Destiny: a Starfox story

By Adele Sessler

PROLOGUE

"Perfect, absolutely foolproof!" Firespur shouted triumphantly. "Andross will love it! I'll get what's due me now. I can almost feel the space credits between my fingers!"

Firespur was a lynx, tawny yellow in color with darker brown stripes and black tufts of hair on the ends of his ears. His eyes were a bright green, ringed with gold. He was a scientist, a brilliant one. Andross had hired him a year ago to devise and construct a device that would destroy the STARFOX team forever. But he had failed, and Andross had almost ordered him to be killed, but he bought his life back with the promise: "I will rid the galaxy of Fox McCloud and his silly team. I will! I swear it! I have a plan, a better one, and once I put it into action, you will have your revenge! I will deliver them into your hands. Right into your hands!"

And so here he was now, one year later, his plan perfected, ready and waiting to be put into action. It was time to let Andross know.

Andross was an ape, as evil as his name sounded. He had once been a topnotch scientist on Corneria, a peaceful planet in the Lylat system, but had gone insane and his dangerous experiments had begun to threaten the lives of the planet's inhabitants. He was exiled to a far away planet, but had found a way to return. He established a base on Venom and from there plotted revenge on those who had exiled him. He massed huge forces under him and called himself emperor. In his mad drive to take over Corneria, he destroyed whole other worlds, wiped out entire populations. He was a ruthless tyrant, with nothing standing in his way...... except a single band of rebels led by a fox.

That fox was Fox McCloud, the orphaned son of Vixy and James McCloud, both murdered by Andross---Vixy in a staged car accident, James betrayed to Andross on venom and never seen again. Ever since, Fox vowed to kill Andross. He teamed up with Falco Lombardi, a reckless young falcon with a fighting spirit, Peppy Hare, a wizened veteran who had flown under Cornerian's colors for many years, and Slippy Toad, a computer/mechanics whiz with a lot of spirit, but not much combat experience. Together they were unbeatable, foiling plan after plan and defeating everything Andross threw at them. Because of this, they were top of the list in Andross's book of hate. Matter of fact, they were THE list!

Firespur switched on the audio/visual screen and hailed Venom. Andross's face appeared on the screen. The lynx jumped slightly. The hideous ape always sent the little ants jogging up and down his spine. He quickly regained his composure as Andross addressed him. The ape's voice was as hideous as his face. It ground right through him.

"Ah, Firespur. I thought you fled Lylat long ago."

"No, Andross, your Highness. When I make a promise, I keep my word."

"You've got STARFOX?" Andross asked, genuinely surprised.

"Not yet. I wanted to show you my plan before I carry it out, so as to have your approval on it first." Firespur said.

"How kind of you." Andross muttered sarcastically.

Firespur cringed.

"Show it to me! I don't have all day." Andross demanded.

Firespur saluted, standing up straight. "Your Highness, I have thought long on how I was to accomplish the destruction of the STARFOX team, and have spent many hours perfecting every detail of my plan. Everything is perfect. It cannot fail."

Andross looked at him expectantly.

Firespur turned to his console and flipped a switch. A door to one side of the room slid open with a hiss.

"Behold, the demise of STARFOX." Firespur proclaimed proudly.

Four figures stepped through the door and into the light. Each was an exact duplicate of every member of the STARFOX team. They were physically perfect in every detail. Every feather was in place on the Falco imposter. Every whisker was the same on Fox.

Andross grunted in surprise.

"They are exact duplicates, clones, " Firespur explained. "They act like the real thing, they think like the real thing, they even bleed and die like the real thing, too. With them, I plan to kill STARFOX, but yet not really. I'll leave you to do that. Corneria and its inhabitants will think the team is dead, when they find their bodies, all except for the bird, who will be framed for their murder and sentenced to die anyway."

"But then how will I get to kill them?" Andross questioned. "I thought you said you will deliver them into my hands?"

"But, your Highness, you will get them. Alive and unhurt, thanks to my creations." Firespur said.

"But...." Andross protested.

"Everything will work out fine, my emperor. Just leave it to me." Firespur assured him. He turned to the imposters. "Go now. Do as you have been told."

Each nodded wordlessly.

It was midnight. The whole STARFOX team was asleep aboard Greatfox, completely unaware that their ship had just been boarded by four unwelcome visitors. The security system had identified the clones as the team and let them enter without any trouble.

The Falco look-alike smiled to himself. He was going to enjoy what he was about to do. Every short minute of it. Once the real team was captured and the places had been switched, he was going to have fun.

































Chapter 1

The hinges creaked. Fox's eyes flew open and darted to his bedroom door. He could see the black silhouette of someone standing in the doorway. A bird. Falco.

Fox sat up, looking at the intruder. What was Falco doing sneaking into his room? He reached for the light switch. Suddenly the figure in the doorway moved like lightning, hurtling into Fox and seizing his neck with both hands.

Fox kicked upward with all his might. His feet connected with the bird's underbelly and knocked the wind out of him. Falco's hold on Fox's neck was broken temporarily and Fox took advantage of it, grabbing Falco and tossing him to the floor.

It was then that Fox saw the knife in Falco's belt. He stared at his friend with incredulous eyes. "What....?"

Falco recovered and picked himself off of the floor. Seeing Fox's questioning look, he smiled wickedly and drew out the knife.

Fox jumped out of his bed and onto the floor, grabbing a chair to defend himself. He held it out in front of himself protectively, circling around Falco. Falco lunged and Fox smashed him with the chair. The falcon staggered, then regained his balance and lunged again. Fox sidestepped and swung the chair at him again. Falco ducked and grabbed a chair leg as it went over him, wrenching the chair from Fox's hands.

Fox backed away from the falcon, who was now wielding both the chair and the knife. He backed into the wall. There was no place to go. Panic hit him. Falco must be mad!

The bird grinned, swinging the chair. He advanced on the defenseless Fox until he was standing just a few paces away. Falco threw the chair to the floor and brandished his knife, waving it in Fox's face. Suddenly he attacked, slashing at Fox's throat.

Fox threw his arm up and tried to deflect the blow, but the knife sliced through his wrist. He yelped and grabbed his gushing arm. The blood squirted out through his fingers, no matter how hard he gripped his wrist. He sank to his knees, suddenly feeling weak.

Falco's shadow fell across him. Fox looked up. Their eyes met. Fox's fearful eyes pleaded with Falco, asking so much and understanding so little. "Why?" they asked. "I don't understand."

Falco's cold, hard eyes showed nothing. They were like the eyes of a dead thing. They were the last thing Fox ever saw.

That, and the glint of the knife.

























Chapter 2

"Star! Am I ever glad to see you. I have the most dreadful news." Bill Grey exclaimed, tears in his eyes.

Star, Fox's twin sister, who had stopped at the base for a visit, ran toward him and put her paw on his shoulder comfortingly.

"What's wrong?" she asked the husky. "What happened?"

"Your....your..." Bill's voice cracked.

"My What!?"

The dog swallowed and wiped at his eyes. He shook his head. "I only just learned of it myself, when I.....when I saw....saw..." Tears poured openly down his cheeks, despite his efforts to hide them.

Star angrily shoved a stray wisp of hair behind her ear. She hated to see Bill like this. They were old friends. She and Fox used to play with Bill when they were little. They had gone to the same academy together. He was like family. If only he would tell her what was wrong.

"Bill, what is it? Has something happened to Fox?" she asked.

The dog nodded, then broke down, weeping as if his great heart was broken. Which it was. "I came over from Katina as soon as I could." he sobbed.

Star gripped him roughly and shook him. "Bill, is he ok? Where is he? What happened?"

Bill made an effort to recover and blurted, "Fox is dead! The whole team is, 'cept for Falco. There's no trace of the falcon. They're all dead."

Star's hands grew weak, releasing Bill. "He couldn't be. Bill, I would know. Are you sure?" she asked. Since they were twins, Star and Fox could sometimes feel what each other were thinking or doing. They had an unbreakable bond. If one were hurt or dying, the other would know.

He nodded, then turned and ran down the hall, sobbing.

"Bill, wait!" Star cried. "Where are they?"

"Greatfox." Bill called back, then disappeared down the hall. Star heard a door slam. She turned and ran in the opposite direction, toward her ship, Midnight. She was headed for Greatfox.

She found her brother lying on his bedroom floor, covered in blood. Dead. Just as Bill had told her.

"No. No." Star murmured, sinking to her knees beside his body. Her heart pounded in her chest so hard she could hear it. She slowly reached out her hand and touched Fox's cheek, then ran her hand over his quiet face, stroking him. She swallowed and blinked back the tears, refusing to cry.

"Why did I not feel you die, Fox?" she asked aloud. "I should have known. Why didn't I?"

Only the silence answered her. She stared at her dead brother, tears blurring her eyes. He looked so helpless, so pitiful lying there on the floor. She wanted to just pick him up and hug him, but she knew it would do no good. Fox was dead. He was there in front of her. This couldn't be happening. First her Mother, then her Father, and now her brother. She was alone.

"No." She whispered, a tear squeezing out. It rolled slowly down her cheek and splashed onto her tunic.

Alone. The word scared her. She refused to believe it. Even though she accepted the fact--she had the evidence in front of her--she knew that if Fox had really died, she would have known. But she had felt nothing. It couldn't be.

She felt a paw on her shoulder, and looked up. It was Bill. He was dry-eyed and looked as if he'd regained control over himself. Star quickly wiped her eyes and sniffed. "Bill......what..."

"I-I followed you, Star." The husky replied. "I had to come again."

Star nodded and looked back at Fox. "How could this happen, Bill?" she asked. "Why?"

"I don't know, Star. I don't know." Bill answered almost in a whisper, as if afraid to speak louder.

"Who did this? Do you know?" Star asked.

"No. Nobody knows yet. General Pepper's sending an inspection crew in as soon as we leave. They'll search the entire ship for clues or evidence of the murderer, then inspect the........ bodies."

Star closed her eyes and let the tears fall. A body. That's all her brother was now. Just a body, with no life, no spirit.

"Oh Star, I'm so sorry." Bill told her, starting to choke up again.

She took in a shuddering breath to calm herself. "Where are Slippy and Peppy?" Star asked.

"They're in their rooms."

"They're both dead, too?"

"Yes, only they never left their beds. They were.....killed...in their sleep." Suddenly Bill's voice turned angry and he shouted, "I'll kill whoever did this, Star! I'll kill him with my bare paws! They never deserved to die! Fox was barely beginning to live. Slippy was just a....just a kid!"

Star stood up. "I know, Bill, I know. How did you find out all this had happened?"

"I called Greatfox this morning and got no answer. I knew Fox and his team were here, so I suspected something. But never.....never this!" Bill said.

"And Falco was not here when you arrived?" asked Star.

"No. There was no trace of him."

"You checked his room?"

"Yes, it's deserted." Bill answered, looking at Star strangely. "You're not really thinking---"

"No, Bill. Falco couldn't do this. He was too close to Fox. He was close to everybody else, too. He respected Peppy and even though Slippy was annoying to him at times, he couldn't kill him. No, I don't really think Falco did this. At least, the Falco I know."

"What do you mean?" Bill asked. "Just because he's missing doesn't mean he had anything to do with this! He could have been taken prisoner. Any number of things could have happened!"

"Bill, I'm not blaming him." Star assured him. "I don't believe Falco did it. I believe Andross did."

"But Star, there's no proof of that." Bill pointed out.

"I know, but who else hates Fox enough to kill him and everyone connected with him?" she asked, looking at Bill.

The dog had no answer.

"Are all the arwings still in the hangar?" she asked.

"No, Falco's is gone."

"A good indication that he's still alive, and also a good reason to consider him as a suspect." Star said, before walking out the door.



"What did they find?" Star asked him.

General Pepper swallowed. "Well, uh, both Fox's throat and wrist were slashed, and since only Slippy's and Peppy's throats were cut while they were in bed, that means Fox put up a fight. He never was one to go down easily." Pepper's voice died down.

"Pepper, that's not what I meant. I mean, what clues did they find as to who might have done it?" Star asked, biting her lip to keep from showing emotion.

"They found quite a lot, in fact." Pepper responded. "But it's hard to believe."

"Tell me."

"Well, Star, so far, the team I sent to investigate has discovered three broken, blue feathers in Fox's room, a bloody knife, which was confirmed to be the murder weapon, in Falco's drawer, along with a rather strange note in his handwriting. Also, the fact that his arwing is gone, the tracer device and communicator left on Greatfox so it could not be located, points to only one person." Pepper finished.

"Falco." Star agreed.

"Yes. Another fact that supports that claim is that Greatfox's security had not been breached, which makes the possibility of there being another suspect involved unsubstantial." Pepper said.

"Have the security camera tapes been examined?"

"Yes, but there is nothing on them. They had all been disabled prior to the incident, so they're of no help at all."

Star nodded. "But how could he do it, Pepper? How could he?"

"I do not know his motives, Star." Pepper answered gently. "All I know is that today, Corneria has lost the brightest star in her sky."

"Thank you, General." Star said with a forced smile. She turned to leave.

"Star, wait." Pepper called.

Star turned to face him expectantly, her paw on the door handle.

"This is the first time you've addressed me properly, without any insolent remarks." the dog smiled. "I'm really touched."

"Well, if it had been any other situation but this......" Star replied.

"Of course. Goodbye, Star McCloud."

















Chapter 3

The real Fox McCloud woke up slowly, fingering a growing lump on his head where something hard had collided with it. He shook his head, trying to clear it. What had happened? He blinked the world into focus and discovered he was--- in a prison cell!

"Ah, what's going on here?" he asked, dazed and confused. "Where am I?"

"Welcome to Venom hell." Falco told him with a slightly angry tone in his voice. Then it softened. "Glad you woke up, Fox. I was beginning to get worried."

"Venom? We're on Venom?!" Fox exclaimed, jumping to his feet. He immediately wished he hadn't. "Aaaaahhhhh, my head." he moaned, clutching it and sinking back to the floor.

"Lay still, Fox. It'll clear after awhile." Falco instructed him. "Besides, we've got all the time in the world. Feel free to go back to sleep, even."

"What happened?" Fox asked. "Why are we on Venom?"

Falco snorted. "We were snuck up on and captured during the night. Ha! Imagine that. The STARFOX team meeting it's demise while they snored in bed like a couple of bulldozers."

"Don't joke around, Falco." Fox told him. "How'd they get on board Greatfox without tripping the security system?"

"Don't know, Fox. I don't know everything that happened! I was clobbered just like you and woke up about an hour ago and realized where we were by the smell of this place." Falco explained. "It's my guess that we're on the prison ship above Venom."

"Where's Slippy and Peppy?" Fox asked suddenly.

"Right here, Fox." Peppy replied from a corner of the cell. "I've got a massive headache and am trying to keep quiet right now."

"And Slippy?"

"Hasn't woken up, yet." Falco said. "He's still off in la-la land."

"Wish I was still there." Peppy moaned.

"I can't see anything in here beyond my nose." Fox complained. "Is it really this dark in here, or is it just me?"

"Oh, it's dark in here, all right." Falco answered. "What did you expect? Your eyes should become accustomed to it sooner or later, then it won't be so bad."

"Yeah, sure." Fox mumbled, still stretched out on the floor. Suddenly he began to shiver. "Great, it's cold in here, too. I expect you'll say I'll get accustomed to that in awhile also."

"Shut up, Fox, or I'll send you back where you were before you woke up." Falco threatened.

"Yeah, ok." Fox gave in. "Andross didn't happen to leave us any extra jackets in here, did he?"

Falco sighed. "Are you sure you're alright, Fox?" he asked. "Or did you lose a few screws when you were cracked upside the head?"

"Ok, I'll shut up."

"That's better. I've got enough on my mind as it is."

"Including a huge bump." Fox threw in.

"You're pushing it, Fox."

"Ok, ok, sorry. I just couldn't resist."

Peppy broke in. "Knock it off, you two. You should be busy trying to figure out a way to get us out of here, not arguing with each other."

"Yeah," Fox agreed. "We just got here. We want to leave as soon as possible."

A loud, clanging noise resounded through the cell as a guard banged on the door with the butt of his laser pistol. "No talking in there, you hear me!" he yelled. "Save your breath for screaming once Andross gets here." Then he left.

They listened to his footsteps retreating

"Yep, we're definitely at Venom." Peppy agreed. "And all that clanging didn't do much for my head either. Now it's poundin' like I've got a whole army of blinkin' drummers in there!"

In another corner of the cell, Slippy began to stir. "Ooooooohhhhhhh, my head, what happened?" Slippy's weak voice asked. "Is that you talking, Peppy?"

"Yes. You ok, slip?"

"I think so. What's going on?"

"We're no longer on Greatfox." Falco answered. "I'll give you three guesses as to where we are."

"Oh, lighten up, Falco!" Fox reprimanded him sharply. "Stop acting like it's the end of the world."

"It is."

"Well, true," Fox agreed with a half-smile, "but you still don't have to talk so harshly to Slippy like that. He's hurt and confused too, you know."

Falco nodded, relenting. "We're on Venom's prison ship, kid." he told the frog. "We were knocked out like bowling pins and taken here last night by somebody or something working for Venom who boarded Greatfox without setting off the alarm."

"Oh." Slippy murmured. "That's not so bad.... it could be worse. We could be on Venom's prison ship or something......"

"Slip, we ARE!" Falco said loudly. But he got no response from the young frog.

"I think he's blacked out again, poor fella." Peppy said.

"Huh," Fox muttered, "wish I could do that, too. Anything would be better than trying to stay warm in this frigid vermin hole."

"I can arrange that, you know." Falco added maliciously.

"I said, knock it off, Falco!" Peppy reminded him. "Now start thinkin' of a way to get out before Andross gets here."



"Your majesty," Firespur began, standing at Andross's feet at the base of his throne. "Fox McCloud and his band of varmints are awaiting your pleasure, imprisoned in one of your cells on the prison ship."

"Excellent!" Andross cried happily. "It worked just like you said it would, Fireboot!"

"Firespur." The lynx corrected.

"Whatever." Andross shrugged. "What really matters is that your plan worked!"

The scientist bowed humbly, filled with pride. "As I said, your Highness, I always keep my word."

"Yes, and you have." The ape smiled sadistically. "You will now be payed your due."

"Thank you, Sire." Firespur said gratefully.

"Garth, come here!" Andross bellowed at a heavy-set lizard standing guard by the door to the throne room. The lizard obeyed immediately and came to him, bowing at his feet beside the lynx.

"Garth, I want you to take this fool and throw him into the cell prepared for him. Lock him up and throw away the key!" Andross commanded, sneering at the wide-eyed scientist.

The stunned Firespur stared back at him in shock. "But...but, your Majesty...... what have I done wrong?" he asked. "I got you your most hated enemy!"

Andross ignored him. "Take him away---NOW!"

The lizard grabbed Firespur by the arm and dragged him out the door, the lynx protesting and struggling. The door closed behind them, shutting out the scientist's pleading voice.

"I can't stand anyone smarter than me." Andross muttered to himself. Then his face broke into a huge grin. It was so evil it almost cracked the windows!

"Finally!" he shouted, his voice echoing around the empty room. McCloud was his!



"Hey guard!" Falco yelled out the door. "Guuaaarrrrrdddd!"

There was the sound of approaching footsteps. "Whaddya' want?" The voice of a wolf answered.

"My friend's bleedin' to death. We need a rag to staunch the blood before he dies." Falco said.

"Are you crazy?!" the wolf replied. "What do you think this is, a hospital?"

"No, but we're the STARFOX team, you know."

"So what? You're prisoners like all the rest. And you'll die in your cells like all the rest, too. Unless Andross has something else planned."

"But if he dies before Andross gets here, that'll be one less team member for him to torture." Falco added. "Andross wants us all alive. If one of us is dead, he'll not be pleased. And then guess who will get the blame for it?"

There was silence outside. "Ok, hold on. I'll be right back. Don't let him die."

A few minutes later, the guard came hurrying back. "Ok, I got a towel." he said. "I'm dropping it through the slot near the bottom of the door for you."

The slot opened and a paw slid a dirty washcloth through. Quicker than you could say, 'gotcha', Falco grabbed the paw and held onto it with an iron grip.

"Hey, leggo!" The wolf cried through the door, struggling fiercely to wrench his paw from the bird's grip.

"Not on your life, bucko." Falco replied through clenched teeth.

The wolf tugged and jerked, twisting and wriggling his arm in every possible direction, but he could not free it. He placed his hind feet against the door and leaned back, straining as hard as he could to free it. Falco's grip never weakened. Finally, panting from exertion, the wolf stopped struggling.

"What do you want?" he asked breathlessly.

"Open this door." Falco responded.

"Never! I should have known this was a trick! I'll never open it!"

"Then I'll never let go."

"I'll scream. I'll call other guards!" the wolf threatened.

"If you do, I'll tear your arm right off and hand it back to you through the slot." Falco growled. To emphasize his meaning, he twisted the wolf's arm.

"Owooooooooooooooh!" the wolf cried. "Okay, okay, I'll open it! Let me go and I'll open it."

Falco laughed. "That's the oldest trick in the book, sucker. You'll open this door with one arm or I'll make sure you always will."

Falco heard the jangling of keys and the heavy panting of the wolf as it grappled to fit the right key into the slot with it's one free arm. The key scraped sharply down the metal door as the wolf missed the lock.

"I can't get it open with one paw!" he said, panicking.

Falco calmly answered, "Well, you'd better soon, wolf, or you'll regret it for the rest of your maimed, handicapped life."

"I got it!" the wolf cried. Falco heard the satisfying click of the unlocking mechanism and smiled. "These Venomian guards are real wimps," he thought.

The door swung open, Falco moving with it. The wolf was released and he backed against the far wall, massaging his wrist, a sudden fear in his eyes. "Are ya' gonna' kill me?"

"No, I said I'd let you go." Falco said. "But as to what Andross'll do to you when he finds out...." Falco shuddered in mock horror.

The wolf whimpered, realizing the truth of what Falco had said.

"Fox!" Falco shouted to his teammates. "Slippy, Peppy, c'mon! Let's get out of here."

Fox and the others stepped from the dark cell into the lighted hallway, closing the metal door behind them. Fox pulled the keys from the lock and handed them to Falco. Falco looked at the keys for a moment. "Uh, here, you take 'em back." he said, shoving the keys into the bewildered wolf guard's paws.

"We gotta' blaze." Fox spoke up, turning to the guard. He bowed curtly. "Many thanks for the hospitality. Please excuse us."

And faster than a lightning strike, all four companions were gone, tearing off down the hall, headed for freedom. But they hadn't counted on Andross's state-of-the-art alarm system. Just before they reached the hangar doors to enter the ships' docking bay, having already broken into the weapons storage room and armed themselves with lasers, a shrill, earsplitting siren went off, screaming down the abandoned corridor.

Fox's toes curled and he clapped his paws over his ears. "Somebody shut that thing off!" he yelled.

Peppy's ears were folded flat against his head, but the piercing whistle penetrated through anyway. "I'll go deaf if this thing keeps shrieking!" the hare shouted, but his voice was lost in the blatant wail.

Slippy had his whole head grasped in his hands. He was dancing around, grimacing in pain. His ears were more sensitive than all the rest.

Falco searched the walls, trying to locate a switch or control box that would shut off the alarm, but there was none to be found. "Aaauugghhh." he yelled, falling to his knees, slapping his hands over his ringing ears.

Abruptly the siren ceased and the hall once again grew quiet. For a moment, the whole team thought they had gone deaf, then they heard clearly the voice of a raccoon behind them.

"Where do you think you are going, Fox McCloud?" it snarled.

The team recovered quickly and whirled around, weapons in hand. A whole squadron of assorted reptiles and ferrets now filled the hall, lasers trained on the four friends.

"Great." Peppy muttered. "A going-away party."

Falco growled and broke into a run from a complete standstill. He sprinted away from the hoard, toward the hangar door. He crashed against it, trying to break through. A searing blast of heat from a laser beam narrowly missed him. He threw his entire weight against the door, desperate to break through to the space vehicles behind it. Freedom awaited him and his team out there. If only he could break through!

A battle erupted behind him. Laser blasts screamed and tore through the silence, slicing the metal walls of the corridor and leaving smoking holes through whatever they hit. STARFOX lasers clashed against Venom disrupter beams, creating a cacophony of noise.

Lizards screamed as justice found it's mark. A terrific display of bright, colored lights cris-crossed in the corridor, etching their destruction upon the walls and floor and cutting down whatever unfortunate creature that happened to be in their path.

Falco continued to batter the door relentlessly, grunting with effort. Exhausted, he stepped back for a moment and aimed his laser sights on the hinges. He blasted them a couple of times, then gave a last, final lunge and crashed into the door with all his might. The red-hot hinges twisted and snapped, giving way to him. The door fell outward with a bang, opening a pathway to their freedom.

Falco turned and opened fire on the Venom squadron, shouting, "Fox, Peppy, Slippy, RUN! I'll cover you!"

Following Falco's command, the team ducked below the melee and make a sudden break for the open doorway.

"Leaving so soon?!" the squadron leader called after them and concentrated all his fire power on them. It was all the team could do to keep running, dodging zig-zagging lasers and backfiring whenever possible. Falco tried to draw the enemies' fire by killing a ferret and wounding a lizard, but except for the occasional pot-shot taken at him, they ignored him.

Suddenly Peppy cried out as a blast set on stun slammed him square in the back. He stumbled and fell to the floor, the shock numbing his senses. The world tilted crazily and whirled around him as if he were on a spinning top. He lost consciousness.

In a fierce anger, Falco cut down the raccoon leader in a single blast and fired continually into the enemy hoard.

Hearing Peppy cry out halted Fox and Slippy. It was the mistake that cost them their only chance for escape. The squadron set upon them like mad, not with their lasers, but with brute force. Soon Fox and Slippy were held securely between several of them. They fought and struggled, but it was hopeless.

"Falco, run for your life!" Fox shouted at the hesitant bird. "Go get help. Run, save yourself!"

Falco ducked a blast that would have taken off his head. He wasn't going to leave his companions behind to face certain death. He picked off a few more lizards with carefully aimed shots.

"Now, Falco!" Slippy shouted bravely. "Get out of here. You can't do anything for us! Go back to Corneria!"

Without a second thought, Falco turned and sprinted out the door. He headed for the nearest vehicle: a Venomian fighter. He leaped onto the wing and threw open the hatch, climbing inside and slamming the hatch down above him.

Several of the squadron pursued him, firing at the stolen fighter as it roared to life and began to rise off the ground, but all their fire power combined was no match for the ship's shields. They hummed to life, forming a protective barrier around the vessel.

"Close the bay doors!" A lizard shouted to the control tower. There was a lurch and a clicking and grating of gears as the doors leading to the outside began to close above them.

"No!" Falco shouted. He yanked back the flying stick all the way, slamming on the booster rockets at the same time. The small ship exploded out of the dock, streaking upward like an arrow shot from a bow.

"Yeeeeeeehhhhaaaaaaaaa!" Falco shouted as his ship cleared the doors and entered into space. "These babies can really fly!." he thought to himself. He continued to accelerate, never letting up on speed until he was well out of Venom firing range. The luminous, green planet began receding behind him as he tore away. He set a course for Corneria and concentrated only on reaching it.



































































Chapter 4

Falco landed the vehicle outside of the Cornerian base and hurried inside to find General Pepper. As soon as he passed through the front doors he heard a shout.

"Freeze!"

He did. A group of the Husky units stood in front of him, headed by Pepper himself, all arms trained on him. Bill Grey stood next to the general, staring at Falco with fierce, angry eyes, his gun aimed directly at him.

"Falco Lombardi, you are under arrest for the murder of Fox McCloud, Slippy Toad, and Peppy Hare." Bill informed him.

"What?! Fox is not dead!" Falco exclaimed in total shock. "Neither is Slippy or Peppy. Have you all gone crazy?!"

"It's a good thing you told us about your arrival or we might all have been murdered in our beds!" Bill shouted, ignoring the falcon.

Falco looked first from one dog to the other, ending with the general. He was met with an icy glare.

"You're not kidding, are you?" Falco asked him. "What is going on? I don't understand."

"What do you mean, you don't understand, you heartless murderer!" Bill shouted.

General Pepper silenced him. "Don't play games with us, Lombardi." he said to Falco. "All the evidence points to you. The fact that you showed up in a Venomian fighter is a direct give-away, you traitor. I'm surprised you had the nerve to show your face here again after what you did."

"What? You must be mad!" Falco shouted back. "I'm not a traitor and I didn't do anything! I escaped from Venom and came here to tell you that---"

"Likely story." Bill interrupted. "You always have been a good liar."

"Why, you mangy hound!" Falco yelled, launching himself at Bill, fists clenched. Four of the soldiers grabbed him and held him firmly by the arms.

"Come along, Falco." Pepper said. "We have a well protected, security guarded cell waiting for you. You will pay for what you have done."

"No! I didn't do anything!" Falco protested earnestly as they began to drag him down the corridor. "Listen to me, you pack of flea-ridden Chihuahuas! Listen to me! I didn't murder anybody! You have no proof!"

"Oh yeah?" Bill shouted back. "Bring him to the room, men." he commanded the unit.

"Bill, I give the orders around here." Pepper reprimanded the brash, young Husky.

"Sorry sir. I guess I just lost my head there for a moment." Bill apologized.

"Yeah!" Falco shouted. "Lost it for good!"

Pepper ignored him. He turned to the unit. "You heard him, men. Take the bird to the room."

"Thanks you, sir." Bill said.

"THAT'S FALCON, NOT BIRD!" Falco shouted indignantly. He was dragged farther down the hall and jerked to a stop, facing a twin set of doors.

"What's in there?" he asked suspiciously.

"Your victims." Bill replied. "What remains of the STARFOX team."

"What? I told you they aren't dead."

"Then look for yourself!"

Falco was dragged through the doors and shoved at a table upon which three forms lay, covered in a white sheet.

"Look under the sheet, Lombardi, and tell me what you see." Bill sneered.

Falco was released. He strode to the table and lifted up the sheet, as instructed. Immediately he dropped it again, his eyes wide with unbelief. Suddenly he became weak. The fight went out of him and he leaned against the edge of the table for support, overwhelmed by the impossibility of what he had just seen.

The unit seized him again and drug him from the room and toward the prison. He didn't even bother to resist.



"Bring me the little scientist!" Andross roared in Garth's face.

"But, your majesty," the lizard replied, "You ordered me to throw away the key to his cell."

Andross kicked Garth sharply in the shins. "Then dig it out of the trash, fool!"

"Yes, majesty!" Garth yelped, running to obey and escape his emperor's kicks. Ten minutes later, the lynx was dragged into the throne room and dumped unceremoniously at Andross's feet. Firespur slowly picked himself off the floor and looked up until his eyes met Andross's. He stood there defiantly, not even bothering to bow.

Andross smiled, reclining in his throne. When he spoke, his voice was casual, almost friendly. "Did you know," he said, "that Lombardi has escaped the prison ship and returned to Corneria with a stolen fighter of ours?"

"As planned." the lynx answered matter-of-factly.

"My sources tell me that he has been sentenced to death and is now residing in a Cornerian jail cell." Andross continued.

"As planned." Firespur repeated.

"So tell me one thing. So far, your plan has worked out fine. But what happens if they believe the falcon's story about what really happened?" Andross asked.

"They won't." Firespur answered. "He does not know about the clones, and even if he did, he has no proof. And there is overwhelming evidence that points to the opposite."

"Placed evidence, you mean." Andross smiled.

"Yes." Firespur answered blandly.

"Ok, now tell me where your bird is."

"The imposter?"

"Yes, you idiot!" Andross yelled

"He is awaiting further orders on my--your ship."

"What do you plan to do with it?"

"I would have already destroyed it and been gone from the Lylat system, had I not been thrown in prison......Highness." Firespur said sarcastically, spitting out the last word as if it tasted vile.

Andross frowned. "Do you mind if I keep him?" he asked. "I could use a personal slave. Also, because he's practically the same as Lombardi, it would serve as protection for me should....... anything go wrong. STARFOX would not attack one of their own 'men'."

Firespur heaved a sigh. "Sure, take him. Seeing as I couldn't stop you anyhow."

"Do you realize who you are speaking to, you insolent rat?" Andross asked, his voice starting to rise as he became angry at the lynx.

"It doesn't matter." Firespur answered. "I'm going to die no matter how I talk. And I'm through with respect for you! You're no emperor!"

Andross's face turned purple with rage. He slammed a fist down on the arm of his throne. "Garth, take this scum and toss him back in prison! This time, destroy the cursed key!"

Firespur continued shouting insults at Andross while he was being dragged away. "You mangy dirtbag!" he shouted. "Gaseous mass. Flea factory. I hope Fox kicks your flabby butt!"

Flabby butt indeed! Unable to stand it any longer, Andross jumped down from his throne and seized the lynx. Wrenching him from the guard's grasp, Andross threw him hard against the wall. Firespur slid to the ground. Grimacing in pain, he managed to lever himself back to his feet.

"Sand-farming, overweight bootlicker." he gasped.

Andross set upon him again, lifting him bodily off the ground with one arm and hitting him across the face with the other. The ape's massive hand smashed again and again into the lynx's face, breaking his nose and knocking him out cold.

Seeing the scientist go limp, Andross smiled and dropped the pitiful creature on the ground. He walked to one of the walls in his throne room and opened a panel concealed in it, drawing out a massive weapon. It was a hyper-laser. He aimed it at the unconscious lynx, and snarled, "Goodbye, Fireboot." Then he fired, killing the scientist with a single blast. He controlled his rage and stopped firing, much as he would have liked to continue. He put the gun away and picked up the dead lynx, tossing the creature back to Garth. "Get him out of my sight."

When the lizard left, Andross snarled angrily. The lynx had maddened him. He needed something (live) to vent his rage on. Switching on his a/v screen, he snarled at his command center personnel. "Prepare my royal cruiser. I'm going to the prison ship!"

It was time to pay the incarcerated team a royal visit.



All three of the STARFOX team members jumped up as the sound of their cell door opening grated through the room. They turned toward it expectantly, jumping into a fighting stance.

The door opened to reveal a one-eyed wolf, a lizard, a pig, and a young ape. STARWOLF!

"Expecting company?" Wolf O'DONNELL asked. His three comrades pulled out their lasers. Fox, Slippy and Peppy didn't even twitch. They stared angrily at the rival team. Both champion teams knew each other well. They had crossed paths many times before.

Wolf turned to Leon and Pigma. "Stun the others. Leave Fox to me." he commanded.

Two laser beams slashed simultaneously into the dark cell, dropping Peppy and Slippy to the ground instantly. Now only Fox stood facing them.

"Ok, Fox, let's see what you're made of." Wolf sneered.

"Yeah." added Leon, holstering his weapon.

"I'm looking forward to this!" Pigma growled, doing the same.

Andrew, Andross's nephew, stood outside the door, waiting confidently, as if he already knew the outcome. Which he did. Fox stood no chance alone against three of Andross's best fighters.

Wolf launched himself at Fox, tackling him. They rolled across the stone floor, scratching and biting like a pair of alley cats. Fox got his hind legs under him and kicked upwards at Wolf, knocking him off the top of him. Fox stood up and came at Wolf again, throwing a hard punch with his left that connected with Wolf's jaw, then finishing up with a right-cross that sent the wolf spinning against the wall.

Pigma and Leon jumped in about then, bringing the flustered Fox to the ground and pinning him there. Wolf pushed himself away from the wall, working his jaw from side to side to make sure it wasn't broken. He walked over and stood above Fox, sneering down at him. Fox glared back with hard eyes, hate burning deep inside them. Wolf laughed.

"Looks like we win today, Fox." Wolf said, repeating his infamous line.

Fox gritted his teeth. "On the contrary, Wolf. If you didn't have these ladies here to cover your butt every time I kicked it, you'd be on the ground right now, cowering at my feet."

Wolf's one eye narrowed and he snarled. Grabbing Fox by his jacket, he jerked him upright, scattering Leon and Pigma. He held him about a foot from his face and shouted, "If Andross hadn't ordered that I bring you alive to him, so help me Fox, I would kill you this instant! You don't know how much satisfaction that would give me!"

With that he shoved Fox into the waiting arms of Leon and Pigma.

"C'mon, we've got a job to do." Wolf snapped at them, walking out the door. They followed, having a difficult time holding on to the STARFOX leader, who struggled wildly.

"Lively, ain't he?" Andrew commented.

Wolf snorted. "Yeah, well, he won't be once Andross gets through with him."

"What about the others?" Andrew asked, indicating the prone figures of Slippy and Peppy on the cell floor.

"Their turn'll come soon." Wolf told him, shutting and locking the door tightly. Then he turned and led the way down the hall to the torture chamber where Andross was eagerly waiting. He shot one last savage look at Fox, who returned the look.

"You know, Fox." he said. "I'm really going to enjoy hearing you scream."























Chapter 5

"Where's Fox?" Slippy asked as soon as he'd shaken off the effects of the stun beam and come to his senses. Peppy, who'd recovered quicker, answered, "They must have taken him somewhere else."

"Well, th-that's obvious." Slippy pointed out. "But where would they t-take him? To a different cell, maybe?"

"Don't know. Maybe Wolf---"

Any further debate was cut short by an agonizing scream that reverberated through the whole sector. Peppy and Slippy stared at each other with wide, horrified eyes.

"That was Fox!" Slippy exclaimed.

"Oh no, they're torturing him!" Peppy said, rushing to the cell door. He banged his fists against it, yelling, "Let me out, you evil savages! Let me out!"

Another scream answered him.

He kicked the door savagely with his leg, rattling it and shouting, "Stop torturing him, you heartless freaks! If it's a fight you want, you got it! Let me OUT!"

Slippy pulled him away from the door. "It'll do no good, P-Peppy. They won't listen to you." He told the hare.

Peppy knew it was the truth. He sat down on the floor with his back against the wall, folding his long ears flat against his head to try to block out the awful sound of his friend's screaming. This was a nightmare! A nightmare that would never end.

The torturing continued, it seemed, forever, Fox's screams becoming fainter each time, but no less heart-rending to his friends. They suffered along with him, cringing at every tortured cry of pain that was forced from him. Everything seemed to move in slow motion, as the long seconds stretched on to minutes.

Then to hours.

Suddenly the screaming stopped. Everything was quiet. Peppy looked at Slippy, both thinking the same horrible thought. It was Slippy who finally voiced it.

"Did they kill him?"

"No!" Peppy declared. "Don't you ever think that. Fox is a fighter. He wouldn't give up that easily."

"Then why did they stop?" Slippy asked fearfully.

He was interrupted by the low hum of a fierce argument coming from farther down the hall. A voice all too familiar was doing most of the talking.

"Andross!" Peppy cried.

"Oh, no, Fox. Fox! We've got to help him somehow!" Slippy said, jumping to his feet.

"And what do you suggest we do?" Peppy asked, reprimanding the young frog with his tone.

Slippy stared at Peppy for a moment, then sank back down to the ground. "You're right. There's nothing we can do." he murmured dejectedly. "Nothing."

Suddenly they heard a lot of yelling and cursing erupt from the room, mostly from Fox. "I'll kill you, Andross!" he screamed. "I'll kill you, you no-good space garbage! Entrail-eatin' slopswiller! I'll spit you and roast you in your own fireplace!"

There was a loud slap, followed by a weak cry from Fox, then more talking from Andross.

"No!" Fox started up again. "No, you can't. No! I swear, I'll kill you, Andross! You'll die, you son of a helium-sucking space pig!"

Peppy smiled slightly. "Listen to him dish it out! Listen to him go!" he cheered loudly.

After that there followed sounds of a scuffle. It must have been a really nasty brawl, because Peppy and Slippy could hear the thuds of bodies hitting the wall and an occasional cry from some unfortunate beast. Once they thought they heard Wolf yelp.

"I sure hope Fox's doin' most of the beating." Slippy lent.

"They got him mad. You know how it is when he gets mad." Peppy said. "But I really doubt that he's kicking much Andross butt right now. He wouldn't have the strength. They've been torturing him something awful. You heard him scream."

Slippy nodded, his eyes starting to mist. "Fox never screams."

"Right. That's what I mean." Peppy told him gently. His own eyes were glistening with unshed tears. It tore him apart to think of what was happening to his friend. They both grew silent, listening to the fight echoing down the hall. Peppy put his arm around Slippy comfortingly.

After what seemed like an eternity, the fighting stopped. A door was heard opening, then closing, and footsteps approached their cell door. Peppy and Slippy stood up, watching the door anxiously. It opened to reveal two hefty-built dogs, with a limp fox draped between them. They tossed the unresisting Fox into the cell and shut the door, locking it securely.

The teammates rushed to their comrade. Fox was unconscious, lying where he'd been thrown, severely battered and roughed-up. Peppy knelt beside him and picked up his paw, feeling his wrist for a pulse.

"He's alive, Slippy." Peppy announced with a sigh of relief. He gently scooped Fox up in his arms and carried him to the corner of the cell, where they had all been huddling. He carefully laid him down on the stone floor, wishing that there were someplace softer to put him, like a hospital bed. But on Venom, you wouldn't even hope for a wisp of moldy straw.

Slippy patted Fox's cheek, trying to wake him. "C'mon Fox, wake up." he pleaded.

"No!" Peppy pulled Slippy away. "It's better that you don't wake him just now. He'll be in too much pain. You don't know how cruel you would be to do that. Let him stay like he is and he'll come around of his own accord."



Star woke up screaming. She couldn't get the horrible scene of Fox being tortured out of her mind. She had seen it clearly. His screams had become hers. She wiped the sweat from her forehead, where her fur had become matted. Fox had to be alive! Those scenes had come from nothing in the past. She was not reliving a memory. Fox was being hurt somewhere.

On the prison ship surrounding Venom! It had to be!

Star climbed out of bed, still shaking. She quickly dressed and headed out to her jet. She had to talk to Falco.



Falco stood and leaned against the wall in the well-lighted, bare-walled, steel inclosure of Corneria's prison house. At least it was way better than what Venom had to offer.

"I just got out of Andross's prison. Now I'm in my own. How ironic." he muttered to himself humorlessly. He thought of his friends who were still imprisoned back there. He remembered Peppy going down under the laser fire and wondered if the old hare was still alive or not.

He spun around and slammed his fist against the wall angrily. Andross would pay if they'd killed Peppy. He'd personally strangle the insane ape with his bare hands. And if he touched either Fox or Slippy, he'd find his brains splattered against the nearest solid object.

Falco sighed and slid slowly to the floor. He sat there for awhile, thinking about everything that had happened since he'd escaped Venom. First, he'd been wrongfully blamed for the murder of his comrades, then he'd been shown their bodies, then he'd been thrown into prison (again), then brutally questioned by Star, Bill, and Pepper, and now he was facing trial under sentence of death. What was going on?

First of all, he knew Fox and the others couldn't be dead, well, Fox and Slippy for sure, he didn't know about Peppy. He'd just left them a few hours before he'd landed on Corneria, which was about half a day ago.

But yet he had actually seen their bodies with his own eyes, lying under the sheets on the examining table. The bodies were real, there was no mistaking that.

But it couldn't be!

"Andross must be behind all this." he thought to himself. "It's some sort of cruel trick."

Then it all hit him. Of course! What an idiot he'd been not to have seen it before. His escape from Venom had been foreseen and planned. That's why he was hardly shot at when he was trying to get into the hangar. Andross had ordered his men to let him get away. That's why he was not followed or tracked. The ape must have known somehow that Falco would be framed for all this.

Which meant that Andross knew what had happened here, or that he was the cause of it all. There had to be a simple solution somewhere, Falco knew, but where? What was the connecting link?

There were two Fox's, two Slippy's, and two Peppy's. DUH! One set had to be imposters. Clones of some sort. A horrible thought hit him. What if the real team were the ones under the sheet and it had been the fake ones with him in the Venomian prison?

No. He refused to believe it. The ones in the cell with him had been the real ones, he was sure of it. No imposters could have fooled him for that long.

Now, if only he could get General Pepper and Bill to believe him. It was such a wild story, and he had no proof, but it was the only explanation that fit all this perfectly. They had to believe him. He hadn't escaped Venom to fail now, when he was so close. His friends were counting on him. He had to go back with help and free them.

It would have to wait until tomorrow, though, as it was well into the night and everyone was asleep.

"Pssssssssssssst. Falco." Someone hissed through the door.

He jumped, startled. Getting to his feet, he walked quickly over to the door.

"Who is it?" he asked.

"Star. Fox's sister." came the reply.

"Star!" Falco exclaimed. "I didn't do it! You gotta' believe me this time. Fox isn't dead! Those are just Andross's clones under the sheet. He's trapped back on Venom. We've got to go help him before Andross has his way with him. You've gotta' believe me, Star. I wouldn't lie to you."

"I know, Falco." So that's what happened, she thought to herself. That's why I didn't feel Fox die. It was just a clone.

"Then get me out of here! Take me to Pepper. I'll talk to him again." Falco said.

"It'd be no good, Falco. He wouldn't believe you now anymore than he did earlier."

"But you believe me, right?" Falco asked hopefully.

"Yes. I know Fox isn't dead." Star answered quietly. "I heard him scream. They're torturing him, Falco. I saw it."

Falco swore.

"I should never have left!" he said angrily. "Curse Andross! Get me outta' here! I've got to go back!"

"I've got my jet and the Venomian fighter you flew in on waiting outside." Star informed him casually. "Just thought I'd let you know." Then she entered the code and broke the seal on the door. It swung open to reveal a grinning Falco.

"I never doubted you for a moment, Star." he said.

"Yeah, sure, whatever." she replied. "C'mon, it's time for a double-prison breakout!"

"Double?"

"Yeah. Corneria first, then Venom."

"Ah......"





















































Chapter 6

He was dreaming of home. Only it wasn't the home he remembered. Everything was in ruins, smoking rubble laying about in all directions. He saw his mother and father, standing apart from the wreckage. He ran to them, calling their names. They looked up at him, smiling and opening their arms wide to embrace him. Suddenly their image shuddered and dissolved into thin air. Standing in their place was Wolf and Andross. Instead of greeting him with open arms, they greeted him with fully-charged disrupter beams. They fired, hitting him again and again. Pain lanced through his entire body. He was on fire! The flames seared him, burning him alive!

Fox crashed into reality, eyes wide. Fiery pain shot through him again. He gasped and choked down a scream. This was no dream. Every part of his body was rent with sheer agony. It was almost more than he could stand.

"Fox, is that you?" Slippy cried, jumping up from where he was sitting and rushing to Fox's side. "Are you ok?"

Fox moaned and tried to keep from sobbing out loud. He managed to croak, "No, Slip. I feel awful. How's your day been?"

"Fox, don't joke around." Peppy said quickly, joining Slippy at Fox's side. "Is anything broken, do you think?"

"No, I don't think so." he answered weakly. A wave of nausea swept over him. He almost threw up. "I wish I were dead."

"No, you don't, Fox!" Slippy told him, trying to comfort him. "Just rest. You'll be okay in a little while. Don't try to move."

"I don't plan on it." Fox answered.

"Falco will be back soon with help." Peppy assured him.

At this, Fox broke into a cold fury. "No, he won't!" he snapped angrily.

"What do you mean? How do you know?" Peppy asked worriedly, surprised by Fox's answer. He hadn't been expecting that.

"Andross told me." Fox said, then related the whole story. Andross had told him everything, knowing that there was nothing Fox could do to stop it.

Slippy looked stricken. Peppy hung his head. "That was what you were cursing about in there." he said simply. "Will this hell never end?"

Fox braced himself against the pain and sat up. "We've got to stop them!" he declared with a new determination in his voice. "We've got to contact Pepper and tell him the truth before.....before....awwww, why did I sit up?"

"I was wondering the same thing myself." Peppy said, and gently but firmly pushed him back down. "You rest. We'll think of something later."



As dawn broke over Venom, Star and Falco's ships appeared as tiny red blips on their sensors. For tiny red blips, they received quite a lot of attention.

"Hail Andross!" a leopard shouted. "Two ships have entered Venomian airspace. One is Cornerian, the other Venomian. Alert the squadrons!"

A gecko skittered to obey, punching buttons on a switch board and clicking away at a computer. He grabbed a microphone and spoke loudly into it, "ALL PILOTS REPORT TO THE BASE. REPEAT, ALL PILOTS REPORT TO THE BASE, NOW. WE ARE UNDER ATTACK FROM CORNERIAN FORCES."

A bewildered rabbit turned to the leopard who was monitoring the ships' progress across the radar.

"Why such a fuss about two ships?" he asked. "One's Venomian anyway."

The leopard shot him a scathing look. "Yes, but the pilot isn't. It's the fighter that was stolen from the prison ship's docking bay. They're both Cornerians. Cornerians fight like demons when they have a reason to. Never underestimate the courage of a Cornerian fighter pilot. It'll be your undoing." he told him.

The rabbit shrugged, turning back to his post. But just two ships? Really now. What threat did they pose to venom, even if their pilots were extraordinarily courageous. They were still just TWO ships! He smiled to himself. The leopard couldn't be serious. Anyhow, it would be an interesting fight to watch.

"Andross on screen!" the gecko declared loudly. The leopard spun around, facing the screen. The face of their emperor appeared on the a/v screen in front of him.

"What is all this racket about?" Andross demanded.

"Highness," the leopard announced nervously. "Two Cornerians have crossed into our territory. One is Star McCloud with her black jet, the other ship is the stolen Venomian fighter. The pilot could be Lombardi."

"Just two?" Andross exclaimed. "Send out STARWOLF to take care of them." And with that, Andross broke the connection and the screen went blank.

"I KNEW it!" he muttered angrily, once the leopard's face had disappeared from the screen. "Too bad the little scientist isn't here to see his plan fail. No matter, I'll just go and make sure that if those two get through to Venom, there won't be anything alive to rescue. At least the little twit gave me that before he died!"



"Oh-oh. Here comes the welcoming committee." Star said to Falco over the com-link, warning him.

"I see 'em." Falco answered. "It's Wolf! What luck! I'm ready for some fun!"

"Payback time." Star said with a grin.

"Let's smoke 'em." Falco followed.

Star's jet and Falco's Venomian fighter streaked side-by-side toward the four approaching Wolfen fighters, lasers leaping the ever-decreasing gap between them. They lanced harmlessly off the lead Wolfen shields, deflecting back out into space.

Wolf fired at the two ships knifing toward him, but missed. Leon, Pigma, and Andrew opened fire soon after. They were met with answering fire as the two forces engaged each other.

"Watch out Wolf!" Star snarled over the com-link. Her voice was heard in every ship, including those on the base on Venom. "The pushers have come to shove!"

She fired a laser blast directly into the gun port on Wolf's fighter. The blast was deflected harmlessly. Wolf's fighter had triple shields. Wolf cut to the side and did a flip, flying overhead and straightening out level behind Star's Midnight. He opened fire.

Falco came up behind Pigma and blasted him with the Venomian lasers from his stolen ship. Pigma's shields dropped instantly.

"What?" Falco exclaimed, seeing the energy flux surrounding the Wolfen fighter disintegrate.

"Huh?" Pigma squealed, "What on Venom?!" Not being made to withstand anything but foreign lasers and torpedoes, his shields went down under the barrage from his own force's lasers. He was left open for attack.

Leon came to his defense, slamming a torpedo broadside against Falco's ship. Having a Venomian fighter as well, Falco's shields went down. Realizing this, he pulled up quickly to avoid any more fire from Leon. Andrew came up directly in front of him, laser ports glowing. Falco cut to the side, releasing a bomb at the same time. Like all the others, Andrew's shields went down when the bomb detonated against them.

Wolf's twin lasers danced across the Midnight, but other than weakening the shields slightly, they did no damage. Star did a nose dive, leading Wolf after her. She straightened out and Wolf did the same. He continued to blast her. They flew straight into the center of the rest of the fight. Star twisted to the side and weaved, trying to lose herself among the other fighters, but Wolf would not be shaken.

"You're going down, Star." Wolf threatened.

"Falco, get this creep off my tail for a sec, would ya?" Star called through the com-link.

"Sure, Falco replied, leaving Andrew reeling from the bomb and taking up Wolf's trail. He fired on the Wolfen's shields as soon as he caught up to it, but being stronger and triple-fortified, they didn't go down instantly. Falco kept on firing.

"What the....." Wolf exclaimed, seeing his triple shields decreasing rapidly. In almost no time, he was down to one. Having no other choice, he pulled off of Star's tail.

Knowing good and well it would be him Wolf came after next, and being defenseless, Falco slammed down the accelerator and tore after Star. He swung around behind her as she turned, using the Midnight's shields as protection.

Wolf's team came up alongside him.

"What do you mean, you don't have any shields?!" Wolf shouted in response to Pigma's and Andrew's statement.

"That's just it, Wolf." Pigma oinked. "Our shields weren't made to block our own fire! They go down after one or two good hits!"

'So that explains it.' Wolf thought. This was getting worse every minute. His own shields could not protect him from anything stronger than lasers anymore, Venomian or not. Then a thought struck him.

"Has Falco been hit?" he asked.

"Yeah, I torpedoed him." Leon answered.

"Then that means he doesn't have any shields either. He's flying one of ours!" Wolf declared triumphantly. "We can still win this! Everyone, concentrate all fire on Falco's ship. And PLEASE try not to get hit by either of them."

"You mean, you have ZERO shields, Falco?" Star asked, stunned.

"Yeppo. None at all." Falco replied. "That means, if I get separated from you, I'm toast."

"Alright then, stay behind me. Let me do the fighting." Star said, arming her nova bombs. "If you took out Pigma and Andrew's shields and weakened Wolf's, one of these babies should send them squealing."

"Star, those aren't for close combat!" Falco protested, his sensors alerting him to what she had just done. "I don't have shields either you know! You could kill us all!"

"What else do you suggest?"

Falco didn't answer. He just braced himself for the shock wave.

The Wolfen fighters bore down on them. Star aimed the nova bomb directly at Wolf and released it.

Wolf's eyes grew wide. "Back off!" he screamed, jerking his ship to the side in a quick evasive maneuver. "Guys, get out of here now!"

Star detonated the bomb. It exploded in a brilliant burst of power, ripping through space. Star's jet was slammed upward, Falco's with it.

Wolf's shields quit real fast, along with every other power supply running his ship. It began to fail. The force of the explosion hurled him downward toward Venom.

Unprotected, Pigma and Andrew's ships got the worst of it. Andrew's left wing was sheared off and his laser ports melted, fusing to his ship. If he tried to fire he'd blow himself up. "Uncle Andross!" he whimpered as his crippled fighter went spinning out of control toward Venom.

"Squeeeee!" Pigma screamed as the force of the bomb smacked his defenseless ship like a disobedient child. He lost power and plummeted downwards, his tail on fire.

Leon's shields were wiped out like snot on a Kleenex. Seeing his three comrades on a crash-course for venom, he turned tail and followed them , ending the fight.

Alarms were whooping like crazy in Falco's ship. His lasers were gone, the hull of his ship was badly damaged, and he was losing power. He was also hurting. A shard of metal from the side of his cockpit had been shoved in when his ship had been broadsided by the explosion. It had sliced his shoulder.

"Aaughhh. Shoot!" Falco exclaimed.

"Are you ok, Falco?" Star asked. Her jet had come through with no damage.

"Yeah, nothing to worry about. But if I don't land this thing somewhere soon, I'm a goner!"

"Don't worry." Star answered, double-checking to make sure her jet was ok. "We have someplace to land. The prison ship. Can you hold out that long?" she asked, already starting toward it.

"I think so." Falco answered, grimacing with the pain. He followed Star, having to toggle the flying stick to get it to respond. "We'd better hurry."

























Chapter 7

"You may destroy us, Andross, but you'll never destroy Corneria." Fox's defiant voice met Andross's as the ape entered the team's cell.

"Shut up, idiot." Andross told him. "I didn't come here to listen to you run your filthy mouth. I'm surprised that you even can, after last night."

Peppy and Slippy stood up beside Fox, who had recovered some of his strength and was standing, somewhat shakily, facing Andross.

"Then what did you come here for, sack of swine slop?" Peppy asked.

"To take you all away from here." Andross answered.

"Where will you take us?" Fox asked.

"Down to my palace, insolent side-show freaks, where I have a more...shall we say, 'sophisticated torture machine' awaiting you." he answered. "And YOU," Andross pointed to Peppy, "Will be the first to try it out."

"Oh boy, I can't wait!" Peppy said sarcastically, annoying Andross. "My first time on a sophisticated torture machine!"

"Yes." Andross opted. "And it will be an unforgettable experience. Oh, I forgot, you won't be alive to remember it!"

Fox snarled, "Huh, threats now is it? Intestinal worm. A gangrene munching parasite is all you are."

Andross turned on him. "Just for that, muckball, you'll go first! I was planning to save you for last, since you would be the most fun, having already been tortured once before, which would make the second time all the more painful. Plus, I wanted you to hear your friends scream, knowing that it would be the last thing you ever hear from them. BUT...now I've changed my mind. Give my regards to your Dad, you'll be meeting him soon."



Abruptly, several dozen more red blips appeared on Venom's radar, following the first two.

"Ack!" the leopard cried. "We're under full attack! Get every fighting squadron out there immediately!"



"Huh?" Star exclaimed, staring at her beeping radar with surprise. "What in the world?"

"HELLO STAR AND FALCO. Are we late for the party?" A familiar voice boomed over the com-link.

"Bill!" Star yelled. "What? How...but.."

"When I heard that both you and Falco were missing, I decided to believe his story." the smiling husky answered. "I knew if you believed it, it had to be true. You of all people should know."

Falco laughed at that. "It's about time, Bill Grey! Did you really think I could've done something like that? Those bodies of yours are just Andross's clones!"

"Forget that for now, Falco." Bill answered. "We have a bigger score to settle with Andross. It's about time we faced that Bogey again, anyway. I've brought my entire Katinan Husky and Bulldog squadrons to help."

"Alright!" Star said. "Let's get on with the show! We'll take the prison ship, you attack the base."

"Aye, aye, Ma'am. Consider it done." Bill replied. "Ok, men," he said to the arwings under his command, "you heard the lady. Let's show Venom's forces that we're not as foolish as we look..............wait, that came out wrong......"



Star and Falco landed on the prison ship without any difficulty. They met no resistance at all. The bay doors stood open and inviting, and stayed open while the two invaders descended through them and landed.

"Strange." Star muttered to herself.

"I don't like the look of this, Star." Falco voiced as he climbed out of the charred, crippled ship that once used to be a Venomian fighter. He pulled out the medical kit and treated his cut shoulder, noticing with relief that it wasn't as bad as it felt. "Something's not right here."

"I know," she replied, getting out of her jet as well. "It's too quiet."

Falco pulled out his laser (an extra of Star's, given him to use). "I'll check down the main corridor. You see to the control rooms. Holler if you need help."

Falco walked over to the hall from which he had broken out. The door was still lying inward where it had fallen, a few dents in it, souvenirs from the beating he had given it. He stepped over it disdainfully, entering through the doorway. He looked up and down the corridor, alert for any sign of movement. There was none. The hall was empty and deathly silent. Frowning, Falco ventured down it, stopping where it turned around a blind curve. Cautiously, he peered around it, eyes wide.

Nothing.

Relieved, but frowning even more, he walked down the rest of the deserted hall. It ended at a closed metal door. Falco readied himself and drew a deep breath. Then he burst through the door like a cowboy entering a saloon, gun raised in front of him.

Nothing.

"This isn't cool." Falco muttered. He crossed the room and entered through another doorway, not even bothering to raise his gun. He knew it would be empty. It was. From there he began hurrying. Rounding another curve, he found himself in the very heart of the prison, facing down a long hallway of rows and rows of cells.

"Fox!" he yelled. His voice echoed through the hallway and came back to him, unanswered. He waited.

Nothing.

"Peppy, Slippy?" he shouted again. "Anybody!? Somebody answer me!"

Still nothing. Everything was deserted. Just to be sure, he jogged down the rows of cells until he came to one he remembered being imprisoned in. The heavy metal door stood open on its hinges. The cell was empty.

Frustrated and bewildered, he turned and retraced his steps, finding Star waiting for him by her jet in the bay.

"Find anything?" she asked.

"No." he answered. "Everything's quiet. It's like a ghost ship."

"Don't say that!" Star reprimanded him.

"Sorry, I didn't mean it that way."

"Did you find any prisoners?"

"Nope. Fox ain't here no more. Nobody is."

"Where do you think they took them?"

"Puh-lease Star! Do you think I would know the answer to that?!" Falco shouted at her.

Star was taken aback by Falco's unexpected outburst. "I'm sorry, Falco. I know you're worried about Fox and the others. I didn't mean to upset you." she said quietly.

Falco nodded. "I know, and I'm sorry for shouting at you. It's my guess Andross took them down to Venom when he learned of our approach. On Venom, he could 'protect' them from us more easily than up here."

"I was thinking the same thing." Star admitted. "By the way, all the control rooms are deserted and, except for the lights, all power is shut down."

"Then what are we waiting for!" Falco exclaimed. "Let's go to Venom."

"What'll you fly?" Star asked.

Falco halted. "Ummmmmm........good question." He surveyed the empty bay. Not another ship in sight for him to steal.

Star smiled. "My Midnight can hold two. Get in." she told him. "But I'll have you know, once we reach venom, you're finding another ship to fly home in."

"Agreed." Falco laughed, accepting her offer.



Wolf ejected from his plummeting ship just before it crashed into Venom's hard surface. He floated gently to the ground, then angrily tore the parachute harness from him, tossing it away as if was a rotten fruit.

"I can't believe I lost to a vixen!" he screamed in fury. "I can't believe it! There were just two of THEM, and four of US!"

Andrew and Pigma's ships rammed into Venom, as if on cue. They lay there, smoking and useless, their pilots having ejected before impact. Leon's ship cruised down out of the atmosphere and landed neatly beside the wreckage of his teammates' vehicles. He climbed out just as Andrew and Pigma glided down from the sky. Pigma landed gracefully. Andrew crashed headfirst, gouging out a nice dent in the desert sand.

Catching sight of their furious leader, they gathered around him, trying to calm him down, but Wolf was out of control.

"No!" he yelled. "Get away from me, you whiney, spineless, pea-brained excuses for fighter pilots!" He stomped his foot, kicking up a poof of dust. Andrew coughed. Immediately Wolf turned on him, snarling.

"And you, Monkey-butt. What were you doing while I was busy trying to save the universe? Polishing your toenails?"

"N-no!" Andrew stammered, cringing under his leader's attack.

"You made us LOSE!" Wolf shouted, grabbing Andrew by the collar of his tunic. He punched him in the face with his fist, sending the young ape reeling back with a cry of shock, holding his jaw. Blood trickled down his chin from a cut lip.

"I'll tell my Uncle!" he shrieked.

"Fine, go ahead, Baby!" Wolf replied. "I'll bet Andross will be really pleased to know that YOU lost the fight and let Cornerians enter Venom airspace."

Andrew didn't reply. He stared at Wolf angrily, wiping the blood from his chin with the back of his hand. Leon and Pigma just stood there and waited for Wolf's tantrum to blow over. It took several minutes, and a few pounds of sand and torn plants before it finally subsided.

Wolf stopped, panting. He looked accusingly at his spectators. "Well, don't just stand there, you dweebs!" he shouted at them. "Let's head back to the base and get ready to meet the vixen and the bird when they arrive. Those two will never be able to defeat us on the ground. They're outnumbered by two of us, and this time, they won't have any shields to fall back on!" he said with a determined grin.



"Woah! Talk about a high-tech killing machine!" Slippy exclaimed as they were dragged into a large, thick-walled room, in the center of which stood a huge, bulky hunk of metal gears and strange-looking mechanisms. It looked like something out of a worst nightmare.

"Definitely looks painful." Peppy agreed, swallowing nervously.

Fox groaned.

Andross laughed. "Yes! A beauty, isn't she? I call it the Death Machine. Took me a whole year to put this baby together. Want to know how it works?"

"No." Fox said.

"Ok, I'll tell you." Andross grinned evilly. "First, your hands and feet are chained to these poles sticking out of the machine, see. Then I turn it on, and set the time when I want you to die, on this little clock. I can make it hours from now, or just minutes. Once the time is set, you see these little pointy objects?" he said, indicating a mass of knives and cruel-looking spears attached to a huge gear in the center of the machine. "They start to inch out toward you. Once the set time is reached, well, I'll leave the rest up to your imaginations."

All three gulped.

Andross snickered. "Oh, and in case you don't know, this machine can hold up to five people at once, so you all don't have to scrabble over who gets to go first. I've decided to put you all on at the same time. Gets things over with quicker, you know."

"Spitwad inhaler." Peppy growled, as they were dragged over to the Death Machine. "I hope you choke on your own loogies." They were chained tightly with handcuffs to the fearsome thing.

Andross ambled over to the machine and opened a panel in the side. There was the sound of a dial being turned, then a clock started to tick. "Let's see you get away from this one, Fox." he sneered as he left, taking his guards with him. "You have one hour."



Bill's fighting squadron had managed to push back Andross's main force, but more ships were coming out of the base by the minute. He'd have to back off soon if this kept up.

Star flew in beside Bill's leading ship and picked off a Venom fighter with a well-aimed shot.

"Fox and the others aren't on the prison ship anymore." she informed him over the com.

"Where are they?" Bill asked, shooting down a lizard.

"Down there, on Venom." she answered.

"And so is Andross!" Bill shouted. "It's time to bash this party!"

"I AGREE." another voice interrupted them. There was instant silence.

"Pepper?" Star asked with surprise.

"General Pepper?" Falco threw in.

"YES, IT'S ME, AND I'VE...oops,... sorry 'bout the loudspeaker there, must have accidentally pushed a button....I've come to help you."

"Please tell me you've brought most of Cornerian Defense with you." Bill pleaded. "I can't tell with these scanners, all confused with the myriads of ships swarming around us like bees. We could use the help, though."

"As a matter of fact, NO I haven't brought most of Cornerian Defense with me." Pepper replied. "Sorry."

"Great. Just great." Bill muttered, dodging the fire from a cocky Venomian fighter.

Pepper laughed. "I've brought ALL of Cornerian Defense with me." he exclaimed.

"GREAT!" Bill repeated, this time, happily.

Pepper continued, "Seeing as all you guys went after the two 'escapees', decided I might as well come along and help. Together, we might just defeat Venom, if we try hard enough. It's time that the evil was stopped once and for all. Also, it couldn't hurt to get Fox back. It would be a powerful shame to win a war but lose our heroes, you know."

"You're not flying an arwing personally, are you, general?" Falco asked.

"Nope. Not on your life!" Pepper answered. "Too small for my comfort. I'm riding in high-class style aboard your Greatfox. I thought, since no one seems to be using it anymore, it would make a perfect battle cruiser for me. Hope you don't mind."

Falco was speechless for a moment. The General, on board their mother ship? "Um, sorry about the mess, sir, Um...it wasn't my fault."

Everyone who heard it laughed out loud, including a few of the enemy. They were quickly taken out as the fleet of Cornerians joined forces with the Katinans.

"Now we'll really kick BEEEEEHIINND!" Bill shouted, and with that statement still ringing in the air, he destroyed a fighter and accelerated through the open space that it had occupied, and from there, he repeated the action, sending another lizard up in flames. His squadron followed suit, along with the Cornerians, heading downwards as they broke the enemy ranks.

A particularly annoying Venom-class starfighter tried to stop his advance, rushing at him headlong, in a kamikaze attack. The lizard inside was breathing heavily, adrenaline rushing through him.

"Looks like you could use some fresh air." Bill commented, and blasted a torpedo into the fighter's windshield. The force of the detonation ripped the hatch clean off, sucking the unfortunate lizard into outer space.

Star was in the thick of it, blasting everything in sight with her lasers. Venomian ships exploded left and right, sending debris everywhere, some of which helped to take out their comrades by damaging their ships, leaving them exposed to any lasers. Katinan and Cornerian defense pressed on relentlessly. Gradually, the Venom hoard began to retreat.



"Ack!" the leopard cried, watching the radar screen. "They're breaking through! Somehow they got more forces. Send more ships!"

"There are no more, sir." the gecko replied. "Every available ship we have is out there. If they can't repel the invasion, then......"

"We're doomed." the leopard finished. "Better let Andross know."

Chapter 8

"They've what?" Andross shouted in unbelief at the leopard on the screen. "You can't mean they've broken through everything!"

"Yes, Highness. Our ranks have been penetrated and scattered. I sent out every fighter we had, but it was not enough to stop them."

"What about STARWOLF?"

"They have crashed. The tracking radar shows that they have returned to base and are standing to defend it."

"At least they have some sense left, the failures." Andross muttered. "Send the lizard troops to help them. This base must not be infiltrated! It must be defended at all costs! Keep me posted." he ordered, shutting off the screen.

He sighed. "At least Fox and the others are secure here." he mused. "If I got the timing right, they should be dead by the time their rescue party arrives to save them. Now where is that Falco imposter? GARTH!"

The lizard guard ran to him, as usual.

"Where's the bird clone?" Andross demanded.

"I don't know, Majesty. On the Scientists's ship, I would think."

"Then fetch him, you idiot!" Andross roared at him. Garth bowed and hurried to obey.

Garth ran down the long halls of Venom's main base, skidding around corners and bursting through doors as he headed for the Lynx's ship, which was currently residing in the docking bay. He ran through a final set of doors and entered the bay. He scanned the almost empty bay, the only ships there being the transport ships and Andross's luxury cruiser, and, of course, the weird, steam-lined shape of the little scientist's ship that he had called home while he was alive.

Garth ran over to it, the door opening when the sensors detected his presence. He walked up the ramp and inside the control room, accessing the main computer. He sat down in the swivel chair and began clicking away at the keyboard, trying to locate the whereabouts of the imposter. A bleep and a warning flash from the red light above him told him that the information had been denied him.

"I really hate computers!" he hissed. "Guess I'll just have to search the ship myself."

He stood up, knocking the swivel chair across the room with his scaly tail. It crashed against the far side of the wall, near the door from which the clones had first entered into the picture when they were being shown to Andross. Garth decided to try that first. It was his best bet.

He walked up to the door, waiting for it to slide open to admit him. It didn't. He touched the door, running his hand down it, feeling for some kind of latch or mechanism that would open the door, since there seemed to be an absence of doorknobs. There was none. The door blocked his way, a smooth, resisting slab of metal.

Garth looked at it awhile, staring at his reflection in the polished surface. "Ok then, I'll have to do it the hard way." he thought to himself, and pulled out his laser. He fired three quick blasts into the door, melting the metal and creating a jagged hole. He stooped and peered through it, trying to see into the room beyond. He was not prepared for what he saw.

The room beyond the door was filled with odd-shaped machines and various, evil-looking devices, vials, and containers. It appeared to be a regular evil scientist's laboratory. The Falco imposter was there, standing in front of a large, clear, tubular-like cylinder, made of glass and banded with metal. There were flashing lights all over it. There seemed to be something moving inside of it, but the door blocked Garth from seeing what it was.

The Falco clone looked over at him suddenly, alerted by the laser blasts. The eyes narrowed, and it turned away from the machine, staring at the door. It did not look friendly.

"Um, Andross has requested you to come to him. He is your owner, you know. He sent me to find you." Garth explained nervously, feeling strangely afraid for the first time in his life.

Falco stared at him, unblinking.

"You are to come with me." Garth told him. "Andross is waiting."

Falco stared at him, unblinking.

"Open the door and come out now, clone, or you might find yourself in Andross's fire pit along with your previous owner." Garth commanded.

Falco stared at him, unblinking. Then he moved toward the door, slowly, drawing his laser as he did so.

Garth jerked his face away from the hole and stood back, unsure what the clone was up to. Suddenly the door slid open, apparently operated from the inside, and the clone leapt out, firing at the lizard. Garth ducked and returned fire, surprised. His shot went wild. Falco fired again, hitting the guard's metal arm band. The shot deflected, frying the wall. Garth aimed at the imposter's head and pulled the trigger, but Falco sidestepped and cut him down with a shot to his face. Garth staggered and fell to the ground, blinded by his own blood. "I've failed Andross. I was killed by a CLONE!" was his last living thought.



"We're through!" Bill shouted triumphantly.

General Pepper added, "All ships land at the base. We're goin' in!"

"You mean, WE are going in. You're staying up there on your fancy borrowed luxury cruiser." Bill corrected him. "Sir."

"You know what I mean. Pepper out."

"Excuse me." Star put in. "You need me to blast down the door for you?"

"Yes, that would be nice, Star." Bill answered, descending through Venom's gassy atmosphere and landing on the surface. The entire fleet followed suit, swarming over the open desert land. Star's was the only ship that didn't land. She hovered a little above the surface, her torpedoes armed.

Falco, squeezed into the back of her cockpit, leaned forward and said, "I wouldn't do that, if I were you."

"Why not?" she asked.

"Because you'd just be opening the door to a trap."

"How do you know?"

"Fox has been in the base before." Falco explained. "He told me the lay of it. Behind that door is a long corridor, with two side rooms that are capable of concealing several dozen armed troops. If you blast the door open, you'll only be doing what they'd expect you to do, and once you're inside, they'll surround you."

Star blinked. "So, what do you suggest?" she asked.

"There's a side door hidden in the foliage. It's used as an emergency escape route. Blast that down and you'll come in right behind one of the rooms. I guarantee you, it'll be packed with surprised soldiers. You'll get the jump on them that way." he suggested.

"Thanks, Falco." Star said. "Wish I'd have known about that door."

She changed course, turning her jet, and flew over to where Falco indicated with his arm that the hidden door should be.

"You're positive it's right there?" she asked, unable to see anything through the heavy foliage. Her scanners detected nothing but greenery, so they were of no help at all.

"Yes." Falco nodded, withdrawing his arm. "Unless Fox was mistaken."

"You mean, unless YOU are mistaken."

"I don't make mistakes!"

"Then you're absolutely sure that it's right there."

"Yes!" Falco cried indignantly. "Will you fire already! Bill and the units are all out and waiting, you know."

"Ok, ok, here's hoping." Star said, firing a torpedo into the foliage. It detonated on impact, sending a plume of white light into the green mist of Venom's atmosphere. Leaves and twigs flew everywhere, cascading down around the Cornerians and Kaitinans in a green shower.

"Ok, who ordered the salad?" Bill quipped as the decimated greenery swirled around him and his troops.

When the air cleared, a huge, smoking hole was visible in the side of the base, revealing a large hoard of stunned, partially blinded lizards. A great many of them were lying on the floor, taken out by the flying debris the missile had caused. All were unprepared for the swarm of Huskies and assorted dogs that attacked them, barking and yowling like a pack of banshees.

They were driven back, out of the room and into the corridor, which was already teeming with the lizards from the other room, including Wolf and his team, who were coming to investigate the explosion that had occurred. There was mass confusion everywhere. Because of that, they were easy prey to the Cornerian/Katinan's vicious attack. Lizards went down like weeds to the plow. Star and Falco joined the fight as soon as they'd landed, adding their fire power to help drive the lizards back.

Seeing the lizard units start to break formation and run for cover, Wolf retreated back into the base. He ran down the halls and rooms, commanding everyone he came across to go help with the fight. He reached the chamber where Fox and his team were being held, chained to the Death Machine, which, he looked at his watch, should dispose of them in ten minutes. He stood in front of the door, laser drawn. He wasn't going to let STARFOX escape while he lived.

Star caught sight of the retreating Wolf and set out after him, kicking lizards out of her path. It was time for the reckoning.

















Chapter 9

Star raced after Wolf, sometimes only glimpsing the tip of his waving tail as it whipped around a corner, but it assured her that she hadn't lost him. Wolf was yelling out commands to everyone he passed, telling them to help with the fight. Star, hot on his tail, yelled the direct opposite to the confused animals as she ran by them.

"False alarm! Don't worry about it. He's had a bit much to drink tonight and is acting a little crazy right now. Go back to work!"

She didn't look back to see if they did or not, for fear that she'd lose sight of Wolf. She ran as fast as she dared, following the flash of grey and white fur ahead of her. Once she thought she had lost him, when he turned around a corner and disappeared, but the slamming of a door gave him away. She skidded down the hallway, yanked open the only door facing her and ran through it. She didn't she Wolf, but she could hear the pit-pattering of his claws as he ran down the twisting, winding corridor ahead of her. She set out after him, using her keen ears to guide her.

He led her quite a chase through the confusing maze that was Venom's base, heading farther and farther into it's center. Star panted once or twice with the effort she had to put out to keep the fleeing wolf in sight. She was smaller built than him, her being a fox, and he being a wolf, but there were advantages to being smaller. She could turn corners sharper, stop faster, and because of her slim size, she was a harder target to hit.

Suddenly, Wolf's footsteps ceased shortly after he rounded another bend. Star cut to a quick halt, pressing herself against the wall, behind the edge of the turn. She held her breath, listening intently for any slight noise that would tell her if Wolf was on the move again. She heard the tiny rasp of a laser being drawn from it's holster. Did Wolf know she had followed him, she wondered, silently drawing her own from her belt and standing ready, just behind the lip of the corner.

There were no further sounds. Still, just to be cautious, she kept her laser in her hand. She tried to slow her heavy breathing from the long, fast chase, fearing that Wolf would hear her. She tried to calm her wildly beating heart, but it thudded loudly in her chest. She was sure that Wolf could hear it. He would come looking for her any second, now. But nothing happened.

Star wondered what Wolf was doing. Waiting for her to make the first move, perhaps? "Well," she thought to herself, "he's going to find out that I have quite a lot of patience. Let him wait."

As the seconds ticked by into minutes, and still nothing happened, Star began to get worried. The silence was stifling. Had Wolf left without her hearing him? Slowly, cautiously, she risked a quick peek around the corner, her velvet ears swept back so as not to stick out. She saw Wolf, standing in front of a steel door, laser drawn. He was staring at the wall in front of him, and did not see her.

She pulled back, thinking hard to herself. "Why in the world is Wolf just standing there? Is he guarding something? Someone behind that door, maybe?"

Suddenly she heard his deep voice call out, "Hey Fox! Just seven more minutes before I can leave this door, you know. There won't be anything left of you to guard after that!"

"Oh, go boil your head, Wolf!" came Fox's faint voice.

Star drew in her breath sharply. Fox was behind that door! And he had seven minutes left. "Until what?" she wondered. Whatever it was, she had to make her move now. If her brother had only seven remaining minutes before something awful happened to him, she'd have to hurry.

Thinking quickly, she drew a small piece of flint from the pack she carried at her waist for emergencies. Checking around the corner to make sure Wolf wasn't looking, she tossed it far above his head. It flew silently through the air, then clattered noisily to the ground farther down the hall.

Wolf jumped, startled, whipping around to face the noise. Star stepped out from behind the corner and shot Wolf in the rear as he turned. The fiery lance seared a huge swath across Wolf's backside.

"Aaaaagghh!" he screamed in agony, throwing his laser away and becoming airborne for a few seconds. He landed, turned toward Star, his one eye glaring hotly at the vixen standing just in front of him.

"Are you trying to kill me, Star?!" he shouted, recognizing her.

"Yes." she replied. "That's why I aimed for your brains."

"Why you---" Wolf began, lunging at her. He was met with the nose of her laser pistol shoved in his face. He froze. Star put her finger to the trigger.

"I want you to leave, Wolf." she told him. "I want you to take a ship, and the rest of your pitiful crew, if they're still alive, far away from Lylat and never come back. Is that clear?"

"Is that a threat?" he asked her, shaking with rage and pain.

"No. It's an order." she answered. "If you don't haul your barbecued buns outta' here in five seconds, I will pull this trigger!"

Wolf actually smiled. "I don't believe you." he sneered.

Star rammed the gun against his forehead savagely. "I mean it, wolf!" she shouted in his face. "ONE....."

After a last, mean glare, he turned and raced, limping, down the hall, his blackened hindquarters the last thing anyone ever saw of Wolf O'DONNELL.

Star sighed with relief, picking up Wolf's discarded laser that was lying pinned under her footpaw. She shoved it in her belt along with her own, and turned her attention to opening the door to where Fox was being held. Surprisingly, it opened with the push of a single button. She stepped into the room hurriedly, the door sliding shut behind her. Her mouth dropped.

"My goodness, brother! What have you gotten yourself into now?" she asked.

"STAR!!!!!!" all three of the team shouted with joy.

"How'd you get here?" Fox exclaimed, followed quickly by, "You took out Wolf?! Did you kill him?"

"No. Just sent him packing with his charred tail between his legs. I came with Falco." Star answered, relieved at seeing her brother alive and safe. Well, not safe, but alive.

"Falco's here, too?" Fox shouted.

"Help!" Slippy shouted. "You've gotta hurry. Find some way of shutting the machine off!"

Star gulped, looking over the gruesome machine. She saw that Fox, Peppy and Slippy were chained just centimeters away from several slowly advancing spikes. She didn't even have to think to know what was about to happen. She ran to the machine, searching all around it for some kind of panel or operating switch that controlled it.

"It's the clock!" Fox shouted to her, feeling the tip of the spike brush his tail. He jerked it away, arching himself as far outward as the chains would let him. "Mommamia!" he yelped. "Star, hurry!"

"Where's the clock?" she yelled, scanning the outside of the machine.

"Ah, in a panel on the side where you are." he answered, looking over at her, gesturing with his head. "No, farther down!" he called, directing her hand. "Over a little to the left. There! It should be right there!"

Star felt a small indent in the metal. She pushed inward and a door sprang open, revealing a timer that was almost ready to go off.

Slippy started shouting. "Aah, hurry, Star!" he squealed, starting to panic as he felt the cold spikes touch his skin. "Warts alive, I'm going to be skewered!"

Star grabbed at the timer knob, trying to turn it back, but it wouldn't budge. She wasn't strong enough to turn it. In desperation, she pulled out her laser and shot the panel, melting it. The timer didn't stop. It continued to tick. She screamed in frustration and shot it again, blasting the timer. The timer knob shattered, but the setting inside the machine didn't. The gears continued to turn, pushing the spikes farther outward.

Fox gulped, realizing that this was the end. His heart started hammering faster in his chest and his breathing became rapid. He looked at his sister, who was beating at the mutilated panel on the side of the machine, swearing angrily.

"Star!" he called to her. She turned to look at him, her eyes frantic. There were tears in them, threatening to spill down her cheeks.

"I love you." he told her.

"No!" she shouted in sudden fury. "I'm not going to lose you twice!" She fired at the machine, her laser slicing through the metal exterior, revealing the inner workings. She fired into the center of it over and over, her eyes closed, knowing that this was the last chance she had to save them. Her laser came alive in her hand, leaping and kicking back as she fired again and again. It grew hot, but she didn't care. The screeching roars of the white-hot blasts occupied her ears, the sound filling her. She heard nothing but them, felt nothing but their power as it leaped out of her weapon.

Peppy's booming voice reached her ears above the sound of her fire. "Stop! Star, stop!" he called.

She did, dropping the burning hot pistol from her scorched paw. It clattered to the floor, drained of energy. Star listened for the tick of the machine, hoping...... There was no sound at all! The ticking had stopped! The machine had stopped! She opened her eyes. Fox, Slippy, and Peppy were strained to the limit against their chains, the spikes pressed menacingly against their backs, but they were alive! She had done it! She had stopped the machine. Her constant blasts of searing energy had fused two of the gears together, bringing everything to a grinding halt.

She drew in a shaky breath, calming herself. She looked at her burned paw. It would need some bandaging, but it wasn't bad. It was definitely worth it!

"You did it, Star." Fox told her, relief written all over his face. He shuddered, wincing painfully as he did so. The fiery pain was starting to come back.

"Fox, you ok?" Star asked, suddenly concerned. She went to him, noticing the bruises on his face and body. He was trembling slightly. "Did Andross do this to you?"

He nodded. "Don't worry about me. Just get us out of here."



Driving the lizard hoard back, the Cornerian and Katinan units advanced farther into the base. But with the confusion cleared up, the lizards began to fight back, aided on by the shouts of Leon and Pigma. Andrew had gone down, having taken a shot in his side. He was slung over Pigma's shoulder like a sack of potatoes.

Leon carefully aimed his laser pistol and fired on the Katinan leader, Bill Grey. With a cry, Bill crumpled to the ground and lay still. Seeing their commander go down, the Huskies retaliated with pure anger, attacking as never before. Lizards scattered everywhere as they were set upon by such fury as they had never known before. The dogs fought like mad creatures, relentlessly and with no thought beforehand.

Falco came to Bill's side, grabbing his limp paw and checking his wrist. The dog had a faint pulse, but if he kept on bleeding profusely like he was, he soon wouldn't. Knowing that he had to get his friend away from the fighting so he could treat him, Falco holstered his laser and gently scooped up the unconscious dog in his arms. Covered by several Huskies, Falco made his way out of the corridor, back through the demolished room, and out the hole in the wall. He carried him to Star's jet, carefully laying him down on the sand.

Falco jumped onto the jet's wing and opened the cockpit hatch, digging behind the seats for the medical kit. He found it and grabbed it, jumping back down to Bill's side. He opened the kit, then bent over his injured squadron leader, assessing his injury. Bill had been shot just below the shoulder. He was bleeding like crazy. Swearing, Falco tried to staunch the flow of blood, holding a rag against the wound and applying pressure. He leaned his full weight on it, desperately trying to save the Husky from bleeding to death.

Bill moaned, starting to become conscious. Falco talked quietly to him, keeping the dog calm. "It's ok, Bill. I've got you in good hands."

"What happened?" Bill asked weakly, opening his eyes. "Yowch!" he yelped, squeezing his eyes shut with the pain. "Falco what are you DOING to me?!"

"You were shot." Falco told him. "Stop struggling!"

"How bad is it?" the dog asked, gritting his teeth.

"It'll be worse if you don't cooperate!" Falco told him. "Now lie STILL!"



Pigma and Leon were driven backwards along with the remaining lizards. Realizing that it was hopeless to try and defend themselves any longer, Leon called a retreat and dashed headlong into a separate room, Pigma following, carrying Andrew. They ran through the room, then opened a door into another and kept going. A few lizards tried to follow them, panic-stricken, but lost them.

Leon burst through the hospital doors, Pigma hot on his tail. "I need a doctor NOW!" he yelled at the personnel, indicating the limp form of Andrew draped across the pig's shoulders. "He might die! He's Andross's nephew. Hurry it up, you snails!"

The nurses ran in every which direction, disappearing into rooms and down halls. Soon they reappeared, a rat with them. The rat took the unresisting young ape from Pigma Dengar, plopping him down on a nearby table. Instantly seeing how bad he was hurt, he wheeled the table into a separate room and began to work on Andrew, yelling instructions and commands to his assistants.

Leon and Pigma stood in the hospital lobby, staring at the floor. Their whole world was falling apart. Corneria had invaded the base and defeated their armies. Surrender was imminent. But knowing Andross like they did, he would never surrender without putting up a fight to the death. Which meant that there was no hope for them or their lives on venom. What was there to do now?

Suddenly Wolf burst through the doors. "Leon, Pigma, there you are. Get your tails after me, we're leaving!"

They looked at him in surprise. He had said exactly what they had been thinking a few moments earlier.

"But, Andrew....we can't leave him." Pigma blubbered.

Wolf narrowed his eyes. "He's Andross's nephew. He's connected with Andross. We're leaving everything, Venom, the Lylat system, and especially everything having to do with Andross! If you value your lives, you'll come with me now! I don't know how much longer the base is going to last!"

Seeing the truth in what his leader said, Leon bounded after him, shouting back at Pigma, "C'mon, swine! Andrew was a wimpy, snively brat, anyway. He'll become just like his Uncle in no time. Leave him. We can't afford to wait!"

Pigma cast one last look at the door through which Andrew had been taken, then turned and followed Wolf and Leon out of the hospital. "Where are we going?" he asked.

"Away! As far from this nightmare of a system as we can. We'll start another life somewhere else!" Wolf answered, sprinting down a hall, through another twin set of doors, and into the docking bay. The first thing that met his eye was Andross's battle cruiser.

"Excellent!" he shouted. "We'll take that. It's big enough for all of us and about a couple hundred others. It'll do fine."

"But, that's Andross's!" Pigma shouted.

"Who cares, you idiot!" Wolf snapped, entering the security code and breaking the seal on the door. "Andross's reign is over! He won't be emperor for much longer. The base has been invaded, Fox and his team have been freed! This whole stinking planet has gone to the dogs!"

"Fox is free?"

"Yes!"

"Did he do that to your...ahem...?" Leon asked with a smile.

"That's no business of yours, scaly tail!"



Having stabilized Bill and given him a tranquilizer to help him sleep, Falco bandaged his shoulder carefully, then placed him under the nose of Star's jet, covering him with the emergency blanket. He should be ok there until he got back. Falco left, sprinting back into the base. All of his friends were in there somewhere, including Fox. He had to help.

He ran back into the base just as a large battle cruiser with Andross's symbol on it emerged from the docking bay. It accelerated through the atmosphere, clearing it and entering space. With a shuddering whine from it's engines, it's kicked into hyper-light speed and streaked across the raven-black sky, past Venom, heading out for new horizons, never to return.

Falco jogged down the body strewn floor of the first corridor, leaping some and side-stepping others. He didn't know where he was going, but he had to go somewhere. Wherever he chose to go, he knew he would be deeper inside the base somewhere. He opened one door, surprising a hare. The hare dropped to it's knees at the sight of him, begging for mercy. Falco grinned and shut the door, choosing another one father down the hall.

It opened into another long hallway, so he went in. The hallway ended in a fork, a door on either side. Falco chose the right. It opened into a huge, well-lit, richly furnished room, with a high-domed ceiling. Andross's bed chamber.

"He has absolutely no taste in furniture!" Falco muttered to himself. "He's got the red pillows on the blue chairs."

Shutting the door again, he went to the left. What he saw behind that door was yet another corridor, but this one was occupied. By HIM.

"What the......cool!" Falco exclaimed, meeting his imposter face to face. "Wow, look at the detail!"

"Shut up." his clone snapped, staring at him blankly.

"Don't tell me what to do!" Falco told him, drawing his laser.

"There's not enough room for the both of us!" The clone stated and whipped up his gun, pulling the trigger. Falco ducked. The beam sailed over him harmlessly. He countered with a blast of his own. The imposter ducked as well.

"We think alike." the real Falco thought to himself.

"We think alike." the imposter thought to himself.

Falco was at a loss. The clone thought exactly as he did. He'd never be able to outsmart himself. Or would he? Thinking fast, he came up with a brilliant idea. "I'll do something I don't normally do when I fight. Matter of fact, I've never done it. That should get him." Without a second to lose, he threw himself to the floor, curled up in a ball. He rolled straight past the imposter, sprang to his feet and fired.

The clone went down without a sound, the laser killing him instantly. Falco sighed and re-holstered his weapon. He stood over his look-alike, staring at it for awhile. Finally he turned away with a disgusted, "Copy cat. He deserved what he got."







































Chapter 10

Fox, Star, Peppy, and Slippy made their way cautiously into the deserted hall, back the way Star had come. Star was the only one armed, using the gun taken from Wolf, as her own had been completely drained of energy. She positioned herself in the front of the group, gun poised, ready for anything. Peppy came next, then Slippy, and Fox took the rear.

A door opened quite suddenly into the hallway ahead of them and a figure bounded through. Startled, Star fired automatically. Falco ducked just in time.

"Jumping Jiminy! Are you on edge or what?" he shouted, razzled by the close call. Then he caught sight of the others.

"Fox!" he shouted. "Slippy, Peppy!"

"Falco!" they shouted back, overjoyed to see that he was still alive. He ran to them, hugging each one. He gave Fox a bearhug, then pulled back in alarm as Fox winced. "What have they done to you?" he cried, seeing how bruised and weak Fox looked.

"Never mind that." Fox said. "What happened when you went to Corneria?"

"Oh, they accused me of murder, threw me in jail, but Star let me out. You won't believe who's murder they accused me of."

"Ours." Fox answered. "Andross told me everything. Guess he thought it couldn't hurt, since I'd never be able to help you."

"I see." Falco said grimly. "Are you sure you're ok? You're trembling."

"Yes, I'm fine." Fox snapped irritably. "Lets just get out of here and find Andross. This place is starting to give me the creeps."

"Ok, whatever you say." Falco said, falling in with the group. He took the rear guard from Fox, as he was armed. They advanced to the end of the hall, through several doors, and down more halls, through a deserted restaurant, where the famished team stopped periodically to grab something to eat. They hadn't eaten in almost two days, being incarcerated in Andross's prison. Star and Falco waited patiently until they had eaten their fill of whatever they could get their hands on, then they continued on their way.

"Hey, does anyone happen to know where we're going?" Slippy asked.

"No." Star answered.

"No." Falco answered.

"Yes." Fox answered.

They turned to look at him. Star flicked her velvet ears. "And just where would that be?" she asked.

"Out of here."



Andross screamed in anger, having just been informed that his base had fallen, and his troops were who-knew-where. His lizard guard, Garth, had not returned. He presumed that he had been killed by the invaders. There was no one to protect him now. His army had failed him! It was time to leave. He knew all the secret passages. Maybe he could hop on his battle cruiser and get away before the Cornerians found him. With that thought in mind, he stepped down from his throne and pushed a small lever on the side of it. With a hiss, the throne moved to one side, a section of the floor moving with it, revealing a flight of stairs below.

Laughing to himself, he climbed down them, the throne moving back into place above him, sealing the passageway. He negotiated the dark, narrow tunnel under the base, which gradually began to slope upward. He broke out into the base, stepping out from a cleverly concealed doorway hidden behind a large potted plant. He faced an empty hall. He listened carefully, making sure that no one was coming, then he stepped out and proceeded down it, only a few doors away from the docking bay entrance.

"Ha, ha." he said aloud to himself, gloating. "Those stupid Cornerians. They may win this time, but I'll be back. Oh yes, but this time, I'll have a real army with me, not like the space trash I had. Then they'll pay! All of them!"

He burst through the door ahead of him, still raving about his revengeful plan, and ran straight into Star and the others. He saw Fox. Hate filled his eyes. The mangy fiend had escaped! But how? It was impossible!

Star and Falco fired as one. Andross threw himself to one side, narrowly missing the laser blasts. Seeing that he was alone, defenseless against the STARFOX team, he turned and fled back through the doors. The team started to give chase.

Something snapped within Fox. "No!" he shouted, halting them. "Leave Andross to me. The rest of you find your way out and clear the base."

"But....no, I can't leave you!" Star protested, grabbing her brother's arm. Fox wrenched his arm away, ears flat against his head.

"Go now!" he commanded. "Don't try to stop me, Star."

She backed away, knowing that it was useless to argue with Fox. He was as headstrong as his father. She only hoped he wouldn't meet the same fate.

"C'mon guys," she said, turning to the rest. "Let's get out of here."

They did.

After they were gone, Fox grabbed the nearest thing he could find to use as a weapon: a metal crowbar hanging on the wall. He set out after Andross. The evil monarch was not hard to follow, his huge, booted feet thudding down the corridor. Fox chased after him, running nimbly, ignoring the pain that was starting to seep through his whole body. As he rounded a bend, Andross disappeared. Staring around wildly, Fox saw the leaves on a potted plant moving. He dashed toward it, grabbing the plant by it's trunk and pulling it aside. A hidden door lay behind it. Opening the door, Fox caught a glimpse of the retreating Andross.

He darted into the dark underground passageway after the ape. Soon he found himself going downwards, deeper into the planet's surface. It was dark and slightly cold. The air was stale. Fox slowed, cautiously watching his every step, his ears tuned to every sound of the fleeing ape ahead of him.

Suddenly he heard footsteps climbing a ladder, then a loud, grating sound. A flash of light illuminated the floor ahead of him. Fox sprinted toward it, realizing that if the exit Andross took were to shut, he might be locked inside and therefore not be able to pursue the tyrant any longer. He cut into the light, then turned and ran up a flight of stairs, panting heavily.

Andross was just stepping out into the room above. Hearing Fox behind him, he turned around, a snarl on his face. The little brave had tracked him! With a fast movement, he slammed his hand down on the switch on the throne to shut the secret passageway. With a groan, the floor started to slide back into place.

Seeing this, Fox gave a tremendous lunge, clearing the top few steps. He burst out of the hole and into the throne room, right in front of Andross. The throne moved back behind him, covering the secret passage and sealing it shut.

Fox faced Andross, the metal crowbar clutched in his hands. He held it like a sword.

Andross laughed madly. "You think you can defeat me with that little stick? You're braver than I've given you credit for. And also very stupid." he taunted. "Come on, try me for size!"

Fox advanced on the ape, swinging the crowbar threateningly. There was nothing but a cold, fierce determination in his eyes. He would not be stopped.

"You will pay, Andross." he said, his voice low and menacing as he continued to advance. "You will pay for every evil thing you have done, every innocent life you have taken. You will pay for the lives of my parents. You will pay for hurting my friends!" Fox's voice cracked and he winced with the pain that was slowly enveloping him, but he kept on, refusing to give in to it. "You will pay for destroying my life and the lives of countless others!"

Andross backed up, suddenly doubtful of his safety.

"Your fleet is history." Fox told him. "Your base is deserted. All your guards have fled. There is no one here to protect you."

"You're lying!" Andross shouted at him. "I have plenty of defenses here. Who needs those traitorous guards, anyway!" And with that, Andross opened a panel in the wall and pulled out the huge gun. He cocked it and pointed it straight at Fox. "You see, Fox. I'm not stupid."

Fox ran toward him, the crowbar held tightly, undaunted. Andross pulled the trigger. There was a loud click, but other than that, nothing happened. He had used his last energy blast to kill Firespur. The gun was useless to him. A trace of real fear sprang into Andross's eyes. He threw the gun at Fox and retreated farther into the room, searching for another weapon to use.

Fox ducked the gun and kept on charging. Andross grabbed a chair and threw it at him. Fox darted to the side and missed the hurtling woodwork. Frantic, Andross hurled everything in sight; a stool, pillows, pencils, lamps, everything he could grab. Fox dodged them all, never slowing.

"You will pay, Andross!" he yelled, chasing the ape to the very back of the throne room. Andross soon found himself cornered and turned to face the furious Fox. He threw his hands up to protect his face as the fox attacked.

The metal crowbar smashed into his unprotected ribs. Andross winced. Fox swung the bar again, hitting Andross in the stomach. He swung again, bashing the ape's legs. He hit him again and again, beating the ape relentlessly, screaming all the while.

"This is for my Father!" he screamed, slamming the bar against Andross's upheld arms.

"This is for my Mother!" he screamed, hitting them again.

"And this is for every cry of pain from every creature you've robbed of a father or mother or sister or brother or child throughout the whole, entire galaxy!" He forced Andross's arms out of the way with a third, crushing blow to them.

Andross panicked. He knew he was defenseless now, at the mercy of his attacker. He also knew that no living soul would shed a tear over him. He was hated by all and loved by none. In the split second before the crowbar collided with his head, he regretted the course he had taken in life. He knew he could never change it.

With one might swing, Andross fell unconscious to the ground. Fox raised the crowbar high above his head, ready to end Andross's reign of terror forever.

"Stop right there, Fox!" a voice commanded from behind him. Fox whirled around. A tawny yellow lynx stood in the doorway.

Suddenly Fox felt dizzy. He dropped the crowbar from his numb paws. The pain shot through him like a knife. He collapsed, panting heavily from exertion. The fight had taken it's toll on him. He had no strength left. He had almost defeated Andross. Almost. Fox felt the world spinning around him and blacked out.

The lynx watched him collapse, not changing expression. The fox was of no concern to him. He'd never really hated him to begin with. Andross was the main point to him now. Revenge was his. He pulled out his laser and shot Andross in the foot. "That should wake him up." he thought.

It did. Andross came awake like a raging bull. His foot felt like it was on fire. Pain lanced through his leg and he gritted his teeth in agony. His head was throbbing like crazy and his whole body felt like it had been run over with a steamroller. The Fox sure had some power behind those swings.

He caught sight of Fox lying a few paces from him, stretched out on the stone floor. What in the world? This had to be too good to be true. "Ha, ha, Fox. The strain too much for you? Did I torture you too long?" he thought. Grinning with evil intentions, Andross forced himself to his feet. He advanced toward Fox. A voice stopped him cold in his tracks.

"He's not your worry, Andross. I am."

Andross whirled around to face the speaker, shock written all across his features. His heart skipped a beat.

"B-but you're dead! I killed you!" Andross screamed, terrified.

Firespur smiled. "Yes, but I'm not a genius for nothing. I figured that once I'd gotten you what you wanted," he gestured at the innate Fox, "You wouldn't let me go. You were too proud to accept the fact that someone else could do what you had failed to do time and time again. The only reason I kept my promise was because I never break my word."

"But...I KILLED you!" Andross repeated, staring at the scientist with unbelief.

Firespur clucked reprovingly. "Andross, if I can make three clones, I can make another one." he said. "I programmed the Falco with instructions to clone me should I be killed. When my heart stopped beating, a signal was sent to him through a micro-chip inserted in me, triggering him into action. Why do you think I didn't have him destroyed along with the others as part of my plan?"

Andross gaped.

"Poor Andross." the lynx murmured in mock sadness. "Outsmarted by a cat, and killed by it's clone!" he laughed as if it was the funniest thing in the world.

"Want to bet on that?" Andross snarled, picking up the crowbar that Fox had dropped. He held it in front of him, wielding it in his huge hands, daring the lynx to make a move.

Firespur drew his laser. "Andross, you really are a stupid ape." he said, and pulled the trigger.

In panic and desperation, Andross threw the crowbar with all his might, sending it zinging toward the lynx like lightning, at the same time the fatal blast hit him full in the chest. He crumpled and fell lifeless to the floor, killed by the laser. The spinning crowbar smashed into Firespur's head with such force that it crushed his skull. He dropped the laser, staggered crazily, then fell. He was dead after a few, agonized seconds.

Only the bare, metal walls were witness to the final ending of the evil tyrant and the little scientist. Lylat was once again free, as it was always meant to be.





EPILOGUE

Fox woke up to the sound of talking voices. He was in a lighted room, flat on his back in a soft bed. He opened his eyes, blinking against the brightness of the light, and stretched out in the sheets, relishing in their comforting cloth texture. Much, much better than anything Andross had. He sat up with a start. Andross!

"What happened? Where's Andross? Whose the lynx?"

"Fox, it's ok! Thank goodness you're awake." Star said, rushing to the side of the bed. She pushed him back onto the mattress, ignoring is protests.

"No, sorry, you have to rest." she said in reply to his question.

"I'm fine! I want out of here!" Fox said.

"No! Certainly not! For once, I agree with the doctor. You're staying here until you are fully recovered. You've had a nasty experience."

"What happened?" Fox asked again.

"I don't know." Falco asked, coming over to his bedside beside Star. Slippy, Peppy, and Bill Grey, his shoulder heavily bandaged, took the other side. "After about half an hour, when you didn't come back out, Star and I went in after you." Falco continued. "We found Andross, the lynx you spoke of, and you, all lying on the floor. Crackers, but you gave us a fright! Don't ever DO that again, Fox! By the way, what happened anyway?"

"Was Andross alive?" Fox asked.

"No." Star answered. "He was dead, a great big hole in his chest. That old lynx, whoever he was, was dead also. There's no more need to worry, Fox. All threat is gone. Venom has surrendered to us. Andross's nephew, Andrew, is imprisoned in our jail, after being treated for a laser blast wound. We're still wondering what to do with him. The base's main core was destroyed after we left, courtesy of Falco, our official bomb planter."

Falco smiled in acknowledgment. "Yeah, and you won't believe what I found in their ship's hangar before I left. My ARWING! Don't ask me how it got there, either. At least it saved me from having to steal another Venomian fighter."

Fox smiled. "You mean, it's all over with? It's done? I can go home now?"

"Yes, it's all over with. We didn't lose to many soldiers, either. As to you going home, um.... that'll have to wait for a little while."

Fox groaned, and they all laughed.

"Ok, Fox, now tell us what happened!" Falco repeated.

Sighing, Fox related the story of what had occurred after he began to chase Andross. He beefed his part up a little bit, even though it didn't need it.

"Wow." Slippy breathed.

Peppy snorted, trying to hide how impressed he was.

Falco gave Fox the high-five. "Too bad you didn't get the ape yourself, though. Maybe next time."

"What do you mean 'next time'?!"

"Just kidding! Sheesh. Keep your shirt on." Falco chided. "Ooops, forgot, you're not wearing anything under those sheets."

Fox turned a deep crimson red as everyone laughed. To change the subject, he asked, "Hey Bill, what happened to your shoulder?"

Bill shrugged, then winced. "Oh nothing. Just an honorable war wound I procured while in the base, trying to save your hide."

"You were in the base, too?" Fox asked. "Was everyone involved in this?"

"Just about." Star answered.

Suddenly Fox perked his ears up and his eyes brightened. "Hey, I've got a question." he told them.

"Ask away." Bill said.

"What did you do with the clone bodies of us?"

"Oh....them..." Bill mused, trying to hide a smile. "Oh, well, we were going to clean them up and stuff them and put them in a museum, as a way for future generations to remember the STARFOX team and see what they actually looked like."

"You're Kidding!" Fox gasped.

"Of course he is, dummy." Falco reprimanded Fox. "You think they're that cruel? Besides, my late clone wouldn't look too cool there on display, with a hole in his back."

"How'd he get that?"

"That was my doing." Falco said proudly. "I met face to face with the blighter in one of Venom's hallways. Man, but that sucker looked just like me. Thought like me too, but I outsmarted him. Always have wanted to do that, you know."

"Do what?" Star asked, perplexed.

"Outsmart myself."

Fox sighed. "Falco, you are too much."

"I know."

"So, what ARE you going to do with the bodies?"

Bill thought for a minute. "Um, actually, they've already been disposed of." he said quietly.

"Well?" Fox persisted.

"They were burned to a crisp in a really big celebration bonfire yesterday!" Bill shouted, whooping. "Boy, you missed out, Fox! That was some party!"

Fox was indignant. "You held a party without ME?"

"Well, yeah. You were sleeping just so peacefully, I didn't have the heart to wake you." Bill explained, then ducked Fox's playful swing.

"Gettin' lively again, are we?" Bill teased. "We musn't stress you out too much. Doctor's orders, you know. Come on guys," he said, turning to the others, "Let's scram and let this poor soul, sleeping beauty here carry on. It's way past his bedtime."

"Hey!" Fox cried. "Get back here! I don't need beauty sleep!"

Just before disappearing out the door, Falco called back, "Let me know when 'Prince Charming' comes to wake you with love's first kiss. I'll drive him off for you!"

Fox fumed, but he couldn't think up a reply fast enough. The sound of uproarious laughter echoed down the white hospital halls. He'd get Falco back for that, as soon as he got his strength back. Oh, he couldn't wait until then!

Things were back to normal.



End note: Special thanks to Kay Twilight for allowing me to use her character 'Star McCloud' in my story. Garth and Firespur are my own characters. The STARFOX team, the STARWOLF team, Bill, Pepper, and Andross are copyright Nintendo. Thanks for reading. ~Saimain~