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This article is about the Dark City and the World That Never Was as a whole. For the castle above the world, see Castle That Never Was.

The World That Never Was is a world featured in Kingdom Hearts II, Kingdom Hearts 3D: Dream Drop Distance and Kingdom Hearts: Melody of Memory, and the base of operations in Kingdom Hearts 358/2 Days. It is also seen in Another side, Another story... from Kingdom Hearts and Kingdom Hearts Final Mix, and multiple flashbacks in Kingdom Hearts III.

The world of Organization XIII, it is home to a seemingly endless horde of Heartless and Nobodies. The Heartless seem to spawn more here due to how close The World That Never Was is to the darkness of Kingdom Hearts. The Organization controls the world from a massive fortress that floats weightlessly over the expansive Dark City. Unlike the Heartless counterpart End of the World, the World That Never Was is more man-made in appearance to reflect the Nobodies' ability to think and plan rather than act on instinct like the Heartless.


Kingdom Hearts II

Alley to Between

The Alley to Between.

The Alley to Between (狭間につながる路地 Hazama ni Tsunagaru Roji?) hides a portal to Betwixt and Between. Sora, Donald, Goofy, and King Mickey used this portal to get into the world, thanks to Axel's sacrifice. The alleyway connects to the main route that leads to the Castle That Never Was. The first Save Point of the world is here. The Castle That Never Was can also been seen clearly in the light of the Kingdom Hearts moon, shaded in purple.

Fragment Crossing

Fragment Crossing (断片を紡ぐ道 Danpen o Tsumugu Michi?, lit. "Fragment-Spinning Road") is a long series of winding streets that lead to Memory's Skyscraper. It is full of neon signs attached to vacant buildings as well as a power plant which seems to power some or all of the city. Many Shadow Heartless are here in Kingdom Hearts II but they are replaced with Nobodies in Kingdom Hearts II Final Mix. Sora, Donald, Goofy, and King Mickey took this route on their way to the Castle That Never Was. Pluto also had an encounter with Axel here.

Memory's Skyscraper

Memory's Skyscraper

Memory's Skyscraper (記憶の摩天楼 Kioku no Matenrō?) is a tall building in the World That Never Was. Located near the Castle That Never Was, the building kept watch over the residents of the Dark. On its front, it has a massive television screen that seems to flash images of memories of those nearby (although this feature is only visible in Another side, Another story...). A truck is visible flipped on its side in one corner of the area. Roxas was battling a legion of Neoshadows when Riku appeared at the top of the building, and after the two eliminated the Neoshadows, they began their duel.

After arriving at the World That Never Was, Sora was confronted by Roxas at Memory's Skyscraper, while two Samurai blocked Donald and Goofy. Sora and Roxas soon disappeared to the Station of Awakening, but Donald and Goofy claimed to not see Roxas.

During his battle with Xemnas, Sora was pulled into an area that included Memory's Skyscraper, called Memory's Contortion, in a battle similar to the one Roxas and Riku had.

Brink of Despair

The Brink of Despair (絶望を望む断崖 Zetsubō o Nozomu Dangai?, lit. "Cliff Desiring Despair") seems to have been made by The Castle That Never Was which hovers above it. Sora, Donald, Goofy, and King Mickey arrive here and access the castle via a path using the Keyblade. It has the second Save Point of this world.

Castle That Never Was

The Castle That Never Was is an enormous white castle that floats above the city, dominating its skyline. It is decorated all over with Nobody symbols. It serves as the Organization's base of operations and home; lesser Nobodies infest it as well. Some areas are not accessible unless using a Corridor of Darkness.

The World of Nothing

Sora and company in The World of Nothing.

After Xemnas's first defeat within Memory's Contortion, he flees into his Kingdom Hearts. However, a door appears that leads Sora and his friends within that Kingdom Hearts to an area named The World of Nothing, where the Dark City stretches to the horizon and a black hole sits in the sky while a gigantic dragon-shaped Nobody patrols the area. The first area inside the door is The World of Nothing—End's Beginning, a passageway resembling the Dark City where skyscrapers suddenly erupt from the ground in order to repel Sora. A strange black-and-white tunnel leads from this room to a platform looking out on the gigantic Nobody that Xemnas is riding. From there, Sora can climb falling skyscraper to walkways surrounding the lower cannons of the Nobody, The World of Nothing—Twin Cannons. Once he destroys those, Sora swings his way up to the ship's Energy Core, which is kept in a room appropriately named The World of Nothing—Energy Core. After disabling the ship's energy core, he makes it up The World of Nothing—Xemnas's Throne Room, where Xemnas sits in his Keyblade Armor, enthroned atop the dragon Nobody's head in a chamber equipped with the weapons of the defeated Organization members. After completely destroying the gigantic Nobody, Sora and Riku are left in The World of Nothing, a nearly-empty void of shifting greys and whites where Xemnas makes his last attempt to destroy them. He fails, however, and the boys are deposited at the Dark Margin.

Kingdom Hearts 3D: Dream Drop Distance

In Kingdom Hearts 3D: Dream Drop Distance, Sora visits a dream of a dream of the World that Never Was, which appears similar to the World of Nothing within Kingdom Hearts in Kingdom Hearts II.

Avenue to Dreams

The Avenue to Dreams is a large urban area beginning with an enclosed alley featuring a save point and a Moogle hologram. Up a long flight of stairs lays a piece of destroyed building, blocking the path into the city that must be scaled to advance. Beyond is an area of twisting alleys surrounded by skyscrapers that can be scaled with Flowmotion. Several buildings are adorned in blue stripes with a geometric pattern and when stood upon, they raise up, throwing Sora into the air. Another building has similar white stripes and can be destroyed by using a Reality Shift. Perhaps the most notable feature of this area is a stream of blue-green mist that falls from the roof of a massive tower extremely similar to Memory's Skyscraper and flows through the streets. Beyond this tower, the pavement is revealed to be floating and broken, away from the rest of the city and leads off into a more urban area.

Contorted City

The Contorted City seems to emerge from a canyon of strange blue-green rock. Much of the architecture here is coated in blue-green mist, many buildings float of their own accord, attached to chunks of rock separate from the road, and several shake and swing. The blue markings appear again on the shaking section that is able to launch Sora skyward. Beyond several overturned buildings, a path of broken pavement and destroyed buildings forms an upward spiral. Neon strips and signs on the buildings can be traversed with Flowmotion. In several places, floating buildings marked with red symbols will hurtle toward Sora and must be destroyed with a Reality Shift or they will cause damage.

Nightmarish Abyss

The Nightmarish Abyss features a large open plaza surrounded on three sides by skyscrapers, with a crashed truck (identical to the one near Memory's Skyscraper) blocking access to a side-street. The fourth side drops off to an abyss that is spanned by floating skyscrapers laid on their sides, forming a mostly straight path between two cliff faces and leading toward what appears to be Memory's Skyscraper and the Castle that Never Was. Several neon strips appear here that can be traversed through Flowmotion, as in the Contorted City area.


358/2 Days

The World that Never Was is likely to have been the headquarters for Organization XIII since its creation, even after the founding of Castle Oblivion as a secondary base. Meetings were held here and members would return here when done with their missions. Up until the time of Sora's arrival on this world, it was a safe haven for Organization XIII.

When Roxas abandons the Organization, he wanders for a short time through the streets of the Dark City, possibly contemplating where to go to start his search for himself. Here, outside one of the many locked stores, Roxas meets with Axel, who tries to stop him from leaving, warning him that the Organization would destroy him were he to leave. Roxas, stating that no one would miss him (were he to die), leaves Axel suddenly behind and moves along the streets to Memory's Skyscraper. Axel mutters that he would miss him, before Roxas disappears into the darkness.

A few days later, Roxas returns to the city, hoping to engage Xemnas along with the other Organization XIII members, but instead he discovers multitudes of Heartless, sent to attack the Keyblade wielder while the Organization was not protecting him. Roxas fends off the hordes of Neoshadow Heartless, but realizes he is far outnumbered. It is then that he sees Riku atop the Skyscraper. Roxas throws Oblivion to Riku. Using Roxas' Keyblade, Riku helps him defeat all of the Neoshadows while Roxas used his Oathkeeper.

But, as soon as the Heartless are defeated, the two immediately turn on each other. Roxas, having just lost Xion, is angry and hurt. He tells Riku he intends to free Kingdom Hearts and find Xion, to "get his life back." Riku tells him that by freeing Kingdom Hearts, the "last thing he'll get is his life back." He comments on the fact that Roxas can barely even remember Xion's name, since everyone's memories of her, including Riku's, are already disappearing. Riku, knowing he needs Roxas in order for Sora to wake up, tries to stop him from leaving, and the two duel. Roxas eventually defeats Riku. In order to subdue Roxas, Riku taps into the darkness in his heart, and uses the dark power he was holding back to defeat Roxas, resulting in his Riku-Ansem appearance, with the Guardian who resided within his heart. DiZ promptly arrives to find Riku-Ansem with his hood up, and the two take Roxas back to their secret base in Twilight Town.

It should be noted that in Kingdom Hearts 358/2 Days, Kingdom Hearts is seen above the castle on Day 94 and gradually gets bigger and bigger until Day 357, when Roxas and Xion have stopped working for the Organization.

Kingdom Hearts II

The World that Never Was continued to be used as a base of operations for the Organization throughout Kingdom Hearts II. Although their numbers continued to decrease, they still held meetings in the Castle That Never Was, and plotted a way to use the Keyblade.

Eventually, Sora arrived in the Dark City, with the help of the Organization's traitor, Axel. Making their way through the large amounts of Heartless, Sora, Donald, Goofy and King Mickey fought to the center of the city, Memory's Skyscraper. Here, Samurai Nobodies appeared from nowhere, and Roxas appeared to Sora, challenging him to a fight. The two disappeared from the scene and while Donald and Goofy fought off the Samurai, Sora and Roxas dueled on the Station of Awakening.

After Roxas is defeated, he tells Sora that he's a "good other." The group then continued on to the Castle that Never Was. They made their way through the many levels of the castle, meeting up with Riku and Kairi, and finishing off the remaining members of the Organization.

He then meets Ansem the Wise on one of the upper floors of the castle, who reveals that he was going to use a machine to transform Kingdom Hearts into data, but because of the fact that hearts are unpredictable, Ansem the Wise's mechanism overloaded and exploded, sending him to the Realm of Darkness and also destroying many of his memories. The blast also destroyed the Riku-Ansem appearance, returning Riku to his original form. The party made their way to the top floor and finally defeated Xemnas.

During the extensive final battle with "The Superior," much of the Dark City and the Castle That Never Was was destroyed. Chunks of building were ripped up and thrown at Sora and Riku, and the main tower of the Castle collapsed.

Kingdom Hearts 3D: Dream Drop Distance

Sora's Side

Oh... Thank you, Sora's heart, for pushing him right into our clutches. Aren't hearts great? Steer us wrong every time.

Xigbar to Sora

Though not actually a world in deep slumber, the New Organization orchestrated Sora's arrival to the World That Never Was through Young Xehanort. Sora arrives in the world before Memory's Skyscraper, immediately realizing where his final dive has brought him. He begins to wonder aloud whether the Organization's world is also sleeping, but soon dismisses the idea after counting the Keyholes which has already found and unlocked. His confusion only grows when he realizes that he must be awake again, but his ultimate destination is unusual. After a mysterious introduction, Sora encounters Xigbar, who attempts to shoot an arrow at him, but fails, before jumping down to confront Sora. Xigbar explains that it is those whom he has been working alongside that orchestrated his revised itinerary to the Dark City; he also explains the basic concepts of travel through time to Sora, and relates them to 'Mr. Robe Guy'. Sora finds the concept ridiculous, but soon accepts the idea when Xigbar comments that Sora is wearing the same clothes at that present moment as he had been in the Sleeping Worlds. Sora draws his Keyblade in anger, but Xigbar disappears suddenly, before reappearing above Sora. He shoots twelve arrows in a circle around Sora which manifest into Young Xehanort and the other members of the new Organization, before the boy falls once again into a deep sleep.

Xion appears before Sora.

Within a dream version of the world, finding himself in his previous outfit, Sora sees Naminé, who looks towards Sora, before running away. Sora follows the Nobody, and grasps her hand to bring her to a halt. Naminé then transforms into Xion, a girl that Sora does not recognize. A solitary tear runs down Sora's cheek, evidence of the pain felt by Roxas within him. Xion then pulls the hood of her cloak over her head, and runs away, before disappearing. During this time, Riku can be heard urging Sora to wake up. After some time, Sora then crosses paths with Roxas, and they have a conversation regarding the Nobody's ties to him, before Roxas transfers all of his painful memories into his Somebody and disappears. Sora is left alone, having again transformed back into the outfit which he wore during his travels in the Sleeping Worlds. He later comes across Kairi and Riku, who briefly transform into Aqua and Terra as Sora, briefly transforms into Ventus himself. Both Aqua and Terra speak Ventus's name, before holding out a hand each toward Sora. Sora, still appearing as Ventus, attempts for a brief moment to clasp the outstretched hands, but to no avail. The two then walk away, once again becoming Kairi and Riku. Sora makes an effort to follow them, but finds himself being slowed, as Riku continues to urge him to awaken.

Eventually, having been teleported to another part of the world beyond the Nightmarish Abyss, Sora comes to and meets Xigbar again. Sora asks him whether the things that he had just seen were placed into his head, to which Xigbar responds in the negative, explaining that they are unable to place things in peoples' heads. Xigbar then taunts Sora about his heart, and finishes with a sarcastic comment about Sora's heart having led him wrong. This subsequently causes Sora to hypothesize that the Nobodies of Organization XIII each had hearts of their own. Xigbar confirms this, and Xemnas then arrives to explain the truth that Nobodies do become their own beings over time. He elaborates that through the experiments on Heartless, which his Somebody had conducted in Radiant Garden to control the mind in an attempt to convince it to renounce its sense of self, they had discovered that though a heart could be banished from its body, the body would try to replace it at the first opportunity. Sora then questions their motives behind hiding the truth from the remainder of the Organization, at which point Xigbar reveals the true purpose of Organization XIII, and that his original self, Braig, had undergone the process of becoming a clone of Xehanort. At this point, Xemnas stipulates that the majority of the members chosen for the original Organization XIII had been inadequate, for multiple reasons. Sora becomes more aggressive toward Xigbar and Xemnas, striking a nerve in the former by stating proudly that, "My friends are my power and I'm theirs!" regardless of if is only borrowing their strength. An annoyed Xigbar leaves Xemnas to deal with Sora. After a fight with Xemnas, Sora collapses on the ground out of exhaustion. Young Xehanort appears and reveals that they had been able to track Sora's movements from the start of his Mark of Mastery exam because of the presence of the Recusant's Sigil on the boy's chest. As Sora held no resistance to the darkness, the youth's clothes embraced the darkness in his heart and ultimately gave the Organization control over him. After Young Xehanort had explained the role that he had to play in the events leading up to that point, and also his plan to return to his own time, Sora falls into a dark sleep. Young Xehanort then takes the comatose boy to the Castle that Never Was's Where Nothing Gathers.

Riku's Side

Riku lands in the World That Never Was and, after traveling through the castle itself, finds Sora encased in a floating bubble surrounded by darkness. Taking Sora's hand and shaking it, he tries to awaken his friend, but to no avail. At this point, the swirls of darkness encasing the bubble extend outwards from it and form the Anti Black Coat Nightmare. Riku is forced to fight this Dream Eater, and soon defeats it. After the fight has concluded, Riku speaks to Sora, instructing him not to chase the dreams. The bubble, and its cargo, then disappear, and Riku is shown the contents of Sora's dreams. He voices aloud his questions regarding the dreams, and also why his friend is unable to wake from them. To Riku's surprise, he is answered by "Ansem", the voice of whom he immediately recognizes. Ansem explains that once someone has fallen into the chasm of dreams, no matter how many Nightmares are consumed, it is impossible to wake the person. He also describes how Riku has been within Sora's dreams for the entire duration of their time in the Sleeping Worlds. Riku is then dragged downwards into the darkness.

Lea, standing upon a throne in Where Nothing Gathers, having rescued Sora.

After defeating Ansem, with Sora's Dream Eaters aiding him, Riku makes his way to the Castle That Never Was and finds the unconscious Sora sitting on Roxas's throne within the Where Nothing Gathers. When he runs to Sora, Young Xehanort appears and knocks him back into the center of the room. Riku and Young Xehanort discuss Sora's condition and his role in forthcoming events. Mickey then arrives, freezing time in the whole room and halting the actions of everyone within, save Riku and himself, using Stopza. But soon, Young Xehanort, who has power over time, manages to resist the spell and hits Mickey, throwing him to the other side of room. He then challenges Riku to a fight. After the fight ends, Stopza wears off. The room's thrones are starting to fill with hooded figures, including Xemnas, Ansem and Xigbar. On the highest throne, the darkness creates a figure, which is no one other than Master Xehanort himself. He explains his plans to create χ-blade and start a new Keyblade War, by means of the Seven Guardians of Light, and Thirteen Seekers of Darkness. He then makes Sora's throne rise up and summons his Keyblade to make the youth the final member of the his new Organization by implanting his heart within the boy. Mickey tries to reach Sora, but is stopped by Xemnas, while "Ansem" similarly restrains Riku. Master Xehanort attempts the process, but Lea manages to block the attack and saves Sora. Then, Isa attacks Lea. Ansem's Guardian grabs Riku and Mickey, at which point Donald and Goofy appear to save them. After a short concluding speech, Master Xehanort's new Organization XIII then disappear. Riku and the others then return to the Mysterious Tower with Sora.

Kingdom Hearts III

The World That Never Was appears in various flashbacks when Riku and Mickey recall their encounter with Xehanort at Where Nothing Gathers.


Kingdom Hearts II

Type Items Found Locations Notes
Power-Ups AP Boost x 2 Fragment Crossing When entering from the Alley to Between, follow the path to the end of the black road and into the area with the wires in the ground. The chest is on a ledge opposite the entrance into this area.
Memory's Skyscraper In the Northeast corner of the map, in front of an overturned truck.
Synthesis Mythril Crystal x 2 Fragment Crossing When entering from the Alley to Between, follow the path to find the chest in a corner.
Memory's Skyscraper Against the wall West of the skyscraper.
Mythril Stone x 2 Fragment Crossing When entering from the Alley to Between, follow the path to find the chest in a corner.
Memory's Skyscraper To the left of the entrance to The Brink of Despair.
Orichalcum Fragment Crossing When entering from the Alley to Between, follow the path to the end of the black road and into the area with the wires in the ground. The chest is on a ledge to the left of the entrance into this area.
Orichalcum+ The Brink of Despair On a ledge in the Northwestern corner of the map.
Maps Dark City Map The Brink of Despair Beside the Moogle's Shop.

Kingdom Hearts 3D: Dream Drop Distance

No. Reward Location
1 Shield Cookie 3 Avenue to Dreams - East, Building Roof
2 Dulcet Fancy Avenue to Dreams - South, Building Roof
3 Savage Fantasy Avenue to Dreams - West, Building Roof
4 Salvation Avenue to Dreams - South, Yellow/Red Building Roof
5 Elixir Avenue to Dreams - Northwest
6 Dream Candy Avenue to Dreams - Northwest, South Side
7 Water Barrel Avenue to Dreams - East, Center, Step
8 Drak Quack Recipe Avenue to Dreams - North, Center
9 Elixir Contorted City - Near Beginning, North Side
10 Block-it Chocolate 3 Contorted City - Beginning
11 Shield Cookie 3 Contorted City - Beginning of Loop
12 Confetti Candy 3 Contorted City - Beginning of Loop
13 Wondrous Fantasy Contorted City - Midsection of Loop
14 Ice Dream Cone 3 Contorted City - End of Loop
15 Ars Arcanum Contorted City - Beginning, North Side
No. Reward Location
1 Dream Candy Delusive Beginning, South
2 Curaga Delusive Beginning, Bottom Center
3 Doubleflight Delusive Beginning, Bottom Center
4 Elixir Delusive Beginning, East
5 Elixir Delusive Beginning - Northwest, Rail
6 Confetti Candy 3 Delusive Beginning - Northwest, Rail
7 Dulcet Fantasy Delusive Beginning - East
8 Dark Splicer Delusive Beginning - East, Upper Area
9 Dream Candy Delusive Beginning - North
10 Elixir Delusive Beginning - Northwest, Upper Area
11 Keeba Tiger Recipe Delusive Beginning - Northwest, Upper Area
12 Ice Dream Cone 3 Walk of Delusions - East
13 Drop-Me-Not Walk of Delusions - West
14 Lofty Fantasy Walk of Delusions, Center, Staircase
15 Spark Raid Fact within Fiction - South of Center, Upper Area
16 Intrepid Fantasy Fact within Fiction - Center
17 Royal Cake Fact within Fiction, North of Center
18 Block-it Chocolate 3 Fact within Fiction, Northwest
19 Mega-Potion Fact within Fiction, Northeast
20 Balloon Fact within Fiction, South of Center
21 Elixir Fact within Fiction, Center
22 Elixir Verge of Chaos, North
23 Skelterwild Recipe Verge of Chaos - South, Fourth Floor
24 Treasure Goggles Verge of Chaos - North, Second Floor
25 Wondrous Fantasy Verge of Chaos - North, Third Floor
26 Paint Gun: Black x10 Verge of Chaos, South
27 Shield Cookie 3 Verge of Chaos - North, Top Floor
28 Elixir Verge of Chaos - North, Top Floor

Puzzle Pieces

Puzzle Pieces Found Locations Notes
Memory's Skyscraper


  • Interestingly, the boxart of Kingdom Hearts shows a scene with the younger versions of Kairi, Sora, Riku, Donald, and Goofy sitting on a skyscraper in a world that bears a resemblance to The World That Never Was, including the Kingdom Hearts moon in the background, although this world didn't actually appear before Kingdom Hearts II. A CG version of this artwork was produced to promote Kingdom Hearts HD 1.5 ReMIX, which later revealed the world to be Traverse Town. The letters "T-R-A-V" are clearly etched in the stone under Roxas and company. 
  • The World That Never Was cannot be accessed via the Gummi Ship until after you enter the world via the Simulated Twilight Town.
  • Coinciding with The World That Never Was being the opposite of the End of the World, The World That Never Was seems more industrial while the End of the World seems more naturalistic, which coincides with the fact that Nobodies rely on intelligence while the Heartless rely on instinct.
  • It is unknown if Young Xehanort's battle arena in Kingdom Hearts 3D: Dream Drop Distance has any connection to The World That Never Was, despite the similarities.


Kingdom Hearts II