The Codex

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OOC Information


The Codex is a fictional, role-playing supergroup for City of Heroes on Virtue. The group is a shadowy organization that operates far from the limelight and pursues an agenda unknown to most outsiders, and as rumour would have it, even the members themselves.

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The Codex is a worldwide organization made up of different sects or chapters. Each is completely out of communication with the other, but all report to a benefactor identified as Riverdene. Who/what Riverdene is and what their ultimate goals are remain to be seen, even for the members within the Codex. Though it's difficult, the Codex team in Paragon has essentially had to trust the the missions Riverdene sends them on is for the greater good.

The Codex acts on their own as they see fit until they're appointed specific tasks from Riverdene. These missions are aimed to have long-lasting consequences. Codex is more about striking at critical moments than a full-on assault.

In the CoX universe, they aren't widely know... at least not yet. The Codex chapter in Paragon is new. The "Codex" itself is known througout history by obscure references, but it isn't public knowledge that they're active in today's world. The Midnighter Squad would probably know of their existence and it is indeed conceivable that some sect of Codex has worked with them at some point. The Paragon group has not yet had the pleasure of working alongside them.

The members of the Paragon chapter are very much in the dark about the greater plan which Riverdene seems to be directing. They run the local chapter, but don't know much about the organization outside of their own actions. This story will unfold as we develop.

As a rule, Codex and Riverdene have a "need-to-know" policy. Whenever possible Riverdene leaves the assignment as vague as possible. Something like, "make sure the scientist doesn't deliver the intel" could be interpreted a lot of different ways. While Riverdene may be primarily focused on the intel, it's up to the agents in the Codex to decide the fate of the scientist. The Paragon directors frown on killing for sport, but assassination isn't ruled out as a tactical option. Other chapters of the Codex may operate differently.


The Codex is in a closed coalition with the Overbrookers.







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Last Updated: Feb. 09, 2012
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IC Information


Initially the Codex was primarily an esoteric order, concerned with humanity's spiritual wellbeing, trying to fund a way to bring Utopia into existence. Born in 1653 in Western Europe, it flourished as a secret society, much as the Rosecrucians and Templars, for approximately seventy years until it was suppressed as heretical by the Church.

It would lay dormant or off the radar for another eighty-two years, until the first traces of its continued existence would be found in England in 1805, during that nation's war with France. It was back, but somehow it had become more bellicose, no longer content with trying to be humanity's wise teacher. Although no firm proof has ever come to light, the noted Admiral Jervis of the time has long been suspected to have been associated with the reborn Codex.

Historians of the occult have long argued which key figures in the Industrial Revolution which followed that war were or were not members of the Codex, but again, no proof has ever been found to confirm or deny their membership. All that is clear is that the order had somehow transformed from a purely intellectual organisation into one that seemed more willing to actively intervene in affairs.

Traces of it have surfaced during the American Revolution, The First and Second World Wars and more recently in the conflicts in Vietnam and the Falklands; but again, it has only been a long suspicion with no firm proof.

The Codex Today

The modern-day Codex is comprised of several factions around the globe, each operating in complete autonomy from one another. All branches take orders from a single head entity known as Riverdene. While the exact origins and motives of Riverdene are unknown, they appear to be ultimately altruistic (albeit sometimes morally grey). No member to date has knowingly had a face-to-face meeting with Riverdene.

Each regional branch has an on-going mission to use counter-intelligence and covert tactics to assess threats to the area before they become dire and to resolve them. Occasionally, Riverdene will issue down direct orders. The context of these orders is rarely given, so Codex branches are asked to react without question.


The information of the Codex is mostly rumours or hearsay, but it is often portrayed in a mystical or almost religious light. There are whispers of the four pillars - or four elements - upon which the Codex is founded. To date, little is known what might be meant by this.

The Paragon Division


In spring of 2008, four heroes known as Alarcity, Rose Paladin, Phaize and Tipscout were approached through various means and agents of Riverdene. Their methods and actions had been monitored for some time, and they had been deemed fit to establish a new Codex chapter in Paragon since the last had failed years before.

The four, dubbed the Sentinel, the Sentry, the Scout and the Spy, all had their own misgivings about entering an arrangement in which they were left so completely in the dark. However, be it for power, control, love or justice, they all finally agreed to join.

Over the next few months, the Codex began to grow. Riverdene would send recommendations on potential assets for the Directors to pursue and recruit. A base, known as the Sanctuary, was built in an abandoned underground bunker in Talos as a covert headquarters for their meeting. They began to thrive.

Falling from Grace

Tensions began to swell between the members as unexplained events began to occur. Many members, including some of the directors, began to question the merits of blindly following Riverdene, with no knowledge about the consequences of their missions.

Rose Paladin was the first director to leave. Personal issues began to take hold as his own morality began to coincide less and less with the shades of grey around him. Shortly after, Alarcity left as well, deciding it was time to try a normal life. The two remaining directors, Phaize and Tipscout, promoted Katarina Ivanov and Julie Surace to the rank of Principle in an attempt to fill the void left both personally and professionally by losing two of the founders.

The Elements

Some time passed before Tipscout mysteriously went missing. When she returned a few days later, she gradually began to realize she'd changed. She began to develop the ability to ride the winds and breathe in the most toxic of gases without incident. She had vague flashbacks to some sort of procedure, but with no clear recollection.

Phaize, her now-husband, was troubled until he was approached by an operative of Riverdene. He claimed to have taken Scout to imbue her with the powers of one of the four elements, air, so that she could become a true avatar of the Codex principles. The man played of Phaize's insecurities and concern over Tipscout to get him to agree to the procedure. A few days later, Phaize returned. His shape shifting powers had grown stronger and he could hold his breath underwater indefinitely. By appearances, he became the Paragon Division's avatar of water.

After many months as acting Principle, Kitai found herself the victim of a spring attack by Riverdene's agents; several strong tranquilizers and a powerful psychic. It was soon after this assault that she was found in Kings Row hospital and awoke with the power of fire.

To this date, earth has not been assigned.

Chapter 1: Intercession

For months, the Codex operated in relative anonymity throughout Paragon. As planned, they struck from the shadows. Gathering intelligence on virtually every major villain organization in the city, they followed Riverdene's orders to the letter. They were untouchable.

On July 21st, 2008, that changed. The team's youngest member, Fluke, was attacked by swarms of Council agents. Though others from the team responded quickly, a few Council managed to escape with Fluke's Codex pin. The message was clear: somebody knew the Codex existed. The group who thrived in the shadows was being pushed into the light.

In a surprise move that nobody anticipated, the Council traced the signal back to the Sanctuary, attacking the Codex at their own headquarters. The resulting battle left several wounded, including Fluke, who had been shot in the chest.

The able members of the Codex immediately went on the offensive, searching their contacts for clues. The evidence eventually leading to a warehouse full of Council, they managed to locate Fluke's pin. It was hidden in the frame of a painting of the Codex's La Rousse in Florence by Raphael Sanzio... dated April 12th, 1511 A.D.! In the corner of the frame was a curious symbol.

Taking the pin and the painting back to the Sanctuary, the team analyzed the evidence. The painting was dated, and to the shock of everyone, revealed that La Rousse had in fact been in Florence circa 1511. Also, the symbol had begun cropping up all over Paragon the last several months. It was graffitied on walls, sewn into tents belonging to the Carnival... it was even seen etched into Nemesis' armour!

Realizing that they were out-gunned, ill-informed and clearly targeted, the Codex split up. Each went his or her own way, taking to the shadows. The Sanctuary stood, powered down and empty for several months. Even Phaize and Tipscout, who were married, stayed apart to protect one another. It seemed that the Codex had just up and vanished from Paragon...

This was exactly what they wanted people to think.


When enough time had passed, the Directors returned. They reached out to those who still had their pins and gradually began to re-establish their network. A new Sanctuary was built in a sub-basement floor of a commercial building in Steel Canyon. When the Riverdene sent its first broadcast to the new location, it became official: the Codex had survived. Even the warlock Alarcity had returned to their ranks. A new member, Kitai, was promoted to Principle to assist.

The next few months flowed quickly. Potential assets came and went as the team learned more of the new threat that had attacked them. By all appearances, they had been targeted by a group as shadowy and secretive as their own. This other organization seemed to have ties in nearly ever group within Paragon. It appeared that nobody could be trusted.

Chapter 2: Redemption

When a member of the Codex, Areximacha, went missing, the team clamoured to her rescue. Led by her closest friend, Kitai, the team managed to recover her from crime lords. However, they soon discovered that a chip had been installed in her head, causing her to lose chunks of time. As the team worked to determine the implications, the chip was activated, causing Areximacha to download the entire Codex database and deliver it to an unknown source.

The Codex was terrified. Along with all of the intelligence they had ever gathered, the server contained the identity of all the members of the Paragon branch, their next of kin and so on. They tracked the chip down to a government facility and managed to recover it, but at a cost. Areximacha was caught in the blast as the facility was destroyed, seemingly vaporized in the process.

The threat seemingly passed, the team tried to recover but soon found themselves spread thin. Alarcity's child was kidnapped, and she borrowed the assistance of fellow member Proust in an attempt to rescue her. Julie Surace was called away into deep space for days due to a fake distress call. Ade Telluala was recaptured by the Carnies, who sought to remake him into a slave.

On top of it all, the Directors Phaize and Tipscout were expecting a child. They worked with the Midnighters, arranging to spend nine months in the past to have their son, Ryan, and return to the exact point in time they left. However, they were tricked and became locked in the past with no way home and nobody knowing where to look.

Fluke was recalled to the UK by Riverdene. As she was waiting, however, the shadowy group that had been chasing the Codex approached her. They identified themselves as Logrus and told her much about her past and her father. They told her that Ade was kidnapped and offered her a way home, which she took.

With so many distracted and captured, a new server room was installed in the base to increase security. Additionally, a new Director arrived, known as Favorable Odds, claiming he was sent by Riverdene. Though many were skeptical, he gave Alarcity a signet ring, which had an arcane resonance that matched the Codex.

As Fluke and others sought to rescue Ade, Kitai began to look into the disappearance of Phaize and Tipscout. She managed to find a lead, discovering Logrus had blackmailed the Midnighters into locking the duo in the past. With the help of others, she managed to reclaim the Directors and their child. In the process, they captured a Logrus operative known as Bishop.

Upon their return to the base, it was discovered that Favorable Odds had vanished. No records of him existed on any of the security feed and all his belongings were gone. An announcement from Riverdene soon informed the team that Odds had been a spy for Logrus. He is currently at large and the standing orders are to kill him on sight.

A few days later, as the searched continued, Alarcity took it upon herself to interrogate the captured operative, Bishop. During the session, it was revealed that Logrus had tricked Favorable Odds into infiltrating the Codex and diverting communications. Since the the directors had originally disappeared, the Codex had not been recieving orders from Riverdene, but rather Logrus itself! Before Alarcity could tell anyone, Bishop self-destructed and Logrus, still posing as Riverdene, declared Alarcity a traitor and she went into hiding.

Meanwhile, a man claiming to be from the Dublin Codex branch, known as Reflect, had recently made contact with local agent Kamiseen. He states that he actually arrived in Paragon a month before, assigned to fill in for Fluke when she was taken back to the UK. However, upon reaching Paragon, all conventional Codex channels were apparently blocked so that he could not make contact. In fact, every time he tried to use them, he soon found his position compromised by mysterious agents, presumably Logrus!

Suspecting foul play, Kitai took Reflect's Dublin pin outside the confines of Paragon City. Free from Logrus's dampening field, she discovered their duplicity and raced back to warn the others. She burst into the middle of the Sanctuary during movie night, where she told the others what she had learned. Immediately, the base locked down as Logrus initiated the self destruct. The operatives in the base worked together and were able to shut it down in time, but not before Logrus was able to cover its tracks.

With the immediate threats behind them, the Codex worked to re-establish contact with Riverdene and Alarcity. They relocated to the new Sanctuary 4.0 in the heart of Founder's Falls, hidden within the Arcanus Public Library as they continued their hunt for Logrus.

Issue 1: Spare Parts

The Codex team intervenes when the designer of the the GENI drones is kidnapped. Fighting their way through all sorts of mechanical trouble, from robo-maid to tanks on legs, the team eventually comes to the source of the problem: an agent of Logrus named Eolienne who can manipulate electronics with her mind. In short order, the team fought her off and rescued the inventor.

Issue 2: The Enemy You Know

When Tipscout's father's grave is dug up, the team unveils a diabolical Crey plot to destroy Manticore using reincarnated Wyverns. The Codex battles through several Crey cloning facilities to stop the plot and, simultaneously, recover the ashes of Scout's father. They manage to save the day and Tipscout is finally able to lay her father to rest, along with some of her own inner demons.

Issue 3: Caught in the Act

Riverdene informs the Codex of a series of heights going down in Paragon as someone attempts to collect all the pieces of an ancient relic. With one piece left unstolen, the group manages to get themselves hired to assist the thief in the heist and follow her back to who recruited her. When they realize Logrus is behind it, the Codex team manages to capture one of their agents, Adam Warchild, and recover the last piece of the artifact before it is too late.

New Mantles

Over the coming months Phaize, Scout, Kitai and Westford stepped down. Some still play a part in Codex's future and others remain hidden in the shadows. The exact reasons for the shift have yet to be revealed, but in their stead, Phaize and Tipscout have called upon Willowshot and Spellknight to take their place. Together with new and old heroes alike, they enter a new chapter in Codex history.

After a lull in the action, the Codex welcomed Kitai back as Director and Westford back as Agent, then Principle.

Chapter 3: Resemblance

Part 1: Break-In

In the coming months, the Alpinist, a veteran hero with ice powers, joins Spellknight and Willowshot as leaders of the Paragon branch. As the team struggles to find its footing with new leadership, Riverdene comes assigns them a new mission: break into the Zigursky Penitentiary and rescue an individual known as Wayne Kyle.

In the weeks prior, Wayne Kyle was a mutant hired to bodyguard a small-time politician named Camille Sanders who had been attempting to encourage the hero force of the city to work more collaboratively with the PPD and to even take a new initiative to license many of the unregistered heroes that had been cropping up over the last decade. Wayne Kyle had shot her during a rally and was immediately subdued and brought to the Zig.

Riverdene, suspecting foul play, called on the Paragon branch to break Wayne Kyle out so that they could study the individual more closely. To assist with this, he also recruited a thief the Codex had run into previously (during the events of Issue 3), Eightpence, to assist with the details.

In a daring break-in, the team managed to extract Wayne Kyle. Some of the team were identified during the conflict and were forced to go into hiding for a few weeks as GENI worked on wiping their records clean. Wayne Kyle was also injured in the escape, rendering the man unconscious.

Back at the base, the team discovered something unsettling. The man they rescued from the Zig was not in fact Wayne Kyle, but rather a android: a robot skeleton intricately connected to human flesh! The Codex waited for days for the android to wake from unconsciousness, but it soon became clear that some sort of kill switch had been activated. As it was becoming clear that the machine was part of some bigger plot, the Codex rushed to discover its origins.

Intermission: The Calm before the Storm

Weeks passed, yet still the Codex was having no luck with Wayne Kyle. It was as if none of the scanners could penetrate the android’s mind. The psychics were also having similar luck probing the human portion of the brain. The Codex poured through the past of the real Wayne Kyle – his childhood, his stint working with the heroes known as the Pillars of Virtue, his time after as a bodyguard – but they were unable to pinpoint when the man had been replaced by the machine.

Willowshot was called away by Riverdene. Shortly after, three former members of the Codex slipped back into the base. Phaize, Tipscout and Julie Surace met with GENI, providing the intel to awaken the android. It was revealed that the three still work for Riverdene as free agents. They informed GENI to pass the information along anonymously, warning her that dire events would follow.

The very next day, Wayne Kyle awoke in the med-bay of the Sanctuary. The android had no knowledge of the fact he was a machine, fully believing h was the real Wayne Kyle. What’s more, he was convinced that he’d shot his employer by mistake. The Codex spent days interrogating, making little to no progress.

Part 2: The Reckoning

An alarm sounded in the Sanctuary. Out front, in the public library that acted as a front to the hidden Sanctuary base, a team of heroes had begun to assemble. They ordered citizens to leave the premises as they assembled a device in the dead center of the room. As the Codex assembled from within the base, GENI identified those outside: Wayne Kyle’s former team, the Pillars of Virtue. Somehow, the activation of the Wayne Kyle android had sent a beacon out, leading the Pillars straight to the Codex doorstep!

The device in the lobby was activated and soon after the wall separating the library from the hidden base began to crumble. All hell broke loose as the Codex and the Pillars of Virtue clashed in an all-out brawl. Casualties and injuries began to mount on both sides as Riverdene ordered the base evacuated.

Teams rushed to extract priceless artifacts from the Codex base and to secure GENI’s main core. Meanwhile, the base began its self-destruct sequence as the battle continued to pour deeper and deeper into the base. In the end, most of the Codex and a fraction of the Pillars escaped before the base was leveled. One of the Codex’s oldest members, Alarcity, was caught in the rubble as the base collapsed!

Bruised, battered and without shelter, the Codex sought shelter individually as they desperately awaited orders from Riverdene… and answers, as well.

Intermission: Friends in High Places

A lesser, temporary Sanctuary was quickly assembled behind Back Alley Bowler in King’s Row. The Codex reassembled as they began looking for answers. Not soon after, Kitai returned as a director under mysterious circumstances. Meanwhile, the city mourned the deaths of several of the Pillars of Virtue. Some members of the Codex even went to the funeral where one in particular, Echodrome, heard a woman’s voice in his head. She told him not to fret, for the real Pillars of Virtue were still out there.

At the Sanctuary, the Codex reached a similar conclusion. The Pillars of Virtue that attacked the Codex were not the true heroes but rather androids very similar to Wayne Kyle’s imposter. The fact that they too were undetectable to the Codex’s robust array of scanners led the team to one particularly bone-chilling conclusion: whoever was behind these android knew the Codex, knew how they operated and most importantly how to hide from them.

The Codex knew that any move they made could be predicted. Whoever was behind this had been one step ahead the entire time. In order to face their opponent, they would need to do something utterly unexpected. They turned to the one expert on automatons nobody would expect: Nemesis.

Part 3: The Endgame

A deal is struck with Nemesis. He’ll help, in trade for the schematics of the clones when they’re caught. Along with a few of the Codex scientists, Nemesis assembles an array of scanners capable of detecting the clones. The moment it is active, the Codex strikes!

As they reach the first clone, they come to a horrifying realization: clones from other super teams had been made as well… including the Freedom Phalanx. In the battle that ensues over the Paragon University, casualties rise on both sides. One Codex member, the Illusion Magician, meets his end as the clone of Positron punches a whole straight through his chest! In the end, the Codex team is victorious.

As they battle, the group of scientists with Nemesis manages to pinpoint the signal that is controlling all of the clones. They send the coordinates just before the signal cuts out. It appeared that Nemesis chose the chaotic moment to betray the Codex and make off with the data. Deciding to split, half the Codex heads to the source of the signal while the rest go to stop Nemesis.

One team heads to the source of the signal where the clones are being created and finally come face-to-face with their enemy. A praetorian group of Codex members known as the Compendium had been sent to Paragon City as part of a secret initiative by Cole. Their goal: to infiltrate and cause conspiracy. Several are captured but some escape along with a few final clones.

The other team succeeds in stopping Nemesis, knowing full well that they would cross paths with the evil mastermind again. The Codex locks the members of the Compendium away into the Celestial Prison for future questioning. The day is saved, for now, but each can’t help but wonder. How many of the Praetorian Codex was still at large in Paragon… and where would they strike next?

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