Several asteroid-shaped spaceships were flying through space.

"The Metarex are attacking! We must do whatever it takes to protect the base!" the pilot said.

Suddenly, some of the ships were destroyed as a giant spacefaring Metarex emerged from hyperspace. This was the Scarship.

"Aahh! It's Scarship!" pilot said and the Scarship fired laser cannons that destroyed one of the ships. "Do not retreat! Keep firing!"

All of the ships opened fire on the Scarship. No damage was done. Scarship continued to pick off some of the ships.

"Attention all ships. Fire laser cannons now." Pilot said.

Not even simultaneous laser fire could damage the Scarship. The Scarship opened fire with all it has, destroying most of the asteroid ships.

"All ships retreat!"

Just as the last few ships turned back, they were destroyed.

"Only a coward would flee from combat." Scarship said.

Dark Oak contacted the Scarship.

"This is Dark Oak calling Scarship." he said over the transmitter.

"Scarship here." Scarship saod over the transmitter.

"You have a new mission. Sonic the Hedgehog and Dr. Eggman keep throwing our plans into disarray. Find them and destroy them." Dark Oak said on transmitter.

In space.

"Acknowledged." Scarship said on the transmitter and moved on to its next task. "So... one ship escaped." it said then spotted an asteroid ship attempting to escape. "But not for long!"

On the Blue Typhoon Bridge Cosmo was sleeping. Suddenly she woke up after dreaming of the destruction in the Scarship's sweating. Cream approached.

"Cosmo, are you okay?" Cream asked.

"Sorry, Cream. I was dreaming." Cosmo said.

"Is it about Shadow?"

"It was."

They turned to the others. Tails, Knuckles, Amy, and Chris had their eyes closed, doing nothing, as if in deep thought.

"Sonic and the others have been thinking about him ever since he reappeared." Cream said.

"Why is Shadow the Hedgehog so important to you anyway?"

"Well..."

Then there was a flashback to Eggman waking Shadow.

"They met him when we were on Chris' planet. You see, when Dr. Eggman had found out that his grandfather had created the ultimate creature..."

Another flashback to Shadow fighting Sonic.

"...he broke into a government lab and woke Shadow up from suspended animation. Shadow worked with Dr. Eggman to threaten Chris' planet, and he fought Sonic!"

Another flashback to Super Sonic and Super Shadow.

"But later, Shadow joined up with Sonic and sacrificed himself to save everybody. We all thought he was lost forever." she said and the flashbacks ended.

"But we just saw him, so he must have survived." Cosmo said.

"Yes."

"It's not possible. There's no way Shadow could have made it through that battle." Tails said to himself.

Shadow was standing on top of the spire.

"I thought I was imagining it at first, but we all saw Shadow! How did he survive?" Chris said to himself.

"He didn't say anything. Why was he acting so mysterious? There was always something weird about him." Knuckles said to himself.

"How do we know it isn't a trick? Maybe Eggman's trying to fool us." Amy said.

Later...

"Why are we wastin' the day asking ourselves questions that we can't possibly answer? Next time he turns up, we'll just ask him what's goin' on!" Sonic said but Cream and Cosmo just stared at him, while the others continued their deep thought. "What'd I say?"

On the Crimson Egg Cockpit Shadow stared out into space thinking about what had transpired earlier.

"Is that Shadow?" Chris said in a flashback.

"I don't understand how those strangers knew my name? They acted like they met me somewhere before. But when? And where?" Shadow said.

Decoe quickly slid his chair next to Shadow.

""When" is easy. It was when you were back in that other world." Decoe said.

So does Bocoe.

"As for "where", it was on Space Colony ARK. You sure have a terrible memory." Bocoe said.

Then Eggman stepped behind Shadow.

"It might be better for Shadow if his past stays forgotten." he said.

"What's that supposed to mean?" Shadow asked.

"Nothing."

"You're hiding something."

"Are you suggesting that I would try to deceive you? Why, I've never been so insulted in my entire life!" Eggman said and made waving motions. "Then I won't tell you anything!"

Rouge was sitting in Eggman's command chair.

"Dr. Eggman needs to to go back to bad guy school to brush up on his lying techniques." she said and saw something glowing on the radar.

Before she knew it, the Scarship warped in front of the Crimson Egg.

"Warp complete. Primary target identified. Launching attack now." the Scarship said and started blasting the Crimson Egg with some of its weaker weapons." Scarship said.

"Who's that attacking us?!" Eggman asked.

"It's a ship I've never seen before! It came out of nowhere!

As the ship stopped shaking, Eggman saw the culprit.

"A Metarex!" Eggman said and the Scarship opened fire again. "Shields up!" he said and a shield was projected across the entire ship as the Scarship's lasers impact it but the ship still shook.

"Its laser cannons are too powerful!" Decoe said.

"Our shields will not hold up for long!" Bocoe said.

"Go get it, Shadow! Destroy that ship and I'll tell you all about your past." Eggman said.

In space as the Scarship continued to bombard the Crimson Egg, Shadow appeared at the top of Eggman's ship, and leapt toward the Scarship.

"They're launching a counterattack. How pitiful." Scarship said and Shadow executed a spin, deflecting the Scarship's lasers. "Not bad." he said and Shadow impacted the Scarship, but no damage was done and he bounce off. "But it is useless."

"You think so?" he said and spun all across the side of the Scarship, looking for a weak point.

"You cannot harm me!"

On the Crimson Egg Cockpit.

"Well done, Shadow!" Eggman said.

"What kind of attack is that?" Decoe asked.

"I have no clue." Bocoe said and Eggman slammed buckets down on them.

"Allow me to demonstrate!" he said and hammered the buckets, causing the two bots to fall over. "As you can see, a series of rapid strikes on the ship's hull will create an intense vibration, which will shake the ship apart from the inside."

In space Shadow continued to bounce all across the Scarship.

Then he summoned a great amount of power, and slammed into the bow of the Scarship, knocking it back. The Scarship's eyes glimmer, and Shadow was revealed to have fainted.

"Gaah! Shadow can't fight anymore because he used up all his power!" Eggman said.

"He needs a jumpstart." Rouge said.

"I'm going to have to bring him back!" he said typing on a keyboard.

In space a claw extended out of the Crimson Egg and retrieved Shadow.

"Your silly games are over." Scarship said and fired a swarm of missiles at the Crimson Egg.

On the Crimson Egg.

"Now what are we gonna do?!" Bokkun asked.

"Fire lasers now!" Eggman said.

In space one by one, the Crimson Egg's lasers targeted the missiles but no damage was done.

"Oh no! Our lasers are destroyed!" Bokkun said.

On the Crimson Egg Cockpit.

"Launch all missiles immediately!" Eggman said. "Target that Metarex!"

In space both the Crimson Egg and the Scarship gave it all they have, the former taking more damage than the latter. Rouge left the Crimson Egg.

"Time to ship out. Bye!" Rouge said.

On the Crimson Egg Cockpit the ship had taken heavy damage.

"Gaaahh! Hurry up and get us out of here!" Eggman said.

"I am trying!" Decoe said typing.

"The engines have overheated, and they are not working!" Bocoe said typing.

"A missile's coming! Our shields can't stop it!" Bokkun said.

In space the torpedo completely destroyed the Crimson Egg.

"Now I will exterminate the hedgehog!" Scarship said.

On the Blue Typhoon Bridge.

"What?! A Metarex attacked Eggman?" Tails said.

Rouge was on the video screen.

"He didn't stand a chance. Take a look." she said over video and switched the view to the explosion that destroyed the Crimson Egg.

Cosmo panicked when she saw the Scarship.

"What's wrong?" Sonic asked.

"I know that ship! That Metarex attacked me and my clan!" Cosmo said and wept at the memory.

"Cosmo, we'll stop that Metarex!" Amy said.

"Fat chance. That thing was too powerful for even Shadow to defeat." Rouge said over the video.

"Whoa. It must be strong..." Chris said quietly.

"...I think we'd better retreat..." Tails said quietly.

"Are you kidding? We can't let him win!" Amy said her hands on her hips, surprised.

"I just want to pull back temporarily. I don't think we should take that thing on until we have a chance to analyze it and come up with a plan to blow it away!"

"I agree. We have to think this thing through." Knuckles said.

"That'll be a first!" Amy said.

"I'm only trying to use my head."

"Then we might as well give up now."

"She's right." Rouge said over the video and the video ended.

"Shadow..." Chris said.

"Don't worry about him. He's a survivor. Am I right?" Sonic said.

Chris nodded.

"Shadow made it through the battle on Space Colony ARK. He must be okay." he said to himself.

"Let's get going while we have the chance!" Knuckles said.

"I say we stay!" Amy said.

"We'd better decide now. There's something big heading this way." Tails said and a colorful blob appeared on the radar, heralding the Scarship's presence. "It's coming out of warp space."

Sure enough, the Scarship appeared.

"I swore I'd destroy it. But... I can't risk their lives." Cosmo said to herself and Tails' eyes shimmered at the sight of the Scarship. "Tails, get us out of here now!"

"But Cosmo, you're the last one here who would want to retreat. That Metarex is responsible for wiping out everybody you cared about. Now's your chance to make that ship pay for the pain and misery it caused you!" Amy said.

"I can't. I want to fight that thing alone, Amy." Cosmo said. "I'm willing to risk my life to battle Metarex, but not yours!" she said and wept.

"...Sooner or later, we'll have to face it. And there's no time like the present!" Sonic said.

Cosmo looked up in shock.

"All right then." Tails said.

"I still think it's a long shot, I'm willing to try." Knuckles said. "Let's do it!"

Chris nodded.

"I'm glad you see it my way." Amy said.

"We can win!" Cream said.

"Chaaoo!" Cheese said.

Still teary, Cosmo stood up.

"This means so much to me. Thank you all." she said delighted.

Everyone gave thumbs-ups, and Sonic and Amy winked.

In space the Scarship sized up the Blue Typhoon.

"This battle is already over." Scarship said and opened fire.

On the Blue Typhoon Bridge.

"Raise all shields!" Tails said.

"Right!" Cream said.

In space a shield projected around the entire ship blocked the attacks.

"They're only delaying their destruction." Scarship said unloaded a swarm of missiles.

On the Blue Typhoon Bridge.

"There's no turning back now. Ready?" Tails said.

"Okay, let's go!" Amy said.

"Just give me the word." Knuckles said.

"Are you ready to go, Chris?" Tails asked.

"All set." Chris said.

"Let's go for it!" Sonic said.

In space the Typhoon flew away from the Scarship.

"What are they up to?" Scarship asked.

"Expand the shield! Change to cloaking mode!" Chris said.

The shield was greatly expanded.

"So, they think they can hide." the Scarship said and fired into the void where the Typhoon was supposed to be. "But these seeker missiles will find their target." the Scarship said and fired two missiles in the general direction of the Typhoon.

They traveled just wide of the ship.

"I'll unleash my entire arsenal against them!"

Then it fired with everything it has. Chris hated to do what he was about to do, but he ejected various items out of the ship.

"That debris is made to convince me that I destroyed their ship, but I haven't... yet!" Scarship said and fired five missiles at the Typhoon.

Now that the Scarship knows the location of the Typhoon, it fired all its weapons.

"I will destroy that ship. I'll keep firing missiles until it's obliterated!" Scarship said.

Knuckles was revealed to be hiding inside a floating locker.

"All clear." he said.

Then he, Amy, and Sonic used jetpacks to fly out of the locker.

"That Metarex saw through our trick, but it didn't realize it was a double trick! Let's go junk that Metarex!" Sonic said.

Knuckles and Amy pushed the space junk into piles.

"Enough of these games! I'll fire all my missiles at once, and wipe them out with one big bang!" Scarship said.

Knuckles and Amy had done their work. The space junk was now clogging the Scarship's weapons.

"Huh? Why can't I fire?!"

The three Mobians stood at the front of the Scarship.

"This Metarex is in a real jam now!" Amy said.

"I can blast right through it!" Scarship said and glowed red.

"Let's get outta here!" Knuckles said and they flew away from The Scarship as it tried to fire its weapons, but the space junk caused them"

"It's a really bad idea to fire your weapons when your missile tubes are clogged up." Amy said.

"Now that you can't fight anymore, your only choice is to surrender!"

The Scarship bearded down on them.

"Never!" Scarship said.

The three Mobians flew out of the way.

"Aah! It's gonna crash into the Blue Typhoon!" Sonic said as the Scarship flew toward the Typhoon.

"Tails better move it!" Knuckles said.

On the Blue Typhoon Bridge.

"Engines up! " Tails said and the Blue Typhoon powered up its engines. "We don't have enough power to get away in time."

"Routing all power to the engines.

In space the Typhoon backed up, but the Scarship was still faster.

"Oh no! They won't get away fast enough!"

"The one way to get enough power is to use the Master Emerald at full force, but only I can do that."

"Look out!"

On the Blue Typhoon bridge the Scarship, which was far larger than the Typhoon, was about to crash.

"It's no use! We're gonna crash!

"It's all over!

Cosmo and Cream were scared for their lives.

Suddenly the Scarship was knocked backward and everybody saw Shadow standing on the hull.

"It's Shadow!"

In space he spun toward the Scarship, executing the same tactic he used before slamming into it all over.

"You should never underestimate that guy."

"But why wasn't Shadow destroyed with Dr. Eggman?"

The Crimson Egg descended from above.

"I'm like a bad rash. You can't get rid of me!" Eggman said and laughed.

The Crimson Egg.

"Metarex missed me!" Eggman said.

It was revealed that a slot where the Eggman logo was opened up, and the missile flew through and out the other side.

In space.

"As usual, I used my brains and showed that missile the door." Eggman said and opened and closed the slot for proof.

Knuckles waved his hand.

"It's lucky for you you don't have to fit your head through there."

On the Crimson Egg.

"Even more brilliant was the way Dr. Eggman faked an explosion by using a smokescreen." Decoe said.

"While the smoke was hiding us, we warped away to a safe part of the galaxy." Bocoe said.

In space.

"Hey, Sonic was just here! Where did he go?" Amy said.

They looked down to see Shadow running on the hull of the Scarship. Sonic joined him.

"Somethin' tells me we're thinkin' the same thing. If we destroy the engine room, this Metarex'll be out of commission for good!" Sonic said.

"I didn't ask for your help, so stay out of this!" Shadow said.

"I see you haven't lost any of your charm." Sonic said and they ran inside its engine.

"You certainly are persistent, stranger." Shadow said.

"What do you mean, "stranger"? Don't you recognize me, Shadow?" Sonic said.

'What's going on with him?' he wondered.

They split up and headed down different passages. The Scarship cried out as both its engines were destroyed. They emerged from the inside of the Scarship, which was now on fire.

"They did it!" Knuckles said.

"If you agree to surrender now, we'll agree to help you put out those fires." Amy said to the Scarship.

"I'll never surrender or give up my mission." Scarship said and Cosmo looked on in dread.

"What's your mission, anyway?"

"To destroy Sonic and Dr. Eggman no matter what it takes."

It started pulsating in a light blue glow.

"What's it doing?" Knuckles wondered.

On the Crimson Egg a monitor flashed DANGER.

"That Metarex is trying to blow us all away by self-destructing!" Eggman said.

"Let's go, Doctor!" Bokkun said.

"It's too late to get away!"

In space the Scarship started to explode.

"What do we do?" Sonic asked.

"We need to buy some more time!" Shadow said and used the power of the red Chaos Emerald.

Then the Chaos Control burst froze the Scarship in time.

"What'd you do?" Knuckles said.

"I stopped time from advancing around the ship. We have ninety seconds." Shadow said.

On the Crimson Egg.

"All right, now, count down with me!" Eggman said.

"88, 87, 86..." they said together.

In space.

"If you want to disarm it, you better hurry." Shadow said.

"Right." Sonic said. "Come in, Tails." he said on comlink.

On the Blue Typhoon.

"We'll use the Sonic Power Cannon. Come to the ship as fast as you can!" Tails said on comlink.

"That Metarex' armor is strong." Chris said.

"Yeah, I know, Chris, but we can use a warp field to make it weaker."

"Right."

On the Crimson Egg Cockpit.

"64, 63, 62..." Eggman, Decoe, Bocoe, Bokkun said.

On the Blue Typhoon bridge.

"Warp field driver is all set, Tails." Chris said.

"Prepare to set down a warp field to surround the Metarex." Tails said.

"Roger."

Then a warp drive field was fired out of the cone of the Typhoon. It striked the Scarship.

On the Crimson Egg.

"44, 43, 42..." Eggman, Decoe, Bocoe and Bokkun said.

In space the Sonic Driver was prepared, and it is charged.

"Route all energy to the power cannon! " Tails said and Sonic ran inside and landed on the spin platform.

"We have full power!" Chris said.

"Load cannon!"

"Sonic, get set for launch!"

"Ready!" he said and started his spin.

"Fire the cannon at my command! Targeting Metarex!" Tails said and the targeting computers locked on to the Scarship. "Sonic Power Cannon, fire!" he said and the cannon charged with energy.

In space Sonic was launched out of the Sonic Driver.

"Five! Four! Three! Two! One! Zero!" Eggman, Decoe, Bocoe, Bokkun said together.

The Scarship was glowing rainbow colors as a result of the Sonic Drive. Sonic impacted it with crushing force. At long last, the Scarship was ultimately destroyed.

"That ship was one of my most powerful Metarex. How did they defeat it?" Dark Oak said.

In space.

"Thanks for saving us, Sonic! You'll regret it!" Eggman said and laughed.

Rouge returned to the Crimson Egg as it flew away. Shadow stood on the hull of Eggman's craft. Sonic watched them go from the outside of his own craft.

On the Blue Typhoon silence fell the bridge.

"I finally got even with the Metarex that wiped out my clan. I wish I could be at peace now, but there are more Metarex out there, and more planets in danger. I have to keep fighting until the galaxy is safe again!" Cosmo said to herself while the Blue Typhoon flew on.