A/N: Hello, hello! I'm back! YAY! Anyways, yeah, I finally put up the next chapter... though I do admit it was a bit rushed (hey, I wrote it right after I came back from Ottawa! It was a friggen 5 hour trip by bus!)

Metal Sonic: Excuses, excuses...

Azngirlchibi: Geez... what crawled up your(beep) and died? Hey... wait a minute... aren't you dead?

Metal Sonic: (sniffs) But that's just it... nobody mourned for my death when I died! But look at all the reviews people sent, crying about Rouge and Knuckles... besides, everybody know that you don't have the guts to...

Azngirlchibi: NO SPOILERS!

I would also like to take this chance to say happy b-day to a friend of mine... though of course, she's never going to read this... but HAPPY B-DAY ANWAYS!

Disclaimer: (sigh) Sometimes I swear that SEGA makes us write this to make us feel bad... but yeah, I don't own...

Character Ages

Sonic: 23

Amy: 20

Tails: 16

Cream: 14

Eggman: Unknown

Metal Sonic: Unknown

Knuckles: 24

Rouge: 26

Shadow: Older than I'll ever live to be...

Vector: 28

Espio: 24

Charmy: 14

Tails stiffened. His back rigid, he tried to be brave as he faced his best friend, who slowly advanced towards him. Only his eyes betrayed his fear.

He tried to keep his voice steady as he spoke to Sonic. "Why…?" he whispered. "Why, Sonic?"

Sonic's eyes flashed. Tails wished he could read them, but he had never fully understood Sonic before, so why now? But that was what he had liked about him. That's why he let himself enter Sonic's life.

And that was also why he felt like his life was crumbling around him.

"Why, Sonic?" he asked again, this time with unrestrained tears falling down his face. Tears that were lost in the rain.

'Why…'

'Why…'

"WHY?"

He tore himself out of Cream's grip. He ran towards Sonic, his voice like a knife cutting through the air, his cerulean eyes wild.

He had taken only a few steps forward when someone jerked his arm back, holding him tight.

"Let me go!" he screamed. He used all his energy to struggle, to kick, to bite, anything! He wanted whoever it was to let go. He wanted to beat the crap out of this person for daring to restrain him. He wanted to show the world that he didn't need Sonic, he didn't need anyone! He had a name – Miles "Tails" Prower… wasn't that enough to show that he was his own person? He was so tired of being known as "Sonic's sidekick." He had thought that Sonic was his best friend, someone he could look up to… even a shoulder to cry on. But he didn't want this… he didn't want to know someone like… like this!

He wanted… he wanted…

'What do I really want?'

It was like that question turned him off like a switch. Limply, he fell out of the person's arms.

Then, he stayed there on his hands and knees, and cried a heart-shattering sob. Never mind the way the hard bits of earth and rock dug into his skin… he just wanted… wanted to cry.

Espio stood silently behind Tails. He could still feel the way that Tails had struggled against his hold, like a burning mark against his scales. He had shouted things to Sonic… many things that still scalded his ears. The chameleon closed his eyes, blocking the sickening sight of all the blood before him.

"How weak."

The sound of Sonic's voice reached the amethyst fighter's ears.

"Great, another person who's gonna need saving from me. Sheesh, talk about my hands being full. And worst of all, this weirdo kid follows me everywhere… oh joy. How is he weird, you may ask? He has two tails sticking out of him! If I need some idiot to shadow me, I'll ask for one!"

"Stop it!" cried a voice. It was Cream. Her buff-coloured ears shook back and forth as she held her head. "Just stop it, Sonic!"

Sonic smiled an empty smile. "Oh? And what are you going to do if I don't? I mean, you're a total weakling without your little chao to help you…"

The air stilled as he continued talking, almost like the earth itself was listening. "That's the problem with you all…" He made a noise that sounded like something between a hiss and a laugh. "You depend on each other too much. That was the weakness that Dr. Robotnik never could figure out…" His green eyes flashed again, but this time, everyone could see the malice behind them. "It's quite simple… all of you are like an intricately interwoven piece of fabric. But, if you just find the right piece of thread and cut it…" Here, he clenched an open fist, "… then, your pitiful existence falls apart…"

"… and guess who was the thread that held us all together?"

No one needed to answer. No one wanted to answer.

Sonic paused for a moment to let his words take effect. Then, he jeered. "Look at you all… you're already falling apart… and the fun part hasn't even begun yet…" He sighed mockingly. "And you were the people that I called my 'friends?' 'Weaklings' is more like it!"

"Weakling?" asked Espio. "Who's the real weakling around here?"

The Blue Wonder narrowed his eyes. "Do you dare contradict my power? Have you already forgotten about what happened to that trash copy of me?"

Espio looked back coolly at him. "We are not 'weaklings,' as you so put it. Have you already forgotten the power that we held when we fought together?"

"Ha!" Sonic laughed. "You seemed to have forgotten that our little attack was stopped by one lone robot. One lone robot who held great power… power that was even weaker then mine! Or… do you need a little reminder?"

Sonic seemed to disappear into thin air. Quickly, Espio reached for his weapons at the side of his wrists…

"Too slow."

Espio turned to his left, just in time for his eyes to be hit by Sonic's foot as he delivered a roundhouse kick. Espio flew to the side, knocking into Tails and landing on him as they both hit the remains of a computer.

Quickly, Espio held up his hands to catch Sonic by his knees as he rocketed towards them. Pushing with all his might, he managed to fling him back several feet away from him. Easily, Sonic landed on his hands, then pushed himself back to his feet.

"Vector! Charmy!" he shouted over to his team, not once taking his eyes off Sonic. "Take Tails, and guard him and the girls!"

"Are you kidding me?" exploded an outraged crocodile. "You can't take on this guy alone! You'll get yourself killed!"

At his, Charmy started bawling. "But Espio can't die!" he screamed in his high-pitched little voice.

Espio resisted the urge to knock Charmy upside the head, even in this dangerous situation. "Look, I know that! But we have to have someone to look after these three!"

Vector growled. "No! We're a team, aren't we? Besides, what makes you think you can take him on by yourself?"

"…" Espio didn't answer. He didn't have anything to answer with. "I…" Espio hesitated a little. "Listen, I don't know how I'm going to beat him by myself. But look at Knuckles! Look at that bat! If we don't do something soon, we're all going to end up like them! So… so… just do as I say, ok?" Without even a glance in their direction, Espio heaved the broken looking fox into his arms, and quickly tossed him as gently as he could towards the Chaotix Agents.

He heard a thump as Tails landed into someone's arms. Finally satisfied, he turned all his senses onto Sonic.

The air crackled, as if anticipating their fight. Sonic licked his lips. 'I'm going to enjoy this…'

The ninja made the first move. With lightning speed too fast for the eye to follow, he withdrew two shurikens from his arm bands and threw them in an "X" shape towards Sonic. With silent deadliness, they sliced through the air.

Smirking arrogantly, Sonic jumped and kicked the two weapons out of the way. He aimed his foot at the attacker with deadly accuracy towards his head. There was enough force to crack open his skull.

With breakneck reflexes, Espio grabbed Sonic's foot. Using the momentum of Sonic's kick, he swung him around and around at dizzying speeds. Finally he let go, and with a yell, Sonic crashed into a computer keyboard before falling forwards again. Without pausing for breath, Espio reached for multiple shurikens, throwing them forwards towards the hedgehog's form. The sound of metal hitting metal could be heard loudly thwacking as they hit their target.

"Heh… I gotta give you some credit, I guess…"

Someone gasped loudly from somewhere beside Espio. "Impossible!" cried a voice, but it was not his own. "Espio never misses!" squeaked Charmy.

"Oh, no, he didn't miss…" a faint outline of quills was starting to show. "What's the matter, Espio? Too scared to kill me?"

The debris and dust cleared. Sonic stood, the shurikens embedded into his flesh. There had to be at least ten in all, and all of them seemed stuck into his body, some almost going through. The blood ran down from his wounds, but it looked like Sonic barely felt them. His fur was starting to look matted down, and the tiniest rivulet of blood was spilling from his mouth.

But none of the weapons had hit any vital spots.

Smirking again, Sonic stared at the razor sharpness of one of the stars stuck in his arm. "If you're going to save your friends, you have to start getting serious…" Sonic looked up again at Espio's unreadable eyes. "Stop playing… around!"

With unmatched force combined with his speed, Sonic flung his arms and legs where the weapons were embedded. They flew out, flying with amazing speed back towards Espio.

Espio's eyes widened. He barely had time to reach for a single kunai knife from his holsters. He drew it out and used it to knock all the shurikens out of the way just as they were about to reach him.

"Behind you, Espio!" someone shouted. But Espio didn't have enough time to react. Sonic suddenly had his arms twisted painfully behind him.

"I'm impressed, Espio," said Sonic, looking amused. "I might need to borrow some of your weapons after I finish everyone off…"

"You…" Espio choked back a wince of pain as Sonic pulled his arms back even more. "You're not going to be finishing… anyone!" Espio took another knife out of his left wrist band with his right hand. He slashed at the air behind him.

Sonic staggered back in surprise, holding the large cut that was now across his chest. Blood was slowly oozing out, dyeing his chest fur a deep red. Espio took this chance to leap back a few steps away from him.

Sonic looked down at his fur in surprise, like he had never saw his own blood before. He looked back up at Espio's face, the surprised look still there. "Oh, you're pretty good… not bad at all…" He ran his finger across the wound, flicking off the blood after. "But now… it's my turn."

He seemed to vanish on the spot again, but even Espio's fine senses couldn't warn him in time as Sonic rolled into him from behind with a homing attack. Uncurling from his ball, Sonic reached out for Espio's legs. Grabbing them he swung him hard to the side. Espio could feel the air singing around him, but before he even made contact with anything, Sonic grabbed him again painfully by the arms and threw him skywards. He landed on the wall by his feet, the rocketed up, curling himself as he went. He got above Espio, then used another homing attack to hit him downwards while rolling against his body so fast that a blue whirlwind twirled behind him. As soon as Espio crashed into the ground, Sonic bounced off him and landed on another wall, staying onto it with apparent ease.

"No! Espio!" shouted Vector. "That's it! We have to help him, now!"

Charmy looked timidly at him. "But… but Espio said…"

Vector glared at the helpless bee. "Who's the leader of this team here! Me! Now do as I say!"

"But what about Cream and Tails and Amy?" shouted back Charmy. "We can't just leave them here! Espio said to protect them!"

"Sonic is too busy with Espio to pay any attention to them!" argued Vector. "Which is why we should…"

"Umm… excuse me?" interrupted a small voice.

Charmey and Vector turned around to face Cream.

"What is it?" Vector asked, slightly annoyed.

"I'll… I'll watch these two for you…" she suggested, trying to look brave.

Vector frowned. "Look, this is no time to joke around…"

Now it was Cream's turn to be annoyed. "I'm not joking! I'm very serious… Don't interrupt me," she said as Vector opened his mouth. "I… I was with Tails for a long time now… he used to tell me how he dreamed to be independent one day. That one day, he won't be overshadowed by Sonic, how he wanted so badly to be just known as 'Tails.' And… and I understand how he felt…" Cream swallowed back the tears that tried to force itself to the surface as she thought of the wonderful times that they shared before all this. "I also share the same dream... but… I don't think we should go into that…" Now the rabbit was looking up at them with pleading eyes. "Please… I know I can do it… I can play my part and help them! Now you need to do your part, and help Espio! Please… I'll be alright…"

"But…" Charmey started, worry in his voice.

Vector put a hand on Charmey, almost with uncharacteristic gentleness. He gave Cream a nod.

Cream nodded back eagerly. "Thank you," she said.

Sonic slowly stalked up to his opponent. "Nice try…" he said, confident that he had won. Except when he looked into the crater that Espio had landed in…

'Where is he?' Sonic looked around him, turning back and forth, his eyes scanning the area. 'He should be…'

"…Right here!" cried a voice behind him. "Leaf Swirl!"

A painful kick slammed across his face. Sonic staggered again, looking around for his foe.

"Hiding now, are we?" asked the cobalt hedgehog, senses alert for any sign of the ninja. Slowly, he closed his eyes, relying on nothing but his hearing. Suddenly, the sound of rain falling onto scales reaching his ears. He opened his eyes. Yes, there it was. He squinted. It was the faint outline of rain falling around a body. "I guess I'm 'it' then, right?" He rushed forwards to the figure, slamming into it with his full body weight before pushing himself off him again.

Espio let out a shout of surprise. Once again, his back hit a wall, but there was no one to cushion his fall this time. 'This is bad…' he thought to himself, a bit panicky now, the need to survive starting to take over his instincts. His back was badly bruised from the beating that it took, and his spine barely supported him. His front was a complete mess of dark bruises, with a particularly large painful bruise that was starting to show on his stomach. 'This is really, really bad…' he thought to himself again. He swallowed the blood that was starting to force itself up his throat. Was he bleeding from the inside? He hadn't done as much damage as he would have thought he would on Sonic. Though Espio didn't look quite as bad as Sonic on the outside, Espio could feel the waves of dizziness and nausea assaulting him. Sonic, on the other hand, looked fine, like he couldn't feel the wounds. Had his attacks really done so little?

"I guess this is it, then." Sonic looked over at his foe without the slightest feeling of pity. "For you…" With one more smirk, he curled himself, then blasted towards Espio. With no where to run, Espio hurriedly grabbed his kunai knives and shurikens, throwing them towards Sonic, but to no avail. They all bounced off of him like they were nothing. Sonic was going too fast!

Espio held up his hands and closed his eyes by instinct…

"Gotcha!"

"Hmm?" Espio opened his eyes, staring right at Vector's tail. "Vector!" The crocodile had caught Sonic in his huge mouth. With all his might, he threw Sonic to the opposing mechanical contraptions. Sonic hit them all with a crash! and for a moment, he laid there, stunned.

"Don't forget me!" said a little voice.

"Charmey! I told you guys to stay with the others!"

"Eh, we figured you could use some help!" replied Vector. "That's what friends are for, right?" He nodded towards the surprised Espio.

Charmey buzzed above their heads almost happily. "You gotta start taking your own advice, Espio!"

'Have you already forgotten the power that we held when we fought together?'

Espio gaped for a moment in surprise, then the corners of his mouth lifted ever so slightly. "Thanks… but what about…?"

"We left them with Cream. Look," interrupted Vector before Espio could say anything, "Just trust us with this one, ok?"

"I'm sorry to interrupt this heartfelt reunion…"

"Watch it!" Vector grabbed the weakened chameleon and leaped out of the way, with Charmey buzzing his wings furiously after him. There was an explosion behind them as a flash of blue energy collided with the already broken machines.

Sharp spines collided with Vector's back. The green crocodile gave a yell as he landed on Espio. Espio cried out in pain at Vector's weight, barely able to sustain his own in his weakened state.

"Sorry, Espio!" Vector said apologetically scrambling to get up. Before he could, Espio pointed over his shoulder.

"Look out!"

Sonic was once again charging towards them, his legs a blur under him. Just as he reached them, both Vector and Espio felt a tug at their collars, lifting both of them off the ground.

"Going up!" It was Charmey who had lifted them off the ground. With surprising speed and strength, he lifted them up high to avoid Sonic who stopped just in time to avoid a collision with the wall. Not ready to give up, Sonic jumped up after them.

"Thunder shoot!" With all his might, Charmey threw Vector towards their pursuer. Vector twisted into a sphere, his tail flying out behind him, the air whining through his leather tough scales.

Sonic saw him coming, but he didn't even blink. Unfazed, he held out his hands, and caught Vector by his tail, much like the way Espio had earlier caught his foot. He continued flying up at a high speed, swinging Vector like a mace. Then, he let go, and Vector crashed into Charmey, who accidently let go of Espio. All three of them started falling to a certain death towards the ground.

'Only… one chance…' Espio thought desperately as they continued their free-fall. He didn't know if he had enough energy to do it, and if he would survive doing it if he did, but he knew that he had to try. 'L… Leaf Swirl!'

The ground rushed towards them, faster and faster. Then, a swirling mass of wind rose up beneath them, softening their fall slightly. The sound of their crash echoed loudly, and the three appeared, piled together in a heap. None of them stirred.

Cream could only stare, not daring to leave her spot. 'Team Chaotix too, now?' She looked over at Tails, who had taken on a vacant look much like Amy's. 'Help me, Tails! I can't do this alone! I'm… I'm scared…'

"Huh, so you're the only one left, eh?"

Cream froze, rooted to her spot. Her breathing came out, harsh and ragged, like she had already fought with Sonic. 'No… please, no…'

"Ha! Look at you!" Sonic was walking out from the cover of dust, approaching painfully slowly. "I haven't even done anything to you, and you're already shaking? Coward."

The frightened rabbit couldn't do anything. Her mind screamed for her to move, but she couldn't… she just couldn't! What she wouldn't give to have Cheese or Chocola here with her…

"You're no fun." Sonic's mouth curled down into a frown. "How about a deal, then, princess? You move out of my way. Even take that pathetic fox with you for all I care… I just want the girl."

Cream's eyes widened, shocked. 'How… how can he make me do something like that?' But the offer was so tempting… so tantalizingly tempting to the frightened young girl… 'No, I can't think like that! I won't think like that!'

'But what else can I do?'

Almost hesitantly, she reached her hand out for Tails. Inching it closer and closer. Her mind screamed ever louder, grating in her ears. 'I can't… I can't… I can't…'

Hot shame burned her throat. 'But… but…'

Suddenly, Tails melted before her eyes. She blinked, looking down onto herself. She felt… strangely shorter…?

"Chao, chao!"

A bright, merry voice laughed behind her. She turned, facing the girl who was almost like a big sister to her.

"Ms. Amy," she heard herself say. "What do you want to do today?"

The figure of Amy seemed to come in and out of focus. She looked more like a walking beam of pink light then an actual hedgehog. "Oh, I don't know, Cream. Do you want to go to the beach today?"

Cream felt herself stare back for a moment, a fuzzy feeling of shock coursing through her. "But, Ms. Amy! Aren't you going to chase Mr. Sonic? We did come here to look for him, after all."

The voice of Amy laughed again, the tinkling sound floating all around her. "Of course we did, Cream! But we've traveled way farther then I thought we would. Aren't you tired?"

Cream cocked her head a little, confused. "But… Mr. Sonic…"

Amy shushed her. "Cream, you know that you're a great friend to me, right? You defiantly deserve a break. Besides, we always find him eventually. If he can wait for me, I can wait for you."

Cream blinked, the smiled. "Thank you, Ms. Amy! But what is with the change of heart?"

Amy looked back at her. "It's just something I would do for any friend of mine!" She winked at her. "Come on, let's go!" She started running away into the bright white light.

"Ms. Amy! Ms. Amy! Wait for me!" She started running too, reaching for Amy's arm…

...Then grabbed it, but it was… orange?

Cream blinked. 'What… what just happened?' She shook her head, still holding onto Tails's arm. 'How did I remember something like that? That was years ago…'

"C-Cream?" A hoarse whisper reached her ears. She looked down at Tails's form. 'Did he just…?'

"Cream… are you really… going to leave Amy behind?" Tails continued, still whispering.

Cream's breathing hitched in her lungs. 'Am… am I?'

Tails looked straight ahead in a strange, glazed stare. "Please, Cream… don't turn into the thing that I've become…"

"Don't… don't do this to a friend…"

The rabbit just stared in horrified shock at Tails. "But… but what have you ever done?"

Tails finally turned his gaze away, and stared deeply into Cream's eyes. Cream resisted the urge to flinch at the emptiness they held. They seemed to have lost all the innocent shine in them.

"Cream… Cream… I think I want to kill him… I think I want to kill Sonic…"

A/N: I know that this chapter was kinda pointless for you Team Chaotix haters out there, but I needed to do something with them! I can't just leave them there, standing around... Anyways, this chapter was originally supposed to have alot more about Tails and Cream, but it was getting way too big... like over 6000 words... this chapter is already around like 3700 words or something (sweatdrops).
Answers to Anonymous Reviews:

hedge8701: Gee, thanks! I was really proud of that chapter.

xDDDD: I'm so sorry, Sonic... but it's just so much fun to munipulate you with my twisted mind... Thanks for reviewing!

azngirlchibi