Breathe in. Breathe out. Don't panic.

Okay. So Tails was standing in a creepy forest effectively frozen in time, and beyond that stasis barrier or whatever it was, the entire planet was… dead. This was fine. It was an alien planet, of course it was going to be weird. He just… hadn't expected this kind of weird. It was fine. Tails took a deep breath, then let it out. Creepy frozen forest. Dead planet. Nothing to worry about.

Tails whipped around at a sudden burst of noise behind him. He smoothed down his fur with effort and pointed an accusing finger at the cyan Wisp he'd forgotten was there. "Stop doing that!"

The Wisp just chirped merrily, seeming almost amused. Tails sighed. He was way too jumpy. Maybe it would have been better to stay in Eggman's weird resort instead, at least that wouldn't have been so… alien. But no; he scolded himself for the thought. He was a scientist, wasn't he? He needed to figure this out. And he would. He'd just… find Sonic first. Regroup, then find answers. Yes, that was a plan.

The Wisp chittered again. Tails shook his head and turned to try and find his way back to the resort. His ear twitched at another burst of chittering. But… it was coming from off in the trees, not behind him. He glanced back to see the Wisp still hovering next to his shoulder. There was more chirping from farther away.

"What—?"

And then he was attacked.

Well, okay. "Attacked" was a strong word for it, since they weren't actually trying to hurt him, but he didn't know that, and so his terrified shriek was perfectly justified, thank you very much. It was one thing to know logically a species couldn't be a single individual, another to be assaulted by a horde of chirping cyan aliens, all swirling around him, filling his ears with musical chittering and sending energy buzzing through him with every contact.

"Hey, hey, give me some space!" Tails protested, waving his arms.

The Wisps obediently darted up into the air, chattering to each other. Tails squinted up at the… flock? What was a group of Wisps called? A chorus? His fingers itched to grab the Miles Electric and scan the group, see what differences there were Wisp to Wisp. He noticed many of them lacked the orange tips of the first one he'd met, or had them in different colors, and there seemed to be some variation in horn shape. Who knew what other differences there might be below the surface? But the creatures only backed off for a moment, then immediately darted around him again before he had the chance to reach for his device. He stumbled as one of them bumped into him, sending another burst of energy through his body. Another grabbed his gloved hand and tugged him towards the trees.

"What is it now?" Tails asked, futilely trying to shoo the aliens away.

One of the Wisps chirped impatiently and jerked its tentacle towards the trees. Was it… pointing? Tails tried to think if they could have seen him or Sonic do a similar gesture, but he was interrupted by another shove from behind.

"Alright, alright, I'm coming," he grumbled.

Tails started walking the way they had indicated, and the Wisps happily swarmed after him. At least they were moving away from the wasteland area. He tried not to think too much about whether they were sentient enough to plan a kidnapping, or what he'd do if they were. Could he fight them? He didn't know anything about them. Did they have weaknesses? For that matter did they have any natural defenses? They didn't even seem to have mouths.

Tails was distracted from his thoughts about alien abductions when he saw something shiny and distinctly non-organic ahead. He broke into a run, the Wisps zipping along beside him, and skidded to a halt in front of the strange object. He frowned as he saw what it was. A… tree, made of metal. Tails walked around it slowly, furrowing his brow. It looked like an Eggman construction, but with what purpose? Decoration? Distracted, Tails yelped as his shoe caught on something sharp and pointed. He jumped back, tugging free, then stared in bewilderment. Metal grass. What would Eggman need with metal grass?

Looking around, Tails saw more of the false plantlife stretched ahead of him. Grass and trees and flowers, the same as in the jungle he'd been exploring earlier but… metalized. Had Eggman made all this? Why? Tails looked over his shoulder to see the Wisps hovering at the border between the organic jungle and its metal mirror. One of them warbled quietly. It sounded almost… mournful.

Tails took out his Miles Electric, using it to scan the fake plants. He knelt at the border while the scan completed, studying the place where the metal met the organic life. There was something strange about it, almost like… Tails leaned in to get a closer look, then jerked backwards in surprise. There were plant stems that were only half metal. Almost like it was—

He glanced down as the Miles Electric completed the scan, confirming what he suspected. These weren't metal trees constructed for decoration. They were organic trees turned metal. Was this really Eggman's doing? How? His first thought was some sort of metal coating, but there was nothing on his shoes or gloves where he'd touched the plants. It wasn't affecting him at all. Eggman had never tried anything like this before—no, that wasn't quite true. Hadn't Sonic described something like this on Little Planet?

Tails raised his eyes to look into the metal jungle. It was as eerily still as the organic jungle, but at least here there was an explanation. The metal was spreading, wasn't it? So there must be a source somewhere farther in. Would it spread beyond the edge of the jungle to overtake the wasteland as well? Was Eggman planning to turn the entire planet to metal? No wonder the Wisps had been so insistent. They were already trapped within their little bubble of jungle; if that was taken away too…

"I'll figure this out," Tails promised, looking up at the Wisps. They only stared at him, unusually quiet. Tails gave them an awkward thumbs up, then took off into the jungle.

Navigating the metal plants proved tricky. He had to watch each step to make sure he didn't stab himself. "Blades of grass" took on a whole new meaning. Still, he managed to get through the jungle with minimal scrapes and bruises, following the biggest electrical signal he could pick up on the Miles Electric. That had to be the source.

Tails finally emerged onto smooth pavement. The noise of construction reached his ears, a blissful reprieve from the eerie quiet. No longer worried about impaling himself on a stray leaf, Tails took off, rising into the air to get a better look at his surroundings. On the nearby paths ahead he could see badniks, armed and waiting. He cocked his head. They looked like they were guarding something, but what? His ear twitched at the sound of a low thrumming. A generator?

Tails flew over the badniks, easily dodging their few airborne attacks. His eyes landed on a large, bulky shape set low to the ground, surrounded by a spider web of paved paths. It looked like a grey pyramid with a yellow light glowing at the top. A constant rumbling of machinery emanated from inside it. Fences surrounded the strange building, all branded with yellow and red warning signs and threats. Wires crawled over and under the fences and spread in all directions. One door in the side of the structure let out a steady stream of shining Egg Pawns, while another door admitted other robots carrying pieces of construction materials. Tails landed carefully on a higher path, away from any badniks, and crouched to the ground. He squinted down at the structure. Was it a factory? A generator? It seemed to be at the center of the spreading metal. Maybe if he got inside he could figure out what it was doing and just what Eggman's master plan was here. How much security would there be?

This time he didn't jump at the sudden chirping next to his ear. Evidently the Wisps had caught up, and now they were clouding around him. They seemed to be fixated on the structure, several of them making the discordant sounds he was learning to equate with hissing.

"I'm guessing this is a bad thing, then? Do you know how to get in?" The Wisps chirped, and one of them glared at the neary badniks. "Alright," Tails sighed. "I guess I'll have to handle it myself."

He was about to fly down when he heard a familiar whoosh from below. A familiar blue blur streaked past on a different walkway, neatly dodging the badnik's attacks. Sonic skidded to a stop and looked up at the strange structure for a minute before turning as if to run off. Was he just going to leave this thing here?

"Hey, Sonic!" Tails called, jumping up.

His brother whipped around, then grinned and waved. "Hey Tails!"

Tails took off, flying down to join him. "Where're you going?"

"I was going to look for you."

"Oh, so we could destroy this thing?" Tails guessed, looking up at the structure. "I think it's turning the jungle into metal. The Wisps really don't like it. I was going to try and figure out a way in but having you here will make things way easier—"

"I already went in, actually," Sonic interrupted.

Tails blinked at him. "You—what?"

"I broke in through a back entrance," Sonic said, jutting his thumb in a different direction. "I smashed up a bunch of the stuff inside. I just didn't want to destroy it completely in case it was powering the portal back."

"Oh." Tails hadn't thought of that. "I… guess that makes sense." He glanced back towards the structure. "Still, are you sure it's stopped… whatever it was doing? Maybe I should go check."

"You can if you want," Sonic shrugged. "But there are six other planets. Wouldn't it be better to get to those? They won't all be as easy as this."

"Yeah, I guess you're right," Tails agreed slowly. He wasn't sure why he felt so hesitant. This place was creepy. He'd be glad to get back to the space station; at least there he knew what to expect. And besides, he trusted Sonic. "Do you know the way back?"

"Yup! It's this—hey!" Sonic jumped back as several of the Wisps flew in front of him, all hissing harshly. Sonic backed up, raising his hands in an appeasing gesture. "Hey, chill." The creatures glared at him a moment longer before abruptly darting away

"They don't seem to like you," Tails observed.

"Way to treat the guy who saved your planet," Sonic said, rolling his eyes.

Tails shook his head. "They're really weird. One minute they act all friendly, and the next they start hissing and glaring."

"Weird." Sonic grinned at Tails. "Well, since they're evidently not gonna thank us, I guess we might as well head back. Race ya!" He took off down the path, leaving Tails to yelp a "not fair!" and take off after him.

Tails was relieved when they arrived to find the portal still open, waiting patiently in the air where they'd left it. Sonic, typically, jumped through without hesitation. Tails paused a moment before going in. He felt like he was missing something…

His eyes drifted to the nearby pathways, just visible from his vantage point, and his brow wrinkled. Had… had that palm tree always been made of metal? He felt something cold shiver down his spine, but quickly shook off the feeling and stepped through the portal after Sonic. He was just imagining things. They'd stopped the generator. Sonic had said so. And what reason did Sonic have to lie?