At the tournament building Knuckles and Chris were now in the ring.

"Keep away from me!" Knuckles said.

Chris roared as he charged at Knuckles who leapt out of the way.

"Please, Chris! I don't wanna fight you!" he said.

Scarlet now sat in the announcer's booth, with Tails by her side.

"I don't understand, Tails. Why is Knuckles running away?" she asked.

"Knuckles probably doesn't want to fight 'cause he's afraid that Chris is gonna get hurt." Tails said and Chris continued lunging repeatedly at Knuckles, who continued dodging.

"Let's go, Knuckles!" Chris said.

"No!" Knuckles said.

"Why won't Knuckles fight?" the crowd asked.

"Quit running away!" Chris said.

"I won't! Cut it out!" Knuckles said.

"Come on and fight me!"

"I'm not gonna fight you!"

"Hey!"

"That Chris Thorndyke certainly is brave." Scarlet said.

"Especially when the other guy's running away." Tails said.

Chris finally paused.

"Why don't you just forfeit so I can win?" he asked.

"Okay... but look who's in the next round!" Knuckles said.

Chris looked at the tournament bracket.

"I'd have to fight Amy or Rouge?!" he said worried. "Rouge would do anything to win that Chaos Emerald, and if Amy gets mad enough, she'll knock me out of the stadium! There's no way to win!" he said to himself and gulped then suddenly feigns injury. "My appendix! Get me a doctor!"

Elmer raised Knuckles' hand in victory.

"Knuckles moves on!" he said.

'If it were Sonic he would automatically forfeit from the big brother in him.' Knuckles thought.

A few minutes later Chris and Chuck were standing together outside the ring.

"I think you made a very wise move, Chris." Chuck said.

Chris nodded.

"Yeah."

"I see you have your mom's acting talent." Nelson said.

Chris rubbed behind his head.

E-77 Lucky and Mr. Stewart were next in the ring. Scarlet approached Mr. Stewart with a microphone.

"Mr. Stewart, how would you rate your opponent?... Ah! Franklin! What are you doing here?" she asked.

Mr. Stewart freaked out.

"I just look like me!" he said and ran out of the ring and past a security guard.

"Ooh, my cover's been blown!" he said.

Elmer lifted Lucky into the air by its arm in victory.

Then Mr. Tanaka walked into the ring to face Emerl wearing cultural clothing and carrying a long wooden stick.

"Brake yourself, my little friend! I am going to stick it to you!" he said and leapt into the air with his wooden sword, and attempted to slam it upon Emerl, but the robot copied his skill and caught the other end of the stick. "Oh no..."

Emerl wrenched the sword out of Tanaka's grasp and leapt into the air.

"I think I'm on the wrong end of that stick..." Tanaka said and the wooden sword stopped right above his cowering head. "I give up."

"Yay Emel!" Cream said.

"Chao chao!" Cheese said.

Then Amy picked up her hammer.

"Let's go!" she said and leapt into the air.

"This oughta be interesting." Rouge said and leapt into the air.

Amy slammed her hammer right in front of Rouge, but she dodged and delivered a kick to Amy, which she dodged. Chuck blinked in surprise.

"I'd really be going to the hospital if I'd messed with one of them." Chris said.

Rouge and Amy go head to head again, and Amy's hammer is thrown from her grasp. It lands in front of Chris and Chuck. Amy is left panting.

"This just proves a hammer's no match for a bat." Amy said smugly.

Then Amy vented her extreme frustration as Rouge left.

"We're down to the final four now. Emel versus Lucky, and Knuckles against Rouge." Scarlet said.

At the mountains Bocoe and Decoe were running from a group of tanks.

"I need a break!" Decoe said.

"Do not stop! They are gaining on us!" Bocoe said.

Then Eggman joined them, followed by Sonic.

"You won't get away!" Sonic said.

"If you want to keep up with me, you'd better take flying lessons again!" Eggman said. "I guess you haven't flown in to long to remember how to fly!"

That confused Decoe and Bocoe then looked at each other.

"Sonic can fly?" Decoe said.

"I do not know." Bocoe said.

Back at the tournament building.

"The semifinals begin with a showdown between robotic rivals." Scarlet said and Emerl did nothing as Lucky pranced in front of him, waved, and then fell over. "Uh-oh! It looks like Lucky's grandstanding has used up his power supply."

"Emel is the winner!" Elmer said.

"That means Emel's made it to the final round!" Cream said and cheered with Cheese.

Knuckles and Rouge stared each other down for a while.

"Knuckles is a heavy hitter. When it comes to brainpower, he's a real lightweight. I'll have to figure out some way to outsmart him. That's the only way of getting my hands on that gorgeous Emerald. ... I've got it!" Rouge said to herself. "Hey, Knuckles. Maybe you and I oughta settle this little thing in private." she said aloud.

"In private?" Knuckles said.

She nodded.

"Just you and me."

The spectators looked on in confusion as a black tent was set up in the middle of the arena.

"No." Knuckles said. "I know you want to do it there because it'll be dark and being a bat you'll see me. I've been tricked enough since I was fourteen. I'm not doing it again."

That confused them all. Even Rouge.

"Let's just say the last time I was tricked by Bu-Eggman wasn't the first."

Rouge looked at him.

"What's the B for?"

"Nothing that concerns you batty!"

Then to everyone's surprise he punched her hard.

Then she use a Screw-Kick but he jumped and landed on his feet.

While they fought people started to notice there were parts of Knuckles that almost matches Sonic except the strength or length.

There was silence while Knuckles stood there with Rouge having to many bruises.

Then she tried to get up but collapsed.

"I guess I stood up to her." he said.

"Knuckles is moving on to the final round!" Scarlet said.

The audience applauds.

At the mountains Sonic continued his pursuit of Eggman.

"Go away! You're like a wad of bubblegum I sat on and no matter how hard I try to shake you off, you stick to my tail!" Eggman said.

"I'm not gonna let you get away! I don't know what plan is brewin' in that messed-up mind of yours, but I won't rest 'til I stop ya!" Sonic said.

"Oh yeah? Well, my latest and greatest scheme is so brilliantly planned in every detail that not even a loose cannon like you could blast it apart!"

"Sure, that's what you always say, Doc." Sonic said.

Then the Eggmobile stopped.

"You think you're funny, don't you? Well this time, I'm gonna crack you up once and for all!" Eggman said and turned the Eggmobile around to face Sonic.

"Okay Eggman, it's game time!" Sonic said then leapt into the air and destroyed the Eggmobile, sending Eggman flying.

"Aaaahhhh!" he said and Sonic landed on the ground and crossed his arms.

"Well... looks like I hit a grand slam!" he said and watched Eggman sailing further and further away.

He sighed and shook his head.

"I'm getting really sick of this." he muttered.

Back at the tournament building.

"And now, ladies and gentlemen, it's time for the final match! The winner will take home a Chaos Emerald! In this corner, we have the world's toughest fist fighter, Knuckles! And in this corner, we have the master of computerized combat, Emel!" someone said.

"Go show everybody you're number one, Emel!" Cream said.

"Chao chao!" Cheese said.

"With fighters this closely matched, I'd say we're in for the most grueling bout of the tournament." Scarlet said.

Then Knuckles and Emerl charged at each other.

Emerl avoids several punches, jabs, and kicks from Knuckles. The robot then attempts to use Rougs Screw Kick on Knuckles, who dodges and pins his arms.

"Come on, Emel!" Cream said.

Emerl then executed Sonic's spin dash, taking Knuckles with him.

"Hey! Knock it off!" Knuckles said.

'Chaos this is a repeat of the day I met them!' he thought then snickered for a second.

"Emel copied that from Sonic!" Chris said.

Emerl then spun into the air with Knuckles before driving him into the ground. Then the robot impacted Knuckles' head before landing several hit him.

"Knuckles is totally outmatched, Grandpa!" Chris said.

"Looks like Knucklehead won't be winning the Chaos Emerald either." Rouge said.

Knuckles continued to take a beating.

"Poor Knuckles is hurt. He could use a hankie." Cream said.

"Chao..." Cheese said.

"Here!" she said and pulled out a handkerchief and tossed it into the ring.

"That's it! Knuckles gives up! Our winner is Emel!" Elmer said.

"No! He thought my hankie was a white flag!" Cream said and raced toward the ring. "Please wait, sir! There's been a mistake! I was trying to help Knuckles! He didn't quit the match, honest!" she said the she and Cheese approached Knuckles.

"But I did quit." Knuckles said and the towel landed on Cheese, who tried to get it off.

'I'm not leaving Sonic and Tails. I swore to help Sonic and if I get myself killed I'll never see Sonia and Manic again. Never get the chance to hopefully marry Sonia either.' he thought.

"I feel a lot better now because I know you didn't lose the match because of me."

Knuckles stood up and offered his hand to Emerl for a shake.

"Not bad, Emel. We'll have to have another match when I'm not feeling so beat." he said.

"I deserve some credit because I'm the one who wore Knuckles out." Rouge said.

Emerl accepted the handshake. The crowd erupted in cheers.

It was now sunset, and Scarlet, the President, and Christina were now in the ring.

"Now it's time to present the grand prize to our champion." Scarlet said.

Cream, Cheese, Vanilla, and Emerl were just off the stage.

"That's you, Emel. Go up and get your Chaos Emerald! Bet everybody will cheer for you and you can take a bow!" Cream said and Emerl walked onto the stage.

"Let's hear it for Emel!" Scarlet said.

The President extends his hand to Emerl.

"Congratulations, Emel. That was great." the president said and Emerl accepts the handshake. "Bring the award." he said to Christina.

Christina picks up the Chaos Emerald.

"The Chaos Emerald that the President is presenting to our winner is the most valuable prize ever awarded in a sporting competition." Scarlet said.

The President now held the Emerald.

"Emel, as we build a fighting force to combat Dr. Eggman, your victory is an inspiration to all our fighting robots." he said and handed the Emerald to Emerl.

Emerl accepted the Emerald.

At Eggman's base.

"I could've snatched that Chaos Emerald if it wasn't for you two leadheads!" Eggman said to Decoe and Bocoe.

"Why is it our fault?" Bocoe asked.

"Why do we always end up losing the blame game?" Decoe asked.

"Speaking of games..." Eggman said and turned on the TV, shocked to see that Emerl won.

"On behalf of the whole nation, I congratulate Emel!" the president said.

Emerl absorbed the Chaos Emerald, causing his eyes to change to red. He then spun into the air and started destroying the battle stage, causing the people to flee.

"Emel, is there something that made you angry? Why are you attacking everybody?" Cream said as the dust cleared, and Emerl stood there, facing down Rouge, Knuckles, and Sonic as they approached him.

He copied all three of their abilities at once, then Home Attacked Sonic and Rouge, and Screw Kicked Knuckles. Emerl's rampage continued.

"Stop before it's too late!" Cream said but Emerl didn't listen and spun toward Vanilla.

"I'll save ya!" Sonic said and scooped Vanilla out of the way just in time.

"Emel, that's it. I can't be your friend."

Amy raced in brandishing her hammer.

"I'll knock Emel out so we can open up his control panel and see why he's malfunctioning!" she said.

Emerl coped her skill and used a metal pole to parry Amy's attacks.

Then he knocked the hammer out of Amy's grasp, simultaneously knocking her to the ground.

"Sonic, come help me!" she said.

Sonic leapt into the air, but Emerl broke the metal pole over him.

"Emel, this isn't a game! You've gotta stop right now or somebody is gonna get hurt!" Cream said.

Emerl's hand spun like a drill, and he flew toward Cream.

"Cream, look out!" Sonic said and carried her out of the way of Emerl's attack. "Are you okay, Cream?" he asked.

"I am." she said and Emerl leapt out of the stadium.

At Station Square Emerl had caused much havoc throughout the city. Chris, Chuck, Cream, and Cheese watched from the roof of one of the buildings.

"Why is he acting this way?" Cream asked.

"My guess is that the Chaos Emerald suddenly caused Emel's memory to reprogram itself, but I don't have any idea how or why it happened." Chuck said.

"Can't we just fix Emel and change him back to the way he was before?" Chris asked.

Chuck looked down.

"That would be very tough." he said.

Then Eggman, Decoe, and Bocoe entered in the Eggmobile.

"Wow, it looks like Emel was a big hit in this neighborhood!" Decoe said.

"He is a real blockbuster." Bocoe said.

"Emel was designed to destroy. He was built a long time ago as a combat robot, and when he got that Chaos Emerald, its tremendous energy activated his original programming, and changed him from a nice docile robot into a mean machine." Eggman said and chuckled.

Sonic watched as Emerl approached him before he stopped. Sonic rubbed under his nose as Knuckles landed nearby.

"I'm ready to fight you again. Only this time I'm adding a little twist!" Knuckles said and ran toward Emerl and turned into a living drill.

Emerl does the same, and they clash, doing nothing. Several clashes later bring no fruitful results.

"Emel's copying ability gives him a huge advantage. Knuckles' fighting skills don't matter. Emel can match him blow for blow. When Knuckles attacks with all his might, he gets attacked with the same force. It's almost like he's fighting against himself!" Chuck said.

"He can't win." Sonic said and Rouge landed next to him.

"Give it up and give us a shot, Knuckles!" she said.

Emerl repeatedly pummeled Knuckles.

"I still have a chance!" he said.

"Yeah, a chance at winding up at the hospital." Sonic said.

"Let us handle this!" Rouge said.

"I am not a quitter!" Knuckles said.

"I'll stop that robot!" Amy said.

Amy and Rouge stared each other down, but Emerl spun right past Amy.

"Amy!" Sonic said then picked her up and carried her out of harm's way.

"You saved me again, Sonic!" she said as he dropped her off and dashed away. "Not that I needed saving!" she said and seeked comfort from her mother as Emerl buzzed Rouge, Knuckles, and Sonic.

"That robot must have some weakness..." Sonic said to himself then tapped his medallion.

"That robot must have some weakness..." Sonic said to himself."

"I'm gonna take Emel apart!" Tails said.

"Let me have a crack at him first, Tails!" Amy said.

They accidentally collided with each other as Emerl leapt out of the way. They were sprawled on the ground.

"Sorry..." Tails said.

"That's okay..." Amy said.

Rouge attempted a Screw Kick, but Emerl's own Screw Kick overpowered hers. The robot also clashed with Knuckles and Sonic, leaving them panting.

"Well, now what?" Sonic asked while he aimed a shot from his guitar.

"Maybe if all three of us fight it at once..." Knuckles said.

"It's our only chance." Rouge said so they began to pursue Emeral.

"I'll cut him off!" Sonic said and aimed another a shot from his guitar at it.

Knuckles was a little worried for him right now. He knows Sonic doesn't like using his guitar but will do anything to protect people he cares about like him and Tails.

'Just be OK.' he thought and watched him aim another shot at it.

"Then we strike." Rouge said.

"Right!" Knuckles said.

"I'm scared, Mama..." Cream said.

"Chao..." Cheese said.

"I hope the know what they're doing, Chuck. I don't trust that Emel." Tails said.

"That robot's extremely clever." Chuck said.

"Where do you think Emel's running to, Grandpa? ...Hey, I bet I know! He's leading Sonic straight to the sea!" Chris said.

Up ahead was the ocean. Sonic, Knuckles, and Rouge chased Emerl across the beach, but the robot spun dashed to throw them aside.

"Sorry boys, I can't keep up with ya." Rouge said.

"Uh-oh!" Sonic said and saw the waves crashing as he and Knuckles continued their fight against Emerl.

Chris, Chuck, Tails, Amy, Cream, and Cheese ran in.

"I bet Emel led him to the sea 'cause Sonic doesn't like water." Chris said.

Cream looked worried at that aspect. Sonic very nearly fell into the ocean.

"Sonic, be careful!" Chris said.

"Let's go, Cheese!" Cream said.

Cheese clung to Cream, and as she flapped her ears and flew underneath Sonic to catch him as he finally fell.

"Thanks, Cream." Sonic said.

"I know how much you hate to get wet." Cream said.

A drill attack from Emerl caused Knuckles to fall as well.

"Knuckles!" Cream said and Sonic grabbed hold of Knuckles, and Cream landed.

Emerl stood there.

"Emel! You just wrecked the city. And you attacked my mother and my friends. I want to help you, Emel, but only if you promise not to hurt anybody else." Cream said firmly.

Emerl's eyes slowly changed back to blue.

"Do you?"

"Chao chao!" Cheese said.

But Emerl sparks, and its eyes changed back to red. Sonic rushed toward Cream.

"Noooo!" he said.

Just as Emerl was about to use Knuckles' punch on Cream, Sonic stepped between them and took the blow.

"That was real close one. Ooh... He's almost as tough as me..." Sonic said and passed out from his injury.

Cheese cried out a battle cry and delivered several strikes to Emerl. Emerl attempted to copy Cheese's ability, but was kicked back by Cream.

"Whoa, they're tough." Chris said.

"How could they hurt Emel?" Knuckles said.

"They're just a couple of squirts, but they've got the robot swamped." Rouge said.

Cream and Cheese delivered another blow to Emerl together, sending him sprawling through the air.

"Emel can only copy the skills of one opponent at a time. If you work together, he'll be overwhelmed." Chuck said.

"That might work." Knuckles said. "What do you say?" he asked Rouge.

"I'll try anything to knock off that knockoff." Rouge said.

"No." someone said.

Knuckles and Rouge saw that Sonic had regained consciousness.

"Why not? Rouge and I can take him easy if we attack him together." Knuckles said.

Sonic opened one eye.

"Yeah, I know. But I think we should let Cream and Cheese handle this." he said and slowly and shakily put his guitar away.

Cream and Cheese flew through the air.

"Now, let's go!" Cream said as Cheese clung to her, and they barreled toward Emerl. "Emel... I wish I didn't have to do this..." she said to herself.

Then she saw when she first met Emerl. Cream, Cheese, and Emerl enjoying each other's company.

The flashbacks continued. Emerl and Cream waiting for Chris near the school.

"Hi, Chris!" Cream said.

Chris, Cream, Cheese, and Emerl racing for Mr. Stewart's car. Emerl walking with Helen. Cream and Cheese laughing in Mr. Stewart's car. Cream watching Emerl copying Rouge's Screw Kick ability.

Still Cream continued her flight, even with the flashbacks still coming.

The next flashback showed Emerl presenting Cream flowers.

As the flashbacks end, Cream prepared to give Emerl the ultimate kick.

He recalled his last memory of Cream.

He recalled the tears in her eyes, and his now blue eyes begin to leak oil as he sunk to the bottom of the ocean. Cream comforted Cheese as he cried.

"Don't cry, Cheese... We had to do it..." she said.

Water was sent billowing into the air as Emerl exploded, raining water everywhere. The robot was finally, and permanently, gone.

"Goodbye, Emel!" Cream said as a rainbow formed in the sky as a result of the water.