• Published 10th May 2016
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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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The Caribbean (Part 1)

Kaito sat in the study, whiling away his time under the watchful eye of the Organization with some of the books that Demyx was tasked with taking from Equestria. He doubted he was going to be out in the field assisting them, but they thought he would try to hinder them and escape. Even if he could, the threat of either of them going after Manami weighed heavily over him. His only ally in this group seemed to be Luxord and Ansem the Wise, though the later was just as much as a prisoner as he was.

Since their last experiment with a pony vessel was wasted, the brilliant scientist was left to his silence as he pondered what else they were keeping him around for. His brief moment meeting Sora and hearing how skilled of a warrior he was made him believe he was the one capable of stopping the likes of Xehanort. He was shocked to have met Sora's father, even though he was just the Nobody of the man, and from how strong he seemed from escaping being a part of the Nobody Organization XIII, he felt sorry for the defeated Nobody and his predicament. Ansem had always thought the Nobodies were just creatures that should never exist because they lacked hearts, but after using Namine and mistreating Roxas as an inferior being, who were the Nobodies of Kairi and Sora respectfully, but in the end, his research failed and proved that some Nobodies are capable of finding their hearts, even as they confuse themselves for who they used to be.

A portal of darkness appeared in the study, distracting the two. Luxord walked out with a stoic frown, seemingly perturbed, but he focused on Kaito.

"Seems luck is in your favor, Kaito," Luxord said. "You'll be coming along with me."

"How does that make me lucky?" Kaito questioned, slamming the book shut before laying it on a nearby desk.

"Under my supervision, you'll be accompanying me to search for the Black Box," Luxord explained. "We heard of a little tip that it might be in one of the many worlds. You'll get to be free for a little while. And I believe you might enjoy it since it's quite a vast ocean there."

"Ha ha. Just because I smell like the sea, you all think I enjoy a cruise on the ocean," Kaito mumbled. His eyes shifted slightly, not wanting to let Luxord know he's actually a little excited to do a bit of adventuring on the high seas, though that came mostly from his real self's emotions than his own. "...When do we shove off?"

"Now's the best time," Luxord said with a smirk. "That, and judging by the others' run-ins with our enemies, we may bump into Sora and his companions." As incredible as the thought was, Kaito felt completely anxious. His freedom was only temporary while Luxord was around in the world, so he couldn't wander too far from him. He could run into Sora, and as much as he wanted to inform him what happened to him, he was afraid if the Organization found out, they'd hold Manami hostage, worrying Kaito further and also fueling Sora's own rage or desperation. And if he couldn't tell Sora the truth, he was only going to feel more guilty by hiding it, thus leaving his true allies unprepared for what the Organization is up to. Seeing his hesitation, Luxord placed a hand on the Nobody's shoulder. "Whatever happens if we part ways to spread our search, my lips are sealed."

"...You really won't tell?" Kaito questioned skeptically. "I still don't know what your intentions are."

"Why do you think I slipped that card on you?" Luxord asked. Kaito's hand went to his pocket, where he secretly stored the family photo Luxord copied onto one of his cards. "Consider it a token of trust between two Nobodies who can see through the ruse this Organization is playing at."

Kaito was still uncertain to willingly put his trust in either of the members in the Organization. But if Luxord suspects Xigbar is hiding something else that Xehanort doesn't know, he must be planning to go rogue as well. For now, he was going to need to trust Luxord, and he was going to hold him to it if he helped keep his connection with Sora and Manami.

"...Fine. But if you stab me in the back, I'll cleave you and your cards to pieces," Kaito warned. Luxord gave him a silent nod, then gestured for him to walk through the still opened portal. As he stepped forward, he paused and looked at the gambler. "So where have you been since I last saw you?"

"I had a meeting to attend," Luxord said. "Myself, Demyx, Larxene, and Marluxia were gathered by Xemnas. Apparently, the four of us have played a much more...prominent role in the past than we can recall." He glanced at Ansem the Wise, who he didn't mind listening in on the two's "private" conversation. "...Something involving an ancient Keyblade legacy."

Stunned, Kaito and Ansem stared at Luxord. Without another word, Luxord stepped forward and walked through the portal. They both then looked at each other, finding more puzzles with unanswered solutions to what they didn't even know existed. Kaito didn't know about numbers nine through twelve in the old Organization, where he was supposedly chosen to be number nine before. Before he could think over who exactly Luxord, Demyx, Larxene, and Marluxia were before they were Nobodies, he hurried after Luxord before he was left behind. As the portal closed, Ansem blinked, dumbfounded.

"...An ancient Keyblade legacy?" he repeated.


Silverstream hummed as she made her way to her next class. She was amazed she could keep up with her schooling as well as her training, especially when her mind's mostly been distracted by a certain griffon among her group of friends. Ever since Gallus had kissed her while they were all gathered together in their dreams, anytime she was around him now, she found it hard to look him in the eyes. Without him, she wouldn't have passed her test to face her biggest fear shared among her kind. He was a bit rough around the edges, but that was only because of his poor upbringing in Griffonstone, and he was able to show his true colors around them. Her heart fluttered at the moment their beaks connected in such an intimate way, even if it was by confusion when he thought he was still "dreaming", and whenever he's around, her usual bubbly and chatty rambling was reduced to either embarrassed silence or mumbles.

With her thoughts distracting her once more, she turned the corner and wound up bumping into Gallus, sending their held school supplies scattered all over the floor around them. "Ogh! S-Sorry, Silv," Gallus apologized.

"N-No! I...I wasn't paying attention!" Silverstream assured, her cheeks burning red. "I couldn't stop thinking about...uhh..." Her eyes swiftly shifted every which way, finding something random to help excuse her lack of attention. One of the books they dropped showed images of gardening and gardening tools. "...I was thinking about how weird farming tools are!"

"Uhh, what?" Gallus uttered.

"Yeah! I don't think we even have any of these back at Mt. Aris, or Seaquestria!" Silverstream said. "Not much dirt under the sea aside from sand, and even then, the only plant we can grow under the ocean was kelp!"

She grinned widely, hoping her random rambling would pass from her awkward fumbling. "...You get excited with just about anything," Gallus chuckled, which only made the hippogriff weak-kneed. "Weird thing to bring up, too. Professor Applejack's teaching the importance of handling farming tools and proper planting. Griffonstone barely had any properly grown fruits or vegetables, but the hard work can be good training."

"Oh, well, you know me! Just...being weird and dorky like always!" Silverstream remarked. As she scrambled to grab her schoolwork, she and Gallus accidentally brushed claws as they reached for the very same farming book that Gallus was learning from. Blushing madly, Silverstream froze as they both looked at each other. "...You...sure you're alright?"

"...I...BATHROOM!" she blurted out, zipping off, scattering their belongings more with a flap of her wings. She flew into an empty classroom a few halls down, panting heavily to still her overly-excited heart, flushing more in embarrassment as she groaned, burying her claws in her face. "'Farming tools'? I talked about farming tools!?...Well, to be fair, I rambled about how awesome stairs and sinks are since there were never a need for them in the ocean-side of home, but FARMING TOOLS!? UGH! Why am I so awkwardly shy around Gallus now!?"

"Because you like him?" Silverstream squawked in surprise, realizing the classroom wasn't exactly empty. Spike was busy cleaning up the room for the next class. He chuckled at her stunned response as he swept up a pile of dust. "I know how hard it must be to crush on somepony you like."

"...You do?" Silverstream asked.

"Yeah. Don't tell anyone, but...I have a crush on Rarity," the baby dragon said.

"...Isn't she like ten years older than you?" the hippogriff questioned.

Grimacing, Spike stammered, quickly changing the topic from his crush to Silverstream's. "A-Anyway, why don't you just ask him out?"

"What!? But...Gallus is my friend!" she exclaimed.

"So? It's obvious that Gallus likes you," Spike stated. "And Twilight thinks my crush on Rarity is way too obvious."

"I...I didn't even know he liked me like that," Silverstream mumbled. "I just thought...he was being goofy whenever he looked at me..." She really didn't want to tell Spike what happened when Eraqus gathered their dreams together. She didn't realize how blind she was to notice his reactions around her over everything else up until that first kiss. It also didn't help when she had thanked Gallus for encouraging her to face her fear with a kiss on the cheek. His reaction should have told her how he thought of her after that, but she was too relieved to have faced the Storm King and his army's shadows. "Mph...I'm such a wreck when I'm around him now...I can barely think without him flying around my mind."

"Yeah. That's always the best feeling," Spike hummed as he started daydreaming about the fashionista. "What I wouldn't do for the most beautiful mare in all of Equestria..."

"Silverstream, please report to Headmare Twilight's office." The intercom announcing her name snapped Silverstream out of her predicament.

"Uh oh. Did I do something wrong?" she uttered. "Did I forget an important assignment and need to make it up?" Ignoring Spike listlessly sweeping the same mound of dust while distracted by his own romantic thoughts with him and Rarity, Silverstream left and made her way to the headmare's office. Wondering just what she did to get herself into trouble, she entered the office, surprised to see Aqua was waiting for her along with Twilight. "Master Aqua? What are you doing here? Wait! Did I miss a training day!? Is that why I'm being called!?"

"Relax, Silverstream," Twilight assured. "You're not in any trouble. I just called you down here so Aqua can tell you something."

"Which is seeing you venture out to your first world with Sora, Donald, and Goofy," Aqua stated.

"Really!? Yes!" Silverstream cheered. "Finally! Where am I going!? Is it gonna be fun!? Can I whack some baddies!? What about my schoolwork!? Do I need to bring sunblock!?"

Aqua gently silenced Silverstream's excited rambling by closing her beak with her magic. "Just go grab your things and meet Sora by the Gummi ships. He's got the coordinates to where you'll all be heading."

The hippogriff quickly nodded her head, then left the room once her beak was released and began cheering, ready for adventure and forgetting all about her awkward crush with Gallus. It didn't last long when she zipped off and wasn't aware of the next corner, ramming into Gallus once again and landing on top of him.

"Augh! Ok, this is starting to get a little annoying," Gallus grumbled. Immediately, her anxiety came flooding back, quickly scrambling off of the griffon while he sat up and rubbed his back. "I'm gonna petition to have mirrors around corners so we know when anyone else is gonna come running down here."

"S-Sorry," Silverstream meekly apologized.

"I blame the corners," Gallus lightly joked. "So what's your hurry now? You forgot where the restrooms were?"

"Actually, I'm about to go on a trip with Master Sora," she said.

"Oh, cool. You're off to save a world like the rest of us," Gallus congratulated. "Where you going?"

"I...don't know yet, but it might be...fun?" Silverstream mumbled.

She flinched when she felt him grab her shoulders, giving them an encouraging squeeze. "You can handle it," he assured. "You're a whole lot more ready than I was when I was the first one out of us to go. Just...try not to get split up like I did."

"R-Right. I hope I don't," Silverstream promised.

"Well, good luck," Gallus said. "Kick some Heartless butt."

"Y-Yeah. Will do." Silverstream began to step around, bumping into Gallus again when he mistook which direction she was going to take. Their heads butted slightly, beaks brushing against one another. Stammering, the two backed away, blushing heavily. "Uhh, I'm just...gonna walk on my right."

"Heh. Y-Yeah. Right. Right is...right," Gallus mumbled.

Avoiding another awkward bump, Silverstream hurried off to get her adventure saddlebags in her dorm room. All the while, she couldn't stop mentally beating herself up for once again bumping into Gallus and acting more like a lovestruck dummy. As much as she wanted to ask Gallus if he wanted to date her and knew he deeply cared about her, she was afraid of ruining the friendship they had. She wondered if it would work between them if they did go out together. Shaking those thoughts aside, she tried to put on her game face and focus on her first outing with Sora.

With her gear strapped, she flew from the school to the outer fields where the Gummi ships rested. Down below waiting for her, Rarity and Applejack would also be joining them

"There you are, Silverstream!" Sora called out. "Ready to go?"

"Born ready!" she proclaimed.

"At least Rarity didn't bring her whole house with her," Applejack said.

"Ha ha, Applejack. I've gotten used to only bringing the necessities," Rarity scoffed. "Speaking of, where are we going to?"

Sora grinned in response. "The best world I've ever been to in my entire life. Second to meeting the real life Santa Claus in Christmas Town."


In the bustling streets of an island trade port, people scattered about, from delivering goods on ships to selling them in the market. Many of them were dressed in weathered clothing due to the tropical climate of the seas surrounding the massive island. Other men overlooking some of the docks and more regal vessels among the piers were soldiers, dressed in red or blue coats with white pants, shin-high brown boots, black hats, and carried around a rapier at the hip with a musket strapped to their backs. This busy market was known as Port Royal, one of the biggest trade islands on the most dangerous of waters: the Caribbean.

At the other end of the island was a fortress made of stone, standing atop the hill overlooking the sea from all directions. A portal of darkness appeared on the lookout of the fortress, Luxord stepping out along with Kaito a moment later. The portal disappeared behind them as Kaito marveled at the vast sea, the ships sailing in or out of the harbor, the scent of salty sea air hitting his face as the wind blew in their direction.

"Whoa," Kaito uttered.

"Welcome to Port Royal," Luxord said. "A landmark on the Caribbean Sea where all sorts of trade comes in and out."

"...Ok, you were right," Kaito admitted. He took in a deep breath through his nose, relishing the sea air as he let out a sigh. "This is my kind of world." As much as he enjoyed being here, Kaito's grin faltered as he realized how big the ocean was, and what they're supposed to be searching for. "...We're supposed to find a chest somewhere around here? Or out there?"

"Precisely." Another portal opened up behind them. Turning around, Luxord and Kaito were surprised to see Vexen appear from the fading dark void. Kaito leered at Luxord, apparently disappointed that he withheld the fact someone else was joining them, though the gambler seemed to not expect Vexen of all people to willingly join them. "As much as I loathe to do grunt work like this, I need to get out of that building before my waning sanity diminishes."

"What are you doing here?" Luxord demanded.

"Xigbar wanted me to make sure to keep an eye on him," Vexen said as he pointed at Kaito, making the Nobody grumble bitterly. "But, considering this world is vast with water and you're searching for this strange Black Box, you will need a highly skilled navigator to keep track of every coordinate we pass so we can acquire it and its secrets."

"Great. The brooding scientist is joining us on this excursion," Kaito huffed.

"We can handle searching for it ourselves," Luxord assured. "We planned to split up and comb over every inch of this world to make our search faster."

"And risk losing sight of the Organization's thirteenth!?" Vexen questioned. "Luxord, I've witnessed what he can do! You have no clue just how powerful he can be alone!"

"Listen here, you whiny tattletale," Kaito growled. "I don't need you reminding me of what's at stake for my imprisonment in this group. Xigbar made his blackmailing very clear. If you think you can order me around, I'll remind you just how deadly I can be if you cross me!"

"Y-You wouldn't dare!" Vexen panicked, backing away slightly.

"They clearly don't need you or the lazy brat in an adult body with that ugly mullet! They wouldn't even know you're dead!" Before Kaito began to grow more aggressive, Luxord stood in front of him, gently nudging him back.

"Easy, friend. Your anger is not worth wasting on him," Luxord said. "To ease Vexen's concerns about betraying the Organization again, let us set a curfew for you to regroup with us on this island."

Kaito growled, feeling humiliated being treated like he was a little kid. If it would keep Vexen from running his loud, exaggerated mouth to the higher ups, he would accept checking in to avoid getting himself in more trouble.

"You can't be serious!" Vexen exclaimed. "He isn't going to return! You're going to let him roam around free, and I'm going to take the brunt of the responsibility!"

Luxord raised his hand, materializing a card between his fingers, then flicked it at Kaito, who swiftly caught it. "As long as he holds onto that, I'll send one of my Gamblers to appear wherever he's currently at. That'll remind him to return here at this fortress to check in and report what he may have discovered." Kaito grumbled as he looked down at the card. It had a clock on the face of it, the minute hand silently shifting as if the time limit to his temporary freedom has already begun. Vexen grunted in disgruntled dissatisfaction, but Luxord ignored him and approached Kaito, giving him another pat on the shoulder. "As I said to you earlier, luck is in your favor this time. Try to have a little fun."

Sighing, Kaito stuffed the card in his coat pocket. "Fine, 'dad'. And tell 'mom' not to have a heart attack," he sarcastically remarked.

"W-What did you just insinuate me as!?" Vexen exclaimed, disturbed by being called the metaphorical mother from Kaito's comical jab.

Not wasting anymore time conversing with his chaperones, Kaito faced the lookout, then sprinted off and leapt out toward the sea. Diving head first into the water, he used the momentum to glide near the shallow sands of the inlet, making his way to the dock to procure himself a personal vessel. While sneaking his way toward the docks, his breath feeling like it was going to wear, he inhaled slightly through his nose, startled to figure out that he was able to breathe underwater. As strange as it seemed, he must have figured his affinity with water granted him more than just control over any source of water around him. Ignoring this newfound power, he spotted a dinghy that was abandoned by a couple of the soldiers patrolling the area.

Peeking his head up on the surface, he heard the duo chatting, barely paying much attention to their conversation and focused on the boat. Carefully climbing into the small boat, being as quiet as possible, he removed the rope mooring it to one of the posts on the dock.

"Lord Becket has really made counsel with THE Davy Jones?" one of the soldiers asked.

"From what I've heard," the other confirmed. "If it will rid these seas of these meddlesome pirates, I'm glad he'd get the most dangerous captain of the Caribbean to join us in killing every last one of them."

"Davy Jones? He exists in this world?" Kaito uttered under his breath. Though he had no knowledge on pirates, his other self's memories of legends from the ocean had made him eager to see this deadly captain. "I guess Luxord's not so bad if he knows what tickles my fancy."

Keeping low, he used his aquatic manipulation to push his newly acquired boat and head out to the opened mouth of the island. "Huh? Hey! Someone's taking our dinghy!"

"So much for stealing without getting caught," Kaito grumbled, but he was going to make the most of his fun while it lasted. He turned around, spotting the soldiers running to the edge of the dock, bringing out their muskets and began loading them with a round and gunpowder. He laughed at the primitive weapons and gave them a wave. "Thanks for your vessel, gentlemen! I'll be sure to treat her well!"

The soldiers took aim and fired. Kaito raised his hands, launching a pillar of water between him and the soldiers, slowing down the small iron balls as they struck the water, harmlessly dropping into the water before they even came close to touching him. Caught off guard and terrified, dropping their muskets in shock, Kaito dropped the water, saluted to them, then sped his new boat off, turning the dinghy into a magically manipulated motorboat. He didn't bother with raising the mast or using the sail, heading out to sea and relishing the salty air rushing at his face.


"Yo ho, yo ho, a pirate's life for me~!"

Sora sang a jaunty pirate's song as he and his "crew" immediately jumped from their Gummi ship on an island and procured themselves an abandoned raft that was near their landing zone. Upon entry in an old world he, Donald, and Goofy had been to before, their outfits had changed unlike last time, matching the look of a small pirate crew. Their clothes dirty and worn, Sora was dressed like a pirate captain, still keeping a theme of his normal clothing while wearing a longer black coat, grayed beige and dark brown striped shorts, black boots, and a seafaring pirate captain's hat which bore a crown sigil on the left side, and Donald and Goofy wore bandannas on their heads that replaced their respective caps.

Applejack, Rarity, and Silverstream had also gained some additional garments upon their landing. Applejack's stetson was altered slightly, keeping its initial rounded brim while bearing a red feather sitting in a black band around the base, her ribbons that tied her hair were also worn out and dirty to fit that rugged pirate look, and she even had a red bandanna around her neck with slight tears in it. Rarity was in a Victorian style purple dress, though it was loose and didn't constrain her too much to make it difficult to fight should the need arise. While elegant with diamond patterns along the skirt, its rough and ragged style made her look as rogue as a cutthroat without really looking the part. Silverstream had a faded sky blue bandanna around her head, the fringe of her feathers sticking out from beneath the cloth at her forehead, an earring attached to her right ear with two colored seashells matching her cousin Skystar's shell puppets, Shelly and Sheldon, and around her waist was a periwinkle sash.

Donald and Goofy were in charge of paddling their "vessel" out to sea while Sora commanded them and singing sea shanties to pass the time. The sun had already gone down as they navigated the ocean via the stars.

"Well, this is not what I had expected when you were excited about being here," Rarity grumbled. "And just jumping on a mysterious, conveniently placed raft on an island without procuring any supplies so we don't die from dehydration!?"

"Ah think Ah managed to pack enough for us, but Ah do have to agree with Rarity, Sora," Applejack said. "Not a smart idea just makin' us float on a raft and pretendin' to be pirates."

"Hey, we're not pretending!" Sora reasoned. "This world has one of the best pirates to ever exist! Captain Jack Sparrow!"

"Ooh! Is he actually a sparrow?" Silverstream asked curiously.

"No. There are people here, no talking birds," Sora said. "Although, maybe Captain Celaeno might enjoy sea travel as much as air travel."

"Not really a pirate crew when we're on such a small raft," Goofy mentioned.

Their raft was almost like the one Sora, Riku, and Kairi tried to make several years ago back on Destiny Island. There was a single lantern tied to the mast, giving a little bit more light under the clear night sky with the full moon shining down on them.

"Where are we even going, anyway?" Donald questioned. "I think we're lost."

"And we've sailed too far away from where the Gummi ship is," Applejack said.

"Ugh. Perfect. And if there's pirates in this world, they'll probably find my belongings and take them!" Rarity complained.

"...Rares, the Gummi ship is cloaked," Applejack reminded the unicorn.

"And WE'RE pirates, so we can just take it back!" Silverstream added giddily. "But I don't know if my dad would like that. He and Commander Seaspray would probably keep me grounded if I stole anything."

"We're in a completely different world," Sora assured the hippogriff. "But not all pirates are that bad. I wonder how Jack, Elisabeth, and Will are doing since we last saw them."

While coasting along the gentle seas, Applejack, Rarity, and Silverstream's ears perked up curiously. "...Is that...rushin' water?" Applejack asked.

"Like a waterfall?" Rarity asked. "In the middle of the ocean?"

Up ahead, Silverstream thought she saw foaming waters, and they were heading straight for it. "Uhh, worlds are supposed to be spherical, right?"

"Aye, Miss Silverstream," Sora agreed, adding in a pirate accent, too excited being one to pay attention to the horizon. "The seas are vast, and there may be treasure waiting to be dug up and spent on food and drink."

"Then why does it look like that's the end of the world?" the hippogriff pointed out.

Confused, the others looked at the ocean water beginning to pick up speed and fall over an impossible edge that shouldn't exist on any planet. Soon, panic struck them when they realized that they were literally going to fall over a wide stretch of space in this world's seas that fell down into the end of the world.

"Why must we start things off by BEING IN MORTAL PERIL!?" Rarity shrieked.

"Donald, Goofy, hard to starboard!" Sora ordered.

Donald and Goofy began paddling for their lives, but they only managed to turn themselves around. "What good is that gonna do us!?" Rarity screamed, she, Applejack, Sora, and Silverstream holding on as the rushing water began to shift their balance off.

"Hang on, everypony!" Applejack called out.

The raft soon tipped over and sent the crew falling into the end of the world. They all screamed, disappearing into the foggy mist of splashing ocean water.


Hours seemed to pass as Sora grunted, squinting his eyes opened. He didn't know how long they had been unconscious, but it seemed to be daytime. The sky was filled with clouds, or what could be clouds, finding no sun despite how bright the land was. The others soon groaned and woke up, all of them sitting up. Shocked, from winding up lost in the sea, they now found themselves lost in a vast, seemingly endless sea of white sand. There were slight hints of mountainous land in the distance around them, but how far they were felt like hundreds of miles where they woke up.

"...Where are we?" Silverstream asked.

"I have no idea," Sora said. They stood up, grimacing slightly from the sweltering heat. It was almost like they were transported to a desert, the exact opposite of the world they were sent to. "Not a drop of water anywhere."

"Well, this is just fantastic," Rarity whined. "Stupidly taking a raft out to sea, then falling over the end of the world, and now we're going to die from heat stroke in the middle of nowhere!"

"There's gotta be a way out of here," Applejack said. "We can't give up this easily."

"Let's start walking in a direction, and stick close so we don't get lost," Sora suggested.

Silently agreeing, they followed their captain and began their trek across the endless white sands. Their walk lasted for hours, the unbearable heat weighing down on them, and quickly drained what fresh water they had kept very quickly. Silverstream panted as she tailed behind her mentors, opening the canteen and tilted her head back, but it was completely empty.

"...Water's gone," she whined.

"This...is worse...than trudging through that desert," Rarity grumbled. "Are we even getting closer to something? I feel like we haven't been moving for the last half hour..."

"Ugh...I'm so exhausted," Donald groaned.

Sora let out a tired sigh, wiping his brow of sweat. "Some pirates we became. We won't get anywhere without a ship."

"How would we sail on the sand in a ship, Sora?" Applejack questioned.

Unaware of their surroundings, Silverstream was the first to glance to their right when she heard the sound of rapid scuttling sounds. As she turned her head, her tired eyes grew wide when she saw a massive ship sailing on the sand. She rubbed her eyes, thinking she was seeing things, but she wasn't being tricked by a mirage. And the scuttling she's heard came from the sliding ship, watching what appeared to be thousands of little white sand crabs working in tandem to pull and guide the huge vessel "sailing" toward them.

"...Uhh...guys? I think I found one," she called out.

Looking back, the rest of the crew did a double-take, stopping and staring at the ship in awe. As Sora gazed at the ship, he found it looked very familiar.

"Wait...That's...the Black Pearl," Sora said. Stunned, the ship sailed past them, carried off by the mysterious little crabs. "Follow that ship!"

Getting their second wind, not questioning how they were lucky enough to find a boat, they all ran and hurried after it. While focusing on the Black Pearl, they didn't notice someone was running up alongside them, and moving at a much faster pace than them. Wearing a similar style of pirate uniform Sora wore, the taller man's outfit was mostly black with tall brown boots, a white and red striped sash hanging loosely at his hip, a saber hilted on his left hip while a flintlock pistol rested on his front right. Beneath he hat and bandanna were long dreads that hung past his shoulders, sporting a brown mustache and a goatee that was braided into two strands.

"Hail, Sora!" the man called out and continued running past him.

Sora had a feeling the Black Pearl's captain wasn't too far off, recognizing him straight away. "Jack Sparrow!"

The man paused and turned around with a disgruntled sneer. "CAPTAIN Jack Sparrow," he corrected.

The others came to a stop and stood before Jack. "So, this is this Jack Sparrow who you know," Silverstream said in awe.

"I am a captain, and you shall address me as such...weird, talking bird thing that exists in my head," Jack stated.

"Say, Captain Jack, do you know where we are?" Sora asked.

"Belay that!" Jack turned and continued running toward the Black Pearl. "Ship absconding!"

"The ship's doing what?" Rarity questioned.

"Help me catch the Pearl before it gets away!" Jack explained.

"Aye aye, captain!" They continued their pursuit, but just as they were getting closer, Heartless began to appear and impede their path. Digging out of the sand, Earth Cores popped up and shot their sharp, jagged earth spikes at them. Summoning their weapons, Sora created a barrier around them, blocking the spikes. "Heartless incoming!"

Applejack leapt forward, taking on the trio of Earth Cores that appeared. She smacked one in their vulnerable faces, hooking it to her Keyblade's apple-shaped teeth and spun it around. The Heartless smacked into its companions, leaving them wide open while she slammed the one she caught hard to the ground, killing it. Rarity and Silverstream leapt up, aiming down their Keyblades and launched a barrage of Blizzard spells on the helpless Earth Cores. The ice did its work and killed them quickly.

"I don't know if being stuck in this place is making me hallucinate more than usual, but those two bright and shiny horses and the talking four-legged parrot all seem to have the same Keyblade as you, Mister Sora," Jack noted.

"Belay that!" Sora teasingly stated. "We've got a Pearl to catch!"

"Belay that belaying!" Jack argued. "I'm not losing me ship again!"

Suddenly, they heard loud booms coming from the vessel. While it was fleeing, the Black Pearl had turned slightly, its cannons launching cannonballs in their direction.

"INCOMING!" Applejack shouted as they scattered.

Narrowly dodging the explosive impact of the surprisingly accurate cannonballs, they continued their pursuit, keeping an eye out both for the Heartless and whoever's firing at them. "Cease fire!" Jack yelled out.

"Is there anyone even on the ship!?" Donald squawked. "It's being carried by crabs!"

"We won't catch up if we're gonna get blown to pieces!" Sora exclaimed as they dove away from another volley of cannonballs. "Silverstream, see if you can fly on ahead and weigh the Pearl's anchor!"

"Aye aye, Captain Sora!" Silverstream said, flapping her wings and flew on ahead.

More Earth Cores popped up to block the grounded crew while Silverstream continued onward. She was a little nervous for Jack Sparrow, but when she looked back, the pirate was able to hold his own with the Heartless with his own sword, being comically nimble than he seemed while avoiding getting struck by the Earth Cores'. Focusing back on the ship, she weaved around more cannon fire that was aimed at her, breaching the gap between them. She flew down toward the deck to try to put the anchor down, but the ship began to slow to a stop, and appearing before her were a new type of Heartless.

Yelping, Silverstream used Aero to shove herself back, landing back to the ground as the new Heartless hovered down to confront her. They were definitely pirates by their apparel, but they were only the upper half of a torso, a sword hand on their left while their right was a chain hook arm with an anchor attached to it. They "hung" from the air on that anchor, and as they moved, the anchor acted like a propeller that did more than help them ascend or descend while in midair. One of them flung their anchor arm, latching at the air above Silverstream an hookshot itself toward her, rearing back its blade arm to slash at her.

It was intercepted by a bomb that was flung at it, striking its face and exploding in a fireball, knocking it back. "Bloody Heartless commandeering my ship yet again!" Jack came rushing in, carrying some more lit bombs in his hands. He threw the whole lot, staggering the two Heartless, joining Silverstream as he eyed the fiends who dared to use his ship without his permission. "Hope you're not too green around the gills, little missy."

"Well, I don't think my gills are green, but I think I've got this covered!" Silverstream said.

Sora, Donald, Goofy, Rarity, and Applejack took care of the other Earth Cores and hurried over to provide assistance. Just as they got close, a barrier of sand kicked up and blocked them, leaving Jack and Silverstream by themselves against the two Heartless. The enemies dove down, using their bodies like wrecking balls to crash into them. Jack staggered backwards to avoid them while Silverstream slid beneath them. Getting back up and spinning around, she flicked her Keyblade in the air, shooting a geyser of water from beneath the Heartless with her magic. Flung up and soaking wet, she then launched a Thundara spell, adding more damage to the shuddering Heartless.

Stunned and paralyzed, they fell back to the ground with a painful thud, finished off by Jack and Silverstream slashing at them with their blades. The barrier disappeared once the hearts flew out and faded into the sky.

"Well, that takes care of that," Jack said, returning his sword back to his hip. "Now, let's get my Pearl back to sea...Which would be, ehh..." Looking around the expanse of white sand, Jack brought a finger to his lips and wet it, holding it up to gauge the direction of the wind. "...No wind...Wonderful."

"I don't know if there's any water around here at all," Applejack uttered.

While figuring out what to do now, one of the sand crabs approached Silverstream. Its legs tickled at her back leg, getting her attention as she looked down at it.

"Maybe these little crabs know the way?" she suggested. "I mean, they were dragging the ship across the sand."

"Perhaps...Very well. Men! Odd creatures who aren't men! On deck!" Jack ordered as he approached his vessel.

"How rude," Rarity huffed.

Silverstream picked up the curious crab who approached her and flew up to the deck. Finding a rope ladder connected to one side, she sent it over, which reached down far enough to the ground where the bottom of the ship would actually rest on the surface of the ocean. Once everyone was on board, Jack took the helm as the millions of crabs began to carry the Black Pearl across the sand, up a dune nearby, and helped it slide down where they could finally see a shore and the ocean.

Bracing themselves as they began to slide down the sand dune toward the water, Sora spotted several other people who were not too far from a wrecked portion of a ship that rested on the shore. If there were others who got caught up in sailing the high seas and wound up falling off the edge of the world, they were lucky to have met other survivors who didn't suffer in the deadly heat of this massive, deserted island. They seemed just as surprised, one of them holding one of the same crabs Silverstream held and skittered while carrying the Black Pearl into the water. As the ship hit the shallow shores, the crabs pushed the vessel a bit further out so it wasn't beached.

"Anchor down!" Jack ordered.

"Anchor down!" Sora repeated, jumping down to the anchor wheel and kicked it, sending it spinning and dropping the heavy iron anchor down to halt the Black Pearl.

While it was still in the shallows, they all climbed down the ladder to greet the other unfortunate travelers who were trapped along with them. As they got closer, Sora recognized two of them despite their new change of clothes since the last few years he'd last seen them. William Turner, the man whom a cursed pirate captain named Barbossa hunted for his blood to be freed from said curse, wore a ragged black coat, a dark red shirt, and black pants and boots. Elizabeth Swan, a woman who was caught in the middle of the cursed pirates' hunt trying to protect Will, she was no longer the elegant lady she used to be. She was wearing what looked like Chinese-style pirate clothing, colored black with some faded gold accents and floral designs along the coat that expressed eastern Asian culture, which was weird to see on a British woman like herself.

The other two who they were able to see among the group were definitely new. One of them was an older man with grayed hair, sideburns, and beard, where the sideburns connected with his beard, tan pants, a white long-sleeved shirt with the sleeves rolled up to his forearms, a blue vest, and black boots. The other was a woman with dark skin with her long brown hair in dreadlocks, wearing a ragged multi-colored dress, a holed shawl over her shoulders, multiple necklaces, and she was walking on the shore barefoot. The woman was petting one of those little crabs, eyeing Sora and his company curiously with a grin.

"Sora! Donald! Goofy!" Elizabeth greeted.

"Jack!" the other man said, elated to see Jack Sparrow.

Giving the man a scowl, Jack approached the older man. "Mister Gibbs," he grunted, his tone commanding.

"Aye, Cap'n," Gibbs said.

"I thought so," Jack mumbled to himself. "I expect you're able to account for your actions, then."

"Actions?" Goofy asked. "Uhh, what did he do?"

"There's been a perpetual and virulent lack of discipline upon my vessel. Why?" Jack questioned.

"...Sir, you're...you're in Davy Jones' Locker, Cap'n," Gibbs said.

Jack's face twitched slightly in response, while the new arrivals were confused by the name of where they fell into. "Davy Jones' Locker?" Sora questioned. "I thought that was supposed to be deep under the ocean."

"Well, I definitely don't see any lockers," Silverstream said. "This Davy Jones guy got ripped off. Nothing but endless sand, and some water...Speaking of water, do any of you have fresh water? We're dying of thirst!"

Elizabeth, Will, and Gibbs gawked at the hippogriff, along with Rarity and Applejack. "...Who are they?" Will asked.

"Well, ya know Sora, Donald, and Goofy, but we're...new around here, and we're with them," Applejack said. "Mah name is-"

"Applejack," the other woman said, startling the group. "And Rarity...And Silverstream." Astonished, the woman grinned at them. Even Will, Elizabeth, Gibbs, and Jack were surprised to know that this strange woman knew their names, and wasn't as bothered by them being talking creatures that clearly don't belong in their world. "I am Tia Dalma."

"You...You know our names?" Rarity voiced out.

"She must be a psychic!" Silverstream squealed.

"'Captain' Jack Sparrow!" Behind the other group of survivors, the last of them made their presence known, and this was another man Sora remembered running into in this world, but not in a pleasant way.

Wearing a dark black-gray coat, black boots, a brown belt with a yellow and red sash above his waist, a faded reddish-brown vest, and a tattered, wide-rimmed hat with a couple black feathers sticking out. Beneath his hat was shoulder length, dirty blonde hair, and a thick, wiry beard. He glanced at Sora and his friends, smirking in recognition and from the shocked expressions on their faces.

"Barbossa!? You're alive!?" Sora exclaimed. "How!? Jack killed you!"

"Ah! Hector!" Jack greeted as he sauntered over to the dastardly pirate captain. "It's been too long, hasn't it?"

"Aye, Isla de Muerta, remember?" Barbossa reminded Jack. "Your cabin boy witnessed you shootin' me."

"...No I didn't," Jack denied.

"Well, if a shot from a flintlock pistol won't kill you, perhaps my Keybalde will!" Sora summoned his Keyblade, but as he was about to charge into Barbossa, Will grabbed Sora's arm and stopped him.

"Relax, Sora. As much as it pains all of us to say this, Barbossa is with us," Will said.

"Huh!? He is!?" Struck with disbelief, he looked at Barbossa. "But...how did he come back!? He didn't turn into a Heartless...Did he?"

"That would be me doin'," Tia Dalma said.

"She could bring the dead back to life?" Rarity uttered, feeling absolutely mortified that they're in the presence of a deceased pirate.

"What was Jack even doing down here?" Donald asked. "If this is supposed to be Davy Jones' Locker, that means...we fell into a grave beyond the grave!"

"Well, Jack neglected to repay a certain debt to Davy Jones," Will explained, annoyed. "So Jones sent the Kracken to devour Jack, and that's why he ended up here."

"And Barbossa was brought back to help us wrest Jack from his fate," Elisabeth added.

"And judgin' by his behavior when we bumped into him, he's thinkin' we're some kinda illusion," Applejack said.

"How long has he been wandering around here?" Goofy asked.

"Not long enough," Elizabeth grumbled.

Jack deliriously glanced at everyone, walking past Elizabeth and giving her the stink-eye. "So, you all came to my rescue, eh?" he questioned. "Seeing as I possess a ship and you don't, you're the ones in need of rescuing. And I'm not sure as I'm in the mood."

Elizabeth grimaced, backing away as Jack seemed to emphasize his disdain toward her over something, but Will stood in his way. "Jack, Cutler Beckett has the heart of Davy Jones. He controls the Flying Dutchman."

"He's taken over the seas," Elizabeth added.

"And him must be stopped," Tia Dalma added as well. "The Brethren Court is called."

The little crab in Silverstream's hand clicked its claws in agreement. "The Brethren Court? What's that?" she asked curiously.

"And what have we missed since we took care of Barbossa and Luxord years ago?" Sora asked, eyeing Barbossa, being very wary of the shifty non-dead pirate.

"We'll explain once we set sail and figure out how to get out of Davy Jones' locker," Will said.

"And why should I set sail with either of you?" Jack questioned. "You leave me alone for one minute, everything goes to pot, and you expect me to take you all on my ship after four of you tried to have me killed?"

"We haven't!" Silverstream said. "Besides just running into him and running after his ship, we also helped him fight off Heartless that attacked us and shot cannonballs at us!"

"Right you are. Sora, Donald, Goofy, and...the other three. You're hired!" Jack said. Sora silently cheered, having enjoyed his time with Jack Sparrow before and eager to do some more swashbuckling pirating again. Rarity had no idea what kind of appeal Jack had if he couldn't bother remembering hers, Applejack's, or Silverstream's names. Jack then glanced at Will, Elizabeth, Gibbs, Tia Dalma, and Barbossa. "Tia Dalma, you can come...Gibbs...you can come." Gibbs seemed relieved, and Jack was done gathering his new crew as he turned and began making his way toward the Black Pearl. "Weigh anchor, all hands! Prepare to make sail!"

Despite Jack only picking a few the crew who came with Will, Elizabeth, Tia Dalma, Barbossa, and Gibbs, the other members of the trapped crew joined in. They didn't want to be stranded in Davy Jones' Locker for another minute. As everyone made their way to the Black Pearl, Jack pulled out his trusty compass. Silverstream hovered beside him, hearing it spinning around erratically, keeping her new crab friend perched on her head.

"I think your compass is broken, Captain Jack," she pointed out.

Jack made no comment, closing his compass as he seemed baffled, knowing full well this compass of his likes to react in mysterious ways. "Jack," Barbossa called out. Reluctant to, the captain turned around to leer at Barbossa, who gave him a cocky grin, holding a large scroll that held a map, tapping his fingers against it. "Which way you goin', Jack?"

Suppressing a sneer, Jack ignored his old friend who betrayed him, getting his focus back on the task at hand. Once everyone was on board, they got into position to maneuver the large vessel, they headed out to sea. Jack gave Sora the job of manning the helm, which excited the Key Bearer as he eagerly took his position. While following Jack's orders, Tia Dalma took much of an interest in the outsiders. From how well she knew of Rarity, Applejack, and Silverstream's names, she must have figured they weren't truly from around these seas, or not of their world. While the rest of the crew were busy with the rest of the ship, Tia Dalma gave them a little history lesson and what had occurred since Sora, Donald, and Goofy had last been to this world.

The pirate captain Davy Jones was once a man who was well known on the high seas. He had fallen in love with a sea goddess, named Calypso, and she gave him the occupation of ferrying drowned souls to the afterlife. After every ten years of doing this task, he would be free to reunite with her for a day and be able to step on dry land again. However, the romantic story ended with tragedy as Calypso had betrayed his love and was impatient, thus making Jones bitter and vengeful. With a broken heart, he demanded the Brethren Court, a secret group of pirates from all over the seven seas, seal Calypso in a human form, which happened to be none other than Tia Dalma. He even cut out his own heart, keeping it contained in a black chest that was stored on the Flying Dutchman, only now, his heart is in the hands of Cutler Beckett, a power-hungry man who wants to rule over all the seas of the world and eliminate pirates indefinitely.

And this debt Jack failed to repay to Jones involved the Black Pearl. For thirteen years, he would man the ship in exchange for his soul. But only three years in, Barbossa committed a mutiny, leaving Jack stranded on an island with only a pistol and one round for ten years. That explained how Barbossa was commandeering the Black Pearl, along with finding the ancient Aztec gold that cursed him and his crew into becoming undead pirates. Sora still couldn't believe that Barbossa was given another chance at life for his own selfish greed. Just as long as he doesn't repeat the same mistake around him or his friends, he was going to show the greedy pirate he wasn't going down without a fight.

"Wow. So, Jack's really gone and dug himself quite a big hole, huh?" Sora pondered. "I think we can help get Jack out of his predicament."

"Cast your fate with Jack Sparrow, and you soon be sharing in the wrath of Davy Jones," Tia Dalma warned.

"Pth. Like we're scared of a Kracken," Silverstream scoffed, then blinked as she had no idea what a Kracken even was. "...What's a Kracken?"

"The Kracken be a massive beast of the sea, tamed by Jones to drown his victims into the Locker," the woman explained.

"Basically, it's a giant octopus with sharp teeth and a deadly grip with its many tentacles," Donald described, which made Silverstream's face turn pale.

"...Oh. I'd rather fight Heartless than a Kracken, thank you," she said.

"So let me see if I got this right," Applejack said. "Jack wants to get out of this debt with Davy Jones. He's runnin' away in fear of gettin' eaten by the Kraken, again, and he wants to kill him so he can be a free man. Well, as free as a pirate can be without runnin' into trouble."

"Davy Jones be a hard man to kill," Tia Dalma said. "He be an impervious vessel that knows no death. The only way to kill him is his heart, contained within that chest."

"So he turned himself into a Heartless?" Rarity questioned. "I...I don't think that makes sense."

"...Unless it's his physical heart," Sora pondered, which made the others grow pale and disgusted by the thought. Helping Jack erase his debt was a lot harder than it sounded. Especially when Davy Jones has his own crew that was probably just as invulnerable as he was. While Sora looked out at the sea, keeping his hands on the wheel to keep them from going off course, he didn't see any sign of land since they left the sandy prison. "Hey, Cap'n, you know how to get us out of Davy Jones' Locker yet!? It doesn't look like we're making headway!"

Jack didn't respond, muttering to himself as he toyed with the Chinese map. Rarity and Applejack went over to see the map for themselves, but neither of them seemed to understand what to make of the Chinese characters and the moveable center to align along the edges of the circular map.

"'Up is down'...Why can't these riddles be any bloody clearer?" Jack grumbled.

"What in the hay does that mean?" Applejack asked.

"Hmm...Well, from where we are, we fell down into some strange plane of realms between life and death," Rarity pondered, getting into her detective mode to uncover the mystery behind such a vague clue. "...Perhaps it's saying to think backwards? Underneath the box?"

"Backwards?" Jack muttered. "'Over the edge, back, over again, sunrise sets, flash of green.'" Glancing up from the map, he stared at the sun, then back down at the map as Rarity's suggestion of thinking about the clue in reverse gave him an epiphany. "...No. Not sunrise." Turning the map around, flipping it around to see the ship on the map is upside down and makes rays of light from the sun on the map's design in the center. "Sun-down. And rise up." Both mares looked at each other, confused by what he uncovered until he suddenly pointed at the starboard side. "What's that!?"

His cry alerted everyone and looked out to the starboard bow. Everyone gathered, trying to see what it was before Jack suddenly ran toward the port side, searching for whatever it was he saw.

"What is he doing?" Goofy asked.

"Is it Heartless?" Sora asked as they all ran to the port side, only to have Jack run back to starboard.

"It's moving very fast! What is that!?" Completely clueless, they kept trying to follow Jack, their constant back and forth causing the ship to rock along with their rushed searching.

"I think he's lost his marbles," Rarity grumbled. "More than he already seems to have lost."

"He's rocking the ship," Elizabeth pointed out.

Barbossa's eyes widened, glancing back at the map, then grinned. "He's rockin' the ship," he repeated. "Aye, he's onto it. All hands together! Time it with the swell!"

Having no clue why Barbossa was agreeing with Jack, the crew all followed what Jack was doing. Barbossa grabbed the map, then ordered the rest of the crew to loosen the cannons and anything heavy and wedge down to let them freely slide, adding more weight to their constant rocking. As weird as it was, Silverstream was laughing, finding the boat rocking enjoyable while barely questioning why they were doing this in the first place. Slowly, the Black Pearl was close to capsizing itself, finding it harder and harder to balance themselves as they held onto the railing with each rock inching closer and closer to fully tipping.

"And now up, is down!" Jack said, everyone rushing back one more time as they were successful in flipping the ship over.

Everyone held onto the portside rail for their lives, and held their breaths as they were fully submerged and flipped upside down. Silverstream giggled, activating her pearl and transforming herself into a seapony. Her pirate outfit didn't change, even as her transformation had startled the other pirates, keeping their breaths held as they gawked at her.

"Wow! That was fun! Who knew capsizing a huge boat would be so exciting!?...Why'd we do that anyway?" As she glanced at everyone, aware of their awkward stares, she forgot to warn them of her magical ability to shapeshift into another form. "Oh yeah. I think I have a bit of explaining to do. I'm a hippogriff, but I can also turn into a seapony." Suddenly, a green flash on the horizon nearly blinded everyone, then the buoyancy of the ship suddenly shot them down, which actually felt like they were being shot up and press against the deck. Breaching the surface, the Black Pearl bounced slightly until it rested on the ocean's surface. The pirates all coughed, shakily standing back up after experiencing such a wild phenomenon. "Aww. I thought we were gonna be upside down for a bit longer." Bringing her fins to her head, she checked on her little crab friend, who had kept a firm grip on her bandanna throughout the crazy capsizing. "You holding up, little guy?"

"Never fear!" Jack assured, readjusting his hat despite the rest of his clothing soaked with salt water. "All according to plan."

"What plan!?" Rarity exclaimed. "You trusted your gut over flipping the boat upside down and somehow bringing us back to the living over a dumb hunch of a guess!" She let out a whine, her curls ruined by the salty sea as she wrung out her mane. "This is going to be a nightmare to fix when we get back home."

"Better than bein' trapped in Davy Jones' Locker for the rest of our lives," Applejack grumbled.

"As long as we aren't reminded of our horrible outing at sea with Pinkie Pie a couple years ago," Rarity added.

The rest of the crew found their sea legs and began to make sure their cargo didn't get lost while upside down in the water. Gibbs was checking the durability of the ropes for the mast on the starboard side when he noticed something in the distance approaching them.

"Cap'n! Ship off the starboard side!" he called out, getting everyone's attention.

Staring out at the incoming vessel, the bold red sails with double gold frames blowing in the wind perturbed the pirates of this world. "I've never seen a ship like that before," Elizabeth said, growing concerned.

Around the ship, there were several small objects in flight that began to fly ahead of the mysterious ship. Curious, Barbossa pulled out his spyglass and gazed at the incoming fleet. His eye widened as what he thought were birds turned out to be nothing close to a gull or hawk. With small bodies of silver and black, swirling, glowing yellow eyes, and an anchor-shaped tail, he didn't expect to see these kinds of creatures again.

"Of all our rotten luck," he grumbled. "Heartless incoming!"

"Heartless!?" Jack exclaimed. "I knew it! Committing mutiny once again, Hector! And affiliating with those beasts again!"

"Don't impugn me honor, Jack!" Barbossa argued. "Why would I conspire with them!?"

"But you DID conspire with them," Jack pointed out, reminding Barbossa of the shifty lizard-like Heartless that was able to steal the moonlight in their battle to make him impervious in his cursed state.

Ignoring that, Barbossa focused on their survival. "Prepare the cannons!"

The crew scrambled to set up the cannons and load them up to take on the incoming fleet of flying Heartless coming their way. "There's no way they can get the cannons set up in time," Applejack said.

"Then we'll cover the crew and retaliate with our own power!" Donald said.

While the outsiders began to prepare themselves for a battle on the sea, Silverstream's crab friend tapped her ear. Getting her attention after she transformed back into a hippogriff, she looked up, her beak hanging open when she spotted something much larger than the small fleet of aerial Heartless heading their way. Shaped like a gargantuan vulture, its face skeletal, bearing three anchors chained to its neck and the base of its black, curled wings, and from spotting a pair of cannons at the base of its wings, those same cannons began to build up energy. It let out a roar, startling the crew as they all looked up as well, the giant Heartless firing its rounds down on the Black Pearl.

"Heads up!" Sora shouted.

The shots struck the water, barely grazing the starboard side of the Black Pearl. The impact knocked the ship a bit, rocking it and throwing everyone off balance. Silverstream grabbed her crustacean friend and placed him in her saddlebags.

"You'll be much safer in here than on my head, Sandy," she assured.

While everyone was still scrambling around, Donald, Goofy, Rarity, and Applejack launching spells or flinging their Keyblades to knock the incoming Heartless out of the air, Tia Dalma came up to Sora and whispered something in his ear. Confused, he glanced at her, but she only grinned and laughed softly before she turned and entered the captain's quarters for safety. He couldn't linger on what she spoke to him, quickly ducking as the massive vulture Heartless soaring high in the sky unleashed another powerful volley of cannon fire, striking the water from the port side.

"Gah! We gotta take that Raging Vulture out of the sky!" he said.

"Mind explaining how!?" Rarity asked. "The only one out of all of us who can reach that thing is Silverstream, and she's not ready to face something like that on her own!"

"And you aren't a pegasus while we're outside Equestria!" Goofy added.

Sora was planning to use his Ray of Hope form and use its power to fly up to take it down. The incoming Heartless that managed to slip by flew over the deck, releasing colorful streams of smoke behind them.

"Or, maybe I'll fly with a bit of style," Sora uttered with a grin. "Guys, keep the ship safe! Miss Silverstream, with me!"

"Aye aye, Captain Sora!" Silverstream cheered. She was about to ask how when she saw him jump after one of the fleeing Vaporflies, and began grinding on the smoke trail like a physical rail. "That is so cool! I want to do that!"

"Silverstream, you can fly," Applejack stated.

"...Oh yeah. But that still looks like fun." Wings or not, Silverstream was up to a fun new technique to try. Another Vaporfly zoomed overhead, releasing pink smoke behind it. She leapt up and stepped on the smoke, her claws immediately sliding and rising up after the Heartless. "WHEEEEEEEE!!!!! It's like a crazy roller coaster!"

Higher up, Sora was catching up to his Vaporfly. Leaping off the smoke trail, he landed on the Heartless' back, grabbing the horns sticking out from its head and began steering it. Silverstream flapped her wings, stabbing her trailing enemy with her Keyblade and flew alongside Sora.

"Ok! We need to keep its attention on us so it doesn't destroy the ship with its cannons!" Sora said. Silverstream nodded, but yelped as they were shot at from several different groups of Vaporflies that came out of nowhere. The two weaved around machine gun fire and missiles, narrowly getting shot down as they were being chased. "These things can shoot us, huh? Well, let's see if they like a taste of their own medicine!"

Giving his temporary mount's left horn a hard jerk upward, he made it fire its own machine gun bullets through its long, needle-shaped nose. He shot down the incoming Vaporflies, watching them disperse into freed hearts as they dove down slightly before fading away. Curious to know how the missiles shot out, he kicked its sides, forcing it to release middles from its underbelly, trail behind them a bit before flying off in a burst of speed, and home in on a gathered cluster. It exploded on impact, eradicating the group.

The Raging Vulture shrieked and began raining fireballs from its opened mouth down on the Black Pearl. Down below, Rarity and Donald launched Water spells to dissipate the incoming fire from above. The rest of the crew were ready to launch their cannons at the incoming ship sending the Heartless after them, but more Heartless appeared and boarded the ship. The same floating anchor ones from Davy Jones' Locker made a return, along with Pirates and Sky Pirates joining the fracas as the enemy pirate crew.

"Blasted Heartless! Get off my ship!" Jack shouted as he unsheathed his cutlass.

"We can take them, sugarcube!" Applejack said as she leapt in front of the captain. She slammed her Keyblade on the deck, releasing a shockwave that staggered the grounded Pirates as the impact Formchanged her blade into a hammer. "Just focus on the small fry and whoever's comin' our way!"

Rarity gathered the Heartless inching closer to the busy crew with Magnet, dragging them to her as she also Formchanged her Keyblade. The explosive shockwave of the diamond pieces snapping free stunned them as elemental energy surged and exploded, causing the trapped Heartless to scatter all over the deck on the opposite end of the other pirates. Grasping her rapier in her aura, Rarity lunged forward, practically sliding across the wooden deck as she slashed and smacked the stunned Heartless toward Applejack. With wide swings, she slammed the wide apple-shaped hammerhead into them, flinging them off the boat and into the drink.

The Anchor Raiders hooked themselves down to the ground, going after Rarity and tried to swing at her with their swords. With fluid finesse, Rarity leapt and spun, avoiding the cleaving swings. The floating diamonds shot forward, striking the tougher Heartless with different elemental explosions, leaving them vulnerable for several rapid thrusts into their chests.

"I swear, if either of you left a single cut in this dress, I will cleave you right through the brisket!" Rarity exclaimed, giving one of the Anchor Raiders one swift thrust, sending it flying and slamming into center mast of the ship.

The other one was about to fling its anchor arm at her, but Applejack saved her friend with a heavy hammer toss. The hammer smacked it in the face, shoving it back and hit the deck hard from the impact. The farm mare ran to the downed Heartless, summoning her hammer back in her mouth, then yelled as she leapt up and sent it crashing back down into its chest. Though it still survived, it was temporarily stunned.

"Let's see if mah buckin's more powerful when Ah try the next stage." Slamming the hilt, Applejack sent her weapon flying into the sky and spin rapidly. Sky Pirates swooped down to try to attack her, but her weapon split itself and homed in on her. Meeting it as she jumped high, they attached to her legs as gauntlets, and as she twisted herself around, she kicked and punched all four Heartless, sending them flying off the ship and straight into the water. As Applejack landed, she stood on her hind legs, surprised to find her balance despite being quadrupedal, but she was eager to try her hoof at Sora's style of hoof-to-hoof combat. "Which one of y'all wants a piece of me now!?"

Behind her, Pirates began to rush at her, but Rarity slid in their way, covering her back as she too unleashed her Keyblade of Generosity's second form. With a yell, thrusting the rapier upward, the sword split into four long segments, releasing a shockwave of elemental energy that stunned the Pirates. They attached to her legs as sharp, curved crystal blades and skates. Standing on her own hind legs as well, back to back with Applejack, the remaining Heartless and the two Anchor Raiders surrounded the two powered up mares.

"I believe that makes us even," Rarity said with a grin.

"What? Keepin' count now?" Applejack asked.

"No, but I am curious to see who can destroy more Heartless with these," the fashionista goaded as she flashed her back-hooved blades.

"Hope ya ain't too afraid of gettin' down and dirty after all these years," Applejack taunted.

"With dirt? Absolutely not," Rarity said. "Fighting, however...Perhaps I might with these ruffians."

The duo looked back at each other, then quickly spun and swapped places, rushing forward and attacked the Heartless. Rarity slid across the deck, slicing away while twirling and skating past the Pirates. Each strike sent different elemental blasts that further damaged them, even knocking them aside or up in the air to trap them in her spinning with her elegant dance. Applejack began pummeling a helpless Pirate into the deck, blocking their blades with her gauntlets as they tried to strike her from behind. While her forehooves did a decent amount of damage, even uppercutting them or giving a few swift jabs before a rough blow sent them crashing into the others in the Heartless pirate crew, her kicks from her hind legs were far more deadly from her years of apple bucking. A roundhouse smacked an Air Pirate into a line of grounded Pirates, the impact killed them as they all crashed into the railing of the ship. Her own bucks against those that came up behind her sent them flying overboard and out to the sea by several hundred yards.

One Anchor Raider flung its anchor toward Applejack to hook her, but she caught it in her hooves. Yanking the Heartless down, she pulled it toward her, and while keeping a firm hold on the anchor arm, she repeatedly punched it as she kept pulling it back like a giant paddleball. She then swung it around like a massive flail, catching all the nearby Heartless, turning them into a giant ball of helpless foes under her might. As Rarity skated closer, her magically charged diamonds trailing behind her while gathering more Heartless with a powerful Magnet pull, she expertly slid under or leapt over the growing mass Applejack was flailing about. Even her Anchor Raider that hovered after her to try to stop her got caught up in Applejack's Heartless flail, growing in size more and more.

Applejack let out a grunt, tossing the Heartless in the air. Rarity slid to a halt, standing below where they would fall, then began to spin in place in pirouette that increased in speed gradually. The floating diamonds followed, creating a cyclone of magical energy. The Heartless fell onto her, getting sliced and struck with different mini magic spells while flailing and bouncing against the deadly onslaught. The energy from her spinning built up, gathering Light and Dark magic within her sharpened skates and blades, followed by an explosive shockwave that sent the Heartless flying back up in the air as she finished her graceful dance in a pose.

They started to fall and slam onto the deck, some unfortunate enough to be killed while others were unbearably stunned. Rarity leapt back, leaving Applejack to finish them off. Slamming her forehooves together, she brought both of them together in a double hammer arm slam into the deck, causing an ethereal apple tree to shoot up around the Heartless. With a flip, she kicked and punched her gauntlets toward the tree, creating an apple-shaped target, then sprinted forward upon landing. Hollering, she skid across the deck, spun herself around, then bucked her hind legs hard into the target, violently shaking the magical tree and sending thousands of explosive ethereal apples raining down from its branches, far more than what Sora was able to drop with her finishing attack. The numerous explosions eradicated the rest of the Heartless pirate crew, and those caught in the shockwave were knocked overboard and sent down into Davy Jones' Locker.

High above, Sora and Silverstream caught up with the Raging Vulture as it turned itself around to attack the Black Pearl. Sora fired a salvo of missiles from his Vaporfly mount at the Heartless' face as it was about to rain down more fireballs on the ship. The explosions jerked its head to the side, forcing the fireballs to aim away and crash into the sea in a harmless cloud of steam. Getting its attention, it let out a loud shriek, turning around and began launching fireballs at Sora and Silverstream. While Silverstream was able to fly away, Sora's temporary Heartless buddy wasn't. He leapt off its back, letting the Vaporfly get shot down, going into a freefall and aimed for another Vaporfly trailing smoke beneath him.

Commandeering another one as he got closer, Sora flew back up and continued unleashing missiles at the Raging Vulture. Silverstream flew toward the Heartless head on, dipping under its chomping, bony beak, giving its underside a long slash with her Keyblade. Distracted by the hippogriff, Sora forced his new Vaporfly to fire at the Vulture while he also shot multiple light bullets with his Keyblade. Halted in midair trying to pick a target, Sora forced his mount to charge forward, and once he got close, jumped off, slicing through the smaller flying foe, then dove down onto the larger one.

Snagging onto one of its sharp spikes on its back, the Heartless shrieked, clearly not enjoying someone riding on it. Flapping its wings, it sped up to try to blow Sora off, but he wasn't going to let go of it and let it continue its aerial assault. Leaping from spike to spike, Sora reached the one closest to the Heartless' neck. Turning its head around, the Raging Vulture leered at Sora, screeching loudly in his face, blindly flying around as it focused on the pest that dared hitch a ride on it.

Silverstream flapped her wings hard, catching up with the Raging Vulture, watching Sora keep a firm hold on its spike while slashing away at its face. She yelped as a missile almost struck her and blasted her out of the sky. Behind her, a battalion of Vaporflies began tailing her. Stopping her pursuit, she turned and glared angrily at the dozens of Heartless.

"Hey! I don't have dangerous rockets like you do!" she shouted to the Heartless. "You wanna play dirty, then we'll get extremely filthy!"

They began firing their machine gun noses at the hippogriff. Silverstream protected herself with a Water barrier, keeping the shield up as she flew toward the Vaporflies. Ramming into the center of the fleet, she thrust her Keyblade skyward, casting a Thunder spell on her, striking her weapon, and began conducting the aquatic shield around her. She then dove down and began to spiral, creating a whirlwind that trailed behind her. Angling herself back up to the same altitude as her foes, she let out a shrill caw and suddenly blasted herself forward, all while still spinning. The mix of Aero, Water, and Thunder spells dispersed into an elementally charged sonic boom, spreading the electrified droplets of water that not only shocked the Vaporflies, but the added turbulence caused them to flip wildly or fall out of the sky while jittering from the electricity coursing through them.

While satisfied taking down the fleet that came after her, as she turned around to help Sora, her jaw dropped as she saw more and more Vaporflies replacing the ones that were lost. The only way they would disappear is if they took down the Vulture. Silverstream raced to assist Sora, weaving and flying around the random fire aimed at her. Sora was still hanging on to the Raging Vulture, avoiding getting singed by its fire breath by casting a barrier around himself while spinning around the Heartless' back spike. Taking a page from Sora's book, Silverstream flew into a Vaporfly that got too close to her, grabbing hold of it, then used its strange abilities to start blasting at the Raging Vulture.

The missiles struck the back of its head, making it screech and cease its fire breath. With Sora freed, he leapt forward and thrust his Keyblade through the Vulture's skull. With a cry, the giant Heartless began to glow, its body wilting as it began to fade away and release the heart inside it. Silverstream cheered, kicking off of the Vaporfly and began to celebrate their victory. While the other Vaporflies began to fade away, she wasn't aware of one of them locking onto the distracted hippogriff and launched a missile at her before joining its cohorts.

"Silverstream!" Sora called out, but wasn't able to warn her as gravity dragged him down to plummet toward the sea.

She looked down at him, her ears suddenly twitching, but as she turned around, the missile struck her and blew up. The impact sent her dropping out of the sky, knocking her unconscious. Sora widened his stance to slow his fall, maneuvering himself to fall toward her. When he was close enough, he grabbed her, yelling slightly as they were going to crash into the water, and they were off course from where the Black Pearl was. Holding her tightly, he braced himself as they both dove headfirst into the sea.

Sinking about a hundred feet into the water, Sora quickly flipped themselves upright and kicked his legs, getting them back up to the surface. He eventually breached the water, coughing slightly as he tried to keep Silverstream's head above the choppy waves. He frantically looked around, unable to find the Black Pearl anywhere. Worried that they somehow must have dove too far down and went right back into Davy Jones' Locker, they were quelled when he found a small boat heading right for them.

"Hey! Over here!" Sora shouted. "Man overboard!"

Unable to see who was on the boat from the sun's light in the background, the operator on it spotted them and came over to assist them. Once they got close, they helped Silverstream first, pulling her up into the safety of the boat. Sora grabbed the edge and pulled himself up, but when he saw who it was that rescued him, he was surprised to see who it was.

"Getting yourself in a bit more trouble again?" Helping Sora climb in, Kaito chuckled and pat the dumbfounded wielder's shoulder. "Saw the colorful smokescreen air show in the distance along with a giant Heartless attacking a ship. Guess I missed out on the fun."

"...What are you doing here?" Sora questioned.

"Uhh...Training," Kaito sheepishly answered.

"Sora! Silverstream!" Coming from the direction where the Black Pearl was floating, Applejack, Rarity, Donald, and Goofy were traveling on a lifeboat that was on the Black Pearl. Spotting him and Kaito, Donald and Goofy rowed toward them, pulling up alongside Kaito's dinghy. "There you are! And...Kaito?"

"Hey, guys," Kaito greeted.

Despite the others wanting to know what the Nobody was doing here, they were more concerned with Sora and Silverstream. "That Heartless flew too far from the ship while y'all were fightin' it," Applejack said. "We tried gettin' the others to bring the ship over to help get ya back on board, but they apparently had no time left to waste rescuing 'two lost causes'."

"I'm gonna guess those words came from Barbossa," Sora grumbled.

"Eeyup," Applejack grunted.

"Who the heck is Barbossa?" Kaito asked.

"Let's explain while we're not stranded in the middle of the ocean," Rarity begged.

"I do see an island west-southwest of here," Kaito said as he pointed toward an island that's not too far from where they floated. "Doesn't look like much solid land there, but it's better than nothing."

"Hopefully with a fresh spring," Donald sighed. "I'm so thirsty, I'm tempted to drink from the ocean at this point."

"You guys just relax. I'll take us there," Kaito said.

Raising his arms up, he pushed them forward, sending both their boats skimming across the water toward their destination. Donald and Goofy stowed the oars back in the lifeboat to avoid accidentally slowing down or turning around. As much as Sora wanted to continue hanging out with the pirate gang sans Barbossa, he needed to make sure Silverstream didn't get too badly hurt from the explosive missile earlier.

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