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Star Fox 2 (スターフォックス2, Sutā Fokkusu Tsū), or Star Fox II, is a cancelled video game for the Super Nintendo Entertainment System. It was to be the second of the Star Fox series and the direct sequel to Star Fox. Both Argonaut Games and Nintendo developed the game, with Nintendo planning to publish it. The Japanese version was completely finished except for minor debugging tools that weren't yet removed. Development never matured past the original Japanese game until online modders got hold of a commercial ROM of the game and created a patch that not only emulated what the finished product would look like, but also translated it into English. 

The game was never released due to the impending release of the Nintendo 64 and the desire to use the most advanced system available for a new Star Fox game. While the game was never officially released, this article mainly describes the near-final version, which is a fully playable, very late prototype of the game with debugging features before the game was cancelled.

On June 26th, 2017, the SNES mini was announced. The SNES Mini will include a playable version of Star Fox 2, releasing nearly 20 years after it's supposed release.


Star Fox 2 continues the battle against Emperor Andross who seeks to conquer the Lylat system. The Star Fox team consisting of Fox, Falco, Slippy, Peppy and new members Miyu and Fay assembled once again to defeat him. The game introduces a new semi-real time game play system, featuring new ship types and two new Star Fox team members. It also features a more advanced 3D game engine thanks to a new improved version of the Super FX chip.


Stafox 2 map

The Star Fox 2 map, which is very similar to the map from Star Fox 64.

The premise of Star Fox 2 is very different from the original Star Fox: Instead of following mostly linear paths inside predefined missions, the player moves a team of two ships freely around a map screen that represents the Lylat system. When the player's ships make contact with enemy forces, the game will go into an action perspective, piloting the Arwing ship directly with controls and game play similar to the first Star Fox. When the player clears the specified objectives in that encounter, destroying all fighters in the vicinity for example, the game will go back into the main map screen, where the player can select a new destination for his craft.

The objective of the game is to destroy all enemy forces present in the map while defending planet Corneria (located in the lower left corner of the map), preventing its damage level from reaching 100% due to enemy attacks. To protect Corneria the player will have to intercept fighters and incoming missiles, called IPBMs in the game, while also dealing with the sources of these attacks: battleships, which will deploy more fighter squadrons, and planetary bases which will fire more missiles towards Corneria. To assist the player, General Pepper will employ an immobile space station that can shoot down enemies on a limited basis — the player must also defend this installation from special enemy ships called viruses that can take over the satellite, and use its cannon to fire at Corneria.


The satellite defense system for Corneria.

If the player's ship makes contact with a captured planet on the map screen, they will be transported into another action sequence located on the planet's surface. There they will have to open the enemy's base entrance through different means depending on the level (by pressing a switch, defeating a boss, etc.) Once the player has been able to gain access to the base interior, he/she will have to go through a complex and destroy the base's generator at the end. The planet will be then liberated and no more missiles will be fired from it. Starfighters from the Star Wolf team will be defending some captured planets, and they will have to be fought if the player wants to liberate one of those planets. They eventually go after the player's Arwings when some time has passed. Bosses will also be dispatched to chase the player's ships at some point in the game.

The game runs in semi-real time: when the player takes an action, time starts counting and enemies will perform actions as well. This occurs whether the player is moving around on the map screen or has engaged an enemy in battle, making it possible for enemies to damage Corneria or new enemies to launch during that time. This forces the player to think tactically and defeat their enemies as quick and efficiently as possible. At times the player may even have to leave a battle to take on other enemies that are getting too close to the planet. In this way, Star Fox 2 bears considerable similarity to many real-time strategy games.

Once the player has cleared all enemy forces present on the map, his ships will then travel to Andross' base, located on the top right corner of the map, to face one last level and fight Andross himself at the end of it. Once Andross is defeated, the player has won the game, and his performance will be scored and ranked in a debriefing screen.

Difficulty levels have a great impact on the game, changing the layout of all levels and presenting stronger and more numerous enemy forces on each successive difficulty level. Each difficulty level also contains its own bonus items (dubbed "Pepper Coins" by fans), which will be hidden inside the game's levels for the player to find and collect.

Plot and setting

Setting and Characters

StarFox 2

Title screen of the late development version, showing all of the main characters.

Star Fox 2 takes place in the Lylat system, the home system of the series' protagonists. During the course of the game, the Star Fox team gradually penetrates the defense of Andross's forces and reaches his floating base, Astropolis.


Saru, a character in an earlier prototype.

Star Fox 2 features six playable characters, the highest known number of any game in the series until Star Fox Command. Primary characters include Fox McCloud, Falco Lombardi, Peppy Hare, Slippy Toad, and two new additions to the team: Fay, a white poodle with a pink hair bow who is a new member of the team, and Miyu, a tomboyish lynx who is also a new addition to the team.

Most of the main characters in the game have an intensely positive or negative relationship with Fox McCloud and his team, particularly Andross, the game's main antagonist who has repeatedly organized invasions of Fox's home, the Lylat system. The supporting character Wolf and his Star Wolf team serve as secondary villains throughout the game. Most of these characters have reappeared in later games in the series, such as Star Fox 64 or Star Fox Assault, and also in other franchises, such as Super Smash Bros. The game was supposed to feature voice acting, but it was cut. Most of the voices were provided by British voice actress Nathalie Cox.


After his defeat in the original Star Fox, the game's antagonist, Andross, returns to the Lylat system, reclaims his army, builds a new floating base called Astropolis (apparently just over Lylat), and launches an all-out attack against the Lylat system capturing planets on the way, especially in the capture of his former base, Venom, which has been terraformed by Cornerian forces, using his new fleet of battleships, new bioweapons and giant missiles launched from hidden bases on each occupied planet and air base to destroy the planet. General Pepper again calls upon the Star Fox team for help. Armed with new custom Arwings, a Mothership, and two new recruits (Miyu, a lynx, and Fay, a dog), the Star Fox team sets out to defend Corneria by destroying Andross' forces before they can inflict critical damage on the planet. Along the way, Star Fox must also combat giant boss enemies, bases on planets throughout the Lylat system, members of the Star Wolf team and finally Andross himself.

Development and Cancellation

The game was extensively covered by the various gaming magazines of the time, both at its one E3 appearance as well as in the many screenshots provided by Nintendo to generate interest in the sequel. Since the leaking of the unfinished beta code, some individuals have managed to take and compile a large variety of screengrabs. These were taken using an emulator. Though it's likely that a promotion video was put together at the time, no copies of it have ever been made public. The lack of media coverage about the compiled beta may be due to a fear of legal action from either NCL or NOA. Early in development, Fara Phoenix from the Star Fox comic (called "Lady" in the alpha) and the Andross look-alike "Saru" (Japanese for "monkey") were in place of Miyu and Fay. Fay replaced a sheep character (gender unknown) from the game's early development.

On the Internet, ROM images exist of two very early alpha versions of the game, which were originally shown at trade shows. Another ROM, compiled from the latest known source code before the project was canceled, was released in August 2002 by an anonymous Nintendo employee — this version is nearly complete and contains minor bugs, debug code, and unfinished features such as a rudimentary multiplayer mode. These ROMs can be played using a SNES emulator. Additionally, a fan-made patch is in circulation for the near-final ROM — this fixes most of the bugs, removes the debug code and the unfinished features, and translates the game's dialog into English. When asked about whether or not the game would be released on the Wii's Virtual Console or the Nintendo DS, Star Fox designer Takaya Imamura said "Probably not."

While Nintendo never disclosed the official reason for its cancellation, Star Fox 2 programmer Dylan Cuthbert shares the reasons for its cancellation:

"Star Fox 2 was fully completed. I was the lead programmer and whilst Giles made Stunt Race FX, myself and the rest of the original Starfox team (ie. Nintendo's artists and designers) expanded Star Fox into a full 3D shooting game. The reason for non-release was the then impending Nintendo 64 which of course was intended to be released a lot sooner than it actually was. Miyamoto-san decided he wanted to have a clean break between 3D games on the SNES and 3D games on the new superior 64 bit system. In retrospect, he could have released Star Fox 2 and there would have been over a year and a half before the Nintendo 64 came out. But hindsight is always 20/20." — The staff members of IGN suggested that high production costs and internal development problems also contributed to its cancellation.

According to Dylan Cuthbert, some programming elements done for the game, such as the camera programs, were adapted and reused for the development of Super Mario 64. Shigeru Miyamoto also stated that ideas such as All-Range mode, Multiplayer mode, and Star Wolf scenarios came from Star Fox 2. He estimated that 30% of Star Fox 64 came from Star Fox 2. Additionally, several game concepts have been reused in Star Fox Command for the Nintendo DS — among these are the map screen gameplay element and the ability to choose from multiple characters, each with their own fighters and statistics. The concept of the Arwing transforming into a walker was reused in Star Fox Zero. Furthermore, Miyu's flirtatious attitude was given to Katt Monroe.


This game, in varying stages of development, is available in ROM form on the Internet, although in most countries it is considered illegal to possess without direct permission from Nintendo due to still technically being copyrighted material. Nintendo has made no attempt to either remove the distribution of the ROM or support an official release.

Most ROMs availabe are in Japanese, though a few English translations exist. One English translation has an odd glitch in which pressing select to turn into a walker when prompted will immediately take the player to the credits, which cannot be skipped, causing the player to have to reset the game and attempt to either go without the walker, or use a different ROM.

On May 21, 2015, Q-Games boss Dylan Cuthbert, who's worked on every Star Fox game since the beginning, interviewed the Nintendo Life magazine. He stated that, despite cancelling Star Fox 2, his team finished the game anyway, and when working on Star Fox Command, received a copy of this final ROM. He also stated that the beta and fan-made builds were far from the final product.

Due to legal issues with the now-defunct Argonaut Software, it is unlikely that Star Fox 2, or any other game that uses the Super FX chip, will become available on Nintendo's Virtual Console platform. However, the game as well as the original Star Fox, will be included on the Super Nintendo Entertainment System Classic that will be released on September 29, 2017, which will mark the first time the game will be released in two decades.


  • Many elements of Star Fox 2 were reworked into later titles such as Star Fox 64. In particular, many see Star Fox Command as a spiritual successor, borrowing more heavily on certain concepts.
  • The character design for the unnamed Cornerian officer (likely Pepper) was reused for Captain Shears.

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