Following the Trade Federation's defeat on Naboo, it ordered many first-generation B1 Battle Droids retrofitted with cognitive modules that allowed independent thought. That prevented remote shutdowns and let the Separatists teach the droids new things by uploading new programming. With separatist warships light on organic crew members. B1's were programmed to serves a number of roles, from pilots and gunners to emergency responders.

But the B1's were being pushed to the limits of their programming. Retrofits allowed them to perform more specialized tasks, but they weren't very good at them-and the Separatists needed newer, more powerful cognitive modules for more capable war droids. Maintenance also became a problem; Diagnostics and memory de-fragmentation routines had a nasty habit of erasing the retrofitted B1's specialty programming and heuristics, and so were frequently skipped.

Without proper maintenance many early B1's cognitive models suffered data corruption and system errors, leading to shutdowns or behavior anomalies . To the annoyance of Separatist commanders, retrofitted B1's often became "chatty" offering running commentaries to their situations as their modules struggled to process data overflows.