Fed up at the treatment he received under Eggman, Tikal believes the Emeralds can no longer be used. However, Tails, Amy, Cream, Knuckles, Chris, Big and Eggman find the Chaos Emeralds and give them to Sonic. The Emeralds gain their power back, and Tikal is shocked the Emeralds can be awaken by other feelings than hate and anger. Eggman comes across the journal of his grandfather, Professor Gerald Robotnik, and learns of Project Shadow. Eggman decides to use it to either conquer or destroy Earth. Rouge mysteriously appears, offering the Blue Chaos Emerald and her help to collect the remaining emeralds, but what are her real motives?