The name of Star Fox 64 in Europe and Australia.

The plot of "Star Fox 64", known as The Lylat Wars was a catastrophic galactic military war conflict between the invading forces of Andross's Empire and the Star Fox team and Cornerian Air force allied powers of the Lylat System. There are twenty five possible paths leading to Venom, fourteen of these paths lead to the Robot Andross via Bolse and therefore the normal ending. The other eleven lead to the True Form Andross via Area 6 and therefore the true ending, as seen in the stages list below. 

Prior Events

Andross's exile

Andross is banished after his disastrous experiment

Corneria, the fourth planet of the Lylat system, stood as the source of government during peaceful times, having only a small amount of military presence within its neighboring planets. All inhabitants lived peacefully and relaxed in the natural beauty of the Cornerian environment. This all changed when a brilliant scientific genius named Dr. Andross was once employed as a leading scientist officer by the Cornerian federation, under direct order of its leading commander-in-chief, General Pepper. As a scientist on Corneria, Andross specialized in bio-engineering and space warps, and developed powerful engines based on hyper-dimensional technology. Although Andross earned the title of a pioneering research genius and was well recognised and respected for his superior brilliance, the research he dedicated himself to was of no use to the peaceful citizens of Corneria and it all but went to waste. Overtime, Andross had lost his morals and began to develop a great twisted lust for power that threatened the many lives of Corneria's citizens, including a disregard for public safety. A wary General Pepper eventually came into a heated conflict with him over their creative differences and repeatedly ordered Andross to terminate his dangerous research, only to always be blatantly ignored. One day, Andross finally had a mental breakdown and he turned his back on the Cornerian people, releasing a particular ultimate experimental weapon secretly conducted by Andross, resulting in a devastating explosion within Corneria City, killing hundreds of civilians. Furious at his disobedience for the last time, General Pepper immediately placed Andross under arrest and brought him forward to stand trial for his maniacal crimes, was found guilty for first class treason and the maniacal scientist was consequently sentenced to be permanently banished from Corneria to live far away on the barren, deserted planet of Venom where it was assumed that he would not survive.

Contrary to expectations, Andross did not succumb to the disgraceful downfall and slowly regained his scientific research and conquest agendas as he remained in exile. Andross discovered that Venom hosted a race of humanoid lizards and guided them into a growing hatred towards the Cornerian Army. He became a twisted shell of his former being and was driven by madness. His thoughts and intentions shifted from protecting the Lylat System to destroying it and ruling a new galaxy under his name. Andross's evil ambition had served as a magnet to attract the scum of the Lylat system into his service. The most powerful and intelligent of his followers had been promoted to positions of leadership in Andross's military machine, and were given command of specialized war machines of great power. Andross dispatched these key lieutenants to seize strategic locations throughout the Lylat system. The machines they controlled came in a variety of shapes and sizes, and were always accompanied by fleets of support craft. With this new power founded by the forces of Venom, Andross created an empire. After much time spent with them and lethally experimenting on himself, the Androssian armies and empire was formed and Andross declared himself emperor of Venom and began to dream of the day when every living being would bow before him when he was ruling the Lylat system.


The beginning of Andross' bid to conquer the Lylat System

Five years after exiling Andross to Venom for his crimes against Corneria, General Pepper received disturbing reports from Corneria's intelligence department that the observation station had discovered peculiar sightings of new biotechnology experiments taking place on Venom. The worried General then recruited a band of mercenaries known as the Star Fox team to embark on an important scouting recon mission. The team consisted of three members, including founder/leader James McCloud, wise Peppy Hare and cunning Pigma Dengar. Upon their arrival on Venom, the team of three agents penetrated the defenses of the planet, but they discovered that Andross's forces was actually lying in wait for them all along, since Pigma had been bribed with a handsome reward price and revealed himself as a traitor when he allowed James and Peppy to be captured by his new master, Andross. James went missing and was presumed to have been killed by Andross himself, and Peppy barely managed to escape with his life, and returned to Corneria to inform General Pepper of the treachery of Pigma and the growing danger from Venom's armies, and to tell James's son Fox McCloud, about his father's fate. Although Fox couldn't bring himself to believe that his father was truly gone, he inherited the newly constructed Great Fox and ROB 64 and intended to carry on what his father started by keeping the Star Fox team open for hire, with his second father Peppy, school mate Slippy and friendly competitor Falco at his side. Still feeling guilty about sending his old friend James to his apparent doom, General Pepper also decided to keep a close interesting watch on Fox's career.

Course of the Lylat Wars

The Lylat Wars era Star Fox team.

After a few years had passed since the incident, Andross soon declared war, unleashing the Venom fleets and dangerous bioweapons onto the Lylat system, slowly conquering every territory close to Venom to gain ownership and strategic position, leaving only Corneria left to dominate, thus beginning the Lylat Wars. As the evil hand of Andross stretched from Venom across the Lylat Solar System towards Corneria, seemed that all may have been lost. The air forces of Corneria alone were no match for the hatred of Andross and his vile creations and countless lives were lost in the conflict. World after world fell to the forces of Venom until only Corneria stood free. At last, General Pepper made the decision to contact Fox McCloud, the son of James McCloud, who now led the Star Fox team, to aid in his struggle to defend Corneria City. It was the last chance and the final hope for Corneria.

Without hesitation, Fox and his colleagues signed on with the Cornerian Air Force commanded by General Pepper. (Besides, they needed plenty of cash to pay off the loan on the Great Fox mother ship). These mercenary warriors represented the finest pilots and fighters in the Lylat System: Fox, the leader, Peppy Hare, the grizzled campaigner, Falco Lombardi, the brash but courageous lieutenant, and Slippy Toad, the mechanical wizard. They became the final hope in fending off the opposing forces of Venom and saving the Lylat system from utter destruction.

Mission No 1.

Corneria: Former Army Base; Enter Star Fox

Venom's invasion of Corneria resulted in thousands of casualties, both civilian and military. Venom's break through the planet's defenses left the Cornerian Army weakened by the attack and stood no chance against the forces of Andross. Led by an ape named Granga and his special mech, the Venomian Army decimated Corneria City, leaving it in complete ruin. After Pepper's initial contact with the Star Fox team, the invaders were dispose of and Granga was killed. In an attempt to keep Corneria occupied, however, Andross assigned a certain Venomian lizard and his special ship, the Attack Carrier, to finish off Star Fox. This failed, however, and the warship was destroyed and its crew killed. Remnants of the enemy ascended to the skies and retreated into space.

Mission No 2.

Meteo: Asteroid Field; Into the Asteroid Field

An asteroid field known as Meteo, located on the outskirts of Corneria, was where the invaders decided to ambush their pursuers. It was also the site of detected wormhole radiation that suggested space warps may have been part of Andross's invasion plans, if not for the investigation of Star Fox. The asteroid field also became the site of a major battle between Star Fox and the Venomian Army. The Meteo Crusher was deployed in hopes to regain the advantage the enemy once had. It too was destroyed by the efforts of Star Fox, causing a spread of word across Venom's lieutenants that Star Fox was quickly advancing through their defenses.

Sector Y: Combat Zone; Fierce Melee

The main Cornerian battle fleets engaged in a desperate melee with Venom's forces in Sector Y. Venom deployed their Shogun Troopers and devastated the attackers within minutes. Support from the Dorisby-class Battleships and Grazan-class Carrier ships made targeting much easier for the Shogun Warriors until the timely arrival of Star Fox. Saving the Cornerian fleet, they took down the Shogun and its flagship the Saruzin, ending Corneria's struggle in advancement.

Mission No 3.

Fichina: Former Defense Post; Enter Star Wolf

Corneria's defenses on the Lylat system's ice planet were overwhelmed by Venom's garrison and rumored to have been led by Star Fox's rivals, the members of Star Wolf, who were rumoured to be in the area. Cornerian intelligence suggested Venom planned an attack that could decimate a large area of the planet unless action was taken by Star Fox. When the team arrived in Fichina there was only but a scattered fleet of Invader I fightersROB 64 discovered the Cornerian base on the planet had a bomb planted within it and was rigged to explode within minutes.

Star Wolf, consisting of Wolf O'DonnellLeon PowalskiAndrew Oikonny, and traitor of the old Star Fox team Pigma, descended from the skies in their Wolfen fighters, serving as a distraction while the bomb's timer went off. The sky battle between both mercenaries was ended with the supposed demise of Star Wolf, leaving Fox himself to deactivate the bomb and save the base.

Katina: Frontline Base; Reunion

Katina came under intense attack by the Venomian Army when Star Fox came to Corneria's aid. Bill Grey, an old friend and ally of Fox, was in charge of defending the planet from attack, leading the Cornerian Husky Squadron and Bulldog Squadrons. Venom's Invader II Fighters swarmed the military base, gaining the higher advantage due to the deceptive matching colors as the Cornerian Fighter. Fox and his team succeeded in relieving Bill's beleaguered squadrons by identifying friend from foe using the Arwing's advanced combat computers.

When the first waves of enemies were defeated, Venom's main assault craft, the Saucerer, arrived and released hundreds of more fighters in an attempt to overwhelm the defenders. Distracting Star Fox was the main purpose of the attack as the Saucerer charged a powerful weapon located at its core. Bill was watchful of this during the battle, alerting Fox every time the ship's hatches opened to release more enemy fighters.

Venom's swarm was plowed through and the exposed core was destroyed, obliterating the Saucerer and ending the battle. They retreated into space and Katina was saved from annihilation. Departing, Bill thanked Fox personally for his efforts in the fight, bidding him farewell.

Aquas: Ocean; Terror of the Deep

Reports indicated that the Venomian Army was spreading a large amount of pollution on the Lylat system's water planet. Star Fox was sent to investigate using a craft built by Slippy called the Blue Marine. With it, Fox was able to track down and eliminate the creature known as the Bacoon, the source responsible for causing Aquas' former inhabitants to leave. When it was killed, the planet became free of its influence and the end of the polluted waters.

Mission No 4.

Sector X: Combat Zone; Mystery of the Space Base

Cornerian spies reported that Andross created a secret research facility in Sector X, but all contact with them was lost. Remote scanning revealed the existence of a debris field but was unable to conclude what had happened. Pepper ordered Star Fox to investigate immediately.

They discovered that the base had been destroyed by a technological weapon called the Spyborg, whose artificial intelligence had malfunctioned and caused it to attack the base. Making their way through waves of enemy fighters and defense systems still active after Spyborg's attack, Star Fox succeeded in reaching the giant construct and destroying it before its rampage could continue elsewhere. Before this was achieved, Spyborg grasped Slippy's Arwing and sent him flying into the planet Titania, where he would be apprehended by the Venomian Army. Leaving the destroyed enemy base of Sector X, Fox led his team to Titania in search of Slippy, also discovering the existence of an artificial Warp Portal generator, allowing instantaneous travel to Sector Z.

Solar: Out of the Frying Pan...

The only star of the Lylat system was detected by Pepper to have been used by the Venomian Army as a location for experimenting on biological weapons. In their hunt for Andross, the Star Fox team discovered Pepper's assumptions were true as they came across an enormous demonic lava creature dubbed Vulcain. Heat from Solar slowly damaged the Arwing's armor as it was defenseless against such an atmosphere. Vulcain thrived on this heat and used the star's lava to its advantage. It hurled boulder after boulder at the team using its spiked forelegs. Eventually Star Fox dealt a deathly blow when Vulcain's head was destroyed. They left Solar in confidence that the Venomian Army would not risk conducting any more experiments in such a harsh environment again.

Zoness: Toxic Waste Area; Invasion Aftermath

Rather than taking the Andross's defenses on this once striving planet head-on, the Star Fox team attempted to sneak in quietly passed the now heavily polluted place. A series of radar buoys protected the main supply areas, scanning the heavens with powerful flood lamps, and formed an extensive early warning network. The team was able to destroy the buoys, with some surprise assistance from Katt Monroe, before they could alert the system and proceed to lay waste to the infrastructure.

In the final moments of the attack, Fox confronted the Sarumarine, which was the main source of the planet-wide pollution. In a hard-fought battle Fox destroyed the poisonous submarine and put an end to the origin of the toxic waste, but the planet itself would be a long time in recovery.

Mission No 5.

Titania: Arid Desert; The Search for Slippy

On the Lylat system's desert planet the Venomian Army discovered the underground creature Goras. Through biological experimentation Andross altered its physical appearance by changing it into a machine bent on destruction. Having been held hostage, Slippy was unable to be reached by means of the Arwing. Using the Landmaster, Fox set out to save him from being harmed or even as far as killed. With the aid of Falco and Peppy in the skies the team battled their way through Venom's defenses. Fox was ambushed by Goras who held Slippy's Arwing in its grasp, making it impossible for him to escape. Goras was destroyed using the Landmaster and Slippy was saved, ending the conflict on Titania and reclaiming the territory Venom once controlled.

Macbeth: Venom Army Supply Base; The Forever Train

In an attempt to liberate Macbeth and strike a crippling blow to one of Venom's main sources of industry, Fox, using the Landmaster, chased the supply train Mechbeth. Aided by his teammates in the skies above, he was able to send the train off course into the main base where it was completely destroyed. It was a great loss for Venom, as the planet's outer defenses now became open to direct attack.

Sector Z: Combat Zone; The Ambush of Great Fox

It was while attempting to navigate through these debris fields that the Star Fox team came under attack by Andross' army. The ambush was sprung by the latest Invader IIIs escorting a half-dozen Copperhead missiles. Unable to protect itself, the Great Fox launched its fighters in a desperate bid to prevent the missiles from impacting and causing extensive damage. The Star Fox team, assisted by Katt, succeeded in driving off the attackers and destroying all six missiles before they could damage the Great Fox.

Mission No 6.

Bolse: Defense Outpost; The Last Hurrah

Bolse came under intense attack by Star Fox as they led the invasion for Venom. Fox, aware of Bolse's weakness from stolen design documents, was able to destroy the six generator pylons and expose the core to attack. Not even the arrival of Star Wolf prevented Star Fox from destroying the station and opening the way for Venom's invasion.

Area 6: Defense Station; Through the Middle

Area 6, guarded by space mines, stood as the last obstacle for Star Fox to break through in order to get to Venom. Every line of defense was breached, taking a toll on the Venomian Army's forces. In a final attempt to stop them, the Gorgon was deployed, resulting in a major battle. Its tactics left the team weary and frustrated, but they soon managed to find the weakness it held at its core. It was destroyed in an enormous explosion, breaking Venom's final defenses and allowing the team to enter the planet's atmosphere.

Mission No 7.

Venom: Andross's Homeworld; Battle with Andross

With the Bolse satellite destroyed, the Star Fox team descended onto Venom's surface. They were instantly greeted with massive waves of Venomian units, but the entire team was able to power through the fighters and put a major dent in Andross's last line of defense. Additionally, the team was faced with stone pillars flying through mid-air, being struck into the ground, and even stone stalactites rising from the ground, which was Andross's telekinesis trying to impede their progress. Nevertheless, the Star Fox team made it to an ancient temple which housed a living stone monolith named Golemech. Fox destroyed Golemech's outer stone layer, exposing its cybernetic endoskeleton. Despite Golemech making pillars fall, rise from the ground and jut out from the walls, Fox destroyed Golemech, paving the way to Andross in the depths of Venom.

He managed to find Andross, but after numerous laser blasts to the emperor's face, it exposed Andross as a robotic duplicate of the mad scientist. Fox destroyed the robot head and flew out of Venom, dodging a catastrophic explosion. Still, Fox and his team, despite having been praised by General Pepper and the Cornerian Army, could not shake the feeling that Andross was still alive, and this was confirmed when his face appeared as the Arwings and the Great Fox flew into the sunset.

Venom: Andross's Homeworld; The Final Battle

Andross's true form in Star Fox 64.

The invasion of Venom took place during the final moments of the war, before Fox faced Andross himself in his underground palace. Star Wolf had survived their last battle with Star Fox, arriving in the most advanced star fighters in Andross's arsenal, the improved star fighters called the Wolfen II. Once again, both rivals faced off against each other until Star Wolf was ultimately defeated. With no other obstacle left in their path, the Star Fox team was ordered by Fox to stay behind as he alone traveled into the depths of Venom to apprehend Andross.

He managed to find and defeat the emperor in battle, leading to Andross sacrificing himself and causing the destruction of the palace. Had it not been for James' spiritual guidance, Fox would not have survived. He regrouped with Star Fox and traveled to Corneria to inform Pepper that the war was finally over.


Falco attends the ending ceremony after the defeat of Andross and his Venomian army.

The Star Fox team's services receipt, as signed by Fox McCloud and sealed by General Pepper.

The Star Fox Team prevailed as the leaders in the rebellion against Andross, advancing home to Corneria after the death of the self-proclaimed emperor. Saluted by survivor Dog soldiers, General Pepper was so estatic about Star Fox's momentous victory that he offered to honorably have them serve as part of the Cornerian fleet, but Fox declined, claiming that they preferred doing things their own way and on an imminent departure tip from ROB, the team moved out into their next mission.

Having paid the Star Fox team for their duty during the war, Pepper charged the Cornerian Army in the task of searching for any war criminals left within the Lylat system. Most of the Venomian Army's soldiers surrendered themselves or went into hiding but others retreated to the Sargasso Region of Meteo, establishing an illegal hideout. Star Wolf had also survived their last encounter with Star Fox, but found themselves disbanded after some time. Pigma was expelled due to his greedy and distrustful nature; Wolf and Leon were made leaders of the Sargasso Space Zone (later joined by Panther Caroso) and Andrew would eventually rise to take the place of Andross as Venom's emperor.