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It's lunchtime at Domino High School. Someone invites Yugi to play basketball. But Yugi says it's okay, and his team would lose anyway. He says he wishes he had friends to play games with. He decides to work on the puzzle he always carries around, and he pulls out an ancient looking box which has the unfinished Millenium Puzzle. As he's about to open it, Honda (Tristan) snatches it and says only a girl would care about a box. He and Jonouchi (Joey) start playing keep away. Yugi is trying in vain to get his puzzle back, but then Anzu (Téa) snatches it and says it's pathetic to steal from little kids. Jonouchi and Honda are afraid of her so they run away. Yugi is amazed that Honda and Jonouchi ran away after one word from her. She says the guys at the school are all like that, she noticed that the guys on the basketball court were passing to girls a lot, but then found out that they were looking at the girls panties while they were making their shot. Yugi starts having second thoughts about not going to play basketball. Tea asks Yugi what's in the box. Yugi says that he'll show her if she keeps it secret. He opens the lid and it is full of strange peices of gold. Yugi explains it's a puzzle, but he doesn't know what it looks like. Yugi explains his family runs a games store and he found it on a dusty shelve and its a momento of his Grandfather. Anzu says she sees why it's so special to Yugi. Yugi says its from Egypt and he thinks that the hieroglyphs carved around the box says 'Whoever solves this puzzle shall be granted one wish.' Anzu asks what his wish is, but Yugi says that's one thing he won't tell her. Meanwhile, Jonouchi and Honda are talking about how much they hate Anzu. However they're stopped by the Ogre-like hall monitor, Ushio, and he says that he'll beat them up if he finds out that they're picking on people. Honda complains about how boring life is, but then Jonouchi tells him he snuck a peice out of Yugi's treasure chest, which he chucks out the window and into the pool. After school Yugi is heading out of his last class, when he is stopped by Ushio. He asks Yugi if he's being bullied at school. Yugi says no but Ushio won't believe him, he says that he'll be Yugi's bodyguard. When Yugi gets home, Anzu is waiting for him. They go into his family's shop, were they're greeted by Sugoroku Motou (Solomon), Yugi's Grandfather. Anzu gets mad at him for telling her that the puzzle was a momento of his grandpa. Then Sugoroku gets REALLY mad and shouts "I'M NOT DEAD YET!". He makes some perverted remarks about Anzu's breasts. To prevent them from arguing, Yugi suggests they go into his room to do puzzles, and asks Sugoroku to bring them some iced tea. Sugoroku says Yugi won't be able to solve the puzzle because it is beyond human understanding. He explains that a team of British archaelogists found the puzzle and all died mysterious deaths afterwards, and the dieing words of the last one were 'The Shadow Games'. He then says the hieroglyphs say 'The one who solves me shall gain the powers of knowledge of darkness'. This gets Yugi fired up, but Sugoroku chases him around complaining that he could fetch a high price for it. Yugi complains that Sugoroku just wants to sell. We flash forward to about 1:35 A.M. and Yugi is working on the puzzle, but he gets stuck and falls asleep. The next day during lunch, Ushio leads Yugi to the back of the school and says that he'll show him something he'll like. Then he shows him a beat-up Jonouchi and Honda leaning against a wall. Yugi gets mad and asks why he did this. Ushio reminds him that he is Yugi's bodyguard. Yugi rushes over and tries to see if they're alright. Jonouchi asks Yugi if he's happy. Yugi tells Jonouchi that he didn't ask Ushio to do this. Ushio knocks Yugi out of the way and starts kicking Jonouchi but Yugi jumps in front of Jonouchi and Honda. Ushio asks why Yugi is protecting them. He tells him this is his chance to get back at them. Yugi says he won't hurt his friends. Ushio asks him why he calls them his friends when they pick on him all day. Yugi tells him that they were teaching him to be a man. Ushio says wether he likes it or not, Yugi has to pay him ¥200,000 ($16,000) for his services. Yugi doesn't respond and Ushio says Yugi won't be satisfied until he beats them up even more. Yugi tells him to stop beating them up. Ushio then starts beating up Yugi. Jonouchi asks why he's standing up for them. Yugi says he made a wish on the puzzle for friends. Ushio says to bring the money tomorrow, or he'll do even worse damage and he draws out a knife. We flash forward to 3:35. Yugi is nursing his bruises. He counts his money, but he only has ¥1,656. He starts fiddling around with the puzzle, he stops and asks himself why he's working on the puzzle, but he starts again because he has nothing else to do. Eventually, he gets down to the last peice and reaches into the box, but it's empty, he starts to tear the room apart, but can't find it and starts crying because he'll never get his wish. Sugoroku enters the room and says he's amazed that Yugi finished the puzzle, but Yugi tells him that one peice is missing. But Sugoroku gives him the last peice. He tells Yugi that a friend of his came by and gave it to him. He said it was strange, because he was wet even thoughit wasn't raining. Yugi asks him who it was. Sugoroku tells him it was Jonouchi and he told him all about Ushio. Sugoroku gives him the money and go's away. Yugi puts the last peice in the puzzle and it glows. We flash forward to Midnight at Domino high school, where Ushio is wandering around the grounds waiting for Yugi, who's called him out. He finds him wearing a strange costume and looking evil. This is Yu-Gi-Oh, who has taken over Yugi's body through the Millenium Puzzle. Ushio asks for the money, and Yu-Gi-Oh pulls out ¥400,000 and Ushio grins. yu-Gi-Oh tells him that if he wants the money he'll have to play a Shadow Game. He asks Ushio for his knife and he gives it to him. Yu-Gi-Oh explains that they will take turns putting the money on the back of their hands and stabbing it with the knife until the money is gone. If one of them tries to take it with their hands, stabs their hand, or gives up, they lose. Each player must pick up more then one bill at a time. The loser must perform a penalty game and the winner gets all the money. Yu-Gi-Oh goes first and gets four bills. On Ushio's turn he gets over ¥10,000. We go to a while later and Ushio has the last wad of money on his hand. His right hand won't relax and starts to stab far to hard. Yu-Gi-Oh says it's being controlled by his greed. To stop himself from hurting himself, Ushio tries to stab Yu-Gi-Oh and a glowing eye appears on his forehead and Ushio asks what is with the eye on his forehead and Yu-Gi-Oh says it is only seen by those who 'Tresspass In His Soul' like those who hurt his friends and try to steal his money. Yu-Gi-Oh then forces him to play a penalty game called "The Illusion of Avarice" and Ushio starts seeing money everywhere. He starts rolling around in money that isn't there and Yu-Gi-Oh walks away with all of the real money. The next morning all the students are watching Ushio who's making a fool of himself by rolling around in a pile of leaves and garbage, which he thinks is money. Yugi walks into school confused because he can't remember what happened after he finished the puzzle, but then he remembers he finished it and forgets all about it. He runs into Jonouchi who tells Yugi that they're friends and runs away because he said such a corny thing and Yugi runs after him because his shoe fell off.
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