A/N: Hello everyone! Welcome back.

Auraheart: There's a possibility that could be, but that isn't it, maybe.

Adonis1218: Phew! I thought you meant she was trying to be a stalker when she wasn't. I agree. She's like a spy. And there's a reason why the ball of light isn't a figure of light. I also was kind of referencing LoZ with her concept, but also not really.

Great fan-M (Guest reviewer): … That's pretty much it, but her memories technically aren't "untouchable". They can be seen and touched, but they can't be changed.

But you pretty much got it. Here's a cookie.

Guest: Don't worry. I intend to try keeping daily updates, especially as it won't take me too long to finish this story.

Silent Searcher: I love Axel too. And that part with Sora and Penelope arguing was fun to write. It's like you can practically imagine Penelope seeing the white room and Sora seeing Traverse Town.

Guest: Um… I'm sorry, but that can't really happen at the moment. It will eventually, but not now.

I own nothing but Penelope.

Here's chapter 3.

XxXxX

Chapter 3: Riku's Story Pt 1

(Penelope's Story Pt. 3)

During Penelope's battle with Axel, she practically got her butt handed to her, but the light spirit helped her escape out of it.

However, it was mainly to follow Axel and get out of the useless recon work they had been doing.

So, Penelope, with the assistance of the light spirit, followed Axel to the upper floors of the castle, and used the shadow ability to hide, and the light spirit also managed to make it so the shadow wouldn't be seen.

"This Sora kid's memories are pretty intriguing." Penelope clearly heard a girl's voice and saw Axel look over at this chick with blond hair, which had two strands sticking up like antennas, sea-green eyes and pink lips. And she was also reading a book as she lies on a couch.

"You're too careful with him, Axel. I would've kicked him around some more." She told him, as she focused on reading "Marquis de Sade".

"Yeah, well, I have healthier hobbies than you, Larxene." Axel told her.

"So this chick's name is Larxene, huh?" Penelope asked the light spirit.

"I suggest you stay quiet. That way we can listen in case we can give any important information to Sora." The light spirit suggested. Penelope sighed before continuing to listen.

"How can you say that?" Larxene asked Axel before looking away from her book. "Anyway, you seem pretty taken by this Sora kid. But not by his Keyblade. You seem interested in his heart. His heart wasn't swallowed by darkness…"

"You mean at Hollow Bastion?" Axel asked Larxene.

"Hollow Bastion? What does that have to do with anything…wait?" Penelope began thinking as Larxene began to make her explanation.

"When the darkness takes someone's heart, that person also loses their mind, their feelings—they become a heartless. The darkness takes total control." She began to explain.

"Why is she taking the time to explain this?" Penelope asked out of suspicion. The light spirit shushed her as Larxene continued to speak.

"At Hollow Bastion, he turned into a Heartless. But he held onto his feelings. Why? Must that be the power of the heart? I guess it should be obvious. He was chosen by the Keyblade after all."

Penelope shook her head. It made sense, but it also didn't.

"He is literally the key. I want to find out what sleeps deep inside his heart." Axel told Larxene and suddenly he looked to see that one person in the black coat who explained many things to Sora appear.

"To unlock the mysteries of the heart- That is the organization's purpose- The reason for our being." He began.

Then he took off his hood and rose petals floated around him before Penelope saw pink hair, blue eyes and pink lips. In fact, Penelope thought this person was a chick before realizing it was the same person before breaking into hysterical laughter.

"I have been entrusted with the management of Castle Oblivion. And I will see the plan through."

"What? Teehee…he's…he's the one in charge?! A guy who looks like he belongs in a shojo manga?!" Penelope couldn't stop laughing.

The light spirit, still hiding her, clapped her hand over Penelope's mouth.

"I know. I still can't take him seriously, but you need to quiet down. A spy like you needs to be taking this seriously, and if you don't stop laughing, your cover will be blown."

Penelope tried to pipe down, though it this point, it hurt.

"So boss, how is it going?" Larxene asked him.

"Perfectly. Everything is going according to plan." Axel remained silent before Penelope noticed something.

"Wait. Why isn't he mentioning my presence? That's odd." Penelope pointed out.

"When will Sora remember…his dear Naminé?"

"Naminé? I don't remember a Naminé." Penelope said, finding this suspicious.

"I agree. However, I think I might be catching on. However, since I'm aware that Axel is likely aware of our presence, we should get out. Now."

The light spirit opened up a portal behind them and they went in before it vanished.

-With Sora-

After that battle, Sora told Donald and Goofy to wake up as they were unconscious from their battle.

"Huh? Where's Axel?" Goofy asked. That was about the time Penelope came in from the shadows.

"He said to use this card to go forward." Sora answered. Penelope went quiet.

"WHAT. WHAT DID I JUST…"

"Wow, that was nice of him!" Donald said as he looked at the card.

"A-hyuck!" Goofy replied as he too looked at the card.

"Talk about carefree…" Sora mumbled.

"WHAT DID I JUST WALK INTO?" Penelope said in shock, still questioning her friend's mental health.

The card had the Agrabah world on it, and Goofy asked where they were going next, with Donald hoping they'd find Riku and the king.

And Jiminy was acting up, which Donald noticed. "Something wrong, Jiminy?"

"You might have not been awake for it…But Axel said something strange to Sora."

"Don't worry!" Sora said, trying to calm Jiminy down. "He…just said that to sound mysterious."

Penelope thought about it for a moment and began to piece together the true meaning of that conversation, with what Axel said and with Sora "remembering" this "Naminé" person. What could it mean…?

"But hey, if they can make a town from Sora's memory…it feels like just about anything could happen in this castle." Then Goofy brought something up.

"Hey, remember that other creepy castle we explored together? With all those weird contraptions?"

"…When was that?" Sora asked. Now Penelope found something to be seriously wrong.

"Gawrsh, don't tell me you forgot!" Goofy told them in shock.

"Goofy, are you sure you didn't make it up?" Donald asked him.

Goofy thought about it before telling them that he seriously did not make it up.

"C'mon, less talking, more walking!" Donald ordered.

Penelope remembered what happened. Why didn't they? Was it possible that someone was responsible? It couldn't have been the castle, because if it were, she would be forgetting everything too. How bizarre.

"How could you forget that castle? It was the castle where Sora used the Keyblade to free Kairi's heart and where we found out Penelope was really important. Then Sora disappeared for a while, remember?" Goofy asked them.

"Oh yeah! The time I turned into a Heartless! Now I remember." Sora told him.

"A-hyuck! I knew you wouldn't forget it."

Sora thought for a moment. "Wait…that happened…in a castle? What was that place called anyway?"

Penelope blinked before staring at them. "What. Yes it did!" She told them. They couldn't hear Penelope.

"Are we in spy mode?" The light spirit became her figure form again and shook her head. "No. Something is preventing us from having them remember."

When Sora realized he couldn't remember, Penelope decided she wasn't going to just allow herself to be left out like this.

"Here, I can save you some time and energy. Just let me check my Jiminy Memo." Jiminy told them.

Only if it were that simple.

"Great idea." Donald said. "I forgot about the Jiminy Memo." Goofy said afterwards.

Jiminy had a puzzled look on his face. "I never thought it'd help out like this. Hmm…"

That look of confusion changed to shock. "What's wrong?" Sora asked Jiminy.

"IT'S ALL GONE! EVERY PAGE IS BLANK!" Jiminy yelled.

"What?!" Donald and Goofy asked in surprise.

Jiminy was in disbelief. "How could this have happened? I'm so careful with my journals. And the only one with a copy of the journal is Penelope! It's gone. It's all gone. All that hard work, gone…"

"So our memories…are vanishing? What kind of castle is this?!"

Penelope was finally able to move again, the light spirit suddenly began to sense something from the lower depths of the castle.

"I sense an awakening. Follow me." The light spirit opened up a portal and took Penelope in with her.

XxXxX

(?)

"Where am I…? I can't tell if it's dark or bright. I don't feel anything. What's going on?" Riku asked himself.

Then he remembered what happened when he was sealed behind the door with King Mickey and told Sora to, "Take care of her."

And now… he couldn't remember what happened afterwards. He didn't even know if he had escaped the darkness or not.

"Your Majesty…" Riku began as he rubbed his head before starting to get up, but he heard no response.

"King Mickey? King Mickey, where are you?" Riku asked, now standing though he was confused.

"Your King is far away." A voice said.

"Who's there?" Riku asked, looking around to find the source of this mysterious voice.

"Sleep, and leave the war with darkness in his hands. Sleep here, between light and dark."

"Between…what?" Riku asked once again.

"Here, blanketed by light, sleep is safety. Sleep is eternal. You will never know pain or fear again."

Really? You'd expect someone to sleep in a place like this?

"You want me to sleep here forever? You've gotta be kidding!" Riku started to try finding a way out, but he couldn't figure out how.

"Ugh! How do I get out of here?"

Suddenly, a light (NO. NOT THE LIGHT SPIRIT) began to circle around Riku.

"What's this?" He asked, still consistently asking questions.

"It is a door to the truth. Take it and your sleep ends as you take your first step towards the truth."

This light turned out to be a card with Hollow Bastion on it, when Riku caught the card, making him wonder how that got here.

"The truth will bring you pain. Will you still go?"

"Yeah, well… Seems like a boring place to take a nap anyway."

"Well said, Riku."

Riku then appeared in Hollow Bastion and was in surprise, and that was when Penelope appeared where Zia took her.

"This is…" Riku began.

"Yes. Hollow Bastion." Before Riku could continue, Penelope saw him and said, "Hi Riku!" And Penelope managed to make him jump.

"WHAT THE…? Where'd you come from?!" Riku asked her, still startled.

"What do you mean? The light spirit guiding me too me to this empty, white room."

"What are you talking about? We're in Hollow Bastion." Penelope went silent.

Then she fell onto her knees. "NOT YOU TOO! WHAT IS WRONG WITH THE WORLD?!"

"Huh?"

Penelope got up and then began mumbling to herself. "First Sora claims he's in Traverse Town, telling me he's perfectly fine, and thinking I'm insane since I was telling the truth when we were standing in a big white room."

"Penelope?"

"Now Riku's telling me that we're in Hollow Bastion, which doesn't make sense, because I know we're in a big white room. What is he seeing that I am not? Is this Castle an insane asylum and I'm going insane?" Penelope asked herself.

"Penelope, really. What's wrong?"

"If I'm not forgetting anything, am I slowly going insane from all this and what happened is a lie?"

"PENELOPE!" Riku got Penelope back to her senses.

"Y-Yes?" She asked, shaken up.

Riku stared at her. "What's gotten into you?" He asked her.

Penelope shrugged. "I don't know…" Then she smiled at him.

"I'm probably interfering with something. I'll see you later!" Penelope turned away.

"Penelope wait…" Riku called after Penelope.

It was too late. She had already walked into the portal that the light spirit had made for her to go back to being a spy.

"And there she goes." Suddenly, Riku appeared in a bedroom.

"Back to what I was saying after that rude girl interfered…This is the room Maleficent gave you. How was it, living in this room?" The voice asked Riku.

"I don't know. I'd rather not recall." He answered the voice.

"To reach the outside world, you passed through the door to darkness. Lured by the voice of darkness, you came here. You left behind family, friends, home- everything… all in pursuit of darkness."

"So what if I did?" Riku asked. "I'm not who I was back then. Why did you bring me here? What do you want me to do?"

"This world was created by your memories." The voice answered Riku.

Riku was confused by this. "What?"

"Look around. Here you can see what exists in your heart. You should meet those you miss most."

Really now, somewhat disembodied voice?

"What are you talking about? There's nothing but Heartless in this castle. No one's here either. Who am I supposed to meet?" Riku pointed out, rather confused as he sat on the outside of the lion fountain.

Oh, and guess whose voice he heard? In lime-green fire, a specific character who should be dead appeared. "I'm sorry to disappoint you. Did you think you would see your friends?"

Yep, it was Maleficent, and Riku even said so when he said her name upon seeing her.

"The one thing you wish for with all your heart…is darkness." She told Riku. Then the evil fairy became that awesome dragon form of hers.

"Remember. You, like me, are the one with the dark! Remember what darkness has given you." She told him.

"I wanted power. So I opened my heart to darkness. But now…" Riku thought, recalling some memories.

"There is nothing greater than the power of darkness!" Maleficent roared, blasting fire at Riku. Riku avoided her and one-shot her like with Beast.

Weakly, Maleficent growled, "There is…nothing…greater…"

"Go ahead and keep drowning yourself in darkness." Riku told Maleficent. "I've had enough regret."

Afterwards, the room became the white room Penelope was talking about, and he heard Ansem's voice. "Why do you shun the darkness? Darkness is your weapon."

"Enough already. I know its you. Ansem." Riku told him as Ansem emerged from the dark mist…

WAIT. WAIT, WAIT, WAIT. WASN'T ANSEM KILLED?

"So let me guess…you want to pull me back into the darkness…and play puppet master again…right?" Riku asked him, annoyed by the fact that Ansem was there.

"Clever boy." Ansem complimented Riku as he appeared in front of him. "Then are you ready to be my arms and legs once more? Don't you want the power again…? The power you once had?"

"Not a chance!" Riku tried to say until he suddenly collapsed.

"Do you really think you could do me harm? You, a weakling who still rejects the darkness?" Ansem asked as he towered over Riku. "You can turn away, but sooner or later, the darkness inside will consume you. No light will ever reach you again."

"And you will rue the day…you refused the darkness." Ansem told Riku. Riku disagreed with this.

"You're wrong!" Riku yelled back and then, he heard a familiar, friendly voice.

"Listen close, Riku. The light'll never give up on you. It will always find you, even in the deepest darkness!"

"Your Majesty?" Riku asked in surprise. "But you have to open your eyes to see it!" Mickey explained to him.

Ansem tilted his head to the side, questioning Riku, "You cling to words of sympathy? I pity you. Very well. Go forward, and you will see your hope turn into despair." A card then materialized and Ansem continued afterwards.

Chasing the light will not distance you from the dark. You cannot run. You will learn- your only choice is to surrender."

"Who's running? I'll play your game." Riku said to the man that once possessed him. "…And in the end, if I haven't given up…I win."

"Then I have one more gift for you." Ansem held his hand out and surprised Riku.

"What's this…this power welling up inside of me?" Riku thought in confusion before it ceased and he shouted at Ansem, "What did you do?!"

"I tempered the darkness that remains in your heart. I'm sure you will find it useful." Ansem told Riku.

"I don't want it!" Riku yelled at Ansem, not wanting to use the darkness again.

"Fight it all you like." The Seeker of Darkness taunted before leaving behind the words, "But you need to be aware…of the scent of darkness permeating your bones."

XxXxX

A/N: I apologize for the long Author's note at the beginning and how it took a while to get to Riku's part of the chapter. I had to cover some things.

I also had a brief moment of writer's block…

Meaning that the next chapter is a Riku based one or it is Sora. But it will likely be Riku as I'm not covering the Agrabah part of the manga.

I said I'd cover Traverse Town, Twilight Town and the finale for Sora, cutting out a part, but the next chapter is going to be fun!

I also apologize for taking so long. This chapter took a while to write.

But whatever.

Please review if you'd like, please don't flame, and please tell me how I can improve.

I will see you all in the next chapter.

Ciao!