AUTHOR'S NOTE: Alright, after seeing him in school and in diapers, we finally see Fox in an Arwing again…for the first time, technically. I decided to make this story a bit longer than planned, so that I could do some scenes I wanted to do but didn't know how I could fit them in before. I decided to give you guys some action in this one, as opposed to the traumatizing horrors of last story. If you didn't figure out what the chapter was about from the title, please beat yourself senseless with your keyboard before continuing. That is all.


-Independence Day-

He could feel the lurching feeling of anxiety in his stomach as the electromagnetic catapult lowered the fighter into the launch tunnel. Fox's eyes were closed, his mind focused on everything that he could hear and touch so as better to tune it out later:

The whistling General Quarters alarm of the Great Fox that almost drowned out the hydraulic whirr of the catapult; the hard but smooth feel of the joystick in his paw, and the lukewarm, still air of the cockpit on his fur.

Fox shifted around a bit, feeling the edges of the cockpit brushing against his shoulders.

The calm was almost serene.

Just breathe, Fox thought.

"Launch commence," said ROB-64 over the comm.

Fox's green eyes flew open, taking in a small glimpse of the trapezoidal launch tunnel and he tightened his grip on the stick. The metallic scream of climaxing energy and the roar of the engine suddenly overtook his ears as the ship flashed through the tunnel in the blink of an eye, blasting out into the field of stars at the end. His skull sank back into the headrest of the pilot's seat as the Arwing shot into space, a faint trail of blue in its wake.

Far behind now was the Great Fox, instead his vision was dominated by the dusty brown northern hemisphere of the planet Katina, and the dozens of ships that exchanged laser fire amongst the stars and blackness of space.

Two Trafalguis-class destroyers with an escort of six Acropolis-class assault ships and nearly a dozen small Aries patrol cruisers made up the Cornerian battle group, trading fire with the four Zeram-class cruisers, five Harlock frigates, one Sulaco-class destroyer and one Grazan-class carrier of the Venomian task group that had blockaded and assaulted Katina for the past month. Between the two groups of fighting ships, one silver, the other spinach green and rust red, flitted hundreds of individual star fighters of both Cornerian and Venomian origin, swarming amongst each other as the capital ships shot off bolts and beams of red and blue.

"Ranger, Arwing TSF-1, TSF is launched and prepared to engage," Fox announced into the microphone on his headset, "Awaiting clearance to engage."

"TSF-1, Ranger, copy that" came the response from the CCS Ranger, the lead Trafalguis-class destroyer in the battle group, "You are cleared to engage, repeat, cleared to engage hostiles."

"Copy, cleared to engage. TSF out," Fox returned, then switched his broadcast channel to the StarFox frequency, saying, "Alright, guys, we have a go. Let's move in fast and go for the carrier; keep an eye out for the Saucerer."

"Way ahead a' ya', Foxie," Falco responded, "Race ya' to tha' carrier!"

"Stay in the group, Falco!" Peppy reprimanded hoarsely, the far-off ships growing closer.

From the corner of Fox's vision, he could see another Arwing accelerating at full throttle towards the battlefield.

"Hold up, Falco, stick together," Fox commanded, "It's easy to get lost in something this big."

"I don't get lost," Falco rebuked.

Falco's Arwing suddenly flared as he engaged the boost function, rocketing into the fray.

"Falco!" Fox snapped, gritting his teeth.

"What's tha' matta', Foxie?" Falco taunted, "Too fast for ya?"

"Peppy, stay with Slippy and go around the ships to get to the enemy; I'll stick with Falco," Fox instructed.

"I can take care of myself, Fox!" Slippy retorted.

"Do as I say!" Fox snapped, throttling up without another word.

The Arwing shot forward, into the tight formation of Cornerian ships. As Fox blasted over the long, boxy surface of an Acropolis ship, he could see Falco's Arwing hugging the sides of the Ranger, traveling along the length of the ship. A vaguely T-shaped Venomian Granga fighter sped in between the two ships, firing off a pair of red laser beams.

Just as Fox lined up his targeting crosshair with the fighter, the Granga exploded in a flash of white as a pair of blue lasers pierced its hull.

"First kill, Foxie," Falco boasted, his Arwing swooping down in front of Fox only to blast away towards the front of the battle line.

"It's gonna be your last one all day," Fox snarled, gunning the Arwing after Falco.

He weaved the fighter over, under and in between the Cornerian battleships as the Trafalguis-class' mighty assault pulse lasers cut bright blue lines across the star field. From the launch bay of an Acropolis-class came a flight of three Cornerian J-4 Comet fighters, the silver and green standard star fighter of the Cornerian Army. Fox zoomed over the Comets just as they were picking up speed, darting under an Aries patrol craft before flying out beyond the boundaries of the Cornerian battle group. Up ahead, the rust-colored Sulaco-class destroyer unleashed its powerful assault pulse laser, projecting a ruby-red beam of energy from its nose to the sides of the CCS Watchman, the other Trafalguis-class. The beam of red dominated nearly half of Fox's window of vision, and he flew the Arwing down into the cloud of fighters between the two battle groups. A group of Comets flashed overhead as a pair of Venomian fighters sped to meet him. Fox pulled the nose of the Arwing up, lining the first Granga up in his crosshairs and tapping the firing button on the joystick, then again as he aimed the crosshairs at the second.

Both fighters exploded in a puff of fire and debris, disappearing as Fox flew through the space they'd formerly occupied.

"This is nuts, Fox! There's too many of them!" Slippy remarked.

"This isn't nearly as much as there was in Sector Y," Peppy answered, "Give it a rest, Slip."

"Peppy, get on my right flank; Slippy get to my left," Fox instructed, "We'll cut a corridor right through them to the carrier."

"Got it, Fox!" Slippy chirped.

An Arwing pulled up to each side of Fox's ship, and he looked to his left to see the bulbous-eyed frog waving at him.

Fox rolled his eyes and directed his attention forward once again.

A cloud of Granga fighters approached them, with no Cornerian ships in sight.

"Just boost through them and take down as many as you can!" Fox directed, pulling the throttle into the red-labeled 'BOOST' notch.

The Arwing's engines howled as he shot forward, Fox tapping the firing button as their ships flew into the countless squads of Venom fighters.

The roar of engines and the cracks of exploding ships surrounded Fox as he slalomed through the confused swarm of fighters, barely missing a collision with one by a few meters. The space ahead of them suddenly became clear, the flotilla of Venomian capital ships much closer.

"How's everyone doing?" Fox inquired, checking his shield status to find that the Arwing's shields still hovered at 100%.

"I'm just fine over here, Fox," Peppy answered.

"Slippy, how about you?" Fox inquired.

"I got a little cooked back there, Fox…" Slippy responded sheepishly, "But I'll be okay."

"Surprise, surprise," Falco sniggered.

"Shut up, Falco!" Slippy yapped.

Fox tuned out Falco and Slippy's argument, focusing instead on the wave of fighters that approached them in the distance. He held his finger down on the firing button, hearing the power levels whirr up and the crosshair turning red as it locked on to the lead fighter. Fox released the button, watching as a green blob of charged laser fire spat out from the Arwing's nose, snaking its way over to the group of ships and smacking into the squadron leader. The charged shot detonated with a green flash, disintegrating the lead fighter as its wing mates fell burning through space.

"Where are you, Falco?!" Peppy demanded.

"Kickin' ass 'n takin' names, old man," Falco verbally shrugged.

"How about you try doing your job for once and back us up?!" Fox snapped.

"Well if ya' gonna be like that…" Falco trailed off.

A hiss of laser fire and an explosion from behind Fox's ship could be heard, and he looked on his radar display to see Falco's icon taking up the rear of their group.

"Gee, thanks, Falco," the avian mocked, "Sure was nice 'a ya' ta' take out those baddies I had on my ass. What would I do without 'cha?!"

Fox wouldn't give Falco the satisfaction of a response.

The Grazan-class carrier, a green ship dominated by a pair of stretched rectangular hangar bays two kilometers long, loomed up ahead. As the wide open bays became more and more clear, dozens more Granga fighters scattered out of the fighter bay towards them.

"Bomb 'em!" Fox shouted into his microphone, targeting the flock of ships and pressing the small red button on top of the joystick with his thumb.

A stout red cone ejected from beneath the nose of each Arwing, lancing into the cloud of fighters and detonating in four huge blasts of blue and orange light. The StarFox Team blasted through the remnants of the explosion, speeding along the top of the Grazan carrier.

"Feeling dangerous today, Falco?" Fox challenged.

"Always," Falco answered.

"Everyone head around for another pass," Fox commanded, "Peppy and Slippy fire on the bridge. Falco, you fly into the left hangar bay and take out the reactor they use to recharge the fighters. I'll do the same for the right. Move quickly and don't use smart bombs."

"You got it, boss," Peppy affirmed.

"I gotcha, Foxie!" Falco shouted.

The four Arwings blew down the end of the carrier, splitting up into two groups and dodging a hail of red laser blasts from one of the Zeram-class cruisers.

Falco and Fox flew side by side, speeding along the flank of the Grazan, edging up towards its front.

"Ya' think ya' can handle this, Academy-boy?" Falco goaded.

"What's the matter, Hot-Rodder? Scared?" Fox returned, smirking and glancing out of the cockpit to the Arwing next to his.

Inside, a cocky blue avian regarded him with a competitive glare.

"Last one out's a tight-ass fuzzball!" Falco cackled, his Arwing suddenly blasting ahead.

"Then you're about to grow some fuzz, bird-brain," Fox growled, throttling up into a boost.

The side of the carrier whizzed by in a blur, the Arwing overtaking the front edge of the ship's hangar bays in less than a second. Fox yanked the stick to the side, rolling ninety degrees as he banked hard to the left.

The hangar bay loomed ahead like an open mouth, the defensive energy cannons firing bluish white balls of plasma at the Arwing as it flashed forwards.

Fox tore the stick to the other side, executing a swift barrel roll that flared the Arwing's shields and scattered the energy blasts harmlessly.

The Arwing stopped rolling as soon as Fox pulled the stick back, the field of space disappearing as he flew into the enclosed hangar bay of the carrier.

Harsh white glow panels lit up the expansive, massively cavernous interior of the hangar bay, hundreds of meters in height and two thousand meters in length. He could hear the rush of air outside the cockpit, contained inside the hangar bay by the magnetic shields mounted at the openings of the hangar.

A catwalk stretching high over the hangar floor nearly collided with Fox's Arwing, and he quickly dived a few hundred feet to avoid impacting the low-hanging obstacle.

Below, the floor of the hangar was lined with hundreds of Granga fighters, with tiny dots of pilots and technical crew scampering around in panic as the Arwing roared overhead. The Arwing shook a little as a blaster bolt struck its underside, but the damage to the shields was negligible, and Fox instead focused his vision towards the end of the hangar, staring at the large cylindrical hypermatter fusion reactor that gave off a faint white glow.

As the hangar sped past him and the reactor grew closer and closer, Fox lined the reactor up in his sights and tapped the firing button.

Twin green laser blasts rained down onto the reactor from the Arwing's cannons, puncturing the reactor and producing exploding flashes and arcs of electricity.

Fox throttled all the way down and engaged the gravity brakes, jerking the stick in a half circle to the left.

With a lurching scream, the Arwing fishtailed into a complete 180-degree U-turn through the air, and Fox was thrown back into the pilot's seat before the inertial compensators kicked in and allowed him to move. His view out of the canopy spun, the open end of the hangar now visible as a square of stars and blackness at the end of the hangar.

Fox yanked the throttle back up into a boost, hearing the Arwing's engine scream as it shot him towards the exit. Behind, he could just barely hear the crackling explosions as the ruptured hypermatter reactor began to detonate. As the Arwing lanced towards the exit, he could see just out of the corners of the cockpit bubble the licking flames of the hypermatter explosion catching up with him.

He glanced at the boost gage, nearly run out.

"Come on, come on," Fox whispered, praying that the boost would last him long enough to escape.

The Arwing began to tremble, and suddenly the ship soared out of the hangar bay exit, back amongst the stars and the flashing explosions of the space battle.

Echoing explosions behind Fox bade him to turn back for a look, coming around for a view of the exploding carrier.

Just as the Grazan came into view, another Arwing sped across the fighter's nose, and Fox jerked backwards into his seat in surprise.

"Guess you win that one, Foxie," Falco submitted with a touch of scorn.

"Nobody wins 'em all, Falco," Fox shrugged, looking back as the Grazan's fighter bays were consumed by explosions.

With a flaring flash of white, a huge crack appeared in the side of one of the carrier's hangars, and then the connecting main bridge between the two hangars blasted apart, the two halves of the ship drifting down in orbit towards Katina in a mix of flames and smoke.

"We did it!" Slippy cheered as his and Peppy's Arwings approached.

"That should prevent any more fighters from coming out," Fox said, switching the comm. channel, "Ranger, TSF-1, hostile carrier has been neutralized, repeat, hostile carrier neutralized."

"TSF-1, Ranger, copy that," the Ranger sent back, "Proceed to engage hostile snub fighters until further notice. Ranger out."


Commodore Madeline Zira had been a proud officer of the Venomian Starfleet for years. She had resigned her commission in the Fortunan War Department after a promise from Venom that she would be treated much better than on her home planet. Zira had abandoned a post of Lieutenant, the highest rank a female primate could hope to achieve (even on Fortuna, which was relatively non-speciesist compared to Macbeth and the Cornerian Commonwealth), and had instantly been promoted two ranks up to Commander. Over the years, she'd been a faithful member of the Imperial Venomian Armed Forces, and a true believer in Andross' vision. The 'dominant', oppressive races of Lylat, (the dogs, cats, and rabbits) had always been against her people, and all the other peoples of Venom, for over a millennium, ever since the dark days of the Cornerian Empire. The Empire may have been replaced by a more politically correct Commonwealth, but the oppression was still there. It was the dominant races' faults that the only freedom they could find was amongst the desolation of Venom.

But they would have the last laugh.

Living in the harshness of Venom had become a mark of pride, a sign that the Venomians were always stronger than the dominants. Zira was no longer ashamed to be an ape. She was proud to have suffered the most, even amongst the other races of Venom, the tyranny of the dominants.

She agreed wholeheartedly that it was the dominants' turn to be oppressed, to be removed out of power, to be cleansed from the galaxy, in the name of Andross and all that his justice and wisdom represented. Thus, when Zira had been offered command of the Saucerer, the spearhead of the Venomian invasion force, she'd been all too honored to accept it and the promotion to Commodore that came with it.

Zira had commanded the Saucerer successfully throughout the entire war, from the uplifting success of the Macbeth Liberation to the hard-fought Battle of Aquas. She'd never shown hesitation or regret for a single moment, only stoic, silent pride.

Her only dilemma had been during those first few weeks over Macbeth, when she'd heard of the necessary measures taken to secure the planet and free the oppressed Macbeth people. Apparently, many dominants had been killed, rounded up and destroyed by the soldiers on the ground. Zira put it out of her mind. Dominants were dangerous, power-hungry people that could not be trusted. Given the chance, the dominants of Macbeth would rise up and take revenge on Venom, perhaps even outright enslaving them all like Andross said would happen. They all deserved to die if they couldn't live in peace.

After Macbeth, Zira had found things to be much easier. Operation: Water Rot on Zoness may have been a little harsh, perhaps costing more lives than necessary, but Zira agreed with the purpose. Corneria had to be shown that Venom would not be intimidated by their war declaration, even if it meant damage to Zoness' ecosystem. After enough time thinking about everything in the way that Andross explained it, it all seemed very logical and justified. After all, it was in the name of freedom.

Since Aquas, though, things had gone wrong.

The Easton Offensive that was supposed to be the final step in the war hadn't worked out like it should have. Though the Army had been brought to Corneria's doorstep, matching the Cornerian Starfleet at Sector Y, and assaulting Katina, success still refused to come. The damages the Army had suffered securing Aquas were dire indeed, so the task groups sent to attack Katina and Corneria were much smaller than the ones that had so easily taken Macbeth and Zoness. Furthermore, by some miracle, the Cornerian Army forces on Katina had been able to hold her task force off for the past month.

Not to mention that band of freelancers that almost single-handedly stopped the surprise attack on Corneria.

Standing on the bridge of the Saucerer, viewing the far-off battle between the Cornerians and her comrades through a holographic display, Zira felt an overriding sense of dread in her heart as the flashes of fired shots and the beams of pulse lasers made a light show amongst the seemingly-still groups of ships that faced each other. Though she told herself, time and time again, that they were winning this war, that this was only a minor setback, her mental assurances rang hollow. Though Venom did control most of Lylat, short of the Cornerian and Oesté Sub-Systems, something seemed horribly wrong about this battle here. Perhaps it was the fact that the Saucerer, as a ground-attack craft, could not participate in the space battle, thus relegating her to worry on the sidelines, but for some reason Zira could not dismiss the idea that things were changing.

"Commodore!" cried the Executive Officer in shock, looking up at her from his console.

"What is it, Ellis?" Zira inquired, staring over at the younger male primate.

"The Soyuza's been taken out!" Executive Officer Ellis exclaimed.

Zira's bottom jaw dropped, and she turned to face the holographic battle display in front of her. As the Saucerer's bridge was located in the center of the giant ship, its only view of the battlefield was through holographic displays.

On the display, the image of the Grazan-class carrier Soyuza fell apart amongst fantastic explosions, her massive launch bays cracked and flaming as debris drifted down towards Katina.

Zira closed her eyes and shook her head, mentally saluting the thousands of brave Venomians that had just died, all at once. Her hand clenched into a fist, held near her heart. Her knuckles brushed against the command bars on the breast of her maroon officer's uniform.

She opened her eyes and looked back at the bridge, realizing that all of the command staff awaited a response from her.

"Should I order a launch from the fighter bays to support the ships?" XO Ellis responded.

Zira slowly shook her head, brushing a lock of chestnut hair behind her ear.

"The Invader IIs aren't designed as much for ship-to-ship combat as ground assault. They're even at more of a disadvantage in space. If we send them, they'll just get destroyed, Ellis," Zira explained, her mind turning.

"But we have hundreds of fighters in the bays!" Ellis protested urgently, "And the task group doesn't have any more fighter support; the Cornerians will send in their bombers soon to take out the capital sh--"

"I know, Ellis!" Zira snapped.

The command staff stared between her and the holographic battle footage.

Zira had to make a call, and it wouldn't be an easy call to make.

"The space battle's already lost," Zira lamented, "The Cornerians have that mercenary daredevil squad of theirs, so unless we get lucky, the space over Katina is going to be theirs in a matter of hours."

"Do we request a retreat?" Ellis inquired quietly.

"Admiral Gran won't retreat; he's too stubborn. He'll go down with the ships first," Zira huffed.

"What are your orders, ma'am?" the helmsman asked.

His hushed tone accentuated the anxiety of the crew and their captain.

They were all willing to follow her orders in the name of Andross, regardless what those orders were and what they would mean.

"Have repairs on the EMP projector yielded anything?" Zira asked Ellis.

"No, ma'am," Ellis replied, sullen, "The damage we received on Aquas was too great. Most of it would have to be replaced to be functional again."

Zira let out a labored breath. She closed her eyes once more; trying to come to grips with what she knew had to be done.

There was only one thing they could do that would make Andross proud. One way that they could get some form of meaning or victory.

"No matter," Zira said, swallowing, "Prepare to descend. Have all pilots begin pre-flight operations."

"Ma'am?" Ellis posited.

"If they are going to win this battle, it's going to be a very expensive victory," Zira explained, firm and assured, "We will take down Fort Eastwood and most of Tombstone with us."

There were grave looks on the faces of all the general staff. They knew that they were heading into. But they also knew that there was no other way out.

Ellis gulped, and then his primate mouth stiffened.

"Yes ma'am," Ellis replied.

Zira nodded heavily.

"Begin the descent!" Zira cried.

"Aye, ma'am!" the helmsman responded.

Zira's body tightened and she looked back at the holographic display. She would punish all of the dominants down there in the name of freedom and Andross. They all deserved it, just like the people on Macbeth and Zoness and Aquas.

The Saucerer began to descend.


"Yeah-ha-ha!!" Slippy shouted as his Arwing flashed past the flaming explosion of another Venomian fighter.

"Keep ya' dick in ya' pants, Slippy," Falco griped, flying close behind, "That's what, your third kill? You got nothin' ta' brag about. I got ten times that much."

"Shut up, Falco," Fox growled, his Arwing soaring amongst a wing of Comets, "We're not keeping score."

"We get paid based on how many space-monkeys we take out, right?" Falco argued, "So, as a matter of fact, we are keepin' score!"

"Ignore him, Slip," Fox said, unable to think of a comeback to Falco.

"I'm not going to stop because of Falco, Fox," Slippy dismissed in a high voice.

"That's the spirit," Fox assured him.

"It looks like the fighters are retreating back towards the ships for cover," Peppy commented, "Makes sense, especially if the Army sends out bombers to take out the larger ships."

"Alright, then, lets get in there and support the fighters against the ships up close," Fox instructed, all four Arwings flying in formation towards the Venomian capital ships.

In the bottom corner of his heads-up display, Fox could see the blinking orange light of an urgent call on the Cornerian command channel.

Fox switched the channel on his comlink to receive the transmission.

"Ranger to TSF, Ranger to TSF, come in TSF," the Ranger called urgently.

"TSF-1, Ranger, copy, what are your orders?" Fox inquired.

"Be advised, TSF," the Ranger directed, "Hostile assault craft is en route to planetary surface. Target is inbound, repeat, inbound to Eastwood base. Proceed to Eastwood base to intercept target and assist garrisoned Bulldog and Husky units. Your command is transferred to Major Grey of Eastwood base. Proceed immediately to dispatch point. Over."

"Shit," Fox murmured, responding, "Affirmative, TSF out."

Fox quickly switched the channel, announcing, "Change of plans, guys."

"What's up?" Falco demanded.

"It looks like the Saucerer is headed right for Fort Eastwood. They want us to go down to Katina and reinforce Bulldog and Husky units," Fox informed them.

"What about the fight up here?" Falco argued.

"Look around, Falco," Peppy returned, "They don't need us up here. We go where we're needed, so we're headed down there."

Falco muttered something unintelligible over the comm.

"On my lead," Fox directed, banking the Arwing around through space, turning until the sandy-brown and white globe of Katina dominated his view, "Adjust your G-diffuser output. Prepare for re-entry maneuvers."

The StarFox Team throttled into a unified boost, rocketing downwards to the planet below. In a matter of moments, the space battle was behind them, the planet taking up their entire canopies.

"Just remember what I said, Slippy," Fox instructed, "Keep your speed low and your position constant. Watch your heat shield stats and let the computer do most of the work."
"I know, Fox, I know," Slippy sighed.
"Coulda fooled me, what with tha' trouble ya' ran into over Corneria," Falco quipped.

"Shut up, Falco!!" Slippy yelled.

"He actually has a point, here, Slip," Fox admitted, "Just take it easy and you'll do fine."

"Got it…" Slippy mumbled.

"ROB," Fox called into his headset, "We're entering Katina's atmosphere. Contact Fort Eastwood and tell Major Grey to expect us."

"Affirmative, Fox. I will tell them to anticipate you," ROB said.

The feeling of increased freefall got Fox's attention, in addition to the computer console flashing the message: 'WARNING: ATMOSPHERIC RE-ENTRY IMMINENT'

Fox called up the heat radiation shield controls, activating the re-entry protocol that would expand the energy shielding over the front of the Arwing, distributing the hot air of re-entry away from the fighter's surface.

There was a hum of energy as the weapons systems were cut out to divert power to the radiation shields. Fox's flight speed began to increase as Katina's gravity pulled the fighter down, and he gave a quick pulse of the gravity brakes to slow the descent. An orange glow of superheated air began to form in front of the fighter, taking away Fox's view of everything else. He kept his hands tightly secured on the joystick, keeping the Arwing in a constant nose-dive position. Entering a planet's atmosphere was one of the most dangerous things a pilot could do, next to combat. It required absolute patience and attention to detail to execute properly.

Fox did not want to consider how hard it would be to execute a re-entry during an emergency, and prayed he would never have to go through something like that.

The cockpit shook as the air outside rumbled and roared, the orange glow of burning air outside the Arwing brightening to a shade of yellow.

The Arwing's computer got a lock on the planetary surface far below, displaying the planetary altitude on Fox's heads-up display. The altitude was somewhere in the range of 200 kilometers over the surface of Katina, counting down in double digits by the second. His speed hovered between 9,500 and 8,000 kilometers per hour, slowing down as the denser air of Katina's atmosphere produced drag against the Arwing's outer shields.

Fox continued to pulse on the gravity brakes, slowing the Arwing's speed to 7,000, then 5,400 kilometers per hour.

The glow of heat began to cool from yellow to orange once again.

His altitude was now 100 kilometers.

The Arwing suddenly jerked and swerved as it blasted through a pocket of turbulent gas particles in the upper atmosphere, and Fox struggled to correct the descent and keep the fighter on the path. Several alarms began to whistle and honk in alarm as Fox fought with the joystick, finally wrestling the Arwing into a straight descent vector. With a shaking rumble, the Arwing stabilized.

Fox let out a sigh of relief, giving off another braking pulse.

He thought back to how long it had taken Peppy to break him of his fear of flying, ingrained since a childhood flight with his father that had gone horribly wrong. In the more than two years after his father's death that Fox spent training with Peppy, almost all of it was devoted to not only breaking Fox's fears, but turning him into the expert pilot he'd been born to be. Though Fox had indeed conquered his phobia, he still had the occasional, brief relapse.

The first time he'd shot down an actual, living pilot, three weeks ago when Team StarFox had first been hired by General Pepper to defend Corneria from the Venomian surprise attack, Fox had felt such a relapse.

He'd seen his mother go down in flames like that, so long ago that it was little more than an abstract feeling, and the accident that had occurred over Corneria City when James McCloud took Fox flying in his Arwing had stamped that feeling of loss and responsibility in his mind.

When Fox had shot down his first Venomian fighter, he had been wrong to think that it would be like the targets in the flight simulator or the practice drones he'd destroyed in flight exercises. The whole thing just brought back one final echo of the events that had made him so afraid to be in the air growing up. Fox had felt responsible for his mother's death, because he'd watched it happen in confusion, too young to realize what it meant when Vixy McCloud's skyvan fell blazing to the ground. He felt a pang of guilt as he'd shot down an enemy pilot that was nearly the same.

Fox had put it out of his mind with the idea that, by not doing something, he'd be in a way responsible for all of the people that same pilot and all the other Venomians just like him would kill, if Fox didn't destroy them first.

It was Fox's responsibility to save the Lylat System, just like his father would've wanted him to. And that meant taking down the people that were trying to destroy it.

His altitude had reached 50 kilometers, into the beginnings of Katina's stratosphere.

The Arwing began to rumble and shake even harder as the air became progressively denser, and he gave a longer pulse on the gravity brakes to further slow his speed, which was now around 2,000 kilometers per hour. The orange glow of re-entry still remained, but it had shrunk slightly to allow Fox to see thin, dusty clouds far below. He could almost make out Peppy's Arwing to the right, bathed in re-entry fires just like his.

The old man had given Fox much, to the point that he'd done most of what Fox had always expected his own father to do. Peppy had nearly sacrificed his marriage in the name of training Fox and building the team, only to be reconciled with Vivian when she was struck with an as-yet unexplained illness that she still suffered from to this very day. To have even gotten this far, Fox owed much to Peppy.

The StarFox Team plunged through the stratosphere, a quartet of comets in the sky that cut a trail of fire across the wide blue yonder.

"Alright, engage the brakes in full, decrease speed to point-five Mach, and pull out of this dive," Fox instructed, "Then continue descent, level off at eight kilometers and increase speed to Mach two. ROB should be putting Fort Eastwood on our radars any minute now."

"Hey, while you're at it fuzzball, ya' wanna tell us when we should blink our eyes, too?" Falco critiqued.

Fox ignored him, engaging the gravity brakes at full power. The brakes screeched as the orange re-entry glow vanished. The Arwing's speed dropped lower and lower, nearly coming to a dead stop in mid air before the brakes disengaged and allowed the fighter to glide down by force of gravity. The inertial compensators of the Arwing had made the almost instantaneous deceleration feel like the slightest jerk forward. The Arwings sailed down through the air in formation, their altitude dropping fast, now 30, 25, 20 kilometers above the planet's surface. The sparse, dusty yellow clouds and the dry arid landscape below came ever closer as they continued to descend. Looking up, the blackness and stars of space had been replaced by the confined, comfortable blue sky.

The last twelve kilometers of their descent went by like a flash; suddenly the Arwings were plunging through cloud after cloud, with the deserted plains of the Katinan outback visible to all corners of the horizon.

After barely a moment of cruising at eight kilometers above Katina, a dot appeared at the top of Fox's radar display, broadcasting the location of Fort Eastwood.

"Accelerate to Mach two on my mark," Fox commanded, his paw clenched on the throttle, "Mark."

Throttles were shoved up, and the plasma engines of four Arwings howled with excitement, ejecting bluish red flames from their exhausts.

Vapor cones formed around the four fighters as they blasted through the sound barrier, leaving echoing sonic booms in their wakes.

"Huh—uh, hurm…" Slippy mumbled, and then cried, "Let's kick some Venom ass!!"

The slightly cheesy, awkward cheer still managed to bring a smile to Fox's face.

"Hell yeah, Slippy," Peppy agreed heartily.

"Yeah… you tell 'em, Slip…" Falco muttered with some hesitance.

It was such an out-of-character move that Fox stared out of the canopy over to Falco's Arwing on the left. The bird inside the cockpit noticed and shrugged.

"What?" Falco demanded, "I can't be nice sometimes?"

"You can be..." Fox smiled, "You just aren't."

"Eat me, fuzzball," Falco shot back, "I don't gotta fuckin' impress you."

"There's the Falco we know," Peppy sighed.

"Same goes for you, old man," Falco replied haughtily.

"Thanks, Falco," Slippy piped genuinely.

"Shut up, Slippy," Falco snapped.

During the next few moments of radio silence, Fox thought he could hear Falco murmuring, just under his breath, something that sounded like "You're welcome," but he couldn't be sure.

"We're getting close to Fort Eastwood," Fox said, "Everybody drop altitude to one kilometer. I'm going to establish contact with the base, and see if we can share a comm. channel with Bulldog and Husky units."

Fox promptly pushed the joystick down and switched the comlink over to the Katinan Military channel, then began, "Eastwood base, TSF leader TSF-1, do you copy?"

"TSF-1, Eastwood base, go ahead," a slightly gruff voice replied over the comlink.

"Eastwood base, TSF is inbound to assist in target intercept. Direct command of this operation is a Major Grey, affirm. Request comm. and interface uplink between TSF and active squadron leaders. Over," Fox orated into his headset.

"Affirmative, TSF, stand by for uplink to Pack Leader," the controller at Eastwood replied.

In the few moments of silence as Fox waited for the uplink to establish, he leveled off his Arwing at about one kilometer over the surface of Katina. Now, the dusty plains and the low, rocky mountains of the planet could be seen up close, blurring past the fighters at supersonic speeds.

There was an abrupt, slight crackle on the comlink, and then Fox could suddenly hear a surprisingly familiar-sounding raspy voice assuring, "Just hang on, guys. It looks like we've got some help headed our way."

Fox linked the StarFox channel to the current uplink with the familiar voice. Far up ahead, a huge pyramidal structure appeared just over the horizon, matching up with the dispatch point on his radar display.

"Squadron command, TSF leader TSF-1, identify," Fox requested.

"FOX!" the raspy voice called jovially, "You made it! It's been a while, man!"

Fox's jaw dropped in shock, his eyes wide.

"Bill?!" Fox exclaimed in disbelief.

"Major Bill Grey at your service, StarFox!" Bill Grey acknowledged over the comlink happily.

As the pyramid came closer and closer, Fox throttled his airspeed down to a subsonic 740 kilometers per hour, as dozens of white and green Comet fighters swooped through the sky like a swirling tornado cloud over the pyramid of Fort Eastwood.

"Hey, Bill!" Slippy greeted happily over the comlink.

"Nice to see you again, Bill!" Peppy remarked, pleasantly surprised.

"Peppy, Slip, great to see you guys too! Long time, no chill," Bill returned.

"I…I never even made the connection, Bill!" Fox stammered, and an astounded grin stretched across his muzzle, "I don't believe it!"

"Hey, you'd be surprised at how good I got once I stopped screwing around at the Academy," Bill presented in a teasing, jovial tone, "Didn't have much to do except study when you just up and left!"

Fox laughed to himself as the Arwings did a fly-by of the large pyramid, a deep smile on his face.

"Did I miss somethin'?" Falco inquired, "Who is this guy?"

"Old friend," Fox smiled warmly, "Ever since we were six--"

"All squadrons, Eastwood base," the controller interrupted, "Inbound contact, repeat, inbound contact, multiple units inbound from sector Delta-Echo-Niner, all squadrons engage, repeat, all squadrons engage."

There was a faint alarm in the cockpit as dozens of white dots appeared on Fox's radar display, coming from the southeast.

"This is Pack Leader," Bill commanded, "Dogs, we have weapons free. Bulldog unit; Husky unit, form up and fire at will, fire at will."

"You heard him, guys," Fox directed, "Break up and take it to 'em."

The Arwings broke formation, banking hard to the southwest as the flock of Comets swirled around over Fort Eastwood before swarming to meet the dots on their radar.

Far up ahead, Fox saw what could've been mistaken for a cloud at first, only to realize that it was nearly a hundred Venomian Invader II fighters, beetle-like rhombus-shaped craft with a pair of blade-like fins at the rear of its top and bottom sides. The horde of Invader IIs blossomed apart, swarming out to meet StarFox and the Cornerian Army fighter squadrons.

Fox began tapping the fire button the second they came within range, the twin cannons of his Arwing spitting out paired blasts of rapid-fire laser bolts that tore into the gaggle of enemy ships by the handful, blasting nearly a dozen out of the sky before they'd even managed to give off a shot. Fox's luck seemed to run out with that first free shot, as the fighters unleashed thin green laser blasts that rained down on the Arwing.

Fox jerked the joystick to the side, barrel rolling and flaring the shields, reflecting the laser fire away from his fighter as he climbed into the air, blasting his way through several more Invader IIs. The Arwing curved around, and now Fox could see the chaotic storm of Invaders and Comets as they buzzed around each other so thick that it was nearly impossible to tell one from the other. He sped back into the fray, peppering a pair of Invader IIs with laser fire before diving fast to avoid a collision with another wing of enemy fighters.

Fox leveled off, his Arwing blasting overtop the pyramid of Fort Eastwood, taking out a trio of Invader IIs only to have another three take their place moments later.

As Fox blasted the fighters apart, one of the stray laser blasts from the Arwing's cannons just barely missed one of the Comets as it soared through the air. He frowned as he curved back around and blasted another fighter out of the sky as it began to tail one of the Comets.

"Shit!" Peppy cursed, "I think I hit one of our guys!"

"It's hard to tell the good guys from the bad here!" Slippy yelped.

"Just watch your fire and keep it in close," Fox instructed, pulling up hard to avoid another buzzing Invader.

Fox held down on his firing button, powering up for a charged shot. The Arwing's computer locked onto an Invader almost instantly, picking one of the dozens out of the air at random. Fox released the shot, watching the green blob zigzag through the air before slamming into the Invader and blowing it apart in a flare of green.

"Try using charged shots and nova bombs; anything with the targeting computer," Fox instructed, "It can tell the difference between us and them."

The Arwings soared amongst the swarming fighters, their noses glowing green as the laser systems charged up the shot.

"Say cheese!" Falco snapped, a charged shot ejecting from his Arwing and blasting apart a wing of four Invader IIs.

Slowly, the number of enemy fighters began to lessen as more and more were blown out of the skies, the combined force of StarFox and Bulldog and Husky squadrons holding their own against the superior numbers of Venom.

There were only about four white dots on the radar screen, surrounded by the multitude of green dots and the four different arrows that represented the Arwings of Fox's teammates, within a matter of minutes.

Fox began to line one of the fighters up in his crosshairs, just as a green laser bolt seared through it and sent it flaming into the ground. A heavily modified white and green Comet fighter roared past Fox.

"Just like WarGames when we were kids, huh, Fox?" Bill laughed.

Fox merely smiled and unleashed paired laser blasts on the other two fighters, watching them explode into nothing against the cloudy bluish sky of Katina.

"Yeah!!!" Slippy yelled.

The radar was cleared of all enemies.

"You've become quite a pilot, Fox," Bill complimented, "You clearly got over your fear of flying, at least."

"You haven't done so bad yourself," Fox replied coolly, "Bulldog and Husky unit, I'm surprised, Bill."

"Eh, that's me," Bill shrugged, "Full of surprises."

"All squadrons, Eastwood base," The controller announced, "Hostile assault craft inbound from sector Delta-Echo-Niner, all squadrons intercept."

"Pack Leader, all squadrons," Bill commanded, "Full throttle to intercept; it should be coming up just behind Mount Blood, take it down before it reaches the base!"

The Comets scattered and formed up into a massive V-formation, speeding ahead towards a large mountain about three kilometers away. The StarFox Team automatically followed.

Fox looked at his radar display, seeing the vaguest edge of a large, circular craft on his display. It was only an approximation of the size, but it was freaking huge.

The arid landscape sped by below them, the rocky slopes of Mount Blood sweeping away until the fighters reached the peak and they saw it.

Amongst the fifty-four fighters massed in defense of Corneria, every pilot let out a gasp of awe as they beheld the Venomian assault craft.

"Holy God…" Falco croaked in dread.

The Saucerer floated before them like a twin brother of Mount Blood, an eight-kilometer wide, thick black disc that slid ominously through the air over the mountain.

Never before had such a craft been fielded in planetary flight, the sheer scale of the craft compared to the planet's surface below making its grand size much more obvious than the much larger starships in orbit.

"We're supposed to take that down?!" Slippy cried.

"Or else it's going to blow all of Tombstone away!" Bill growled.

"No time for hesitation," Fox commanded, "Just blast the damn thing apart!"

The Arwings pulled into a stiff dive towards the craft as the fifty Comets flocked past, their crosshairs locked onto the broad top of the assault craft.

"Arm the smart bombs and fire!" Fox commanded, pressing down on the joystick button.

From each Arwing soared the red cone shape of a smart bomb, four red trailing projectiles that converged into the near center of the Saucerer. The bombs hit and exploded with a near-blinding hue of blue and orange, the greenish bubble of the assault craft's energy shields becoming visible as they rippled from the force of the blast. The Saucerer buckled ever so slightly, but continued to sail over Mount Blood, in the direction of both Fort Eastwood and the city of Tombstone.

"All squadrons, Eastwood base," the controller informed, "Multiple units deployed from hostile assault craft, engage only in self-defense, repeat, engage only in self-defense, continue interception of enemy assault craft."

From beneath the Saucerer at each quarter of the enormous craft, dealt wave after wave of Invader IIs that screamed up through the air to meet the large formation of Cornerian fighters.

The Invader IIs let off a stream of green laser blasts that tore into several of the Comets, blowing them to shreds as the remaining pilots began to panic and break formation.

"Shit! Engage!" Bill snapped, the Comets scattering apart as the Invader IIs attacked them from below.

The StarFox Team broke apart without a word and went to engage the new waves of Venomian fighters, Fox gunning his Arwing less than fifty meters over the top of the Saucerer, the various grooves and details of the assault ship blurring by as he approached the stream of fighters coming up from under the saucer.

Fox began tapping the firing button, sending dozens of paired laser blasts across the edge of the Saucerer, each time destroying an Invader II that swooped out from under the edge.

The Arwing soared past the edge of the Saucerer, and Fox called into his headset, "Bill! The launch chutes for the fighters are on the underside of the Saucerer! If we fly under it we can blast the fighters before they get a chance to form up!"

"We'll also have less than a kilometer between the ground and the bottom of the ship to maneuver!" Bill argued, "It'll be like trying to fly inside a box!"

"Yeah, but it'll be just like that for them, too, and I'll bet we're the better pilots!" Fox shouted.

"I'll take that gamble," Bill agreed, "All squadrons, Pack Leader, break off, repeat, break off and maneuver to the assault craft's underside at full speed."

Above Fox, the flock of Comet fighters dove towards the edge of the Saucerer, leaving a cloud of Invader II fighters behind without an enemy.

"StarFox, get under the Saucerer and keep your bombs ready to launch," Fox commanded, jerking his stick around and pushing forward, the fighter craft lurching downwards as it screamed towards the darkened area of shadow under the large assault craft.

He watched his radar, the white dots representing the Venomian fighters trailing the green Cornerian ones as they scrambled for a single side of the assault ship to dive under.

"Those fighters are going to be coming after our guys as soon as they clear the underside; I want them to run full-force into a volley of bombs," Fox commanded.

The sun disappeared, and there was an odd sort of twilight as the Arwing flew under the Saucerer, with the slopes of Mount Blood contrasted against the thick strip of sky and the pressing black disc above.

Far ahead, Fox could see three bright blue lights of engine fire as the other three Arwings glided under the saucer craft, blasting in the opposite direction to meet him.

"You going to be able to form up with us in time, Fox?" Peppy inquired as the Arwings quickly began to close the distance.

Fox looked down at the radar, seeing the green dots already beginning to switch position, flying underneath the Saucerer with the Invader IIs in pursuit.

"Cut your speed so you don't overshoot them," Fox commanded, "I'll try to turn around before they get under with us."

The other three Arwings were still bearing down close to him, despite their decreased airspeed, as Fox banked his Arwing to the left. He suddenly throttled all the way down and gave a quick pulse of the gravity brakes, stalling the Arwing into near zero airspeed, watching as the tilt of the fighter induced a tight banked turn on the axis of the left wing, doing a flat 180-degree half spin. Fox yanked the throttle up and heard the Arwing's engines shriek back to life, and he jerked the stick to the right, pulling it out of the spin as the other three Arwings soared past.

Fox leveled off and pulled up, approaching behind the other Arwings as they spread out their formation to make room for him.

"Now that was just showin' off back there," Falco prodded gruffly.

"Not now," Fox chided, throttling down to maintain speed with the others as, up ahead, dozens of Comet fighters were swarming under the rim of the Saucerer.

"All squadrons, TSF-1," Fox informed, "Break formation down the center line once you're under the assault craft, stay clear of TSF line of fire."

"Rodger, TSF," Bill responded, "All squadrons, Pack Leader, comply with TSF command, stay clear of firing solution."

More and more Comets began to rush under the Saucerer, and Fox could read on his radar that almost all of them were through, the Venomian fighters close behind. A last few buzzed under the craft, one of them struck by green laser blasts and destroyed just as it began to loop underneath.

A few Invader II fighters were now visible, raining down from overtop the assault craft.

"Wait for it," Fox ordered, the Arwings zooming closer to the fighters.

The cloud of Invader IIs became thicker, increasingly more rushing under the craft and barreling towards them.

The Arwings were closing the distance between the swarm of fighters, less than a kilometer now as nearly three dozen now began to rush the Saucerer's underside.

"Now!" Fox snapped, stabbing his thumb into the button.

The StarFox Arwings unleashed their smart bombs in unison, a quad of red cones that penetrated the Venomian formation. The proximity fuses activated, and four massive explosions tore through the air, forming a wall of fire that consumed fighter after fighter that flew into it.

The Arwings dove to the ground, banking back around to the Cornerian fighters, away from the blast of the nova bombs. The explosions began to dissipate, leaving less than ten Invader II fighters left out of the masses from before. The Comets began to wipe them up as Team StarFox flew to join the main group.

Above them, the Saucerer had all but cleared Mount Blood, nearly leaving them behind. The Comets and Arwings flew towards the assault craft's center, many flying just a few hundred meters over the peak of Mount Blood as they chased the Saucerer's underside. Up ahead, Fox could see the pyramidal shape of Fort Eastwood once again.

"We've got to slow it down," Fox commanded, "Fire another bomb at it!"

Fox lined up the crosshairs on the ship above him, unleashing a smart bomb from the magazine. It and three other bombs detonated in harsh blasts against the hull of the Saucerer, the green shield bubble once again becoming visible and rippling with stress. The shields flickered a bit, and the fires of the smart bombs finally reached the hull itself, blasting apart some superficial layer of the hull. Fox fired his lasers into the assault craft, only to watch them absorbed by the reformed shields.

"We're just not causing enough damage," Peppy growled.

"All squadrons, Pack Leader," Bill ordered, "Just keep shooting at the fucker! Bring those shields down!"

The Comets swirled and then pulled up, each pelting the Saucerer with laser fire, all of which was absorbed by the ships powerful shields.

Without warning, four large chutes suddenly dropped from the Saucerer's underside, one at each quarter of the large disk, and fighter after fighter began to soar out of each chute to engage them.

"God dammit, here they come!" Falco cursed.

"Break up and do what you can to take them out," Fox commanded, "Bill, if Eastwood has any bomber squadrons, tell them to get them in the air!"

"This is all we've got!" Bill snapped.

Fox cursed, then pulled up on the stick and flew into the swarm of Invader IIs as the launch chutes began to close back into the Saucerer. With each press of his trigger button, a Venomian fighter exploded in a flash of fire, only to have another one take its place.

"There's no end to these bastards!" Peppy barked.

Fox barrel rolled to the side to avoid colliding with a group of Comet fighters, then blasted another two Invader IIs out of the sky, then blinked and realizing that he'd clipped a Comet fighter as well. As Fox gritted his teeth in frustration, he suddenly heard Slippy's frantic voice over the comm.

"Guys! I've got about six of these psychos on my tail and I can't shake 'em! Get me out of here!" Slippy panicked.

Fox stared at his radar and followed the bright green arrow representing Slippy's Arwing, ducking and dodging through the chaos of the battling star fighters. Just through the distance, he could see Slippy's Arwing being trailed by a half dozen Invader IIs, which delivered blow after blow to Slippy's weakening shields.

"Hold on, Slip!" Fox called, "Turn towards me and pull into a dive!"

"I'm trying!" Slippy cried.

Fox got a clear shot at the pursuing fighters, then tapped down on the firing button and pelting them all with paired laser blasts. Three Invader IIs fell to the ground in flames, another two broke off the chase, while the final one landed a direct hit on Slippy's right wing. The Arwing bucked, its shields clearly damaged, and Fox destroyed the Venomian fighter with another laser blast.

"You're damaged, Slippy, get out of here!" Fox ordered.

"I can still fight!" Slippy argued.

"Leave, Slippy, we don't have time for bullshit!" Fox roared, "That's an order!"

A moment passed, and then Slippy responded in an aggravated tone, "Disengaging."

His Arwing broke off and soared away from the fight, disappearing as it soared up from under the Saucerer.

"We're down to three of us now, how many bombs do we have?" Fox inquired.

"I've got two left," Peppy informed.

"One," Falco responded.

"I've got two," Fox said, "Peppy, when you get a shot at a large group of fighters, lock on and take 'em out with one of your bombs. Save the last one to use on those launch chutes when they open back up. Check your fire and try not to hit any of our guys."

"Good idea, Fox," Peppy replied, pulling his Arwing into a hard left bank, blasting apart a group of Invader IIs with a hail of laser fire. A single Cornerian Comet fighter, caught amongst the crossfire, went smoking towards the ground, the pilot engaging his ejection seat and bailing out before the Comet plowed into the dirt.

Fox dove through the fray, just barely missing a wing of fighters (he hadn't the time to tell which side they were on) that zoomed across his canopy, scanning the clouds of fighters that swarmed around him for an adequately large group of fighters.

He spotted a squadron of about five Invader IIs bearing down on a pair of Comets, and engaged his targeting computer. The crosshairs locked onto the center fighter, turning red as the lock was confirmed, and Fox pressed the firing button.

The nova bomb lanced outwards from the nose of the Arwing, turning slightly blue as it reached the center fighter and detonated, taking the large group of fighters with it. Across the field of battle, Fox could see another detonation as Peppy's bomb destroyed another wing of fighters.

The Saucerer then slid through the air surprisingly fast, performing a sort of pirouette on its center axis and positioning itself right over Fort Eastwood. Fox and dozens of other fighters found themselves left behind, no longer in the shade under the massive assault craft.

With a hydraulic whirring that was almost audible to Fox, the four launch chutes dropped from the bottom of the Saucerer.

"The hatches are open, Fox!" Bill called, "It has to be now!"

"Falco, take the south chute; Peppy take the east," Fox snapped quickly, "Bill, you get the north one!"

Fox slammed his throttle into a full boost, rocketing towards the assault craft's south launch chute, lining up his target with the open launch bay and the fighters that were buzzing out of it. He pressed the button one more time, a nova bomb blasting forth from the Arwing's bomb magazine, which seared through the air and pierced the magnetic shields over the launch bay.

Three massive detonations could be seen at three ends of the Saucerer's underside, a trio of sub nuclear explosions that tore apart three of the assault craft's launch bays. The launch chute was a smoking, fiery husk of what it once was.

In the distance, at the other side of the ship, Fox could see a handful of Comet fighters pelting the last launch chute with dozens of laser blasts, to the point where the chute withdrew back into the underside of the Saucerer.

"That should even the odds a bit," Fox smirked.

His smile soon developed into a frown of dread as the center of the assault ship began to split apart into eight sections. The center of the bottom of the ship unfolded outwards like a flower in bloom, with eight petals that now opened up towards the ground. From the center of these petals extended a large, stinger-like spindle that pointed directly down at the Fort Eastwood pyramid.

"All squadrons, Eastwood base, energetic alarm," the controller called, somewhat frantically, "Enemy assault craft's power levels increasing in magnitude beyond Eastwood base shield capacity. All squadrons eliminate threat, priority one, repeat, priority one!"

"It's gonna fry the entire base!" Bill yelled.

The Saucerer's shields were gathered around the spindle, to the point that they were visible even without being hit. There was no way any star fighter lasers could hope to pierce them in time.

"We're all out of bombs," Fox said, distressed, "Hurry! Everyone just hit it with everything you can!"

The Comet fighters began to mass, ignoring the several Invader IIs that still swarmed around the air under the craft, blasting into the shields around the particle beam cannon to no effect. Fox flew towards the spindle, tapping the firing button on his stick as hard and as fast as he could, every shot dissolving into nothing against the powerful energy shields. With a sudden intensity, the spindle began to glow an eerie greenish blue, with crackling arcs of plasma hissing out of its end.

"Fox, we've got to clear the area, or we'll get taken out with the base!" Bill yelled.

"Doesn't anyone have any goddamn bombs?!" Fox snarled with rage.

"Aren't you guys forgetting someone?" a high-pitched voice teased over the comm.

In the distance, a single fighter swooped under the Saucerer, dodging laser blasts and enemy fighters left and right with a barrel roll and a hard dive.

"Slippy?!" Peppy called, dumbfounded.

"You got it, Peppy!" Slippy called.

"You armed, Slip?" Fox demanded.

"And ready, Fox! Just keep these guys off of me until I can give 'em their warhead-shaped surprise package!" Slippy affirmed.

Fox laughed with joy and surprise, forgetting just a moment the gravity of the situation. The particle cannon, growing ever brighter, brought Fox back to reality.

"You heard him, everyone!" Fox announced, "Let's make a hole for Slip!"

The three Arwings of Fox, Falco, and Peppy formed up and began firing into every Invader II between Slippy and the center of the Saucerer, as Slippy's Arwing screamed towards the large, glowing particle cannon.

"I'm locked on, guys!" Slippy yelled.

"Don't fuck this up, Slippy!" Falco called.

"For the last time, Falco…" Slippy growled, "SHUT UP."

A single red blob tore out of the nose of Slippy's Arwing, leaving a crimson trail behind it as it pierced the shields of the Saucerer and crashed into the large, glowing spindle.

The bluish-green glow disappeared amongst the orange explosion, and the large ship above trembled as fiery cracks of red began to spread from the center of the ship outwards.

"It's going down!" Bill called, "All squadrons clear the area!"

Every Comet and Arwing simultaneously pulled into full throttle, rocketing their way out from under the ship as a loud rumbling could be heard from above. The orange light of the setting sun greeted them all as they blasted out from under the shade of the large black disk, as it drifted almost drunkenly away from the Fort Eastwood pyramid.

Fox throttled down and banked to the right, seeing the shaking, crumbling Saucerer out of the corner of his canopy.

Inside the large assault craft, Commodore Madeline Zira closed her eyes as her ship fell apart around her.

There was a large, blinding white flash of light that blocked out all view of the Saucerer for an instant, then the huge craft began to droop towards the ground almost slowly, like a wilting flower. It took a few seconds for the large black disk to reach the ground, sinking into the brown dirt amidst clouds of dust and fire before coming to an abrupt halt, and there was another blinding white flash of light. When the flash and the dust clouds finally cleared, all that remained of the once-mighty Saucerer, the spearhead of the Venomian invasion force, was a burning, scorched husk sticking halfway out of the ground.

"HAHAHA!!" Bill yelled, "You did it!!!"

"Great job, Slip!" Fox congratulated with a smile.

"Damn fine work, Slippy!" Peppy called.

"All squadrons, Eastwood base," the controller called, audibly happy, "Affirmative, target is destroyed. Come on home, boys, come on home."

The Comets all swirled into formation, heading back towards the pyramid.

"Fox!" Bill called.

"What's up, Bill?" Fox called, prepared to fly the Arwing back up to the Great Fox.

"Get your asses down here and celebrate with us!" Bill demanded, chuckling "We just stopped the fucking Venomian fleet!"

Fox grinned, and then said into his microphone, "Everyone come in for landing at Fort Eastwood. There's a few dogs down there that owe Slippy a beer."

"Now we're talkin'," Falco muttered.

"Eastwood base, TSF-1, request clearance to land," Fox inquired.

"Roger, TSF," the controller said, "You are cleared for immediate approach at landing bay 94, east side. You've got a lot of grateful people down here."


Fox smiled, leaning against the nose of his Arwing and watching from across the hangar bay as a crowd of Cornerian pilots joyously surrounded Slippy Toad, talking amongst each other and patting the frog on the back. He'd never seen Slippy look so happy before.

"His lucky day, huh?" a slightly raspy voice said.

Fox looked over to see a scruffy-looking American Bulldog with grey fur leaning against the Arwing's wing casually.

"Lucky day for everyone," Fox answered.

Bill Grey had grown almost a foot taller since Fox had last seen him, his brown eyes somewhat harder than they had been before. He wore the bars of a major well.

They had already seen each other and hugged, and now that the initial euphoria of victory and reunion had faded from them, they were now free to just talk in private, away from the celebrations of the others.

"Yeah, but Slippy doesn't get many of those, does he?" Bill inquired.

Fox shook his head.

"No, most of the time I'm sure he feels like the weak link, which is why I think today was good for him. It made him feel needed. I think it helped us realize how much he's needed, too," Fox said softly.

"If he's the weak link, why'd you choose him for StarFox?" Bill inquired.

Fox shrugged.

"His father's position at Space Dynamics meant that we got good deals on equipment from them. Plus, Slippy knows engineering like no one else. When you've got to have someone messing around with the machines that keep you alive up there, what better person to have than someone who not only knows what they're doing, but is a childhood friend? He may not be the best inside the cockpit…" Fox said, "But as far as outside and all around it, I wouldn't take anyone else."

Bill nodded lightly.

"Peppy's a given, what with his experience and his relationship with General Pepper," Bill said, "But what made you chose Lombardi?"

Fox looked across the hangar, past the celebrating pilots to see Falco, leaning against the ferroconcrete walls with a can of Luath Draft beer in his blue-feathered hand and an indifferent smirk at the corners of his beak.

"Falco's not like us," Fox said, "He never learned military discipline or how to fly at the Academy, like you or me or Peppy. He taught himself how to do it. Everything Falco learned came from the space gang that he grew up with. Peppy said we needed another pilot that would bring something else to the table. Someone that could think outside the box. That's Falco. You, me, Peppy, and even Slippy; when we're faced with a problem, we try to figure out some way around it. Falco figures out some way to crash right through it. Sometimes it doesn't work. Sometimes it's exactly what we need."

There were a few moments of silence between the two of them, as if Bill couldn't think of what to say.

Finally, the canine said, "After you left the Academy, Fox… I never even got a call. In all that time, did you ever really….?"

"What?" Fox inquired after Bill trailed off.

Suddenly, Fox understood the unasked question that Bill hadn't been able to say out loud: Why didn't you ever call me? Why didn't you ever ask me to be part of StarFox?

When they were kids, Bill had idolized James McCloud and StarFox just as much as Fox himself had. Whenever Fox and Slippy and Bill would get together and play, they would all pretend to be members of StarFox, replacing James and Peppy and Pigma as the next generation.

Bill was well within his right to ask, "why not me?" when Slippy and Fox both got to live out their childhood fantasies. Even though the question hadn't actually been vocalized, the matter remained in the air.

"I was training a lot with Peppy during that time, Bill," Fox explained, hurriedly, "I didn't even speak to Slippy until about a year and a half after leaving the Academy. When we were putting together the team, the whole point was to have each member add something new, and keep the team compact enough to function effectively. Peppy had the experience and military connections. Slippy had his technical knowledge and corporate hook-ups. I had the birthright and the flight training. And Falco had the talent and creativity that Academy training can ignore or destroy. We had all we really needed. And I knew you would be fine."

There was more silence.

Fox didn't explain the other part of his reasoning. In truth, Bill was a different person back then. He was irresponsible. He was lazy and passive. Fox had no idea that Bill could be the person, the leader that he'd seen flying through the air today. And maybe Bill wouldn't have become that person without Fox passing him up. But at the same time, Fox couldn't help but wonder, what if? What if he had given Bill a chance, instead of just assuming that he would remain the carefree, underachieving pup he'd been in sophomore year?

For the first time, the idea began to truly haunt Fox.

"You were amazing today, Bill," Fox said quickly, looking into his eyes, "You've become a leader and a pilot like I've never seen. The Army's lucky to have you. StarFox would be lucky to have you, too."

Bill smiled distantly.

"I guess that counts for something," Bill nodded with a light shrug.

Fox tried to hide the slightly guilty feeling in his gut.

Before he could say something else, Bill said, "It was great to see you after all this time," then patted Fox on the back and walked off to join his pilots. Fox thought he should say something, but Bill was out of earshot before anything came to mind.

Fox swallowed, and looked out the opening of the hangar bay into the Katina sunset.

They had won today. They had won big.

But Fox couldn't help but feel that he'd lost something as well, and only just realized that he'd lost it long ago.

He sighed and joined the celebrating pilots, grabbing a beer.

It didn't help as much as he'd hoped.


I hate to end it on kind of a solemn note, but I thought I needed to add some depth, after nearly an entire chapter full of pure action. I wanted Slippy to have a moment of glory, (he doesn't have many), and I thought about how, if Bill is such a great pilot, and Slippy is such a crappy one, why Fox would've chosen Slip for StarFox and not Bill. Then I realized that there was more to it all. StarFox isn't just a mercenary group. They still need people to keep it running, like Slippy does, and they need to keep it small as well. Plus, I think it adds something aside from just happy-go-lucky friendship to Bill and Fox's relationship if there's a bit of rejection and distance between the two as adults, even though they were practically brothers as kids. Sorry it took so long to get this one out to you; it was surprisingly hard to write a chapter that takes place almost entirely in Fox's cockpit. The next chapter should be much quicker-TU.