After watching Kouta, Mitsuzane, and Zack battle Inves, Jonouchi realizes that the dance team days are over, again. Later, Oren arrives to begin Jonouchi's next set of training. Kaito tries to tell Kouta about the Over Lords, while DJ Sagara is confronted by Ryoma, Yoko, and Sid. After Gaim, Bravo and Gridon fought the Inves that appeared Oren and Jonouichi goes home but Jonouichi reveals to Oren that the Inves Game is no more. Later, Oren finds a crack and tries to investigate it but discovers something yet to be revealed.

Mai wants to know why Kouta has been hiding from her, and he reveals the truth to her about Helheim Forest, as well as the Inves and the fate of Yuya, upsetting Mitsuzane, who is still under orders from his brother. Meanwhile, Kaito plans to finish his fight with Demushu.

Takatora reports to Ryoma, Sid, and Yoko that Kouta will be working for them in hunting down the Over Lords in an attempt to stop Helheim Forest. They agree to the plan, but the next time they all enter Helheim Forest, Ryoma has set up a trap to take Takatora out of the equation.

With the world falling into chaos thanks to Ryoma, Zawame City has become an isolated place infested with Inves. Kouta's sister Akira, along with others in shelters, go outside to call for help. Meanwhile, Redyue broadcasts an announcement over the radio to the whole world stating that Helheim will completely take over the Earth in a year. At the same time, Inves are commanded to hunt the citizens of Zawame City.

Yoko confronts Mitsuzane about his actions as Zangetsu Shin and whether or not he will tell Kouta, while Redyue plans on using human technology to further her own goals as well as bring back Rosyuo's queen. But to do that, Redyue requires a sacrifice.

Kaito meets DJ Sagara, who provokes him and summons a ghost-like Gaim Kiwami Arms. After the battle, he gets caught up in an alternate world where he leads Team Baron in the competition for soccer's All Rider Cup.

Mitsuzane seems to be hallucinating, claiming he can see Takatora even though he knows he defeated him. Elsewhere, Ryoma returns to Zawame City, and Kouta believes he may now be an ally against Mitsuzane and the Over Lords.

Kaito fights with Mitsuzane but the two are disrupted by Ryoma. Meanwhile, Mai talks to Rosyuo and is entrusted with the Forbidden Fruit before entering a fight against Kouta and Kaito.

Kouta tries to prove that he has not changed, despite all Kaito has seen in Helheim, and helps the others clear Zawame of Inves. However, Mitsuzane and Ryoma discover that Mai, who has been taken ill, is now the host of the Golden Fruit, and wonders why Rosyuo has placed it in her.

As Mai accepts the powers of the Golden Fruit and attempts to change the fate that has befallen her friends, Kaito seeks her out to gain its power, as well.

Seven months after Kouta and Mai have left and colonized a new planet, all traces of Helheim Forest have been cleared from Zawame City, but a returning threat appears to change things forever. Mitsuzane realizes that Kouta isn't on Earth anymore and that it's up to them to save Zawame City.