I own no rights to anything 'cause I'm poor :P

This fic is based towards the end of the thrid season and is a kind of 'what if' alternate ending.

Most of this chapter is a write up of episode 121 with some teeny changes as it starts off my story.

Chapter One

The Blue Eyes White Dragon materialised out of its card and launched straight into an attack as Kaiba had commanded it to do so. With its mouth opened wide the dragon shoot a powerful blast across the duel arena and destroyed the weakened opponent which it had been summoned to face. Now with the Exodia Necross defeated it had brought victory once more to its master and faded from the arena to return and lie within the card once more.

"You lose, stepfather." Kaiba stared across to where Gozaburo stood defeated opposite him.

"How could I lose this?" The old man said in disbelief as he had just failed to win control of his stepson's body to escape from the virtual world that he had been residing in since his death.

"That's what happens when you challenge someone who's superior to you in everyway."

"I'll show you who's superior, by taking over your body Seto." Gozaburo roared as he morphed into a red flame monster. There was no way that he was going to let the chance of returning to the real world be taken away from him so easily, especially by the smug boy who had brought about his downfall.

"Wait!" Kaiba exclaimed at seeing the huge monstrous hand reach for him. "What about our agreement?" He was about to take a step backwards before he remembered that he was suspended high in the air on the duelling platform.

"Sorry, our agreement is off." The monster bellowed as he swung at his victim who had nowhere to run. The red fiery hand passed right through Kaiba who was left feeling dizzy and breathless from the attack.

"Huh?" The platform began to move and Kaiba turned to see his rival at the controls which had moved him further away from the monster which hadn't yet struck out again as it remained where it was and roared. "Yugi?"

"Jump Kaiba!" The spiky haired boy ordered as he saw the monster suddenly lunge itself at the duel platform and hit it just a split second after the CEO had leapt to the safety of the ledge and landed right in front of him. Together they quickly raced out of the building as the monster continued after them. "Hurry, this thing's going to shut down any second."

They'd made it onto the roof and heard Noah's voice instruct them to head for the arcades to be able to leave the virtual world before the programme self destructed. Kaiba was the first to stop at the roof's edge as he fearfully looked down. "Oh no, it's a dead end." Yugi pointed out the obvious as the monster loomed right behind them.

"Jump now!" Noah's voice sounded out to them.

"Forget it." Kaiba said angrily refusing to leap off the building.

"We have to trust him." Yugi said as he did as Noah had ordered and leapt over the edge of the building with Kaiba shortly behind him as the monster continued after them. A bright light appeared as the two rivals were in freefall. "Look, Noah opened another exit."

"Nooooo!" the monster bellowed as it watched the two boys escape from him as they entered the light.

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Kaiba's eyes opened as he was laid inside one of the capsule pods where their bodies had been taken to. The lid lifted away from him so that he could get up and out of it. "It's about time."

"We're back in the real world." Yugi got out from his pod too.

"Mokuba!" Kaiba caught sight of his younger brother still encased in his pod. "He's still back there. Mokuba wake up, Mokuba. Open your eyes!"

The younger brother's eyes flew open as he saw his big brother standing over him. "Seto, Noah's still inside." He exclaimed, hoping that there was some part of his brother's heart that would decide to help the stepbrother.

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Back in the virtual world, after saying his goodbyes to Mokuba, Noah returned to find the monster that his father had become still stood on the rooftop. "I'll escape, even without a body." The monster said to himself. "I can upload my mind onto another network."

"Not a chance."

"You!" The monster spun around to glare dangerously at Noah.

"I've sealed off all the exits so there's no way you can escape." He wasn't going to let his father continue to chase after his two stepbrothers and would keep him held in the virtual world until their data had been destroyed so that the two of them could finally 'die' and rest in peace. "I'm afraid it's all over for you."

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Yugi, Kaiba and Mokuba raced through the gigantic vessel as they headed for the KC airship where the others were waiting for them. The voice of the security system repeatedly warned them of the self destruction and continued to advise them to evacuate immediately.

"Why did Noah have to go back to that place guys?" Mokuba asked as the three of them ran through the corridors. He had truly hoped that his brother would help Noah; after all he too was a victim of their stepfather, though he should have known better than to ask, especially after some of the things that Noah had just put them through before he had a change of heart about what he had done and decided to help them. "It's not fair."

Despite his brother's whining, Kaiba didn't say a word as he didn't care about the boy trapped within the virtual world. He was free from that place which was all that mattered to him.

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"I can not be stopped." The red flame monster now had Noah in his grasp as he angrily demanded answers from the boy. "What makes you think that you can keep me here?" The image of Noah flickered in the monster's clenched hand and disappeared as the boy reappeared behind him. "Huh?"

"I can control this place as well." Noah told his father who had clearly forgotten that he had spent many years mastering the way to manipulate the world he was in. For one last time he wanted to see his father's true form and closed his eyes as he focused on removing the cloaking programme that had been used to shield Gozaburo.

As Noah broke down the computer script that enabled the disguise to work, he began to sense that something was wrong as his father's data that he was familiar with wasn't what was being hidden by the monster. He opened his eyes and was shocked to see the face of his stepbrother glaring angrily at him. "Seto?"

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Kaiba Craft Three hovered above the deck as it was ready for taking off but still there was no sign of the three missing friends. Joey and Duke stood right on the edge of the lowered down ramp as they craned their necks looking for Yugi and the two Kaiba brothers. "Hold on, here they come!" Joey exclaimed suddenly as he saw the group running towards them with Kaiba in the lead.

"Hurry up guys, let's go." Duke shouted to try and get them to move faster as the ship would be destroyed any moment now.

"You can make it" Tea joined in urging them on.

"Pick up the pace you guys, you're almost here." Joey leaned as far as he could to try and help his friends get on board. "We've got ya."

"Let's go." Tristan shouted as he held on to the aircraft and linked his arm with Joey's so that the blonde could reach down further from the ramp to help their friends climb onboard.

Duke was also ready to help them up as the distance between the deck and the ramp grew bigger. "Grab on."

"Hurry." Joey yelled not wanting to leave a single one of them behind.

"I'm not gonna make it." Mokuba cried as he stumbled and struggled to keep up with Yugi and his brother.

Kaiba's eyes glanced backwards towards Mokuba, and as much as Gozaburo wanted to leave the boy, he knew that it was something that Seto would never do under any circumstance, to do so would most definitely blow his cover, so he slowed his pace to be able to fall back alongside the smaller boy. "Guess again." He said as he gripped hold of Mokuba's clothing to raise him off the ground and throw him onto the ramp. "Catch."

Mokuba collided with Duke, but at least he was safe, and then watched as his brother took one huge striding jump and landed at the top of the ramp. He let out a sigh of relief that he hadn't been parted from the one he loved most as he wouldn't be able to bare losing two brother's in one day.

The ramp began to close as Joey swiftly pulled Yugi on board and Gozaburo took one final glance back towards the doomed ship. Goodbye boys. His mind sneered, and knowing that he'd come too far now with his 'borrowed' body and second chance of life, he wasn't going to let them be taken away from him so swiftly headed for the control room to make sure that the airship would be clear from the vessel as it began to explode from the missile's impact.