Season 3, Episode 11
Air date June 16, 2016
Written by Dioga beta
Directed by Dioga beta
Episode Guide
Power of The D
Family Matters


A limousine drives along an abandoned road, passing the honorary Yggdrasil tree. They drive past the “End of the Road” sign, going through the invisible barrier. Asgard becomes visible, as the limo stops in front of the gates. Devack and Andre are standing there, looking at each other.

Andre: What’s that?

Devack: An outer world vehicle. For important people, I guess.

The driver, a figure in a purple cloak with his hood up, gets out, and goes around to open the back door. A tall, pale man comes out, who has long grey hair in a ponytail. He wears a dark grey suit and pants, as well as white gloves over his hands. The driver and the man walk towards the gate, Andre and Devack lowering their spears at them.

Devack: Not another step! Identify yourself!

Goodwin: I am Rex Goodwin. I’m surprised that your great and powerful Halldor hadn’t notified you of my arrival.

Andre: He tells us about important stuff.

Goodwin: Obviously he didn’t think to tell you about your deaths.

The driver lunges forward, forming large phantom monkey hands over his arms. Devack and Andre go to impale the phantom hands, them phasing through and grabbing the two, absorbing them. They drop their spears, as Goodwin bends down and picks them both up. He tosses one to the driver, who’s hood has dropped down, it being Odion. His eyes are black with orange irises, the tattoos on the side of his face all the same color as his eyes, glowing. 

Goodwin: Well done.

Goodwin and Odion place their spears into the gate, it opening up. The two walk in, attracting the attention of the citizens. A Lepidopterran Kid is at Goodwin’s feet.

Goodwin: Run along now, child. Tell the warriors they are under attack. Odion, if you please.

The Lepidopterran kid flies off, as Odion transforms into the Earthbound Immortal Cusillu, the monkey. His body is black with yellow runes, as he has a long curled tail. He leaps into the air, climbing onto a building side over the crowd. Cusillu shoots his tail out, grabbing several citizens, absorbing them.

At the forgery, Duke is working on gauntlets for himself. Adrian is refueling Mjlønir with fresh clouds. Sarina is with them, sharpening her blade with a diamond tool.

Duke: You do know that won’t get any sharper. Nothing sharper than diamond.

Sarina: Does not mean that it can’t get dull. 

Dragan: Where is Sartorius? He has seemed distant lately.

Sarina: He will not tell me. I fear that he and Halldor are sharing some secret. One that will be detrimental to us. 

Sarina gasps, dropping the sharpening tool. She takes off in a run, the others responding. Dragan swipes Mjlønir from Adrian, as Duke goes and grabs his sword. They follow after Sarina, keeping up.

Dragan: Where is the situation? 

Sarina: In the town square. Some monkey creature. There’s another one who’s the leader.

Dragan: Like from the time Yami was here? That cannot be a coincident.

Dragan flies off, as the Lepidopterran Kid heads towards Sarina.

Lepidopterran Kid: There’s an attack! Two guys! A monkey guy and 

Sarina: One is a man in a suit.

Cusillu grows in size, now thrashing and destroying buildings. The citizens run, as Tristan, a Sotoraggian with a human face with grayish skin and spiky hair into a point, sits at a table, drinking a coffee. He puts his Sotoraggian helmet on, as he walks off. Cusillu absorbs the rest of the people of the crowd, when he’s blasted by lightning, his arm blown off. Cusillu regenerates, as he turns, spotting Dragan.

Dragan: Stand down, vile creature! You will not succeed in destroying us!

Cusillu climbs up after Dragan, who flies out of his grip. Cusillu’s tail shoots out after Dragan, who spins Mjlønir, releasing lightning and blasting it away. Cusillu leaps after Dragan, who strikes his head with Mjlønir, sending it crashing to the ground. Sarina and Duke appear, the two slashing through Cusillu, it screeching in pain. Cusillu reverts to Odion, him dropping to the ground. Dragan lands with the others.

Dragan: Well, that was easy enough.

Sarina: I wish. The second one is heading for Halldor’s throne.

Dragan: I’ll head there to intercept him! You two take care of this one. Take him to the dungeon.

Dragan flies upwards towards Halldor’s throne room, as Sarina and Duke lift Odion up, Adrian forming a cloud to put him on. They put Odion on the cloud, as it floats with them.

End Scene

Ishizu drives a car fast along the road, Yami and Rebecca in the back. She drives through the invisible barrier, and through the open front gate. Ishizu swerves to a stop, as they get out.

Yami: There’s no one here. They’re gone.

Rebecca: Just like back home. Probably absorbed.

Yami: (Looking at Ishizu) Can you track them?

Ishizu: No. Gozaburo had no mana signature before, making sense considering he was dead. I can see that Dragan and the others are fine, though.

Yami: There has to be a threat somewhere. I’ll do a quick search.

Yami draws two cards, putting on back to get a new card. He places them on the blade, slapping it down. He transforms into Amp-Eye, as all his eyes open up. He looks through the city for electrical signals, it being clean most of the way. One overwhelming signal is flying up towards Halldor’s throne room, as another is close to the gates. Two signals are in the throne room, the one on the throne with the same overpowering signal as the flying one.

Amp-Eye: Well, Dragan is heading towards Halldor. That’s the only explanation for that power surge, is their Rune Eyes. I’ve also got, several people below the city, probably a prison. They’re taking someone down there, and, there’s some sort of confrontation!

Ishizu: I feel it too. I can teleport us down!

Amp-Eye: Do it, then.

Ishizu grabs Amp-Eye, teleporting the two of them. Rebecca stomps the ground, pouting.

Rebecca: Hey! What about me?!

Rebecca lets out a groan, as she runs off.

Tristan extends rocket launchers from his wrists, firing mini-missiles at the prison guards, killing them. He then draws a blaster, firing at the controls of the prison cell. It opens up, Broder walking out.

Broder: Well, it’s about time.

Tristan’s helmet breaks apart, retracting into his armor.

Tristan: There’s an attack upstairs. Something that’s probably no match for Dragan, but it’s enough of a distraction.

Broder: Then let’s move quickly then. Free the others.

Tristan blasts the other doors, letting other prisoners free. The first is Misty, a woman with grey camouflage like skin, wearing a dark green dress. Her eyes are blue, but a third eye on her forehead is green, the eyelids unable to be seen when closed. The next is Mad Dog, a muscular man with tanned skin, spiky brown hair and several scars over his body. The third is Mr. Shroud, a man covered in a black coat with a perked up collar, glasses and top hat. The fourth is Titan, a man wearing an iron mask, with iron armor over a jacket, and a cowboy hat on his head.

Misty: So, this was what you were scheming.

Broder: Madam Misty.

Broder kneels to Misty, taking her hand and kissing it.

Broder: You are as slick and slippery as ever.

Misty: Oh, don’t try to kiss up to me. You let them lock me up.

Broder: I could not reveal my position on your side to take control. I was in too precarious a position. Now, we must move while Dragan and Halldor are distracted.

Sarina: You won’t have to wait long. 

Sarina, Duke and Adrian arrive, Odion floating on a cloud. Sarina and Duke bare their swords at them. Mr. Shroud picks up a spear from a deceased soldier, spinning it around his head.

Mr. Shroud: Is it alright to kill these guys?

Misty: The men, yes. Sarina is mine.

Sarina: Not still upset that I locked you in here are you, Your Sliminess? 

Misty grits her teeth at that.

Misty: Mad Dog, hunt.

Mad Dog roars, as he punches his arm, it turning into green slime to shoot at Sarina. Adrian moves in front of Sarina, releasing a cloud from his body, that takes the attack and absorbs the slime off Mad Dog, it severing the attack. Tristan draws two blasters, firing at Adrian. Adrian motions his arms, them turning into cloud streaks to take the fire, then shoots clouds at him.

Adrian: Is this really a priority right now?!

Duke: We can’t let any of them escape!

Duke swings his diamond blade at Mr. Shroud, who leaps back, sticking his spear into the ground like a staff, holding himself over it. Titan charges at Duke, swinging an iron covered fist at him. Duke twirls his sword, it deflecting and chipping the iron fist.

Duke: Sir Halldor wants all these criminals in jail, and we shall keep them here!

Misty holds her arms up, stingers coming out from under her arms, them being on the side of the hand as the palm. Sarina cuts at Misty, who parries with her stinger. Misty turns invisible, as Sarina holds her sword at the ready. Sarina then spins around and slices at the ground, releasing dust. The dust gets into Misty’s face, her coughing from it. Sarina slashes at her, Misty rolling back while parrying it with her stinger.

Sarina: Give it up, Misty. You were never my equal in battle.

Broder: Good thing I’m better than you.

Sarina spins to turn, cutting through an intangible Broder. He turns tangible, grabbing Sarina’s arms, ice forming over them. She strains, as Broder smiles.

Broder: I know that Dragan fancies you. So it will devastate him to find your corpse.

Ishizu and Amp-Eye teleport in, Amp-Eye shooting a lightning arrow. The arrow hits Broder in the shoulder, him howling as he falls back. Ishizu releases mana arcs, blasting Titan away. Mr. Shroud ducks under Duke’s sword swing, as he swipes the spear around and hitting him with it like a staff, sending him into a wall. Amp-Eye shoots a lightning arrow, Mr. Shroud spinning the wooden staff helm and blocking the attack.

Amp-Eye: Here I thought there was an Earthbound Immortal problem here. Turns out it’s just you, Broder.

Ishizu: (Gasps) Yami. We do have a problem.

Amp-Eye’s eyes on his side look, seeing Ishizu standing by the cloud carrying Odion.

Amp-Eye: You guys were going to throw him in a prison?! We have to kill him!

Broder: Heh. I like this change in you.

Sarina: Yami, I can’t believe you would condone this.

Ishizu: This man already died. He was revived, by a deity known as an Earthbound Immortal.

Mr. Shroud: Ah, the Earthbound? Pretty nasty stuff. Have fun with that.

Odion awakens, as he rolls off the cloud, landing on one knee. He surveys the area, spotting Ishizu. His eyes widen, as he lunges at her, phantom monkey arm forming. Amp-Eye fires lightning arrows, striking Odion, stopping his phantom limb.

Odion: Ishizu! Die for your crimes against Master Marik!

Ishizu: Odion, calm down! It is me!

Odion: You allowed Master Marik to suffer from great trauma. He despised you, and you will suffer for that!

Broder: Well, this sounds like a fun family affair. But if you’ll just let us go, we won’t disturb you.

Odion faces the escaped criminals, as he holds his hands out. The criminals all turn into phantoms, being absorbed into Odion. Odion takes on the form of Cusillu, emitting a monkey roar. Amp-Eye reverts, as the others converge around him.

Sarina: We are powerless against this being. I can see that my blade will just go through it in that intangible form.

Yami: We will need to draw it out. Odion isn’t a bad person, the Earthbound has just amplified his anger. We’ll try to calm him down. But first, we need room. Ishizu, teleport us above.

Ishizu nods, as she teleports them back to the surface, outside the shed that leads down into the prison. The ground bulges, as Cusillu grows in size, breaking out of the ground, climbing out of the ground, now towering over them. Yami draws two cards, smiling. Yami: Try and talk him down. I’ll help expose him.

Yami places the cards on the blade, slapping the Dueltrix down. He transforms into Davy Back, as he charges at Cusillu. Cusillu goes for a palm slam on Davy Back, who leaps back to dodge. Davy Back stretches his tentacles forward, the plugs on them plugging into the hand, draining Cusillu’s energy. Cusillu fluxes in and out of transparency, Odion visible standing on the ground inside Cusillu.

Ishizu: Odion, Marik is fine. He has suffered, yes, but you were there to ease his pain. And now that you’ve been gone, I have been working on mending the rip.

Odion: (Straining) Lies! Master Marik would never accept you!

Ishizu: He was devastated by your loss. The darkness that took over him, it terrified him. I’ve worked, so hard to keep him clean, and because of it, we’re reunited due to me being constantly there. We have repaired many bridges, but we both wish that you were still with us.

Ishizu walks forward, as Odion is conflicted. Ishizu reaches out her hand to him, as he struggles, reaching out for her. Cusillu grunts and hoots loudly, the energy increasing in intensity, it burning and harming Odion.

Odion: No! Let me go!

Odion grabs his head, as Cusillu moves without his commands. Davy Back dashes in at a blinding speed, grabbing Ishizu and pulling her back, as Cusillu’s tail whips around to grab them. Ishizu blasts it, though the tail turns intangible, the mana going through it. Davy Back spins around and runs away, at a blinding speed. The tail reaches its max length, Davy Back making it out of reach. Davy Back puts Ishizu down, reverting.

Ishizu: We had gotten through. But the Earthbound took back control. He is simply a pawn to it.

Yami: I’m sorry. We’re going to have to stop him.

Ishizu: Allow me to deal the finishing blow. 

Yami nods, as he draws two cards, placing them on the blades and slapping down the Dueltrix.

Grand Goat: Gra-a-and G-g-goat!

Cusillu roars, as it charges at them. Grand Goat forms his mana staff and fires a dark green dark magic attack, it blasting through Cusillu’s arm, it regenerating. Grand Goat spins the staff around him, holding it up to the sky.

Grand Goat: Magical Hats!

Grand Goat forms several mana top hats, which covers himself and Ishizu, shuffling through. Cusillu looks confused, as it swings its arms, smashing two of them. One of them hosts a Spellbinding Circle, trapping Cusillu’s hand down. It tries to break free, as Grand Goat comes out of another hat, as Ishizu comes out, firing mana blasts. Cusillu recoils back, as Grand Goat holds his staff overhead.

Grand Goat: Diffusion Wave Motion!

Grand Goat releases several mana waves of dark green mana, them cutting through Cusillu several times, faster than it can regenerate, leaving open wounds and exposing Odion. Ishizu holds her hand up, it glowing with mana. She hesitates for a moment, until Odion looks her in the eyes.

Odion: Please.

Ishizu fires the mana blast, it tearing through Odion. He lets out a gasp, as Cusillu roars as it breaks apart. Odion drops, as Ishizu runs over, cradling him.

Ishizu: Odion! I’m so, so, sorry!

Odion: Don’t be. I am sorry, that I came back.

Ishizu: Don’t be. Now you know that we are doing better and getting along, it should make your transition easier.

Odion smiles, as he closes his eyes, his body breaking into light. Ishizu cries, as Grand Goat lands and reverts, putting his hand on her shoulder. An explosion occurs above, them seeing a large Earthbound Immortal Condor above them. Yami looks up, as he activates the Dueltrix.

End Scene

Earthbound Immortal Wiraqocha Rasca, the condor, fires a dark energy beam from his beak, blasting Dragan away. He struggles to stand, raising Mjlønir and shooting lightning at him. Wiraqocha Rasca takes it, as it gradually approaches the throne again.

Sartorius: Dragan! Stop! You cannot win! If you continue, you shall die!

Dragan: I will not die this day!

Halldor: No, you will not. 

Halldor walks up from behind Dragan, as he removes his gloves, revealing his Celestialsapien  hands. He does a karate chop to Dragan’s neck, paralyzing him and causing him to drop to the ground. Dragan watches as Halldor approaches Wiraqocha Rasca, holding his arms out.

Halldor: I surrender, Goodwin. Absorb me, and you will no longer need this boy.

Wiraqocha Rasca reverts to Goodwin, who stands even with him.

Goodwin: How can you stand yourself? You and your seer there, you’ve known all this time about the future to come! And yet, you have done nothing! You are a god! You are king of Asgard!

Halldor: I will protect my people from all threats. It is not in my best interests to change the flow of time. If the apocalyptic future cannot be prevented by those who are in charge of the world, then what is the point?

Goodwin: So you will let the Supreme King start a war to end all civilization?!

Halldor: Using my powers, I helped Sartorius understand the visions he had of this future. I will one day agree with you, and will make a move that will one day create this alternate timeline. You are restricted by your understanding of the universe as a straight line, while I know, that creating a better world requires breaks and bends. 

Goodwin: And I will create the bend here.

Halldor: You will still fail. Yami will defeat you.

Goodwin: Then I must purge the world of him, and begin life anew. I will not allow the Supreme King to destroy it!

Halldor: (Sighs) It was a mistake to banish you from here. You knew too much of our oracles and prophecies to expect you not to seek your own way of stopping it. When those who receive a prophecy try to alter it, they end up creating it.

Goodwin: Enough. If you surrender, then you will not resist.

Halldor: I won’t. 

Goodwin swipes his arm, a wing forming, covering over Halldor like a bird sheltering its young. Halldor is absorbed into Goodwin, him radiating power.

Dragan: No!

Sartorius takes off running, as Goodwin holds his hand out, absorbing Sartorius. Goodwin smiles, then walks away.

Dragan: Finish me as well!

Goodwin: I respect Halldor too much to back down on my word. But challenge me again, boy, then your time will come.

Goodwin heads to the Bifrost stairs, when Ultimate Gymosis, composed of Gymosis, Diagoneir, Chromastone, Shadow Lance, Upgrade and Darkside, teleports in. Ultimate Gymosis holds his Darkside hand up, firing a blast of darkness. Goodwin raises his arm, a wing forming to shield himself. He turns into Wiraqocha Rasca, taking to the air and ramming Ultimate Gymosis. Ultimate Gymosis absorbs energy from him, throwing Wiraqocha Rasca away. 

Goodwin: Yami. You are too late. I now possess the power of Halldor, making me stronger than ever!

Wiraqocha Rasca raises his wings, forming a sun dragon and moon dragon, each of them having limbs coming out of their celestial body. The sun and moon dragon soar at Ultimate Gymosis, who teleports away from them, getting behind Wiraqocha Rasca. Sun Dragon breathes fire at Ultimate Gymosis, who fires an ultraviolet blast at Sun Dragon, destroying it. Moon Dragon releases astroids, which rain down on the city. 

Ultimate Gymosis: Coward!

Ishizu forms a mana barrier to take the meteors, the others leading the citizens to shelter. Broder leads his band of criminals out the gate of Asgard, escaping. Ultimate Gymosis teleports to Moon Dragon, grabbing it and crushing it between his own hands. Wiraqocha Rasca now glows black with his runes being white, as he rams Ultimate Gymosis, releasing a powerful blast of energy. Ultimate Gymosis drops from the sky, reverting as he falls. Ishizu catches him, as Wiraqocha Rasca flies off.

Rebecca: Is he okay?!

Rebecca runs over, as Yami sits up.

Yami: Fine. Ishizu, Dragan is…

Sarina: Paralyzed up there. 

Ishizu: I will help him at once. 

Yami: Duke, I want you to take Rebecca to your forgery. I want you two to design a weapon for her.

Rebecca: Really?!

Ishizu: If you are going to persist in having a role, then you might as well.  

Yami: He was obviously the leader. We need to be ready for him. And that means, gathering everyone.


  • Asgardians
    • Dragan
    • Duke Devlin
    • Adrian Gecko
    • Sarina
    • Halldor
    • Sartorius
  • Yami
  • Ishizu
  • Rebecca


  • Rex Goodwin
    • Earthbound Immortal Wiraqocha Rasca
  • Odion
    • Earthbound Immortal Cisullu
  • Asgardians
    • Broder
    • Tristan
    • Misty
    • Mad Dog
    • Mr. Shroud
    • Titan

Aliens Used


  • Rex Goodwin is revealed to be the main enemy of the Earthbound Immortals, as well as a former resident of Asgard.
  • Halldor paralyzing Dragan before he is killed is based off the Harry Potter books, where Dumbledore stuns Harry to save him, then is killed.
  • Instead of Mad Dog, Czar was supposed to appear, as a Stone Creature. Mad Dog would've then appeared later with Mr. Shroud at a different time, who originally wasn't going to debut this early. Now, Titan serves Mr. Shroud directly, not originally going to be in the story at all.
  • Misty's role was inspired the Enchantress from the Marvel Comics, while Mad Dog takes the role of The Executioner, her servant.
  • Misty's stingers coming out of her inside of her wrists was inspired by Scarlett Spider's barbs in the TV show Ultimate Spider Man.
  • Mr. Shroud's battle style was inspired by the Yu-Gi-Oh! monster Destiny Hero Double Dude.
  • Broder wasn't originally scripted to return at all.
  • Odion being Cusillu is based off the monkey theme being prevalent in Asgard, as Andre and Devack turned into monkey like beings the last time we visited Asgard.
  • Goodwin, Halldor and Sartorius all know of an apocalyptic future.
  • Halldor's statement "Those who try to prevent prophecy, create it," is the basis of many Greek Mythology stories.
  • Grand Goat increases his ties to Dark Magician, using several spells that are support cards for the Dark Magician.
  • Tristan is the last main character from the original Yu-Gi-Oh! to debut.
  • Odion is the first revived by Earthbound Immortals to regain a sense of self, before being controlled again.
Major Characters
Yami | White Dragon | Leo | Luna | Ishizu | Crow | Aster Phoenix | Skurd
Secondary Characters
Pegasus | Police (Detective Trudge, Axel, Sergent Mina, Commissioner Viper, Kaz) | Joey | Mahad | Axel | Mokuba | New Enforcers (Jack Atlas, Jim Cook, Tyranno Hassleberry, Seeker) | Team 4 D's (Blair, Syrus Truesdale, Sherry LeBlanc, Zane Truesdale, Valon) | Asgard (Dragan, Halldor, Duke Devlin, Adrian Gecko, Sartorius, Sarina, Devack, Andre)
Arcadia Movement (Sayer, Aki, Espa Roba, Weevil, Rex, Mako, Bastion, Tania, Mai, Mindy, Bruno, Thunder, T-Bone, Leon, Chris, Dimitri)
Main Enemies
Zorc the Dark One | Diagon | Senator Izayoi | Doma (Dartz, Rafael, Camulla, Kalin) | Noah Kaiba | Marik (Dark Marik) | Yliaster (Jakob, Primo, Lester) | Broder | Meklord Emperors (Skiel, Wisel, Granal) | The D | Yubel | Earthbound Immortals (Ccapac Apu, Aslla Piscu, Uru, Cissu, Wiraqocha Rasca, Chacu Challhua, Ccarayhua)) | Rex Goodwin
Secondary Enemies
Gozaburo Kaiba | Big Five (Gansley, Crump, Johnson, Nezbitt, Leichter) | Officer Trudge | Dr. Roman | Dr. Zigzag | Esoterica | PaniK | Enforcers | Odion | Nightshroud | Shadow Riders | Princeton Brothers (Chazz, Jagger, Slade) | D's Gang (Hunter Pace, Syd Barlow, Trapper, Greiger, Lawton, Nicholas, Hans, Hermann) | Asgard Criminals (Misty, Mad Dog, Mr. Shroud, Titan)
Yami's Aliens
Snare-ye-oh | 8tle | Swampmutt | Ghost Gadget | Rath Arms | Crashocker | Echojaws | Articdrillo | Lode-Stache | Buzzhead | Toemech | The Jetworst | Gold Chuck | Heatfreeze | Ultimate Gymosis | Malem Dust | Armoback | Humungoopsaur | Clockgrade | Dark Portal | Sonic Wisp | Heatdrillo | Dark Rath | Big Jones | Ditto Grade | Atomic-X | UpRigg | ClouAlien | Ghost Dust | Way Back | Nanohopper | Chill Rath | Amp-Eye | Stink Hazard | Spider Trout | Portadrillo | Wildrot | Worst Foo | Davy Back | Ssslumungousssaur | Chromatails | Diagonbolt | Elaskiblast | Gravadactyl | Dark Feed | Goop Chill | Terrafoo | Jury Shock | Franken Grade | Battle Rigg | Diamond Matter | Grey Rath | Clockwork Angel | Grafista | Will-o-Ditto | Toepire | Buzz Cream | Ghosttrack | Dark Stone | Hawk Charge | Dittoneir | Grand Goat | Big Chuck | Fourmungousaur | Rust Angel | Astro Dust | Desert Skull | Big Diagon | Dark Spider | Diamond Angel | Terragrade | Big Arm | Blox'n Lode | Chill Skull | Shock'Em
Nemetrix Aliens
Terroranchula | Magnutops | Chomper Ram | Slamworm | Basilisk | Thunder Log | Crabdozer | TKV | Hypnotick | Fell Wygic | Vicetopus | Seismic Constrictor | Buglizard | Mucilator | Iron Emperor | Muck Rock | Seer Digger | Diomedes | Tyrannopede | Panuncian
Dueltrix | Nemetrix
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