"Uhh..." a red-haired girl moans. We fade in to see the girl lying on her back, surrounded by nothing but complete darkness.

This girl is Will Vandom, ex-leader of the Guardians of the Veil.

Not too long ago, about a year after the climax of the Keyblade Wars, Will and the Guardians had relinquished their keyblades to the Oracle until they were needed again. Out of nowhere, Will had suddenly fabricated a desire to have her own keyblade back, and this had attracted the attention of Xehanort, who was thought to have been destroyed at the end of the Keyblade Wars by Nick. Not wasting any time, Xehanort has possessed Will, and this set off a chain of events that culminated at Hollow Bastion, where the possessed Will had faced off against her best friend Nick, who had been on a perilous journey through the worlds in search of her and Irma. In the end, Nick turned the Dark Keyblade on himself to free Irma's heart, and Will had taken the opportunity to reject Xehanort, eventually working side-by-side with Nick to destroy Xehanort for good.

Now, Will was on a journey to cleanse the darkness inside of her so she could return to her friends.

"Ugh... where... where am I?" Will wondered, slowly getting to her feet. "The last thing I remember is meeting up with Nanaka-chan, and then... then there was nothing. Is someone trying to mess with me?"

"Sleep."

This voice made Will jump in her spot as she spun around trying to pinpoint its source. "Who said that?!"

"Sleep. Here, between light and dark."

"Huh? Wait a minute! Where's Nick? All I remember was us working together to destroy Xehanort, but I can't remember anything beyond that..." Will wondered, curious as to what was messing up her memory.

"You're the only one who washed up here. You didn't have the power to prevail over darkness. No, you should have embraced the darkness."

Will chuckled a bit at this odd statement. "You talk like I'm some kind of demon of the dark."

"Can you face the truth? You turned your back on the light before you closed your eyes. Here, blanketed by the darkness, sleep is safety. Sleep is eternal."

A glowing ball of energy appeared in front of Will, surprising her.

"Wait. Is this a card?"

"It is a door to the truth. Take it, and your sleep ends. Take it, and take the first step toward the truth. But know this: the truth will bring you pain. Will you still go? There can be no returning to the sweet security of sleep."

Will thought this over for a few seconds before turning to the ball of light, a bright smile on her face.

"Yeah, well... seems like a rather boring place to go on a snooze cruise, anyway."

"Well said, Will."

Will reaches for the card, only to have a bright light envelop her and take her to the bottom basement of Castle Oblivion. She looks at the door ahead.

"A door to the truth, huh? All right, let's see where this goes."

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(They say that those who cannot do, follow someone and learn.)

S.P.D. Gold Ranger presents:
W.I.T.C.H.: Keys of Memory
Story Created: March 12, 2008
This Chapter: August 15, 2008
Summary: Directly following the events of Key to Her Heart, Nick journeys to Castle Oblivion, still on the search for his missing friends. What he finds in this castle may tear his very world apart... Meanwhile, Will, still on her path to cleanse the darkness inside her, also finds herself in Castle Oblivion, hoping to find a way to erase Xehanort's still-standing influence on her...

Author's Note: Okay, here's how I'm going to do this. After each chapter with Nick's story, I'll do a chapter with Will's story. And, I'm sorry. I didn't keep my promise too well. I'll try my best to keep up a steady stream of updates, though it may be tough since college is starting up again pretty soon. I'll try to put up at least one chapter a week. Also, to clarify something for Nick's story: I'll only be doing in-world dialogue for the three key worlds (Twilight Town, Heatherfield, and Castle Oblivion), but I'll try to spruce up the parts before the boss battles with some extra dialogue. I'll do the same with Will's story.

Also, I don't own ANY franchises used in this story. They belong to whoever created them. This story is copyright S.P.D. Gold Ranger (me), March 2008.

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Chapter 1-B: Tied to the Darkness

Will gasped in shock upon arriving at her destination: Hollow Bastion.

"Wait just a damn minute! This is Diablos's castle!" Will exclaimed, brandishing the Soul Eater. "How'd I end up HERE? Someone must have brought me here while I was sleeping. But who?"

"What you see is not real," the voice from earlier said. "It's merely the world of your memory."

"My memory?" Will asked, still not entirely sure what this stupid voice was babbling about.

"The things you remember of Diablos's castle from your time there," the voice explained. "Those memories became a card, and that card made this world. The things you see... you've seen them all before, haven't you?"

"Yeah... So what now?" Will asked. "Am I supposed to learn something while I'm here? Maybe run into someone I know?"

"Ordinarily... yes," the voice answered. "You would meet the people in your memories."

"Ordinarily?" Will asked. "Hey, I'm asking you a question!"

Nothing but silence answered the dark warrior.

"Fine. But it'd better be you I run across next, voice. I'm sick of talking to thin air."

Will ran off, eventually running into the Heartless again. Not wasting a single second, Will brought the Soul Eater into a fighting stance. She'd come to love this weapon after fighting so many Heartless with it while on her path to redemption.

After a good bout of hopping around and slashing at the Heartless, Will had cleared the room and eventually arrived in the library.

"It's like he said..." Will thought to herself. "Everything's just how I remember it. Even this room..."

"It must be nice being back in your old bedroom," the mysterious voice said. "Think of all the memories..."

"You again, huh?" Will replied, a little edge to her voice. "Sorry, but these memories I could do without. Diablos gave me this room."

"So he did," the voice replied. "And you lived here, tempted by the darkness he offered. You cast away your home, your friends, everything... but at least they gave you a nice room."

"Shut up," Will snarled, setting off once again.

As she continued on her journey, Will suddenly saw an image enter her head...

"Man, it's good to be able to relax for a while, huh, Nick?" Haruka asked Nick, who was laying on the other side of the bed that the three explorers were sharing.

"Yeah, especially after that duel I had with Will. I'm exhausted," Nick replied, gazing at the Oathkeeper keyblade that rested on the nearby dresser.

"I know. We all saw you going at it in Port Mystic. I had a bit of trouble keeping up with you two!" Haruka exclaimed. "You were all, like, CLANG and ZOOM! I couldn't believe that!"

"She packed one hell of a wallop, too. Those dark powers she's acquired must have enhanced her elemental powers AND her physical strength. She's gotta be one of the best fighters I've ever encountered, and that's saying a lot, considering some of the weirdoes we've faced," Nick explained.

"Like Nerissa and the Chasers?" Haruka wondered.

"Exactly. I'm guessing you knew all about them, since you're from Candracar?" Nick asked.

"Maylin and I aren't actually from Candracar," Haruka explained. "We were just two girls who wielded Keyblades. The Oracle saw our potential and made us Guardians of Candracar. I instantly knew something in your world had gone horribly wrong when we found Heartless everywhere in the palace."

"There were Heartless in Candracar?" Nick exclaimed.

"I think it started about the time Will made her turn to the darkness," Haruka replied to that statement. "Will's keyblade became the Dark Keyblade and disappeared. By then, Heatherfield's star was beginning to fade out, and..."

She stopped on a dime upon seeing tears beginning to form in Nick's eyes. 'Wrong subject, Haruka! You know how much he misses his home and friends...'

Haruka reached over and patted Nick on the shoulder. "I'm sorry, Nick. I didn't mean to get you upset about your home..."

She was quickly interrupted when Nick lunged forward, throwing his arms around Haruka, crying his heart out. "It's not that, Haruka. One of the Guardians... she was my lover... And I made a promise to her that I'd always protect her. I feel like... like I failed her..."

Haruka was quite surprised by this sudden display of emotion. "Don't say that, Nick," she whispered soothingly, returning the embrace. "Things were beyond your control. There was no way you could have known before it was too late. We will find her, as well as the others. I promise you that."

Nick looked into Haruka's eyes... they were the same color as Irma's eyes...

"Thanks, Haruka. That means so much to me," Nick replied, settling into Haruka's embrace.

Will looked a little confused as she skidded into the Lift Stop.

"No one here, either... There's nothing but Heartless in this castle."

Will turned around, searching for the mysterious voice that was guiding her.

"Voice! I know you're watching, so explain something to me," Will shouted. "Where are the people from my memories? Tell me!"

"Are you sure you want to see them?" the voice asked.

"Of course I do," Will replied, starting to get angry by this point.

"But you cast them aside," the voice answered. "To reach the outside world, you passed through the door to darkness. Behind you, you left family, friends, home... everything... all in pursuit of darkness."

"But I cast that aside, too!" Will responded.

"Then what do you have to show for it?" the voice asked. "First your home, then the dark. Your heart only knows how to throw things away. It's empty, like that room. Like your memories. That's why no one is in the castle with you. Your heart is hollow except for the darkness you couldn't quite shake off."

"Oh, you're so full of crap!" Will yelled. "I rejected the darkness!"

"Ha, ha, ha..." the voice laughed. "Did you really, now?"

After a little more journeying, Will found herself in the Castle Chapel, where none other than Lord Diablos was waiting.

"I knew you'd return, Will," Diablos stated.

"Diablos?!" Will exclaimed. "You're alive? I thought Nick and the girls wiped the floor with your robed behind!!"

"You haven't been paying attention. I am but a mere figment of your memory," Diablos explained.

"Of all the people I could have run into, it just had to be you..." Will stated, shaking her head.

"Who else? Your heart is steeped in darkness. You can only see people who exist in that same darkness... people like me," Diablos taunted. "Be grateful you have someone to keep you company. Your heart is empty. Were it not for the darkness in your heart... you would be completely alone."

Will smirked, obviously not in the mood for games. "That's actually sounding pretty good right about now. So, you wanna explain what you're doing in my memories?"

"Come, now," Diablos stated, twirling his staff. "You once clung to me to sate your hunger for darkness. You want me here. Who else but I can give you the darkness you long for?"

Will sighed longingly, flashing back to the things she'd done under Xehanort's influence. "There was a time I did want you around. I surrendered my heart to the dark. But never again. You and your darkness have nothing to offer. All I did was lose myself... empty myself! I'm finished with all that. If I'm stuck seeing people like you, people of the dark... I'll take you out one by one."

Will brandished the Soul Eater. "And that's not a threat. That's a promise."

"Then don't forget to take yourself out last. Because you, like me, are one of the dark," Diablos interjected.

"That's fine with me. I turned to darkness because my heart was weak. I hate that weakness. It's like I'm my own enemy. And seeing people like you embrace the darkness just makes it worse! Enough talk, Diablos," Will challenged. "You thought Nick kicked your butt badly? He was NOTHING compared to what I'm going to do to you!"

Diablos simply laughed, beginning to channel dark energy around him. "So you hate the darkness enough to fight it... Oh, the agony you must feel! Let me end your pain, Will... end it forever with the wondrous power of darkness!"

With that, Diablos transformed into his dragon form, easily towering over Will. This didn't faze her, though, as she swung Soul Eater forward and charged headlong into battle.

Avoiding a series of bites from the Dragon, Will hopped off of the nearby wall and slashed at the massive beast with the Soul Eater.

Just barely dodging a tail strike, Will skidded to a stop before deciding to try a new trick she'd learned just recently. She began charging her Soul Eater with dark energy and plunged it into the floor.

As the Dragon stomped closer, Will dragged the Soul Eater forward and up until it was completely out of the ground. This movement created a massive trench in the floor, followed by an immense wave of dark energy that thundered forward and struck the Dragon in the neck, causing it to back off.

Not ready to give in yet, Will charged forward once again. Hopping into the air, Will spun the Soul Eater around in her hands before throwing it towards the Dragon in a similar fashion to Nick's Strike Raid attack. The spinning blade pierced the Dragon's skin, causing it to howl in agony.

Catching her weapon, Will made her final move, plunging the Soul Eater straight into the Dragon's back. Not content with just that, Will concentrated her dark power and fed it straight into the Soul Eater, causing the Dragon to quite literally explode, though Will was able to shield herself so as to avoid staining her clothes.

Once the battlefield was calm, the blood that stained the walls quickly vanished.

Will giggled a bit. "Kinda reminds me of that Jet Force Gemini world... when Mizar fused with that asteroid and there was a dark orb in his EAR... now THAT was gross, all told..."

After a few seconds, Will found herself back in Castle Oblivion.

"Why do you shun the dark?"

Will perked up at this. "Oh, come off it. I know you heard every word I said to Diablos," she answered.

"Darkness is your weapon. I need you to accept it."

"What do you care?"

"Stop resisting and accept the darkness. You must... if you are to serve me again!"

Will looked on as who else but Xehanort appeared.

"Xehanort... just as I suspected," Will noted.

"You don't seem surprised," Xehanort answered.

"You always were chatty when it came to darkness," Will teased. "So let me guess... You want to pull me back into the darkness and play puppet master again... right?"

"Clever girl," Xehanort stated. "You'll make a fine host. Now surrender to the darkness again and..."

Will growled, holding the Soul Eater in a fighting stance. "You're insane, freak! There won't be an 'again'!!"

Will charged, only to be knocked back by a pulse wave of dark energy.

"Did you really think you could harm me? A weakling like you couldn't even defeat Nick... and you had darkness on your side," Xehanort taunted.

"Excuse me... for being weak..." Will answered.

"You need the darkness. Submit! Bow to the darkness, and bow to me."

"Not... a chance..."

"Only darkness can help you now."

"You're wrong, freak!!"

A glowing ball of light appeared in front of Will, and that's when she recognized the voice.

"That voice... Queen Elyon? Is that really you?" Will asked.

"You betcha! Will, you're not alone. Listen carefully now. The light will never give up on you. You'll always find it, even in the deepest darkness! All you have to do is believe!"

Will smiled. "I will."

She then turned towards Xehanort, a smile on her face as she prepared to fight. "Hear that? I'm not losing to the darkness today, Xehanort."

Xehanort smirked. "You think some feeble light can save you from the darkness I command? Simple-minded fool!"

"Remember what I told you, Xehanort?" Will challenged. "If I ever get lost in the light, the darkness... MY darkness... will show me the way!!"

Will charged, slashing Xehanort across the side. Xehanort responded to this by barreling forward with a dark aura surrounding him. Will performed another Dark Wave to counter this, then backflipped over Xehanort, striking him in the back.

Not wasting a second, Will leaped into the air and brought the Soul Eater down on Xehanort's head, putting an end to the rather short battle.

"That all you've got?" Will taunted. "Nick actually gave me more of a workout."

"It seems that you are intent on resisting the darkness. Very well, then, see with your own eyes," Xehanort stated, holding some cards towards the dark warrior. "These are cards crafted from your memory. Advance through the worlds they beget, and you will come to understand... chasing the light will not distance you from the dark. You cannot run."

Will smiled brightly. "Who's running? Give me the cards. I'll enter those worlds. And in the end, if I haven't given up... I win."

Xehanort passed Will the cards. "I have one more gift for you."

With that, Will began glowing with a dark green aura. Once it dissipated, Will growled. "What'd you do to me, you bastard?"

"I tempered the darkness that remains in your heart," Xehanort answered.

"What, you still think I'd rely on darkness?"

"Whether or not you use it is your choice. I'll be waiting, Will... for you to come to your senses and yield to the darkness!"

With that, Xehanort was gone.

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Down in a blue room, more members of Organization XIII can be seen talking.

After a few seconds, Lexaeus appears, very silent.

"Don't I even get a hello, Lexaeus?" Zexion asks, only for Vexen to appear as well.

"Zexion, what's going on?" Vexen stated. "I demand an explanation."

"Nice to see you too, Vexen," Zexion answered. "You know, it's deplorable... The Organization used to be the rope that binds us. And now it's full of kinks."

"How dare you...?!"

"Let it go, Vexen," Lexaeus answered. "Zexion, tell us. What did you detect?"

"Visitors," Zexion responded. "I picked up two scents in the castle's lowest basement. One of them was Diablos, but..."

"Absurd. The dark wizard is gone. He cannot return from the realm of darkness of his own volition," Vexen stated.

"If you'd let me finish... The scent belonged to a very convincing double. But I can't say much beyond that, since the would-be Diablos is no more. Our other visitor saw to that."

"Who is it?"

"I don't know, Lexaeus... but the scent was very similar to the Superior's. Exactly similar, if I may say."

"Rubbish!!"

"Fact, Vexen. Now what shall we do?"

"Let us bide our time and see what develops," Lexaeus answered.

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Will looked at her hand as she approached the next door upwards. "Something... tastes kind of funny... What is it? It's so familiar... Darkness. The taste of darkness. What's happened to me? The darkness even seeps into my senses..."

"Don't you worry, Will!"

"Your Majesty? Is that you?"

Elyon appeared in front of Will, though she looked a little blurry.

"What's wrong, Elyon? You're all... fuzzy..."

"I can only send a little bit of my power here. But I have a request."

"A request? From Your Majesty?"

"Will, don't let go of yourself just because darkness has a hold on you. Fight the darkness inside you! It won't be easy... But don't forget! Even in the darkest darkness, there's always a little light."

"Light... within darkness?"

"You and I have seen it! The far-off, welcoming light inside the door to darkness... the light of Kingdom Hearts, Will... it'll show you the way. Please don't give up. Just believe in the light. That's all I ask."

"Okay... I'll try my best."

"And I'll try to find a way to reach you. I'll come, I promise."

Will looked surprised as Elyon leaned forward and gave Will a quick peck on the cheek.

"There. A promise from me to you."

With that, Elyon disappeared. Will smiled.

"Okay, Xehanort. Time to show you what I'm made of."

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Next time:

Chapter 2-B: Soon to Be Completely Eclipsed

Will begins her own journey through the card worlds, ready to fight to the very end in hopes of defeating the darkness that still dwells within her...

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"You little..." Maylin stated, holding Chinese Spirit up as best she could. He just stood there, laughing evilly.

"Now do you understand that it's hopeless?" he stated.

"Haruka dear... looks like it's up to you... kick his ass for me, okay?" Maylin stated. She managed to say "Aishiteru" to her brunette comrade before collapsing, completely unconscious.

Haruka turned to him, anger flaring from her eyes. Sweet Crest began to glow in her hands.

"You're going to pay for that," Haruka threatened.

"Come and fight me if you can!"

To be continued...