It was a dark night in Shinjuku park and currently, we find Takato's Digimon partner, Guilmon, sadly staring at the sky.

Guilmon was sad because ever since Takato started high school, it seemed a lot of his time was spent with homework and studying, which gave Guilmon and Takato very little time to play.

As Guilmon stared up at the stars, he could see a shooting star, and remembering what Takato had told him about shooting stars, wished he had a new friend.

The shooting star then shot down from the sky, landing where Guilmon used to take shelter, when people still feared Digimon, with a massive explosion, destroying the shelter and leaving a large smoking crater.

Guilmon's curiosity got the better of him, as he went to examine the fallen star, however, unknown to Guilmon was the fact that the 'shooting star' was actually a Digimon that had Bio-emerged from the Digital World.

After a small sprint, Guilmon had made his way over to the smoking crater.

As he stared inside he was confused at what he saw, to him it looked like a large brain shaped rock, covered in green slime.

It was then a pair of tentacles emerged from the green meteor and a large eye popped out, staring straight at Guilmon.

(MUSIC STARTS) 'I suggest you play The Grim Adventures of Billy and Mandy Version over the original BRAINS! song'

Well hello there little dragon.

Are you Tame?

Don't bother answering, cause I'll suck out your brain.

Now just sit back as I suck on your head.

Take out your brain and make you undead.

'It was then the Meteor's left tentacle began to suck on Guilmon's head, in the hopes of retrieving his brain, but that failed, so instead he shoved his tentacle into Guilmon's left ear and failed again, but was able to learn all he needed about where he was and what he could do to get what he wanted.'

"Ouch! What are you doing? That hurts!" Guilmon whined, as the meteor pulled the tentacle out of Guilmon's head.

Well, I just scanned your memory

And from what I can tell you're quite lonely

So, I have a deal, that's in your range

I'll become your friend... But you'll bring me some BRAINS!

'Guilmon thought about the offer for a moment before he replied.' "Alright. Just one question."

"What is it, pal?" 'The meteor asked.'

"Aren't brains inside your head? How do I get them?" 'Guilmon asked, in which the meteor let out a Machiavellians laugh, before he replied, in a sinister tone.' "You just find your friends, bring them here and leave the rest to me."

Find the vixen with speed and grace.

What I wants behind that beautiful face.

Take her to me where I'll decide her fate

And by the end you'll have a zombified mate.

'I always felt Guilmon was attracted to her'

Head over to the gal and lad's

And find the imp who once was bad.

Tell him that you're lonely and want some attention.

Then I'll suck out his brain as a form of redemption.

BRAINS, BRAINS, I won't lie,

I'll eat their brains 'til they're zombified.

Sure they might think it's deranged

But they won't give it a thought

After I've eaten they're brain.

BRAINS, BRAINS, It's okay.

It's not a matter if it isn't gray,

And if at first they thinks it's strange,

They won't think twice

If they don't have a brain!

Go down to Henry and Susie Wong's

Get two Digimon for the price of one

I'll suck the noodle right out of their heads

And add them to my army of the undead.

Now that it's after dark

Go and find Calumon in the park.

Tell him to follow, as you have a new game

But bring him to me and I'll suck out his brain.

BRAINS, BRAINS, I won't lie,

I'll eat their brains 'til they're zombified.

Sure they might think it's deranged

But they won't give it a thought

After I've eaten they're brain.

BRAINS, BRAINS, It's okay.

It's not a matter if it isn't gray,

And if at first they thinks it's strange,

They won't think twice

If they don't have a brain!

Five brains eaten, three to go...

Aggressive, tiny and robo.

Guardromon may be made of metal

But he still has a brain from what I can tell.

Kenta's mon's may be tiny like a peanut

But a brains a brain, and I know I'll still enjoy it.

Cyberdramon may be filled with anger

But he still has a brain to satisfy my hunger! (Ohhhhhhh...)

Great work my puppet. sorry, Guilmon.

You brought me every Digimon.

But with all this brain power that I dare not waste

I'm curious as how a human's will taste.

I have one last task for you to follow

Bring me the boy known as Takato.

Get him down here, his fate will be sealed

But I promise. I'll hold up my end of the deal.

BRAINS, BRAINS, I won't lie,

I'll eat his brains 'til he's zombified.

Sure he might think it's deranged

But he won't give it a thought

After I've eaten his brain.

BRAINS, BRAINS, It's okay.

It's not a matter if it isn't gray,

And if at first he thinks it's strange,

He won't think twice

If he don't have a brain!

BRAINS...

Bring me his Brain...

BRING ME HIS BRAIN!

BRING ME HIS BRAIN!

Mwahahahahaaaaaaaaaaaaaaaaaa !