It's been brought to my attention that I didn't clarify the name of the machinima this is based on and for that I apologize. So to be clear, the name of the machinima is the same as the title of this story: Desolation. It's a Halo 3 machinima and the first 3 chapters are based on what I can remember from the first 3 episodes of the series.

If you can find the series, please let me know, because I can no longer find it anywhere.

Episode 3

Doc and Philips stood on a beach on the coast of Zanzibar, looking at the ocean and discussing their lives.

"You're mother was a colonel in the UNSC Marine Corps, right?" Doc asked.

"Oh yeah, but she disappeared when I was 11." Philips replied, "Colonel Elisa Philips. You know I've always wondered what happened to her. Honestly, that's part of the reason I joined the ODSTs, but I've never known what happened to her."

"Would you like to find out?" A deep voice droned out. Surprised, Philips looked around and was surprised to find that Doc had disappeared. Exploring the beach, Philips reached the entrance to the seawall, and saw a figure standing there.

"Oh god, it's you." Then everything went white.

Back in the basement, Philips was standing over Doc's corpse again, this time retrieving his knife from Doc's neck. "Oh god, why? Why would you do that, Doc..." He uttered between bouts of coughing. Philips then noticed the trail of dried blood that marked Doc's forehead and cheek. He had been dead for some time now.

"That wasn't Doc. He would never try to strangle me." Philips bent down to retrieve Doc's dog tags and M6C/SOCOM magnum. "He must have been... possessed or something."

Seeing no reason to stay here, Philips went back upstairs and got back on his Mongoose. Once again on the road, Philips came across a lake and decided to stop. He felt the need to wash Doc's blood off of his armor, and he needed to refil his water supplies anyway.

Pulling his pack from the back of the Mongoose, Philips waded into the lake until he was ankle deep. Bending down to fill his canteens, Philips finished that and got to work scrubbing the blood off of his hands. When he had finished that, he stood up and looked forward. "Jesus!"

Right into the terrified face of the man in front of him. Clad in purplish armor, the most surprising aspect of this man was the fact that he was transparent. "Who are you?" Philips carefully asked.

"Help me." The man asked, his voice cutting out like a radio in static.

"Wait, What?"

"Don't let them take me!" the man screeched in fear.

"Don't let who take you?" Philips responded. The man didn't reply. Instead he turned to his left and screamed in terror before vanishing. Another flash erupted, though this time it was rather different. Philips was no longer at the lake he had been standing in, and it almost felt like he was in a state of astral projection.

He was inside a facility, either one deep underground or possibly inside a space station. Alarms were blaring as soldiers and scientists bustled to and fro between their work stations.

"Status report." Someone, the commander of the facility presumably, yelled. "Sir, the breach has been contained, but we don't know for how long." A soldier replied, staring at his computer screen, "We need to evacuate the facility, torch and burn everything."

"No!" The commander shouted, "We can't leave the specimens behind! We've put too much time and effort into them." He was interrupted by panicked shouting from the other end of the room.

"Sir, they've broken the quarantine!" "Seal off the bulkheads!" The commander ordered, "Don't let them-" Whatever he was about to say was cut off when the power went out. A loud, inhuman roar erupted in the darkness, followed by the sounds of screaming.

The flash ended at that moment, and Philips found himself back in the water. However he wasn't where he had been before. "What the hell?"

He was standing in front of the beach where he had spoken to Doc, with the seawall and windmill right behind it.

"How the hell did I get here?"

I'm sorry this chapter was shorter than the first two, but this is where my memory of the series starts to get a little fuzzy. I'm fairly certain I got the gist of the most important events but I can't be too sure on that.

At any rate, from here on out the rest of the story is mine and the crossover will be completely started in the next chapter.

As always reviews are welcome.