Hold Guard Every Hold in Skyrim has its own Guard . These guards protect the capital cities of each hold , and any other settlements within . All hold guards wear similar armor sets ; differences are just the color of the sash and material of the undershirt used , either scaled or quilted . They also wear the same type of helmet , however the colors vary depending on the hold . Hold guards also carry a round wooden shield which varies in color and typically displays the symbol of the hold across the front . Hold guards can be permanently replaced by either Imperial or Stormcloak soldiers during the Civil War , depending on which side the Dragonborn joins . They will perform the same duties and have the same dialogue ( although they may also have additional faction - based dialogue ) as regular guards . The victorious faction will keep their guards . However , those that are not loyal will be replaced . The guards are led by a captain and local Imperial Legate or Stormcloak Commander who reports to the local Jarl . Their duty is to uphold peace and order throughout the city and the hold , as well as ensuring justice is upheld in the event of a crime . Additionally , they are the last line of defense of their city in the event of assault or invasion . Only Stormcloak - affiliated Holds have female guards . Level . Hold Guards level with the Dragonborn until level 50 . This means that at level 50 + , the Hold Guards are rather powerful , and have no problem fighting even a dragon . Guards . Falkreath Hold Guard . These guards patrol Falkreath and Falkreath Hold . They wear the indigo version of the guard armor . This armor is a leather scaled vest with a chainmail shirt underneath . In addition , they wear fur boots . These guards carry a round , blue , wooden shield with a painted motif of a stag ' s head on it . During the course of the civil war , the Stormcloaks may occupy Falkreath and replace these guards . Hjaalmarch Hold Guard . These guards patrol Hjaalmarch and Morthal They wear a pale green version of the guard armor . The armor is a quilted vest with a chainmail shirt underneath . In addition , they also wear Fur Boots . The guards also carry a round , green and gray wooden shield with a painted spiral motif . During the course of the civil war , the Stormcloaks may occupy Morthal and replace these guards . The Reach Guard . These guards patrol The Reach and Markarth . They wear the green cloth version of the guard armor . The armor is a quilted vest with a bronze chainmail shirt underneath . In addition , they also wear fur gauntlets and Fur Boots . The guards also carry a round , green , wooden shield with a painted motif of a stylized ram ' s head . During the course of the civil war , the Stormcloaks may occupy Markarth and replace these guards , although the one guarding Soljund ' s Sinkhole will remain a Reach Hold Guard . The Pale Guard . These guards patrol The Pale and Dawnstar . They wear a pale , cream cloth version of the guard armor . The armor is a quilted vest with a bronze chainmail shirt underneath . In addition , they also wear Fur Gauntlets and Fur Boots . The guards also carry a round , gray , wooden shield with a painted motif of a four - point star . During the course of the civil war , the Imperial Legion or Stormcloaks may occupy Dawnstar and replace these guards , despite Dawnstar ' s Jarl Skald siding with the Stormcloaks . The Rift Guard . These guards patrol The Rift and Riften . They wear a purple cloth version of the guard armor . The armor is a scaled vest with a bronze chainmail shirt underneath . In addition , they also wear fur boots . The guards also carry a round , lavender , wooden shield with a painted motif of two crossed swords . Ivarstead and Shor ' s Stone are a part of The Rift , but their guards are slightly different than other rural guards , and are named " Ivarstead Guard " and " Shor ' s Stone Guard " respectively . The Armor , Helmet and Shield will still be considered as Riften Armor however . During the course of the civil war , the Imperial Legion may occupy Riften and replace these guards . Haafingar Guard . These guards patrol Haafingar and Solitude . They wear a red cloth version of the guard armor . The armor is a scaled vest with a chainmail shirt underneath . Also it should be noted that Haafingar Hold Guards ' helmets are dark brown on the crown , rather than the bronze color that is on every other " guard " helmet in the game . In addition , as Solitude is the Capital of Skyrim and under Imperial Legion control , the guards also wear Imperial bracers and Imperial boots . The guards also carry a round , red , wooden shield with a painted motif of a wolf . The guards around Castle Dour are Imperial soldiers and wear full Imperial Armor , though they are still named Solitude Guard . During the course of the civil war , the Stormcloaks may occupy Solitude and replace these guards . Whiterun Guard . These guards are possibly the most well known hold guards in Skyrim and the first / closest to often be found in the game , they patrol Whiterun Hold and Whiterun . Commander Caius serves as commander of the Whiterun Guard . They wear a yellow cloth version of the guard armor . The armor is a scaled vest with a chainmail shirt underneath . In addition , they wear Fur Boots , but most guards wear no gauntlets . The guards also carry a round , yellow , wooden shield with a painted motif of a horse ' s head . During the course of the civil war , the Stormcloaks may occupy Whiterun and replace these guards . Commander Caius will also be removed from his post and replaced with Sinmir . The detachment of guards that was sent to Riverwood during Dragon Rising will remain , unless Battle for Whiterun is completed beforehand . Eastmarch Hold Guard . These guards patrol Eastmarch and Windhelm . They are Stormcloak soldiers and share their speech options . They wear a blue cloth Stormcloak uniform . The armor is a quilted vest with a chainmail shirt underneath . In addition , they also wear Fur Gauntlets and Fur Boots . The guards also carry a round , blue , wooden shield with a painted motif of a bear ' s head . During the course of the civil war , the Imperial Legion may occupy Windhelm and replace these guards . Winterhold Guard . Only two guards patrol the city of Winterhold at any one time , while a third is in the Jarl ' s Longhouse . Only one additional Winterhold Hold guard can be found elsewhere in the hold at the Whistling Mine , located to the south - east of Winterhold proper . This guard is the holder of the only known Winterhold guard shield . They wear a white cloth version of the guard armor . The armor is a scaled vest with a chainmail shirt underneath . In addition , they also wear Fur Boots . During the course of the civil war , the Imperial Legion may occupy Winterhold and replace these guards . Imperial Guard . These guards patrol Holds and Hold capitals that were previously allied to the Stormcloaks . They are Imperial soldiers and share their speech options . They wear full Imperial light armor , and are the only guards who wear a completely different type of armor than the rest of the guards . They also carry an Imperial shield , which is standard for all Imperial soldiers . They only appear if the Dragonborn either sided with the Empire during the civil war , or achieved a peace treaty in Season Unending in which Holds are exchanged . Stormcloak Guard . These guards patrol Holds and Hold capitals that were previously allied to the Empire . They are Stormcloak soldier s and share their speech options . They wear a blue cloth Stormcloak uniform . The armor is a quilted vest with a chainmail shirt underneath . In addition , they also wear Fur Gauntlets and Fur Boots . They also carry a round , blue , wooden shield with a painted motif of a bear ' s head . This was , and is only prevalent in Eastmarch , as the guards posted at other holds can wield hide , iron or steel shields or use two - handed weaponry . They only appear as guards outside of Eastmarch if the Dragonborn either sided with the Stormcloaks during the civil war , or achieved a peace treaty in Season Unending in which Holds are exchanged . Bounties . Bounties in each hold are treated separately . For example , if the Dragonborn obtains a bounty in Whiterun , guards in neighboring hold Falkreath will not recognize it . If the Dragonborn ' s bounty reaches a certain level , guards will attack them on sight . Normally , all guards can be bribed if the Dragonborn is a member of the Thieves Guild , with the exception of the guards of Markarth after the completion of The Forsworn Conspiracy , and No One Escapes Cidhna Mine . These guards will not accept bribes and the Dragonborn has no choice but to fight or go to jail , and after selecting the latter the guard will have dialogue options . Cancel out the conversation and the guard will ignore the Dragonborn . It is possible to kill guards without gaining a bounty , as long as one is sneaking . Slain guards will respawn three days after their death . They can also be killed if they are hit by an unrelenting force shout and pushed off a cliff , or sometimes even down the stairs . The Dragonborn does not get a bounty unless they have shouted at quite a few guards beforehand .