At a desert or wintry scene of some kind, the groups hunting for Jesse, at least that's what Jaden tells them they're doing but Crowler wants them to think it through, given they have no idea where Jesse is and Ojama Yellow figures that isn't happening with Jaden. Syrus hopes it doesn't end up like last time where their friends got sent to the stars. Crowler wants to stop, saying the storm is too strong but it blows over and a door has appeared. Figuring Jesse is inside, Jaden heads to it but is stopped by one of Zane's "shock cuffs", even after saying that he'll be more careful and being reminded of what happened as a result of his own carelessness. Zane allows Jaden to go through if he can prove he isn't haunted by the memories of being Supreme King by defeating him in a duel and starts by playing Armored Cybern (2000) in Defense Mode and 1 card face down to end his turn. Jaden plays Elemental Hero Clayman (800) in Attack Mode and already Zane isn't surprised that Jaden is still scared. Jaden sets 3 cards to end his turn and Syrus too feels something is up. Zane uses Power Bond to bring out Cyber End Dragon (4000) in Attack Mode and its ATK is doubled to 8000 by PB's effect. With no response, literally, from Jaden, he equips his AC to CED and uses its other effect multiple times, each allowing Zane to destroy a card on Jaden's field by lowering its equipped monsters' ATK by 1000. (The real card can only destroy face up monsters.)

Everything Zane feared would happen is happening. Jaden could've fused Sparkman with Spark Blaster last turn. (What? No, he could've equipped Sparkman with Spark Blaster last turn. I wish 4Kids would watch their own episodes before broadcasting them. They would've caught most if not all of their mistakes like Zane calling Hero Barrier a Spell Card at 7:15 to 7:18 into the episode.) This isn't the Jaden Zane's known and dueled! He's a shadow of his former self! Jaden collapses, admitting that Zane is right. Not long after, Zane clutches his chest in extreme pain, wanting Jaden to conquer his past before going through the door. The pain subsides a bit as Crowler and Syrus rush to his aid while Jaden heads off. The underground duels Zane took part in made his heart weak. He orders Syrus to look after Jaden.

Elsewhere, Guardian Baou receives word that Jaden is indeed powerless and figures it's the right time to make his move. Back with Jaden, Syrus and OY, Jaden navigates his way literally down memory lane, recalling the places and what happened at each of them. His worst memories come from when he enters where Brron was hiding and now he really does think it's his fault but Guardian Baou appears, requesting a duel, playing Fiend Slime Mold (500) in Attack Mode, then sets 1 card to end his turn.

After activating his Duel Disk, Jaden plays Elemental Hero Burstinatrix (1200) in Attack Mode and attacks but is stopped as GB activates Gravity Gain, preventing Level 4 or below monsters from attacking. With nothing more to play, Jaden ends his turn. GB uses his FSM's effect to pay 500 Life Points and bring out another FSM in Attack Mode, putting his score at 3500, then again for another FSM to bring his score down to 3000. He tributes 1 FSM to keep GG in play before tributing a 2nd FSM for Twinheaded Beast (1700) in Attack Mode. He takes out Burstinatrix to leave Jaden down to 3500, then attacks again by THB's effect to leave Jaden's LPs at 1800. Jaden plays Elemental Hero Wildheart (1500) in Attack Mode. Suddenly Bastion and Tanya arrive, asking about Jaden's state. They heard he became an evil ruler and is told of Jaden's current situation. (I'd like to make note that the expression GB has on his face doesn't match the laugh he's given there, unless it doesn't belong to him?) Jaden tells himself he won't use the cards ever again. He can't win!

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