"Okay, you two! We're almost there, be ready to leave immediately!" Namine says as Roxas and Xion scramble to get any potions they didn't already have on them. Finally, the gummi ship ceases movement and the three leave, Namine joining Roxas and Xion in the new world this time.

After they land, the three find themselves in a strange room filled with many gears.

"What a strange castle" Roxas comments. Suddenly the three hear the sound of huffing and puffing. The three turn to see two small chipmunks running down the handrail of the stairs towards them.

"You must be the ones helping Sora! I'm Dale, and he's Chip!"

"The Queen needs to see you!" says chip in a panic

"The castle's in danger! Hurry! To the library!" said Dale, also in a panic. The two chipmunks run off to the library. Roxas, Xion, and Namine follow them. The three exit the room filled with gears and find themselves in a courtyard, filled with many bushes trimmed to resemble other animals. Suddenly, from the floor, many shadows rise.

"Not even this place is safe from heartless huh," Roxas says, drawing his keyblade.

"Whatever, let's just take care of the heartless and get to the library." Xion comments

"Right!" Roxas and Namine say in unison. Roxas and Xion cut through the heartless, slaying all the beasts in their way. They find the entrance to the castle interior and climb up some stairs, which are also absolutely flooded with shadows.

"There's so many of them!" Roxas says, killing three shadows with every swing of his keyblade. Eventually, the five make it to a long hallway, and Chip speaks up

"The library is over there! Hurry!" Chip points at a door at the end of the hallway. Roxas and Xion nod their heads and take out as many heartless as they can. The two keyblade wielders are able to open a path for Namine, Chip, and Dale to get into the library. As Roxas kills a stray heartless, it drops a piece of paper. It looks like something out of a kid's book. Roxas puts the page in his pocket and follows Xion into the library.

"Your majesty! Queen Minney! We brought the keyblade wielders!" Queen Minnie turns around to face them. Queen Minnie wears a pink and red dress, and a gold crown on her head, adorned with a red jewel.

"I'm glad you two are here! Master Yen Sid told us about you three. There's something I need to show you. Would you please escort me to the audience chamber?".

"Of course! Where is it?" Xion asks.

"It's the door in the middle of the hallway," Minnie responded.

Roxas and Xion lead the way to the door, slaying any heartless that gets in their way. Minnie helps Xion and Roxas, raising her hand and shooting pearls of light at beasts. Destroying them instantly. The six of them enter the audience chamber and to their horror, find it absolutely filled with massive heartless.

"Quick! Head to the throne!" Minnie ordered. The two keyblade wielders swing and slashed through the heartless, known as bolt towers. While they do this, Minnie, Chip, Dale, and Namine navigate their way to the throne at the end of the room. Roxas and Xion HOld back the heartless as long as they can, while Minnie runs her hand under the armrest of the throne. She finds what she's looking for and presses a button, causing the pedestal the throne is on to move over to the side, revealing a hidden entryway to someplace below the castle. From the entryway comes a seemingly endless amount of light that floods the room. Everyone is blinded for a moment, but when they open their eyes, the heartless are gone. Reduced to nothing. Everyone looks at the queen, who motions them to follow her to the hidden staircase. Once they reach the floor below the group finds a room with a strange light inside a glass ball in the middle, and dark thorns covering the edges of the walls.

"That right there is the cornerstone of light," Minnie says, pointing at the orb in the middle. "Something is terribly wrong with it," says Minnie. "For years its light protected us, but now it's grown weaker, and these black thorns have started growing around it," Minnie explains. "I need you three to alter Merlin about this as soon as possible! He lives in Hollow Bastion."

"All right! C'mon guys, let's go!" Roxas exclaims, the three running back to the gummi ship. They take off and head to the nearby world of Hollow Bastion. Upon arriving at Hollow Bastion, the three enter the house where Cid, Aerith, Leon, and Yuffie had been in previously. But they find nothing,

"Hello? Anybody here? Merlin?" Namine Calls out. Suddenly, behind them, in a puff of smoke, appears a man with light blue robes, and a long beard.

"What's all this racket?" says the man in blue robes. Before looking at the three heroes "Ah! It's you three. I am Merlin. What may I be of assistance to?" Merlin asked.

"There's something wrong with the cornerstone of light! There are heartless at the castle!" Xion exclaims.

"Oh dear. . ." Roxas, Xion, and Namine attempt to explain the situation. But suddenly, while they're talking, they're engulfed in white clouds and appear back at the cornerstone room.

"Perhaps it's best if I see this myself," Merlin says, approaching the cornerstone of light. "Hmm. . . This is not good. This is incredibly serious" Merlin says, turning to face everyone in the room. Merlin waves his hands in the air, and casts a spell, creating a silver door out of nowhere. "This is a gateway to a special world. Someone in that world is responsible for what's going on in this castle." Merlin explains.

"All right, Let's go Xion." Roxas approaches the door, but Merlin speaks up.

"Hold on one moment lad. The perpetrator must be stopped, of course. But there's something important you must know. Somewhere in that world, there should be another door that's identical to this one. I believe our enemies are utilizing that door. Find that door, and lock it."

"Anything else we need to know?" Roxas asks.

"Yes, one more thing. This world is very special you see. It is in fact, the very same world you're in now, but it's far back in the past compared to now." Merlin Explains "You must be very careful with what you do there. Resist all temptations to change the future." Merlin says.

"Okay. will do." Roxas says. The two keyblade wielders open the door to the past and enter. The two are basked in light, before suddenly being tossed into the new world, landing face-first onto the ground. Xion gets up from the ground and notes something

"Well, there's the cornerstone of light, Looks like it's still here" Roxas Gets up and off the ground before realizing something.

"What the-? Why is everything black and white? Why do we look like some sort of cartoon?" Roxas says, looking down at his outfit, and around the general area.

"Oh, yeah. That was my doing." Namine chimes in within the pair's mind. "By altering your appearance in the memories of a world's inhabitants, I'm able to change your actual physical appearance, at least in the world you're currently in," Namine explains

"How does changing memories change reality?" Roxas asks

"Well, when I alter the memories of many people, their collective cognition's agreement on something, even if it's not true, allows for it to become reality."

"Cognition?' Roxas asks, confused.

"Nevermind, It's complicated. I'll explain later. You two need to focus on stopping the perpetrator!" Namine says, cutting off communication between the three. The two look around. There are many places to go in this world, but the two are suddenly approached by a large cat, who the two deduce is most definitely Pete.

"Hey! Have you two seen any bad guys around here?" Pete asked. The two look at each other before looking at Pete and pointing at him.

"What-? Ough why I otta-!" Pete says before he stops himself and looks behind him at the path labeled Pier. "Bah! I don't have time to waste on punks like you. So, I guess I'll go easy on ya!" Pete says, running off to the pier.

"Hmm. . . Pete was definitely acting strange. Or at least stranger than usual." Xion says to Roxas.

"Do you think that's Past Pete?" Roxas asks.

"Most likely. There's no way Pete could convincingly lie like that. Though we should at least follow him and see what he's doing, just in case" Xion responds. Roxas nods and the two follow the path Past Pete took.

The two make it to the pier and see Pete standing on the dock, looking around for something. The two consider approaching when something catches their eyes. A strange window-looking contraption floating in the air, with curtains blocking the window's view. Roxas and Xion approach the window, seeing it as a better lead than Past Pete. Roxas pulls away the curtains to reveal a different location on the other side, some sort of construction site. Suddenly the window opens and pulls them inside.

"What the-!" Roxas yells

"Aah!" Xion screams as the two are pulled into the new location, completely caught off guard by the sudden movement. After the two recuperate, they take a look around the construction site.

"What are they building?" Xion thinks out loud.

"Probably something," Roxas answers sarcastically. The two laugh before the sudden sound of crashing is heard from behind them. The two turn to find multiple heartless behind them. They draw their keyblades and prepare for battle, when suddenly, from a rope, a mouse comes by and smacks the heartless down to the ground far below. The mouse lands onto a platform above and looks down at Roxas and Xion. He waves goodbye, then runs off.

"A mouse? Hmm. It's definitely not Minnie. Maybe it's the king? He does look like the guy in the paintings." Xion Thinks out loud. The two don't have time to think about that though as more heartless fall from above. The two slash through the heartless, destroying as many as they can before the ropes supporting the platform give way. Suddenly, one of the heartless slams the ground with its hammer-like head, causing it to shake and launch everyone into the air. Roxas and Xion take advantage of this and start spinning around rapidly with their keyblades, shredding through the heartless like a fan shreds through a poor child's fingers. Once the Mayhem settles down. Roxas and Xion notice something, yet another Window. The two approach cautiously and Roxas puts his hand onto the curtain

"You ready?" Roxas asks. Xion nods her head and with that, Roxas opens up the curtain, and the two are sucked into yet another part of the world. They find themselves in a small town, not small as in there are few buildings, but rather, small in size, as Roxas and Xion Tower over the small buildings. Or maybe Roxas and Xion grew large. The two look around the castle town before noticing something. That mouse is behind them yet again, and it looks like he's trying to get their attention. He's jumping up and down and pointing near the town's entrance. Roxas and Xion turn to see multiple heartless approaching, the heartless piloting small planes Roxas and Xion Slash away at the heartless, but the heartless in planes are fast and are able to dodge their attacks.

"Got any ideas Xion?" Roxas asks. Xion looks around before noticing a tower in the center of the town with many canons.

"Think fast!" Xion says, before smacking the tower with her keyblade, Causing the canons to shoot at the heartless, knocking them to the ground. Roxas Seizes the opportunity and beats the pilot heartless senseless. Taking them all out in one fell swoop.

"Great job Xion! You're really good at strategizing, you know that?" Roxas says.

"Hehe, thanks," Xion says, grinning. After everything settled down the two looked around the town and found another window. The two approach it with caution, and prepare to be blow away, or rather, sucked in. The two find themselves in a living room of sorts. It has your average furniture. A sofa, a chimney, some bookcases, a black hole in the middle that sucks in everything with great force. But they find a surprising lack heartless.

"That black hole is sucking in the furniture, we have to stop it!" Roxas says, pointing out the obvious.

Suddenly, from the black hole, or rather the vacuum of darkness, spawn multiple heartless.

"And here comes the heartless as per usual. Geez, this is getting predictable" Xion comments. Roxas charges at the dark vacuum and slashes away at it, which is surprisingly effective as the black hole begins to shrink. The heartless attempt to attack Roxas but are met with the freezing ice and hot thunder cast by Xion.

"Not on my watch!" She says for no particular reason. With their teamwork, Roxas is able to destroy the dark vacuum, and Xion is able to eliminate all the heartless. "Good teamwork," Xion tells Roxas

"Heh, thanks," Roxas smirks. The two keyblade wielders search the house and eventually find the window to the next area. Xion instinctively nods to Roxas, who opens the curtain, transporting them to another part of the world. When the two make it to the other side. Their eyes open wide with horror

"The building! It's on fire!" Xion says, shock in her voice. Xion runs towards the building and begins Blizzard spells, extinguishing the fire slowly but surely. Of course, it doesn't take long for the heartless to appear. The heartless charge at Xion, but are met with the notched edge of Roxas' keyblades

"Leave her alone!" he says slicing and dicing through the heartless with such speed and ferocity, that Roxas doesn't even realize that some of the heartless are literally cars. As Roxas finishes off the last of the heartless, Xion is able to finish extinguishing the building.

"Thanks for protecting me back there," Xion says

"Anytime Xion," Roxas responds in a heartbeat. The two look around and find a new window. The two instinctively know what to do by now and enter it. The two find themselves back at the cornerstone hill. But something is different

"Xion! The cornerstone!" the two keyblade wielders stare in horror as the cornerstone of light was no longer on its pedestal.

"Quick! To the pier! Pete must have taken it!" Xion says, angry that she let the window distract her. The two make it to the pier and find nothing.

"Look! Over there! A path!" Roxas points to a path. Next to it is a sign labeled "Waterway". It's their only lead and so they run in that direction. When the two make it to the waterway, however, they see a strange sight.

"Your future's on the line, pallie, so back off and give me the boat!" Says Pete to Past Pete before Pete punches Past Pete in the stomach, launching him far away. Pete hops onto the boat and that's when Xion sees it

"The Cornerstone! After him!" She yells. Roxas and Xion summon their keyblades and charge at Pete and the boat. Pete takes off with the boat, and throws garbage at Roxas and Xion, trying to throw them off his path. Roxas hits the trash with the blunt end of his keyblade, launching it straight back at Pete. This sets the boat off course and causes it to ram right into the shoreline. Roxas and Xion take advantage of the proximity and whack at the wooden cage holding the cornerstone, freeing it from its prison in little time. Seeing that he has failed, Pete flees from the scene, but Roxas and Xion follow closely behind. The two are able to catch up to him thanks to Past-Pete, who gives him a piece of his mind. The two fight, like novice wrestlers, but Pete catches Past-Pete off guard and punches him in the face. Knocking him back.

"Ha! You're still wet behind the ears!" Pete taunts too. . .himself.

"Then try us!" Roxas says, Finally catching up to Pete. Past Pete gets up from off the ground and joins the two in the battle against himself. Pete hasn't learned a thing since Olympus. He fights exactly the same as he did before, and gets his butt kicked in a similar fashion. But while fighting, Pete catches a glance at the portal windows, and hops in, the three heroes follow him, and find themselves outside the once burning building. This doesn't help him much, however, since Roxas and Xion had already extinguished the fire. Seeing the odds aren't in his favor, Pete hops into another window, entering the house with the black hole from before. The black hole itself is quite a nuisance throwing Roxas and Xion off balance a number of times, but it doesn't tilt the scales quite as much as Pete hoped it would, so he enters yet another window and finds himself at the tiny town from earlier. Pete attempts to activate the canons, but fails horribly and ends up shooting himself, giving Roxas and Xion the opportunity to slash and clash Pete with their Keyblades, meanwhile Past Pete is sorta just doing his own thing, trying to help but, really just failing horribly. Finally, Pete enters the last window, and four find themselves in the construction zone. Pete slams the ground with his fists and launches everyone in the air. Roxas and Xion, already knowing what to do, begin to perform spin-slashes in the air, launching him higher and higher into the air. They hit him repeatedly until he finally falls to the ground in defeat.

"Serves ya' right!" Says past Pete, acting all high and mighty as if he was the one who beat up Pete. Pete gets angry and turns around. He casts a strange spell and summons a metallic door, similar to the one Merlin conjured. Pete goes through the door and leaves, shutting the door behind him. Roxas and Xion raise their keyblades and aim it at the door. The keyblades shoot a beam of light at the keyhole and lock it for good. The door disappears in a flash of light aftewards.

"Would somebody tell me what's going on? Who was that creep anyways?" Says Past Pete. he gets no response and turns around only to see Roxas and Xion are nowhere to be seen.

Back at the castle, Roxas and Xion exit the white door to find the Cornerstone room clear of the thorns. Merlin, Minnie look pleased, while Chip and Dale look happy as can be And Namine smiles at the Roxas and Xion.

"Thank you, both of you. Because of you the castle is safe and protected once again." Minnie says.

"I wouldn't be so sure of that. . ." A new voice says from behind them. Everyone turns to face the voice. The voice belonged to a lady in black robes and green skin and large black horns protruding from her head.

"Maleficent!" Minnie says shocked.

"So, you two are the ones who keep thwarting my plans. Even after that Sora boy disappears, you keyblade wielders just sprout out of nowhere like weeds!" Maleficent says, glaring at Roxas and Xion.

"If anyone's the weed here, it's you!" Roxas says Drawing his keyblade.

"I see we're on the same page. I will finish you two off, here and now!" Maleficent says, summoning her staff. Everyone else in the room steps back, giving Roxas and Xion more room to maneuver while fighting Maleficent. Roxas Strafed left and right as he charged at her.

Roxas swung his keyblade many times, getting a few hits in. But the mistress of all evil is able to block plenty of his attacks. Xion Runs around the mistress in circles, casting multiple spells, but Maleficent is barely affected. The two keyblade wielders struggle against the mistress of all evil. Roxas, who's tired of his attacks not landing, envelopes himself in red energy and goes into Valor form, wielding the white and black keyblades yet again. But he's caught off guard by maleficent's staff/ Maleficent used the time taken to transform to her advantage, and hit Roxas clean in the stomach, launching him surprisingly far back. Before Roxas can get back up Maleficent casts a powerful spell of darkness, creating blue meteor-like rocks, and hurls them at Roxas with her magical prowess. Knocking Roxas out cold.

"Roxas!" Xion screams. Unable to discern whether or not Roxas is breathing. Namine looks on in horror from the opposite end of the room. Even in the presence of the cornerstone of light, Maleficent possesses such great strength.

"Now watch, as I show you keyblade wielders the true power of darkness!" Maleficent exclaims casting a large beam of fire towards Roxas' body

"NO!" Xion Screams, Running faster than she ever had in her life, she put herself in front of Roxas and Block the fire with her keyblade.

The fire pushes against her with tremendous force, and she's barely able to stand her ground.

"Are you really going to get in my way? Can't you see what happens to those who stand in my way!?" Maleficent says, taunting Xion. Xion is so focused on protecting Roxas, she can barely speak, but she gives it her all.

"I won't let you. . . touch . . . him" Xion mutters under her breath

"Hmm?" Maleficent said, raising her head. Blood pumps through Xions veins as her will to protect what matters most to her outweighs the pain of the green fire.

"I WON'T LET YOU HURT HIM!" Xion shouts, raising her head so her eyes lock with Maleficent's. Xion's eyes burn with fire. Her body emanates a blue aura as a deep blue gemstone suddenly appears embedded in one of Xion's three rings. Xion is engulfed in a blue energy. Once the energy subsides, Xion's clothes change to that of a dark blue, Her keyblade giving off the same blue aura Xion did.

Xion pushes her keyblade forward, dissipating the fire. She aims her keyblade at her target and shoots a beam of ice right at the mistress of all evil. Maleficent fires back with more of her green dragon fire, and the two spells clash. For a second, the two appear to be evenly matched, before Xions beam of ice begins to move closer and closer to the Mistress of evil. Suddenly, the beam moves quickly and strikes maleficent, freezing her for a moment long enough for Xion to take advantage of.

"THUNDAGA!" Xion shouts. Lightning appears out of thin air and electrocutes the mistress for a long period of time before eventually dissipating. Maleficent staggers as Xion aims her keyblade at the mistress and performs one last spell. Xion shoots a myriad of light blue projectiles at the mistress. Dealing the finishing blow.

Maleficent staggers and falls to her knees for a moment, before recuperating.

"It seems I had vastly underestimated you. Don't mistake this victory as the final end to my schemes. We will meet again, and I will be victorious, Witch of the light." Maleficent says, before disappearing in a cloud of ash.

Xion pays no mind to Maleficent's words. She reverts back to her original form as she falls to her knees and holds Roxas in her arms. Namine and the others run to their side.

"He's alive, but he's injured badly," Xion says. Using her hand to move his hair out of the way. She begins to use a healing spell on him when Merlin chimes in

"Quick, come with me! You'll need Aerith's help if you'll want him to make a speedy recovery." Merlin exclaims. Namine and Xion nod their heads, and the four of them disappear in a cloudy puff, returning once again to Hollow Bastion.