A race against time begins, as Sonic and Knuckles thunder to meet at the Egg Fortress at sunset with Tails. Sonic jumps on Knuckles' back at the Peak of Angel Island and Knuckles enters a super speed glide. Within minutes they are at the Egg Fortress, but it seems too late. Tails is about to leave with Eggman, when Sonic yells to him. "TAILS! Don't do it! Don't turn to the dark side!" "No Sonic! I'm sick of you treating me like mediocre! This isn't about what you said! Its rivalry Sonic" Tails yells back, and with a hush, Eggman whispers to him, "Good boy Tails, tell him what I said!"

Tails chases after Sonic, holding the first Emerald of Darkness. He absorbs some of its power, and calls to Sonic "Looks like the tables have turned, Sonic!" A gush of power strikes him, and he charges at Sonic. They fight till the end, until they are both out of energy. Tails sees that he is about to be destroyed, and takes flight to Eggman. Sonic looks to the sky and sees a strange white streak, moving at high speeds. Hmmm, strange he thought. Sonic was in such a gaze that he didn't see Tails leave with Eggman until he heard Knuckles fist hit the glass... but it didn't break! Eggmans ship flew off and was gone in a flash of light...

"I can't believe he left with that EGG FREAK! We have to get him back as soon as possible before something bad happens!" Sonic spoke coolly to Knuckles. He looked in the sky again and saw red streak this time. Knuckles spoke warily "I think a certain white bat is in the area Sonic" "That's it! That's what the white streak in the sky was! It was Rouge!" Sonic exclaimed, explaining to Knuckles why he was gazing in the sky. "She must have the answers to where Tails is, after all, she is the worlds greatest spy!"