ObfuscatedEmpire - Use an obfuscated, in-memory PowerShell C2 channel to evade AV signatures

ObfuscatedEmpire is an integration of two fantastic projects, Invoke-Obfuscation and Empire. If you aren’t already familiar with those projects, you really should go check them out first. But here’s a quick summary for those who are unfamiliar:

  • Empire is a PowerShell post-exploitation agent. It’s a powerful tool for attackers as it allows for a C2 channel to be run completely in-memory, without any malicious code touching disk, rendering traditional AV techniques ineffective.
  • Invoke-Obfuscation is a PowerShell script obfuscator. As the use of in-memory PowerShell malware has grown, implementation of in-memory AV scanning of PowerShell scripts has begun. Invoke-Obfuscation challenges all assumptions these in-memory PowerShell AV signatures have been making.


ObfuscatedEmpire is a fork of Empire, with Invoke-Obfuscation baked directly into it’s functionality. While nothing in ObfuscatedEmpire is “new”, it does allow for something new: executing an obfuscated PowerShell C2 channel totally in-memory.

While Empire is great for executing in-memory PowerShell, it does little in the way of obfuscation. As we will see in a moment, this can leave behind some incriminating evidence in Window’s EventLogs, and execution can even be blocked in-memory.

It seems Microsoft’s answer to the new rage of using in-memory PowerShell to evade AV, is AMSI (or Anti-Malware Scan Interface). AMSI is a simple API that allows applications to provide information to 3rd-party AV vendors. AV vendors develop signatures for these applications, and block execution of anything they deem to be malicious.

Ultimately, AMSI can only be as effective as the signatures developed by these 3rd-party AV vendors. In the past, AV vendors have struggled to do exactly that, so I don’t think it should surprise anyone that they haven’t yet mastered AMSI signatures. And no tool highlights that fact more than Invoke-Obfuscation. Invoke-Obfuscation performs various types of obfuscation on PowerShell scripts that fools these signatures. The exact obfuscation techniques used are outside the scope of this post, mainly because I don’t really understand most of them. But I highly recommend watching one of Daniel Bohannon’s presentations on the subject.

From an attacker’s perspective, Invoke-Obfuscation is great, but to properly use an obfuscated script you have to take a few steps:

  1. Create and obfuscate some form of PowerShell remote-download cradle.
  2. Create an obfuscated PowerShell one-liner that executes that remote download cradle.
  3. Prepare and host an obfuscated version of the PowerShell script you actually want to run. The remote download cradle will grab and execute this script.

This whole process has to be repeated for every script you want to run. This is where ObfuscatedEmpire comes in. By flipping a global ‘obfuscate’ switch on, ObfuscatedEmpire will perform server-side obfuscation of all stages of the C2 process. Let’s take a look at some of the functionality.

ObfuscatedEmpire - Usage

The first thing you’ll want to take a look at is ObfuscatedEmpire’s launcher menu. Launchers have added Obfuscate and ObfuscateCommand options. Simply set the Obfuscate flag to True, and you can optionally configure the Invoke-Obfuscation ObfuscateCommand to be used. If you have no idea what this should look like, go check out the documentation on the Invoke-Obfuscation github page.

Launcher obfuscation options

Generated obfuscated launcher

Now you have an obfuscated Empire launcher. Before you go running that, you will also want to set the global obfuscate flag to True. And optionally set the global obfuscate_command. These control obfuscation for basically everything that is not a launcher. It obfuscates the entire agent-negotiation process as well as Empire’s PowerShell modules. Now, when you run that launcher, establish an agent, and execute a module, a dynamically-generated, obfuscated version of the module will be created and executed by the agent. Obfuscation can be a time-consuming process for lengthy scripts, so a global preobfuscate command is supplied to generate pre-obfuscated versions of all Empire modules. This allows you to obfuscate all of your modules prior to an engagement, and not have to wait on the obfuscation process in the middle of a project. You can also preobfuscate a selected Empire module, though this isn’t demonstrated here.

Preobfuscate Example

ObfuscatedEmpire - A real-world example

Now that we know how it works, we are ready to see ObfuscatedEmpire used in a real-world scenario. Let’s assume breach here, Empire is a post-exploitation agent after all. We have found some mechanism to execute code on a target machine, be it through a phishing scheme or capturing a domain user’s credentials. For this example we will be using a fully updated Windows 10 machine with Windows Firewall and Windows Defender enabled. It’s worth noting that not all AV solutions actually implement AMSI protection yet, in fact most don’t. Some of the so-called “next-gen” endpoint protection solutions have implemented AMSI protection, along with Windows Defender. Without having access to a copy of any of those “next-gen” solutions for testing, I’ll be using Windows Defender throughout this demonstration.

First, let’s use no obfuscation options and see how our target system behaves. Generate your Empire launcher like normal and execute it using whatever code execution mechanism you have obtained.

Unobfuscated Launcher

Let’s check out what we can find on our target system. Here we see that the exact PowerShell script we ran in-memory was logged and can be seen in EventViewer!

Unobfuscated EventLog

We’ll have to take a quick detour into PowerShell logging to understand what is going on here.

PowerShell Logging - A Quick Detour

PowerShell provides powerful logging capabilities of scripts executed on a system. PowerShell has three different types of logging mechanisms: Module logging, Transcription, and ScriptBlock logging.

PowerShell Module logging logs an event for each command executed in a PowerShell script. This can create an enormous amount of logs. FireEye published a white paper that demonstrated that running Invoke-Mimikatz alone generates 1200+ PowerShell module logs. Module logging is not enabled by default on Windows 10.

Transcription logging is described by Lee Holmes as similar to what you would see if you were watching over someone’s shoulder as they were typing the script. You see the script being executed exactly as it would be typed and you see the script’s output. While at first this might seem to be exactly what a defender would need, all forms of obfuscation will persist to the transcription logs. A simple base64 encoding of a script makes the transcription logs a lot less useful. Transcription logging is also not enabled by default on Windows 10.

ScriptBlock logging is probably the most powerful form of logging available for PowerShell. It logs PowerShell scripts at the ScriptBlock level. A ScriptBlock is “a collection of statements or expressions that can be used as a single unit”. Where transcription logging logs scripts as they are typed, scriptblock logging logs the scriptblocks as they are executed, which makes a huge difference. This means that several layers of obfuscation are stripped off of the scriptblock prior to logging, such as the base64 encoding trick that hid us in transcription logging. Luckily, at least for us attackers, is that Invoke-Obfuscation provides token-level obfuscation which persists all the way to the ScriptBlock level. The code seen by AMSI is identical to what is available in the ScriptBlock logs. It is also important to note that ScriptBlock logging and AMSI are enabled by default on Windows 10.

Back to hacking

Now that we have a better understanding of the PowerShell logging capabilities, let’s again take a look at the event logs generated by running an un-obfuscated Empire launcher on our target system.

Unobfuscated EventLog

We can see that all of the Empire agent code can be found in the event logs. Also notice the WARNING level applied to these event logs. Interestingly, Windows Defender does not block execution of this unobfuscated code, but as an attacker we would still prefer to be stealthier and avoid those WARNING level event logs.

Now let’s try to run everybody’s favorite Empire module, Invoke-Mimikatz! Specifically, we will use the module credentials/mimikatz/lsadump, which will dump password hashes stored in lsass memory. While Mimikatz has the capability to dump plaintext passwords from lsass memory, since Windows 8.1 Microsoft has introduced the capability to disable the storing of plaintext credentials in memory by disabling the WDigest registry key. By default this registry is disabled, which means plaintext passwords will not be stored in memory. It is possible to re-enable this registry key, but let’s assume that we are trying to remain stealthy and avoid altering registry keys.

Without enabling any of the obfuscation options in ObfuscatedEmpire, let’s try it out.

Mimikatz Fail

Uh-oh, I’m not seeing any output! Let’s see what happened on our Windows 10 target machine. We have an alert from Windows Defender!

Windows Defender

At the bottom of that screenshot you can see that Windows Defender utilized AMSI to block execution of the Invoke-Mimikatz script. Apparently Microsoft did not get Benajmin Delpy’s memo that mimikatz is not a hacktool!

Is this game over? Have the defenders won? Of course not, we’ve just moved the cat-and-mouse game of malware vs. AV signatures from disk to memory. Now let’s use the obfuscation options in ObfuscatedEmpire to get some hashes.

First, let’s kill off the agent that we were using, though it is worth noting that Windows Defender still did not stop the agent responsible for spawning off the blocked Invoke-Mimikatz script. But this time we want to use an obfuscated launcher.

Obfuscated Launcher

Now set the global obfuscate switch to True, and execute the launcher.

Obfuscated Agent

Nothing else needs to be done, all modules will be obfuscated by default. Execute the credentials/mimikatz/lsadump module and grab your hashes.

Mimikatz lsadump (Feel free to crack this hash, it uses everyone’s favorite password-policy busting password scheme!)

This time we get no notifications from Windows Defender. We have bypassed the AV signatures through obfuscation! Let’s take a look at those ScriptBlock logs to see why this works.

Obfuscated Empire Eventlog

Obfuscated Mimikatz Eventlog

You can see the Invoke-Obfuscation token-level obfuscation persisted to the ScriptBlock logs. While I don’t have access to Windows Defender’s AV signatures, clearly they do not take the possibility of this token obfuscation into account. What’s interesting is that these eventlogs are still being categorized under the WARNING label. I’m not sure how common this is to see in eventlogs with normal administrative PowerShell functionality as added noise, but it’s certainly something to investigate as defenders.

I should also emphasize the fact that all of this cool ScriptBlock logging and AMSI stuff only works on PowerShell 5.0. So if you are anything like me, you are lazy and all of the above looks like an awful lot of work. In that case, just do powershell -version 2 and be done with it!


My intention in releasing this tool integration is to demonstrate to defenders the obfuscation tactics that are already being used in the wild. This will provide pentesters and red teamers the ability to provide more value to their clients by using already available obfuscation techniques when establishing their C2 channel. The end goal here is to improve security.

Mitigation of these obfuscation techniques can be tricky. As previously mentioned, using AV equipped with AMSI scanning is already a step in the right direction, as several layers of obfuscation are stripped off prior to scanning. However, there is still the token-level obfuscation to contend with, which is what makes Invoke-Obfuscation and ObfuscatedEmpire effective. A technique that has been suggested by Lee Holmes (of Microsoft) and others is to search for signs of obfuscation itself. For example, a token-level obfuscation trick utilized by Invoke-Obfuscation is to insert apostrophes into function names and other tokens. Invoke-Empire might become iN`v`OK`e-`eM`p`IR`e, these are functionally equivalent within PowerShell but will break AV signatures matching the string “Invoke-Empire”. But should we really expect that 50% of a script consist of apostrophe characters? This is an obvious sign of obfuscation, which AV vendors should begin to implement detection for. Holmes wrote about these types of detection methods as early as November 2015 here and here if you would like to read more.

It is unclear if there are any AV vendors that have already implemented these obfuscation detection methods (if you know of any, please let me know), and defenders should begin to apply pressure on their vendors to implement these techniques.

I plan to go into further depth of obfuscation detection methods and their effectiveness in another post, after further research.


The AV vs. malware cat-and-mouse game has officially moved from disk to memory. Obfuscation poses a major problem for AV vendors that needs to be addressed sooner rather than later. ObfuscatedEmpire makes it easy for attackers to automatically utilize obfuscation techniques without needing to think too hard about it.

Long term, I’m hoping this obfuscation could be merged into Empire itself, but there could be a few obstacles to that since it requires using server-side PowerShell on Linux, which is still in alpha state (and technically unsupported on Kali Linux), and makes substantial design changes to Empire module templates. I’ll try to maintain ObfuscatedEmpire with the latest Empire commits until/if a merge is possible.

I would love to hear what people think about all of the stuff mentioned in this post. Feel free to leave a comment on this post or message me on twitter @cobbr_io to communicate directly.

Grab the ObfuscatedEmpire code from the github page.


  • @danielhbohannon For the awesome Invoke-Obfuscation tool and for helping me understand how all of this PowerShell logging/AMSI stuff works.
  • Everyone who has worked on the Empire project.
  • The Microsoft PowerShell team for the awesome PowerShell logging capabilities, as well as making PowerShell cross-platform. ObfuscatedEmpire wouldn’t work without it.
  • Nick Britton (@nerbies) for inspiring the idea and suggestions for this article.

Additional Resources

More on PowerShell logging: