. It would not take much to complete her transformation."

The hologram's yellow eyes glinted.

"Perhaps, but you forget the Rule of Two, Lord Vader."

"No, my lord, she will never be as strong as we are," he contradicted in a subdued voice, having neglected to mention the wounds she had inflicted upon him, "She would be no more than a gifted inquisitor. You would feel it instantly were it not so."

"Yes…"

The ghostly figure leaned back slightly to consider. A memory stirred of a former apprentice and his beautiful dark side assassin. Both had played their parts well, the latter serving as an excellent test of loyalty for the former. Ultimately both had been discarded at the proper time.

Inside he smiled, history often repeated itself for those who knew it well, and the Emperor was a superior student of both history and psychology. The padawan's compassion for Vader would be her undoing … and Skywalker's compassion for her, just as his love for Padme Amidala long ago, would in turn tighten the chains that bound him.

The Emperor smiled generously.

"Very well, my friend. Go and make her one of us," then playing with delight on his inner thoughts, "Break her chains. Let her embrace the power of the dark side!"

"She will join us, or die, master."

"Excellent…," he crooned, "and now you must prove to me your priorities are clear, Lord Vader."

"They are clear."

"The boy and the holocron take priority over all other objectives," the hologram commanded, his voice suddenly turning harsh and cold.

"What about Maul?"

The Emperor stiffened at the mention of his former apprentice. He had not been pleased to hear of his reappearance.

"A mistake, my friend, a mistake that must be corrected… but only after the holocron is recovered and the boy is safely in our hands. If anyone gets in the way, Maul, the Jedi, or Skywalker's apprentice, kill them. Do not hesitate, show no mercy."

"Yes, my master... and what of the other rebels traveling with the boy?"

Lord Sidious' lips stretched into a hideous smile that never reached his eyes.

"If they are still alive by then, let your new Togruta assassin deal with them. Only then will she be strong enough with the dark side to call me… master."

"As you wish."

The ghostly hologram continued with growing confidence and satisfaction.

"Soon these pitiful bands of malcontents will be wiped out and we shall finally have achieved our goals."

"What about the reports of rebel cells developing on Corellia, Nar Shaddaa and Pantora?"

"They are of no importance," the Emperor replied in a dismissive tone.

"Rumors are spreading of support for the resistance in the Senate."

"Soon the Senate will be of no importance either," the hologram sneered in utter disdain.

"No, master?"

"No, Lord Vader," the visage confirmed in a tone of slight displeasure, "but these are not your concerns. You have your orders. Go and do as I have instructed."

"As you command, my master."

Vader bowed low and the hologram winked out of existence. He rose from the dais and left to begin his search for the holocron and his once and future apprentice.