Hey everyone, Lightningsaix here. So after trying and scraping two other KH fanfics, I decided that doing a crossover between my favorite video game and my favorite anime would be best.

A bit of background: This story takes place before Chain of Memories, but after Roxas has been created. Anyways, I think that's all for now. I've got a lot more chapters coming up, some if you like what you read check back often. Until then, read, review, and enjoy!

Chapter 1: In Search of Worlds

Where Nothing Gathers was, in Roxas' opinion, one of the strangest and most unique rooms in the entire castle. It was a brilliantly white circular room that had thirteen tall white thrones situated against the walls. Each chair varied in height, with the most skilled members having the highest chairs. The room was also unique in that it had no doors or windows – it was only accessible by Corridor of Darkness.

The room also served as the council chambers for the Organization – where the members would meet and discuss new developments, and where Xemnas would assign missions. It was in yet another one of these meetings that Roxas found himself today.

Roxas leaned his head on his hand, his elbow resting on the armrest as he tried to stay awake during another one of Vexen's long-winded speeches. He was lecturing on and on today – more about the Heartless - and Roxas couldn't help but think of what he'd rather being doing than sitting here – like eating ice cream with Axel in Twilight Town.

"The Heartless, as you all may know, are attracted to hearts – particularly, the hearts of the sapient beings that inhabit these worlds. Their ultimate goal, of course, is to consume the very heart of said world," Vexen droned, completely unaware that half of the members were staring sleepily off into space. "Which leaves our organization in a very tricky position: we need the Heartless in order to complete Kingdom Hearts – in order to complete us – and the only way to do this is to destroy them. However, if we were to destroy all of the Heartless, then they would not be able to corrupt more hearts and make more Heartless, meaning that our supply of hearts will run dry-"

"Does this story have a point?" Xigbar said, cutting off Vexen, much to the relief of the other members. "Or, more importantly, an end?" Larxene burst out laughing; Vexen looked scandalized. Roxas looked around the room at the others. Most of the senior members, while relieved, gave Xigbar reproving looks. The newer members were much more willing to express their opinions.

"I agree," Luxord said with a grin. "Why not we cash in our chips and call it a day? We can finish the game tomorrow."

"You insolent-" Vexen began, but Saix cut him off.

"Get to the point, Vexen." Vexen glared at Saix, but he didn't dare argue with the second-in-command.

"My point was-" Vexen said, shooting a nasty look over at Xigbar. Xigbar rolled his eye, his finger tracing the motion on his eye patch. "-that we desperately need to find new worlds filled with fresh hearts that we can add to Kingdom Hearts. The worlds that we currently know about have almost run dry."

"So, that's easy," Demyx said. There was a large red hand-shaped mark from where he had fallen asleep, only to be jerked awake by the last argument. "We just send someone out to find more worlds. I suggest…someone who isn't me."

"It's not that simple, Demyx," Zexion said, rolling his eyes. "If it were, than we wouldn't be having this meeting." Demyx, who had looked about ready to leave, slouched back in his chair.

"Well, why can't we just find new worlds?" Roxas said. "Demyx is right, how hard can it be?" Zexion looked disgusted with his ignorance.

"We have found new worlds, Roxas, but they are all virtually empty."

"Huh?"

"The new worlds that we've found are uninhabited, and the few worlds that do have life don't have enough intelligent beings to be worth our while." Roxas leaned back in his chair, unsure of what to say.

"So, than, what do we do?" he said hopelessly.

"We double our search efforts," Saix said calmly. "This meeting was called to inform you that until further notice you will all be sent out to search for new worlds, in addition to your usual tasks."

Roxas' shoulders fell. More work? He barely had any free time as it was with his usual heart gathering, and now he wouldn't even have time for his daily Sea Salt Ice Cream with Axel. He wasn't the only one who was displeased. Demyx looked crestfallen; Axel rolled his eyes and folded his arms. Larxene – acted like Larxene.

"This blows!" she shouted. "Like hell I'm working double duty! Make Drama over there do it, he barely works as it is!" She said, pointing at Demyx. Demyx looked about ready to cry.

"No way! I work just like the rest of you. Keep to yourself, witc-"

"Enough," a deep voice rang through the air. The two instantly stopped bickering. You didn't talk when Xemnas was. "You've each been given your duties. Be glad that your extra efforts are hastening us to our ultimate goal. With every heart we collect we get closer to being complete beings. With every heart, we get closer to Kingdom Hearts." He paused for a moment, his yellow eyes sweeping the room and pausing for a moment on Roxas. "The meeting is adjourned," he said, and he quickly disappeared into a Corridor of Darkness.

"I suggest you all get rest, you'll need it," Saix said, before he too disappeared.

"This is your fault, Water-boy," Larxene said before leaving.

"What a witch, am I right?" Demyx said to Roxas before he, too left. The other members left without saying anything, until only Roxas, and one other were left.

"Hey, Roxas," Axel said with a smile. "Let's go get some ice cream."

Ginta's eyes snapped open as he woke. It took him a second to remember where he was, and why he was lying outside in a sleeping bag. Ginta sat up and looked around. He took one glance at the dark blue swirl that was the sky and remembered at once – he was still in the Training Gate with Princess Snow and Babbo. He lifted his head slightly as he glanced at the silver ball that was quietly snoozing besides him. Ginta was still slightly at awe with all of the new people and creatures he had met. Ginta closed his eyes again as he reviewed all that had happened to him.

A couple of weeks ago he was simply Ginta Toramizu, a regular old eighth grade kid living in Tokyo. Then one day during class, he was taken to another world, called MAR Heaven where all of the different characters and creatures from the fairy tales back home were real, and people used magical tools called ARM that would transform from simple jewelry or accessories to powerful weapons or guardians. Ginta paused for a moment as he tried to remember all the different types of ARM that existed – since he was going to be using them in his upcoming battles, he had better know all the different forms they can take. Suddenly his head was filled with Snow's voice.

"There are many different types of ARM, Ginta. There are Common ARM that act as various tools and equipment for day to day life; there are weapon ARM that can summon all different types of weapons for its user; there are Elemental ARM that allow the user to manipulate different elements. Light ARM can heal people, and Dark ARM hold all sorts of power, at the cost of the user, of course. Oh, and I almost forgot about Guardian ARM. These ARM summon a guardian to protect its user, who can't move from the spot that he summoned it at. And there are Dimension ARM, like the Training Gate. That's where we are now!"

Ginta was impressed that he remembered all of that. He reviewed the conversation a few more times to make sure that he had it all, than he went back to trying to make sense of all that had happened over the past couple of weeks.

As soon as he got to MAR he met a witch named Dorothy, and soon after that he found Babbo, who was a talking ball and chain ARM. Then he met Jack, who used to be a farmer before he joined up with Ginta and Babbo. After that they ran into Alviss, who was only a little older that he was, except that Alviss had much more experience fighting than he did. After that they met Princess Snow, and her loyal dog Edward. Edward was unique among the group, in that besides being a talking dog, he also shared his body with Alan, an extremely powerful member of the Cross Guard. Witches, princess, talking dogs… Ginta still couldn't get over how this adventure was just like one big fairy tale.

Ginta smiled as he remembered how he felt when his dreams finally came true, and the Gate Keeper Clown, a very rare dimension ARM, offered him the chance to go to MAR. At first he was full to bursting with excitement at the new world, but he had to admit that he did miss his mom, and his friend, Koyuki.

Ginta rolled onto his back and folded his arms under his head. He gazed up at the twirling lights gently rotating overhead. He scanned the night sky for any stars or constellations that he knew, but the night sky was just as foreign to him as the rest of MAR was. Ginta's stomach clenched as he remembered just how different this world was, his thoughts turning to his newfound enemies – the Chess Pieces.

Ginta sighed as he remembered about the Chess Pieces. At first he thought that MAR was such a peaceful world, but he quickly learned that this was not the case. Six years before he got to MAR, the evil Chess Pieces launched an all out war against the peaceful people of MAR. Oddly enough, somebody else from his world had been summoned to MAR then, and he was able to defeat the Chess Pieces' leader, Phantom. Unfortunately, Phantom was brought back to life, and it looked like Ginta was going to have to defeat him this time, or else all of the people of MAR would suffer.

Ginta, rolled over and tried to get comfortable again, but after a few moments of wrestling with his blanket he admitted defeat and sat up.

"Ginta?" a soft, sleepy voice said.

"Oh, sorry, Koy-" Ginta caught himself. He was still amazed at how much she looked like his childhood friend Koyuki. "-I mean Snow. I didn't mean to wake you."

"Oh, it's all right," she said, rubbing her eye. "Can't you sleep?"

"Nah, I'm too excited about fighting the Chess Pieces," Ginta said, smiling. "I want to see how much stronger I've gotten!"

"But aren't you scared? Even a little?" she asked with her usual worried look.

"Of course not!" Ginta said, a little louder than he had intended. "I mean, I'm the hero of this story right? I've got to fight my hardest to defeat the Chess Pieces so that no more innocent people get hurt. That's what heroes do, right?" Snow smiled and nodded. She opened her mouth to say something, but was interrupted.

"You know, it's really hard to sleep when my squire keeps flirting so loudly," Babbo said, a hint of annoyance in his voice. Ginta could feel himself going red, so he quickly turned his attention to the metal ball.

"Why don't you mind your own business, Bubble-head!" he said, planting his foot firmly in the back of the metal ball that served as Babbo's head. "And I'm not your squire!"

"Don't talk to me like that!" Babbo said indignantly. "And get your foot off of my head! It's filthy!"

"I'm not filthy! You're the one that goes bouncing on the ground all day!" Ginta shouted, seizing Babbo's long black moustache and pulling.

"How dare you!"

"Boys…" Snow said quietly, shaking her head as she rolled over onto her side, leaving Ginta and Babbo to wrestle on the grass.

"Hey, there you are, Roxas."

Roxas stumbled, half awake, into The Grey Area, which acted as a lounge for the other members to relax in. Axel was waiting for him.

"About time you showed up, everyone else is already gone. Even Demyx is out 'working'," he said, putting special emphasis on the last word. Roxas looked around the empty room; ever since Saix had issued his scouting order, most of the members worked from dusk till dawn. The Grey Area was just like the rest of The World That Never Was – cold and silent.

"Hey, Roxas, you awake?" Axel said, snapping his fingers in his face. Roxas was pulled from his stupor.

"Yeah, just a little tired," he said truthfully. "So where to today?"

Roxas and Axel had been teaming up for their missions lately. It was the only way Roxas could complete both his scouting missions and heart collection missions.

"I found a new Corridor that we haven't been through yet," Axel said as he stretched out his hand, a black obsidian portal appearing, waiting for them to enter. "It's somewhere between Twilight Town and Hollow Bastion, so I'm not really sure what to expect." Roxas nodded. Usually Organization XIII tried to work covertly (Xemnas explained that there were many beings who would seek to oppose the Organization if they were ever discovered), but there had been more than a few times where he and Axel had been forced to fight.

"Come on," Roxas said. "The sooner we get this done, the better. I don't know about you, but I've been craving some ice cream lately."

"Well, than hurry up," Axel said, laughing. "If you hadn't slept in, I'd be done already," he said over his shoulder as he disappeared through the portal. Roxas rolled his eyes and followed behind him.

Roxas stepped out of the portal and gasped. It appeared as though the two Nobodies had stepped into a battleground. They were in the middle of a burning and crumbling city; freshly slain corpses littered the stone plaza that they had stumbled into. Axel let out a low whistle.

"Man, what do you think happened here?" he said, scratching his red hair.

"I don't know," Roxas said, stooping down to examine one of the fallen. The man had a large wound in his stomach, his sword still clenched in his hands. "Do you think it was the Heartless?" Axel shook his head.

"The Heartless don't leave dead bodies…" He said bitterly as he strode towards one of the corpses. "It looks like it was two armies fighting," he said. "See, a lot of them are dressed normally, but these other ones have masks on, kind of like a uniform." Roxas couldn't help but feel sick at the massacre.

"So…so should we look around a bit?" He asked, trying to sound normal. Axel opened his mouth to respond, but he was interrupted by a shout from across the plaza.

"Hey! You two!" Roxas stood up as he looked for the source of the voice. "Freeze!"

"Uh-oh," Axel said. "Looks like we've got company," he said, nodding towards three men running towards them. Two of them had white and silver spears in their hands, while the middle one had two large blades attached to his arms. They wore identical masks, just like some of the dead soldiers.

"What should we do?" Roxas asked.

"I don't know," Axel said, shrugging. "Let's just play it cool."

The three men stopped in front of them and raised their weapons.

"Give it to us, now!" The middle one said, pressing the point of one of his blades into Axel's chest. "Or else!"

Axel glanced sideways at Roxas. Roxas shrugged; he had no idea what was going on either.

"I don't know what you're talking about," Axel said, brushing the blade away. "Give you what? We don't have anything." The masked soldier, apparently feeling as though Axel was too big to fight, instead directed his weapon towards Roxas.

"The Dimension ARM that you just used. We're confiscating it." Axel and Roxas exchanged confused looks.

"What's an ARM?" Roxas asked.

"Don't play dumb with us," one of the other men said. "The Chess Pieces are entitled to all powerful ARM, so cough it up, or we'll use lethal force."

"Seriously, guys, we have no idea what you're talking about," Axel said, backing away from the men. "So why don't you just put your spears away, and we can just go our separate ways?"

"So much for covert," Roxas said, backing away from the blade still pointed at his chest. The man in the middle nodded at his companions, who lifted their spears, ready to fight.

"Well," the man said with a little chuckle. "If you won't give it to us willingly, then we'll just have to take it," he said. He suddenly whirled about and lunged at Axel. Axel calmly stepped aside, and the man stumbled to the ground. His two companions ran to his aid and lifted him up.

"Listen," Axel shouted, his temper flaring up. "I don't know who you are, I don't know who the Chess Pieces are, and I don't know what an ARM is, but if you guys want to fight, then I'll guess we'll just have to shelve this whole covert thing and have a little fun!" Suddenly, a ball of flame erupted from each hand. The three soldiers stepped back as the flame expanded, revealing two red and silver chakrams spinning in his hands. "Got it memorized?"

The three men exchanged worried glances.

"What's the matter?" Axel said, grinning. "Don't tell me you're scared."

The head soldier, who had frozen at the sudden appearance of Axel's weapons, seemed to have regained some of his nerve, and he rushed at Axel. The soldier thrust his spear, and Axel blocked it. He quickly spun around and threw one of his chakrams. There was a clang of metal on metal as the masked soldier blocked it. Axel clenched his fist, and the chakram began to spin wildly, grinding against the spear. One of the other soldiers rushed to help, and Axel leapt forward, his chakram catching him in the chest.

The leader, meanwhile, was still occupied by Axel's spinning chakram. He thrust his arms forward, sending the chakram spinning back into Axel's outstretched hand.

The third soldier, who up until this point had seemed too scared to move, dashed forward and pulled the other comrade to his feet.

"Sir," he said, rather shakily. "What should we do?"

The leader paused for a moment, his eyes lingering on Axel's chakrams.

"Let's head back to base, men," he said, backing away. "And remember, if Halloween asks, we didn't find anything, got it?"

"Yes sir!" The other two said. Roxas watched with confused amusement as the three soldiers turned on their heels and ran out of the square.

"What was that all about?" Roxas asked.

"I don't know," Axel said, his chakrams disappearing with a puff of smoke. "And by the way, thanks for the help," he said, grinning.

"You seemed to handle it pretty well," Roxas said with a smile. "So what now?"

Axel took a quick look around, before turning to Roxas.

"I guess we can head back to the castle," he said as he created another portal. "It looks like we've already found out all that we need."

"Umm, we have?" Roxas said, raising an eyebrow.

"Jeez, you really aren't all here to today, are you?" Axel said, punching Roxas in the shoulder.

"What's that's supposed to mean?" Roxas said, punching him back.

"Use your head, Roxas," Axel said, tapping his own. "There obviously are enough sentient beings here to make this world useful to the Organization. Know we just report it and let Xemnas decide what to do with it."

"Okay than," Roxas said. "That was easy… So, want to go get some ice cream?"

Axel nodded, and they both walked into the portal.