A/N: Bee-tee-dubs, this is mostly based on the Lea-Ventus incident in Kingdom Hearts: Birth by Sleep. Please be aware that when I wrote this, the game hadn't come out yet. The memories that Axel is thinking of actually came from English-subbed (hooray for patches) Japanese cutscenes that I watched on YouTube just after the game came out in Japan. Tee hee. :P I'm such a cheater. But I just had to write about this, because I imagine this is exactly (erm, more or less) what went through Axel's head in this infamous and probably overused scene. Er, scenes.

From Nobody to Nothing

It's like a movie playin' over in my head; Don't wanna look 'cause I know how it ends –"Don't Wake Me", Skillet

"You can't betray the Organization!"

The rain pounded cruelly on his head, the cold and wet feeling increasingly uncomfortable, but ignorable.

"No one would miss me."

And Roxas walked away.

No! If Roxas left now, he'd get caught by the enemies of the Organization and then— then he'd forget. Forget everything.

Forget sea-salt ice cream on the clock tower. Forget all the jokes about Roxas' zombie-like first week with the Organization. Forget missions. Forget that strange presence he thought he felt when remembering these things, as though someone had been there but their memory had been sharply ripped away. Forget even Roxas' own goal, to find out more about why the Keyblade had chosen him. Forget himself.

Forget Axel.

How ironic. All of Axel's life before the darkness had been about being remembered. Even when he met that boy who looked so much like Roxas... Even back then, all he wanted was immortality through the memories of everyone he met. He made sure that everyone he came into contact with memorized the name of Lea.

And then Lea suffered the ultimate irony: he became Nobody. How could Lea be remembered if there was nothing that existed to be remembered?

As a Nobody, Axel spewed the "got it memorized" line from his past, perhaps in an attempt to further his old mission. But the words were hollow now, and meaningless.

So if Roxas forgot him, Axel would have nothing. All of Lea's life would have been for naught. Yet Roxas believed that no one would even think about him when he was gone. No one would regret his loss.

(No one would miss him.)

"That's not true!" he cried out into the night. Hollow memories of emotions rose to mind as Axel sank in defeat, sighing, "I would."

-XIII-

That was probably a pretty dumb move, using all of his energy for one attack. Now he was going to meet the same fate as most of the Organization he had betrayed— though it wasn't really a "fate," Axel supposed. You didn't have a fate if you were Nobody and becoming nothing.

Was this like dying? he wondered. It opened the threshold for a lot of interesting reflections, at any rate.

(Sora—)

Axel chuckled inwardly. Sora was naïve, too eager, and overconfident, the way Roxas had once been. But still, Sora had a good heart, whereas Roxas had none at all— or so they had once thought. Of course, Axel had always secretly known that Roxas was more than just a Nobody. It seemed only natural that Roxas should hold half of Sora's heart— with the way Roxas acted, especially concerning his beliefs and his friends, it just made sense.

Naminé was the same way, as Axel had always known. Sometimes he wasn't always sure why he kept helping her out, but inside, his conscience was sure that Naminé was more than just a witch.

(A conscience—isn't that what the little bug Sora carried around always called himself?)

He missed the blonde Nobody pair so much, especially Roxas. When Axel had found him in Twilight Town, he'd really had a hope that maybe Roxas remembered him— until Roxas was unable to give the name of the Organization's superior. Those very same questions he had asked on their first mission together during which Roxas actually spoke... Surely they would've brought up some stirring of memory.

(Roxas had never been able to remember his past before either—)

Roxas had been able to give Axel's name, but not Xemnas'. Surely, the work of Naminé. Axel sighed. She was a very enigmatic witch.

(She and Kairi will be one again soon.)

Having laid all his cards down on the table, Axel was confident he had helped to ensure the safe reconstruction of the hearts of both the Keyblade bearer and his Princess of Heart. Yes, Naminé and Kairi were certainly two of a very rare kind. It was their destiny to become one again.

(Just like Sora and Roxas are now...)

Axel let his memories of Roxas flow freely through his mind, now that he'd soon no longer have them. He remembered Roxas's arrival, and how much of a zombie he was. He didn't speak at all that entire first week. But at the end of his first seven days— wasn't there something, somewhere in the distant echoes of a casual conversation, about a fourteenth member?

No, the Organization never had more than thirteen members. After all, Naminé hardly counted. He thought over his first mission with Roxas, how he'd spoken to him. Then how he'd had to explain friendship to Roxas— the naive dolt. But then again, that really was the start of it all. That, and daily ice cream on the clock tower with Roxas and...

(Who?)

Just Roxas. There had been no one else. There couldn't have been, could there? No, it didn't make sense. Better just to let the memories keep coming.

Then there was the day Roxas had been taken from them, and the day he'd been charged with searching for him. The day Axel had found him; and then when he'd given up on ever getting his best friend back. Each time he'd had to fight Roxas had become the most difficult moment of his life. Especially when he'd fought Roxas and then DiZ had shown up— oh, how he'd hated DiZ then. His hatred made him shout out forcefully at Roxas to come with him, but when time had started again and Roxas and DiZ were gone, Axel knew it was far too late. Roxas had chosen DiZ. Axel's best friend was gone.

(Gone, just like... Just like... Who?)

Something was really troubling Axel now. There was something else in his memories, something that made the flow stick and stop and start again. Something was catching, something that was there but wasn't supposed to be. Something, perhaps, that never truly existed.

Well, Axel was familiar enough with that notion. So why couldn't he just remember? It was starting to get really annoying. But if it was something he wasn't supposed to remember, then how was it he could tell it was there?

The answer became obvious as soon as the question arose: he was becoming nothing. Every second he was more and more in tune with everything that never existed, or once was but no longer is. And as the seconds passed, little details floated into his mind: short black hair; a soft, melodious voice; eyes as blue as the sky, just like Sora's. But they were just unconnected details, pieces from different puzzles, clues that didn't fit the mystery.

But maybe they'd fit if he could just remember a name. Names were very powerful, he knew from experience; if he could place a name to his missing memory, wouldn't the rest of it just fall together on its own?

He was almost nothing now. He held on tightly to the last hollow echoes of his consciousness until, instantly, Axel remembered. He wanted to shout her name, to let it roll off his tongue with the taste of sweet and salty ice cream, to let the world know that she who did not exist was with him.

Then, suddenly, nothing.

A/N: Thanks for reading. Please leave me a review. Flame if you want, you still get a muffin! It's lemon poppyseed still. Because I can't make anything else.