BGM-Lego Marvel Superheroes 2 OST-Main Theme / Title Screen

Spider-Man: Look out! Here comes the Spider-Man! The Battle for Solkaria had just begun and we're doing pretty good for the most part. One of the Sonics is protecting Elise from some Masked Hedgehog, while the other is taking on Lyric pumped with Solaris energy. He better be careful. We just lost Clover to that snake. What the?! Where did that skeleton cloud monster come from? Mephiles, you really need to give us a break!

BGM End

Act 2 Issue 11: Chronos Corps Assault (Part 3) – Despair

Lyric's Airship

BGM-Sonic Boom: Shattered Crystal OST-Lyric's Airship

The battle inside Lyric's Airship have taken a turn for the worse. Clover Ebi was just killed by Lyric after amplifying his Sol Power, turning himself into the fiery Sol Lyric. With this new destructive power, he captured the Avengers and remaining Ace-Ops that were foolish enough to come and confront him in his own home. No matter how hard they try, they can't break themselves free from the glass sphere. It's up to Boom Sonic to save his friends, as he pursues the flying snake through the massive ship.

"Let go of my friends, Lyric!" Sonic demanded with a stern glare.

"If you insist!" grinned Lyric, maliciously dropping the pod on a half-pipe that's rolling down at dangerously high speeds. Lyric flies away laughing maniacally, while Sonic accelerates to keep up with his captured friends.

It's a race against time as Sonic and his screaming friends come head-to-head. From bouncing off bounce pads to grinding on grind rails, Sonic encounters many dangerous obstacles such as Destruction Troops trying to slow him down, with little success. Meanwhile, his friends continue to scream for their lives, desperately wanting this ride to stop.

"Is this what you people refer to as a roller coaster?!" Young Salem jokingly exclaimed.

"We usually never ride one so dangerously FAST!" Agent Venom retorted.

"HEY HEDGEHOG! What're you doing slowing down!? At least TRY to prove you're as fast as me!" Harriet Bee provokes the blue blur to hurry to their rescue.

"Somebody has an ego that's blinding them to their awesome better!" Sonic quipped.

The blue blur picks up the pace, unleashing a Sonic Boom that propels him beyond the sound barrier and outspeed his rolling friends in a blink of an eye. The chase ends once Sonic drops on an arena platform. "Booyah! First place!" He boasts, quickly getting serious upon noticing his friends stopping in front of his eyes, "Hold on, guys! I'm coming!"

"You're not going anywhere!" exclaimed Lyric, rising in front of him for their final showdown, "You and I still have some unfinished business!"

"You REALLY need to let go of this 1000-year-old grudge. It's not healthy." Sonic joked.

"Your death will be my cure!" said Lyric, summoning pillars of beams from the sky to attack Sonic with.

"Therapy would be a preferable option!" quips Sonic, narrowly dodging the beams.

This powered-up Lyric is nothing to joke at, and one that is hard to reach with him always hovering in the air. He easily repels an attack from Sonic with his forcefield before knocking him back further with a rocket punch. But it'll take more than that to keep Sonic down. The Blue Blur bounces off another rocket punch, which somehow deactivates his forcefield for a Homing Attack that pushes him back a little.

"I knew you were always weak, but that attack was laughable!" Lyric mocks his ineffective attack. He extends an arm, "Let me show you real power! TIME FREEZE!" activating an enhanced time power that freezes Sonic in place.

"Hey! That's my move!" Marrow complained, comparing his Semblance to his superior time power.

"Yours is limited by your worthless spirit, while mine is fueled by the LIMITLESS power of the Solaris System! Just like the ancient Chronoans, THIS Ancient can now tap into the powers of a GOD!" Lyric mocked.

With his blue nemesis frozen in time for a few moments, Lyric uses this advantage to rapidly blast him in a gatling gun fashion, ending with a fully-charged energy beam from his tail. Once time resumes for Sonic, he immediately receives all that pain right before being knocked to the ground from the receiving force of the final blow.

'Sonic, you doing hot?' All-New Cap asked through their comms.

"Frosty…" Sonic weakly quips, struggling to stand.

'Then turn up the heat! You know the old saying, "Fight fire with fire"! We'll keep supporting you through the comms so Lyric won't know.' Sam ordered, giving him his plan to counterattack.

Sonic smirks, "Roger that." before bursting out his Fire Mode.

Fighting fire with fire does seem to be evening the battle out. As soon as Lyric fires his homing rockets, Fire Sonic swiftly reflects them with kicks that transforms them into his own fiery weapons that weakens the snake for a ruthless fiery kick to the chest. Those attacks actually hurt Lyric, enough for him to angrily grunt, "Try as you might! Your fire will never exceed my own!" The fiery snake ignites the floor beneath Sonic's feet, causing an eruption of flames that blow him into a brutal smack from Lyric's tail.

"Even with this tactic, Sonic's flames are mostly ineffective against Lyric's. It won't be long until he is overpowered again." Vine Zeki stoically commented.

"We could REALLY use Clover's luck right now…" said Elm Ederne, still mourning the loss of her leader.

"We don't NEED luck, or to simply overpower him. What Sonic needs to do is to use Lyric's OWN flames against him." Sam advised his team, "'Fight fire with fire'. Doesn't mean you have to solely use your own flames to fight back. They just help a little."

Meanwhile, Sonic bombards the snake with fiery Homing Attacks until he is provoked enough into speeding himself up with his time power and brutally deflects the hedgehog to the ground. "Urgh! Had enough…?" Sonic mockingly asked, while being a little weak.

"Oh yes. I had a blast playing with you." quipped Lyric, borrowing a move from Time Eater as he creates a sun-like sphere that he lifts with both hands above his head, "Time I finally BLAST you into atoms! SUN BURST!"

The evil Ancient hurls the large fiery sphere down at his foe, consuming him as he screams in pain. His friends look worried, while Lyric looks happy at his victory, seemingly. His victorious smile sharply turns into a surprised frown upon witnessing Sonic saving himself by using his own Fire Mode to absorb the flames. All of the fire from his Sun Burst, transferred into his own fire, increasing his powers to amazing new heights for one finishing blow.

"Whew! That was hot! Now it's my turn to crank up the heat!" Sonic smirkingly quipped at his stunned nemesis.

The fiery hedgehog revs up a Spin Dash until it reaches maximum power. The split-second he did, he spears through the air at high speed like a comet of flames thanks to his enhanced Fire Mode, until he smashes into Lyric with the full power of his Fireball Spin Dash.

BGM End

"NOOOOOOOO…!" screams Lyric, losing his Sol Aura from his defeat the second he impacted the ground with enough force to knock the pod containing Sonic's friends towards the hedgehog. With a single strike from his Homing Attack, the pod breaks open whilst in midair, freeing the friends as they and Sonic land together next to the defeated Ancient.

"WOOHOO! I SMOKED that snake!" Sonic celebrates his victory with a little breakdance.

"You did it!" A smiling Marrow happily thanks the hedgehog for saving them.

"Good job, Sonic." Sam also thanks him with a smile.

With Lyric finally defeated, the engines of his ship begin shutting down while the groaning snake crawls away from the heroes, "I'm glad reptiles can regenerate their parts…" He doesn't get far, thanks to Elm brutally stomping on his tail then Harriet knocking him unconscious with a single kick across his glass head sphere.

"Count yourself lucky you don't have a neck that can be snapped." Harrier sternly mocks the unconscious snake.

While Agent Venom web-ties the unconscious Lyric, he says to the Ace-Ops, "Must be glad we avenged your friend's death."

"We may have gotten along with Clover and vice versa, but we weren't exactly friends. Co-workers at best." Harriet claimed.

"No need to be shy. You can admit you were good friends." The smiling Sonic teased.

"I'm not shy about anything!" Harriet retorted with an annoyed glare shot at him.

"Uh huh." quipped Sonic, seeing through her lie.

"Lyric's defeat should disrupt their chain of command, meaning this war is ending in our favor. Let's grab Clover and Lyric and report back to base." Sam said to his team.

"We might encounter a slight delay." said Young Salem, standing next to a window.

"What makes you say that?" Sam asked. Everyone joins Salem by her side to look at what she spotted through the window. And it wasn't good. The entire New City portion of Solkaria lies in ruins, flooded with darkness thanks to the newly-created Alioth that continues to rampage through the kingdom. "Oh. THAT could be a problem." quipped Sam, visibly horrified at the ruins.

"What did we miss? What IS that thing flying through the kingdom?" Classic Knuckles asked.

Salem replies with a grim, "A creature formed from darkness that hungers for destruction, not unlike the Grimm. I recognize this form of darkness, even from this distance. Do you?" She shoots a serious glance at Agent Venom, knowing he can sense this vile darkness as well.

"Yeah. Symbiote-Sense is going off the charts. Such rage and negativity…" Flash narrows his stern eyes at the creature, "There's only one thing that can create something like this…One Devil…" He sensed Alioth was created by Mephiles, all the more reason the group needs to head back immediately and help in destroying it.

Solkaria Command Center

BGM-Shadow the Hedgehog OST-Preparation for Ritual

The central control center of the city and its military, located underneath Atlas Academy. The Chronos Corps are shown on various holoscreens, as well as a map of locations around Solkaria that have been attacked by the Chronos Corps. Two Solkarian Captains are talking to each other at the back of the command center, until they notice an injured General Ironwood entering through a door.

"Sir! Are you alright?" One of his Captains asked, checking if he's okay.

Holding on his injured right arm, Ironwood grunts, "Good enough…Can't say the same for the Academy. Whatever that monster is, it hit us hard and it hit us fast. What's the status on the battle?" He asked them, implying that Atlas Academy was just destroyed by Alioth.

A Captain gives a salute as he gives his report, "Our forces were scattered upon the emergence of that Cloud Creature, leaving us vulnerable to ambushes. Doctor Doom 2099 and Cinder Fall seem to have retreated from battlefield. We were successful, however, in capturing Abomination and Lyric, but at the cost of Clover Ebi."

Ironwood lowers his head, taking a quick moment to mourn the loss of one of his best men before switching to another serious topic, "And what of evacuation? And the Princess?"

"Sable International finished evacuating the populace to the safety zone. In the meantime, the Princess's escape vessel has been attacked by the Chronos Corps. Silver Sable and several Avengers are among those currently resisting them from taking the Princess." reported the other female Solkarian Captain.

"All that leaves is that monster…" muttered Ironwood, before giving a stern look at his captains, "Alert all surviving field commanders! Mobilize all Mech battle sections to target that Demon Cloud! Send some backup to Elise's ship! Prepare all weapons to fend off the small fry! Prepare the anti-terrorist mobile weapon, ATLAS SUPREME!" He ordered with a clenching fist.

"B-But that's still incomplete…!?" The male Captain retorted nervously.

Ironwood angrily swings his fist on the air exclaiming, "I don't care! I will board it! The Princess's life and this kingdom will be protected by us to the bitter end!"

"Of course, sir!" The pair of officers saluted before leaving to spread the word and prepare for what could possibly be their last stand against the Chronos Corps.

Ironwood draws his black gun and works the top part to lock and load it for combat, "Mephiles! Damn you! God or Devil, nobody messes with my kingdom and lives to tell about it!" He muttered, sternly eager to kill Mephiles with his own hands.

BGM End

Solkaria

Under the orders of Ironwood, the Solkarian Military have their final stand with the rampaging Alioth using the strongest weaponry in their arsenal, only for their weapons to have little effect before annihilation. Attacks blasted from multiple beam turrets and burrow guns fail to slow down Alioth before it charges through the buildings they're stationed on. Rockets fired from a squadron of Solkarian Paladins just signal them to be munched on. Wispons seems to be working, slightly, just enough for the monster to angrily blast those soldiers into ashes.

BGM-Super Dragon Ball Heroes OST-Creepy Space Tree

The battle. The angst. The destruction. All of it is being watched by Mephiles standing atop a skyscraper, from a distance where no one can spot him enjoying the bloodshed caused by his pet. "Keep rampaging, Alioth. Give the humans the despair they deserve. Soon…This site of my great failure will be erased, as will the heroes that command chaos." The Dark Devil chuckles, "I have learned much of their abilities, and I will learn more from this fight. Then, when I am reborn as Solaris, I will truly be ultimate."

BGM End

"Now I understand."

"Hm?"

In a swift instant, Mephiles turned around in time to catch a powerful punch from his old nemesis, Shadow the Hedgehog, attempting an ambush. "To become stronger and prevent another defeat, you absorb the shadows of the strongest in this Rift while pitting them to fight at their peak, right?" Shadow deduced the demon's plan.

"That's EXACTLY!" admitted Mephiles, transforming into his malicious Dark Chaos Boost mode as he swiftly swings a kick that Shadow backflips away from.

BGM-Super Dragon Ball Heroes OST-Assault

The Black Hedgehog kept backflipping until he lands in front of his own team, consisting of Rouge the Bat, E-123 Omega, Summer Rose 2099, Lady Phoenix, Ragna the Bloodedge, and Hyde Kido. All of them were assembled by Shadow, with the singular purpose to hunt down and defeat Mephiles by any means necessary.

Despite being outnumbered by heroes that are quite formidable on their own, Mephiles remains eerily confident in his strength. "Unlike humanity, I LEARN from my past to never again repeat such defeats. Solkaria has to be destroyed because of its former identity as Soleanna. Once Elise's Time Factor is extracted, she will join her kingdom in oblivion for their crimes against me."

"Your fault for being so weak to be used in the same experiment in two timelines!" Shadow quipped.

"You don't find that as a coincidence? Some fates are meant to be repeated to ensure one's destiny triumphs over them all." said Mephiles, implying that Solaris might've secretly orchestrated the creation of Project PEGASUS to ensure his revival in this new timeline.

"How very thoughtful of you. A God of Fate that refuses to give everyone but himself a happy ending." Ragna snarked.

"Is it too hard for you to give humanity a chance to be happy?" Lady Phoenix asked her evil brother.

Mephiles calmly answers his sister, "I am the destroyer. You are the creator, Phoenix. It's all about balance. Humanity threatens that balance with their chaos. War, segregation, hatred. Their natural impulses that can't be controlled. Enjoyable to watch them slaughter each other, until that freewill dominates the cosmos. Mankind has been judged by my hand and my hand alone. They do not deserve to live, and I will give them punishment personally."

"What did you say!?" Phoenix sternly retorted.

"And if you continue to support humanity, sister…I won't show any mercy!" Mephiles declared.

"Neither will I!" retorted Shadow, transforming into his Chaos Boost mode that doesn't faze his nemesis at all with the immense energy he's radiating.

"Hmph. An insignificant power-up. You becoming stronger only proves that I can evolve too. That's because I'm also…Shadow the Hedgehog." Mephiles expressively claimed.

"As if I'll allow some faker become stronger than me. Now then, let's have it OUT!" Shadow yells out, right while charging his team into battle with his dark clone.

BGM End

The moment Mephiles and Team Dark collided, their clash erupted as a massive explosion in the size of a mushroom cloud that can be seen from the other side of the city. The sudden clash of powers was sensed by Scarlet Witch, who's hanging out with Silver, Amazing Spider-Man, Modern Tails, Hulk and Penny as they recover from Alioth's surprise attack on a rooftop.

"Several great powers just…" The shocked Scarlet Witch remarked.

"I felt it too. Seems there's another big fight going on." Silver commented.

Suddenly, Spider-Man senses imminent danger approaching their position, "As opposed to this little problem headed our way!"

BGM-Sonic X OST-Battle

At that frightening moment, Alioth charges at the heroes with a monstrous, "GROOOOOOR!" that forces them to flee right before it levels their rooftop. Teamwork proves to be effective against the beast, with Scarlet Witch stunning it with her chaos magic, followed by Penny solidifying it with her ice magic, while Silver gathered enough debris to form a giant fist that uppercuts the frozen cloud into pieces. Unfortunately, the Dark Elemental easily regenerates back into its original form before swatting Silver like a bug.

"HULK SMASH SKELETON CLOUD!" roars Hulk, delivering a monstrous leaping punch that harmlessly passes through it.

"Be careful, Hulk! It's impervious to physical attacks while in that energy state!" Tails informed him, a little too late though.

Just as Hulk lands on a rooftop, both he and it are decimated by Alioth's mouth blast. Various projectile shots from the arriving Cable, Black Widow, Boom Amy, and Infamous Iron Man earn its unfazed attention as he forces them on the retreat with a massive tackle.

"Don't mind me! Just trying to cut your nails from this distance!" quips Spider-Man, swinging near Alioth while using his Chronoblade to unleash energy slashes that are quite painful to the beast, "Oh I keep missing! How silly of me! I'll try to scratch your back as long as you don't scratch mine, okay?"

Infuriated by the Chronoblade's power, Alioth deviously performs a new tactic. It opens holes in spacetime to surprise Spidey, with one opening near him as it protrudes black tendrils that tries to attack him but keep being sliced. But it was a diversion for its massive hand to pass through the portal and brutally grab the webhead before returning, squeezing the life out of him before letting him fall towards Alioth's hungry mouth. Too bad for it, powerful attacks from the incoming Winter and Elsa Schnee riding a summoned Sphinx and Manticore respectively distract it from its falling meal, while Weiss riding a Nevermore catches Spider-Man.

"Being saved by the Schnee girls. That's very cool." Peter punned.

"Save the ice puns for later and use that annoying big brain of yours to think of a plan." Weiss quipped.

"From what I could scan, that Giant Cloud Monster is a trans-temporal entity created from a corruptive chrono mixture of Dust and the cores of the Elementals." Peter proclaimed.

"Those element monsters we fought during our first year at Beacon? Thought the Military had them contained since then." Weiss recalled.

Peter retorts, "Not anymore obviously! Thing's now a proto-Time Eater! Tachyon weapons will just make that thing hungry for more instead of disrupting its DNA."

"So, how are we going to stop it?" A worried Weiss wondered if there is any hope in defeating Alioth.

BGM End

It's a massive battle between the Avengers and Alioth, with the monstrous latter holding the advantage. With just a roar, dark lightning bolts are summoned bombarding the battlefield, further devastating what's left of Solkaria and pushing back its protectors. Just when it's ready for another assault, Alioth is suddenly attacked by a swarm of missiles fired from a massive, multi-gunned Solkarian battleship solely piloted by Ironwood announcing, "Stand back, Avengers…!"

The heroes stare up at the battleship, with a gasping Winter looking very shocked as she recognizes that type of ship, "General, isn't that…?"

BGM-Shadow the Hedgehog OST-Diablon

Alioth just growls at its latest meal, waiting for Ironwood to make another move before savaging him. But what happens next is a surprise to everyone. The advanced battleship begins to reshape itself into another form. Slowly transforming into a towering weaponized robot that almost resembles a bulky SK-200, with an energy drill-like cannon for its left arm and a deadly claw for its right, confronting the equally-massive hovering Alioth.

"W-Wow. Somebody's a big fan of Transformers. And I mean BIG fan…" Spider-Man quipped, utterly amazed by how cool and imposing the giant mech is.

"Leave this monster to me." Ironwood ordered the heroes while piloting the kingdom's ultimate weapon, capable of striking fear into the hearts of almost every terrorist: The Atlas Supreme. With the mightiest machine under his control, Ironwood has it make a battle stance confronting Alioth, who's roaringly ready for this clash of titans.

BGM End

Above Dusty Desert Zone

BGM-Sonic Riders OST-Digital Dimension

At the same time inside Princess Elise's massive escape ship, Modern Sonic's team continue their heated battle with the mysterious Masked Hedgehog. Whoever he is behind the mask, his speed and power rivals that of the Blue Blur even in his Lightning Mode. Whatever fierce blow Sonic lands, it is immediately replied with a more ferocious attack from Masked Hedgehog. Their high-speed clashes intensify, until they reach a stalemate where both are blown painfully away from each other.

As Masked Hedgehog stops himself from skidding backwards, he is targeted by a hammer swing from Mario that he easily teleports away from to kick him down, right before Ruby dashes into the fight to smack the assassin away with her scythe. Knowing it'll take more than that to defeat him, it's time for Ruby and Mario to power up. The Scarlet Huntress taps into her lingering connection with the Black Vortex for a Cosmic Boost similarly to Sonic's, having her eyes constantly glow silver with pure light energy. The Red Plumber whips out a Fire Flower for himself to absorb, gaining new red and white colors whilst gaining the power to wield flames. So while Light Ruby shoots rapid bursts of light energy from her transformable gun at the Black Hedgehog, Fire Mario prepares to hit him with one deadly fireball.

After recovering from Ruby's earlier attack, Masked Hedgehog notice the onslaught heading his way. With impressive speed and seamless agility, he avoids Ruby's blasts in time to catch Mario's big fireball and convert it into a large Chaos Spear that he immediately hurls at the duo. "Mamma mia!" Mario exclaimed in horror, right before Ruby conjures a light barrier strong enough to block the Spear before shattering, leaving them vulnerable to a swift, teleporting brutal assault from Masked Hedgehog that knocks them out.

"SONIC THUNDER!" shouted Lightning Sonic from out of nowhere, unleashing his new power to hurl a lightning bolt from his hand to stun Masked Hedgehog for a Spin Dash that rams him through the battlefield. While this is happening, Hawkeye watches them from a recluse vantage point, readying his bow and arrow for his key role in this battle.

"Almost into position…" Clint muttered.

Now thoroughly enraged, Masked Hedgehog frees himself with a powerful Chaos Blast that knocks back Sonic so he could be brutally spin-stomped to the ground. The black hedgehog powers up his Dark Aura, charging up a Chaos Spear at Sonic's face point-blank range, ready to end him. Not unless Hawkeye has anything to say about it. With awesome precision, the avenging archer fires an arrow from a long distance that seamlessly explodes into a boxing glove that brutally smashes into Masked Hedgehog's mask, cracking it and knocking him off Sonic so the hero could destroy the mask with a finishing uppercut, knocking him out as he falls to the ground.

BGM End

"Yes! Nice shot, Hawkeye." smiled Sonic, as his teammates approach him for their victory.

"I aim to please." Hawkeye punned, sharing a bro-fist with the hedgehog.

The four heroes then surround the unmasked Hedgehog, who's beginning to regain consciousness as they are quick to recognize his true identity. "Hey. This guy looks just-a-like that other Black Hedgehog." Mario stated.

"Shadow?" A shocked Ruby said, recognizing this man as a version of Shadow the Hedgehog.

"Not our Shadow. If I have to guess, I say he's the Shadow from Scarf Me's world." Sonic proclaimed.

Suddenly, the heroes ready themselves as Boom Shadow the Hedgehog starts groaning and positioning himself, "What's going on…?"

"That's what WE wanna know! How did someone like you end up being a slave that wants to kidnap Princesses?" Sonic interrogated his alternate dimensional rival.

"Back off!" exclaims the annoyed Boom Shadow, jumping to his feet, "You're more annoying than usual. Actually, you're different from the Sonic I know. None of this is making sense. Last thing I remember I was talking to…" He then gives off a surprised, "Lyric!" implying that he was captured and forced to work for the Chronos Corps.

A smiling Hawkeye jokes, "Must've tricked you into wearing that Mask like how Eggman tricked you helping him create his video game."

"NO ONE messes with me and lives to tell about it." Shadow scowled. Then out of nowhere, the group hears and feels an explosion erupting from nearby, prompting the anti-hero to ask, "What was THAT?"

"That came from where Elise's escape pod was going through!" Ruby believed.

"Elise!" A worried Sonic immediately speeds off for his friend, with his own friends and Shadow hurrying to catch up.

It wasn't long until the group locates the flaming wreckage of Elise's escape pod. Someone or something just attacked it while the heroes were busy fighting Shadow, causing it to burst into flames that would be near impossible for anyone to survive in. "ELISE! SABLE!" Sonic shouted, watching the flames in despair. He remembers a timeline where Elise was caught in a similar situation, having been kidnapped by Dr. Eggman and died alongside him when the Egg Carrier crashed. Once again, it would appear history is repeating itself right in front of Sonic's sadden eyes.

BGM-Super Dragon Ball Heroes OST-Shadow of Death

Except, not entirely. Miraculously, Silver Sable survived the explosion but was blown out of the wreckage by her mystery assailant. "Sable!" Sonic exclaimed. But as the heroes hurry to check on her, a strange telekinetic force pulls a surprised Sonic into the air above the flames, so he may be caught by Stryfe who's also holding an injured, but alive Elise hostage.

"Stryfe!" Hawkeye exclaimed, recognizing the evil mutant clone.

Stryfe grins, "We knew there was a chance Shadow would be free from our control, so I took the liberty of finishing the job he failed to complete."

"Why don't you come down here and face me?" Shadow threatened him.

"Not interested. These two have Time Factors that are DYING to be extracted. The rest of you can go down with the ship." Stryfe quipped.

Explosions then begin going off in almost every section of the battleship thanks to the Chronos Corps' army. The ship catches fire while losing altitude, and in a few short moments will crash into the desert. But before Stryfe could leave with his hostages, he is suddenly ambushed by a hail of metallic feathers that forces him to drop Sonic. "What the-?!" The Chaos-Bringer reacted in surprise, wondering like everyone else who was responsible for that ambush.

"I've found you, Sonic the Hedgehog."

Everyone looks up to find none other than the Legendary Death Horseman himself, Archangel, hovering ominously, being the one responsible for saving Sonic in the nick of time. "You are…Angel?" A shocked Sonic recognizes the X-Man, even though he has become corrupted and turned to the dark side.

"Another Horseman has interfered yet again. Damn you, Father, doing unnecessary things…" scowled Stryfe, quietly cursing out his adoptive father for his constant interference in their plans as well as sending someone to save the heroes, just like how he sent Infinite to save them from Enerjak and Doom 2099 earlier.

Not wanting to waste any more time dealing with his enemies, Stryfe teleports out of the battleship with Princess Elise taken captive. "Princess Elise!" The worried Sable exclaims out her friend's name, feeling guilty for failing to protect her.

"I will track her down! The rest of you return to Solkaria and stop Mephiles!" Archangel ordered the heroes, apparently aware of all that's been going on in Solkaria.

"Why should we trust you? You're usually never good when you're blue." Hawkeye asked, suspicious of the dark minion's actions.

"You'll learn soon enough. Now GO!" shouts Archangel, leaving them with an ominous answer as he flies away in pursuit of Stryfe. Left with no other choice, the heroes gather around Boom Shadow as he's the only one with the ability to save them. With a simple use of Chaos Control, he teleports away along with his new allies, seconds before the Solkarian Battleship crashes into oblivion.

BGM End

Back in Solkaria…

BGM-Chaos Legion OST-Pledge Stage

It's Atlas Supreme versus Alioth in the battle of the ages. Ironwood pilots his giant mech with sensational efficiency, trading destructive blows with the violent time beast throughout the ruins of the kingdom. The battle is fierce, quickly approaching Phoenix Wright, Maya Fey, and Sticks the Badger as they humorously run away screaming for their lives. Weiss and Elsa come to their rescue on their flying summons, picking up Maya and Sticks respectively before leaving, strangely forgetting to also pick up Wright.

"Oh come on!" He complained, right before Ultimate Spider-Man swings to his rescue.

Atlas Supreme damages Alioth with several energy punches, right before blowing it back with a massive energy sphere. The attacks infuriated Alioth, charging at the mech with a vicious backhand smack that smashes onto a building before unleashing a powerful mouth beam upon him. Quickly, Ironwood rolls away from the blast to launch a swarm of missiles to starve the time beast away from him.

At the other side of the city, Team Dark continue duking it out with Dark Chaos Mephiles. Chaos Boost Modern Shadow fights him alone for a bit, fiercely bouncing off a street as his rival coldly follows suit. The Ultimate Lifeform then bounces off a street sign, avoiding the onslaught of energy blasts that are decimating entire city blocks before bouncing off a building to clash with Mephiles in the air before the dark clone kicks him to the ground.

Mephiles appears to have the upper hand in this fight, easily teleporting away from a slash from Ragna then instantly slowing down time to counter a follow-up attack from Hyde, knocking both swordsmen to the ground. Before he could kill them with a massive dark energy sphere, he is suddenly ambushed by a mighty fire raptor from Lady Phoenix. The ancient Avenger lifts up large chunks of the surrounding terrain with her terrifying telekinetic ability, then hurl them at Mephiles with pulverizing force, only for the dark demon to deflect them all with his own frightening psionic powers.

"Hell Bullet!" shouts Mephiles, restraining Phoenix inside a magical sphere space before hurling skyscrapers at her.

Quickly, Phoenix is freed by Summer's magic right as Ragna and Hyde leap past the rest of the skyscraper blocks, slashing them as they pass by while heading towards Mephiles. Together with the teleporting Summer and Phoenix, the four heroes strike the demon with all their power, knocking him through a series of buildings until he is met by Rouge and her deadly Screw Kick, sending him flying towards the direction of Shadow and Omega.

As the Ultimate Lifeform charges a Chaos Blast in his reeled palm, the Ultimate Badnik prepares his gatling guns for maximum carnage. "Eat this! FOCUS FIELD!" shouted Shadow, as the duo combine their strongest attacks at their flung foe.

Seconds before impact, Mephiles freezes time to recover himself and open a portal to swallow their team attack as time resumes. The portal reopens next to the duo, ambushing them with their own powerful attack.

Mephiles chuckles at their embarrassing defeat, right before he is surrounded by the teleporting afterimages of Summer, trying to distract him from Rouge's flying kick which is perfectly blocked by his evil aura. But that ambush was just another distraction for Summer, who warps in front of Mephiles to blind him with the explosive glow of her silver eyes. The light aggravates Mephiles, stunning him for a swift kick to the gut by Rouge, followed by Summer encasing him in ice and slashing him with high speed tornadoes that slam him to a rooftop.

As Mephiles tries to recover, he is suddenly frozen in time by a warping Shadow shouting, "NOW! CHAOS CONTROL!"

This is the moment they were waiting for. Their perfect plan to erase Mephiles from existence. Lady Phoenix appears right after her brother is frozen and uses her immense power to ignite him in a flaming display of cosmic fury. Light against darkness, and there is no light more devastating than the Phoenix's flames. While Mephiles is burning alive, it's time for Ragna and Hyde to deliver the finishing blow.

"Ready, kid? We only have one shot!" Ragna said.

"Ready! Let's go!" Hyde retorted.

As the swordsmen rush towards the immobilized demon, Ragna shouts, "BlazBlue, activate!" unleashing the full power of his mystical right arm. His blade turns into a scythe as his body transforms into a Grim Reaper-like figure shrouded in darkness. "BLACK ONSLAAAAAUGHT!" He exclaimed with such dark fury.

While at the same time, Hyde energize his Insulator into full extend, gathering all of his power into it for his, "RAGING ROAAAAAAAAR!"

All at once, the full-powered swordsmen unleash a simultaneous, final strike that completely obliterates Mephiles and the entire skyscraper they were all standing on in a massive explosion.

BGM End

Team Dark safely lands in front of the rubble as it appears they are victorious in vanquishing Mephiles from reality. "We did it!" Summer exclaimed with smiling joy.

"Not surprising. Between the Phoenix Force and those boys' immortal-killing weapons, there's nothing in ANY universe that can survive that. Not even Mephiles." Rouge smiled, stating that the combined power of the BlazBlue, Insulator, and the Phoenix Force could easily kill the most powerful of immortals.

Ragna mockingly scoffs, "For a Time God, he failed to save himself from meeting his own fate."

"Just to be on the safe side, can any of you check if he's really dead…?" Hyde asked, exhausted after using up so much power in that last strike.

"Scans indicate his energy signature has completely vanquished." Omega claimed.

"Can't even detect traces of his mind. Seems we really did erase him from reality." Phoenix supported her robot's claim.

"You're not upset we killed the dark side of your brother?" Ragna asked her.

"The Phoenix and Solaris always had a sibling rivalry that the latter usually dominates. It's refreshing to win once in a while." Phoenix smiled.

Though it would appear they won, Shadow is the only one not celebrating. He just stands there stoically, crossing his arms that he loves doing while thinking to himself. Rouge notices his somber attitude and sincerely asks, "What's wrong, Shadow? You don't seem too happy we beat your evil clone."

"Hmmm…Did we beat him? That seemed too easy." Shadow believed.

"Too easy?! He threw BUILDINGS at us and unleashed a time monster that's destroying the city! You can't tell me he was holding back!" Hyde exclaimed.

"I KNOW Mephiles. Remember that's he the mind of a god that existed for centuries in multiple timelines. He always has a trick up his sleeve to ensure his plans don't fail." Shadow stated.

"But even Omega and Phoenix state he was erased from existence. How could anyone survive the punishment we just gave him?" Summer questioned. But to everyone's surprise, a dark flash emits from deep beneath the rubble unleashing a malicious burst of energy that blows away the chunks.

BGM-Mega Man Zero 3 OST-Apocalypse Now (Remastered)

Rising through the energy stream is the menacing silhouette of Mephiles, who creepily opens his now glowing hot blue eyes. He emerges from the energy stream, revealing to his shocked enemies that he has transformed into a perfect form. His skin has become whiter, a paler metallic color. His head now protrudes dark antlers, while his body emits a devilish black and white aura. Yes, this is Devil Mephiles, the ultimate demon of darkness after absorbing countless shadows of Chrono World's strongest warriors.

BGM End

"What?!" Ragna reacted in utter shock of his survival.

"Impossible! How did you survive without us sensing you?!" Lady Phoenix interrogated.

BGM-Yu-Gi-Oh OST-Gozaburo Kaiba

Devil Mephiles laughs at their faces, mocking them with, "Have you fools already forgotten? I studied all your moves. Did you not think I was PREPARED for such an attack? The power of the Azure and Insulator are quite the nuisance. To counter, I simply conjured an illusion before your combo. So close, yet all you accomplished was wasting your energy. It'll be child's play finishing you off, just like how my pet will finish off that sorry excuse for a General."

Shadow glances at the current battle between Atlas Supreme and Alioth, "Ironwood-!"

All of a sudden, Shadow is impaled in the chest by Mephiles, right after he knocked out his teammates with new and improved time-skipping attacks in a blink of an eye. With a deadly kick, Mephiles sends his rival into the air, smashing him straight through Atlas Supreme before the Dark Devil himself pierces through its core like a cackling lightning bolt.

The sudden attack critically damaged the mech, causing Ironwood to grunt, "Power levels dropping!? Systems locked! What just happened-?!" Alioth then cuts him off, grabbing Atlas Supreme with its bare hands while using his mouth to absorb its energy whilst petrifying it.

"That beast is petrifying the mech by devouring time!" Infamous Iron Man exclaimed.

"General!" Winter shouted in increasing concern for her boss.

Back with Shadow, he endures his stab wound to recover himself in midair with his hover shoes and tries to punch Mephiles, only for the demon to mockingly phase through his attack like a ghost and kick him in the back. "Traveling across countless timelines, I've killed Shadows. And you're the hundredth I'm about to kill!" said Mephiles, pulling out an energy blade from darkness, "And then I'll finally be able to perfect your power as mine completely…"

With a single swipe from his blade, the Dark Devil opens a massive rift in space behind his wounded prey for all his enemies to bare witness. Approaching the battlefield via Quinjet, Boom Sonic's team are quick to spot the rift. And teleporting to the fight thanks to Boom Shadow is Modern Sonic's team, with them also noticing the rift as well as Alioth and Mephiles about to unleash their final strikes on their respective enemies.

"Shadow! Ironwood!" Modern Sonic shouted.

With the Atlas Supreme completely petrified and vulnerable to attack, Alioth prepares to charge up one massive energy beam that'll wipe the General from existence. With so little time for anyone to come and save him, Ironwood sadly lowers his head as he accepts his fate, but not before giving his final words to his friends and allies. "Avengers…I'm placing all my hopes into you. I trust you will avenge this kingdom and protect its people." He said, just as Alioth finish charging up.

"And that's checkmate. Shatter with your kingdom, General! Sayonara, SHADOW THE HEDGEHOG!" Mephiles declared.

Just as Alioth delivers the final blow that utterly obliterates Atlas Supreme with Ironwood trapped within it, Mephiles slashes through both Shadow and his rift. The simultaneous attacks conjure a massive explosion that lights the very sky with despair and rains misery on the heroes that were powerless to prevent the deaths of their friends.

"GENERAAAAAAL!" Winter cries out his name in despair.

"SHADOOOOOOOW!" Rouge yells him out in misery as well.

BGM End

All the heroes couldn't believe what they just witnessed. The General of the Solkaria Military, and the World's Ultimate Lifeform, were killed by Devil Mephiles and his monstrous cloud pet. All hope seems lost as Mephiles laughs, "It's over now. Watching weaklings die is always beautiful. Alioth, FINISH THEM!"

"GROOOAAAAAR!" Alioth roared, ready to wipe out the remaining heroes in the kingdom.

BGM-Marvel Future Revolution OST-The Sacrifice

Scarlet Witch scowls with fury, not ready to give up when she has thought of a plan that might help them defeat the beast. She turns to Silver and Amazing Spider-Man quickly telling them, "Silver! I'm going to need you to paralyze that thing with all you got! Spider-Man, standby for the signal!"

"Uh, okay. Sure!" said Silver, unclear on what she has planned but places his full confidence in her as both he and Wanda fly to confront Alioth together.

"Whatever you're planning, it won't work." Mephiles scoffed, trying to dispose of them only to be hit by an explosive arrow.

"I wouldn't underestimate the Avengers, you murder rat."

On a rooftop, Mephiles finds himself confronted by Hawkeye and his team. Not just him, but also Boom Sonic's team, the remaining Team Dark members, and the Schnee girls come together surrounding the demonic murderer from all sides to avenge their fallen friends.

"Damn you, persistent mortals. But…it's a pointless struggle." Mephiles mocked, remaining calm and confident in this situation.

"We will only know about that if we try." All-New Captain America countered.

All the assembled Avengers launch an attack in unison at Devil Mephiles, who emerges unscathed. As Modern Sonic and his counterpart rush to attack together, Silver and Scarlet Witch do battle with the rampaging Alioth. Erupting all his power while its empowered by his new Shock Bracelet, Silver unleashes a massive, electrified psionic beam that took a moment to completely paralyze Alioth, right before Scarlet Witch unleashes her magic to enchant the beast and force it to reveal its weakspot.

Meanwhile, Mephiles shoots a barrage of blasts that are dodged by the Sonic twins before they throw lightning-fast blows that are constantly blocked by the demon. Mephiles then teleports away from their next attack and tries to counterattack, only to be distracted from a combined elemental blast from Weiss, Winter, and Elsa Schnee. Both Ruby and Summer Rose appear to confront him, stunning him with their combined silver light to make room for the Sonics to strike.

At the same time, Wanda's chaotic enchantment was successful in exposing Alioth's central core. "NOW, NOW!" She shouted the signal to Spider-Man.

"Stealing your combo, Wolvie! Hulk, FASTBALL SPECIAL!" quips Spidey, allowing Hulk to unleash a ferocious roar while throwing him directly towards Alioth's core.

Toggling his Chronoblade to its full-powered Fire Mode, Spider-Man prepares for the final strike on Alioth. Alongside him, both Modern and Boom Sonic empower themselves with their respective Lightning and Ice Mode to settle things with Mephiles. Tricking him into believing they were going to attack his front, they swiftly reappear behind him. All three heroes unleash one unified battle cry, with Spidey obliterating Alioth's core, and the Sonics finally landing a Spin Attack on Mephiles that knocks him onto another rooftop.

"Direct hits!" A smiling Tails exclaimed.

"GRAAAAAAAAAAaaaaaggghhhh…" With its core destroyed, Alioth screams out its dying breath as it fades out of existence.

BGM End

With Mephiles though, he suffered little damage from their combo attack as he was merely playing with them. 'As expected from two Sonics. But the Nexus Being…' He looks at Scarlet Witch, 'She's more powerful than I thought. Able to enchant and expose Alioth's vulnerability. I must continue to be wary of her, and keep an eye on the other Nexus Being Kang.'

BGM-Sonic Rush OST-Anxiety

"We're not done with you yet Mephiles! You still have to answer for what you've done!" Modern Sonic told him, still furious over the loss of his friends by his hands.

"Will my handiwork ever be appreciated?" Mephiles laughed, "If only you Hedgehogs thoroughly finished me off in the previous timeline. I assure you, that was the first and ONLY chance you'll ever get!"

"Then I'll finish it right here, right now!" Modern Sonic retorted.

"Not yet, Sonic. The fun has yet to begin. Besides, all of us have expended so much energy that brought this kingdom to ruin. When the time is right, I will return to settle the score with you and Silver! Then we will see the iron behind your words!" said Mephiles, powering up his aura before flying out of the kingdom.

"What?! Come back here!" shouted Silver, ready to chase after him alongside Modern Sonic.

"Let him go!" shouted Sam, ordering them to stop before moving. "He's right that we exhausted our strength during this fight. Any more reckless actions will just result in more deaths. For now, let's turn our attention locating any survivors and checking up on the evacuees. We must bide whatever time we can to formulate a new strategy!"

Reluctantly, both Hedgehogs calm themselves down as they power down. Silver lowers his head in sadness while being comforted by Summer. Modern Sonic closes his eyes, silently mourning the lives that were lost to this Solkaria Battle. "…So be it. But know this, Cap…" said Sonic while opening his eyes, "That monster won't survive this war! I promise you that!" The hedgehog declared vengeance on Mephiles, vowing to avenge the friends that were killed by that Dark Devil if it is the last thing he'll do.

BGM End

BGM-Sonic the Hedgehog (2006) OST-Extras

KFX Here: The Avengers just suffered their first big loss in this story. Elise has been kidnapped. Shadow and Ironwood are added to the death list. But hey, at least Boom Shadow is free to join the party. After a little breather chapter, we will begin the second half of Act 2 to explore the remaining Realms of Chrono World.

Braewriter of Rewriting: Alioth's appearance in Loki did encourage me to include him in this story, combining him with the design and other elements of the Second Devourer from Archie Sonic comics. Before using Alioth, I was deciding on some original ideas, such as Hydro-Chaos (a fusion of Hydro-Man and Chaos 0) and Chaos-Gorath (a fusion between Chaos 0 and Chaos-Gorath), or borrow other concepts like Remnant's God of Darkness, Void (aka Dark Sentry), and Carnom (fusion between a time-displaced Eddie Brock's Venom and Carnage).

Next Time: Mourning and Strategizing!

Please leave a review that'll tell me what you thought of this chapter! What did you like? What didn't you like? Would really appreciate the feedback.

Note: Check out MetalJrock's Super United Champions: The Secret War, as well as his Web of Chaos: Deadly Adventures. They're good stuff so far, so please check them out.

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