DOMINO CITY, CENTRAL, 4:00 PM

Mai hummed as she looked at the greatly detailed water fountain before her, the water spouting from a stone cherub's cup as he held it up towards the sky. She took a sip of her wine from her glass as she watched the water arc and land in the fountain itself, her red lipstick staining the edge of the wine glass. The evening wind blew against her hair gently, making the curls in her up-do hairstyle sway ever so slightly. She sighed in bliss, "What beautiful scenery..."

And it truly was. The garden she stood in was absolutely stunning, with carefully maintained shrubbery that formed elaborate mazes, and exotic plants and flowers that decorated every pathway in such a way that one couldn't help but feel that they were on a journey through a flowery paradise. Mai would have to come here again sometime in the future, next time without that eyesore of a man at her side.

Said man stood next to her at the fountain, dressed nicely in a black tuxedo and a red bow tie that truly brought out the color of red in his hair. Akihiro (or was his name Akihisa?) smiled down at her, his greedy eyes roaming over her elegantly dressed figure and lingering on a few areas that made her temple throb in agitation and her eyes narrow. "No matter how beautiful the scenery is," He said, "It looks absolutely dull when you're present Miss Mai."

If Mai had heard such a line a few years ago into her teen years, she would've surely been swept off her feet and right into his bed. But she wasn't a naive teenager anymore, and she knew this type of man like the back of her hand, after all the world was full of womanizers and she had met a good portion of them in her travels. Mai smiled at him, something so fake and sweet that she wondered how one man could be so ignorant, "How sweet of you to say! Though, I'm well aware that my looks are better than any garden."

"A-ah yes, we-well of course..." Akihiro stuttered, very obviously at a loss as what to say in the face of Mai's confidence. He didn't even get the chance to try to pull her in with a different line as the area around them was suddenly flooded with a bright light, momentarily blinding the both of them. Mai merely blinked a few times to clear the spots in her vision, while Akihiro shielded his eyes with his arms and tried to block the light from blinding him further.

"What the hell is going on?!" He shouted. Mai rolled her eyes at him and looked up at the source of the bright light, a scowl on her face. Hovering fifty feet above them was a large airship that was roughly three hundred meters long in length with spot lights bigger than the average man shining down at the two, illuminating everything around them.

Mai clicked her tongue and then turned towards her date, roughly pushing him away and causing the man to skid across the ground with a loud groan. "Sorry sweetheart but we're gonna have to cut our date early," She said sweetly and smirked, "Though, I was already planning on it. You're not exactly my type."

All she received in response from him was another load groan and she sighed in disappointment, muttering under her breath about how weak some people were if they suffered that much from a measly push to the ribs. Of course, she wasn't any normal person either so maybe she could give him some credit for not passing out the moment he was knocked to the ground. As if voicing her thoughts an elegant and silky voice above her purred loudly, "You know, you could've been more gentle with him."

Mai looked up and was greeted by the sight of a sharply dressed woman with long red hair, clinging to the foothold of the airships ladder with one hand and the other outstretched towards her. Mai took hold of her hand and stepped onto a foothold below hers, letting her wine glass shatter on the concrete below as the ladder began to be pulled up towards the airship.

"I could've," She said smoothly, "But I didn't think he was worth holding back on, to be honest."

The woman let out a bark of laughter in reply, something resembling a raspy and shrill giggle that was both a bit horrifying but also so incredibly contagious in nature that Mai found herself letting out a few giggles of her own. "I guess he wasn't much of a date then," The woman snorted.

"Not really, but he was still a date nonetheless. Didn't I tell you before Harpae, that I didn't want to be disturbed when I'm on my off days?" Mai asked, an edge of irritation in her tone. She didn't get many days off due to the nature of her job, and when she did have them she enjoyed either staying home and playing gacha games or going out for a night in the town.

Harpae smiled, "I wasn't aware you could call hanging out with some spoiled rich college kid a date Miss Mai."

"You know, I could push you off this ladder and right onto the pavement."

"And I would just take you with me to hell," Harpae hummed innocently as the ladder finally stopped ascending and they reached the entrance to the large airship. The two carefully stepped on board and Harpae signaled for a coat to be brought forward by one of the many crew members that stood in formation to welcome the major. A mousy looking girl with short brown hair came forward with a stylistic coat and carefully wrapped it around Mai's shoulders, her cheeks turning bright red when the woman thanked her.

Mai watched the girl scuttle away with amusement on her face before she turned back towards Harpae, her expression turning stern. As much as she loved to mess around with her crew, it was time to get to work and figure what the hell was so important they had to yank her out of her free day. "Now," She said seriously, "What is going on?"

"Headquarters sent out an emergency notice about a large scale of destruction in Dice City," Harpae replied, "The level of destruction is similar to the incident that occurred fourteen years ago."

Fourteen years ago...? What was... Oh shit. Mai's eyes widened in realization and she was about to reply when Harpae held a slim finger to her lips to silence her. "I'm not finished," She said and lowered her voice to a whisper, "Mutou-sama also sent a private message about the issue."

Mai scowled, "That old man? What does he want?"

"Mutou-sama has informed us that his grandson is located in the city, and is currently searching for survivors. We are to rescue him and any survivors that he may have found while we are there, he implied several times that we are to do this part undetected." Harpae said, her watch emitting a holographic map of Dice city that had a specific location marked.

Mai took a moment to digest the information before she nodded and grinned, turning towards the crew members that were still in perfect formation. "Everyone get to your stations, head to our destination, Dice City!"

She couldn't help but feel a bit excited as she walked briskly towards the command hub, her gown trailing on the ground behind her. After all, it wasn't often that she got to reunite with her kid cousin who she hadn't seen since his toddler years, and encounter the start of the third honkai impact.

HIGOKU APARTMENTS, DICE CITY, 9:35 PM

Atem stared blankly at the ceiling, his hands folded on his chest as he listened to the soft sighs and loud snores coming from his friends that laid in sleeping bags not too far from him. If he listened carefully, he would be able to hear the sound of another in the other room, organizing supplies and the like as the rest slept peacefully, waiting for the sun to rise and with it - help to arrive. He knew he wouldn't be able to join any of them in sleep, even though he was just as tired as they were, his mind was just too uneasy to sleep.

He closed his eyes and tried to lull himself to sleep by counting the seconds between every time Jounouchi let out a particularly loud snore, but it didn't work. The events of earlier weighed too heavily on his mind, and he could feel his chest tighten in hurt at the mere thought of the reason, why they weighed so heavily. Said reason was in the other room, putting together supplies, getting them ready for tomorrow, and talking to a grandfather Atem hadn't even known he had until three hours previously.

"So," Yugi said meekly as they walked down the damaged streets of Dice City, "I suppose I should start from the beginning?"

The sight of Yugi looking so anxious, made Atem feel just as equally as nervous. It didn't dwell right with him to see someone usually so confident and friendly become so withdrawn and shy, but he understood. Everyone had their secrets, and whatever Yugi had kept to himself until this moment, it was considered important enough that he had hidden it for good reason.

He gently touched Yugi's shoulder and gave him a small smile of encouragement, something that even surprised himself, "If that's where you think would be the best place to start, then go ahead."

Anzu nodded in agreement, "Whatever you need to tell us, we won't treat you any differently. I mean, you did just fly out of the sky and rip apart something that could've kill us, so I'm kind of just... rolling with the shots now, and accepting whatever."

"Thank you," Yugi laughed, regaining his composure and smiling brightly. He placed his hand over Atem's for a second and squeezed gently before pulling away to carefully step over the remains of a zombie that they had killed earlier. Corpses littered the street and it was a bit horrifying to see how many zombies they had killed in their earlier efforts to get away from the Honkai Beast. Yugi, however, didn't seemed phased at all and simply stepped over them without so much as a flinch.

"Well, the first thing I should start off with I guess, is that my name isn't actually Naito Yugi." Yugi said cheerfully, patting Kuriboh 19C gently as it rubbed up against him like a large robotic kitten, "It's actually Mutou Yugi."

Atem would admit, he was vaguely shocked but it explained a lot about Yugi's preference for people to call him by his first name rather than his surname, and the few incidences that occurred when people didn't; Like his sudden confusion in class sometimes or forgetting to respond to a teacher when she called on him... that could've also been because the older boy was often sleeping in class or had his head up in the clouds too. Though, Atem was sure he had heard that name before...

"That's all? Man, I would've thought 'Yugi' would've been the fake name!" Jounouchi laughed before he coughed as he was sharply elbowed in the stomach by Anzu.

"Don't be rude!" She whispered sharply, glaring at him.

"Well, he's got a point," Honda said, "Though, the name Mutou does sound really familiar..."

So it wasn't just Atem who had heard the name before.

Yugi smiled brightly before he stumbled slightly over another corpse and caught himself. He laughed weakly in embarrassment and then carefully stepped over it, "...You've probably heard of it before if you've looked into Millennium. To be honest, I don't know much about it myself, but I do know that my family helped establish it."

Well, that explained where Atem had heard that name before. Millennium was one of the largest organizations in the world, and the name Mutou was strongly associated with it due to not only being one of the original backers of the organization, but also because they produced some of the strongest warriors in history to fight against the Honkai. He could remember that information being drilled in his head so strongly when he was younger, that he was surprised he had forgotten it.

"Wait, wait, WAIT A SECOND!" Jounouchi shouted so loudly that Atem winced as his ears started ringing, "Am I the only one freaking out here? I mean, I don't care at all that you haven't been usin' your real name, but your family owns an organization? Are you like, some crazy trained spy or something?"

Atem had to admit, Jounouchi had a point. As much as he wanted to just roll with it as Honda and Anzu had been doing, he couldn't help but feel a much deeper sense of... betrayal, especially with Yugi being so nonchalant about the situation. He had come to trust Yugi quite a bit despite his inhibitions, and it was painful to learn that the person he had come to know and trust, could have just been a carefully fabricated persona.

"No! I'm not a trained spy or anything!" Yugi shouted, waving his hands wildly, "I just have lots of experience with Honkai because of travelling a lot with..."

He trailed off momentarily as if he was in deep thought, and despite being upset with him Atem couldn't help but feel worried. He reached forward to gently take hold of Yugi's shoulder, only to be startled by Yugi's sudden change in expression as he stared at all of them with a fierce expression. "I know I haven't been truthful with who I am, and there isn't much reason why you should trust me," He said, his eyes lingering on Atem for a moment, "Especially with what I've told you but... my feelings for all of you have always been genuine."

There was a moment of a stunned and heavy silence that for as short as it was, felt nothing but suffocating to Atem. The moment was quickly over when Jounouchi and Honda dived forward to pull Yugi into both a hug and a noogie, the shorter boy letting out a loud yelp of indignation as he was manhandled. Anzu rushed forward with them, and tried her best to envelop all of them into a group hug as Jounouchi grinned, "Don't get all emotional on me buddy, you'll make me cry!"

"Urgh... Jounouchi-kun you're choking me..!" Yugi gasped as he tried to escape from Jounouchi and Honda's hold, flailing about wildly in such a way that it looked both a little sad and humorous.

Atem smiled at the sight and patiently waited as he watched the touching albiet humorous scene. As much as he wanted to join them, and he wanted to trust Yugi, he wasn't quite sure what to do.

After that, as they had walked to the safe point, Atem had found that he didn't know Yugi nearly as well as he thought he did. It wasn't surprising, considering that Yugi was a very private person similar to himself, but he still felt a sting of hurt running through him when he thought about the possibility of how much he did know could all be lies. He knew it was hypocritical of him for being upset for a such a reason, especially with how tight lipped he was about his own past, but he couldn't help but feel upset and well, stupid for being upset in the first place.

He hated feeling pain like this. Physical pain he could deal with, but emotional pain was a whole other monster that he never wanted to face... Atem wished he could go back to being how he had been before he had met Yugi in Dice City while on the run, before he had went into the rehabilitation program, when it had just been him by himself after he had left that awful place. It had been easier to roam, feeling nothing but emptiness rather than having his heart be filled with foreign feelings that terrified him all too much.

He huffed and turned on his side, before going completely still when he heard soft footsteps padding towards him, a strange mechanical whirring (that strangely he's come to expect) accompanying them. The footsteps and the whirring stop a foot away from him before he felt said person get down on their knee's at his side and gently prod at him.

"Atem," Yugi whispered, "I know you're not asleep. You snore worse than Jounouchi ever could."

Atem's eyes flew open and his cheeks burned a bright and rosy red. He sat up quickly and looked at the smiling face of his best friend who was currently trying his very best to not laugh, and Atem could feel his traitor heart start beating a little faster at the sight.

"You know, that's not very nice." He said calmly in an effort to hide how flustered he truly was at the moment.

"Yeah," Yugi agreed and tried to muffle his laughter into his gloved hands, his amethyst eyes twinkling with mischief, "But the chance to see the look on your face was too good to pass up."

Atem rolled his eyes, "Rude."

Yugi merely smiled teasingly in response before he stood up and wiped the invisible dirt off of his shorts and...whatever they were. He wasn't quite sure what Yugi was wearing, they looked something akin to armor that began from mid thigh and covered the rest of his leg, even his feet. The joints between the armor were covered with a material that looked similar to black spandex and with every movement Yugi made the armor whirred mechanically, though not so loudly that it was annoying.

He must've been staring because Yugi hummed and moved his right leg, the joints whirring a bit louder as he did so. "If you're wondering what they are, they're prosthetic armor."

Atem stared at his legs in sudden alarm, wondering exactly what had happened to Yugi that had caused the loss of his legs. He knew for a fact that that the world was brutal, even without Honkai in the equation, but he hadn't ever expected for someone like Yugi to have experienced the cruelty it displayed. Had it hurt?

Yugi laughed quietly, interrupting Atem's train of thought once more. "They're not actual prosthesis. I don't know why they're called that really, but it's more of leg enhancements I put on. My legs aren't the strongest, so they help stabilize and strengthen them. They also reduce damage too, otherwise I would've broken both of my legs when I took down that Honkai beast."

With the information that Yugi hadn't actually lost any limbs, Atem felt the tension draining from his own. He breathed a sigh of relief under his breath. He didn't know why but the thought of Yugi hurt in any way, be it in the past, present, or future, it bothered him greatly. Well, he did know why, it just wasn't something he really wanted to think too much about yet.

Yugi flicked his head gently to get his attention before holding out his hand for Atem to take, "Come on, do you want to go to the other room? I think we should talk."

It was true that they were probably due for a discussion, especially with Yugi's background coming to light, but he wasn't sure he actually wanted to talk about anything right now. He didn't want to know the answers to the questions he was wondering, if they were as bad as he feared. But with one look at Yugi's pleading smile, something that made his foolish little heart beat a little faster, he relented and grasped the older boy's hand.

Atem stumbled forward slightly and nearly knocked them both over as Yugi pulled him to his feet, surprised by the amount of strength Yugi had used to haul him up. Said boy caught him before he could fall to the ground and carefully steadied him, his hands sturdy as they held him and Atem fought the urge to blush. For as small as Yugi was, even smaller than himself (which was saying something considering Atem was rather short for someone his age), he was surprisingly strong.

Yugi began to gently tug him to the other room, his hand firmly locked around Atem's. They stepped carefully around the sleeping bodies on the floor, Jounouchi being the most difficult obstacle due to what had to be the most uncomfortable way to sleep Atem had ever seen in his life. He was sort of tempted to ask when Jounouchi was awake if he was from a family of contortionists, because that was the only explanation Atem could think of for how he could possible be comfortable like that.

As soon as they had passed their most dangerous obstacle, Yugi lead him to what must've been a bedroom at some point. Now, it was more of a fortified room than anything else. The walls were a pristine hospital white with metal counters attached to the left side of the room. A similar metal closet was nearby, the doors open wide enough that Atem could see that it was not only stocked with emergency supplies but with ammunition and weapons as well. There was a balcony with the curtains pulled aside, only to reveal that the glass doors were barred for safety reasons.

Yugi must've had set himself up in this room a while ago because there was little signs of life in the otherwise lifeless room. A Marshmallon themed sleeping bag was in the left side of the room with stuffed animals around it, puzzles and rubix cubes scattered around the bed haphazardly. On the counters were several packs that Yugi had obviously been using to store their emergency supplies, and cushioned in the corner was Kuriboh 19C, blankets wrapped around it as it let out what sounded remarkably like robotics coos. Despite the room having formerly been a fortified safe room, Yugi had made it into something homely and cozy.

"Sorry," He apologized, "It's a bit messy."

"It's fine." Atem said honestly. It really was, especially compared to the rooms of the other children at the rehabilitation center. That had been it's own special sort of hell, and Atem had found himself steering clear of children his own age for a long time.

There was a heavy silence following his answer, and Atem could feel the awkwardness creeping in like the shadows that followed him in the day. Yugi must've had enough of the thick silence after a few minutes because he leaned against the wall and crossed his arms, one hand gripping a flower shaped charm on his necklace as he spoke.

"So, I'm guessing you're angry with me."

It took a moment for Yugi 's comment to register and Atem frowned as it sunk in. He wasn't sure if angry was what he could describe his feelings right now, after all he didn't think it was possible for him to ever truly become angry with him. Irritated sure, but never angry.

"I'm not angry with you." He decided.

Yugi looked up at him in surprise, "You're not?"

"No, but I am...hurt." Yes, that described the pain he was feeling in his chest at the moment much better, "And I do feel a little betrayed, but I'm going to assume you had your reasons and if you're willing to explain them, I'm willing to listen."

Yugi stopped anxiously twisting his necklace in his hand and his expression turned to that of one so relieved that Atem felt momentarily guilty for making Yugi so nervous in the first place, though he knew it wasn't really him and more of the situation itself that was making both of their nerves on edge. Yugi slid to the ground where a few blankets were situated only to yelp and pull a three-dimensional wooden puzzle out from underneath him. Atem chuckled when Yugi scowled and gently threw the puzzle on his futon nearby before patting the spot next to him.

Atem carefully checked if there was any other puzzles or toys in the spot Yugi had pointed out and once he was sure that he wasn't in danger of sitting on anything as pointy as a rubix cube, he plopped himself right next to his friend. Yugi smiled, something so soft and genuine that he felt himself relax as Yugi gently took hold of his hand again and squeezed gently.

"First of all, I'm really sorry for hurting you. I never meant to, but I still did and I'm sorry for that." Yugi said.

"Thank you," Atem said, "and it's... fine."

"But it's not fine!" Yugi said and gently smacked Atem's shoulder with his free hand, "You of all people don't deserve to be hurt, you're my best friend!"

"Then, it's... not fine?" Atem said carefully and Yugi nodded in agreement, satisfied with his answer.

"But it will be," Atem continued, "If you tell me why you've been so secretive."

Yugi laughed quietly and Atem felt his cheeks warm as a result. Yugi's laugh wasn't like what he read about in the occasional romance novel, like chiming bells and the like, but it was airy and full of life and it made Atem's heart skip a beat every time he heard it.

"Yeah, I'll cut to the point." Yugi said as he grinned sheepishly, "Basically I'm sort of on the run?"

What?

Atem's face must've betrayed his utter shock because Yugi burst into cackling laughter and quickly muffled it into his shoulder as best as he could. "Y-yo-your face!" He gasped in between bouts of chuckles.

Atem frowned and poked Yugi's cheek which also happened to be a lot squishier that he thought it would have been, "You know, this is supposed to be a serious conversation."

Yugi batted away his hand and as soon as he could breath again without wheezing, he sighed. "I know, I know," He said, "I am being serious though. I'm looking for someone and I can't exactly be caught by the authorities, since they're kind of wanted..."

"And what I'm doing is sort of illegal. Very illegal on many levels." He added. Atem wasn't too surprised by that, since he himself had done plenty of very illegal things that should've gotten him jailed a long time ago. Though, he hadn't expected their situations to be so similar yet so different at the same time. Yugi had gone on the run willingly to find someone, and Atem had gone on the run without choice or he would face getting stuffed back into a nightmare he didn't want to face. It certainly explained why they got along so well.

"Who are you looking for?" He asked, a bit curious.

"My mama," Yugi answered, almost angrily.

"We used to travel a lot around the world, and we would fight Honkai for the people who weren't able to get the help they needed. As much as Millennium fights against it, they couldn't help everyone and that's why my mama and I would help... I couldn't do much, but my mom could take one out with her bare hands." Yugi laughed and Atem found the thought of Yugi's mother incredibly frightening if she could take out a nine foot tall monster that destroyed entire buses in one stomp, with her bare hands.

"The day after I turned eleven, we went to go check out an abandoned train station that apparently some kids hadn't returned from. It turned out to be infested, and everything went bad. Fast. I remember blacking out, and when I woke up the train station was completely destroyed and my mom was gone. I looked for her for a long time, but there wasn't even a body so I trekked back to the nearest village with our supplies and called the number mom gave me in case anything happened to her...

"It turned out to be Grandpa, and ever since then he's been looking after me and helping me search for mama. Sort of. He's kind of a big believer of learning self-independence, so he kind of just gave me Kuriboh 19C and sent me on my way. He sends me some money every month... It's enough though, even if he is sort of a stingy bastard."

It takes a full minute for the massive amount of information to sink in and Atem to swallow down the anger that threatens to consume his entire being at the very thought of Yugi's situation. Yugi was such an impossibly good person, that it was difficult for him to understand how someone could leave him behind or be irresponsible enough to merely send him money and act if that was enough. Atem nearly let his anger consume him until his heart thudded painfully in his chest when he heard a small sniffle. He squeezed Yugi's hand to assure him that he was here, and he wasn't alone.

"So that's why I've been keeping secrets," Yugi wiped his eyes and smiled, "Though I'm grateful to my Grandpa, and the hag too. If she hadn't disappeared, and if he hadn't told me that Dice City was one of her favorite places to gamble, then I would've never met all of you."

"I'm... I'm grateful to your grandfather as well, because I don't think you know the impact you've had on my life," Atem admitted, "That and I'm sure none of us would be alive right now if you hadn't been here."

Yugi's cheeks turned a very rosy pink and he grinned, "I'm glad I could be there to protect you guys, and I promise I'll continue to do so until we're all out of here!"

"Thank you, I'll do my best to protect you too..!" Atem said, and he meant it. He would do anything to keep Yugi and their friends safe, after all he was becoming rather fond of them, even Jounouchi who had a terrible habit of sneaking food from his lunch.

"So are we friends again?"

Atem chuckled, "Yes, we're friends again."

Yugi smiled so brightly that Atem was sure he would've gone blind if Yugi hadn't pulled him into a hug. He tensed ever so slightly before relaxing into the hug, knowing there was nothing to fear if it was his best friend who was the one hugging him. Atem tightened his grip around Yugi's waist and buried his face into his shoulder, nuzzling him ever so slightly. He couldn't help but melt in Yugi's arms, it felt safe and like home.

Just as he was about to reluctantly pull away, he found that he didn't have a choice as their world crashed down around them in the form of bent metal and falling cement, and Atem screamed as they were abruptly torn apart from one another.