Insistent on figuring out where the noise was coming from, Octopian begged Klepto to let him go. Terrified of the chance that he would find out the truth, Klepto dragged Octopian to a cell and locked him away. He knew that no one who truly loved him would cage him up, especially a place in such poor condition. Every inch of the room was covered in algae and was cold to the touch. It was difficult to breathe because there was no water circulation. To top it off were the carcasses of Klepto's prior victims floating above him. He watched as pieces fell off the bodies as they were slowly decaying. This only made Octopian sick with anger. He knew he needed an escape plan before things could get worse.
"She's on to me," he whispered to himself, "but I am on to her. She feeds me lies. Now it is time for us to say our harsh goodbyes."
Octopian sat in his cell, anxiously listening for Klepto's approach. In the meantime, he worked on making a weapon. Using the shark's tooth, he sawed off a piece of coral from the bed frame. Then, he pulled seaweed from the rug to tie the coral onto the tooth, transforming it into a deadly weapon (Octopian's third artifact).