So I had this sudden inspiration after reading a few Kingdom Hearts fanfiction. I always felt sorry for Organization XIII and the Nobodies in general. They were not truly evil. After all, all they wanted was a heart, although they did manipulate Sora to do it, which is not good. Since Xemnas is the leader of the Organization, I thought I should write in his point of view. This was further inspired when I learned about Terra, Master Eraqus and Master Xehanort. Enjoy!

Disclaimer: I own nothing in Kingdom Hearts. If I did, then Organization XIII would have hearts of their own.

It was all over.

Xemnas knew it as soon as he had resorted in using Final Form to fight the Keyblade wielders Sora and his friend Riku. Being a Nobody, he couldn't even feel desperation or determinedness. He knew he couldn't possibly win after the two had defeated him twice while he was immersed with the remaining power of Kingdom Hearts.

But…

Xemnas had to do something about these two, always hindering his plans. They were obstacles to be eliminated in order for Kingdom Hearts to be reconstructed. Then he will proceed with the plan uninterrupted.

He frowned a little as he continued to dodge and strike back at Sora. Where did those thoughts come from? Didn't he just conclude that he couldn't win this battle? Kingdom Hearts was destroyed and there was no hope of rebuilding it without a Keyblade wielder. Then why was he fighting the two?

They are obstacles to be eliminated, that is why you fight. A small sinister voice seemed to whisper.

Xemnas frowned even deeper as he weaved around in a circle, shooting numerous red glowing laser-like blades at the two boys. He thought of the Organization members that have fallen and how he was the only survivor now.

They were only tools. The voice whispered again, Disposed of after they served their usefulness.

Be silent! Xemnas became strangely impatient when he heard them described as thus, Even if they were tools, I would not have allowed them to be eliminated like this. Picked off by that Keyblade brat and his pathetic friend like this. It is like we don't deserve to live at all, to be killed like that Ansem Seeker of Darkness and his Heartless army.

Why do you fight then? A seemly different voice, full of wisdom intoned.

Xemnas thought. It has been always easy for him to think while on the move, even in battle. He thought of the destroyed Kingdom Hearts, his lifetime work he had worked so hard for. He thought of the fallen members, whom he considered as coworkers and subordinates. The other Apprentices were especially close to him as they discussed ways to get back their hearts. For some reason he thought of Saïx, his faithful second-in-command until death. Xemnas had experienced a slight twinge in that empty place in his chest when he felt the Nobody fade. Then there was Kingdom Hearts, the powerful force known to help Nobodies become whole and to give power to recreate the worlds. Xemnas had worked tirelessly to find out how to gain access to it after he found out about it. His Heartless counterpart got close to it first though, after he collected the Seven Princesses of Hearts in his plan of seeking knowledge. The Heartless Ansem had being destroyed by the light within Kingdom Hearts and it was sealed away again. Xemnas discovered that an artificial Kingdom Hearts could be created if the hearts left behind by destroyed Heartless were gathered together. However, only the Keyblade could perform such a task. Over the years as the Organization searched for a Keyblade wielder, Xemnas began to think what other things he could do when Kingdom Hearts was completed. Of course all the members would regain their hearts. But he had other plans.

Nobodies were the soul and body left behind when a person loses his heart to darkness. They belong to neither the Realm of Light nor Darkness. Therefore Nobodies were outcasts of the worlds. Although having no hearts and therefore no feelings, this fact always gave the higher Nobodies an empty ache and longing. Being Lord of the Nobodies, Xemnas felt it the strongest, and sought to create the new Realm of the In-Between with the power of Kingdom Hearts. This way the Nobodies will have somewhere they could belong.

It all went wrong though.

Xemnas soon knew that Kingdom Hearts was more than capable of giving the Nobodies hearts and to create a new realm. Why not recreate the entire universe in his image and become a great being? That was when most of his plans started to fail. He didn't even know where that idea originated, but it sounded rather pleasing. Xemnas could do anything in the new universe. He could give orders that cannot be disobeyed, control the minds of individuals and make all bow down to him. Who cares about becoming whole and a place for Nobodies when he could be Lord of the universe? After all, the heart is only made up of negative emotions like anger and hate, right? It would be better without such a troublesome object if Xemnas wanted to have a clear understanding of the heart.

Forget Kingdom Hearts. It is gone already. Why do you fight?

Xemnas frowned for a third time as he drove back Riku in a flurry of blows. The voices were starting to get bothersome. Why were they there in the first place? It was like having two people in his mind speaking to him.

Unknowingly he turned his thoughts upon the Organization members. He had shown no emotion when he heard about Marluxia and Larxene's betrayal. But in reality he was…what do they call that again…shocked. Xemnas wanted to deal with this himself and didn't expect when the rest of the members stationed at Castle Oblivion got eliminated fast by Sora the Keyblade Master and his friend Riku. Vexen, Lexaeus and Zexion were lost along with the two traitors. After almost a year, Xaldin was gone while on a mission to Beast's Castle. Demyx never came back on a mission to Hollow Bastion. Axel died in a suicidal attack to save Sora, an act that Xemnas considered foolish and labeled him as a traitor also. Xigbar and Luxord faded when they fought Sora after they entered the Castle That Never Was. Saïx was the last to fall as he defended the pathway to the Altar of Naught with his life.

Run, Superior! All is lost! He had delivered that message through a Dusk before he breathed his last.

Yet Xemnas would not go. He would face Sora and his lackeys, alone.

And he realized that he did…miss the others. He…felt that he should do something to…avenge them.

Nobodies don't feel. The sinister voice said flatly.

Roxas was the exception of that rule. He has shown plenty of emotional display, especially when Xion was gone.

Forget Roxas or Xion, they have not proven themselves worthy to be used. Useless! The voice was angry.

Silence!

That voice did nothing to help his situation right now. In fact, it seemed to make it worse. Xemnas threw out one hand and shot a beam of nothing. It hit Sora directly and began to drain his life force. Riku dodged away just in time and backed away. But soon he came back and slammed a hand straight into Xemnas', cutting off the attack. Sora fell back dazed on the swirling floor of the strange white and gray environment. Riku battered his Keyblade hard against Xemnas directly a few times and sent him flying upward in an uppercut. Xemnas recovered himself quickly, grimacing in pain from the new wounds he received. Since when did those boys become so strong? He was fighting a losing battle.

I may be losing, but I fight for…

Fight for what? Those two are fighting for their friends. They fight for the safety of the worlds. The wise voice came back.

Then I fight for…the fallen Organization XIII.

Good enough. A new voice chimed in. It sounded like a young man's. But not enough to help you win so easily. You have wronged too many, especially Roxas and Xion.

Roxas was Sora's Nobody and a Keyblade wielder also. Xemnas had been pleased to find him and immediately recruited him into the Organization. He collected hearts steadily and Kingdom Hearts finally began to grow. Then Xemnas had decided to be a little more ambitious and wanted the job done faster. He ordered Vexen to create a replica from Sora's memories, which was a success. It was named Xion and got put on heart collecting duty with Roxas. During Sora's year-long sleep though, Xemnas finally acknowledged him as a threat to the Organization. So he planned for Xion to fight Roxas and absorb him one day to prevent Sora from ever waking and interfering with his plans. Instead, Roxas left the Organization and Xion was the one who got absorbed. Without the two Keyblade wielders, the progress of Kingdom Hearts halted once again.

They were people too. The young voice continued, It was wrong to manipulate them that way.

Manipulating was the only way. I see no other alternative.

There always is another alternative. The wise voice replied.

No, there isn't. Manipulation is the only way you can get your goals done. The sinister voice argued.

Xemnas had to clutch his head with one hand as he backed away for awhile. Since when had those three voices started to argue inside his mind? He was starting to tire fast after the long battle. But he had to finish his task. He could not give up.

Do what you think is right. The young voice said.

What is right then? Finishing off those two in vengeance of the Organization? Or to eliminate them from my way to rebuilding Kingdom Hearts?

You are the one to decide. The wise voice said calmly.

Why did he continue to fight when all hope seemed to be lost and there is no way of winning? Xemnas had tried to convince himself completely that Nobodies don't feel a single emotion. After all, he was the oldest Nobody and had already forgotten mostly about emotions. But what was that feeling of irritation when he saw his plans thwarted again and again? The seemly fake sorrow when Marluxia and Larxene betrayed the Organization? Was it panic he experienced when Kingdom Hearts was about to be destroyed? Then was there anger when everyone faded one by one? For the first time in his non-existent life, Xemnas began to doubt.

"This is the end, Xemnas!" Sora shouted as he slashed furiously at the Nobody.

"The end, Sora? I highly doubt it." Xemnas said flatly.

"Give up! There's no way you can win." Riku added.

"After you two have slain all my subordinates and you expect me to give up? Unlikely. As I said before, Nobodies are never given a choice. We are outcasts, driven away by both light and dark. Does that mean we don't deserve to live?" That seemly non-existent anger rose in him again.

"As I had said before, you Nobodies messed with our worlds." Riku said sarcastically as he successfully landed a blow on Xemnas, who was thrown a few yards away.

"Do I have to repeat myself? We are never given a choice. Is it wrong to become whole and to have a place in the worlds? Is it wrong to be unfeeling? We Nobodies do feel emotions that remained in our memories." Xemnas retorted, flipping himself upright with one hand and immediately shooting streams of black thorns at Sora, who dodged away easily. He understood now those feelings he experienced in the past. Forget about Kingdom Hearts and remaking the universe. He couldn't even give his subordinates a heart of their own. He shouldn't have listened to that sinister voice. Why couldn't he be just content in regaining his heart and creating a new realm?

"We only feel anger, pain, frustration, jealousy and all those feelings you call negative. All we wanted is to become whole, I repeat. You traverse the worlds, slaying the Nobodies and the Heartless. You two are the ones who are heartless, not even allowing us to succeed in this simple goal!" Xemnas continued to rant as he vented all his frustration stored up since the Castle Oblivion Incident.

"You wanted the power of Kingdom Hearts to remake the worlds in your image. But we can't allow that to happen." Sora said quickly. For some reason he was a little hesitant.

Hmph! You should have gotten rid of these two a long time ago. The sinister voice scoffed.

"I failed, did I? Kingdom Hearts is no more. Organization XIII is no more."

"And then you will try to rebuild it. We also can't let that happen. You have to fade if we are going to save the worlds. This is the end!" Riku shouted.

Xemnas suddenly remembered a certain report he had read while on a trip to Hollow Bastion. He was curious at that time about the nature of the Heartless. Finding a certain report written by Xehanort, his original being, Xemnas discovered a piece of information that could possibly change everything.

It described that if a person's Heartless was felled by the Keyblade first and then the Nobody, it was possible for that person to return as a complete being.

Xemnas was shaken after he read it. His Heartless counterpart Ansem was defeated by Sora a year ago. If he were to be defeated also, then Xehanort would come back. No, that sinister old Keyblade master will come back.

Xehanort had being found unconscious in Radiant Garden. Xemnas always wondered who he actually was. Perhaps Xehanort's past had something to do with those three voices in his head.

Then the dreams came, along with the three voices.

Xemnas highly suspected that those strange dreams were connected to Xehanort's past. Sometimes he saw three armored figures wielding Keyblades engaging an elderly Keyblade master in battle. He was bent over in age and all his hair had fallen off. Wearing a knee-length black coat, black boots and shoulder pauldrons, he looked sinister and dark. What was most conspicuous though, were his burning orange eyes that Xemnas shared. Sometimes there were dreams about a young man with short brown hair that spiked noticeably at the top and blue eyes. He was possibly one of the armored figures. Then there was another Keyblade master, a middle aged man with grey eyes and his black hair tied in a high slipknot, wearing a white knee-length coat and loose pants. Xemnas associated the voices with those mysterious figures. That sinister voice probably belonged to that bald Keyblade master, the wise voice to the other Keyblade master and the young voice to that young man. How these three were connected to him he didn't know. Xemnas constantly visited the suit of armor that was found along with Xehanort to try to regain his memories, since it belonged to one of the three fighting the old Keyblade master.

Through those visits he learned that the old Keyblade master also wanted the power of Kingdom Hearts and was especially interested in the letter "X". Xemnas used this knowledge to rename himself and all the Organization members. He knew that that the same man had done many audacious deeds for this goal, and he had almost succeeded at it. For some reason he had disappeared mysteriously some time or later. But Xemnas also knew that this man was connected closely to Xehanort and possibly would return in the search of Kingdom Hearts again. It was far from over.

"The end? This is the beginning!" Xemnas answered Riku's previous words, "You destroy me, but there will always be someone to threaten the worlds."

"What are you hinting at, Nobody?" Sora shouted.

"Don't try to distract us with your mind tricks!" Riku joined in.

Good. You know that I will return. The sinister voice said slyly.

So if I fade, you will stop being a figment of my mind and assume physical form?

No! Both the wise and young voice cried out in unison. You must stay alive! Remember the Organization, whom you were always fond of! Your reason to continue fighting!

What is with this sudden urgency?

Ignore why for the time being. The wise voice said hurriedly, But don't kill the Keyblade wielders. You have to stay alive. Retreat even if you have to.

Retreat? NO! I will never give up in the middle of battle!

Xemnas, this is much more important than whatever pride you have as a Nobody. The young voice insisted, This is about Kingdom Hearts and the safety of the worlds.

I will win this fight. Sora and Riku cannot possibly triumph after I unleash my ultimate attack on them; although I am not certain if it will work.

Whatever you say. The wise voice said wearily. I see we cannot stop you.

Xemnas was positively confused now. The young voice and the wise one was trying to stop the sinister voice from doing something that would succeed if he fell at the hands of Sora and Riku. His previous guess may be right.

But he was facing a dilemma.

If Xemnas continued fighting Sora and Riku, there is a high possibility that he would fade according to his senses that told him this was a losing battle. Then if he retreated, he would be always pursued. How could Xemnas, the Superior of the In-Between, if some strange chance met the members of the Organization again, face them after he had cowardly ran away from two Keyblade wielders? Even Saïx had also told him to retreat, Xemnas still stubbornly refused to heed that advice. Oh, he would stay. He would fight until his last breath for the fallen Nobodies, for Kingdom Hearts. Who cared if he faded, even if it meant the return of a creepy old man?

Creepy old man? The sinister voice asked angrily.

He is more dangerous than you think. The young voice said, I lost my body to him.

And he was the one who murdered me. The wise voice said squarely.

He manipulated and almost killed my friends. The young voice continued.

He plunged my home world into darkness and destroyed it.

He…

I get it. Xemnas had to end this soon. But does it truly matter if I fade? If another tries to threaten the worlds, these two can take care of it as easily as they had slain the members of the Organization. They can save the worlds and fight for their friends. But who will fight for the Nobodies? No one.

I do pity you and the Nobodies. The young voice said, We tried to hold Master Xehanort off for a long time, but we failed. Part of this is our fault.

Master Xehanort?

That sinister voice you had been hearing, the wise voice explained, That whole remaking the universe in your image idea originated from him. It wasn't what you wanted.

How did he get into my mind?

That will a long tale for another time. The young voice answered.

Whatever you do, don't harm and kill Sora and Riku. The wise voice cut in, Try to make them understand what you think about their actions if you still want to fight for the Nobodies.

I tried. They refused to listen to reason.

Then it is your choice to decide what to do next.

"Why can't you listen to reason? Do you understand now that Nobodies are a despised race and turned away by both light and darkness?"

"Yeah, we understand." Riku said angrily, "You guys aren't supposed to exist. So that gives us the reason to get rid of you."

"And you kidnapped Kairi!" Sora added.

"I see I cannot make you understand." Xemnas said tonelessly as he prepared his final attack, "Then at least I can let you know that Nobodies do not go down easily without a fight!"

Time to end this. If Xemnas survived, he would go on a journey to find out about Xehanort's past. And of course, he would find a way to bring the fallen Organization members back and regain their hearts.

If he survived.

Xemnas knew he probably wouldn't.

But that won't stop him from fighting on until the end.

Blue energy crackled in both of his hands as he raised both of them, allowing the power of nothingness to take control. Black thorns spread to cover the entire battlefield in a curtain of blackness. Thousands of ethereal blades suddenly appeared, surrounding the two boys with no chance of escape. The two for a moment looked frightened. With a signal from Xemnas, the blades shot in unison at them.

He laughed without humor. There was no chance of escape. Sora and Riku will be cut to pieces where they stand.

Wait! What are you doing? The young voice cried out.

Xemnas ignored it as he continued to watch the barrage of ethereal blades firing. The two were blocking every single blade with their Keyblades.

He laughed even louder. So his senses were right in the fact that he cannot win. This attack was the last one he had in store and the most powerful. If the two survived it without injury, then they could continue on fighting until Xemnas faded.

So close…so close. The sinister voice said in false pity.

Retreat! Retreat! The young voice cried.

Run now! You must not fade! The wise voice joined in.

Xemnas continued to ignore them.

The ethereal blade barrage ended and the darkness lifted, revealing Sora and Riku mostly unharmed. They blinked a little, dazed by the sudden light. But Xemnas had already made his move. With a crackle of blue energy, he extended his red ethereal blades again and slashed at Sora. The young brown spiky-haired Keyblade wielder stumbled and fell, caught off guard. Xemnas immediately aimed for his neck and swung, only to be blocked by Riku at the last second. He shoved Sora aside roughly and scored a direct hit across Riku's waist in his temporary let down. Riku fell with a grunt of pain, only to be quickly replaced by Sora attacking furiously with both his and Riku's Keyblades.

"How dare you…hurt my friend!" Sora shouted, emphasizing each word with a blow.

Xemnas' guard finally slipped and Sora hit him multiple times directly on the body. Pain dominated his limbs as he was unable to defend. Finally Sora sent Xemnas flying upwards as he viciously pushed up with the Keyblades.

As for the Lord of the Nobodies, he was overcome by pain as he tried vainly to recover himself. His vision was dimming. It was getting harder to breath. He was suddenly overcome by a deep fatigue.

I'm...so tired...

No….. The wise voice whispered, horrified.

This can't be… The young voice exclaimed.

I guess…I failed.

No, you won. The sinister voice said. When I return, I shall make your sacrifice worthwhile.

Don't try to fool me. I don't want anyone to make my "sacrifice" worthwhile. It wasn't even a sacrifice. The Nobodies are dead and gone. Organization XIII is no more. Kingdom Hearts is no more. I tried to fight for them, but I failed. How can I ever face the shame? The Superior of the In-Between…defeated by two half-grown boys.

A bright flash caught his attention. Sora and Riku had recovered and were both holding Sora's Keyblade. Xemnas knew they were going to attack, but he was too weak to move.

Another flash.

A beam of light shot out from the Keyblade, impaling him completely through the chest. As if all the wounds Xemnas suffered from before weren't enough, new pain now exploded through his body. He screamed out in agony.

Pain. All he felt was pain consuming his battered and beaten form.

He didn't even feel the blows as Sora and Riku descended on him again with their Keyblades.

I guess this is the end. The young voice said sadly.

Indeed. We can no longer speak to you. The wise voice mourned.

It's alright. I…appreciated the help you've given me. If I had the chance, I would have wanted to find out more about you. So this is truly the end…of me.

Xemnas' body began to dissolve with torrents of black and white thorns. Through his blurry vision, he saw Sora and Riku looking at him intently. For a moment, he thought he saw a young boy identical to Roxas wearing casual clothes with a piece of armor on his left shoulder and that young brown haired man in his dreams. He reached out a fading hand toward them, but he completely disappeared in the swirling thorns, leaving behind nothing. Just like Nobodies leaving nothing behind when they fade.

Thus fell Xemnas, Lord of the Nobodies and Superior of Organization XIII, who died fighting for his heart, his subordinates and for all the Nobodies.

Review please, if you also think that Organization XIII shouldn't have died.