This article is about the Sheathipede-class transport shuttle. You may be looking for the VCX-series auxiliary starfighter Phantom.

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"The good news is we don't need a pickup because we found a new Phantom."
―Kanan Jarrus[src]

The Phantom II was a modified Sheathipede-class transport shuttle belonging to the Spectres. It replaced the original Phantom, which was lost during the mission to Reklam Station. The Spectres acquired the Phantom II during a mission to the planet Agamar, where they encountered a Separatist holdout. After an initial conflict, wherein the leader of the holdout, the droid general Kalani, made the rebels participate in a war game, the two sides teamed up to escape from arriving Imperial forces. The Spectres kept the shuttle, modifying it by cutting down the dorsal fin, adding weapons and an astromech socket, and repainting it. They used it on several missions, including to Concord Dawn and Krownest.


"We have three Sheathipede-class shuttles, but they have no weapons."
―General Kalani[src]
Phantom II pre paint job

The Phantom II, prior to its modification.

The Phantom II was a Sheathipede-class shuttle in the Separatist military.[8] The shuttle was also capable of traveling through hyperspace. After the Spectres rebel cell acquired the ship, they gave it a new paint job and upgraded it to include hull reinforcements, port and starboard forward cannons, ventral-mounted turrets, and an astromech socket located on the port side of the shuttle.[3] The Phantom II was also modified to dock with the VCX-100 light freighter Ghost and served as the mother ship's shuttle.[7] Despite its armaments and maneuverability, the Phantom II was still vulnerable to small-arms fire.[9]


The Clone WarsEdit

The Phantom II was originally an unnamed and unarmed transport part of the Separatist navy, marshaled by the Confederacy of Independent Systems during the Clone Wars. The vessel was based on Agamar[2] after the Super tactical droid General Kalani was ordered to the planet by Count Dooku.[8]

Joining the rebellionEdit

Kalani's forces remained in the Agamar system for almost twenty years, avoiding shut down at the end of the war, until his forces were discovered by members of the rebellion. The droid Chopper found and restarted the shuttle while spying on several battle droids. Chopper informed Ezra Bridger of the vessel, and Bridger had the droid prepare the ship for departure. After realizing that the rebels and the droids were not each other's enemies, both parties joined together to successfully escape an Imperial assault. Once Kanan Jarrus realized the ship's potential,[10] he decided their stolen vessel would serve as a replacement for the Phantom,[2] which was lost at Reklam Station.[11] The new ship was christened Phantom II.[2]

After the Spectres returned to Phoenix Cell with the ship, the vessel was given a new paint job and upgraded to include hull reinforcements, port and starboard forward cannons, ventral-mounted turrets located adjacent to the boarding ramp, and an astromech socket located on the port side of the shuttle's now-shortened dorsal fin.[3] The shuttle was also modified to dock with the Ghost as the original Phantom had been able to, allowing the ship to serve as the freighter's new rear gun.[7]

After communication with the Protectors of Concord Dawn was lost, Sabine, Ezra, Fenn Rau, and Chopper, were dispatched to Concord Dawn's third moon to investigate the situation. Rau managed to knock Sabine and Ezra unconscious and took the shuttle to a ridge overlooking the Protector encampment, where he discovered his men had all been killed by Imperial Mandalorians led by Gar Saxon. While Sabine attempted to rescue Ezra from the Mandalorians, Rau stole the Phantom II and attempted to leave the system, but returned to rescue Ezra, Sabine, and Chopper after realizing that Sabine was an honorable fighter who risks her life to save others, and that she had not forgotten the Mandalorian ways.[3]

The Phantom II later took part during the Phoenix rebels' evacuation of rebel sympathizers on Mykapo. Kanan Jarrus and Garazeb Orrelios used the ship to land on the planet to help with the evacuation before returning the ship to its port on the Ghost. After evacuating the rebel sympathizers, Hera Syndulla, Ezra, Sabine, and Chopper used the shuttle to travel to the Iron Squadron YT-2400 light freighter Sato's Hammer in an attempt to convince the Squadron to leave Mykapo before Imperial forces returned to the planet. Hera allowed Ezra, Sabine and Chopper repair the hyperdrive of the YT-2400 and convince the Iron Squadron to leave the system with them. When Imperial forces under Admiral Kassius Konstantine returned to the system, Ezra and Sabine managed to convince Gooti Terez, Jonner Jin, and R3-A3 to escape on the Phantom II. They were forced to leave Mart Mattin behind after his ship was damaged by Imperial fire. After docking the Phantom with the Ghost, the Spectres and Iron Squadron took part in a joint mission to rescue Mart.[7]

Later, Kanan and Sabine used the Phantom II to follow Darth Maul's ship Nightbrother to the planet Dathomir. Earlier, Maul had convinced Ezra to come along with him in order to find the key to destroying the Sith. Kanan and Sabine managed to track down Maul using a tracker that Kanan had planted on Ezra's wrist comm. The rebels landed the ship outside the Nightsister lair and ventured inside the cave to rescue Ezra only to be attacked by the spirits of the Nightsisters. After defeating the spirits, Ezra and his fellow rebels resolved to stop Maul from reaching the Jedi Master Obi-Wan Kenobi, who held the key to destroying the Sith.[12]

During the Spectres and the Clone Captain Rex's second mission to Geonosis, the Phantom II remained docked inside its mother ship, the Ghost. When the rebel Saw Gerrera demanded that he take the Geonosian Klik-Klak on the shuttle for interrogation offworld, the Spectres and Rex opposed his demand.[13] The Phantom II remained parked inside the Ghost as the ship departed for a training exercise. Following EXD-9's attack on Chopper Base, the Phantom II and its mother ship returned to Chopper Base following Zeb's incident report.[14]

Later, Sabine along with Kanan, Ezra, Chopper and Fenn used the Phantom II to travel on a mission to Krownest, the home of Clan Wren. The rebels wanted to secure Clan Wren's support for the rebellion. Upon entering Krownest's atmosphere, the ship was attacked by Clan Wren warriors. After sustaining damage to its main thrusters, Sabine managed to land the ship in the snow. Chopper stayed aboard with Fenn while the others met with Ursa Wren, Sabine's mother. Chopper managed to repair the ship and used it to transport Kanan and Ezra back to the rebel forces after Sabine and Fenn stayed behind to help unify the Mandalorians.[9]

Behind the scenesEdit

The Phantom II first appeared in the Star Wars Rebels Season Three episode "The Last Battle", which debuted on Disney XD on October 22, 2016. The ship has since appeared in several Star Wars Rebels episodes.


Non-canon appearancesEdit


Notes and referencesEdit