Yami paused, his senses telling him that something was very near. It was not the Memory Eater, that ugly thing was never known for it's stealth. Taking a chance, he called out into the blackness.

"Joey?"

"Yami?! Is that you?"

Joey came out of the darkness, his eyes wide.

"Yes, it's me."

"You're alive!" Joey clapped his shoulder as though to reassure himself that what he was seeing was no illusion. He swallowed.

"We're in trouble. That thing that's in your Puzzle has found the others. Tea's been captured already, and I think it may have gone after Tristan next." Joey's jaw clenched angrily.

"Tea is fine, I have her hidden away." Yami assured him. "And Tristan can take care of himself."

"I know, but what if..." Joey paused, unable to utter the words. "What if it got him?"

"I don't know." Yami sighed, frustrated. "I don't think it's possible to die in this place, because it's not really our bodies that are here."

"Huh?" Joey asked, confused.

"There is no time to explain. The best thing we can do now, for Tristan and for everyone else, is to keep away from the beast. We have to find a way to destroy it, and our chances will be better if we are together."

"Man, what I wouldn't give for my deck right now..." Joey sighed. "I could take on a hundred of these things if I had my monsters beside me."

Yami nodded in wholehearted agreement, thinking that this would indeed be much simpler with their faithful companions beside them.

While they were each lost in their respective wishes, suddenly a loud boom and a shuddering crash thundered just to the side of them, coming from the side corridor that yawned inches in front of them.

Two red eyes barreled out of the darkness, coming fast, impossibly fast! Joey reacted in the nick of time, pushing Yami to the floor out of the way.

Yami fell with a huff, skidding to a halt and looking back in terror. "Joey!"

Joey's scream was cut off as the Memory Eater barreled into him, muffled by the crushing weight of the creature. In the time it took Yami to scramble to his feet, the beast had finished it's gruesome work and spun around to face Yami next, licking its lips in satisfaction.

Yami paled and gagged, realizing what it had done. Joey was gone.

"You monster!" He screamed, and prepared to fight it, suicidal as that seemed. Despite what he had just said about being unable to die in this place, the fact that Joey was gone turned his stomach into knots. But just then Kuriboh came hurling out of the darkness behind it, momentarily distracting the thing.

"Yami!" Tea called, and he saw with alarm that she had followed Kuriboh, and was standing behind the creature, inches from its stamping paws. She held some sort of weapon in her hands, but as to where she got it, he could only guess.

At her cry, the Memory Eater spun around again, it's eyes locked onto her. She brandished the sword at its face to keep it back, but it batted the weapon away with a heavy paw and clamped it's jaws around her waist. The sword went skittering under the beast, and Yami could only watch in horror as the monster devoured her, too.

His scream rent the air born of a primal fury, a wordless thing. He charged at the monster, not caring for his own safety. One thought burned in his mind: vengeance.

Yugi knew that voice. And the pain within it, the denial of a man loosing everything he cared for, was unmistakable. He ran as fast as he could, knowing that he was close.

And then, everything came into focus. He had a split second to take it all in, one moment in time to absorb the situation and figure out what he was going to do.

Yami was charging at the creature, his face twisted in a look of savage fury. The Memory Eater was getting ready to meet his charge with a spring of its own, its maw half open and waiting. And there was Kuriboh, floating in front of the beast and waving at Yugi with urgency.

Suddenly, everything clicked into place. He knew what to do. Clutching the little ball of light in his hands, he hurled it at Kuriboh, yelling.

"Multiply!"

Yami knew that voice. And the power that was in it, the determined tone of a man realizing that hope was still alive, was unmistakable. Yami reacted on instinct, trusting that voice implicitly.

He dove, missing the jaws of death by a mere foot. He scrambled and reached for the blade, praying that the monster would be too slow to retaliate.

It didn't move, it was much to busy dealing with the newest attack. A hundred thousand Kuriboh were hurling themselves at it, exploding one after the other in a blinding show of pain. The Memory Eater's whole frame shook with the stress, and a few Kuriboh even managed to wedge themselves in its jaws and blow up in there.

It was blinded by the agony. It could not see, it could not hear. Its senses were being overwhelmed by the vicious attack. It tried to fight back, somehow. Failure was not an option! But it couldn't breathe, the smoky stench of its own burning flesh choking it. It sensed the blackness closing over it, but it knew that this was not the end. So long as it had the memories, it would live on. And when it returned...

A searing jolt of pain it its gut, made by the tip of a gleaming blade, ended that train of thought as surely as it ended the demon's life.

Its roar of defeat echoed deafeningly through the halls, a roar that threatened to drive them to the brink of sanity. But soon enough the roar gave way to a gurgling moan as the Memory Eater's body dissolved and it's spirit scattered to the void between the realms.

Yami plunged the blade into the Memory Eater's belly and had to clap his hands over his ears to block out its wails of pain. Grimacing, he grasped the hilt with both hands and tore a huge slash across the bulging abdomen. Tristan, Tea, and Joey fell out of the beast in a heap, covered in slime and wide-eyed.

The sword vibrated subtly as it sucked each and every one of the consumed memories into itself, finishing its work.

Just in time, for the Memory Eater's body then collapsed and dissolved, leaving the five of them standing in the silence.

"Guys!" Yugi yelled sprinting towards them. They groaned and staggered to their feet, Tea wiping the slime from her face with one arm. He relaxed visibly when he realized that they were unhurt.

The companions were together again, exchanging looks of shock and amazement. Yugi's lips trembled as he fought to hold back a laugh at the looks of disgust stamped on all three faces. Joey shot him a venomous glare and wiped some of the gook on Yugi's face.

That did it. Yugi could not help the laugh that erupted from him, this was just too insane! He doubled over, clutching at his stomach and laughing so hard that his eyes began to water.

His amusement proved to be infectious, for the rest of the gang just shrugged as if to say: 'So what else is new?' before joining in.

"Remind me never to hang out with you guys again." Tristan muttered sarcastically, shaking himself free of the goop.

"Yeah, I like my life or death experiences in video-games, thank you very much." Joey agreed, still chuckling.

"Oh come on, where's your sense of adventure?" Tea giggled. "How many regular teenagers can say they've stopped a crazed beast from mentally destroying one of their friends?"

"I guess this just proved that we're all officially crazy." Yugi put in, wiping his eyes. "Or at least Yami is, anyway."

Yami smiled, but then stopped when he looked at the sword still in his hands.

"Where did you get this anyway?"

Tea shrugged. "It was in the room you left me in. It was only a puddle of silver when I found it, but then I touched it and it turned into this."

Yami looked at it, thinking. "I wonder where it came from..."

"Look at it closely." Tea suggested. "I think there is a picture in it, or something."

"Hey..." Joey suddenly spoke up, a thought coming to him. "How are we supposed to get out of here?"

"And if we do get out, will it have changed anything?" Tristan added, looking at Yami. It was true that they beat the Memory Eater, but did that mean that Yami's memories would return, or was it already too late?

"Of course..." Yugi said, though he himself seemed unconvinced. "We beat it, right, so shouldn't that fix everything?"

Yami didn't respond, absorbed as he was with studying the sword's gleaming surface. The others crowded closer, peering at the blade curiously.

The image that danced and played across its surface was difficult to see at first, but gradually the shapes and colours settled into a regular and familiar pattern.

The moving image continually shifted from the events that had occurred this past day. From the amusement park to the ocean, from the arcade and even the ride home. Yami looked up at his companions with a joyful sparkle in his eyes.

"Do you know what this means?" Yugi whispered, awed.

"It means that even the smallest of things that you all do for me can have the greatest impact. You are the truest friends I will ever know." Yami breathed, gathering all of them up for a warm and thankful embrace.

"Friendship like this comes along once in a lifetime." Yugi added. "No matter what happens, we'll always be together."

The agreeing murmur that sounded was among the sweetest of sounds that Yami had ever heard. With this happiness filling his heart to bursting, he felt he would never again feel alone.

All of a sudden, something in the air changed. It was not noticeable at first, simply a trembling ripple that shook things a bit. The sword started glowing, rising out of Yami's hand of its own free will and plunging itself into the floor.

At once, the light expanded, shooting out from them in a wide circle of healing power. Everywhere they looked, the Puzzle seemed to be fixing itself. The torches re-lit, giving a warm and soothing glow to the area. Doors became solid and whole once more, and everywhere stone walls and floors were repairing themselves.

The effect was not just limited to the Puzzle itself, either. Each one of them felt the healing warmth seep into them, banishing the nightmare far from them. When all was completed, the sword again stopped glowing.

"How do you feel?" Tea asked Yami, seeing as how the damage to the Puzzle had directly affected him. He smiled, in true contentment.

"Whole." He answered simply.

The sword began to shine again, calling to them. Wordlessly, they clasped hands waiting to be returned to their own world, and their own minds.

And when they had gone, the sword to, vanished, letting all of the memories that it had held within it scatter back to their respective hiding places. They would be safe there until the time came to reveal them properly.

In the quiet interior of the newly healed Puzzle, nothing seemed different. But if one looked closely, one would discover the tiny treasure chest that sat quietly off to the side. It was guarded with a lock of the purest gold, etched with the names of his dearest companions and his closest of friends.

Yugi opened his eyes slowly, measuring the scene. It took him a moment to figure out where he was. Joey was sprawled across the coffee table, snoring loudly. Tea was slumped against the chair, her breathing patterns indicating that she too, was asleep. Tristan was face down on the floor, his head on his arms. Everyone was resting peacefully, recovering from the experience.

Yugi sleepily half raised his head, noticing that he was kneeling in the floor.

Yami was stretched comfortably on the couch, his face no longer pale and his breathing smooth and steady. Yugi sighed and put his head back down, not caring that he was still on the floor. He was too tired to move.

"Never a dull moment with you, is it?" He mumbled, sighing gently and closing his eyes.

He could have sworn he saw Yami smile.