As his friends watched in concern, Mickey paced the floor of his living room, glancing at his phone every few minutes. Roy had promised he would call as soon as there was a change. He had explained the situation, but Mickey had pushed those details to the back of his mind. For his sanity's sake, he had to believe they weren't true, that it wouldn't happen. Walt would get better; he couldn't let himself think otherwise.

But still the frightening words kept pushing at the mouse from the corner of his mind where he'd shoved them. Lung cancer… terminal… a matter of days… Mickey closed his eyes, feeling tears sting them. Behind the lids, he saw an image that he knew would be with him forever; when they all went to see him in the hospital after hearing the news.

The man Mickey had seen that day was a completely different person from the Walt he knew: sick, weary, barely able to smile. It didn't seem possible… it couldn't be possible. Walt had always been so full of energy and life, the same life he had given to Mickey and all his friends. They and the all the world owed him so much. How could he…

No. Mickey clenched his teeth, forcing himself not to think it. Get a hold of yourself! he snapped to himself, rubbing his fist against his head. He won't… Suddenly, he felt a gentle hand on his arm and turned to meet Minnie's worried gaze. Her eyes were filled with concern and the same fear everyone else was feeling.

"Please sit down, Mickey," she said gently. "You'll make yourself sick like this."

Donald nodded, looking strangely subdued. "Yeah," he said. Goofy chimed in, "An' you're makin' us sort a' dizzy pacin' round so much."

Mickey sighed heavily. "Gosh… sorry, gang."

Daisy smiled sadly. "It's okay, Mickey. We understand." Just then, the phone rang. Its normally cheerful chimes sounded like a death knell to all in the room. Minnie released Mickey's arm and he slowly walked to the phone. No one else had made a move to answer it. With a deep breath, his hands shaking, Mickey picked up the phone.

His suddenly dry throat stopped his words, and he swallowed hard before trying again. "H-… hello?"

Roy Disney's familiar voice was dull with sadness. "Mickey…" The mouse's heart turned to a lump of lead in his chest. "No… don't say it…" he rasped. There was a moment of silence on the other side, and then Roy sighed.

"I'm so sorry. They did all they could, but… it was too much. I'm sorry." Unable to speak, Mickey hung up the phone, his limbs suddenly so heavy he could barely move them. Behind him, his friends immediately guessed the truth of what had happened.

Minnie gasped and raised a trembling hand to her mouth. Goofy started whimpering and blew his nose in his hat. Donald struggled to hold back his own tears as he hugged a sobbing Daisy, and Pluto howled mournfully.

Mickey was completely unaware of these as he clung to the table, barely aware of the tears streaming down his own face. His mind was numb. All he could think was that his creator, his best friend and in every sense of the word, his father, was gone. Everything he had ever known was shattered apart… just like that. He closed his eyes, his body growing heavier by the second. "Walt…" Suddenly his brain seemed to implode; his vision went black.

"Mickey!" Minnie caught him as he slowly crumpled to the ground. Her tears fell on his face as she cushioned his head in her lap. His eyes were open, but they didn't see. What scared Minnie more than anything was the fact that for the first time in all the years she'd known him, Mickey's eyes were completely dull. They had always shone, even a little in sad times. He looked as though he'd lost all hope.

"Mickey?" she whispered, gently taking his hand. A single tear trickled from his eyes as they closed. Through the closing mist, Mickey dimly heard alarmed voices.

"Gawrsh, whut's wrong with him?"

"Shock, I think…"

"Someone get help!" Everything went blank.

A/N: I realized how short this really was, so I put in a little more to explain what was wrong with Walt. I'll probably add at least one more chapter later. And just FYI, don't expect extremely long stories and chapters from me too often. I'll probably add on and revise a lot, so just keep R&R 'ing and I'll do my best! Thank you