Ambush on an Imperial construction module In 3 BBY , the crew of the " Ghost " was ambushed by the Galactic Empire in an Imperial construction module that orbit ed Geonosis . The rebels boarded the construction module while investigation intelligence reports from the rebellion that the Empire had been constructing something over Geonosis . Unknown to the rebels , this was the Death Star , an armor ed battle station capable of destroying entire planets , which had already been moved . When the rebels boarded one of the construction modules , they were quickly attacked by Agent Kallus of the Imperial Security Bureau and several stormtrooper s . The rebels fought their way back to the " Ghost " , but one of the rebels , Garazeb Orrelios , remained locked in single combat with Agent Kallus . The " Ghost " departed while Orrelios headed for an escape pod , but he was followed by Kallus , who also boarded the departing pod . The " Ghost " and Imperial forces engaged in a firefight outside of the module , a fight that damaged the escape pod and sent it crashing to Bahryn , an icy moon of Geonosis . Orrelios and Kallus were forced to work together in order to survive . In the process , they learned more about one another ' s pasts and motivations , and Kallus began to recognize the cold realities of serving in the Empire . Prelude . In 3 BBY , during the early days of the rebellion against the rule of the Galactic Empire , intelligence gathered by the rebellion suggested that the Empire was building something in orbit of the planet Geonosis , the world on which the Clone Wars had begun many years earlier . Several Imperial construction modules were in orbit of Geonosis , which at one point — unknown to the rebels at the time — were used to support the construction of the Death Star , an armor ed battle station capable of destroying entire planets . The station was moved following the rise of the Empire , and the population of Geonosis was destroyed . The crew of the " Ghost " , who were part of the rebellion , traveled to Geonosis to investigate the reports from rebel intelligence . They found the construction modules and deduced that whatever was being built , it had to have been massive to justify building it in space rather than on the surface of the planet . The rebels also learned , through Padawan Ezra Bridger ' s connection to the Force , that there was no sign of life on the planet . To investigate further , the rebels boarded one of the construction modules . The ambush . After docking aboard the construction module , four of the rebel crew members — Bridger , the Jedi Kanan Jarrus , Lasat warrior Garazeb Orrelios , and Mandalorian warrior Sabine Wren — departed the ship . The crew ' s leader , Captain Hera Syndulla , remained behind in order to keep the " Ghost " ready to depart in the event they needed a quick exit . Clone Captain CT - 7567 ( " Rex " ) also remained behind . As the rebels began making their way through the module , where they intended to check the primary databank s to see if they could uncover what the Empire was building , they were spotted by an Imperial astromech droid . The droid was there as part of a trap set by Agent Kallus of the Imperial Security Bureau , who had lured the rebels to the station and intended to ambush them . Just as the rebels began to suspect that they were walking into a trap , the droid closed the blast doors behind them and separated the rebels from the " Ghost " . It was then that Kallus revealed himself , flanked by many stormtrooper s . Most of the rebels contended with the stormtroopers , while Orrelios engaged Kallus in single - combat ; the two had a long - standing rivalry , as Kallus was involved in the destruction of Orrelios ' people and planet . Jarrus contacted the " Ghost " to let them know what was happening , so Captain Rex ordered the rebel astromech droid C1 - 10P ( " Chopper " ) to leave the ship and assist the rebels . Chopper found the Imperial astromech droid , pushed it out of the way , and began opening the doors . The Imperial droid fought back , however , but it was ultimately defeated when Chopper electrocuted it . This allowed Chopper to open the doors , letting most of the rebels return to the " Ghost " . Orrelios remained locked in combat with Kallus , however , and told the others to leave while he headed for an escape pod . Syndulla agreed and the " Ghost " flew out of the module , flying past three All Terrain Defense Pod s that were stationed on the outside of the facility . Orrelios boarded one of the pods , but so too did Agent Kallus , and the two continued their struggle as the escape pod blasted away from the station . As it made its way towards Geonosis , three TIE / ln space superiority starfighter s attacked the " Ghost " . The " Ghost " was able to fend them off , while Orrelios and Kallus continued their scuffle aboard the escape pod . Their fight caused damage to the craft , knocking it off course and sending it towards Bahryn , an icy moon of Geonosis . The pod crashed beneath the surface of the moon , while the " Ghost " successfully destroyed the Imperial forces . Aftermath . The escape pod ' s crash onto Bahryn broke Kallus ' leg . Orrelios and the injured agent found the craft ' s transponder , but the signal was not strong enough to make it through the ice . They would have to reach the surface in order to transmit a distress signal , though it was unclear who would arrive first : the rebels or the Empire . The two also faced dangers in the form of the rapidly dropping temperature and ice creatures known as bonzami . As they worked to survive , Orrelios and Kallus began to learn more about one another and how they were both warriors fighting for causes that they believed in . Kallus also revealed that his role in the fall of Lasan was exaggerated , and that his actions there were based on the horrors that a Lasat mercenary once inflicted on his unit on the planet Onderon — forging a belief that Lasats were dangerous . The two were finally able to escape when they climbed up a pillar that held the ice up , escaping from two bonzamis as they did so . Once on the surface , they transmitted their distress signal . The " Ghost " found Orrelios the next morning . Orrelios told Kallus that the rebels would treat the agent fairly if he chose to leave with them , but Kallus decided to take his chances in the cold and wait for the Empire to find him . The two bid one another farewell , having come to an understanding , and Kallus witnessed the warm reception that Orrelios received when the Lasat returned to the " Ghost " . Once Kallus was rescued and returned to a Star Destroyer , Orrelios ' reception was starkly contrasted when Kallus received a cold reception . Admiral Kassius Konstantine did not acknowledge his rescue and safe return , and Kallus retreated to his quarters alone . It would not be long until Kallus ' s newfound sympathies towards the rebels developed into providing assistance for their cause . He became a Fulcrum agent and provided Phoenix Squadron with Imperial intelligence , including would - be defectors Wedge Antilles and Derek Klivian at the Skystrike Academy and reports regarding Grand Admiral Thrawn ' s search for Phoenix Squadron ' s base . During the battle of Atollon , after his rebel allegiances were discovered , Kallus defected from the Empire and joined the Rebel Alliance at their base on Yavin 4 . Behind the scenes . The ambush on the Imperial construction module appeared in " The Honorable Ones " , an episode of the second season of the animated television series " Star Wars Rebels " . The event formed the basis for the story between Garazeb Orrelios and Agent Kallus , which was designed to show different aspects of the conflict between the rebellion and the Empire and how perceptions of one ' s enemies are not always accurate .