The Ultimate Battle Part II

The Ultimate Battle Part II was the second battle in The Ultimate Battle between Heroes and Villains. It happened several months after The Ultimate Battle Part I.

Palpatine sent his new apprentices Galen Marek, now Lord Starkiller, Luke Skywalker, and Maris Brood, to lead the attack to destroy the Heroes. Their first mission was to track down the location of Cad Bane, who left the villains during the previous battle with several of the bombs. While traveling aboard an Imperial Star Destroyer, Maris was angry with Luke and Starkiller, claiming that they are just pawns of the dark side. The three got in a duel, which resulted in Maris being thrown off the ship and into shark infested water. Believing her to be dead, Starkiller and Luke were unable to find Cad Bane.

The second battle had begun with Perry the Platypus leading the fight. Kit Fisto and Aayla Secura shared one last kiss before heading off into battle. This saddened Juno Eclipse, who believed that Galen Marek died to save her. Aboard the Invisible Hand, General Grievous, Count Dooku, Nute Gunray, and Wat Tambor observed the battle. Dooku received a private message from Aurra Sing, stating that she had captured Shaak Ti in the chaos. Dooku ordered her to return to the Invisible Hand with the captive Jedi.

On the ground below, ManBearPig was mauling his way through members of Kota's militia, when he came across Kit Fisto. The two dueled, which resulted in ManBearPig being dismembered at the arms and head, resulted in his death.

In the battle above, Peter Griffin, disguised as Han Solo, finally fixed his car so it could fly in the battle. He and Fozzie Bear, disguised as Chewbacca, got into the car and flew into action, only to be blasted out of the sky to their doom by Boba Fett in the Slave I.

Super Grover, Duck Dodgers, and Melvin the Superhero Guy flew into the battle and landed inside the Invisible Hand. They took out the battle droid forces in the hangar before moving on to rescue Shaak Ti.

Shaak Ti was being tortured by Dooku and Grievous. At one point, Grievous grew impatient with the torture and dismembered her with his lightsabers. Dooku, furiously, scolded Grievous and then instructed him to land on the planet below to capture another Jedi, to hold hostage. As Grievous headed for his personal fighter, he was confronted by Grover, Melvin, and Duck Dodgers. Grievous easily dispatched of the three by crushing Grover with his spiky feet, beheading Melvin, and gutting Duck Dodgers. Grievous then proceeded with Dooku's instructions.

Starkiller and Luke, meanwhile, were being instructed by Captain Berrus of Grievous' arrival on the battlefield. The two fallen Jedi were then engaged in combat by Brennan Huff and Dale Doback. The two sides fought, which turned into a draw with the stepbrothers fleeing at the arrival of General Grievous. Grievous then instructed the two Sith to hunt down the remaining three Jedi and to bring one back to the Invisible Hand. As the three split up, Starkiller was contacted by Berrus, who told Starkiller to head back to the Executor, for Emperor Palpatine was in danger and needed Starkiller to defeat Snoopy, disguised as the Red Baron. As Starkiller headed for the nearest TIE Fighter, he encountered and killed Bugs Bunny, who was quickly cut in half. Starkiller took the rabbit's X-Wing Fighter and flew into the space battle to protect Palpatine.

Aboard the Invisible Hand, Wat Tambor received a message from Achmed the Dead Terrorist, who wanted to launch the missiles all at the same time. Tambor objected, stating the Terrorist would destroy all the ships and personal in the space battle. Achmed refused to believed Tambor, claiming he was already dead. Tambor quickly orded the fleet to take off, leaving several ground forces, including Grievous, behind.

As Achmed prepared the missiles, Kul Teska got in the terrorist's way, for Teska believed Tambor's warnings. However, as Achmed launched all the missiles, one got jammed and exploded, taking Achmed and Teska with it.

Grievous wintnessed the explosion of Teska's capital ship and saw his own ship take off without him. Grievous then encountered Aayla Secura, whom he easily defeated and captured. Grievous then contacted Dooku and asked why the Invisible Hand took off without him. Dooku explained the failure of Achmed and Teska and that Grievous would have to make it off Coruscant by himself. Grievous stole Brennan and Dale's helicopter and took off to catch up with the fleet.

Luke Skywalker had engaged Kit Fisto elsewhere. The two dueled, which resulted in Fisto escaping, but not before almost turning Luke back to the light.

In space above, Snoopy pursued the Executor, unknowingly being hunted by Starkiller. Starkiller then received a transmission from Captain Berrus, who tried to explain that their transmissions were being jammed. It turned out that it was Juno Eclipse jamming Starkiller's transmissions in an attempt to bring Starkiller back to the Heroes. Starkiller just ignored her and continued on with his mission, shooting down Snoopy, whose dog house rammed into Plankton's command ship, killing him.

Aboard Poggle the Lesser's command ship, the Geonosian archduke sent IG-88, Darth Stewie, and Darth Squidward to assist Starkiller in protecting Palpatine from Plo Koon, Jack Skellington, and other remaining forces. Plo managed to use the Force to turn IG-88 against the two Sith Lords, only for the droid to be destroyed by Darth Stewie. Plo fought Palpatine, but the duel was cut short when Starkiller interfered and killed the Kel Dor master. Palpatine was pleased by Starkiller, only to be killed by the latter. Starkiller was now in control of the Villains army.

Aboard the helicopter, Grievous noticed that the controls were jammed. Cad Bane flew by Grievous' ship and told him of the situation, before Grievous fled the helicopter, leaving Aayla Secura to die. Grievous was forced to fall to the planet surface below Cad Bane then left with several bombs in his custody. The Executor was then heavily damaged by Chuck Norris and went plummeting into the ground below. Although Starkiller and others aboard survived, they were now stranded until the Invisible Hand returned to pick them up.