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| - The episode begins at Calthor's lair, where Calthor is seen meditating in his chambers while a bright red light surrounds him. He is straining as he holds his right hand out and a Bakugan starts to take shape in his fist. He then opens his eyes (which are dark in color), roars and the energy forms into a new Bakugan that floats in the palm of his hand. He then returns to normal as throws the Bakugan, revealing itself to be a Pyrus Bakugan that is almost in the form of a vampire. The new Bakugan screeches as loudly as Calthor says welcome to the world, Vladfang. The Pyrus Bakugan, now known as Vladfang, immediately tries to attack Calthor and infect him but Calthor simply blocks his attack with one finger and blasts him at the same time with a force blast. As Vladfang shakes it off, Calthor says he was created by him and as long as he is his creator, he will serve him faithfully. Vladfang growls but says reluctantly, yes Master and returns to ball form. As he leaves, Sivac comes out and asks how much longer must they wait. Calthor says patience, only a few more and then, it will be time to begin. The scene now shifts to inside the workings of Bakugan Interspace, where we see Dylan floating around. He says this is really boring searching for these two people that are supposedly stuck in here but fun and adventurous at the same time. He says he'll take a break and see what the Brawlers are up to and if they have seen him yet. He then goes over to a screen and takes over a security camera as he watches. The scene now shifts to the Brawlers discussing the possibility of Gundalia being the first target. Dan says whoa, whoa; John, how can you be so sure he would attack your planet first - it would make more sense to hit Earth, our base of operations, first. John says Calthor's hint specifically stated a dark place - your planet isn't exactly dark, even at night. And second, (as he transforms into his Gundalian form), his people have reptilian features hence the 2nd part of his clue as he transforms back to his human. Shun says it appears they now know about it and Calthor probably knows it too. Lindsata and Baraxx both say Shun is right and as they already know, Calthor's speciality is in mind abilities, espcially mind manipulation. Marucho says they should plan their next move as they just start talking while Dylan says in the camera he's bored with that - time to move on with his mission. He leaves the camera and continues forward, arriving at what appears to be a firewall. He chuckles and says as if this can't keep him out as he uses his hand to open the wall in half and flies through. As he flies forward, he then sees something pecuilar and says well, well, well - what do we have here. As he floats and lands a distance away, he has come across Mylene and Shadow, who are partly digitized but their hands are still together. Dylan says how touching as he waves his hand and they are both instantly returned to normal, with a few digital enhancements and articles of clothing for being in cyberspace for so long. He then transports himself and the two of them to a dark alley in Interspace that nobody goes to. At that moment, Mylene and Shadow collapse while gasping for air. After a few minutes, Mylene wonders where are they as Dylan chuckles and says welcome back to Interspace, Mylene and Shadow isn't it? Mylene then stands up and says that's her name but who are you with the crazy glasses. Shadow then stands up to and says what are these crazy things on them and what are these new threads. Dylan says excellent questions and here's the answer as he takes his glasses off and reveals his eyes - which shocks them both. Dylan says he's a program that was created when Interspace was born and unfortunately, he's not with the Brawlers since they destroyed the Interspace he's from. However, they started it up again and he's here now but he wants some payback for trying to delete him so he found you two lost children just floating around in a mix of ones and zeros. Mylene immediately gets hostile and pushes Dylan against a wall while saying we aren't children - I'll have you know that we were two of the top Brawlers for the Vexos so don't mess with us. Dylan holds up his hands and says chill, sweetheart - it's not like I had anything to do with your little ball mishap. Shadow acts what are you blabbering about as Dylan says if they don't remember, I'll show you as he snaps his fingers and it shows a playback of what happened and how Mylene and Shadow were supposedly destroyed. Dylan says that Death Bomb you used didn't send you to another Dimension but rather sent you into the inner workings of Interspace, so you have missed quite a bit and in his terms, you're obsolete. Mylene backs away and asks what do you mean as Dylan says a lot has changed and occurred since your leader was defeated as they are both surprised with Shadow saying no one could beat King Zenoheld. Dylan says yes, it's a shame that he was defeated so easily but let's get to the point. He needs some "assistants" if he may use that term to help him get his vengeance against the Brawlers - that's where you two come in since you have a score to settle with them too. Mylene says let's get one thing straight - she doesn't speak for Shadow but she left the Vexos for her own needs, she has no intention of being someone's lackey and while she is grateful for Dylan getting them out of their "prison" if you call it that, why should we listen to you with Shadow saying yeah, you're even weirder than me. Dylan licks his lollipop and says because your life depends on it - literally. As both Mylene and Shadow are surprised, Dylan says that because they were in a cybernetic state for so long, your inferior physical body is incapable of surviving one minute out in the real world and he should know, since he himself almost was deleted but by keeping himself charged, he was able to survive long enough until he could get back here. And two, in order for you two lovebirds to even be here, he had to make some adjustments to them so that they could last longer here but don't worry - once your physical bodies adjust to here, you're free to go. Mylene then says what do you mean lovebirds as Dylan shows them a replay of before they were destroyed with Shadow saying oh yeah, that was touching with Mylene saying yeah but then gets serious and says but nothing happened. Dylan says one more thing - you were defeated by Spectra and Mira Clay, who caused you to throw that little ball of yours and why you are stuck here; he assumes you want revenge for that correct? They are members of the Battle Brawlers, permanently and Spectra is now a Darkus brawler but he can help with that - what do you say? Mylene thinks about it, says you have a valid point and then asks if Dylan likes wagers since he looks one who loves to push the rules and take risks. Dylan is smiling with a lollipop and says interesting, he does enjoy fun stuff like that - I'm listening. Mylene proposes a 2 on 1 Bakugan Brawl - Shadown and myself versus you. If you win, we will serve under you and loyally, might I add but if we win, we go free and you will help both of us escape this place. Shadow says hold on, she can't but Mylene stops him and says she knows what's she doing. Dylan laughs and says that sounds like fun but how can you brawl me without Bakugan, how about this - I'll recreate your previous Bakugan for you; same as when you first got them. He then holds out his hands and in each one, a Bakugan appears - Macubass and MAC Spyder. Shadow then gets excited and starts playing with it while saying I missed you Spyder, did you miss me with Mylene saying annoyingly he's still the same as ever. Dylan then says follow me; we should battle somewhere where it's quiet and nobody will see us. All three of them then walk a little ways down until they arrive at a construction area. Shadow then asks are we going in there as Dylan says what's the matter, scared of a few orange cones - this is a new battlefield that's being built and the only field that's currently not under survelliance unless severe damage is done. Everyone then takes their positions but then, Mylene asks what are you going to use with Dylan saying slyly he always has a card up his sleeve as a Bakugan rolls out his sleeve and into the palm of his hand. Shadow says he doesn't recognize that Bakugan - which one is it as Dylan says prepare for a little lesson in catch up since you won't be defeating him. The scene how shifts to the lab where Mira is conducting some research. Suddenly, the screen phases for a second but returns to normal. Mira says that's odd - there doesn't appear to be a problem in the system as she checks it. Wilda then asks if we should ask Paige and Linus to go check it out but Mira says it's probably nothing - no computer is perfect as she goes back to her work. Meanwhile, the scene shifts back to the upcoming battle and the "phase" was merely the battlefield opening up. Shadow says lets get this party started and sets his Gate Card first. He then throws out MAC Spider while Mylene throws out Macubass with Shadow saying he hasn't realized how much he misses brawling again with Mylene saying the same thing. Dylan merely stays calm and licking his lollipop but then, he cracks the lollipop inside his mouth and says come on out, Ventus Spybyte! As soon as it arises, it's revealed to be a warrior type machine Bakugan that has Ventus colorings but some other attribute colors as well. Mylene asks what is that thing as Dylan says this happens to be his own personal Bakugan creation - like it? Shadow says it's just a shiny robot and like all robots, they fall down as he activates Spiders' Tarantula Needle ability as Mylene activates Macubass ABSIDS ability but unfortunately, neither does any effect. Mylene asks what gives - that should have done something but then, they see that Spybyte has a shield around him. Dylan laughs and says when you have a chance to catch up on things, you should really look up Mechtogan - their shielding is second to none as he then says "Ability Activate - Tech Repulsors!" as Spybyte starts flying around in weird directions while dodging Spider's and Macubass' attacks. Mylene and Shadow get frustrated as Dylan says "Ability Activate - Thunder Artillery!" as Spybyte opens up and reveals his cannons, which fires light lasers and lightning strikes at Macubass' ABSIDS, destroying them instantly. Mylene then activates Moby Cannon while Shadow activates Spider Cannon but Spybyte's Tech Repulsors ability is still in effect, which Dylan mentions. Shadow then says time for a power boost and activates his Gate Card - Darkus Reactor, which increases Spider's power. Dylan laughs and says that Gate Card is so last year - nobody even uses cards like that anymore as he says this battle is over as he says "Ability Activate - Shadow Sharpshooter!" as Spybyte brings a sniper rifle out of his shoulder and fires, defeating MAC Spider but before it hits Macubass, Mylene activates Stingray Shield and is spared. Dylan whistles and says that was some quick defense with Mylene saying she's nothing like Shadow and activates Saber Barracuda and attacks Spybyte, which injures him a bit. Dylan snickers and says she got lucky that time but won't this time with Mylene saying she disagrees and activates Indignation, which causes Dylan from activating his abilities. Dylan acts oh no, what will he do as Mylene says this battle is ours as she activates a Double ability - Hunter Whip plus Radiant Claw. As Macubass goes on the attack, Dylan gets a gleam in his glasses and says he always has a backup plan - try this one as he activates a BakuNano. The computer says "Ready - BakuNano Boomenator" as a large, rocket launcher type BakuNano appears on the shoulders of Spybyte. Mylene is taken back and wonders what is this - is it some form of Battle Gear, she wonders. Dylan says it looks like he'll have to play schoolteacher but yes, this is a more advanced version of Battle Gear and says it's over. He says Spybyte, will you do the honors as Spybyte activates Boomenator, firing repeated explosive rockets at Macubass, defeating him. As Mylene picks Macubass up, Shadow says they have to do better than that - they can't be made fools of as he acts wild. Mylene says quit it but admittedly says he's right - things have changed so we have to adapt to these new tools. Meanwhile, Dylan says that was intense, exciting - I loved it. Dylan says Spybyte exceeded his expectations, grins and says to the two "Let's go again, shall we." The scene shifts back to the battlefield, where Mylene and Shadow have just lost the 1st round against Dylan and his Bakugan Spybyte. Dylan says my turn as he throws a Gate Card and then throws Spybyte. Mylene and Shadow throw their Bakugan as well with Shadow going on the offensive with a Double ability - Blaster Needle plus Mega Terror Impact, which injures Spybyte a bit. Mylene uses Saber Barrucuda and does more damage but then, Dylan says "Ability Activate - FARBAS Mark 3!" as it heals Spybyte to full. Mylene asks loudly to Dylan how does he know about the FARBAS system, that's Vestal technology. Dylan says your friend Spectra Phantom is a member of the Battle Brawlers and unfortunately, he needs better security since he downloaded all the FARBAS schematics and used them, with a few new twists. He then says "Double Ability Activate - Sting Combat plus Stealth Recon!" as Spybyte turns invisible. Spider and Macubass look around but their scanners can't detect him but then, they get hit on all angles, denting their bodies and sparks are getting inside their internal circuits, causing them to stutter. Shadow says where is he, where is he while getting frustrated with Mylene annoyed and says settle down, Shadow - I'll take care of this and activates ABSIDS TR2 but the attacks don't hit Spybyte at all but make him visible for a second. Shadow says now for the finishing touch as he activates Wild Close, which gets rid of Spybyte's invisibility and then, Macubass's ABSIDS TR2 attack and damage Spybyte. Dylan says time to make things interesting as he snaps his fingers, revealing his Gate Card as he says "Gate Card Open - Assimilation!" But then, Mylene activates Marina Cavitation, which negates the Gate Card and then activates Depth Dive, which destroys the Gate Card. Shadow says good job, Mylene - he really didn't want to know what that card did. Dylan says that hardly changes things in this battle as he says "Ability Activate - Particle Phaser!" as Spybyte fires laser blasts from the palms of his hands, which damage Spider and Macubass a bit. Dylan says this round was his from the start, even without his Gate Card and says "Ability Activate - Beam Cannon!" as a large blast of energy comes from Spybyte's chest, defeating both Spider and Macubass at once. Dylan grabs Spybyte and says this is getting intense, I love it - winner takes this round. Mylene picks up Macubass and then says Shadow, let me ask you something - do you remember the program that Professor Clay designed but never finished because of his time spent on the Alternative. Shadow says yeah, what was it called again as he picks up Spider as Mylene says I think it's time we tested it out now - it may be our only chance for victory and freedom. Shadow says are you sure - it was never stated and if we use it, we could lose. Mylene then says well if you have a better plan, I'm open to hearing it. Shadow sits down, thinks but says nah, I got nothing - let's go for it. Mylene says all right then and throws her Gate Card. They all throw out their Bakugan as Dylan puts a lollipop in his mouth and says this is getting troublesome, wouldn't be easier if you just gave up. Shadow says no way, Candyman and says "Ability Activate - Acid Silk!" as Spider fires darts of spider silk at Spybyte, who doesn't move or attempt to dodge. Dylan chuckles and says how do you expect to be him with threads but then, he sees that the silk is eating away at Spybyte's body with surprises him as Mylene activates a Double Ability - Battle Composition plus Moby Cannon and it injures Spybyte gravely. Dylan says you can't win as he says "Ability Activate - Laser Point Array" as Spybyte opens up small points in his body and a series of lasers appear everywhere, which hit Spider and Macubass but they manage to dodge most of them. Mylene and Shadow then look at each other, nod in agreement and say it's time as they activate their Gauntlets as they say "Program Upgrade - Fusion Transformation!". Shadow then yells out to MAC Spider to transform to Warrior Mode as Spider undergoes a transformation; legs appears out of his abdomen, arms appear out of his thorax and his body takes the shaper of a humanoid warrior with his legs right behind him attached to his back and his head having a face inside his Spider head with bug like eyes. Mylene then orders Macubass to transformer to Jet Pad Mode as Macubass transforms into a sleek jet like form but on his back, a level metal pad appears and Spider jumps on top, connecting his feet with the pad, joining the two together into a hoverboard like warrior and his steed. Dylan says ooh, that's impressive - the records didn't indicate they could do that but it won't do much good as he says "Ability Activate - Astro Impact!" as Spybyte charges up and aims straight for Spider/Macubass to try and destroy them but Shadow says nice try - thanks to this new combinations; our Bakugan have new abilities as he says "Double Ability Activate - Tarantula Spear plus Eight Fang Cannon!" as a long spear appears in Spider's hand as his eight legs glow, start spinning and form a unified cannon and fires dark energy blasts, which hit Spybyte and knock him back down to the ground. Mylene then says my turn for some action and says "Ability Activate - Jet Fin Swipe!" as Macubass flies down low and slices Spybyte with one of his wing blades while Spider stabs him with his Tarantula Spear. Dylan says this is getting tense but what should he do now as Mylene says this is over and we are getting out of here, together as Shadow says Mylene, I didn't think you cared that much with Mylene snapping and saying that's not what she meant. Shadow says let's try a Fusion ability to finish it as Mylene says good thinking but first "Gate Card Open - Lock Zero!" Spybyte tries to move but his feet are locked down and his power level has gone to zero. Mylene says now Shadow as they both say "Fusion Ability Activate - Union Joust!" as Spider's Tarnatula Spear changes to a lance, adds a shield and they both charge at Spybyte. But before they reach their target, Dylan grins and says this battle is over and he wins. Mylene says dream on, pal - you have got nothing but Dylan says actually, I have everything as he says "Ability Activate - Power Fist plus Tiger Nova Bazooka!" as Spybyte takes his blue colored fist, destroys the Gate Card and then transforms into a land to air cannon. He then charges slowly as Dylan says and that my friends is the end of this game, better luck next time as Spybyte fires and completely oblierates Spider/Macubass, making Mylene and Shadow lose in defeat with Dylan laughing and saying intense. At that point, back at Mira's lab, the computer goes nuts as she tries to figure it out what's happening but then, she figures it out where the disturbance is (the battle arena where the brawl took place) and contacts Linus and Paige to take a look. At that moment, Dylan senses through the system that somebody's coming and says time to make a quick exit as he transports himself, Mylene, Shadow and their Bakugan away before Linus and Paige arrive. Linus and Paige are amazed as Linus says a brawl took place here with Paige saying very astute, Professor Obvious. She then tries to look up footage but there's nothing on the recordings. Linus then says that is odd but the big question is what happened and who or what did this. Meanwhile, the scene shifts back to the alley where Dylan brought Mylene and Shadow to earlier. Mylene and Shadow pick up their Bakugan with their heads still down with Shadow saying oh man, we were so close to winning - not bad for a comback, right Mylene. Mylene says it doesn't matter; they lost but we don't have to honor the deal like they did with Spectra and Mira before but then, Dylan walks up and says that's pretty sneaky of you but if he recalls correctly, that didn't end so well. He then takes out another lollipop, unwraps it and sucks it for a minute. He then says they did make a deal but you know, since it was his first Brawl and victory, he's willing to help them but like he said before, they'll have to stay here for a while - he can't change that and he's being perfectly honest. However, he will give them a choice; he can help them survive here or they can be partners, he can make their Bakugan just as powerful as his Spybyte or new Bakugan if they so wish it and when the right time comes, they'll take down the Brawlers and get their vengeance and plus, he'll help them either way - he's that nice a guy. Shadow whispers to Mylene and says let's get out of here before I start acting normal but Mylene says it seems they should work together since they have a common goal in mind. She then extends her hand to Dylan and says we have a deal as Shadow says what the heck, at least he'll get some excitement and all three shake hands. Dylan says he can tell this is going to be the start of a beautiful partnership as he says follow him to his base of operations, which happens to be the location of where Ren and his team were hiding a while back. Mylene says this is quite impressive as Dylan said this wasn't him but it will do. Shadow then acts crazy and asks when do we strike as Dylan says not now, the Brawlers are currently preoccupied with something else but they can prepare and when the right time comes, they will strike in full force. Meanwhile, the scene shifts to the Brawlers and Baraxx, who are about to leave for Gundalia. As they are going over what they need, Paige and Linus come in, talking to each other about what happened in there as Mira asks if they found anything with Paige saying nothing really but a beaten down battlefield. Spectra overhears and asks if something is wrong but Mira says nothing, just a routine check as she tells Linus and Paige to keep this secret - they'll figure it out on their own. They both say okay as Paige walks up and says guys, just so you know, she contacted Prime Minister Nurzak to let him know you were arriving and Linus says he has also contacted Queen Fabia on Neathia the situation as well - they will be expected a meeting between the three groups. Dan says okay, as he throws a bag on his shoulder as Drago says it will be pleasant to see some familiar faces with Dragaon saying it will be pleasant to see some new ones as well. Lindsata moves forward and wishes she could go along with them, they could use all the help they can get but Baraxx sternly says you are in no condition to travel after your previous fight; that's why he is going to represent the BakuGods on the right side. Lindsata says yes but it would be much more convincing if she went since she still has almost all her abilities. Baraxx thinks for a moment and says it is probably for the best but asks if she can walk at all. Lindsata says she has been doing the exercises Marucho's doctors suggested and she can stand now but as for walking, she will require a little assistance. Shun then says okay, welcome to the group with Spectra saying he can keep her chair in his back and manages to shrink it to a small size.. Marucho says everything is all set as Runo, Julie and Mira tell everybody to be careful and if they need backup, just ask. John and Laura say sure as Dan says Drago, one portal to Gundalia please. Drago says okay and opens one up. Dan then says don't worry - we'll be back in time for dinner as they go through. After the portal closes, everybody says be careful. (End of episode)
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