Deep inside the mighty vessel, Aya Florentine bucked in her chair as the entire Flag Bridge shook. For the first time in the entire air war, a warning siren sent off, indicating substantial damage having penetrated both the shield and armor. The lights flickered for all of a millisecond.

"What just happened?" she roared, steadying herself. "Damage control?!"

"Turrets seven, eight and nine are all down! Turret six is damaged!"

"We have internal fires on Decks two and three! Forward section!"

"Damnit Miles!" Aya ran her hands through chestnut brown hair. "What the Hell are you doing up there?"

Blood dribbled from Shadow's left arm.

His right was still buried in the skull of what had once been Metal Sonic. Metal Destroyer. Whatever it was called now. Scrap Metal would work. There was nothing left of the seamless mercury skin of the robot. All that remained was a burned and broken husk, less than a skeleton. Flake by flake, bit by bit, what was left of Metal drifted away in the superheated winds.

Shadow tore his arm free from the blasted corpse.

The armored hull around where he stood was warped and bent and melted. He'd put everything into that final blow, and it had proved telling. He was the ultimate life form! He was stronger than even a warship!

"I'm – I'm stronger…" Shadow stumbled forward, barely conscious. "I'm stronger…"

Every cell in his body ached and burned.

Roaring in pain and triumph, Shadow clutched his ruined arm. Without the inhibitor rings, it was nearly impossible to control the flow of energy from the Chaos Force into his body. Gerald never outright said so, but even he, Shadow the Hedgehog, wasn't truly the perfect final iteration of the ultimate life form. A perfect life form wouldn't need the inhibitor rings.

Without them, he was like an open water main: the energy would just pour out in one titanic rush, leaving him completely drained. Gerald had been working on the problem, developing a gene therapy to replace the inhibitor rings, when he'd been murdered. When told about it, Gerald's esteemed grandson had simply observed that the inhibitor rings worked fine, so why bother fixing what wasn't broken?

Shadow fell to his knees.

"Damnit!" he cursed, reaching down to his blood stained left glove. Pressing a hidden trap in the red armored extension over his wrist, a new inhibitor ring slipped out and wound around his wrist. Repeating the process for his right hand was harder, with his left arm broken in three places, but he eventually got that done, too.

Rings back in place, he started towards where he had last seen the blue Faker and his former sidekick. The air still literally crackled with stray energy and faint radiation. It was hard to see at first. Even in his nearly invincible empowered form, he had been right next to Metal's reactor meltdown. The flash had nearly blinded him. As it was, it probably blinded anyone who happened to be looking near where the fight was taking place, even through the Nor'easter's shield.

Soon, Shadow saw where Sonic and Tails had been.

A perfect concave crater had been excised from the armored hull.

"Tsk. Annoying brat."

"Shadow? Can you hear me?"

Rouge.

Shadow reached up to the device nestled deep in his left ear. It was amazing that it was still in there, after all that. That Rouge was contacting him, and sounding less than panicked, was a good sign. Slogging through Maria-knew what down below in the ship was not an appealing thought at the moment.

"Do you have the Emerald?" he didn't mince words. If she didn't have it, then she really had little business contacting him.

"I've got it!"

A small smile graced his features.

"And I'm fine, by the way, thanks for asking. I just need extraction. Is it safe up there?" Rouge asked. "It sounded like a nuke went off just a minute ago and I'd rather not grow a third arm tonight."

"You should be fine. Where – ah! I can feel the Emerald!" he did, though his senses were still a bit fuzzy from the blast and shock. Running over to the remains of an access port, he waited a few seconds for Rouge to finally emerge. When she did, she had a small duffel bag over her shoulder. Helping her up, he gave it a longing look.

"Want to see it?" Rouge zipped open the bag, and Shadow could see a large sapphire gem inside. She winked playfully at him. "I had a little tussle getting it. Sorry for the delay."

"This is it!" He stared at her. "Rouge… you…!"

And, for the first time since Maria, since that time, Shadow hugged someone.

"You did it! You did it!" He held her tightly with his right arm. "I won't forget this, Rouge! I won't forget how you helped make Maria's dream come true!"

"Um… thanks?" she squirmed a bit. "Not that I don't appreciate the gesture, but… a bit tight?"

Shadow let out a relieved laugh and eased up the pressure a bit. "Sorry. I'm just so… excited… to finally bring justice to this world! I've waited for this moment for so long!"

"We should get out of here," Rouge reminded him. "There are a whole bunch of pissed off guys right behind…"

" -- Control!" Shadow lifted his hand off the duffel bag.

"She says just when they teleport," Rouge finished. Just like that, they were back inside Helios, back inside the Eclipse Chamber. The tiny blip of light in the middle of the giant spherical chamber was the same as before, beating with a steady rhythmic pulse. Rouge looked around with apprehension.

Shadow was practically giddy.

"Do you have the Emerald?" Robotnik's voice came out over hidden speakers in the room's walls. "You had better have it!"

Shadow held his finger to his ear.

"We have it, Doctor!" he held out his hand, and Rouge tentatively handed him the seventh and final Chaos Emerald. "I'll insert it into Eclipse immediately!"

Heedless of his injuries, Shadow ran to the single empty spot in the Eclipse Ring.

"Now, finally! Finally!" He opened the Emerald port, and carefully pushed the gemstone inside. "Maria!!! Watch me, Maria! Watch me from your seat in heaven! Watch as I bring justice to this corrupt, imperfect world! This living Hell!!"

The ring swallowed up the Emerald.

"Yes! Judgment is finally at hand!" Shadow cackled. "Our Grandfather's weapon will burn it all to ashes! Maria!"

Rouge listened, trying to remain expressionless and calm.

Shadow stalked back over to her.

Resting a hand on her shoulder, the two of them vanished, Chaos Controlling out of the room. An instant later, and they were in Helios' command center. Just like Shadow, Eggman seemed to be getting in touch with his inner nut job. He had his hands in the air, upraised, and he was currently lost in a fit of insane giggles and outright guffaws. Such was the force of it that the large man's entire bulk shook with the laughter.

Rouge reached for a pocket strapped to her left leg.

"The Emerald is in place, Doctor," Shadow declared, a hint of genuine pride in his voice. "We have Rouge to thank for it."

"Oh yes! Yes!" Eggman turned slightly, looking over his shoulder with menacing, shadowed eyes. "Rest assured, Shadow, I always repay those who serve me. Both you and Rouge will be rewarded with all you desire…"

Gods, he sent chills down her spine.

"Oh! I've been waiting for finally use Eclipse to its full potential! What to kill? What to kill? What to kill? What to kill?" The insane scientist giggled again as he repeated the words, looking from screen to screen.

Rouge backed up a step.

"You!" Eggman pointed gleefully at the looming battleship Nor'easter, at the center of the GUN-Miles Armada. "You! I made that ship first, so it's only right that I destroy it!"

Shadow nodded in agreement and approval. "The GUN Remnant."

"I'll enjoy watching them burn!" Robotnik let out one last body shaking laugh. "Helios! Open the Eye! Full Power! Annihilate that ship and everyone on it!"

Rouge silently touched the ring Miles had given her and prayed.

Sonic didn't know when it happened.

He didn't even know what had happened.

Only when he reached up with unsteady hands and ran trembling fingers down his face did he realize that his eyes were still open. Drawing his hands back suddenly, he squeezed his eyes closed, and then checked to make sure… Yes. They closed and opened, and still he couldn't see anything. Only an endless sea of white with tiny flecks of black, like a night sky in reverse. Groping ahead of him, the blue hedgehog walked slowly, unsurely, mind refusing to believe… refusing to accept he was…

Blind?

Or dead.

At that thought, something snagged the mobian's foot, and he fell to the ground with a grunt. Sonic felt blades of grass against his cheek, and his fingers could feel pliant soil. Alive, then, but still blind. Still… still…!

And Tails!

What had happened? What was going on?!

"What," he managed to say through parched, cracked lips. "What's…?"

Crawling on all fours, feeling ahead of him with his hands, Sonic groaned and choked back a desperate animal sound that nearly escaped from his lips. Struggling for control, fighting to keep calm, he kept crawling. His fingers curled around something hard, a thick root, and he used it to pull himself forward and up. He rested there for what seemed like a few minutes, but must have been, in reality, far more.

Breathing heavily, Sonic tried to search the rest of his body for any other injuries. His arms and legs (thank god, his legs!) seemed to be normal, and aside from his exhaustion, it didn't seem like he'd been hurt. But he still didn't know where he was, why he was even alive, or even how long he'd been here. He couldn't even tell what time it was, because he couldn't see the sky. Craning his head up, he closed his eyes again and felt something wet stream down his cheek.

"sal…"

It was his last word, his last thought, before he passed out.

Consciousness returned. Sonic felt something holding up his head by the chin, and a cool liquid dribble down his lower lip. Opening his mouth, instinctively, the hedgehog tasted water, and felt his chin being forced up slightly. Drinking greedily, he coughed hoarsely when it was all gone, and reached up to his face. Starting to open his eyes, he felt a strong grip on his wrist stop him, and a hand move up to keep them closed.

"Don't open them. Not yet. I should have told you to shield your eyes."

Tails.

Sonic awoke again; it was impossible to tell how long he'd been out. Blinking fiercely, he saw the bright white light come and go, forcing him to squint. It took a few seconds, but the world began to clear up, first into black and white outlines, and then finally in dull colors. Sonic, for one of the few times in his life, waited patiently. A canopy of tress and leaves - beautiful browns, greens, red and oranges - obscured the clear blue sky. A far cry from the rolling blue ocean he last remembered flying over.

This was… had to be… the Great Forest?

The trees. Old oaks and spruces and dogwoods… they were in the southern range of the Great Forest. When his vision returned, Sonic slowly got back to his feet, steadying himself with the help of the large tree he'd found… how long ago? It didn't matter. Not at the moment, anyway. Looking through the bush and forest, Sonic relied on his hearing. It wasn't the best of his senses, granted (nearly every breed of mobian had better hearing then hedgehogs), but he was willing to give it a try.

That was when he heard it.

A voice: a mumble.

Sonic walked cautiously towards the sound. High above, a flock of birds took to the air, causing a shower of leaves in their wake. Pushing a branch out of his way, Sonic saw a gold and tan form hunched over in a clearing. It was Tails. That much was obvious by the two tails, tawny orange with white tips. Approaching, Sonic heard his old friend start to laugh.

"Hey?" Sonic called out, softly. "Hey, Tails? You ok?"

Slowly, the kitsune fox turned his head and looked over his shoulder. In the dappled light of the forest, his blue eyes had the color of clear water. After a second of silence, Tails stood up and looked back down at the ground in front of him. Then, amazingly, he started to laugh again, in a shallow, hollow sort of way. Concern for his 'little buddy' overriding the caution he'd unconsciously developed, Sonic approached the clearing.

What he saw at Tails' feet forced him to choke back a gasp.

Bones.

In a shallow grave. Sonic looked at the kitsune youth's gloveless hands and saw they were encrusted with dirt, all the way up to the elbow. He had been digging. The two stood in silence. Sonic took a long look at the collection of bones in the shallow grave, and the truth gradually dawned on him. The skull… the skull was…

Tails let out another abrupt choked sound, part laugh, part sob.

"I thought," he finally spoke. "My parents should have a better grave than this. I think I just made things worse. Stupid."

"Tails?" Sonic looked at his friend and saw, suddenly, that his eyes were distant. His cheeks were dry now, but the fur was broken in places and showed the signs of tears.

"I guess I… I - I'll come back later and - and do something." He kneeled down, and reached out to the skull, trailing his fingers gently down its pale white cheek.

"Buy a headstone or - or," Tails was babbling now. Sonic couldn't remember the last time he had actually babbled or been at a loss for words like this. "You know, I… I don't even know how kitsune bury their dead. This isn't where I wanted to go. We were supposed to go somewhere else."

Sonic stood there, unsure what to say.

"Sorry," Tails finally cut himself short. "I guess this is pretty macabre, huh?"

That was a bit more like usual.

"If by macabre, you mean creepy and weird," Sonic replied, and looked down at the skull. "Your folks?"

"My biological parents," Tails confirmed. "We're less than a hundred miles from West Island, where we first met. I… well, you know. I lived in these forests for a little while."

Sonic nodded mutely. He knew most of the story. Tails had been a feral child for a year or so, before being taken in by a family near West Island. Something had happened to them, and Tails eventually settled down on the Island itself. That was where Sonic met him, years and years ago.

The blue hedgehog bit his lip, unsure what to say. He wasn't the kind of mobian to have around at times like this. He wanted to help his now-too-mature friend, but… but… he knew he'd say the wrong thing. And so he said nothing. He felt paralyzed. He couldn't run from this problem, he could only… wait… watch…

And doing so was eating him up inside.

What had happened here?

"Come on," Tails said, sitting down against a nearby tree. "I'm not crazy and I'm not evil. Though I did beat you in a fight a while back."

"You didn't beat me!" Sonic blurted out, sitting down cross legged. "All you did was get me stuck in one spot. That doesn't count as a win."

"You're delusional!" Tails gave an exasperated sigh. "And what if I just played ring-bomb toss with your head while you couldn't move?"

"Yeah?" Sonic asked. "And what if I, uh… look, whatever! It totally wasn't a fair fight anyway."

"Yeah, because I had to beat Knuckles first."

"Bull-shit! You won because you rigged the playfield! You had traps set up!"

"I set traps up during the fight, not before, so it's fair."

"How can you call setting up traps at all fair?"

"If you don't like it, you should have said 'no traps' instead of 'no biting.'"

"You said no biting, I said no eye pokes."

"Next time I'll totally poke you in the eye then, but not set traps. Better?"

"No! This is the same thing you did when we fight on the Playstation! You just keep freezing my guy and hitting him!"

"The freeze beam was a legitimate move. And all you ever did was jump kick! Jump kick over and over again! You're the annoying one!"

Sonic and Tails exchanged evil looks that quickly dissolved into laughter. For a few seconds, they sat together in the forest and forgot about the actual fight they'd had just an hour or so earlier and all the danger and grief that had occurred over the last twenty four hours. Tails rubbed his gloves together, trying to get them a little clean; Sonic, meanwhile, rubbed his eyes.

"Hey, don't do that!" the kitsune spoke up. "The blast nearly burned out your retinas."

"Oh."

"Yep."

For another few seconds they sat, avoiding talking about anything serious.

"Sally looks good," Tails finally said, testing the waters. "Got over the food poisoning already?"

Sonic stared at his former partner.

"You didn't have anything to do with that, did you?"

Tails shrugged. "I considered it very likely there would be an attempt made on her life after Shadow left to attack Knothole."

"You actually poisoned Sally?"

"Well, I arranged it," Miles admitted, but added, "For her own good."

Sonic shook his head and sighed. "Well, at least you were right. Snively tried to kill her with some chemical gas thing. St. John ended up keeping her safe. Buncha other people didn't make it, though."

"I'm sorry to hear that."

"Really?" Sonic asked, giving Tails a long look. "Are you?"

"Of course I am," the fox replied, and crossed his arms defiantly. "In case you couldn't tell, I've gone out of my way not to kill anyone I don't have to. That includes you, by the way."

"Why are you killing people at all?" Sonic asked, letting a bit of anger into his voice. "I taught you better than that, man!"

"Sonic… I'm doing this because I couldn't live with myself if I did what you do." Tails stared at the dirt on his gloves. "Letting Robotnik get away all those times may have made you feel good, and it may have felt like you were taking the moral high ground, but it wasn't right. You should have killed him a long time ago."

"I've done nothing but stop him from…"

"Sonic. Cut the bullshit, would you?" Tails growled. "I was there. I've been there for years. I know you keep letting him get away. You could have really stopped him a dozen times by now if you really tried."

"By killing him," Sonic said it. It wasn't a question.

"Yeah. By killing him."

"And maybe I should just go around killing everyone I run into who I don't get along with?" Sonic asked, being totally serious for once. "Maybe I should've killed Knuckles, back when he was our enemy? Or Khan? Or King Max, back when he was brainwashed and we didn't even know it was him?"

"I know what you're saying," Tails replied, holding up his hands for Sonic to stop. "Source, I agree with it... but only so far. Do you really think you can reform Eggman? Do you?"

Sonic didn't answer; he just stared at the grass.

"I'm taking it out of your hands," Tails said, when it became clear Sonic didn't have a response. "I'm going to kill him. I'm going to take care of everything."

Tails let out a self depreciating chuckle.

"You know, Sonic, you're still my hero. But our lives, our interests… even our morals... they're different. I'm not going to try and pretend to be you. I'm me. And I'm fine with that."

Sonic's brow kitted into a frown, but he nodded.

"If that's the way it's gotta be."

"You planning on fighting me again?" Tails then asked. "We've already fought over Fiona once, and then for the amusement of a bunch of aliens, and then in that parallel world, and then when we were mind controlled, and once when you were mind controlled, and then another time with I was mind controlled, and then…"

"I get it, I get it," Sonic said. "I won't attack you… unless you really do take this thing of yours too far."

"And Robotnik?"

"I dunno," Sonic admitted. "I… still don't like it. But if you want to live with that, I'll let you."

"He deserves it, you know. Shadow, too."

"That's not really for me to say, one way or another."

Tails smirked. "I never imagined I'd have a mature conversation with you, you know. You always wander off when I try and talk about this stuff."

"Yeah, well, it's annoying." Sonic rolled his eyes. "Anyway, I can't exactly avoid it now, so whatever."

Tails nodded in agreement and looked up at the forest canopy.

"I've ordered two Assault GEARS to meet up with us here. Speed type. We can take them back north."

"What about the Tornado?"

At the name of the plane (one version of it) he had been forced to destroy, Tails groaned sadly. Blue eyes lingered on the cloudy sky beyond the trees.

"The Tornado Two was on the Nor'easter. The Tornado One… Source… there probably isn't enough left of it to fill a bathtub. My poor baby…"

"You're the one who blew it up."

"You're the one who force me to," Tails grumbled. "You couldn't have taken any other plane? There are like fifty in Knothole. But no, you had to take the Tornado!"

"I didn't know how to fly any of the others," Sonic said with another casual shrug. "Just rebuild it later."

Tails glared at the hedgehog, eyebrows raised.

"That is so typical. Just rebuilt it he says!" the kitsune slowly looked back over to the nearby remains he had unearthed. He didn't say anything, but Sonic could tell that he was still distraught over having found them.

"I'm sure they're proud of you, man," Sonic kept the comments in time tested territory. It seemed like a nice safe thing to say.

"Actually, I doubt that," Tails replied, and closed his eyes.

"Hey, of course they are! You saved the world…" Sonic began. "Well, you helped ME save it, anyway. A bunch of times! That counts!"

"Humble as always," Tails commented, but didn't try and correct his hero and old mentor. "Next time you're plummeting out of the upper atmosphere, maybe I won't fly up and save your ass."

"A couple hundred more rings and I could have totally tanked the landing!"

Tails lifted a finger and almost tried to refute that.

"Anyway," he changed topics. "That's not what I meant. My kitsune parents wouldn't have cared that I helped you save the world. Or that I've been fighting Robotnik. That sort of stuff isn't important to them."

"Wait, what? How can it not be important?!" Sonic asked, baffled. "Saving the world is like the most important thing you can do!"

Tails shook his head.

"To you and me, and to most mobians," he agreed. "Yeah. But kitsune are… they're different. It'd hard to describe. From what I got out of Tempest, my real parents would have only cared about what I did for the family, the clan, and what I've done to 'perfect myself.' Putting my life on the line for other non-kitsune… they'd probably disown me if they weren't already dead."

"Are you…" Sonic almost hesitated to ask. "Are you gonna leave after this?"

"Maybe for a little while, if I can," Miles replied with a small smile. "I want to see some things. Maybe try and find someone special. I've always wanted to go on a walkabout in Downunda. I've wanted to do that for a long time, but never had the chance."

"Man, I thought we could go on a race around the world or something!" Sonic enthused. "You, me, and the Knucklehead! We could totally see the sights, the cities, the open air… the ladies…!"

Tails smile grew. "That sounds cool, too. I'd definitely come."

"What happened to Knuckles anyway?" Sonic asked, remembering that the last time he'd seen the red echidna, he'd been chasing a certain Metal monstrosity.

"Metal shook him off. Last update I got had him climbing up the side of one of my airships," Tails explained. "He should be fine."

Sonic nodded; that was good to hear. "What happened back there, anyway?"

"Shadow destroyed Metal… even in Phase Four." Tails groaned. "After all the work I put into making him an unstoppable killing machine, too! I gotta admit, it was impressive, but… no matter. Everything went basically according to plan."

"Plan?" Sonic asked. "This 'the plan' you saw fit to not tell anyone else?"

"Rouge knew everything."

"Rouge?" Sonic sounded unconvinced. "Really? Rouge?"

"Everything she did, she did on my orders," Tails explained. "Of course she knew about the plan. She helped me make it. In fact, it would be more accurate to call it our plan."

"And your plan was… what?" Sonic asked, guessing. "To try and kill Shadow with traps at the two Chaos Emeralds?"

"Not at all," Miles corrected the hedgehog. "While I would've been happy to actually finish off that bastard, killing Shadow was just a side project. I always knew he would take the Emerald in Knothole. I've already told you why."

"Tired of us hiding behind the shield, or some crap like that."

"Yes, something like that," Tails continued, "In fact, my intention was always for Robotnik to collect both of my Chaos Emeralds. Rouge was there to make sure he knew where to send Shadow and to collect information from the inside… among other things."

"Why?" Sonic felt compelled to ask. "I mean, we've spent the last year trying to keep those Emeralds out of his hands!"

Miles smirked, a knowing glint in his eyes.

"That's very true. And that's exactly why Eggman has become so desperate to get them. Once I had Rouge inside Robotnik's core facility, I had her gather information for me. I needed to be absolutely sure before I committed to putting the next Emeralds out for Shadow to try and get it. I studied the blueprints for Helios, and it confirmed my suspicions: Eggman was building a giant reactor, called Eclipse, to both siphon and supercharge the Chaos Emeralds."

"Yeah," Sonic interrupted. "That doesn't sound like a good thing."

"It isn't. In fact, getting the seventh Emerald would have made his flying city untouchable. Even to Super Sonic."

The blue blur gave his former sidekick a knowing look.

"I'm sensing a 'but…' here, right?"

"But…" Tails drew out the word. "Robotnik doesn't know something. And neither do you, or Knuckles or Sally."

Sonic listened, waiting.

"The Emerald on the Nor'easter - the former Egg Carrier – wasn't a Chaos Emerald." Tails cupped his hands together. "It was a Fake."

Deep within the Eclipse Chamber, Chaos energies churned and aligned.

Emerald green light raced along the intricate grooves of the Chamber in a latticework of lines and angles. Ruby red followed, making sharp pathways that intersected with green. Blue Iolite came a second later, bubbling along the surface like pebbles skipping over a pond. Pure gold lines ran in strict grids. Solid white dyed the background of the chamber, suffusing across the great hollow sphere.

Violet amethyst spread like the fractal growth of a vine, creeping up from the horizontal circumference of the sphere all the way to the poles. Finally, aquamarine sapphire built up and began to expand, a vicious zig-zag pattern that inched up through the intricate weave of light and power. In the center of the Eclipse Chamber, the blazing white discus of energy flexed and grew.

And warped.

Gold and white turned a blood red.

Doctor Robotnik, the so called Eggman, felt a tremor run through his great Flying City. Barely keeping steady on his feet, the rotund scientist and dictator grasped the railing of his elevated platform to keep from falling. One by one, monitoring stations lit up with red and yellow and black.

Some turned instantly into static.

"Warning," Snively's voice, the voice of Helios, announced. "Warning. Chaos Waveform Instability detected within Eclipse Chamber. Warning. Instability at critical levels. Warning. Instability permutation present in all core systems. Warning. Anomalous waveforms detected throughout superstructure. Warning. Spatial disruptions present in sectors eleven, twenty nine, fifty four, seventy one and seventy five."

"Helios! Snively!" Eggman roared, backhanding one of the holographic status screens. "What's happening!? What is this?"

Shadow, too, stated to look a bit worried.

"Doctor?" he asked, looking around. He was no technician. None of this made sense! Everything had been fine a moment ago!

"Warning. Critical superstructure failures in progress. Warning. Implosion events detected in multiple sectors. Warning. Shield generators unable to process waveform: safeties engaged. Warning. Nuclear reactor five experiencing anomalous events: safeties engaged. Warning. Navigation Array unable to compensate for instability."

"Damnit Snively! Helios! Simplify!" Eggman was screaming now. "Simplify Query! Eclipse Chamber status only!"

"Warning. Unstable Chaos Waveform. Unable to compensate. Safeties can not engage. Waveform multiplication in progress."

The primary monitor showed a three dimensional projection of a sphere, with a dozen interlocking sections all around it, and then more isolated systems further from the core. A waveform graph on the very top showed seven curving lines moving and changing, unable to synch up.

"Warning. Waveform feedback in all systems. Compensators operating at ninety nine percent."

"Sever all relays!" Robotnik cried, holding his head in his hands. "Hurry! Hurry!"

All around the representation of the Eclipse Chamber, systems were becoming outlined in red. Others in bright orange. Almost none were blue.

"Warning. Relay Control System damaged."

"I don't care! Execute! Execute!"

"Executing."

On the display, progressive rings around parts of the Eclipse diagram turned solid red, as explosive charges physically severed power lines and connecting relays. Two of the giant complex "spokes" that sprouted from the central spherical chamber turned blue, with bits of yellow. One remained solid orange. Three were now nearly completely red.

"Doctor!" Shadow yelled. "The Chamber! You have to -- "

"I know! I'm -- "

A bright light cut him off.

Sally watched on the ship's main screen as Helios literally warped from the strain within it. It was a testament to the floating city's construction that it remained intact at all. Entire sections imploded and then vented burning plumes of plasma into the air from the crumpled ruins. Previously unused missile banks buckled and exploded.

A cheer rose up from the humans on the flag bridge.

One remained unmoved by the sight.

"Deep Scan!" Aya Florentine demanded. "Is the city shield down?"

"Shield readings are fluctuating. Erratic…"

"Reading substantial gravity distortions!"

"It'll have to do. Flag to all ships: close at flank speed and engage primary target!" She yelled and swept her hand out in front of her. "Main Cannon! Full Charge!! Fire!"

From the parted bow of the Nor'easter, the glow subsided for all of a quarter second, before erupting as a lancing beam. Helios was the target, and the beam struck true, cutting through already stressed bedrock and bulkheads, slicing like a knife upwards and raking across what remained of the aboveground city. Thousands of tons of metal transitioned instantly into poisonous vapor. Under the intensity of the attack, one of the four massive control towers finally succumbed, damaged beyond the capacity to even hold itself upright. Crashing to the ground, small explosions - merely the size of two story buildings - blossomed across the city and around the base of the tower.

Another cheer broke out among the crew.

"Helm!" Aya commanded, not willing to sit back and celebrate just yet. "Take us about, five degrees port! Targeting! I want lock on that second tower! Primary and Secondary batteries… All ships! FIRE AT WILL!!"

On the sides and top of the air carrier, massive turrets swiveled and locked onto the smoking mass of Helios, still floating in midair. The primaries fired first, launching explosive rocket propelled shells. The secondaries followed soon after, casting out lines of bright red that hit first, carving up the flying city and cutting chunks from its vast bulk. With a loud rapport, missiles launched, filling the air like a volley of giant arrows.

The Nor'easter was not alone, either. A wing of GUN Remnant cruisers closed into a protective sphere around the larger ship, flanked by the distinctly re-colored hulks of Pirated Eggman Armada vessels. Plunging deep into the lines of the enemy to enter knife fighting range, they had suffered terribly throughout the engagement, and continued to do so as enemy fire ripped two of the ships to pieces.

In return, a volley of shielded missiles – capital ship torpedoes - fired from GUN cruisers tore through the protective shields of two loyalist Eggman warships. A series of tremendous explosions savaged the first ship, burning away layers of armor and hull, leaving only a burning skeleton of a ship to fall to the ground below. The other ship disappeared in a bloom of nuclear fire that briefly obscured the mid-day sun.

In the center of it all, Helios burned.

"Was this what you had planned?" Sally wondered, watching the carnage unfold. As with Miles' earlier battle with the Battlebird Armada, it was something mostly beyond her experience. There hadn't been an air battle on this scale on mainland Mobius… probably ever. She unconsciously rubbed her left wrist and remembered Rouge, and the end of their fight. The humans had been in on it the whole time.

Miles had trusted the humans with this fight more than his own people.

Sally also knew she'd be lying to herself if she wasn't also a bit worried for her own sake. The GUN Remnant hadn't proved to be as friendly towards Mobians as the previous civilian administration in Station Square. They cooperated somewhat, but only when it served their own ends, and their new leader had openly expressed rather disturbing opinions and intentions (to say the least).

The fact was that she wasn't familiar with any of the people who now held her captive. They had been careful not to do any real harm in capturing her (with Rouge's help – Sally swore she wouldn't forget that), and she had been treated civilly since then and even taken up to the Flag Bridge to see how the battle progressed. Tails probably had something to do with that, given the bizarre technology and the Chaos Drive down below. If he also controlled the former Eggman airships the humans were fighting alongside, they'd hesitate to do anything to make an enemy of him.

At least for now.

Unfortunately, as civil as the humans were being, they weren't being cooperative either. They had refused her right to communicate with anyone outside the ship, confiscated her Nicole module, and ignored her questions about what was going on and what had happened to Sonic and Tails topside. As leader of the world's Freedom Fighters and Crown Princess of the Kingdom of Acorn, being summarily ignored was not something she was particularly used to.

"Captain!" an officer suddenly yelled. "AWC is detecting movement in the Mobian Fleet! Vectors inbound!"

"Looks like they're tired of sitting and watching us fight," Aya speculated, pointing off to her side. "Bring them up on the port primary! Route the Tambour, St. Angele, White Sea and Crimson Sea to cover that approach! If they think they can stab us in the back now, they've got another thing coming!"

"That isn't it!" Sally cried, sensing a disaster in the making. She knew all too well that there were just as many human hating xenophobes along her father's political officers commanding those ships as there were mobian hating humans in the GUN Remnant. Either side could easily see a confrontation as an opportunity, especially with Eggman's great battlestation in flames.

"Please," Sally yelled, once again being ignored. "Let me contact the fleet! My father could be sending them in because he thinks something's happened to me or the Emerald!"

Aya, this time, didn't ignore her.

"It is my understanding that you have no authority over the Royal Air Force."

"I don't," Sally admitted, but quickly added, "But they won't fire on a ship with me on it, will they? Besides, they'll at least listen to me! I have clout and officers loyal to me on those ships!"

"Ooorrr," Aya countered, resting her chin on her steepled fingers. "I could let the remains of Miles' fleet tear itself apart attacking the Eggman ships, while I take this opportunity to wipe out the Royal Air Force. I hear Knothole doesn't have a City Shield anymore, either. I could roll your entire front up to the northlands."

Sally was aghast.

"You…!"

Aya sighed. "I suppose that what I'll be criticized for not doing, anyway. Recall the Tambour, White Sea, and St. Angele. Have Captain Michelson and the Crimson Sea broadcast the following to the approaching ships: Good Hunting. That is all."

Sally all but sighed in relief. For a moment there, it really had looked like…

"Thank you, Captain," she said.

'For not acting like the monsters most Mobians think humans are,' she thought, but diplomatically kept to herself.

"Don't thank me just yet," Aya replied, not bothering to turn to acknowledge the Princess of the Kingdom of Acorn. "If even one of those ships fires on the Crimson Sea, I'll gladly finish what the Great War and Doctor Robotnik started."

"Lovely," Sally grumbled, less than pleased with those odds.

"Warning. Enemy commando craft inbound."

"no… no… no no NO! NO!!" Robotnick slammed his fists on his armrests with uncoordinated fury. "My beautiful city! My Perfect Fortress! They're ruining it!! HELIOS!! RETURN FIRE!!"

"My apologies," Snively's voice spoke for Helios in an emotionless and unconcerned tone, as if his own destruction was of no interest. "All surface emplacements have been destroyed. There is nothing to return fire with."

The command center shook, as more blasts rocked the surface of the flying city, pulverizing what few structures still survived semi-intact. In his hoverchair, the Eggman shook with impotent rage. How had this happened? How had certain victory turned into… into… this disaster!? Grinding his teeth together audibly, he tried to think of some sort of plan of action.

The pounding continued.

"H… Helios…"

"Yes?"

"Status report. Tell me… how fast can you move?"

"Damage to the Control Tower Three has impaired movement. Maneuvering is at 66 percent, linear maximum velocity is at 50 percent of normal, and acceleration is approximately 90 percent."

"Can we outrun the Eggcarrier at normal flank speed?"

"Barring damage to their engines, or catastrophic reactor failure, we can not."

The Eggman's eyebrows twitched. "I see."

Another wave of missiles hit, and the room shook.

"Helios."

"Yes?"

"Reroute all power to propulsion." Robotnik slowly clasped his hands behind his back. "Load Destination: 0628.62 by 0472.43 by 000.20."

"Warning. Projected path intersects with minimum altitude. Proceed?"

"Yes. Yes. If this city is doomed, it will not go alone." Eggman closed his eyes and calmed himself. "Acceleration to maximum. Disengage safeties."

"Warning. This craft is calculated to exceed maximum controllable velocity in twelve minutes and eighteen seconds. Proceed?"

"Yes."

"Initiating. Warning. Collision course detected. Warning. Twelve minutes and seventeen seconds before catastrophic failure in Maneuvering Arrays. Warning. Landing craft have penetrated Helios Shield perimeter."

Eggman slowly nodded.

"Status of the Egg Assemblers?"

"Currently thirty six are prepped and ready."

"Deploy them immediately before our speed exceeds Mach One," Robotnick said, quietly. "All of them. I want half of them launched at the target destination and the other half in a defensive spread along our trajectory. And… and call back our conventional forces… order them to defend Helios."

"Relaying orders," Helios answered, simply.

"Good. Good!" Eggman's hands wound together anxiously behind his back. "They'll pay for this, Helios. With my last move, I will sweep away every last pawn on the board. They will know terror and despair before they die."

Helios didn't respond.

"Though it takes another year, another decade, I'll rebuild… rebuilt the city… rebuild the legions… stronger than before! Better!"

The deranged and hysterical Eggman kept talking, anyway.

"Yes! They can't kill me, after all! And as long as I live, I can rebuild! I can rebuild it all!" He started to laugh, an intermittent nervous laughter.

Helios still didn't respond.

On one of the screens, a bright beam lanced out, cutting into another control tower. The curved spire resisted for a second, before being consumed. As the middle began to melt under the intense heat of the beam, the top fell down, and then to the side. Upon hitting the ground, it shattered and exploded in a single huge fireball. Around the control room, several screens turned to static.

"Control Tower Four has been destroyed," Helios announced, passionlessly.

"Doctor."

Eggman haltingly glanced over his shoulder. "Yes, Shadow?"

"What about the Emeralds?" Shadow asked, no longer content to stand and watch the madman break down. "Doctor? What about the Emeralds and the Eclipse Chamber?"

Robotnik started to laugh softly.

"Doctor," Shadow repeated. His left arm was still broken, but he paid it no mind. "I can still recall the six Emeralds. I need to know if you can fix the Eclipse Chamber."

Robotnik's laughter petered off.

"Doctor, please, you have to…"

"Enough," Robotnik hissed, and turned back to the command screens. "Eclipse is dead. It was a mistake to rebuild it in the first place. I should have known better than to follow in the shoes of that old fool."

Shadow shook his head in denial. "Don't say that. He was your idol, Doctor!"

"He was a suicidal old fool," Eggman yelled. "If he was here, I'd kill him myself!"

Clutching his broken arm, Shadow stared off into the distance.

"Maria…"

"Maria?" Robotnik asked, turning around and stepping down from the dais. "Vanya's little girl? The one with NIDS? She's been dead for years. Get your head out of the past. We have a lot of work to do, here, in the present."

Shadow stared up at the towering overlander. "But you knew her, didn't you? She was your cousin."

"I barely knew the little brat." Eggman walked past the dazed hedgehog. "Now come along. And find Rouge while you're at it. We need to find a way out of here."

Shadow spun, holding out his one good hand. A crackling halo of black chaos energy reached out and encircled the Eggman. The giant man pivoted, looking down at the energy twisting around him. Facets of black and red reflected off of the round goggles that concealed his eyes.

"Shadow," Eggman spoke, as if to a toddler. "You know humans can't…"

Blood ran from Shadow's ears and nose.

"Chaos Control!!"

Eggman stumbled, falling back a step. Looking down at his hands, he could see the Chaos Energy trying to enter his body. White smoke began to rise from his fingertips as it found purchase there. Wide eyed, the madman could only watch as it inched down his fingers and over his arms and across his chest. It was burning. It was…

This was…!

Doctor Julian Robotnik, son of Ivo, grandson of Gerald, howled as the very molecules of his body tore apart, teleported to random locations in the room. Shadow couldn't really Chaos Control him, not entirely, not without a Super Form. Instead, he was ripping him apart. A fine dust fell to the floor, the remains of skin and sinew and bone.

"You little worm!" Eggman reached for his formerly loyal servant. His most trusted minion.

His perfect weapon.

He managed one step, and then another, body straining against the gradual disintegration. Layers of skin and bone peeled away. A look of agony, hate and madness on his face, Robotnik reached for the source of it all, and inches from Shadow's throat, he vanished in a puff of black smoke.

Doctor Robotnik, the Eggman, was no more.

Shadow fell to his hands and knees, blood still dribbling from his nose.

"Maria…!" he closed his eyes and rested his head against the cold metal floor. "Maria, I - I don't know what to do! Maria, please! Tell me what to do!"

Rubbing his forehead into the soot that now collected around him, he felt hot tears on his cheeks. Eclipse was gone. Ruined. Destroyed! There was no way to overload it now and punish the sinful world that had taken everything from him. Everything he had worked for since being revived was in shambles. In a matter of minutes, triumph and elation and purpose had been ripped out of his hands. And now, with the Doctor gone…

"Maria! Maria! MARIA!" He wept, rubbing his face into the floor to try and wipe away the tears. "Oh God! Maria, please! Please tell me what to do! I need you! Help me, Maria, please! Please!"

"I'll help you."

Shadow turned his head, just enough to look up.

Mephiles stood just a few feet away, Silver and Blaze by his side.

"You!" Shadow said, stunned.

"I'll help you, Shadow," Mephiles repeated, holding out a strange pentagram shaped box with his right hand. "I know what Maria would have wanted."

Shadow stared at the box. It felt… different. Powerful.

"Let me help you," the crystalline abomination declared. "Together, we will mete out justice… to this flawed and imperfect world…"