Believing that TheBee's user is her brother, Mayu attempts to look for him with Natsumi's aid until they are attacked by a Worm. Counting on Kabuto to save them, Diend fights him to acquire his Clock-up system, summoning Ixa and Psyga to hold him down before Kabuto defeats them and runs off. By the time Tsukasa finds Natsumi and Mayu, the latter is shocked that she has become a Worm as she runs off. She runs into Sou who reveals himself as the Phylloxera Worm and brings her to ZECT HQ ...