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| - The episode starts with a recap for Zakaros and Atrion battling each other in their Ultimate Forms. Then they both attacked each other and in a flash of bright light; he, along with Dan with Drago, find themselves in Atrion’s mind where they go up a long staircase and meet the good Atrion. When they see him, Zakaros wonders what the heck is going as Atrion says it has been a long time, old friend with Zakaros exclaiming Atrion’s name. The scene now shifts back the top of the staircase where Zakaros, Dan and Drago are just staring silently at the good Atrion while some more spirits fly around. Dan is asking what the heck is going on – they were just fighting Atrion and now he is chained up like a prisoner - makes no sense to me, man. Drago says he tried to destroy New Vestroia and resurrected the loved ones of their teammates - how do they know this is not a trick. Atrion says that what they are looking at is all the good that is left in his very being as Zakaros thinks for a moment and says that makes sense. Dan says hold on - why is Zakaros trusting this guy so easily as Zakaros says this is similar to some who have partnered with Dio Sivac but they are some gaps. Zakaros then asks Atrion to explain the whole story - from the beginning and then they will decide the truth. Atrion says all right and explains that after he had finished training one day, he put his robes back on and felt something in his pocket. He then pulled out a Darkus Bakugan – Dio Sivac. At first, he was scared because he knew of what happened to the Gods who could not control him – he figured Master Darkor had either made a bad choice or a huge mistake. But when he touched Sivac, things changed in him. The darkness in him started to overcome him but before he lost the battle inside himself, he went to the BakuGod Elders. The Elders cared less about him, thinking that Darkor had made a wise choice, with Zakaros saying they were more focused on the War and their own personal agendas. Atrion continues by saying that after he left the Council Hall, Darkor was waiting for him outside. He told him that Dio Sivac was not the Bakugan he chose for him and tried to take Sivac back but by then, it was too late. The darkness had contained the good within him and it has grown smaller and smaller to what they see now. Dan says that is a sad story as Drago concurs while Zakaros says he believes him - it's good to know his friend was not all lost to the darkness. Atrion says he is truly sorry for what he has done, both to them and to the people he revived. Atrion then tells Zakaros that he is the one who influenced his body to have that meeting with him a few days ago, thinking he could get through to him somehow but he could not. Zakaros says don’t worry; he’ll get him out of those shackles but Atrion says no, don’t. But it’s too late – when Zakaros touches the shackles, they shock him with dark energy and knock him back. Dan asks if he is all right as Zakaros says he's fine but he felt the pain from that – with Atrion saying he has tried to get out but the shackles tighten every time he tries. Zakaros asks if there is a way he can save him and Atrion says only one way – to end his life. Zakaros instantly refuses with Dan supporting him, saying that now they know it is not him but the darkness, they just need to expel it. Atrion says it is too late – the darkness has latched on like a thousand leeches and if one is destroyed, two more take its place. Atrion then tells Zakaros he never asked him for anything, with Zakaros saying he did ask for that one date as Atrion chuckles, but just this once, do what he asks. Zakaros closes his eyes and says all right but if there is a chance to save him, he won’t hesitate to take it. Atrion says all right as he says they need to get back - their friends need them. He then uses his finger to open a small portal back in time to where they left off. He tells them to hurry as Zakaros goes through first but before Dan goes through, he looks back and tells Atrion he isn't go bad after all as he jumps in. Atrion smiles and says "Thank you Zakaros, Dan & Drago." Meanwhile, back on the asteroid, the Battle Brawlers minus Dan are still battling against Ultimate Tivala when the bright light came about and blinded them. The light then dispersed above as the Brawlers wonder what the heck happened up there as they look above. Then, they hear a voice that says “Don’t forget about me” as Tivala attacks again, knocking both Teknocore and Replimaxus back. Preyas then says that one hurt as Aphrodite says to let her take the reins. Preyas says sure as Aphrodite shifts into position. Wildrock then suggests he go in front as Helios says sure kid and they shift as well. Tivala then says that won’t make a difference but Wildrock says you are about to be sacked as he activates Replimaxus’ Special Power – multiplying itself and they attack Tivala, knocking her on her back and trampling over her (and with a footprint over her face) she gets up brushing herself off, saying it will take more than that. Teknocore then says don’t forget about me as Aphrodite orders an Arrow Storm as he fires a large number of laser arrows in the sky, bombarding and injuring her. Then, Teknocore says he is out of Pyrus power and starts to power down. Preyas then says oh man, this ain’t good as Replimaxus goes to defend. Tivala says perfect – this should be quick and easy now. Then, a voice is heard saying “Ability Activate – Galaxy Flamebird!” as a giant Phoenix-like fire creature flies into Tivala, setting her on fire. She then says big deal and blows it away. Then, Dan and Drago appear and they jump back into Teknocore. It starts powering up again as they take the lead again. Tivala says it makes no difference – she will defeat them either way. Shun asks where he has been as Skyress takes the lead this time as Dan says they just went on a long ride. Dan then explains the story, with the Brawlers in amazement, as Dan always explains that after the light dispersed – they were right back where they started before the light. Zakaros told him to go back to the Brawlers and take care of Tivala while he handles Atrion. Shun says okay then – let’s go as Replimaxus flies and drops bombs on Tivala, injuring her. Dan’s says okay – let’s get back to business as he says "Time to brawl!" The scene shifts back to the battle between the Brawlers and Ultimate Tivala with the Brawlers getting the upper hand. Preyas switches in with Drago as he calls forth a tsunami that smothers Tivala while Skyress with Replimaxus unleashes a barrage of attacks from above. Tivala then roars, saying enough, and knocks the attacks and them all back. Dan says what can they do as Teknocore says they have one more feature to show them as Replimaxus says they can combine into a more powerful warrior – but it requires their two strongest Bakugan to do so. Preyas says he is already in but Helios says no way fishman; out of the six of them, the two strongest are Drago and himself – they will take the lead. Preyas says who are you calling a fishman but says okay and switches out with Drago while Skyress switches out with Helios. Teknocore then tells Dan and Spectra to say! “Weapons – Unite as One!” and they do. The machines then change in appearance drastically with Replimaxus turning into legs and torso while Teknocore turns into the upper body and arms. A head then appears with a combination of Drago and Helios’ features as all six Bakugan appear at the top in a circle with the Brawlers all in front. The machine says “I am SuperNova Destructor – I am here to serve the one who has awakened me to the very end.” Tivala is shocked and says interesting, thinking of the two machines she obtained earlier but says they lose will either way as she says “Ultimate Ability Activate – Tidal Dextra!” and it hits but it does no damage due to SuperNova Destructor’s superior shielding. Tivala is shocked as it starts to fly up in the air. Then, it unloads nine cannons – two in each of the legs, two in each of the arms and a large, extendable cannon in the chest. SuperNova then tells to Brawlers to hit the red button; Dan and Spectra do it while saying “Ultimate Ability Activate – Sun Nova Conqueror!” and it fires, finally defeating Ultimate Tivala. She screams in pain and she and her Bakugan fall unconcious as the orb comes out of her. Shun jumps out and grabs the orb, putting into a sack while saying she won’t be needing this anymore. The rest of the Brawlers jump down, saying thank you to SuperNova Destructor. He says there is no need for thanks – call on him anytime for help as he disappears as Teknocore and Replimaxus go into Dan’s and Spectra’s BakuWatches respectively. Dan then says they need to go help Zakaros as they all jump on their Bakugan and fly up towards Atrion’s ship as fast as they can. Meanwhile, Shiori and Professor Clay appear at where Tivala and her Bakugan are. Shiori says she is their superior as Clay sneers but he puts Tivala over his shoulder while Shiori picks up her Bakugan. Clay says he is doing it this time but next time, he won't be so generous as they transport back to the ship. Meanwhile, back on Atrion’s ship, Atrion and Zakaros are still battling each other in their Ultimate Forms with neither side giving in to the other. While battling Zakaros, Atrion says he is amazed that Zakaros was able to control his new powers so easily but maybe it is just luck, thinking he can get into Zakaro’s mind to win. Zakaros says that won’t work against him now but he has a new reason to fight – to save Atrion, which surprises him asking what he is talking about. Zakaros says he and Dan were transported into his mind and saw that there is good still in him and will break the darkness that controls him. Atrion just laughs, saying he may not need to mess with his mind seeing as how it is messed up already thinking that way but will put him out of his misery. He then says “Ultimate Ability Activate – Dark Dextra!” as Zakaros says not this time as he says “Ultimate Ability Activate – Elemental Dextra” and their blasts collide again. They collide so much that it breaks both Gods’ connection in their Ultimate Forms and they break apart. Their Bakugan are all injured and all over the place but Zakaros and Atrion are slightly injured and they run towards each other, starting more hand to hand combat. Then, they get into a stalemate and their staffs are locked in an angle. Atrion says that he will win again and can’t be defeated but Zakaros says try him. Atrion grins but then suddenly, he gasps in pain and Zakaros notices a spirit with fangs coming out of Atrion’s chest but Zakaros’ staff blocking it from reaching him. The Brawlers arrive and see this, wondering what is going on. Suddenly, Atrion starts to age at an accelerated rate and falls down with the spirit coming out of him. Zakaros immediately catches his friend and asks what’s happening. Then, he hears a familiar voice, “Good work, Savac – now destroy these pathetic Bakugan.” It’s Dio Sivac and he has a partner named Savac! But before Zakaros can do anything to stop him, the spirit Savac goes through each of Atrion’s Bakugan, killing them and them all disappearing. The Brawlers are in shock, saying why would a Bakugan kill his own partner and friends. Zakaros says hold on to Atrion while he tries to heal him but Atrion wakes and stops him, saying it’s all right – Zakaros saved him. The evil essence in him is gone and he is back to his old self after so many years. Zakaros says that he is sorry, he should have saved him, but Atrion says don’t be – he was honored to be fought with him and to have been best friends as well. Atrion then says that before he battled him, his evil transferred the control of his friend’s loved ones to another and he will need to be defeated in order to save them. Zakaros says don’t leave him – he does not want to lose another friend. Atrion says he will always be beside him, in this life or the next one. They hug each other as Atrion says "Goodbye, my friend". His right hand then falls slowly to the ground but Leonwulf in his ball form grabs it and gently places it on the ground as he starts shedding tears. The Brawlers then start to get emotional also but then Zakaros puts down Atrion’s body, stands up and looks up at Dio Sivac with his eyes turning a deep red. (End of episode)
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