"The Invasion of Darkness! Stolen Memories" is the one hundred and seventy-third episode of the Yu-Gi-Oh! GX anime. It first aired in Japan on February 6, 2008.
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Dr. Crowler is grading test papers in his office (while talking in the cadence of Beethoven's 5th), and comments he seems to have few to grade these days, but decides not to think about it too much. He then hears a gruff voice utter the word "Darkness". In the forest, Trueman, still taking the form of Daigo Sorano, has just defeated Syrus in a Duel. Syrus falls to his knees, dropping his cards, including "Drilloid" and "Future Fusion" to the ground as he is absorbed into the World of Darkness. All around Duel Academy Trueman-Sorano clones appear, challenging everyone they meet to a Duel.
At the pier, Atticus is recording his voice, intending to write a book about his life at the Academy. Chazz approaches him and they both express concern that their memories have been failing them in recent days. Atticus hands Chazz a blank book, stating that it used to contain the names of every girl at Duel Academy who had written him a love letter. In front of the school, the Trueman clones comment that less than half of the students remain, and that they no longer need to blend in, so they resume their true forms as they continue their siege. A short time later, Atticus and Chazz encounter the Trueman clones, but manage to escape, and find that other then themselves, the only ones left are Alexis, Jasmine and Mindy. Atticus and Chazz offer to distract the Trueman clones while the others escape, stating that someone has to survive the attack in order to relay the information to Jaden, who is still en route to the Academy in a speedboat with Jesse in tow.
This plan proves ineffective, as the Trueman clones target the girls first, and Alexis is defeated at the same point that more of the clones reach Atticus and Chazz. As she is absorbed into the World of Darkness, her cards fly through the air, including "Etoile Cyber" and "Cyber Angel Benten". Atticus' memory of her instantly vanishes along with her. Chazz is defeated as well, and Atticus is left alone. However, the Trueman clones suddenly vanish, and Atticus wanders the school, able to remember taking lessons in various classrooms, but not who taught them. He finds a flyer, which shows the current standings in the graduation Duels - before the assault, Chazz, Alexis and Syrus were in first, second and third place, respectively. Their faces vanish from the flyer. Atticus takes out the Nightshroud mask card, and can hear the voices of his friends from within the World of Darkness. The card transforms, and Atticus dons the mask once more. This allows him a look into what his friends are experiencing, though he cannot contact them. Each one of them is experiencing their greatest fears realized.
In Chazz's case, he is Dueling in the Pro League, and has not yet won a single match. Due to this, if he loses the Duel he's currently in, he will be forced to retire. He draws "Ojama Yellow" and the only card in his hand is "Reload". He debates whether to play "Reload" in an attempt to get a stronger monster, or play "Ojama Yellow" in Defense Position. He opts for the latter strategy, but his opponent Summons "Mad Sword Beast", whose piercing effect depletes the last of Chazz's Life Points. The situation then replays, but this time Chazz opts to play "Reload", but draws "Level Up!", which can do nothing for him. Therefore, he loses in this scenario as well. In Syrus' visions, his brother, Zane is sick, and cannot Duel, so Syrus has been carrying the weight in their "Cyber Style Pro League", but is unable to succeed. In Alexis' visions, she too fails - not as a Duelist, but as a teacher. Atticus removes the mask, horrified, but with his memories of his friends restored.
He exits the school, hearing a gruff voice mutter "Darkness" over and over again. Atticus ignores the Trueman clones that have gathered outside and demands that Nightshroud face him (in the Japanese version, Nightshroud's name was "Darkness"). The Trueman clones move to the side and Nightshroud appears as a man in a mask similar to the one Atticus wore, though this one covers his entire face. The Duel begins immediately, and Nightshroud Summons "Clear Phantom" and explains that his monsters represent an unbound existence, and do not have attributes. Atticus destroys "Clear Phantom" with "Red-Eyes Wyvern", but the effect of Nightshroud's monster destroys Atticus' and forces him to discard the top three cards of his Deck, including "Red-Eyes Black Dragon". Nightshroud also activates "Memory Snatcher", meaning Atticus cannot check the cards in his Graveyard.
Atticus is reduced to 1700 Life Points, and activates "Swing of Memories". However, Nightshroud uses his powers to make Atticus forget what cards are in his Graveyard - and he cannot check due to the effect of "Memory Snatcher". Nightshroud claims he only granted Atticus' wish, stating that Atticus always detested Nightshroud, and also held enmity towards the Deck he played while under his influence. He states that no matter what, Nightshroud is part of Atticus. This psychological warfare nearly succeeds, and Atticus almost willingly ends up surrendering, but Jaden and Jesse finally arrive and attempt to intervene. The Trueman clones block them, and Jesse tells Atticus that the powers of Nighshroud don't come from "Red-Eyes Darkness Dragon", but from the darkness in the Duelist's heart. Jaden states that Atticus overcame his darkness, and attempted to use the Deck for justice instead. Nightshroud states that Jaden and Jesse were left for last because they cannot be absorbed into the World of Darkness, but does not reveal why.
Their words reach Atticus, and he recalls the name of his monster - "Red-Eyes Black Dragon", and Special Summons it with "Swing of Memories". It is destroyed during his End Phase, but Atticus removes the "Red-Eyes Wyvern" in his Graveyard from play to Special Summon it again. Nightshroud assumes that Atticus is already aware of who he really is. Atticus responds that he must be the only other person to have the powers of Nighshroud - Yusuke Fujiwara. Nightshroud removes his mask, confirming this.
Featured Duel: Atticus Rhodes vs. Nightshroud
Turn 2: Atticus
Atticus draws "Red-Eyes Wyvern" and subsequently Normal Summons it (1800/1600) in Attack Position. "Red-Eyes Wyvern" attacks and destroys "Clear Phantom" (Nightshroud 4000 → 3400). The effect of "Clear Phantom" activates, destroying "Red-Eyes Wyvern" and sending the top three cards of Atticus' Deck to the Graveyard ("Red-Eyes Black Dragon", "Dragon Heart" and "A Wingbeat of Giant Dragon").
Nightshroud then activates his face-down "Memory Snatcher". Now Atticus can no longer check what cards are in his Graveyard. If Atticus activates a card effect that targets a card(s) in the Graveyard, he must declare the targets. If the declared card(s) are not in Atticus' Graveyard, the activated effect is negated (also, Nightshroud is the only one that can check the contents of Atticus' Graveyard). Atticus sets a card.
Turn 3: Nightshroud
Nightshroud draws "Clear Rage Golem" and subsequently Normal Summons it (1600/1800) in Attack Position. "Clear Rage Golem" attacks directly, but Atticus activate his face-down "Offensive Guard" to halve the ATK of "Clear Rage Golem" for this turn and draw a card (Atticus 4000 → 3200). The effect of "Clear Rage Golem" then activates, inflicting 300 damage to Atticus for each card in his hand. Atticus currently has five (Atticus 3200 → 1700). Nightshroud sets a card.
Turn 4: Atticus
Atticus draws "Swing of Memories" and subsequently activates it to Special Summon a Normal Monster from his Graveyard. Atticus is unable to declare what monster he is targeting due to Nightshroud preventing him from knowing what cards went to his Graveyard, however Jaden Yuki and Jesse Anderson at this point remind Atticus that he overcame darkness and he should remember who he is fighting for. Atticus declares that he is targeting "Red-Eyes Black Dragon", so "Swing of Memories" Special Summons "Red-Eyes Black Dragon" (2400/2000) from Atticus' Graveyard in Attack Position.
"Red-Eyes Black Dragon" attacks and destroys "Clear Rage Golem" (Nightshroud 3400 → 2600). Atticus Sets a card. On Atticus' End Phase, the second effect of "Swing of Memories" destroys "Red-Eyes Black Dragon". Atticus then removes from play "Red-Eyes Wyvern" from his Graveyard via its own effect in order to Special Summon "Red-Eyes Black Dragon" from his Graveyard (2400/2000) in Attack Position. At this point, it's revealed that Nightshroud is Yusuke Fujiwara.
Duel continues in the next episode.
The following cards appeared in this episode. Cards in italics debuted here.