![]() | ![]() |
- "Watch as my child enters your Jedi friend."
- ―Karina the Great taunts her captives
Brain worms were a species of parasitic worm from the planet Geonosis which were capable of entering the body of a host and taking control of it[1] and had the potential to control entire societies.[3] During the Clone Wars between the Galactic Republic and the Confederacy of Independent Systems, the Geonosian Queen Karina the Great used brain worms to control a host of undead Geonosians.[1]
After Republic forces defeated Karina and her minions, a brain worm managed to infect the clone trooper Scythe and used him to infect a number of other clones in Tango Company as well as the Jedi Padawan Barriss Offee onboard the Republic medical frigate TB-73. Jedi Padawan Ahsoka Tano was able to prevent the infection from spreading further by using extremely low temperatures to combat the worms, saving Offee and most of the troopers.[4]
Capabilities[]

A clone trooper being infected by a brain worm.
The brain worms tend to control the minds of their hosts through the biologically archived memory of the Geonosian queens, even after the death of the host body itself. During the Clone Wars, Queen Karina the Great created an army of undead Geonosian warriors to fulfil her plans after Republic forces successfully captured the planet.[1]
The worms were also capable of possessing the minds of living beings, including clone troopers and even Jedi. Whilst enslaving the minds of clone troopers, the worms were able to accurately behave as their host to remain undetected, and could even access any memory that would further their goals, most notably their knowledge of the best means to immobilise Jedi, thus claiming the body of Barriss Offee for their hive mind.[1]
Indeed, a single brain worm was able to completely commandeer the brain of a Jedi, controlling her physical actions as well as gaining access to her memories, her skills with a lightsaber, and access to her use of the Force—the worm's first use of Offee's Force abilities brought a smile to its host's face when it used them to attack Tano.[1]
History[]
Queen Karina the Great was able to use the worms to command an army of undead Geonosian soldiers. After the defeat of all surface forces during the Second Battle of Geonosis and the destruction of the droid factory, she was discovered by Luminara Unduli deep beneath the Progate Temple. Anakin Skywalker and Obi-Wan Kenobi followed Unduli's trail after losing contact, the three of whom were desired by the queen to be possessed by her brain worms, until her temple was destroyed by Kenobi's 212th Battalion, allowing the Jedi to escape with Poggle while the queen was buried alive.
After the purportedly fatal burial of Karina herself, clone trooper Scythe was infected by a freshly-hatched brain worm, who then spread the worms among the clone in his company during an impromptu medical resupply mission from Ord Cestus to Dantooine. After attacking the two Jedi Padawans assigned to the relief mission, Ahsoka Tano and Barriss Offee, the clones eventually managed to isolate and infect Offee, whose memories revealed Tano's location as the only uninfected person remaining aboard the vessel. The two Padawans engaged in combat, with Tano on the defensive only, until her master discovered that the worms were extremely vulnerable to cold temperatures by torturing Poggle with the use of dark side Force abilities.
Now knowing the worms could be excised from their new hosts by exposure to low temperatures, Tano ruptured the frigate's coolant system, and the freezing cold quickly immobilised the clones, although the worm possessing Offee was able to withstand the cold given its host body's natural resistance to freezing temperatures. Stalking Tano's throughout the ship, the pair fought once more in the bridge as the vessel approached the medical station at a dangerous velocity. During the duel, Tano was able to direct a burst of coolant into Offee, temporarily liberating her from the worm's control long enough for her to plead for Tano to kill her for the greater good. Tano, however, ensured her friend's survival by targeting the worm which then desperately protruded from Offee's mouth in a vain effort to weather the lethal conditions.
With the frigate safely docked, a quarantined expedition led by Kit Fisto boarded the vessel and discovered the severed halves of a brain worm at the feet of an unconscious Offee, cradled in the arms of a delirious Tano who was determined to complete her mission by loading the ship with medical supplies before losing consciousness herself.
When Tano awoke, she immediately found her master at her bedside, who was quick to reassure her that her efforts to stop the worms managed to save her friend Offee as well as most of the clones. Tano then presented to her master the moral dilemma she faced aboard the frigate: whether or not to eliminate her possessed friend for the greater good. Her master informs her that being a Jedi means ensuring the safety of every life in their care, and assured his Padawan of Barriss' inevitable gratitude once she awakens.
Appearances[]
Star Wars: The Clone Wars — "Legacy of Terror" (First appearance)
Star Wars: The Clone Wars — "Brain Invaders"