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Star Fox 2 continues the battle against Emperor Andross, who survived the previous war and seeks to conquer the Lylat system. He returns with a rebuilt army and a floating stronghold called Astropolis, and launches an all-out offensive against the Lylat system, capturing planets along the way (including his former base, Venom, which has been terraformed since his old invasion). General Pepper once again requests the services of the Star Fox team, consisting of the traditional male line-up Fox, Falco, Slippy, and Peppy, along with new female teammates Miyu and Fay. Armed with a Mothership and custom Arwings, the team sets out to defend Corneria by defeating Andross's forces before they can inflict critical damage on the planet, which includes members of Star Wolf and finally the mad scientist himself.