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Kagami Arata, a member of ZECT, meets Tendo Soji, who has been training his entire life waiting for the Kabuto Zecter. As a Worm attacks a young girl, Kagami attempts to call the Kabuto Zecter but it flies to the hands of the strange man, Tendo Soji.

Tendo uses the second form of Kabuto, known as "Rider Form" by using a process called "Cast Off". Kagami tries to understand Tendo and why he believes he is destined to be great.

A woman named Yuki is attacked by the Lanpyris Worm and impersonated, but she survives so now there are two Yukis running around. More intrigue between Tendo & Kagami, who is quickly falling out of favor with ZECT, plus a fight between Kabuto and a new kind of Worm at an amusement park.

Kagami must face the tough truth about the person his younger brother really is. Tendo confronts Kagami and tells him that he will defeat all Worms, including Kagami's brother, Bellcricetus Worm. In the end, Kagami is left with the toughest choice of his life.

The connection between Hiyori and Tendo is seemingly discovered as Tendo makes a promise to Hiyori that he might have to break after ZECT discovers the identity of Kabuto.

Tendo plans his escape from ZECT with the help of Kagami. After escaping, Kagami is sent to meet Hiyori, and Tendo must defeat two Worms that are impersonating ZECT members.

So Yaguruma, also known as Kamen Rider TheBee, arrives from ZECT HQ with his own ZECT Trooper team known as Shadow. Kagami warns Tendo to stay out of ZECT affairs now that a new Kamen Rider is here. After saving a wedding and fighting a pair of Worm, TheBee then asks Kabuto about joining them and ZECT, but Kabuto refuses, resulting in a showdown between the Riders.

Due to being upstaged by Tendo, Yaguruma loses his cool and begins trying to defeat Kabuto once and for all. After seemingly destroying the Zect Belt, Hiyori remembers more about her past and the boy she saw with a rider belt.

Yaguruma discovers that Tendo is alive and well, and so is the Rider Belt. Furious, he and Tendo fight once again, but this time, Yaguruma goes insane and injures his fellow comrades in the process. Ideals lost, the TheBee Zecter leaves him for Arata Kagami.

Kagami basks in the power of the TheBee Zecter and the new position of Shadow's captain. However, his mission is to defeat Kabuto and after fighting him, Kagami realizes that there is something far more important to him than being a Rider. After this, he gives up the TheBee Zecter along with the title of Kamen Rider TheBee.

Tendo constantly tells Kagami that he has forgotten something important. Kagami does not understand this, but after being saved from a Worm, Tendo asks him why he joined ZECT. Kagami, still puzzled, watches in shock as Daisuke Kazama, a makeup artist, transforms into Kamen Rider Drake.

Tendo and Daisuke have a contest to see who can get the most girls to follow them in one day. Despite that Tendo did nothing but scratch cards all day, he wins the contest as all the girls collected by Daisuke run to Tendo as they all know who he is. Kagami finally realizes that Tendo was trying to tell him to remember his promise to fight Worms.

Yaguruma returns with a new vigor and is determined to protect Shadow because someone has been killing off Shadow members one by one. Shun Kageyama believes it to be Yaguruma who was the killer, but in the end is proven false. However, Kageyama is chosen to be the new Kamen Rider TheBee.

Kagami is marked as the traitor by Kageyama, and is chased across town by the entire team of Shadow. This seemingly perfect case is broken when Kageyama reveals that he was just using Kagami as bait to lure out the real traitor. A Zect operative shoots Kagami who is saved by tendo at the last second, who reveals that one of Kageyama's troops is actually the traitor, the only one who could see him when he Clocked Up to save Kagami. In the end Drake, TheBee, and Kabuto have a three-way battle.

Kagami feels betrayed by ZECT and takes a leave to try and solve his own mission. Drake and Kabuto secretly back him up and they discover that there are multiple Worms impersonating the same person, and they do not try to kill each other. Tendo joins ZECT in order to find out more about this, and is automatically appointed as Shadow's leader.

Realizing that there were three Worms mimicking the same man all along, Drake and Kabuto work together to defeat them. Kagami's confidence is restored as he thinks that he destroyed a Worm by himself. Masato Mishima temporarily takes over as TheBee as Kageyama failed to do his job.

Gon is hurt as Daisuke constantly ignores her and mistreats her, and so she runs off to Hiyori. However, after being attacked by a Worm, she hits her head and recalls some of her memories. In the end, Gon gets captured by ZECT.

Due to an attack by a Worm from Gon's past, Gon's memories are restored, at the cost of losing her memories of being Gon; and with Daisuke. She returns to her mother and Daisuke leaves for an unknown place, realizing that it was for the best.

A new man by the name of Tsurugi Kamishiro appears, and he is seemingly as arrogant as Tendo. After competing with Tendo in all manners of sports, he meets Tendo at the top of the roof, ready to fight a Worm. It is then shown that he is Kamen Rider Sasword.

Tsurugi becomes the next target of the Phantom Thief Shadow, whose actual goal is to lure the Worm that only targets criminals out. Tsurugi causes a traffic accident which injures Juka, and so Tendo punches him. After realizing Tendo also has a sister, he apologizes. After destroying the Sepultura Worm with a Rider Slash, Sasword transforms into the Scorpio Worm, the very same Worm that killed his sister.

ZECT has made a new Zecter known as the Gatack Zecter. Due to its immense power, no one is able to use it and Tadokoro is badly hurt trying to tame the Zecter. Elsewhere, Kagami has made friends with a young boy who seems to be hiding something.

Kagami tries his hand at taming the Gatack Zecter but is badly hurt in the process. After discovering the secret of the young boy Kagami met, he is seemingly killed, until the Gatack Zecter is placed in his hands. Using its power, Kagami is able to become Kamen Rider Gatack. Kagami wins his first battle and discovers that not all Worms are necessarily evil.

Worms begin attacking anyone and everyone that possesses pieces of the meteorite that struck Shibuya seven years ago. Kagami questions Tendo as to how he originally came into ownership of his Rider Belt and the truth about the financial state of the Discabil family is exposed.

Tendo and Tsurugi finish their battle from the previous episode, ending with Tendo as the victor. Hiyori, along with Kagami and Tendo, enter Area X to discover what ZECT is trying to keep hidden from the world. Once inside, the trio meets resistance from Kageyama and Shadow and Hiyori discovers that Tendo and Kagami are Kamen Riders Kabuto and Gatack. After receiving some help from an unlikely ally, the trio opens the door to the center of Area X.

The stay inside the core of Area X is cut short as TheBee and Shadow force the trio to make an early exit. Tendo joins the police force in an attempt to get closer to ZECT and Kagami impersonates Tadoroko to get closer to ZECT HQ. Meanwhile, as Kageyama pursues a new and mysterious Worm, Rena Mamiya the Uca Worm, one of her subordinates assumes Misaki's form to kidnap Tendo's younger sister, Juka.

Tendo and Kagami try to find out why Kagami's name was written in the file from 35 years ago. Tendo is questioned about the identity of his parents and Hiyori begins to suspect Tendo of being more than he claims to be.

After holding off a very powerful Worm that Tendo is unable to beat, he makes a promise to Hiyori that he will always protect her. Elsewhere, Gon regains her memory after reading an article about Daisuke, who has been accused of a murder. Jiiya then falls ill and a grieving Tsurugi goes to Tendo for help.

Everyone thinks Daisuke has died and that a Worm is impersonating him, but in reality it was a deception to force the Riders on one another. The real Daisuke was soon attacked by the other four riders as he tries to prove that he is human. Eventually the Worm's identity is discovered, and Daisuke retrieves his Drake Grip.

A new Worm under the guise of master chef Ichiro Ikesu is using the dark cookings arts to have people submit to his "superior" skill as part of his plan to rule the world with his cooking added with the power of the Black Knife. Jiiya then tries compete against Ichiro Ikesu without knowing that he is a Worm, Jiiya falls ill after losing to him in an iron chef match. Tendo vows to avenge Jiiya.

Tendo pays a visit to Jiiya's brother and receives the ancient White Knife blade that will allow him to win in the upcoming match with Ichiro. Kagami then discovers the shocking truth behind Tsurugi's past and must come to his defense against a Tendo who says that he will defeat all Worms.

Kagami tries to learn more about how Tsurugi became a Worm, eventually he ends up at Jiiya who has a secret that he has been keeping from Tsurugi. For helping him in a battle, Tsurugi proclaims that he and Kagami shall now be best friends. Hiyori, after being attacked by a group of Worms, evolves into the Sisyra Worm, her true form.

Hiyori finally discovers that she and Tendo are siblings. Hiyori has become the target of ZECT with Mishima commanding Kageyama to eliminate her. Mishima is also seen with the mysterious Hyper Zecter. Tendo, Kagami and Hiyori finally enter the center of Area X, but Kagami and Tendo are thrown out onto a beach while Hiyori discovers the identity of the man in the iron mask.

Hiyori disappears and Tendo lends his strength to ZECT to find out where she has gone. A training session is held for the new ZECT Troopers and a girl named Renge Takatori is sent by Mishima to get closer to Tendo. Tendo begins collecting the Zecters to ensure that he will be the only rider left, but after attempting to obtain the TheBee Zecter, he meets an old Rider, with a new look, who has become Kamen Rider KickHopper.

Kageyama begs Tendo to return his Zecter but Tendo insists he will be the only rider in the end. Afterwards, Mishima orders Renge Takatori to kill Tendo; but once Tendo convinces her to eat his cooking, she steals the Hyper Zecter from Mishima, only to be pursued by both enemy factions. The Hyper Zecter is then destroyed, but it reverses time before being destroyed, allowing Tendo to transform into Hyper Form and save Kagami who was killed by the Worm.

A mysterious man called Daigo Tachikawa tells Tendo to stop collecting the Zecters. He says the riders are meant to combat Worms that aren't native to Earth. Daigo becomes Kamen Rider Drake to save a mother and her child in front of Kagami. After being told to chase Daigo, Kageyama is nearly killed when Yaguruma saves him and "sends him to hell", allowing him to become Kamen Rider PunchHopper.

Riku Kagami tells Tendo of the story of The Red Shoes and explains that both Kabuto and Gattack has a system that forces the wearer to destroy all Worms, regardless of the wearers' will. After Kabuto goes insane and almost kills Daigo, Gatack stops him but is unable to prevent Daigo's death by the Cochlea Worm. In the end, Tendo and Kagami make a pact to stop each other if they ever try to destroy Hiyori.

Tendo learns of strange occurrences happening at Juka's school and sends Kagami, Misaki, and Renge to investigate the problem. Kageyama encounters a young girl who he protects and is reminded by Yaguruma that he can no longer interact with other humans.

The truth behind the school's ghost story is discovered, for the principal has been making secret deals with the Worms, who in turn replace students, one by one. Kagami seeks out this Worm after going on Juka's trip, and Tsurugi returns, once again as Sasword.

The Uca Worm seeks out Tendo once more, in an attempt to retrieve the Hyper Zecter, but her plan is foiled when she loses her memory due to Tendo's Hyper Sting attack. Befriended by Daisuke Kazama, she seemingly returns to her normal life of singing and happiness. Kabuto is taken to an alternate dimension where he meets Dark Kabuto.

Rena recovers her memories after encountering Punch and KickHopper, but was saved by Kamen Rider Drake. After becoming the Uca Worm again, she proceeds to fight Drake, but is forced into a weak position. After sacrificing his love for her, to come to the realization that she was evil, Drake makes a heart-breaking choice to destroy her.

A new weapon is created by ZECT called the AM bomb. Short for anti-mimicry, this device is used on the general population, revealing all the Native's and other Worms disguised as humans. Kagami also goes to his father and learns the origins of ZECT and the Masked Rider system, wondering if his sole purpose is to fight Worms.

Reiji Nogi has captured mass amounts of Native Worms along with Tadakoro. He demands that one more AM bomb be given to him. If so, he will release the Natives, however, they will no longer have their mimic abilities. Kagami is sent into negotiations, but things happen that are out of even his control. Meanwhile, an old dark enemy returns again to take on Kabuto.

The Worm Tendo has appeared in the city and after visiting the Bistro and trying Renge's food, Kagami notices something odd about him. They realize he is a Worm, but Hyper Kabuto is able to subdue Dark Kabuto. However, Hiyori appears and sides with Dark Kabuto. Nogi and his Worm forces prepare to enter Area Z, the location of the Masked Rider System's creation.

After hearing that Hiyori does not want to return to the real world anymore, Tendo is left in shock. Kageyama begins to stray from the path of darkness as he is enticed by the sight of TheBee. Elsewhere, Reiji and his army advance towards Area Z. Kagami holds off Reiji's forces while Tendo tries to convince Hiyori to return to the real world.

The Worm Tendo returns to the real world to destroy everyone and everything, including Hiyori. Tsurugi and Misaki prepare for their first date, but while on their date, Tsurugi becomes the Scorpio Worm. Tendo and Kagami prepare themselves for the approaching battle with Dark Kabuto.

Tsurugi finally discovers that he is the Scorpio Worm. Driven to a point of insanity, he takes Kagami captive and demands that all the Zecters be given to him. Tendo then goes to make the trade, but ultimately decides to honor Tsurugi's wish to defeat all worms and finally avenge Tsurugi's sister...

Riku Kagami has finally announced to the world the threat of the Worms, and in turn ZECT has created necklaces that react when a Worm is nearby. However, Tendo seems to be destroying these necklaces, but will not tell anyone the reason. In an attempt to block Tadokoro's bullets, Tendo accidentally injures Renge.

After confronting Tendo about the truth of the Worm necklaces, Kagami doesn't believe that they actually turn humans into Natives. Tendo and Kagami once again fight, with Kagami being the victor. Meanwhile, Mishima is plotting with Negishi to overthrow Riku as the leader of ZECT. Yaguruma is forced to kill Kageyama after he turns into a Native Worm, due to the necklaces.

Kagami rushes to stop Mishima's plans of using a meteorite to drain Dark Kabuto of his powers. As he reaches the area of the final battle, he finds Mishima and Negishi conducting a broadcast all around the planet. Unbeknown to the humans, the signals sent out by the broadcast are composed of Dark Kabuto's drained power and causing the humans to become Native Worms. As Kagami lays defeated, Tendo appears, briefly going one-on-one with Mishima, until Kagami regains his strength and joins Tendo in a double team versus Mishima for the final battle!