After returning from Prison Island where he released Shadow, Eggman sets off for his base, taking notice that there’s an emerald sign on the area. Since Shadow had asked him to bring Chaos Emeralds the next time they meet, Eggman takes off and finds Knuckles and Rouge fighting over the Master Emerald, which is not a Chaos Emerald like he initially thought. Still, he snags it, thinking he could use it for something, but Knuckles foils his plans by smashing the emerald into pieces. Eggman leaves the scene baffled at the Knuckle’s antics and continues his way back to his base.
Sand Ocean is desert themed, with an interesting concept of bottomless pit, since the level is constructed above quick sand where the Egg Walker will sink into immediately if in contact. It's Egyptian themed as well with large murals, hieroglyphs in small square platforms, and giant statues with an Eggman-like head on top. For some strange reason, there are flags and gas tanks with the G.U.N.'s logo marked on it. The major gimmicks of this level are the pillars that can be knocked over by locking-on to the dynamite packs attacked to the base of it, forming new paths and access other platforms and gyrator platforms that make alternative paths easier to access.
The level up item in this stage is the Mystic Melody for Dr. Eggman.