Zorc Necrophades Zorc the Dark One also known as Zorc Necrophades in the Japanese version was the central antagonist of the Pharaoh ' s Memories arc of " Yu - Gi - Oh ! " , and as the source of the shadow power that was sought by Yami Bakura , one of the central forces throughout the series . He was described as a " Great Evil God " who was created out of the darkness of people ' s hearts , and his dark power was what was later used to create the Millennium Items and their powers . ( In the dub , Zorc was euphemized as the creator of the Shadow Realm . ) He was the true form and entity behind Yami Bakura . Appearance . Zorc appeared as a gigantic , purple - skinned demon with huge , curved horns , bat - like wings , and a large dragon / snake appendage between his legs . The dub changed that appendage to protrude from his chest instead of between his legs , due to its likeness to the phallus . In the bunkoban of the manga , it was made to spiral around him , rather than point out suggestively . Zorc was very similar in appearance to Diabound ( albeit far larger and more demonic ) , which was possibly due to his connection to King Bakura . Abilities . Zorc , who was born from the darkness of people ' s hearts , had power that exceeded that of the Millennium Items , which were created by using his powers . ( In the dub , he was the creator of the Shadow Realm . ) Despite his similar origins ( though on a far greater scale ) , it was suggested that Zorc was not related to the Duel Spirits , and was capable of utilizing unnatural attacks and effects . Because his powers stemmed from darkness itself , Zorc claimed that there was virtually no limit to his powers . Zorc appeared to be capable of reversing and stopping time , a power that Yami Bakura used during the Shadow RPG through his Hourglass Token s . That power could also create unnatural storms and disasters that were shown to affect both the World of Memories and Earth . Zorc ' s sheer power allowed him to single - handedly defeat Exodia the Forbidden One , the three Egyptian God s , and the Blue Eyes White Dragon . He also fared equally against the Blue Eyes Ultimate Dragon , and withstood a devastating attack from the Dragon Master Knight , the attack which destroyed the Dragon Master Knight himself . It took the powers of the Creator of Light in order to destroy Zorc . 3 , 000 years ago ( 5 , 000 in the dub ) , Zorc was only stopped when Atem used a spell to seal him away , at the cost of having his and Zorc ' s souls sealed into the Millennium Pendant before it shattered and became the Millennium Puzzle . Aside from his immense durability and power , Zorc was capable of forming unnatural attacks and effects . He could attack with flaming projectiles that could cut and burn arbitrarily powerful monsters , in addition to a beam of darkness that sliced Exodia in half ( In the manga , those attacks were referred to as " Zorc Inferno " and " Dark Phenomenon , " respectively ) . He was capable of defeating enemies by petrifying them first . Zorc was also capable of creating a solar eclipse which rendered the Egyptian Gods powerless , which allowed him to petrify all three at once . Zorc was capable of conjuring attacks from any part of his body . Biography . Zorc Necrophades was born eons before the Millennium Items were originally created , by his own claim , from the darkness in the hearts of people . ( In the dub , he was the creator of the Shadow Realm , and therefore , predated the Millennium Items , though they were made by using his power . ) He was an entity of pure evil , and desired nothing other than the total and absolute annihilation of all life . He was summoned by Aknadin , who brought all seven Millennium Items together in an underground crypt in Kul Elna 3000 years previous ( 5000 years in the dub ) . Zorc then infused a shard of his soul within Aknadin and created the Great Shadow Magus . Bandit King Bakura then managed to obtain all seven Millennium Items , and sacrificed himself in order to grant Zorc a physical form on Earth . Zorc attempted to destroy the world , but was stopped by Pharaoh Atem . Atem sacrificed his life by sealing himself and Zorc ( or at least , the memories of Zorc ) within the Millennium Puzzle . Zorc managed to live on by sealing a fragment of his soul within the Millennium Ring . Also , during an unspecified point in time , King Bakura had also sealed his soul in the Millennium Ring , and both souls merged together and formed Yami Bakura . The fragment of Zorc ' s soul and the spirit of King Bakura later resurfaced when they possessed Bakura Ryou as the villain , Yami Bakura , who wished to obtain all seven Millennium Items in order to resurrect Zorc . Eventually , when Atem wished to regain his memories , Yami Bakura turned the event into a Shadow Game , known as the Dark RPG , which was played in the world of the Pharaoh ' s memories , and attempted to release Zorc ' s full self from the Millennium Puzzle , which gave him a second chance to destroy the world . Using his third Hourglass Token , Yami Bakura was able to transfer Zorc from the Millennium Puzzle into the World of Memories , where the latter proceeded to repeat his past actions . Zorc was once again resurrected , by King Bakura and Aknadin following the events of the past . Unbeknownst to Zorc , his awakening had triggered that of Hasan , who protected the Pharaoh . In that second face - off , though his legion of spirits was matched , Zorc easily decimated the forces of Egypt , who resisted the attempts to stop him . Isis regathered the scattered Millennium Items , then attacked Zorc with a powered - up Winged Dragon , Guardian of the Fortress . Zorc dispatched the monster with ease , which killed Isis . Shimon next stood in Zorc ' s way and called forth Exodia to battle Zorc . In sheer power , even Zorc was matched by the Forbidden One , and the fight initially seemed even , with both combatants losing and regrowing arms . But Zorc ' s power was drawn from darkness itself , while Exodia drew its strength from a single person . Zorc ultimately dispatched Exodia , which killed Shimon as well . He also slew both Shada and Hasan as they protected the Pharaoh . Yami Bakura and Yami Yugi reentered the RPG at that point ( Yami Bakura revealed to Yami Yugi that he was Zorc ) . After he reclaimed the Millennium Puzzle , the Pharaoh summoned the three Egyptian God s to battle Zorc . The Egyptian Gods clashed with the Great Evil God , and initially appeared to have defeated him . Despite the assault , including the Egyptian God Phoenix attack of The Winged Dragon of Ra , Zorc survived and created a solar eclipse , which robbed the Egyptian Gods of strength , and petrified all three . Priest Seto then opposed Zorc with the White Dragon , and again , appeared to match Zorc , but Zorc petrified the Dragon as well , then destroyed it , which took Seto out of the fight . As Zorc began to destroy the city , Seto Kaiba , Seto ' s modern reincarnation , stepped in , and refused to tolerate his atrocities any longer . Kaiba called out three " Blue - Eyes White Dragons " , from himself , Seto , and Kisara , and fused them into the " Blue - Eyes Ultimate Dragon . " The Ultimate Dragon clashed with Zorc , and , for the first time , the battle was even . The ultimate clash between light and darkness began to break down the barrier between worlds . The Pharaoh then appeared to merge with Kaiba and the Ultimate Dragon by using the Millennium Scale , became " Master of Dragon Soldier , " and delivered an attack so powerful that it destroyed the Dragon Soldier itself . It still wasn ' t enough to defeat Zorc , and he prepared to destroy the Pharaoh . Shadi intervened using the body of Hasan and saved the Pharaoh . At that point , Yugi Muto , Joey Wheeler , Téa Gardner , and Tristan Taylor arrived and discovered the Pharaoh ' s true name . They Summon ed monsters to attack Zorc , including Mahad ' s spirit alongside Mana ' s Ka , but Zorc resisted even the most powerful of Mahad ' s magic and dispatched them with ease . Téa then got the idea to cause the Pharaoh ' s name to appear on a cartouche that she had given him . As they did , Zorc tried to destroy them , but Kaiba had recovered and used " Ring of Defense " to protect them . Zorc broke through , but it was too late , and the Pharaoh re - learned his name - Atem . Atem then revived all three Egyptian Gods , and fused them together into The Creator of Light . Zorc was horrified that Atem had summoned the " Ultimate God " , and was consumed by the Creator of Light ' s attack , which destroyed him along with Yami Bakura who lost the Ultimate Shadow Game and died for good ( in the dub , Zorc and Yami Bakura were sent to the Shadow Realm forever ) .