Come a couple days after the annual School Spirit Day at the Heartland Dueling Academy, we find three of the school's students, Athena, Tiffany and Jamal, atop a tall skyscraper building in the middle of the downtown city with a helicopter landing pad traced on the floor of the roof, as the former and Astral take on yet another unknown male duelist whom had become the shell of a newly-surfaced Number Card.

The duel itself was reaching close to its climax sooner than it began, the sunset meeting the horizon outside the AR World, with the challenger having three Level Two monsters with the countenances of viral skin cells at ready, while the girl with red irises held her signature XYZ Monster, Number 39: Utopia on her side of the field...

Yet despite the obvious advantage she had, Athena had been sensing something suspicious and false under the pretext of this battle since it started.

...Hmm...

"I Overlay three Level Two Giant Germs!"

The other two young teens gasp as the cell-shaped monsters shift into blue-violet streams of light to go diving into the opened vortex.

"And these germs are gonna make you feel sick 'cause now I can build the Overlay Network!"

Jamal exclaims against the wind,

"Crap, here comes the XYZ!"

"Now appear Number 96: Black Mist!"

...Though the tall shape that would come out to greet the dueling field, was not what anyone could've anticipated. Instead of some sort of ginormous monster of sinister silhouette, we instead find ourselves staring at a blobbing mass of smoky black ooze in a mock humanoid shape just over eleven foot tall, the numeral ninety-six acting as its eyes, Rank Two with a startling low 100 Attack Points.

"Huh? Didn't see this coming. Even Baby Tiragon would look stronger in comparison to that mess..."

Tiffany nodded in agreement with Jamal, if a little distracted by her disgust at the monster's appearance.

"Urh, it's so creepy too, like the living version of the La Brea Tar Pits..."

Athena's eyes narrow a fraction further, taking in the words of her friends while her own distrust towards this duel grew.

Something about this doesn't feel right: In every other Number Duel, the monster itself would make a huge effort to put up a fight, not wanting to be recaptured so quick by Astral...

...But this one, Number, 96...It's like they're not even trying.

"It's like, they want to be caught...But why?"

"Athena?"

"Hm?"

She turns to meet irises with Astral, who then asks her in accordance to her deep thought expression,

"What are you thinking?"

"...That this duel is nothing but a load of bull."

"Huh?"

The girl faces up front again, sending a searching expression towards the oozing mass over yonder...which lets out a rumbled growl in return to the opponent's X-Ray staring...

"Addy!"

She pivots her head to the sidelines where her friends were standing, locking her red irises with Jamal's aqua, before he mutters with an odd, serious expression,

"...End this duel quick-like, okay?"

"Jamal...(Nod) Right."

You sense the feint too, huh?

Facing the field again, Athena then calls out,

"Utopia, attack Black Mist! Cut 'em down with Rising Sun Slash!"

The golden-armoured monster heeds her command, and brings his blades down on the opposition, it letting out a pained howl before disintegrating into pixels and leaving its wielder to go tumbling backwards with his own yell, losing the last of his 1000 Life Points.

As the AR World faded away, Tiffany may have been smiling at the victory...but Jamal and Athena both held uncertain expressions that they shared with one another, silently agreeing,

...That was too easy.

Meanwhile, Astral focused on obtaining the defeated Number, its card shape floating into his outstretched hand at the same time the numeral symbol fades away from the possessed duelist's palm...

"Uh!"

(Pulse)

But the memory he would regain, would shake his being almost as badly as Numbers 61 and 19 did, that being an image of the plant Earth...being overridden with an evil purple energy...before crumbling apart in a huge explosion!

"...Astral?...Astral!"

He jolts out of his daze back to reality, and looks down to see Athena looking up at him with a concerned expression.

"Are you alright? Was it...another bad one? What did you see?"

The being from beyond couldn't reply at first, pausing halfway...
But he then shuts his eyes with a troubled expression and mumbles,

"...Something greatly disturbing. Only...it was not my world this time."

"Not, Astral World? Then-Gh!...No...You don't mean-"

"Addy?"

Athena is interrupted from putting the startling pieces together by the sound of the other two teens approaching. Tiffany then asks with worry now dancing in her blue irises,

"What's wrong? I would've thought you'd be happy in getting another Number, but, you and Jamal don't seem excited, and now you're looking at Astral with worry..."

"Uh, well..."

"Maybe we shouldn't talk here."

The girls turn to Jamal, who says with that same serious look still plastered on his face,

"Let's get off this building first and back on the sidewalk."

...The four were soon making their way along a road that overlooked the distant Heartland City Tower, talking about the events that led up to this too strangely easy a win in the ongoing mission to restore Astral's memories. The girl with bobbed black hair was quite shocked to hear of her friend's suspicions and the disturbing image that the being in blue was forced to recall.

"No way! He, s-saw the Earth, being destroyed?!"

"That's right."

"...Oh wow. (Looks up) I'm so sorry for you, Astral; that must've been really frightening to see. I'd hug you, ah-heh, if I could, that is..."

Astral glances down at Tiffany with a small appreciative smile, which Athena would send through her own face.

"He appreciates your care, Tiff."

"Somethin' about this new sitch don't add up right."

Eyes fall to Jamal, who frowned with a glare directed to thought but absentmindedly at a brick wall of a nearby building.

"The way that random guy dueled you was way too reckless and fast-paced, yet had an underline of strategy, like, he was holding back. And the fact that he just challenged you right off the bat so aggressively, like you were enemies from another time. (Shakes head) I tell ya, it don't make sense!"

Athena folds her arms with her own frown of thought:

"The same was running through my head the second the duel started...And I think it may have all been some sort of botch of the Number's own make."

"Really?"

"Yeah...Not only that, but there was something about the way the monster presented itself that seemed, fake..."

The girl suddenly reaches into her deck holder to pull out the new Number, feeling a visual was needed in this conversation...and becomes baffled by what she saw.

"Huh?"

"What is it?"

"I...I can't see Black Mist's appearance. The picture is distorted."

"What?!" "Shut the front door; lemme see!"

Tiffany and Jamal move to crowd around their friend's shoulders while Astral hovered above her head, and all three would face the same dilemma.

"You're right...!"

"Nothin' but a bunch of blurry, black shapes..."

"This is different..."

Athena notes with a bit of edge in her voice,

"This only proves my suspicions: That monster wasn't fighting at true strength...It wanted to be caught."

The other two teens jump at the idea their friend postulated, before Tiffany stutters,

"I-I-It what?! Uh-heheh, Addy, are you sure you're not just getting paranoid?"

"I couldn't be anymore serious if I tried, Tiff. Black Mist is pulling a bluff of sorts...and I'm almost willing to bet that the flash of memory Astral saw, wasn't a memory at all."

Said being's mismatched gold/white irises widened considerably:

"Ah...! What, exactly are you suggesting?"

"I'm suggesting that maybe we're looking at something along the lines of a premonition of things to come. Like, maybe this Number's trying to send a message of what could happen in the future if we're not careful...Or maybe..."

Athena's red irises narrow into slits as she continued to stare at the XYZ card in her hand.

"Maybe, that image...is something the Number wants..."

It's own desire...

(...Swipe)

"Auh!"

The thin rectangle is suddenly yanked out from between her fingers, by noneother than Jamal!
He then glares down at the card, before moving to tuck it deep into the girl's deck holder again, much to her confusion.

"...Jamal?"

"Sorry...This might be my own paranoia talkin', but, I didn't like the way you were eyeballin' that Number...Kept feeling this vibe like it was gonna jump out and grab you."

Tiffany darted her eyes back and forth between her friends helplessly, before holding her palms up in front of her torso while exclaiming,

"Okay, now, you guys are talkin' freaky talk! Can we please just call it a night and go home before anything else happens?"

The other two teens look at her with some surprise, noticing how antsy she was becoming from this conversation...before forming small smiles and nodding.

"Alright, Tiffany."

"We'll save this for after a goodnight sleep."

"Haaah, thank you..."

Small Time Skip, Astral's POV

It would not be long until Athena and I had returned safely to her family home, and after attending to her evening rituals, she would soon be asleep under the covers of her bed, her face adorning an expression more relaxed than how it was earlier.

I waited until I was sure that the girl was deep in slumber with no signs of nightmares coming to plague her mind this night...before I materialized into the Key to tend to my own thoughts in solitude over recent events...

"With every new Number Card, a new memory reveals itself..."

I activate a new gear piece that held the numeral symbol for Number Ninety-Six...but not even the prospect of a new part of this mysterious apparatus moving could quell the unease in my soul over the image I had seen.

"...But this particular memory...has left me with more questions than answers."

And the suspicion that both Athena and Jamal felt from Black Mist...make my own all more prominent.

Time Skip, Athena's POV

It's been about three days since that duel I had against the stranger who possessed Number 96: Black Mist, and since then, Jamal and I had been jumping back and forth with our theories behind why the win seemed too easy and almost staged. Tiffany had been keeping herself out of the conversations for the most part, which was understandable since she's not a big fan of 'conspiracy talk'.

So for this lunchtime, it would just be me and my two close guy friends up on the rooftop (yes, I've labelled Astral as a close friend now; don't make me repeat it!) while Tiff decided to eat lunch with Hana and Calli today to catch up on more mundane things.

And I'm happy to stay out of girly conversations like that...

"...Hey, Addy?"

I pivot my head left to meet Jamal's eyes, the two of us laying on our backs with our arms behind our heads.

"Hm? Yeah?"

"...You remember back when we first met, and how we didn't like eachother at all?"

A small, nostalgic kind of smirk graces my lips as I thought aloud about that time.

"Heh, sure do. We were only five and entering kindergarten, but hated eachother like oil and water. Didn't it start with some smart comment you made in class?"

"Yeah, somethin' on the lines of 'Pigs'll fly before a little stick of girl makes it among the Dueling Greats'. Heh, I was a grade-A dumbass."

"For thinking I'd take that comment lightly? I agree."

We both let out matching chuckles, while Astral's expression was reflecting confusion.

"I do not understand how not being nice to one another is humourous, nor how you two could have possibly hated one another if you are such good friends now."

Glancing up at the being, I quirk,

"Eh well, human interaction's a funny thing, Astral: You can hate someone one day, then high-five them with a smile the next. All depends on the social atmosphere, the kinds of vibes you feel from the people around you, and of course watchin' what you say."

Quickly catching onto the third party in this new conversation, Jamal chimes in,

"Certainly didn't help that I was a little pest back when, but then again, like mom always said, all men are born from bratty boys."

I felt a snort of amusement come on at the idea of Jamal's mom talking like that around his dad, but on the other hand...she's a feisty woman.

"...How the heck are your folks still married with comments like that?"

"Ha! Heck if I know...Anyway, if I remember right, no matter how many times I annoyed you, you just came swinging back harder."

"Uh-huh...It would've been that one day where you decided to tug my hair braids too many times, and I snapped before challenging you to a duel. Haha, what a bad idea that was."

Jamal lets out a laugh and sits himself up before replying,

"Yeah, for both of us: Neither of us knew what we were doin', both dueling amateurs with nothin' to gain other than half-ass ties and bruises."

"Still...something good came out of that childish quarreling. We began seeing eachother as more than just the stupid boy and stupid girl, rather, as potential companions."

I look up to meet my guy friend's aqua eyes, he looking down at my red, smiles on our faces as we thought about the friendship we forged since elementary school. True, we get on eachother's nerves every now and again, but you name me a set of friends who don't do that...

"So, what brought that highlight reel on?"

"(Shrug) Eh, dunno, moment of reminisce, I guess...And, maybe these latest conversations about that new Number you've got, and the whole memory versus premonition, just got me thinking of what could come for us in the future..."

That made me sit up with a raised brow:

"Huh? What're you talkin' about?"

"Come on, you gotta be wondering similar, Addy: This sudden jump in creepy memories that spell all kinds of bad for both Astral's homeworld and ours..."

Jamal's face forms into a glare as he mutters aloud,

"It's like what you said a few days ago, that, some of these digits are acting as warnings of something bad coming sooner than later."

"Jamal..."

"I'm certainly not pinning blame on Astral or anything. That'd be way unfair. If anything, this latest Number just makes more worried for him...and, for you."

He turns to look at me again, this time framing the concern like my brothers give me every time I come home with a new injury.

"I just, wanna be sure you know what you're getting into, Athena, 'cause if my paranoia alarm's right on the money...the jeopardy that you two are already juggling could increase tenfold...to when-"

I hold a hand over his mouth with a straight expression, knowing where he was going with his words.

"Okay, I'm just gonna stop you right there, 'cause you're heading down a road that hasn't even been paved over with the blacktop yet."

Removing my hand, I then say a bit more softly,

"But, don't think I don't appreciate your wanting to look out for me, (glances up) and for Astral."

"Addy..."

"You're a good friend, Jamal, one that I can always count on. (Smirk) Even if you used to pull my ponytails like a little brat."

Said boy's olive-black skin colours over slightly with a blush as he rubs the back of his head casual-like and replies,

"Ah-heh, well, if I can be honest, I might've done that...'cause I stupidly wanted to get your attention in one of those, kindergarten-crush ways."

"Oooh, the ole kiddie bunny ears gesture, huh? Smooth, man, real smooth."

"Hey! It worked, didn't it?"

"Psh, yeah, worked like a reeeeal charm..."

We both laugh and lightly shove eachother in a playful manner, choosing to spend the rest of the lunch hour keeping the atmosphere neutral and lighthearted...

Time Skip

Aah, the Weekend. Love it, wanna marry it...

With another school week done and behind me, I can finally embrace the freedom of wearing what I like and not the conformity that was my education uniform. In this case, I'm wearing my pastel blue tanktop with an image of Kuriboh on it under my black leather jacket, a forest green ruffle skirt over a pair of black jeans with a rip on the left knee, and my brown work boots. I also added my red suspenders to hang over my hips, and tied my hair back into a plait with a little pink skull hair-clip that Tiffany got me for my birthday last year (one of the very few girlish accessories I own).

Speaking of her, she and Jamal were already waiting for me at that little plaza park area we said we'd all meet at this afternoon for some dueling fun.

"Hey, guys!"

My gal pal was wearing one of her more sugar-sweet outfits of a white swing dress with cherry blossom designs on it, a cream shrug jacket, knee-high white socks and pink flats, her left fringe held back some by her signature daisy hair clip. Meanwhile, Jamal was dressed in a simple lime green t-shirt, a pair of his baggy-style dark blue jeans with black suspenders attached and worn on his shoulders, black vans on his feet, and a bright orange ski cap over his dreadlocks.

They wave back to me with their own smiles, and I could see that Jamal already had his dueling equipment ready to go.

Heh, well aren't we prepared?

"Out of the way, chick!"

"Huh?"

Next thing I knew:

(WHACK)

"Ugh!"

Some random highschooler came speeding in fast by my friends on his skateboard, before ramming into my side like he didn't know jack about judging distance! I felt the wind get knocked out of me, before crashing down to the pavement on my right...

"Addy!"

I hear the sounds of footsteps fast-approaching me, belonging to my frantic friends who pull me back up to my feet, before Jamal growls and calls to the retreating skater,

"Hey, watch where you're going, idgit!"

All they did in response was flip the bird with a careless laugh, making me scoff bitterly while brushing down my clothes.

What a douche...Huh? Wait: My pendant!

"Where's my pendant?!"

"There it is."

"Huh?"

I look to where Tiffany was pointing, and saw that precious bit of gold laying on the ground a couple feet away from us.

Haaah, thank god...

"Must've gotten knocked off when that jerk slammed ya...I'll get it."

"Thanks, Jamal. 'preciate it."

While we watched our friend jog over to where my Key got whapped over to, Tiffany says to me,

"You should really consider something stronger than that bit of string, Addy."

"Yeah, I know. I just haven't had the time to actually go shopping for a new neck chain..."

(Shhhlllll...)

"Huh?"

"Aaaah!"

I whirled around to look down at what Tiff was screaming at, and found myself staring with bulging eyes at this, tar-like ooze that was flooding out of my deck!

W-What the hell?!

It only got worse and more out of whack, when it started shooting upward in these stringy tendrils, all around Astral until half of his original pigment scheme was overshadowed by black!

"What is happening...?!"

(Bzzzzt)

"Aaah-Rrrrrgh!"

"Astral!"

I tried to get over to him and help, but those beats of electricity and some of the black ooze prevented me from even touching him.

(Bzz)

"Gh!"

"Addy!"

Tiffany yanked me back with her arms around my waist, like the good protective friend she was.

"Don't get too close, or you'll get trapped with him!"

"But, Astral...!"

Her hold shifted to my right arm just as Jamal came to our proximity with my pendant in his hand, eyeing Astral's writhing form with worry dancing in his stern glare.

"We'll find a way to free him, Addy, don't you worry...But first we gotta figure out what the heck's going...Wait! That inky black...it looks familiar..."

That's when it dawns on him:

"Black Mist! It's gotta be that Number!"

Tiffany and I exclaim,

"Number 96?!"

Astral would confirm it through his struggles:

"H-He, is correct! Number 96: It is trying to take control of me!"

Jamal mutters harshly,

"I knew there was something off about that Number," while I was wondering,

"But what does it want with Astral?"

Could it, have something to do with what the Number showed him?

I jerked out of my thoughts to the sound of a dark chuckle, and would watch as Astral's arms were forced upward by the ooze to the tune of another male voice that sort-a mimicked his...but with a much more sinister undertone.

"Oh you'll find out my desires soon enough, human..."

I felt Tiffany's hands grip my arm tighter in her own fears while Jamal moved closer to me with a hand on my shoulder, the two of us glaring ahead to where we heard the voice.

"You hear that?"

"Yeah...That was definitely not Astral."

"What you should be more pressed with is now that the Key is no longer around your neck, I am no longer sealed in my card...which means I am free to take control of your dear friend, Astral."

Astral!

The darkening of his colour scheme became complete, and my friend from beyond this world lets out a pained cry as stronger tendrils shot from his body, straight towards us!

"...Bail out!"

I shoved my friends to the sides to get them out of the line of fire, while I myself wasn't so lucky, getting snared by my left wrist, right elbow, both my lower legs and my waist, before getting hoisted into the air!

"Gah! Grh, let, me, go!"

I hear my friends cry out in alarm,

"Addy!" "Let her down!"

Tried though I did, I couldn't break free from the strong hold of these tendrils, which by the way, felt all kinds of cold on my skin.

"Mph-rrrgh, if you don't put me down right now, you're gonna wish you never thought of yourself into being!"

Pivoting my head down to get a visual for the response, the Number (who basically looked like Astral's shadow come to life, right down to the coal black eye replacing the white and his, eyebrow markings red and longer towards the forehead with a bit of crook) sends a dark grin my way and replies,

"Ooo, scary..."

...That's when I heard the sound of Astral's voice echo to my ears, still fighting like mad for control of himself.

"A-Athena, listen carefully: You must give your Utopia to Jamal!"

"Utopia?!"

"Yes! H-Hurry!"

Trusting his judgement, I tugged hard against the hold of these pitch black restraints long enough to slip my XYZ Monster out of my deck, before slinging it forward to my other guy friend.

"J-Jamal, heads up!"

He catches the card with fast reflexes, and widens his eyes considerably when he saw which one it was.

"Gah! U-Utopia?! Addy...!"

The last thing I heard from my other guy friend, was the sound of his voice crying out in alarm in a way like he was tumbling downward somewhere...until I couldn't hear him anymore.

...Astral?...Astral!

"Astraaaaal!"

All I got was the complete opposite of the response that I had prayed for, in the sound of this Number, Black Mist, chuckling before saying,

"Now onto step two. Acquiring Number 39: Utopia!"

That, bastard...!

Shooting him a seething glare, I struggled harder against these tendrils of his and shouted,

"Let me go! Let me go and let Astral go right now!"

Black Mist only tightened his grip on me before replying,

"I will be the one making the demands here, not you. And right now, I am demanding that Number Card!"

He then stretched his arm outward to try and attack Jamal for Utopia...but was stopped by noneother than my pendant, which cloaked a transparent gold shield around my flinching friend and dispelled the shadow-like energies!

Oh thank god...he's safe.

Though based on the growl I heard emanate from the Number, the word 'safe' may not be applicable for much longer.

Jamal's POV

D-Damn...that was too close...

"Jamal! Are you okay?...How did you-"

I cut Tiffany off as I gazed down at the pendant in my hand:

"I-I didn't do a thing...but I'm almost positive this Key did something."

It protected me...which means...

I look up ahead, watching my other poor friend squirming in that freak Number's hold, he glaring in a lethal-like manner towards me.

And only god knows what happened to Astral...

If I can just get the Key back into Addy's hands, maybe the Number will back off and leave both of them alone.

First things first, though: I gotta cut down those binds snaring Addy.

Holding out the object that this creep clearly wanted, I call out bravely,

"Yo, tall, dark and so not friendly! If you wanna get your mitts on Utopia, you gotta beat me in a duel!"

"A duel?"

Athena was obviously gonna protest against me walking into the minefield.

"No, Jamal, don't risk it for my sake! Just bail while you still can!"

But I was all too ready to counter her pleas:

"Not a fuckin' chance, Athena!"

"Uh!"

"It'll snow in Hades before I ever consider leaving a friend behind! I'm gonna do whatever it'll take to free you, and save Astral!"

"Jamal..."

Black Mist would end up chuckling at our little moment:

"How touching..."

He then cancels out those weird restraints on Athena, causing her to fall down onto the ground.

"Oof!"

"Very well then, let us duel!"

I get my equipment all ready to go, right down the duel gazer and activating the AR World...

Augmented Reality Vision Link Established.

...Only problem was, that the Number had somehow forced Athena to ready her gear and deck too.

Damn...Does he intend for me to fight Addy?

His next words would confirm my guess:

"Oh and by the way, Athena will be dueling for me. Not her mind, but her body, so be careful~."

His chuckle at the end only made my blood boil more in anger, but I fought to stay focused on the battle beginning.

Easy does it, Jamal. Should've expected this anyway since Numbers don't exactly come built with their own decks...

"I'm taking the first move! Look out, 'cause it's my Draw! First, I summon Aye-Iron to the field!"

My Level Four machine-type monster comes flipping onto the field with 1600 Attack Points, banging on his little cymbals.

"Aye, Aye, Ayyyye!"

"Next, I'll add onto Aye-Iron's power with the Equip Spell, Spring Punch!"

A spring-loaded punching glove appears on the top of his head...

"Then I activate Aye-Iron's special ability, which gives him a poundin' 400 boost to his Attack Points, making the total 2000! It also activates Spring Punch's effect: When my monster gains a boost to their Attack Points, you automatically take half as damage! In this case, 1000 points of damage is heading your way!"

"Aye, Aye...Ayyyye!"

The boxing glove shoots forward, and knocks right into Athena's stomach to send her flying to the ground while her-no, Black Mist's Life Points drop to 3000...

"Athena!"

She gets back to feet with ease (no surprise; since she's the flesh-version of a brick wall), and sends a grim smile to my direction after sending a reassuring look to Tiffany.

"Good opener, Jamal. Keep it up, don't give an inch, and kick his ass!"

I send her a nod, before moving onto my last play for this turn.

"Next I activate the Spell, Gearspring Catapult, and with that, my turn ends here!"

Stay strong for me, Athena. I'm gonna save you, then we'll both save Astral!

A scoff of amusement passes from that Number creep's lips before he forces my friend to begin his opener.

"It is my turn. Now Draw!"

She does so without hesitation, like a marionette on strings...

"First up, I am summoning Acrono. I can do so by sending one card in my hand to the Graveyard."

I watch as the Level One monster with 200 Attack Points rises to the field, wondering suspiciously,

Why's he bringing out such a weak monster? What's this creep up to?

"And you see, since the card I sent to the Grave is Pinecono, it now sprouts right up, back onto the field!"

Hang on...Two Level Ones...

"Next I summon, Darklon! And now you are in a very hairy situation: You see, when Darklon is summoned, all my monsters increase their Level by one."

Oh crap! And those monsters also have their attributes switched to Dark!

...He's gonna bring out-

"But I am not done yet. I will then Overlay these three Level Twos, in order to build the Overlay Network, and XYZ Summon! A copy of myself, Number 96: Black Mist!"

This time, unlike the blob we saw during that first duel against the Number, we'd all be seeing a real monster worthy of being among the Ranks, looking like a cross between something that sprang out of Hell, and a dangerous beast from another planet!

"Geez, he already summoned a Number?!"

Tiffany was a bit more pressed on its appearance:

"But, how can that be the same Black Mist we saw Addy fight a few days ago?"

Athena already had her answer, and growled before exclaiming towards her captor,

"You, sonova-That duel was a set-up! You were playing feint with your true strength so you could get captured by Astral on purpose, just to trap him in return! Admit it!"

I could've sworn I saw the Number's eyes widen slightly in surprise from her deduction, before he curves his lips into a smirking sneer and hovers way too close to her side for my liking to practically hiss in her ear,

"My, aren't we a clever little thing? Yes, you're correct: What you see now is Black Mist's true appearance."

If I wasn't so fixated on the duel, I would've rushed over there and jack-slapped him for getting into my friend's personal space. Luckily (and unluckily depending on one's priorities), he does back up a little to turn his own focus on commanding the Number to attack.

"And now, Number 96, attack Aye-Iron!"

For him to actually initiate a charge with such low power...I couldn't help but call over,

"Hold on! Are you that crazy or just that stupid? You are aware you're attacking me with only 100 points, right?"

"Not exactly. I activate Black Mist's special ability, Shadow Gain!"

Damn it, knew there had to be a catch...

"By using one of its Overlay Units, Black Mist can steal half of its opponent's Attack Points in order to power itself up!"

Next thing I knew, the XYZ blasted out a wave of shadowy smog, causing me to shield my face, before looking up to see that Aye-Iron now had 1000 Attack Points, and the beast before us had 1100!

"...Aw shi-That means Black Mist is gonna always have the jump on my monsters!"

"You catch on quickly! Now, let him have it: Whiplash Whirlwind!"

Though the attack was devastating enough on my Aye-Iron that I'd lose him to the Graveyard, it thankfully only took a small chunk out of my Life Points, settling at 3900...

"Next I place two cards face-down and end my turn."

Taking in a breath and wiping my forehead of sweat, I mutter to myself,

"Well that sucked, but least I know what I'm up against...(Smirk) Heh, and ya know what? I've seen monsters in horror flicks scarier than that freakshow!"

I swipe out my next card:

"And as long as I've got Gearspring Catapult backin' me, I know I can gain up on that XYZ! Now, every time my turn rolls around, I crank up a new counter for my catapult."

"Counter?"

I send a nod to my other confused friend watching on the sidelines:

"That's right: If I'm gonna build myself an arsenal of power, I gotta increase my counters when I can."

Black Mist obviously didn't find this development real frightening:

"Oh please. This duel will not last long enough for that strategy to work out."

"Cocky, huh? That's gonna bite ya back later...Anyway, next I summon Tin Goldfish!"

My Level Four monster with 800 Attack Points materializes to the field...

"But that's just the start! Next I activate the Spell, Iron Call! And it'll be a call for all hands on deck, 'cause thanks to this spell, if I have a Level Four machine-type monster on my field, I can summon another Level Four or below from my Graveyard!"

The siren rings its blare, signalling the jump back for the monster of my choice to come back in Defense Mode.

"Time for round two, Aye-Iron!...Next, I activate my other spell, Iron Draw!"

An iron glove appears on my free hand...

"See, when I've got at least two machine-types on my side, this card allows me to draw out two more cards!"

Okay, now's the time to bring out the big guns, specifically, the one Addy gave to me before she lost bodily control...

This is for you, girl.

"Now, I'm Overlayin' Level Four Tin Goldfish and Aye-Iron to create the Overlay Network! Prepare yourself, 'cause here comes Number 39: Utopia!"

As soon as the Number who was on my side settled in front of me, I looked over to see Athena gazing at Utopia with conflict in her irises, which I honestly couldn't blame her for, I mean come on. How would you feel if your only way of being rescued from danger was to be taken down by one of your own allies?

...Black Mist, meanwhile, was looking at the other Number like a lion would a gazelle.

"I have been waiting for you, Number 39..."

Tch, yet another reason to file him under C for 'Creep'...

Uh!

That's when I felt this, wave of energy, passing through my veins!

"A-Addy! What's happening?!"

"It's okay! Just breathe, Jamal! Utopia's just getting a read of you...I think."

U-topia...?

...The pulse of power passed quicker than it came, leaving me to gaze up at the Number working with me in awe.

Utopia...Do you, trust me, then? Trust my heart?

...I'll have to wonder later. Gotta stay focused on saving Addy and Astral!

"Okay...here we go! Next, I activate Gearspring Catapult's effect: By using one Gearspring Counter, I can increase Utopia's strength by 500 for this turn!"

In this case, Utopia would be packing 3000 Attack Points instead of 2500, more than enough to take Black Mist's true form down.

"Nice! Black Mist is going down!"

"You better believe it, Tiff! Go Utopia: Cut through that mist!"

...But any excitement I held in that moment would be blasted out of the sky thanks to that creep's next sentence.

"Oh yes, please, by all means, go right on ahead and attack...so I can activate Black Mist's ability, Shadow Gain!"

What?!

"Aw come on, seriously?! You can activate that ability on my turn?!"

My main ally's power goes down by half of its Attack Points to 1500, while Black Mist's power rose to 2600! Tiffany exclaims with a glare,

"Shoot! Now Black Mist is stronger than Utopia by 1100!"

The Number replies cruelly,

"Indeed he is, which spells bad news for you, I'm afraid!"

Athena cries out,

"Look out, Jamal!"

"Go, Whiplash Whirlwind!"

Good thing I've watched Addy duel with Utopia enough times to know how to counter...!

"I activate Utopia's ability, Lightwing Shield! Not only do I stop him from attacking, but your attack is made useless too!"

Those tendrils are cut off my the golden shield, and both Athena and I let out sighs of relief...

"I would not become too relieved yet. I now play the Trap, Counterforce! Since you stopped your Utopia's attack, you take damage equal to the difference in our monster's Attack Points!"

"Oh crap!"

The card sends out a powerful sound wave that made the ground uproot before blowing me off of my feet with a yell while my Life Points dropped down to 2800!

"Jamal, no!"

I shove myself upward so I was sitting up, grimacing from the scrapes and bruising I had gotten from the fall, looking over at Athena who was eyeing me in concern.

I'm alright, Addy...Don't you worry.

"Perhaps now you see..."

"Hm?!"

I darted my eyes to meet Black Mist's as he mocks,

"For every move you make, I can make one better."

"W-Why you...!"

Damn him and his arrogance...but this isn't really going in my favour.

Each turn, that damn digit is getting stronger...There's gotta be some way to put a stop to it.

But how?

No POV

Athena could see that her friend was becoming frustrated by the lack of an opening, so she calls over encouragingly,

"Don't listen to him, Jamal! Stay tough and the answer will come to you!"

"...Athena...Athena!"

Huh?!

The girl tenses up upon hearing a familiar echo within her mind...before asking mentally just above a whisper,

...Astral? Is, that you?

"Yes...Athena. Listen, carefully. I have, a plan."

Though concerned by how exhausted the blue being sounded, she nonetheless gives him a mental nod to let him know she had her listening ears on.

...Alright. Don't spare the details, and stay strong, wherever you are.

As Athena silently listened to every word of the new strategy her possessed friend had to offer, Jamal continued his turn with determination still burning in his aqua irises.

"This isn't over yet, you hear me?! I activate the Spell, Automatic Gearspring Machine! And when I say auto, I mean it 'cause the second it hits the field, it already has two Gearspring Counters. After that, it gains one more each next turn comin'. Also, if I choose to send this card to the Graveyard, I can move the counters to a different card."

"And just what are you planning with all those counters?"

Jamal sends a sneaky grin in his opponent's direction:

"Heh, if I told you that, it wouldn't be a surprise, now would it? Anyway, I place one card face-down and end my turn, which means Gearspring's effect wears off, and Utopia loses 500 Attack Points."

It was just as said XYZ monster's attack power dropped to 1000...that Athena suddenly grimaced and cried out in a struggle with her hand over her chest!

"Aaaagh! Rrrr-grrrhhh!"

"Addy!" "Addy, what's wrong?!"

She doesn't make a verbal reply other than writhing on her feet a little more...before dropping to her hands and knees in a deadman's limp. Her friends gasp with worry skyrocketing...before Black Mist lets out another closed-mouth chuckle as the girl slowly rose to her feet once more, her plaited black hair with copper-red tips curtaining her face.

"Do not fret about Athena. She is just getting into her role as my pawn. And now it is, my Draw. First, Black Mist will attack Utopia...but not before gaining some power, from the shadows!"

The XYZ blows out another wave of black smog from its torso opening to wash over their opponent, the former's Attack Points rising to 3100 while the latter's dropped to 500! Jamal prepares himself for the next part of the attack:

"I play Utopia's special ability! Go, Lightwing Shield!"

"Nothing can protect him now! Not once I play, Overlay Banish: It negates your monster's special ability! But you know what is not negated? Whiplash Whirlwind!"

The tendrils shoot out from the Rank Two monster to lash against the Rank Four, who's blown apart in a cluster of gold pixels, leaving poor Jamal to go flying with a backflip to the ground hard as his Life Points plunge to 200!

Tiffany cries out,

"Come on, Jamal, get up!"

"Yes, please do, so you can watch as I now destroy your Gearspring Catapult!"

That caused him to jolt to his feet with a glare of disbelief:

"You're kidding!"

"Did you really think that I was going to let you keep your Spell Card? It is obvious that you plan to use it to power up the next monster you summon."

The boy with the ski-capped dreadlocks grinds his teeth in anger, causing Black Mist's smirk to grow...until someone else dismisses the latter's guess of strategy.

"You couldn't be anymore wrong."

"Hm?"

The Number forms a questioning frown and turns his mismatched eyes to Athena's form, who mutters in a monotone,

"Jamal's real plan is to take you out in a single, devastating blow."

"A single blow?"

"Yes, all thanks to his face-down card, Gearspring Exploder."

Jamal sputters Athena's name in shock while the other girl standing off to the side of the dueling field exclaims,

"Addy, no, don't give away his moves!"

Black Mist forms a small grin and urges,

"No, do. I find this all quite enlightening."

"Here's how Gearspring Exploder works: When Jamal's turn rolls around again and he gets more of his counters, he'll be able to deal 800 points of damage for every counter in his arsenal."

"800 points?"

"Right, which means next turn, the number of counters he'll have will be four, altogether with his catapult and machine. We're talkin' 3200 points coming our way...If that card's allowed to activate, we're finished."

Black Mist's lips curve into a snarl directed at Jamal as he mutters to the zombified Athena,

"Thanks for the info."

The boy in turn flinches back from the stare, muttering his friend's name under his breath with stunned aqua irises...

"In that case, I will just destroy that face-down card! I am now activating the Spell, XYZ Cyclone from my hand! With this card, if an XYZ monster was destroyed, one Trap Card is destroyed as well!"

One hurricane later, and Jamal's face-down would be eliminated from play, much to his frustration.

Damn. There goes Gearspring Exploder...

"And with that, I will end my turn."

Leaning his head close to the girl's ear, Black Mist adds,

"Thank you, Athena. Always nice to get the inside scoop."

Meanwhile, the boy with chocolate-olive skin found himself staring down at the Key in his free hand, thinking to himself in betrayal,

I can't believe this...Athena...she sold me out...

"Your friend Athena has shown me how to beat you. Her loyalty to me has sealed your doom! Give up now, and I will show you mercy..."

...Jamal's fist clenched tight around the golden pendant, and he shook his head away of the doubt creeping in.

No...No, I won't give in! Addy's never given up in the past, so neither will I!

"...Wait."

He then looks slowly back and forth between his Gearspring Catapult and Machine, with more clarity in his eyes.

And maybe...maybe she still hasn't!

...That's it!

Looking ahead at the girl he was fighting for...he spots her head dipping upward slightly so one of her red irises was visible, before winking secretively. Jamal silently gasps, before forming a little grin for both of them.

Addy, you sly fox...I gotcha; let's school this fool!

"It's my move, my Draw! (Looks at card) Ye-heah, that's what I'm talkin' about! Okay, first thing, I add another counter to both my catapult and machine!"

Black Mist scoffs in amusement at the boy's unwillingness to surrender.

"It is pointless to keep fighting."

"I wouldn't be so sure about that, creep! Next I remove all three of my counters from Automatic Gearspring Machine, to summon Gearspring Spirit!"

The monster that would grace the field next was Level Eight with 100 Attack Points, and held the appearance of a wind-up mannequin wearing a lavender robe, emitting a large sound wave from its thin body...

"When Gearspring Spirit on the field, I have the ability to change one of your monster's Attack Points to zero until the end of my turn!"

"It what?!"

The Number 96 currently fighting in place of Black Mist would be the target, losing all of the power it gained from its used up Overlay Units.

"With that done, I play the Spell Monster Reborn to bring Utopia back to fight again!"

Said Number returns to Jamal's side of the fiend once again from the Graveyard, causing Tiffany to cheer,

"Alright, Jamal!"

"Wait! What is going on here?!"

The confused Black Mist would receive his unwanted surprise, in the form of a sniggering Athena, who darts her head up to reveal she was okay!

"Well my friend, looks like that old saying is true."

Jamal grins and replies,

"Yep," before both exclaim cheekily while looking at the shocked Number,

"There's a sucker born every minute!"

"Hold on! You are my servant!"

Jamal reminds Black Mist with a mocking smile,

"Uh yeah, her body maybe, but not her mind, or do you not remember saying that before the duel started?"

The pitch black being growls...

"See, my catapult's the real trump card, not my exploder. If you'd have destroyed the former, I'd be in deep trouble...which is why Addy played possum and faked being your mindless slave, so you'd be directed to the other card instead!"

"I do not believe it!"

Athena turns and points at the angrily-twitching Number while retorting with a smug smirk,

"Believe it, wise-guy. The only people I 'serve' are my friends and family!"

She then spins around to give the smile and nod to her friend on the other side of the field, which he'd return before finishing off the duel.

"I now activate Gearspring Catapult's effect! By removing one Gearspring Counter, Utopia gains 500 Attack Points for a total of 3000!"

"Gggh! I do not like this!"

"That so? Then you're gonna reeeeally loathe what's comin' up! Do it, Jamal!"

"You got it, Addy! I'm markin' a page in Dueling History for both of us!"

Utopia readies his twin swords, as he's launched into the air by Gearspring Catapult...

"This, cannot be!"

"Oh it be. Let this be a lesson to never, mess with the like of us again! Utopia, attack Black Mist with Rising Sun Slash!"

Two slashes later, and the shadow beast monster would explode in a cloud of black smog, leaving Athena to duck and cover from the main force of after impact, while the real enemy was hit full-blast as his Life Points plummeted to zero!

"Aaaaaaah! No way...I, I LOST! IMPOSSIBLE!"

"Addy, quick, catch!"

Jamal then tosses the golden pendant for Athena's waiting hand, who grips it tight upon feeling its metal on her skin.

"Nice toss!"

(Gleam...)

"Huh? Whoa!"

The Key then emits a strong, golden glow...which is felt by the trapped Astral, who breaks free from the dark space he was encased in by Number 96, before materializing back into the real world! A smile of huge relief spreads onto the Athena's face upon seeing her celestial friend's face.

"Astral...!"

He's alright...

"Grrrh, damn, you, human...!"

"Hm? Auh!"

She then flinches back in a defensive stance, when she turns to see Black Mist rise off the ground while sending a seething glare in her direction, before the latter makes the motion to lunge right at her!

"...No you don't!"

Thankfully, he didn't get far, before Astral activates his retracting power over the Number, causing them to freeze before their person is sucked back into the blue being along with the rest of the Number's defeated battle form...!

...There's a short, pregnant pause in the air, before Astral turns to float down to Athena's side to check on her.

"Are you alright, Athena?"

"Y-Yeah, I'm fine...Nice job with the fast seal."

"Addy!"

Jamal and Tiffany came rushing over to their proximity next, both occupying expressions mixed with worry and relief.

"You okay?" "How's Astral?"

"We're both okay...all thanks to you, Jamal."

He smiles modestly and says with a dismissive wave,

"Nah, it was a team effort, least on that last move..."

He then hands her back Utopia while adding,

"You really saved my arse by setting me up for a wicked combo, Addy."

"Uh-heh, well, actually..."

Seeing the awkwardness traced in her half-smile, Jamal smirks knowingly when he realizes,

"Ooooh, I see: That was Astral's plan, eh?"

"...Maybe..."

"Heh, should've known. It seemed a little too advanced for you."

That joking comment would not sit well with Athena, who purses her lips into a scowl.

"Oi! What's that suppose to mean? I'm coming along in my strategies, aren't I?"

"Tch-yeah, and you'll be among the greats in like, a decade from now!"

"What?! Why I outta...!"

Tiffany just shook her head with an exasperated smile at her bickering friends.

Those two, I swear...

Meanwhile, Astral watched them argue with their expressions going back and forth between scowling and playful smirk-glares with his own smile of amusement.

"Only friends so close, fight so much..."

He then frowns as he looks down at the resealed Number, feeling a foreboding emanating in his being as he gazed at its fully revealed image.

If only all fighting could be so harmless...

Number 96. Are there more memories like you?