After Yuya's victory over Kachidoki, Yuzu tells him his father is heading to the harbor, and they run off to find him. They reach the harbor to find a cruise ship has departed, and the four look for their own boat to follow.
Aboard the ship, Yusho and Asuka are confronted by Dennis. Dennis again challenges Yusho, but Kaito arrives and challenges him instead. Dennis recognizes Kaito as another student of Yusho and a friend of Kurosaki, and accepts, telling Kaito it will be an Entertainment Duel in front of the cruise ship's passengers. Dennis takes the first turn and sets "Entermage Candy Craftsman" and "Entermage Bubble Gardna" in his Pendulum Zones, and Pendulum Summons "Entermage Flame Eater" and "Entermage Hat Tricker," and overlays them to Xyz Summon "Entermage Trapeze Magician." Dennis ends his turn. Kaito draws and activates the effect of "Cipher Twin Raptor," Special Summoning it since Dennis controls a monster summoned from the Extra Deck. He then Normal Summons "Cipher Wing" and Tributes it to double Twin Raptor's level. Twin Raptor's effect lets Kaito treat it as two Xyz Materials, so using Raptor as the sole monster, he Xyz Summons "Galaxy-Eyes Cipher Dragon."
Kaito uses Galaxy-Eyes' effect to take control of Trapeze Magician for the turn by detaching an Xyz Material, and treat its name and ATK as Galaxy-Eyes'. Kaito attacks directly, but Dennis activates the effect of "Entermage String Figure" in his hand, Special Summoning it since his opponent has declared a direct attack and redirecting the attack to it. String Figure cannot be destroyed in battle and Dennis takes no battle damage from battles with it. Dennis also activates the effect of Candy Craftsman to gain 1000 Life Points since all of his monsters have lower ATK than all of Kaito's monsters. Kaito sets a card and ends his turn, and Trapeze Magician returns to Dennis. Dennis draws and summons "Entermage Damage Juggler" and activates the effect of String Figure to perform a Fusion Summon using it. Dennis fuses String Figure and Damage Juggler to Fusion Summon "Entermage Trapeze Force Witch."
Dennis uses the effect of Trapeze Magician to detach its Xyz Materials and let both his monsters attack twice this turn. Kaito activates "Cipher Deterrant," preventing a Cipher monster he controls from being destroyed in battle this turn, and during the End Phase its ATK will be doubled. Dennis' monsters both attack Cipher Dragon twice each, and the effect of Trapeze Force Witch activates each time, decreasing the ATK of a monster battling an "Entermage" monster by 600 before damage calculation. Galaxy-Eyes falls to 600 ATK, while Kaito hangs on at 200 Life Points. Dennis ends his, and Cipher Dragon rises to 1200 ATK.
Kaito draws Sayaka's "Little Fairy" and summons it, sensing the will of his comrades. Kaito activates Little Fairy's effect, discarding a card to boost its level by 1, to 4. The discarded card is "Cipher Stranger," which when discarded lets Kaito add a Rank-up card from his deck to his hand. He adds and activates "Rank-up Magic Cipher Ascension" to Rank-up Galaxy-Eyes Cipher Dragon to the Rank 9 "Neo Galaxy-Eyes Cipher Dragon." Kaito activates its effect, detaching all of its overlay units to take control of all of Dennis' monsters and treat them as Neo Galaxy-Eyes, but they cannot attack. Dennis says the effect of Bubble Gardna will let him halve the damage he takes, but Kaito activates "Cipher Interfere," doubling the ATK of a battling Cipher monster he controls as long as he controls two Cipher monsters with the same name. Neo Galaxy-Eyes Cipher Dragon attacks with an ATK of 10,000. Dennis is defeated.
Yusho leads the crowd in applause, and tells Dennis he should respect his audience. Dennis feels a loser like him doesn't deserve applause, but Yusho points out the duel made everyone happy, a victory. Yusho tells Dennis to come with him, but Dennis refuses, feeling he has betrayed the Lancers. Dennis steps back to the edge of the ship and tells the group where Rin and Ruri are being held, and tells Kaito to tell Yuya he truly enjoyed his time with the Lancers. Dennis then leaps off the ship and cards himself, his card falling to Yusho's hand.
Back at the docks, Serena appears before Yuya and his friends and tells them she has found a ship, but something is wrong about her expression.
This episode contains the following tropes:
- Alas, Poor Villain: Poor Dennis.... After being beaten again by a Resistance Duelist (Kaito), he finally decides to reveal Ruri and Rin's whereabouts to Yusho's group before sealing himself in a card, knowing full that they can succeed and the Professor would have his forces kill him for it.
- Bring It: Kaito's reaction to Dennis' repeated attacks.
- Distaff Counterpart: Trapeze Force Witch to Trapeze Magician. Dennis explicitly refers to them as partners, and when together their effects compliment each other perfectly, letting Dennis almost deal a One Turn Kill to Kaito.
- Driven to Suicide: Dennis, who cards himself after his loss. Downplayed, since carded people have a chance at coming back.
- Forced into Evil: Dennis shows rather strong signs of this. It's obvious that he truly wants to be an entertainer but he could never betray the Academia.
- Foreshadowing: There's something fishy about Serena's newfound smile....
- HeelFace Door-Slam: Dennis would've sided himself with Yusho's group... if it weren't for his past crimes.
- I've Come Too Far: Why Dennis decides against pulling a HeelFace Turn. Having already betrayed the Lancers he feels he can't go back to them.
- Meaningful Name: Neo Galaxy-Eyes Cipher Dragon
- Rescue Arc: This episode marks the beginning of the Lancers and You Show Duelists' quest to save the bracelet girls (barring Yuzu, who is already under the Lancers' protection for the moment), even if it means Dueling them to get rid of Academia's mind-corrupting influence.
- Slow Clap: Yusho starts one after Dennis is beaten.
- Tragic Villain: Dennis' final favor to Kaito is quite obvious.Dennis: If you run into Yuya, I want you to tell him this: The days Ive spent with the Lancers, were truly fun days.