"I hate him!" Bowser growled as they saw the castle Count Bleck called his home for the first time. If the outside weren't impressive enough with stones floating above water leading up to a path, then the castle was. Even in its destroyed state, the castle was large with spires stretching into the sky. The Heartless symbol was built into the side with wires and gears running around it. "How does he get such a nice castle?"

"Bowser, stop being jealous," Luigi said with a sigh. "Although I have to admit, it is a pretty impressive castle."

"I know this place…" Sora mumbled. He looked at the sheet of paper he'd found when he first saw Kairi in the Bitlands, and sure enough, they matched.

"It's the same place as the picture…" Tippi said. "Didn't you recognize it then too?"

"That's strange," Luigi said. "But you've never been there-here before."

"I just wonder why…" Sora said. "I feel this warmth inside right here." His hand moved over his heart.

"You're just imagining it," Bowser said.

"I'm serious!" Sora argued. They looked at the path ahead of them and carefully jumped from floating platform to floating platform until finally arriving at the beginning of the walkway to the castle. They started to walk, only to be stopped by a voice.

"So, you finally made it." They all turned around to see Riku, Sora summoning his Keyblade in the process. "About time. I've been waiting for you."

"You have?" Sora asked. For the first time in a while, he felt hope. If Riku had been waiting, maybe he'd determined it was time to join the light.

"We've always been rivals, haven't we?" Riku asked. Sora nodded slightly at Riku's statement, but he could already tell he didn't like where it was going. "You've always pushed me as I've pushed you."

"Riku…" Sora looked away.

"But it all ends here. There can't be two Keyblade Masters." Riku watched Sora. They all reacted in shock, but Sora most of all.

He grabbed the Keyblade tighter as though Riku were about to pull it out of his hands. "What are you talking about?"

"Let the Keyblade choose…its true master." Riku extended his arm and the Keyblade started pulling away from Sora's grasp. He tried to pull it back, but it just disappeared from his hands, appearing in Riku's moments later.

Cries of disbelief erupted from Luigi, Bowser, and Tippi. "That's impossible! The Keyblade chose Sora!"

"Dimentio was right," Riku said. "You don't have what it takes to save Kairi. It's up to me. Only the Keyblade Master can open the secret door…and change the world."

"Dimentio…what happened to Blu-Count Bleck?" Tippi asked.

"You'll find out." Riku waved his hand in disregard.

Sora finally found his voice. "But that's impossible. How did this happen? I'm the one who fought my way here with the Keyblade!"

"You were just the delivery boy. Sorry, your part's over now." He pulled out a wooden sword from the islands and tossed it to Sora. "Here, go play hero with this."

Sora fell to the ground. His heart hurt. "Why?"

"Bowser, let's go." Luigi began walking past Sora.

"But what about Sora? He's actually my friend," Bowser said.

"The sooner we finish the mission, the sooner we can save Peach and the others and get home. I'm sorry Sora." Luigi and Bowser walked behind Riku, causing the silver haired boy to smirk. "Tippi, are you coming?"

"How could you!" Tippi shouted. "Sora was your friend! All you've done is hurt him."

"Like he hurt me, he deserves it," Riku said and snapped his fingers. A Heartless grabbed Tippi.

"Let me go!"

"Take her to Dimentio," Riku said. The Heartless vanished.

Sora watched as Bowser and Luigi walked after Riku with a look of regret between them. "And then it was just me…"

"You're not as alone as you think…Keyblade Master…" Sora looked up to see a battered form of Count Bleck standing over him. "Now get up."

"C-Count Bleck?" Sora asked. The count paused for a moment before slowly nodding. "Why are you helping me?"

"It doesn't begin to make up for my mistakes, but it is a start," Count Bleck said. "Maybe one day…I'll be worthy of her forgiveness…"

"Her?" Sora asked, but it appeared the count was unwilling to elaborate further on that point as he stood up and picked up the wooden sword he had been fighting with. "Let's go."

"Let's go? No…anger?" Count Bleck asked in confusion. Sora shook his head. "Why?"

"You obviously want to change, to help me out, and without the Keyblade, I'm gonna need all the help I can get," Sora said. "I just need something else to call you…you're not as dark as you were and calling you Bleck sounds horrible."

"All humans really are strange…" Count Bleck muttered. "Before I was Count Bleck, I once had another name…Blumiere."

"Blumiere?" Sora asked. "It's nice to meet you Blumiere, I'm Sora."

"Now that we have been reintroduced Keybl-Sora…it's time we begin. I should be able to navigate my castle well enough for travel."

"Huh? Can't we just enter through the entrance?" Sora asked.

Count Bleck looked amused. "I almost guarantee that somebody has locked the way or that my minions are guarding it. No, we'll have to go another way."

"And that is..?" Sora asked

"There are a couple of secret passages that lead into the library. From there we can arrive in the main hall," Count Bleck said. He pointed to a small passage way connected to a lift of some kind. "That lift will take us below the castle. It'll be swarming with Heartless, but they're easier to fight than Mimi and O'Chunks are, especially in our current conditions."

"Wait, why don't they just help you?" Sora asked.

"Dimentio has convinced them that I am not truly Count Bleck, but an imposter. Only Nastasia knew me before all this, so they bought the imposter story. They think I want to release the princesses and end the mission." Count Bleck began floating towards the rift, Sora following close behind.

"You know, you don't seem like much of a bad guy," Sora said.

"Once upon a time, I wasn't…" Count Bleck hid his face underneath his hat's rim. "It is none of your concern however who I once was. Up until five minutes ago, I was your target, your enemy, now I am your ally." He stepped onto the lift and Sora followed. He pushed a button and the platform went down into a gated area, filled with a water way. Upon arrival, several Heartless formed, most of them dark with yellow eyes and an ugly face while the others looked like a magician with a dark purple hat and brown tipped staff.

"I miss Tippi, she'd tell us what to do with these Heartless," Sora said and held the wooden sword like he would the Keyblade.

"It wouldn't make a difference. You can't fight them anyways." Sora frowned at Count Bleck's statement, but knew the former villain was right. The wooden sword was nearly useless on Shadows, it wouldn't be of any use with the more powerful Heartless. Count Bleck pulled out his staff and began firing small dark bullets at the magician Heartless. Each bullet pierced through the Heartless accurately and instantly, causing them to vanish and leave behind a pink heart. He then dodged one of the ball shaped Heartless, effortlessly moving out of the way before summoning a small dark portal of some kind. It instantly sucked up the round Heartless that attacked.

One of the Heartless went at Sora and he lifted his wooden sword up, the wood barely offered protection as it went to bite at him over and over again. He watched as Count Bleck came over and fired another dark projectile, this one at the Heartless attacking. The Heartless instantly vanished into a cloud of darkness.

"Thanks." Sora smiled at Count Bleck for saving him.

Count Bleck nodded. "You were in trouble and we need each other if we're going to stop Dimentio."

-x-

"This should be the exit." Count Bleck pushed against the wall and it began rotating, leading into a library that Sora recognized from somewhere, but he couldn't figure out where.

"Look at all the books!" Sora looked around at them.

"You didn't strike me as an avid reader," Count Bleck said.

Sora shrugged. "Whether I am or not, it's still a lot of books."

"How far are we from where we join up with main castle wing anyways?"

"Not far," Count Bleck said. "Just out that door." They exited the door into a room with a large cavern. "I'm going to unlock the main door. I'll be back in about five minutes." He walked to the main entrance and into a hallway attached to the round room.

As he was walking, he stiffened. "Sora, it's a-" what he was about to say was cut off as the door slammed behind him.

"Blumiere!" Sora reached for the door.

"Quit while you can." Riku stood on top of a stairway, Luigi and Bowser behind him. Both partners had a look of regret on their face, and Tippi was notably absent.

"No," Sora said. "Not without Kairi."

Riku was engulfed in a dark aura. When it faded he wore a purple jumpsuit with a white grass skirt with purple ends. On his chest sat the symbol of the Heartless. "The darkness will destroy you."

"You're wrong, Riku." Sora shook his head. "The darkness may destroy my body, but it can't touch my heart. My heart will stay with my friends. It'll never die."

"Really…" Riku rolled his eyes, in doubt of Sora's statement completely. "Well, we'll just see about that." He raised his hand and fired a ball of darkness at Sora. The Keybearer didn't move and just waited to be hit by the attack.

It never came. When Sora opened his eyes, Bowser stood in front of him, ducked inside his shell. "You're not hurting Sora!"

"You'd betray your friend, your princess?" Riku asked.

"Peach never told me to follow some stupid key, she left me to help out Sora, and that's what I'm gonna do. Besides, why would I do what Mario tells me anyways? I hate the guy." Bowser laughed. "Hey green, make sure the princess learns we're coming for her."

"I'm not gonna abandon Sora either." Luigi ran for Sora. "You're my friend now, why would I abandon you too."

Sora looked down. "Thanks a lot…Luigi, Bowser."

"How will you fight without a weapon?" Riku asked.

"I know now I don't need a Keyblade." Sora shook his head. "I have a better weapon…my heart."

"Your heart? What good will that weak little thing do for you." Riku seemed amused by Sora's statement.

"Although my heart may be weak, it's not alone," Sora said. "It's grown with each new experience, and it's found a home with all the friends I've made. I've become a part of their heart just as they've become a part of mine. And if they think of me now and then…if they don't forget me…our hearts will be one."

Sora stood in his fighting position, slouched over with the hilt of the wooden sword in both hands. "I don't need a weapon. My friends are my power!"

Riku watched in surprise as the Keyblade he'd been holding vanished from his hands and returned to Sora's.

"Fine then, I don't need a Keyblade to beat you." Riku pulled out the sword he'd been using earlier and lunged at Sora. Sora lifted up his Keyblade to block the attack and slashed at Riku, who jumped out of range of the attack. He jumped into Bowser's waiting claws and found himself scratched by the Koopa King before stabbing at him and causing Bowser to return to his shell. Sora ran at Riku again and slashed downward diagonally before stabbing and making an arced shot, hitting Riku with all three. Riku threw a dark fireball. The attack hit and Sora quickly retaliated by throwing his Keyblade at Riku. Riku grabbed the Keyblade only for it to rematerialize back in Sora's hands and out of his.

Luigi threw a fireball at Riku in his moment of distraction, causing him to get hit by the bright green flame and fall back into a torrent of flames out of Bowser. Riku needed to get out of there quickly if he wanted a chance to survive, but Sora didn't give him a chance to escape as a Blizzard attack when towards the silver haired teen, nearly freezing him and doing a substantial amount of damage. Riku fell to his knees.

Sora ran up to Riku, to help up his friend, but Riku pushed him away and teleported out.

-x-

"Why? It was mine!" Riku asked in anger.

"Know this…" Riku looked behind him in surprise to see the hooded man from the islands. "The heart that is strong and true shall win the Keyblade."

"What?" Riku couldn't believe it. "You're saying my heart's weaker than his?"

The man nodded. "For that instant it was. However you can become stronger. You showed no fear in stepping through the door to darkness. It held no terror for you. Plunge deeper into the darkness, and your heart will grow stronger."

"What should I do?" Riku asked, at this point desperate for the power to one up Sora and protect Kairi.

"It's really quite simple. Open yourself to the darkness. That is all. Let your heart, your being, become darkness itself."

Riku did as the voice told. He let the darkness in, but this was different. Like always, a dark aura surrounded him, but he didn't feel in control anymore. He'd always felt like the darkness in him was contained, but now he couldn't help but wonder if Sora was right, that he had no control over it after all, that he was nothing but a pawn. Before he could change his mind, reject the darkness, and fight back, he blacked out.