Gd 10
Ex 20
Ty 6
Ex 20
Gd 10
Ex 20
In 40
In 40
Gd -10



As are the vast majority of GI Joe operatives, the young woman known only as the Chameleon is but a normal human, lacking ascendant powers of any sort. While she wields advanced weaponry in the course of her stealthy ways, she is otherwise normal in a physical sense.

Known Powers:


Limitations / Enhancements:



Armored Costume: the Chameleon's costume provides her a fair amount of protection from injury. The skin-tight, padded armor gives her overall protection from physical attack at Poor (4) rank, while its armored torso grants her 2 CS of Damage Reduction versus Shooting damage.

High-Density Laser Rifle: her primary armament (as it is her step-sister's weapon of choice), this device can be used to lethal effect by the Chameleon. Equipped with a scope for a +1 CS to hit, this weapon can inflict Excellent (20) Armor Piercing Energy damage per blast.

Sidearm: a backup should her laser rifle fail her, the Chameleon tends to wield this gun in less quiet situations, often when subtlety is out the window. It can be used to inflict Typical (6) Shooting damage when firing one round, or Good (10) Shooting damage when discharging three.




Advanced Guns: in addition to standard marksmanship training, the Chameleon has been taught how to wield several advanced, electronic weapon systems to perfect her charade. When wielding any such systems, such as her laser rifle, the Chameleon does so at a +1 CS to her Agility.

Computers: a skill that her half-sister lacks, the Chameleon is rather handy with computers; that's how she traced her lineage, after all. When building, programming, or operating a computer, the Chameleon should do so as though her Reason was +1 CS in rank.

Detective / Espionage: since she's working in a highly dangerous role as a Baroness impostor, the Chameleon has naturally been trained in subterfuge techniques by GI Joe. She's highly skilled in counter-intelligence methods, information gathering techniques, and more.

Guns: to help her defend herself should things go sour, much less pose as the Baroness proper, the Chameleon has been well-trained in the use of firearms. When using standard, semi-automatic, or fully automatic rifles or pistols, the Chameleon does so at a +1 CS to her Agility.

Military: while her half-sister, Anastasia, may not have received formal military training, the Chameleon has. This training, in addition to instilling the basics of military protocols and procedures in her mind, has given the Chameleon a keen tactical sense in battle.

Piloting: to enhance her role as 'the Baroness', the Chameleon has been educated in the fine art of flying. While she's no fighter pilot when it comes down to it, the Chameleon can nonetheless get behind the stick of most any helicopter or fixed wing aircraft, and fly it with competence.


As a member of the GI Joe team, the Chameleon can theoretically rely upon her fellows for help should she need it. Of course, very few of them know that she is, in fact, not the Baroness. Furthermore, while posing as the Baroness, the Chameleon can count Cobra as a reliable contact.

Ah, the life of a double agent.


While working, the Chameleon wears a pair of black leather pants with red trim, a black leather shirt with red trim under a black bullet-proof vest with a red Cobra sigil in the center, black leather boots and gloves, a black leather belt with a red Cobra belt buckle, and red arm guards.

Not to mention her false, round-rimmed spectacles.


The Chameleon is a young girl with a good heart. Once she discovered her illegitimate half-sister's truckload of dirty laundry, as it were, she's done everything she could to clean it up once and for all. In fact, she's withstood considerable pain, and endures extreme danger, to continue this work.

Real Name: unrevealed
Occupation: GI Joe special operative
Legal Status: citizen of unknown nationality with no known criminal record
Marital Status: single
Alias(es), if any: the Baroness
Group Affiliation: GI Joe

Height: 5' 6"
Hair: black
Eyes: brown
Weight: 105 lbs
Other Distinguishing Characteristics: the Chameleon wears a false pair of round-rimmed, black-framed glasses at all times.


The daughter of French revolutionaries, the young girl who would grow up to become the Chameleon spent a very long time tracing her lineage once she found out that she was adopted. What she discovered about her true family, though, didn't make her feel all that good.

This is because she discovered that her illegitimate half-sister, Anastasia, was the Baroness, one of Cobra's most notorious and wanted operatives. Armed with this knowledge, the girl came forward to the authorities, and wanted to do her part to bring the Baroness to justice.

After being put in contact with the GI Joe team, the girl volunteered for dangerous reconstructive surgery, surgery that would parallel that which Anastasia herself was currently undergoing; you see, the Baroness had been badly burned yet again on some Cobra mission or another.

Once she recovered from this surgery, and after she'd been trained enough by the team in a whirlwind military education course, the girl leapt into action as GI Joe's Chameleon. Her very first mission was, of course, to capture the Baroness - which was easy while the Cobra was hospitalized.

The tricky part came next, for she took her sister's place in the Cobra organization itself! Posing as the Baroness, the Chameleon was in a unique position to gather all kinds of information about Cobra, and could act to sabotage various operations the group had underway.


Exactly when the Chameleon replaced the Baroness is not currently known, nor is the exact duration of her mission a known factor. She may've already split, having done significant damage to Cobra, or may be with the group to this very day, dooming various Cobra operations to failure.

Extra Goodies:

Chameleon Universal Heroes Text File Download

Chameleon Imagery

GI Joe directories featuring a version of Chameleon:


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