**Recap: Shortly after Riku and Hinata are found in Oogie's Tree, they fall unconscious under the mysterious dark spell over their hearts. Sam, Velcia, and an unlikely Guardian work together to bring them back to Halloween Town and Jack Skellington, where they were told a Doctor could help.**


"We're nearly there," Velcia assured the group, floating back down to Sam's level. "Just beyond the graveyard."

"Thank goodness," Sam breathed out in relief. "How are you holding up with Hinata?"

"Surprisingly well." Velcia smiled down at Hinata. "She's much lighter than I expected. I should be able to manage carrying her until we reach town."

"And I guess I don't really have to ask you." Sam glanced over her shoulder at Riku's guardian floating silently behind them.

It turned its attention to her at being addressed, but then looked back forward without giving a reply.

"Yeah, figured as much." Sam turned around and muttered under her breath, "Still creeps me out."

Beyond the trees, a golden light beckoned them. Sam double checked the scanner, making sure it was the right way to go. As they approached, they began to hear the clamor of voices. It grew louder and more agitated once they neared the wiry gate that led them into the main town. Sam glanced back at the others before peeking through the gate. She saw a round stone courtyard filled with all sorts of creatures and monsters, each one talking over the other. In the center of it all was a fountain spewing glowing green liquid, where Jack Skellington stood along with the mayor.

"Everyone, everyone!" Skellington motioned his bony hands downwards in an attempt to quell the panic. "I assure you we have everything under control!"

"What I wanna know is why my front door disappeared!" a creaky voice spoke up above the rest. "I thought the door thieves weren't showin up till next month! But then I woke up this mornin and it was gone, burned away by acid!"

"Acid?!" another gurgly voice cried out. "I wish I had acid! My pantry was devoured, by—by those THINGS! How am I supposed to feed my spawn?"

"Please, if you will just listen!" Skellington tried again, his agitation beginning to leak through his demeanor.

"Jaaaack, what are we gonna do?" the mayor whined. "If you let this go on, there's no telling what this mob will do. I'll be outlawed, cast out! Oh, it's shameful just to think about!"

Skellington let out a heavy breath and turned around. The mob continued its distress, only growing more frantic at their Pumpkin King seemingly ignoring them. With a sudden spin, Skellington turned back towards them, his arms looming above him with his hands barred out as claws. He roared, his mouth unhinging and revealing layers of teeth. The entire town screamed and gasped, followed by complete silence and widened eyes.

"Thank you," Skillington breathed out, readjusting his suit as he went back to business. "As I was trying to say, we have everything under control. My bodyguards and I have apprehended the menace who brought the creatures here. All we need is patience and understanding as we figure out what to do with the remaining creatures." He reached down and picked up Corro. The crowd gasped once more, murmuring amongst each other. "Some of them do make nice pets! And just think of how, with a little training, they might become the jewels of our next Halloween!"

Acid dripped from the cracks of Corro's body, eroding away the bricks surrounding the fountain. Its red tail wagged wildly, its jagged mouth panting as the town's previous dismay transformed into excited chatter of possibilities.

"Until we have dealt with the creatures, we insist on everyone remaining in their homes." Skellington continued, moving Corro to rest at his hip. "Supplies can be brought to those who need it, but you simply must stop this bickering! Requests should be brought to the mayor in an orderly fashion."

The crowd muttered out apologies and excuses, each of them sheepish and eyes downcast. A line began forming in front of the mayor, who exuded his thanks to Skellington profusely. Skellington graciously accepted their words, sneaking away to head towards the gate once they were all preoccupied. Sam scrambled back with the others as he opened the squeaky gate.

"Oh thank goodness you're here," Skellington told them with a heavy sigh. "I was beginning to think something had happened."

"You're— Jack, I'm guessing?" Sam asked.

"Ah, my manners, of course." Skellington placed his hand on his chest and bowed slightly. "I am Jack Skellington. I believe you met Sally earlier. But we'll discuss that after we get Nia and Destin to the Doctor."

"Nia…?" Sam repeated, looking to Velcia with a furrowed brow. Her gaze went to Hinata unconscious in Velcia's arms.

"Yes, please lead us there." Velcia floated forward, speaking for Sam.

"Right this way," Skellington turned suddenly and kept to the edge of the courtyard to keep them from gathering attention from the town.

They followed without a word. Sam looked at the townsfolk, suddenly feeling right at home with her new appearance. Each one was disfigured in some fashion, some even dripping muck and slime just from standing in line to meet with their mayor. They fit in with the dreary town that seemed just as much out of touch with reality as the rest of them. Despite it, there was something still strangely endearing about them. She didn't get much time to ponder that as Skellington ushered them up a thin set of stairs. Sam turned her attention to the stairwell and found herself straining her neck back to take in the tower they were being led to. A massive copper sphere was perched precariously on a brick tower that seemed to be bending under the weight of its top. Wires and pipes wrapped around the sphere, leading to a satellite that was aimed directly towards the sun.

"What sort of Doctor is this?" Sam asked, trailing back a few steps behind the others, still taking in the tower.

"Dr. Finkelstein is a brilliant scientist," Skellington told her, knocking on the door. "If anyone can figure out what's happened to your friends, it will most certainly be him."

"A scientist, great," Sam whispered under her breath as the door creaked open.

"Oh thank goodness." Sally peeked her head out, before promptly moving out of the way to let everyone in. "We were starting to worry."

"Exactly what I said to them," Skellington told her, bending down to fit through the doorway. "Has the Doctor made any progress with Ben?"

"It doesn't seem so." Sally walked along with Skellington, their voices drowning out as they went up a spiral staircase.

Sam entered last, shutting the door behind them. Velcia stayed back with her, both of them wordlessly taking everything in while Riku's guardian floated silently beside them.

"How much do we trust these guys?" Sam asked, her voice barely a whisper.

"We know Riku and Hinata trusted them," Velcia reminded her, but still floated forward cautiously. "And we unfortunately don't have many other options."

Sam blew out a breath. "What about you?" She looked to Riku's guardian. "Do you think we should trust them?"

It seemed to acknowledge Sam's question and looked up towards the spiral staircase that led up to what appeared to be a large lab. Ben's voice could be heard chattering above, his voice echoing off the barren walls. With a low growling hum, the guardian nodded. Sam's lips pursed out and she looked to Velcia.

"I'll be damned, it actually responded."

Velcia laughed. "Maybe you're starting to grow on him."

"Now that's something I'm really not sure I should trust," Sam jested, lightening the mood as they dared to go up the stairwell.

Their path became darker the further up they went. Multiple rooms were along the sides, each one labeled with a purpose. Velcia's eye caught a potion room and she paused at the sight of it, until Sam called her forward to keep going.

"Come in, come in," a crockety voice called out to them. A machine hummed and wheels grated against the scuffed floor. "It's about time you got here."

A wheelchair came to a stop at the top of the stairwell and they saw a thin, sickly pale man peering down at them behind wire rimmed glasses. His entire mouth protruded from his face, making his scowl appear all the more unnerving as he watched them ascend.

"Hello," Velcia spoke up first. "Thank you for opening your home to us." She floated forward, reaching his level. "Where should we—"

"Sally!" he interrupted her with a sudden yell that made Velcia startle with a gasp. He gripped a joystick on the armrest of his wheelchair and rolled back. "Show them the beds."

"Yes, of course." Sally rushed from Skellington's side. "This way."

Sam reached the top of the stairwell last. The wheelchair bound man feigned her a grumble before rolling to his work desk. Sam didn't bother giving a reply, rolling her eyes at his obvious mood. She gave a cursory glance over the lab, carefully walking between the various projects cluttering the scuffed floor. Shelves lined the walls, some filled with bulky books with loose pages and diagrams bulging out, others occupied with unnaturally shaped vials containing unspecified mush that Sam could have sworn appeared to be breathing.

"They're just like Axel," Ben stated as Sam entered the next room.

He stood beside an old cotton cot as Velcia carefully lowered Hinata onto it. A green light emanated from his eyes, scanning over her.

"Hinata's heart rate is the highest out of all of them," Ben continued, his eyes flicking back to normal and dimming blue. "I hope she's alright."

Jack floated over to Hinata, whimpering softly and landing on her chest.

"Yeah, I wish I knew, Buddy." Ben sighed.

"Here." Sam grabbed the scanner from her hip and held it out for him.

"Oh!" Ben grabbed it and reattached it to his chest compartment. "I sure am happy to see you guys. Except— and forgive me if we've met before" —he turned towards Riku's guardian and pointed straight at its face— "what exactly is that?"

"Yeah, we've been trying to figure that out ourselves." Sam placed her hands on her hips, staring up at it floating above Riku's cot. "It just appeared after Riku fell asleep."

"Guardian," Velcia suggested. "That seems like a fitting name for him. I was thinking about it during our journey here."

"Hmmm," Ben tapped his chin. "Well, alright! Guardian it is." He held out his hand. "Pleasure to meet you, I'm Ben! Captain's second in command!"

"You're what?" Sam asked.

Ben ignored her and waited expectantly for a response from Guardian, unfazed by the way Guardian just stared blankly back, its arms crossed tightly over its chest.

"Okaaay." Sam turned away and took in the rest of the room.

It wasn't nearly as cluttered as the main lab, but it was still just as unusual. Cots were stacked precariously in random places— mostly against the walls— blocking the sunlight from pouring in through the oval-shaped window.

"Why would anyone ever need this many beds?" Sam asked, crossing her arms and looking to Velcia. "Do I even want to know?"

"We needed them for last year's Halloween," Skellington explained from across the room where he and Sally watched over Axel. "Our town was infested with those Heartless creatures and they were so new and exciting, so the Doctor and I captured them and trained them for the festivities. These beds kept them contained!"

"Did it work?" Velcia asked, floating forward.

Skellington's excitement dwindled. "No," he admitted. "But it was a good learning experience!"

"That's always a good way to look at it." Velcia smiled politely.

"Not to break this up, but what's the plan?" Sam asked, standing beside Hinata. She watched Hinata's chest erratically rise and fall, her body occasionally twitching. "Have you been able to come up with anything yet?"

"Between Dr. Finklestein's expertise and the advice of your metal friend's inner voice, we've already begun a series of experiments," Skellington informed them.

"Inner voice?" Velcia repeated, looking at Ben. "Does he mean DiZ?"

Ben finally turned away from Guardian. "Sure does! DiZ says we should make some sort of contraption that will connect you to everyone's dreams."

"Me?" Velcia nearly squeaked. She looked to her slumbering friends, letting out a breath as she considered it. "I suppose that does make sense. I am able to sense their hearts."

"Even him?" Sam asked, motioning her head towards Axel.

Velcia floated over to Axel. Skellington and Sally backed out of her way as she held her hand over his chest. "Hmm… it is different. Hollow, somehow. But there is something there."

The door to the room creaked open, catching everyone's attention.

"Ah, Dr. Finklestein!" Skellington walked towards the door. "Come in, we were just discussing your experiments."

"You're lucky Halloween Town has someone like me to solve your problems." Finklestein's wheels scraped against the floor as he entered the room.

"Right you are, Doctor!" Skellington indulged him. "Have you any progress reports?"

"Of course I do!" Finklestein tipped his head up. "What sort of scientist do you take me for?"

"A brilliant one, of course." Skellington put his hands on his hips.

"Yes, yes." Finklestein smirked at the compliment, rubbing his chin.

"I thought you had news for us," Sally spoke up, cutting through their banter.

Finklestein's smirk fell to a scowl and with a harrumph he turned his wheelchair around. "Follow me."

Everyone, spare for Guardian, followed the Doctor back into the main lab. He wheeled up to his work desk, and rolled out a worn scroll. Shaky words and drawings were scribbled across it, showing four helmets attached to a large conduit by thick wires. To the left of the sketch there seemed to be a list of ingredients to create the project.

"Metal man, grab my book," Finklestein ordered.

"Yes'sir!" Ben jumped into action, grabbing a gray book that was balancing on the top of a half-finished experiment. "You can call me Ben," he reminded him as he handed over the book.

"Yes, I know," Finklestein murmured, flipping through the pages until he landed on a page filled with diagrams of the brain. The words at the top of the page read, 'The Makings of Dreams'. "From my research, I learned how to recreate a human brain."

"I'm sorry, what?" Sam interrupted, shaking her head and hands.

"So it worked?" Ben exclaimed, running over to the bookshelf and oohing and aahing over one of the larger glass vials that had the unspecified mush inside. "I can see it moving!"

"Be careful with that!" Finklestein barked as Ben picked it up to get a closer look.

Skellington stepped over and grabbed the vial from Ben, examining it himself. "Extraordinary, Doctor!" He paused, his grin falling to a contemplative expression. "But how exactly does that help us?"

"As I was saying…" Finklestein laid out the book over the scroll. "With a larger brain, it will serve as the conduit to travel between the minds of your friends trapped in their sleep."

"How is that possible?" Velcia asked, running her hand over her braided hair hanging over her shoulder. She lightly bit her lip, studying the book laid out in front of her. "Will it really allow me to enter their minds? I'm not sure that's entirely my business."

"We have to get them out somehow," Ben reminded her. "And I'm sure they won't mind. Especially if you're there to rescue them!"

"Perhaps you're right." Velcia frowned. "Still…"

Sam pushed aside the book to look at the ingredients. "I'm not convinced this random mess creates an actual brain. How is rosemary a part of it?"

"I've already succeeded once!" Finklestein snapped the book shut, bothered by Sam's unconvinced look. "I'll have you know I created Sally with my own two hands."

"Yeah and I made my arm." Sam held it out for a moment. "And recreated engines and drive cores that go between dimensions. This is different." She motioned towards Velcia with both of her arms. "How do you know it won't completely wipe out her mind the moment you try to connect it? You're experimenting on actual people here, using a mashed up goo that you're pretending is a brain, and you just want us to go along with that?"

"Hmmph, ignorant girl." Finklestein turned his chair and wheeled over to Skellington to grab the brain. "It doesn't matter what you believe. This is the best chance you've got at saving your friends. Whether you choose to help me or not is up to you."

Sam went to ruffle her hair, once again reminded of her slimy hairless head. "Ugh!" she groaned, turning around and stomping away. "Whatever, do what you want."

Velcia looked between Finklestein and Sam before choosing to float after her. She went into the next room, finding Sam standing beside Hinata, her hands gripping the edge of her cot. "Sam," she spoke softly. "Are you alright?"

"Are you?" Sam asked, not looking away from Hinata. "You're really ok with being that maniac's test subject?"

"I wouldn't say I'm ok with it," Velcia admitted. "I'm nervous, of course. But if it's the only way—"

"What if it's not though?" Sam looked up at her. "I've seen this sort of thing before on Montressor. There's so many cybernetics and cyborgs around there. You don't think I've seen people trying to trade their minds for someone's else's or add some modifications? It doesn't work out. I've never seen it work."

"What happens to them?" she asked, her fingers fidgeting with a piece of her torn dress.

"At best?" Sam pushed off the cot and walked backwards, swinging her hands in front of her and absently clapping them together. "They lose their minds. Go insane. At worst, they never wake up."

Velcia let out an even breath. "I hear your concerns, Sam. I do."

Sam scoffed, looking away and crossing her arms. "Then why do I get the feeling you aren't going to listen to them?"

"Those people on Montressor, they were limited by the technology that was available to them," Velcia told her. Sam sent her a look, but didn't interrupt, allowing Velcia to clarify. "Back home, I never could have imagined a ship that flew through space, or machines that held endless amounts of information at the touch of a button. Yes, we had magic and gods, but I had never heard of a car or even a DVD. The things I've seen in such a short amount of time since leaving Thebes have exceeded my wildest dreams. And here, we have an opportunity to go beyond that, with a combination of skills and minds from across the universe. We have you, DiZ, Ben, this admittedly eccentric scientist, and myself. Each one of us comes from somewhere completely different and unique, with our own limits of technology and knowledge to create something that's never been done before."

Sam considered her words for a moment before shaking her head. "Don't be trying to talk me into this."

"You said yourself that you've created incredible things," Velcia continued. "Drive cores that go between dimensions, your own mechanical arm, the Highwind—"

"I also said that those things are different from the monstrosity that guy is trying to make." Sam pointed to the lab.

"Yes, but the build of the machine is just as important. Especially this one."

Sam let out a long breath, tilting her head back to look at the ceiling. "You seriously want me to help build that thing?"

"Honestly?" Velcia curled the frayed dress piece around her fingers. "Between you and DiZ working on creating it, I feel confident it will work. Without DiZ's expertise speaking through Ben, I'm not sure I would be able to bring myself to try it. Besides…" She looked between Hinata, Riku, and Axel asleep around the room. "I must do my part in bringing them back. Even if it is a bit… unusual."

"What if something happens to you?" Sam asked. "Or to the others? Even a perfect build could go wrong."

"Then it will be your turn to bring us back." Velcia smiled almost teasingly when Sam looked over at her. "But," she let out a breath, her expression turning serious, "I do understand the severity of what we're about to do. There may be a protection spell I can cast over myself and the others before we begin the connection."

"Do you think that would actually help?"

"I'm not entirely sure," Velcia admitted. "But it would be one more failsafe rather than charging in blindly. I'm sure if we relay our concerns to DiZ, he might also have a few ideas to help make it more secure."

Sam took in a deep breath, releasing it slowly. She turned to look at Riku and Hinata, her eyes landing on Guardian. It hadn't moved from its post over Riku's body. With each heavy breath, its chest rose and fell while it watched the girl's discussion with an unwavering stare.

"Alright Guardian," Sam turned towards it completely, arms crossed, "you're the one protecting Riku. Do you think this whole thing is worth the risk?"

Guardian closed its eyes with a grumbling hum, its chin going to its chest. Velcia floated to Sam's side, watching with interest as Guardian seemed to think it over. An entire minute passed in thought before Sam turned back around.

"I guess it responding was a one time—"

"Sam, wait." Velcia grabbed her arm.

Turning around, Sam saw Guardian staring back at her nodding its head. "Huh…" She rubbed the back of her neck, beginning to get used to the slimy texture of her skin. "I guess… I guess I'll help then."

"Guardian tipped the scales?" Velcia asked.

"I think so," Sam chuckled nervously. "Don't ask me why, I'm not sure myself yet."

"Understandable." Velcia floated to her side. "Are you sure though? I don't want to force you to help."

Shaking her head, Sam told her, "Let's just get on with it before I get some sense knocked into me."

Velcia smiled, giving Sam's arm a squeeze. "Let's go inform the others then."

Sam returned the smile, albeit half-heartedly, and placed her hand over Velcia's. "Yeah…"


Under the light of the sun, Halloween Town was an entirely different experience. What once appeared to be all blacks and grays, were actually dulled, subtle shades of blues, greens, and purples that were really only noticeable in the day. Velcia took it all in, silently admiring the unique beauty of the twisted world. Sally walked not too far ahead, both of them enjoying the comfortable silence between them. It was a nice contrast to the bustle back at the lab.

A gate squeaked open, and Velcia looked forward to see Sally entering what appeared to be a garden. Velcia quickened her pace, floating past the gate so Sally could close it behind them. Wooden signs protruded from the tilled dirt, labeling several rows of different kinds of herbs and flowers. For a moment, Velcia imagined her own garden back home on Thebes and a wave of relaxation washed over her.

"It's lovely," Velcia said, watching as Sally walked past her and picked up a wicker basket by a wooden bin of gardening supplies. "I can see why you chose this area."

Sally hummed softly, nodding with a smile. "It's nice to have a place to call my own. Jack makes sure no one bothers it."

"That must be a relief," Velcia replied, lowering down to the ground as if she were kneeling. "You take such wonderful care of them. Your potions must be incredibly potent."

"The Doctor would disagree," she noted, picking a bundle of a plant labeled 'Deadly Nightshade'. "I've slipped nightshade into his soup four times and all it does is put him to sleep for a little while."

Velcia blinked, looking at Sally and trying to figure out if she was kidding or not.

"Would you mind reading me the list?" Sally asked, wiping her hand off on her dress once she was satisfied with the amount of nightshade she gathered.

"O-Oh, yes, of course." Velcia unfolded a yellowed paper. The edges were tattered and stained, making the scribbled words difficult to make out. "Our given ingredients are: a bushel of brahmi, three forget-me-nots, an unspecified amount of rosemary, a single mistletoe, nightshade— which we just gathered— and licorice root…" She looked up from the list. "Do all of these items really create a brain?"

Sally smiled to herself, picking sprigs of rosemary that were planted beside the nightshade. "The Doctor's methods are certainly strange. But he and Jack always seem to pull through in the end. Even the times I worry about the outcome."

Velcia floated over to the brahmi growing in sloshy mud. Its white flowers were barely visible over the muck, but it was healthy and fragrant as Velcia carefully pulled off leaves and buds. "Are you worried about the outcome this time?" she asked eventually.

"I'm… not sure, this time," Sally answered honestly. "I am more worried about using those creatures for Halloween. It seems Jack never learns."

Velcia laughed quietly, dropping the gathered brahmi into the basket before moving onto the mistletoe. "He does seem to have a good heart, though. Very passionate."

Sally hummed, digging up the licorice root with a rusted shovel. "That's a good way of putting it."

Putting the mistletoe into the basket, Velcia lips twisted into a thoughtful frown that Sally noticed.

"Are you wondering more about how these will create a brain?" she asked.

"Am I that obvious?" Velcia laughed sheepishly, fiddling with her fingers in front of her. "Each of these plants are things I've used in potions. I use brahmi in my wakefulness brew. I guess I never imagined they could be used to create something like a working brain."

"As the Doctor would say, with a bit of science, anything is possible," Sally recalled the Doctor's words, standing up and brushing off the dirt from her dress and legs.

Velcia chuckled. "I've always felt the same way about magic." She grabbed the wicker basket from Sally, opting to carry it back to the lab. "I wonder how the others are faring with their given ingredients?"


"What the hell is this?" Sam asked, her exhaustion showing through her words just as much as her darkened eyes. She eyed the thick glass jar filled with green viscous liquid with a curl of disgust on her lips.

"That, my dear Sam, is ectoplasm!" Skellington informed her proudly.

"You should have seen it Sam!" Ben exclaimed, lifting up the jar and holding it out for Sam, much to her dismay. "There was this guy at this old church, all tears and wailing. I, for one, was really creeped out. But not Jack! He scared the guy from behind, the ole peekaboo trick that I hafta remember later and a creature actually flew out of the guy and this stuff flew out with it!"

"Ah, Dante at it again with the locals?" Finklestein asked, tightening a screw on the conduit he and Sam had been working on the past several hours.

"He's a troublemaker, alright," Skellington sighed, shaking his head. "Fortunately though, he provided us with two ingredients. Not only the ectoplasm, but once we caught up with him after the exorcizing, he informed us it was demon molting season!"

"And just like that, the demon flesh was acquired!" Ben held up another jar with flakes of red skin.

"Oh I'm going to vomit." Sam covered her stomach, pacing away.

"If you do, save some of the—" Ben started.

"You say another word and I'm throwing up on you," Sam interjected, her hands on her knees as she took in long deep breaths. "Why do you even need those things?" she asked between breaths.

"Didn't you read over my notes?" Finklestein scolded her. "The ectoplasm is the cells of the brain. Demon flesh is the fear and terror. Really, why do I even bother writing out my findings?"

"I thought for sure those two would be impossible to get!" Ben laughed before bringing his hand to his chin. "Turns out crocodile tears were the hardest."

"Hmm, even harder than the vampire fang?" Finklestein asked.

"Yes, luck was on our side after we acquired the four leaf clover and wouldn't you know it? Little Cassius just lost his first fang!" Skellington retold, holding up the jar with a single tiny tooth.

"Congratulations!" Finklestein exclaimed with a clap of his gloved hands. "I will have to make him something to celebrate."

"What is wrong with you people?" Sam asked.

"Those aren't even the worst things," Ben pointed out. "We haven't even mentioned—"

"Please don't," Sam told him. "I'm begging you."

The door to the lab swung open, and Velcia floated up with a wicker basket hanging from her arm.

"So sorry for the wait, we have the herbs you requested," she told them, setting out the herbs in their individual bundles. "I just loved Sally's garden. It's so beautiful outside during the day. Especially…" her voice trailed off as she took notice of the multitude of glass jars all over the desk. Her eyes flitted between each jar, her expression hard to read. "How did you manage to get all of these things?" she asked. "I wouldn't even begin to know where to start. Or what they could be used for."

"Oh, oh, I'll tell you what they're for!" Ben jumped up.

"Ben!" Sam groaned, running her hands over her face. "No, no actually, I'm going outside for some fresh air and a break."

Sam rushed away, the door to the lab slamming shut behind her, causing everything to momentarily shake. Velcia considered going after her until Ben began listing everything off.

"We have ectoplasm for the cells," he started, lifting the specified jar as he mentioned it. "Brahmi and rosemary for being alert, forget-me-nots for memory, clay for thoughts and eventual personality, cochlea fluid for balance, vampire fang for hunger, licorice root for taste, handwritten letters for speech and empathy, four leaf clover for luck, crocodile tears for sadness, demon flesh for fear and terror, mistletoe for love, cobweb for wisdom, butterfly wings for vanity and beauty, bile for disgust, a porcupine quill for pain, and last and not least, nightshade for the eminence of death!" He took in a heaving breath of air, dropping the final item. "And there—" he wheezed, "you are—" With a groan, he fell over and rattled the ground.

Skellington leaned over Ben, scratching his cheek. "Hmm, I didn't think it was possible for Ben to talk himself to exhaustion."

"There is a first time for everything, I suppose." Velcia peeked over the desk to see Ben seemingly dazed.

"At least someone read my notes," Finklestein mumbled under his breath.

"So, all of this together will really create a brain?" Velcia asked, looking everything over more closely now that she knew the use for it all.

"What is with all of this questioning? Of course it will!" Finklestein slammed his fists onto the armrests of his wheelchair.

"I didn't mean—" Velcia began to stammer out an apology.

"You needn't worry, Velcia," Skellington assured her. "I know it seems unlikely, but this experiment will be exactly what we need! Just have some faith."

"Of course. I don't mean to question your expertise, I'm just surprised at the process," Velcia agreed, letting out a breath to calm herself. "Is there anything else we need?"

"Yes, actually," Finklestein told her. He lifted up a hatch of the top half of his head, revealing his brain. He prodded at it as he scanned his diagrams and notes. "We need something that connects each of your friends. Whatever is keeping them asleep." He snapped the hatch on his head shut and turned around. "That's the final ingredient."

"But what could that be?" Skellington asked, his hand to his chin.

Velcia mulled it over, looking over the items. "I think… I might have an idea." She floated to the other room. Jack lifted his head from his worried slumber on Hinata's chest. He tilted his head at Velcia, whimpering. "Don't worry," Velcia whispered, scratching his head. "She'll be back soon."

"What was your idea, Velcia?" Sally asked, stopping beside her. "Is there any way I can help?"

"I don't think there is," Velcia told her, looking up. "Guardian, were you there for the battle against Thaanix?"

It immediately nodded, making Velcia's heart jump.

"Do you know if the dark mist up in the tree is what caused this?" she asked. Again, Guardian nodded and Velcia bowed her head respectfully. "Thank you." She turned to Sally. "I'll fly to the top of the tree and see if I can gather some of the mist."

"Excellent!" Finklestein praised from the doorway.

"What if it affects you, too?" Sally asked. "I have a bad feeling about it."

"That might be a risk I'll have to take." Velcia fidgeted with her hands, thinking it over. "I should be able to use my barrier spell. That should keep me protected."

"What if it doesn't?" Sally asked.

Guardian's throat rumbled, drawing attention from the others. It floated down to Velcia, giving her a nod. Velcia backed up with a gasp.

"A—Are you sure?" she asked, her voice shaking slightly as her parted lips grew into an excited grin when it nodded. She cleared her throat, stamping down the excitement to be more focused. Taking in a deep breath, her grin settled into a soft smile. "That would be wonderful, thank you. An extra layer of protection in case anything goes wrong."


A chill wind whistled past Velcia, making her shiver. Being able to fly over the forest saved a monumental amount of time. Even though she and Guardian only left the lab a few minutes prior, they could already see the massive tree ahead of them. Velcia looked to her left towards Guardian. The leather bags she fastened over its chest before leaving were still snug in place, despite the harsh wind against them from their flight. She rested her hand over the bag tied around her hips. The glass jars inside clinked together and she hoped none of them would shatter on the journey over.

The closer they came to Oogie's fortress, the more creatures they saw massed around the tree. Guardian's barrier still remained strong at the entrance to the forest, keeping a majority of the creatures from venturing into town.

Velcia took in a deep breath, forcing her attention away from the piles of creatures and followed Guardian's lead further up into the sky. The air felt thinner. Velcia rubbed her hands along her arms, shivering and letting out fogged breaths. Then she saw it. A large rickety building with thick, black mist pouring out of every opening. New creatures sprouted up from the mist, scurrying away, or jumping off the tree entirely, careening wildly to the world below before bursting into the same mist they started out as.

Holding out her hand, Velcia's Keyblade appeared with a flash of light. The tip glowed a brilliant white, surrounding her with a shimmering gold sphere. She looked to Guardian, giving it a nod before they flew directly into the doorway. The mist hissed and dissipated the moment it made contact with her shield. It took a moment for Velcia to see properly. Everything was shrouded in darkness, making it appear as if she and Guardian had entered a void.

"Alright," Velcia began, her voice soft and slightly shaking from the overwhelming sense of darkness around her. She swallowed thickly, feeling the heaviness on her heart, more so than she had the first time she and Sam had encountered the tree. "Let's get started."

She opened her bag, pulling out one of the many glass jars and undid the top. Looking over to Guardian, she saw it doing the same, though somewhat clumsily with its large, claw-like hands. Still, it managed and the mist flew into the jar, before Guardian slammed the lid back on, shattering the glass. It growled as the shards of glass fell to the ground.

Velcia couldn't stop herself from giggling, but swiftly stamped it down when Guardian looked up at her. "Don't worry," she assured. "I'll handle gathering it. Maybe—"

Guardian suddenly lashed out towards the doorway, its claw catching a newly formed creature that was getting ready to pounce. The creature yowled, its back hitting the wall before bursting into smoke. Without waiting for a word from Velcia, Guardian went to the entrance, keeping watch for anything else that came too close.

Velcia nodded to herself, mentally reworking their gameplan. She turned back towards the mist and set her opened jar on the ground in front of her, doing the same with three more jars. Holding out her Keyblade, she closed her eyes and focused her energy outside of her barrier. A spark ignited in her chest, traveling to her fingertips and absorbing into the blade. The mist hissed in response and Velcia opened her eyes to see a smaller golden sphere floating outside her shield. The space around it was cleared, revealing the oddly vibrant floor beneath it, but inside the sphere was a cloud of darkness. Velcia smirked. That was exactly what she wanted.

The sphere floated towards her, phasing through her own shield. Velcia lowered her Keyblade, directing it towards one of the open jars. Once it was directly on top, she dissipated the bottom of the sphere, causing the darkness to fall into the jar. She quickly screwed the lid back on, letting out a sigh of relief once when she realized it worked. Not a single particle of darkness had escaped and she wasn't seeing any illusions.

"This will take time, but I found a method that seems to work!" she called over her shoulder to Guardian, already repeating the process to fill the rest of the bottles. "Would it be too much trouble to ask for the bags I gave you?"

Just as another darkness filled sphere was about to phase through, Guardian appeared in front of Velcia out of thin air. She yelped, floating back with a start.

"Oh, my goodness!" She caught her breath, her hand over her chest. "You nearly made me break my spell!"

Guardian didn't reply, but held out its hand, the leather bags dangling from its palm.

Velcia nodded, her heart still racing in her chest. "Y-Yes, thank you. Just place them down and I'll take care of the rest."

The bags fell to the ground unceremoniously before Guardian wisped away, appearing back at the doorway to keep watch. Velcia shook out her arms, getting back into focus. She floated to the bags and lowered down, reaching into them to grab a new set of jars while also packing away the filled ones.

She continued her method, creating small spheres to gradually capture the mist and fill the multiple jars. Behind her, she could hear Guardian attacking more and more creatures. Her chest tightened with every spell of darkness it cast, beginning to make her sick to her stomach. The overwhelming pressure of the darkness surrounding them was nauseating and making it difficult to sustain her complicated spells. She rubbed her forearm over her head, wiping away a sheen of sweat. Between casting the ongoing spells of light to gather the mist and the sickening sense of darkness, she was losing steam.

Lowering to the floor, she counted the bottles, whispering to herself, "Twelve filled. Six empty… This must be enough… I hope." With a trembling hand, she gathered the bottles back into the bags. "Guardian?" she called into the mist, looking up expectantly when it appeared in front of her. "Would you be able to carry these back? I… I must admit I'm becoming exhausted."

Guardian nodded almost immediately and Velcia floated back to leave the bags outside of her barrier. Velcia managed a half smile in thanks as Guardian slung the bags over its shoulder. Taking a moment to regain her breath, she looked around at the remaining mist.

"We need to get rid of this somehow… though I'm not sure if we should wait until after the experiment, in case Dr. Finkelstein ends up needing more," she wondered aloud, noticing Guardian also looking around. "Perhaps I could…" Her voice trailed off. The energy it took to cast and sustain such precise spells had left her feeling almost entirely drained, her face cold and extremities numbed. Just the insinuation of another spell left her feeling a little dizzy. Letting out a breath, she resigned, "Actually, I think it might be best to wait. Perhaps then we could have the others help with it."

A grumble from Guardian was all she got in response, but it was all she needed as she told him. "Yes, I know, it worries me too. Just being left out like this for who knows how long." She looked to the doorway. "Do you think you could put up a barrier at the entrance? Similar to the one you created when you first appeared above Riku?" She looked at it, seeing its eyes settled on the doorway. "Either way, we should get back."

She flew out of the building and away from the tree, her breath coming easier once she was completely apart from the mist. Her chest lightened considerably, almost stinging from the released pressure. Turning around, she saw Guardian at the entrance to the building. Its arms went out to its side and with a flash of light, a barrier wall sprouted up from the ground and covered the doorway.

"Thank goodness," Velcia whispered as she willed her Keyblade away, allowing the shield around her to dissipate.

Guardian floated past, sparing her a glance before flying out towards the forest. Velcia remained there for a moment, though she wasn't sure why. Between the ache in her chest and the numbness in her body, she found it difficult to move. A low grumble drew her attention, and she saw Guardian looking towards her, paused over the forest.

"Yes, I'm coming," she said. "Just… trying to catch my breath." Guardian floated back to her as she chuckled. "Maybe I will ask Sally to brew me a wakefulness potion, or perhaps it's better I am exhausted for the experiment… I'm not entirely sure." She fiddled with a piece of her dress. "I'm just rambling now, aren't I? I guess I'm more nervous than I expected."

They floated in place for a moment, both of them silent in thought. Velcia breathed in deeply, looking over the tree. She opened her mouth to say something, before Guardian's hand wrapped around her shoulder. Velcia froze, her eyes widening. She didn't dare to move. Guardian's other arm slid beneath her dress, hoisting her into its arms and cradling her. It turned and continued towards the town, Velcia secure against its chest.

Velcia's entire body burned with a mixture of bewilderment, embarrassment, and the slightest bit of giddy excitement. She looked up at Guardian, its focus solely on the path ahead. Even with the intrusion to her personal space, she couldn't deny the relief at not having to make the journey herself.

"T—Thank you," she spoke so softly, she wasn't sure her voice carried over the wind.

When Guardian didn't respond and also didn't seem set on letting her down any time soon, she resigned to resting her eyes. There was no telling what was waiting for them when they returned to the lab.


The lab was eerily silent. Everyone stood around Dr. Finklestein's besk, watching with bated breath as he put the finishing touches on their created brain. It was larger than Finklestein's head, shaped to resemble a human brain, but wrapped with scraps of burlap cloth stitched together with thick twine. He pulled a needle through the final piece, biting the thread with his misaligned teeth. Then he rolled his wheelchair back and motioned for Skellington.

"That should do it," Finklestein told him. "Now place it in the center of the conduit."

Even with Skellington's strength, he struggled with picking up the brain until Ben rushed over and held the other side of it. They stepped together, carefully lifting it over the copper machine. It was tall and cylindrical, with four prongs holding up the sides and fogged windows that showed dark bubbling liquid inside.

"Careful now," Finklestein warned them. "This is delicate work."

The boys carefully placed the brain over the opened hatch, then released. It glopped into the liquid, sinking at first, until settling into the center of the conduit.

"Well—?" Sam began, before being shushed by the Doctor.

They all watched, peering into the thin windows. Then the seam of the burlap scraps around the brain lit up with a purple hue. The entire brain pulsed as if having a heartbeat, sending ripples through the dark liquid surrounding it.

"AHA!" Finklestein nearly jumped from his seat. "It works! Just as I said it would!"

"What's next, Doctor?" Ben asked with an unusual calmness, sharing his feed with DiZ.

"Now we place the helmets on each of the subjects," Finklestein explained, picking up one of the helmets connected to the conduit with a thick set of wires. "Velcia, you lie down here." He motioned towards a large metal bed situated near his desk.

"Yes, of course," she replied, floating over.

Sam helped her settle onto the bed while Ben and the others handled the rest of the helmets. "How are you feeling?" she asked, fastening leather straps around Velcia's wrists. "You still sure about this?"

Velcia chuckled. "It is a little too late to back out. But…" She took in a long breath through her nose, exhaling through her mouth. "I am alright. I'm nervous, but ready." She looked towards the other room where the others were getting everything else prepared. "They need to wake up and I want to help."

"Yeah," Sam agreed, keeping her hand on Velcia's wrist. With a huff of breath, she told her, "I still can't believe you got fricken Guadian to carry you back here."

"That was surprising, wasn't it?" Velcia laughed, thankful for the lighthearted moment. "I wish someone could have recorded it. I don't think Riku or Hinata will believe me."

Sam's uneasy smile grew genuine. "Look at you using words like recording. You're catching on quick."

"I'm sorry to interrupt," Ben spoke up, stopping beside Sam. "But it's time for Velcia to get her helmet on."

"Any last minute advice, DiZ?" Velcia asked, looking directly into Ben's eyes, knowing DiZ could see.

Ben blinked, his voice changing into DiZ's. "There is no telling what you will find inside their minds. No doubt there will be darkness lurking, attempting to keep them from awakening. Be careful to not make hasty decisions. Listen to your heart and try to listen for theirs. Only by revealing the truth, will you be able to help them break free." Ben placed his hand on Velcia's arm. "I have full faith in your abilities, Velcia."

"Thank you," Velcia replied, her heart catching in her throat from nerves and his reassurance. She looked up towards the ceiling, laying down completely. "I'm ready."