NOTE: This is the new version of chapter 1. I think it's a little more better then the last. So sorry for the wait, you guys, college just took over my life. Chapter 2 is halfway through being done and I think I know how 3 is gonna end so... Yeah, should be up in...3 weeks tops? But PLEASE let me know what you think so far. College wasn't the only thing that made me lose motivation, no feedback kind of aided that too. I don't wanna be a review whore but praise/crit REALLY does help, y'know. ;D

Disclaimer - Alair does not own Kingdom Hearts in any way, shape or form. If I did, you would've seen all that is hot do VERY unholy things to each other, chained to a bed. Yes. All of them. Sadly, the only thing on a bed that is Kingdom Hearts that I do own is my Shadow heartless plush. I called him Spookeh. X3

So, first fic in celebration of Zemyx day! This was originally going to be a one-shot but due to the second half going missing, I'll upload in maybe 2 or 3 parts once I've re-written/wrote them.

Well, read, enjoy and please review. I need reviews to get better at this. I'll give you cookies? And Organization plushies.

A Nocturne's Illusion

Beautiful water, lovely flowers, and the hopeful smiles of welcoming townsfolk.

"So this is where the great Ansem the Wise is stationed… Radiant Garden."

An elegant office, with elegant décor, and an even more elegant platinum blond man oozing authority sitting in a leather chair behind an obtrusive wooden desk.

"Mr Ansem, with a fully equipped, up-to-date laboratory just think of how much further we can take this research."

Cold, sterile equipment filled the room- Intricate contraptions, flashing monitors, and a tangle of wires connecting the silver haired, unconscious man to a steady beeping machine accompanied the ambiance.

"Even, do you really think this'll bring his memories back?"

Zexion woke with a slight haziness, trying to cling on to his dreams. That place where he had feelings, where he remembered what it felt like to have emotions… His memories. Why he wanted to stay in that place, he could not justify. Emotions were but bothersome burdens he'd rather not deal with. Aided by a distant icy voice washing over him, tipping the balance of his subconscious from slumber to reality, Zexion let his eyes flutter open, taking in the blurry shapes of his surroundings until they focused from shimmering blobs to identifiable objects.

He started to turn his head against the cool surface it was resting on only for an uncomfortable crick in his neck to stop him in a brief wince of minor annoyance, more so then pain. Massaging the offending area soothingly, it didn't take long for Zexion to realize that he, yet again, fell asleep whist concentrating on the formulas and workings of his latest assigned research. Zexion scrunched his face up in distaste as the smell of ink infiltrated his susceptible nose making it twitch with its venomous, bitter scent. Peeling his cheek away from the parchment on the desk, night time perspiration acting like an adhesive, the slate haired man sat upright in his chair, ears tuned in closely to the voice which woke him. No doubt it was once again, the usual raucous rant of Castle Oblivion's resident experimentalist's dissatisfaction on the subject of the Aboveground members' lack of respect and cooperation. It had been a while now since Zexion had stopped yearning for a time where he would wake up from his sleep peacefully, his subconscious gently rousing himself to an awakened state. If that was made possible, he may be a little more warming to his two basement dwelling allies. But no. Ever since the Superior had relocated six of his members, including Zexion, to Castle Oblivion, it was all Zexion could do to not march out into the hallway every morning that all too familiar artic voice carried itself into his room and trap the tall blonde, as well as his screeching vocal cords, in a torturous glacial illusion where even his own power over the element will not save him in the slightest.

The mere irony of the situation bought a diminutive, rare look of amusement across Zexion's usual stoic face.

In all honesty, Zexion didn't understand why Lexaeus hadn't already clubbed Vexen around the head with his tomahawk. After all, Lexaeus (whom Zexion strangely noticed didn't find the need to sleep that often) was around nearly all the time Vexen had his annoying little outbursts. But then, the Silent Hero wasn't called that without reason. Unless ordered, violence was a rare thing to see from the auburn haired giant. His use of speech being even more so rare. (Although he would never admit it, once when having what he thought was a one-sided conversation with Lexaeus, Zexion was rather startled when the larger man unexpectedly replied in a deep, timbre voice that he almost choked on the coffee he was currently consuming. He quickly recovered his composure, not acknowledging the small twitch of Lexaeus's lips curled up in a near smirk.)

Zexion would have felt sorry for Lexaeus having to put up with the constant moaning and whining of the blond experimentalist, but that would mean he had a heart.

Nobody at Organization XIII had a heart. Nobodies didn't need them.

Shaking his head from thoughts of weeping popsicle Vexens and the non-existence of hearts, Zexion lifted himself none too gracefully off his chair and arched his back over in a cat-like manner stretching his agonized muscles from having spent all night awkwardly hunched over the papers on his obsidian desk. Once his back stop protesting from movement, Zexion proceeded to walk over to his wardrobe and pull on the regulation, all black uniform of the Organization. Once his long, leather coat was wrapped around his black pants and T-shirt (Unlike some of the other members, he wasn't all that comfortable walking around shirtless underneath his cloak), and his gloves were covering his long, pale fingers, he softly brushed the large chunk of hair into its usual place, hiding half of his features. As soon as Number VI was satisfied, he opened the door his bedroom and walked down the dimly lit hall towards the sound of the increasing volume of Vexen's whining.

The Cloaked Schemer couldn't help but keep the look of annoyance off his face as he entered the basement's sitting/conference room which already contained two of the three Underground members, one of which turning around, pausing in mid rant, to meet a glare from the shorter man so cold, it could rival even his own element.

"Ah, Number VI, good of you to finally grace us with your presence." greeted Vexen, ice noticeably dripping from every syllable he uttered.

"Must you make so much noise, Vexen? Have you ever stopped to wonder if it's your constant whining that aids the lack of respect you receive?" responded the slate haired man coolly.

Zexion could almost see something snap behind the Academic's acid green eyes before he predictably started going off on yet another tangent.

"Firstly, those Aboveground neophytes wouldn't know respect even if the Superior shoved it down their throats! Secondly, you should address me as Number IV. What an earth ever happened to giving proper, formal greetings?! All I get from those Aboveground members is a grunt. A grunt! That is hardly classed as an established greeting! Maybe I should make next month's goal for us to give proper greetings… At least we should show those bums that we are far more competent then them in both performance and behaviour…", Vexen trailed off, continuing to mutter to himself as he strode across to the other side of the room, losing his thoughts in a messy pile of papers that were inked with peculiar diagrams and coded words only the blond man could decipher.

Zexion turned himself away from the blond man and towards the direction of the black, marbled table sandwiched between two leather couches. The coffee pot on the table practically screamed to be consumed as Zexion made his way to one of the sofas, automatically obeying his caffeinated need as he poured the thin, tar like substance into a mug before taking a much wanted mouthful, grateful he could feel the slight scalding feeling as it slid down his throat. If he couldn't feel emotion, the feel of physical pain was one he needed to know that he existed.

Sighing contently now that he had caffeine inside him, he placed his mug back onto the table, sinking further into the squishy leather material as he looked up at the figure on the opposite couch.

"Morning, Lexaeus", Zexion said as he tried to stifle a yawn that escaped his lips. Out of all the Organization members Zexion had met so far, Lexaeus was the one whose company he enjoyed the most. Maybe it was the fact that he didn't talk so much, leaving the schemer to work to his mind's content. Number V reciprocated Zexion's greeting with a curt nod of acknowledgement, as expected.

The two members sat in a comfortable silence before hearing a shuffle of feet approaching the seating area of the room. Vexen let out a tired sigh as he sat in the armchair at the top end of the table.

"Well.", he began as he launched into today's orders, chore listings and general information sharing. "I'm sure you've heard by now that the Superior's Heartless has indeed been defeated by the Keyblade wielder thus meaning our own plans here at the Castle should be coming into action quite soon. I advise you both be ready. Until that day comes however, activity shall proceed as usual." he finished, now turning his attention to the large figure on his left. "Number V, the Superior has demanded your presence at the Altar of Naught immediately. You'll be given your orders upon arrival."

Lexaeus once again gave that trademark nod of reply as he slide out of the seating enclosure and walked to the middle of the room, opening a portal as he went and stepping through. Zexion watched the last wisps of black substance evaporate before his attention was turned towards Vexen at the mention of his own name- well, his number.

"Number VI, you are to continue your chores and duties as usual. Also, I need you to finish that research on the matter of the link between hearts and memories. It appears Number XI has need to see how far he could work into his plans with the witch." the slate haired man didn't miss the hiss in Number IV's voice as he mentioned a certain pink haired Aboveground member. "I myself have need for said research…" the ominous note in Vexen's voice made the Cloaked Schemer raise a slight brow of suspicion.

"And, may I ask, what needs do you have that require delving into research containing information that only has use with the aid of Naminé?" Zexion inquired.

"You will find out soon enough, Number VI. In the meantime, that research?"

"Firstly," Zexion calmly started, a rare bout of anger threatening to creep into his normal, blank voice, "I prefer to work at my own pace. I don't work to other people's. The Superior being the only exception. Secondly, the fact that you've been persisting me into this these past few days must mean that you're planning something big. If your 'plans' involve something that could corrupt the current status of the Organization then I would think that I, as an ally, would have a right to kn-" Zexion abruptly stopped as he sensed a notion of disturbance in the floors above him. Rising slightly from the foam structure beneath him, he wrinkled his nose, gingerly sniffing at the air before two scents caught his highly sensitive feature. One of them, he'd only had the chance to encounter twice. The unmistakable, pungent smell of lunar. The other was one that Zexion found he couldn't match with a person. Unlike the previous scent that was laden with repressed rage, this one, Zexion found to be pleasant, almost calming. Taking another sniff at the air, the smell of sea salt lingered around him, caressing him as it engulfed itself around his head.

"Number VI? Who can you sense?" asked Vexen, the shorter man's gesture being one well known to the older member.

The slate haired man jumped slightly at the sound of the chilly voice, disturbing his reverie.

"It appears two members are making contact with the Aboveground members. One being that of Saix. The other…" He trailed off, settling himself back on the couch, blinking as he remembered the aura of tranquillity that lingered on the scent. Every member that Zexion had encountered so far had a vast amount of negative energy about them. Whether it'd be one for bloodlust, anger or hate, they had it. Except this one… And yet, there was no denying that he wasn't a member of Organization XIII. Regardless of negativity, Zexion could tell that he was missing the one thing that made all the members of the Organization what they are. The lack of a heart.

"The other," Number VI started again, "was another member, but one I haven't encountered before. I believe he could possibly be another Neophyte. One that was assigned to stay stationary at the main headquarters perhaps?"

Again, Vexen made no heed to hide any reaction to Zexion's words as his eyes lit up with both curiosity and apprehension.

"Number VI, could you possibly warp up there and see what occasion has come upon us that the Superior's right hand man finds the need to visit?" the words themselves were polite enough, but the young scientist knew from the tone of Vexen's voice that it was more of an order rather then a request.

If Zexion's own interest hadn't been piqued, he would have reminded the older member that he was to be treated as an equal, not as an underling. However, he couldn't resist but make one slight inquiry to Number IV's 'request'.

"And what about this research that you are so keen to acquire?" a diminutive smirk tugging at one side of Zexion's mouth, barely visible due to the considerable amount of light blue hair that concealed most of his face.

A torrent of impatience briefly swam behind vivid green eyes before answering the smaller stature in front of him.

"If the motive for the appearance of Number VII has been deemed important enough to include the Aboveground members, we too have an equal reason to be acknowledged. We may be two separate sectors but we still, unfortunately, have to work as a whole. And besides, I have a timed experiment that I must see to in the laboratory in a matter of minutes. Not only that, you are far more adequate at the whole 'sneaking around' prospect then myself." ended Vexen, more hurriedly then he originally intended to.

If the copious amount of excuses ejecting from the pseudo scientist's mouth wasn't enough to confirm Zexion's suspicion, the flattery sure was. Deciding to further question Vexen later, the shorter man's inquisitiveness captivated him as he got up off the chair and pinned the still seated man with a gaze of comprehension before mimicking the same movements of his ally moments before, letting the delicate streams of darkness submerge him.

Vexen waited until the last coils of black smoke dissolved before gracefully slithering off the armchair and into the direction of the room that was comprised with harsh lights, chemicals and the certain experiment that was yet to be perfected with the assistance of Zexion's unfinished research.

,~,~.~.~,~,

The Cloaked Schemer waited for the dark wisps of the portal to fade, momentarily shielding his eyes once they had, thankful for the large amount of hair that already hid one eye. The piercing glare of the Aboveground's white walls caused him to pause, allowing his eyes to adjust from the usual dim halls he was used to. Once he could see clearly without spots of stars peppering his vision, Zexion advanced to the echo of numerous voices he heard ahead.

Finding himself lead to a library of sorts, Zexion kept to the shadows of the room, concealed, yet making sure he had both visual and audio observation of the circumstances. He gave the book laden space a quick inspection, noting the five figures littered around. The platinum blonde with bizarre bangs lounging on the sofa, reading, the fiery redhead casually leaning back on one of the bookshelves, the light pink haired man standing aloof where everyone can see him, an older, blue haired, calm looking man, holding a beast within and…the unknown one. A small, carefree yet slightly scared smile placed on his lips, eyes that held drops of the most sparkling ocean separated by two lose bangs of dirty blond hair forming itself into an odd looking hairstyle.

Zexion only managed to tear his gaze from those aquarian eyes when a sweet, tinkling laugh flow into his ears.

"So, Saïx, sweetie, can you kindly tell us again why we have to baby-sit the oh-so optimistic pacifist?" the lounging blonde spoke in a voice encased with sadistic sweetness, discarding her book onto the floor beside her.

The scarred man sent a look of daggers through amber eyes at the petite woman, who, much to Saïx's chagrin, remained completely unfazed by the death stare. "As I just said," he began venomously, most of it directed to the smiling woman, "The Superior has come across some problems regarding both the thirteenth member and the Keyblader's heart. It would be much less…problematic to have no disturbances around." he ended, briefly looking sideways at the young blond beside him who grimaced slightly under Saïx's gaze.

"So, in other words, regardless of whether we ourselves have plans, you load off Mr Clumsy with us and go back to the big ol' shiny palace under the heart shaped moon and have fun?" Inquired the blonde with a faked innocence.

"Hey, Larxene, back off the kid, will ya?" the redhead stepped from his resting place and moved more forward into the light setting his red hair alight with a crimson hue. "So, you're Number IX, Demyx, right?"

The blond nodded nervously, smile faltering a little now that he'd been addressed. The tall, redhead member seemed to notice as he walked a few quick strides over to Demyx, throwing an encouraging arm around he's slightly shorter frame as he began to introduced the other members. Zexion stared on through the curtain of darkness, feeling a strange twinge of…something course through his veins as he took in the physical contact between the two members.

"Yeah…I remember you joining shortly after myself. I'm Axel, commit to memory." he smirked, "That sweet, innocently looking thing over there is Larxene, Castle Oblivion's resident bitch with a capital 'B'."

"It has to be someone, honey." retorted Larxene, turning her attention once again to the discarded book, picking it up and returning to her previous reclining position on the sofa.

Axel ignored the Savage Nymph's remark as he turned Demyx's attention to the man with a feathered, pink hairstyle. "And lastly, this powder puff here is Marluxia, the guy that we here are forced to call leader." Axel's tone may have been one of a light manor, but Marluxia knew that his words could not have been more loathsome if he had spat them out.

"So, am I correct to assume that you're fine with him staying here for a while?" interjected Saïx.

"Aww, how cute. You say it like we actually have a choice as to whether we want him here or not." answered Number XII from behind her reading material.

"Larxene…" warned Marluxia, a voice that was as smooth as rose petals creeping from his lips. He sighed as he turned his attention to the Lunar Diviner. "I don't suppose he has any attributes that'll be useful to us while he's here, does he?"

"Um, water…?" Demyx shifted his feet as four gazes met him, three from the Aboveground members and one from the Cloaked Schemer, still concealing his undetected presence in the shadows. Demyx cleared his throat a little as he continued. "I can control water…you know…water spouts…clones…that kinda thing?" he finished with a sheepish grin.

"Water? Hmm, seems like I may take a liking to you after all!" Larxene's eyes lit up.

"Larx, you know he's as much of a danger to you as you are to him so don't go trying anything." Axel quipped, receiving a puzzled look from Demyx. "Larxene's a lightning user," he explained, "So, if you two try fighting…yeah, it won't end pretty for either one of ya. Besides Demyx here outranks you by two, Larxene, so watch the attitude."

Demyx gave Axel a look of understanding whilst all he received from the petite blonde was a childish pout that could easily have been mistaken for a sneer.

"Spoil my fun why don't you…" she mumble under her breath, gaze returning to the printed words in her hand.

"Well, as good as it's been to visit, my attention is needed elsewhere. I'll return to take Demyx back soon." The Lunar Diviner appeared as quickly as he came leaving nothing in his wake but the dying wisps of smoke and one sheepishly grinning Organization member.

"So, um…where am I staying?" asked Demyx casting a nervous look at the three members.

"Well, he can't stay with me." Axel shot Demyx an apologetic look, "Don't take it personally, I just gots some other stuff I gotta take care of back at HQ. Not to mention a hoard of upcoming icky missions I've been ordered to do…" voice diminishing he gave Demyx another smile as he expectantly looked up at the other two members. "Well?"

"He sure as hell ain't staying with me. Like you said yourself, Ax, were not compatible." Larxene shifted to meet Demyx's face. "Sorry, Demykins, just because I have to, doesn't mean I enjoy breaking your heart." the Nymph finished, laughing deviously to herself.

Demyx looked away anxiously, eyes sliding towards to shadowed area of the room before quickly jumping to another location. Zexion's eyes widened slightly as they locked onto Demyx's sea green ones for what couldn't have been called a nano-second. For Zexion it seemed as if eternity was stretching itself out, losing himself to cool, welcoming marine eyes, edged in lashes that could be mistaken for sandy lace. As he turned away the blond's mind caught up with him, registering to cobalt blue orbs. Snapping his gaze back into their previous whereabouts, the only thing that was left for Demyx to see were the remains of fragile, murky coils, evaporating up to the ceiling.

"Hey, Demyx?"

Number IX's eyes turned to the tall read head behind him, a self conscious grin in place as he faced Axel.

"Um, yeah?"

"You space out a lot?"

"No, I just thought I saw…um…something…" Demyx gave another awkward smile as Axel threw his arm once again round his shoulders, returning his mind to the matters at hand.

"Hmm, not to worry, I'll merely give his looking after issues to the Underground to deal with." drawled the pink haired assassin after pondering the situation for a moment, eyes alit with cunning malice, "Soon enough, they aren't going to be of much use and this distraction couldn't have come at a better time for them…"

Not noticing Marluxia's last uttered words, nor Larxene's eyebrows shooting up in interest, Axel steered Demyx out of the room and advanced to the settled destination. "C'mon, I'll take you to the Underground, the basement, the pit of doom and gloom, whatever you wanna call it. Hey, I'm messing with ya; it's not that bad down there." the Flurry of Dancing Flames added as he noticed the concerned look sweeping across Demyx's features. Usual smirk in place, Axel lead Demyx through another portal and the two disappeared from sight.

"So, now that with had our few little minutes of fun," Larxene stated, her gaze settling on Marluxia, smirking, "You want to tell me more about that little plot of yours which will lead us both to the head of the Organization?"

The Graceful Assassin returned her smirk one even more devious. "All in good time…" he grinned, inclining his head for Larxene to follow, leaving the room previously bustling with activity to a lonely stillness.

,~,~.~.~,~,

Author's Notes - Hmm, so, that'd be chapter 1 for you. Any information that I've gotten wrong is due to the fact that I haven't actually played KH:CoM. My resources for this consisted on both CoM mangas and a few cutscenes from KHII:FM. Mhmm, yup. So, sorry if this chapter seem kinda slow and boring, I wanted to establish the other members involved and sorry for the lack of Zemyx. Again, I wanted to just concentrate on the setting and plot build up for this one. Never fear, the Zemyx action is to come! Also, any mistakes, lemme know, kay? So, please, please, PLEASE review, crit, praise, WHATEVER! You get cookies. Yay for cookies? Right?