G.U.N Headquarters. The hallways with various soldiers passing by looked all too familiar to a certain trio...well, duo as of now.

"So, Omega." Rouge began, starting conversation. "What do you think Abe wants of us this time?"

"An ambush on Dr. Eggman is preferable." Omega said, his eyes glowing red. As usual.

Rouge sighed. "We really need to get you a hobby."

"I do have a hobby." Omega said simply. "And that is target practice on inferior machines."

Rouge stopped walking as she crossed her arms, shaking her head at her robotic friend. "I mean something like...sports or...collecting?"

"What do you suggest I 'collect'?" The strongest and last of The E-Series said.

Rouge smirked as her mind immediately went to The Master Emerald before she shrugged. "Well-"

"I am not helping you steal The Master Emerald again." Omega said as he kept walking.

Rouge sighed as she walked after him. "This is why you need a hobby. You and Shadow can be no fun sometimes...where is Shadow anyway?"

"Location of Shadow unknown."

The thief then giggled to herself. "He's probably off brooding somewhere. Might as well leave him be."

Then, the two members of Team Dark stepped into a large office. The office of none other than Commander Abraham Tower, the leader of The Guardian Units of Nations.

"Morning, Abe!" Rouge said with a smile and a wave.

Commander Tower sighed as he turned towards the Mobian and former Eggman robot. "Good morning, you two. Where's Shadow? I requested he come here too."

"You know Shadow." Rouge said.

"What is the mission?" Omega asked before clenching his fist. "And does it involve raiding an Eggman base? I will litter its walls with bullets!"

Commander Tower simply shook his head. "Not this time, Omega. But it might involve a fight that's too dangerous for any regular agent."

Rouge tilted her head before the screen in his office turned up, showing surveillance footage of a temple somewhere in Lost Valley. The thief studied it closely before seeing a Chaos Emerald resting carefully in the center. "An Emerald? What about it? Other than its beautiful shine, of course."

"Keep watching." The commander said.

A minute or so passed in the footage...before the Emerald was suddenly taken by a shadowy figure, with the figure leaving as quick as he appeared.

"Hmmm...enhance the image." Rouge hummed.

The commander just nodded, although it seemed he had already done that, pulling up an already enhanced and clearer version of the footage.

And what did it show? A familiar masked jackal, a sword on his waist, swiping the Chaos Emerald and dashing off.

"Infinite?" Rouge asked, her eyes wide. "He's still alive?"

Omega, recalling how he had nearly been decommissioned by the overly edgy foe, clenched both of his fists. "I shall annihilate him!!!"

"Easy, Omega." Commander Tower began. "And I'm just as puzzled as you are on how Infinite survived. From what you showed me, The Phantom Ruby glitched him out of existence."

"I mean...that's what we saw happen, but if he's anything to go by? Looks are deceiving." Rouge said. "But seems he's after The Emeralds."

"Possibly to restore whatever's left of his powers...you and I both know that The Chaos Emeralds are extremely dangerous in the wrong hands. I want you two to find Infinite and bring him in for interrogation and imprisonment. I don't want a repeat of Robotnik taking over the entire planet." Commander Tower stated.

Omega's eyes just glowed red. "You may wish to interrogate him quickly. I have, as you say, a very itchy trigger finger."

Commander Tower sighed, rubbing the brink of his nose. "You really need a hobby outside of shooting things."

"That's what I said!" Rouge cried.

But then, suddenly...the alarms began ringing throughout the room. Commander Tower's eyes widened as he quickly accessed his coms. "What's going on?!"

"Sir! We've had a security breach! Something's broken in!"

"Identify it!" Abraham cried.

"It's moving too fast-!"

Then, the coms were suddenly cut off after the soldier let out a cry of pain. Then, as if to raise the stakes even more, a loud explosion sounded in the distance.

"Omega, Abe, c'mon!" Rouge cried as she quickly flew into the air and out the door.

Omega activated his thrusters and dashed after her, with Commander Tower grabbing a pistol and following the two. Another explosion sounded as they ran...and then, the door in front of them burst open as a soldier was sent flying through it.

Rouge quickly came to a stop, with Omega behind her and readying his gatling guns.

Commander Tower leaned down, checking the soldier's vitals. Not dead, but unconscious.

But then, smoke suddenly began to fill the room as the soldier's attacker and likely the cause of the security breach, slowly began walking forward.

Commander Tower quickly pointed a gun at the intruder. "Halt! Stop this attack or you will be fired upon! This is your only warning!"

The attacker didn't listen and simply stepped closer towards them, their silhouette starting to come into form.

Rouge squinted her eyes. "...is that...?"

"Shadow?" Commander Tower asked. "Wait...you're not..."

Then, the attacker was fully revealed as she stepped through the smoke. She stared at the three of them, her eyes glowing a bright red.

"...you took...everything from me..."

Omega then began firing his guns at the attacker, with her suddenly teleporting out of the way and then dashing forward with her fists sparking in golden energy.

"NOW I'LL TAKE EVERYTHING FROM YOU!!!"

The Ultimate Lifeform stood peacefully on a hill, watching cherry blossom petals fall from a tree and be carried away by the wind.

He had to admit, it was relaxing to stop and take a moment to admire the sights of the world he so often defended from devastation.

Shadow was quiet as a petal, for a moment, landed on top of his head before quickly being blown away from the gentle breeze. He sighed before beginning to step away from the hill, seeing The Dark Rider down below.

And then, just as he sat on his signature bike, his communicator began to beep. Seems his moment of peace was over.

Shadow quickly put his hand on it, answering the call. "What is the situation?"

"Shadow-!" Rouge's voice called as static filled the call, cutting her off.

Shadow's eyes widened briefly. "Rouge? What's going on?"

"G.U.N- under attack- hurry!!!"

Shadow didn't need telling twice as his bike roared to life, even being powered by his own Chaos Energy. "I'm on my way."

Then, his bike drove off at the same speeds he could skate at. Shadow's eyes narrowed as he transferred more of his power into The Dark Rider, going even faster.

Anyone who could see him wouldn't have seen him for longer than a second, if even that. And they'd only be able to describe him as a golden blur speeding by them.

Shadow gritted his teeth before he eventually turned the bike, drifting to a stop as he arrived at G.U.N Headquarters...and smoke was erupting from the roof, with several holes in the walls. Whatever attacked was not interested in stealth.

The Ultimate Lifeform quickly leapt off his bike and then dashed forward, his air shoes increasing their propulsion as he skated inside, quickly seeing the sight of unconscious soldiers.

He went over, checking one of their pulses and was rather surprised to see they were still alive and just knocked out cold. Shadow then dashed off further into the base, looking all around for his friends (even if he'd never admit out loud that's what they were to him) or anyone who was conscious.

He eventually came to a stop inside of a large chamber, his eyes narrowed as his ear twitched. He then looked to the side. "Whatever you are...quit hiding like a coward and face me head on."

Then, the room echoed with a deep chuckle as an all too familiar sound entered Shadow's ears.

"If you insist..."

Shadow looked from side to side before his eyes narrowed as he suddenly spun around, roundhouse kicking whatever he sensed behind him...but his leg just phased through his opponent, who wasn't truly there.

The hologram of none other than Infinite cackled. "So quick to attack, Shadow..."

Shadow's eyes narrowed. "You again..."

"Aww...you remember me." Infinite smirked as his hologram suddenly began multiplying, several fake versions of him filling the chamber.

Shadow looked around at the small army, quickly focusing on the battle ahead. "How did you get The Phantom Ruby again?"

"Why spoil the surprise?" The countless Infinite's laughed as they all shot their hands forward, shooting a pink beam of energy at the black hedgehog.

Shadow quickly teleported out of the way and then into the air. He then growled as his hands glowed a bright yellow. "CHAOS...SPEAR!!!"

Then, erupting from his hands like bullets, several golden spears quickly phased through all the clones.

Shadow huffed and then landed. "Just as I thought...you're too much of a coward to face me head on."

The clones all disappeared...and then, the entire room was suddenly enveloped in a black void. Shadow's eyes widened as he rapidly looked around, preparing for a sneak attack.

"What are you planning?!" The Ultimate Lifeform demanded.

"Why tell...when we can show you?" Infinite's voice echoed.

Shadow growled, already tired of having to tell the difference between reality and illusion...before he started to hear voices.

"Mephiles, you know what to do..."

Shadow's eyes widened and he turned around to see three figures suddenly ripping out a casket from the ground. He skated over when he saw Infinite alongside two others, but they disappeared the moment he arrived. He looked around for them, as if to try and see where they had gone...before his eyes suddenly widened at the grave they had robbed.

'Here lies Maria Robotnik.'

Shadow slowly stepped back at the sight of the grave...before his eyes briefly flashed red. "WHAT HAVE YOU DONE, INFINITE?!?!"

No response...at least, not verbally. The next thing he knew, Infinite and his allies were across from him, standing in front of...some kind of strange tube. But it wasn't technological, it seemed to be made out of a familiar substance.

The same substance of The Black Arms.

"How long will this take...?" Infinite asked, his eyes narrowing as he looked inside the tube.

Then, a hedgehog who looked like a direct copy of Shadow, just with dead colors and lacking a mouth, stepped forward. "Depending on Eclipse's resources...who can really say? But I made sure that once I summoned her spirit, it would bond to her body again."

'Eclipse' then smirked, even if Shadow couldn't see him from the front. "Be patient, Mephiles. Infinite. She'll wake up sooner than you think once I inject our 'secret ingredient'."

Then, the strange alien held up a vial of...blood. Shadow tried skating forward to get a closer look...before something suddenly hit him across the face and caused him to fall onto the ground.

The Ultimate Lifeform looked around before looking back at the likely illusion once Eclipse started talking again.

"I was almost worried I'd have to cut this out of him myself...but what do you know? The Ultimate Lifeform has bled enough for fools to get their hands on it." Eclipse said.

Infinite cackled. "Oh, how satisfying it was to watch them run like rats..."

Then, Eclipse held the vial up to the tube...and the substance grew tentacles, snatching it from his hand and absorbing it into itself.

Mephiles then watched smoke fill the inside, his dead eyes staring at it. "...it will be even more satisfying to see that hedgehog suffer..."

"And what better way to make him suffer than by using the only thing that could ever stop him?" Eclipse asked with a smirk. "Project Maria...will soon be complete."

Shadow felt his heart stop at the name of his beloved friend and sister. He then dashed forward, reaching for Eclipse...only to suddenly be sent flying across the dark void by whatever had attacked him earlier.

He slowly stood up...only to see that the tube he saw was now right in front of him...but empty...

Shadow's eyes widened as he began to contemplate what this could mean...and the thought of what they did to her or whatever remained of his guiding light caused his breath to quicken. His hands began trembling before he screamed.

"WHATEVER YOU DO TO HER, I WILL UNLEASH UPON YOU IN WAYS YOU CANNOT IMAGINE!!!" The Ultimate Lifeform screamed. "YOU DARE TRY TO TARNISH HER MEMORY?!?"

Once again, no response...at least, not to his question. Two voices were heard...one was Eclipse...and the other Shadow would never forget.

"Do you understand now...?"

"G...G.U.N...t...they killed Grandfather...and...and me...?"

"They took everything from you...you deserve justice more than anyone...for your family."

"J...justice..."

"But your grandfather's creation, Shadow, will be there...he will defend G.U.N...do you remember what Shadow is...? Surely you saw him on The Ark."

"N...no...b...but he...he won't stop me..."

"They will all feel your wrath. For what they did to you. For what they took from you."

"T...THEY'LL PAY...THEY'RE ALL GONNA PAY!!!"

Shadow's breathing continued to quicken as the last voice echoed...before he was suddenly sent flying once again, hitting the wall. The dark void disappeared and he was back in the testing chamber.

Cackling quickly filled the room, causing Shadow to look up and see Infinite, Mephiles, and Eclipse standing through a hole in the upper walls. They were looking down on him, all with wide grins on their faces.

Eclipse...Shadow couldn't unsee it now. He looked like a mixture of Mobian and Black Arms...and even bits and pieces of himself.

"Oh, I'll bet you're just dying to see our little surprise, Shadow." Eclipse cackled. "And we can't wait for you to see it too..."

Shadow then heard footsteps and looked ahead...and his eyes only widened even more...and for the first time in a very long time...

He felt...dread.

Standing across from him was a hedgehog with yellow fur and quills that draped down like hair. The armor she wore on her body mirrored The Black Arms, except for the silver Inhibitor Rings on her wrists. And her black and red eyes practically pierced through Shadow with its hateful gaze.

Because he knew those eyes used to be filled with so much hope...

"...M...Maria..." Shadow breathed.

Maria didn't respond. Her eyes just glowed an even brighter red as she skated forward, screaming as she threw her fist at The Ultimate Lifeform.

BOSS STAGE: Project Maria