It was some time the next day and Bell was training with his newly evolved Divine Belial

Bell: Now go! Belial!!

Belial was moving around the stadium at full speed, it didnt have the rubber anymore but it still had speed and power

Bell: Phoebe.. just you wait! When i battle you again, Belial will crush you in a single shot!

Bell continued training as Michael watched from the balcony on the sides of the Theater

---Later---

Valt was training at the Luminescent Arena and he stopped when he saw Kensuke walk up, he didnt have his puppets

Valt: Kensuke?

Kensuke was incredibly distraught from his devastating loss against Phoebe

Valt: Kensuke? Is something wrong?

Shu was also with Valt and he came up behind him

Kensuke held out his hand and revealed to them that Kerbeus had been destroyed, Valt and Shu were both shocked

Valt: Wait, what happened to Kerbeus?!

Shu: Kensuke, who did this?

Kensuke: Some masked blader who calls themself Akuma, she used a bey called Ruin Pandemonium..!

Shu: Did you say Pandemonium?!

Valt: So Phoebe is finally making her move..

Kensuke: Valt, you have to be careful, she's coming for you.

Shu and Valt just looked at each other, they both knew that Phoebe wouldnt come for Valt yet

Valt: Not to worry Kensuke, i will win against her, no doubt about it!

Kensuke left and Valt and Shu were left with each other, Wakiya soon joined them

Wakiya: If Phoebe is going after Valt, why would she battle Kensuke of all bladers?

Shu: She's trying to scare him, torment him before their battle even arrives.

Valt: Only thing is, we have no way of knowing who she'll challenge next..

Shu: Valt, perhaps we should battle each other, Pandemonium and Spriggan are both balance types, it'll be great practice for when you do battle her.

Wakiya: It's official, let's make it an official match!

Valt: Sounds like fun, let's do it!!

Wakiya: Alright it's settled! Your battle will take place tomorrow afternoon!!

---Meanwhile---

Bell: Wait, Valt is going to battle Shu?!

Hannah: Yes, the news just came out that Shu challenged Valt to a battle and they're going to battle at the Luminescent Arena tomorrow.

Jingemon: Valt and Shu are great friends and rivals so im sure tomorrows battle will be pretty intense

Bell: Valt vs Shu huh? This ought to be pretty interesting!

Michael just stared at them and walked away and Jingemon noticed this

Michael walked into Bell's workshop and pulled up the blue print of his bey

Michael: Even after ive made this new bey, is it even worth it to make it at this point?

Jingemon: You seem to be in pretty low spirits.

Michael: Oh really? What gave it away?

Jingemon looked at the bey displayed on screen and he was quite impressed

Jingemon: So this is why you've staying up late.. you've been working on a new bey.

Michael looked at the bey and nodded

Michael: Yeah, ive been hard at work trying to make it perfect.

Jingemon: Is that why you've been studying everyone's Elemental Power?

Michael: The wbba asked me to since they took an interest after the tournament, but yes.

Jingemon: Why not create it now?

Michael: I have.. doubts.

Jingemon: About what?

Michael: Im making this bey so i can take on Phoebe but also, ive been wanting to make a comeback to the blading stage.. but im afraid.

Jingemon: What are you afraid of? Bell, he is strong after all.

Michael: No, im afraid that if i do this, i'll get hurt again. Because of my injury back then, i had never picked up a bey since that day..

Jingemon: Everyone has their obstacles to overcome, Bell has had his own share of obstacles that are not limited to just his opponents

Michael: I understand..

Jingemon: Your injury is a thing of the past, but there comes a time where you must overcome it

Jingemon heard Bell crying out for food and Jingemon sighed

Jingemon: Think about what i've said

Michael stood in the workshop alone and he thought for a moment as he looked at the data

Michael: Perhaps he's right..

---The Next Day---

The battle between Valt and Shu was no about to begin as the 2 bladers walked up to the stadium as the viewers were tuning into the battle

Valt: Well this definitely brings back memories.

Shu: Yeah.

Valt and Shu had battled so many times over the years, in the District Tournament, God Bladers Cup, The Legend Super Tag League and their battle at the Gates Of Hell, this battle could be the one to settle who's the stronger rival
------
Bell and everyone else were watching from a video screen

Bell: This is going to be intense!

Hannah: I dont know who to cheer for!

Jingemon: Im going to cheer for them both.

Michael watched the battle closely and remained silent
---
Phoebe was also watching the battle and she held her Ruin Pandemonium in her hand, her dark aura glowing around her

Phoebe: Valt.. Aoi..!
------
Referee: This will be a first to 2 point battle! 1st Battle!!

The bladers took their positions and the battle began

Referee: Ready Set!!

3 2 1 GO SHOOT!!!

The beys were off and Burst Spriggan was in its Right Spin Mode and the 2 beys were glowing bright

Valt: Alright Valkyrie! Let's do this thing!!

Valkyrie rushed up the slope of the stadium and was coming straight for Spriggan

Shu: Spriggan! Stop it in its tracks!!

Valkyrie and Spriggan collide with all their might as sparks began to fly

Valt: Push it back! Valkyrie!!

Shu: Not going to happen! Spriggan!!

The stadium erupts with a beam of light as the 2 beys went flying back

Shu: Spriggan! Counter Break, go for it!!

Valt: Valkyrie! Get in there with Rush Shoot!!

Valkyrie and Spriggan clash back and forth with all their might as flashes of Elemental Power burst from the stadium

Valt: This is it!

Valkyrie clashes with Spriggan with full force and knocks it away

Shu: Now Spriggan!

Spriggan was picking up more speed as it used its Unite' Driver to pick up more speed

Valt: Valkyrie let's do this!!

Valkyrie was heading for the Ignite Zone as its Elemental Power was rapidly increasing
------
Michael was watching as Valkyrie and Spriggans Elemental Power were rising to incredible levels

Michael: That's incredible.. that level of Elemental Power..!
------
Valt: Valkyrie! Go for it!!

Valkyrie and Spriggan werent losing speed as their clashes were intense

Valt: Let's do this Shu! No holding back!!

Shu: I wouldnt want it any other way!!

Valkyrie and Spriggan clashed with full force as auras of red and blue filled the stadium

Valt/Shu: Now! Full power!!

The 2 beys changed colors and both traveled around the stadium at full speed

Valt: Ultimate Slash V!!

Shu: Burst Slash!!

The 2 beys clashed back and forth once again as the light of the 2 beys filled the arena
------
Phoebe watched with an anticipated grin as she squeezed her bey tightly, her aura becoming more intense

Phoebe: More.. unleash even more Elemental Power..!
------
Valkyrie and Spriggan clashed with all their might and the 2 beys went flying into the air

Valt: Valkyrie!

Shu: Spriggan!

Spriggan was the first one to burst and Valkyrie burst a moment after

Referee: Ultimate Valkyrie with a Burst Finish! Valt Aoi wins with a score of 2-0!!

Crowds burst into cheers as the intense battle between the eternal rivals was over, Shu picked up the pieces of his bey, satisfied of the battle

Shu: You did well Valt, you've gotten a lot more stronger!

Valt: Thanks! You didnt do too bad yourself!

Shu: But next time we battle, i'll be the one who wins!

Valt smiled and so did Shu as they shared an epic fistbump

---Later---

Shu was walking through the halls of the Arena and he soon ran into Phoebe who was without her mask

Shu: Phoebe Vancouver.. or should i call you Akuma?

Phoebe: Shu Kurenai, that was some battle out there.

Shu: You were watching?

Phoebe smiled sinisterly as her eyes began to faintly glow with a purple and black flame

Phoebe: Of course i was, you think i would miss a battle from you?

Shu: What are you getting at?

Phoebe: How does it feel to know someone is stronger than you? Ashtem had hope for you back then.

Shu straightened at the name Ashtem and his scar began to glow

Phoebe: Yes.. there he is, the infamous Red Eye.. you know all of this is inspired off of you?

Shu: I can see that.. except you're not wearing your mask.

Phoebe: I wear my mask only in battle, Ashtem has given me that right.

Shu: I see..

Phoebe: See? I knew you would understand, i just knew it.

Shu: Yeah, i understand, but i also know whats in store for you.

Phoebe: What is that supposed to mean?

Shu sighed and started to walk away from her

Shu: If you keep this up, you'll find out soon enough.

Shu disappeared out of sight and Phoebe was left there frustrated by Shu's words

---That Night---

Bell was practicing at the Gates Of Hell with his new Ultimate Gear Divine Belial and unfortunately he had no one to battle with

Bell: Man, i wish i had an opponent to battle with.

The doors to the mansioned opened up and at the door was someone with a wacky sense of hair fasion, it was Ranzo.

Ranzo: Ay, long time no see Amigo!

Bell: Ranzo?! You're back!

Ranzo stepped up to the stadium with a grin

Ranzo: Sorry i left on you like that, i needed to go back to Brazil so i could get stronger.

Bell: You could've gotten stronger here! Ive had nobody to train with here!!

Ranzo: You could've battled Phoebe, she would've been willing to help you train!

Bell: Phoebe isnt here anymore!

Ranzo: Wait what?! Where did she go?

Michael came into the theater and he stopped next to the stadium

Michael: My sister has gone rogue, she and Ashtem betrayed me and now Phoebe has become a dangerous threat.

Ranzo: I.. i had no idea.

Bell: And not only that, but she has a new bey called Ruin Pandemonium and now she's gotten so much more stronger.

Ranzo: I guess with all that aside.. Bell, i will challenge you as a returning resident of the Gates Of Hell!

Bell: You're on! Let's do this!!

Michael watched as Bell and Ranzo started battling, he gave a soft smile as he left the Mansion but his face turned serious and cold, he pulled up the data of his new bey on his armbrace

Michael: Jiji is right.. it's time i overcome my fears and my past. All i need is more Elemental Power from Pandemonium and i'll.. i'll create a bey that not even it can defeat..

Michael left the Gates Of Hell as a red, pink and purple aura began to glow around him and he disappeared into the night

---Meanwhile---

Phoebe stood alone on top of the Luminscent Arena overlooking the massive clearing where the arena was built, she could see the city in the distance

Phoebe: Pandemonium..

Phoebe reflected on Shu's words and thought about what he had said

"Yeah, i understand, but i also know what's in store for you.."

Phoebe clenched her fists tightly as she stared into the night sky with rage printed all over her face

Phoebe: Shu Kurenai.. what could you possibly know? I am the better version of what you used to be!

Phoebe's aura began to glow and her eyes were filled with a purple energy

Phoebe: Valt Aoi, Shu Kurenai and Bell Daikokuten, just you wait all of you! I will blast my Elemental Power at you all!

Pandemonium was starting to glow with an aura of darkness as well and its aura was flowing smoothly toward Phoebe's face

To Be Continued...

Next Episode: Burst Ultimate! Ultimate Gear!!

Bell battles against Shu with his fully upgraded Belial! Meanwhile, Phoebe challenges her next opponent!