Roxas opens his eyes as he shakes off the drowsy feeling within him. He pushes himself off the floor only to find it squishy and . . . slimy.

"Eugh! Gross!" says Roxas as he tries to get the slime off his hands. "Where are we?" he asks as Riku gets on his two feet, he looks around and almost immediately recognizes the place.

"I think . . . this is Monstro-" says Riku before being cut off by the sound of another person inside the mouth of the whale.

"Pinocchio!" calls the man "Son! Where have you run off to?"

"Who is that?" asks Roxas

"Geppetto. An old woodcarver that created a puppet called Pinocchio that was brought to life and made into a real being by someone named the blue fairy." Riku explains

"Woah! That's interesting. . . Wait, how do you know all of that?" asks Roxas. "According to Yen Sid's book, you and him were only in Monstro for a short time."

"Well. . . I did a lot of research when it came to Pinocchio back then. . . I let the darkness consume me, and I was willing to do anything to get Kairi back to her old self." Riku explains.

"Oh, well I don't blame you for doing that. If something like that happened to Xion, I- I don't know if I would be able to stop myself from doing what you did, or worse. . ." says Roxas. The thoughts of Xion disappearing from his life and memories looming over him.

"You worried?" Riku asks

"Yeah. . ." says Roxas taking a deep breath.

"Well, don't worry. We'll find a way to return Sora's memories, without making her disappear."

"Right!, let's get moving.," says Roxas. Riku nods and the two make their way over to the ship. They climb aboard and see Gepetto sitting on his bed, he looks up and notices the two boys.

"Huh? Goodness, who are you two?" asks Geppetto.

"Riku."

"Roxas."

"Oh, you poor lads. Seems you both were swallowed up by Monstro just like the rest of us." Geppetto says in a somber tone. "My name is Geppetto, and I'm looking for my son, Pinocchio."

"Has Pinocchio gon missing?" Roxas asks.

Geppetto nods. "I'm afraid so. After all my searching, I found him here in the whale. But then he ran off again to who-knows-where." Geppetto explains

"That sounds kind of . . . familiar," Riku utters to himself. "Mister Geppetto, let me go look for your son."

"You would do that? Thank you. Are you sure?" he asks.

"Yeah, don't worry. Leave it to us," says Roxas. The old man smiles and walks over to the other side of the boat. As he leans against the railing, Roxas and Riku hear another voice.

"Did ya say you were really going to help us find Pinocchio?" the two turn around to see a little cricket sitting on a desk, with an umbrella and a top hat.

"Jiminy?" Riku asks, recognizing the cricket.

"Huh? That's right-name's Jiminy! Jiminy Cricket. But shucks, have we met?" asks Jiminy. Riku realizes his mistake and quickly tries to cover it up.

"No-you know, never mind," says Riku. Roxas looks over at Riku in utter shock at how awful that cover-up was. Despite that, Jiminy falls for it, though he's still somewhat skeptical.

"Hmm, if you say so. Anyways, Pinocchio comes first," says Jiminy.

"Right! Any idea where he may have run off too?" asks Roxas.

"Well, I'm almost certain he wandered off with a stranger."

"Can you describe him?" Riku asks.

"Hmm. . . I remember he was dressed in a black coat." The two practically take a step back as they hear this.

"Him again. . ." Roxas utters as he clenches his fists. Roxas manages to calm down while Riku thanks Jiminy for the information. They turn around, but suddenly Roxas feels a sudden weight on his shoulder he looks over to see Jiminy standing there. "Huh? You're coming with?" Roxas asks

"Yep. Pinocchio's gonna need his conscience, and that's where I come in," says Jiminy. The two boys nod before walking deeper into the belly of Monstro. they navigate through the strange world that is Monstro's insides, and after a short time, they run into Pinocchio and a man in a black coat.

"Pinocchio!" Jiminy calls out. Pinocchio turns around to face the familiar voice.

"Jiminy!" the person in the black coat in front of Pinocchio turns around to see the commotion.

"Let him go!" demands Roxas. The hooded figure looks down at Pinocchio and pushes him forward. Pinocchio looks back at the hooded boy, before running towards Jiminy, who hops off of Roxas's shoulder to meet up with him.

"Thank goodness. Are you all right? Riku and I looked for ya everywhere." says Jiminy

"Uh-huh. I'm just fine," says Pinocchio "I'm Sorry. Jiminy. I messed up real bad. You and Father must have been so worried about me."

"Why, Pinocchio, I think ya just might be finally startin' to learn," Jiminy responds. Meanwhile, Roxas and Riku walk past the two and face the hooded boy. Roxas looks over his shoulder at the two behind him.

"Go. Geppetto is waiting for you. We'll deal with this guy." says Roxas.

"All right, be careful!" says Jiminy, before he and Pinocchio run off. Roxas turns back to face the boy alongside Riku

"Who are you?" asks Riku. The boy promptly raises his hands to his hood and pushes it away. Riku's eyes widen as a familiar face stares back at him. "Me!?" Riku says in total shock. The other Riku summons a corridor of darkness from behind, and promptly walks in, without another word. Riku dashes after him, only for him to be knocked away by a black and blue keyblade. Roxas materializes his keyblade as Riku crashes to the ground. From the corridor of darkness emerges the familiar silver-haired young man with yellow eyes.

"Why are you here?" asks Roxas as he steps in front of Riku.

"I sent that boy to find the heartless puppet, but just like the real Riku, he's good for nothing and went after the wrong one." says the man, half-jokingly.

"Riku is not good for nothing!" Shouts Roxas, to Riku's surprise "And also, Xion and Pinocchio are not puppets! They're real people now! You got that!"

"Maybe not now she isn't. But she will be once she's in our grasp." the boy says with a little laugh. Roxas clenches his teeth and tightens his grip on Two become One,

"Don't you dare touch her!" Roxas snaps, the fury within him rising,

"No need to shout Roxas. Both of you will be joining us after all." says the man

"Shut up! We'd never fall to the darkness!"

"Never? Not even if your precious Xion disappeared?" he taunts. Roxas bites growls as he tries to think of a response, but he has none. The silver-haired man merely laughs. "It doesn't matter whether you want to join or not. After all. . ." a light breeze starts to fill the room, "Neither of you two have a choice. . ." suddenly, fast dark winds pour out from the corridor of darkness. Roxas and Riku try to resist the strong winds, but they're too much and they're sent flying into a wall, causing them to pass out.

Some time later, Riku feels a fuzzy and swift force bump into his head over and over again. Riku groans and slowly opens his eyes before looking up to see Flynn flying in front of him.

"Hey Flynn. . ." says Riku as he rubs his head, Flynn turns and starts hitting someone else over and over again. "C'mon Flynn let Roxas wake up on his ow-" Riku cuts himself off as he sees that it's not Roxas beside him, but Kairi.

"What the, what are you?" asks Kairi as she stares at the Bat in front of her, not yet noticing her silver-haired friend beside her.

"His name is Flynn," says Riku. Kairi perks up as she hears the familiar voice, she turns to face Riku, and she smiles.

"Riku!" says Kairi as the two get on their feet and give each other a quick hug.

"It's been a while huh?" says Riku.

"Yeah, but not as long as that one year," says Kairi

"Oh don't remind me," says Riku. The two laugh awhile before Kairi looks back at Flynn.

"So this is your dream eater buddy?" asks Kairi. Riku nods.

"Yeah, do you have one?"

"Yeah, she's a meow wow, her name's Strela," says Kairi

"Meow Wow? You mean those fat cats?" Riku asks

"Hey! She's not fat! She's just. . . " Kairi tries to think of a comeback, but can't think of anything. "Okay yeah, she's a little chubby," Kairi admits. Riku laughs, and Kairi looks around at the strange environment she finds herself in.

"Where are we?" she asks

"We're inside a large whale called Monstro," Riku explains.

"Eww. . ." Kairi says quietly.

"Yeah. . . it's kinda gross. Not as bad as that guy in the black coat. . ." says Riku

"You've met that creep?" asks Kairi. Riku nods.

"Yeah. I don't know how, but he managed to bring Ansem, the seeker of darkness, back to life, as well as myself during the time where I was possessed by Ansem. . ."

"Really!?" Kairi asks. He nods. "So that means there's both your copy, Ansem, AND Xemans."

"Xemnas is alive too?" asks Riku. Kairi nods.

"Yeah, we had encountered him before we were knocked out by winds of darkness," says Kairi.

"What'd he do?"

"Nothing really, but he did say something interesting," says Kairi

"What?"

"He claims he has a heart," says Kairi, Riku is taken aback by this, before thinking of something different.

"If Xemnas had a heart, then that means Roxas and Xion could have hearts. . ." Riku thinks aloud. "And if Xion had a heart, maybe she wouldn't-" Riku stops himself as he realizes what he's saying aloud, but it's too late, as Kairi hears every word.

"Xion wouldn't what?" asks Kairi. Riku thinks for a moment as to how he's gonna explain everything, but before he can, the two hear a loud roar coming from somewhere farther into the whale.

"It's a long story! I'll explain on the way," says Riku, Kairi nods, and the two run in the direction of the roar. As they traverse the insides of the whale, Kairi and Riku catch up on past events.

"So you and Roxas are on good terms now?" asks Kairi

"Yeah. It's a nice change of pace for once, but I wouldn't say I'm completely happy about it." Riku admits

"Huh? Why not?"

"It happened because I broke a promise I made with Namine. To not tell anyone about why I tried so badly to kill them."

"Didn't you tell me?" asks Kairi. Riku shakes his head.

"I told you the partial truth, but not all of it," says Riku. THey're running slowly but surely turn to a walk as Riku explains what would happen to Xion if she returned her memories.

"So . . . is there really no other way?" asks Kairi.

"Maybe. That's why I'm hoping that nobodies actually do have hearts. If Xion has a heart of her own, she may not disappear after all."

"I hope so, but I don't know how a heart would stop her from fading," says Kairi

"Honestly, I agree with you. All we can do is hope," says Riku, before picking up the pace alongside Kairi, racing across the whale's insides, adding another reason to fight on to their list. They keep running and running through the insides of Monstro until they run into the source of the roar. Inside one of the large areas, the two found a large lobster-like Nightmare, known as Char Clawbster. The hero and heroine materialize their keyblades, and prepare to face off with the six-legged menace before them.

Char Clawbster swiftly runs along the floor, walls, and ceiling as it battles Riku and Kairi. Flynn exits Riku's body as a ball of light, before taking on his regular bat form. Flynn begins casting gravity spells at the creature, causing it to slow down. Riku and Kairi take advantage of the nightmare's hindered movements, attacking the creature with everything they have while Flynn continues to slow it down with gravity magic.

After enduring much damage from Riku and Kairi, the Char Clawbster screeches opening up its armor plates to reveal a glowing green body beneath. The creature's eyes glow as it opens up its claws and begins to shoot laser beams at the two keyblade wielders. The nightmare races around the arena's walls as fast as it can despite the gravity spells. As it does so it briefly stops shooting lasers in favor of glowing-green explosive projectiles.

The two dodge these ranged attacks with relative ease as they make their way closer to Char Clawbster. The nightmare opens its claws once more and shoots green lasers from its claws. Riku and Kairi dodge out of the way but are suddenly knocked back as the Char Clawbster climbs around the room in a circle motion, continuing to shoot lasers from its claws as it does so. Kairi and Riku struggle to get back up as they're barraged with lasers from the Char Clawbster. The nightmare stops shooting lasers for a moment, charging energy into its claws as it prepares to finish off the keyblade bearers with a massive explosive blast. It gets distracted, however, by Flynn, slamming into it and casting as many gravity spells as he can.

While the Char Clawbster tries to swipe at Flynn, Riku and Kairi manage to get up. Riku throws his keyblade, which slams into the nightmare's head and stuns it while Kairi makes her way toward it. As the Keyblade makes its return trip to Riku, Kairi grabs it with her free hand. Dual-wielding Way to the Dawn and Destiny's Embrace, She dashes at the Char Clawbster and slashes at it numerous times, before throwing Destiny's Embrace into the air. Riku leaps high into the air above Kairi, grabbing Destiny's Embrace mid-air and slamming right into the Char Clawbster's head. The Char Clawbster screeches as Riku pulls out Destiny's Embrace and hops off the nightmare. Kairi and Riku swap keyblades and look on as the nightmare explodes into a blast of light. The two take a sigh of relief as they sit down and regain their energy. As they regain their energy, Riku starts to think out loud.

"I thought we were only sent to the past back on Destiny Islands. So why does it seem like time was rewound in this world, too?"

"It's like Master Yen Sid said, the world was freed from darkness, but it has yet to wake from it," Kairi suggests

"Yeah. . . It's like it's trapped in a never-ending dream." as Riku says this the two keyblade wielders notice a light coming from a nearby wall. The two get up as they prepare to play this song and dance once again, though with different partners than usual. They materialize their keyblades and point them at the keyhole. Beams of light come forth from the keyblades. The beams pierce the keyhole, causing it to produce vast amounts of light. The two collapse as they're engulfed in the light. The drowsy feeling returning to them once more.