Mimi walked inside the training room to see Count Bleck waiting for her. He smiled at her and asked, "Are you ready to fight Mario?"

"As ready as I'll ever be!" Mimi replied, excitement in her voice. "I promise I won't let you down, count! I'll teach that big meanie Mario a lesson that he will never forget!"

Count Bleck nodded, his gaze turning serious.

"Count Bleck has summoned a door outside the castle that will take you to the house of where the Pure Heart is located. Once you are there, find the Pure Heart and get it before Mario does. He must not achieve it, do whatever it takes to stop him. Do you understand, Mimi?"

Mimi nodded.

"I do. Though, can I ask you one last favor, one last preparation?"

"What is this favor you ask of Count Bleck?"

"Well...I was hoping you could cast a spell to make me invisible, or something to increase my power. I want to make sure there is no chance of Mario beating me."

Count Bleck was silent for a moment.

"...Count Bleck supposes he could help you. It won't make you invisible, but this spell should be close enough. Though you will have to be at your fullest potential for it to work."

Raising his staff, Count Bleck chanted a spell. At the sound of his voice, his words, Mimi felt a great amount of energy rising through her. She smiled, sensing her powers becoming stronger and stronger.

"Thank you, count!" Mimi exclaimed. "With your spell, there is no way I can lose!"

Count Bleck nodded.

"Then I wish you luck."

With that said, Mimi ran out of the room. This was it, her moment of triumph was here! All of her training, all of the battle skills and strategies she had learned were finally going to pay off.

Watch out Mario! For you are going to face you greatest challenge yet!

But before she could leave the castle, Dimentio was waiting for her by the staircase. She almost crashed into him, as she didn't notice he was there until the last second. Dimentio smiled.

"In a hurry are we? I must say, I didn't expect that you were that anxious to fight Mario."

Mimi folded her arms.

"An enemy of the count is an enemy of mine. I won't let that jerk destroy how far we've come. I won't let anyone get in the way of the count's plan."

Dimentio laughed.

"Ah, the determine flare in your eyes, bellezza. I cannot help but say it adds to your charm, like a fierce, but elegant, tiger."

Mimi narrowed her eyes.

"Yeah, you and your stupid similes! Is there something you need, Dimentio? I really must be going."

Dimentio blinked, completely shocked at the harshness in Mimi's voice. Mimi tapped her foot impatiently, Dimentio being the last person she wanted to see right now.

"Well," Dimentio finally said. "I wanted to see if you would like any help with fighting the hero. After all, he will be a challenge. I wouldn't want you to get hurt, my dear bellezza, so I offer my assistance."

"Thanks, but no thanks. I have to do this on my own. I want Mario to fall beneath me and me alone."

Mimi walked away, though Dimentio levitated beside her.

"But are you sure? Don't be foolish, Mimi. Two against one would be a better idea, don't you think?"

"No, it wouldn't."

"But think about it."

"Dimentio!"

Mimi glared at him, avoiding eye contact. For it hurt her to be this cold, even if she was mad at him. And just like what he did to her last night, Mimi teleported away. Maybe fighting Mario will be a good way to keep her mind off things.


Once she entered the door, Mimi found herself in front of a huge mansion. Her eyes widened as she stared up at the dark house. How was she going to find a Pure Heart in a house that big?

Mimi gave a small sigh.

Reluctantly, she approached the entrance of the mansion. Now…what was she supposed to do? Should she knock on the door or force her way through? Count Bleck never mentioned what to do in a situation like this. Confused and impatient, Mimi tried to teleport inside. However, something was blocking her, like a magical barrier that protected the secret room in Castle Bleck.

Mimi cursed.

She then tried opened the door, surprised to find it unlocked.

What idiot leaves their door unlocked?

Mimi slowly walked inside. Near the entrance, two large, square looking guard dogs with razor sharp teeth were lying there, completely fast asleep. Mimi smiled, for they looked so cute, yet deadly at the same time. Making sure not the disturb them, she transformed into the smallest creature she could think of and snuck right pass them. She was small enough to fit in the cracks of doors, so getting passed locked places, if there were any, wasn't that difficult. Once passed the main entrance, Mimi found herself in a large hallway. She then began to check each room, hoping to find or find a clue about the Pure Heart. Though she wondered what she was going to do when she did find it.

After a few minutes of searching, Mimi came across a closet. Inside, there were a bunch of French maid uniforms, all neatly hung and organized. Mimi morphed back into her usual self and studied one of the dresses. She smiled.

This is pretty cute. Whoever lives here has good tastes.

Loving it so much, Mimi changed into the dress and put on some accessories from the small shelves. Seeing that there was a small hand mirror, Mimi looked down at her reflection. Pleased on how she looked, she walked out of the closet.

But as she did, she heard someone open the front door.

Fear prickling inside her, Mimi ran to the door she originally came in and cracked it opened a bit. She saw a tall woman with long blonde hair and red glasses. She was petting the dogs, who were wagging their tails happily. Mimi hid in the shadows.

Maybe she can lead me to the Pure Heart.

The woman smiled as she greeted her pets. Suddenly, she froze, looking around her.

"Who dares intrudes the house of the lovely Merlee?" the woman asked in a mystic tone. "If you seek the Pure Heart, you will not find it. For I have hid it well. Only I can find it, you see."

Mimi tensed up as Merlee walked closer and closer to her. Hiding behind the door and summoning a rubee, Mimi waited as Merlee slowly opened the door. When she got a clear shot, Mimi hit Merlee's head with the rubee. Merlee let out a small cry on impact, turning to face Mimi.

"Oh my, the intruder!" Merlee shouted. "Help, help someone!"

Mimi was about to strike again when Merlee teleported away. Mimi growled at Merlee's cowardly retreat. She was going to teleport herself, but she couldn't, like when she first entered.

How can she teleport and I can't?

As if things couldn't get any worse, Mimi heard the front door open again.

Mario!

Thinking of something fast, Mimi hid her rubee and tried to look as casual as possible. As timing couldn't be more perfect, Mario, Tippi, and a princess in a pink dress came in. Mimi gave a forced smile and did a curtsey.

"Well, hi there! Welcome to Merlee's mansion. My name is Mimi, I'm her handmaid."

Please God, with a cherry on top, don't let this Merlee person come in!

Mario tipped his hat and smiled.

"Pleased to meet you, Mimi," the princess said. "My name is Peach. This is Mario and the pixl is Tippi."

"Hi," Tippi added.

Mimi nodded in reply.

"You must want to see Lady Merlee. She's...uh...on the second floor, just go through the…furthest door. However, don't go through any of the other rooms! We're...err…having a bit of redecorating done. So don't disturb the workers, okay?"

"We won't. Thank you for the help."

With that said, Mario, Peach, and Tippi walked down passed Mimi towards the staircase. Mimi watched them go, smiling to herself.

Doofuses!

But once they neared the staircase, Tippi whispered into Peach and Mario's ear. They gave her a strange look, but Tippi sounded insistent on whatever they were talking about. They then walked past the staircase.

Mimi blinked.

What were they doing; she told them not to go that way!

Mario and his friends went to the last room on the first floor and opened the door. There, a large purple and blue spotted guard dog appeared, letting out a loud bark. It glared at Mario, Peach, and Tippi, and then at Mimi.

Mimi's face paled.

The dog tried to come at her, but the rope in which it was attached to held it back. After some intense struggling, the rope broke and the dog charged at full speed.

Mimi screamed.

She ran down the hallway, the huge dog right on her tail. She came back to the entrance hall, closing the door behind her. But the dog knocked down the door, determined to catch Mimi. Eventually, it cornered her. Mimi stared fearfully at it, as she felt the beast's hot breath.

Somebody help me!

Closing her eyes, getting ready for the impact, Mimi suddenly felt someone grabbed her and lift her off the ground. She slowly opened her eyes to see that she was floating in mid air, the dog glaring up at her and trying to get her with it's jaws.

"Are you hurt, Mimi?"

Mimi glanced up and gasped to see Dimentio holding her. Dimentio smiled at her and then returned his dark gaze onto the dog. He fired an electric sphere, it's sparks being powerful enough to make the dog cry in pain. Dimentio threw a few more spheres, making it run away in pure terror. Mimi watched it go, feeling a little sorry for the dog with it's pitiful cries.

"Looks like it is safe now," Dimentio said as he put Mimi back on the ground.

Mimi narrowed her eyes.

"Dimentio! What are you doing here? I told you I didn't want your help!"

"I know," Dimentio replied calmly. "I've followed you to watch Mario. I wanted to study him some more before I was sent to fight him myself. Honestly, me coming here has nothing to do with you."

He gave a small smile.

"However, when I saw that dog was after you, I couldn't help but interfere."

"But I had it all under control!"

"Not from where I was standing."

Mimi paused. She had said those exact words when Dimentio got into that fight at the mall. Dimentio's smile grew.

"You told me you didn't want me in dangerous situations, and I don't want you in them either. You are my friend, dear bellezza."

But I don't want to be just your friend!

Mimi quickly straightened her dress, avoiding eye contact.

"Well...whatever! I admit, I did needed help, so I thank you for that. However, I request that I do the rest on my own. Mario is going to dearly pay for what he did!"

Not even waiting for a reply, Mimi stormed off, hoping to catch up to Mario.

Hopefully, he hasn't run into Merlee.


"Run, run, Mario!" Merlee cried. "You must not let this Mimi get the best of you! For I fear the worst."

"Will you shut up!" Mimi shouted as Merlee was nowhere to be seen.

She threw a rubee at Mario, missing him just an inch as it cracked the bathroom mirror. Mimi cursed furiously.

"Mario!"

Peach hit Mimi with her umbrella, shoving her into a stall. Mimi fell, landing on top of a toilet. She growled, summoning and throwing rubees like crazy. But it did little good, as Mario used a pixl named Thoreau to catch the dagger jewels while Peach blocked it with the protection of her umbrella. Mimi then transformed into every creature she could think of, from petty monsters to even mimicking Mario and Peach themselves. But nothing would work.

Soon, Mimi began to grow tired. She was panting heavily, her head feeling a bit dizzy. Mario, Peach, and Tippi approached her cautiously. Mimi looked up at them, anger and hatred in her eyes.

"This isn't over, Mario! I still have one trick up my sleeve! I will not let you leave this mansion alive! For I..."

She paused in mid sentence.

Count Bleck had said that she had to be at her fullest potential for his spell to work. She didn't really think about it, but maybe she had to become it for it to activate. It was the last thing she wanted to do, for she did not want to become that monster. But she had no choice, it seemed.

"...For I reveal my true form."

Closing her eyes tightly, her neck let out a loud snap. Her head began to spin, as she gained the spider like appearance that her sister did so many years ago. As she transformed, Mimi could hear the terrified gasps and sense their horrified gazes. For she had the same look when Lillian transformed.

Daddy, forgive me! Please understand that I had no other choice!

Mimi reopened her eyes, her vision becoming a bit blurry and uneven. She had a hard time keeping balance with her spider legs. But Mario and his friends couldn't tell, as they slowly backed away.

"Don't let her new form frightened you!" Merlee shouted. "For you can still defeat her!"

No they can't, not with Count Bleck's spell!

Mimi slowly took a step closer to Mario and Peach, trying to look intimidating. Peach got behind Mario while he stood his ground. Mimi smiled, or at least tried to smile.

She summoned a rubee and threw it at him. Mario dogged, and used Thoreau to through it back. Mimi moved swiftly, climbing on the walls and ceiling. She used one of her free spider legs to pin Mario to the wall, crushing his chest. Mario tensed up at the pain, but refused to give a cry.

"Mario, no!"

Tippi broke down her body down into tiny rainbow pieces and flew in front of Mimi's face, blinding her. Mimi growled and let go of her grip on Mario. As she tried to get Tippi away from her, she backed up into a corner. Taking advantage of the situation, Mario and even Peach jumped on top of Mimi's spider legs. But nothing happened, as Count Bleck's spell blocked them from reaching her. Mimi gave a monster like laugh, finally able to get rid of Tippi. Peach and Mario backed away.

"She's too strong!" Peach exclaimed, breathing heavily. "There isn't a way to harm her!"

"Don't give up faith!" Merlee shouted. "Try to hit her again!"

"But it won't do a thing!" Peach cried. "You can now hit her, my dear! For this is no normal cheer I tell you!"

Enough!

Mimi summoned another rubee, wanting this fight to end. With no other option, Mario leaped at her once again and landed on one of Mimi's spider legs. Merlee cheered as Mario attacked. Once on top of the leg, there was a loud crack. Mario's weight was crushing the delicate leg, making it break off.

Mimi let out a cry of pain.

Peach and Tippi gasped. Mimi regained her balance.

But how? I was invisible! Count Bleck's spell...

"This cheer I cry is magical!" Merlee exclaimed joyfully. "I broke through her barrier!"

Mimi cried out again, though it sounded more like an animal's cry then a human's.

Without thinking, Mimi charged to attack, limping a bit. But now knowing her weakness, Mario and Peach jumped on her and took two other legs. They did this again, and again, again, until Mimi only had one spider leg left.

No!

Mimi screamed in agony, the pain going through her nerve system. She finally lost her balance and fell on the floor, twitching uncontrollably. She tried to get up, but her original body seemed to be paralyzed. She could only move her spider leg, which was completely useless.

No!

Out of the corner of her eye, Mimi saw Mario approach her.

No...

Tears formed in her eyes. She let out an animal like whimper.

I have failed you, count! I'm so sorry!

Suddenly, as Mario seemed to prepare for the final blow, everything around her started to fade. Before she knew it, she was in a whole different location. The bathroom from Merlee's mansion was replaced with a dark, black room. Mimi blinked.

This was her room back in Castle Bleck!

But how did she get here? She never teleported. It didn't make any sense.

In the mist of her confusion, a soft voice filled the room. Mimi couldn't understand what he was saying, or completely recognize it. But, it calmed her down, soothed her even. Crying as she listened to the voice, Mimi closed her eyes and fell asleep, slowly transforming back into her normal self.