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The Worm Josuke was up against ran along several walls, avoiding the shots made by Josuke's shoulder cannons. "You better hurry up and do something quick. Soon, you'll run out of places to cover and hide behind. Then it'll be like shooting fish in a barrel." Josuke slowly approached the Worm at its last hiding spot. By the time he got there, the Worm had already disappeared. "This is new," he said to himself as he felt a strong push from behind, which knocked him all the way over to the same location where all the other Riders were. Steadily, Josuke got up and dusted himself off of any dirt and debris that covered his armor. He looked up and saw that the Worm he was up against had molted into much stronger form. "You really enjoy pissing me off, don't you?" Josuke frustatingly remarked as he split apart the jaws of the Gatack Zecter.
The Worm was employing the Clock Up ability, allowing it to move at speeds the human eye cannot follow. He needed to match up to him. As he was bringing the mandibles all the back, the suit began humming and several armor plating began rising out like vents, as if ready to fly out. Josuke then announced in a low-key tone, "Cast Off," before finally slinging the jaws all the back along its sides. "CAST OFF." the Zecter replied before causing the armor to fly off without any regards for the other Riders around him. Just as the mandibles folded to the top of his head from the sides, the Zecter spoke, "CHANGE STAGBEETLE" Now in a more sleeker armor design, Josuke can now fight on a more even ground with the Worm. Although Riders lose strength when they exit their Masked State, they compensate by gaining both the Clock-Up ability and a finisher. Just as the Worm used Clock Up to rush in on Josuke, Josuke himself slapped the pads on his hip. "Clock... Up." "CLOCK-UP." Both Josuke and the Worm disappeared, leaving behind impacts and craters around the building they were battling in at such high speeds.
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