Joey opened his eyes and saw nothing but clouds. "Huh, did I… oversleep?" He then realized he was on top of a floating KaibaCorp blimp. "This isn't my pillow!"

Kaiba then appeared behind him with the new disk.

"Hey, is that the new duel disk?!" asked Joey.

"Of course," answered Kaiba. "But you'll never get one, because you're not worthy! Besides, a commoner like you will never be able to afford it."

"Oh yeah?!" asked Joey. "You just wait! I'll kick your butt eventually!" Joey then lost his footing and fell off the blimp. "I'll show yooooouuuuu!" He then jolted awake and realized it was all a dream. "What? So… I was dreaming?"

"Wake up!" called the gym teacher. "Or I'll make it a nightmare!"

"Sorry," said Joey. He and his friends were at school rehearing graduation and Yugi was currently on stage practicing his touching speech. "Why do we have to rehears our graduation anyhow?"

"Hey, show some respect," said Tea.

"Why?" asked Joey. "No one's really listening, right Tristan?"

But Tristan eyes were full of tears. "Tissues! I need Tissues!"

Meanwhile, at Canterlot High, Sunset, Rainbow, and Applejack were playing Soccer with their classmates at P.E. Pinkie, Rarity, and Fluttershy were cheerleading, and Twilight was keeping score. Tempest was watching from behind the stands.

Grubber then appeared beside her. "Sister, I heard you battled Kaiba."

"Correct," confirmed Tempest. "I'm afraid he has located the Millennium Puzzle."

"What?" asked Grubber. "If he's able to reconstruct it…"

"I know," interrupted Tempest. "The will Pharaoh return and we'll lose our powers. But don't worry, Kaiba can't reassemble the puzzle. Even if he could, it wouldn't matter."

"What do you mean?" asked Grubber.

"If I get rid of Yugi, the Pharaoh will never be able to resurrect," said Tempest.

"You're going too far!" said Grubber. "You're blinded by hate, sister. And if you don't stop, it will destroy you."

"Hold out your hand," said Tempest.

Grubber did, and Tempest handed him one of the puzzle pieces she had stolen from Mokuba. "How did you get this?"

"It doesn't matter," said Tempest. "Just keep it safe, please."

"Just consider what I've said, sister," said Grubber. "I still believe in you." He then disappeared.

"It's too late for me," said Tempest.

As soon as the bell rang, Sunset and the girls headed for the locker room.

Tempest was already there, waiting with towels. "Man, you girls were great out there."

"Thanks," said Sunset.

"Yeah, we were pretty awesome, huh?" asked Rainbow.

"Whew, I'm beat," said AJ.

"I'm just glad it's our last class for the day," said Fluttershy.

"As am I," said Rarity.

"Oh, by the way," said Twilight. "We were about to meet up with Yugi and his pals at the bowling alley. Wanna come?"

"Please!" said Pinkie. "It'll be super-duper fun!"

"Why not?" asked Fizzlepop. "Excellent."

At the bowling alley, Tea had just scored a strike.

"Awesome!" said Joey and Tristan.

"No coming back from that!" said Pinkie and Yugi.

"Nicely done," said Fizzlepop.

"Who's next?" asked Twi.

"I am," answered Applejack. But when her ball hit the pins, they broke. "Oops."

"Man, you're strong," said Yugi.

"Thanks," said Applejack.

"Um… whatta say we all go get some food?" asked Rainbow.

"Sure!" said Pinkie.

So the gangs headed to a fast-food restaurant called The Hay Burger.

After a while, Joey pulled out his Deck and put his Red Eyes on top. "Hey Fizzle, Check it out!"

"Wow, a Red Eyes," said Fizzlepop. "Nice card."

"Thanks," said Joey. "Me and this card have been on some big adventures."

"What about you, Fizzlepop?" asked Yugi. "You like dueling?"

"You bet!" said Fizzle. "But my deck could use improvement."

"Maybe Yugi can help you," said Bakura.

"You bet," said Tristan. "He's the best! He even beat Seto Kaiba!"

"Really," said Fizzle. "Cool."

"That settles it!" said Rarity. "You two should duel some time."

"W-what?" asked Fizzlepop. "Well…"

"It's okay, Fizzlepop," said Yugi. "Don't feel pressured."

"No, I'd love to," said Fizzle. "Just as soon as I tune up my deck a bit more."

"Awesome!" said Joey. "And whoever wins gets to me! Now that's a prize worth fighting for."

"I'll join you guys," said Sunset. "If that's okay?"

"Me too!" said Rainbow.

"And me!" said Twi and AJ.

"This gives me an idea," said Yugi. "Why don't we all get together have a tournament at my Grandpa's game shop?"

"Cool!" said Pinkie.

"I'll be there!" said Tristan.

"But you can't duel," said Applejack.

"I can learn!" said Tristan.

"Yeah right," said Rainbow.

"Be ready to lose," said Joey.

"This'll be fun," said Tea.

"I'll guess I'll join too," said Fluttershy.

On the ground level of Kaiba's space station, Seto was making arrangements for an exception of his new duel disk. "Set it up at my next dueling tournament. I want it big! The biggest this city has ever seen!"

"Yes sir!" said Roland.

Once Kaiba was at the top of his space station, he placed the Millennium Puzzle pieces into a special container. Once inside, his new multi grid analysis computer system began reassembling the pieces back together. "At the current rate of assembly,the Millennium Puzzle will be completed in approximately six-hours."

"Good," said Kaiba. "And very soon, I'll get my glory."

A while later, Bakura, Rainbow, Rarity, and Fizzlepop were on their way to Yugi's place for their friendly tournament. Joey was riding his bike and had his disk in the basket.

"I can't tell how much I'm looking forward to dueling Yugi," said Fizzle as she twirled her closed up staff.

"Hey Fizz, what's with the stick?" asked Joey.

"Oh this?" asked Fizzle. "It's just a good luck charm. It was given to me by someone very special."

"Your boyfriend?" asked Rarity.

"N-no!" said Fizzle. "He was more of a mentor to me."

"I like the gem on the end," said Bakura.

"As do I," said Rarity.

"It looks like an antique," said Bakura. "You know, my father was an antiques dealer. He and I traveled all over the world together."

"Wow," said Rainbow. "That's so cool."

"Thanks," said Bakura. "In fact, before we settled down here, we were living over in Egypt."

"You don't say," said Fizzle. "Could you tell me more?"

Over at the game shop, Solomon Muto was going out to do some shopping. "Don't forget to lock up, Yugi!"

"Got it, Grandpa!" called Yugi. He was currently rebuilding his deck. "Now way could I build a deck without my Dark Magician. You've gotten me out of more dueling jams than I can count."

"It's cool," said a voice.

Yugi looked up a saw a little boy with spikey blueish gray hair. It was Grubber.

"That golden box," said Grubber. "It has a kind of glow."

"Sorry. I didn't hear you come in," said Yugi. "But you're right. This box is very special. You see, it's where I keep my most precious dueling cards."

"I see," said Grubber. "But I think you mean cards extra precious to you and the Pharaoh."

"Huh?!" asked Yugi in surprise.

"I know, Yugi," said Grubber. "I know of the Pharaoh because of my master, Shadi Shin. Long ago, Master Shadi bestowed upon myself and some others, a great power. The power of the Plana. It is so strong, that it can remake this entire world it into a beautiful utopia. But if misused, this power could do the opposite." He then used his Plana power to transport himself and Yugi to their gathering place.

"Where are we?" asked Yugi.

"This is the gathering place of the Plana," said Grubber. "We carry on the will of Master Shadi. However, there is now dissension among us, and it could mean trouble for all of mankind. And my sister is already falling victim to her own darkness. I have no one else to turn to than you, Yugi."

"Who are you?" asked Yugi.

"I am Grubber," said the boy. The pyramid of his forehead started to glowed "Destiny has led me to you. So I will entrust you with my destiny." He then teleported Yugi back to the shop.

When Yugi opened his eyes, Grubber was gone. "That was...so strange." He then opened his golden box and saw a fragment of his ancient puzzle. "No way! A piece of the Millennium Puzzle?!"

Meanwhile, on the space station, the computer had reached a blockade. "Master Kaiba, it is impossible to reconstruct the Millennium Puzzle any further."

"There's no such thing as impossible," said Kaiba. "Now finish it!"

"Negative," said the computer. "The required pieces needed for assembly are missing."

"What?" asked Kaiba. He then remembered what Tempest did back in Egypt. "You'll pay for this, Tempest!"

Back in town, a problem was rising amongst Joey, Bakura and the others.

"I suddenly don't feel well," said Bakura.

"What was that?" asked Joey.

"Are you alright, darling?" asked Rarity.

"Please continue," said Fizzlepop. "You were just telling me, about Egypt."

Bakura began sweat. "But… I... don't want to relive that horrible moment. My father had received work that an item he had been searching for his whole life had been found in a place called the Valley of the Kings. So he set off to acquire it. I was a bit worried about this journey, so I secretly followed him. NO! Why am I talking about this?! I don't want to remember what happened that night!"

Joey parked his bike and addressed his friend. "Bakura! What's going on?!"

"Talk to us, buddy!" said Rainbow. But then, she and the others were transported to another place."

"What the?" asked Rarity.

"Did we take a wrong turn somewhere?" asked Rainbow.

"Are we dreaming?" asked Joey.

The glowing children then stepped from behind some trees and approached the group.

"It's more like a nightmare," said Rarity.

"It's neither dream nor nightmare," said Fizzlepop. "What you all are experiencing, is the power of us, the Plana. Our powers are currently transforming your world as we speak."

"Your powers?" asked Joey.

"Whatta you talking about, Fizzle?" asked Rainbow.

"Ahh yes," said Fizzlepop. "I forgot, you two are the slow ones. Well I need both of you gone."

Bakura held his head is pain.

"Just relax, Bakura," said Rarity. "We must help him!"

"We ain't going anywhere!" said Rainbow.

"You and your goons don't scare us done," said Joey. "Bakura, we gotta get out of here!"

"I'll get him to a doctor!" said Rarity.

"Right!" said Joey. "We'll take care of her."

"What did you do to him?!" asked Rainbow as she grabbed Fizzlepop's shirt.

"Violence, huh?" asked Fizzle. "That's so typical of your kind."

"Kind?" asked Joey.

"And that's why… you two shall be banished. Just like all the rest!" said Fizzlepop as she extended her staff. The staff's jewel and the pyramid on her forehead glowed intensely. "Prepare to enter a world more suitable for your primitive brains. A dimension that reflects your own feeble souls. And in this place! You two will never leave!"

"That's enough out of you!" yelled Rainbow.

"No kidding!" agreed Joey. But suddenly, the two were frozen solid. "I can't move!"

"Me neither!" said Rainbow.

"Now, Rainbow and Joey!" said Fizzle. "Begone!"

The two where then teleported to another dimension.

Back at the game shop, the clock had hit 5:00 pm, and Yugi was still waiting. "It's getting late. Where is everyone?"

Tristan, Sunset and Fluttershy suddenly rushed into the store.

"Hi guys," said Yugi.

"Yugi, the tournament's canceled!" said Tristan.

"Why?" asked Yugi.

Sunset then grabbed Yugi's arm. "Come on! Something happened to Rainbow and Joey!"

"Rarity and Bakura are gone too!" added Fluttershy.

"Oh no!" said Yugi. He quickly put the puzzle piece in his pocket and hopped on Tristan's motorcycle. Sunset then hopped in Fluttershy's car and they all raced off to find Tea, Twilight, Pinkie and Applejack.

Joey and Rainbow opened their eyes and found themselves on a street, with people walking past them.

"Where are we?" asked Joey.

"Beats me," said Rainbow.

They then heard Fizzlepop laughing in the distance. "What's wrong? You both look so scared."

"Why you…" said Joey.

"What gives?!" asked Rainbow.

"You're both trapped in a world made of your own memories," said Fizzle. "A dimension from which there is no escape."

"No way," said Joey.

"Yeah, this is defiantly not my type of world," said Rainbow.

"You two are not making this world," said Fizzle. "Your memories are. But how much do you both really remember? Do either of you remember your first breath? Your first laugh or step? Can you either of you remember everything you see and hear? Guess not, since this world is so dull!"

"Knock it off!" said Joey.

"We gotta get outta here!" said Rainbow.

"I know," said Joey. "Come on!" and the two started running.

"Run as much as you two like," said Fizzle. "There is literally no escaping this dimension. The power of the Plana is absolute. And none of your memories are powerful enough to stop it! And by the way, once either of you forget something, it will disappear forever!"

"How long does this road go anyway?!" asked Joey.

"I don't know!" said Rainbow.

"Not too much longer," answered Fizzle. "It will end when you two stop resisting your fates!"

Joey and Rainbow tried to talk to some of the people, but no one responded to them.

"It's pointless," said Fizzle. "No one here knows that you two exist. And with each passing moment, I will erase each on your memories one by one. Everything you two have ever known or seen, terminated! And once everything else is gone, you two will vanish as well!"

Joey and Rainbow just watched as everything around them began to dematerialize.

"Farewell," whispered Fizzle.

Everyone soon found Joey's bicycle and disk.

"This is just not like Joey," said Tea. "He'd never abandon his duel disk."

"Totally," said Tristan. "There's no way he'd leave this behind."

"Where do you suppose they are?" asked Twilight.

"I spoke with Joey earlier," said Yugi. "He said he was hanging out with Bakura, Rainbow, Rarity, and Fizzlepop."

"If we find them, we might find him," said Twilight.

"Then what are we waiting for?" asked Applejack.

"I don't know," answered Pinkie.

On another street, Bakura and Rarity were being confronted by Fizzlepop.

"Bakura, you said you didn't want to relive that terrible night in Egypt, right?" asked Fizzlepop. "Well I don't blame you. Because I was there! And believe me when I tell you, it haunts my memories much more than yours!" She then conjured up a flashback of how the evil spirit of the Millennium Ring killed her master.

Bakura and Rarity gasped at what they had seen.

"You killed the only person who cared for me!" yelled Fizzle.

Rarity was speechless. She then took a few steps back.

"Please Fizzle, just listen to me," said Bakura.

"Don't even try it!" said Fizzlepop. "My master will be avenged!"

"I'm really sorry," said Bakura. "But it wasn't my fault. The evil spirit of the Millennium Ring killed your master, not me."

"Liar!" yelled Tempest. "Your tricks won't save you this time!"

"I'm not lying! The ring used to control me, but it no longer does!" said Bakura. He then started to cry. "But still, I'm so sorry…"

Fizzlepop was shocked by his pure tears.

"I know how hard it is to lose someone you care about," said Bakura. "Because I lost someone that day too…"

"I see," said Fizzle.

Back in the other dimension, Joey and Rainbow were still running. But the world around them was deteriorating fast.

"Hold it!" said Rainbow.

"What is it?" asked Joey as the two stopped.

"I've got an idea!" said Rainbow as she grasped her geode. "Get on my back!"

"Why?!" asked Joey.

"Just do it!" said Rainbow.

"Okay…" said Joey.

Using her super speed, she and Joey dashed down the road.

"Woahhhhh!" cried Joey. "Slow down!"

"No time!" yelled Rainbow.

As Joey held on, he looked around the vanishing dimension. "Man! Why is everything disappearing so fast?!"

"I don't know!" answered Rainbow. "But there's gotta be something we can do to stop it!"

Suddenly, Rainbow lost her footing and fell, causing the two to tumble.

"Ouch," said Joey. "What happened?"

"I don't know… AHH!" cried Rainbow. "My feet! They're vanishing!"

"So are mine!" said Joey. "Quick! Get on my back!"

"Thanks!" said Rainbow.

"It can't end like this!" said Joey as he ran. "It just can't!"

"It won't!" said Rainbow.

Back on the street, Bakura tried to approach Fizzlepop.

"Fizzle, please forgive me," said Bakura.

"Get back!" said Fizzle. "You ruined my life."

"Yes he did," said a voice from behind. Fizzle turned around and saw her friend. "Capper."

"He ruined all our lives, Tempest," said Capper with an evil look in his eyes. "So do it, destroy him."

"What?" asked Tempest. "Why are you acting different?"

"If you won't, I will," said Capper. He then grabbed Bakura by the shirt. "I'm going to enjoy this."

"Bakura!" gasped Rarity.

"Wait, Capper!" said Tempest. "This isn't like you!"

"Well it is now," said Capper. The Millennium Ring then appeared in his hand.

"What?!" asked Tempest. "Is that the Millennium Ring? But how?"

"I found it at the shrine, right after your duel with Kaiba," said Capper.

"Drop the ring, Capper!" said Tempest. "It has done something to you!"

"But it feels so good!" said Capper. "No wait! She's right! Master Shadi told us about the evil in this ring." He then threw Bakura to the ground. "Tempest, you're right… The ring has infected me… I'm trying to fight it, but I can't!" An immense purple light emitted from the ring.

"Bakura! I'm coming!" said Rarity as she rushed to his side. Using her Geode, she formed a diamond shaped barrier around Bakura and herself. But the purple light then broke through the barricade, sending her and Bakura to an unknown dimension.

Capper cried out as the purple light shined brighter and brighter.

"Capper!" called Tempest. She tried to help her friend, but then something knocked her out.

When Tempest woke up, she was in a strange desert. She then looked over and saw Capper lying motionless in the sand. "Capper! I'm coming!" She tried to wake him up, but Capper wouldn't respond to anything. "No, Capper. Not you too. Must I lose everyone? First master Shadi, and now you. It's not fair!" Capper then vanished, leaving the Millennium Ring behind. Tempest was about to grab it, when she heard Yugi's voice calling for Joey and Rainbow. She then teleported to the city.

Back in the city, Yugi, Tristan, and the girls were all looking and calling for their friends.

"Joey!" called Yugi, Tea, and Tristan.

"Rainbow!" called Twilight, Fluttershy, and Applejack.

"Rarity!" called Sunset and Pinkie.

"Looking for someone?" asked Tempest. "Hello, everyone." The glowing children then appeared behind her.

"Fizzlepop?" asked Sunset.

"What's going on?" asked Tea.

"Fizzlepop, who are you?" asked Yugi.

"There is no Fizzlepop," said Tempest. "That was just a hoax I used to get close to you, Yugi. My true name is Tempest, and we are the Plana."

"Then spill it!" said Tristan.

"Yeah!" said "What did you do with our friends?!"

"I sent them to another dimension," answered Tempest. "A dimension from which there is no return. And you'll all be joining them soon. It's your fate."

"Not if we can stop you!" said Twilight.

"Try all you like," said Tempest. "Nothing can stop us. And once I banish you, Yugi. Nothing ever will."

"Not gonna happen," said Yugi.

"Ya got that right!" said AJ. Using her super strength, she picked up a car.

"What the?!" asked Tempest.

Yugi, Tea, and Tristan's mouths dropped.

"Wait, this is someone else's car, not mine," Applejack realized. So she put the car back down. "Better fine something else."

Pinkie then threw two handfuls of glitter at Tempest's feet, which exploded on contact.

"Ahh!" cried Tempest as she was blown back.

Twilight then grabbed her staff with her magic and levitated over to her hand.

"My staff!" cried Tempest.

"Not so high and mighty now, huh?" asked Twi.

"Where did you get those abilities?" asked Tempest.

"Let's just say you're not the only one with magic," said Sunset.

"It matters not!" said Tempest. She then teleported over to Twilight and took her staff back. "I don't know when you got those powers, but they are nothing compared to my staff!" She then struck the ground with it and the street began to glow around the girls. Their magic was then drained out and sucked into the staff's gem.

"Now our powers are stronger than ever before!" said Tempest. "Thanks for the power boost, girls!"

Back in the other dimension, Rainbow and Joey were desperately trying to outrun the dissolving world. Eventually the two collapsed from exhaustion.

"I can't go on," said Joey.

"Maybe, this really is it," said Rainbow.

"No more running, or crawling," said Joey as his body faded away.

"Goodbye cruel world," said Rainbow. "Goodbye, everyone."

"I'm sorry, Rainbow," said Joey.

"It's okay," said Rainbow.

Suddenly, a flash of golden light shined and Atem stood there looking at Joey and Rainbow.

"No way," said Joey. "It that… it is…"

The golden light consumed the two and teleported them out of that dimension.

Back in the city, Tempest was about to test out her staff's new powers, when a golden light shot up out the ground. Joey and Rainbow then appeared.

"No way!" said Tempest.

Everyone gasped.

"Are you two okay?" asked Yugi.

"What?" asked Joey. "Hey, it's you guys. We're back."

"And we're okay!" said Rainbow. "Thank, goodness!"

"But, how?!" asked Tempest. "You two should have been long gone by now. You should be nothing!"

"I guess some of our memories are forever!" said Joey.

"Especially the ones of our pals!" added Rainbow.

All their friends smiled.

"Their friendship withstood the power of the Plana?" asked the glowing children. "How is that possible? Where did Tempest go wrong?" The children then vanished.

"That's right!" said Rainbow. "Go back to wherever you all came from!"

"But not you, Fizz!" said Joey. "Not 'till you hand over Bakura and Rarity!"

"This changes nothing!" said Tempest. "You're fates are all still sealed, including Bakura's and Rarity's."

"Oh yeah?" asked Rainbow grabbing her geode. She then ran at Tempest at full speed.

"Huh?!" asked Tempest. She teleported to the top of a nearby building just in the nick of time. "How much magic do you girls have?!"

"More than you know!" said Rainbow.

"Oh well. With your friend's powers, you shouldn't be tough. Till next time," said Tempest as she vanished.

"Wait! Stop!" yelled Joey.

"Dang!" said Rainbow.

"She's gone, Joey," said Yugi. "We'll find Bakura ourselves."

"And Rarity!" said Rainbow.

The girls all rushed over and hugged Rainbow.

"We missed you so much!" said Pinkie.

"Are you okay?" asked Fluttershy.

"Where did she send you?" asked Sunset.

"Did she take your magic?" asked Twilight.

"Woah, girls!" said Applejack. "Let's give her some air."

"Are you okay, Joey?" asked Tea.

"Yeah, I'm fine," said Joey.

"Good to hear," said Tristan.

"No kidding," said Yugi.

"Anyway," said Joey. "I just hope Bakura and Rarity are in a place where we can find them."

"Oh we will, believe it," said Rainbow.

It then started to rain.

"Split up!" said Joey.

"Right!" said Tea and Pinkie.

"Let's go!" said Tristan.

Twilight teamed up with Fluttershy, while Rainbow headed off with Applejack.

"I'll go with Sunset!" said Yugi.

"Let's go!' said Sunset.

"Yugi, wait!" called Joey. "I just… wanna say… thank you. That's all!"

"Um, you're welcome, I guess?" asked Yugi.

"Come on!" said Sunset.

In another part of the city, Tempest was standing on the roof of a building thinking. "I don't understand. The power of the Plana is supposed to be the most powerful force in the universe. And where did those girls get their powers?"

Suddenly, three helicopters surrounded Tempest. Men from KaibaCorp then came down on zip lines, abducted and blindfolded Tempest, and took her staff.

Kaiba then stepped fourth. "Tempest! Did you really think you could get away?"

"I'm surprised you figured it out," said Tempest. "Oh, and this Deprivation Mask is very clever. Now I can't communicate with the Plana."

"That's right," said Kaiba. "Your little glowing goons can sit this one out. Take her away!" Tempest was then boarded into the one of the coppers, then taken to KaibaCorp headquarters. However, Kaiba stayed behind.

On the other side of the city, Yugi and Sunset were still running around, looking for Bakura and Rarity. After a while, they stopped near a crosswalk to catch their breath.

"My cardio stinks," said Yugi.

"Mine too," said Sunset.

The traffic lights then turned green, but instead of moving, all the cars honked at a person who was standing in the middle of the road. It was Seto.

"Kaiba?" asked Yugi as he ran into the street. "What are you doing here?"

"Good to see you, too," said Kaiba. "Hi, Sunset. Hear you've been a lot of duels lately."

"A few," said Sunset.

"Anyway, I'll be introducing my new duel disk tomorrow," said Kaiba. "And to mark the occasion, I'll be holding a tournament, the likes of which has never been seen. And you'll be taking part in it, Yugi."

"I have bigger issues to deal with!" said Yugi.

Kaiba then revealed the nearly completed puzzle.

"No way!" said Yugi. "The Millennium Puzzle?"

"Yes," said Kaiba. "Most of it, anyway. But you can be sure I'll have it in it's entirely soon enough."

"How did you get it?" asked Yugi.

"That's not important," answered Kaiba. "What is important is that you come to my tournament. And bring the Puzzle piece you have."

Yugi gasped. "But did you know?"

"I know everything that goes on in Domino," said Kaiba.

"Control freak," whispered Sunset.

"What are you after?" asked Yugi.

"What I've always been after," answered Kaiba. "To show the Pharaoh that I am the greatest. You will wear the Puzzle again and summon him. And I will defeat him!"

"But Kaiba…" began Yugi. He was then cut off by the sound of an approaching helicopter.

"Be honest, Yugi," said Kaiba. "I know you want to see him, too."

Up in the helicopter, Mokuba threw down a rope ladder to his brother. "Hey Yugi! Long time no see! Looking good, Sunset!"

"Thanks!" called Sunset.

"I have Tempest!" said Kaiba as he grabbed onto the ladder. "So long as she has the other piece of the piece of the puzzle, she'll duel in the tournament too. I'll win them back and beat the Pharaoh in front of the whole world! I'll see you tomorrow, Yugi! Hopefully, I'll see you too, Sunset." And the copter took off.

The traffic began to move.

"Yugi!" called Sunset. "Get out of the street!"

Yugi moved out of the way of the cars, but got in the path of a truck.

"Yugi!" cried Sunset.

The truck was just about to hit him, when Grubber appeared and teleported Yugi to safety.

"What the?" asked Yugi seeing as he was back on the sidewalk. "How did I get here? Wait, did you do that, Grubber?"

Grubber nodded.

"Are you okay, Yugi?" asked Sunset.

"Yes," said Yugi. "By the way, this is Grubber. Grubber this is my friend, Sunset."

"Nice to meet you," said Sunset.

"The pleasure is mine," said Grubber.

"Thank you for saving me, Grubber," said Yugi. He then took the piece out of his pocket. "But, I have to know. Why did you give this puzzle piece?"

"I entrusted it with you for one reason," said Grubber. "To save my sister, Tempest."

"Sister?!" asked Yugi and Sunset.

"She has given into fear and anger," said Grubber. "She's going down a dark path. But she wasn't always like this. Our lives have been full of challenges that could darkness almost anyone's heart. Please Yugi, save my sister. She's all I have let. Help her remember who she once was!" He then teleported away.

"Yugi," said Sunset. "Who's this Pharaoh everyone's talking about?"

"It's a long story," said Yugi. "A really long story." And he told Sunset all about the Pharaoh as they continued their search for Bakura and Rarity.

"Wakey, wakey, Tempest," said Mokuba.

Tempest woke up tied to a chair in a glass prison. "Nice pad."

"I see you're trying to play it cool," said Mokuba. "But you're on my bro's turf now, so you'd better cooperate. First off, we have your staff right here. Second, we've analyzed the gem, and we know you've placed that puzzle piece inside. But, what we don't know is how to get it out."

"Of course not," said Tempest. "That requires actual intellect."

Kaiba was watching the footage from the security cameras in another room.

"Your brother may be good at building duel disks, but when it comes to the Plana, he's clueless," said Tempest. "Even if you did extract the piece, you'd still require the second. And I'm the only one who knows where it is. So maybe you idiots should start cooperating with me."

Mokuba chuckled. "Don't need to. We're two steps ahead. We already know where the second piece is, and it's practically ours."

"You lie!" said Tempest.

"Sometimes I do," said Mokuba. "But not now. Take a look if you don't believe me." He then showed pictures and footage of Grubber giving the puzzle piece to Yugi.

"Grubber!" said Tempest. "No! How could you do this to me?!"

Back in the city, Yugi, Sunset and their friends had been searching for three hours. They soon decided to continue their search tomorrow, after Kaiba's tournament.

When Sunset got home, she remembered what Yugi had said about the Egyptian King that lived in his puzzle for so long. "I think I better write to Princess Twilight. I bet she, or Starlight have some info about a spell I once read about in the past."