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- “Babylon” Part Three: The Babylon Rogues and the Battle Bird Armada – united?! And why is this fowl allegiance moving in to attack New Mobotropolis when they’re really searching for the fabled Babylon Garden? The skies erupt in battle as Sonic and Jet finally have their rematch! The surprises keep coming right through to the shocking final assault!
Babylon Rising Part Three: Retribution
As the Battle Bird Armada draws near New Mobotropolis, Nicole activates the city's force field. Tails contemplates that he should have been nicer to the Armada and Rotor asks Nicole to finish the repairs on the Tornado. Nicole has a breakdown, the city wants her offline and Sally's gone, but Rotor asks her for one more favor.
On the Battle Fortress, the Battle Lord asks Dr. Fukurokov for a sitrep and the doctor tells him that they gathered plenty of information of the city since their encounter with Tails. He reveals his knowledge about the nanite city, Nicole and the city's force field security. The Battle Lord tells the doctor that all he wants to know is will his new gadget work, which the doctor stakes his life on that it will work. He asks the newly rejoined Babylon Rogues if they're ready, which they are. The Battle Lord riles his troops with a speech saying Babylon Garden is under their enemies home and that they will have their revenge and begins their assault. Wave flies over New Mobotropolis and activates Dr. Fukurokov's gadget that shuts down the force field.
Elias tells everyone to get to the evacuation points, but he is met with skepticism as he is no longer king and may no longer be on the Council of Acorns. Rotor, wearing his nanite battle suit, helps Elias get the citizens out and then goes support the rest of the Freedom Fighters. They are soon met by the Babylon Rogues and Sonic leaves the rest to fight them. As Amy, Rotor and Tails fight the rest of the Battle Birds, Tails wonders if they're looking for something. As the team prepare to resume the battle, the new king, Ixis Naugus enters the fight argueing with his inner demons, the Ixis Wizards.
Outside the city, Sonic asks the Babylon Rogues why are they working with the Armada, they refuse to answer. Sonic tells them that Naugus is going to take down the Armada with his magicks. Jet then uncovers the Gravity Ring under his glove.
On the Battleship, Naugus plots to crystalize it and make it his flagship to spread his reign to the rest of Mobius. He then is confronted by a mockingly polite Battle Lord. After introducing themselves, the Battle Lord tells Naugus that he, unlike Naugus or Dr. Fukurokov, relies on brute force right as he gut punches the wizard king.
As the city is evacuated, Antoine carries out the newly de-roboticized Bunnie. Geoffrey St. John, who awaiting his trial for treason begs to be able to help fight, but is denied by Elias. Antoine tells Elias the royal family is sheltering the citizens. Elias then calls a saddened Nicole and asks if the "city restore point" Rotor suggested before the attack is ready. Nicole confirms it and Elias is somewhat relieved because the nanite should be able to repair the damage to the city. He then asks Nicole did she upload herself to the Freedom HQ servers with no answer from Nicole. Elias tries to comfort Nicole about the situation with his sister but she leaves.
As the Battle Lord continues to pummel Naugus on the flight deck, Tails prepares to land on it. He is suddenly picked up by Speedy who informs Tails his dad wants to dig up something under the city.
Babylon Rogues has kept Sonic distracted enough so Jet uses the Gravity Ring to encase Sonic in a force field. As Speedy and Tails battle and Ixis Naugus continues to be pummeled by the Battle Lord, the Battleship moves into firing position over Castle Acorn. After defeating Naugus, the Battle Lord contemplates the coincidence of Babylon Garden being under the city. Speedy throws Tails at Naugus and both are shoved off the Battleship by the Battle Lord, although Tails is caught by Rotor. Sonic escapes the force field and rushes back to the city.
As the citizens of New Mobotropolis watch, Ixis Naugus begins to pick himself up and Nicole uploads herself up to Freedom HQ, the Battle Bird's Battleship destroys Castle Acorn.
An Ugly Leader Contest takes places featuring Ixis Naugus, Battleekuku XIV, Eggman, Scratch, Grounder and Mogul. It is very unpleasant and Sonic says "No matter who wins, we all lose!"
- The final page, which shows Castle Acorn's destruction by the Battle Bird Armada, gives homage to the teaser poster of the 1996 film Independence Day.