Priests , Atem and Bakura ' s city ka battle ( manga ) Bakura , King of Thieves faced Pharaoh Atem and the High Priests in a ka battle , taking place in the city and its outskirts . Events . Battle . Bakura was spotted leaving the pharaoh ' s palace , after his attack on Akhenaden . He attacked one of the guards and stole his horse . At the exit to the palace , Bakura was blocked by a number of guards , but Diabound quickly mutilated and incapacitated them . Atem then chased after Bakura on horseback and summoned Slifer the Sky Dragon from the Shrine of Wedju . Diabound attacked Slifer with the " Magic Blast " attack , it had acquired from defeating the Magus of Illusion . Slifer evaded the attack and attempted to counterattack with " Lightning Strike " , but Diabound used its wall - passing ability to disappear into the ground and chase after Atem . It emerged and attempted to attack Atem , but Slifer intervened and hit Diabound with a " Lightning Strike " attack . Knowing it was Atem ' s creed to protect the good of his people , Bakura got Diabound to launch a " Magic Blast " attack on the people they rode past . In response , Atem got Slifer to fly within the crossfire and take the attack , in order to shield the people . With Slifer pinned in place in was vulnerable to another attack from Diabound , who prepared to launch a " Spiral Wave " . Atem got Slifer to point a " Lightning Strike " attack at the ground , propelling itself back into the sky , where it quickly spun around and launched another " Lightning Strike " attack at Diabound . For the safety of the bystanders , Atem got Slifer to pull Diabound further into the sky . This also had the benefits of making Slifer ' s lightning attacks stronger and giving Diabound no matter to use its wall - phasing ability . Slifer launched a " Thunder Force " attack at Diabound . However Diabound used its ability to blend into its surroundings to become one with the darkness . While hidden , Diabound attacked a part of the city , pressuring Atem to find it soon , before it killed more people . Diabound then approached Slifer from behind and hit it with a " Spiral Wave " attack . Bakura spoke with the Pharaoh and claimed that the blood on his hands was the will of the Millennium Items , since he could hear the thieves of Kul Elna speak from the depths of Hell within the items . He demanded that Atem give him the Millennium Pendant , threatening to kill the people of the city , if he did not comply . He quietly planned on killing Atem , regardless of which choice he made . Atem composed a plan to expose Diabound and slowly removed the Millennium Pendant . While Bakura ' s attention was focused on the pendant , Slifer appeared above him and prepared to attack . However Diabound similarly sneaked up on Atem , while hiding in the ground . With Atem held hostage , Slifer could not move . Unable to collect all the Millennium Items , while Atem was still alive , Bakura ordered Diabound to kill Atem . However Shada , Seto and Kalim arrived just in time , with their ka , Helimai , Duos and Zerua , and Seto ' s Duos cut the right hand off of Diabound , saving Atem . Diabound disappeared into the darkness and Bakura vanished too . Unable to see their enemy , Seto instructed his companions to have their ka aim their attacks into the sky . While hidden , Diabound attacked and destroyed Shada ' s ka , Zerua . Seto demanded that Shada not give up and that they keep fighting until their last ounce of ba . Seto ordered the cavalry to follow Bakura and the guard to evacuate the city and open the palace to refugees . With Diabound wounded from Duos attack , Kalim suspected the range of its " Spiral Wave " attack would be shortened and that they could utilize that information to determine its location . He proposed that he use his ka as a decoy to lure Diabound into attacking and once it was exposed , everyone else would attack . Seto agreed and hoped to hit Diabound with Duos ' aura sword , which would mark its position . While Kalim and Seto prepared to conduct their attack , Shada was asked to protect the pharaoh . With Slifer badly injured by Bakura ' s attacks and Atem not looking well , Shada warned Atem that he was putting himself in danger by continuing to fight . Shada pleaded with him to return to the palace and leave the fight to the priests . However Atem was adamant that it was his duty as pharaoh to fight until the end . Atem aided Seto and Kalim in their attack , by using Slifer as the decoy . Diabound struck Slifer with a " Spiral Wave " , destroying it and reducing Atem ' s ba . With Diabound ' s position exposed , Duos threw its " Aura Sword " in its direction . However Bakura had anticipated the attack . Since he had a Millennium Item , he was able to summon ka from the Shrine of Wedju and had previously summoned Illushu , which he used a decoy to take the hit from Duo ' s attack . Since it was a weak ka , he did not lose much ba in doing so . Diabound attacked and destroyed Kalim ' s ka , Helimai . Atem knew that priests ' ka would all be destroyed at this rate and although he was almost out of ba , decided that he must go after Bakura , believing it to be the only way to stop the killings . Shada saw that the pharaoh was putting himself in danger , so he and some soldiers chased after him . With the Millennium Ring , Bakura could see that Atem was coming for him and the two met on a mountain . Bakura was aware that Atem was low on ba and incapable of summoning more ka . He got Diabound to crumble the earth below Atem , leaving him hang from a chasm . Bakura then took the Millennium Pendant from Atem and allowed him to fall . Aftermath . Atem survived the fall and was met by Hasan when he woke up . Hasan advised him to rest and warned him that a great battle was coming . Shada and his men succeeded in finding Bakura ' s trail , which led to Kul Elna . Isis found Atem , using her ka , Spiria , and led Shada to his location . When they informed Atem of Bakura ' s location , he refused to return to the palace , without the Millennium Pendant . Against Shada ' s advice , he insisted on going after Bakura before he had a chance to strike the city again . Through Spiria they asked Isis to send the other High Priests to Kul Elna to help them . Shadow RPG . When Atem played the Shadow RPG , he reenacted moments of his life as pharaoh , including this battle . His friends , Yugi Mutou , Katsuya Jonouchi , Anzu Mazaki and Hiroto Honda also took part in the game , as extra characters . When Atem chased Bakura out of the palace , Yugi , Jonouchi , Anzu , Honda and Bobasa spotted him and recognized him as Dark Yugi , but he was moving too quickly to notice them . The group went after Atem and caught up with him just after Slifer was defeated . Yugi shared his strength with Atem , replenishing his ba gauge , allowing him to summon The Sun Dragon Ra . The light from Ra , the god of the sun , lit up the sky and exposed Diabound . Diabound attacked Ra with the " Thunder Force " attack it had gained in defeating Slifer , but Duos managed to deflect the attack with an " Aura Sword " blast . Ra then transformed into God Phoenix and attacked Diabound , destroying it . The toll it took on Bakura ' s ba killed him . Dark Bakura was not happy with the interference , since he knew that Thief Bakura had originally been the one to win the fight . He reported the incident to the Zorc Necrophades , who had entered the World of Memories . At the RPG table , Dark Bakura played an hourglass , allowing him to use one of Zorc ' s time manipulation powers . Zorc , in the form of the High Priest of Darkness , appeared in the sky and introduced himself to Atem , before using his " Memory Reverse " ability to undo the recent events , including the defeat of Diabound and Thief Bakura . After witnessing Slifer being destroyed again after the time reversal , Yugi and his friends rushed to help Atem , but were stopped by Dark Bakura this time . Dark Bakura made clear his motives to aid Zorc and challenged them to a Shadow Game of " Duel Monsters " , in which the loser would die . Jonouchi Dueled him first , but was almost lost immediately . He was saved as the world plunged into darkness when Atem fell into the chasm .