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After his Duel with Mako, [[Marik Ishtar]], the leader of the Rare Hunters, uses his [[Millennium Rod]] to possess Joey and force him to duel Yugi, with both their lives on the line. They were both chained to an anchor which would drop after a time limit or when a players Life Points hit zero. Also once a player's Life Points hit 0, the opponent would be able to get a key, that could unlock him from the chains. Marik boosts Joey's Deck with powerful spell cards that have Yugi and Kaiba amazed. Yugi, to show Marik how strong his friendship with Joey is, summons Red-Eyes and gives Joey his Millennium Puzzle. Yugi loses, but Joey breaks out of Marik's control and manages to force the Duel in a draw. He grabs the key to unlock Yugi's chain and dives into the water to rescue him. He is unable to unlock his own chains with Yugi's key. Serenity arrives in time to take the bandages off her eyes and take Joey's key and dive in to rescue him.
Joey along with his friends proceed on to the Kaiba's blimp, where the quarter-finals are held. He is paired against [[Odion Ishtar]] in the quarter-finals. At the time Odion was pretending to be Marik, while the real Marik pretended to be a boy called Namu, who earned their trust by pretending to have helped [[Ryo Bakura|Bakura]]. After Odion obtains a clear advantage in their duel Serenity begins to leave, saying she cannot bear to watch, but Joey calls her back, saying that she is his inspiration and he needs her to win. Despite a comeback, Odion attempts to claim victory, but Joey accused him of not being Marik. He claimed Odion was fighting fairly and proving honorable and didn't think he was the same guy who was controlling him earlier. Odion withdraws his winning move and tries to summon "[[The Winged Dragon of Ra (original)|The Winged Dragon of Ra]]" to prove he was Marik. Since the Ra card was a counterfeit that Marik had put in Odion's Deck, the real Ra was angered and struck down both players. When this occurred, Odion's fake Millennium Rod shattered giving Marik away. Seto Kaiba announced that the first player to stand up within a time limit would be declared the winner, otherwise both players would be disqualified. While unconscious, Joey has a dream about his friends helping him to stand up and he ends up standing up for real, claiming victory. Odion then asks for Joey's forgiveness, and tells him that it had been an honor dueling him, before falling into a coma, and watching as [[Yami Marik]] emerges.
Joey later thanks his friends, telling him they were there with him in the dream helping him stand up. Mai asked Joey if she was in his dream. Joey lies and says that she wasn't, which infuriates Mai. She stormed off claiming she didn't need friends, while Téa pulled Joey aside to tell him off.
