"Covering fire!" Sergeant Wallace heard the Lieutenant yell into the night as plasma and lead blasted into bodies, and armor. The smell of burnt flesh, blood, and sulfur hung in the air. Frank Wallace turned in his crouch to look past his cover, a broken 'hog. The burst of bullets from his Assault rifle felt normal now. The 3rd platoon of the 92nd marines company was stuck in this hell hole of a planet for days now.

For some reason the Alien bastards hadn't glassed the place yet and apparently ONI was some where in the system. The Covenant had brought in the full compliment, hordes of Grunts, Multitudes of those ugly little Jackal things and some odd number of Elites. He had even seen a couple hunters and had lost good men trying to bring those bastards down.

Ducking back behind the 'hog, Frank reloaded the MA5C Assault Rifle before turning again, pouring led into any Grunt or Elite that he could shoot at. Three grunts went down and with concentrated fire, another Elite went to the ground and didn't get it. Being stuck in the middle of no where on a no name planet was bad enough, but being under near constant attack from covenant forces made it hell.

The only reason they were still alive was because they had managed to big in, get air support and some how managed to get a suitable artillery battery up, not to mention a couple armored divisions that more or less thin out the covenant lines, until today at least, All of their tanks had just run out this morning, leaving their main cannons inoperable until resupply, which was likely to not happen, as it was, every marine stuck in this valley was given the last of the ammo, only enough to hold out until sometime during night.

The cover fire was for a team of marines to their far right, trying to get out of the hole and into a new one, hopefully giving the UNSC enough time to drop supplies, hell, more marines or a nuke for that matter. Last he heard, the Captain had been hit while leading a whole platoon into some facility on some island not far from his current position, ever since, the lieutenant has been in charge.

"Incoming!" Frank heard it just as one of the marines next to him screamed. He looked up, saw the big blue ball of plasma and stood high enough to get a good run and dove into the ground just as the large plasma ball smashed into the broken 'hog. Metal and body's, what was left of them, flew in all directions. A torso with only the left half of a head still attached crashed just ahead of him. Frank dared a look and couldn't recognize the man, but knew instantly from the chevrons on the man's tattered and burnt shirt that it was Lieutenant Henshaw. Frank crawled closer to the body and searched what he could while trying to block the image out. After a hundred seconds, Frank found three magazines for his MA5C assault rifle and a M6G magnum pistol with a single mag.

Frank pocketed the extra ammo and holstered the M6G, replacing his lost one. "Sergeant, where's the lieutenant?" Frank looked to his left as he stood. "Right here Corporal." The Corporal and other marines that had run up looked at the still warm body. "Now what Sergeant?" Frank stood there a moment, watching as the covenant moved ever closer to their defensive line as it seemingly shattered. "We get out of here, quick."

Frank sighed and attempted the comm. "This is Sergeant Wallace, I need a pelican, any willing to give a lift?" Due to the interference and heavy radio chatter in the area, Frank was nearly scared that he wasn't heard or that the Covenant had wiped out what was left of the groundside pelicans. "Pelican 236, Navaho, hear you loud and clear Sergeant, I'm waiting for you at the airfield, it's too dangerous at your location." Frank was nearly overjoyed, but the site of several marines ruined the mood and convinced Frank to run. "Roger Navaho, I'm on my way, out" The marines with him followed.

A stitch formed in Frank's side as he ran, he was almost there. The long run wasn't so bad except that he had to dodge plasma and duck every time he neared a fellow marine and jump over the corpses of fallen marines. He could see the air strip, and a dozen Pelicans sitting there, some loading, others loaded and lifting. One was some what loaded but was just sitting there, warming up. Frank changed the direction of his stride until he was running directly to the pelican.

The marines that were in the back held up a hand, signaling Frank to stop. "Sergeant Wallace?" Frank nodded consent as he tried to keep his breath. The marines helped him and the others into the Pelican. "It's a damn mess, your' lucky you made it here when you did, couple of hot shots went out looking for the Lt, hadn't seen them since, but they'll be back." Frank shook his head. "Lieutenant is…Dead." "Damn!" "Get us out of here while we still can." The marine nodded and hollered at the Pilot to lift off and that Frank was there. Every one sat as the Pelican lifted from the ground. "Where to Sergeant?" Frank thought a moment. "Out of here, preferably off this hell hole."

The Pelican turned swiftly before the pilot hit the thrusters, sending the Pelican forward. "There are still a couple ships in orbit, if we can make it in time, we can go home!" The pilot spoke to Frank over the com. "Alright, head for the nearest one!" Frank didn't care what ship he got on so long as it held and he got out alive. The marine manning the turret gave a yelp of surprise and pulled the trigger. "Banshee!" Frank couldn't do any thing but open up, and he did, most of the bullets dented the material of the banshee before ricocheting harmlessly from the craft. SHWWOOOSH! A rocket flew past Frank's head and crashed into the Banshee just before detonating.

Frank never saw any thing so beautiful as the craft blew to bits, sending purple shrapnel in all direction. PAIN! Frank gasped and looked down, there, in his chest, a piece of Banshee was lodge squarely in his chest. Blood pouring from his wound, Frank could feel the blood slowly flowing into his mouth. His vision blurred as blackness began to appear on the edges of sight. "M…Med…ic…" His voice was low and pitiful. When no one came to help him, Frank looked behind him as best he could. The marines were all laying on the floor, blood was every where. Frank stood before thinking. The fast movement moved the shrapnel in his chest, causing Frank to cringe and yelp in pain. Before Frank could do any thing, he lost his balance. He felt vertigo, then felt as if he was floating before pain erupted all over. Frank willed his eyes to open and looked around, taking in his surroundings.

From the looks of it, it appeared that he had made it to the ship after all, though the Pelican was firmly lodged into another and slightly tilted up. He must have blacked out when the Shrapnel was lodged into his chest. Though Frank felt fine now, the pain having numbed his body, he couldn't help but fell something amiss. "Hello?" Frank's voice was barely above a whisper but he heard no response. After a moment Frank moved his head and saw bodies every where, Human and covenant. NO! Frank struggled to a sitting position then to his feet. He had lost his MA5C assault rifle so he upholstered his M6G pistol and staggered to the far end of the hangar. The doors opened with a soft swoosh revealing a scene of carnage. A dozen of more marines were dead, but they had taken down a number with them. The only problem was that an Elite stood in the hall and turned at the sound of the door and looked Frank over before jumping forward and grabbing Frank's raising pistol. The alien easily freed the pistol and tossed it aside.

"Kill me now you split lipped mot-" Frank coughed and gasped at the same time as the Elite kicked him in the stomach. "Aaah!" Frank managed to get a yell of pain out before something solid slammed into his head. Frank fell to his knees and could feel his life leaving him. His arms refused to move and his legs were like jelly. He struggled to stay up but something hard slammed into his head, cracking his skull and ending all sensation.