Inside his room, Noah can't believe Mokuba is still on Kaiba's side after all the memories he's been shown where Kaiba abused him and is now going to make Mokuba loyal to him instead of Kaiba. Mokuba maintains his confidence of Kaiba coming to get him but Noah show that Kaiba is right behind him. However, it's clear Kaiba isn't himself as he's tired of Mokuba holding him back and tells him to take a seat. He walks out, telling Mokuba to get a life. Noah would like to help Mokuba and his eyes glow red, using hypnotism to obtain Mokuba's trust.

Outside, Kaiba hears Noah's announcement and the road ahead appears so Kaiba heads off, not taking in anything Joey or Yugi say to stop him. Slowly, the entire gang decides to follow Kaiba but Duke, Serenity and Joey are left behind as the tunnel disappears.

Inside the tunnel, Kaiba takes the left side of the fork in the road and finds Mokuba but it's really Noah and he's taken away. Yugi and Tea take the rightmost path and end up outside a run-down building. They hear a baby's cry and decide to try and find it. Meanwhile, Dark Marik doesn't enjoy waiting and decides to take matters into his own hands. While Duke, Joey and Serenity wait for what lurks next, Kaiba makes a hard landing and discovers Mokuba is right behind Noah, refusing to leave his side. Despite Kaiba's attempts, Noah escorts Mokuba to the couch where the two sit as Noah says he'll make sure he gets what he deserves.

Back at the abandoned building, Yugi and Tea` are now inside but having no luck finding the source of the crying. The last of their search yields only a rattle but no baby and they conclude that there is likely only a sound file of a crying baby as part of Noah's Virtual World. Yugi finds a picture on a nearby table and makes an unusual discovery. While Tea` waits to find out who is in the photo, Dark Mark ventures out, encountering a password-encrypted door and is denied entrance but determined to find Yugi.Back on the bridge, Robot Monkey Tristan sees multiple glowing eyes in the water but no one believes him until a column of water shoots upwards and reveals four members of the Big Five, whom explain they want to take their bodies by force. Joey summons Alligator's Sword, Baby Dragon, Swordsman of Landstar, Little-Winguard, and Battle Warrior in an attempt to escape but not only are the monsters destroyed one by one but the truck's engine won't start. At last, with all his monsters destroyed, the engine starts and they race away with the Big Five members following.

Kaiba finds that Noah set up a vision of when Noah first learns of Kaiba's arrival and Kaiba learns that Noah is Gozaburo's son. Just as Noah is about to explain part 2 of his story, an alert comes up and Noah attends to it, finding out it's the situation Joey, Duke, Serenity and RMT are in. Jinzo's attack puts the truck on its side. The Big Five argue whose body is claimed when Noah arrives, conjuring up a dust devil that scoops up the Big Five members and takes them with him, leaving Duke, Serenity, RMT and Joey alone but not for long as, Yugi, Tea` and Kaiba arrive. Yugi asks Kaiba about Noah's story and the group learn that Noah hasn't aged in six years!

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