The Star Fox universe, Emperor Andross, Bill Grey, Fay Dawn, General Pepper, and many of the technologies used/described here are © Nintendo

Kazen Dornel, Gerard Hartford, Secillia Merrix, Alen Geale, Jelira Fovoham, General Redric and other custom made characters are property of Eric Luck I would be flattered if one were to use them in an art/writing piece, but I would appreciate notification beforehand. Thank you.

Author's Note: In the game Starfox 64, one was capable of single-handedly obliterating entire fleets. For creative purposes, the weapons such as the Arwing and Landmaster have been severely reduced to a far more realistic level.

Because being able to rack up in excess of 200 kills in one mission makes for a good video game, but not a good novel.

A big thanks goes to various music soundtracks for providing ideas and inspiration for this piece, especially Skies of Arcadia. I may compile a list of tunes that go with different scenes someday. Thanks also goes to my friends who supported and provided feedback while this was in the works, and to the numerous Starfox fanfic writers already out there for also providing inspiration.

This story is only to be distributed under my permission only. Questions/comments/complaints? Hurl them to me at

The Threshold of Strife

Chapter Two - The Reckoning

By Eric Luck

"What a boring day."

- Lieutenant Jacob Chayth, 12th Katina Armored Division

Lieutenant Jelira Fovoham stood in the 3rd quarter control wing of Imperial Venomian Mothership 042G, surveying the assembling forces below. Each of the huge motherships were divided into 4 quadrants, the entire floors of each dedicated to the storage and quick deployment of military units. The interior of the ship was, following the ship's structure, circular. The command column was situated in the middle, transcending the various levels. Through rows of windows, Jelira could make out the complex system of walkways and blast doors leading to the deploying ramps. On the massive steel surface, who's face was painted with an array of guiding marks and the like, sat shapes of a wide variety, all lined up in an organized military fashion. Their ranks sprawled across the vast steel plated floor like patches of a quilt, the faraway infantry seeming like so many insects huddled together.

In front were rows of Korchaa MBT's, their fairly low profile, wide chassis and rather cowcatcher-like fronts characteristic of the model. Named for a large, predatory lizard native to Venom, each was painted a dull green with red stripes along the turret, the Venomian Imperial signet emblazoned on their sides. Behind them were rows of smaller and lighter IFVs, mobile AA, and in back where columns of Dinant APC's, their sharp, defined forms making for ease of storage en masse. These would be the armored forces that she would command. Just looking at the sheer amount of firepower, and the realization that there were 3 more groups at least the size of this

After looking over the shoulder of the present navigations officer, noting that the fleet was finally underway. Just then, Jelira heard the characteristic whirring sound of the door sliding open, prompting her to quickly turn around to identify her guest. In the doorway stepped a middle aged puma, his red, pressed uniform and black officers cap along with a variety of pins on his breast gave away his identity.

Immediately snapping to attention in the presence of a superior officer, Jelira clicked her heels together and saluted him. The goldenrod colored feline half-heartedly returned the salute, but had a rather sour expression on his face.

"Marshall Visner, sir, what brings you here?" Jelira inquired after returning to ease.

"Major, I'm sure you're aware of the magnitude of the task at hand." the surly puma began.

Confused, Jelira raised a puzzled eyebrow.

"But of course. I have been awaiting this operation for some time."

"Don't let the fact Redric allowed you a position in the attack go to your head. You're extremely lucky you're able to be in this position, Major..." He continued, with particular emphasis on her rank. "I will be watching your actions the entire time, and I want you to prove you have the right to even be in our presence."

Jelira resisted the urge to scowl and give him a piece of her mind, and kept up her stoic expression as best as possible.

"Yes, sir." came the simple reply.

With simply a sneer, the Field Marshal turned about and excused himself from the room, the door shutting promptly behind him.

Letting out a lungful of withheld breath, the opossum shook her head slowly, and returned to overseeing her forces.

Just then, Redric's voice came over the central communication speaker in the room.

"Attention, all commanding officers. Prepare your men for departure within 15 minutes. All capitol ship crews are to engage hyperspace on my mark. I wish you all the best of luck, and see you on Katina." came the assured, confident order.

Realizing this as her cue, Jelira stood up, drawing a slow, calming breath. With that, she activated the voice input, and spoke.

"Now hear this. All armed personnel are to report to their stations for immediate, emergency inspection. I repeat, all military personnel in armored divisions 36P- 55P and infantry companies 98 though 115 are to report for emergency inspection." she announced firmly, and clicked off the reciever.

Mentally rehearsing her future statements, Jelira purposefully turned about, leaving the noise of communications chatter behind her as she punched the door opening mechanism with an index finger.

---------------------

One could easily refer to the size and strength of Venom's armed forces with numbers. Hell, it often times would make one numb to the actual measurement of the subject. However you sliced it, even though Jelira had been well informed of all whom she was in charge of, it never ceased to amaze her of the sheer enormity of the men assembled before her. As she paced authoritatively in front of their superiors, sergeants, and fellow lieutenants, the scale of the operation began to fully sink in. Behind the men sat their vehicles, in long, stretching rows. Scanning the faces of the men, the she saw a massive variety of people; canines, felines, reptiles, equines, just to name a few. Looking into the eyes of those in the front row, she saw little more than unshakable confidence for the task ahead. Smiling at this, Jelira stopped before the center row and stood, facing them. Clasping her hands behind her back, she drew a deep breath, and spoke.

"Gentlemen, you are all on the verge of a great campaign, quite possibly the most noble of Venom's dignified history. For too long, petty differences have plagued Cornerian policy and lifestyle. Their corrupt government continually swallows the labors of their people to line their own pocket books, and shirking the rights of those they claim to protect. Under this leadership, the people are lulled into a complacency of compliance, and under a veil of servitude, rendered as living tools." Jelira said, mustering as stirring a speech as she could.

"They are the enemies, of the People! And it is now our job, to rid the people of their shackles, and show to them the great, guiding hand of Emperor Andross! You hold upon your shoulders, a burdensome, but grand responsibility of bringing freedom to the Lylat system. Let us go, and make our fathers, mothers, brothers and sisters proud!" she continued, raising her voice and fist so she could be heard clearly throughout the immense chamber. For a very nerve racking second, no response was heard. But eventually, a single pair of gloved hands near the back could be heard clapping, alone. Before long, he was joined by the others surrounding him, eventually building into a momentous roar joined with confident cheers and battle cries. Picking up their heavy assault rifles, many soldiers began slamming the stocks of their weapons against the steel floors, causing a resounding roar of noise throughout the ship.

------------------------

A strange, resounding noise echoing in the Sector 2 bridge prompted marshal Visner to turn his attention away from last minute organization preparations, towards the neighboring area.

"What in the name of Andross..."

Turning to face the other side of the bridge, the cougar leaned over the transparisteel window, looking down over the scenery before him.

"Ensign, what do you make of this...noise?" he asked with a hint of displeasure.

"Something has gotten the men in quadrant 3 riled up, sir." came the faceless voice's reply.

The cougar simply scowled in reply, noticing a familiar figure standing at the head of the boisterous crowd.

"That woman...is a nuisance. Trying to one-up me, I see. We'll just see how much good crowd pleasing does you on the battlefield..."

----------------------

Once the excitement of the moment died down, the troops began breaking off into their subsequent groups, many boarding the APCs that would carry them into the battlefield. But first, their superior officers stepped forth before Jelira, the first was a Crane captain with the insignia 'Morrison' pinned upon his pressed officer's uniform, just above the variety of colored buttons indicating rank.

"I am glad to see such spirited youth in our leadership. I believe you have a bright future here, Major Fovoham." the elegant bird complimented, extending a feathered wing/hand. Taking the offering, Jelira shook, smiling to the avian, and nodding in gratitude.

"Thank you, sir. I will not fail you." came her assured reply. With that, the crane took his leave, and returned to his unit.

He was followed by a black Labrador sergeant; he wore a soldier's armored uniform and helmet, certainly meaning he belonged to an infantry company, and would be fighting alongside his men. On his breastplate was imprinted the name 'Rodney'

"Remember, we will be awaiting your orders, and our lives are in your hands. My men and I are counting on your direction. But I'm sure you're already aware of this. Godspeed." With that, the canine saluted her firmly. Immediately returning the motion, Jelira watched the sergeant about face, and make his way to his assigned APC.

After him, approached a stately orangutan who was also fitted in a larger captain's uniform, adjusted to his broader frame. His face was turned in a rather critical scowl that was probably imprinted on his loose, folding flesh. A goatee of orange fur graced the edges of his face, a characteristic of his species. A certain imposing air floated about the primate, which brought a tingle down Jelira's spine. Upon his chest was pinned a number of multicolored buttons, almost resembling an array of candies. Above them was pinned a gold inlaid nametag, labeled 'Kolmec'. Already Jelira had an unsettling feeling gnawing in the depths of her stomach.

"Well, madam..." the authoritative orangutan began with a low, gruff voice, nearly spitting on the word.

"I do not see what the likes of you are doing in our, proud military. I question the wisdom of bringing women out of where they belong. I am certain some poor fellow's stomach is writhing of emptiness, and his clothes in tatters. And here you are, conducting such foolishness, for shame. That is all." He continued, simply turning and leaving.

"Bah...stupid apes." She mentally retorted, barely containing a snarl of her own.

A moment of silence pervaded the area as the disgruntled ape sauntered on his way. When he was out of sight, the last officer present approached her. Much to her surprise, it was another female. This also relieved the tension of the previous moment, what with the chimp's remarks. She was a vulpine, but, what would normally have been voluminous fur had been trimmed rather thinly, as per military regulation. Her dark brown hair had also been shortened to just beyond the length of the base of her triangular ears. If not for her obvious feminine stature and features, she was presented in the likeness of a male officer. As a whole, she was not the most attractive of women; certainly there were many others that had more prominent curves or more radiant fur and hair. But beneath her cap, shone a pair of gentle yellow eyes that had yet to be dulled with hardship. Upon her right breast was pinned the name, 'Norwell'.

"Don't pay attention to him, he's full of it. You know, I think it's amazing that you've managed to be in command of a whole division. I hope others will follow in your footsteps, maybe we'll boot jerks like him out of the system one day." She explained with a comforting smile upon her lips. Also resting a gloved hand upon Jelira's shoulder, which to an extent surprised her.

"T...thank you ma'am." Jelira simply responded with a slightly nervous stutter. Returning the pleasant smile, reflecting her relief that she was, in fact, not alone here.

"Please, call me Nancy."

Alright, Nancy. I'll see you in the field, then. Good luck." Jelira added, clasping her hands together in front of her.

"You too..." with that, her newfound ally about faced, and made her way towards her assigned armored unit, her tail slowly waving about behind her as she went.

Jelira let out a slow sigh of relief.

"This might not be so bad after all..." she thought with a grin. Satisfied all was well, the opossum returned to the halls behind her, leading to the command tower.

----------------------

Back in the 3rd quadrant's bridge, Jelira stood before the view port, gazing down at her forces below. The last of the soldiers had boarded the APCs, and all tank crews manned their respective vehicles. Everything was in order.

Turning to her communications officer, a diminutive male badger behind a desk, Jelira cleared her throat, meaning to get his attention over his current task. Quickly swiveling about in his chair in response, he lifted the headset from his ears, and looked at her quizzically.

"Inform the commander that Quadrant 3's men are battle ready, and await deployment." she ordered, standing behind him calmly.

"Aye, si- ma'am." the badger acknowledged, correcting himself mid-sentence.

Beyond Macbeth's orbit, the numerous and varied shapes of Venomian capitol ships all began moving in unison, a rough formation beginning to take place. The sleek, elegant forms of the battleships took the lead, cruising steadily forth and forming a vaguely conical barrier in front of the disc-like Motherships. At the head of the formation, was the IVS Mantis, it's elongated bow forked into a pair of long needlepoint tips, like the fangs of some mythical monster. Shortly, the backs of it's, and all subsequent craft's engines began to a glow a shimmering white, like the glare of a multitude of suns. Then, pointing to the distant stars, each one's shape seemingly elongated as their drives thrust them forth beyond the speed of light, and to their unwitting foe.

-----------------------

The lylatian sun's warm light had just dispelled the shadows of early dawn around Aldebaran base, and the skies were clear save a few isolated clouds, like weightless tufts of lambs wool. All of this added up to hot and dry air, and if not for the Lupus' built in internal environment control systems, Secillia's aquatic physiology would find this climate unbearable. As it was, crammed in the back of the tank was rather uncomfortable for her. Wrapping her tail closely to her person so she could fit before the comm. console, comfort was never a hallmark of military vehicles. So far, the only noises she could hear was the rhythmic droning of the tank's engine and the faint rumble of the tires kicking up gravel outside. With a sigh, she tiredly rested her streamlined head upon a clawed hand, this routine having become rather dull. But it's necessity could never be denied.

Kazen meanwhile sat near the top, getting a good view of the surrounding area, and the surrounding, circular parade grounds. In the middle sat the tall, towering form on the control station, which directed all ground traffic. Just beyond could be made out Mariel Ridge, a high rise of ground that served as a backdrop for the rear of the base. Further away, the faint, ridged silhouettes of a mountain range could be seen, the name of which Kazen couldn't immediately recall. As the tank drove forth, he also noted others congregating there as well, then moving off to their designated patrol positions. Just behind him, a pair of Monroe IFV's rolled up from the same garage as him. Recognizing the markings on the sides of their turrets, Kazen remembered them from a previous patrol, a week ago.

Seems they have a bit of a cycle going, here.

Just then, a bit of static momentarily crackled over Secillia's headphones followed by a familiar voice.

"Home base to L-1548, Dornel unit. Come in, please." came in the distinctive sound of captain Pendegrass' voice.

"This is Dornel unit, responding, sir." she replied.

For a moment, Gerard turned his head back towards the sound to hear better.

"Today, you will be in charge of Roland and Mcgregor's units. Remember, your orders are to patrol sectors I-5 to J-7, and any suspicious activity is to be reported immediately." the captain ordered firmly.

"Yes sir. Anything else, sir?" Secillia asked.

Before the commanding officer could answer, a loud roar of a jet engine sounded directly above, overwhelming everyone's ears until it eventually died off.

"What in the thousand hells..." Kazen cursed quietly, cringing from the noise. Shortly afterward, Secillia's radio sounded with another, different voice.

"Oh oh oh! Sorry you guys! I wasn't paying attention. That was close..." Fay's voice apologized, the sound of a relieved sigh following it.

His face faulting with slight irritation with this display, Kazen withheld a grumble, and turned his chair as far as he could behind him.

"Secillia, patch me through to Pendegrass. I have something I want to ask." the collie requested sternly.

Still shaken from the close call, Secillia did as she was told, punching a few buttons on her console, and opened command's to Kazen's line.

"What is it, Dornel?" Pendegrass asked, having an idea what this would be about.

"Sir, about the new pilot that's accompanying us. If I am not mistaken, I heard this is her first time working with a ground unit. Can we really depend on a green pilot like that, should anything come up?" Kazen asked worriedly.

"Aye, you are correct. True, Dawn is new to the business. But, according to her academy record, she has a history for valor in critical situations. I believe her to be a diamond in the rough, despite her attention span, which could do with improvement." the hyena explained thoroughly.

Understatement of the year...

"You can help shape her, I'm sure."

Breathing a small sigh, Kazen still felt a slight uncertainty, but let it go for the time being.

"Alright, sir, will do. Dornel out." with that, he closed the channel.

Then, Secillia's voice made itself heard behind him.

"Sir, Base control says we are cleared for departure. Shall I signal our friends to follow?" she asked.

"Yeah, lets form up, and move out."

With that, the two Monroes rolled up behind Kazen, flanking him to form an arrowhead shape as the three vehicles steadily trundled along the dusty road and out, into the flat fields beyond.

"Good t' see you again, Dornel." came a voice with a cockney accent over his headset.

"Ah, hello McGregor. Here we go again, watching the backyard." Kazen commented with a tired smirk.

"Ain't that the truth. Well, we're bringin' up the 'ear. Time to go birdwatchin', fellas."

With a chuckle, Kazen closed the channel, and through the visual display, carefully watched the distant shape of Fay's greenie fighter flying above and to the right of them.

----------------------

"Phew..." Fay breathed in relief, gazing to her right through her helmet, and canopy. The darkened Katinan soil sped by at a slowing speed as she eased off her thrusters, leveling off. The cockpit of the AS-54 wasn't the most spacious, but at least it wasn't as cramped as her old trainer was. In both paws she gripped the control levers for steering and fire control, which were situated in front of either arm. A translucent HUD (heads-up-display) was situated on the front of the canopy, having been electronically generated after the craft was powered up, taking on the role of the instrument panels of old. Everything from fuel, shield capacity, missile inventory, which was empty, to speed and position relative to the ground was included in a neatly organized scheme.

Just as she'd evened her jet into a straight path, Fay's comm. line in her headset crackled to life.

"Fay, are you alright? over." came Saiuri's concerned voice.

"Yeah, I'm alright. I just..got a little distracted, that's all." Fay reassured her friend, speaking into the microphone situated just beside her lips.

"I see...still spacing out, huh?" Saiuri replied with a slightly humorous tone.

Fay simply turned to face the saluki's fighter, and stuck out her tongue rebelliously, even though she wouldn't see it.

"Very funny." She added. "Well, see you later, Sai. Over."

"Likewise, over."

Breathing a sigh, Fay banked to the left a little, so as to bring the small armor formation below back into view, and began to fly wide, easy circles around them as they went. Then, something in the back of her mind grabbed her attention, and demanded to be addressed. With that, she momentarily took her right hand from the control stick, and opened a comm. channel to Kazen's unit.

"This is Green 13 to Dornel unit leader, come in please." she requested.

Shortly, a familiar voice crackled over her headset.

"Dornel unit, receiving. Go ahead." came Secillia's unmistakable voice.

"Remind me, what're our target coordinates, over."

"..I-5 to J-7, over."

"Ah, thanks, over!" with that, she closed the channel.

I never liked talking in all that 'roger' and 'over' stuff, it gets so repetitive...

She had gone through this every day, it had begun to seem incredibly dull and meanial. But it was always worth the boredom to get to fly, in her mind. The indescribable feeling of freedom in flight was something she wouldn't trade anything for.

-----------------------

The vastness of space had always mystified Commander Rulin, and often had to wake himself back into reality. Through the windows of Katina Defense station, KD 5, the faint, wispy form of the astronomical anomaly that dominated, and formed the namesake of, Sector Y could be seen the distance. As he stood in the hexagonal command bridge, surrounded by technicians and communications specialists working away at their directive tasks, the elk stood in the center rise, with his second in command seated beside him, the blue jay directing a new arrival on proper usage of the interface before him.

I hate playing the waiting game...not having any news from Venom for so long is unsettling at best..

Every now and then, it seemed to him every little glimmer of a star in the big, wide galaxy that shone was the indicator lights of some unnamed ship...only to remain completely still.

Leaning his head down, and momentarily feeling consciousness lapse, the elk quickly shook his head about, waking himself up. Rulin then turned about and tapped his second's shoulder.

"Jeffery, I'm taking a coffee break, I'm starting to phase out. I really need to get more sleep..." he told the brightly plumaged bird, who nodded in reply.

"No problem, sir."

Smiling gratefully in response, Rulin stepped down the steps and started to make his way towards one of the many lifts. Just as he was about to press the call button, a voice in the distance cried out.

"Sir! Sir! I've just picked up multiple hyperspace signatures disengaging 20 klicks away! I'm working on identifying them right now!"

That immediately got Rulin's attention, his mind instantly pulled from the longing for caffeine.

"What?!" he cried out, immediately running to the source of the voice, a female gecko at a sensor station. "Are you sure?"

"Affirmative, sir. I'm picking them up too." her compatriot replied from behind.

"Let me know when you identify them." He ordered anxiously. With that, he turned to a communications director just a few seats down.

"Inform all other stations and fighter squadrons, we have unidentified guests, and put our defense gunners on full alert." "And get a hold of the CWS Saratoga, Endeavor and any others that might be present, tell them we just might need their backup."

Hastily nodding in response, the director immediately went about his task, sensing the urgency of the situation.

Rulin then took a break to walk up towards the display panel.

Dear God, has it really come...?

The circular form of the station was lined with gun turrets, which while previously were still, suddenly came to life, rotating about and searching for any potential target. As he turned his attention beyond them, just between the yellowish glow of sector Y and the distant flaming orb that was Solar, a series of strange, bluish green distortions began to blur into existence, slowly taking form.

Just as they became recognizable shapes, a chill of dread ran down his spine as he recognized their silhouettes, which froze his boots in place with fear.

Out from the inky blackness, a large group of vessels approached at a speed that certainly did not indicate stopping by to exchange idle banter. Eventually, a large conical formation could be made out as, one by one each vessel dropped into real space. In front, was an array of the long, blocky utilitarian shapes of Harlock torpedo frigates, behind them the elegant, angular shapes of what Rulin identified as Zeiram battle cruisers loitered behind them, which seemed odd to Rulin...but he refused to waste time wondering.

"Londis! Send an urgent message to the capitol, we have a Venomian invasion at our doorstep!" the commander barked to his chief communications officer.

As he returned his gaze to the incoming force, he noticed something different at the head of the formation, a ship of unique design he had never seen before. Its bow forked like a snake's tongue, and had a very sleek, organic shape that dwarfed its escorts.

That must be their flagship...

--------------

Immediately, seeing the oncoming quarry the defensive guns of KD5 focused on their newfound targets, as well as those of KD 4 and 6, that sat not far away. All the Venomian ships were painted black with blood red trim, often identified as their 'battle motif'. First, the Harlock frigates cruised ahead of their heavier counterparts, seeming to be leading the assault. Just as they were doing so, however, out from the crest of the planet, another set of distortions appeared beside the defensive stations, which took on the shapes of new craft, joining the battle. Redric immediately identified them as Vigilance class Cornerian warships, 3 in total, including a pair of Shenandoah class destroyers. The former had long, elegant hulls and heavy gun turrets lined their topsides. The latter were more compact, and employed a wide array of weaponry.

"Hm..." the falcon mused to himself, processing this new event. "Change of plans, order the Harlocks to focus their torpedoes on the newcomers, and have the Zeirams back them up if necessary, otherwise stay out of range of the defense stations, and deal with the newcomers. Be quick, we don't want any more reinforcements coming in." he ordered, standing calmly at the Mantis' bridge, gazing at the new development before him.

Responding to the order, the lighter frigates turned their attention to the new arrivals. With blazing flashes of orange light, each frigate's 6 torpedo tubes launched their projectiles, each one speeding toward individual targets in a spread. As each left behind a bluish white trail, they created a morbidly beautiful pattern in their wake. In immediate response, each Cornerian vessel continued forth, fanning out and discharging clusters of white noise emitters off their sides, some of the torpedoes' guiding systems being distracted by their emissions. However, a good number of the speeding warheads still found their targets, slamming into thick armor plating, most simply breaking off sections of heavy durasteel, although the last couple missiles found soft decking beneath, causing small, scattered internal explosions in two of the Vigilance class warships. Undaunted, the group then focused their weaponry on the invaders, each onboard turret rotating to face their opposition. With spectacular blasts of bluish green, the 2 main turrets of all three ships spewed forth long comet-like projectiles of pure plasma energy, accompanied by an array of laser blasts from the side turrets. The Shenandoah destroyers then began loosing their array of missiles, spreading a fan of small, yet quick projectiles.

As soon as the shots were fired, the Venomian fleet had already begun rearranging itself to the new situation, the Zeiram cruisers lurching forward in front of their weaker comrades. The minute the plasma shells sped forth, each cruiser was already replying with shots of their own, a couple receiving glancing blows to their sides that burned away sections of their hulls. Suffering these near mortal wounds, one of them continued to plug onward with an all consuming fanaticism, until the second salvo put her out of the battle for good. The survivors were peppered with the cruiser's lasers, causing minor armor damage. However, the Shenandoah's missiles stayed true to the Harlock frigates, many finding their targets and slamming into hulls, damaging launching systems and tearing out decking. The far half of the invasion fleet however resumed the original plan of attacking the stations, loosing an array of torpedoes towards the three installations that stood between them and the planet below.

Oh god, oh god...

Rulin felt painfully helpless as he watched the deadly warheads streak towards him. Some white noise countermeasures managed to distract many of the torpedoes, but again, the rest continued towards him...

"All hands, brace for impact!" he yelled, clutching onto a support beam in anticipation. As a show of desperation, many of the on-station gunners attempted to shoot down the oncoming torpedoes, with insignificant success.

Suddenly the entire station was rocked with a number of explosions that, to Rulin felt like a great celestial hand had nudged against them, nearly lurching the elk off of his feet .

When the vibrations ceased, Rulin quickly looked about at his crew, taking a quick headcount. Breathing a relieved sigh, he found that they too had only suffered a slight shaking. The station's armor had held despite the heavy barrage.

"Is everyone alright?" he asked concernedly, making sure everyone was accounted for. Almost immediately one after another responded an affirmative, reorienting themselves from the shock.

"I should have asked this earlier, but...Gunnery control! Is there any way our weapons can reach those damnable frigates out there?" he asked aloud.

"Well sir, we have some torpedoes of our own, fortunately the new compression dampeners for our turrets were recently installed, so they should, in theory, have enough range. We just have not had the opportunity to field test them. They probably hadn't counted on those, with the distance they're keeping at." A vulpine male in the nearby corner announced, after reading a series of diagnostics.

"Well then, let's get to it! And remind our comrades, as well." he ordered, shifting his attention to the comm. officer he spoke with earlier. "Target the nearest frigates that get within the maximum range possible with everything we have. That ought to surprise them."

Following his orders, the gunners within the turrets took aim, anxious for the chance to finally repay the favor. Then one after another, each opened fire from dual barrels with bright greenish flashes, each lance of light spearing out towards their targets. Much to the surprise of the venomians, and to the delight of the defenders, many shots found their targets, at first simply splashing into energy shields but shortly burrowing into the light barriers and drilling into the armor plating beneath. They were shortly followed by an array of torpedoes that continued the job the heavy lasers started before many could retreat far enough, a couple frigates becoming critically wounded from the hard hitting warheads. Those shortly fell back, leaking debris and oxygen into the vacuum of space.

A loud, victorious cheer erupted from the bridge at the sight of the explosions, and even Rulin couldn't help but grin confidently.

This battle has only begun, Andross...

"What in the devil is going on at our left side, captain?" Redric demanded sternly, spotting the abrupt explosions and the loss of two of his frigates.

"S, sir, it would appear we underestimated the range on those defensive guns." his second in command replied slightly nervously, also not expecting the counterattack.

Grumbling to himself in frustration, Redric decided something he normally would not even consider, but this battle would be the exception.

"Order the remainder of the frigates to pull back even further, and redirect their fire on those battleships. I want them eliminated. And helm, get us into that battle, as soon as possible." Redric ordered, watching the clash with a furrowed brow. He was confident he would win, but it was simply a matter of how long it would take, which would invariably translate into precious vessels.

The control tower of Aldebaran base was a flurry of hurried activity, a klaxon alarm had been sounded, calling every able-bodied staff member to arms, and calling all reserve units to duty. Captain Pendegrass had just received word, and began punching up a comm. line to Kazen's patrol.

"Dornel unit, come in. This is Home base, do you copy?" the hyena asked in a tone reflective of the desperate situation.

Shortly, his communications officer's voice came through.

"Yes sir, Dornel unit receiving. Is there a problem?" she asked curiously.

"You're damned right there is a problem. We've got half of Venom's entire navy in orbit right now! Be ready in the event they attempt a landing, we'll do our best to keep em off up 'ere. Home base out."

"Understood, sir. Dornel unit out."

Breathing a tired sigh, the captain took a moment to look just beyond the base, where one of the heavy planetary defense grids was in place. Corneria was well aware Katina was a prime target, and prepared accordingly. After finally picking up coordinates of targets and powering up their weapon charges, a series of large long barreled cannons situated in a wide hexagonal formation pointed themselves skyward. Then a low whirring noise was heard that gradually increased in pitch until, almost unexpectably, each one loosed a barrage of shots up into orbit, each speeding up, and out of view. Every shot resounded loudly, causing the ground to seem to quiver with their force.

Suddenly, Commander Rulin noticed long, large lances of energy speed out beside his station from the planet, and towards their attackers.

"Well, looks like they're awake down there after all..." he mused to himself with a chuckle.

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Shortly, the long projectiles of energy found their marks, many missing or only managing glancing blows, but some found more direct hits, one shot slamming into the lower right side of the Mantis' hull. While the flagship's heavy shields absorbed the shot well enough, it presented yet another thorn in Redric's side.

Just as he was about to wonder what became of them, the motherships dropped into realspace behind the ensueing battle, having timed their jump to arrive at the projected time of completion of the attack.

Smirking to himself, Redric called to his lapine comm officer, whose were ears tied back behind his head.

"Marlow, patch us through to the motherships, I want them to deploy their bomber squadrons and join half of our torpedo frigates in silencing those stations. Those big planetary defense guns must have a severe cooldown rate, so we must take advantage of every opportunity. Everyone else, to those warships!"

The large, intimidating silouette of the Mantis surely intimidated even the cruiser's captains, coming upon a vessel notably larger than one of their own. Before long, the Mantis itself was pouring heavy lasers onto their hulls, passing close by the one identified as the CWS Saratoga, both their firepower in a broadside exchange. When the Saratoga sharply turned to use it's smaller profile in an attempt to flank the larger ship, it found itself the victim of more heavily concentrated fire from the tenacious Zeirams, draining it's flank shields to critical. The jaws of the venomian ships soon closed on the hapless vessel, it's hull potmarked with burned holes that glowed like embers, and many of it's exterior turrets put out of commission. The ship began to resemble a dying bonfire, hull breaches scattered throughout, spewing fiery debris. Pelted with shots from multiple directions, including many towards her engines, the Saratoga began to cruise listlessly, it's turning capabilities being steadily hampered. Before long, the noble warship resigned itself to the constant pounding, and began to drift, one of the four main engines sputtering, then finally dying into a black spot, the others beginning to suffer a similar fate. While it's counterparts continued to harrass and damage as many Zeiram cruisers as possible, many could not be distracted from their newfound victim, hungry to pounce on it. While many of the Saratoga's remaining turrets still fired on the Mantis, escape pods were beginning to shoot out of it's battered superstructure, many using guiding thrusters attempting to make a re-entry into Katina. Having reloaded their torpedo tubes, the Harlock frigates returned to the scene, some loosing their weapons on the Saratoga to finish her off. Uninterrupted, they found their target, burrowing deeper into the burning hulk. Soon, everything in the ship fell quiet, and a large flash could be seen within the center of the vessel. Much of the hull shuddered, as the interior core reactor exploded, and the ghostly remains of CWS Saratoga began drifting away like so much space junk, Corneria's first major casualty in this new war. The Shenandoahs attempted to split their focus between the horde of Zeiram cruisers and the Mantis, unsure which posed a greater threat.

Shortly, swarms of heavy fighter-bombers poured out from between the capitol ships, streaking towards the defensive stations in a well spread formation, followed by their larger counterparts with renewed vigor after receiving reinforcements. Each craft had a single, oblong hull with a pair of individual pylons on each side, which served as the bomb bays.

-------

"Oh...crap.." Rulin cursed aloud spotting the fighter bombers coming towards him. "Everyone! Do your best and bring down as many of those as possible!"

He leaned against the nearest display window, tightly gripping the handlebars before him. Not long before he'd just seen the Saratoga go down in a less than glorious demise, and it looked like her remaining sister ship would be following in her footsteps before long...

As the bombers and frigates made their way to the defensive stations, each's defensive guns opened up with a vengeance, managing to down a couple of the bombers before they reached their target, before finding an array of torpedoes sent their way. Upon impact, many of the torpedoes found their way to the turrets, destroying or crippling a good number of them. Others found their way to old wounds, further adding to the damage. Once the bomber squadrons arrived, a secondary array of close range, anti fighter turrets emerged from hidden compartments on each station, having initially been kept on reserve. The small, rapid fire guns that lined the top levels of the station pointed up and coordinated themselves, spewing round after round upwards, some shots striking bombers, eventually burning into their munitions, the resulting blast consuming the entire craft. However, the still numerous survivors unleashed a number of heavy, energy based bombs. The explosives glowed with a dark bluish haze and sped towards their targets, slamming into the remaining armor of the station, and damaging some of the new turrets and causing a number of further explosions, adding to the chaos.

The explosions nearly threw Rulin off his feet, and he could hear the unsettling noise of metal groaning in the distance as many electronics started to lose power. Then the dark red emergency lights flickered on, accompanied by dire alarms.

"Rg...Damage report!" he ordered aloud, pulling himself to his feet, coughing once from the acrid smoke that began to fill the air from ruptured power and oxygen lines.

"Sir! Hull integrety is down to 30 percent! We won't be able to take another salvo!" his damage control ensign, a male monitor lizard, reported in a bit of a panic.

Rulin grimaced, he knew what he had to do, despite disliking having to do it.

"Jeffery! I want all personell to abandon ship, immediately!" Rulin ordered, loud enough for all present to hear.

"Y..yessir. Alright everyone, you heard the man! Get as many people to the escape shuttles as quickly as you can! Go, go, go!" the blue jay bellowed, starting to rush everyone away. As the panicked masses filtered out, Rulin took one last look at the warships doing battle outside, a variety of flashes peppering the distance from both firing weapons, and hull explosions. Then, standing before the main control console, Rulin began keying in a particular sequence that had been reserved specifically for dire situations, such as this one. Punching the final key with a note of satisfaction, a countdown in dark red numbers appeared on it, beginning at 5:00:00.

"That should be enough...heheh, those damned Venomians won't know what hit them."

With that, the elk sprinted out of the decripid room, ensuring everyone on the bridge had been evacuated. As the doors of the lift closed, he silently hoped he would face his foe again, on more even terms.

-----------------

Meanwhile, the disc-shaped motherships began making their move forward, seeing as the defensive stations were beginning to fall. At each one, the guns were beginning to fall silent, and from all three, escape pods were jettisoning themselves out from the now defunct orbital emplacements toward the planet.

Jelira smirked to herself, watching the debilitating carnage just in view of their display screens.

"Everything is going perfectly..." she mused to herself with a macabre smirk, excited with the anticipation in the upcoming battle.

Looking off to the side, she could see, after feeling a certain satisfation, the third Cornerian battlecruiser that had intervened was beginning to fall, and both of their escorting Shenandoah destroyers had all but disappeared from view, probably having been reduced to space junk when she wasn't looking. Just as the bombers were beginning to return to their motherships for repair and rearmament, something out of the corner of Jelira's eye caught her attention. The delelict space stations directly in front of them had begun to slowly move forward, but their mostly crippled weaponry remained silent.

"What in the..."

Before she could react, the one 8 klicks in front of her suddenly detonated, and sprayed it's heavy, white hot steel debris out towards the surrounding invaders.

"Everyone, brace for impact!" she hastily cried out, expecting a large chunk to come their way. Soon, the other two stations followed suit. Blazing bits of metal streaked outward, most of them sailing away from their intended target, but some found their way to Motherships and Harlock frigates alike. A particularly large piece slamming into one of the torpedo ship's hull, a fiery explosion consumed the vessel, eventually fading out to reveal a blackened husk unrecognizable as what it once was. Other bits of shrapnel dispersed throughout the fleet, smacking into Zeiram cruisers and a couple Motherships, causing minor to moderate hull damage. Fortunately for Jelira, however, their vessel only received small bits that were easily deflected by the Mothership's impressively thick armor.

------------

Watching the unfolding battle, a bright flash suddenly caught Redric's attention from the side of the large view screen about the Mantis.

What was that, Marlow?" he asked with a hint of frustration.

"Sir, it seems like the three stations...self destructed and damaged some of our ships, and destroyed a Harlock frigate." the lop-eared officer replied with slight dismay in his voice.

Redric contained a growl, unable to deny the defender's admirable persistence.

This won't be easy like we thought...