• Published 10th May 2016
  • 34,013 Views, 4,280 Comments

My Little Pony: Sora's Misadventures in Equestria - Codex92



After failing his mark of mastery exam to be a Keyblade Master, Sora must continue his training on his own. Unfortunately, he crashes into the world of Equestria, and his friends don't know he's stranded in this far off world.

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Remembering Xion

Days had passed as Lea and Yen Sid stayed in Equestria, living in the castle for a while to take a bit of a break from their daily routines and have a relaxing vacation in a pleasant world. However, things haven't really been pleasant for Lea as he was troubled by the strange memories resurfaced from whatever was lost from Axel. Every once in a while, he would suffer from a painful headache as they came to him, seeing that strange girl over and over in the different scenarios his Nobody had gone through. They interrupted his training in combat while in another form at times, his migraines also cutting off his mana flow to his horn while wielding his weapons. He shrugged off the headaches around the others as either exerting his magic or Pinkie Pie's random reality breaking making his head hurt from processing how she did it all, even if Pinkie wasn't doing anything weird at all.

After nearly a week, Lea was starting to get irritated by these memories. He had no idea how they started to surface, and why it was happening, but he wanted to solve this mystery before it drove him nuts. The only other person who had the similar description of this mysterious Kairi clone was Sora, having seen a black-haired Kairi in the dream realm while taking his Mark of Mastery Exam where the vision lead him into Xehanort's trap. Lea made his way out to Sweet Apple Acres, where Sora was busy helping out his honorary family's farm, though not without taking some pain killers to decrease the annoying migraines. Thankfully, during his stay with Yen Sid, he got familiar with Ponyville when his memories didn't try to crush his skull.

The tops of the vast orchard of apple trees could be seen as he climbed up the sloped hill, where he found Sora kicking a few trees with quick succession, grabbing several buckets and catching every single one before they hit the ground. Lea had no idea how that much force can shake a tree enough to rattle its fruit off its branches, but didn't bother asking as he had a headache to cure.

"Yo! Sora!" Lea called out.

Lowering the buckets down, Sora turned to see Lea make his way over to him. "Hey, Lea!" Sora greeted. "What are you up to?"

"Uhh...Nothing, really," Lea said. He leaned against the fence, letting out a grunt. Sora could see the tired expression on the unicorn's face, struggling not to wince as he felt another headache come around. "Hey, Sora, I need your help with something."

"Ok. What's up?" Sora asked.

"...Have you...been getting strange headaches?" Lea asked. "Getting memories that weren't yours, but they somehow felt like they really happened?"

"Uhh...No, not really," Sora said. "Is this all happening to you?"

"I wish it wasn't, but yeah. And it's getting on my nerves..." Lea rubbed his forehead, feeling numb as another headache struck his brain. "Can't even concentrate without having a flashback make me want to black out."

"Did you tell Master Yen Sid about this? Or Aqua?" Sora asked.

"I only want you to know about this," Lea insisted. "Because...it's about this mysterious girl the two of us have never met, but we know her in some way."

"The girl who looks like Kairi?" Lea nodded his head, looking around to make sure Applejack or Big Macintosh weren't listening. Little did they know that three curious fillies overheard them after finishing their Crusader meeting at the clubhouse, their eyes peeking through some nearby bushes. "How does she fit in with your random memories?"

"From Axel in Organization XIII," Lea said. "It was all during the one year Roxas had been around, and between the breaks at the end of a work day, moments where he confronted and attacked her multiple times, and even working together when there wasn't a point where he didn't want to try to kill her, they just...came to me, and I have no idea when she was even there. At all."

"Wait, Axel tried to kill her?" Sora said, utterly aghast.

"I don't think so," Lea corrected himself. "More like...knock some sense into her...? I don't know! My head's killing me, and I want to get this issue solved pronto!"

"Ok, ok! No need to lose your cool!" Sora quickly said. "Your element is Fire, and I don't want you to accidentally incinerate Applejack's trees. She'll kill the both of us, or maybe she'll sic Granny Smith on us."

"A grandma's going to kill us?" Lea questioned skeptically.

"Oh yeah. She will. Don't doubt her old age." Getting back on topic, the C.M.C.s looking at each other curiously as they wondered who this mystery girl was, Sora had an idea of where to start looking. "Maybe Roxas can give us some insight."

"And how are we supposed to talk to him while he's inside you?" Lea asked, starting to feel desperate.

"How else? Diving into my heart," Sora said. "I think he'd like a reunion with you...Even though you're not Axel."

Lea sighed, having a bad feeling that seeing Roxas again was going to be awkward after hanging around Ventus the last few days. "Alright...Let's head back to the castle. I want to stay somewhat sane while I'm here."

"Ok. I'll catch up after I get these buckets of apples back to the barn." Lea nodded and headed back toward the castle while Sora stacked the buckets and carried them to the barn's storage cellar.

As soon as the two stallions were out of earshot, Apple Bloom, Sweetie Belle, and Scootaloo wondered how they were able to jump into someone's heart. "So, who do y'all think this other mare is?" Apple Bloom asked.

"You don't think it's an ex of Sora's, is it?" Sweetie asked worriedly. "They said she looked like Kairi, so maybe it's Kairi's doppelganger. Or her Heartless."

"No, Kairi's a 'Princess of Heart' or something like that," Scootaloo corrected. "She can't have a Heartless because her heart's full of light. And that other stallion knows this other pony, too."

"What was his name again?" Sweetie Belle asked.

"Ah think his name was Lea," Apple Bloom said. "Applejack said he's a Keyblade wielder, too. They met him at that old unicorn's world that one day."

"Oh! That was also the day they met Aqua!" Sweetie Belle recalled.

"Ok, let's quit stalling!" Scootaloo rushed, pushing her friends out of the bush they were hiding in. "Sora's gonna reach the castle before us!"

Wasting no time, the Crusaders hurried off toward the castle, making sure not to rouse and suspicion if Sora, Lea, or anyone else saw them.


Lea waited in his room for Sora to return, tapping his hoof against the floor impatiently as more memories rammed into his already sore and exhausted cranium. After what felt like hours, Sora finally entered his room, closing the door behind him so no one knew what the duo were about to do.

"Luckily, I was finishing the last of my chores before you came around," Sora said. "I made sure to tell the others I was going to do some private training for a while."

"Good. I don't want to get chewed out by the old man or Aqua if this turns out to be a bad idea." Lea took in a deep breath and exhaled, feeling really nervous to not only leap into Sora's heart, but also see Roxas again after so long. "So, it'll be just like last time? Put you to sleep, shine a light connecting to your heart, then just walk through, right?"

"Pretty much," Sora said as he laid down on Lea's bed. "I wonder if Roxas is having the same problems you are...Or maybe it's just a unicorn thing with how sensitive your magic can be with your emotions."

"I know how to keep a level head," Lea said, only to wince as a flood of painful emotions rushed over him, his horn sparking a little before he managed to control himself. "Let's just get this over with."

Lea summoned his Keyblade, both wielders not hearing the bedroom door creak open as Apple Bloom, Sweetie Belle, and Scootaloo peaked inside. Using a Sleep spell, Lea cast it on Sora, conking the pegasus out like a light. Following how the process was done before, Lea connected a route for him to Sora's heart, aiming his Keyblade at the sleeping stallion's chest and shot a small beam, creating a link to the portal that appeared before him. It wasn't like the portals of darkness he used to use, but knowing it was safe with or without his coat protecting him from the darkness of those portals, Lea walked right through and began his dive into Sora's heart.

Once he left, the portal remained open, the trio of Crusaders quietly stepping inside so they didn't wake Sora and closed the door. They stared at the portal, a bit scared but just as excited to see this.

"This is so cool," Scootaloo said. "Let's jump right in!"

"Wait!" Apple Bloom exclaimed, grabbing her pegasus friend before she went through. "What if somethin' dangerous is in there?"

"Well, they said they would go into Sora's heart," Sweetie Belle said. "He's not dangerous, and neither would his heart. Maybe it won't be so bad?"

"Yeah! It'd be like how he went into our dreams to help us!" Scootaloo said. "Only this time, we'll be the ones helping him! And Lea!"

"With Nightmares?" Apple Bloom asked, shuddering as she thought back to seeing her Nightmare Dream Eater messing with her dream. "A-Ah don't feel safe unless Ah'm around Rexy...Ah hope he's in there."

"Let's jump in on the count of three," Sweetie Belle said. Apple Bloom shakily nodded her head as the trio grabbed hooves. "One."

"T-Two," Apple Bloom counted nervously.

"Three!" Scootaloo finished, jumping in with a whoop while dragging Apple Bloom and Sweetie Belle along into Sora's heart.


Lea slowly dove down through the vast blackness, the only light in the distance was the pillar that held the mural of Sora with Donald, Goofy, Riku, and Kairi on its surface. He noticed he had his human body back as he floated down to the only section considered ground in Sora's heart, thankful to not feel the effects of his latent memories pounding his head in. Sora probably was right considering it only began hurting him as a unicorn, giving him some slight reprieve.

Flipping over on his feet upon landing, Lea looked around for any sign of Sora. He heard a pillar appear behind him, a stain-glass stairway lighting up a path with Sora on that pillar, running down to group up with Lea.

"Sorry I'm late," Sora apologized. "I needed to check on something in a certain part of my heart. Vanitas is still pretty sour."

"No kidding," Lea said. He looked behind Sora, expecting a certain someone else he was expecting to see. "So...Where's Roxas?"

"I'm right here." Sora closed his eyes as Roxas's voice echoed around them, his body glowing slightly as his Nobody walked out of him, starting in a transparent state to corporeal. Lea was a bit surprised to see Roxas in the flesh again, Ventus's twin, but Sora's Nobody. The only difference between the real Keyblade wielder and the shell of heroic young man were the style of clothing and the slightly deeper tone in Roxas's voice. Roxas and Lea stared at each other, the former having some hope that the latter was his old friend, but there didn't seem to be any sign of Axel inside the man who looks like him sans the reverse-teardrop marks under his eyes. "...Axel's...not in there...is he?"

"...No. Sorry," Lea apologized. Roxas sighed and hung his head sadly. "But, if it makes you feel better, I do have Axel's memories. When I got back, I couldn't stop worrying about you. I didn't know of Sora killed you, or Xemnas did. And I think the original is a lot better than the former shell of mine, right?"

"...I guess so," Roxas said. "It's fine, though. I had a feeling we would see each other again, even if we're not who we used to be." Lea nodded his head, both he and Roxas shaking each others' hands before coming together into a brief hug. They soon pulled away, getting down to business with the mysterious girl. "So, Ax-er, I mean, Lea. I kinda know you're suffering through some headaches with these memories."

"Sora brought you up to speed, then?" Lea asked.

"Actually, I think he knew before entering my heart," Sora said. "Like Ven, he knows what I do and sees and hears what I do as well."

"Good. We can skip the redundant explanation step," Lea joked. "Now onto something Sora and I have to be curious about; like me, have you been having similar problems remembering this girl in different moments during our time in Organization XIII?"

"No, not really," Roxas said. Lea groaned in exasperation as it turned out only he was the one suffering. "Sorry. Maybe Sora did have a point when these memories came to you as a unicorn."

"Well, I haven't had a migraine since I came here, so that does make a bit of sense," Lea muttered, rubbing his tired forehead. "But why me?"

"Can you tell us where some of these memories with this girl were at specifically?" Sora asked.

"Most of them were around Twilight Town, The World That Never Was, and in some circumstances, other worlds," Lea said.

"Let's see if we can start in Twilight Town," Sora said. "Aqua and Terra said they met a mysterious girl in my heart who helped guide them to where Vanitas trapped us. It could have been the same girl."

Lea and Roxas agreed, Roxas leading the way as the trio made their way to a doorway that appeared before them. They walked through the opened passage, the doors closing behind them and disappearing in a flash of light. As soon as the door faded away, up in the blackness of the "sky" in the central hub of Sora's heart, Apple Bloom, Sweetie Belle, and Scootaloo floated down onto the pillar. The Crusaders yelped after they could see from the blinding light of the portal fading from their eyes, looking down and stared in awe at the ground below them.

"Whoa. That's so cool," Scootaloo commented while they also got a look at what Riku and Kairi looked like as humans from their faces in the upper left along with Donald and Goofy. The pegasus filly enjoyed the feel of flying as they slowly descended, only to groan as soon as they landed, jumping and flapping her wings in vain to feel the weightlessness they were just in. "Aww man. Stupid gravity."

"So...this is Sora's heart?" Apple Bloom asked. "...It's really big...and empty."

"Where is Sora?" Sweetie Belle asked. "Sora!? Hello!? Mr. Lea!?"

"Ah hope there aren't any Nightmares hidin' to ambush us right now," Apple Bloom muttered, looking down at her shadow warily in case that creepy Dream Eater of hers wanted to torment her again.

"Maybe they're up on that other building," Scootaloo guessed, pointing at the stairs leading up to the next pillar. The fillies carefully made their way up the mosaic steps, not expecting the glass-like steps to feel like solid stone as they climbed up while stayed dead center on the winding steps to avoid falling into the blackness below. Once they reached the top, the next pillar surprised them at what they saw on the floor: there was Sora again, as a pegasus this time, his eyes closed as if he were sleeping, the faces of the Mane Six surrounding him with the Keyblades of Harmony connecting from the guards around Sora to the points at the ponies. On the outer edge of the circle were several ponies that were important to him, which happened to be Apple Bloom and her family, Scootaloo, Sweetie Belle, Shining Armor, Cadence, Celestia, Luna, the Cake Twins, and many more ponies Sora had been around during his time in Equestria. "Sweet Celestia..."

"It's all of us," Sweetie Belle uttered.

"Did he make all this?" Apple Bloom asked curiously. "Or...did his heart?" Reluctantly looking up from the heartfelt connections of Equestria Sora had, Apple Bloom spotted a purple door at the other end of the platform from the stairs. "Ya think maybe they went through there?"

Sweetie Belle and Scootaloo noticed the door as well, the Cutie Mark Crusaders making their way over to it while trying to avoid stepping on the beautiful mosaic floor. As they stood beside the door, curious to see what was behind it, the trio looked at each other and gave a nod before Sweetie Belle lit up the handles with her magic and opened the door. They were blinded by the bright light that shone through, but they squinted their eyes and entered what was beyond the doorway.


As soon as the light dimmed slightly, Apple Bloom, Sweetie Belle, and Scootaloo opened their eyes. To their surprise, they wound up on Destiny Islands, the same beach Sora brought them to after their horrible nightmares worrying about their cutie marks last year near the doorway leading to the other side of the island. The ocean was silent as the waves lapped against the shore, the sun didn't radiate any heat, and the beach seemed barren, not even a sign of dream seagulls, crabs, or even fish.

"We're in Sora's home?" Scootaloo asked.

"Ah still don't see him," Apple Bloom said as the trio began searching.

They stepped across the sand, finding it eerie with the lack of life in such a beautiful environment. At least when they were brought here by Sora that night in their dreams, it felt like there were really at Destiny Islands, and they had all of his Spirit Dream Eater friends to have fun with. This time it felt like an empty room designed to look like a beach with artificial sunlight and ocean water.

"Sora!" Sweetie Belle called out. "Where are you!?"

"Shhhh!" Apple Bloom hissed. "What if Nightmares are around? Don't bring them to our attention!"

"How else are we supposed to find him?" Sweetie Belle asked. Ignoring the irritated and terrified glare from the farm filly, she stopped when they were further down the beach to get a better look at the small island connected by the wooden bridge they walked under. Sweetie Belle saw some bright rainbow lights in the center of the raised island forming some sort of cage. Through the colorful lights, the unicorn thought she saw the familiar spiky hairstyle of her surrogate older brother. "Wait, I think that's him up there! Come on!"

Leading the way, Sweetie Belle ran over to the shed with Apple Bloom and Scootaloo following after her, running up the stairs inside and back out. They ran across the bridge, but as soon as they got closer, the trio skid to a halt when they got a better look at "Sora". Instead of the cheerful, positive human who cared deeply for them, inside the cage was a look-alike with black hair, wearing a black and red full-body suit, sitting cross-legged with his eyes shut closed in a scowl with his arms crossed against his chest. Sweetie was stricken by fear as the look of this "Sora" was just like the one the dream Sora she had in her nightmare from Rarity "stealing" her spotlight turn into, swallowing the lump in her throat as her body shook.

"Sora?" Scootaloo called out, hearing the human growl and opened his eyes, paralyzing Sweetie Belle with terror when they saw his yellow eyes leering at them.

"Wrong person," Vanitas grumbled. "And what are you three doing here? Matter of fact, WHY the hell are you three even here?"

"You're definitely not Sora," Scootaloo muttered, making the caged Keyblade wielder grumble under his breath while rubbing his forehead in exasperation.

"What gave you that clue?" he asked irritably. "Was it my posture? My face? Or maybe my clothes!?"

"...Are you being sarcastic?" Scootaloo's question only irritated him more, his eye twitching uncontrollably while scowling at the filly with disdain. "Who are you? And why do you look like Sora?"

"Somebody just end my life," Vanitas uttered under his breath. "If you really want to know, my name is Vanitas...I'm Sora's darkness. Happy now?"

"Sora's darkness?" Apple Bloom asked. "Ya mean...his Heartless?"

"Yes, in a sense," Vanitas answered. "But I was also Ventus's darkness as well. I'll spare you the details as to how that's possible because I doubt your underdeveloped brains can even comprehend everything." Apple Bloom and Scootaloo looked at each other, already disliking the trapped ex-Keyblade wielder more than Diamond Tiara as a bully. They noticed Sweetie Belle hadn't moved or said anything when they looked at each other, their unicorn friend staring at Vanitas with wide, scared eyes. Vanitas looked at her, his gaze making her tremble more as that nightmare's emotionally painful insults. "...What the hell are you looking at me like that for?"

Sweetie Belle squeaked in fright, quickly hiding behind her friends to avoid looking at him. "We have a right to look, you jerk!" Scootaloo exclaimed.

"What's wrong, Sweetie Belle?" Apple Bloom asked.

"Uhh...W-When I had my nightmare Sora saved me from when I was mad at him and Rarity...the Sora in my nightmare looked...just like him," Sweetie said.

Vanitas recalled watching those nightmares from inside Sora, chuckling darkly. "Oh. Now I see. You're terrified of seeing your precious crush, now beloved older brother figure, like this," he said, showing off his sinister, smirking expression, relishing seeing the unicorn filly tremble. Vanitas then let out a groan, glaring at the trio of fillies as he stood up, towering over them in height and size, though still docile due to being trapped in his eternal cage of light and harmony. "I don't understand how he has such a soft spot for you three...I hate cute, big-eyed baby animals. That puppy dog looks you give him makes him pathetic and makes me want to vomit."

"Your eyes make me want to buck you in the face," Scootaloo argued, making Vanitas growl.

"You're lucky I'm stuck in this stupid cage, you flightless pigeon!" Vanitas yelled, making the pegasus filly angry as she ran right up to him. Vanitas expected her to run into the bright lights of the ethereal bar, but she phased right through, to his shock, then yelped when Scootaloo kicked him hard in the shin. "OW! Why you little-!"

Vanitas dove after her, but Scootaloo leapt out of the cage, making the being of darkness slam into the cage and scream in agony as it gave him a painful jolt. Vanitas backed away, grabbing his face as steam seemed to emanate from his body making contact with the cage. He moved his hands away, the burn not leaving a scar, but it still hurt like he planted his face on a hot stove. Scootaloo stuck her tongue out at him, making him growl as he could only ball his fists in rage.

"Scoots, how did ya know y'all could walk through that?" Apple Bloom asked.

"...Uhh, I didn't," Scootaloo said. "I just wanted to kick him."

"It's ethereal," Vanitas grumbled. "You don't have any darkness for it to burn and make it seem physical..." Letting out a heavy, irritated huff, he sat back down and pouted. "Why are you even here? To gloat for Sora? Or is he allowing everyone he knows to come see the darkness of his heart on display like a caged animal in a zoo!?...And I swear, if you have peanuts and throw them at me to make me eat them, I will shove one of them right down your throats."

"Maybe if we had a coconut, I'll clonk it on your head," Scootaloo suggested.

"Ok, enough!" Apple Bloom exclaimed. "He's already stuck in there, Scootaloo, so quit messin' with him!"

"I don't need a little animal trying to defend me," Vanitas grumbled.

"And you quit instigatin' things!" the farm filly scolded. "We're tryin' to help Sora and Mr. Lea, and y'all makin' fun of us and bein' mean ain't helpin' us!"

"What are you trying to help them with?" Vanitas asked. "What can three little ponies with no need to know anything outside of their own want to help Sora and that wannabe Nobody with?"

"Maybe find you a heart so you don't have to be so grumpy?" Scootaloo said, the filly and Heartless glaring spitefully at each other.

"They're tryin' to find somepony they knew but completely forgot about," Apple Bloom said, focusing on the real reason while trying to keep Scootaloo from getting too physically confrontational with Vanitas again. "Maybe it was a friend of theirs, or somepony special to Sora and Mr. Lea."

"S-She wears a black coat like Mr. Lea," Sweetie Belle added nervously.

"A she?" Vanitas muttered. It dawned on him with who they meant, his surprise turning into a sneer. "Oh...I see who you mean...'Her'."

"You know who they're trying to find?" Scootaloo asked.

"I know, but they AREN'T supposed to," Vanitas growled. "Don't even bother trying to help them find 'her'. She's worthless."

"Do you want to get kicked again, you jerk!?" Scootaloo challenged, but Apple Bloom tugged her tail hard before the pegasus ran back in the cage.

"I'm serious; that girl is not worth remembering, or being found," Vanitas said. "She's supposed to be a forgotten memory, but even memories lost to someone linger forever in the recesses of their heart...But why her? What's so important about her when she's basically nothing? She's not even a true Nobody, but Roxas thought she was, even after almost killing each other!"

"Roxas? Don't ya mean Sora?" Apple Bloom corrected.

"Who's Roxas?" Sweetie Belle asked curiously.

Vanitas groaned, feeling a headache trying to explain everything when it was pointless. "Look, just get out of here and leave me alone. There's no point trying to figure her out, because she's not supposed to exist! Not now, not back then, not even in Sora, Roxas, or even that ex-Nobody's hearts! I don't even know why she shows up and spies on me every random time of day! So she can taunt me from afar while acting like a coward for actually existing!"

Suddenly, at the other end of the island, a flung coconut struck Vanitas in the back of the head. He yelped and fell over, nearly smacking his face in the cage and burning himself again. Even the Crusaders were surprised when it came out of nowhere as all four of them quickly turned to see a figure in a black coat, similar to Lea's, though they were about as tall as Ventus. Their hood was up, veiling their face underneath, though from their posture, it seemed really annoyed by Vanitas's insults.

"Who's that?" Apple Bloom asked.

"...That's who they want to find," Vanitas growled. "You got the guts to throw something at me, but you can't even grow a pair to face me head on!? You're lucky Sora shattered my Keyblade, otherwise I'd kill you right where you stand!"

As the figure was about to throw another coconut to taunt Vanitas, it let out a gasp when it finally noticed Apple Bloom, Sweetie Belle, and Scootaloo on the other side. As the fillies moved around to get a better look, it turned tail and ran, running through a door that appeared behind them.

"Hey, wait!" Scootaloo called out as the Crusaders chased after them. "Don't run!"

"You better run!" Vanitas shouted angrily, only to yelp as he was hit in the face by another coconut, this time thrown by Sweetie Belle.

"You deserve being stuck in time-out," she said, then hurried along after her friends to chase down this mysterious person Sora and Lea wanted to find.

The door disappeared, leaving a fuming Vanitas alone again, grabbing the coconut the filly flung at him and sent it flying over the vast ocean in rage. "Little twerp...Why does Sora even like those three anyway? They're such a nuisance..."


A doorway opened up at the entrance of the old mansion in Twilight Town, the doors slamming open as the figure ran off toward the forest. Following behind them were the Cutie Mark Crusaders, finding no time admiring the new world that Sora recalled from his heart and continued their pursuit after the figure.

"Wait! Stop!" Apple Bloom called out. "We just want ya to meet Sora!"

"Leave me alone!" the figure shouted, almost making the fillies trip in shock when they heard what sounded like Kairi's voice come from the mysterious female.

"What the hay?" Scootaloo uttered. "Was that...Kairi???"

"SHE'S the mystery mare Sora and Mr. Lea didn't know?" Sweetie Belle asked, voicing all three of their confusions. "How does that make sense?"

The chase lead them through a crack in the wall, the barricade acting as a perimeter that separated the forest from the bigger city inside. The mystery girl ran across some train tracks and leapt up onto the buildings, the fillies screeching to a halt when a train began passing by them, temporarily losing track of the figure. She breathed a sigh of relief as she hid on one of the roofs, but as she stood up, she quickly ducked when she caught sight of Sora, Lea, and Roxas regrouping in the center of the massive square: Sora coming back from the Sandlot, Roxas from the hangout spot where Hayner, Pence, and Olette gather, and Lea from the other end of Twilight Town by going through the underground system.

"Any luck there, Lea?" Sora asked.

"Nope, not a flashback or migraine of memories," he said. "I'm actually kind of grateful for not getting any, though. I couldn't take those headaches. What about you two?"

"Nothing," Roxas said. "Where would she be?"

"She has to be somewhere," Sora said. "If Terra and Aqua found her, then there's a chance we can find her and figure out who she is and why she's important to us."

The girl quietly moved away from the roof, finding a route to sneak by them while avoiding getting spotted by the Cutie Mark Crusaders. She leapt down into the alley between the assortment of buildings, only to wind up dropping down in front of the three fillies she tried to flee from.

"There she is!" Scootaloo exclaimed, leaping onto her back as she turned around and ran.

"Get off of me!" she exclaimed, but the pegasus filly hung on tightly while Apple Bloom and Sweetie Belle chased them.

The mystery girl leapt, flipped, and spun while climbing back over the buildings, unable to shake Scootaloo off. She didn't want to hurt the pegasus, part of Sora's nature connected to her preventing her from grabbing Scootaloo and throwing her back at her friends. While making her way to the train station at the top of the hill, Scootaloo trying to tell her to stop caught Sora, Roxas, and Lea's attention, shocking them as they saw their mystery girl and the Crusaders run by.

"What the hell!?" Sora exclaimed. "What are Apple Bloom, Sweetie Belle, and Scootaloo doing here!?"

"Whatever they're doing here, they found our target before we did," Roxas said.

"Lea, did you even close the portal behind you!?" Sora asked.

"Uhh...Was I supposed to?" Lea asked, scratching his head nervously. Sora huffed and ran after them while Lea awkwardly chuckled. "I didn't think they were listening to us...or were crazy enough to jump in after us when they followed us."

"Those three fillies cause so much trouble," Roxas recalled, feeling Sora's irritation from what he's seen. "Come on. We gotta catch them before whoever those three get hurt by something in here."

Roxas and Lea joined Sora as they ran up the slope toward the station. Scootaloo clung on tightly as the mystery girl tried shaking her off again, but she refused to fall off.

"Just let go of me!" the girl pleaded. "I don't want to hurt you!"

"Then turn back around so we can find Sora!" Scootaloo said.

Behind them, Apple Bloom and Sweetie Belle got closer while the girl was distracted by shaking Scootaloo off of her. Up ahead, Sweetie saw a cart resting at the top of the hill with something inside a large burlap sack. Concentrating on her magic, she fired a small, weak beam at the wheel, barely missing the mystery girl as she successfully hit her target. The cart moved slightly as its breaks were unlocked, reaching the apex of the slope and began to roll down straight toward the distracted figure.

"Yes!" Sweetie cheered, only to gasp when she and Apple Bloom saw it began to pick up speed. "Uh oh. Maybe not."

"Scootaloo, heads up!" Apple Bloom warned.

Both the filly and girl looked up, both of them yelling in surprise as they spotted the cart rolling down toward them. The girl quickly leapt to the side, only to wince as she moved too late and got struck in the foot by the runaway cart, making her and Scootaloo tumble to the ground, the hood of the girl's coat falling off her head as she grabbed her leg. Apple Bloom and Sweetie Belle stopped, yelling as the cart began rolling down toward them. As they huddled each other and braced for the painful impact, Sora rushed in with his Keyblade, smacking the cart hard away from the fillies, sending it crashing into a nearby wall. The two fillies looked up, thankful for the rescue, but wilted from the stern gaze Sora gave them when he looked down at them.

"Why are you three in my heart?" Sora asked.

"...Because you care about us?" Sweetie Belle answered nervously.

"I meant why you're here in the realm of my heart," Sora said.

"Well...we wanted to help ya find somepony ya forgot about?" Apple Bloom answered.

"...You three are definitely going to be grounded for a year for jumping into something you don't know what lies beyond it and being unaware of what dangerous things could lie in the memories of my heart!" he said. "Someone evil could have been somewhere you could have stumbled into!"

"Like Vanitas?" Sora's jaw dropped, hearing the Crusaders had walked into Vanitas's prison and actually spoke with him. He groaned, realizing he made the same mistake Lea made by leaving that doorway opened to that part of his heart. "...Were we not supposed to be there?"

"Sora!" Lea and Roxas caught up with Sora, witnessing the broken mess of a cart and the bag filled with random pieces of junk strewn about the scene.

When Apple Bloom and Sweetie Belle looked at them, they were surprised to see Roxas. "Ventus?"

"No, not quite," Roxas said, letting out a sigh and rubbed his neck. "It's...complicated to explain."

"...Ah'm confused," Apple Bloom uttered.

Further up on the hill, Scootaloo groaned, shaking her head after the mystery girl saved her from getting struck by the cart along with her. She heard the girl groan, looking over to see her grabbing her injured leg.

"Boy, that was close," Scootaloo said. She went over to check on the girl, but as she got a look at her face, her jaw dropped at what she saw. If she sounded like Kairi, she definitely looked like her, only with shorter hair and colored black. When the girl squinted her eyes, she noticed her hood wasn't on and the filly saw her face. "...What in the name of Celestia??? I didn't know Kairi had a twin."

Panicking, the Kairi-lookalike extended her hand, shocking Scootaloo when she saw Sora's Keyblade appear in a flash of light. Her vision was suddenly blacked out as she was struck with a Blind spell, looking around and stumbling helplessly while the girl got up, Curing herself to dull the pain in her foot and continued fleeing. Sora spotted her and wasn't going to let her get away.

"Roxas, Lea, watch the girls! I'm going after her!" Sora called out.

He ran on ahead, Lea, Roxas, Sweetie Belle, and Apple Bloom running up to Scootaloo as the filly blindly felt around for someone to help her. "I can't see! Somepony help me!"

"We're right here, Scootaloo!" Apple Bloom said, she and Sweetie Belle grabbing the pegasus to let her know they were there.

"Blind spell," Roxas said, summoning his Oblivion and Oathkeeper Keyblades in both hands. Apple Bloom and Sweetie Belle stared in awe, amazed that someone else other than Sora could wield more than one Keyblade, and without using special forms to wield them. "Just hold still, squirt. Might want to squint your eyes a bit."

Twirling both blades around, Roxas cast Esuna on the blinded filly. With the blackness cleared, Scootaloo's pupils shrunk from the blinding light, quickly shutting her eyes as she failed to heed the Nobody's warning. She rubbed her eyes with her forelegs, blinking rapidly until her vision was normal again.

"Ugh. That hurt," she groaned. Looking up at Roxas, she tilted her head in confusion. "...Ventus? Where you following us?"

"I'm Roxas, not Ventus," Roxas corrected. "I'm Sora's Nobody."

"...Shouldn't that be Vanitas if his Nobody's supposed to look like him?" Scootaloo asked, stating a very valid point despite their lack of knowledge on Nobodies.

"...Ya know, kid's got a point," Lea said. "For troublemakers, they're pretty smart."

Roxas let out a sigh. "Which is why I'm the complicated Nobody, I guess...Let's just hurry before we lose track of Sora and that girl."

They continued on, the fillies staying close to Lea and Roxas. "Ya sure you're alright, Scoots?" Apple Bloom asked.

"Yeah," Scootaloo assured. "I got a look at her, though. You guys are not going to believe this, but she looked so much like Kairi."

"What!?" Apple Bloom and Sweetie Belle exclaimed, confirming the girl's identity for Lea and Roxas as they heard them.

"And the weird thing is that she had Sora's Keyblade, too," the pegasus added, shocking and confusing the others. "Can Keyblade wielders have the same Keyblade?"

"...No...I had Sora's Keyblade as well, but that's because I'm..." Roxas didn't need to finish his statement, now only making them all wonder just who this girl was.


Panting heavily, the mysterious girl had lifted her hood back over her head as she reached the station. She reached the entrance to the building, but just as she was about to open the doors, Sora managed to catch her, grabbing her hand and pulled her back.

"Wait, hold on!" he said. "We're not going to hurt you!" She struggled to pull her arm back, but Sora's grip was stronger as he firmly held onto her hand. "We want to know who you are; why you're so important to us. We know you, but we really don't, and that's what we want to understand." The girl lowered her hand that reached out for the door to the building, lowering her head as she looked away from him. "...Who are you?"

She looked down at her free hand, clenching it into a fist. "...Someone who shouldn't exist anymore."

"Huh?" Caught off guard by her voice, the mysterious girl summoned Sora's Keyblade, surprising him at first, but he quickly composed himself as he backflipped away when she swung at him. He summoned his own, confused to see her wielding the exact same Keyblade he does. "But...that's my Keyblade...What's going on?"

"Sora!" Looking over to the gateway that lead down the hill, Lea, Roxas, Apple Bloom, Sweetie Belle, and Scootaloo were seen reaching the top and hurried toward them.

They didn't get far as a barrier appeared, making Lea and Roxas smack into the invisible force field as it denied them entry. The girl was the one who created it, her eyes staring sadly at the two humans as they pressed their hands against the barrier.

"...Why...?" she asked, her body shuddering as she stared at the ground. "...Why couldn't you just forget about me?"

"We can't forget about anyone who we think is important in our lives," Sora answered her rhetoric question. "I probably never met you, but maybe Roxas had. Lea knows you too, when he was Axel. Please...let us know who you are."

"You don't understand," she growled, choking back a sob as a tear fell from her cheek. "I'm not supposed to exist...I'm nothing. I was supposed to fade away, but I can't because of him..." She pointed at Roxas, unable to look him in the eyes as the Nobody watched with great concern. "...He could never let go, even after I was supposed to fade from everyone's memories; from those who knew me more than anyone else..."

"Lea told me that you, him, and Roxas used to be friends in Organization XIII," Sora said. "He's being bothered by these memories that have started resurfacing for days while he was in Equestria. You were a Nobody like him and Roxas. You can't be worth nothing."

"I AM nothing, Sora!" the girl exclaimed, turning to glare at him. "I'm NOT a Nobody! I'm not even a person, yet I was treated like one of them because of everything we've been through! I was just a puppet-" She looked down at the Keyblade in her hand, her fist shaking in anger as her purpose for existing infuriated her. "-and I only caused Axel and Roxas so much pain!" She grunted and threw the Keyblade, sending it clattering across the ground toward Lea, Roxas, and the three fillies. She panted heavily, bringing a hand to her veiled face as she sobbed. "...I-I...I was...going to kill him...because I existed around him..."

"'Kill him'?" Sweetie Belle asked. "Who...does she mean?"

"I don't know," Lea said.

Roxas suddenly spaced out as something flashed within his memories. He recalled sitting beside this girl one day when he felt utterly depressed and left Organization XIII, the day he encountered Riku and lost. He grunted and grabbed his head as he recalled the conversation they had, the girl stood up on the edge of their spot on the clock tower, and when she pulled her hood down, she saw Sora's face hiding underneath. It confused him as his head pounded in his skull, the rest of the memory fuzzy after she walked off the edge over thin air, and darkness surrounded her as they ended up fighting each other to the death.

Apple Bloom noticed Roxas wincing, falling on his knees as the memory ended. "What's wrong? Are ya ok?"

"Ngh...I-I don't know," Roxas said. He looked up, dreading to see who she really looked like under her hood right now. "...I think...I just had a memory of her come to me...It wasn't a good one, though."

Sora, feeling sorry for her, calmly approached her. "It's gonna be alright," he reassured. "You wouldn't really hurt your friends, right?" Gently, he grabbed her hood and lowered it down. Underneath was the same girl he saw while being tricked by Xehanort in the dream realm of The World That Never Was, catching Naminé at first, only for her to change into this girl the moment he blinked. Her cheeks were stained with tears, her blue eyes showing remorse and frustration as she looked at him. "You're not nothing if you had great friends who cared about you."

"...You still don't get it," she muttered. "All I did was cause trouble: for the Organization, for Roxas and Axel...even for you, Sora." Sora raised a brow, curious as to what she meant as she backed away from him. "Do you know how long you've been asleep for when you tried to find Riku in Castle Oblivion?"

"...I think...I was asleep for a year," Sora answered, looking down at his clothes. "My old clothes didn't really fit me all that well when I woke up...Why's that important?"

"...Because of me, you were asleep for so long," she said. Raising her left hand, she called back the Kingdom Keyblade she threw. "I was Organization XIII's backup plan in case you, or Roxas, failed to do what they wanted. I was a replica of you and Roxas, with memories of yours that I stole from Roxas the longer I stayed with him. Because of my existence, because of the memories I had that were yours, you stayed asleep for longer than you should have." She then aimed her blade at Sora. "I was Organization XIII's fourteenth member...Xion." A dark aura suddenly enshrouded Xion, Sora gasping in shock as he leapt away from her. "I'm just a puppet; a tool for the Organization. I'm not a person, or even considered a Nobody...And I want you to erase my existence forever, Sora."

"What!? Why!?" Sora asked.

His question went unanswered as the darkness spread across the station. Sora grunted as he shielded his eyes, the aura blasting him like a powerful gust of wind trying to knock him off his feet. Lea, Axel, Sweetie Belle, Apple Bloom, and Scootaloo covered their eyes as well when the darkness phased past the barrier keeping them out, the Crusaders hiding behind the two Keyblade wielders as they tried not to get blown away. When it finally stopped, they opened their eyes, surprised to see they were now standing at the top of the train station's clock tower. Sora squinted his eyes, looking down to see himself standing on air several stories above Twilight Town. A flash of light appeared in front of them, all of them gaping in awe as they saw Xion in an entirely different form: a full suit of Keyblade armor similar to how Sora's clothes looked, only with a pink, white, and black body, gold and white shoes, and a pink and white helmet with spikes on the top, sides, and back matching Sora's spiky hairstyle. Two blades formed in her hands, which happened to be shaped like the sigil marking a Nobody.

Roxas grunted as another flashback struck him, recognizing that same form he had once fought Xion in, though she was supposed to be much bigger than she was now at around Sora's height. Lea noticed the Nobody's pain, somewhat grateful he wasn't alone with these repressed and forgotten memories, helping him back up when the pain subsided. Apple Bloom, Sweetie Belle, and Scootaloo stared at the transformed Nobody before them, utterly confused by her appearance and her request to be erased.

"She's...just like Sora," Apple Bloom uttered. "Like...Roxas is like Sora..."

"I'm just a puppet, Apple Bloom," Xion said, surprising the fillies as she knew Apple Bloom's name when they've never met as she turned her head to look at them. "Roxas is Sora's true Nobody...I was never meant to exist the moment I was 'born'...A failed creation who needs to be forgotten."

"H-How...do ya know mah name?" Apple Bloom asked.

"...Sora's memories...are mine as well," Xion answered. "Just like Roxas...and Ventus...I know what he knows...And I didn't want to see any of you getting hurt, physically or emotionally."

Scootaloo gasped, the realization of what she did when the cart came toward them making sense. She was just as protective as Sora by saving her. And even though she could have smacked the filly away, she harmlessly blinded her and escaped, not once laying a finger on her.

"...Do you...think you're dangerous?" Scootaloo asked. "Because...you're not if you didn't want me to get run over with you."

"I am dangerous," Xion said. "I have been since I was created...I want to help Sora, but I can't...I'm just a burden..." Gripping her blades tightly, she turned her head back to Sora. "As long as I continue to exist in their hearts, I'll always be remembered as the monster who almost killed my friends, who caused them nothing but grief, and almost left Sora in a coma for the rest of his life."

"Xion, you don't have to do this," Sora pleaded. "You don't have to die! Your kept alive because, deep down, Roxas wanted to remember you again! Lea wants to remember you again! We just want to know what happened to you, and to prove to you that you do have a right to live!"

Xion lowered her head slightly, then shook it. "...Sora...why are you always this stubborn when trying to make friends? Especially when, out of the two of us who absorbed your memories, I was the one who was tasked with killing your Nobody if he failed to do what the Organization asked." Xion lowered her stance, her armor colors shifting to a bright red, black, and white, bringing one blade over her shoulder while the other rested under her other arm, similar to the fighting style of Sora's Valor Form. "Don't hold back on me!"

"Wait, Xion!" Sora called out, but she didn't listen as she rushed forward with a yell.

Sora grunted and swiftly blocked the onslaught of powerful physical attacks Xion unleashed, each strike making him stagger backward while evading the second blade that nearly struck him. Having no choice, Sora fought fire with fire, transforming into his Valor Form as the shattering light sent Xion flying back toward the clock tower. He twirled his Kingdom and Star Seeker Keyblades and placed them in their proper positions in his form's stance, then charged forward. Xion flipped back onto her feet and met with Sora as they clashed with their dual blades, sparks flying as they moved at blinding speeds. Each blow was met with matching power, form, even at similar angles, even though Xion's Keyblades were longer.

"We gotta do something!" Lea said, ready to jump onto the battlefield in the sky, but as he pressed his hand forward, they were still blocked by an invisible barrier. "Tsk! Figures. We're stuck as the audience."

"Sora's not going to kill Xion, is he?" Sweetie Belle asked.

"...No...I know he isn't," Roxas said. He grunted as more memories flashed, the memories of Xion slowly coming back to him as Sora continued fighting her. Despite what she was, he didn't care when he knew that the lies about Nobodies not having a heart were false, even to someone who believes they are a replica of someone else. The first day he met Xion, their missions together, the afternoons where they all hung out together at the top of this very clock tower eating ice cream, everything involving her that Roxas had cherished before she disappeared came back, and he wasn't going to let them go ever again. "...He'll save her..."

Lea experienced the same flashbacks, though with a thankfully less painful migraine as he nodded in agreement with Roxas. "We're never going to forget," he said. "Never again."

Xion and Sora were at a stalemate as their fight seemed to last for an eternity. They shifted different forms, from Wisdom to Master, spells unleashed across the field and blades swinging wildly and fashionably in a fight between two of the same person. They leapt back after another clash, their respective armor and clothing reverting back to normal as they both panted heavily. Xion slammed her blades together, transforming as a flash of light covered her body. As the light faded, she now sported a pair of skeletal green and silver wings, her blades turned into an orange and red sword. Rearing her sword back, she shot forward, performing Sora's Sonic Blade as she dashed across the field toward Sora repeatedly.

Sora was able to read her movements, dodging and flipping out of her way, blocking her thrusts when he couldn't react in time. One final thrust from her attack gave Sora an advantage as he managed to overpower her, parrying her intricately designed sword and snatched it out of her hand. Dual-wielding both his Keyblade and her transformed blade, he dashed forward in an enhanced version of his Sonic Blade technique, but after he dashed straight through Xion, he teleported and shot down at different angles, alternating between the two swords after each warp. He finished by slamming her weapon down behind her, diving down onto her, but instead of using his Keyblade, he threw his fist right in her face, smacking Xion down on the ground before grabbing the face of her helmet, spun rapidly, and tossed her back to her sword.

Xion groaned, grabbing her face as she got back up, taking her sword back and shifted her form again. This time, the wings were gone as she reverted back to normal, although her sword changed as it resembled the pincer-like arm of the monstrosity of a Chimera the professor back in Halloween Town created. Leaping up in the air, she aimed her blade at Sora as she hovered in the air, energy beginning to build up at the tip of the weapon as it grew bigger and bigger. Sora grunted as she saw her about to unleash Ragnarok, quickly changing into his Limit Form as he prepared to unleash the same skill on her, jumping up and building up energy in his Keyblade. Both fighters unleashed their built up energy as hundreds of energy projectiles flew out toward each other, each homing orb of energy colliding and blowing up upon contact as they tried to attack their target.

Sora's Ragnarok had plenty more energy to spare as he timed his blast right, Xion yelling in pain as the leftover projectiles struck and blew up on her. As soon as Sora landed, he ran forward and slashed Xion as she fell, knocking her back into the barrier where the others watched with a powerful swing. She transformed again as she landed on her feet, this time with two sets of arms, all four limbs connected by golden pauldrons with each hand wielding curved light blue and silver scimitars. Clashing all four blades together, Xion ran toward Sora, her movement far more agile and swift compared to the other forms, but Sora managed to keep up as he blocked all four blades. Even when she used Ars Arcanum, the quickest and most powerful of sword combos unleashed in quick succession, he managed to avoid her swings.

After blocking the end of the Ars Arcanum, Sora slid across the field, slamming into Xion's legs and knocking her over, quickly juggling her in the air with his strikes. He sent her flying back into the wall again using Zantetsuken as the final blow, making her grunt as she smacked into the barrier hard. She fell on her stomach, dropping her blades as she reverted back to her original armored form, panting and grunting as she looked up at Sora, dismissing his Limit Form.

"Xion, please stop," Sora said. "I am not going to kill you."

"...You're going to, one way or another," she said, still defiant to his pleas, not even looking back to see the worried gazes of the two other wielders and three fillies as they helplessly watched. "But, thanks to you...I know a way for you that will make it impossible for you to hold back against me."

"What?" Sora asked.

"How do you think you're able to use those Drive Forms? It wasn't just Roxas's power." Xion stood up, taking her two sigil-shaped blades as they turned back from the scimitars in her last form. "They're my power as well."

Clashing her swords together, Xion was surrounded by a sphere of rainbow light. Sora stepped back nervously, seeing the same thing happen to the Mane Six when they gained their new Harmony powers from the Tree of Harmony. In the same light-shattering fashion of Sora's Drive Forms, everyone was blinded by the multi-color blast, but when they saw Xion in her new form, everyone's jaws dropped at what she was now. Her armor still stayed the same, but the visor where her eyes were shifted in an aurora of rainbow colors, and she now had pony appendages: equine ears that stuck up as her helmet shifted to fit them inside, a long, ethereal tail of light that changed from white to black as it waved around in an invisible gust of wind, and a pair of ethereal wings stretching out at least three times the girl's transformed width, though they were encased under the same armor she was in.

"Oh no," Sora groaned as he witnessed Xion's version of his Harmony Form, watching her thrust her arms out at her sides as six identical Keyblades appeared around her. They floated around her in the similar positions of Harmony Form, though they were all the same kind of blade unlike Sora's Keyblades of Harmony: gray in color, the guards a light magenta, and on the flat sides of each sword were what were supposed to look like the Mane Six's cutie marks, but they had the Nobody sigil etched over them. And held in her hand, appearing in a flash of light, was a Keyblade that was a cross between Sora's Ultima Keyblade and her Nobody sigil swords, the metal blade wired in a twisted design far more crooked than it should. "This...is not good."

"...This is where Sora's source of his Drive Forms came from," Roxas uttered after witnessing all these transformations. Though his own fight with Xion back then was an intense and exhausting battle as he had to change his strategy when fighting her alternate forms, witnessing her mimic and perform Sora's Drive Forms through a change in armor color, stance, and skills that matched his, he was amazed that Sora was able to stand a chance without so much as breaking a sweat. "...Xion...She was supposed to be better than me and Sora combined...All three of us are one and the same."

Xion didn't waste any time, flapping her wings and soaring high into the air. Sora readied himself as she dove down, sending the six imitation Keyblades of Harmony down on him. He deflected them away, rolling and flipping around as they flew back toward him like homing projectiles. Xion dove in and slammed her blade down on Sora, who quickly blocked it and felt his legs buckle from the powerful force of her dive and her strength. Too stunned to move, the flying Keyblades struck him, sending him tumbling across the field of invisible ground while they continuously barraged him with no mercy.

"No! Sora!" Sweetie Belle cried out, quickly covering her eyes and ears as she couldn't bear to watch her surrogate older brother get hurt.

"Xion, stop it!" Apple Bloom yelled. The blades stopped their assault as Xion looked at the Cutie Mark Crusaders, leaving Sora a battered mess as he groaned. Seeing the angry, painful looks on their faces tugged at her heartstrings as the trio of ponies were forced to watch her attack the person who was an older sibling to them. "Sora only wanted to help ya! We all do!"

"You're nothing but a bully!" Scootaloo shouted. "Don't you even want to have friends!? Don't you even care that somepony still wants to remember you when they forgot!? True friends never forget each other, even if they have no memories they forgot about!"

Xion let out a choked gasp, her hands trembling as she can't decide whether to believe them or not. She wanted to be forgotten, but at the same time, she was afraid of being forgotten as well. The pain she's caused in the past was unforgivable and her existence was only meant to be used as a tool, but after hanging around friends like Axel and Roxas, her mind was heavily conflicted by what she wanted to be; what her purpose in life was.

While she was distracted, Sora's body began glowing, the light around him shattering and dispersing as he tapped into another Drive Form. Equine ears formed on top of his head, his hair grew long and formed a tail down his back, tan pegasus wings grew from his back, his hair and feathers glowing as they formed black and white streaks and tips respectively. His black clothing became and aurora of colors as he stood up, summoning all seven of his Keyblades in his Harmony Form, the six Keyblades of Harmony flying out to his sides as the ethereal Elements of Harmony grabbed their respective blades as he held his Ultima Keyblade.

"Xion, this is your last chance to stop this," Sora said. "I don't want to do this...And they don't want to see this continue on."

He held his hand out to her, offering her this last chance, but she refused it as she commanded her weapons to impale Sora. The six mares leapt in front of Sora, deflecting the blades hurtling toward him while he teleported in front of Xion and swung. Gasping in surprise, Xion went on the defensive, trying to command her six blades to attack him from behind, but the ethereal Mane Six had his back as they fought off the imitation Keyblades. They flew around Twilight Town at mach speeds, Lea, Roxas, Sweetie Belle, Scootaloo, and Apple Bloom watching as flashes of light struck the air around a different part of the city as they clashed. It was like fireworks were going off all across the sky, only instead of them being festive, it was deadly, almost as if one of them could hit one of the buildings down below. Thankfully, this was only a memory of the world, and there were no other people down there unless Sora wanted them to be around.

Their air battle lead them back to the clock tower as both wielders landed on the ground hard, still swinging their blades while surrounded by a whirlwind of their combined weapons dancing and clashing around them. Xion was starting to lose it as her energy was drained from all the shifting forms, unleashing her strongest attacks, and suffering serious blows from Sora, while Sora was still raring to go despite getting smacked around before entering his Harmony Form. With only one shot left in a desperate attempt to win, Xion released a shockwave that pushed Sora back, and as he righted himself back onto his feet with the Keyblades and Elements of Harmony standing beside him.

Putting her Keyblades together, she created a vortex between him and her, sucking Sora and the ethereal Mane Six in. Her blades flashed as she shot them up in the air, letting out a yell as she unleashed storm of light raining down on Sora. Gathering his Keyblades around him, Sora created a powerful barrier with their combined power, creating a pair of wings made of bright light that covered him, shielding him from the beams of light and the vortex trying to pull him in. Xion's desperation attack blinded everyone as the beams unleashed a powerful flash. When the light dimmed, she gasped in shock as she saw the protective wings keeping Sora safe were still intact, which opened up as Sora lunged out, and with a powerful swing, he struck through Xion and skid to a halt behind her.

The world grew silent as if time seemed to have stopped, the fillies, Roxas, and Lea waiting for Sora or Xion to make a move. After several long minutes, Xion's Keyblades fell and clattered to the invisible ground. Her body shined brightly, unleashing a blinding light as they went from the top of the tower back to the front entrance to the train station. Xion reverted back to her normal self, letting out a groan as she fell on her knees, catching herself with her hands before she completely collapsed on the ground. Roxas, Lea, Apple Bloom, Sweetie Belle, and Scootaloo found themselves back by the gateway where they were blocked off, the barrier disappearing and allowing them through.

"Sora!" the Crusaders cried out as they immediately ran up to him.

Sora dismissed his Harmony Form, facing the Crusaders as they leapt up into his arms, catching them in a group hug. Lea and Roxas approached them, though the were more focused on Xion as they heard her panting, still alive as the final blow dealt to her only changed her back to normal.

"Xion?" Roxas said as he reached his hand out to touch her shoulder.

She tensed when she touched him, but upon contact, Roxas gasped as he experienced more memories flashing through him, only they seemed to belong to Xion as he witnessed the stress she had gone through when she was around. There was a fight she got into with Riku on the bridge entrance to The Beast's Castle, where she lost and suffered not only physical pain, but psychological as well when he insulted her by calling her a sham. Saïx calling her a failure when she couldn't complete her mission stopping Riku while he was dressed like an Organization XIII member. Her conflicting memories of who she was only turning out to be a lie as they were Sora's memories and not her original's as she was a puppet created by Organization XIII. Even her anxiety trying to create memories with Axel and Roxas before coming to a decision to give back what memories of Sora she did have in her, only for her death to be completely erased from everyone's memories who had a close connection with her.

"Yo, Roxas," Lea called out, noticing the blank expression on the Nobody's face. Roxas finally snapped back to reality, his lost memories of Xion finally coming back to him. "You spaced out...What's up?"

Before he could answer, Xion pulled herself away from Roxas and stood up, nearly losing her balance as she turned to face them, pointing her Keyblade at them. Her face was matted with tears as more welled up in her eyes. Despite being able to stand and continue fighting, she was already drained of her power, breathing heavily as she struggled not to emotionally break down. Roxas looked back at Sora, transferring the lost memories he had regained to him as the wielder looked at Xion sympathetically.

"W-Why?" Xion asked, her voice cracking while choking back a sob. "Why couldn't you just forget about me...?"

"...I can't forget about one of my best friends," Roxas said. "Out of everyone in Organization XIII, you and Axel were the best part of my life...I...I remember everything."

"I don't," Lea said. "...At least, not completely, but there are some important ones I'm starting to memorize again."

"But why!?" Xion asked again. "Who am I supposed to be!? What was supposed to be my purpose if all I was meant to do was take away your powers if the Organization found you worthless, Roxas!?"

"I don't care about that," he assured.

"I tried to kill you, Roxas!" Xion shouted angrily. "What kind of friend tries to do something like that to their best friend!? I wanted you to kill me, because I don't have a purpose! I don't have a life! You do!" Roxas tried to approach her, but she yelled and swung at him. He summoned the Oathkeeper Keyblade and blocked her swing, knocking the Keyblade out of her hand and sent it sliding toward Sora, who stopped it with his foot. "Just look at me, Roxas! Who do you see!? Who do I look like!?"

"You're you," Roxas honestly said.

"No I'm not!" she argued. "I'm Sora! I'm the memories of Kairi from Sora's heart! I am not me! I never was me to begin with! I'm not even a Nobody like you! I'm just a worthless puppet who doesn't belong anywhere!"

Xion tried to slap Roxas, but he caught her wrist before she hit his face, then to her shock, he hugged her tightly. "...You are not worthless," Roxas said calmly, making Xion's breath hitch in her throat. "If you were a puppet, you wouldn't have been able to show any emotion whatsoever. You have feelings, you have memories, even if the ones you did remember back then weren't your own. I don't even care if you were hurting me by stealing my powers whenever you're around me. All I cared about, every single day, was that we'd always be together, that we would forever stay best friends no matter what anyone else says." Xion trembled, letting out a whimper as she wanted to ignore every heartfelt word Roxas was telling her, but to hear him say he looked past what she's done to him. "I won't let you leave us...never again...Who else will I have ice cream with at the end of a long day?"

That emotional dam broke as those words were the last ones he said to her before she faded away in his arms. Xion hugged Roxas as she buried her face against his shoulder, crying heavily as she held her friend tightly. In the end, she felt relieved to know that she would never be forgotten, even if the only way she could ever be remembered was deep in Sora's heart as a long forgotten memory, which felt like it was slowly fading away with each passing day. Lea, Sora, Apple Bloom, Sweetie Belle, and Scootaloo stood in silence, the unicorn filly tearing up at such a happy reunion as she snuggled into Sora's embrace. Lea wasn't able to keep a straight face as a happy tear began rolling down his cheek, something Sora noticed from the flame assassin.

"You alright there, Lea?" he asked.

"Huh? Oh!" Lea quickly rubbed his eyes, sniffing as he tried to play off his emotions as if he was perfectly fine. "Yeah, I'm cool. Just...allergies."

"This is my heart we're in, not the real Twilight Town," Sora said with a smirk. "No pollen or sunlight to make your body act up."

"I'm allergic to emotions," Lea stated, Sora and the Crusaders giggling at the terrible excuse. "What!? That's a thing! Look it up!"

"Oh sure! That means we got allergies, too!" Apple Bloom said as she wiped her own nose playfully.

Lea sighed, hunching over miserably as he was being teased by the three fillies. He stood upright with a grin though, happy to see Xion again and see her finally realize she was never forgotten.


Once Xion had calmed down enough, everyone gathered at the top of the train station's clock tower, sitting on the edge as they looked out over Twilight Town and the sunset casting its light over the town. She even gave everyone a stick of Sea-Salt ice cream as they relaxed after the stressful and emotional event, not as salty as the fillies expected, but they bit their treat as they looked out across the town.

"Ah, the good old days," Lea commented. "...Unless you count being bossed around by Xemnas to do a mission every single day, then I guess it wasn't that great."

"I can definitely look past working for Organization XIII," Roxas said. "The chose to believe they didn't have a heart and relied on Kingdom Hearts to give them one. But with us, it's a lot different."

Xion silently nodded in agreement. "Say, what's this place called?" Sweetie Belle asked curiously. "Is this another world like Sora's home?"

"This is Twilight Town," Sora said. "It's a pretty nice town, with some friendly faces. Some, like Seifer...not so much."

"It's real pretty," Apple Bloom said, munching on her ice cream. "But why's it called 'Twilight Town'? It looks more like a city."

"Yeah. It'd be like calling Manehattan 'Tiny Villa'," Scootaloo added.

"I guess the scenery fits the name more than the town itself," Lea said, pointing his ice cream at the setting sun. "A twilight view from up here matches the title perfectly. Makes you want to stay above ground level and watch this forever."

"Speaking of ground..." Sora looked over at Apple Bloom, Sweetie Belle, and Scootaloo, the trio wincing as they felt his eyes on them. They slowly turned their heads to look at him, giving them a disappointed look. "You three are going to be grounded when we get you out of here and tell your sisters where you've been."

"Aww, come on," Scootaloo whined. "We only wanted to help."

"And we did!" Apple Bloom added.

"You three stepped through a portal neither of you had any idea where it would end up, you ran into Vanitas of all things you should have avoided, and if Xion didn't set up that barrier, you all could have gotten seriously hurt when we were fighting," Sora listed, being very strict as he avoided faltering from their cute faces.

"...But we found Xion for you," Sweetie Belle said. "It would have taken forever without us helping."

Sora hummed in thought, bringing his ice cream to his lips as he nibbled on the salty-sweet treat. "...Two months should be sensible."

"Two months!?" the Crusaders exclaimed.

"Do you girls want to make it three?" Sora goaded, the fillies wilting and lowering their heads as they were silenced. "I thought not."

"Sora, don't be so hard on them," Xion said. "We know how rambunctious they can be. I stopped Vanitas before he could make fun of them more, or try to hurt Scootaloo when she instigated the fighting..." Sora looked at Xion, raising a brow as he waved his hand at the pegasus filly. "...Ok, Scootaloo would definitely be grounded...She takes after Rainbow Dash way too much."

"As long as she doesn't have as big of an ego as her, I think we'll be safe," Roxas said.

The rest of the day was spent with them all relaxing, discussing other things, and Sora proposing having the whole gang enter his heart to meet Xion. Unfortunately, she declined the offer, just content to hang out with Roxas as she didn't feel comfortable meeting the others, especially Kairi when she looks a lot like her a few years ago. When it was time to go, Lea made sure to keep an eye on Apple Bloom, Sweetie Belle, and Scootaloo as they made their way back to the central hub of Sora's heart and return to the waking world. Sora told them he'd catch up as he stayed for a little bit, now alone with his Nobody and a replica that was technically a part of him.

"Hope you're not sore with me beating you, Xion," Sora said, Xion shaking her head no in response.

"I think I needed it," she said. "For so long, I wanted to be remembered again, but the memories of me that Roxas had were so faint that they felt like I barely existed at all." Xion looked down at the ground, bringing a hand to her arm and squeezed it, feeling ashamed for being so negative. "I think my hopes faded when I first bumped into Vanitas, when you entered your Anti-Form."

"So you met him before?" Sora asked.

"...I...actually believed him when he kept telling me I was nothing, something that should have never existed," Xion said sadly. "I really shouldn't have, but he got to me...I was afraid of what you'd think of me if we ever met each other...so I hid from you."

"But despite that, you were willing to help Sora by guiding Aqua and Terra to where they were trapped when they confronted Vanitas," Roxas noted. "Did you know he was grateful for your help, even if you weren't a part of the fight?"

"I actually was, and they distracted Vanitas long enough for me to hear the girls as they gave me the strength to stop him," Sora added, giving her a wide grin. "You may be a copy of me and Roxas, but you have your own life. And to me, you're like the friend I never knew I had, and I'm glad to have met you personally."

Sora held his hand out to Xion, who held her own out to him as they both shook each other's hand. Sora began to fade away as he was about to wake up, Lea leaving his heart with the Crusaders as his body was illuminated in a flash of light, then disappeared. Xion was alone with Roxas, the two best friends making their way through Sora's memories as they caught up on a lot of lost time. Even though Axel wasn't around and Lea can't exactly visit Sora's heart every day, Xion was fine knowing that he'll always keep her memorized.

"So, Xion, what do you want to do while we catch up on some lost time?" Roxas asked as they strolled through the empty streets of Twilight Town.

"...How about we go to the beach?" Xion suggested, making Roxas balk in surprise as he looked at her nervously.

"You know, when someone suggests going to the beach around me, it never really happens," he said. "Not even in a simulation of Twilight Town the last week before returning to Sora. And if you want to go to Destiny Islands, where Vanitas is being held prisoner, that'll ruin yet another beach trip, only this time, I'll actually be at the beach."

"It won't be anywhere near him," Xion reassured, making a doorway appear before them as they walked through to their beach spot, giving Roxas that chance to enjoy a day at the beach like he had always wanted.


Lea walked out of the portal, back in Equestria as a unicorn, only to yelp when he lost his balance and fell on his stomach. "Ugh...I am not going to get used to this transforming thing."

Apple Bloom, Sweetie Belle, and Scootaloo followed after him, looking down at the stallion as he grumbled. "What happened?"

"I fell," he uttered. "How about you try transitioning from two legs to four sometime?"

"Ah'd rather stay a pony," Apple Bloom said, Scootaloo and Sweetie Belle nodding in agreement.

Lea sat up, looking back at the portal and Sora, which disappeared as the sleeping stallion began to wake up. Sora sat up, stretching his legs with a groan. He looked at the Crusaders, the three fillies giving him an innocent grin, hoping he didn't remember he was going to punish them.

"Don't even give me the cute faces," Sora scolded. "You three are still going to be grounded, and your sisters are going to get an earful."

They lowered their heads and let out a groan, being escorted out of the room and out to their homes where their sisters will definitely agree with Sora's grounding punishment. Lea decided to wander around the castle a bit, slightly relieved to have those lost memories of Xion back again. At least his head was free from the migraines of those memories forcing themselves back into his skull. He wasn't sure if he would ever see Xion in his own heart, knowing now that she was technically Sora was was a part of him, but one day, he'll find a way to see her again and rekindle what of Axel's relationship with her was left after their last farewell.

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