Mahad and Mana mount a counterattack on Diabound, but he absorbs the dead spirits of Kul Elna to make himself even more powerful. Seto and the rest of the priests arrive to fight him, but they are unable to penatrate his spirit shield. Bakura takes the Millennium Scale from Kalim and uses it to strengthen Diabound even more. Shada locates Diabound's stone tablet, and plans to destroy it to eliminate the beast. However, Akunadin attacks him and takes the Millennium Key.
Elenco: Megumi Ogata , Toshiyuki Morikawa , Hikaru Midorikawa , Yumi Kakazu , Ryōtarō Okiayu , Tsutomu Kashiwakura , Kaneto Shiozawa , Katsue Miwa , Yukana Nogami , Takeshi Aono , Michiko Neya , Ryō Naitō .