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Clearly, Dooku / Tyrannus was not being completely honest about his motives. Clearly he desired power, and was willing to kill to get it. But several instances hint at a deeper motivation:

  • His attempted seduction of Obi-Wan on Geonosis,
  • His reaction to Anakin's defeat in the duel,
  • the fact that he was a profoundly respected Jedi before he turned to the dark side.

The reaction scene is inexplicable otherwise (unless, of course, you have an explanation). And it seems to me that Christopher Lee was playing it this way regardless...

Thoughts? Anything in extended universe or production info?

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Dooku left the Jedi order because he was deceived by order's inaction and he was disillusioned by the corruption of the Republic. Then Sidious lured him to believe the new order would be for the greater good of the Galaxy, his fall to the Dark Side followed shortly.

He was pursuing his ideal: a new government dominated by human and driven with a hand of iron. Since he was tired of the Jedi order's attitude, he was dreaming to replace it by an Army of Sith, which would apply the empire's law using fear and force (both physical force and Dark Side), being peace enforcer instead of guardians.

Finally, I would refer to this answer from BennyMcBenBen to an other question about Dooku. I suggest you to fully read it, be here a single quote paragraph from his answer, which is itself a quote from Revenge of the Sith novelization by Matthew Stover (2005). (emphasis mine)

[...] A captivity that would allow him to sit out the rest of the war in comfort; a captivity that would allow him to forswear his former allegiances-when he would conveniently appear to finally discover the true extent of the Separatists' crimes against civilization-and bind himself to the new government with his reputation for integrity and idealism fully intact. The new government ... This had been their star of destiny for lo, these many years. A government clean, pure, direct: none of the messy scramble for the favor of ignorant rabble and subhuman creatures that made up the Republic he so despised. The government he would serve would be Authority personified. Human authority. It was no accident that the primary powers of the Confederacy of Independent Systems were Neimoidian, Skakoan, Quarren and Aqualish, Muun and Gossam, Sy Myrthian and Koorivar and Geonosian. At war's end the aliens would be crushed, stripped of all they possessed, and their systems and their wealth would be given into the hands of the only beings who could be trusted with them. Human beings. Dooku would serve an Empire of Man. And he would serve it as only he could. As he was born to. He would smash the Jedi Order to create it anew: not shackled by the corrupt, narcissistic, shabby little beings who called themselves politicians, but free to bring true authority and true peace to a galaxy that so badly needed both. An Order that would not negotiate. Would not mediate. An Order that would enforce. The survivors of the Jedi Order would become the Sith Army. The Fist of the Empire.

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You can find several hints across the EU (I remember mostly Zahn's works) that the Emperor turned basically good people by appealing to their higher motives. He would tell them that in order for some situation to be improved or prevented (e.g. an invasion by extragalatical forces) his way was necessary. I think it is reasonable to assume that Palpatine used this technique on Dooku, too.

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The reason why there seem to be loopholes in the character of Dooku is that George Lucas came up late in the writing process with this new character.

The original plan was to have Sidious has the one who ordered the clone army but was later change to Dooku since Lucas needed a new villain to fight the Jedis at the end.

More importantly, the whole description about Dooku that was part of the second script of Attack of the Clones was taken out. It explained why he turned that way, who ordered the clones and what happened to those missing files in the archives.

A major event in the screenwriting of Episode II was the creation of the new Sith apprentice, Count Dooku, also known as Darth Tyranus. For such a major player in the last two episodes, Dooku was invented considerably late in the game, during the pre-production period of Episode II. Lucas’ outline for Episode II must have been merely that Sidious somehow fosters a Separatist movement, possibly by manipulating a powerful politician to lead the faction; at the same time, Sidious has found a new Sith apprentice, who duels Yoda and Anakin at the end of the movie, and in the subsequent film Anakin could finally slay the apprentice and take his place as his final act towards the darkside (this would inevitably be re-structured, as we will later see). The new Sith apprentice was at first thought to be similar to Darth Maul in the previous film, powerful and menacing, but whom served little plot use other than to provide a threat and duel the heroes at the film’s conclusion. Likely, the new apprentice was to oversee the Separatist leader, similar to the way Maul protected and kept an eye on Nute Gunray and the Neimoidians in Episode I. The art department went back to some unused designs from Episode I, namely the popular “Sith Witch” design, which would eventually find its way into the Clone War cartoon series as Asajj Ventress. At one point Lucas suggested a robot-cyborg, indicating he was interested in the concept that would eventually become General Grievous in the following film.

However, Lucas soon drastically changed his plan, offering concept artists the idea that the new Sith would be a completely different character played by Christopher Lee—the apprentice could be the opposite of the fearsome and acrobatic Maul, instead a thinking man, older and with a sense of elegance and regality. Whether before or after this happened, it seems Lucas struck upon a much more interesting direction to take things—the Separatist leader and the Sith apprentice would be the same person. And thus was born Count Dooku, also known as Darth Tyranus. Once again we see a similar situation and process which led to the merging of Father Skywalker and Darth Vader in 1978, or to the merging of General Darth Vader and Prince Valorum in 1974, as character and story redundancies are simplified.

In Dooku Lucas created one of the prequels’ most fascinating characters. An elderly Jedi knight who left the order after becoming disillusioned with the Republic, he is picked up by Sidious, who tells him of his plans to create a New Order and thus rid the Republic of its corruption. Dooku secretly joins the Sith, becoming Darth Tyranus, and creates the Separatist movement. Later, during pick- up shooting, Lucas would write that he was also Qui Gon’s master (probably an inspiration taken from a scene in which Jocasta Nu compares the two), adding further complexity and perhaps linking Qui Gon’s outsider tendencies as a trait picked up from Dooku, creating an interesting relationship between Dooku and Obi Wan and Anakin.

In effect, Lucas combined Palpatine and Anakin into a new character—a Jedi who becomes a Sith while also being a political figure and master manipulator with a secret identity. Lucas also developed an interesting history that would be cut out of the final film, that of the “Lost Twenty.” The scene is portrayed in the shooting script:

INT. JEDI TEMPLE, ARCHIVES LIBRARY - DAY A bronze bust of Count Dooku, stands among a line of other busts of Jedi in the Archive Room. [...] OBI-WAN studies the bust for a few moments before MADAME JOCASTA NU, the Jedi Archivist is standing next to him. She is an elderly, frail-looking human Jedi. Tough as old boots and smart as a whip.

JOCASTA NU Did you call for assistance?

OBI-WAN (distracted in thought) Yes... yes, I did...

JOCASTA NU He has a powerful face, doesn't he? He was one of the most brilliant Jedi I have had the privilege of knowing.

OBI-WAN I never understood why he quit. Only twenty Jedi have ever left the Order.

JOCASTA NU (sighs) The Lost Twenty... and Count Dooku was the most recent and the most painful. No one likes to talk about it. His leaving was a great loss to the Order.

OBI-WAN What happened?

JOCASTA NU Well, one might say, he was always a bit out of step with the decisions of the Council... much like your old Master, Qui-Gon Jinn.

OBI-WAN (surprised) Really?

JOCASTA NU Oh, yes. They were alike in many ways. Very individual thinkers... idealists...

JOCASTA NU stares at the bust

JOCASTA NU (continuing He was always striving to become a more powerful Jedi. He wanted to be the best. With a lightsaber, in the old style of fencing, he had no match. His knowledge of the Force was... unique. In the end, I think he left because he lost faith in the Republic. He believed that politics were corrupt, and he felt the Jedi betrayed themselves by serving the politicians. He always had very high expectations of government. He disappeared for nine or ten years, then he just showed up recently as the head of the separatist movement.

As is evident, the development of Count Dooku was an organic and unplanned process, and his central role and highly developed characterization were entirely serendipitous. As quickly as Dooku was developed, however, he would also be eliminated.

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Where is this sourced from, please? –  DVK Mar 7 '12 at 2:12
    
Multiple sources including George Lucas' scripts and more easily obtainable is the amazing book, The Secret History of Star Wars which is the definitive work on the whole saga. –  Arc-Vile Mar 7 '12 at 2:47
    
As I noted in a comment to another answer, you provide some interesting facts, it would greatly improve your answers from "interesting" to "excellent" if you included the source details in them (e.g. quotes from the book, or from the scripts). Welcome to SFF and good luck! –  DVK Mar 7 '12 at 3:13
    
I am just discovering the site. Trying to figure out how it works. –  Arc-Vile Mar 7 '12 at 4:36
    
see the answers from user Slytherincess for examples of well documented ones. –  DVK Mar 7 '12 at 4:47
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