Sora was stunned. The person before him. It couldn't be her… could it?

But there was no denying it, it was her. Except.. her expression wasn't the one of fear and compassion that he had seen in the underwater world. No, it was one of venom and hatred. As she took another step forward she looked to Sora's companions.

"Heh, looks like the motley crew just got bigger," She laughed and took one step back, "I think this will be fun!"

She held out her right hand and a huge golden spear materialized out of the air. She held it at her side and motioned a finger to Sora.

"Come on Sora, don't make me wait." Her lips curved into a smile.

Sora was distraught. He wasn't going to fight her. But, why on Earth was she doing this?

"Vanessa! I thought you were my friend! Why do you want to fight us?!"

Vanessa's smile held fast and she looked casually away.

"Sora, it's about time someone break it to you. Everything you've learned within this castle is a big fat lie. Namine, " Vanessa looked to the blonde beside Sora, "has trashed your memories to build false ones. She was never your friend. You two never met. And due to this altering of your mind one of the world card you had become faulty. You see…." She raised the spear and held it in a lance move, "I am the creation of your memory. The fusion of the friend you had within that world and the enemy you and she destroyed. When I was there your friend's power over me was strong." She became silent, and the venom returned. "Ariel knew too much. Her power over me made me weak and clueless. I began to create another body. The beast that you fought was a reincarnation of my true soul. It is now wandering within this castle, looking for you. But now that I'm out I've destroyed the remains of your dear friend. I'm now in my right mind."

The news came down on Sora like a ton of bricks. The memory of him saying that he would protect Namine during the meteor shower, that was a lie? And everything else within this castle was a lie? And Vanessa, she was the result of faulty memories? But if Ariel had been the one of light, then who was this?

Then the tattered memory came flooding back. He remembered swimming to the throne in time to see a disgusting beast towering over Ariel and her father….

"You're Ursula aren't you?" Sora shouted at the memory.

"Vanessa" gave a grin and took a step closer.

"You're sharp Sora. I knew you'd figure it out sometime down the road. Now if you excuse me, I'm going to fulfill what I was going to do before. Give you a one way ticket to Hell."

It was at this that things became complicated. "Vanessa" leapt at Sora with spear in hand, and as he brought his keyblade up to block a shower of petals flew about the air in a flurry. Sora parried the spear and forced Vanessa back. And when she regained her footing two figures were at her side. Sora recognized one as Axel, but the other man was a new face. Being stunned Marluxia looked to Vanessa.

"If you're fighting against them, allow us to be of assistance until he's down."

"Fine then," Vanessa pointed her spear back at the group of heroes, "If he can't be killed, his friends will do nicely."

Without a word Axel then lunged out at Sora. He brought his blades around but Goofy jumped in between and bounced the deadly weapons back. Seeing that they still had fight in them Marluxia and Vanessa began to attack; focusing on the other three. Since Namine had no means of defense Donald and Riku Replica got in the way of the spear and scythe wielders. Riku Replica used a shockwave of energy to knock back Marluxia's attack while Namine and Donald combined their powers to knock Vanessa back. They might have tried attacking a wall however. The two got right back and charged once more. Vanessa swung her spear at Donald and Namine grabbed the lucky duck by his tail feathers to get him out of harms way. Vanessa kept the attack up however and Namine had to juggle the task of running backwards and holding the duck. Donald however looked back and faced the foe head on. He raised his wand and gave a shout of firaga.

The effect was immediate. Vanessa was caught in the chest by the spell and she flew across the room. Namine and Donald gave sighs of relief at their victory but quickly ran back to their friends to help.

Goofy and Sora had their hands full deal with the fiery Axel. Having being blocked by Goofy Axel relied on his Fire Tooth abilities to try and take both out at once. Sora countered by using his Bizzarga magic to cancel the effect out. Goofy then rushed out and tried to knock Axel over with his shield. Axel saw the attack however and teleported to the side. He was about to bring his blades down on Goofy when an Ice crystal crashed into the blades and sent one of them flying from Axels hands.

Amidst the battle Axel could only look stunned as Vexen and his colleagues phased into the room. Sora looked from Axel to Vexen and then back again.

Why were they cloaked ones fighting each other? But as he saw Vexen and Zexion summon their lightsabers and Lexaeus brandish his tomahawk he knew that they were on his side. Why, he didn't know, but as long as they were, there would be no objection to the help.

The fight was now three against seven. But even with the odds against Marluxia he and his allies put up a fight. Vanessa seemed to become more frenzied with her attacks. She swung her spear with such force that just the wind being carried with it blew back Donald with amazing force. Namine acted fast however and caught Donald before he went smashing to the wall.

Riku Replica had begun the fight solo, but now that Zexion was at his side the two focused on overwhelming Axel. Axel was no pushover though. It return to fighting another adversary Axel resorted to his fire tooth attack. One after another he sent giant fireballs at the two. Riku Replica managed to parry one of the spheres and Zexion managed to use his saber to bounce a ball back at Axel. Needless to say Axel was surprised as his own attack bounced back and smacked him in the chest. He recovered quickly from the attack though and sent a thicker and faster wave of Fire tooth spells at them. Zexion and Riku Replica had no choice but to back away and have a better chance to avoid the fire.

Marluxia was putting up the hardest fight though. Swirling his scythe around and sending out his bladed sakura petals proved to be more trouble than it was worth. Sora crouched low to avoid the sword like storm. Lexaeus and Goofy were fortunate enough to have wide weapons to shield themselves. Vexen however wasn't as lucky. Knowing the longer the spell lasted the more cut up he would get drove him to strike at the traitor.

He felt the petals cutting at his skin. One almost nicked his eye as he charged forward. Marluxia wore a look of disbelief as Vexen charged through the storm and brought his sword up. But due to the attack only being one of energy it didn't hack off Marluxia's arm. Instead it wounded him greatly and he stopped his attack abruptly.

Recoiling from the attack Marluxia glared at Vexen. Coughing he fought to stand up. Seeing their ally in trouble Vanessa and Axel teleported to his side. The two helped him back to his feet and as a trio they glared at them all.

"Take another step if you want to Sora…"

There was a huge flurry of Sakura petals as the three disappeared in the confusion. Vexen and Donald quickly resorted to their ice magic and froze the petal. Resulting in several hail like stones smacking the ground and turning to dust.

As one they lowered their weapons and surveyed the damage. Aside from nicks and bruises from the battle, no one seemed to be hurt that badly. Sora diverted his attention to Vexen and the others.

"You… why did you help us?"

Vexen looked to Zexion and Lexaeus. Seeing that they were remaining silent he took it upon himself to explain the situation.

"Those two that you just fought are traitors to our Organization. We only found out about it a few days ago. The leader of our district told me and my two colleagues to deal with the traitors or win them back on our side. We have already won Larxene back, but Axel and Marluxia are proving to be more trouble then they're worth…."

Vexen hoped that what he had said was convincing. It wasn't far from the truth either, but with Sora's scrambled memories he was going against the tide.

Sora in the meantime wanted to believe the man, but so much had happened within the castle he didn't know who or what to trust anymore besides his friends. But then again there was truth in Vexen's words. And since he had mentioned names he had heard before he decided that Vexen knew what he was talking about. Sora looked back to his friends. Gave a nod, and then looked back to Vexen with a stern look in his eyes.

"If what you're saying is true, when we finally stop them, can you get us out of this castle?"

It was Vexen's turn to look to his comrades. But this time they were the ones to nod. The favor that Sora asked of them was so easy, and they would keep it.

"Fine then Sora, but, next time we meet, we might be enemies…"

Sora nodded gravely. And without a word, they took each other's hands and shook in agreement.

"Deal"

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Larxene and Lorenzo backed away from the new enemy before them. The fragment of memory dashed her spear and shouted to them.

"Larxene! The one who commands thunder! Lorenzo! The one who commands the sky! " She roared, her voice echoing throughout the cavern, "I'll prove to you who's stronger! I'll prove it outright! You shall-"

The image started to blur, as if their foe was being broadcasted via television. But then the image cleared and "Vanessa" fell, supporting herself with the spear by her side. Taking in heavy breaths she remained there.

Lorenzo and Larxene looked at one another, wondering if this was a ploy or if they should strike. They kept their weapons drawn and eyed Vanessa warily.

Vanessa made no move though. She continued her strained breathing, and then, finally, looked up at them.

"Funny how one can take the truth and stretch it so far as this.. isn't it…?" She said.

Larxene took a step forward and glared down at the Fragment.

"Who cares? We got this far on trust, who needs the truth for victory?" She spat.

Vanessa gave out a dry laugh and got back on her feet. Shakily she pointed the spear back to the others.

"I am nothing anymore, I am just a lie, the real me, the fake me, are all one. I reside above in the castle. You exist down here. You petty unknowns will remember this day. You will remember the day the lie came and defeated you all! You will remember!"

Vanessa let out another high mirthless laugh. Her image blurred and she disappeared. The spear landed with a clang and echoed through the cavern much like the laugh had.

Larxene cursed and kicked up a cloud of dust. She looked back to Lorenzo. Clearly Vanessa's taunt hadn't gotten to her.

"Come on" Lorenzo said indifferently, "They'll be waiting for us.."