known as Lylat Wars in PAL regions, is a 1997 rail shooter game developed and published by Nintendo for the Nintendo 64. It is the second Star Fox game, following Star Fox (1993) for the Super Nintendo Entertainment System (SNES). It was the first Nintendo 64 game to support the Rumble Pak, which initially came bundled with retail copies.
Nintendo developed Star Fox 64 after canceling Star Fox 2 for the SNES. It sold more than 4 million copies, making it the best-selling game in the series and the ninth best-selling Nintendo 64 game. Critics lauded its precise controls, voice acting, multiplayer modes, and replay value, which is achieved through the use of branching gameplay paths. Star Fox 64 is widely recognized as the best entry in the Star Fox series and is considered one of the greatest video games of all time.
Star Fox 64 was remade for the Nintendo 3DS as Star Fox 64 3D (2011) and for the Nintendo Switch 2 as Star Fox (2026). Star Fox 64 was also the basis for Star Fox Zero (2016) on the Wii U, which also borrowed ideas from the at-the-time unreleased SNES game Star Fox 2.
Gameplay
Star Fox 64 is a 3D rail shooter game in which the player controls one of the vehicles piloted by Fox McCloud, usually an Arwing. Most of the game takes place in "Corridor Mode", which forces Fox's vehicle down an on-rails path straight forward through the environment. In Corridor Mode, the player's vehicle can be maneuvered around the screen to dodge obstacles and can also perform a somersault to get behind enemies or dodge projectiles. The Arwing is also capable of deflecting enemy fire while performing a spinning maneuver called a "barrel roll" (actually an aileron roll in real-life aviation terms). The Arwing and Landmaster can charge up their laser cannons to unleash a powerful lock-on laser.
In addition to Corridor Mode, some stages, including multiplayer and most boss fights, take place in "All-Range Mode". In this variant, the player can move freely in a three-dimensional space within the confines of a large arena. The Arwing can also perform one new maneuver in All-Range Mode: a U-Turn to change direction.
The player can fly or drive through power-ups to collect them. These include silver and gold rings that refill the vehicle's shields, weapon upgrades, wing repairs, extra lives, and Nova bombs.
Returning from the original Star Fox are wingmen that fly with the player in their own Arwings. Fox's wingmen periodically attack enemies or are pursued into the player's field of view, requiring the player to shoot down the pursuers before the wingman has to retreat to the Great Fox mothership for repairs (the character will then be unavailable to start the next stage, but may return if enough time passes). Each wingman provides a different form of assistance to the player: Slippy Toad scans bosses and displays their shields on the player's screen, Peppy Hare provides gameplay advice, and Falco Lombardi occasionally locates alternate routes through stages. Some stages also feature special appearances from supporting characters Katt Monroe or Bill Grey, who assist the team.
The game features a branching level system, in which more difficult paths are unlocked by completing certain objectives. Players can also change paths once the current mission is accomplished. All routes start at Corneria, eventually putting the player in contact with the Star Wolf Team, and end at Venom in a confrontation with Andross.
Medals are earned by accomplishing a mission with all wingmen intact with a certain hit total. Obtaining medals unlocks bonus features, such as new multiplayer vehicles, cosmetic changes to Fox in single player, and additional game settings such as "Expert Mode".
Vehicles
The Arwing is the primary fighter craft used by the Star Fox team. The player can use the fighter's boost meter to perform special techniques to avoid collisions, change direction, and gain tactical advantages in combat. Certain levels also put the player in a tank-like vehicle called the Landmaster, as well as a submarine named the Blue Marine on the planet Aquas. Each vehicle shares some tactical characteristics with the Arwing while providing its own unique gameplay elements.
Multiplayer
Star Fox 64 features split-screen multiplayer support for up to four players simultaneously. At first, users can only play using the Arwing fighter, but by earning certain medals in the main campaign, players can unlock the Landmaster tank and fight on foot as one of the four members of Star Fox equipped with a bazooka. Multiplayer is the only place where players can use a Landmaster with upgraded lasers.
There are three modes of multiplayer play: a "point match" in which the player must shoot down an opponent a certain number of times, a "battle royal" in which the last player left wins, and a "time trial" to destroy enemy fighters.
Plot Characters The Star Fox team is a group of mercenaries who are enlisted by General Pepper to defend the Lylat System. The team consists of: Fox McCloud: A red fox who took over leadership of the mercenary team after his father, James McCloud, was captured and killed by Andross in a prior assault on Venom. Fox is the main protagonist and only playable character in Story Mode. Falco Lombardi: A pheasant who is an excellent fighter, but is also quite cocky and self-assured. He looks for alternate routes and shortcuts. Peppy Hare: A rabbit who was part of the original Star Fox team. He escaped and survived when Pigma betrayed the team, which led to James's capture and death by Andross. He serves on the current Star Fox team as a mentor to Fox during missions. Slippy Toad: A frog who is the team's mechanical expert. He is cheerful and energetic, but also prone to getting himself in trouble. He provides the player with valuable information about certain enemies and bosses. ROB 64: A robot who pilots the Great Fox, the Star Fox team's spacecraft.
Allies: General Pepper: a bloodhound and commanding officer of the Cornerian militia. Bill Grey: Fox's bulldog friend and Cornerian wing commander. Katt Monroe: Falco's paramour and former gang member.
Antagonists: Andross: The game's primary antagonist who resembles a monkey or ape. He is an evil mad scientist who is intent on capturing and controlling the Lylat System. Wolf O'Donnell, a wolf who commands a mercenary team called Star Wolf and Fox's rival. Leon Powalski, a sinister chameleon with a suave attitude on the Star Wolf team. Pigma Dengar, a pig and traitor to the original Star Fox team who was responsible for James McCloud's capture and death by Andross and joined Star Wolf. Andrew Oikonny, Andross's nephew who fights for Star Wolf.
Story On Corneria, the fourth planet of the Lylat System, the disgraced scientist Andross is exiled to Venom by General Pepper for nearly destroying the planet using biological weapons. Five years later, Pepper detects suspicious activity on Venom. Pepper hires the Star Fox team—James McCloud, Peppy Hare, and Pigma Dengar—to investigate. After Pigma betrays the team, Andross captures James and kills him, while Peppy barely escapes from Venom alive.
Two years later, Andross launches an attack across the Lylat system. To defend Corneria, Pepper summons the new Star Fox team, headed by James' son, Fox McCloud. Peppy Hare serves as Fox's mentor, and Fox's friends, Falco Lombardi and Slippy Toad round out the team. While traveling through several planets, the team battles with Andross' henchmen, including the rival mercenary team Star Wolf. After the team arrives at Venom, Fox confronts Andross alone, with the encounter taking two different forms depending on how the player approaches the planet. If the player arrives from Bolse, Fox destroys a robotic version of Andross, leaving Andross himself adrift in the Lylat System. If the player arrives from Area 6, Fox reveals Andross' true form as that of a floating brain, and finally kills him. Shortly before his death, Andross activates his base's self-destruct system in a last-ditch attempt to kill Fox. However, James seemingly appears and guides Fox out of the exploding base before disappearing.
After defeating Andross in either encounter, Fox returns with his team to Corneria for a victory celebration. Pepper offers the team the opportunity to join the Cornerian Army, but Fox declines and the team departs. Following the credits sequence, the player's final score is presented as a bill Pepper receives from Star Fox for their services.
Development
After the release of Star Fox in 1993, Nintendo began developing Star Fox 2 for the SNES in 1993, with Shigeru Miyamoto returning as the producer. However, 3D technology was advancing quickly, with competition from the Sony PlayStation and Sega Saturn. Concerned that the 16-bit graphics would compare poorly against newer games, Nintendo canceled Star Fox 2 to prioritize its upcoming Nintendo 64 console.
Star Fox 64's development began with a series of experiments by the character designer Takaya Imamura and the programmer Kazuaki Morita. As Morita was new to 3D programming, creating something entirely new was difficult. They also had no final Nintendo 64 hardware, instead having to use a bulky development computer and a modified Super Nintendo controller without analog sticks; the actual system hardware was being used by the team working on Super Mario 64, which was considered to be a higher priority game. The pair decided to begin development by porting the original Star Fox, which they thought would be better for easing into 3D. As this was Morita's first attempt at learning 3D, he began with inputting his own data and placing objects like cubes on a course, and then launched basic-looking Arwings; this prototype was affectionately named "Star Box". (Translation by Shmuplations. ). Imamura and Morita continued their experiments for six months, becoming attached to it and wanting to realize it as a commercial product, while the higher-ups at Nintendo were reportedly not enthusiastic about the project and were even waiting for the two to give up on it. All this would change, however, when the game that would form into Star Fox 64 was first shown off at Shoshinkai 1995, where they had displayed ten seconds of promotional footage, and from there the production was properly green-lit, with director Takao Shimizu coming on board.