Demetrius Zaarin Demetrius Zaarin was an Imperial admiral who sought to install himself as Emperor of the galaxy during the Galactic Civil War . Originally a Grand Admiral , Zaarin was the Imperial Navy ' s head of starfighter research and development . At his facility " Research , " he developed such starfighters as the TIE Advanced and the TIE Defender . He also secured new technology for the Empire from third parties , such as the Habeen . In addition to his design skills , he was a talented tactician . At some point in his career , however , he grew dissatisfied with Emperor Palpatine ' s rule , and began making preparations to take over the Galactic Empire . Allying himself with disenchanted Emperor ' s Hand Arden Lyn , Zaarin eventually decided to move against Palpatine in the wake of crime lord Prince Xizor ' s death in 3 ABY . His loyal forces captured Palpatine over Imperial Center , but they were thwarted by reinforcements from Lord Darth Vader and Vice Admiral Thrawn . Left with little alternative but to flee , Zaarin began harassing Palpatine ' s TIE Advanced production facilities in the Omar system , and then attempted to cripple Imperial TIE Defender factories . He was eventually outwitted by Thrawn at To - phalion Base , and he perished in the Unknown Regions when the corvette he was aboard , the " Vorknkx " , exploded due to a malfunction . Biography . Head of research and development . A native of the Imperial capital world of Coruscant , Demetrius Zaarin served in the Imperial Navy during the reign of Emperor Palpatine . During New Year ' s Fete Week in 2 BBY , Zaarin was one of twelve officers promoted by the Emperor to the newly created rank of Grand Admiral in an elaborate ceremony . In 0 ABY , eight months after the destruction of the Empire ' s Death Star battlestation at the Battle of Yavin , Zaarin was joined by Emperor Palpatine on a secret tour of the Outer Rim Territories aboard the " Imperial " - class Star Destroyer " Predominant " . During this tour , the " Predominant " delivered the Emperor to the forest moon of Endor , where construction had begun on a second Death Star and where the Emperor met with Senior Captain Thrawn to discuss the defenses for the shield generator bunker protecting the construction project . By 3 ABY , the Grand Admiral was made the head of research and development for the Empire ' s starfighter technology . Zaarin used the power that his rank brought sparingly , ensuring that he had all the resources required for his research and development projects but not getting involved in Imperial Court politics . He rarely wore the white uniform of a Grand Admiral , preferring instead to wear the gray uniform of a standard admiral while in Imperial service , and insisting on being referred to only as " Admiral Zaarin . " Despite his low profile in the Imperial Court , Zaarin gained the respect of both Emperor Palpatine and Lord Darth Vader , in the process earning the ire of many within the Imperial Navy , including his fellow Grand Admirals . Zaarin surrounded himself with a hugely loyal staff . He utilized the " Imperial I " - class Star Destroyer " Glory " as his flagship , and in the Parmic system , Zaarin had a research and development space station , dubbed " Research . " One of the earlier projects that Zaarin had been involved with was the Vorknkx Project , which involved research into hibridium - based cloaking devices , an alternative method of cloaking smaller craft to replace the Empire ' s dwindling supply of stygium . Only Zaarin , Emperor Palpatine , and the project staff were aware of its existence . In addition , he contributed to other projects , including Sienar Fleet Systems ' TIE Advanced x7 starfighter . Despite his lofty position , Zaarin sought a higher post : that of Emperor . He did not agree with Palpatine ' s " modus operandi " , and did not think that the Emperor was infallible . Zaarin planned to take the Empire for himself , but Grand Admiral Martio Batch was developing cloakable Phantom TIEs that would soon give Palpatine a technological advantage over Zaarin ' s own designs . Batch ' s operations forced Zaarin to accelerate his plans . He found an ally in Arden Lyn , an Emperor ' s Hand who sought to resurrect her long - dead lover , the Dark Jedi Xendor . Palpatine had promised her that he would try to help her bring back Xendor , but she soon realized that the Emperor had no such intent . Following the Battle of Yavin , Zaarin recruited her to his cause , and she began training students that she could one day turn against Palpatine . She also acted as Zaarin ' s agent on Imperial Center . Projects . TIE Advanced development . Following the Battle of Hoth , Emperor Palpatine and Darth Vader tasked Zaarin with the continued development of the TIE Series of starfighters and he had all such projects moved to Research . There , the production model of the TIE Advanced , based on Vader ' s TIE Advanced x1 prototype , was developed . Zaarin believed that the starfighter was only a step towards completion of the TIE Defender — the evolution of the TIE Advanced x7 — but both projects depended on developing a hyperdrive system small enough to fit inside their respective fuselages , something which proved a hindrance to Zaarin ' s technicians . Scientists working for the Habeen and the Nharwaak species had made a breakthrough , however . They had designed a suitable unit for use in the TIE Advanced , but their world , Mylok IV , was not a part of the Galactic Empire . Nevertheless , Zaarin sought a demonstration of the unit , and traveled to the system in his frigate , the " Shamus " . He had one of his officers , Major Crundha , check and double check the security of the convoy before arriving . Crundha cautioned Zaarin , noting that the Nharwaak were uneasy about the Empire ' s presence , though the admiral was not concerned at all , despite the warning . Before he arrived , TIE Fighter squadrons Alpha , Beta , and Gamma were dispatched to cover for the Habeen freighters carrying the technology to the rendezvous with the " Shamus " . The Nharwaak , however , were clearly not happy with the Habeen ' s new association with the Empire , and dispatched fighters to destroy the freighters from Verack and Stimner group s . Scores of Nharwaak BTL Y - wing starfighter s from squadrons such as Striker , Yellow , and Scarlet attacked the freighters while Zaarin ' s TIE pilot s fended them off . The Nharwaak corvettes " Charger 1 " and " Charger 2 " also entered the fray . Zaarin eventually arrived on the " Shamus " , in the middle of the engagement . He launched TIE bombers from Eta Squadron to deal with the corvettes , as well as TIE Interceptors from Zeta Squadron to aid the existing fighters in combating the Y - wings . Zaarin ' s forces eventually won the battle , and the freighters were free to dock with the " Shamus " , transferring over their technology into Imperial hands . As soon as he had possession , Zaarin sent the hyperdrive technology to his technicians and scientists , who immediately began analyzing it . The Habeen scientists visited Zaarin on his private observation deck , and informed the Grand Admiral that the Nharwaak were livid , and were threatening to sell the hyperdrive technology to the Alliance to Restore the Republic . Angered , Zaarin decided that it was time to deal with the Nharwaak personally . He subsequently dispatched the " Shamus " to a nearby Nharwaak base , and succeeded in destroying it . The Nharwaak subsequently attacked one of the Habeen ' s research facilities , but the Imperial Navy was able to successfully defend it . The Imperial aid helped convince the Habeen to surrender their technology into the possession of their saviors . Zaarin finalized the business terms with the Habeen , and planned a formal signing during a rendezvous over Mylok IV . In addition to gaining the new hyperspace technology , Zaarin had convinced the Habeen to join the Galactic Empire . Despite the apparent success , Crundha was wary , and thought that the situation was dangerous . As per usual , Zaarin dismissed his advice , and went ahead as planned . He took the " Shamus " to the rendezvous point , and the Habeen EF76 Nebulon - B escort frigate " Lendova " arrived soon afterward . Imperial diplomats were dispatched aboard the shuttle " Nexus " , while Habeen diplomats set out in the " Fairfax " . The shuttles docked , and the signing began , but Nharwaak raiders entered the area , hoping to disrupt the rendezvous . The corvettes " Phazer 1 " and " Phazer 2 " moved to attack the frigates , while Nharwaak Y - wings attempted to destroy the shuttles , as well as Zaarin ' s TIE Interceptors from Alpha Squadron . The attackers were fended off , and the signing was a success . Shortly thereafter , transports from Ferry group were transferred to the " Shamus " from the " Lendova " , carrying the finished hyperdrive technology . With business concluded , Zaarin was free to complete his development of the TIE Advanced . The Nharwaak , however , had not been totally stopped . They also possessed the coveted hyperspace technology , and had dispatched one of their corvettes , the " Coffey " , to rendezvous with the Alliance frigate " Xerxes " . In order to prevent the Rebellion from gaining the technology for themselves , Zaarin rushed to the rendezvous in the " Shamus " , and dispatched his bombers to destroy the " Xerxes " . The Grand Admiral won the battle , and the threat of the Alliance gaining the technology was eliminated . Following the destruction of the " Xerxes " , installation of hyperdrive units on TIE Advanced prototypes was completed , and Zaarin simultaneously began pushing forward development on next generation of TIE craft , the TIE Defender . He summoned Vader to Research for a demonstration , and the Dark Lord was suitably impressed . Zaarin then informed Vader that he was working on the successor to the Advanced , and the Dark Lord speculated that Palpatine would want a prototype post - haste . The TIE Defender . With the TIE Advanced project complete , Zaarin dedicated his resources to creating a successor to that starfighter model . His scientists and technicians drastically redesigned the standard TIE , and were able to create prototypes of the new TIE Defender , a more heavily armed and faster craft than its direct predecessor . As Vader had predicted , Palpatine did want prototypes shipped to Imperial Center for inspection . Around the same time , a pilot who had served Zaarin during the Mylok IV campaign , Maarek Stele , was transferred to Research . Stele had been making a name for himself as an ace pilot , and Zaarin personally gave him a tour of the facility . The pilot was genuinely interested in Zaarin ' s developments , but the Grand Admiral cared initially only for Stele ' s opinions on Imperial politics , particularly on just who was the backbone of the Empire . Zaarin suggested that it was the high - caliber pilots that were the foundation of the Empire ' s strength , but Stele claimed it was the commanders and tacticians , although he eventually conceded that Palpatine was the true foundation . Shortly afterward , cargo ferries from Sela group arrived to pick up the TIE Defender prototypes , but the transfer suffered a raid by the Rebel Alliance . The attackers were fought off , however , and the ferries moved on to their rendezvous over Vinzen Neela 5 with the " Ton - Falk " - class escort carrier " Hininbirg " . Following the battle , Zaarin invited Stele to enjoy a meal with him . The pair discussed the late Admiral Harkov , who had recently tried to defect to the Rebellion . Zaarin then began questioning Stele as to whether or not he thought Palpatine infallible . The pilot , shaken by the almost treasonous question , thought that the worlds of the Empire should be united peacefully , but then insisted that he had no doubts about Palpatine ' s right to rule . The Grand Admiral then changed the subject , and the pair discussed the TIE Defenders for a short while , before Crundha interrupted them by insisting upon Zaarin ' s presence . At Vinzen Neela 5 , the prototypes were to be transferred to the " Hininbirg " , but the meeting was again disrupted by Rebel ambushers , including the corvettes " Mar Duun " and " Vop Hui " . Imperial fighters once again staved off the attack , enabling the transfer to be completed . The " Hininbirg " successfully delivered the prototypes to Palpatine . With that business concluded , Zaarin met with Stele once more , and concluded that the pilot was a loyalist to the throne . He offered Stele an opportunity to one day fly a TIE Defender in an elite squadron before questioning the young man as to whether or not he would serve him with utter loyalty . Stele was careful in his wording , however , claiming that since Zaarin was an admiral in the Imperial Navy , he would serve him absolutely . At the time , the young pilot was confused by Zaarin ' s proposal , and clearly not prepared to serve the admiral more faithfully than he would the Emperor . Beam weaponry . With the TIE Defender designed , and prototypes completed , Zaarin moved onto yet another project . This time , he was refining beam weapon technology for use within starfighters , which would allow smaller craft to utilize devices such as tractor beams . However , in order to continue development , he required fresh supplies from the freighters " Anterab " and " Degathem " . The freighter " Docking Plt " was moved into position over Research to receive the supplies , but during the transfer the station fell under attack once more . Alliance starfighters harried both of the incoming freighters with new magnetic pulse warheads , which had the ability to knock out the weapons system of any craft that it hit . The freighters ' escort , shuttle " Omicron 5 " , was unable to properly fend off the Alliance craft , but Zaarin ' s pilots , particularly Maarek Stele , were able to do so . Stele even disabled one of the attacking craft for capture , so Zaarin ' s scientists could study the mag pulse weapon . The supplies were then delivered with a minimum of fuss , so that the Grand Admiral could continue his work . Shortly thereafter , Zaarin received a communiqué from Imperial High Command , claiming that the mag pulse technology originated with Galactic Electronics , a company based in the Corporate Sector . The Grand Admiral was ordered to lead an attack on Galactic Electronics , recover the mag pulse technology , seize all personnel , and destroy their base . To accomplish this , Zaarin transferred his staff to the Star Destroyer " Glory " . Zaarin dispatched " Alpha " - class Xg - 1 Star Wings , as well as " Gamma " - class ATR - 6 assault transports from Omega group to capture the Galactic Electronics platform Pondut . The company scrambled Z - 95 Headhunters to defend their facility while their employees and executives fled on the transports " Lucky Day " , " Kalree " , and " GEC U47 " . By the time that Zaarin had arrived in the " Glory " , the station had been disabled and captured , as had the fleeing craft . Alliance starfighters from Blue Squadron arrived in - system shortly afterward , escorting the cargo ferry " Bujiboi " , but they were far too late to collect more of the mag pulse warheads from Galactic Electronics . The " Bujiboi " was destroyed , and the starfighters captured , since they carried mag pulse weaponry . With the threat of the mag pulse warhead eliminated , Zaarin ' s technicians were free to complete work on the beam weapon . When it was finished , the Grand Admiral oversaw installation of the device into his TIE Advanced squadrons , and ordered that the modified craft be prepared for combat as soon as possible . TIE Experimental Project . With the TIE Defender development complete , Zaarin moved onto alternate forms of arms progression . He commissioned Director Lenzer to create the TIE Experimental Project , resulting in a new series of modified TIE craft , piloted remotely from a " Beta " - class ETR - 3 escort transport . If successful , the project would allow the Empire to field an almost inexhaustible supply of fighters against the Alliance with a minimized loss of life . From research station Obsidian , Lenzer had the fighters ravage shipping and Alliance operations in the Vilonis sector , while Shadow Squadron , made up of Zaarin ' s TIE Defenders , was deployed to protect development stations such as Bretie Facility . Alliance Admiral Yamarus ' Liberty Task Force soon got the better of Lenzer , and with Bretie destroyed , they moved onto Obsidian . They demolished that research station as well , and Lenzer was killed . Zaarin afterward salvaged remnants of its computer from the resulting debris and upon surveying the wreckage , he was confident that the project could continue in another form . Coup . While Vader dealt with Prince Xizor of the Black Sun crime syndicate , a rival for the Emperor ' s favor , by late 3 ABY Zaarin had finalized his plans for a coup against Palpatine . Immediately after Vader killed Xizor in a battle over Imperial Center , the Dark Lord cornered the remainder of the late Admiral Harkov ' s forces in the Ottega system . However , Vader ' s forces were struggling there , and so the Dark Lord requested the aid of Zaarin ' s forces . The Grand Admiral , however , had other ideas . With Vader so far away from Imperial Center , Zaarin decided to make his move against Palpatine , in an attempt to install himself as ruler of the galaxy . He agreed to send aid to Vader , but had in fact given his men orders to attack the " Garrett " upon arrival . Nine of his corvettes from Arditi , Falcon , and BaKaar group s , as well as transports from Upsilon group sped to the Ottega system , while Zaarin moved the " Glory " to the Coruscant system , in preparation for his planned " coup d ' état " . While there , Crundha reported to Zaarin that an officer by the name of Trace had attempted to steal technical readouts to the TIE Defender . When Zaarin asked that Trace be brought before him , he was informed that the man had in fact escaped the " Glory " already . Vader ' s forces , however , overcame Zaarin ' s corvettes and transports , but the " Garrett " had been severely damaged in the fray . The Dark Lord had realized Zaarin ' s intent , though , and decided to put the " Garrett " TIE Defenders to use . Vader , along with five other pilots including Maarek Stele , who had been recently transferred to the " Garrett " , raced from the Parmel system toward Imperial Center . To stop them , Zaarin dispatched the Immobilizer 418 cruiser " Harpago " , as well as gunboats from Z - Mu and Z - Tau Squadron s . Vader and his pilots fought off the fighters and the Interdictor , and the Dark Lord continued his race to the capital . Nevertheless , Zaarin continued in his coup attempt . Over Imperial Center , his forces boarded Palpatine ' s flagship , the Star Destroyer " Majestic " , and Arden Lyn , aided by her students , the Gamorrean Thok and the stormtrooper 17786 , used her powers to subdue and capture the Emperor . As he was being brought back to the " Glory " aboard a " Delta " - class JV - 7 escort shuttle from Haven group , the TIE Defenders piloted by Vader and his wingmen entered the system , just off the aft of the beleaguered " Majestic " . Zaarin intended to have Palpatine executed , but his plan fell apart before him as Stele disabled the shuttle carrying the Emperor , which was then boarded by the corvette " Mescue " . Making matters worse for Zaarin was the arrival of Vice Admiral Thrawn in the Star Destroyer " Vanguard " . Although Zaarin scrambled TIE Advanced fighters , the battle was lost , his coup a failure . Now a traitor to the Empire , he was left with little choice but to flee the Coruscant system in the " Glory " , although he was pursued doggedly by Thrawn . Lyn too was forced to evade the Imperials , as she was tracked relentlessly by High Inquisitor Antinnis Tremayne . The Omar bombings . Although his attempt to capture Palpatine and install himself as ruler of the galaxy had failed , Zaarin was not defeated . Since he had been head of research and development for the Imperial Navy ' s starfighter technology , he had an intricate knowledge of the Empire ' s inner workings , making him a significant threat to Palpatine ' s New Order . With a considerable fleet at his disposal , Zaarin formed his own faction , and began harassing the Empire to much the same extent that the Alliance had been doing for years , although the admiral had no ties to that particular group . Zaarin sought to gain a technological advantage over the Empire , and although his fleet was on the run from loyalists such as Thrawn , he was not entirely hamstrung . He planned to begin raiding Imperial facilities , stealing valuable technology , and then destroying the facilities , rendering them useless to Palpatine . During this time , Zaarin began wearing the uniform of a Grand Admiral , even though , having abandoned the Empire , he no longer held that rank . Zaarin ' s first target was the Sienar Fleet Systems TIE Advanced factories at Omar . Three Deep Space Manufacturing Facilities , Omar 1 , Omar 2 , and Omar 3 , were to be destroyed by one of Zaarin ' s frigates , the " Raptor " . The Emperor ' s forces were unable to reach the Omar system in time to stop Zaarin ' s attacks , but Palpatine ordered that the plants be evacuated . TIE Defenders of Alpha Squadron , launched from Thrawn ' s new flagship , " Victory I " - class Star Destroyer " Sceltor " , were dispatched to cover the evacuation while Zaarin ' s TIE Bombers from the " Raptor " laid waste to the stations . To further the attack , Zaarin sent in " Delta " - class DX - 9 stormtrooper transports , but they were fended off by Alpha Squadron . While the stations were effectively rendered useless , Palpatine ' s forces were eventually able to evacuate all personnel . While the goal with the three Omar stations had been to destroy the installations , Zaarin took a different approach with ZA - 13 , a hyperdrive manufacturing plant that he had once supervised . The plant was one of the few of its kind left in the Empire , and the hyperdrive units made there were for use with TIE Advanced models , although Zaarin would be able to modify them for use in his TIE Defenders . However , Zaarin ' s forces were once more harried by Thrawn . The " Assassin " - class corvettes " Z - Oz 1 " and " Z - Oz 2 " , the YT - 1300 light freighter " Z - Coral " , and the modular conveyor s " Z - Cod 1 " and " Z - Cod 2 " were dispatched to ZA - 13 to board and loot the factory . Their escorts from Z - Delta and Z - Beta Squadron s , however , had to contend with Thrawn ' s TIE Defenders , which were able to stop the looting and destroy the recovery craft , thwarting Zaarin ' s initial plan of theft . ZA - 13 had been captured by Zaarin ' s forces , but the Imperials would not relent . An assault force was dispatched to the station with the intent of recapturing it for the Empire . Zaarin responded by sending three CR90 corvettes , " Z - Caplure 1 " , " Z - Caplure 2 " , and " Z - Caplure 3 " , to ZA - 13 , as well as gunboats from Z - Tau Squadron . They were fought off by the Imperial fighters , and so Zaarin sent in the cruiser " Z - Jumimi " , fighters from Z - Gamma and Z - Zeta Squadron s , and transports from Z - Omega group to destroy ZA - 13 , rather than have it fall back under Imperial control . His forces failed , and ZA - 13 was recaptured . The Imperials refurbished the plant , and converted it into a TIE Advanced factory . During the resupply of ZA - 13 , the facility was attacked by a Rebel force utilizing mag pulse warheads . Leaving two EF76 Nebulon - B escort frigates to defend ZA - 13 , Thrawn defeated the Rebel attackers , and pursued them back to their base , RS - 32 . While Thrawn was attempting to take RS - 32 for himself , Zaarin ' s forces returned to ZA - 13 , attempting to destroy the plant and one of the frigates in the process . At the same time , Zaarin had his forces destroy most of the other TIE Advanced factories that remained across the Empire . Although Thrawn had managed to capture RS - 32 , he was left vulnerable . To put an end to the Chiss , since promoted to the rank of admiral , Zaarin dispatched the Interdictor " Grappler " , as well as the cruiser " Serpent " , and the frigate " Shadow " . Thrawn had , however , fitted his starfighters with the mag pulse technology , and with pilots such as Maarek Stele aiding him , he escaped the trap at RS - 32 by destroying the " Grappler " . Shortly afterward , the last Sienar TIE Advanced plant in the Omar system was bombed and destroyed . Zaarin was pleased , but insisted that his harassment of the New Order continue . He then ordered Commander Raveen to take his fleet to the Outer Rim Territories , and from there Zaarin planned to launch new assaults against Palpatine ' s regime . " New attacks " . With the Empire ' s ability to produce TIE Advanced craft effectively eradicated , Zaarin set his sights on the TIE Defender . He hoped that by crippling Palpatine ' s starfighter supplies , he would distract the Navy ' s focus away from the Alliance and onto him , which would allow the Rebels to inflict considerable damage . Zaarin then planned to take full advantage of the ensuing chaos . He moved against Research , the facility at which he had developed the Defender . His men began to loot the platform , but were stopped by the arrival of Imperial forces . Zaarin sent the escort carrier " Jitte " — which was bearing TIE Fighters with built - in shield generators to reinforce the station — but the battle was lost , and his forces were left with little alternative but to retreat . Zaarin would not abandon Research easily , though . The Star Destroyer " Adarga " had been moved in to defend the platform while it was repaired , but apart from the destroyer and a few TIE Defenders from Delta Squadron , it was lightly defended . Zaarin sent in assault transports from Z - Omega , Z - Sigma , and Z - Lambda groups to destroy the " Adarga " and the platform , but they were defeated by the pilots of Delta Squadron . Although the attack had failed , Zaarin ' s forces had been able to cripple the " Adarga " , forcing the evacuation of Research . Zaarin was not satisfied with the result , however , and resolved to have the platform , as well as its personnel and any TIE Defender prototypes stored away within , destroyed . Sending in " Alpha " - class Xg - 1 Star Wings from Z - Mu Squadron initially , Zaarin himself arrived in - system on the " Glory " . The Imperials were trying to evacuate the platform ' s staff , including the chief engineer on the TIE Defender project , aboard the shuttle " G ' nabgib " , while transferring prototypes to the BFF - 1 bulk freighter " Mharsup " . For defense , the Imperials only had several escort shuttles and one TIE Defender , piloted by Maarek Stele . Despite having the odds on their side , the fighters Zaarin launched from the " Glory " were destroyed by Stele and his comrades , allowing the " G ' nabgib " and the " Mharsup " to escape to hyperspace , along with several of the TIE Defender prototypes . While in transit , the prototypes were transferred to corvettes from Hashim group . The corvettes were in turn attacked by Rneekii pirates . Although Stele drove off the attackers , the corvettes and by extension the prototypes , had been rendered vulnerable by the attack . The Alliance , as well as Nami pirates under the command of Ali Tarrak , attempted to take advantage of this vulnerability by capturing the prototypes while the Imperials were waiting for reinforcements . Zaarin decided to send his own TIE Defenders into the fray as well . While the Nami stole one of the prototypes , the Rebels and Zaarin left empty - handed . The remaining TIE Defender prototypes later found their way into Thrawn ' s possession . During the earlier ambush by the Rneekii , the chief Imperial TIE Defender scientist had been captured by the pirates . Thrawn ' s forces subsequently set up a trap over Kiilimaar , and rescued the scientist from the Rneekii . However , during the engagement , the Imperial Interdictor " Red Claw " was severely damaged by Ali Tarrak ' s intervening forces . As the " Red Claw " waited for replacement parts from corvette " Chemeti 2 " , Zaarin and his forces set up a ruse of their own . They disguised one of their own craft as the " Chemeti 1 " , which was to retrieve the scientist from the waylaid " Red Claw " . The false " Chemeti 1 " rendezvoused with the " Red Claw " successfully , as Zaarin ' s TIE Defenders entered the system and began harassing the Imperial forces . Due to the distraction from Zaarin ' s fighters , the crew of the false " Chemeti 1 " spirited away the scientist without the " Red Claw " captain detecting them . Sparring with the alien Grand Admiral . Zaarin ' s next move was to relocate his forces to the Unknown Regions . From there , he would be able to launch repeated attacks against the Empire . However , in order to make the move , his forces needed supplies . Civilian freighters from Furlo group were to make a delivery to Zaarin ' s fleet , but they came under attack from forces commanded by Captain Kuuztin , one of now - Grand Admiral Thrawn ' s men . Thrawn ' s ascension to the position meant that he replaced Zaarin in Palpatine ' s circle of twelve Grand Admirals . The " Rahmat " , an aging " Dreadnaught " - class heavy cruiser that was escorting the freighters , was destroyed by Kuuztin ' s pilots , one of whom was Maarek Stele . Stele in particular was flying a Missile Boat , which had been designed by Thrawn specifically to combat Zaarin ' s TIE Defenders . Stele and his comrades made short work of the " Rahmat " T - wing interceptor complement , forcing Zaarin to send in the frigate " Strident " . This only prompted escalation from the Imperials , as Kuuztin himself arrived aboard his flagship , the Star Destroyer " Courageous " . The convoy was subsequently captured , leaving Zaarin empty - handed once more . In order to put a stop to Kuuztin ' s exploits , Zaarin set up an ambush over Gwar , with his refitting platform Supply Base as bait . As Zaarin had predicted , Kuuztin brought in the " Courageous " and Stele ' s Missile Boat to destroy the platform , which they did . In addition to that , the Imperials demolished one of Zaarin ' s Interdictors , the " Bomb " , as well as three frigates , " Kuma 1 " , " Kuma 2 " , and " Kuma 3 " . When the base had fallen , however , Zaarin dispatched two of his own " Imperial " - class Star Destroyers , the " Imperator " and the " Thunderer " , to destroy Kuuztin and the " Courageous " . They succeeded , but Stele escaped in his Missile Boat . Shortly afterward , reports came through of a convoy carrying Missile Boats that would be traveling near the world of Serenity . Zaarin had dispatched spies to investigate Thrawn ' s operations , and they determined that the convoy was in fact bait in a trap . Additionally , the Missile Boats being shipped were only decoys . This prompted Zaarin to dispatch a minimal force of five " Assassin " - class corvettes from Kormoran group to not capture , but destroy the convoy craft . The situation did indeed prove to be one of Thrawn ' s traps . Stele , piloting a Missile Boat , fought Zaarin ' s TIE Advanced fighters from Z - Alpha Squadron , who had been sent in to escort the corvettes . When the fighters had been defeated by Stele and the " Beta " - class ETR - 3 escort transports " Bob 1 " and " Bob 2 " , Thrawn arrived in his flagship , the Star Destroyer " Grey Wolf " , which was escorted by three " Strike " - class medium cruisers , " Formidable " , " Indomitable " , and " Triumph " . Zaarin ' s corvettes were demolished by Thrawn , but while the loss had been damaging to Zaarin , he had committed only a minor force to the operation , so the loss was not as crippling as the alien Grand Admiral had hoped . Later , another convoy of Missile Boats was apparently traveling through the Semag system , this time carrying real units . Zaarin ' s spies indicated that once again the convoy was a trap , but they were able to locate one of Thrawn ' s staging areas , inspiring Zaarin to go ahead with an attack on the convoy anyway . Holding station at the staging area was Task Force Whirlwind , made up of an Interdictor and three Strike Cruisers . Zaarin sent his own Interdictor , the " Maelstrom " , as well as several squadrons of TIE Advanced and Defender craft to eradicate Thrawn ' s task force , while he assaulted the second Missile Boat convoy . The " Maelstrom " fell prey to bombing by Maarek Stele , who was once again piloting one of the Missile Boats , but Zaarin ' s forces were successful in damaging the " Whirlwind " and preventing it from going to the convoy ' s aid . Stele made it to the convoy in time to help shuttle group Omicron destroy Zaarin ' s initial wave of fighters , which were trying to disable freighters from Nichevo group . Zaarin himself arrived shortly thereafter on the " Glory " , which was escorted by the cruiser " Yaai " , and the frigate " Thinin " . He launched transports to capture the freighters carrying the Missile Boats , but again his efforts were stopped by Stele . Thrawn arrived in the " Grey Wolf " shortly thereafter , accompanied by the Star Destroyer " Resolution " . Two of the Strike Cruisers from Task Force Whirlwind , " Indomitable " and " Triumph " , entered the fray , forcing Zaarin to retreat . The losses he had sustained were substantial , but he was still able to disguise just how crippling the operation had been to him in the eyes of the Imperials . Zaarin ' s spies once more gathered valuable intelligence : a breakthrough had been made with the Empire ' s Vorknkx Project . Hoping to gain control of the cloaking technology , Zaarin dispatched the frigate " Z - Borus " to the Vorknkx Project Base . Thrawn reacted by sending in Stele , who was yet again piloting a Missile Boat . Zaarin ' s forces failed to capture the base , and the Imperials were able to install a mine field around the CR90 corvette " Vorknkx " , which was the testbed for the cloaking experiments . Zaarin did not give up , however , and sent several waves of TIE Defenders , as well as assault transports from Z - Sigma group and three " Carrack " - class light cruisers from Z - Pata group , to destroy the base ' s defenses and seize the " Vorknkx " . Thrawn had realized Zaarin ' s intent , and had ordered the base ' s evacuation . The base ' s defenses were , unfortunately for Zaarin , successful in holding off the attack force long enough for the corvette to escape . " Vorknkx " . Although he had initially failed to capture the " Vorknkx " , Zaarin was not to be suppressed , choosing to continue his attempts to topple Palpatine by other means . His scouts in the Coruscant system indicated that Palpatine was traveling aboard the C - 3 passenger liner " Excalibur " to visit his Super Star Destroyer . For a considerable amount of the trip , his liner would be vulnerable in the Coruscant system , with Imperial Center too far away to send help . Though he took the opportunity to strike at the Emperor , Zaarin did not commit considerable resources to the attack . Assault Gunboats , TIE Advanced fighters , and the corvette " Z - Ram " were sent to destroy the " Excalibur " , but they were instead destroyed by the Imperials , allowing Palpatine to escape to safety . In the meantime , Zaarin had been able to gain possession of both a Missile Boat and knowledge of just what the Emperor was planning in the Endor system . There , a second Death Star was being built to serve as both a highly destructive weapon , and bait for a trap built for the Alliance ' s ultimate destruction . While Palpatine intended to let the Rebels know that the battlestation existed and was under construction , he planned to let them believe that it was not fully operational , and that it was lightly defended . What Zaarin knew , however , was that it was in fact fully operational , and would be defended by a sizable fleet . He shared his knowledge with his senior staff , but this proved to be unwise for Zaarin . One of his top commanders , Captain Namuura Din of the " Victory " - class Star Destroyer " Zeplin " , decided to take the Missile Boat , the knowledge of Palpatine ' s Endor trap , as well as his own ship , and defect to the Alliance . Zaarin was unable to stop him , but Din ' s plans were subsequently thwarted by Darth Vader . Since the Missile Boat had been such a thorn in his side , Zaarin had the production facilities that manufactured the craft attacked , and essentially shut down . This forced Thrawn to recall his Missile Boats and rely on inferior craft , such as the TIE Advanced . Zaarin scored another success when he managed to locate Thrawn ' s new hiding place for the Vorknkx Project : To - phalion Base , a former asteroid mining facility in the Iast system . Acting quickly , Zaarin dispatched a force of TIE Defenders from Z - Delta Squadron , and Muurian transport s from Z - 100 , Z - 200 , Z - 300 , and Z - 400 group s to clear the station ' s defenses . In the ensuing battle , seventy - five percent of Zaarin ' s transports were destroyed , but one of his spies who had been following the Vorknkx Project managed to sabotage To - phalion Base ' s targeting array . The spy also tried to escape the platform with some secret data , but he was shot down in the battle . Zaarin took control of the operation himself . Bringing the " Glory " into the Iast system , he began attacking To - phalion Base ' s last line of defense : the frigate " Maru Ki " , which was being personally commanded by Thrawn . Meanwhile , he brought the " Glory " into close proximity of the base , hoping to steal the " Vorknkx " from underneath Thrawn ' s nose . Thrawn himself abandoned the " Maru Ki " during the battle , and Zaarin was momentarily distracted by his hatred for the Grand Admiral . He ordered his fighters to abandon their current objective of mopping up To - phalion Base ' s fighters , and sent them after Thrawn ' s shuttle , the " Lambda 1 " . They were unable to kill Thrawn , however , and were reassigned to their former objective . Moving the " Glory " into position over the base , Zaarin ' s operatives seized the " Vorknkx " and piloted it into his Star Destroyer ' s hangar . Zaarin gloated to Thrawn over an open channel , while the " Grey Wolf " entered the system . Zaarin chose that moment to destroy To - phalion Base , with his prize secure in the " Glory " hangar . He then fled the battle . Little did he know that he had just played directly into Thrawn ' s hands : the " Vorknkx " had a tracking device planted on it , which the Grand Admiral intended to use to pinpoint just where Zaarin ' s forces were hiding . Death and legacy . The evidence of Zaarin ' s folly , however , was soon apparent . While hiding in the Unknown Regions with the remainder of his fleet , Zaarin was met with the sight of Thrawn ' s task force , which had followed him by using the " Vorknkx " tracking device . Making matters worse for the admiral was the fact that most of his TIE Defenders had been lost in the battles around To - phalion Base . The Immobilizer 418 cruiser " Corvus " prevented Zaarin from escaping , and the " Grey Wolf " guarded the " Corvus " in turn while the cruisers " Daring " and " Ebolo " moved in on the " Glory " . Zaarin would not be defeated without a fight , however . The corvette " Divine Wind " , as well as transports from Z - Omega group , were sent against the " Corvis " . The Muurian transport " Z - 500 2 " attacked the " Daring " , while the transport " Z - Lambda 1 " moved against the " Ebolo " . Their efforts were in vain , though . Zaarin ' s forces were defeated , and soon enough , Thrawn ' s men began attacking the " Glory " . Zaarin transferred to the " Vorknkx " , and demanded that its cloaking device be activated immediately . One of his subordinates warned him that the device was unstable , and could be potentially dangerous when used in conjunction with the ship ' s hyperdrive . Zaarin nevertheless insisted that his men activate the device . What he did not realize was that Thrawn had allowed him to take the " Vorknkx " for yet another reason . The Grand Admiral had altered the project ' s research notes , omitting portions mentioning that the ship would indeed suffer a fatal malfunction if the cloaking device was used with the hyperdrive . Content in believing that he had once again outwitted Thrawn , Zaarin celebrated as the " Vorknkx " began to make the jump to hyperspace . His elation proved to be short lived , as the ship exploded upon hyperdrive activation . Admiral Demetrius Zaarin died in the explosion , ending his brief but destructive insurrection against Emperor Palpatine ' s New Order . Zaarin would prove to be the first of Palpatine ' s Grand Admirals to perish — though all except Octavian Grant died in the five years following the Battle of Endor — and , in 36 ABY , he was written about by New Republic historian Voren Na ' al . The scandal over Zaarin ' s attempted coup and his subsequent insurrection meant that the TIE Defender , a model he had developed , would never see mass use in any fleet , and although Grand Admiral Thrawn ' s strategy in 9 ABY did revolve around the use of cloaking devices , Zaarin ' s Project Vorknkx never proved to be truly practical , and Thrawn instead chose to recover a totally different design from the Emperor ' s storehouse at Mount Tantiss . Personality and traits . Demetrius Zaarin was considered to be a brilliant tactician and scientist and was one of only twelve officers selected by Palpatine to hold the rank of Grand Admiral . Prior to launching his coup against Emperor Palpatine , Zaarin gave the outward impression of a loyal Imperial who was content with his position . He neither wore the uniform or adopted the title that came with his position , choosing to be treated like any other admiral , and was known for his passion for music , which was considered an eccentricity by some of his fellow officers . He also avoided the Imperial Court power games in which many of his contemporaries were involved . Despite this , his natural abilities and the respect shown to him by the Emperor and Darth Vader angered his colleagues , who believed that he had more than enough power and influence . An opportunistic and enterprising man , Demetrius Zaarin would be reviled for his actions made late in life by those who remained loyal to the Emperor . He pushed the boundaries of what was conceivable in starfighter design , and was able to almost reinvent the TIE series several times over . He was , according to some , overly obsessed with technology , and he believed that a technological advantage was the key to winning a war . The admiral would almost always follow up any attack made against him , one of his ships , or one of his convoys with a punitive strike . While he was often rewarded with success during his service in the Imperial Navy , he was easily led into traps . While fighting the Empire , he heavily relied on spies to help guide his efforts . While preparing to launch his coup , Zaarin made sure that his crew were intensely loyal to him . He was particularly derisive of timid men , such as Major Crundha . He did not accept excuses , and would often toy with the emotions of his subordinates by altering his demeanor rapidly . He became particularly hateful of Grand Admiral Thrawn during his insurrection , and that hatred almost cost him his prize at the Battle of To - phalion Base . To Thrawn , at least , Zaarin was a predictable man , as he fell into several of the Chiss Grand Admiral ' s traps unwittingly . In addition , Zaarin was contemptuous of the Force , and thought of it as " pitiful . " Behind the scenes . The character of Admiral Zaarin first appeared in the 1994 computer game " " , written by David Wessman , David Maxwell and Edward Kilham . In an interview in " The Lucasfilm Fan Club Magazine 22 " , Lawrence Holland , project leader and designer of " TIE Fighter " , explained that Zaarin ' s attempt to take control of the galaxy was conceived to highlight the political turmoil and in - fighting within the Empire . His reliance on technology was intended to contrast with Palpatine ' s use of " mystical powers . " The role of Zaarin in " TIE Fighter " was performed by Denny Delk , who would reprise the character for both the " " expansion pack and the edition of the game . Zaarin also has a minor appearance in a cutscene of " " , but has no role in the plot , nor are his projects or plans taken into consideration . In 2000 ' s " The Essential Chronology " , Zaarin is identified as a Grand Admiral . While Zaarin does wear the Grand Admiral uniform following his secession from the Empire , he never wears it while in the Navy , and he is only ever referred to as " Admiral Zaarin " in both " TIE Fighter " and " X - Wing Alliance " . " " , released in 2011 , explained that Zaarin chose not to adopt the uniform and title of a Grand Admiral . Zaarin was later covered in the article " " , which gave him the first name of " Demetrius . " For that article , he was illustrated by Joe Corroney . In 2005 , Zaarin received another depiction , this time from Mark Chiarello for " The New Essential Chronology " . The 1998 campaign book " The Far Orbit Project " mentions a prominent Imperial Grand Admiral involved in starfighter development , but not by name . While Zaarin is the only Grand Admiral to have been the head of starfighter development , the " Who ' s Who " article claims that Grand Admiral Batch was also involved in that department .