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At a crafts store, Sakura buys a teddy bear kit and is surprised that all Eli is interested in thread. At her house, Sakura is having difficulty constructing the bear and Sakura and Kero both sense magic. Over at Eli's, Eli transforms Spinner and Ruby and they prepare. At night, Sakura, Li, Kero, and Madison are out looking for anything mysterious. Kero and Li are arguing when Li is suddenly over come by a force. He draws his sword and attacks Sakura. He says that it isn't him doing it and warns them to move as he attacks again. Sakura can sense the force she felt earlier. Li struggles to fight the force and pulls out his paper calling on water. The water swirls and droplets form over thread that is attached to Li. Sakura transforms The Sword and cuts the strings, freeing Li, but then becomes tired and falls asleep. Kero then senses the force but isn't able to locate it. At his house, Eli has string attached to his fingers, as if he was controlling a puppet. The next day, Sakura is on a bench, writing a letter to Miss Mackenzie, and looking at the Clow Cards. Eli comes up and Sakura hides the cards, Eli pretends not to have seen them. Sakura shows him the bear she made and he gives her suggestions on fixing it. While Sakura isn't looking, Eli places a spell on the bear. After fixing the bear, Sakura takes it to Julian's house to give to him for his birthday, Kero is present and Madison is recording. Julian answers the door and Sakura gives the bear to him. While he compliments it, Sakura and Kero sense the mysterious magic again and the bear floats out of Julian's hands and glows. Yue takes control of Julian as the bear expands in size, it's a giant. It then attacks Sakura but Yue pulls her away. While holding Sakura in the air with him, Yue fires crystals at the bear but a barrier protects it. Yue is suddenly overcome by a force and his wings disappear, causing him and Sakura to plummet to the ground; Kero transforms and saves them. Eli, Ruby, and Spinner watch from a distance, Ruby is amused by Yue being overpowered. Sakura goes after the bear; the bear awaits her. Sakura transforms The Jump and the bear attacks, punching the ground and Julian's house, messing up the roof. Yue says that the bear's source of magic must be inside the bear. Sakura senses it from one of its ears and summons The Sword. Jumping to it, she prepares her attack but the bear hits Sakura and she falls back to the roof. Sakura has to use The Fly and she pleads with it to allow her to fly another way, instead of using the wand because she needs the wand to use The Sword. She transforms The Fly and wings appear on her back; Sakura re-summons The Sword. This time, successfully dodging the bear's attack, Sakura cuts off its ear, and a parchment comes out, and the bear shrinks back to its normal size. The paper floats to Sakura and on it is the magic circle of Clow.