At the tournament building Knuckles and Chris were now in the ring.

"Keep away from me!" Knuckles said and Chris roared as he charged at Knuckles who leapt out of the way. "Please, Chris! I don't wanna fight you!"

Scarlet now sat in the announcer's booth, with Tails by her side.

"I don't understand, Tails. Why is Knuckles running away?" Scarlet asked.

"Knuckles probably doesn't want to fight 'cause he's afraid that Chris is gonna get hurt." Tails said and Chris continued lunging repeatedly at Knuckles, who continued dodging.

"Let's go, Knuckles!" Chris said.

"No!" Knuckles said.

"Why won't Knuckles fight?" the crowd asked.

"Quit running away!" Chris said.

"I won't! Cut it out!" Knuckles said.

"Come on and fight me!"

"I'm not gonna fight you!"

"Hey!"

"That Chris Thorndyke certainly is brave." Scarlet said.

"Especially when the other guy's running away." Tails said.

Chris finally paused.

"Why don't you just forfeit so I can win?" he asked.

"Okay... but look who's in the next round!" Knuckles said and Chris looked at the tournament bracket.

"I'd have to fight Amy or Rouge?!" Chris said worried. "Rouge would do anything to win that Chaos Emerald, and if Amy gets mad enough, she'll knock me out of the stadium! There's no way to win!" he said to himself and gulped then suddenly feigns injury. "My appendix! Get me a doctor!" he said and Elmer raised Knuckles' hand in victory.

"Knuckles moves on!" Elmer said.

A few minutes later Chris and Chuck were standing together outside the ring.

"I think you made a very wise move, Chris." Chuck said and Chris nodded.

"Yeah." Chris said.

"I see you have your mom's acting talent." Nelson said and Chris rubbed behind his head.

E-77 Lucky and Mr. Stewart were next in the ring and Scarlet approached Mr. Stewart with a microphone.

"Mr. Stewart, how would you rate your opponent?... Ah! Franklin! What are you doing here?" she asked and Mr. Stewart freaked out.

"I just look like me!" he said and ran out of the ring and past a security guard. "Ooh, my cover's been blown!" he said and Elmer lifted Lucky into the air by its arm in victory.

Then Tanaka walked into the ring to face Emerl wearing cultural clothing and carrying a long wooden stick.

"Break yourself, my little friend! I am going to stick it to you!" he said and leapt into the air with his wooden sword, and attempted to slam it upon Emerl, but the robot copied his skill and caught the other end of the stick. "Oh no..."

Emerl wrenched the sword out of Tanaka's grasp and leapt into the air.

"I think I'm on the wrong end of that stick..." Tanaka said and the wooden sword stopped right above his cowering head. "I give up."

"Yay Emel!" Cream said.

"Chao chao!" Cheese said.

Then Amy picked up her hammer.

"Let's go!" she said and leapt into the air.

"This oughta be interesting." Rouge said and leapt into the air.

Amy slammed her hammer right in front of Rouge, but she dodged and delivered a kick to Amy, which she dodged. Chuck blinked in surprise.

"I'd really be going to the hospital if I'd messed with one of them." Chris said.

Rouge and Amy go head to head again, and Amy's hammer is thrown from her grasp. It lands in front of Chris and Chuck. Amy is left panting.

"This just proves a hammer's no match for a bat." Amy said smugly and vented her extreme frustration as Rouge left.

"We're down to the final four now. Emel versus Lucky, and Knuckles against Rouge." Scarlet said.

At the mountains Bocoe and Decoe were running from a group of tanks.

"I need a break!" Decoe said.

"Do not stop! They are gaining on us!" Bocoe said.

Then Eggman joined them, followed by Sonic.

"You won't get away!" Sonic said.

"If you want to keep up with me, you'd better take flying lessons!" Eggman said.

"I did years ago in case you forgot!"

Back at the tournament building.

"The semifinals begin with a showdown between robotic rivals." Scarlet said and Emerl did nothing as Lucky pranced in front of him, waved, and then fell over. "Uh-oh! It looks like Lucky's grandstanding has used up his power supply."

"Emel is the winner!" Elmer said.

"That means Emel's made it to the final round!" Cream said and cheered with Cheese.

Knuckles and Rouge stared each other down for a while.

"Knuckles is a heavy hitter. When it comes to brainpower, he's a real lightweight. I'll have to figure out some way to outsmart him. That's the only way of getting my hands on that gorgeous Emerald. ... I've got it!" Rouge said to herself. "Hey, Knuckles. Maybe you and I oughta settle this little thing in private." she said aloud.

"In private?" Knuckles said and she nodded.

"Just you and me."

The spectators looked on in confusion as a black tent was set up in the middle of the arena.

Then they were inside.

"I can't see a thing in here! Rouge, how am I supposed to fight?" Knuckles said.

"Like this!" she said then kicked and struck him repeatedly.

"We don't have any way of knowing who's winning the match right now, but it sounds like Knuckles and Rouge are in a slug fest. Who do you think is winning, Tails?" Scarlet asked.

"Bats have sonar ability to sense things in the dark, so I'm pretty sure that Rouge has the edge here." Tails said.

"Haha! Sweet dreams, Knuckles!" Rouge said and there was silence then she exited the tent bruised, but victorious. "Things get intense in tents, but I'm still standin'. she said and left.

"Rouge the Bat is on her way to the finals!" Scarlet said.

Then Rouge collapsed on the ground.

"Huh? Hey, wait!" Tails said.

Then tent was listed into the air, revealing Knuckles still standing.

"I guess I stood up to her." he said.

"Knuckles is moving on to the final round!" Scarlet said and the audience applauded.

'I hope Sonic's OK.' he thought.

At the mountains Sonic continued her pursuit of Eggman.

"Go away! You're like a wad of bubblegum I sat on and no matter how hard I try to shake you off, you stick to my tail!" Eggman said.

"I'm not gonna let you get away! I don't know what plan is brewin' in that messed-up mind of yours, but I won't rest 'til I stop ya!" Sonic said.

"Oh yeah? Well, my latest and greatest scheme is so brilliantly planned in every detail that not even a loose cannon like you could blast it apart!"

"Sure, that's what you always say, Doc." she said and the Eggmobile stopped.

"You think you're funny, don't you? Well this time, I'm gonna crack you up once and for all!" he said and turned the Eggmobile around to face her.

"Okay Eggman, it's game time!" she said then leapt into the air and destroyed the Eggmobile, sending him flying.

"Aaaahhhh!" he said and she landed on the ground and crossed her arms.

"Well... looks like I hit a grand slam!" she said and watched him sailing further and further away. "Maybe I should just use what he gave me and end him next time." she said said and shook her head.

Back at the tournament building.

"And now, ladies and gentlemen, it's time for the final match! The winner will take home a Chaos Emerald! In this corner, we have the world's toughest fist fighter, Knuckles! And in this corner, we have the master of computerized combat, Emel!" someone said.

"Go show everybody you're number one, Emel!" Cream said.

"Chao chao!" Cheese said.

"With fighters this closely matched, I'd say we're in for the most grueling bout of the tournament." Scarlet said.

Then Knuckles and Emerl charged at each other.

Emerl avoids several punches, jabs, and kicks from Knuckles. The robot then attempts to use Rougs Screw Kick on Knuckles, who dodged and pined his arms.

"Come on, Emel!" Cream said.

Emerl then executed Sonic's spin dash, taking Knuckles with him.

"Hey! Knock it off!" Knuckles said.

"Emel copied that from Sonic!" Chris said.

Emerl then spun into the air with Knuckles before driving him into the ground. Then the robot impacted Knuckles' head before landing several hit him.

"Knuckles is totally outmatched, Grandpa!" Chris said.

"Looks like Knucklehead won't be winning the Chaos Emerald either." Rouge said and Knuckles kept taking a beating.

"Poor Knuckles is hurt. He could use a hankie." Cream said.

"Chao..." Cheese said.

"Here!" she said and pulled out a handkerchief and tossed it into the ring.

"That's it! Knuckles gives up! Our winner is Emel!" Elmer said.

"No! He thought my hankie was a white flag!" Cream said and raced toward the ring. "Please wait, sir! There's been a mistake! I was trying to help Knuckles! He didn't quit the match, honest!" she said the she and Cheese approached Knuckles.

"But I did quit." Knuckles said and the towel landed on Cheese, who tried to get it off.

"I feel a lot better now because I know you didn't lose the match because of me."

Knuckles stood up and offered his hand to Emerl for a shake.

"Not bad, Emel. We'll have to have another match when I'm not feeling so beat." he said.

"I deserve some credit because I'm the one who wore Knuckles out." Rouge said.

Emerl accepted the handshake. The crowd erupted in cheers.

It was now sunset, and Scarlet, the President, and Christina were now in the ring.

"Now it's time to present the grand prize to our champion." Scarlet said.

Cream, Cheese, Vanilla, and Emerl were just off the stage.

"That's you, Emel. Go up and get your Chaos Emerald! Bet everybody will cheer for you and you can take a bow!" Cream said and Emerl walked onto the stage.

"Let's hear it for Emel!" Scarlet said.

The President extends his hand to Emerl.

"Congratulations, Emel. That was great." the president said and Emerl accepts the handshake. "Bring the award." he said to Christina.

Christina picks up the Chaos Emerald.

"The Chaos Emerald that the President is presenting to our winner is the most valuable prize ever awarded in a sporting competition." Scarlet said.

The President now held the Emerald.

"Emel, as we build a fighting force to combat Dr. Eggman, your victory is an inspiration to all our fighting robots." he said and handed the Emerald to Emerl.

Emerl accepted the Emerald.

At Eggman's base.

"I could've snatched that Chaos Emerald if it wasn't for you two leadheads!" Eggman said to Decoe and Bocoe.

"Why is it our fault?" Bocoe asked.

"Why do we always end up losing the blame game?" Decoe asked.

"Speaking of games..." Eggman said and turned on the TV, shocked to see that Emerl won.

"On behalf of the whole nation, I congratulate Emel!" the president said.

Emerl absorbed the Chaos Emerald, causing his eyes to change to red. He then spun into the air and started destroying the battle stage, causing the people to flee.

"Emel, is there something that made you angry? Why are you attacking everybody?" Cream said as the dust cleared, and Emerl stood there, facing down Rouge, Knuckles, and Sonic as they approached him.

He copied all three of their abilities at once, then Home Attacked Sonic and Rouge, and Screw Kicked Knuckles. Emerl's rampage continued.

"Stop before it's too late!" Cream said but Emerl didn't listen and spun toward Vanilla.

"I'll save ya!" Sonic said and scooped Vanilla out of the way just in time.

"Emel, that's it. I can't be your friend." Cream said and Amy raced in brandishing her hammer.

"I'll knock Emel out so we can open up his control panel and see why he's malfunctioning!" Amy said and Emerl coped her skill and used a metal pole to parry Amy's attacks.

Then he knocked the hammer out of her grasp, simultaneously knocking her to the ground.

"Sonic, come help me!" she said and Sonic leapt into the air, but Emerl broke the metal pole over her.

"Emel, this isn't a game! You've gotta stop right now or somebody is gonna get hurt!" Cream said and Emerl's hand spun like a drill, and he flew toward her.

"Cream, look out!" Sonic said and carried her out of the way of Emerl's attack. "Are you okay, Cream?"

"I am." Cream said and Emerl leapt out of the stadium.

At Station Square Emerl had caused much havoc throughout the city. Chris, Chuck, Cream, and Cheese watched from the roof of one of the buildings.

"Why is he acting this way?" Cream asked.

"My guess is that the Chaos Emerald suddenly caused Emel's memory to reprogram itself, but I don't have any idea how or why it happened." Chuck said.

"Can't we just fix Emel and change him back to the way he was before?" Chris asked and Chuck looked down.

"That would be very tough."

Then Eggman, Decoe, and Bocoe entered in the Eggmobile.

"Wow, it looks like Emel was a big hit in this neighborhood!" Decoe said.

"He is a real blockbuster." Bocoe said.

"Emel was designed to destroy. He was built a long time ago as a combat robot, and when he got that Chaos Emerald, its tremendous energy activated his original programming, and changed him from a nice docile robot into a mean machine." Eggman said and chuckled.

Sonic watched as Emerl approached her before she stopped. She rubbed under her nose as Knuckles landed nearby.

"I'm ready to fight you again. Only this time I'm adding a little twist!" Knuckles said and ran toward Emerl and turned into a living drill.

Emerl did the same, and they clash, doing nothing. Several clashes later bring no fruitful results.

"Emel's copying ability gives him a huge advantage. Knuckles' fighting skills don't matter. Emel can match him blow for blow. When Knuckles attacks with all his might, he gets attacked with the same force. It's almost like he's fighting against himself!" Chuck said.

"He can't win." Sonic said and Rouge landed next to her.

'If I had my medallion or used my new powers it might work though.' she thought.

"Give it up and give us a shot, Knuckles!" Rouge said.

Emerl repeatedly pummeled Knuckles.

"I still have a chance!" Knuckles said.

"Yeah, a chance at winding up at the hospital." Sonic said. "What would she say if she found out?"

"Let us handle this!" Rouge said.

"I am not a quitter!" Knuckles said.

"I'll stop that robot!" Amy said and she and Rouge stared each other down, but Emerl spun right past Amy.

"Amy!" Sonic said then picked her up and carried her out of harm's way.

"You saved me again, Sonic!" Amy said as Sonic dropped her off and dashed away. "Not that I needed saving!" she said and seeked comfort from her mother as Emerl buzzed Rouge, Knuckles, and Sonic.

"That robot must have some weakness..." Sonic said to herself.

"I'm gonna take Emel apart!" Tails said.

"Let me have a crack at him first, Tails!" Amy said and they accidentally collided with each other as Emerl leapt out of the way.

They were sprawled on the ground.

"Sorry..." Tails said.

"That's okay..." Amy said.

Rouge attempted a Screw Kick, but Emerl's own Screw Kick overpowered hers. The robot also clashed with Knuckles and Sonic, leaving them panting.

"Well, now what?" Sonic asked.

"Maybe if all three of us fight it at once..." Knuckles said.

"It's our only chance." Rouge said so they began to pursue Emeral.

"I'll cut him off!" Sonic said.

"Then we strike." Rouge said.

"Right!" Knuckles said.

"I'm scared, Mama..." Cream said.

"Chao..." Cheese said.

"I hope they know what they're doing, Chuck. I don't trust that Emel." Tails said.

"That robot's extremely clever." Chuck said.

"Where do you think Emel's running to, Grandpa? ...Hey, I bet I know! He's leading Sonic straight to the sea!" Chris said.

Up ahead was the ocean. Sonic, Knuckles, and Rouge chased Emerl across the beach, but the robot spun dashed to throw them aside.

"Sorry boy and girl, I can't keep up with ya." Rouge said.

"Uh-oh!" Sonic said and saw the waves crashing as she and Knuckles continued their fight against Emerl.

Chris, Chuck, Tails, Amy, Cream, and Cheese ran in.

"I bet Emel led him to the sea 'cause Sonic doesn't like water." Chris said.

Cream looked worried at that aspect. Sonic very nearly fell into the ocean.

"Sonic, be careful!" Chris said.

"Let's go, Cheese!" Cream said and Cheese clung to her, and as she flapped her ears and flew underneath Sonic to catch her as she finally fell.

"Thanks, Cream." Sonic said.

"I know how much you hate to get wet." Cream said and a drill attack from Emerl caused Knuckles to fall as well. "Knuckles!" she said and Sonic grabbed hold of Knuckles, and she landed while Emerl stood there. "Emel! You just wrecked the city. And you attacked my mother and my friends. I want to help you, Emel, but only if you promise not to hurt anybody else." she said firmly and Emerl's eyes slowly changed back to blue. "Do you?"

"Chao chao!" Cheese said but Emerl sparks, and its eyes changed back to red. Sonic rushed toward Cream.

"Noooo!" Sonic said.

Just as Emerl was about to use Knuckles' punch on Cream, Sonic stepped between them and took the blow.

"That was real close one. Ooh... He's almost as tough as me..." Sonic said and passed out from her injury.

"SONIC!" Knuckles said.

Then Cheese cried out a battle cry and delivered several strikes to Emerl. Emerl attempted to copy Cheese's ability, but was kicked back by Cream.

"Whoa, they're tough." Chris said.

"How could they hurt Emel?" Knuckles said.

"They're just a couple of squirts, but they've got the robot swamped." Rouge said.

Cream and Cheese delivered another blow to Emerl together, sending him sprawling through the air.

"Emel can only copy the skills of one opponent at a time. If you work together, he'll be overwhelmed." Chuck said.

"That might work." Knuckles said. "What do you say?" he asked Rouge.

"I'll try anything to knock off that knockoff." Rouge said.

"No." someone said and they saw Sonic had regained consciousness.

"Why not? Rouge and I can take him easy if we attack him together." Knuckles said and Sonic opened one eye.

"Yeah, I know. But I think we should let Cream and Cheese handle this." she said and Cream and Cheese flew through the air.

"Now, let's go!" Cream said as Cheese clung to her, and they barreled toward Emerl. "Emel... I wish I didn't have to do this..." she said to herself.

Then she saw when she first met Emerl. Cream, Cheese, and Emerl enjoying each other's company.

The flashbacks continued. Emerl and Cream waiting for Chris near the school.

"Hi, Chris!" Cream said.

Chris, Cream, Cheese, and Emerl racing for Mr. Stewart's car. Emerl walking with Helen. Cream and Cheese laughing in Mr. Stewart's car. Cream watching Emerl copying Rouge's Screw Kick ability.

Still Cream continued her flight, even with the flashbacks still coming.

The next flashback showed Emerl presenting Cream flowers.

As the flashbacks end, Cream prepared to give Emerl the ultimate kick.

He recalled the tears in her eyes, and his now blue eyes begin to leak oil as he sunk to the bottom of the ocean. Cream comforted Cheese as he cried.

"Don't cry, Cheese... We had to do it..." she said.

Water was sent billowing into the air as Emerl exploded, raining water everywhere. The robot was finally, and permanently, gone.

"Goodbye, Emel!" Cream said as a rainbow formed in the sky as a result of the water.