Disclaimer: I do not own any SEGA characters.

So yeah, I kinda rushed this on the first time and felt it could have been so much better. So… I redid it. Still don't know how great I am at sad stories but I hope you guys enjoy it.

Rouge POV:

Sitting against the glass wall, I slowly tapped it in wonder. This magnificent view had sent me into a trance of thought. From the vast desolation of space, I stared down to the blue and green planet beneath me. It was such a curious thing; how insignificant this planet was to the universe; a needle in a haystack. The world could crumble to smithereens… and the universe would never notice. Our fragments would just… drift into space until the end of time. Did time ever stop? Perhaps not.

Time… such a precious thing. And it goes by so quickly. Each ticking second is a moment gone forever… so why is it that we take it for granted? Why am I even here? My thoughts suddenly drifted from my perception of time to something else. Someone in fact, who was the last person I wanted to think about; it only made me twitch in irritation.

Knuckles…how is it that I could admire the one person I'm supposed to hate over anyone else? I was supposed to be against him, yet I found him so perfect… his smile, his eyes, his body…

I snapped back to focus. I couldn't be thinking about him right now. I had to finish this mission and be done with everything. I was aboard the Death Egg and had been teaming up with Eggman, stealing equipment he needed for his latest sinister plot. In truth however, I was acting as a spy for G.U.N, working undercover. I was surprised at how easy it had been, but I figured he was bound to know something was up sooner or later; this was all too easy. I didn't like it.

Needless to say, I needed to handle the next precious couple hours with extreme care and focus. My job was this: lead the government to Eggman, and I would be released from my occupation with a hefty pension as a reward. And it was about time too; my job had begun to really grow on me. The only reason I had accepted it in the first place was to escape punishment for my crimes as a thief. And then I would be free at last, no longer held to any bonds. Maybe then, I could try and build on what was really most important to me. My thoughts drifted back to that red echidna… I knocked myself in the head in annoyance. 'Snap out of it! You've got to stay focused!'

The alarms suddenly went off, shocking me. This, I hadn't expected. There was no way G.U.N. had breached already; I hadn't given them the go yet! Or did they still not trust me? I used my transmitter to contact Topaz.

"Is G.U.N. breaching the ship?" I asked. "I still haven't reported in."

"No one's breached the Death Egg," Topaz replied slowly. "We have shuttles on the way but that's it."

"It must be Sonic and his gang," I answered, realizing that should have been obvious. "That said, now would be a good time to give them some help."

"Roger, just make sure Eggman is alive!"

"I'm on it," My reply was somewhat of a scoff; this was the last part I was worried about. Of course he would be alive; they all knew Sonic couldn't kill if his life depended on it. Tails was even weaker willed. Hell, the kid was only 8. And Knuckles… "ROUGE!" I heard Eggman's voice on the speakers. His tone sounded like a mix of anger and anxiety. Perhaps Sonic had reached him already. "GET IN THE SUSPENSION ROOM NOW! WE HAVE COMPANY!"

I sighed. Not wanting to have much to do with the whole ordeal, I hurried off to do what he ordered. Until G.U.N. breached, I would have to play it like I was still on his side. I made my way to top of the colossal Death Egg, entering the gigantic room that Eggman had called, "the Suspension Room." Why that, though of all names? It was simply a dome shaped room with an iron floor, a narrow crack as its diameter. I used my ears to listen intently on what could be happening up there. Though the sound was faint, I could make out several crashing noises. It seemed like an all out brawl had already ensued.

When I entered the room, sure enough, I found Sonic, Knuckles, and Tails battling multiple bots at once. This was bad, I didn't want the fight to be happening already; soon my position would be revealed. Eggman would know I'd have double crosses him and would have us all killed with no backup here yet. Topaz had better hurry…

"Rouge! What are you doing here!" Sonic yelled at me through the concentration of blasting through droids with his homing attack.

"Isn't it obvious?" Knuckles growled, punching through the metal chest of another. "She's been alongside Eggman this whole time!"

"Nicely done, you're not as stupid as I thought," I responded, grinning. Here goes this stupid act all over again…

"Well, can you double cross him for change? Help us goddamnit!" he yelled. "Would he life a finger to help you? Damn it, these droids keep coming in faster and faster!" Sure enough, robots were rushing into the room at a faster pace all around me.

"I think we bit off more than we could chew here Sonic!" Knuckles was saying, punching through another droid.

"Yeah this isn't good at all!" Tails hollered. "We have to get out of here!"

I knew the three of them couldn't keep this up much longer and they knew it too… it was suddenly too late to decide, three of the biggest robots each had one of Sonic's crew pinned to the wall. I watched slightly nervously, as Knuckles thrashed in the droids grasp, unable to break free. Sonic and Tails weren't having a much easier time.

"Rouge, ya mind lending a hand here?" Sonic asked me. "If you're really on our side, now wouldn't be a bad time to pitch in." I looked at him, then to Tails, then to Knuckles. All of them had anxious facial expressions. But it was still too early…

"Don't be silly," came Eggman's voice from the speakers. "She's been at it from the beginning; she just figured I wouldn't know." I was nothing short of flabbergasted. Had I been that obvious?

"How did you know?" I asked, keeping my composure. It was no use denying his claims; it was clear he knew I had been deceitful. The gig was up, now I needed to stall for time.

"It was pretty obvious from the beginning; you usually aren't so keen to help." I wanted to punch something, I was so pissed. Of course. How could I have missed that? My own personality…

"Well, it doesn't matter now," I said. "G.U.N. are on their way; they'll be here any minute."

"I know, I was listening in on your little chat just a couple minutes ago. The Death Egg provides the connection; you really think I wouldn't listen in? After all the shit you've pulled in the past? It doesn't matter. I'll be long gone soon. That said, it's time…" The robots seemed to know what the professor was talking about because they pulled Sonic and Tails from the room who were screaming, "Wait! What about Knuckles?" Then suddenly, I was seized by a robot too, my arms put into an armlock before I had time to react. Struggling to get free, I tried to yank myself out of its grip but it was no use. The metal arms far outmatched my weak arms; my feet were my weapons. The doors of the dome room shut. Knuckles was held against the wall, each of his limbs spread out and pressed down by the robots claws. He stared at me, and our gazes touched. For the first time I could remember, I saw fear in his eyes. It somewhat stunned me; I almost forgot he was capable of fear, someone as brave as him. But there was something more in his eyes: a certain softness in his gaze, possibly affection. He managed a weak smile as if he never doubted my loyalty for a second. I eagerly wanted to run into him arms and hold him close but circumstances clearly wouldn't allow it. Besides, I was suddenly apprehensive. What was happening? "What are you doing?" I nervously called to Eggman.

"Do it!" was his snappish response.

BANG! A gunshot erupted from the chest of the robot, a large speeding bullet running straight into his stomach! Time seemed to stop. My eyes widened in disbelief, my mind spinning. There was no way this was happening.

"Knuckles?" I called over to him, nervously. All I heard was a gurgling sound and a cough in response. He was coughing up blood. "KNUCKLES!" I screamed, alarm rising up quickly in me.

The robot holding me then released me, the other dropping Knuckles to the floor. They then crumpled to the floor with no signs of energy left in them. They had self-deactivated. Now, steel bars came down over the closed doors, ensuring there would be no escape.

I rushed over to Knuckles in panic. The reality of what had just happened sunk into my brain at what I saw: a gaping hole in his stomach, his organs a complete mess. 'No…' My heart stop had stopped beating, my arms numb, my body shaking. I gently pulled him into my arms, almost unable to hold him because my body was trembling so much. His expression was just a blank stare of shock, though his eyes were slowly closing, his violet eyes growing gradually duller. This couldn't be happening!

"Knuckles!" I gasped in panic, slapping his face lightly. "You're ok, you're going to be fine! C'mon, I'm going to get you out of here, I'm gonna…" A sick gurgle was his only response.

I held him in my arms, feeling his boiling blood run onto my skin. So this was how it would end… we would never get the chance to be together. Was I to blame? Stubbornness had always kept us apart but if I had acted this mission better, if I had succeeded, maybe this wouldn't be happening… Maybe if I hadn't come off as such a slut to him in the very beginning… A strong feeling of guilt panged up in me. I couldn't let this happen. 'I refuse to accept this!' Hot tears streamed out of my eyes and poured onto my checks. By now I had lost of my composure, all I could feel was the excruciating panic of losing the person I cared for over anyone else. "SOMEONE HELP!" I screamed in desperation, holding to him as if it could spare him. "PLEASE, ANYBODY, HELP ME!"

A chuckle ran out through the speakers. "I'm afraid it's far too late for that," came Eggman's evil voice. "You've sealed your little boyfriend's death yourself with your little scheme to bring down everything I have. I knew you weren't trustworthy in this plot from the beginning, but I needed your assistance, there aren't many great thieves out there. So thank you for stealing those things for me and all that, it was most useful. With that said, I need to get in my escape pod before G.U.N. breaches. Enjoy yourself, the best is yet to come!" He laughed, wickedly. A deadly feeling of hatred welled up inside of me. How dare he take Knuckles from me after everything I did for his little science project!

"I'M GOING TO KILL YOU!" I screamed uncontrollably. I didn't even know where my face was pointed; tears blinded my vision. Rage seemed to take control of me. All I knew was that Knuckles was going to die and I was going to kill Eggman for it.

"Don't waste your breath. You should be saying your goodbyes in his remaining minutes; you won't get another chance."

I let myself calm down a bit for a second. If this was the only person who could help Knuckles, I couldn't scream death threats at him. Desperate, I knew I would have to plead. "PLEASE, LET A DOCTOR HELP HIM, I'LL DO ANYTHING!" I screamed in terror, though knowing I was going to lose him and I was helpless to stop it.

"Too late," Eggman said. "With G.U.N. about to be here there's not much time is there? I'm out of here. You should have learned by now not to play these games with me batgirl. Before I go, you may be wondering why I call this the suspension room. Well… here you have it." The floor opened from beneath me and before I knew it, I was hovering in the air with Knuckles in my grasp. Now I understood; the crack in the floor wasn't a crack at all; it was a door. A door that opened to a two hundred foot drop into a manmade pool of magma, created by that sick doctor! No exit was possible. The heat was deadly, and I could see the lava boiling. The two crumpled robots plunged into the inferno, disintegrating in the flames. I could feel the sizzling heat scald the side of my face.

As I helplessly gripped him, all of our memories flashed before my eyes. The fights, the teasing, the brief happy moments… but this scenario particularly brought my mind to that time in space when he selflessly saved my life. We were fighting over the pieces of his emerald when I lost balance on the beam and was falling back first into the pit lava… awfully similar to the one here. My wings couldn't have caught the air to fly properly; I was certain I was going to die. Then, I felt his warm hand catch onto mine… so strong, yet gentle. As he pulled me up to safety, our eyes met for a few moments. Then, I had pulled away, calling him a creep for touching me. I had always done my part to screw over our chances at a relationship… we had so much of time before, why couldn't I just have swallowed my pride and coughed up how much I really cared? Now it was all about to be taken from me… the tears of sorrow and regret continued to flow from my face.

"Don't beat yourself up, I understand," came a weak voice from my arms. It was as though he had read my mind. I looked down to see him looking back up at me, his violet gaze as powerful as ever.

Knuckles POV:

I managed to curl my lips into a weak smile as I brought my hand to gently stroke her beautiful face. She closed her eyes and pressed her soft check to my hand. God she was gorgeous… I hated to see her so sad but the tears in her face really brought out her beauty. She was just… angelic to me. If this was how I was going to die, in her arms… it wasn't so terrible.

"Don't waste your strength talking," she urged. "You need to save it, you need to…"

"I don't think it's going to matter now," I muttered. Regret filled my voice; I was going to leave her, and I certainly didn't want to. But it was the truth and we both knew it.

"Don't talk like that! I'm going to get you out of here! I'm going to…"

"I think we both know that isn't gonna happen."

"Shut up!" She screamed, tears flying from her eyes. "You saved me before, now I'm finally going to return the favor!"

"You didn't have your guts spilling from a hole in your stomach," I croaked, almost humorously. "Not to mention the fact that we're trapped. I'm at the end of the line Rouge… There's nothing either of us can do."

She held me tightly, gently resting her head against my face. It felt so good to feel her, to be so close to her. I sighed in contentment. "Please don't go…" she pleaded softly. "You can't leave me like this… I… I love you…"

Joy rushed through my body, just hearing her say those words. I was somewhat surprised because I never did expect her to. But there was no way I was going to die on her without telling her how special she was to me. "Yeah… I love you too… always have. I'm just sorry it took these circumstances to finally tell you how much you mean to me."

We held each other in midair for what seemed like the shortest minute of my life. How it made me wish we had spent all the time we had had together in the past loving each other, not fighting… I could feel the same feeling in her too; by the way she was holding me. How could we have ever known it would end like this? But that was the thing about life; it's so unpredictable and short. All we can do is make the best of the time we have. And those times we had… all those memories were flashing in front of our eyes.

I snapped back to reality as I could feel myself fading. It was time. "Goodbye Rouge," I whispered. "Please smile when you think of me… and find a way to be happy, I want that for you so much… I just wish it could be me."

Rouge POV:

I gripped him even tighter, protectively, as if I could change his horrible fate. I couldn't bring myself to face it. I hate been in numerous fights for my life in the past. I had been bruised and battered so many times it's impossible to count. The pain had been there, but it was only temporary. Nothing could have prepared me for this. The hurt I was feeling now… it would never go away. I would never be complete again. And the worst part was it was my fault! 'Oh my god, I hate myself! I deserve this pain, the idiot I am! Why couldn't I have just walked away from Eggman when he came to me, asking for my help?'

His words truly touched me, they did. But there was no way I could ever be happy after going through this. My heart was broken, and I couldn't live the rest of my life with the reality that I had been partly responsible for the death of the one person who had ever managed to capture my heart… I couldn't… and I wouldn't. I shut my eyes tight, bracing myself for what I felt I had to do. My face still pressed to his, I could still feel his weak heartbeat. This was it: the ultimate leap of faith.

Knuckles POV:

"You aren't going alone," I heard her whisper quietly, in a soothing voice. "I'm coming with you… I'm never letting go…" Concerned, I looked up at her.

"Wait… what are you doing?" She didn't answer and I suddenly felt us falling toward the burning inferno. She had stopped the hover!

"ROUGE NO! DON'T DO THIS!"

"Ssssssssh… it's all going to be ok… it's all going to be fine…" She kept her head against mine, wanting to be as close as possible in our last moments. The sizzling heat was rapidly drawing nearer… it was burning through my closed eyes… The end was finally here. Trembling, I shut my eyes in vain attempt to escape the fear creeping through my body… the last thing I would know was a soft, passionate touch on my lips: a kiss from the only one I had ever loved.

"Rouge…" I sighed.

Hoping this was an improvement lemme know what you thought.