I do not own any characters except for Obsidian

Memory Lane

At Knothole Village

"He is so cute!!!" a pink hedgehog squealed as she cuddled the squirming blue chao.

"This is so wrong!" Sonic thought as he struggled against the girl's death grip.

Shadow grinned, "You know Amy I think he likes you."

"You think so!" Amy squealed as she hugged the poor chao tighter.

Sonic shot Shadow an evil glare, well, as evil as a chao can manage.

Tails came to his rescue, "Hey Amy let's go look for Sonic a gift you can give him when he gets back."

Amy set the relived chao on the ground, "Bye Shadow, take care of the cutie." Amy waved as she and Tails walked off.

"That was worse than getting shot by Eggman's robots." Sonic said as he tried to rub Amy's perfume out of his fur. "So where did you guys tell everyone I am?"

"Knuckles cooked up some story about you taking a vacation on Angel Island."

"That is the lamest…" Sonic stopped as a brown squirrel walked up.

"Hi Shadow, Amy said you had a chao."

Shadow grimaced, "Yeah, you could say that princess."

The squirrel rubbed the chao on the head and to Shadow's surprise the orb above his head turned into a heart.

"You know, this little guy reminds me of Sonic."

"Because Sonic is as childlike princess?"

"No Shadow, it's his coloring. Oh and Shadow, you can just call me Sally."

Shadow watched as she walked away," I can see why you like her."

Sonic sighed, "Yeah, she's got a kiss that would make your spines whirl!"

Shadow rolled his eyes, "Come on Casanova, I guess I have to take you home," Shadow placed Sonic on his shoulder.

A question mark formed over the chao's head, "Where do you live exactly?"

"Chaos Control!" in a flash the hedgehog and chao disappeared.

A few seconds later

"You can open your eyes now."

"Warn me next time you…" Sonic looked around in confusion at the metallic hallway they were in. "Where are we?"

"The Ark." Shadow said as he set the confused chao on the metallic floor, he then headed down the corridor.

"The Ark!" Sonic scrambled to keep pace with the black hedgehog. "But I thought it was uninhabitable."

"I fixed it, now if you don't mind I would like to be alone."

"Fine, fine I…" Sonic was interrupted as his stomach growled, he grinned "You wouldn't happen to have any food here?"

Shadow rolled his eyes, "Go down this corridor and it's the second door on your left."

"Thanks Faker." Sonic said as he started towards the kitchen.

"I liked it better when I was alone." Shadow thought as he headed to his room.

Meanwhile in the kitchen

Poor Sonic was having a hard time in the kitchen; it seemed that the refrigerator was not created chao friendly.

"Why can't they put a doggy door in these things?" Sonic thought as he pulled on the fridge door. Unfortunately his chao body wasn't strong enough to even budge it. Sonic looked around for something he could use to open the door, he spotted a box on the table. With great effort he managed to climb to the top. His face lit up when he saw the label 'Space Chili Dogs'. With a happy chirp he reached into the box.

"What's the meaning of this!" Sonic thought as he pulled several small bags of mush from the box. With a grimacing face he forced himself to eat one of the bags; he quickly swallowed the mush and put the rest of the packs back into the box. "I can't see how Shadow eats that junk."

Sonic then made his way back to the room that he had seen Shadow go into. He smiled when he saw Shadow curled in a ball asleep on his bed. Then he noticed a box filled with blankets.

"Chao sized, thanks Shadow." Sonic thought as he crawled into the box and fell asleep.

That night

Shadow raced through the corridors of the Ark. He could hear the rhythmic shots of guns followed by the screams of the scientists. He had to reach them before it was too late, maybe he could stop the carnage.

"Shadow!"

He turned, standing there was a young girl, her blue eyes filled with fear, her blonde hair flowed as she ran towards him.

"Maria you have to get out of here!"

The girl shook her head, "I'm not leaving without you."

"Fine, stay close." Shadow said as he grabbed her hand and sped off down the corridor.

After what seemed like hours they reached the docking bay.

"I have no idea how to work these stupid things!" Shadow shouted as he stared at the launch pad for the two capsules.

Maria looked at the console, "I think I do." She quickly pressed a few buttons, a green light suddenly blinked on. "Got it!" Maria said in triumph.

"Ok Maria you get in and I'll use the other one."

Maria shook her head, "Shadow there is only one that is operational."

"Then you get inside and I'll hold the soldiers off."

Before Maria could reply the sound of ripping metal filled the room, Maria gasped as pain filled her body.

"Maria!" Shadow screamed as he caught the falling girl, he stared at the bullet hole in the door, then he felt Maria shudder in his arms. "Maria hang on ok, I'll get help." Shadow said frantically.

Maria smiled weakly, "Please don't hate them Shadow, and give them a chance to be happy."

Shadow didn't answer, instead he was looking around the room anxiously, he spotted a metal coolant case on one of the counters. He gently laid Maria down and rushed over to the case. "Please be a medical kit," Shadow thought as he opened it. A blast of cold air hit him in the face; he reached in and pulled a vial of red liquid out. He gasped when he read the label; he quickly raced over to Maria.

"What is that?" Maria asked as he knelt beside her.

"It contains my blood; I'm hoping that it will accelerate your healing." Tears filled his eyes, "I can't lose you."

Maria grimaced as he injected her, "Shadow I don't think it's going to work."

"It has to, you're the only friend I have."

Maria smiled as she placed her hand on Shadow's face, "And you are my best friend, I just wish I could have seen the Earth with you."

Shadow caught her hand as it fell, "Maria?" Shadow threw his head back; the entire Ark was filled with his scream, "Maria!!!"

With a jolt Shadow woke up, he placed his hand to his head, how he hated those memories. He glanced at the clock, 3 am, time to make his rounds. As he rolled out of bed he noticed Sonic asleep in the box. The blue chao was curled in a tight ball and was shivering despite the blanket Shadow had put in the box.

"I've gone soft." Shadow thought as he placed another blanket on the freezing chao. In his sleep Sonic grabbed the blanket and wrapped it around himself. Shadow just shook his head and began his rounds inspecting the Ark.

A few hours later

Sonic awoke with a start, where was he? Then he remembered he was on the Ark with Shadow. He looked at the bed, it was empty. "Now where did Mr. Sunshine go?" Sonic thought as he wandered into the hallway. "I think the kitchen is this way." Sonic thought as he started down the long corridor.

Of course Sonic never had good directional skills as a hedgehog; now that he was a hedgechao it was atrocious.

Sonic wandered aimlessly through the vast corridors of the massive space station until he was hopelessly lost. He stopped when he came to a fork. "Do I go right or left?" Sonic spun around three times; he stopped in front of the left hallway. "Left it is." Sonic said happily. Little did he realize that he was heading straight into the very heart of the Ark.

Meanwhile

While Sonic was busy getting lost Shadow had just finished his rounds. Shadow glanced at a clock on the wall, 8 am, "I guess I better go wake Lazy up for breakfast."

"Now where did he go?" Shadow thought when he saw the empty box. He walked over to his computer, "Find chao genetic pattern on the Ark."

The computer blinked on, lights flashed on the screen, "Searching…found…one chao…location." A map appeared on the screen.

Shadow cursed under his breath, "That idiot would be in the one place I never wanted to see again."

While Shadow was getting ready to find the wayward Sonic, he was in awe of the huge room he had stumbled into; well it was huge to a chao anyway.

"Wow Shadow sure lived in a cool place. Wonder what that is?" Sonic walked over to a single space capsule, a red light was over it. "Error system failure." Sonic read, "Guess this one's broken." Sonic then walked out of the room hoping to find his way back to the kitchen.

While Sonic was busy getting himself even more lost, Shadow was trying to find him.

"I haven't been here in almost thirty-two years." Shadow thought as he brushed the dust from his fur. "Ever since that day…" Shadow felt tears well up at the thought of the day that took his friend from him. He quickly drove the tears from his eyes, mentally scolding himself for allowing himself such emotions. "I'm the Ultimate Life form, an immortal; such petty emotions are for the weak." Shadow continued through the dust filled corridors periodically calling Sonic's name.

He stopped in front of the room that had changed his life forever; with trembling hands he pushed the door open. Shadow had steeled himself for what he would see; to his surprise the room was empty, except for the nonfunctional escape pod. "At least they had the decency to bury her." Shadow thought as he looked around, "No sense hanging around here, Sonic could be anywhere."

At that moment Sonic had just wandered into a room filled with capsules and tubes.

"Wow, it looks like Dr. Frankenstein's lab in here." Sonic thought as he went from tube to tube. He stopped in front of a bedlike capsule.

"This looks like the cryo-whatits Shadow said that he was put in by G.U.N." Curiosity getting the better of him Sonic proceeded to climb up to the top of the capsule to see what was inside. What he saw made him jump back in surprise. "There's a hedgehog in there!"

Unfortunately, when he jumped back he landed on the "release" button. Sonic jumped to the ground as the capsule gave a metallic click, and began to open, the hinges screaming and protesting as the lid rose. To Sonic's surprise a blonde hedgehog sat up, her bright blue eyes blinking as she got used to the light. She noticed him crouched on the floor.

The hedgehog smiled sweetly, "Hi there little fellow, how'd you get on the Ark?" She carefully climbed out of the capsule and smoothed her blue dress.

Sonic didn't move as she picked him up gently. "My name is Maria what's yours?"

"Sonic." The little chao had to catch himself as Maria gasped and dropped him.

"Oh, I am so sorry! You startled me, I had no idea you could talk."

Sonic dusted himself off, "Yeah I can talk, but I can't fly."

Maria giggled as she picked him back up, "So what's a little guy like you doing down here all alone?"

"I was trying to find the kitchen, now I'm lost and I haven't eaten all day."

"Don't worry I know this place like the back of my hand."

Meanwhile Shadow was still searching for the wayward chao

"Stupid hedgehog, why'd I agree to watch him?" Shadow thought as he battled the dust bunnies. His body stiffened suddenly, he could hear footsteps. He scowled, no one else should be on the Ark and a chao's soft feet didn't make that much noise. Shadow rushed around the corner to confront the intruder.

When he rounded the corner he came face to face with a beautiful blonde hedgehog. Shadow took an involuntary step back when he saw her hauntingly familiar blue eyes. He became even more confused when the girl threw her arms around his neck.

"Shadow I thought I'd never see you again!"

"Who are you and how do you know me?" Shadow asked in confusion.

"It's me Shadow, Maria."

Shadow felt as if a ton of bricks had just been dropped on him, He shook his head, "You can't be Maria, I held her hand as the life left her body. I saw her die with my own eyes."

Maria smiled, "I did die Shadow, but your blood brought me back. Do you remember injecting me with your blood? It seems that when I lost my grip on life your blood brought me back, but your dna changed me into a hedgehog."

Sonic who had been silent piped up, "So how did you get into that capsule?"

Shadow blinked in surprise at Sonic's voice, he hadn't even noticed the chao on Maria's shoulder.

"Even though I was alive I was still injured from the bullet. I knew that grandfather had some cryostasis capsules so I managed to make it to one. I guess over the years my body healed itself."

"All this time I thought you were dead. And the whole time you were waiting for me." Shadow slammed his fist into the wall. He hung his head, "I don't deserve to be called your friend."

Maria took Shadow's face in her hands, "Shadow, it was for the best. Think about it, if you had found me sooner my body may not have been healed and I might not have survived."

Shadow smiled, "Thanks Maria I needed to hear that. I…" Shadow was interrupted by a growl from Sonic.

Shadow glared at the chao while Maria giggled.

"Sorry Shadow, I'm really hungry!" Sonic said rubbing his still growling stomach.

Maria smiled, "How about I cook us some chili dogs."

"Real chili dogs! Not that mush that Shadow's been eating!" Sonic said excited.

Maria giggled at his enthusiasm, "Yes, Sonic. Real chilidogs."

"I kind of enjoy the mush thank you." Shadow thought as used chaos control to take them to the kitchen.

All right chapter 3!!! Please review and let me know what you think.