"... What happened?" Rouge asked cautiously in the eerie silence, her voice quiet.

A few seconds of nothing passed between them as Shadow looked up at her with his morose expression. Her eyes were soft, understanding, and gave him the impression he needed to assure that she meant well; that she was really helping him and this wasn't just a scheme to turn him in. Because why would she be so invested if she just wanted to get him captured? It wouldn't make sense.

She wouldn't be sitting there waiting with him. She wouldn't be asking to hear his account of her crew's history. She'd be leading him through the cave to put him in the open again. No doubt the helicopter was circling the island, if they hadn't landed to search on foot with the rest of the overlanders. Shadow decided this woman really cared – despite her initial alliance, it felt right in his heart – and he chose to share his memories.

But just before he opened his mouth, he saw one of her ears flinch, and she whipped her gaze in the direction of the cave-in. Her right hand shot up to beg his silence, so he kept his lips pressed together and joined her in looking at the path behind them. He heard muffled footsteps, many of them shuffling and thumping against the ground, slowly getting louder. The soldiers had made it through the first barricade. Their footfalls stopped when they made it to the second.

"Dead end," the pair heard one soldier say, though his voice wasn't the clearest through the wall of rocks resting yards away.

A second voice suggested, "Could be another cave-in they made to block us."

Rouge held her breath, and Shadow raised into a crouch, resting his weight on his feet in case they needed to start moving quickly.

"No, look!" a third man said. "Up there, it looks like an exit point."

After a tense few seconds, the first soldier spoke again. "You're right, there's a hole. A lot o' moss in the way, but definitely big enough for them to climb out. Good eye, Wells. Go on through!"

The shuffling began again, and this time Rouge could hear shifts in the earth where the humans were pulling themselves out of the cave through its ceiling. She looked at Shadow and saw him relax a little, then his eyes met hers and she gave him a reassuring smile. It wasn't enough of a relief for him to give one back, but he did provide a sober nod and the return of his bottom to the ground. They sat, and Shadow waited for Rouge to give word that the soldiers were gone. When she let out a deep sigh, he knew it was safe to talk, but still waited for her to speak first.

"Close call there. But that little diversion might've just saved us entirely." Her sitting position shifted again. She returned to sitting flat on her butt, outstretching her legs and laying one over the other. The discomfort of resting on stone was setting in, but she wanted to hear Shadow's story.

"Lucky for the hole," he replied in his dull cadence.

"And for that guy actually seeing it."

Shadow nodded. "Impressive preparation on your part. I don't know that I would've stopped to cause a second cave-in."

She dismissed his compliment on the surface with a wave of her wrist; not one to look eager, she kept the appreciation she felt to herself. "Well, you wouldn't really need it if you were on your own. But it usually serves pretty well to lay low when you don't know where you're escaping to."

The Ultimate Lifeform took in her words, considering the strategy behind what they were really doing – hiding. It didn't feel like hiding, though, not in the way that would typically make him feel cowardly. It felt sneaky and smart, and the thought to be ashamed that he was avoiding confrontation hadn't crossed his mind. Most likely, he reasoned, because Rouge had made that decision. And his neglect to try and ditch her immediately was turning out well for him. She was even giving him tips to avoid capture. Showing she knew what she was doing – and using those skills to help him – made him more willing to stay in the cave with her a little longer.

"So…" Rouge started, working up the nerve to repeat herself. "What happened on the ARK? Can you talk about it?"

Shadow clasped his hands together, and his gaze once again dragged to the floor. The furl of his brow was defeated, and would easily cross over into a crestfallen look if not for the cold mystery overcasting his expression. She could tell he had regrets. And she wondered how much he remembered. If he didn't know his family was dead, how many of his memories of that day were fragmented?

"I can… only so you'll know the truth about the humans' cruelty." His deep voice was dark and rumbly as he recounted the raid on the space colony. He refused to meet her eyes while the details were spilled in a rolling wave of information; everything from the morning before G.U.N arrived to the moment he ordered Maria to get in the pod.

Rouge listened, silent and sitting eerily still as she took in the gravity of the history being revealed. She wasn't aghast at G.U.N's actions. Working with them, she'd gotten a good sense of how they went about their business, and it was usually not very pretty. That never bothered her before – and in fact, she always thought she was the one bending rules and making sly choices under the table. She knew the president worried about her intentions at times.

But hearing a victimized being speak about the tragedy he witnessed first-hand changed her perspective, especially seeing a lifeform so reserved on the surface being visibly upset by the painful past put upon him. Shadow would be a pillar of black stone if he wasn't purposely letting his walls down. And when he stopped his tale after telling the girl to get to safety, Rouge caught his expression falling more, just before he closed his eyes to mask how much the remembrance hurt.

"She didn't listen to me," he said, his tone bitter and forlorn. "She… put herself at risk."

"To save you?" Rouge guessed softly.

He confirmed with a bracing pause. "She pushed me into the escape pod. Then…"

His eyebrows furrowed again, straining to reach into his mind for the memory. A hand draped across his forehead and his fingers pressed into the space below his ears.

"Stop!" he heard faintly, so distant and murky that he couldn't put a face to the vaguely male voice.

"You can't remember, can you?" the woman's mature timbre suggested. "It must be too painful to think of."

"It doesn't matter… I'll remember when I see her again. Or she'll tell me the story herself."

Rouge felt the rough exterior of her heart crack a little with his speckle of optimism. He was already thinking about how he would catch up with his young friend when they reunited, ignoring the possibility for now that they could never meet again. It was harrowing to hear the words said with a desire for it to be true, and the hopeful belief that it was – but with an underlying layer of uncertainty. The straightforward part of her nature made her consider just telling him the truth outright, but she quickly rethought that idea. It wasn't safe to tell a super weapon to his face that his family was inarguably dead.

She chose instead to nudge him with a question. "Do you know how long it's been since you were first sealed away?"

Shadow caught a bad feeling at the way she was looking at him. Her upturned brows hinted that the answer to that question was an upsetting one. So, he steeled himself for the follow-up. "No. I don't."

"... 55 years."

Hesitance to process the number stalled him from reacting at first. Then, a roaring wave of fear and regret crashed into his stomach and his eyes widened in shock. Steady breaths hitched and became shallow, meanwhile panic started to creep in. Over five decades of time, passed and gone forever – all those years, he was asleep, and the world continued on without him. Maria would be an old woman by now, and the professor… he would never get to say goodbye.

So if Maria was alive, would that mean she really did abandon him? Would she have moved on and forgotten about their friendship? Shadow didn't think so. Maria had love for everything living and beautiful, especially him, so he couldn't accept the idea that she would've left him to be kept and used by G.U.N. A sadder thought occurred to him: she could've succumbed to her illness.

There was a chance G.U.N might've continued her treatments while keeping Shadow in stasis, but he also severely doubted they would. There was no obligation to keep a sick girl alive, and the government could easily get away with doing nasty things. He didn't even have an idea of how they handled his father after he and Maria ran. The guarantee that Gerald was no longer alive weighed heavy on an already-weary heart. It made his facial expression sink with hopelessness. And with the risen likelihood of Maria being gone, the thought formed in his mind that everything he was doing was pointless.

"Shadow?" Rouge's voice echoed.

She saw his depressed demeanor deepening and knew he was facing a myriad of terrible emotions behind his sullen face. She hesitated to say more, but felt she had to say something to stop what looked like a dark spiral starting to twist him up inside. Slacking his posture, his eyes refused her attention, and he looked lost – exponentially more lost than the Ultimate Lifeform should be. Rouge wasn't usually the comforting type, so she questioned the words that urged themselves to the front of her mind. She didn't think she could touch him at that moment, either, afraid he might lash out at her. After a stalling bite on her bottom lip, she allowed a mildly encouraging phrase to roll out into the stagnant air.

"Hey… don't lose yourself, okay? All hope isn't lost yet."

Stilted as her voice was, the lady's words struck a chord with Shadow. His heart skipped a beat, and a dreadful churning tightened his stomach. His brows strained and another memory surfaced.

"Stop!" shouted a human man as he ran into the room.

He was looking at Maria, and Shadow's gaze flicked between them while he continued hitting the glass.

"Leave her alone!" he yelled in vain.

Maria regarded Shadow with fear in her eyes, sadness following with the welling of tears. One spilled and streamed down her face. Her muffled voice was just barely audible through the glass. "Don't lose hope!"

Then her hand shot towards the lever and a jarring, violent pop filled the room in one short blast.

"MARIA!" Shadow yelled, banging his fists on the see-through door as his dear friend fell against the control panel.

The soldier stood with his arm extended, pointing a handgun at the defenseless girl. Shadow wanted to bust out of the pod and take him out, but the glass was too sturdy even for him. And as Maria's wounded form slumped and slid towards the ground, the last bit of her strength went to closing her grip on the lever. She pulled it while falling to the floor, and Shadow heard a sharp hiss of air around him. He let out one last agonized scream before the escape pod was released from the ARK, launching into space and shooting towards the planet below.

Shadow's hands shot up to grab the sides of his head. Red eyes stared at the ground, frozen and ignorant of his surroundings while he curled in on himself. His voice was low and panicked when he uttered, "Maria… she-!"

He clutched his head tighter when a pulsing pain brought on the first pang of a headache. He shut his eyes, oblivious to the look of shock and uncertainty on Rouge's face. She inched away from him, growing more worried that he was about to combust.

"Hey, don't go exploding on me!" she said with a waver in her voice. "Whatever's happening here, you've gotta control it if you really don't want to kill us!"

Through his anguish, he looked at the worried woman rising from her rest, unable to verbalize the guilt that was coursing through him. The thoughts in his head were jumbled in a mess of memories and shameful feelings, and a part of him wanted her to comprehend that. Their gazes locked and it took a second for Rouge to notice the misty glimmer in his eyes; but once she did, the notion that he was pained enough to cry made her more certain there was something she could do. Saddled with the weight of his breakdown, she returned to his side, this time kneeling directly next to Shadow. She laid the flashlight on the floor, then one hand slid onto his back, and the other wrapped a supportive grip around his arm.

She muttered, "I'm sorry," thinking those were the only words she had to offer. She didn't know what to say to someone shutting down so severely – if there was anything she could say at all to make everything right again.

Shadow closed his eyes, brought one hand over them, and let the other drop near his chest while he grimaced through a shaky sentence. "She was stronger than me…"

Rouge glanced at the hand strained in a claw-like position, shaking though it didn't close into a fist. Her grasp on his arm loosened and elegant fingers filled the space beneath his; and he accepted her comfort by turning the loose hold into a firm squeeze. The bat didn't watch him weep, shutting her eyes and sitting still with him as the soft hitches of his restrained breaths humanized the living weapon.

However long it would take for his composer to return, she would wait. If such memories were causing this reaction in what was supposed to be the perfect being, then she had to imagine he was experiencing the worst heartbreak one could know. And for once in her life, Rouge showed a level of compassion she wouldn't have cared to express before. He was in desperate need of someone to rely on, so she made a silent promise to be there for him. Not just for this day; but for days beyond.

She sat clutching his hand and bracing his back until the subtle heaves of his body ceased. It probably hadn't taken as long as she thought, but a minute felt like an hour when it was spent waiting silently. Shadow's breaths quieted, became more regular, and Rouge opened her eyes. She didn't see any streaks where tears would've fallen down his cheek, but his face was hot near hers. She guessed he'd held the tears in, or wiped them away too quickly for her to notice. His grimace was back to a frown, but he hadn't opened his eyes yet. Black lids still shrouded his deeper emotions.

The woman's hand eased out of his, and as it did, she asked softly, "Feel better?"

He stayed quiet for a moment, then opened his eyes. They weren't misty anymore. "Hardly… A few minutes of weakness doesn't fix anything."

"Well… I don't think your problems can be fixed." When he met her gaze, she smiled. "But you can still push forward, right?"

His back straightened and she gave him a little more space, but their eyes held in a shared, understanding lock. Without breaking it, Shadow grabbed her hand again and squeezed it. Rouge's eyes widened in surprise, but his expression didn't change at all; earnest filled his stare.

"Thank you," he said.

Her heart skipped a beat. "Don't mention it, hun."

They continued on through the tunnel, figuring that G.U.N would've run themselves crazy around the island trying to find the runaway couple – and thus it was time to leave. The path eventually thinned, leading into a dead end of solid earth. Rouge looked at Shadow and his posture shifted to puff out his chest.

"Wanna help me create an exit?" she asked.

He gave her a single, dedicated nod and they turned towards the dirt wall. Powerful kicks from both of them easily destroyed it, carving a new path until their attacks breached beams of sunlight through the crumbling earth. Rouge squinted and put up her hand to block the brightness while Shadow cleared enough space for them to walk through the new opening. The bat took a brief peek up at the sky, scanning it quickly and glancing around the immediate area.

"All clear," she spoke, and Shadow stepped out of the cave. "Hold up your hands – we're ditching this island before they find us."

His arms raised and Rouge hopped into the air, gripping his wrists tightly and letting him grasp hers before she lifted the hedgehog off the ground. She flapped her wings with immense strength to propel them faster, staying just low enough to claim cover from the trees as long as possible.

"Hey, are you fast enough to run on water?" she asked him.

"I'm sure of it," answered Shadow with no hesitation. He hadn't tried to run on water yet, but his speed was incredible, so he had no doubts it was possible. And the fiery air that boosted his skates would help him hover regardless.

"Then you'll take over if I get tired. From this side of the island, it's a straight shot to the shore."

She dodged trees and Shadow avoided crashing his legs into bushes, until they reached the edge of the island and escaped the dense jungle to soar above the water. Rouge glanced down at her passenger, a confident smile playing on her lips.

"So, since you don't have anywhere to go," she started, "I have a little place G.U.N doesn't know about. It's not much since I usually live in the city, but it's by the beach. I wouldn't mind letting you stay for free if you do the chores!"

Shadow looked up at her and considered the ally she'd been to him so far. Carrying him over the sea to a safe place was more than he needed from her, especially after the many ways she'd helped him already. He supposed after such a display of willingness to save his life – even after risking her own in the process – and after the care she showed him when he was weak, he could consider the winged super spy a friend. And if all she wanted in return for shelter was some chores done, he had no problem accepting her offer.

After letting out the first chuckle to bless his lips, Shadow answered, "Sure. We'll need some time to lay low."

Rouge grinned and gripped his wrists tighter. "Beachside property, here we come!" she chimed eagerly, and pushed farther over the ocean with a strong flap of her wings.