| screenwriter = [[Masashi Sogo]]| director = [[Toru Yamada]]| storyboard artist storyboard_artist = [[Toru Yamada]]| animation director animation_director = [[Masahiro Hamamori]]

[[Joey WheelerYugi Muto|JoeyYugi]] gets a video from is standing on the school rooftop, thinking about the events of [[Yu-Gi-Oh! - Episode 002|the prior episode]]. He laments Pegasus' capture of [[Solomon Muto|his grandfather]]'s soul and wonders how he can win when Pegasus is able to see his strategies using his sister [[Serenity WheelerMind Scan|Serenitystrange power]]. He resolves to travel to [[Duelist Kingdom|Pegasus' island]] and win back his grandfather's soul. (In the dub, where she tells him she is running out of timehe instead wonders why Pegasus would have wanted to take Solomon's soul away, wondering if it has something to do with his [[Millennium Puzzle]].)

Yugi gets an invitation from Meanwhile, [[Maximillion PegasusJoey Wheeler|PegasusJoey]] receives a videotape, which to a tournament on the island of his surprise is from his sister, [[Duelist KingdomSerenity Wheeler|Serenity]]. She tells him that she wants to see him "one last time", and that she does not want Joey gets excited at the prospect of winning $3,000,000 as part of the tournament prizeto forget what she looks like. Yugi and Joey reminisce about how flashes back to when they became friends after Yugi stood up against [[Tetsu Trudge|a bully]] for Joey, even though Joey bullied Yugi himselfwere separated six years ago.

When the ship for Duelist Kingdom is about Upon returning to leavea now-empty [[Kame Game]] shop, Yugi finds Joey had been trying an envelope containing an invitation to sneak on boarda tournament at Duelist Kingdom. Yugi gives Joey a star chip so he can enter is informed that the boat for the Kingdom will leave in one week (two days in the tournament. dub) from [[Téa Gardner|TéaDomino Pier]] and . [[Tristan Taylor|Tristan]] successfully sneak on board inside notices the shipGlory of the King's cargoHand card, which refers to a huge cash prize, which intrigues Joey. (In the dub, the prize is explicitly listed as $3 million.)

During Afterwards, Yugi and Joey talk on the trip, rooftop. Yugi recounts when he was first putting together the Millennium Puzzle and how he wished upon it for a best friend. Joey meet [[Mai Valentine]]and Tristan were annoyed by Yugi's timidity, who insults so Joey took a piece of the Puzzle and arrogantly claims that she will defeat everyone in the tournamentthrew it into a pool. Téa spots [[Bakura RyouTetsu Ushio|A bully]] offered to protect Yugi from their school Joey and wonders what Tristan, but after beating them up he attempted to extort a "bodyguard fee" from Yugi. He offered Yugi a chance to punch them, but Yugi refused, leading to his own beating. (In the dub, there is doing thereno fee, but the bully still beat Yugi up after he attempted to protect Joey and Tristan. The bully ended up expelled.) As thanks, Joey went back to the pool and retrieved the Puzzle piece he threw away, allowing Yugi to finish the Puzzle. Mai kicks [[Rex Raptor]] out of Later on, Joey told Yugi about his room when she beats new treasure - friendship. Yugi laments that Joey and the gang cannot come with him to Duelist Kingdom, but Joey tells him that their hearts will always be with him. (In the dub, Joey instead is determined to find a way to come with him in , and gives a Duelknowing grin.)

At Domino Pier, [[Weevil UnderwoodKemo]] tricks Yugi into letting him see his addresses the duelists chosen to participate in the tournament, who have been chosen through careful observation of their past Duels. Duelists attempting to board the boat must present their [[ExodiaStar Chips]] cardsto be granted entry; as a result, when Joey attempts to board without Star Chips, he is grabbed by two goons and escorted out. Weevil throws Yugi stops them and gives Joey one of his Star Chips, thus granting him entry into both the cards overboard boat and Joey jumps in the water after themtournament. Yugi jumps in to help (In the dub, Joey when he struggles was instead trying to keep swimming sneak on board through the lower hatches.) Meanwhile, Tristan and [[Téa throws a rope ladder for them bothGardner|Téa]] are able to sneak on board undetected by hiding behind some crates.

On board the boat, [[Mai Valentine]] notices Yugi and Joey standing by the ship's rail. Joey is attracted to her, but Mai ignores him and instead addresses Yugi, saying how it is impressive that a little boy defeated [[Seto Kaiba|Kaiba]]. She tells Yugi that no matter who her opponent is, she never shows any mercy. (In the dub, she instead tells Yugi to cut Joey loose, due to his lack of both fashion sense and dueling skill.) Téa comments on how they came because they were worried about Yugi and Joey, not to watch them flirt. (In the dub, she instead comments on Mai's arrogance.) Later, Joey is upset at his sleeping accommodations, saying that a luxury ship should have nicer rooms. [[Weevil Underwood]] and [[Rex Raptor]] come in and explain that only duelists who placed high in the last tournament get private rooms. Weevil says that winning the [[Japanese National Duel Monsters Championship|last tournament]] did not feel like much of an accomplishment to him, and that he cannot call himself a champion until he defeats Yugi and Kaiba. Weevil tells Yugi a secret: there will be new special rules for the tournament that will require even more strategy than before. Rex says that he wasnis not worried, as dueling is either "crush or be crushed". Weevil comments on the public room allowing for trading of cards and for duelists to figure out others't strategies. Joey starts trying to trade, to which Weevil says that anyone still trading cards on the way to the tournament has to be pretty desperate.  Téa and Tristan are still hiding behind a crate. Téa says that she needs to relieve herself, but Tristan does not want them to be spotted and says that Téa should relieve herself over the side of the ship, to which Téa responds that she is not a boy. (In the dub, Téa is instead freezing, and Tristan offers solace by saying that in another few hours, the sun will rise.) Suddenly, they see [[Bakura Ryou|Bakura]] walk out onto the deck and wonder why he is there. Meanwhile, Mai is upset at having to stay in a room without a shower. Rex offers Mai to come see his room, clearly attracted to her. Inside the room, Mai says she loves strong men, and challenges Rex to a duel. If Rex wins, Mai will do anything he wants. (In the dub, Mai will give him a kiss.) Elsewhere on the boat, Joey shows Yugi the results of his trading. He traded for "[[Salamandra (anime)|Salamandra]]", "[[Kunai with Chain (anime)|Kunai with Chain]]", "[[Baby Dragon (anime)|Baby Dragon]]", and "[[Shield & Sword (anime)|Shield & Sword]]". Joey proclaims he is ready to win every duel he plays, to which Yugi responds it will not be that easy and gives him "[[Time Wizard (anime)|Time Wizard]]" to add to his Deck.  Back in Rex's room, Mai claims that from a shuffled deck, she will be able to find correctly guess which card is on top. To Rex's amazement, she successfully guesses the card four times in a row, claiming her "card skills" let her always know which cards she has and can pick the right one at any time. Despite this, Rex is still eager to duel Mai, with Mai adding the condition that should Rex lose, Mai gets the room all to herself. Mai wins the duel and kicks Rex out of the room rather forcefully, commenting on how easy the duel was. Back on the deck, Weevil appears and asks Yugi if he traded for any good cards, to which Yugi says no, he will duel using the cards he brought. Weevil asks to see the legendary "[[Exodia]]" cards that Yugi used to defeat Kaiba. Weevil says that he had not been able to come up with a strategy to defeat them, until now, and throws all five cards overboard. He says that with them gone, no one can beat him. To Yugi's surprise, Joey jumps overboard in an attempt to get the cardsback. He talks Joey says that this is one thing he can do to help someone he cares about , flashing back to the video Serenity sent him. Joey manages to get two of the cards before being hit by a big wave, which prompts Yugi to jump into the water after him. Just as Yugi gets to him, Joey falls unconscious, and Yugi has to grab him, but they are saved by a rope ladder thrown down by Téa and Tristan.  Yugi thanks Téa and Tristan for saving them, wondering why they snuck on board, to which Téa responds they were worried. Joey apologizes to Yugi for not being able to get more than two of the cards. Joey laments that he always fails to help others, and recounts how he was not even able to help Serenity who , revealing that she was born with bad eyesight and is going about to go blind - unless she gets an expensive surgery that Joey cannot pay for. Joey says that winning at the Kingdom and getting the tournament prize money would pay is the only way Joey can help her. As the sun rises, the island comes into view of Yugi, Joey, Téa and Tristan, who are standing together at the helm. Yugi says that he and Joey will both do their best for an operation their respective causes. [[Yami Yugi]] resolves to fix her eyesightdefeat Weevil first (this is removed in the dub).