The Gummi ship hummed loudly, its engines cooling as it rested in a clearing of the Lotus forest. With a hiss of air the cockpit slid open and Sora climbed out, with Riku close behind. As their feet touched the ground the two of them took in as much as they could of their surroundings. Nothing looked out of the ordinary, for Wonderland at least, but Sora knew better. A Heartless infestation wasn't something you saw so much as something you felt, and right now all of his instincts were telling him to run. This wasn't just a normal heartless attack. It was worse.

"Riku…" he started to say.

"I feel it too." Was the response. "Something's not right. I think I understand what Leon was saying…"

"Yeah…yeah, I know what you mean. It feels weird…different."

Sora repressed a shiver. "Come on." He said. "Let's get moving."

Without another word, the two of them stepped into the darkness that was the Lotus Forest. At this point everything became routine; go in, kill the heartless, leave. That was all there was to it and that was all that mattered.

They walked in silence for at least five minutes, not saying a word, each keeping a watchful eye on the forest around them.

Sora couldn't help but think that things were going a little too smoothly. We should have run into some by now… he thought. They never wait this long to attack. But they were out there. He could feel it. After all this time of battling the heartless, he knew when they were close by.

If we're lucky, he thought, We'll take them by surprise.

If they were lucky.

Suddenly, Riku stopped short. "We're being followed. They're hunting us…" he breathed, staying rooted to the spot.

Apparently they weren't so lucky.

Sora leaned his head in closer, looking around slowly and lowering his voice. "Where are they?"

Riku took a deep breath. "Everywhere."

The two of them shifted into combat stances, drawing their weapons and standing back to back as they scanned the shadowy depths of the forest. It was dark, a little darker than usual, and it was difficult, if not outright impossible to see anything at all.

Nothing moved.

Something's not right, Sora's brain was screaming at him over and over. Something's wrong, something's different, something's out of place.

And then, with a sinking feeling of dread, he realized what it was.

"The trees!" Sora shouted, just as the shadows above them shifted and all hell broke loose.

***

Alice had never been so terrified in her entire life. Running as fast as she could through the lotus forest, her tattered dress snagging on rocks and branches, fear was the only thing she could feel. Not like when she was being held captive by Maleficent. That was a different kind of fear, a kind of dread. Now, it was purely adrenaline-fueled, primal fear.

She tripped over yet another stone, falling to the ground and yelping in pain as another bruise was added to her already throbbing knee. Dirty hands pushed her up to her feet, and she ran on, not even caring enough about the pain to stop and examine her knee. Her lungs were burning, and her feet ached more and more with each branch that snapped beneath them. But she didn't stop.

I don't even know where I'm going! She thought as she ran. But she didn't care, as long as it was as far away as possible from her.

A sudden pain that seemed to shatter her foot, and her face hit the dirt. She could barely even utter an 'oof' as all the wind was knocked out of her. Propping herself up with one arm, she saw the tree root she had tripped over. Alice groaned in pain as she tried to stand, grabbing onto a tree root for support. It felt like her foot was broken…

She tried shifting her weight onto the foot to test it, and a fiery pain shot up the length of her leg as she let out a scream and collapsed to the ground again.

Yes, it was definitely broken.

Some distance behind her, she heard a sound that froze her blood cold in her veins. It was a low growling noise, like that of a prowling wolf. She knew that sound.

They're coming! Was all she could think, as she frantically tried to stand up again. This time it hurt even more, and her legs gave out altogether from the pain and the fear. Tears welled up in her eyes, and her lips were quivering as she the sound grew nearer and nearer.

What do I do? What do I do? What do I do?!

She couldn't think, couldn't breathe, and could barely even move. There had to be something that she could do, something tohelp her hide!

Her eyes fell upon a fallen tree, and she realized that it was hollow. It wasn't much, but she was a desperate girl and this was her only chance. Gathering up what little strength she had left, Alice crawled as quickly as she could to the hollowed-out tree, and hid herself inside. Her dress snagged and tore at the hem from all the rough bark, and the inside of the tree smelled like some kind of mold but she didn't care. As long as she could have even the smallest chance of remaining hidden, she was staying right where she was. It was better than the alternative.

The growling sounds had stopped, she realized. Had they seen her?

She cowered in her little hiding place, trembling with fear as she heard footsteps approaching.

Please let them keep going, please let them keep going… She prayed softly. Pleaseopleaseopleaseoplease let them keep going.

The footsteps were getting closer and closer. She could tell that they were right in front of the tree now, and then they stopped…

And they kept on moving.

Alice let out the breath she had been holding in, and held her trembling hands up to her shoulders to steady herself.

And then she heard the footsteps coming back.

She froze, and her breath caught in her throat again as the steps came back towards her, and she knew they were heading straight for the tree. A low growl sounded not three feet from her, and she heard a sniffing sound.

It knew she was there. And she knew it.

A shadow fell across the opening of her hiding place…

***

These were Heartless unlike anything Sora had ever seen before. Their thin, lithe forms were almost cat-like, resembling skeletal panthers, and their hollow yellow eyes were terrifying even by Heartless standards. And worst of all…

"They're too fast!" Riku yelled as he thrust his sword into the spot were one of their attackers had been a half-second ago.

And he was right. These creatures were faster than even the most agile of the nobodies, and it didn't seem to affect their physical strength at all. Usually the Heartless were either fast or powerful, but these were both. He knew they had to have some kind of a weak spot, but he just couldn't seem to find anything that worked. There was no doubt about it in Sora's mind; this was becoming a desperate situation very quickly.

"AAAGH!" he cried as one of his assailants left a gash across his back with a set of razor-sharp claws. He turned around to return the blow, but the monster had already vanished into the shadows. More and more Heartless were arriving by the minute, and Sora was already at his breaking point.

He saw the same Heartless directly in front of him, curling its spine in preparation for a leaping attack. As it flew through the air, Sora cried out "REFLECT!"

What looked like a shield of transparent glass tiles flew up around him, and his attacker fell to the ground in a heap. As Sora ran up and thrust his Keyblade through the heart-shaped symbol on the creatures' head, he noticed that the other Heartless in his immediate area were stumbling around, as if just coming out of a daze.

In a flash, he understood. "Riku!!" he yelled. "Reflect stuns them!!"

Riku gave a quick nod to show that he understood, and Sora dimly heard him use the same spell as he started slashing away at the stunned Heartless.

He turned and readied another spell, but he paused when he noticed the Heartless hesitating. They had all backed up to form a circle around Sora and Riku, and the two companions stood back to back once again, waiting for the attack.

And just like that, they were gone.

Melting back into the shadows, the Heartless all vanished from their sight, leaving the two confused friends alone once more.

"Ummmm….okay?" Sora shrugged, looking up at Riku. "I don't get it…they had us. Why would they just leave like that?"

"You figured out their weakness." Riku replied. "I think it made them nervous to know that we had figured out a way to fight them."

"But they'll be back, right?" Sora asked, already knowing the answer.

"I think we can count on it."

***

A shadow fell over the opening of her hiding place, and Alice could clearly hear the creature breathing and sniffing the air as its clawed feet scratched at the bark of the tree.

Its head came into view, and Alice screamed as its hollow eyes stared straight into hers. The Heartless growled loudly, and started to claw its way into the trunk.

Alice frantically tried to kick it away, but it simply latched onto her leg and started to pull her out. Screaming like mad, Alice kicked wildly in attempt to get free. Suddenly, her leg fell back to the ground as the claws let go of her leg, and she heard a loud yelp, and then…nothing.

She lay there crying, not daring to move a muscle. Her body just wouldn't move anymore, and she shut her eyes tightly, hoping that whatever was about to happen would happen quickly.

"…Alice? Is that you?"

Her eyes snapped open. She knew that voice. She raised her head just enough to look outside.

"…Sora?" she breathed.

Her surprise gave way to the most amazing feeling of relief and joy she had ever felt, and as Sora helped her out of the trunk she almost fainted right then and there. It hadn't exactly been an easy day for her, and even though she loved the notion of adventure she was hardly used to this sort of thing.

"S-Sora, what's going on?" she panted, trying to recover from her ordeal.

"We were kind of hoping you could tell us…" Sora replied sheepishly, not wanting to admit the fact that he had no idea what was going on.

As Alice tried to stand, her foot exploded in pain once more, and she fell to the ground with a cry. Sora's companion, a boy with long silver hair, knelt down beside her and examined her foot.

"I'd heal something like this normally," he said. "But we used up all of our magic just to fight our way this far. Those Heartless don't stay down for long."

Sora took the opportunity to introduce his traveling companion. "This is my best friend, Riku." He explained. "We've both been fighting Heartless for a couple of years now. Riku, this is Alice."

Riku nodded in her direction as he busied himself with setting her foot, and she had to settle for a simple "hello" since it was currently not an option to curtsy.

"Can you stand?" Riku asked her, and she attempted to get up. In the end, she finally had to accept the fact that her right foot could support no weight at all. And so, both Sora and Riku helped her walk, each supporting one of her arms as they made their way toward the edges of the forest.

"The attacks suddenly stopped coming a little while ago," Sora was saying to her. "So I think we should be safe for now."

"So you found a way to beat them?" Alice asked hopefully.

"Not exactly…" Riku was the one to answer. "But we figured out an easier way to fight them. The thing is it uses up our magic really fast, and there's a lot of those things."

Alice nodded; she knew that from experience.

"We need to find a flower…" Sora thought out loud. Alice, however, was wondering why in the world anybody would feel the need to find a flower at a time like this. She looked over at Riku, who seemed just as confused as she was.

"He doesn't always make a whole lot of sense." The silver-haired youth grinned. "I've learned to just go with it."

Before long, Sora said, "There's one!" and steered the group in the direction of a large red flower.

'Do you have a Potion?' the flower asked, and both Riku and Alice jumped back a little as the large red bulb bent down until it was at eye level with Sora. Sora, on the other hand, didn't seem bothered by this at all.

"No, I don't…" he answered. "But…is there anything else you want?"

Riku and Alice exchanged another bemused glance, completely at a loss for words as their friend proceeded to barter with a plant.

"Umm…" Sora was searching though his pockets. "I've got this! This is a defense up, these make you stronger!"

No response.

"Uh, I have…" rummage, rummage, "An AP up! It gives you more magic."

Silence.

"Right…I guess you don't really need that too much…Uh, I have…"

'The Golden Balls are nice.'

"Huh?" Sora asked. "My Munny? What would you do with it?"

'They look pretty.'

"Oh, well then…I guess if you want it." Sora tossed out several small golden balls and a few medium sized ones, which the flower scooped into its petals.

'Thanks.' Was the flowers only reply, and it dropped a small item at Sora's feet.

"Thank you!" Sora said, and he turned to his two companions. "All right, that got us a Mega-elixir!"

"Will I ever know what that was all about?" Riku asked with an expression of utter confusion.

"You'll just learn to go with it." Alice said with a soft laugh. "By the way, what's a Mega-ewhooooooah!?"

Sora tossed the item into the air and a warm, greenish glow enveloped all three of them. It felt like being soaked in layers of water from a hot bath, and Alice let out a sigh as she felt all of her aches and pains slowly melt away. The glow faded, and she was left breathless in wonderment.

"Oh, wow!" she exclaimed. "What in the world was that?"

"It heals your wounds whenever you use it, as well as anybody on your side." Sora explained. "And we also get our magic restored. They're great to have around."

"Uh, Alice?" Riku said, sounding a little uncomfortable.

Alice realized that she was still clinging to Riku's shoulder even though her foot was completely healed. She jumped back, her face turning just the slightest shade of red, and apologized.

Sora could have taken the opportunity to embarrass them both, but in a rare moment of lenience, he decided not to. There were more serious things to discuss.

"Alice," he asked. "When did the Heartless show up?"

"Not very long ago…" Alice thought. "It can't be more than a day since they started appearing. But ever since then, there have been more and more of them. And then there's her…"

"Her?" Sora asked. "Who's that?"

"I don't know…" Alice admitted. "But I think she's the one controlling them. She's taken over the Queens' castle, and declared herself the new Queen of Wonderland."

"Well then," said Riku. "It sounds like she's the one we need to find. Where is she?"

"She'll be in the Queens' courtyard." Was the reply. "But don't underestimate her. I think she's much more powerful than she looks…"

"Don't worry about it." Sora smiled. "We're professionals!"

"Of a sort." Riku added.

And so the trio started off towards the castle of the former Queen of Hearts. Even though he was outwardly confident, Sora couldn't help but feel a little bit uneasy.

The Heartless were so much more powerful than before… he thought to himself. So what kind of a person could be controlling them this time? He looked ahead of them; the Lotus forest was beginning to get thinner, signifying that they were drawing nearer to the castle.

I guess we'll find out soon enough.


HOLY CRAP this story updates?! It's been a while since chapter two, and for that I PROFUSELY apologize. Honestly, I've just gone into something of a writing slump lately. But now I think I've got my groove back, and so I bring you the third chapter! I wrote about half of this today, just cause I got a class period off.

So I hope you enjoy, and please let me know what you think. As always, I extend my deepest and most sincere thanks to everybody who has written reviews and encouraged me to continue this story. I honestly don't think it's all that great, but I'm leaving that up to you. Until next time then, ciao!