3 Powerful Force-Sensitives Palpatine Truly Fears the Most

You’d think a guy like Palpatine wouldn’t fear anyone. But even the galaxy’s most powerful Sith Lord had a shortlist of people who could shake his confidence. For Sidious, true danger wasn’t just about raw power—it was about the unpredictable wild cards who could ruin his plans. Here are three figures who actually made Palpatine afraid.

Mother Talzin

Mother Talzin wasn’t just a thorn in Palpatine’s side—she was a rival in the Force with powers he couldn’t fully anticipate or control. In The Clone Wars, Talzin’s dark magic allows her to revive fallen Nightsisters, inflict pain on Dooku from afar, and repeatedly escape the combined might of the Separatists and the Sith. Sidious recognizes that her survival poses a genuine threat to his plans for galactic domination.

This threat is laid bare in the Son of Dathomir comic. Early in the story, Sidious confides to Dooku:

“There are many Forces poised against us. To ensure our complete and total victory, we must root out and destroy all of our enemies.”
When Dooku asks, “You speak of enemies other than the Jedi?”
Sidious answers:
“I speak of that Dathomir Witch—Mother Talzin.”

Sidious doesn’t act alone. He orchestrates a plan that draws Talzin out by targeting her son, Maul. Over the course of the conflict, Talzin is able to match Dooku and Grievous in open combat, and even at the final confrontation, when Sidious, Dooku, and Grievous all attack her directly, Talzin’s magic is strong enough that it takes all three to bring her down. In her last stand, she sacrifices herself to save Maul, but not before demonstrating the kind of power that had Sidious worried from the very beginning.

Sidious only considers himself safe after Talzin’s destruction, showing that—besides the Jedi—Mother Talzin was truly one of the few beings in the galaxy who made the Emperor afraid enough to act directly.

Jocasta Nu

After the fall of the Jedi Order, most assumed Jocasta Nu—the elderly Jedi librarian—was gone for good. But while the Empire hunted down survivors, Jocasta was quietly planning a daring return. She knew that the true key to the Jedi’s future was hidden knowledge, and if she didn’t act, Palpatine would erase every last trace of it.

In the Darth Vader (2017) comic series, specifically issues #7 to #10, Jocasta’s story unfolds. Hiding in exile, she discovered a holocron containing a secret list of Force-sensitive children from across the galaxy—children who could one day become Jedi. Determined to protect this legacy, Jocasta risked everything to infiltrate the Imperial-occupied Jedi Temple and recover the list. She understood the danger: if Sidious got the holocron, he could twist these young lives to serve the dark side or destroy them forever.

Recognizing the threat, Palpatine ordered her capture alive, sending both the Grand Inquisitor and Darth Vader after her. Far from being a defenseless archivist, Jocasta outsmarted Imperial patrols and battled the Grand Inquisitor with a hidden lightsaber-rifle, proving she was still a formidable Jedi Knight. The standoff escalated when Vader intervened, forcing a final confrontation in the heart of the ruined Temple.

Jocasta’s last act was pure defiance: she revealed Vader’s true identity as Anakin Skywalker to the clone troopers present, forcing Vader to kill both the soldiers and Jocasta herself to protect his secret. Ultimately, Vader chose to destroy the holocron rather than let Palpatine use it for his own dark purposes.

Even in death, Jocasta Nu’s actions would echo through the years. Her secret knowledge survived, later helping Luke Skywalker rebuild the Jedi Order. For Palpatine, Jocasta was more than just a librarian—she was a guardian of hope and a threat he could never fully destroy.

Palpatine didn’t fear Jocasta Nu because of her combat skills—he feared what she represented. She was one of the few Jedi who truly understood the depth of the Order’s knowledge, and more importantly, how to preserve it. As the former Chief Archivist, Jocasta knew every hidden chamber in the Jedi Temple and had access to records that could expose Palpatine’s secrets, including the identities of Force-sensitive children scattered across the galaxy. That alone made her a massive threat to the Empire’s future. If she passed that knowledge to surviving Jedi or future generations, the Jedi Order could rise again.

Palpatine built his power by rewriting history and burning away the Jedi legacy—Jocasta was living proof that he hadn’t succeeded. She wasn’t just preserving the past—she was protecting the Jedi’s future. That’s why he sent both the Grand Inquisitor and Darth Vader after her. She wasn’t a warrior on the battlefield—she was a one-woman resistance armed with the most dangerous weapon in the galaxy: the truth.

Qui-Gon Jinn

Of all the Jedi, Qui-Gon Jinn was the most dangerous to Palpatine’s plans—not because of his combat skills, but because of his unorthodox approach to the Force. While the Jedi Council was bound by tradition and often blinded by politics, Qui-Gon followed the Living Force, trusting his instincts and the will of the Force above all else. He was never afraid to defy the Council, as seen when he insisted on training Anakin despite their objections. 

Palpatine thrived on the predictability and bureaucracy of the Jedi Order, weaving his manipulations through their rules and arrogance. Qui-Gon was different: independent, skeptical of political authority, and deeply intuitive. 

According to The Clone Wars creator Dave Filoni, if Qui-Gon had survived, he would have been the one Jedi capable of seeing through the corruption that was spreading in the Republic and exposing the Sith threat before it was too late. 

More than that, Qui-Gon planned to personally mentor Anakin, likely keeping him grounded and shielding him from Sidious’s temptations. Even George Lucas has said that everything about Anakin’s downfall depended on Qui-Gon not being there to guide him. Palpatine recognized this risk; if Qui-Gon had lived, the Emperor’s master plan might have unraveled before it ever began.