Taking up the Mantle

by Rinpoo

Much has changed in the past decade since the defeat of Sonic the Hedgehog and Princess Sally Acorn. Robotnik's absolute power and cruelty are left unchallenged as the war escalates to greater heights. Can the youth of Knothole change the fate handed to them? Or will they fall victim to this vile, decadent world of brutal tyranny?

1. The Last of Peace

Author's Note. V.3 of chapter 1. Completely rewrote the entire beginning by adding roughly 4000 words to make the story more engaging, and to reflect later chapter quality.

Please remember that if you like this story to follow/fave, as it tells other readers this story is worth their time, and it halps motivate me to continue through to its conclusion.

Special Announcement! Somebody very close to me found out I was writing FanFiction and read the first two chapters of this story. She loved my character Max so much that she asked me to describe him in detail. After I did so, she proceeded to DRAW him in the Sonic art style. How cool! P.S. His face is now the cover for this story if you are too lazy to look, like me!

You can check it out here, just remove all of the - from the link.

-https:- -/-/tinyurl-.-com/y7tth5cw

Legal Trash. Sonic and everybody else is copyright SEGA/Archie comics. Except for Max, Annie, and Sonia. I created them in my rattled brain; if you like my OC's use them and let me know. It'll be fun; we will have tea.

Chapter 1. The Last of Peace

Howling winds rapped against the huts of Knothole late into the night, and the sheer apprehension of what was to come made the princess and her crew of Freedom Fighters all the tenser as the hour drew near.

Sally's furred hand moved across her wooden table as she grasped onto Nicole and slid the closed computer into her vest pocket. She looked up from the dim candle that cast a flickering, ominous glow around the hut and she settled her gaze on the moonlit forest just beyond her window.

Another mission... How frequently they came, and even though she had become used to them over the years; the fact that she had to leave her darling children behind with nobody there to look after them brought her pain. She shifted her glance over to the bed, and she could see that her beloved three-year-old daughter lay in a deep sleep on the center of her bed.

"Sonia…" She whispered to herself, as if remorseful, and then her eyes started to dart around the dark of the room frantically looking for the other. It was as if instinct took over the minute one of them was out of sight.

"Mommy?" She heard her beloved son call from her side, and she immediately realized she had been so preoccupied with her thoughts that she hadn't heard him awaken and maneuver over to her.

"Max..." She said in a hushed tone while she eyed the tiny squirrel that was her adorable six-year-old son. He was dressed in his blue onesie pajamas and looking somewhat fearful.

"You should be in bed." Sally attempted to sound stern, but it was too difficult to resist those big eyes of his. She could tell the rattling outside likely woke him, and she knew he was smart enough to interoperate what she was up to.

"I… don' wan you to go..." Her son whimpered and latched his tiny arms around the base of her leg. Sally didn't know why he had to make it so hard for her, but in truth, she couldn't blame him. She didn't want to leave him here either.

Sally gave him a smile and hoisted him up to sit on her lap by the candlelight. "Now honey, you know we need to go to keep you and everyone else safe." She leaned in and kissed his squirrel nose sweetly.

"I. I know, but I." Max tried to articulate his thoughts as fast as a six-year-old was able, but Sally just smiled to him and rubbed his little back.

"We need you to stay here and look after Sonia. After all, you are her big brother, and she needs you." Sally said sweetly.

Max pondered for a second and could see his hedgehog sister sleeping on the bed from his vantage point on his mother's lap. "I…" He thought about the statement slowly, and then felt a sense of big boy pride, as his mother gave him her trusting glance. "I will mommy." His voice came out strong for a little boy.

"I knew you would understand," Sally said as she stood up and lifted her son in her arms while she did, which extracted a giggle from him.

"Shh Max," Sally whispered, unable to help but laugh at her son's adorableness while she held him close to her chest.

"I'm sorry..." Max cupped his furred hands to his mouth, not wanting to wake his sister.

"It's ok, just know that you're in charge while I'm gone. Make sure Sonia stays safe, Okay?" Sally asked, as she placed her son on the open side of the bed next to his sleeping sister and began to tuck him beneath the covers.

Max gave her a sleepy smile, and she leaned in and gave him several kisses to his face. "We'll be back soon, don't worry," Sally assured him, as she turned away and started walking towards the hut's exit.

Max nodded slowly and watched as his mother opened the door to the outside, revealing the harsh winds and moon to him. The last thing his mother did was smile in his direction and give him a sad little wave. With that, she quietly shut the door behind herself, leaving her beloved children behind with nothing but the glow of the flickering candle.

…

…

"Sally-girl are Y'all sure about this…?" Bunnie asked in a somewhat apprehensive tone, as she approached from the darkness with Antoine and Rotor.

Sally jolted out of her sad thoughts and immediately looked over to see her dear friends standing at her side.

"I..." Sally let out a sigh. "Yes, Bunnie. Sir. Charles and Nicole have come across some rather distressing plans of Robotnik's that require the effort of all of us." It was clear by the grim look on Sally's face that this was a risk she was having trouble taking.

Bunnie just gave a nod and confidently put her furred hand on Sally's shoulder to reassure her. "Well, heck, Annie's been out for hours now, an that kid ain't wakin' up any time soon. The quicker we get this over with, the sooner we can come on home."

Antoine gave a nod, as he placed his hand on the hilt of his blade. "Oui, I am to be believing that the course of action is sound. I am not to be willing to let harm befall my daughter at all costs." His voice was full of passion, and he was ready to take the risks required for that task.

Rotor scratched his head, he really didn't know if it was wise to leave such little kids in Knothole alone, but at the same time, he knew that if they all didn't go on this mission, there might not be a Knothole for anybody. "I, well… if you are sure this is what needs to be done, I'm in." he eventually said.

"Alright..." Sally gave a weak smile as the wind roughly blew her hair about. "We are splitting up on this mission. Sonic and I are going to head to Robotnik's new security system that Nicole discovered on my last data raid." She paused to get out Nicole and quickly displayed a map for all to see. "You guys are to head to the new roboticization facility, and plant timed charges to destroy the entire place."

Everyone looked on as Sally explained the basics. They all had an understanding that Robotnik was working on some strange new roboticization technology, and that destroying the entire building after disabling the security was the path of least resistance.

Sally closed Nicole and placed the computer back into her pocket. "After you plant the charges, leave and head to the power ring pool. We will all meet there and then head home as a group."

Everyone gave a nod of agreement, as Rotor lifted the bag he had set on the ground. It was filled with the timed explosives they were to set. Bunnie held up her metal arm and gave a cheerful smile. "Ain't nothin' to worry bout Sally-girl. I can get these charges set quicker' than ya can say carrot cake."

With the vote of confidence from Bunnie and an agreement from everybody else, Sally gave them her first genuine smile of the night. It eased her worries somewhat to know that everybody was there to help pull her through.

The three Freedom Fighters took their leave of Sally to get a head start on their task because they knew they would need a head start to keep up with Sonic. Sally just stood and watched as the dark forest swallowed their forms in its murky shadows until they were no more.

"Be careful everyone..." Sally whispered to herself as she waited in the center of Knothole.

After about ten more minutes the sound of walking alerted Sally. The howling of the wind mixed with the high anxiety of the mission had caused Sally to jump in fright from the slightest hint of movement.

"Ah!" She let out an abruptly quiet yell of surprise.

"Hey, hey, relax Sal it's me," Sonic said as he positioned himself in front of her, slinging his brown backpack onto his back.

"I know…" Sally responded. Even though she expected Sonic her nerves were getting to her more than they typically did.

Sonic gave her a confident smile and placed his hand on her shoulder. "Relax Sal, this is going to be quick and easy."

Sally gave him an annoyed look, and let out an exasperated sigh. "You always say that Sonic, even when you know how dangerous things are."

"When have I ever been wrong?" He let out a laugh and held his arms open for her.

"A lot of times!" Sally shouted lightly in angry, as she slid into his arms.

Once he was holding her bridal style, she looked up at him while he stared down at her. It was evident to her that he was getting her going to keep her from feeling so sorry about the kids.

"Thanks…" Her voice came out low and full of sheepish gratitude.

"Don't sweat it, Sal. I checked up on Tails,' and all the kiddos are asleep. We'll be up and back before they even wake for breakfast." Sonic said assuredly.

Sally reached up feeling somewhat emboldened by Sonic's confidence as she wrapped her arms around his neck and gave him a sweet kiss on the cheek. "The sooner, the better." She replied.

"My princess' wish is my command!" He joked as he revved up his feet, and with a quiet beginning to his run, he picked up more and more speed as he darted away from the village.

Once Sonic knew that he was well out of earshot of the sleeping children, he kicked it into high gear, as the sound of a sonic boom echoed through the surrounding forest. Sally held on for dear life, as the two raced at breakneck speeds towards Robotropolis and their desired target.

It only took mere minutes for Sonic and Sally to reach the outskirts of the city and then mere seconds to reach their destination located within. SWATBOT security was rather lax compared to the usual, and it put Sally in a state of uncertainty.

"This doesn't feel right," Sally said, as she approached the dilapidated looking facility before her.

"Sal, you know those metal-heads are likely guarding that roboticization place, and we both know that Robotnik expects us to be there," Sonic said.

Sally somewhat ignored him still weighing on the side of caution, but when she actually looked inside the facility through one of the side windows. She could see SWATBOT guards posted everywhere along the floor.

"Sonic, it seems that this is the place. I think it is devoid of outside guards, to appear inconspicuous to us." Sally gave a theory, though it was more for herself than for Sonic.

"So whata we do Sal?" Sonic asked as he bent low to the ground underneath the window.

"Our best course of action is to take the ventilation system to the central security mainframe. I can then use Nicole to disable the security system." Sally said as she retrieved Nicole. Once she opened up the machine, she pointed to the blinking spot on the map.

"That is where we need to go, once we shut it down I need you to run us out of here." She finished.

"Sounds like a plan Sal," Sonic said in a low tone, as he gave a bump to her fist.

The two maneuvered upwards, and eventually found a ventilation grate that Nicole could easily cut through with her laser to allow them access to the shaft.

"Nicole, activate laser," Sally commanded.

"Activating Sally." Nicole gave her monotonous reply.

A minute or two of cutting and the metal grate fell off easily, allowing Sonic to catch it in his hands quietly.

"Nice work Sal," Sonic said as he gave her a thumbs up and watched her climb into the shaft.

After Sally had disappeared into the hole, he quickly followed. The vents were filthy and disgusting, covered in years of dirt and grime.

"Ugh, Imma' need a shower after this," Sonic commented, as the two made their way as delicately as possible through the vent system.

As the two shuffled their way, the amount of noise they were creating began to concern Sally, so she took a second to peer out through one of the grates leading to the central room. The SWATBOTS seemed unaware and utterly oblivious to their presence.

Once Sally was satisfied with how clueless the robots seemed to be, she continued onward through the ventilation shaft. Both Sonic and herself were covered in gunk, and their fur and quills were layered in a gross brown and grey dust.

"Here," Sally whispered as she pointed downwards towards a vent grate below her. Sonic looked hard and could see a blinking console through it.

"Great, now let's disable that thing and juice outta here," Sonic said enthusiastically.

Sally gave him a silent nod, and after peering as much as she could into the room, she determined that it was empty. She used Nicole's laser to cut the sides of the grate, while Sonic held onto it. Once the grate was cut free, Sonic pulled it up into the shaft quietly.

"Nice work Sonic." Sally complimented him. The mission was going so smoothly, that she felt incredibly confident now.

Sonic lowered his head down and once he saw that the room was empty except for the computer. He leaped down quickly so that he could provide Sally with a more comfortable landing.

Sally jumped from the ceiling and landed into Sonic's embrace. After which she quickly jumped to her feet and ran over to the console located against the wall. With a quick inspection, Sally could see a deep indentation leading to a slot for Nicole to attach into. It was oddly contoured and deep, but it seemed to be the same as any other console that Sally had hacked.

"Alright Sonic keep an eye on the door. This will only take a few minutes." Sally said, as she reached her hand into the indent and attached Nicole to the console.

As soon as Nicole's connection was made with the central computer. Two halves of metal snapped forward from both sides of Sally's wrist and latched tightly with a click, sealing her hand into the front of the console.

"Ah!" She cried out in complete surprise as the tight shackle tore into her skin and fur, keeping her trapped by the computer.

"Sal!" Sonic called in a panic, not really thinking about the SWATBOTS in the other room. He ran over to her and could see the blood dripping out of the sides of the durable metal piece.

"What's going on Sal?" Sonic asked as he reached his hand forward to touch the metal console.

It was about now that Sonic could hear the shuffling of robots from the other room, and he quickly went over to place himself between Sally and possible danger.

"Sal!" Sonic called again, as if at a loss for how to help. He could feel the pressure of the situation building, and he placed his hands against the metal door in anticipation for the robot's likely arrival.

Sally panicked as she tried to pull herself free of the computer, but it was so painfully latched around her that nothing she did could free it. She moved her fingers, and with all the strength she could muster she pulled backward and released Nicole from the console port.

Sonic looked back and could see Sally struggling, as he held his position at the door. "You got it!?" He yelled, willing to rush to her aid at a moment's notice.

"Just keep any robots out! I will handle this!" Sally said ferociously in a state of fear. She knew that time was of the essence, and every second trapped was a second closer to capture.

Sally could feel Nicole in her hand, and as she suspected, removing her did not release the shackle. She bit down hard on her own tongue briefly, as she turned Nicole upwards with her trapped hand and let it rest at the bottom of the indent facing upwards.

"Nicole! Use your laser!" She yelled.

"Affirmative Sally." She heard the A.I. respond.

Within seconds the laser shot upwards piercing that metal that trapped Sally, but unfortunately also burning her trapped wrist with searing pain.

"Ahhhhh!" She screeched as she attempted to manipulate the direction of the beam, cutting from side to side as best she could.

Sonic couldn't stand to hear that and dashed away from the door to her aid. He grabbed onto Sally's wrist and with a mighty pull the weekend metal snapped, releasing her hand. Nicole went flying out of Sally's grasp as it skipped and tossed along the steel floor, eventually landing in a corner of the room.

"Ahh hahhh." Sally cried out as she looked at her burnt and cut wrist. It was quite severe, but without such a maneuver there was no way to release herself.

"That's it, I've had enough of this!" Sonic yelled as he grabbed Sally with all his strength and hoisted her up into his arms. "We're outta here!"

"Sonic! Nicole!" Sally cried out somewhat frantically due to her physical agony.

Sonic was about to start moving over to Nicole to pick her up when a red light began to blink in the room, and a loud siren began to echo through the building they were in. No SWATBOTS had shown up, even after all this time, and it seemed as if they were waiting diligently outside of the room for the attempted escape.

After another second an obnoxious hissing sound was heard, followed by a solid dispersion of foggy gas. It rapidly filled the room, and immediately started to make the two of them cough.

"Ah..Sal… we …need to go.." Sonic struggled to say though coughs and deep inhales.

Sally rapidly coughed, as Sonic's strength gave way, and he accidentally dropped her to the floor with a thud.

"Ah.!" Sally covered her mouth, as she desperately searched through the noxious fog for Nicole.

The room was quickly starting to spin because of the potent chemical, and Sally's strength was leaving her rapidly.

Sonic moved forward and tried to open the door to allow the gas to escape. He thought that dealing with a bunch of SWATBOTS was much better than dealing with noxious fumes, but much to his surprise the door had been sealed from the other side to keep them in, rather than to protect the console.

He fumbled backward, knowing that he needed to power through the door if they both were to have any chance of escape. He readied himself into as good a running position as he could get, but started to falter from his shaky legs.

"Ugh!" He cried.

Sonic dropped to his knees and started to reach towards his back in sheer desperation so that he could grab the power ring situated in his bag. His head was spinning, and all the sounds started to blur together for him.

"No…" He gritted his teeth and tore open the backpack while toppling over and landing face first on the metal floor. His power ring was sent sliding across the ground into the thick mist.

"Rrrr!" Sonic growled as he refused to give in, but try as he might he felt himself succumbing to the fatigue.

His dizzy spinning vision was trying to focus on Sally, but all he could see were her still boots next to him, the rest of her body eaten by the fog.

The sound of the door latch opened, and Sonic could tell that the SWATBOTS were finally coming. He tried to stand to be ready to fight, but he once again toppled to the floor with a fit of coughs. Eventually, his consciousness started to flicker in and out, until only flashes of images remained.

…

…

"I've got a special surprise for you my dear hedgehog."

…

…

"Sal, speak to me, please! It's me, Sonic!"

…

…

"What have you done to her... Sally!"

…

…

"No… No, No, No…"

…

…

"You won't get away with this butt-nik!"

…

…

"Why my dear hedgehog…."

…

…

"I already have."

…

…

…

…

"It has been over ten years since that day... The day mom and dad went missing... I can't help but wish I could have done more." Max's words echoed out into the glade to his dear friend, as he let out an exasperated, almost frustrated sigh.

He leaned his face forward looking at the sword firmly implanted into the earth beneath him, residing in between his brown leather boots. "I guess I just feel overwhelmed… Overwhelmed with everything Ann."

"Max... Listen, I dunno what it is like to lose parents, I hope never to know, but I just want you to remember you are not alone. You are my best friend, and we are, all of us in Knothole, one big family." Annie's light, feminine voice echoed back to him in his moment of frustration.

His eyes scanned over the forest glade and stopped when they encountered his close friend sitting beside him in the summer grass, adorning her usual pocketed jeans and an old grey tank top.

"Ann… Thank you for listening to me, it does me good to get things off my chest." He smiled at her as she returned it to him, her rabbit ears flopped back while she returned to looking at the breaks in the trees where the sunlight could pierce into this sacred place. To many, this area would be a paradise, but to them, it was where they use to spend many an hour talking and listening to one another.

Max lifted his head and looked at the sky with her, keeping his weight pressed against the blade stuck in the dirt. "The life of a ground squirrel… an Acorn… To think that even with no kingdom I would be groomed to be a king. The formalities, the dignity, the education… It all feels like it is way too much..."

Annie let out a laugh to his complaints and waved her hand at him "Oh ya, well try havin a ma' that's stronger and tougher than anything in a hundred miles, and a dignified captain of the guard's papa who expects refinement and discipline." Her voice was a mixture of frustration, love, and admiration.

Max's face lit up a bit, and a smile crept across his face. She could hear him crack a laugh at her father's expense. "You don't have to tell ME about your dad. He is training me in both royal etiquette AND sword fighting. I wake up every day to…. Max do zat, Max zis is ze propour way to behave!" He began grossly exaggerating her father, which elicited laughter from Annie.

"Aw shucks, you have been spending more time with my dad than I have, since they've been grooming you to be King Max." She rested her head on her hand, propping herself up on her elbow. "Can't say I am jealous, I have to deal with him in private." She was now facing in his direction, looking at his blue, royal clothes and brown boots, he was the likeness of King Acorn himself, minus the ridiculous moustache that is.

"Hey, Ann?" He stated gently.

"Hm?" She kept her focus on his face.

"Do you ever wonder what things would be like if… if we grew up in Mobius... Y'know before everything turned to hell?" He had his eyes focused on hers and honestly wondered what she was thinking to herself in regards to this matter."

She frowned a bit and nodded "I believe we all think and wonder that sometimes, I feel that it would be fun to be able to go to a store or see a movie together." She spoke with a hint of sadness in her voice, and it was clear to Max that they weren't afforded the luxury of adolescents of the past, and it did seem to weigh down on them both in a multitude of ways.

With his question answered satisfactorily, he stood up and pulled his sword up from the ground, and slid it into its sheath at his side. He walked over to Annie while she remained lying on the grass with a smirk on her face. He outstretched his hand offering it to her in a faux chivalrous manner. "Heading back to Knothole village milady?" He asked with a smile.

"Well, now I dunno? Are you sure a king to be should waste his time with the peasantry?" She had a smile on her face, enjoying the scene unfolding.

His hand grabbed hers, and he yanked her to her feet much to her surprise. Swinging that sword around all day gave him more upper body strength than he used to have. "A fair maiden is a fair maiden, no matter what station her birth." He smirked trying to sound cool, but his laughter was betraying the coolness of his tone.

"Oh! You smartass!" She said with annoyance, as she pulled back and punched him as hard as she could in the arm.

"Ah!" He cried out in pain holding his arm where she'd socked him one. God was her small rabbit size deceiving. She hit like a truck.

"That'll show you who is the fair maiden, 'Sir Max'." She let out a laugh at his expense. Watching him hold his hurting left arm brought her a sense of pride and satisfaction.

"Alright, alright, sheesh I get it." He said feeling the pain shoot through his arm. They walked alongside one another through the trees, bushes, and brush to make their way back to Knothole village. It was clear that the time was late afternoon at this point, as the sky was painted a lovely orange color. The large beams of light that had pierced the trees during midday were now gone, leaving the holes in the treetops filled with the beautiful color of suns dying light.

The two were enjoying the brisk leisurely walk they were taking, if anything it was Max's favorite day of the week. A day without study, swords, missions, or chores. It was a day where he and everybody usually took it easy. It was the moments like these that he treasured above all else. It was a time where he and his friend could have some normalcy in their lives, and feel almost like the kids that they were.

Annie stared over at her friend in his contemplative thoughts, and he locked eyes with her as if they were both channeling the same thoughts and feelings about the day. She was about to open her mouth to begin conversing with him during the walk back. When without warning a loud boom sounded in their vicinity knocking them both out of their mesmerized stares and peaceful thoughts.

"God bro, what is takin ya so long!" Max heard an annoyed voice and grimaced knowing just exactly who it was chastising him for his slow sauntering back to Knothole.

"Well, if it isn't my favorite little sister." Max put on a grin, turning to see a short, light blue hedgehog, wearing an oversized blue vest. With her arms crossed and her brow furrowed menacingly.

"God, you're the slowest person alive! Dinner is ready, and here you are walking like a snail to come eat it." She was annoyed, but he knew this was because nobody would let her eat until everybody had returned and were in the dining hut for dinner.

"Sorry sis, we lost track of time." He and Annie let out a laugh simultaneously. She was a good kid, being thirteen years old made her immature, but she had a good heart. She took a lot after her father, but being she was the only one that could keep up with him since the time she could walk. It felt only natural. He looked like an Acorn through and through, but his eyes were a beautiful emerald green like his fathers.

"Ohhh, you always lose track of time!" She fussed turning herself around and looked back at him. "Just move it will ya, I'm starving, and so is Rotor." With that, she sped off leaving a trail of dirt in her wake, no doubt on her way to telling everybody how slow he has been, and why she should not have to wait to eat.

"Your little sister is somthin." Annie piped up with a giggle.

"Yes, indeed she is." He spoke rubbing the back of his head with the palm of his right hand. He honestly loved his sister and her personality. It reminded him of his father, and even though he was older than his sister by three whole years, Max always realized that he'd not spent as much time with their father as she did, at least, as much as he would have liked. "My dad was a hero, and I know she is eager to fill his shoes, but I hope that she takes the time to discover herself, rather than just attempt to be our father."

"That's what she has got you for silly." Annie chimed in as the two emerged from the thicket of trees, and could see the fires of the village dancing in the evening darkness. The smell vegetables and meats wafted through the air, and it was enough to make any stomach growl.

"Hey, I'll race ya to the Mess." The quirky bunny said with a jump, not giving time for a reply. It took a second for him to realize, that by the time she had offered her challenge to him, she was already running towards the goal.

"H-Hey! No fair, you cheater!" He called to her immediately, realizing he had been had. His legs took off, but unfortunately for him, he was nothing like his sister or father, so catching up to her was more than a lot of effort. However, by the time he was toe to toe with her, she had already reached the mess hall door. Out of breath, she stood there with a proud smile on her face.

"Haha... I-I beat the son of the great Sonic the Hedgehog." She taunted through gasping breaths, trying to get his goat.

"Very funny," he said unamused by her stunt and taunts, he was slightly out of breath, but not nearly to the extent Annie was. He looked down for a second and then back at her. "Let's go eat. I'm starving."

She nodded back at him slowly, feeling she might have crossed the line just a little with her taunting, but Max kept his smile up, and so the two walked in without another word on the subject.

"Well, well, if it isn't moi beautiful daughter and moi favorite student!" A heavy French accent came greeting them as they entered. Antoine stood before them beaming with pride, his traditional royal garb worn even on days when it was not necessary. "Ah, excellent Maximillian, I see that you are always wearing your royal attire, ah it does warm my heart to see the royal pride in someone so youthful!"

Max smiled at him and gave a bow. "Anything to do right by the Acorn name." He said stoically to Antoine. Of course, everybody else in the room but Antoine could sense the fakeness in his declaration. Annie rolled her eyes, and Bunnie gave a sweet chuckle while bringing out bowls of food for the two late joiners.

"C'mon sugah, let the two sit down n' eat," Bunnie said in her sweet southern accent. She let down the bowls next to each other for easy access. "Now you two dig on in, it's mah specialty stew with greens n' a side helpin of fresh cut pork." She seemed especially happy to see them, and always enjoyed making something scrumptious for her daughter and her friend to eat.

Max sat down with a thank you and waited for his friend to sit beside him. Although he was starving, he did not want to be rude like his sister and start without her. He patiently sat there looking up at her, but her father stood in the way of her and her meal, as she looked at him with flushed cheeks of embarrassment.

"Daughter, it has been coming to my attention that you have not given your loving father a kiss upon your return." He beamed with happiness, and Annie could swear that embarrassing her in front of everyone was part of the reason why he expressed his love in such a manner. She knew arguing was pointless, so she took a breath and gave her father a quick peck on the cheek to show her love for him.

"Now, now, isn't that just the cutest lil ol' thing Y'all ever did see." Bunnie chimed in with happiness seeing her two favorite people appreciating one another.

Annie murmured, going passed Antoine who stood smiling happily at his daughter's affection and taking her place beside Max. "Ugh, so embarrassing, I don't know why he always does that to me." She complained quietly to her friend sitting next to her.

"mm- Moih-mm." Max turned to her making kissy faces and puckering his lips to her.

'Son of a bitch… I am going to kill you." She began to grit her teeth, her temper rising, which only encouraged Max to laugh at her, and take a sip of her mother's soup. "That's for cheating in the race, and punching my arm." He stated bluntly putting his soup spoon down.

"I'm goin to break that arm." She whispered to him while he smiled at her. "Let's just call it even and eat. Besides, I think it is great that your dad loves you. I'd kiss my mom and dad… well if they were still here." He stated to her with sincerity.

She recalled their conversation earlier, and it made her feel a bit bad that she sometimes took her father's affection for granted, but she had to agree that they were probably even at this point. "Fine." She stated begrudgingly as the two of them dug into their meals together. Despite her embarrassment of her father, she was never embarrassed by her mother's cooking.

The dinner went on without much of a hitch from that point on, and everybody seemed to be enjoying the meal. Max's sister kept berating him for his tardiness, but it appeared to be mostly to get under his skin like she so often loved to do. After dinner wrapped up Annie bid farewell to Max; because it was her turn to help clean up the tables and dishes. Max had to leave so he could be up at the crack of dawn to continue his lessons with both Rotor and Antoine. Despite his demeanor, he was relatively smart with computers, and Rotor was the perfect instructor when it came to technology.

He knew he needed to wash up and head to his hut for rest, but first, he thought he would stop off and say goodnight to his sister like he often did. He approached her hut quietly and began to rap at the door. The only light available was the light inside of her hut shining brightly through a window.

"Who is it?" an annoyed voice came from inside of the hut in response to the knocking.

"Who do you think it is, genius?" he taunted her from the other side of the door.

"Oh, of course, it is you, I should have known, I could smell ya through the door." The hatch unlocked, and the door opened allowing him access. She turned away from him and flopped on the bed. "Came to give me a good night kiss bro?" She stated in a way that exuded more impatience and annoyance than normal.

"Alright, what's your problem?" He asked knowing the fine line of his sister's attitude better than anybody else's.

"I don have a problem" she crossed her arms defensively and stared at the ceiling of her hut.

"Cut the shit, Sonia." He stated bluntly and gave her a stern older brother look. "I know you have a problem, so rather than waste time and playing games, why don't you just be out with it."

She half sat up leaning on her arm, her eyes staring in disbelief at him, not used to hearing such words from his mouth compared to her. She could sense the seriousness in him at the moment, so she decided to resign herself with a sigh. "I just don't like this bro… I mean, everybody is trying to get you ready to replace mom, you've been going out on excursions for over a year now near Robotropolis. I just… I don't think mom and dad are dead, y'know. I want to save them… I want to help you all. I am like dad, but everybody tells me I am too young for it." She looked down, and he could sense the sadness in her voice, she was strong, but he could tell that she was emotionally fragile.

He looked to her and understood how she felt. "Look, Sonia, I don't like this King stuff any more than you do, but it is a precaution, you know. Knothole needs a leader, and by virtue of my birth. It falls upon me, being the oldest Acorn. I don't think mom and dad are dead either… but until we find them and bring them back things need to be this way. I also can understand your frustration about not being able to help, and we both know as well as anybody else that you are more than capable ability wise to deal with the hardships that lie in Robotropolis. However, the sheer fact that you are all bent out of shape and acting out shows you lack the maturity for that kind of responsibility."

She frowned at him but understood the point he was trying to make. She then looked at him and shot him a smile of appreciation. "I knew you wouldn't give up on mom and dad."

He gave her a warm smile and began to forcefully mess up her hair with his hand making it go all over. "Nope, and I believe in you too."

"Aww c'mon I hate when you do that!" She protested grumpily trying to straighten her messed up hair.

"C'mon your hair always looks like that in the morning, and…. all day, heck I am just giving you a head start!" He taunted her precious hedgehog hair and quills.

"GET OUT!" She yelled angrily at his taunts, as he made his way out the door, hearing the quick slam and latch behind him, he was lucky she didn't use her super speed to smash the door on him, but he had a feeling that she would be benevolent to him tonight.

"Night sis." He quietly said as he sauntered off into the night towards his hut. A billion thoughts were racing through his mind about the events and conversations of the day. He always felt that his parents were alive, but he'd never seen hide nor quill of either of them. He wondered endlessly about what befell them. He was only six at the time of their disappearance, and details in his memory remained fuzzy.

It was not long of him wandering lost in thought until he found himself in front his hut, he opened the door and latched the thing behind him, opting to turn on the light so that he could see better. It was not long before he undressed from his fancy clothes, and his sword lay scattered about the floor with his boots. On the table adjacent to his bed lay Nicole. She was battered and damaged with scuffs and scratches, but was still in working order.

Seeing her made his mind travel back to that horrid day his parents were snatched from him. The word was, at the time, that Robotnik was working on some mass roboticization machine that would allow him to roboticize animals within a proximity of an activation signal. Everyone went to put a stop to it, but when they split up to do their perspective parts of the raid. Sonic and Sally never returned to the power ring pool, despite a mass effort to find them they were never located. The machine had been stopped, and the developing plans were destroyed, but two of the most prominent freedom fighters ceased to exist on that day.

Max slowly walked over and picked up Nicole, examining her used and abused case that surrounded her powered off screen. The person that found Nicole and returned her to them was his great uncle, Chuck. He had scoured the city of Robotropolis for over a year, looking for any clue as to what happened to Sonic or Sally, before eventually stumbling upon her in a derelict building. It would seem that Sally had lost Nicole rather quickly in the raid for some inexplicable reason since the location was not far from Chucks hidden spy bunker.

"So many questions," Max said aloud to himself in the solitary confinement of his hut. He tried Y'all and hard to piece things together, but nothing ever made any sense to him. The only thing he felt sure of is that his parents were resilient and vigorous enough to overcome any obstacle.

"What happened on that day, Nicole…" He asked out of sheer desperation for answers, his voice uttering her name caused Nicole's screen to activate, and the visual input of data flashed before his eyes.

"Unfortunately, I am unable to provide information on the events that transpired Maximillian." The feminine digital voice devoid of nuance spoke to him.

He placed her on the table and frowned, just once he wished she could talk to him like an average person. She was the only link to his parents, and she was the only one he ever had to talk to during these twilight hours. He knew by now he would be up late with burning questions, he just wished he had somebody to share it with sometimes.

"Nicole, I…" He stopped himself from saying anything further as her screen light awaiting his inquiry, input, or command.

Max thought for a second and just shook his head; he felt dumb about desiring to ask her what he was thinking. He was sure he knew the answer she'd give already.

"Awaiting your inquiry Maximillian," Nicole repeated having heard him begin speaking to her through her external speakers.

He resigned himself and figured since nobody else was listening to this, and Nicole is most likely incapable of judgment. He might as well entertain himself in some way. "I was wondering if you…. I don't know… Have any opinions or feelings? Do you ever miss my mom?"

The computer lit up and sat silent for what seemed like an eternity to him until it finally levied an answer.

"I do not experience emotions as you understand them. I am capable of learning through interaction, but possess no autonomy outside of an Acorn's desired purpose." The computer sat on the table saying nothing beyond that, leaving Max to think for a few minutes.

"So, you are saying that you can do so to some small degree?" He looked at her screen light up, while it was processing the information he was asking.

"Affirmative, while I do not feel, and thought is based on the instruction of an Acorn. I am capable of learning new information based on contact with other organic beings. I am limited in functionality by my hardware, which in its present state does not allow the advanced functioning of newer A.I. systems." The computer stopped lighting up after its explanation.

"Nicole, run a risk analysis of such a hardware update." He stated bluntly to her.

Her screen lit up once more and took time to process.

"There is a 75% chance that my A.I. system will successfully adapt to newer hardware and a 23% chance that my A.I. will cease functioning. However, in the event this takes place it is possible some of my functions will remain intact." She paused as she processed further information.

"There is a 2% chance that all functions in their entirety cease, and I become completely unusable." She finished her self-analysis scan.

"So, if only your A.I. goes, then you are nothing more than a glorified laser cutter?"

"Affirmative, hard built-in features will still function, but most other features will be inaccessible." She confirmed his statement.

Max plopped on his bed and stared at the ceiling after hearing all of that, and thought to himself for a while. "Nicole, do you want to be upgraded?" He asked her.

Nicole lit up one last time before responding to his pointless inquiry "Whatever you think is appropriate Maximillian." She gave her response.

"I knew you'd say that." He sighed, as he reached a hand forward to turn out the light by his bed. He had already spent the majority of the night thinking, pondering, inquiring, and bothering Nicole. He knew he needed at least a few hours of sleep. "Goodnight… Nicole."

"Affirmative Maximillian." Her screen began to power down, and before he knew it, everything in his room was dark; Leaving him to his thoughts.

He spent many a sleepless night in wondering, and tonight was no different. Nicole was of no solace, and indeed he was scared of wiping out her A.I. program base if he were to attempt to upgrade her. The realization that she was almost 20 years old from a technological standpoint had led him to the understanding that her usefulness in its entirety was in danger for future missions. Was the loss of Nicole's base A.I. worth the risk? The thought scared him, but at the same time, he was almost positive that he needed to do it.

Despite all the thoughts and fears that plagued him, sleep inevitably found him in his weariness. Maybe he'd only a few hours of sleep tonight, but many plans for tomorrow as far as he was concerned.

The morning came quickly, and the sun had not even come over the horizon to light the small hidden village before Max was up and about. He sat up in bed and rubbed his face, feeling disoriented and overly tired, but still good never the less. He pulled himself from his bed weakly and stood next to his bed in the darkness of his hut. He slowly began to make his way to his small bathroom to clean himself up a bit before dressing to head out.

He hit the bathroom light, which was powered by the villages water wheel, and stared at himself in the glass mirror. His fur was a mess, and he looked tired, he could see that he was changing. Not only was it clear that he was less well-rested than he'd ever been, but his body was becoming tempered and toned with the continual use of that sword day after day. In truth, he'd have preferred to be a prodigy of speed like his father and sister, but unfortunately for him, that was not how things came to be.

He stripped himself of his underclothes and began to turn on his shower, dousing himself in hot water. Funny to think that after more than a decade and hundreds of raids on Robotropolis this was the pinnacle of luxury for Knothole. He was not ungrateful, but more surprised at Rotor's ingenuity in creating a plumbing system that filtered water, and allowed for hot water. If anything, he hoped he could be that smart someday. He remained hopeful for that day, while he rubbed his face with hot water and soap. He was always dreaming of a bright, optimistic future, but then again maybe that was everybody in Knothole.

After his refreshing shower, he cleaned his teeth and groomed his fur to be halfway presentable, but his tiredness shined through in his baggy eyes. "Man, am I going to hear a lecture from Antoine." He complained to himself. Antoine was a kind and gentle person, but when it came to teaching Max, he was extra hard and strict. Max knew it was because he wanted the best of him, but he wouldn't lie, it got on his nerves from time to time. He moved into the center of his hut and assembled his royal coat, put on his boots, and fixated his sword into place.

His eyes traveled towards the table where he had left Nicole, and the conversation of last night entered his mind. He usually left her in his room, as she, to him, was more a keepsake of his mother than anything he needed around the village. Robotnik's security was much greater in Robotropolis than it once had been, and her effectiveness on missions had declined since the early days of his parent's youth. He quietly picked her up and stuffed her into his coat pocket. "No risk, no reward." He murmured to himself while exiting the hut to the just rising sun. It was time for breakfast, and he looked forward to having it, it might give him the energy he needed for the day.

He quickly reached the mess where everybody congregated for their meals, and while it was optional to pick food up and just eat in your hut, almost everybody opted to eat together. He smiled upon entering seeing Bunnie sitting at a table by herself awaiting breakfast.

"Mah, Mah, if it ain't lil ol Max up early for breakfast. Hope Ant' didn't force this on ya, or imma have to give him a-talkin' to." She leaned forward, looking as pretty as ever despite her increased age.

"Oh, no, I got up on my own accord," Max spoke to her and took a seat next to her. She could see his posture and eyes and knew immediately that his sleep was suffering, and this hadn't been the first time.

"Somthin the matter sugah?" She asked directly, feeling the need to relieve him of his troubles, even if she could do nothing for him, perhaps a sympathetic ear would console him.

He paused for a second not sure if he should take the bait and spill his guts, but out of anybody in Knothole, Bunnie was the closest person to being his mother at this point in his life. He knows she didn't ask for him, but being good friends with Sally made her love him by proxy. He frowned a bit in distress. "I don't know. It feels like not too long ago I was a kid and now I have all these responsibilities. I wonder if the decisions I am choosing to make now, are the right ones. What If I am wrong? What if I make a mistake that cannot be resolved? A person like me cannot afford to make any mistakes with so many eyes watching me." He put his hand on the table and began to look at it, avoiding eye contact with Bunnie for the time being.

"Hun, who even cares?" Bunnie said bluntly which caused him to look at her. He was not expecting such a simple answer to his many thoughts. "Hell, Ol' sugar- hog never cared none about thinking things through, he followed his heart, and it alone carried us through many tryin situations. I know you're in the position that Sally was in when she was your age, bein forced into royal duty and all that, but you don't need to worry bout makin' mistakes because anything that happens, we will all pull through it together, we always have."

He could feel his spirits lift slightly, it was true it was foolish of him to think he would never make a mistake, and Bunnie was more than right, that he had those close to him to support him whenever he stumbled. "Thanks, Bunnie, you were always good to me, even if I am a pain to Annie and Antoine at times."

"Oh sugah, Antoine needs a challenge, and Annie would be lonely without ya, you two are the closest in age of anybody here. Why, you two have been friends since before you could walk." She chuckled to herself remembering the two playing and causing mischief, sure everybody had each other, but Max and Annie were partners in crime.

"Well speak of the devil, here comes ma daughter now with the delicious breakfast!" Bunnie made a scene as Annie came out of the kitchen to set the food on the table, it was apparently her turn to cook this morning.

"Mom, do you always have to make a scene!" She protested jovially while Max greeted her with a soft wave from the table.

"Well, if it isn't lazy Max up early for some breakfast. I guess my father yelling at you for your tardiness has finally begun to sink into that brain of yours." She could see a smile creeping on his face and knew that he was getting ready to give her some sass.

"Oh Ann, I just woke up early to see you, I knew you were making breakfast and couldn't wait to try your excellent cooking." He smirked at her and began to load his plate with some fresh eggs and pancakes, made from their farmed goods.

"Hah, went the flattery rout today I see? Well forget it, you are still thick-headed." With that, she backed away from him, turned around, and left. Her bunny tail bounced as she walked in a peppy stance, she apparently was feeling good about besting him this morning.

Max, watched her go and shook his head, she won this round, but there was always lunch time. Despite their little back and forth, he had to admit; she cooked a delicious breakfast. Heck, even the toast tasted better than usual, or maybe he was just incredibly hungry.

Bunnie started digging into her helping of breakfast as the two shared some small talk. In the meantime, other people began to join in on the morning meal, Antoine, Rotor, then predictably in the last place, was Sonia. Who despite her fastness, hated waking early in the morning to do things.

It was still a cheery space in the morning despite the fact that Tails and Dulcy were absent from the meal. Max wished that they were back here with the group this morning enjoying the delicious meal, but knew it was not possible at this time.

Admittedly Max was worried about them being gone for as long as they were, but he knew that Tails had his hands full helping the Wolf Pack after swatbots and other robotic creatures began encroaching on Lupe's lands. Dulcy, on the contrary, was on a journey to find other dragons, to not only be home once more but also to find powerful allies that could aid in the fight against Robotnik.

Tails might have been 16 years his senior, but he was like an older brother to him, and while he typically didn't worry about one as skilled as Tails. He found his absence at the mess hall for so long somewhat distressing. "Hey, um Bunnie, is there any word when Miles… er, um, Tails will return from helping the Wolf Pack?' He asked, interrupting her conversation with Antoine.

She shook her head and smiled, "I ain't sure exactly, but the word is that things are dying down out there, and presumably he might be back within the week." Hearing her speak this brought some excitement to him, he couldn't wait to talk to him again, since not only was he somebody Max looked up to, but Tails had a high aptitude for machinery and could expand his knowledge quite a bit.

Max felt semi-guilty for letting his problems and uncertainties push Tails from his thoughts, but maybe that was a good thing since it showed an understanding that Tails was capable of handling even the most dangerous of situations. Trust was important, and Tails was somebody Max trusted with all his heart.

"Oui Max, are you ready to get to ze task at hand," Antoine asked him after wiping his mouth with a piece of cloth and politely folding it on the table to be washed later.

"Oh, well, yes, yes of course," Max responded mimicking Antoine's etiquette with the napkin and standing up straight to show his eagerness to continue his lessons.

"Oui, Oui, very, impressive, but please straighten your back more! You are representing ze Acorn family, stand with ze utmost of discipline and ze pride!" He chastised him, and turned to his beautiful wife and pecked her on the cheek. "Oui, we shall return at ze time of ze lunch!" He told her turning once more to Max and pointing towards the door, for him to march with pride and dignity.

Bunnie chuckled and waved the two out, as did Annie. "Y'all two don't overdo it ya hear!" She called loudly as the two exited the door, and she turned to Annie so that the two could begin their lessons. Bunnie had much to teach Annie about missions, and tips and tricks to deal with various types of robots before the evening was upon them.

Antoine marched Max out into a secluded forest clearing by a small river, a place they typically spent time practicing and training Max's upper body strength and dexterity. Antoine at was not the strongest person on Mobius, and he might have once had a reputation as the most cowardly person in Knothole. However, he was mighty fast and had practiced swordsmanship since he was younger giving him incredible skill wielding a blade.

"Oui, and here we are again, back to ze training and ze lessons, I hope you are, how do you say, ready to be tested toughly." He spoke while drawing his blade and pointing it towards the ground.

Max hesitantly looked at him and then put his hand on the hilt of his blade. "I-I don't know Ant…. I mean, Sir... I… we never dueled with real swords before." He was apparently scared of hurting one another, and while he had used the real sword many times against trees, or objects, or to practice his form, he never actually sparred with Antoine up to this point and time.

"Well then, no better time to try then ze present." He spoke, already positioning himself into a fighting stance.

Max nodded and hesitantly raised his sword in front of himself, he was nervous, but at the same time somewhat exhilarated, this was the first time he had a chance to do this with another person. Robots and inanimate objects were one thing, but this was something else entirely to him.

"Well, what is ze brave prince waiting for?" Antoine said in a semi-mocking tone as if trying to goad him forward.

Max held his position and awaited Antoine, not foolish enough to attempt to outdo his teacher head on. He watched Antoine make fake advances and movements, which only added to his tension, he could feel the sweat pouring into his fur.

"Fine, if you will not come at moi, I shall come to you!" and with that declaration, he sped forward, almost leaping off the ground, with a swing. The swing in itself naturally terrified Max, as he lifted his sword to block the blow. Their steel clashed with a loud clap, and Max's arms were like noodles. Antoine was more than serious, and he could feel the strength pushing against him through the crossed steel.

"Ah!" Max yelled, continuing to try to overpower Antoine despite the nervousness making his arms weak. Max, however, was quite active in general, and he was relieved to find he was beginning to overpower Antoine and push him backward. Maybe he could knock Antoine's sword from his grasp and end up winning.

"It… It seems... you are a lot stronger... than I was to be expecting." Antoine said to him keeping the blades in a steady cross, gritting his teeth to try and maintain control.

Max felt he was in a good position and began to push against Antoine's blade with greater force. He was so close to winning; he could taste victory. "Almost… got… you!" He declared through breaths during the struggle.

Antoine smiled at the young boy's determination and laughed slightly. "Oui, good match," Antoine said to him confidently.

Max was surprised and wondered if he was throwing in the towel, perhaps he was trying to get him to let his guard down, but that wouldn't work on him, he thought. Keeping up the pressure against Antoine, hoping to disarm him and earn his victory finally.

Antoine without a word quickly removed his blade and side stepped out of the way, letting Max's sword glide off of his with relative ease. All of the force Max had been applying was sent flying, and he stumbled forward out of control, barely able to keep his balance. With the sword barely grasped in his right hand, and him stumbling like a fool on his feet, Antoine raised his foot and delivered a swift kick to Max's backside, sending him toppling to the ground, and his sword flying off away from him.

"Ow, Ah!' Max yelped, the kick hurt, the fall hurt, he was disoriented and disarmed. He rolled over and looked up at Antoine, who had his sword pointed towards him. Antoine gently poked Max with the end, lightly enough so that it would not even tear his outfit, and stood over him with pride.

"Ooo, you are quite dead." Antoine laughed, sheathing his sword and extending a hand to help him up, which Max took gratefully, standing beside him.

"I…. that was much different, and to think, I figured I had a chance at winning," Max spoke seemingly disappointed in himself, but in truth, it should have been evident to him since the beginning. He walked over and retrieved his sword from the dirt, and held it in his hand.

"Fighting something that can think also, is always entirely different." He spoke to him and smiled cheerfully. "However, that is ze reason I choose to do this with you now. I wanted you to understand that ze sword is more than just ze sword. There are to be other forces at play beyond ze blade."

Max nodded to him and thought about how he was taught to fight, it seemed simple, but against a smart opponent or creature it was not simply about how well he could handle the blade on his own, but also to understand what the opponent is thinking.

"So, shall we be getting back to practicing with ze trees and props?" Antoine asked him earnestly, in fear of overdoing his lesson.

Max shook his head and held up his sword towards him. "Once I've been introduced to a greater challenge, I like to see it through to the next." He said feeling stronger because of his loss. Antoine was happy and drew his sword to indicate his eagerness to resume. "Well then, let us to be continuing!"

Antoine and Max did battle with one another for quite some time, in fact, they spent so much time in practice that they completely missed lunch. Not that Max minded much, sure he was tired and hungry, but he was learning a lot, and that tended to give him a giant burst of energy. By the time they both tired themselves out, it was near midafternoon, and even though Max never did win a single bout with Antoine, he felt way better than he had during any previous training session.z

The two resolved to take a long break and rehydrate with some refreshing water. They settled themselves under the giant balls of shade the forest treetops provided. Max leaned backward leaning on his hands, and Antoine sat straight up with the small supply of water between them. It was tiring, but they both felt good about how the training was progressing.

Antoine shook his head for a second and then took a giant drink of water from his container. He let out a small breath and began to speak to Max.

"So, I have been noticing that you are looking to be a little tired." He tried to comment on Max's appearance throughout the day. In truth, he had thought of bringing it up earlier, but felt reserved due to guilt.

Max looked away from his gaze out of shame and sighed. "I have just been worried about a lot of things, that is all. You know, all the responsibilities that I have to take up with my mother gone. I guess I feel like I am just floating about on a raft without any way to control where I am going."

Antoine nodded and frowned feeling Max's pain. "Oui, Oui, I was worried that I might be working you too hard and I wanted to be making sure…. Look, I know things are to be being hard for you, but I wanted to let you know. I am here for you."

Max smiled warmly in appreciation. "Thanks, Antoine, to be honest, I… you keeping me busy sometimes helps me keep my mind off of things. It makes me feel like I am improving in some way, and it helps the day fly by quicker." He took a container of water and put it to his lips for a drink.

Antoine beamed with pride at Max's words and felt better about everything now that they had had this discussion. "Oui, you are to be improving quite a lot since ze first time you ever picked up ze sword. Make no mistake about that."

Max took a calming breath and looked to the sky much the same way Annie did in their sacred glade. Tiredness was finding him, and he felt sleepy. He thought of his comfortable bed and the table that Nicole sat on. "Nicole…."

"Damnit!" Max said, abruptly, and jolted up from his sitting position besides Antoine he had just remembered Nicole and his plans for the rest of the day.

Antoine looked up at him with surprise, and blinked, unsure of what the sudden excitement was over.

"Ah, I spent too much time with you, I was supposed to head over to Rotor, to do some studying, and I also had some things I wanted to ask him." He quickly grabbed his container of water that sat before Antoine and turned to him with an apologetic face.

"Oh, do not be worrying about anything." He said calmly with a chuckle. "If anything, I should be apologizing to you for keeping you through lunch and beyond." He took another sip of water from his container and waved Max off happily.

"I'll see you tomorrow for more," Max assured him, racing off towards Rotor's workshop as fast as his exhausted legs could carry him. He knew Rotor would probably not be mad in the slightest, but he did have ulterior motives for being around him today. In truth, Max wanted to make sure to get as much time as he could with him before Rotor had to go and tutor his sister for her academic purposes. Max knew that Rotor teaching him was one thing, but teaching Sonia anything was an entirely different story altogether.

He ran to the door frame of Rotor's workshop and paused to catch his breath, his legs were aching immensely from overexertion. He peered in the door to see Rotor looking up from his bench in front of scattered tools and robot parts.

"Ah, I... I am sorry... I… am…. late." He said through deep breaths while forcing himself into the open doorway. It seemed that Rotor had left the door open because of the brisk summer breeze blowing from outside. He plopped into a comfortable chair and placed his water on the workbench.

` "You know you didn't need to rush here. I wouldn't have been mad at you." Rotor said, pulling up a small wrapped cloth sack with a string around the top, holding it together. "This is for you, somebody heard you missed lunch, and dropped it off here for you." He gave Max a grin. "Just take your time, Sonia can wait a little later for her lessons today, as I know you tend to like coming here to learn."

Max tiredly undid the string, and inside the small sack was some fresh bread with a side of cheese. A note sat atop the thick slice of cheese, and Max didn't even hesitate to pick it up to scan it before eating.

"I noticed you missed lunch, so I thought I would leave this with Rotor since I know you would be here eventually. You owe me one for this – Annie." The note was short but was he ever thankful for her remembering what he did not. He smiled to himself while breaking off a piece of bread, and a piece of the thick orange cheese to eat together.

He took his time eating the bread and cheese, occasionally drinking mouthfuls of water, whenever possible. After he had eaten the entirety of the bread, and about half of the cheese. He elected to wrap the leftovers up to have as a snack for later. Possibly in his hut tonight, or while working on other things.

Rotor watched Max eat his food, and was happy to see him so eager to get to his workshop today. "So, Max, are you ready to get started on today's topic regarding advanced robotic design?" He inquired.

Max took one last mouthful of water, and then wiped his mouth with the sleeve of his coat, a very inappropriate thing, he would typically get scolded for, but Rotor never really cared about his princely demands. "Actually Rote, I was wondering if you could help me with something urgent?"

"Urgent?" Rotor said puzzled, he was not used to anybody coming to him with urgent business so suddenly, sure he had to fix pipes and electricity issues in the village, but Max rushed here to the shop like his life was involved in this urgency.

Max didn't hesitate. He immediately began reaching into the pocket of his royal coat to retrieve Nicole. He pulled her free and settled the closed handheld computer in the middle of the workbench in front of Rotor. "I need to upgrade Nicole, Rotor, I have given it a lot of thought, but her hardware is outdated by almost 20 years, as are her functions…. With the constant advancements in Robotropolis, I am afraid she will be useless in time."

Rotor looked at the small computer and shook his head. "I don't know Max, I suppose we could wipe out her A.I. program and try and create a new one on better hardware, but I have never written an A.I. before, so I don't even know where to begin."

"That's not what I mean Rotor, I just want to upgrade the Nicole A.I. and functions. I know that Nicole has the basic capacity to learn and that the wealth of information she already has from the past 15-year fight with Robotnik would be too valuable to lose." He leaned forward and looked at Nicole's outer case; much the same way Rotor was doing presently.

Rotor pondered for a while until his head felt hot from the blood rushing to his brain. "I… that might be possible. If we segregated the A.I. data from Nicole and installed it into advanced hardware, we could then install new functions around the A.I. data." He scratched his head; it was a weird idea.

"I… well, I am kind of having trouble understanding what you mean," Max admitted sheepishly to Rotor, who nodded back to him.

"I guess what I am trying to say, is that if we extract the Nicole A.I. and put it to more advanced hardware, we can then install better features, and software to her. Because her A.I. has the capacity to learn, it will make up for code we cannot write. Essentially, my theory is, that if we install what she is now, to the new advanced component, it will give Nicole's A.I. more room to climb." He knew he could be complicated, but he hoped that Max was on the same page with him at this point, because he was not sure how to state it more directly for him.

Max nodded, understanding what Rotor was surmising at this point. "Is there any risk to Nicole if we do this?" He asked, he already knew Nicole's risk analysis scan from last night, but he was eager to hear Rotor's opinion.

He looked at Max, surprised of the concern he was showing, but understood the loss of a valuable tool. He shrugged, "There is always risk when you do these kinds of things. I know Nicole is an advanced A.I for her time, but I have no clue what new hardware will do. To be honest, the biggest problem would be finding suitable hardware for her to install to It is not like there are advanced A.I circuit boards lying around that aren't damaged, and swatbots have meager A.I. comparative to what it seems you are looking for."

Max pondered and eventually walked over to Rotor's safe that he was using to study roboticization, in hopes of reversing the process for Bunnie and all of the citizens of Mobius. He began to punch in the combination, and Rotor started to piece together what he was thinking before he even had the safe open.

"I… I dunno if that is such a good idea, Max." He shifted slightly and awaited what he knew was coming.

Max reached inside and pulled out a small circuit board with different wires attached and silver chips. "I knew I saw this the last time you were in here. It looks like an advanced chip with CPU/Motherboard combination."

"Well… not exactly, Max, it is something else altogether…" Rotor spoke feeling somewhat weird about this. "In actuality, it is the brain of a roboticized citizen… When somebody is roboticized, all of their organic pieces become that of hardware and metal. I can say that it performs multiple functions that most computers require in several parts." He took the chip from Max and examined it. "Whoever this belonged to has already been wiped from existence. If this chip is damaged or wiped clean in some way; whoever the person was inside the chip is destroyed.

Max shuttered uneasily at the haunting thought, in a way just touching it was horrifying, but he decided to press the subject regardless. "If the chip is functional, is it possible to an install Nicole's A.I. to it?"

Rotor sighed and shook his head. "I… I think it might be possible, I just don't know the actual and moral-ethical consequences for doing such a thing… In truth, I was using it to study the anatomy of roboticized citizens and was finished with it quite some time ago. When it had been given to me by Uncle Chuck, it had already been wiped clean, so whoever's consciousness once resided in it has already been snuffed out for one reason or another."

Max looked at him knowing that uncle Chuck often scavenged parts and Intel for them to use. The deep conversation was leading him to more disturbing thoughts. He hesitated for a minute, but then resigned himself to his curiosity. "So, what happens if we were to install that blank chip into somebody, and then de-roboticize them?"

Rotor was caught off guard by the question, but he figured it was pointless not to answer since it had already come to this point. "I rightly don't know, but I would guess that if that were to happen, they would be a soulless living husk, I don't even think they would be able to breathe on their own, let alone learn anything. They would be the absolute deadest of brain-dead." He took off his yellow hat and wiped the sweat from his brow.

"So that means the chip is useless unless we do something with it?" Max stated bluntly, picking up Nicole. "It is a hard choice, but you can't say you aren't curious either, and if we don't do something, Nicole will be a paperweight sometime soon."

Rotor looked in disbelief at his candor on the subject but nodded. "Alright, fine, but if something dangerous happens, we destroy Nicole." He put out his hand for Max to shake it.

Max hesitantly looked at Rotor and understood exactly why he had to make this sort of deal, but he still feared to lose his keepsake. His mind traveled back to this morning, and then to the words, Bunnie had encouraged him with. He knew that if things went wrong, he had Rotor to help him.

"No risk, no reward." He stated grasping Rotor's hand tightly and shook it, "Just promise me, that if we need to burn her, you'll do it."

Rotor laughed and nodded in agreement, as he began to get his tools and pry open Nicole's case, revealing the hardware of the tiny computer. "What I will do, is transfer her A.I. directly to the advanced chip, and then afterwards I will take all the things from my computer. The advanced programs, the data, and information I have collected over the past years, and then install them to the advanced chip. She should maintain 100% functionality with her old data intact, but be given a full breadth of new information and software to utilize when needed."

Max liked the sound of that, and let Rotor get to work on Nicole, organizing and transferring things as needed. What once was a relatively organized space, became littered with tools and wires. The scene was exciting to Max, who felt as if he was performing some science experiment with Rotor. However, the creeping feeling of guilt that at one point and time the chip used to be somebody…. He wondered if they were doing something wrong, but thought that perhaps whoever it once was would want this, if they were already gone, maybe they'd want them to make Nicole powerful to destroy Robotnik. Then again, perhaps he was fooling himself into thinking he was justified, but in actuality, he was just a monster desecrating the life of somebody with no name.

Either way, it was too late now to get cold feet, the decision had been made, and the process of transferring everything was underway. Max sat at the table, and looked to Rotor, who apparently had a look of guilt on his face as well, they both knew they were probably doing something wrong.

"I am sorry Rotor… for talking you into this" Max spoke softly, feeling the guilt in full effect.

Rotor shook his head "Nah, I wanted to do something with this chip for a long time, I just never had an idea, or the heart to do so. I am just glad that we can put it to something so useful. It is not like we are turning the chip into a washing machine or something." He reached down and took a sip of water that he had lying around his desk. "No sense in feeling guilty… he…. she…. they…... were long gone before we ever had the chip, and I know for a fact that if it were me, I would want to be useful to the world after my passing, no matter how small it might be."

Max nodded at the sentiment and decided Rotor had a point. The two just stared out the door contemplatively in thought. A few moments past and they could hear the sounds of loud calling, as it broke their concentration. Nicole's transfer was taking quite a bit of time, so Max decided to see who was approaching. He exited the doorway and looked at the scenery. The sun was that familiar orange color once again, and it was apparent that Sonia had been forgotten in all of this, but Max didn't think she'd be complaining about it.

He looked to the left and saw Bunnie approaching the door frame with something in her hand. "Sugah!" She exclaimed loudly, waving her metal arm for him to come closer to her. He walked towards her and greeted her happily. "Hey, Bunnie, what's up?" He spoke to her, not sure what was going on.

She looked at him and extended her organic hand, giving him the paper she was grasping. "It's an urgent message from uncle Chuck. We need to head on out to Robotropolis to meet with him tomorrow." Her voice sounded somewhat worried, since usually if uncle Chuck wanted an immediate meeting, it was about something awful.

Max opened the piece of paper that had been delivered via carrier pigeon, and read the enclosed note. "Something awful is happening in Robotropolis. Robotnik is up to something big; we need to get together to discuss the details. Things are looking dangerous. Please be careful due to increased security." Max reached the end of the note and felt somewhat sick in his stomach. "You don't think he's trying to pull the same stunt as before, do you?

Bunnie shook her head, "I hope not sugar because if he is doing something that dangerous, we have to find a way to put a stop to it once and for all. I admittedly feel worried bout' this, because of what happened last time…. With you and Annie now doing your part, I just feel like I have so much more to lose."

Max leaned in to give her a hug, which she accepted gratefully, maintaining a gentle squeeze around his torso. "Thanks, Sugah." She said boldly breaking free of the hug and regaining her tough composure once more. She felt grateful that Max reassured her without drawing much attention to her understandable fear. With that, she turned towards the direction of the dining hut, since she had dinner to prepare again tonight. "Y'all missed lunch, so you better not miss dinner!" She chastised him in a motherly fashion before she set off.

Max smiled watching her walk away from him, and he turned to see Rotor standing in the doorway now. Once he turned around and reached Rotor he handed him the note uncle Chuck had written. "Bad news as usual," Max said entering the workshop, he could see Nicole was unplugged and turned off.

"She's ready… but the bad news is, I cannot get her to turn on. I fear she might be broken or incompatible with the hardware." Rotor commented looking disappointed, but he also knew they were in uncharted waters with this one. "Sorry, Max."

Max shook his head with a frown and picked up Nicole. "I will mess with her later. Maybe she just needs some tampering with or something. Do you mind if I borrow one of your toolkits in case I need to work on her manually?"

Rotor shook his head, "I prefer you didn't, we can work on her tomorrow in the shop after we rendezvous with uncle Chuck. I have a better understanding of the parts, and if she is indeed not broken already, you playing with her components might destroy her."

Max saw the wisdom in this and just elected to take Nicole into his pocket and pick up the left-over cheese sack he'd left on the workbench. He thanked Rotor for all of the help and promised him he would be back with Nicole tomorrow. With this, he left and headed towards the mess hall for supper. He reached the doors relatively quickly, and let himself in. It was a lot quieter and emptier than it usually was. The only person even eating was Sonia, who had a wide grin on her face.

"I dunno what you did bro, but you got me out of boring old lectures from Rotor!" She was pleased as even, just like he figured she would be. He made his way over and sat across from her.

"Hah, I see your impatience finally wore everybody down, so they let you eat before everybody arrived." He teased her.

"Nah, I know we usually all have dinner together like it's some special thing, but Annie is spending time with Antoine. I think they are gathering and chopping wood to restock the supply." Sonia took a cup of tea that had been brewed for her and drink it fast.

"Whoah, slow down there sis, just because you can run fast, doesn't mean you need to drink quickly." He chuckled at her behavior, and she just ignored him.

"Gotta be the best at everything I can, ya know. I'll be the hero, and you be the square ruler." She stretched out after setting her empty cup aside, and placed her hands behind her head as if she were the coolest person in existence.

"Glad Y'all could join for dinner sugah. I was worried no one would show up for dinner time." Bunnie entered with a plate of chicken mixed with rice and vegetables and placed it before Max.

"Cookin again?" Max inquired.

"Aww, well Antoine wanted to spend some time with Annie, and some chores needed doin, so I just told Antoine I would cover for him tonight." She took a seat with the siblings and looked at Max.

'Tomorrow we're headin out round' 5 in the morning to be under cover of darkness when we meet Chuck." She explained while Max and Sonia listened to her.

Max looked at Bunnie, and then to Sonia who was sitting there quietly. "So, you up for waking up that early sis?" He spoke to her directly, catching her off guard.

"Uh, well uhm, Yeah! No prob!' She exclaimed trying to sound like this was par for the course for her.

Bunnie was kind of surprised that Max extended the invite to her, but she didn't protest, as dangerous as Robotropolis had become recently, she hadn't seen her great uncle in quite some time.

Max ate his meal in silence, feeling that his invitation was the right thing to do, she couldn't stay a kid forever, and perhaps it was time for her to be the hero that she always desired to be. After his meal was finished, he bid farewell to Bunnie and said goodnight to his little sister. Tomorrow was going to be a busy day for everyone, but even though he had spent a lot of time exhausted and the hours were growing later. He had one thing he desired to do before heading off to his hut.

He walked quickly and began tapping on Annie's hut door, hoping that she had come back from her chores with Antoine. The darkness inside indicated that she hadn't, but it was worth a try none the less. He felt around in his pockets but found no paper or writing utensil to leave a note for her. "Damn..." He said aloud feeling frustrated with this, but after a second or two he had a brilliant idea and drew his sword. He began to lightly trace the fine sharp edge of the blade alone the dirt until he had a simple note. "Thanks for lunch." With that down, he felt good about himself and walked off towards his hut for the night.

Max tiredly entered his hut, latching the door behind him. His boots were kicked off, and his coat and sword dropped to the floor in the usual fashion. He placed Nicole in her usual spot by his bed along with his cheese sack. The light of his lamp was illuminating that corner of the room casting shadows of himself along the wall. He yawned loudly out of pure tiredness and sat on the edge of the bed with his bare feet touching the floor.

"Sorry, Nicole." He said aloud. "I didn't mean to break you." His fingers glided along the screen, wiping some of the dust off of it from Rotors workbench. "How does technology manage to attract so much dust?" He shook his head, what did it matter.

The computer lay silent, when suddenly he noticed one of her indicator lights blinking red, and then after a while yellow.

"Hm?! Nicole?!" He shouted, as the screen suddenly turned on revealing moving data and fast scrolling text.

"Nicole!" He repeated even louder, not sure of what else to do. The loud sound of her name caused the blinking light to flash green, and the screen to stabilize.

"R-EEE-REBOOT-BOOT SUCCESSFUL.

ANALYSING DAMAGE TO SYSTEM…."

"NO DAMAGE DE-DETECTED…"

"ANALYZING SYSSSSSTEM DATA…"

"DATA NNOT- NOT IN SYNCH WITH LAST KNOWN DATA...- "

"SY-SYNCHING…"

Nicole's robotic voice was erratic and broken, but she sounded like she was accomplishing something important.

"Nicole are you ok?" Max pleaded not sure what else to do, this sort of thing never happened before, and needless to say, he was scared.

"M-MA-MAX IS THAT YOU?" the robotic voice stated while breaking up its words.

"Huh?" What kind of question was that? He wasn't sure what to make of that, but he decided to respond directly. "I-it's me Nicole, its Maximillian, remember?' he answered her nervously.

"E-X EX-EX EXCESS POWER TO SYSTEM, SYSTEM SYS…"

Max grabbed Nicole and moved to the makeshift outlet that Rotor made. It provided the huts with power through a storage unit that collected energy from the water wheel. He took the connector he occasionally used to power Nicole when she was having issues with her internal source of energy and jammed it into her charging slot. "Release your stored-up energy, Nicole!" He commanded her, knowing that if the energy had nowhere to go, it would probably be a disaster.

With that Nicole expelled the energy into a surge that shot current through the socket. It reached the power storage box and shorted it. The lamp dimmed, and all of the power in his hut was lost. The only light left was the light of Nicole's screen illuminating the darkness.

Max sat in darkness looking at the glowing screen settle, and the usual user interface returned to it bringing him slight relief.

"System stabilizing…. No damage was done to the system."

"Analyzing data… No loss of data..."

"New data detected…"

"Querying the installation of new recognized software. "

"Nicole… what happened?" Max asked her in a whisper, while he watched the bars move on her screen, installing the files Rotor had put on her earlier.

The computer sat silent for a moment and then began to dim its lights. "The chip that you installed my A.I. matrix onto has an independent energy source that doesn't require charging… "

"So, so what?" he said, not understanding where she was going with this.

"I assume that the stored energy interfered with my ability to boot. When you attempted to activate me by signaling my A.I. name I was able to Identify you and ask you to adequately remove the excess energy so that I could stabilize my system." Nicole answered him in detail.

"I… I am glad you're ok Nicole. I was scared that I broke you." He said to her, lying back on his bed, feeling overwhelmed with tiredness. The sudden relief that Nicole was A-Okay coupled with the fact he had exerted himself entirely on so little sleep brought him completely to the mercy of his drowsiness.

Nicole sat there, not answering him at all, as the many numbers of installation tasks she was performing continued. Max didn't say anything to her, but stared blankly at her light-emitting screen, falling in and out of conscious thought as he did so.

"You… almost destroyed me…" Nicole said in her usual calm way, without a hint of inflection in her monotonous voice.

For some reason, this sentence made him feel cold, and he got the shivers. "I… I suppose I could have…" Max mustered what little energy he had left to say that. He lied silently for a minute, and when no response from Nicole came, he turned over to face away from her. "Goodnight Nicole…" His tired, sad voice came to her speakers.

The night ticked on, and after an hour passed, when Max had fallen into slumber, Nicole finally gave her response. "Goodnight…. Max."

Wrap Up. Well, that is all. I worked hard, and hopefully, you were entertained. Remember to please review, even if you hate it, I want to know. If you loved it, please tell me what and why, as it will largely dictate whether or not I write chapter 2.

If anyone was wondering.

Max is named after Sally's father.

Sonic named Sonia. (Obviously)

Annie is a combination of Antoine and Bunnie!

I love you guys~:3