Just outside Solomon's game shop, Solomon is out sweeping the street when Tea` arrives and calls Yugi down. From inside his room, Yugi has put a new chain through the loop in his Millennium Puzzle, thinking it should be safe now. Yami says they'll need it now more than ever for he senses fate has more in store for them. At last Yugi comes out of the store entrance and they head out after Yugi explains why he took so long. Along the way Yugi stops to see a fortuneteller, claiming to see the future (which I'd pass on out of the gates because it's bogus) and needs Yugi's puzzle to see the future. Cautiously, Yugi hands it over and the robed man darts off with it, flipping the table and sending Yugi backward a bit.

The duo split up (so much for going to school) and Yugi finds that the robed man wants to be followed and uses the arrows as a guide. Tea` encounters Bakura, asking what the rush is about and when told of her situation, agrees to help out, or rather become Dark Bakura to find the Millennium Puzzle and claim it later, deciding to prevent Tea` from finding him by moving some of the arrows. At what looks to be an abandoned warehouse, Yugi enters and discovers not only a dueling arena but his Millennium Puzzle attached to it. He's going to duel for his Millennium Puzzle. The man explains that he must win the puzzle in a duel and we see he's being controlled from another person with what looks to be another Millennium Item. CM (Controlling Man, or the one controlling the robed man Yugi is talking to) shares about the hidden secrets that he knows about but Yugi protests that the Puzzle is his but it's in CM's possession now so he'll need Yami to help but Yami can barely hear him and therefore Yugi will have to duel alone, something he HAS done before (against Rebecca, though technically one could argue that he WAS together, just didn't think Yami would be needed).

Yugi gains his needed confidence and begins the duel with Celtic Guardian (1400) in Attack Mode. RM (Robed man until his name comes up) sets a monster, having no need to go on the offensive like Yugi does if he wants to get back his Puzzle. Yugi attacks, revealing RM's hidden Cyber Jar (900) in Defense Mode, a Machine-Type monster that destroys all monsters on the field and letting them draw 5 cards. (The real card is a Rock-Type monster.) Yugi sets a monster and RM brings out Mechanicalchaser (1850) and Ground Attacker Bugroth (1500) in Attack Mode (by Cyber Jar's 2nd part of the effect, in which you Summon in Attack Mode or Set in Defense Mode any Level 4 or lower monsters you draw by its effect but they've obviously left that out). Now Yugi knows who RM is and asks RM to reveal himself.

Sure enough, it's Bandit Keith, or at least his body because he's become CM's Mind Controlled Slave as CM explains what happened after BK's ejection from Duelist Kingdom.BK regains his mind for a few seconds before being possessed again and playing Machine King (2200) in Attack Mode, gaining another 100 ATK per Machine in play for a total of 2500 and its attack takes out Yugi's hidden Silver Fang (800) in Defense Mode. Yugi sets another monster, and after playing Megasonic Eye (1500) in Attack Mode, raising MK's ATK to 2600, BK attacks Yugi's hidden Giant Soldier of Stone (2000) in Defense Mode and destroys it. Meanwhile, Tea` has found Joey and Tristan at school and they conjure up a lie about Tea`'s cat Fluffy to successfully escape. Back at the duel, Yugi plays Curse of Dragon (2000)  and Gaia the Fierce Knight (2300) both in Attack Mode (an illegal move in the CG but this is still technically Season 1 so just about anything goes here). Next he uses Polymerization to bring out Gaia the Dragon Champion (2600) in Attack Mod and takes out Mechanicalchaser, leaving Machine King at 2500 ATK and BK down to 1250. BK switches ME and GAB to Defense Mode, them powers up his monsters with Machine Conversion Factory, giving them all 300 ATK and DEF. (The real card only gives 1 Machine-Type monster 300 ATK and DEF.)

Now with 2800 ATK, BK attacks with MK, destroying GtDC, leaving Yugi's score down to 1800. CM suggests surrendering, given that it's the inevitable conclusion. Yugi uses Makiu the Magical Mist to weaken BK's monsters before playing Summoned Skull (2500) in Attack Mode and attacking with it, raising its ATK to 3250 (likely following previous episodes where it gets a conductor but the real card doesn't give it anything). With MK destroyed, BK's score drops to 500 and CM realizes that Yugi duels better than expected. BK uses Graceful Charity to draw 3 cards, then discard 2 (and it's blatantly obvious that he's cheating). Next he activates Zera Ritual, indicating that he does have the Zera the Mant card by playing it (2800) in Attack Mode and taking out Yugi's SS, leaving Yugi down to 1500 (though not shown). Bakura has arrived at the old warehouse Yugi is dueling with Tea and friends not having the same luck. Yugi isn't sure what to do next but CM  figures Yugi fall by his own superior monsters and the Millennium Puzzle will be in his control!

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