Added a new stage "Industrial Lot" that takes Cobalt Freeway's place as Stage 3. Along with a new stage 3 song that plays from Sonic & All Stars Racing Transformed.

Other changes include:

• Changed the sound effect for getting hit while shielding.
• Bean's coat and eyes are the same color and a reddish brown.
• Cherric, Byrn, Sparrow, Dark King, Keira, Fighter, Thug, Huntress, and Keira DX have been given unique throws when grabbing someone.
• Bandy, Elvira, and Angel's throws have been slightly edited.
• New attack sound effects have been added to most characters, giving attacks more impact.
• Elvira has been given heeled boots.
• Edlyn's Celestial Dance has new animations.
• All attacks utilizing Satil's double axe have been reworked.
• Dark King and Edlyn can now move in the Z-axis on one of their special moves.
• Bandy's skin is slightly lighter.
• Cherric bounces up when counter-throwing.
• Edan has armor when healing or summoning a shield.
• The boomerang weapon has a spinning sound effect when being thrown.
• Some attacks like Bean's Star Spin have edited properties.
• Various edits have been made to certain character animations.