by Cyberwulfe

Andross sat in the padded seat of his personal shuttle. He was en route to inspect his new secret weapon, dubbed "The Steel Gauntlet of Andross." Andross was an arrogant emperor, and he loved having weapons named after him. His starship-in-works, the Kismet, had a powerful energy projector named "Andross' Wrath", and it indeed resembled his own power against others, capable of destroying an enemy cruiser with one blast.

He peered out of the window for the third time since he entered the shipyard. He could see dozens of his gunboats and missile boats being built, along with small hangers full of Invaders. The shuttle landed on a yellow circle inside one of the hangers and Andross was escorted out by his body guards. He met with the chief of security then waved his hand to tell the officer to continue.

After a brief walk down several halls, with the chief pointing out a window updating Andross on the fleet's current status, they finally came to a large armoured door.

"I now present to you, my emperor," began the chief," Your new weapon."

The door creaked as its hinges carried it open. Andross looked inside at the large, bulky fighter that sat inside. It was three times the size of Venom's Wolfen I fighter, it had several small engines, and lots of cannons.

"It may not look like much, emperor, but this fighter is virtually indestructible," said the chief.

"Hmph!" grumbled Andross," I've heard that too many times. Show me proof!"

"Yes, Your Excellency. launch the "Gauntlet". Send out the drones!"

Andross watched as a pilot climbed into the large boarding hatch that didn't seem proper for a fighter. hatches were used on freighters and larger ships, not on fighters! Fighters had glass canopies that swung, slid, or flipped down over the cockpit. Andross was not impressed... yet.

The pilot appeared in the cockpit, gave a thumbs-up, and carefully maneuvered the fighter out of the hanger.

"I didn't even know the engines were on!" gasped Andross.

"Ah, yes. Our new stealth engine. It makes no noise at all, yet is extremely fast and doesn't use up a lot of fuel either," informed the chief.

"Impressive. But let me see what it can do against those missile drones."

The fighter slowly turned out towards open space and boosted its engines. With a bright flash the fighter shot away from the hanger and almost went out of view.

"Oh my gosh!" gasped Andross. He was nearly blinded by the flash.

"He's reached the missiles!"

Andross sat at a monitor along with his bodyguards and the chief and watched as the fighter approached several armed missile launchers that were mounted to asteroids floating near the space dock. The launchers locked on to the fighter and fired their high-maneuver anti-starfighter missiles. They just bounced off the armoured hull. The fighter kept coming at the asteroids.

The fighter charged up its laser cannons and fired a mighty volley of energy at the pieces of rock. They exploded, leaving nothing but bits of dust.

"I know dozens of fighters than make good mine-sweepers. Show me its dogfighting capabilities!" shouted Andross.

"Very well," the chief bowed his head," Launch the Wolfens!"

Six Wolfen I fighters launched from a nearby hanger. They soon came within range of the Gauntlet and fired their cannons. The shots bounced off the hull and the Wolfen's soon joined the asteroids as bits of debris.

"I'm fairly impressed. You'll have to tell me about that new armour of yours."

"Of course, emperor."

Fox McCloud sat up in bed. It was going to be another long day. After coming to help his friend Bill Grey on Katina when Venom had attacked he decided to stay in orbit for a few days before proceeding to Venom. He invited Bill to stay with him for a while to get away from his military duties and to get some much needed rest. Bill was happy to oblige and now slept a few doors down on the cruiser known as Great Fox.

Great Fox had once belonged to Fox's father, James McCloud, but after his murder by Andross Fox had inherited the space craft and was now using it to fight against Andross. Every night his dreams were filled of the day that he and Andross would meet and Fox would finally get revenge for his father... and mother. His mother had been killed by a bomb explosion that ironically had been left for James.

Fox checked the time and then yawned. It was still fairly early. He wobbled to the lounge and grabbed an orange juice from the fridge. He sat in one of the soft, plush couches and sighed. He had been fighting for a long time now and had just helped to free Katina from the Venomian military. They had sent a large attack vessel and dozens of Invader II fighters to destroy Herot Base where Bill was the commander of the fighters. Thanks to the arrival of Star Fox, Fox's fighter team, the Venomians were defeated and soon retreated from Katina following several battles with Star Fox and Katina's Husky and Bulldog squadrons.

Fox heard a noise behind him and turned his head to see Bill wobble into the lounge, grab an orange juice from the fridge, and sit on the couch next to him.

"Sleep well?" asked Fox.

"Nnhgg!" moaned Bill.

"I'll take that as a yes."

Bill stretched and yawned," All this fighting has made me think."

"About what?" asked Fox, puzzled.

"Well, every time we fight the Venomians they seem to keep coming back. We took over outpost 38 last week and guess who's got it now... them! Maybe if we just let them take over they might get cocky and wipe themselves out. Or give us a good chance to fight back!"

"But by fighting them now we get one step closer to defeating them," said Fox.

"It seems we take one step forward and then Venom forces us two steps back. They're so powerful. They must have been building warships and fighters for years before they attacked. Geez! There's no end in sight!"

Fox patted his friend's shoulder," It'll be over soon. Then you can take a much needed vacation."

"If Venom hasn't destroyed all of the nice vacation spots by then!"

Fox sighed again and got up to make some breakfast... for two.

General Pepper carefully adjusted the transmission and straightened the set of headphones that sat over his ears," Go ahead, GV-7."

One of Corneria's best spies, who was in position on Venom, cleared her throat before speaking," They're up to something, boss," she began," Every week Andross has flown up to their shipyard to inspect some type of new weapon. I haven't heard much about it, but they say it's an indestructible fighter."

"Indestructible?" gasped Pepper," I want you to get as much on this fighter as you can, and keep me posted!"

"Yes sir," then she cut the connection short, not allowing the transmission to be discovered or hacked into.

"So," began Andross," They know?"

The chief officer from the shipyard stood in front of him," We believe so sir. The transmission was untracable, but it was definitely General Pepper at the receiving end. I believe we have a spy that needs to be found and eliminated."

"I agree," said Andross," But not right now. Let her play her game and reveal the Gauntlet to Corneria. It will strike the right amount of fear into their hearts before the weapon is launched."

"Yes sir. But... there is still the problem of a pilot. We need to find someone who is excellent at flying a jet, can think quickly, and knows a lot about fighters in general."

"What's wrong with the pilot who flew it during the demonstration?"

"He was only a trainee; still weeks from complete perfection. We tried drugs and other implanted information techniques but he's actually getting dumber! We need a seasoned pilot who can get in this thing and take it for a ride! A real pilot! One who will win us the war within a week! A month! Who knows, we may be able to keep our fleet safe here and wait until he or she finishes, and then send our forces in to clean up any survivors."

Andross merely hummed to himself and nodded his head," I suggest you start looking for mercenaries, pilots, people who fight for Lylat and may be bribed to work for us. I want that fighter out against Lylat within a month!"

"Yes, your excellency."

Bill was sitting behind his desk a week later. He much preferred sitting in the cockpit of his Arwing, but his desk was safer, and he could drink as much coffee he wanted. He still insisted on installing a cup holder in his fighter but the base commander wouldn't allow such a stupid and selfish addition to the already cramped cockpit.

He filled out several mission reports that he knew should have been completed after the battles last week against Venom, but was too lazy, and he had enjoyed his four days on the Great Fox. He was sad to watch Fox go but he knew that he was on a quest too. He liked Fox as a close friend, and loved him like a brother. His brother, Dave, had left while Bill was still young and joined the Academy. Then he quit and became a free-lance mercenary. Bill hadn't heard anything about him since then.

He put a small dot at the end of the report as he finished it and took another sip from his cup. Then his computer began to flash," You have an incoming coded message," it said in its robotic female voice.

"Coded?" puzzled Bill," Lemme see," and he punched in a few keys.

The screen was filled with several numeric symbols, which eventually focused into an image of the Venomian Navy insignia. Bill gasped," Is this some sort of a joke!" he said.

Then words began to form on the screen. Bill turned away and grabbed a few more empty forms to fill out. He turned, hoping that the message was done decoding and was surprised at what he read:

Attention Commander Bill Grey,
This is Fleet Admiral Kelly of the Venomian Navy. You have been chosen from a list of possible pilots to fly our new superfighter against Lylat. We have enclosed a sum of fifteen-thousand credits that may help you make your decision. I assure you that after your assistance there will be much more coming to you.

I will arrange a meeting if you so choose to join us. We promise a full military pardon of all war crimes against Venom, including the battles which just occurred on Katina that you no doubt were involved in. Think of it this way: if you had lost you'd be a prisoner of us anyway, so consider your current situation as a stroke of luck.

The emperor himself would like to talk to you if you choose to join us. We will await a message from you for a week, then you will be disregarded. Do not take us lightly!
~Fleet Admiral Kelly, VN

Bill gasped and turned towards the window of his office. The blue sky was dotted with puffy white clouds. Venom wanted him to defect and join them, to fly some stupid so-called superfighter? It was stupid! Sure he'd keep the credits as a little something for himself, but fighting against and killing his fellow pilots and friends. No!

He was ready to click on DELETE when another thought crossed his mind. He sat back in his chair and ran his fingers along his right ear. What if he fooled them into thinking he was fighting for them, and then take the fighter and escape. No, they'd have the ship rigged somehow. He also thought of joining them long enough to find out more of their plan, then escape back to Katina. No, all of his plans seemed to fail in his mind.

Fox would be sure to figure out a plan, but his friend was on his way to MacBeth by now. He'd have to think about this one himself.

"Still no reply from Grey, sir," reported Andross' aide," And most of the mercenaries have told you to... um... I'd rather not say sir."

"Hmmm, I've never liked those scum," replied Andross," But Star Wolf serves me well. I actually like those scum bags. It's funny the way they fight for me, even though I'm going to execute them once I own Lylat."

"Are you sure that's wise, sir?"

"I'm the emperor, aren't I?"

The aide just nodded.

"No. We need something better to persuade Mister Grey with. Find out something that might weaken him. If you can't find anything then make it up!"

"Yes, emperor."

Bill once again received a message at his desk. It was now three days since the first. Once again it was from Venom. Bill sighed and got his tracking gear ready. He would trace where the message was sent from and then reveal the location for the Katina military to attack. Sure it was foolhardy, but perhaps they could take out the weapon as well.

He opened the message on his screen and read it:

Attention, once again!
We have attached a video sequence that you might find interesting, and also a good reason to join us.

Bill watched as the small movie opened up in front of him. It was a movie of four Arwings flying alongside Venomian fighters. Then they flew through a Cornerian convoy and destroyed every ship. Bill gasped. It couldn't be true. Then he heard transmissions being played along with the video. He could distinctly heard Fox's voice," We got all of them. They won't get to their destination."

"Nice shooting, Fox," added Falco.

Bill put his face in his hands. It couldn't be true. Star Fox had joined Venom. He watched as the second half of the message appeared on the screen

As you can tell, your friends have betrayed you. You can either fight with them or die by their hands. It's your choice.

Then the message was over. The screen flickered and then went blank. Bill sat in his chair and stared at the screen. He was still shocked at what he had seen. His own best friend had joined the enemy, but why? Fox hated Andross more than anything. Avenging the death of his father was what kept him going these past few months. He wouldn't just go and join them in the time of a few days! Something was missing.

Bill stood up and informed the commander-in-charge that he was taking his jet out on a scouting patrol of Katina's moon, Carlest. He was approved and then made his way to the hanger. There he boarded his Arwing and flew out towards space. As soon as he was out of range of sensors he entered hyperspace for Venom, where one way or another he was going to get some answers.

"And then he what?" asked Fox.

"That's right, sir," said the Katina officer on Fox's screen," He left a few hours ago. He claimed to be on a patrol of Carlest but then he entered hyperspace. We checked his trajectory and calculated that he could have reached Venom in about forty minutes."

"Bill's no traitor!"

"I'm sorry sir, but things look pretty bad," said the officer.

Fox shut off his screen and sat on his bed. The low rumble of the Great Fox's engines began to drone out any thought that passed through his mind; all except one... WHY?

He couldn't explain it. It had to be something that had happened in the past few days. He seemed fine on board Great Fox, but suddenly he went crazy and took off. Fox decided that the best way to find out would be to fly back to Katina and investigate.

The Great Fox sat a mere twenty meters above the snowy ground around Herot Base. Its engines had melted most of the snow when the great ship landed and now large black scars marked the lawn. Star Fox had been inside for nearly an hour before they made some stunning discoveries.

"I guess Bill forgot to delete his messages," said Slippy, who had been hacking Bill's computer for anything that might be helpful.

"Why's that, Slip?" asked Peppy.

"He's got a secret admirer on Venom."

"What was that?!" exclaimed Fox.

Fox ran over to the desk and looked at the screen. The first message that had been sent to Bill was there and Fox skimmed through it quickly, but not missing a single detail.

"It looks like he joined Venom all right," said Falco," I never thought he'd defect."

"He was bribed too. But I don't understand why he'd change over a lousy fifteen-thousand credits.

The room went quiet. Slippy continued playing with the computer as Fox tried to put together the odd puzzle laying in front of him. He was missing several pieces and didn't know where to look for them.

"Hey! Here's another one!" said Slippy.

The four pilots once again gathered around the monitor. The message was displayed, followed by the video and the second half of the message. The screen went black again as it had done for Bill.

"What a joke!" exclaimed Falco," We never did any of that stuff. And those are audio recordings of what we said after we wasted that delivery of Venomian fighters."

"I know," said Fox. He was thinking again," Bill must have thought we had defected too. Then he left for Venom to join them in order to fight with us. But that still leaves a few thing unanswered."

"Like what?" asked Peppy.

"Like why he just didn't report all of this and then get the messages traced. Why all the secrecy?"

Again the room went quiet. Slippy shuffled his feet under the table and then searched for any more messages," Hey! He's got a new one coming in!"

"Put it up, Slip!" said Fox.

Another message appeared on the screen. Fox read it carefully:

Mister Grey,
We offer you one last chance to join us or you will be attacked by your friends and die. They are not afraid to go against you in combat, but I doubt you have the heart to shoot down your old friend Fox.

Reply immediately or face the consequences!

Fox sighed again," If they sent this just now, then that means that he's not on Venom... yet. I hope he's alright."

"He'll be okay," said Peppy," He's your friend, right? He'll pull through."

Fox just nodded. Deep inside him he knew Bill was in trouble, but he had to think some more before he made any quick decisions.

Bill had waited long enough. After sitting in his ship for two days he finally made up his mind, positive that he wanted to see what Venom was up to. He pushed his throttle forward and approached the fleet of Venomian cruisers that sat several kilometers away. Fighters approached him and he was escorted to a large shipyard. Once inside on of the hangers he was surrounded by guards. He stepped down from his ship and raised his hands in the air.

"Please, drop your weapons," said an officer who had entered the hanger.

The guards obeyed and Bill breathed a quick sigh of relief.

"I am Fleet Admiral Kelly. I believe you already know me."

Bill merely nodded.

"Come with me."

Bill followed the officer as the guards swung in and followed them. Bill was quiet, he wanted the Venomian Admiral to make the first move.

"You've been the first to reply positively to our message, Commander," began Kelly.

"Apparently. Otherwise you wouldn't need my help," replied Bill, keeping his eyes away from Admiral Kelly.

"We need a professional pilot like yourself to fly our new fighter. I will let you see it soon but first I need your undoubted allegiance towards Venom and Andross."

"I want to see my friends first," said Bill, staring right at the Admiral.

"I assure you you will... possibly in one of the first few battles. Unfortunately they won't be flying with you."

"You lied! You lied to me! I knew they would never defect and join you!"

Bill lunged at Kelly but was knocked down by the guards.

"Now you have no choice. You can either fly... or die. Darn I love using cheap phrases like that," and Kelly grinned.

Bill shook his head. He'd been tricked and trapped by a monkey with a bad sense of humour.

"Is he willing yet?" asked Andross. He was even more angry than before. First it was the wait to get a pilot, now he had to wait for the pilot to actually fly the fighter.

"Not yet, sir. But he will realize that there is no other way out for him. We are working on a restraint for him in the fighter that will control his actions, but it will still allow his superior piloting skills to fly the Gauntlet."

"Hmmm. This had better work, or I'll have you strapped to a Copperhead Missile and launched at a Cornerian cruiser!"

"Yes sir."

Falco walked down a hall in the Great Fox. He had avoided talking to Fox about Bill; he had never really been the type to talk. He preferred action, adventure. That as why he had joined Star Fox. But now that he had been around Fox longer and really gotten to know him he realized that there was more to fighting Venom than just shooting down fighters and killing people. He was in a war, a war that they were on their way to winning.

He stopped outside Fox's door and knocked. Fox called him in and Falco opened the door.

"Feel like talking about Bill?" asked Falco.

"I'm not sure about what I want to talk about... besides getting him back," replied Fox.

Falco walked inside the room and sat in a chair," You've got to realize that he's gone now, Fox. Whether he really is a traitor or not, Venom has him now. And nothing short of an all-out invasion is going to be able to get him back."

"I know. But I still can't believe he would just up and leave like that. There must be something about those messages that got him really spooked."

"Yeah!" said Falco," They lied and told him that we were fighting for Venom. Why else would he leave?"

"But Bill feels the same way about me and the rest of the team as I feel about him. He knows we'd never leave and fight for Venom. Before we left Katina I was still talking about how much I hated Andross."

"He must have gone to investigate. Maybe that's all. But if he did then right now he's in big trouble," said Falco. He stood up and opened the door to leave," Any ideas?"

Fox just shook his head. Falco nodded and left.

Bill yawned. Being strapped into a chair and taught how to fly a top secret enemy fighter was very boring. It was basically the same as an Arwing's flight control system, but some things were a bit more complicated. He perked up as they began talking about the weapons systems. Bill's eyes widened. The fighter carried enough firepower to destroy a cornerian cruiser with one pass! He straightened up and glanced out the window. Admiral Kelly and a few other officers were watching him.

Bill turned away and continued watching the "presentation." He was starting to lose interest again.

"We will now show actual footage of the fighter in action," said the "professor."

This should be good, thought Bill. He looked at the screen that had dropped out of the ceiling and was now flickering with light. A picture of a ship appeared and then flew around. Bill examined the odd ship. It was very large, very bulky-looking, and had several protrusions coming out of it.

The fighter did a few maneuvers meant to impress someone and then flew towards some stationary missile tubes. Each tube fired missile after missile at the fighter, which just allowed them to impact. There was no apparent damage and the fighter destroyed the missiles tubes in three seconds.

Then some fighters came at the fighter and fired. Their laser blasts were deflected and the fighters were soon destroyed along with the missile tubes. Bill was starting to get interested now. What kind of fighter could possess shields powerful enough to absorb all of those missiles and laser shots? He would soon find out.

Bill was approached by the "professor" again," We will now take you to your plane," he said.

Bill was unstrapped from the chair and escorted by several guards to a large hanger. There before him was the fighter. Bill's mouth hung open and he stood in awe of the ship before him. Several steam jets were shooting out of the side vents, but otherwise there was no sound except the hanger crews running around the ship.

"This is it?" asked Bill," She doesn't look like much."

"I think you'll change your mind once you get inside and take her for a test drive," said Kelly.

Bill looked at him, then smiled. This was his chance to get away. Unfortunately he was squeezed into the cockpit along with two armed guards, which made escape impossible. Bill flew the fighter out of the cockpit and flew towards the training area. There he saw the familiar missile tubes. He gulped. Was this fighter really as indestructible as the video had shown? He was about to find out.

The tubes fired. Bill's first reaction was to avoid the missiles, but the ship was very unmaneuverable. He barely got out of the way of one when a second hit dead on. There was a gentle shaking but no apparent damage. Bill straightened himself in the pilot's seat and gripped the flight stick with both hands. He pressed the trigger and saw the lasers shoot out of his ship. The missile launchers exploded.

Bill sighed, but then there was the mild shaking again. Fighters had been launched against him now. Despite the lack of maneuverability, Bill was able to track and shoot down each one. He smiled, I hope I'm putting on a good show, he thought. Then his eyes widened as he saw a huge cruiser approach him. It was a Saruzin-Class Cruiser, and it dwarfed the tiny fighter.

"Destroy the cruiser," he heard over the comm unit.

"Are you crazy?" shouted Bill.

"You have a direct order!"

One of the guards prodded Bill with his gun. Bill nodded. He turned the fighter towards the ship and started firing. One of the cruiser's mighty cannons hit him and the ship lurched. He straightened it out and flew on a direct course for the bridge of the ship. He fired the lasers and even found the torpedo launchers, but the cruiser's armour was tough. He dived on the base of the bridge and then pulled up, hoping to skip past the bridge. The maneuverability of the fighter was an achilles heel, and the fighter rose gradually. Bill screamed. They were heading right for the middle of the bridge.

The collision shook the entire ship, and Bill slammed his head on the dashboard. When his head stopped spinning he looked up. They were flying through space. He looked through the rear viewport and saw the Saruzin floating on an odd angle with a large hole in its bridge section. The fighter had rammed right through it. Bill sighed and was relieved when the auto pilot kicked in, bringing the fighter back to the shipyard.

He came out of the fighter, still a bit dazed and confused, and was approached by Kelly," As you can see, our ship has an auto pilot. If you try to escape you will be immediately drawn back to the hanger... even if you are in the middle of a battle."

"Well... tell me one thing: what kind or shields does that thing have?" asked Bill.

"It has none," said Kelly.

Bill gasped, then chuckled," No really! I'm serious."

"So am I. It has special armour plating from a rare substance that can only be found in the core of Solar."

"Solar can't be mined!' said Bill. He almost laughed at Kelly," Do you know how hot it gets in a star's core?"

"Not hot enough for our drills. We were able to extract enough to built this fighter. It is indestructible. Lylat doesn't have a chance against it!"

Bill only shook his head," And you're forcing me to fly it, right?"

"Hmm, yes. You are smart aren't you?"

Bill only glared at Kelly.

"We're going in after him!" said Fox.

The rest of the team was shocked. Fox had done some crazy things before but never something like what he had just proposed.

"Do you know what you're getting us into?" asked Falco.

"We'll be wiped out!" cried Slippy.

"Only if we're caught. If we're fast enough they won't even know we're there," said Fox.

Peppy shook his head. His knowledge of Venomian defenses gave him the advantage, and he knew that they would be destroyed before they got very far.

"The only way would be if we left Great Fox behind and attacked in our Arwings, but we'd be without our greatest firepower right there!' said Falco.

"I know. We can't risk a missile boat or Dorisby-Class cruiser getting lucky shots against her," replied Fox," We have to go as quickly as possible."

"Yeah okay," said Falco," Just give me a few days to write out my will," he said with a sarcastic tone.

Fox shifted his weight to his other leg and glared at Falco," I'm dead serious, Falco! Bill is my best friend, and if you guys think I'm just going to let him go you're wrong. If you don't come I'll go alone, but alone will take longer."

"How do you expect to find him anyway?' asked Peppy, finally joining the conversation.

"You know Katina, they mount tracking devices on their fighters in case they're stolen," said Fox.

"Like that battle a few years ago where they just followed their own signals and shot down the Venomian thieves," said Slippy.

"Exactly. Only we're going on a search & rescue mission, Slip. Now everyone get ready. We'll leave in two days. I hope that gives you enough time," he glared at Falco once more and then left the room.

Bill was soon flying the Gauntlet with ease. It was indeed much less maneuverable than his old Arwing, but it had advantages such as speed, firepower, and its hull was indestructible. He was flying another training mission that pitted him against several transport ships that were trying to escape. Bill had three minutes to destroy the fifteen ships before they made it to the hyperspace point. Bill pulled back on the stick, aimed at a transport, and fired the lasers along with three missiles. The transport sparked and then exploded.

Three more exploded in the next twenty seconds. By the time the three minute timer had gone there was nothing left except two lucky transports who had managed to get away. Of course they were all dummy ships, remotely controlled by trainers inside the base. One of them was responsible for retrieving the Gauntlet, should Bill ever try to escape. Bill knew he was doomed to fly against his own people, but there was nothing he could do. He was strapped in with some sort of contraption that would jab him with a sharp needle each time he refused to fly. With that and the trainer controlling his ship there was no choice but to do as the Venomians said. He hoped and even prayed that he would be given the chance to get away, but right now that seemed impossible.

He sighed as the flight ended and the ship was remotely taken back to the hanger. They still didn't trust him to land the Gauntlet, fearing that he might purposely crash it, possibly damaging the hanger and killing himself in the process. The guards grabbed him as he emerged from the hatch and he was immediately escorted to his room.

Admiral Kelly arrived a few minutes later. He came in with two officers and a holographic projector.

"Prepare yourself for your first combat mission, Commander," announced Kelly. The two officers set up the projector and flashed an image of the Lylat System in the center of the room. Bill looked at the the planets. He sighed and stared at Katina. Would he ever see her snowy peaks again?

"You will attack here," began Kelly. He pointed to a spot on the map in the area around MacBeth," There is a fuel bunker on MacBeth that we need to capture, and there are several gun emplacements and defensive ships still protecting it. Since we have been unable to destroy them thus far we are sending you in to complete the job."

"Oh I see," said Bill," You're too weak to do the job yourself so you send in your new recruit, huh?"

"Well we would have sent the Gauntlet in anyway. It was only a matter of time. But with you flying the fighter it will take considerably less time," replied Kelly, ignoring Bill's insult.

"We have a train waiting to take raw materials and some other cargo from a distant outpost on MacBeth to the fuel bunker once it is taken. You will be responsible for escorting the train and making sure nothing happens to it."

Bill just looked away and huffed. He'd find some way to avoid the mission, but it was inevitable.

The Gauntlet left hyperspace and started its approach towards MacBeth. It was accompanied by a Grazan Carrier-Class cruiser loaded with Granga fighters, to add extra support to the lead fighter and also to occupy the base when it was taken. A Troop Carrier was launched as well and began to follow the fighters down to the planet's surface.

Bill soon saw the force against him. There were three Cornerian Vega-Class destroyers and a single Cornerian Battleship. The four cruisers were being swarmed with dozens of escort fighters. Bill heard the voice of the trainer in his headset," Remember Commander, if you try to escape I will bring you back. If you refuse to fly you get the needle. Got it?"

"Yeah. I know," replied Bill.

The Gauntlet flew right at the cruisers as the Granga's fanned out behind him, creating a deadly wall of fire as they each fired their cannons. Bill received a sharp poke and then finally pressed the trigger. His own cannons fired and he ripped several fighters to shreds. The Granga's had scored kills as well, but now their element of surprise was gone. They were being swarmed themselves. Bill lost all track of time as he went through the same procedures as he had done back on Venom. Only this time they weren't dumb targets; they were his allies. He tried to shoot down the fighters to get them to crash, but some exploded and Bill regretted ever flying before in his life. He spoke the familiar phrase," Why me?" and then received another sharp jab.

The jab was the final straw. He turned at the closest cruiser," There's got to be a way to destroy this thing!" thought Bill.

But again, all he did was ram right through the cruiser. Flames shot out of the hole as the cruiser sparked and lost altitude. Bill slapped his forehead. Who knows how many people had been killed when he pulled that stupid stunt! Bill once again gave up hope and resigned to his fate. He continued fighting and completed the mission objectives quickly.

Star Fox had heard that the small defense force remaining on MacBeth was in trouble and was on their way to help, but they soon lost contact. A lone fighter that had escaped met with Star Fox and reported that the fuel bunker had been taken and there was a train on its way, being escorted by a large fighter that had rammed through a Vega-Class destroyer.

"That's impossible!" cried Slippy," Vega's have strong hulls and there's nothing that I've ever seen that can take an impact like that!"

"Well this sucker just blew right through it like it was made of cardboard," said the pilot.

"I think this must be the superfighter that Venom was talking about in Bill's messages," said Peppy.

"That means that..." gasped Fox.

"Bill just slaughtered an entire Cornerian task force," said Falco. He nodded, finally have proven his point about Bill.

"Bill is no traitor!" said Fox.

"Oh yeah?" said the pilot," Tell that to the five-hundred pilots and crew that he just helped shoot down; most of them were on board those cruisers! I'd love to get a piece of that guy!"

"Settle down," said Fox," There must be a reason. Until then we'd better stop that train from reaching the fuel bunker, otherwise Venom will have a lot of fuel to run on."

"I can help you out," said the pilot," I know every inch of that terrain."

Fox nodded. He and the pilot sat at a table and began to plan the attack.

Bill gasped as he realized who it was coming at him. Star Fox had come to defend MacBeth.

"Kill them!" shouted the trainer.

Bill thought quickly and then turned his ship towards the sky. He hit his engines and they roared. He flew at top speed towards the Carrier and approached it," What are you doing?!" shouted the trainer. He tried to take control of the fighter but it was too late. Star Fox had already reached the train and was beginning their attack.

"Too late," said the commander in charge," Admiral Kelly will not be pleased. Bring the Gauntlet in and return to Venom."

Meanwhile, on MacBeth, Star Fox had discovered the train, thanks to the pilot's directions. Fox had decided to use the Landmaster, a tank built by Slippy, to destroy the train. He smiled as the train appeared from behind a hill.

"I've spotted the train," he said," I'm taking it out..."

Bill took the slap to his face as if it was a small slap on the wrist, only it indeed hurt more than that," I'm very disappointed in you, Commander," began Kelly," First you seemed so eager to fight for us, but now you've let Star Fox destroy our train, the fuel bunker, and our military position as well. We've just lost MacBeth to the Cornerian Army!"

"Well, glad I could be of use to you, Admiral," grinned Bill.

Kelly only walked to the other side of the room. He curled his fingers into a fist and clenched it tightly. He shook with anger, but he knew who to tell Andross who was at fault; Bill Grey! But who trained him, he thought, Me!

He walked out of Bill's room and down to hall towards the Gauntlet's hanger. There he took a wrench and and adjusted the needle on the restraint so it would actually stab Bill in the side.

"He'll listen to me now!" Kelly grunted out loud. He gripped the wrench and tightened the bolt, locking the needle in place.

Bill knew that there would be one final battle in the Gauntlet, and that would be against Star Fox on a vengeance mission. Bill thought of all possible means of escape but all were eliminated by the thought of the trainer taking control of the fighter and making him fight. He then thought of a new plan. If there was no trainer to control him then he could escape. They would definitely send out a cruiser to escort him, with a trainer on board to control him. He made a visual picture of the communications system in the Gauntlet's cockpit. It was a simple comm unit, less advanced than the one in his Arwing.

Bill ran diagrams and equations through his head; thoughts of older comm units. His eyes widened as he realized how simple it was now. He could tamper with the unit, call Star Fox, tell them to destroy the cruiser in order to set him free, and then he could escape. Yes! It was perfect. His only worry was whether he would be forced to shoot down Star Fox before they cold destroy the cruiser, or if they would let him go long enough to ensure their own demise.

Star Fox entered the area around Venom. Fox was determined to either take Bill home or die trying. He knew that his friends would support him and stick with him to the end, but he didn't want to cause their deaths. He would order them to retreat while he finished the mission alone.

Fox sighed as he thought of all the fun times they had had together, along with Bill. But Bill was changed now. He was about to engage in combat with his best friend, and he was sure he couldn't shoot him down, but would Bill be so unwilling? Fox gripped his flight stick tighter and stared out at the red world in front of him.

"Four Arwings and a cruiser entering sector V-8," reported an officer to Admiral Kelly.

"Ah... so this is Star Fox!" laughed Kelly," Tell our fighter pilot to get up and launch immediately. Lieutenant!"

"Yes sir," replied the Gauntlet trainer on the bridge.

"Take a Dorisby and make sure he destroys them!"

The officer saluted and left to get Bill.

Bill slipped the eating utensils into his pockets and stood in his room. He ran his final plans through his mind one more time and then sat down. He'd only been down for three seconds when the trainer opened his door," Come on! Your friends are here and you're on your way to give them a proper Venomian greeting!"

Fox's bogey alarm flashed and an alarm filled his ship. He detected an incoming fighter followed closely by a Dorisby-Class cruiser.

"That must be Bill," said Fox.

"Geez, why would they send out a cruiser with him. Doesn't he want a piece of us himself?" said Falco.

"No. He couldn't! We need to proceed normally and see what they want," said Fox.

"Let's see," began Falco," There's a big fighter and a Dorisby coming at us. I think it's pretty obvious what they want!"

"Just shut up and follow me!"

The four Arwings approached the incoming enemy ships.

Bill watched as the gray dots got close enough for him to identify them. It was the Great Fox, with four Arwings flying point. Bill sighed. This was it. He jabbed the fork into the comm unit and pried the front off the panel. He looked at the mess of wires inside. Then he heard the last message that he hoped to ever hear from the trainer," Kill Star Fox!"

The fighter began firing, and Star Fox returned fire but got out of the way before it rammed through them. They turned around and followed the fighter, firing their cannons and hitting the fighter dead-on, but caused no damage at all.

"Enemy shield analyzed!" reported Slippy.

Fox checked his display. It showed two meters; one for shields and another for hull. The fighter had no shields, but a very strong hull. No matter how many times they hit it the hull meter never decreased. Fox cursed," We can't beat this thing!"

"You won't have to. Just listen to me," a familiar voice came through Fox's headset.

"Bill! Is that you?" cried Fox.

"Yeah! I just hacked through the comm unit and found your frequency. Here's what you need to do..."

"Why should we listen to that traitor? It could be a trick!" said Falco.

"I assure you, I am not a traitor. I'll explain later, but right now you need to destroy that cruiser!"

"Alright. All fighters attack!" ordered Fox.

"What are you doing?" shouted the trainer, who had reset the channel on Bill's comm unit," Destroy them immediately! They're attacking us!"

Bill tried his worst to destroy Star Fox, purposely missing them and letting his shots fly past and hit the cruiser.

"Wait for a lock on their ships you idiot!" shouted the trainer," You're hitting us!"

"Sorry," replied Bill, but he allowed himself a small grin.

The cruiser was losing shields quickly and it was turning to retreat back to the hanger. Fox pulled up behind it and fired a Nova Bomb into its engines. They sparked and exploded, leaving the Dorisby drifting in space. Bill smiled as he saw his opportunity," I'm submitting my resignation from the Venom Military! Effective immediately!"

He fired his laser cannons and missiles at the now weakened and stranded cruiser. They hit home and punched right through to the main power reactor. It exploded and enveloped the entire ship in a gigantic fireball.

"We did it!" cried Slippy.

"Now we need to talk!" said Fox. The five fighters flew towards the Great Fox.

"They've stolen the Gauntlet! But how could he have escaped?" exclaimed Admiral Kelly.

"Well, sir, he was being controlled by a trainer on board the ship. Once the control was gone there was no way to bring him back, and we didn't have enough time to activate the auxiliary controls," replied one of the Gauntlet Project engineers.

"Well I'll let you explain this... unfortunate accident to Andross when he arrives."

"The Emperor is coming here?"

"Yes. And he's not too happy that he just lost his new superweapon. I suggest you try to get on his good side by telling him that the Kismet is ready for battle."

The engineer nodded.

With that, Kelly turned and returned to his quarters. He too would need to think of an excuse to tell the Emperor. He only wished that Andross would be merciful and execute him quickly, either that or hope that the Emperor would merely concentrate on the Kismet and leave Kelly alone.

"It was a great story, but I still think we should lock you up," said Falco.

"Settle down, Falco!" said Fox," Doesn't Bill's story explain all of the messages from Venom, as well as the fight on MacBeth and what just happened a few hours ago?"

"I still can't believe it. Why not just attack the hanger when you had the chance?"

"They would always pull me in with the remote and also with tractor beams. There was no way that I could have fired anything," replied Bill.

He had been sitting at a steel table in the Great Fox's lockup while Fox and the others sat around him on chairs. He felt like he was indeed being interrogated, although Fox claimed that he only wanted answers. He knew that Fox now doubted their friendship, but he hoped that he would get his chance to prove himself.

"I guess the big question now is what to do with the Gauntlet," said Peppy.

"Why not fly it ourselves and use it against Venom?" suggested Slippy.

"No. Then we'd be lowering ourselves to their level. I don't want to use their weapon on them, and it's too dangerous to keep, even if we did give it to Corneria. We need to destroy it. But how?" puzzled Fox. He stood up and began to walk around the room.

"Why don't we crash it on Solar and let it sink into the lava and melt?" suggested Falco.

"As I said before, that's what the fighter is made of. It would sink, of course, but it would remain intact. They could just pull it out and fly it again," said Bill. He put his hand to his chin and began to think as well.

"I have an idea," said Peppy.

The others turned towards him and listened.

"Years ago I saw a Black Hole with your father, Fox," began Peppy. Fox stood next to Peppy and listened," We had never seen one, but apparently there's one in Lylat."

"Can you remember where it is?" asked Bill.

"Yeah. It's near Zoness. But my point is, do you guys know what would happen to the Gauntlet if we sent it through the Black Hole?"

"Yeah," said Slippy," It would be broken down at the molecular level and then crushed into a million pieces! You know, imploded."

"Don't you just love Mother Nature, huh?" grinned Peppy.

The planet Zoness loomed nearby as the Great Fox approached the coordinates punched in by Peppy.

"Okay, Slippy. Launch the probes." he ordered.

With the flick of a switch, tiny probes were fired from the Great Fox and scattered out into space. As they made contact with the spacial distortion they began to implode, but as they did each one released a special gas that made the Black Hole visible.

"It worked! Now we have something to aim for!" said Falco.

"Bill. Would you like to do the honour?" asked Fox.

"With pleasure."

Bill grabbed a joystick that was plugged into the Great Fox's navigation console and pushed it forward. The Gauntlet soared out of the Great Fox's hanger and flew towards the Black Hole. Bill carefully tilted the stick to the right, causing the fighter to turn towards its doom.

Just then six Venomian ships appeared at point blank range. They were all Dorisby-Class cruisers, and each one immediately opened fire on the Great Fox. Bill, Fox, Falco, Slippy, and Peppy were thrown to the deck. Now out of control the Gauntlet veered straight towards the Venomian ships.

"Get the stick!" said Fox.

"We can't let them catch it!" said Bill," They might be able to disable it with ion cannons and recover it."

"Venom must have had a tracking deice mountd on it in case it was ever captured like that!" cried Slippy," Hurry up!" He began jumping up and down and banging the console with his hands.
Another blast rocked the ship," Who's manning the guns?" shouted Fox.

Falco ran to the gunner's station and began returning fire with the Great Fox's heavy laser cannons. One of the Dorisby's exploded," I got one! But we can't hold out for much longer!"

"Bill!" cried Fox.

"Almost there," said Bill. He let his tongue hang out of his mouth as the Gauntlet approached the edge of the Black Hole. It began to waver and looked faded and distorted. Then there was a tremendous explosion as it was imploded by the forces inside the Black Hole.

"It's over! Let's get out of here!"

"Right!" said Peppy. He pressed a few buttons and the Great Fox turned and entered hyperspace, leaving the Dorisby's behind with a now fading out Black Hole.

After dropping Bill off on Katina, with a lengthy explanation, Star Fox continued their journey to Venom. Their next destination was Zoness. Their sensors had detected several Venomian units while they were destroying the Gauntlet, and they needed to be destroyed as well. They planned to fly through Sector Z and then attack the Venom Air Defense Zone.

"Remind me to destroy that hanger while we're there," said Fox.

"Good idea," said Falco.

"After all this time, it's going to be over soon," said Slippy. His dream was to go back home for a while and take a break from all this fighting. He wanted to see his father again too. He was sure to impress him with his own ships and inventions. Where Slippy came from it sort of ran in the family.

Fox was just glad that the little fight with Venom was over for now. The war was coming to a close and each day Lylat was fighting back against Venom. But after Bill had told him of the tremendous battleship that had been completed by Venom, Fox was beginning to worry if they would win. But they had gone this far, they would go the rest of the way.

He sighed and sat back in his seat, and watched as the stars turned to lines as the Great Fox entered hyperspace for Zoness.

THE END

Authors Note: I had never really written a story about Star Fox (except Venom's Last Stand, but that one starred Wulfe Litefoot so it wasn't really about Star Fox), and I was actually avoiding it. So many different authors have their own stories and adventures, so I decided to stick with Wulfe and leave Star Fox alone. Then I got a great idea for a story with Bill Grey in it (Bill is also a shady spot for me). Along with Bill, Star Fox wouldn't be too far behind. It was inevitable. On the first day of my Christmas vacation I started this story, and two weeks later it was finished, a rather slow job but it was done. My first 100% Star Fox related story! I hope you like what it has turned out to be. I tried my best to work around other people's storylines.

Fleet Admiral Kelly, "The Steel Gauntlet of Andross", Vega-Class Destroyer
Copyrighted to Cyberwulfe
©1999 Cyberwulfe

Kismet
Copyrighted to J. Wolfman
©1998 Jason Wolfman

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