"Charon Industries. Big umbrella corporation that got a hand in every major market you can think of. Even messed around with cryogenics a few years back, but it looks like their largest profits come from weapons and technology; they own most of the stuff on the ship."
Epsilon in You Know Who We Are

Charon Industries was a weapon, technological, and cryogenics corporation that had ties to the United Nations Space Command. Revealed to be a corrupt corporation, Charon Industries had a large involvement in the events of the series during later seasons and houses several of the series' main antagonists.


Charon Private Security ForcesEdit


Charon's Private Security Force, also referred to as the Insurrection and the Resistance by Project Freelancer, was a military outfit specializing in cryogenics, first appearing with one member in Recreation and the official faction in Season 9. The Director of Project Freelancer informed his Freelancer agents that the "Resistance" is a splinter group of the UNSC loyal to the Insurrection. However, they are actually UNSC soldiers hired by Charon Industries to act as their private security force; something that both Carolina and Epsilon consider as a controversial arrangement. The faction serves as the primary antagonists of the Project Freelancer Saga.

Space PiratesEdit

Space Pirates S13E16

The Space Pirates were a group of mercenaries employed by Control whose goal was to execute every inhabitant on Chorus, including the Reds and Blues. The group served as the primary antagonists of the Chorus Trilogy. According to Felix in Cloak and Dagger, the team orchestrated the war between the Federal Army of Chorus and the New Republic, making sure it continued to the point where the two sides killed each other. Felix then adds that the Reds and Blues were used as a means to cause further conflict between the two sides, all due to their superior wanting the planet free of its inhabitants, but in a way that makes it appear as a "tragedy," rather than a massacre.

Role in PlotEdit

Mission for the SarcophagusEdit


Charon's "Insurrectionists"

Insurrection soldiers are first seen running the Bjordinal Cryogenics Research Facility. Agents North and South Dakota infiltrated the Facility in order to recover data on the Sarcophagus. However Agent South alerted the entire base of the Freelancers' presence. As the two made their way through the facility to the helipad, they killed every Insurrectionist soldier they saw. However, they were trapped at the helipad. Carolina used her camouflaging armor enhancement to surprise and attack the soldiers who trapped North and South. Meanwhile, and unknown to the other Freelancers, Agent Texas planted a transmitter to destroy the facility. When the Freelancers left, the base exploded, presumably killing all but one soldier. However the Freelancers' Pelican was pursued by two Insurrectionist Longswords. After a narrow escape, the Pelican was saved by the Mother of Invention.

Smosh Soldiers Season 9

Two Insurrectionist soldiers.

Eventually the Freelancers began their mission to recover the Sarcophagus. While picking a lock in the building, York activates an alarm alerting their presence to the Insurrection. They send a squad to deal with the Freelancers, but the Freelancers quickly dispose of the soldiers, save for one a Flame soldier. He battled Wash and Carolina until he was knocked unconscious via Gravity Hammer. However, when the Freelancers reached the roof of the building they were quickly greeted by more Insurrectionists, led by the Demo Man. However all the Insurrectionists were killed and the building destroyed, when the Mother of Invention fired a MAC round at it.

Insurrectionists firing

Several Insurrectionist soldiers in battle against agents of Project Freelancer

The Freelancers escape the building's destruction, with the Sarcophagus now in their possession, and go after a lead Insurrection scientist named Rhee Sebiel, who is carrying the briefcase containing the code to open the Sarcophagus. After Agent Maine kills Rhee and takes the briefcase, two response teams chase after Team A down a highway in Hornets. During the chase, a sleeveless soldier shoots Maine several times in the throat and the latter is knocked off the highway. After the sleeveless soldier regains the briefcase, Carolina uses her Speed Boost to pursue him and tackles the soldier onto a lower highway. She punches him midair causing him to hit a car and fall off the edge of the highway. Tex then recovers the briefcase for Project Freelancer.

End of the InsurrectionEdit

Insurrection open fire

The Insurrectionists aboard a UNSC space station

The Insurrection returns in Heavy Metal when Freelancers Carolina, York, Washington, C.T., North and South Dakota launch an attack on a space station in an attempt to take down the leader. The mission fails, however, as C.T leaves the group and is revealed to have a romantic relationship with the leader and they escape to the longshore shipyards. Sent on a mission by the Director, Agents Wyoming and Florida arrive at the Longshore Shipyards which were under control by the Insurrection. Shortly after C.T.'s and the leader's arrival, Project Freelancer began its assault, where the Freelancers defeated most of the soldiers.

Insurrectionists pissed at CT

A few commanding officers of the Insurrection

C.T. and the Insurrectionist Leader are then seen inside a bunker. They become aware that they are being followed and wound Agent Florida. The two turret soldiers set a position blocking the path to the bunker as C.T. and the Leader head for safety. Wyoming, York, Washington, and Carolina soon arrive, but before they can formulate a plan, agent Texas arrives and runs past the soldiers towards the bunker. Carolina quickly follows her. Unable to get inside with turrets set up, Carolina orders the Freelancers to find a way to cut the power. Agent Florida rises up from his injury and manages to crush both turret soldiers with a crane, allowing York and Delta to cut the power.

Leader and CT final moments

C.T. and the Insurrectionst Leader after a skirmish with agents Texas and Carolina

Carolina and Tex then access the bunker. C.T. tries to convince the leader to escape with her so they can find the new artifact. The Leader's hesitance to leave his fallen comrades gives the two Freelancers outside an opportunity to corner them. As they attempt to capture the Insurrectionist, C.T. reveals that they are working to expose Project Freelancer's illegal actions. However, Tex and Carolina soon engage C.T. and the Leader in combat. The Freelancers defeat the soldiers but C.T. and the Leader escape in a pod. C.T. then dies, due to her injuries, and the Leader dons her armor in remorse for her death.

Artifacts at the DesertEdit

Recreation 10.

The Leader and Smith meet the Reds and Blues

The Leader, now known as C.T. is later seen at the desert in Recreation along with a team of men and aliens. After encountering the Reds and Blues, who implant A.I. Epsilon into a Monitor, the Leader steals it for himself, causing a fracture between his men and his alien partners, who worship the technology. After a three-way chase ensues involving the Leader, the Reds and Blues, and the aliens, Tucker eventually destroys the Leader's warthog and pursues him. However, the Leader corners Tucker atop a temple and attempts to kill him. Luckily, Epsilon appears and uses the laser in his monitor to kill the Leader.

Manipulating the People of ChorusEdit

Mystery Man S11

Locus on Chorus

Years later, following the defeat of Project Freelancer, the Blood Gulch Crew are sent on a ship, bound for Blood Gulch. Unfortunately, seemingly due to the actions of the Reds and the Blues, the ship instead crashes on the planet Chorus. Despite the group's antics supposedly causing the ship's crash, it was the actions of Charon Industries' space pirates that truly caused it. The planet of Chorus had been abandoned for some time by the UNSC, and seeing an opportunity, Charon Industries moved to take the planet for themselves. The main hindrance to this was the inhabitants, who would pose an issue to this plan. Former UNSC soldiers Felix and Locus were hired and implanted on the two main factions of Chorus, the New Republic and the Federal Army of Chorus respectively, in the hopes that they would help escalate the conflict that had broken out on the colony.

Locus finds soldier

Felix spies on the Reds and Blues

This was accomplished by killing the leaders of both sides, an undetermined amount of leaders in the Federal Army were killed and at least three leaders of the New Republic fell in the line of duty before intervention arrived. Having learned of the Blood Gulch Crew's arrival on the planet, Felix and Locus were tasked with locating and retrieving the team, in order to use their natural clumsiness and destruction to further manipulate the planet. About this time, Felix arrived on scene just as Locus did, with Locus sending troops to test their defenses, while Felix would arrive "just in time" to save them. The plan worked, as Wash and the others witnessed Federal troops attack Blue Team, only for the troops to be killed by the Blues. Felix then intervenes, blocking a would-be-fatal shot, before being wounded by Locus.

Reds and Blues aim at Felix

Felix meets with the Reds and Blues

After Locus vanished, the Blood Gulch Crew promptly interrogated Felix, who revealed the existence of the New Republic and their plight, and urged the team to help, though they refused, but did prepare a defense for Locus's eventual return. When Locus returned, accompanied by numerous Federal Army soldiers, the ensuing battle was a defeat for the Blood Gulch Crew, with Wash, Sarge, Donut, Lopez and Freckles being incapacitated and captured, and Felix, Tucker, Simmons, Grif and Caboose were forced to retreat without them. The current leader of the New Republic, Vanessa Kimball, convinced the survivors to help her faction against the Federal Army, with the promise of freeing their friends. About this same time, Agent Carolina got in touch with Locus, masqueraded as "Control", Locus's superior, and ordered him to keep the captured members alive.

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Felix spies on Federal soldiers

As weeks went by, Tucker downloads files related to the captured Red and Blue members, during a rebel attack on F.A.C. Outpost 22. The files revealed that the captured Blood Gulch Crew had been sent to various outposts, and Simmons, Grif, Tucker and Caboose promptly formed a rescue team and trained for a period of five days in the hopes they could be given clearance to save their friends. During their downtime, Tucker learned from Kimball a disturbing fact: Felix had once served alongside Locus and the two of them had been hired by the respective armies to support them. Tucker decided that clearance or not, they'd go and rescue their friends, and the four promptly left their lieutenants behind and struck out for F.A.C. Outpost 37, where their friends were kept. During their ride, they discovered the existence of what appeared to be Special Forces Federal troopers. Reaching the base, the team found their friends, not in chains, but free, with both groups confused, each believing they'd been there to save the other.

Battling the Reds and BluesEdit

Locus and Felix S12E10

Felix and Locus reunite

Weeks earlier, shortly after the battle of Crash Site Bravo, Wash, Sarge, and Donut were treated for their injuries by Emily Grey and contacted by General Donald Doyle, acting leader of the Federal Army, who promised them he'd help get their friends back if they'd help defeat the New Republic. Seeing no other way to do so, they agreed. About this same time, Lopez was brought back online, and Freckles, now put into a memory chip, was given to Washington by Locus. In the present day, as the group wondered about why both sides were fighting each other, the group witnessed the Federal Army be massacred by invisible opponents with the ability to disintegrate bodies. These attackers, led by Locus, promptly appeared and forced the group's surrender. Just as they prepared to execute the crew, Felix arrived and saved them, but reveals his true allegiance.

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Freelancer Agent Carolina undercover as a "space pirate" from Charon Industries.

At this point, the entire group's belief about the war was turned completely upside down. Felix revealed the war had been started by an unknown group, he and Locus were part of that group, and the actions of the Blood Gulch Crew had only helped them out even further, with the goal being to purge Chorus of its inhabitants. Locus ordered the group's execution, but was surprised by a turncoat mercenary, Agent Carolina intervened as the entire group was about to be executed, fought off Felix albeit being stabbed, and escaped with the group, along with Emily Grey, who had survived the attack. Felix and Locus were ordered by their superior, Control, to inform Doyle and Kimball about the Reds and Blues "deaths", and use their "sacrifice" to push the factions into a final battle that would result in the extermination of all life on Chorus.

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Weeks beforehand, Carolina had found out the true purpose of the war, along with Epsilon, and promptly set out to find the Blood Gulch Crew. Having found them, she and Emily were able to deduce that the pirates utilized technology not consistent with modern standards, and that someone was building advanced weapons for them. Deploying into two groups, the teams searched Crash Sites Alpha and Bravo to find information about this, the Bravo team found a manifest, while Alpha brought back a prisoner. The prisoner, Zachary Miller, was interrogated, revealing the existence of a radio jammer that had blocked their communications to the Federal and New Republic leaders. At this time, they were attacked by the mercenaries, and it was deduced the chip given to Wash was actually a tracker.

Locus and Felix warn the Reds and Blues

Teleporting to a fueling station, Epsilon purged it of the tracking device, and Freckles was effectively freed. The group was then contacted by Felix, who offered them a way off the planet, if they'd agree to never reveal their involvement, they'd be spared. While reluctant, Emily Grey supported them leaving, stating that they had no reason to fight for what wasn't their own. At this same time, the New Republic and Federal Army arrived at the capital city, and prepared for a final showdown. The two sides exchanged barbed words, and promptly attacked each other. At this same time, Locus and Felix discovered that their offer had not been taken, with the Blood Gulch Crew arriving at Radio Jammer Station 1C to disable it. Wash and Locus fought each other while Felix went after the Red and Blue teams, who had killed or incapacitated the other mercenaries.

Going to WarEdit

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The Charon Industries logo being projected by Epsilon.

Felix fought Tucker in a short duel, stabbing him, and he proudly related the actions that caused the war and it's actions, only to find out to his horror that it had all been a front. Tucker had distracted him and goaded him into a speech, while the others disabled the radio jammer, allowing Epsilon to broadcast the speech to the capital, resulting in Kimball and Doyle ordering a truce and the war being promptly halted. Felix and Locus retreated, vowing that their battle isn't over. While the two mercs were scolded by Control, the Blood Gulch Crew learned that Charon Industries had started the war, and the instigator, Control, was in fact, Malcom Hargrove, Chairman of the Oversight Committee and Charon Industres CEO.

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The crew contacted him and his mercenaries, accepted the declaration of war Hargrove had given, and the Blood Gulch Crew began preparations for conflict with Charon Industries. A displeased Hargrove then asked the A.I. F.I.L.S.S. for confirmation on a crate sent by Locus, and was glad to see the contents had been delivered. The contents of the crate had been the helmet of Agent Maine, known more commonly as the Meta.

Some time after this declaration of war, Felix, Locus and several mercenaries invaded and killed all the UNSC crew of the prison ship UNSC Tartarus. After "recruiting" several prisoners "willing" to join their forces, they found two individuals with experience with Freelancers: Aiden Price, the former counselor of the Project Freelancer, and a former Insurrectionist soldier.

To Be Continued...

Charon's Final AssaultEdit

To Be Continued...

Known MembersEdit

Most KnownEdit


Space PiratesEdit

Other Members Edit


Charon Private Security ForcesEdit

  • It's implied by the Leader and C.T. that their group isn't against the military, but a group that actually serves them. This is proven in the Season 12 finale where Epsilon explains that the "Resistance" were actually a private security force hired by Charon Industries, who specialize in military weaponry. Though it should be noted that according to Epsilon they were hired illegally.
  • Sometime during Season 9, members of Project Freelancer started refering to this faction as the "Resistance" instead of the "insurrectionist". From Season 10 going forward, the "Resistance" is exclusivly the only name used for the faction by RvB characters and with Roosterteeth who named characters "Resistance Soldier", "Resistance Lieutenant", and "Resistance Sniper" in the credits.
  • It appears that the Insurrection not only have everything the UNSC and Project Freelancer have in terms of equipment, but also several Covenant weapons, due to their affiliation with Charon.
  • It seems that all high rank soldiers wear steel with maroon/red trim colored armor while low rank soldiers wear white and green armor.
  • In both Number One and Heavy Metal, a comedic scene is shown with two unnamed Insurrection soldiers. These soldiers are voiced by Anthony Padilla and Ian Hecox of Smosh, who also provide the voices for Jerry and Dennis.
  • The Insurrection is responsible for giving the Meta his signature weapon, as he found the Brute Shot in one of their buildings.
  • The Insurrection elite team bears some resemblance to Noble Team from Halo: Reach. The Leader resembles Carter, Girlie resembles Kat, Sleeves resembles Emile, Chain guy, Chain girl, and Sharkface possibly resemble Jorge, and the Sniper resembles Jun. Demo man could also resemble Kat, as both have an artificial arm.
  • The insurgents' armor is noticeably built up of a combination of the Halo 3: ODST armor along with different armor permutations from the Halo: Reach Armory, though this includes shifting parts around, such as mounting shoulder armor onto thighs (the Twins) or arms (Sharkface).
  • The Insurrectionist soldiers' armor are redesigned to that of Marines.

Space PiratesEdit

  • These mercenaries' actions are similar to Project Freelancer, as they manipulate the New Republic and Federal Army, like how Project Freelancer uses the Simulation Troopers. However, Project Freelancer manipulate the Reds and Blues to test their agents or equipment, while the Space Pirates manipulate the Chorus' factions to eradicate the inhabitants of the planet and obtain advanced weaponry.
  • It's revealed these mercenaries, specifically Locus and Felix, are responsible for the deaths of the previous leaders of the New Republic and possibly the Federal Army.
  • All members of the Space Pirates have been shown to wear steel as their primary armor color.
  • In The Reunion, it's revealed that the Space Pirates are mainly responsible for the UNSC ship carrying the Reds and Blues to crash land on Chorus. However, many members of the Blood Gulch Crew are partially responsible as well.
  • The male Space Pirates armor consists of an Enforcer helmet, Prefect shoulders, Stalker torso, Ricochet forearms, ODST legs, and a Frost visor. The female Space Pirates armor consists of a Recon helmet, Stalker torso, Mark VI forearms and legs, and a Frost visor.


  • Charon Industries logo consists of a silhouette of a figure with a large oar in the middle of its "o". This is a reference to the same-named Greek mythical character, Charon, the ferryman of Hades who carries the souls of the newly deceased across the rivers that divided the world of the living and dead.
  • Charon Industries has the highest (known) member count out of all RvB factions, with a total of twenty-five, coming in front of Project Freelancer's nineteen and the Blood Gulch Crew's twenty-three (if including Epsilon-doubles).
    • Ironically, however, Charon Industries also has the most fatalities out of all the other factions (in regards to named characters). As of now, the only two Charon Industries personnel confirmed to still be alive are Locus and Malcolm Hargrove.
  • Charon Industries as a whole is the second official faction to serve as the villains in the series, with the first being the Robot Army.
  • While the exact reasons why Charon Industries wants to exterminate all the inhabitants on Chorus is never specifically stated, there are two reasons implied.
    • The Blood Gulch Crew assume it's in order to retrieve the alien artifacts from the planet itself and make them into weapons for profit in Catch Up, No Mustard. This is also hinted by the Chairman, who states he was attempting to sell some of the alien weaponry on the black market in Along Came a Spider.
    • It's shown in Prologue that the Chairman is trying to convince humanity they are still at war despite achieving peace with aliens and the Space Pirates were ordered to make it seem like all inhabitants died from direct conflict. This implies that the corporation wants to reenact the Great War by making it seem like Chorus was attacked by aliens, which would encourage future funding to Charon Industries' weapons program.

Charon Industries
Most Known: Malcolm Hargrove · Leader · C.T. · Demo Man · Sharkface · Girlie ·
Sleeveless Soldier · Locus · Felix · Aiden Price
Insurrectionist: Resistance Sniper · Chain Guy and Chain Girl · Rhee Sebiel ·
Scully · Murphy · Coffee Man · Space Station Guard
Space Pirates: Jackson · Sam · Zachary Miller · Ross · Mercenary Scientist ·
Terrified Mercenary · Curious Pirate · Insane Space Pirate
Other Members: Sherry · Darryl · Terrill

Reds and Blues · Project Freelancer · UNSC
Red Army (Red Team) · Blue Army (Blue Team) · Robot Army
Charon Industries · Federal Army of Chorus · New Republic
Interstellar Daily · Blues and Reds · Cosmic Powers · Agents of Chrovos
Shatter Squad · Zero's Syndicate
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