Thaddeus quickly blew through money granted to him and forgot about it until Jonas called to remind him of it a few months before it was due. Thaddeus Venture panicked and scrambled to assemble a crew to create it. Billy Whalen and Pete White were brought into the project, but it quickly became apparent more help was needed.
To quickly assemble a cheap labor force, Thaddeus Venture called for a group of college interns from State University. He took in all who applied and divided the interns into three groups:
- Orange Cleansuits represented the Manufacture Class
- White Cleansuits represented the Development Class
- Green Cleansuits represented the Special Class, which were merely Dr. Venture's personal attendants and servants.
Showing typical Venture insight (or lack thereof), Thaddeus Venture provided little safety precautions to the interns in the face of a buildup of large amounts of radiation. The toxic environment of the manufacturing and research facilities radically warped the DNA of the interns, causing their bodies and minds to rapidly mutate.
The Manufacture class grew massive in size and strength, and their skin became covered in stony orange carapaces. (Billy Whalen compared them to Ben Grimm of the Fantastic Four comics.) Development Class grew extra sets of functional arms, and they gained the powers of telepathy and telekinesis. Only the Special Class, as Thaddeus Venture's personal flunkies and gophers, were spared the effects of the radiation. However, as they were the only interns permitted access to the Venture house, the Special Class were regarded with hostility and jealousy by the rest of the interns.
Although they completed the Ray Shield thanks to their mutation-enhanced brains, those same mutations caused the interns minds to become warped. The interns developed a pseudo-tribal society and even mythology as they began calling themselves the children of Palaemon. Furthermore, the mutant interns turned on their Special Class kindred and murdered them all.
The so-called children of Palaemon concealed the Ray Shield's completion and planned to use it to turn the rest of the world's population into mutants. However, a combination of narcotic gasses and gene-purifying monarch butterflies turned the interns back to normal and wiped their memory of the entire affair.
Surprisingly, the Ray Shield was delivered intact and on-time to Jonas Venture Jr. the morning after the interns' defeat. It even proved functional when later employed on Gargantua-2.
- The Palaemon Project is named after the Palaemon genus of shrimp, which has multiple limbs like the White Cleansuit workers and a protective carapace like the Orange Cleansuit workers. The shrimp is itself named after the ancient Greek mythological prince Melicertes, later known as Palaemon upon his deification.