Exo-Squad Wiki
Vital statistics
Rank Governor/General
Gender Male
Race Neosapien
Faction Neosapien Order
Position Ruler
E-frames Mobile Command
Appearences {{{Episodes}}}

Phaeton equipped with Life Support following his disfigurment

Fool! It has taken the Terrans untold generations to control their hatred of one another. How can we trust them?


Phaeton appeared in obscurity. Bred to work the mines of Mars, Phaeton was created to be nothing but a slave.

50 years ago, Phaeton took part in the first Neosapien rebellion, and ultimately became a lieutenant figure in the infrastructure of the rebellion. During a raid, Phaeton was jumped by a squadron of E-frames led by a young Winfield and taken prisoner. Threatened with death, Phaeton sold out the leader of the rebellion, and his brood mate, Marsala.

Fifty years later, Phaeton had become a political figure and the governor of the Martian Commonwealth. However, because he was a Neosapien he wielded very little political power in the real world. But he was also a devious and brilliant planner.

Following the first rebellion of fifty years ago, Neosapiens were forbidden to produce or possess most forms of weapons, including and most especially, E-frames. Yet, Phaeton was able to divert material and facilities to secret areas for the express purpose of producing the very weapons that Neosapiens were forbidden to have.

Using his limited political force, Phaeton pushed the Home Worlds Congress into declaring war on the Pirate Clans. In reality, Phaeton was taking an old saying into full play, “While the cat is away, the mice will play.

With the majority of the military forces of the Exofleet off chasing the pirates around the outer planets, Phaeton led the Neosapiens into a massive uprising against humanity. In a matter of hours, the Neosapiens had fortified Mars and conquered Earth and Venus.

Following this new rebellion, Phaeton brought forth his ideal of the “Genetically Superior race”, and that was the Neosapien race. Phaeton preached that Neosapiens had the right to rule by right of superiority. Under the so-called Neosapien Order, the Neosapiens forced the captured Terrans into slave labor camps. Like the Neosapiens of previous decades, the Terrans would be forced to work for the betterment of their rulers.

Following the conquest of the Homeworlds, and the initial defeat of the Exofleet, the Neosapien scientist Xenobius came to Phaeton with research to develop an energy-based gravitational weapon known as a GRAF Shield. Phaeton, realizing the abilities the GRAF Shield would grant his forces, quickly began funding Xenobius’ research into the shield. Within a year, the Neosapiens had a working prototype of the shield in place on Earth and had begun construction on a second shield to protect Venus. Due to the interference of Marsh and Able Squad, the Venus shield was sabotaged and the majority of the Venus guard fleet destroyed. Phaeton ordered the Earth shield shut down until the cause of the failure was discovered. He redeployed part of the earth fleet to protect Venus in the interim.

It was about this time that Phaeton began work on two projects. One was a massive Neosapien breeding facility on Mars, one built into the greater mass of the massive volcano of Olympus Mons. The other project, a massive warship to be his flag ship, wouldn’t be completed for over a year.

With no Terrans on Mars, Phaeton believed his breeding facility to be safe from discovery by Exofleet, and indeed, it would have been safe from discovery had a bizarre twist of fate not played out. On the distant Jovian moon of Io, Captain Matthew Marcus led a coup against Admiral Winfield. One of the obstacles Marcus was forced to remove before he moved against the Admiral, was Able Squad. With a simple lie, he sent Able Squad to Mars on a fake mission.

It was here, that Phaeton’s breeding center was discovered. Even this would have been trivial event, had it not been for Phaeton’s brood mate Marsala. Marsala knew Able Squad could never force their way into the complex, and so of his own accord devised a plan. He made it appear that he had betrayed Able Squad and sided with Phaeton. It wasn’t until Marsala turned a blaster on Phaeton that his suspicions of Marsala were confirmed.

Another traitor was reveled to Phaeton at this point. His minister of war, General Typhonus. Typhonus wanted power, and he was more then willing to sacrifice Phaeton to obtain it. Under threat of Marsala’s blaster, Phaeton was forced to lead Able Squad out of the mountain and to avoid Typhonus’ troops.

As the squad made their way out of the mountain, Phaeton saw his opportunity to strike. Attacking Marsala, he grabbed the blaster and knocked his brood mate over the edge of the mountain. With a blaster pointed at him, Phaeton condemned Marsala to death. Marsh attempted to jump Phaeton, but Phaeton easily over powered him. Nara landed shot with her blaster, sending Phaeton seemingly to his doom as he fell over the edge of the cliff.

Somehow, Phaeton survived and quickly returned to the brood chamber. This time to personally destroy Able Squad and prevent them from destroying the brood chamber. Marsh fought Phaeton to a near stand still, but Phaeton's superior E-frame design soon gained the advantage. It was only thanks to Bronski's BD-100 Ground Assault E-frame firing its grappling hook and smashing Phaeton's view shield in that Marsh was able to defeat Phaeton. In the ensuing eruption of Olympus Mons Phaeton was horribly disfigured. These injuries also triggered the Neosapien disorder known as Auto-mutation Syndrome within Phaeton. Unaware of the syndrome at the moment, Phaeton gave Typhonus a series of directives. He was to hunt down J.T. Marsh, Marsala and Admiral Winfield.

Following Phaeton’s disfigurement at Mars, he received word from Barca that the Exofleet was sending ambassadors to pursue the possibility of an alliance between the Exofleet and the Pirate Clans. Knowing that the addition of the Pirate Clans to the Exofleet would mean a prolonged war, and even defeat, Phaeton ordered Typhonus to disrupt the talks with the intention of keeping the pirates out of the war entirely. When Typhonus failed and the pirates joined with the Exofleet, Phaeton became enraged. He hastily ordered an advance construction unit to the orbital plan of Jupiter. The construction unit had a very specific mission, the construction of a massive Fusion Pulse Cannon. Built on the moon of Sinope, the cannon was to destroy both the pirates and the Exofleet before either force could link up. Thanks to the daring pirate pilot Hallas, the cannon was destroyed.

Following Typhonus' failure to eliminate the Exofleet, as they fled Io for Chaos, Phaeton unveiled his single greatest asset for domination of his generals: clones of them. Typhonus was the first of the Neosapien generals that Phaeton replaced with a clone.

Following the development of the Neo Mega, Phaeton began assigning Neo Mega advisors to his generals. When General Drusus used his as a soldier, and thus allowed the Exofleet to discover their existence, Phaeton had him executed.

Only weeks later, Nick Tyree launched an unauthorized and hap hazard mission to recapture Australia. With the majority of the Neosapien forces there beaten or captured, Phaeton sent his newest creations to destroy the Australian resistance. His Neo Warriors attacked en masse and nearly destroyed everyone in the resistance. When Shiva returned to Phaeton in failure, Phaeton had him imprisoned.

In response to the Earth Resistance's growing organization and threat, Phaeton ordered an impregnable bunker be built under Phaeton City. During the initial phases of the construction, Phaeton was forced to contend with an attempted coup lead by the Neo Megas Lucullus and Gracchus. He overcame the coup and had the entire brood of Neo Megas, save Galba, eliminated as traitors.

Soon afterwards, the Exofleet began moving toward Venus. With Draconis becoming more and more driven by his own ambitions, and thus becoming less effective as a general, it was only a matter of time until the planet fell to the Exofleet.

When the planet finally did fall to the Exofleet, Phaeton felt it was time to play his trump card. He brought his newly completed supership, the Olympus Mons II, to Venus under the command of a clone of himself. The clone was sent to test Draconis and if possible to deal with the Exofleet. With the Phaeton clone in command of the Olympus Mons II, and all involved believing it to be the real Phaeton, the clone pulled in service from the traitor pirate Barca. Barca sabotaged the engineering section of the Resolute II and rendered it helpless. That was Phaeton’s target. By destroying the Resolute II, Phaeton would have destroyed both Simbacca and Admiral Winfield.

For a time it appeared that Phaeton’s new flagship was all but invincible. Being attacked from all sides by hundreds of E-frames and pirate fighter craft, and several Exofleet gunships, the massive ship simply shrugged off the attacks as if they were nothing. It wasn’t until Able Squad infiltrated the ship and sabotaged the engines that luck turned for the Exofleet. With Algernon having repaired the engines of the Resolute II, the Exofleet flagship powered up and cloaked. It quickly began making passes on the Olympus Mons II, uncloaking, running alongside the Neosapien flagship, firing a mass volley of cannons and missiles, and then cloaking again before repeating the process.

Draconis saw his chance and convinced the Phaeton clone to abandon the ship. As Phaeton and Draconis approached the shuttle bay, Draconis drew a blaster and then sealed Phaeton within the ship. As the Resolute II pounded the Olympus Mons II to pieces, the Phaeton clone screamed in rage at the escaping Draconis.

Now with proof of Draconis' treachery, the real Phaeton acted. Appearing before Draconis on Earth, he quickly had Draconis killed and replaced with a clone.

From that point on, Phaeton’s mental state continued to dwindle. With the destruction of Mars, and the Exofleet continuing to close in, Phaeton began his final desperate gamble. Hoping to gain enough time to create an army of Neo Lords, Phaeton freed Shiva and gave him command of the remnain of the Neosapien fleet. Charged with retaking Venus from the ExoFleet, Shiva took command, but was ultimately defeated in Venus orbit.

Phaeton now felt the pressure of history bearing down on his shoulders, and his advancing Auto-mutation Syndrome did little to help the issue. He immediately ordered the construction of a massive base in Canada . The base comprised of a massive laboratory with a particle accelerator. The Earth Resistance groups, with the aid of Wolf Bronski, later destroyed the complex, but the base had already served it’s purpose.

With the noose of defeat tightening around Phaeton’s throat, he made a decision to never surrender, and to that end he had a massive anti-matter bomb created. He vowed that should the Exofleet retake Earth, he would detonate the device and destroy the planet.

The first bells of defeat began ringing soon after. The ExoFleet made the forced march to retake the Moon. Phaeton ordered the Typhonus clone to hold out no matter the cost, and while the battle on the Moon took place, Phaeton ordered a massive number of E-frames to attack the Exofleet. Literally hundreds of Neosapien E-frames attacked, and under that sort of combined fire power, Admiral Winfield was forced to recall his own E-frames.

It came down to the sacrifice of one trooper that turned the tide of battle. Alec DeLeon engaged Typhonus in a fatal confrontation and ultimately won with the aid of Jump Trooper Colleen O'Reilly. As he lay dying in his E-frame, DeLeon asked O’Reilly to replace his E-frame’s black box with the one from Typhonus’ frame. With that in place, DeLeon sent a communique to Phaeton informing that the battle was lost and the Neosapiens were surrendering to the Exofleet. Thanks to the switched black boxes, Phaeton believed that it was the real Typhonus and became enraged at his troops’ cowardice. Phaeton wasted no time in acting on his anger, and triggered the remote destruction devices in the Neosapien E-frames. The day was won, but at a steep price. Alec DeLeon died only moments after sending the message to Phaeton and ordering all the remaining Neosapien forces on the Moon to surrender.

War however seldom leaves time for mourning, and Exofleet had the initiative. They pressed on to Earth. Knowing that Phaeton would use Neo Lords, Able Squad and Charlie Five Platoon were tasked with finding the new Neo Lord breeding facility in Washington, D.C.

The combined force had just landed at the Pentagon when Galba again moved against Phaeton. He contacted the Earth Resistance and informed them of Phaeton’s Doomsday Device, but was captured when he sent the message.

Knowing that Marsh would be sent after the weapon, Phaeton resurrected his greatest generals once more and sent Typhonus, Draconis and Shiva to capture him. The three of them brought Marsh to Phaeton, who quickly proclaimed he would kill Marsh with his own hands. Imprisoning Marsh in a confinement cell within his own control room, Phaeton waited to see what the Exofleet did next. As the Earth Resistance moved towards Phaeton City and numerous Neosapien officers were rounded for betrayal, Phaeton armed the anti-matter device and primed it for detonation. He flipped the switch to detonate the device but nothing happened. Realizing it had been sabotaged, Livia said she would see that it was repaired. Realization suddenly flashed, and Phaeton discovered that it had been Livia who had sabotaged the device. Ordering Praetorius to repair it, Phaeton left the room for a time.

He returned a while later, and his demeanor had changed. Where he had been an insane military commander only a short while ago, now he had a calmness about him. He turned to J.T. Marsh and asked him if he had ever known happiness, as if Marsh were his only true friend now. Marsh replied coldly that he hadn’t known happiness since he’d met Phaeton. The Neosapien leader seemed unshaken by Marsh’s rebuttal. He then told Marsh of a time when he had known happiness.

Some weeks after the original Neosapien rebellion, Phaeton had been invited to speak on the future of the Neosapiens at the University of Chicago. Before his speech he took a walk and stopped on the walkway. The sun was bright, and the sky was clear. Birds chirped in the day light air and in the distance he could hear bells. For that one brief moment, he knew peace.

And just as he had become calm, the bunker was rattled by an explosion and Phaeton was once again the insane military commander. Praetorius suddenly informed Phaeton that the anti-matter detonator had been repaired and the device was ready. Before Phaeton could do anything with the information, Marsala and Nara burst into the control room. Marsh, now free from the cell quickly linked up with his frame and engaged Phaeton one more time.

With a desperate barrage, Marsh crippled Phaeton’s E-frame which then collapsed onto his own. His body progressing through the final stages of the Auto-mutation Syndrome, Phaeton oozed out of his E-frame and headed for the detonator. With Marsh pinned under Phaeton’s E-frame, and Marsala’s frame buried under a rubble pile, there was only Nara. As Phaeton crept toward the control, he reached forward to activate the detonator and suddenly realized he couldn’t move his hand. He turned to Nara, realizing she was the cause.

“You, you aren’t human!” he gasped. Nara stood and raised her blaster at the tyrant.

“My mother, and my father were human. And so was my brother.” she declared. She suddenly slackened her telekinetic hold on Phaeton. With her concentration broken, Phaeton saw his one chance and leveled his own blaster at Nara and fired. She dodged quickly, and landed a killing shot into the rapidly liquifying mass that was Phaeton. With that final desperate shot, the Neosapien tyrant was dead.

Even with this, Phaeton did not die. In the final episode of the series, Beyond Chaos, Professor Algernon revealed the existence of a surviving Phaeton clone. Algernon admitted that they could not unleash another Phaeton on the world, but this Phaeton hadn't done anything wrong yet. With the cancellation of the series what role, if any, the clone would have played was never revealed.


  • His name is based on Phaethon, son of the Greek solar god Helios, who drove the Sun's chariot for a day but was unable to control its horses, causing untold destruction before crashing against the ground and dying.
Exosquad Characters
Winfield | Matthew Marcus | Algernon | Romero | Furlong
Able Squad
J.T. Marsh | Nara Burns | Maggie Weston | Rita Torres | Kaz Takagi | Alec DeLeon | Wolf Bronski | Marsala | Alice Noretti
Exofleet Personnel
DeSoto | Dover | Felson | Henshaw | Kozeri | O'Hare | Sandowski | Valentine
Baker Squad
Davis | Grogen | Blake | Mendal | Kozeri
Fox Squad
Yuri Stavrogan
Avery F. Butler | Colleen O'Reilly | Vince Pellegrino | Ramon Longfeather
Pirate | Red | Rabbit | Doc | Cruiser |
Resolute | Dominion | Sovereign | Coronado | Resolute II | Borealis | Bismarck | Sakura | Copernicus | Newton | Arnhem | Wellington
Amanda Conners | Mary Burns | Paul Burns | Charles Makena | Sidney
Earth Resistance
Sean Napier | Eve Hanley | Jinx Madison | Nick Tyree | Diana | Ellie | George | Gillespie | JJ Grimley | Picasso | Voodoo | Peter Tanaka | Albrecht Ketzer
Venus Resistance
James Burns | Krueger
Pirate Clans
Clan Leaders
Jonas Simbacca
Jubail | Barca | Hallas | Acuna | Mepos | Ryack
Morgan | Kid | Kausak
Neosapien Order
Neosapian Military
Phaeton | Livia | Shiva | Draconis | Typhonus | Drusus | Glycon | Thrax | Medusa | Creon | Gruzi | Kor | Wotan | Telemachus | Sharos
Neosapian Civilians
Livanus | Xenobius | Praetorius | Galba | Stentor | Lysander | Livia | Gidas | Enleal | Grachus | Lucullus | Ixyon
Olympus Mons | Olympus Mons II