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"I used to hate what my life had become. 'Why am I always fighting someone else's battles?', I would ask myself. Why do I always put myself into the line of fire, so all the greedy, twisted, corrupted politicians and so-called leaders can escape the Covenant with their lives, while there are countless civilians scrambling for evac shuttles, hoping that they're not the ones who'll get shot down? Why let some spook decide who deserves to live and who deserves to get glassed, or blown up, or gunned down in the streets? See, I know how ONI thinks. It's all numbers to them. It doesn't matter if these people are children, men, women, elderly...people with a family they could have returned to if it wasn't for the UNSC playing God with their lives—the ones that were supposed to be protecting them—giving me the order to turn my back and let them die. Just a whole bunch of fucking numbers without faces. Well, it took me a while, but I figured it out. That's exactly it, isn't it? I've gotta keep fighting, because I see how many people have been abandoned when they could have been saved. When the Covenant find the next planet, it'll be the same thing all over again, with everyone believing that the UNSC will protect them up until the point when they finally realize they're doomed. Dead civilians can't point fingers at the ones that failed them, now can they? But I'm still here, and I know this. And that's what I'm going to fight. When there's a planet under attack, I'll be there to save the ones that the UNSC has cast aside. I'll show them that you don't need a uniform or a title or some damn ONI spook whispering in your ear to serve your kind."
―Victoria O'Connell
The Huntress
Biographical Information


Victoria O'Connell


June 16th, 2530


New Constantinople

Physical Description


5'10" (178 cm)


157 lb (71.2 kg)







Political and Military Information






Close Quarters Combat


II: 2544



Major Victoria O'Connell, born Victoria Corin Church, is the second daughter of Allison O'Connell and Dr. Leonard Church, and unbeknownst to her, the younger sister of Linda O'Connell. In 2536, Victoria's memory was wiped by Dr. Church and she was conscripted into phase 2 of the SPARTAN-II program, but escaped as per his intentions after four years of hard training. In 2549, she joined Dr. Church's new supersoldier program, project FREELANCER. Taking on the name Agent Carolina, Victoria would earn a reputation as one of the best subjects in the project, and become a supersoldier with a skill rivalling that of a SPARTAN-II's. During this time, her relationship with Director Church would become strained as the Freelancers began to question the integrity of their work. In addition, Victoria would develop a tense rivalry with Agent Texas, one of the other "soldiers" in the program. The Freelancers would eventually discover the atrocities committed by the Director and rebel against him, with Victoria and Texas spearheading the pursuit for his capture. Following Dr. Church's arrest and incarceration in 2552, Victoria would serve the UNSC in the last few battles of the Human-Covenant War as a UNSC field officer before going rogue for personal reasons. In the years following the war and the new conflicts that arose, Victoria would act as a benefactor and guerrilla soldier to humanity alongside her fellow former FREELANCERs, taking arms against the enemies of the Interspecies Union on their own terms and keeping distance from the UNSC.


Early Life (2530—2540)


Victoria was born to at a time when her parents' relationship had become distant, with Allison serving as a Staff Sergeant in the Marine Corps and Leonard working as a UNSC scientist. Unaware of their first child, Linda, whom they believed had died in 2517 (but in reality was conscripted into the SPARTAN-II program and replaced by a flash clone), Victoria never figured out why there was always a certain coldness to Allison whenever she came home to visit. However, Allison had always cared about her and acted rather protectively of her, as if afraid that Leonard would find some way to hurt her. She always told Victoria one thing as well: "If you don't say goodbye, then you're not really gone. You're just not here right now". It would be something Victoria would tell herself whenever her mother returned to service, waiting for the next time she would come back.

Leonard Church: ", not her too...this can't be...I won't allow this..."
Victoria: "Father? Is something wrong?"
―Victoria, shortly before hearing about the news of Allison's death

When Allison was killed in action during the Battle of Jericho VII in 2535, Leonard entered a state of shock to the point where he halted his work for the UNSC. Victoria was also very grief-stricken, although she did notice that there was an ominous change that had come over her father. Despite the previous estrangement to their relationship, she tried to become closer to him and ease his mind. However, Leonard only reacted bitterly to this and distanced himself from his only remaining daughter.

Memory Wipe and SPARTAN-II Conscription

In 2536, Leonard learned that Michael Colegrove, a good friend of his, had lost his son Oscar to a series of medical complications very similar to that of Linda's, Leonard became intrigued and requested to look into the matter of the child's death. After digging further into the matter, he discovered that Oscar was one of thirteen children on New Constantinople to have died of similar symptoms within the last six months. What was more, every one of the children were around the same age, and upon additional research, Leonard managed to confirm at least three hundred nearly identical deaths on numerous other colonies in the last year. He confided this to a skeptical Colegrove, who was convinced that the matter was simply coincidental and that there was no real connection. Undeterred, Leonard sought out many individuals that the children had known, including their parents, friends, and teachers. He eventually gathered that all the children were noted to have an intellect higher than average, and in several instances, was told that the child in question was approached by "adult strangers" weeks to months prior to their death.

Thoroughly convinced that the matter had something to do with ONI, Leonard decided to act on his own will and expose their actions. Having completed both the development of his memory agent and a second, less stable chemical based hormones found in the human brain[1], he implanted Victoria with both substances against her will, successfully erasing concise parts of her memory without damage to her brain. He replaced her missing memories with the belief that she was an orphan, and that her name was Victoria O'Connell. Dr. Church kept her unconscious throughout the entire procedure and when she had recovered sufficiently, cut his ties to her and abandoned her on New Constantinople. He drew attention to her with Colegrove's help, and within two months, Victoria appeared on ONI's radar and was listed as one of the potential candidates for phase 2 of the SPARTAN-II program.

Victoria: "How are you so good at killing the aliens?"
Linda: "It's my duty, I suppose. I was chosen to protect humanity, and that's what I'm going to do."
Victoria: "I wish I could be like you. Someday I'll be just like you and help you fight them."
Linda: "I'll look for you on the front lines then."
―Victoria and Linda in a brief conversation before evacuation

Before Victoria was conscripted, however, New Constantinople was attacked by the Covenant, in which the UNSC responded with a massive task force as well as the entire collection of SPARTAN-III Alpha Company. Also present were several members from SPARTAN-II Green Team, led by Linda-058. Victoria was running through the city alone when she was caught in a heavy crossfire on the street between a squad of Marines and a Covenant ambush team. Linda soon arrived to help pull the Marines out, and against their protests, forced them to stand their ground while she rescued Victoria and escaped the ambush with her and the Marines. Victoria was awed by Linda's skills as well as her sharpshooting abilities. She told Linda of her desire to join the military and "be just like her", who did not dissuade her but clearly didn't think much of the idea. Not long after, one of the Marines in the squad was shot by a Kig-yar sniper, and Victoria actually snatched up the injured trooper's M6 sidearm and exchanged shots with the sniper long enough for Linda to locate it and take it out. The incident was later filed by every soldier witness to it, and two weeks afterward, Victoria was conscripted into the SPARTAN-II program.


"Despite the mixed results of this batch of candidates, subject 174 shows great promise as a future SPARTAN. If out of the three-hundred fifty candidates we manage to train just ten others to her standard, then perhaps this second phase would not have been a mistake after all."
Dr. Catherine Halsey, personal files

Victoria performed outstandingly and impressed Dr. Halsey even in the early years of training, outstripping just about every other candidate in the second phase. However, she was deemed unsuitable as a team leader for one reason; her refusal to accept help from others often caused her to fall short of accomplishing training tasks as well as she could have. Despite the attempted persuasion from trainers and fellow candidates alike, Victoria remained solitary and no amount of physical threat, punishment, or scorn from the other trainees would convince her to do otherwise.

Leonard, who had been keeping tabs on Victoria, figured out the training procedure and the fact that the subjects were due to undergo risky augmentations by 2544. Satisfied that Victoria's training would make her useful in the next step of his plan, and not wanting to risk her becoming crippled through the augmentation procedure, he triggered the chemical hormones inside her brain in 2540, causing her to experience an overpowering urge to break into the program's personal files and escape. Having become familiar with both the entire facility's layout and the access codes she had seen Dr. Halsey entering, Victoria managed to obtain data on not only her augmentation procedures, but also the basic blueprints to the MJOLNIR Mk. IV, and escaped with both.

After retrieving Victoria and the data, Leonard was angered to discover that Linda had indeed been kidnapped by ONI and replaced by a flash clone. He blamed Dr. Halsey for making him believe he had killed his own daughter, and was determined to ruin her when he got the chance. Having created a flash-clone of Victoria himself, he killed the clone in a staged accident, and left her for ONI to find, while arranging for the actual Victoria to lay low for several years. In this time, he planned with Colegrove a new project that would suit his needs as well as that of the UNSC's.

Project FREELANCER (2549—2551)

Training and New Identity

By 2549, Leonard had renewed ONI's interest in his work, having contributed several "improvements" to the MJOLNIR suit and proposing a possible redesign for as early as 2551. He had also formulated several hypotheses where an artificial intelligence could become self-sustaining, or as he called it, "human". After proposing the possibility of creating entire armies out of nothing but fragments of an AI, ONI immediately authorized funding for a new project, codename FREELANCER. Leonard suggested that the project take the appearance of nothing more than a supersoldier program, to which ONI agreed to keep all Freelancer subjects involved out of the war until the true purpose of the project was fulfilled. With ONI's authority, Leonard was given command of the UNSC frigate Mother of Invention and several variants to fifty cut-down MJOLNIR suits[2][3]. Soon afterward, he created the Alpha AI to test his fragmentation experiments on, with the by-product AI Beta serving as the prototype "artificial combat trooper".

Around this time, Victoria resurfaced and accepted Leonard's offer for her to join Project FREELANCER. Assigned with the new name of "Agent Carolina", she assisted ONI in searching for other candidates for the project. On one occasion she met 22-year old Clyde Dawson, a locksmith and unemployed university graduate, in New Alexandria's Club Errera. When another civilian started to hit on her, Clyde tried to discourage him but managed only to start a bar fight. Victoria fought her way out of the club with him, and becoming impressed with his unexpected knack for hand-to-hand combat, asked if he would be interested in joining Project FREELANCER. He agreed, and the two soon became fast friends.

Weapons Factory

Agent Carolina
Agent York
Agent South
Agent North
The original members of Fireteam Flamberge: Agent Carolina, Agent York, Agent South, and Agent North.

With the Freelancers formed into teams, Director Church began assigning them missions. As the leader of the top-ranked team, Carolina and her squadmates were given the riskiest and most crucial of assignments. Although this initially made some of her other teammates nervous, Carolina herself always approached each operation with the utmost confidence; yet she never overestimated her own abilities, which was one distinctive trait that set her apart from Agent South Dakota, one of her teammates. The team took on and completed a number of missions without incident, and in 2551 was evaluated with a success rate of 97.3%. However, none of the Freelancers, least of all Carolina, would have suspected that the team's efficiency would spell trouble for them when they would be assigned AI fragments later on in the project, or that the operations they took were simply acquiring the resources for the Director's ultimate goal that no one was aware of.

The first of these missions was to shut down an Insurrectionist weapons factory on Epsilon Eridani IV. As it was a large-scale operation, Carolina and her team worked alongside Fireteams Rainmaker and Ember, led respectively by Agents Wyoming and Montana.

Assassination Mission

Asteroid Field

Ancient Forerunner Ruins

Bjørndal Cryogenics Research Facility

Carolina breaks up the capture of Agents North and South Dakota.

The Sarcophagus

Washington: "What are you up to?"
Carolina: "Improvising. Come here, Maine..."
Washington: "Improvising? I hate it when we do that."
— Carolina and Washington prepare to move the Sarcophagus

Carolina uses her camouflage armour ability to help the Freelancers escape.

Carolina, Maine, and York protect the briefcase from enemies on the highway.

Scrap Yard

Carolina clears an enemy hangar bay of hostiles.

Longshore Shipyards

Carolina teasingly suggests Wash try throwing up in his helmet to see what would happen.

Carolina engages in a brawl at Longshore Shipyards.

"I don't know what's gotten into you, Texas...but you'd better figure out the difference between your enemies and your friends."
―Carolina, after Tex fatally wounds C.T.

Carolina faces off against Agent Connecticut.

Rescue Mission

Carolina fights her way through enemy Insurrectionists to rescue Agent Pennsylvania.

Mercenary Capture

Sparring Incident

Carolina: "I know all about your little secret...what you really are...the next AI that comes up is mine."
Texas: "Fill me in, Carolina. What exactly is my secret?"
―Carolina touches a nerve by unwittingly leading Tex to believe she was aware of her identity as an AI

Carolina challenges Agent Texas to a sparring match.

Carolina and Tex double over in pain from their AIs screaming in their heads.

An unconscious Carolina lies in the medical bay with York by her side.

Uprising (2551—2552)

Hunt For the Director

Director: "You were always number one, Agent Carolina. That's what you always wanted to hear, isn't it? The sad thing is you never realized it."
Carolina: "Don't you fucking dare."
Director: "We both know Agent Texas never was one of you. Look at her. What is she? A shadow, that's what. A failure. She is the only one I'm truly disappointed in."
Carolina: " friend. She's my friend, you bastard."
— Carolina upon confronting the Director[src]

Under ONI Investigation

Carolina: "I know how it feels to want something so stop caring who you hurt along the way. You have to let go, Texas!"
Texas: "Every one of you have something I don't, and I don't like getting left out. You have York. What do I have? Alpha is gone. You have your humanity. Everything you got, you worked for. What am I? I'm a shadow. A memory. And I'm not going to just live like that."
Carolina: "I'm sorry, Texas. But I can't let you take Epsilon. Not because the ONI told me to do're not ready. And you need to stand down."
— Carolina protects Epsilon from Tex, who is in the throes of rampancy[src]

Carolina takes on a rampant Agent Texas on board the Mother of Invention.

UNSC Operations (2552—2553)

Freighter Incident at Harmony

Abandoned Research Facility

Georgia: "She [Texas] butchered my comrades, my best friend, and the woman I loved."
Carolina: "I get it's not about getting payback. It never was. It's about protecting what we have left, and letting go of the past. What the Director could never do. You want to get revenge, that's your prerogative. But I'm not. I just want to fix Texas."
―Carolina meets Georgia at one of the Director's former tier-1 dig sites[src]

Carolina and Jorge make their way towards the abandoned dig site entrance on Europa.

Battle of Fumirole

Jorge-052: "I didn't know him for long...but he was one of us."
Carolina: "Took out an entire ship with just one bomb. Guess that's one way to go."
Jorge-052: "He knew it was a one-way trip...guess we all make it sooner or later."
— Carolina and Jorge reflect on Thom-293's death after the Battle of Fumirole[src]

Carolina and Jorge at the Battle of Fumirole.

Battle of Reach

Battle of Earth

Post-War (2553—)

Going Rogue

Search For Former FREELANCERs

Independent Missions



Victoria is a very brooding individual who has a habit of taking things more seriously than she should. Although she is not considered pessimistic, she rarely sees the humour in most situations and almost never allows herself open displays of excitement or satisfaction. Because of this, many Freelancers find her difficult to get along with outside of obeying orders. However, one especially admirable trait about Victoria is her keen perception of her abilities as well as the abilities of those working with her. She knows how to avoid putting her team into danger that they are ill prepared for, and gives her fellow Freelancers tasks that she knows they can handle without much trouble. Upon review in the early stages of project FREELANCER, the Counsellor took note of her astute nature and recommended to the Director that she be promoted to team leader.

However, Victoria has a tendency to be extremely competitive, especially in her hard-fought efforts to remain at the top of the Freelancers' leaderboard. Combined with her tendency to get frustrated easily, she can become callous towards her friends or even downright disdainful. Many an unfortunate Freelancer had been subject to her castigation, which often creates friction between some of the less tolerant Freelancers, such as Agent South or Agent Maine. As a result, even Victoria's closest friends are cautious to keep her at arm's length when dealing with her, being the most familiar with her quick temper.

One of the few individuals that Victoria shows compassion towards is Agent York. Although she would berate him in the beginning of Project FREELANCER for his lazy attitude, the treatment was only a mask for her concern that he would be washed out of the project. And although York enjoyed playing the self-deprecating joker to his friends, he alone understood her completely. Both Freelancers share a mutual attachment to the other, but this bond is left unspoken since they have little opportunity to express it fully.

Skills and Abilities

Carolina is, arguably, the most formidable Freelancer in the entire project. Although her forté is close quarters combat, she shows very little signs of weaknesses in any other form of fighting. As the Freelancers' team leader in the field, she is not only quick-witted to reach objectives or respond to an unpredictable, changing situation, but she puts herself into the action as much as she does her teammates. In addition, she almost always returns from missions with little or no injuries. Having been hit by gunfire on only two occasions under Project FREELANCER's service, she holds the record for the highest performance sustainability rate out of everyone.

In addition to Victoria's already impressive agility and reflexes in hand-to-hand combat, she utilizes two armour boosts engineered by the Counsellor after a raid on ONI's research facilities on Ariel. The first is a chameleon unit, which uses sensors in her gauntlets to camouflage her armour into the colours of any nearby objects. This ability is rarely used by Victoria except on mostly stealth missions. Her second unit is a speed enhancer, which is compatible only with her PISCES Mark III/BLAZE Variant armour model. The enhancer overrides her armour's limitations to allow her to run up to a maximum of 276 kph. Although a similar boost was developed by Catherine-B320, ONI's counterpart is much less stable and would be hazardous if used by any other Freelancer. As it is, Victoria never pushes the unit's capability to its maximum and focuses most of her concentration on maintaining safe trajectories when exceeding 100 kph.


  • This character is the very same Agent Carolina from Red vs Blue, with a timeline divergence starting after Season 10, episode 15.
  • Victoria's birthday is the same as that of Laconia's, as a reference to the fact that she plays the role of Agent Carolina in the infamous roleplay Red vs Blue: Revolution.
  • The name "Victoria O'Connell" was fabricated by Laconia in episode 9 of the Red vs Blue shenanigans.
  • Victoria's middle name, "Corin", translates into the Latin word "spear".
  • This character scored 9 on the Universal Mary-Sue Test, and is not considered a Mary-Sue.



  1. The development of this substance was a secret he kept from even ONI, and one that wouldn't be discovered until after his arrest in 2552. It would later be used by ONI to emotionally control the subjects of SPARTAN-III's Delta Company.
  2. Dr. Church made tweaks to the suits without ONI's knowledge, with the data he obtained from Dr. Halsey's blueprints. He managed to set the armour design ahead by several years, even if they functioned as lesser versions of the Mk. IV.
  3. After Dr. Church's arrest in 2552, he gave up his PISCES armour design to ONI which was later aesthetically adapted as the standard Mk. VI.
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