Kul Elna massacre The Kul Elna massacre was an event in the anime and manga in which the residents of the village Kul Elna were unwillingly sacrificed in order to forge the Millennium Items . Lead - up . Pharaoh Aknamkanon ' s kingdom was under attack from invaders . Unable to fend off the invaders , Aknamkanon feared that they would lose the Millennium Spellbook to them . Since it was said that whoever deciphered the book ' s ancient text would be able to control a power known only to the gods , losing it could put the world in danger . Aknadin , who had recently deciphered a spell from the book detailing how to create the Millennium Items , suggested that they use this to fight off the invaders . After convincing Aknamkanon that it would bring peace to Egypt , Aknamkanon allowed for it . However Aknadin did not inform Aknamkanon that a sacrifice of ninety nine human souls was necessary for the spell . ( In the English version , evil spirits had to be captured . ) Kul Elna was a village of thieves , who Aknadin blamed for chaos and said they angered the gods . ( In the English version , he said that the villagers were possessed with dark spirits and had been stealing from royal tombs for years . ) Aknadin choose to use the residents of Kul Elna for the ritual . The massacre and ritual . Aknadin and his co - conspirators gathered a group of soldiers , who were put under oath to never repeat what Aknadin said and under a spell so that they would obey Aknadin only . The soldiers were led to Kul Elna where they rounded up villagers and brought them to an underground cavern . The villagers were slaughtered and had their blood , bone and flesh melted in with the gold that the conspirators cast in a mold which formed the Millennium Items . After the items were forged , the Millennium Stone rose from the ground and an apparition of Zorc Necrophades appeared . Zorc attacked some of the conspirators and grabbed Aknadin , demanding that he return the items to their resting place . However Aknadin placed the Millennium Eye in his eye socket and demanded that he be unhanded . He dropped to the floor and took the Millennium Ring from the stone causing Zorc to disappear . On the way back to the kingdom , the conspirators were reduced to just two people . As one of them collapsed , he insisted that Aknadin return without him , saying that the fewer who knew about the ordeal the better . Aftermath . Using the Millennium Items , Aknamkanon and his people fought off the invaders and saved the kingdom . Aknadin had ordered his wife to not let anyone know they were related to protect her and their from anyone who finds out what he did . As a result , Aknadin ' s son Seto grew up thinking that his father was a soldier who had died in battle . Aknamkanon eventually learned how the Millennium Items were created . This caused him to become depressed and ill , subsequently dying . Thief Bakura , who was a child at the time , was the sole survivor of the massacre . His hatred along with the vengeful spirits of those who were sacrificed formed to create Bakura ' s Ka , Diabound . Fifteen years later , he took revenge by stealing the Millennium Items and using them to summon Zorc Necrophades .