Changes

Back in the Memory World, Yami had little time to react his surroundings, because at that moment, [[Thief King Bakura]] showed up, possessed by Yami Bakura, who had entered Bakura's body after entering the Memory World. He summoned his Ka spirit "[[Diabound]]", and attacked the priests. Bakura revealed his plan to take the seven Millennium Items and gain the Shadow Power of the Evil God [[Zorc Necrophades]] by putting them all in the stone slab in an underground crypt in the village of Kul Elna (based off the village of Qurna). The Pharaoh has had enough, and summons "[[Obelisk the Tormentor (original)|Obelisk the Tormentor]]" to attack "Diabound", something the other priests are shocked by. In the manga, "Obelisk" defeats "Diabound" with ease, while in the anime, Obelisk and Diabound's power were equal (Diabound had the power of the Blue-Eyes White Dragon from Dark Bakura's duel againest against Kaiba). Bakura retreats, leaving the priests to discuss what happened. Later on, Seto tells Akhenaden Aknadin about his plan to use the Kas of villagers to create a Ka stronger than Diabound, which Akhenaden Aknadin objects to.

The next day, the priest Mahado Mahad plans to lure Bakura into a trap. He leads Bakura to a tomb he made to look like AkhenamkhanenAknamkanon's tomb. He battles Bakura, but is defeated in the end. He sacrifices his life to fuse his Ka and Ba to turn himself into the [[Dark Magician]]. While Bakura does get the Millennium Ring from MahadoMahad, Mahado Mahad attacks him and destroys the tomb. But somehow, Bakura manages to escape.

By this point, Yugi and the others had found the door to the Memory World. Yugi, JonouchiJoey, AnzuTéa, and Honda Tristan had to go alone, because Shadi couldn't enter it for some reason. When they arrive in the Memory World, they meet up with Bobasa, who promises to help them. They go to the Palace but cannot get inside. They can pass through other buildings and people like ghosts, but they cannot enter the palace gates.

Seto and Shada go through the streets and the citizens on the street. Seto tells Shada to use his Millennium Key to test the hearts of the people, and try to find people who are home to strong monsters. When Seto tells Akhenaden Aknadin of his plan, Akhenaden Aknadin begs for Seto to reconsider, but Seto doesn't listen. A short time later, Bakura, wearing the Millennium Ring, attacks Akhenaden Aknadin with Diabound. Deciding not to kill AkhenadenAknadin, he instead uses the power of the Ring to transfer his evil to AkhenadenAknadin.

While on their search for criminals with strong Ka, Seto and Shada stop an angry mob from their assault on an innocent woman. Shada senses her powerful Ka (the [[Blue Eyes White Dragon]]) and Seto takes her back with them to the palace. It is later shown in a flashback that Seto and [[Kisara]] - the girl he rescued - had met before as children. Meanwhile, Akhenaden Aknadin is resting and has a flashback of what happened fifteen years ago: Akhenaden Aknadin created the [[Millennium Items]] at the cost of sacrificing the village of [[Kul Elna]]. It's also revealed that Akhenaden Aknadin is the younger brother of [[Aknamkanon]], the previous Pharaoh, thus revealing that the Pharaoh and Seto are cousins. Now corrupted by Zorc, AkhenadenAknadin's strongest wish is to see Seto rise to the throne as the new Pharaoh of Egypt. When he learns of Kisara's Ka, he is eager to have Seto extract it from her (and use it to usurp Atem), but Seto - out of his strong feelings for the girl - refuses. Akhenaden Aknadin then kidnaps him, although Kisara ultimately saves him and dies taking a blow meant for Seto. Distraught, Seto tries to kill AkhenadenAknadin, only to have his mind taken over by AkhenadenAknadin/Zorc and is subsequently forced to duel Pharaoh Atem. During the fight Kisara's spirit saves him by purifying Akhenaden Aknadin from his mind, and he is able to join Pharaoh Atem in the final battle against [[Zorc Necrophades]].