"Well… this place is creepy," Rem muttered as the newly-dubbed Phantom Thieves of Hearts entered the dark and dank underground area of Shibuya Station. The only thing is it no longer looked like the Shibuya Station they knew.

"The hell is this place?" Ryuji muttered as well, looking around stunned at the dark red underground area that looked remarkably like Shibuya station, only with red and pulsing vein-like structures attached to nearly every conceivable surface. He was taken aback even further as he noticed that the group's clothes had reverted to their Phantom Thieves outfits.

"Do the Shadows know we're here?!" Ann asked, looking at Morgana for answers who only nodded his head.

"Since the moment we stepped in," Morgana confirmed earning him a glare of ire before from Rem.

"This would have been something worth knowing before we entered Morgana," Rem glared.

"I-I'm sorry!" Morgana wilted under her glare. "But we're still safe right here. This place acts like a Safe Room!" Morgana quickly said, "I've come to investigate a number of times. Shadows never come up to this floor."

Rem's glare eased slightly at his words, noticing that no Shadows had actually had come to attack them even if they seemingly knew they were here. "Fine," she huffed crossing her arms as she looked at Morgana.

Morgana let out a sigh of relief before finishing his explanation "The moment we go down there, though, the place will be teeming with them."

"Could you at least explain what this Mementos is?" Ann complained now that she'd been sufficiently scared.

"It's everyone's Palace," Morgana simply said. "A normal Palace such as Kamoshida's only form through extremely distorted desires," he explained looking around with intent at Mementos, "Instead of multiple palaces, the general public has a shared Palace in the form of Mementos, the public's collective unconscious."

"Now that you mention it… this place feels a bit different from Kamoshida's Palace…" Ann muttered taking a few steps around.

"So, everyone shares a palace because their desires aren't as extreme as Kamoshida's?" Rem questioned.

"That's correct," Morgana nodded. "We can use this place to change the hearts of people that don't have Palaces. The steps to do that though are slightly different."

"This place looks pretty huge though," Ryuji said looking down the escalators into the dark abyss below. "Are we just gonna be able to get around just by walkin'?"

Rem watched as Morgana padded over quietly to the side before taking a stance. "It seems the time has finally come…" Morgana announced grandly gaining Ryuji's and Ann's attention.

"Morganaaa… transfooooorm!" he posed before jumping into the air. As he reached the peak of his ascent he poofed into a white cloud with the squeak of an air-horn in the background, a much large and rectangular metal form landing in his place.

"Come now, Panther, Joker. Ladies first," the rectangular bus-looking Morgana said smugly.

"You're… a car…" Rem muttered taking in the fact that Morgana had turned into a car with full anime-like pose and everything.

Ryuji stared before exclaiming "No way!"

"This comes from the way cognition materializes in the Metaverse, plus a bit of extra training," he explained, bright blue headlights acting as his eyes. "It's not all too different from how you three transform."

"You turnin' into a car is totally different than our clothes changin'!" Ryuji retorted still stunned.

If Morgana could shrug, he would've done so, "For some reason, 'cats turning into buses' is an extremely widespread cognition among the general public."

"Why a bus though…?" Ann questioned curiously.

"…No idea."

"Couldn't you have just done this in Kamoshida's Palace?" Rem asked as they all moved forward, Rem moving into the driver's seat while Ryuji and Ann sat in the back.

"I would have but there were tons of stairs, it was cramped, and there was no way I could sneak on top of a chandelier like this," he retorted hotly from all around them as they sat inside.

"Please tell me you know how to drive…" Ann muttered as she noticed Rem sitting behind the wheel. Ryuji peaked forward and saw Rem already in a natural driving position.

"Not… legally…" Rem admitted sheepishly. "My hometown of Kuoh's a pretty sleepy place and you can get up to things with not many people around," she said as she rummaged around for the keys.

"I thought your criminal record was a sham!" Ryuji cried in shock.

"It was… doesn't mean I didn't do stupid things when I was younger," Rem shrugged. "I can drive straight enough, but that's about it. Scrapped cars didn't really have enough fuel in them to go too far or even turn properly."

Ryuji and Ann sweat-dropped. "Um… safety first and all that, okay…?" Ann asked with a heavy amount of hesitance.

"You'd better not smash up my beautiful face, you hear me?!"

Rem turned around for a moment before looking up. "Morgana, I don't suppose the whole 'cat into buses' things comes with seatbelts?" she asked seriously.

"What are you plannin' on doin'?!" Ryuji exclaimed loudly and wide-eyed.

"I said I could drive. Not legally and definitely not properly," Rem grinned almost crazily. "This is going to be a learning experience for all of us."

"We're all going to die…" Ann moaned piteously as Rem pressed the ignition button, Morgana's engine purring to life.

Rem's driving skills left far too much to be desired was the unanimous consensus of the group, but since she was the only one with any actual experience no matter how limited the decided they'd leave the driving to her. Ryuji and Ann were extremely thankful for seatbelts

"Dude… what the hell's up with all this wavy shit?" Ryuji muttered as Rem drove up to a swirling mass of red and blue.

"This is where we need to go, I can sense Nakanohara up ahead," Morgana informed the group. "Are you ready Joker?" he asked.

Rem grinned with her hands clamped on the wheel. "Let's do this," she said slamming her foot on the accelerator. The Monabus lurched forward through the portal passing through it seamlessly. It was slightly disconcerting to not feel anything as they passed through the distortion and end up on the other side.

The Monabus came to a stop on the other side with the group quickly piling out. "Hey, something's there!" Ryuji exclaimed noticing a figure wreathed in shadows standing in the centre of the room.

"That must be Nakanohara's Shadow," Morgana murmured.

"Lemme see," Ryuji muttered as he opened the single functioning app on his phone, the Metanav, and looked at the information on Nakanohara. "Some front desk guy at City Hall became a stalker, right?"

"I don't know how much evil he's done but we have to do something if he's bothering other people," Ann stated, unfurling her whip from her side. Rem did the same with her chain-nails.

Morgana nodded "All right, we'll go talk to him."

"Who are you?!" Shadow Nakanohara asked aggressively as he noticed the group's approach.

"You're Nakanohara, right? The one stalking his ex?" Rem asked trying not to aggravate the Shadow too much.

"Yeah, what's it matter?! She's my property! I can do whatever I want with her!" he shouted back, Rem's efforts of not aggravating the Shadow quickly going up in smoke. "It's not like she didn't treat me like a plaything! What's wrong with me doing the same!?"

"You can't just treat someone like shit just cause they did it to you! What a loaf of crap…" Ryuji exclaimed irritated, "We're going to change the hearts of all the bastards like you!"

"There are millions of people far worse than me!" Nakanohara bellowed. "What about Madarame…? He stole everything from me, but you're letting him off the hook!?"

"Madarame…" Ryuji muttered in confusion. "What the hell is this guy going on about?"

They didn't get to question further as Nakanohara's shadow burst into a buddle of red and black before reforming into an orange monster with a large bulbous head, beady little eyes, a large mouth and cut of hair that took up most of its face/head.

"Get ready here he comes!" Morgana shouted.

The group made quick work of Shadow Nakanohara, with Captain Kidd's electric attacks allowing them to knock it down and perform an All-Out Attack.

"Huh… that was actually pretty easy," Ryuji grinned pleased with himself.

"I-I'm sorry… please forgive me…" Shadow Nakanohara pleaded, his attitude a complete one-eighty compared to before. "I-I couldn't stop obsessing… N-Not after this person I trusted used me and then disposed of me."

Rem straightened as she looked at the Shadow. His earlier words felt like they had something to do with what he was saying and it didn't feel like he was making excuses. "This Madarame person?" she asked.

The Shadow nodded downcast. "I… was afraid of being thrown away again like some worthless thing."

"So… some selfish bastard was stringing you along too…" Ann nodded along in understanding but her eyes narrowed as she cocked her hip to the side. "Still, you shouldn't have dragged an unrelated woman into your mess."

Shadow Nakanohara looked away shamefully. "Yes... I know that now… I'll put an end to my obsessive love for her…" he looked up at the group. "If you can change my heart… can you change others as well?" he asked, a hopeful look on his face.

"…We can," Rem nodded after getting a unanimous nod from Ryuji, Ann, and Morgana.

"Would you please change Madarame's heart? Before more people fall victim to him…" Nakanohara's Shadow started to glitter with motes of white light. Rem couldn't say yes before the Shadow disappeared entirely and forming into a floating luminescent white orb.

"Change… Madarame's heart?" Ann muttered to herself.

"What's this shining thing that the Shadow turned into?" Ryuji asked as he looked at the luminescent orb.

"It's the bud of a treasure," Morgana said as he walked and looked up at it. "Had we left it be, it very well may have blossomed into a palace. I think this would make a perfect reward don't you think, Joker?"

Rem shrugged as she swiped the Palace bud and looked it over questioningly. "This… is a pearl necklace…" Rem showcased what the core of the Palace bud was.

"The buds can be formed from just about anything," Morgana shrugged. "You should be able to sell that for a good price though."

The four grouped together. "So Nakanohara had a change of heart, right?"

"Most likely."

Ann looked at Morgana. "But how are we supposed to know if we succeeded?"

"The lady posed the dude's name online. If he really does change, she'll probably comment again," Ryuji reasoned sensibly.

"You make a fair point," Morgana nodded.

"Either way though, training' against Shadows down here's the best! It's great prep for our next target!" Ryuji grinned with uncontained excitement.

"It's also a great way to target the people who're posted on the Phan-Site," Rem added before looking at the pearl necklace in her grasp. "And cash as well…"

"Man seems like things are going pretty great for us," Ryuji crowed.

"Hold it!" Morgana stopped him from getting too loud. "There's somewhere I want to show you guys before we leave."

"What, there's more?" Ryuji asked scratching the back of his head.

"I'll show you what I mean." Morgana nodded before transforming back into the Monabus. The three quickly clambered back in with Rem taking the wheel once more. With a heavy foot, the group began to speed through the depths of Mementos, descending to the next floor.

"Alright, this is it! The thing I want to make sure of is inside," Morgana said as they descended to the next floor down the escalators. To the sides, trains flowed back and forth, wind hurtling through the air as they sped on the tracks.

The rest of the group quickly noticed what seemed to be a strange-looking cement wall with red engraved etchings on it.

"What is this place? It's kinda creepy…" Ann shivered looking at the wall.

"And a dead end at that. Why's it even exist?" Ryuji questioned.

"No hold on…" Morgana stopped their questioning as he looked over his shoulder. "Just watch. This is most likely not an ordinary wall. If my hunch is correct…" he trailed off as he moved forward and placed a paw on to the etched-wall. The three humans recoiled as the structure began to shake, the central piece of the wall moving upwards while the corners slid out of the way revealing another set of escalators.

"It opened!" Ann gasped.

"A new area has been confirmed in the depths. Updating guidance information." Rem looked at her phone noticing that the Metaverse Navigator had opened, a map appearing on the screen.

Morgana jumped in delight. "See!? It's just as I thought!"

"Huh? What do you mean?" Ann asked.

Morgana shook his head. "That wall wouldn't budge when I came here by myself before," Morgana explained, "But it'd be weird for the deepest parts of Mementos to be some normal place like this, wouldn't it?"

Ryuji crossed his arms as he looked down at Morgana. "So you were thinkin' there's gotta be more?"

"Yeah! Now that Kamoshida's Palace is gone and people are actually starting to talk about us…" Morgana confirmed. "I knew something had to have changed down here!"

"How deep is it? Should we try going further down?" Ann peered down into the inky black abyss.

"Let's not, that's not why we're here today remember," Morgana shook his head. "We've already accomplished our goal. We should head back and I'll explain more once we're home."

Rem felt strange. It felt like something was coming. Her hand shot out, stopping Morgana from moving forward, her other moving towards the chain-nails on her hip and unfurling them, grasping the chain while the nails fell to the ground.

"Joker? What are you doin'?" Ryuji asked as he noticed their leaders tense form.

Rem didn't say anything but turned around and look at the escalators leading up to the entrance of Mementos. It wasn't noticeable at first but eventually, the group could hear it.

Footsteps.

A figure calmly walked down the escalators of Mementos, walked forward, and stood just a fair bit away from them on the platform.

"Uh… Mona, is this some sort of special cognition…?" Ann asked tense, her hand drifting to her whip as she looked at the person.

Morgana and Ryuji drew their weapons. "No… this feels more like a person… be careful everyone!" Morgana shouted as he analysed the person that descended from above.

The figure didn't say anything.

To the side, trains rushed past sending the knee-length black duster coat he wore swaying with the rush of air. The figure was evidently male judging by his build and he wore a black mask with bright red lenses and raven-black hair slicked back. The rest of his clothes were of the same black.

Rem tensed as a pistol with wings appeared in his left hand while a demonic-looking short sword slid from his sleeve into his right.

"Uh, guys, what's the plan here?!" Ryuji fidgeted as he looked at the person's weapons. It was evident just by looking at them that the quality was leagues ahead of their own, even compared to Morgana's sword and slingshot.

Rem didn't say anything but just clutched her chain-nails tighter.

The figure spoke.

"I… had expected that you'd descend the Path of Aiyatsbus… it seems I was wrong…" the male spoke, his voice deep and trembling with timbre. Each of his words sent shivers down Rem's spine.

"Who are you?" Morgana shouted at the figure, eyes narrowed, "What do you want?!"

"What I want…?" the figure cocked his head to the side. "What I want is to test your strength," the figure smirked as a single word left his lips.

"Persona."

The group reeled at the fact that they were facing a fellow persona-user.

…

"It's nice to meet you hee-ho!" a voice said cheerily

"Oh my god, I was so worried for a second," Anna clutched at her stomach as laughter left her mouth as she looked at the tiny and stubby but dancing form of a small white demon, a blue hat on its head and a perpetual smile on its face.

Jack Frost.

"Hey didn't we fight one of these things back in Kamoshida's palace?" Ryuji asked as he got out of his fighting stance, hefting his mace onto his shoulder as he just shook his head. "It's weak to fire isn't it?"

Rem nodded silently, but something felt off.

"Carmen!" Ann shouted, ripping off her mask.

She realized what felt wrong. The figure still hadn't taken off his own mask, even when summoning a Persona. "Panther, wait-!" she called out but was too late.

Balls of fire were sent hurtling from Carmen's grasp at the tiny little dancing ice-demon, the black-clad figure standing unphased at the prospect of being burned to a crisp. It was only Rem's quick action that prevented Ann from being roasted alive by her own flames, the balls of fire being sent hurtling back towards her before Rem pushed her out of the way and took the blow.

"Joker! Zorro!" Morgana exclaimed in panic, his Persona materializing into Mementos. "Dia!" A green light enveloped Rem, healing the burns that formed on her skin. She stood up gingerly, helped up by Ann as they looked at the black-clad figure.

"You didn't think it would be so simple, did you?" the man asked, his Persona still dancing at his side. His pistol rose as he levelled it directly at Rem.

"Show me the strength of the Phantom Thieves of Heart."

"Selina!" Rem ripped off her mask as Ryuji charged forward with his mace. The figure slid smoothly under a haphazard swing by Ryuji as her Persona manifested, dark energy already coalescing within Selina's hands.

The man slammed the butt of his pistol into the back of Ryuji's head, sending him stumbling to the ground.

"Eiha!" Rem exclaimed, a wave of darkness forming beneath the figure. The man became enveloped in malevolent darkness.

"You got him!" Ryuji grinned.

It quickly fell as the darkness eventually dissipated without Selina supplying dark energy, revealing the black-clad figure little worse for wear.

"Now… that… was woefully disappointing…" the man shook his head, almost in disappointment judging by his tone. It was impossible to actually tell as he crouched low to the ground.

"Mabufu."

Small frozen fractals bit into their skin, frost creeping across their flesh. Rem could feel as her feet froze to the ground beneath.

"What is up with this guy?!" Morgana complained.

"I-I d-don't know…" Rem's teeth chattered from the intense bone-chilling cold. Things had quickly gone south the moment the guy arrived. Off to the side, Ann had been knocked down from the intense cold that his Persona was outputting. It was colder than what her own Jack Frost could produce.

Rem grit her teeth as she changed over to Cait Sith. "Cait Sith! Media!" she shouted, a green glow enveloping the Phantom Thieves, healing their wounds even under the effect of being slowed by ice.

The man just stood there, watching them silently. Rem's eyes flitted over to Ryuji who'd silently gotten back up behind him and had summoned Captain Kidd.

Channeling the healing power of Dia, she quickly ripped her feet from the ground and healed herself as she readied her chain-nails. Ann had recovered from being knocked down and Carmen was making quick work of melting the ice around the platform.

"Let's do this!" Morgana shouted as he pulled out his golden slingshot.

Rem nodded and threw one of her chains forward at the man who still refused to move. They circled him, chains wrapping tightly around his form before she grasped the second nail and pulled, immobilizing him.

"Skull, now!" Ann yelled, now free of the ice. "Carmen, Tarunda!" she shouted, a red aura seeping away from the figure's form. Rem felt as if it was easier for her to hold the man down even though he hadn't moved an inch, simply observing their actions.

"Hehe, let's do this Captain Kidd!" Ryuji grinned looking at their immobilized enemy. "Tarukaja!" he shouted, a red aura seeping into his skin and boosting his physical strength. "Headbutt him, Captain!"

The seventeenth-century privateer charge forward atop his boat, his massive form bearing down upon the black-clad figure.

"Even just standing here… I still find myself disappointed," the man sighed.

Rem felt shock run through her system as her grip on her chains slackened, the man's strength even sapped under the effect of Tarunda caused her chains to squeak and groan. All of a sudden, she was flung into the air, her chains used against her as the figure leveraged his momentum to pull her upwards.

Then pain as Captain Kidd rocketed into her, its already monstrous physical strength boosted by Tarukaja hitting her at full-speed.

"Skull you idiot! You hit Joker!" Morgana yelped in panic as Rem was sent flying into Ann, the two of them falling down into a heap. "Zorro! Garu!" he ordered his Persona, sending cutting winds at the still chained black-figure.

It didn't seem the figure was content to stand still and be struck any longer as he slipped out of Rem's chains and grasped one end before looping it around Ryuji like a lasso.

"Wha-?" was all Ryuji was able to utter before he was yanked into the air and into the path of Zorro's wind. "Gah- Urk!" Ryuji grunted in pain as he continued to be pelted by cutting gales before being yanked downwards into Morgana, sending them tumbling to the ground next to Ann and Rem.

"For ones that have outed themselves to the public… your strength is lacking…" the man said quietly tossing the chain-nails over Rem's fallen form.

"Grr… dammit!" Ryuji scowled as he stumbled to his feet. The rest of the Phantom Thieves did the same, watching as the male stood there quietly watching as they got to their feet.

"What… is up with this guy…?" Ann panted, exhausted after the short but brutal fight. "He's throwing us around like we're nothing!"

Rem stood up grasping at her chain-nails, a silence befalling the platform as the two groups looked at each other. The silence only was broken by the sound of trains passing and wind howling down the tunnels.

The man didn't seem like he had even a hair out of place while Rem felt as if Captain Kidd had broken a rib or at least bruised it, never mind the fact that she'd taken Ann's Agilao from earlier and crashed into her. Ryuji had cuts littering his skin from Zorro's attempt at attacking the man, while having smatterings of bruises across the back of his head where he'd been cold-cocked.

Rem stared the man down as she stowed away her chain-nails and pulled out a pistol of her own. The rest of the Phantom Thieves understood, stowing away their weapons and withdrawing their firearms.

"So that's how you wish to do this? Very well," the black-clad figure muttered as Jack Frost disappeared, crouching close to the ground his short sword and pistol at the ready.

Bullets and marbles flew through the air towards the figure. He didn't do anything aside from dodging the bullets and projectiles.

"Attaaaack!" Morgana gave the battle-cry to perform an all-out attack as he jumped through the air. Using the nearby pillars and the ground to jump, the four bound through the air, their melee weapons at the ready to strike.

"Too slow…" Rem's eyes saw his mouth form into the tiniest of grins as his feet touched the ceiling and he moved. She felt as the back edge of his short sword dug into the small of her back sending her hurtling to the ground like a comet, bouncing off the platform floor like a tennis ball and only coming to a stop near the escalators.

Several thuds and groans of pain proved that she wasn't the only one to be sent to the ground, Ryuji, Ann, and Morgana struggling to stand with various bruises and wounds accumulating on their body. "Th-This guy's a monster," Ryuji wheezed, trying to use his metal mace to prop himself up.

His mace clattered to the floor as his strength left him. Ann and Morgana were in similar states of disarray, the two unable to summon their Persona's from exhaustion.

The figure crouched down in front of Rem, red lenses looking down impassively at her red orbs. "That… was a very disappointing fight for those that had conquered the Demon of Lust…" the figure said, watching as Rem tried to at least sit up, propping herself against the side of the escalator.

She managed successfully but failed to do anything else except stare at the still crouched figure, their eyes level as they stared at each other. "Wh-Why…?" she asked, brave enough to actually ask the man why he'd attacked them out of the blue for seemingly little reason.

The man just stared. Eventually, his mouth opened.

"When you stole the Treasure within the Palace, you joined a game bigger than you can imagine," he said. "You announced to the greater players of your intent to join the game… and those players won't hesitate to grind you beneath their feet. If you couldn't even touch me when I held myself back… you'll all be dead before the year is up."

Rem felt the blood in her bones run cold. Beside her, Ryuji, Ann, and Morgana froze as well.

The man shook his head and sighed. "As you are now, you will die. Is this really the path you've chosen? There's no turning back if you choose to continue."

The platform fell quiet in contemplative silence, once more the only sound being trains rushing by and air howling. The man's duster coat sway with each passing train as red lenses bore into Rem.

"W-We can't j-just let no-good shitty a-adults do as they l-like," Ryuji wheezed with a rattling breath more than evident as he struggled onto his ass.

"I-I won't ignore a-as others get hurt," Ann propped herself next to Rem, blue orbs staring into visored red.

"W-We'll steal the distorted desires of others no matter what!" Morgana jumped onto Rem's head before quickly collapsing just from that exertion of effort.

"And what about you?" the man looked back at Rem. "Will you accept the consequences of your actions… or will you turn away?"

Rem stared up at him fearlessly, "I made my choice once… I don't need to make it again."

…

"An excellent choice," the man suddenly grinned, as he withdrew a small bottle from his pocket filled with a golden liquid. She didn't have much time to think about it as he crushed the bottle into glass dust. Gold filled the air around them, Rem feeling as her wounds were healed and the fatigue from being tossed around and using her Persona was erased.

They just looked up at the man, stunned at the sudden change in his attitude.

"Every time you continue to make yourself known to the public… I will be here ready to beat you to a pulp…" the man said standing up. "As you gather your fame… I will be here ready to test the strength of your convictions… do you accept this contract?"

He extended a hand.

Morgana, Ryuji, and Ann stared dumbly as Rem extended her own and clasped his. If possible, the man's smile seemed to have too many teeth.

Rem felt as chains within her mind shattered and the familiar voice of a little girl become known to her.

I am thou, thou art I

Thou hast acquired a new vow

It shall become the wings of rebellion

that breaketh thy chains of captivity

With the birth of the World Persona,

I have obtained the winds of blessing

that shall lead to freedom and new power.

"Interesting…" the man murmured looking at Rem. "I shall await you at the end of Aiyatsbus…"

Without even so much as a by your leave, he turned on his heels and began to walk down the empty stairway.

"Wait!" Rem called out causing him to stop in his tracks. "Who are you?"

The man stood there for a moment. "Just a remnant of a ruined world..." was his reply as he made his way into the depths of Mementos.

…

"So we got out butts kicked by a guy calling himself a remnant and you agreed for him to beat us again later on... Can we please just go home now…?" Ryuji slumped to the ground no longer physically exhausted but mentally, the absolute beatdown they'd received fresh in his mind, never mind the fact that their leader had accepted for them to continue getting continuous beatdowns in the future.

Rem just nodded dumbly as she looked at the empty stairway into the abyss.

World Arcana – Rank 1!

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