They all reached the second level by going on the red rails, making the Dragon Slayers a little sick while everyone laughed at their misfortune.

Natsu: Now if I were a T-Rex, where would I be?

Gray: (sarcastic) Inside of you? 

Natsu: What?! (he and Gray butted heads with each other, again) Them's fighting words!

Gray: I'll take you on!

Erza: (separates them) Focus!

Woody: (laughs) Kinda reminds me us when we first met. (Buzz nodded with a smile)

Happy: Hey, what about a monster store?

Happy flew in front of a store entrance called "Action Figures". 

Sora: Good work, Happy!

They all entered to store, seeing a bunch of different monster toys in boxes and stacked on shelves. Everyone was amazed by this.

Trish: Look, they have those Gigases on display downstairs.

Gajeel: The other ones look cool, too.

Natsu: (looks at the display of monster boxes) Hey, this one looks like a really cool monster!

Woody saw something that resembled Rex behind a stall and called out.

Woody: Rex! 

Woody ran to one side of the store before noticing nothing there.

Woody: Where'd he go?

Buzz: You sure you saw him?

Woody: Yes, he just-

Natsu cut Woody off by shushing him.

Natsu: Do you hear something?

Wendy: I do.

Gajeel: We're not alone.

Everyone looked around to find the source. Goofy looked up and saw something behind the display.

Goofy: What's that?

Everyone looked up and saw three yellow horns with a dark aura behind the display.

Buzz: Something feels wrong...

Laxus: (eyes widen) Get down!

The boxes were pushed off of the display and began to fall on everyone. They all took cover from the boxes.

Erza: Is everyone okay? 

Lady: We're good!

Everyone nodded and looked up. What cause the boxes to fall was another possess toy. This one was the monster action figure from inside the store. It was a red dinosaur like monster with monster like giant hands.

Gray: A dino-monster?!

Natsu: Alright! Monster fight!

Donald: You're kidding!

Donald, Lucy, Wendy, Carla, and Happy started running for the exit until steel doors came down on them.

Lucy: The exit's are sealed!

Then two demons with cannon blasters as their arms appear next to the Supreme Smasher called Mancubus.

The Mancubus has an overweight stature, massive dual-arm cannons, and squat stance, but has a seemingly stitched together appearance, with signs of stretching and tears all over its body. Notably different from the original design is the heart-like organ in the center of its chest. This appears to be the power source for its attacks.

Modeus: Demons!

Lady: And they're got heavy guns!

Buzz hesitated for a moment, but pointed his laser arm at the monster.

Sora: Buzz, you sure?

Lucy: You don't have to do this.

Buzz: If it wanted to play nice, then it should've stayed away from my friends.

Natsu: Fire Dragon Iron Fist!

Natsu strikes at the monster's head with his fist engulfed in flames. 

Natsu: Buzz, do it!

Buzz fired his laser at the monster's gut, piercing a hole in it.

Natsu: Alright!

But then, the Marionette Heartless showed up.

Natsu: Oh come on!

Sora: Annoying. I know.

Everyone started striking down the Heartless that appeared, along with the possess Gigases that appeared as well. The Mancubus shoots powerful flame balls from its cannons.

Ur: Ice-Make: Shield!

Ur created a shield of ice to block the flame balls. Trish coated Sparda with lightning as she slashed the first Mancubus in one. 

The second Mancubus uses its dual flamethrowers to try and burn the group but they've avoided it.

Modeus: Demon Sword: Phantom Moon!

Modeus threw both his blades forward, sending multiple crescent-moon projectiles towards the second Mancubus, killing it. 

After defeating the Marionettes and the Mancubus, another monster possess Heartless from before appear behind the group, shocking them.

Drake: Another one?!

Juvia: How long until we keep this up?!

Before they could fight, they someone screaming. They looked up and saw a plane flying in circles and headed straight towards the monster. And the one who was on the plane was Rex.

Kat: Rex?! 

Natsu and Happy: A flying T-Rex!

Rex crashed the plane into the monster, making it lose balance and having the puppet master Heartless knocked out of the monster. Both Rex and the puppet master crashed into the boxes. 

The Marionette landed on the floor while Rex landed on top of it. Rex yelped on what just happened while the Heartless' face was pinned to the ground by Rex.

Rex: (looks at what he's standing) What's this?!

The Heartless turned its head and faced Rex. 

Rex: Oh no! What did I do?!

Rex then started running away from the Heartless while Sora ran passed him and defeated it with one slice from his Keyblade.

Laxus: Awesome. 

Woody: Nice moves, Rex.

Goofy: That was great!

Rex: Great? Really? Would you say I was impressive?

Buzz: Very impressive, Rex We couldn't look away.

Natsu: Yeah! You were all flying like crazy and then you smashed right into the Heartless!

Lady: You came in like a superhero.

Rex: (joy) Hurray! Oh, that makes me so happy! (came up to Donald's face) Were you watching too?! Did you see what I did?!

Donald: (uncomfortable) Yeah, good for you.

Carla: He seems to be getting a bit too enthusiastic.

Panther Lily: Its normal for someone to talk like that after experiencing a rush.

Rex then kept speaking about what happen to Donald, ignoring Woody who was crying to call him.

Woody: Listen, Rex. Would ya- Earth to Rex.

Erza: Listen up!

Rex immediately stop talking.

Sora: Do you know where the others were taken?

Natsu: Where are Hamm and the aliens?!

Rex: What do you mean? Did something bad happen?

Gajeel: Aw, dammit.

Buzz: Back to square one.

Woody: Oh, great. (sees Sarge climb down the shutters) Sarge! Have you got a status report?

Sarge: Sir! One of my men just located Hamm forward of our position, in Babies and Toddlers.

Everyone sigh in relief except for the boys in Natsu, Gray, Gajeel, and Laxus.

Natsu, Gray, Gajeel, and Laxus: (mutters) Gross.

Sarge: The corporal was debriefing him, but something must have gone wrong.

Trish: What do you mean? 

Sarge: All radio contact has been lost.

Everyone looked disappointed upon hearing that.

Buzz: Anything more specific we can go on?

Drake: Yeah, did something happen before the connection had been lost?

Sarge: Right before I lost contact, I heard music with some sort of sonic interference.

Juvia: Music?

Goofy: Ya think it could be the Heartless?

Donald: What if it's another big monster?

Drake: Let's find out.

Woody: I agree. 

The group made its way towards the air ducts.

Rex: Actually... I think I'll head back and wait by the entrance. I'm sure those vents are gonna be much too narrow for my big dinosaur tail.

Sora: Really? I'm sure you'd fit. 

Buzz: (put his hand on Sora's shoulder) Rex is right. Besides, we need a lookout at the entrance. It's an important mission. Can you do it?

Rex: Yes, sir!

Carla: So what are vents?

Woody: They are called air vents. They circulate warm or cold air inside buildings.

Panther Lily: Is it safe?

Woody: Yeah, we used to go through it all the time.

Lucy: (exhausted) I thought you said it was safe!

Woody: Sorry. I didn't expect that.

While they were in the air vents, they all had to deal with the dusty air and had to fight even dangerous Heartless.

Woody: Well, anyway. (sees the store) This is Babies and Toddlers. Where do you guys think we should start?

Goofy: (crouches down to Sarge) Sarge, didn't you mention music?

Sarge: Affirmative, Goofy.

Sora: Hmm... All right. Why don't we look for things that make noise?

Donald: (sarcastic) That's good thinking for you. (laughs and walks away)

Sora: Wha... What do you mean for me? (Donald runs) Hey, where ya—

He then chases Donald around and Woody and Buzz continue to conversate.

Woody: I think they really are good guys.

Buzz: Well, you wouldn't have trusted them otherwise. 

Lucy: Buzz. Do you really think that enemies are like that? Because I don't see that.

Buzz: I know. And I know that your trust is a hard-earned treasure.

Woody: (smiles)

Buzz: Well...for all our sakes, let's hope you're right, cowboy. I'm willing to give 'em a chance at least for a little while longer. Especially if it means getting Andy and our friends back.

Woody: Agreed.

After seeing enough, Erza pinned down Donald with her foot. 

Erza: That's enough! We need to find Hamm. Look for anything the store that has music.

Sora: (scared) So scary.

Everyone searched the entire store for something related to music. While looking, Juvia spotted some dolls wearing fancy dresses.

Juvia: (walks up to Drake) My daring, do you think I will look good in that dress?

Drake: It is a nice dress. So it should look good.

Juvia: (hugs Drake) Thank you, Drake my dear!

Donald: Hey, lovebirds! We still gotta find the toys!

Erza: I never seen a dress like this!

Donald turned around and saw Erza staring at the dress with awe.

Donald: Are you kidding me?!

Meanwhile, Sora was in a middle of a frog orchestra display and saw a record player at the end.

Sora: Is this it?

Sora stands on the record as he then began to walk on the record in a circle, making the record move, and making the orchestra play music. Everyone gathered to see what Sora was doing.

Woody: Come on, Sora... You've never used a record player?

Sora stopped. Woody then jumped on to the record and started to run fast.

Woody: Like this!

Sora then started to catch up to Woody's speed, making the Orchestra loud.

Lucy: Let me help. (got on and started running)

Goofy: It's workin'!

The orchestra played a wonderful melody, but there was something off about the tone. One of the frogs was playing off key.

Buzz: (turns to Donald) Wait, did that sound off to you?

Donald: It did.

Sora: Huh? 

Sora stopped on the record, almost crashing into Woody before running again.

Goofy: Sora! There's some kinda strange noise comin' from the orchestra!

Modeus: Where is it coming from? 

Wendy: I'll go look for it!

Wendy got up were the orchestra was playing while Sora got off of the record to help.

Sora: Woody, Lucy, you keep the record going.

Woody and Lucy: Whoa-whoa-whoa!

Wendy: (next to a frog playing a tuba) Sora, over here! It's this one.

Both Woody and Lucy were starting to get tired of running. 

Lucy: (tired) Please hurry!

Everyone but Buzz was inspecting the frog.

Goofy: Somethin' seems to be stuck in this tuba.

Wendy: Let me see.

She puts her hand inside the tuba to see if she could feel anything unusual. 

Wendy: I found something! (puts her hand inside) I almost got it... There!

She then pulled out a small green figure. It was one of the green soldiers.

Sarge: Corporal!

Wendy: (set him down) Are you ok?

Corporal: Yes.

Buzz: That's the soldier Sarge lost contact with.

Sora: So you found Hamm?

Corporal: (weakly) Yes. But...while I was radioing in, a giant hand grabbed me, and it stuffed me in there. They must have taken Hamm to another location. We have to hurry!

The Corporal then started to walk weakly to find Hamm, but collapsed.

Sarge: Wait, Corporal.(helped him up) You're not fit for action.

Corporal: But Sarge...

Sarge: Your tour is over, son. And it's all right. Our trusted allies will take over.

The Corporal then started to grieve as Wendy came up to him.

Wendy: Let me heal you. 

She then cast green light on him as she starts healing, making him feel relax.

Wendy: Feel better?

Corporal: Much. Thank you and good luck.

Sarge: I will move the corporal to a safer location. (exits with the Corporal)

Woody: Hey, hey, hey! What is... going on?!

Lucy: I can't take it!

Sora: Oh, right!

Buzz: Woody! Lucy! Mission complete!

Both Woody and Lucy got off the record and collapse out of exhaustion.

Woody: (panting) Why didn't...you tell us...a little sooner?

Buzz: Sorry, there's no time to rest. Hamm needs us.

Lucy: Oh geez.

Panther Lily: If the Corporal had just radioed Hamm, then he should still be in this store.

Gajeel: I think I got an idea of where he might be. (points at that dollhouse in front of the window)

Buzz: You think he's in there?

Gajeel: Never underestimate the nose of a Dragon Slayer.

They group then headed up to the dollhouse, where it started to shake.

Carla: If it's shaking, he must be in there. Let's open it.

Everyone then grabbed the side of the wall and pulled as hard as they can until it burst open, making everyone lose balance and falling on top of each other.

Hamm: (coming out) Talk about cabin fever. Thanks for the save.

Woody: You okay, Hamm?

Hamm: Yeah, aside for being locked in, the accommodations were fine.

Donald: (looks inside) Aww. What a tiny little house.

Erza: It is rather nice.

Juvia: I want to live here with Drake!

Donald: Oh, geez.

He then looked out the window and saw a blue haired girl with a dark aura around her. Donald screeched at what he saw and ran out of the house.

Woody: Who was-

Hamm yelped, as he was terrified and backed away slowly from the group.

Buzz: What's wrong?

Hamm: She's back!

Drake: Who's baaaaaaAAAAAAAAAAHHHHHHHHHH!!!!!!!!!!! WHAT IS THAT?!?!

They see a doll in a maid's uniform with blue hair, rabbit ears and orange eyes float to them.

Hamm: That's the doll that pig-penned me!

Laxus: Another toy? 

Woody: Hamm, take cover.

Hamm: uh, copy that. One stay in the dread-and-breakfast was enough for me! (exits)

Buzz: Not another possessed toy...

Sora: (summons Keyblade) Guys, look alive!

Trish: I hate possessed dolls. Especially the ones that look normal but are pure evil!

The doll smashed its fist at the group, making them jump. She then blasted dark energy from her hand, but Buzz blasted his laser at the energy, making the attack stop. But when the smoke cleared, the doll punched Buzz, sending him flying.

Wendy: Sky Dragon Talon!

Wendy jumps and lifts her feet and unleashes large winds the moment the leg, she kicked the doll at the back of her head. Sending her crashing into doll boxes stacked on top of each other.

Wendy: Alright!

But the doll emerge from the tople boxes, charged at Wendy, and shoved her against the wall.

Drake: Wendy!

Drake looked at the doll angry as he casted Freeze to freeze the doll. 

Lucy: You'll pay for that! (pulls out her golden key) Star Dress: Taurus Mode!

Lucy transformed into Taurus Mode and dove straight at the doll with her foot.

Lucy: Lucy Kick!

Her foot hit the doll's gut, making the Marionette come out and Erza sliced it in half. The doll's eyes went back to aquamarine before collapsing. The others went to the window, but Buzz stops to look at the doll.

Buzz: Wait... What if we end up just like her? Forgetting ourselves and...attacking each other?

Sora: No way, Buzz. That won't happen...

Donald: No way!

Goofy: You guys are too strong.

Natsu: Yeah! Don't worry about it!

Buzz: You can't be sure! What if I get taken over, and attack you?

Woody: (places hand on left shoulder) Buzz, you're overthinking it.

Drake: Yeah. The Heartless—the darkness—can only creep in when our hearts falter. Trust us, You'll be fine if you don't lose heart.

Kat: Take his word for it, he never lies.

Natsu: Yeah! Just be true to yourself and it will help you find your way.

Woody: Well, that's good. Because I know you, Buzz. You'll never lose heart when it comes to your friends.

Buzz: (smiles) true enough, cowboy. Sorry to have worried you all.

Woody: No problem. 

Lucy: It's okay to be worried once in a while. But your friends will help you.

Woody: Now, let's go find the others.

As they exited the window, Donald and Goofy saw something flying in the air outside.

Donald: Look!

Goofy: A flying saucer!

Woody: I think I know who that might lead us to.

Natsu and Happy: The aliens!

Natsu: Don't worry, aliens! We'll save you!

Everyone jumped out of the window and ran after the saucer.

Hamm: Hey, Woody. I'd just slow you down, with all the loose change I'm carrying. I'll hang by the entrance.

Woody: No problem. Be safe, Hamm.

Hamm: Hey, thanks, buddy. You just take care of your old self.

Woody: Now, let's follow that UFO!

The flying saucer headed to a play area in the store. The group followed the saucer into the store and saw the green aliens standing there.

Happy: There they are!

Alien 1: They have come for us.

Alien 2: The mystic portal awaits.

Buzz: Oh no!

Sora: Wait!

Woody: Stop!

Drake: It's a trick!

The three aliens: Farewell!

The ufo took the aliens and starts to hover away.

Wendy: It's getting away!

Erza: After it!

Drake: Oh no it's- 

Drake was cut off when he was tackled by a tall skeleton combined with a UAC Jetpack and dual rocket launchers. It was a demon called a Revenant.

Juvia, Erza, and Lucy: Drake!

Drake: (struggles and starts punching its face) Get! Off! Me!

The Revenant caught the fists while roaring at him.

Gajeel: I got an idea! Hey Lily!

Panther Lily summon his wings, grabs Gajeel, and flew after the saucer.

Gajeel: Iron Dragon Club!

A large club outstretched from Gajeel's right arm and hit the saucer, making it loose balance and fall towards at the Revenant which caused it to released its hold on Drake. 

Seeing the saucer over his head, Natsu kicked the saucer over to Sora. Sora saw the saucer coming, he gripped his Keyblade and slice through the saucer when it came at him.

The Revenant fires its rocket-shoulder pads at the Sora, Drake went in front of him and casted Reflect, reflecting the rockets back at the Revenant and killing it. The saucer dropped the aliens and crashed after receiving the multiple attacks.

Natsu and Happy: We save them!

Aliens: We are back!

Alien 1: Our ship is no more!

Alien 2: Nirvana will not be reached!

Gray: They were trying to kidnap them and they only care about leaving?!

Wendy: I know that ship was trying to hurt them... But I feel bad for destroying their ride.

Sora: (picks one up) Sorry I trashed your ride.

Alien 3: Fear not.

Alien 1: We still have our new home.

All three: The Chamber of Andy.

Lady: (sweat drop) Those guys are really weird.

Buzz: They're right. (walks away a bit)This isn't where we belong. We've been in this toy store long enough. (stops) It's time for us to go home to Andy's room.

Sora: But...Xehanort told us that room isn't even his real room.

Lucy: If you go back, you won't be able to find a way to reach Andy.

Buzz: (turns to face them) Can you prove that any of that nonsense is true? And even if that Andy's room is fake, it doesn't mean he's not somewhere in this world with us.

Modeus: He does have a point there.

Buzz: I'm going home to wait for him. No more debate. You with me Woody?

Woody: Hmm... You're right, Buzz. Now that we're all accounted for, we should meet up at the entrance and go home.

Sora: Okay. We could have used friends like you for the final showdown...

Goofy: But Organization XIII's our problem to solve.

Laxus: I know they're tough. But I don't think they would last against them.

Donald: Yeah, I can take 'em!

Natsu, Gray, and Happy: Yeah, right.

Donald: I'll show ya! (chases them a bit and Woody and Buzz smile)

Ur: Hey, can we see you all off?

Woody: That would be great.

They all reached the entrance of the toy store, where the others were waiting.

Woody: Sarge, road call.

Sarge: Sir, yes sir! Roll call! All toys, fall in!

The toys did an orderly fashioned line as Woody and the group watch while Buzz walks in and checks that everyone is here.

Buzz: Sarge... Army Men times four...Hamm... Aliens 1, 2, 3... (notices Rex isn't here) Wait. Where's Rex?

Natsu: Rex has been kidnaped again?!

Lucy: Don't jump to conclusions!

Hamm: Naw, he took off. Said he wanted to prove to Buzz that he could trust you guys. (points at the video games) He's up there by the video games.

Buzz: (sigh) Well, here we go again.

Sora: This is about us?

Drake: He's not safe, the Heartless and the demons are still out there. We have to get him back safely.

Woody: You're right. Any chance you guys can help us one last time?

Everyone: Yeah!

Gajeel: So what are video games?

Drake: (sigh) Right, still new to technology. 

Chapter 49 ended.