Head: Saw Viper
Torso: Downtown
Arms: Beach Head
Legs: Colonel Courage/ Bazooka

Willy Sullivan joined the G.I.Joe resistance after his father was Executed by Cobra Inc for the Unauthorized use of a medical Procedure, Specifically the ocular Implants he used to let Willy see again. Truly his fathers son, he is a Technological genius and shown this skill by augmenting weapons he found in the Pit beyond their original parameters.  He enhanced a Helmet with Zero sight Echo Location Targeting that links directly into his Ocular Implants, along with a brain-linked satellite communication array, and a small Micro-Disk player, and enhanced the scope on a machine gun with a link-up to his optic sensors, along with an enhanced ammunition capability.

Although calm and passive by nature, he is the first to take action on the Battlefield, often while he has 20th Century Classical music blaring over his headset.

"It's hard to make up your mind about this kid.  Here is a guy who will have second thoughts about stepping on an Roach, but the minuet it hits the fan he will be the first to charge into the thick of things with his gun blazing.  The only thing larger than that gun, is his collection of Classical Works of the late 20th century.  It seems he's always playing the works of Van Halen whether he's busy enhancing the outdated weapon systems left in the Pit or blowing away a battalion of B.A.T.s!  But youv'e gotta 
respect a kid who can Bench-Press 300 lbs, could shoot a fly out from between it's wings at 500 yards, see in complete darkness thanks to thoes implants, and fix a 200 year old toaster."

Additional "When we got the Computer back online, he discovered that helmet and gun where  used by a S.A.W viper who apparently Murdered several of the Original Joes.  Although he was at first shocked and Disgusted at the fact the weapons he holds where used in a war crime, this has just strengthened his resolve.  He finds it Ironic that the weapons once used by a Cobra operative be used against them."