The Reds and Blues

**The Red and Blue Simulation Troopers of Project Freelancer**, or simply the **Reds and Blues**, are a self-made militaristic faction consisting of the original Red and Blue Teams from an outpost known as Blood Gulch, along with individuals who have joined them over time. They are titular protagonists of the web-series *Red vs. Blue*, and the *RvBvRWBY* series. Due to their history and founding, The Reds and Blues are considered to be the successors to Project Freelancer.

### Organization Type

* Democratic representative paramilitary stratocracy
* Malarky (by Caboose)

### Motto

* "Why Are We Here"
* "Unity Makes Us One"

### Date Founded

* ~2552 (first incarnation)
* Early 2553 (second incarnation)
* Late 2553 (third incarnation)

### Teams

* Red Team
* Blue Team

### Leader(s)

* Pvt. Leonard Church (deceased)
* Col. Sarge
* Epsilon (deceased)
* Capt. Lavernius Tucker
* Agent Carolina
* Agent Washington
* Samuel Ortez (Remnant Timeline)

### Affiliations

Independent* Team RWBY
* UNSC
* Project Freelancer (formerly)
* Federal Army of Chorus
* New Republic
* The Blues and Reds (formerly)
* Chrovos (formerly)
* The Cosmic Powers
* The Coalition (Remnant Timeline)
* Ozpin's Inner Circle (Remnant Timeline)

### Nickname(s)

* Blood Gulch Crew
* The Shisnos
* Colorful Space Marines (by Dylan Andrews)
* Galaxies Greatest Heroes (by Dylan Andrews)
* The Simulation Troopers
* Fuck-tard UNSC Loyalists (by Mark Temple)
* The Bastards (by Jacques Schnee)
* Idiots (by Weiss Schnee)

Aside from fighting each other over a flag, the Reds and Blues have proven to be a capable force to be reckoned with and have done incredible feats. Some of these feats include traveling great distances, retrieving ancient artifacts, bringing corrupt men to justice, and besting the most dangerous war criminals this galaxy has ever known. Their lives have also been changed for better or for worse by their encounter with Team RWBY, Project Freelancer, the Meta, Agent Carolina, Chorus, and an all-powerful entity known as Chrovos.

## Overview

Prior to their first truce, both team originally hated each other for no legitimate reason. However, due to an ever emerging series of events in their lives, the two teams often found themselves forced to cooperate for a greater purpose, bigger than their petty squabbling. Over time, other characters outside of Blood Gulch, including former enemies, have joined them. Despite their bickering, Sarge states in *Retribution* that the reason the group continue to stay together is possibly because they feel accepted for who they are when they are together. Despite their aggressiveness and general dislike for one another at times, the Reds and Blues seem to genuinely care about one another and no longer view their "opposing" teams as enemies, but friends – and more importantly – as a single squad. Their encounter with Team RWBY also had a huge affect on them, one that would lead to their success.

## History

### Main Timeline

#### Founded

Prior to their unification, both Red and Blue Team were part of the simulation trooper program used by Project Freelancer to help train their agents for active duty on the battlefield, using sim-troopers as lab rats and dummies. Each sim-trooper was separated into various simulation bases that would perform a specific scenario a Freelancer Agent would come across. The Reds and Blues were station at Freelancer Outpost 1, better known as Blood Gulch. Rather than being used as a training ground for soldiers, the Director of Project Freelancer used the outpost and its occupants to hide the Alpha A.I., an artificial intelligence program that had been compromised due to a break-in. The Alpha would be put into the body of a Blue soldier named Jimmy, and later took up the name Church.

#### First Incarnation

After an encounter with the rogue Artificial Intelligence, Omega, a.k.a O'Malley, both teams formed a truce in order to capture him. The mentioned A.I. had managed to kidnap Red Team's robot Lopez and possessed Medical Officer Frank DuFresene. DuFresene was needed to help heal the Blue Team member known as Pvt. First Class Lavernius Tucker, despite the latter's quick recovery without it. The new team consisted of both opposing factions, with Staff Sergeant Sarge, Pvt. Richard Simmons, Pvt. Dexter Grif, and Pvt. Franklin D. Donut from the Red Team. Church, Tucker, Pvt. Michael J. Caboose, and Agent Texas, a Freelancer sent to Blood Gulch and Church's presumed ex-girlfriend, formed the Blue Team, which was also part of the combined group. After stopping O'Malley, the Reds indirectly returned to Blood Gulch, and the Blues discovered an alien, resulting in the disbanding of the team.

#### Meeting Team RWBY

Both teams managed to return to Blood Gulch, with Tucker somehow getting infected by a parasitic embryo and giving birth to an alien son named Junior. The team would be forced to work together again after the sudden appearance of Team RWBY, reviving the first incarnation. Both sides generally didn't get along, but they managed to stop O'Malley once again. After Team RWBY left, the team disbanded once more, but not before the team worked together to destroy the ship Team RWBY arrived in to cover up their existence.

#### Agent Washington and Second Incarnation

After Agent Washington reunited most of Blue Team to find the Meta, the Reds arrived under the belief that Wash was a Blue and was trying to kill them. Unknown to them, however, the Meta secretly tricked the Reds into believing so. Knowing that the Reds knew too much and that he could use more help, Wash forced them on their mission and the second incarnation of the Reds and Blues were created under his command. His control over both teams angered Sarge, as he didn't believe in Wash's rank as a Freelancer. Despite this, both teams made their way to Command and managed to blow the lid on the whole project at the cost of Church's life, who discovered and accepted that he was the Alpha. Afterwards, both teams fled the scene and Wash was imprisoned, disbanding the second incarnation.

#### Life in Valhalla

Due to the actions of the team, the UNSC would shut down what was left of the Freelancer program. All remaining simulation troopers would be given the choice to return home or stay in their outposts, with most choosing the latter. The Reds and Blues would take refuge in Freelancer Outpost 17-B, also known as "Valhalla", with Caboose getting his own base as he was the sole remaining member of Blue Team. In secret, Caboose stole and kept the A.I. fragment Epsilon, which contained Church's memories.

Around this time, Donut would make his way to Valhalla in a dehydrated state. He would later pass out, and his team would leave him outside the base with water nearby for him to drink.

#### Reunited

Sometime after settling into Valhalla, Red Team was visited by Team RWBY once more, along with a new Team named JNPR. After becoming acquainted with each other, Caboose announces his departure to find Tucker, after receiving a message from now awake Donut. Knowing that Caboose wouldn't survive a day, the Reds agree to help him get Tucker to return to Valhalla.

With a new mission, the third incarnation was formed, this time under Sarge's command. The team however did split into two groups: Sarge's Group would travel to Tucker's last known location, while Simmons' Group would stay behind to guard the canyon.

## Structure and Command

### Dual-Leadership

Since their formation, the Reds and Blues' command and leadership has changed. Normally Red Team and Blue Team have their own squad leaders, who act as co-leaders of the entire faction respectively. Along with them were additional members that either have experience on the battlefield or possess the qualities of good leadership.

There have been a total of seven individuals who have had co-leadership of the Reds and Blues. The current ones are Blue Team leader Lavernius Tucker and Red Team leader Sarge, former Freelancer Agents Washington and Carolina, and ex-UNSC mercenary Samuel Ortez/Locus. Former co-leaders include Leonard Church, Epsilon, Richard Simmons, and Agent Texas.

#### Other Ranks and Positions

##### Freelancer Agents

Freelancer Agents are former soldiers that were previously part of Project Freelancer. Due to their unique abilities on the battlefield, several have become co-leaders. Some Freelancers who are, or were part of the Reds and Blues include Agents Texas, Epsilon-Beta, Washington, and Carolina.

##### Staff Officers

Staff Officers are often the second-in-commands of both Red and Blue Team, and report to their respective CO. Beyond second-in-command, other known Staff Officers also hold ranks that are either lower on par with their co-leaders. Known Staff Officers include Richard Simmons, Dexter Grif, and Michael J. Caboose.

##### Medical Officers

Unlike other ranks, Medical Officers are often not part of either Red Team and Blue Team. They are responsible for performing medical task while on the field. The only known Medical Officer is Frank DuFresne/O'Malley.

### Military Ranks

Due to their backgrounds within the UNSC Military and various conflicts. The Reds and Blues each hold a military rank. The most common rank is that of a Captain, with Tucker, Simmons, Grif, and Caboose all holding it. The highest rank is Colonel, with Sarge being the one member to hold the title. Kaikaina Grif and Franklin D. Donut are only known members to still hold the rank of Private First-Class.

## Members

### Red Team

**Red Team** (or simply **the Reds**), is one of the founding members of the Reds and Blues. They originally operated out of Outpost 1-B (Known to the Reds as "Blood Gulch Outpost Number One"). They are the only team to not have lost a member of their original roster. Red Team is known to wear warm-based colors on their armor.

#### Sarge

*(See: Sarge)*

**Colonel Sarge** is the gruff, blood-thirsty, and regimented leader of the Reds. He is a military man with a Southern United States accent and is the only Blood Gulch soldier on either team consistently serious about the Red vs. Blue civil war. His sociopathic battle plans and irrational behavior often entail the constant danger of his own men, mostly Dexter Grif. Despite this, he has come up with plans that *do* work from time to time. Sarge is also quite selfless, as he willingly went up against the Meta. But his heroic nature tends to clash with his militaristic mind, and he constantly tries to "sacrifice himself" in a heroic way. Which often fails every time. He has a strong hatred for Grif, and most of his plans either end with Grif getting hurt or almost killed. However Sarge and Grif do work together when in hostile situations.

Sarge appears to like Team RWBY to some decree, getting along with Ruby Rose, and Yang Xiao-Long, the latter he often teams up with. He bares a hatred for Weiss Schnee, a hatred that often borders on his disdain for Grif. He even told Weiss off during *Retribution*. He hasn't interacted much with Team JNPR, but seems to have a good friendship with them.

Sarge wears the standard-issue red armor of the Red Army, and is the only member of the team that still does. The other being Donut, who later swapped to pink.

#### Simmons

**Captain Richard "Dick" Simmons** is the second-in-command of Red Team. He is a hard working, socially awkward soldier who is often seen sucking up to Sarge, presumably due to the lack of a father figure in his early life. Despite this, he still has expressed some disdain towards him, usually for his inept military tactics. Simmons is shown to be one of the few smart characters of the Blood Gulch soldiers and arguably the most level-headed, though his erratic outbursts do sometimes contrast this. His intelligence has led to him being branded as a "nerd", mostly by Grif. Simmons and Grif are often seen together, either chatting or bickering. Their unique friendship however is often ridiculed by members of his team and the Blues. Calling them an "old married couple".

Simmons is the only member of Red Team and the Reds and Blues (save for Donut and Doc) to hold Weiss in a positive light. Yet even he often gets annoyed by her constant negativity and hatred for his friends. Aside from Weiss, Simmons does get along with Team JNPR.

Simmons wears maroon armor, but has sported a blue and maroon color scheme when he defected to Blue Team briefly.

#### Grif

**Captain Dexter Grif** is the habitually lazy, irresponsible, arrogant, foul-mouthed, and pessimistic member of the Reds. He is the last chain in command of the team (even if one in front of him kicks the bucket). He spends most of his time senselessly talking to and arguing with Simmons. Otherwise, he enjoys eating and sleeping. These characteristics earn him the disrespect and ridicule of both Sarge and Simmons. Sarge in particular greatly resents Grif for his laziness. Grif is arguably the most incompetent soldier of both teams, a trait that he acknowledges and takes a twisted sense of pride to. Despite this, he does seem to have some skill at driving/piloting vehicles with little knowledge, and is usually the one to do so, making him the official pilot of the Reds and Blues.

Due to to his sarcastic, care-free personality, Grif gets along with Yang very well. The two often make fun of Simmons, or work together in situations. Their friendship is often compared to that of a brother and sister. Aside from Yang and even Ruby, Grif doesn't seem to hold the other members of Team RWBY or even JNPR in high regard. He hates Weiss though, a trait that nearly every member of the Reds and Blues hold.

Grif wears orange armor, however it is often mistaken for yellow or even gold. Which often leads to Grif giving off an outburst of anger, even if someone was joking.

#### Donut

**Private Franklin D. Donut** is the rookie of the original Red Team. He tends to annoy his teammates with his naïve, garrulous, and cheerful nature and has become more effeminate and childish as the series progresses. Although usually overlooked by most characters, these qualities have led some to suggest that he is homosexual. Despite his immaturity, Donut is seen to be quite a skilled soldier, having an excellent arm, with the most notable example being "killing" Tex with a plasma grenade thrown halfway across Blood Gulch.

Donut, along with Caboose, seems to like Team RWBY the most out of his team. Yet even his unique personality often confuses them.

Donut originally wore the standard-issue red armor of the Red Army. But later adopted pink armor after a request from Command. He often insists that his armor color is "light-ish red".

#### Lopez

**Droid #01011331123** aka **Lopez The Heavy**, is the Red Team's mechanic. He is a grumpy, sarcastic, robot built by Sarge. Due to his creator's incompetence, Lopez had his voice box programmed to only speak Spanish. Because of this, none of the others can understand him, although Donut claims to be able to understand him. Lopez is also, like Simmons, one of the few level-headed and rational members of the Blood Gulch soldiers, though he easily becomes irritated by the Reds' antics and their constant misinterpretation of what he is trying to say.

Lopez seems to like Team RWBY and Team JNPR, mostly due to them acknowledging that they can't understand them. However, he doesn't like Weiss.

Lopez wears brown armor, but is often reduced to just a head.

#### Locus

**Samuel Ortez** (aka **Locus**), is the newest member of Red Team. He is by far, the most experienced soldier amongst his peers. He originally fought in the UNSC before becoming a mercenary under the authority of Chairman Malcolm Hargrove of Charon Industries, and was sent to the planet Chorus to wipe out the the local population. He was later ordered to hut down the Reds and Blue after they were caught in the middle of their mission. Compared to his partner, Felix, Locus took the Blood Gulch Crew seriously. But he later saw the error of his ways, and stopped Hargrove. After gaining their respect, Locus joined the Reds and Blues as a member of Red Team, much to Sarge's disdain. Despite being with the Reds, he does work with Wash and Carolina, who are affiliated with Blue Team.

Locus is the only member of the team to not have much interaction with Team RWBY. Nonetheless, he does acknowledge their strength and respects them.

Locus wears a unique helmet and armor con figuration that sports a dark gray color scheme, with white and green accents. He later supplemented the white out for red.

### Blue Team

**Blue Team** (nicknamed the **Dirty Blues** by the Reds, or simply **the Blues**), are the second team to compose the Reds and Blues. The mainly operated out of Outpost 1-A ( known to them as "Blood Gulch Outpost Alpha"). Blue Team itself is known for its close relationship with Project Freelancer, with members of the organization being affiliated with them and/or joining their ranks. Compared to their Red counterparts, Blue Team is the only faction have suffered the most casualties, with only three of the original four members still active. The Blues are also known to wear cool-based colors on their armor.

#### Church

**Freelancer Artificial Intelligence Program Alpha** (known under the name **Private Leonard Church**), was the de facto leader of Blue Team after the death of their original leader, Butch Flowers. He is foul-mouthed, often stressed, and very easily angered, especially by his own team members. Church uses a sniper rifle as his main weapon, despite being a terrible shot. In fact, Church hitting anything with a bullet is described by Washington as "unbelievable". The only 3 things he's successfully hit are Caboose's toe with a pistol, Wyoming in the chest with a sniper rifle, and the Meta's leg in an impossible sniper shot. He later discovered to be Project Freelancer's long-lost AI unit, Alpha, and he sacrificed himself to stop the Meta. His legacy would live on in his team, and the AI fragment Epsilon, the last fragment of him that bore his memories.

Church seemed to dislike Team RWBY, finding them to be nuisance. However he didn't want them to get hurt, as he still saw them as kids.

Church wore cobalt blue armor, that later was inherited by Epsilon.

#### Tucker

*(See: Tucker)*

**Captain Lavernius Tucker** is the current leader of Blue Team. Originally, prior to being put into a position of leadership, Tucker was juvenile, lazy and increasingly obsessed with sex. He later developed a constant habit of spouting his catchphrase "*bow chicka bow-wow*" whenever he heard a sentence that sounds like/is a sexual innuendo and is willing to travel great distances (usually a few hundred feet) to say it, much to the annoyance of the other team members. Tucker is also very long sighted, being able to see Donut from the Blue base without the aid of a sniper rifle (a skill he was forced to master due to never being allowed to use the sniper rifle). Following Church's death, especially having sole use of the sword, Tucker turns out to be one of the few genuinely skilled soldiers among the Reds and Blues.

Due to his womanizing personality, Tucker had a bad relationship with Team RWBY. However by *Retribution*, he doesn't flirt with them at all, and even helps them without questioning. Out of Team JNPR, Tucker hasn't had much interaction with them, save for Jaune.

Originally, Tucker wore the standard-issue blue armor of the Blue Army. But he later acquired Butch Flower's aqua-colored armor. Since then, he used some form of armor with the color aqua. He even briefly used the Meta's armor in battle.

#### Caboose

*(See: Caboose)*

**Captain Michael J. Caboose** is the kind-hearted rookie of the blue team who starts off as merely incompetent. However, over time, his mannerisms have increased far from just being stupid all the way to questionably unstable. He has a deluded imagination and often perceives reality far differently from his friends and peers. Caboose also claims to be Church's best friend, a claim Church refuses time and time again. He also doesn't see the Reds as enemies, and instead sees them neighbors.

Caboose, along with Donut, hold the positivity towards Team RWBY. Eventually forming a relationship with Ruby Rose. Compared to the rest of his peers, he doesn't seem to hate Weiss that much.

Caboose wears the standard-issue blue armor of the Blue Army, along with an older variant of the Mrk. V helmet.

#### Kai

**Kaikaina Grif** (nicknamed **"Sister"**), is the ditsy, bisexual girl of Blue Team who is just as, if not more so, sex obsessed as Tucker. While she is the younger sister of Grif, she was enlisted into Blue Team to be the replacement member for Butch Flowers after his death. She was separated from the team for long time until rejoining them a year later. Her sex obsession had decreased by then, yet still existed slightly. She later became the new Fall Maiden.

Kai seems to like Team RWBY, but often annoys them due to her personality.

Kai wears yellow armor, which signifies her and Grif's relation. She also the only member of the original Blue Team to wear armor that bares a warm color.

#### Washington

**Freelancer Agent Washington** (known under alias' **Recovery One**, and **Prisoner 619-B**; first name **David**), is a former agent of the now defunct Project Freelancer. Originally sent to recruit Blue Team in order to hunt the Meta, Sarge briefly mistaken Wash for a Blue (even though he wasn't at the time). At first, Wash saw the Reds and Blues as nothing more than incompetent soldiers used as cannon fodder. But over time he grew to bond with them and saw them as his friends. He later was accepted into their team, joining Blue Team in Epsilon's place after the latter went into the Epsilon Unit.

Originally, Wash's relationship with Team RWBY and Team JNPR did not start off very well. He took most of them prisoner, shot Pyrrha Nikos (assuming that she was Agent Carolina in disguise), and threatened to turn them over to the UNSC. But he eventually saw the error in his ways, and let them go.

Wash wears dark steel gray armor with gold accents on his shoulders, thighs, forearms, and top portion of his helmet. He briefly swapped the steel grey color out for cobalt in order to fake his death.

#### Epsilon

**Freelancer Artificial Intelligence Program Epsilon** (known simply as **Epsilon-Church** or simply **Church**), is the AI fragment of the late Alpha AI. Due to him baring the memories of the Alpha, Epsilon has taken on the likeness, and personality of the original Alpha. There are some differences however, Epsilon appears to have learned from the Alpha's mistakes, made peace with the Beta AI (Tex), and holds his friends in a much higher regard. Although, he still can get annoyed by their antics. He was later stuck in the Epsilon Unit in order to find Epsilon-Tex, a fragment and memory of the Beta AI.

According to the Reds and Blues, Epsilon would later sacrifice himself to save them, bringing an end the final incarnation of Leonard Church. He left message saying goodbye to them, and acknowledged that their help made him the person he was, AI or not. His legacy would live on in them.

Epsilon's relationship with Team RWBY is similar to that of the Alpha's. But Epsilon does show a more friendly personality to them due to him learning from much of the Alpha's memories.

Like the Alpha, Epsilon wore and appeared to wear cobalt blue armor when in a physical or holographic form.

### Other

Despite the Reds and Blues being a faction composed of two teams. There are members of the team who are not affiliated, or not part of the Reds, or the Blues.

#### Doc

**Medical Officer Frank "Doc" DuFresne** (known under the alter-ego as **O'Malley**), is a field medic originally sent to Blood Gulch in order to tend to Blue Team. However, Doc claims to be a pacifist who serves both both teams, and wanting to remain neutral in their conflict, he ends up being the host of the rogue AI unit Omega. Doc would later adopt a split personality nicknamed O'Malley, which took up Omega's personality. Doc later assisted the Reds and Blues over the years, serving both teams in medical treatment, and other crazy antics.

Doc seems to like Team RWBY, and doesn't seem to hold as much hatred towards Weiss as his friends do.

Doc's armor color is purple, which represents his neutrality between Red Team and Blue Team.

#### Carolina

**Freelancer Agent Carolina** (known under the alias **McCallister**; last name **Church**), is a former agent of the now defunct Project Freelancer. Unlike Wash or the rest of her peers, Carolina was the daughter of the program's director. She strived for his attention constantly, but was ultimately at odds with Agent Texas, which unknown to her was the Beta AI. After being presumably killed by the Meta, Carolina went into hiding before enlisting in the UNSC, but resurfaced after Project Freelancer was disbanded. She enlisted the help of the Reds and Blues in order to hunt down the Director and kill him. At first, she saw them as nothing more than the means of an end, but with some guidance from Epsilon, she learned to care for them, and eventually she considered them her family.

While not being affiliated with them, Carolina has worked more with Blue Team than the Reds. Which often angers Sarge, since she didn't pick a team to join.

Carolina usually sports a unique armor configuration with a cyan color scheme. When in hiding, she sported a beige color with cyan accents.

### Former Members

There have been members of the Reds and Blues who have either betrayed, died, or simply left the team on their own accord. Most of them being the former two.

#### Tex

**Freelancer Artificial Intelligence Program Beta** (know under the codename **Agent Texas** or simply **Tex**; first name **Allison**), was an fragment of the Alpha AI. She represented the Alpha's failures, and ultimately took up the likeness and identity of the Director's late wife Allison. She was put into a suit of black armor, and took up the codename Agent Texas, an agent in Project Freelancer. Later, Tex discovered who she really was and left the project. She later assisted the Blues (who were at the time under the Alpha's command) in their war in Blood Gulch. She later betrayed the team, but was ultimately captured by the Meta, and killed an EMP blast.

Tex had a very bad relationship with Team RWBY, she often threatened, and almost killed them at one point.

Tex wore usually wore dark black armor.

#### Epsilon-Tex

**Epsilon-Tex** (also known as **Epsilon-Beta** or simply **Tex**) was an AI fragment created from Epsilon, using the memories he had of her. She had a very similar personality to that of the original Beta AI, but was much kinder to the Reds and Blues. She left the team to learn more about herself but was later captured by the Meta via the Epsilon Unit. While in their, Epsilon let go of his memories of her, and as a result, Tex was erased from existence.

Tex had a much better relationship with Team RWBY along with Team JNPR.

Like her original AI self, Epsilon-Tex wore dark black armor.

## Trivia

* The faction has had eight different leaders to date: Simmons, Tex, Church, Sarge, Washington, Epsilon, Carolina, Locus and Tucker.
* While not officially part of the team, both Teams RWBY and JNPR are considered part of the faction. But are often written separate as to differentiate them from the original Reds and Blues.
* Almost every member of the Reds and Blues is from Earth.
	+ Several members are from the United States.
		- Both Sarge and Donut were born in Iowa, with the former moving to the southern US shortly after.
		- Tucker is from Detroit, Michigan.
		- Grif and Kai are from Honolulu, Hawaii. The former also briefly attended Ithaca University in New York.
		- Carolina is from Austin, Texas.
	+ Simmons is the only member who is from Earth, but not the US, as he was born in Dutch, Ireland.
	+ Wash and Caboose are the only known members not to be born or raised on Earth. Caboose was raised on Earth's moon, while Wash grew up in the Leonis Minoris system before joining the the UNSC.
* Sarge states the reason they've always won is because they trust and protect each other.
* As of the Remnant Timeline, roughly around the year 2555, the Reds and Blues have a total of 13 members in their roster.
	+ If Team RWBY and JNPR were to be added, the roster would be brought up to 21.
* While being color-divided (Red Team and Blue Team), several members of the Reds and Blues are consider "neutral". This includes Doc and Carolina.
* The Reds and Blues, while being comprised of mainly of humans, don't bare any animosity towards non-humans, such as the Sangheili species. However they can be startled at the sight of non-humans and even several humanoids if caught off guard.