Yugi is down to 300 Life Points while Mai still has all of hers. Realizing Yugi isn't at his best, Mai explains that the reason why she cheated in her duels was because she was afraid of losing and of trusting herself. She also says a duelist can learn more from a defeat than from a victory, and pointedly asks Yugi if he's faced his fears—he promised her an honorable duel, after all, and before he can beat Pegasus he has to beat her first.
Yugi finally lets Yami duel without holding him back, and the tables begin to turn. Yugi controls Mai's Harpie's Pet Dragon, tributes it with Catapult Turtle to destroy Mirror Wall, and summons the Mystical Elf to protect his Life Points—Shadow of Eyes only seduces male monsters. But Mai makes a comeback with the Harpie Lady Sisters and uses Monster Reborn to bring back her dragon. Yugi uses Swords of Revealing Light to stall her out as he works to gain the one card that can defeat her—the ritual to summon Black Luster Soldier. On his very last turn, he draws the right card. Black Luster Soldier destroys Harpie's Pet Dragon, and Mai surrenders, not wanting to see her Harpies destroyed as well. She thanks Yugi for the match, and he thanks her as well.
This episode contains examples of:
- Brandishment Bluff: Down to Catapult Turtle and one face-down card, Yami basically tricks Mai into thinking that his face-down card is a Trap card when it's actually Monster Recovery, allowing him to draw a new hand and prepare a defence until he can properly strike back.
- Down to the Last Play: Yugi was down to his very last turn to summon the Black Luster Soldier, and it's only through the support of all of his friends that he pulls it off.
- Dub-Induced Plot Hole: As before, the dub-only subplot of Yugi attempting to hold Yami back in this duel, despite Yami being the one dueling. It doesn't help matters that one of the first shots in the English dub has a clip of Yami calling out to offer help to Yugi playing OVER a scene of a frowning Yami.
- Foreshadowing: Dub-Induced Plot Hole or not, Yami Yugi does vow to never again defy Yugi's wishes which comes into play BIG TIME in Season 4.
- Heroic Second Wind: Despite being down to 300 life points and losing his best monsters (Dark Magician, Summoned Skull and Gaia the Fierce Knight) while Mai has suffered no damage, Yugi is able to rally his efforts in time to bring Mai down to 750 life points without taking any further damage. With her strongest card defeated, Mai surrenders rather than continue the fight.
- Informed Attribute: After Yami Yugi hits Mai's Harpie's Pet Dragon with Brain Control, Mai claims that the Dragon will never turn on Harpy Lady. This, after Harpie's Pet Dragon turned and roared at a scared Harpy Lady.
- Know When to Fold 'Em: Mai chooses to surrender the duel to Yugi instead of watching him destroy all her Harpies, since there is no way she can revive Harpie's Pet Dragon again and there are no other cards in her deck that can stand up to the Black Luster Soldier he's summoned.
- Rousing Speech: Mai ironically helps Yugi get over his current issues by encouraging him to duel at his best.
- Stop Hitting Yourself: Yugi does the Duel Monsters version of this to Mai, taking control of Harpie's Pet Dragon and using it and Catapult Turtle to destroy Mai's current defences. As a result, he simultaneously eliminates her best defence against him and destroys her strongest active card while taking a big chunk out of her life points in one move, all without taking any further damage himself.
