I know I'm a monster…but the temptation is too strong.
Being a mod based on a famous creepypasta, it’s no surprise that Vs. Sonic.exe D-Sides has more than a few frightening moments. However, due to how narmy the creepypasta is, though, it's said that it actually manages to improve over it.
- While Mighty.zip himself can be seen as Nightmare Retardant to some thanks to his unoriginal design and So Bad, It's Good origin Creepypasta, this mod gives him some effective touch-ups in the form of Body Horror, with hands inside of his mouth being seen in his poses, as well as directly staring at the screen and giving a Ghostly Gape when he does his Evil Laugh and jumpscaring the player mid-song.
- Early on in Ray's section and the start of Fang's and Maria's sections in "Soul Clash", hyperrealistic pictures of their faces suddenly appear. Already unnerving by itself, you can already hear screams, presumably their last words before Mighty.zip killed them. Ray is that infamous bloodcurdling scream from the actual game, Fang gets a wheezing, agonized howl while Maria sounds more like a Big "NO!".
- The records studio Endless takes place in must be located somewhere in the middle of the uncanny construction site, because everything about the stage (minus the song itself) is very unnerving, with unnatural black lighting and a disc on the stage. Speaking of which, Tenma himself, while not gruesome eyesores like many of the other opponents, is unsettling with his perpetual smile and the fact that those human faces do not belong on Sonic bodies.
- Should you lose in Endless, the game over screen gets slowly taken over by a hundred Tenmas as a timer slowly ticks down. If you don’t retry before it runs out, then Boyfriend suddenly hunches over and covers his face…And reveals that he’s been turned into a Tenma as a glitched out snippet of his vocals play. Oh, and the game crashes too for good measure.
- Cycles, on the other hand, takes place in a very weird place, with bloodshot eyes, coconut trees that somehow have flesh under their bark. Zeus himself is a big gruesome eyesore, even compared to the other opponents—from his deep black eyes with unnerving white pupils, to his haggard appearance with his scruffy muzzle, shoes that look more like socks bound with a leather strap, to the Z literally carved into his chest.
- All his animations are freaky, too. Special mention goes to his up pose, which features a tongue coming out of his mouth, with another one that uses his eyes for a ligament coming straight out of the gaping eyehole!
- Cycles itself might be one of the creepiest songs to appear in a Friday Night Funkin' mod. It's a slightly off-key piano piece peppered with droning ambient noises and distorted laughter (including a sample of Flowey's infamous laugh at the beginning of the track). Zeus' voice, though literally Zephaniah's, has an unsettling grainy filter that makes it almost indescribable, and it all comes together to give the song a very macabre vibe.
- At first, Faker (now scrapped) seems like a battle with an... off-brand, but normal Knuckles. This changes at the end, however, as the Knuckles doppelganger begins to twist and contort itself to reveal that it's another version of Sonic.exe; the former artist's own take, known as -ZIP. A lanky, green-and-red abomination with blood-stained claws, skin that only looks like gloves and shoes, and a mouth full of razor-sharp teeth. And by a concept, if you lose to -ZIP you are treated to a close-up image of -ZIP's face... which will eventually turn into a Jump Scare.
- The background concepts for -ZIP are quite the sight as well. In "Faker" it's more subtle; the trees, the plant life seems to be dead or dying, and the sky is a yellowish hue. However, after -ZIP transforms, it gets much more apocalyptic in nature, with the scenery swapping to stone crags with black wisps of something curling around a mountain, and the charred, rotted corpse of Ray on display next to Girlfriend.
- Starved Maria, one of the new opponents for 2.0 is a version of Maria who develops a strong taste towards animals and Mobians, managing to eat Mighty and later the end of Ray's tail. Her Nightmare Face doesn't help either. There is the small comfort in that her hunger does not extend to humans, so she has no lethal intent towards Boyfriend unlike most of the other opponents in the mod.
- Her actual song, even if not entirely finished, ended up being against Ray and it is rife with horror. Not only is Mighty's cut-up corpse nearby Starved Maria herself and she has a heavily distorted voice to match her disturbing appearance, there is a Fear meter on the right side that grows over time, more so if you Miss, eventually to the point where Ray will be permanently rendered a One-Hit Wonder and at that, the image for Ray's losing icon is a creepy image in its own right, appearing mangled. Oh and the Misses in this are called Sacrifices, giving off scary implications on what happens whenever Ray messes up against Starved Maria. And if you fail? You’ll end up with a haunting Game Over that, even if censored to some degree, is still absolutely nightmarish, starting with Starved Maria taking a bite out of Ray, then lunging at the screen mouth opening wide, all while distorted, electronic-sounding screaming can be heard in the background. You finally get the chance to move on after it settles on an animation of his teeth dripping with blood.
- The scrapped song "Prey" is fairly disturbing, thanks to being based on Starved Maria and her accomplice, Shadow Hunter. The song takes place in Stardust Speedway Act 1's Bad Future, which is a bad sign already, as Shadow Hunter chases after Mighty. Mighty manages to shake him off, only for Starved Maria to arrive. Mighty tries to deliver his trademark snark at her, but Starved Maria brushes it off by saying Mighty does not even know his own fate, before laughing manically and then taking on Mighty himself. During one of Mighty's verses, however, Shadow Hunter rockets ahead of the both of them under the stage... leading to him cutting Mighty off once he manages to outrun Starved Maria, shooting him in open gunfire before he even notices what's going on. You win, but it's clear that the fate Starved Maria meant was, well...
- Starved Maria is supposed to be just a Maria with different, disturbing motivations. Unlike the various demons and other mystical beings of the mod, she is not supposed to be supernatural in the slightest. So why does she look so... off? Nothing more than the results of overfeeding and an unbalanced diet? Perhaps she contracted some kind of disease from eating Mobians that caused him to start rotting alive? Or maybe her compulsion to devour Mobians and his warped appearance are the result of some kind of curse? The world may never know.
- One disturbing detail is how she refers to Mighty and Ray not by their names, but by what creature they are. She doesn’t call them by their names because she doesn’t see them as foes to defeat anymore. They’re just animals to her. And thus, her meals.
