Disclaimer: None of the characters from Halo, Halo 2, or the Halo books are mine.

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

Halo 3: The Fall of the Covenant

Chapter 11

Spartan 087

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

Where the hell am I? Why am I lying on a...bed? Are these Covenant bastards running tests on me? Damn...they took my armour too...that's bad news...

Spartan-087, Kelly, opened her eyes to see Dr. Halsey looking down at her with a worried expression on her face.

"Doctor Halsey," greeted Kelly.

"It's nice to see that you're finally coming around. I was beginning to worry about you," smiled Dr. Halsey.

"Where are we? What happened?" she sat up and her blanket fell away from her.

"We've been captured by the Covenant, although captured might not be the right word. Here, put on your armour." Dr. Halsey pointed at Kelly's MJOLNIR Mark V armour, which was resting against her "bed".

"Yes ma'am," replied Kelly, noticing for the first time that she wasn't wearing any clothes. She blushed slightly and began putting on her armour.

"I'll be back in a second. Wait here," Dr. Halsey told Kelly.

"Yes doctor."

A moment later, the Dr. Halsey returned...with an Elite three feet behind her. It was no Elite like she had ever seen. It wore some type of ceremonial armour, but unlike the ones worn by the Elite Honour Guards. That didn't matter to her much. What mattered was that Doctor Halsey was in great danger.

"Look out doctor!" cried Kelly as she sprinted past the doctor and aimed a kick at the alien's thighs.

"Kelly! No!" cried Dr. Halsey.

The Elite moved with surprising agility and dodged her attack. Kelly was shocked. No one, not even the Master Chief, could dodge her attacks if she was really trying to them. The best they could do was block it and counterattack. The alien grabbed her leg and picked her up bodily, preparing to slam her into a wall.

"That enough Arbiter. She doesn't know what's happening yet."

The Arbiter grunted and dropped Kelly as gently as he could. However, dropping a Spartan who weighed half a ton couldn't be done with much grace, so Kelly landed on the ground with a loud clank.

The alien let his guard down a bit, Kelly sensed. It must be what the doctor said. It must be confused. She rolled to her feet and kicked the alien again. Her foot came in contact with his personal energy shield. The energy barrier encasing the Elite shimmered, but didn't fade. The Elite grunted when she kicked him because he wasn't expecting it. She went to strike him again, but she was stopped by Dr. Halsey.

"Kelly. Stop it." Dr. Halsey said with a trace of annoyance in her voice.

"But ma'am! He's the enemy! His race captured us and put us on this retched ship!"

"That's not entirely true. The Elites did capture us, but only knocked you out because you fought back. You killed several of them I believe, before you were overcome."

Kelly nodded.

"Yes, after they brought us aboard the ship, they put you here and brought me to meet the rest of the crew. They explained to me that the Elites, Grunts, and the Hunters were thrown out of the Covenant."

"But wouldn't that mean that the Jackals are all that's left?"

"No, Kelly. Apparently, there are three other races that are in the Covenant that we haven't seen. First, there are the Prophets. They're the leaders of the Covenant. Then there are the Brutes. They're giant gorillas and fights like savages and their role in the Covenant is largely unknown to us, although they appeared to be guardians of some sort. Well, they were, now they're the main commanders of the Covenant."

Kelly nodded. "What's the last race?"

"I was getting there before you interrupted me," Doctor Halsey said crisply. "Lastly, there are the Drones. They're insectlike and can fly, which is a big problem."

"How do you know they're telling the truth?" Kelly asked the Doctor while eyeing the Arbiter suspiciously.

"I would explain it to you, but it's a lot easier if I showed it to you." She turned towards the Arbiter. "Could you lead the way please? I'm not quite familiar with this ship yet."

"My pleasure," was the Arbiter's reply. He gestured for Dr. Halsey and Kelly to follow him. "Follow me please."

"Doctor? Should we trust him?"

"Yes Kelly, now come on!" replied Dr. Halsey with exasperation.

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

The Arbiter, Dr. Halsey, and Kelly-087 made their way to the control room of the flagship, the Undefeated Glory. When the arrived, Kelly's jaw dropped, not that anyone else saw it.

Spartan-069 and Spartan-072 turned around and greeted Kelly by swiping their fingers across their faceplates. Kelly returned the gesture. It was the Spartan equivalent of a smile, since they couldn't see each other's faces.

"Where's Jonathan? I thought he was with you," asked Kelly, not using the short form 'Jon' because it sounded the same as John.

"He...died," replied Charles.

"How? When?"

"When we were retaking this ship. The Flood got him."

"No! How?"

"Well, our armour doesn't have shield generators likes yours, so one of the little things jumped on him and tried to turn him into one of them. Sergeant Johnson here-" He nodded in Johnson's direction. "-shot the little bastard with a sniper rifle, but the shot killed him as well."

Kelly turned around slowly towards Sergeant Johnson. Johnson thought she was going to yell at him or even attack him, but she did neither.

"Thank you Sergeant. You saved him from a great deal of suffering. It's a lot better to die this way than to be eaten alive by those infectious parasites," she said softly.

"It was the least I could do ma'am," replied Johnson, somewhat taken aback. He was expecting a lecture or a rave.

"Now, let's get down to business. Stephen, fill me in on what's happening."

"Well, you already know that the Elites, Grunts, and Hunters have separated from the rest of the Covenant."

"Yes, go on."

"Well, we were trying to rally the remaining ex-Covenant forces so we can mount a proper offensive against the Covenant. I mean, with only twenty-one ships, we can't do much against the Covenant's hundreds of ships."

"True. What's the Earth's situation?"

"We don't know. As soon as we finish gathering our fleet, we'll go there to check it out."

"How long will that take?"

"A few days, probably."

"A few days? Earth will be overrun by then!"

"No, it won't. The Master Chief himself is aboard the ship that the Prophet of Truth is currently on. I'm sure he'll stall the Covenant advance," Cortana interrupted.

"John's alive? What about the others? Linda, Fred, Grace, and Will?"

"Grace was killed during Operation First Strike, I'll provide you with a report later. I don't know about the other three though, but being the Spartans that they are, I know that they're still fighting the Covenant."

"Yeah...where are we? And what are we doing now?"

"We are currently waiting for Kimatee to send us the two ships he's repairing. Even though it's only two ships that he's sending us, it'll have to be enough. Anything to help us in this war is appreciated."

"I see. How long will we have to wait? Earth could be in grave danger right now and I don't want to sit around while our homeworld is being destroyed."

"You were out cold for quite a while, so I'd expect another ten minutes or so," said Halsey.

"Great. I think we should warm up our slipspace drives now, so we can jump quickly to another system to pick up more ships."

"It's already been done...Spartan," said the Elite with the strange archaic armour.

"Oh good, and ah...sorry for attacking you before. I didn't know about this alliance back then," apologized Kelly.

"It's no problem. If I were in your situation, I would've done the same."

Just then, the main view screen flickered on again. A white armoured Elite appeared.

"So I see another Demon has joined your ranks," he said with such obvious disgust and hatred that Kelly was slightly taken aback. She probably should've been prepared, but she wasn't. She had assumed that all of the Elites had their minds on a peace treaty with the Humans and wanted to destroy what's left in the Covenant. She was wrong. The more she thought about it, the more it made sense to her. Her own race would feel the same about the Elites.

"Yes. Are the ships ready yet, Kimatee?"

"Yes, Arbiter. I will be sending them to you in five minutes."

"Thank you, Kimatee."

"Now go and make the Prophets and the Jiralhanae suffer."

"We will."

"Good luck, and may the Forerunners watch over you."

"Thank you."

Five minutes later, two destroyers, which identified themselves as the Betrayed Truth and the Peculiar Binding. The names of the ships weren't changed since the Prophets betrayed the Elites, which made the name of the ship Betrayed Truth somewhat ironic.

"Let's leave and go to the Kalari system, to check on Yarimee, and the rest of our brothers and sisters there," said the Arbiter.

"Yes, Holy Arbiter," replied Xelakee. "All ships! Prepare to jump to the Kalari system in sixty seconds." He broadcasted over the COM system of the Undefeated Glory.

"Wait, hold on! We have some useful weapons and equipment aboard the Chiroptera-class ship. I'd rather not lose them," said Kelly.

"Don't worry Kelly. Shortly after they brought us aboard this ship," Dr. Halsey nodded towards the Arbiter and Xelakee. "We went back and retrieved all the weapons and equipment. They're in this ship's main armory."

"Oh. In that case, fire away Arbiter." She paused. "Can someone take me to the armory? I would feel much better with a weapon in my hands." She flexed her fingers.

The Arbiter was about to appoint a Minor Elite to escort Kelly to the armory, but Charles interrupted. "We'll take her. We've been there already and we know where it is."

"Thank you. Spartans," said the Arbiter. Then he added. "Hurry back, we may need you on the bridge."

"Will do," replied Stephen as the three Spartans walked out of the control room.

They arrived at the armory and found many different weapons there. Neatly stacked on the shelves and racks were Covenant weapons, and the human weapons were in a pile in the corner. Kelly, passed the Covenant weapons completely and moved on to the human weapons. Charles and Stephen looked at each other but said nothing. Kelly grabbed a MA5B Assault Rifle – a weapon that she's trained with all her life – and two M6C Pistols. She picked up extra ammo for both weapons and proceeded back towards the control room.

Once back, the Arbiter advised everyone that they should get some rest and most of the Elites took his advice. Sergeant Johnson and Commander Keyes took his advice as well. Doctor Halsey and the Spartans however, stood on the bridge with the Arbiter and Xelakee. They also took the time to install Covenant shield generators on Charles' and Stephen's MJOLNIR Mark IV armour, but unlike Kelly's shields, their shield generators were outside of the suit, which unfortunately, made it easier to destroy.

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

About two hours after the Undefeated Glory left Antraxia, it shuddered as it came out of the slipspace steam and various Grunts and Elites were sent to wake everyone up.

"We have arrived at the Kalari system," said the Arbiter.

"Yeah, I kind of figured," replied Charles. The Arbiter ignored his remark.

"Which planet is Kalaris?" Kelly asked.

"The fourth from the star."

"I see. Let's go and see if there are any Covenant forces around the planet," the Arbiter said. Then he spoke into the COM system, giving orders to the other ships. "Power up your plasma turrets and get your Seraphs ready. We don't know what kind of surprises the Covenant have planned for us."

The Undefeated Glory, followed by the rest of the Covenant ships, powered up their weapons and slowly approached the planet Kalaris. When they passed a relatively small planet on their way to Kalaris, three frigates came out from the dark side of the planet and tried to ambush them. The ex-Covenant fleet was prepared for an ambush, so they launched an immediate counterattack. Pulse beams and plasma torpedoes ripped through the frigates before they even had a chance to launch an attack.

"Wow. That was easy," remarked Stephen in surprise.

"Yes. Too easy. They must have another trap here. Either that or Kalaris put up a really strong fight," replied the Arbiter. Then he spoke to Xelakee. "Xelakee, scan the planet. See what kind of a force occupies it."

"Yes Holy Arbiter," replied Xelakee as he scanned the surface with his ship's sophisticated sensors. After a moment, Xelakee spoke again. "Arbiter, most of the planet has been ravaged and burned by the Jiralhanae. However, my sensors picked up a large ground force around the Sacred Forerunner Temple."

"Looks like we'll have to go down there and take them out ourselves," said Kelly.

"Yup," replied Charles. He turned towards the Arbiter. "Can you spare a few Elites and Grunts? We might need them to take on those Brutes and Jackals."

"Yes, we'll send approximately two thousand Sangheili warriors and four thousand Unggoy troops. We can also spare a hundred Wraiths, a hundred Banshees, and two hundred Ghosts."

"Good enough. Let's go," said Stephen as he picked up his assault rifle and shouldered it for dramatic emphasis.

Just then, the door to the control room opened and a humming blue orb floated in muttering.

He then looked at the main view screen, which still showed the Forerunner temple. Its humming grew noticeably louder.

"A Forerunner temple! At long last! I had feared that they might've been destroyed in the Great Purge but apparently not. These are some very important data stored in each of the temples' data banks, and it cannot be remotely obtained. You must take me there. I'm afraid I have to insist," said 343 Guilty Spark

"You? Insist? Ha! You're not coming and that's final. You contain too much information and if you were to fall into the Covenant's hands, who knows what may happen," snorted Charles.

"Me? Captured? How dare you suggest such a thing?" the Monitor asked incredulously.

"Well, weren't you captured by us?" Charles asked in a smug tone. The blue glow dimmed slightly.

"No, Reclaimer. I followed the...Arbiter, as you call him, and the other two Reclaimers here on purpose. It was intentional," replied 343 Guilty Spark.

"You're not going, and that's final!" growled Charles.

"You have no choice, Reclaimer. You have to take me in order to obtain the information from the data banks of this installation," the Monitor said merrily.

"Let him go, Petty Officer," said Keyes.

"But ma'am..."

"He's shown that he's capable of staying alive...if alive is the right word."

"Fine. Come along, if you must," growled Charles.

"I intend to," replied 343 Guilty Spark lightly.

"Are you and Sergeant Johnson coming, ma'am?" asked Charles.

"Johnson will be coming along with you, but I won't. I'm going to keep Doctor Halsey company while you guys go groundside." Commander Keyes smiled.

"Has everything been decided?" asked the Arbiter.

"Yes. Let's go. Lead the way please," replied Charles.

"I shall," said the Arbiter. The three Spartans and Sergeant Johnson followed the Arbiter to a Phantom and boarded it. Then the landing bay shields disappeared, and two hundred Phantoms and fifty Seraphs shot towards the surface of Kalaris.

While aboard the Phantom, the Arbiter briefed Johnson and the Spartans on their mission, and of his plans.

"Humans. I have a plan that can end what we came here to do quickly," he began.

"Then what are waiting for? Tell us!" said Johnson.

"I think we should take the Holy Oracle with us. Then we shall circle around and sneak inside the temple. There we shall gather the data, and take the rest of the remaining Sangheili warriors with us when we escape. We can then seal off the temple."

"That is a good plan. I know of a way to get into the temple, although I can't guarantee that the other species don't know about it," said 343 Guilty Spark.

"If they do, then we'll fight them to get through. We have to rescue Yarimee and the others."

"This information must be retrieved as well. It is vital to the activation of the Ark."

The silence was deafening. The Arbiter and Johnson stared open mouthed at Guilty Spark.

"What is it? What's wrong?" the Monitor asked.

"The Ark, that's where we go to remote activate all them damn Halos right?" Johnson asked.

"Correct. It is where we will go to activate Installation 02 through 08. Although sadly, Installation 04 can't be activated due to the fact that it's been destroyed."

"If the Halos are Installations two through eight, then what's Installation 01?"

"Installation 01 is the Ark," replied the Monitor in annoyance. "Don't you Reclaimers know anything?"

Everyone chose to ignore that comment. They remained silent for a while then the Arbiter spoke again.

"Do you all agree with my plan?"

"Yes. We do. Johnson, do you think you can keep up with us? If you can't then you can stay with the rest of the Elites, if you'd like," Kelly offered.

"Me? Not be able to keep up? Are you outta your mind? There ain't nothin' Sergeant Johnson can't handle. I'll come with ya," Sergeant Johnson replied, sounding slightly hurt and insulted. "Besides, I can pick targets off from a kilometre away. You'll need those skills. Trust me."

"Fine. Just don't get hurt okay?"

The Sergeant smiled.

"And you, Guilty Spark. Go ahead and open the backdoor of the temple for us. Then find us and lead us to it."

The Monitor floated away, humming.

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

"What can we do? We have to find a way to get out of here before the Jiralhanae overwhelms us," yelled Yarimee as she fired the alien Forerunner weapon in her hands. A bright blue beam came out of the end of the weapon and four Jackals and an unlucky Brute was immediately vaporized.

"The Arbiter will come and get us. I'm sure of it," cried a gold Elite, a Zealot, confidently. He was holding a weapon similar to Yarimee's except when he fired, a golden bolt of energy shot out and a Brute was immediately fried..

"You'd better be right," Yarimee grunted as she fired another beam at the Brutes.

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

The point man, or woman in this case, raised her hand and everyone went stopped walking and ducked to hide themselves in the tall grass.

"What is it Blue-One?" Blue-Two, Charles asked over his COM. Johnson, the Arbiter, and the rest of the Spartans were also using the same frequency, so they could all hear what everyone else had to say.

"A Jackal patrol."

"How many?" asked Blue-Three – Stephen.

"Ten. What should we do? Should we pass them by? Or should we take them out?" Kelly asked.

"Take them out," said Blue-Four, the Arbiter.

"I agree. If we just pass them, they'll just come back to haunt us later. Let's kill them," said Blue-Five, Sergeant Johnson. His hand rested on the trigger of his S2 AM Sniper Rifle.

"They're coming this way, I guess it'll take them thirty seconds to get to us at the rate they're moving right now. When I attack, follow my lead. Silenced rounds only. Johnson, I'm sorry but you can't use that sniper rifle now. It's too loud."

"No problem ma'am. I brought 'old faithful' with me." He leaned his sniper rifle against a tree and unslung his assault rifle. He pulled out a magazine from one of his ammo pouches and loaded the rifle. He thumbed the safety off.

They waited another few seconds and Kelly sprang into action. She fired a quick burst of rounds into the rear guard while Charles fired his silenced battle rifle into the Jackal point man. The two Jackals fell unceremoniously in a pool of their own blood. The patrol halted. Several Jackals activated their personal energy shields and waved their plasma pistols around wildly, hoping to find their attackers. Two of the Jackals completely panicked and fired wildly everywhere, without even bothering to activate their shields. A burst of silenced MA5B rounds from Johnson's assault rifle silenced them. Unfortunately, one of the Jackals saw Johnson's gun muzzle flare. It squawked and pointed at Johnson's hiding place and all the other Jackals turned and fired at where it pointed. It squawks were cut short when six bolts of plasma came through the tall grass and mutilated its face. The Jackal fell, but it had succeeded in revealing Johnson's location to its squad mates.

Plasma burnt the grass in front of Johnson and exposed him. Johnson tried to shoot them but most of his rounds hit their reflective energy shields and bounced off. Johnson was about to take out a grenade when Kelly warned him not to via his radio.

"Don't use any explosives Blue-Five. Hang tight, we'll take care of them. Try not to get hurt," was what Kelly said.

The grass behind the Jackals moved. Then a series of coughs could be heard from that direction. Bullets went through the Jackals bodies and blood splattered against the insides of their shields. The last remaining Jackal turned around to meet its new attacker, which exposed its back to Johnson. He fired his silenced MA5B and the Jackal squealed in pain as the bullets tore through its fragile body. It fell and twitched a bit, and then it laid still.

Johnson muttered his thanks and stood up. Kelly bent down and wrenched a personal arm shield off one of the dead Jackals and handed it to Johnson.

"Here, take this," she said as she handed him the device. There were two buttons on it. Johnson put it on and saw that there were two buttons on it. He pressed one of them and a shimmering yellow shield appeared. The weight of the plasma shield unbalanced him, and almost made him fall. He grunted and pressed the other button and the shield collapsed.

"This is a handy little thing," he said.

"Don't use it unless you have to though. The brightness might give away our position," Kelly warned.

"Yes, ma'am."

"Good. Let's move out," said Kelly.

Blue Team moved on and continued on their way. After about three kilometres, they heard Banshees coming from the direction they were heading in.

"Hide!" hissed Kelly over her COM as she melted into the grass. The rest of Blue Team did the same.

The Banshees passed without noticing them. In the distance, they could hear the sounds of the battle starting. The whines of Banshees and Phantoms, and the explosions of plasma mortars shot from Wraiths, could be heard as they Covenant and the ex-Covenant forces fought each other.

"This way please," said a voice, coming out of nowhere.

"Where have you been?" hissed Blue-Two.

"In the future, try not to ask such ridiculous questions, Reclaimer."

"Just answer me dammit!" Blue-Two demanded.

"If you wish." The Monitor actually seemed to sigh. "I've been at the Forerunner Installation opening the back doors."

"Good. Thank you," said Stephen.

"No problem. Now let's go before the other creatures find the entrance."

"Lead on."

"Follow me please." The Monitor started humming and zoomed towards their destination.

Blue-Team made their way through another four kilometres of tall grass until they finally came to a cliff face.

"Wait a minute please," said Guilty Spark as he floated away. After several minutes, the cliff face shook a bit and a grinding noise could be heard. Parts of the cliff fell away to reveal a shiny metal door. The door then opened.

"This way," said Guilty Spark. He floated down the hall humming. "Ah, I am a genius!"

"I wish he wouldn't do that," said Charles.

"Do what?" asked Stephen.

"Hum. His humming is so frickin' annoying."

"Oh well. Deal with it. He's helping us in this war."

"Yeah...I guess."

"It's not much farther. Let me open the doors. Please, continue down this hallway," said Guilty Spark as he left again.

Blue-Team made their way down the hall cautiously. After all, being careful never hurt anyone, unless you were being careful to hurt someone...

Finally, after ten minutes of navigating the halls of the Forerunner temple, they finally arrived at their destination. A pedestal stood in the centre of the room and holograms where everywhere. Guilty Spark hummed joyfully and downloaded the information from the pedestal.

"Good, we can leave now," he said after he was done.

"What? But we have to rescue Yarimee first!"

"What? Oh...that." A trace of annoyance could be heard in his voice. "I'll get them."

Almost as if on queue, the other door in the control room, the one they didn't come in from, burst open and several Elites staggered in, followed by about ten Jackals and Brutes.

"Yarimee!" cried the Arbiter as he ran towards her, letting loose his plasma sword with a hiss.

"Arbiter!" replied Yarimee as she turned around, forgetting that she was still battling and foolishly leaving her side exposed.

A Brute, sensing her weakness, rammed her with its shoulder. Her shields shimmered and collapsed as the Brute knocked her to the ground. Yarimee gasped in pain as she made contact with the ground. The Brute was about to body slam her and crush her with its weight when something caught its attention.

"Oi! Mother fucker!" yelled Johnson as he shot a short burst of assault rifle rounds at the Brute. It turned towards Johnson and growled its hatred. It was about to say something, but the Arbiter ran up behind it and stuck his sword in the back of its head. The Brute died without making a sound.

All around Johnson, the Arbiter, and Yarimee, the Spartans and the remaining Elites made short work of the Covenant soldiers.

Soon, the fight was over and everyone was stained with Jackal and Brute blood.

"Everyone all right?" asked Johnson.

"Yes. Thank you...Human," said Yarimee. Only sixteen Elites, other than herself, survived. Excluding the Arbiter.

"Anytime," replied Johnson, smiling.

"Let's get out of here before the Brutes send reinforcements to try to stop us," suggested Kelly.

"Good idea," replied Yarimee. "Let's go."

Luckily, Blue Team, Guilty Spark, and their newfound friends made their way back to their landing site without encountering any resistance. They found a Phantom and went back aboard the Undefeated Glory.

"Xelakee!" gasped the Arbiter as he came in the control room. "Give the order for all units to retreat! We have done what we have come here to do." He paused. "We will glass this place after all of our troops are back aboard the ships...or we'll glass at least where the Brute strongholds are."

"Yes, Arbiter," replied Xelakee. He then gave the order using the ship's COM system. Within two hours, every Grunt and Elite have withdrawn.

"Oh, one more thing Arbiter. We have called all the ships from Fanaerun, Djydon, and Gyzame to this location. After we're done here, we can head to Earth," said Xelakee.

"Good work, Xelakee," said the Arbiter.

After waiting about thirty minutes, seventy-three Covenant ships came out of slipspace. They identified themselves as friendlies. Another thirty minutes past and half of Kalaris looked like glass.

"Let's go to Earth and finish this," said the Arbiter.

"Yes...let's," agreed Xelakee. He gave his order and soon after, all the ex-Covenant ships jumped out of the Kalari system and headed towards the Sol system.

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

A/N: The weapons Yarimee and company were using were NOT Sentinel Beams. They were something...new. Something more destructive; another glimpse into the advanced technology of the Forerunners. Anyway...R&R please!