They went to the stomach of Monstro and saw Pinocchio sleeping, who was watched by Kenji, and Riku.

"Riku please let Pinocchio go!" Mai cried and he turned to her. He was about to consider it but Sora had to open his mouth.

"Let Pinocchio go!" He yelled.

"A puppet that's lost its heart to the heartless... Maybe it holds the key to helping Kairi and I'm going to save her myself." Mai clenched her teeth.

"But Riku, I'm going to save her." Sora said and Riku smirked at this. The brown haired boy pointed his Keyblade at his best friend and Mai and Kenji gasped at this.

"What? You'd rather fight me? Over a puppet that has no heart?" Riku asked.

"Heart or no heart, he still has a conscience and that conscience is saying that you're on the wrong side!" Kenji and Mai got In-between them. Kenji was facing Riku and Mai was facing Sora.

"No!" They shouted, getting out their weapons.

"Kenji, move!" He growled.

"I won't let you hurt Sora and Mai!"

"What? Mai, after everything you'd fight me? I thought I was your best friend!" Sora asked.

"I won't let you hurt Riku and Kenji." She answered.

"Think! Why would you fight each other?" Kenji said, "You two are best friends!"

Riku was about to answer but then suddenly there was a massive heartless which looked like the one they fought previously, on top of the two.

Kenji looked up at it with wide eyes and got himself and Mai out of the way. Kenji got up quickly and saw Riku was about to leave through a dark portal. He ran through the portal after Riku and it disappeared. Mai looked up at the heartless and she readied her weapon. They started fighting the heartless but it didn't feel the same without Kenji and Riku. They finally defeated the monster after 10 minutes.

~

Riku and Kenji...

Riku stood in front of Kairi of Hook's ship while the brown eyed boy watched Maleficent out of wit and spite. The auburn haired girl looked a sleep and Riku sighed. "So Kairi's like a lifeless puppet now." He said.

"Precisely." Maleficent answered and the silver haired thought about Sora and Mai. His hand clenched into a fist and he grinded his teeth together.

"And her heart was..." He trailed with a hint of sinister in his voice.

"Taken by the heartless, no doubt." He turned around to her. Kenji gasped; if she gave him the power to control them, that means she does too. She let this happen to her.

'She's really hell-bent on controlling him...' he clenched his teeth.

"Tell me what can I do?" Riku asked.

"There are seven maidens of the purest heart. We call them the Princess of heart. Gather them together, and a door will open to the heart of all worlds." She said. "Within lies untold wisdom."

'Where Kingdom Hearts disappeared?' Kenji wondered.

"There you will surely find a way to recover Kairi's heart. Now I'll grant you a marvellous gift." He anticipated the gift; he might be able to find Mai again and take her away from Sora. "The power to control the heartless." Darkness surrounded them and Riku felt the power darkness, it felt strange, it felt intense, yet it felt good. He smirked extremely evilly and thought. 'You better watch out Sora. Mai will be mine.' He thought.

Maleficent turned to Kenji, "Young man, I need to speak with you alone."

'Stay calm! Stay calm!' he thought to himself, "Yes, ma'am." Maleficent waved Riku off and he left. "What do you-"

She struck him with her staff which sent him into a wall. He fell to his knees, "Why protect the wretched boy and his insolent princess?"

He groaned and wiped his mouth. He didn't want to know that he remembered his past, "Well... You need both of them, don't you? Mai is the Princess of Twilight and Sora's the key to unlocking her inner most power." He slyly said.

Maleficent remained inconvenienced but went with it, "Understandable... it's that power that draws you. You better keep your eye on them... Noel Kreiss."

~

Mai opened her eyes and looked around. She was in water and noticed Sora, Donald and Goofy. Donald was an Octopus and Goofy was a Turtle. Sora was a Merman with a blue fish tail. Then she noticed something they were staring at her like fishes with pink cheeks. "Why are you guys staring at me like that?" She asked and they looked down. Mai looked down and gasped with red cheeks. She was wearing a orange sea shell bra and she had a bright yellow fish tail.

"I'm a mermaid!" She exclaimed and started to giggle as she swam around.

"Relax Sebastian." A girl said. Mai jumped and she hid behind Sora feeling a bit shy. "They don't look like them, right Flounder?" The yellow fish also hid behind the girl.

"I don't know they look a bit weird."

"Yes, they do look a bit strange." She said and noticed the red haired girl hiding behind Sora. "Why hello..." Mai opened her eyes and then swam to the girl. They started at each other, you could say that Mai was a younger version.

"Where are you from?" She asked.

"Um, somewhere far away and we're not really used to these waters... Hehe."

'Sora's really bad at lying!' Mai thought.

"Well, Sebastian can show you how to swim." The mermaid said.

"King Triton won't like this!" The red crab pointed out and she rolled her eyes. Sebastian started to teach them how to swim and all and they got the hang of it. Just as they were about to move onto self-defense these heartless appeared and the others hid. Mai and her friends started to fight them and the Princess would have expected it to be difficult underwater but it wasn't.

"They might be heading for the Palace!" Sebastian exclaimed.

"Then we have to go after them, we'll help!" Sora said and they started to swim to the Palace whilst fighting heartless along the way.

They started swimming really fast when they reached the Palace. A heartless was about to hurt Mai until there was a flash. They approached a merman who had a beard and a crown as well as a trident. "As long as I have my trident. I will not tolerate any of those creatures into this Palace."

"Daddy!" The mermaid exclaimed.

"Oh Ariel! When will you listen? It's dangerous out there." Her father said. "Strange creatures lurk outside." Mai was about to do something or say something but Sora held her back. Sebastian cleared his throat.

"Behold. You swim before the ruler of the seas: His majesty, King Triton." Mai gulped when she saw that serious look.

"And who are they?" King Triton asked.

"They saved helped us fight off those creatures." Ariel answered.

"They don't look familiar." Sora was about to say something but Mai covered his mouth.

"We're from an ocean very far from her you see." Mai grinned.

"Yeah, we're here to find the keyhole." Goofy added.

"What's that?" Ariel asked.

"It's-" Just as Goofy was going to answer King Triton interrupted.

"There's no such thing! Certainly not here!"

"But Daddy!"

"Ariel not another word! You are not to leave the Palace, is that clear?" Ariel turned around and swam away as Mai, Sora, Donald and Goofy followed.

"Come to my grotto I want to show you all something." Ariel said and they entered. Mai and Sora looked around with awe.

"Look at all the wonderful things Flounder and I have collected. I think it's all from the outside world. Someday I want to see what's out there." Mai smiled sadly at this, she remembered how her, Sora, Riku, and Kairi wanted to go to the outside worlds before any of this. "I want to see other worlds, does that sound strange?" Ariel asked.

"No, it doesn't. Me and my friends wanted to see what's out of our home world as well." Mai said.

"Hey, why don't we try and look for that keyhole you were talking about?" She asked.

"But your father..." Sora begun.

"Oh he treats me like a little girl. He never wants me to do anything. He just...he just doesn't understand."

They started to explore around and fight heartless. They got to the grotto again and Mai and Sora noticed a trident looking thing on the wall. The red haired teenager, her brown haired friend and the mermaid Princess approached it and just as she was going to touch it they heard King Triton yell.

"Ariel you disobeyed me once again." They turned around shocked. "I told you not to leave the Palace." Then he noticed what was on the wall. King Triton raised his trident.

"Daddy no!" Ariel cried and he shot at the wall. "How could you..." She sighed sadly and swam off.

"And you!" He pointed at Mai, who shivered and hid behind Sora. The brown haired boy blushed a little at this as he smiled. "You're not from another ocean, you're from another world."

"Wha...?!"

"Then you must be the Twilight Princess, and the both of you are key wielders."

"How did you know?" Sora asked.

"You may fool Ariel but you can't fool me. You don't know your dorsal fin from your tail!" Mai growled at this.

She swam to the side of Sora, "Hate to disagree with you, sir, but I know-"

"Shut your tiny mouth now!" He shouted and she held Sora's arm "As the key bearer AND the Princess of twilight you must already know that one must not meddle in the affairs of other worlds."

"Of course we know that! But..." Mai trailed off.

"You have violated this principle. The key bearer and Princess shatters peace and brings ruin." She was a bit hurt at this and felt tears brimming in her eyes. Sora noticed this and placed his hands onto her shoulders and she looked down ashamed. Sora was outraged.

"Mai's not like. She'll never do such a thing or let it happen." He said and she looked up at him. He was protecting her.

"I thank you for saving my daughter. But there is no room in my ocean for you, your keys or the Princess." The King said and left. Mai sniffed and looked down. She hugged her sides; she's never been spoken to like that ever. Sora looked at her and hugged her. "Don't worry Flower, everything's gonna be okay." She nodded and he pulled away from her with a smile. "Smile!" She averted her eyes to the ground and smiled a little. He pouted, not satisfied with it. "Do I have to poke you?"

She looked back up with wide eyes. "You wouldn't dare!"

He lifted a finger and waved it near her ribs. "I'm not touching you~"

'Baby talk, huh?' she smirked until a thought entered her mind. She grabbed his wrist and pulled him in. She kissed him on the cheek and quickly pulled away. She cleared her throat and grinned, swimming off.

Donald and Goofy had their mouths were agape and Sora's face was the same color as her hair, truly dazed. After the daze, he held his cheek and smiled. He sighed, softly and dreamily. Donald and Goofy snickered at this.

"What?" He looked at them.

"She likes you! And it seems you like her." Goofy pointed out.

"W-what do I do?"

"Tell her how you feel!" Donald said. "Anytime you're ready, got it?"

"But... What do I say? What if she rejects my love?"

"Don't worry none about that!" Goofy said, "All ya gotta do is follow your heart. It will tell ya what to do."

Sora shyly smiled and nodded, "Thanks, guys..."