When Seto Kaiba forces Yugi Moto's grandfather to duel him, crushing him and taking his most valued card, the Blue-Eyes White Dragon, as a prize, Yugi Moto and his friends Joey Wheeler, Tea Gardner and Tristan Taylor step in and a duel between Yugi and Kaiba begins. But while Kaiba's monsters prove too powerful for Yugi's deck, smashing through his defences, there may still be hope for Yugi if he can put his trust in the Heart of the Cards and claim victory from the jaws of defeat.

After watching Yugi's skill in his duel against Seto Kaiba, Joey becomes determined that he will also make it as a duellist and asks Yugi's grandpa to train him. As the rigorous training regime begins to pay off, Joey learns a lot about strategy when he sees how Weevil Underwood crushed his opponent Rex Raptor's more powerful monsters with the help of a few Magic and Trap cards. However the real tactics begin when Yugi is forced into a timed duel against the mysterious Maximillion Pegasus who seems able to predict his every move before he has even made it.

With his grandfather's soul taken by Maximillion Pegasus, Yugi has little choice but accept his offer to take part in the Duelist Kingdom tournament. Determined not to let his friend go it alone, Joey offers to come too, hoping that he may be able to win the tournament himself in order to raise the money for his sister Serenity's eye operation. As the two set off for Duelist Kingdom they do not realise that Tea and Tristan have also stowed away on board, not wanting to miss out on the fun. However things turn sour when Weevil Underwood, the Regional Champion, uses dirty tactics to prevent Yugi from ever summoning Exodia again.

As the Duelist Kingdom tournament begins, Maximillion Pegasus explains that only those who can win a total of ten Star Chips will be qualified to enter the finals. Determined to take his revenge on Weevil for throwing his Exodia cards overboard, Yugi is lured into the forest where a duelling arena appears. Once the duel begins, Weevil quickly begins to exploit the advantages of Pegasus's new rules system in an attempt to gain an early lead, but Yugi is no novice and won't be as easy to defeat as Weevil hopes.

Yugi's first Duelist Kingdom duel continues, but despite turning the tables on Weevil things are far from over. Attempting to foil Weevil's plans, Yugi finds himself worse off than ever as his opponent summons the seemingly impenetrable Cocoon of Evolution. Is nothing in Yugi's deck strong enough to defeat this creature before the Ultimate Great Moth is summoned to the field?

Joey's search for a dueling opponent lead's him to accept a challenge from veteran duelist, Mai Valentine. But when Mai begins to demonstrate an unnerving psychic-like ability, Joey becomes totally flustered, leaving him no choice but to figure out Mai's secret strategy before falling victim to it!

Mako Tsunami, the master of the Sea Deck, lures Yugi into a duel on his own Sea playing field where all his monsters gain a field advantage. Can Yugi adapt to these new settings to turn the tide of battle?.

If Yugi is eliminated from the tournament, Kaiba Corporation's crooked Board of Directors will transfer control of the company from Kaiba to Pegasus. Kaiba's younger brother, Mokuba, challenges Yugi to a duel not only to protect his brother's company but to regain their honor. Is Pegasus successfully manipulating possible allies against each other?.

Yugi is challenged to a duel by ghostly figure claiming to be the spirit of Seto Kaiba. But with his best cards resting at the bottom of the ocean, Yugi must discover a new strategy as he once again faces the legendary Blue Eyes White Dragon.

Yugi manages to defeat the first Blue Eyes White Dragon, but there are two more waiting in the wings. As the duel rages on the real Seto Kaiba races to save Yugi from defeat at the hands of his own deck.

Baited by Mai, Joey accepts a challenge to duel Rex Raptor without any aid from his friend's. But as Rex destroys Joey's best monsters, will the card given to him by Tristan remind him that with his friends he is never alone in battle.

Joey duels valiantly, but Rex has unleashed his secret weapon: the Red Eyes Black Dragon. Joey must figure out the secret of the Time Wizard card given to him by Yugi, or face defeat and the end of his hopes of helping his sister, Serenity.

Yugi's classmate Bakura, possessed by his Millennium Ring's dark powers, traps Yugi and his friends in a Shadow Game where they become the cards themselves. Not only must Yugi battle to avoid becoming a permanent part of the card game, but also free Bakura's soul from the Millennium Ring's control.

Mai has fallen victim to Panik, a duelist hired as an eliminator by Pegasus, and lost all her star chips. Yugi vows to defeat him and win them back. Panik, confident that Yugi will fall before his fear inducing deck accepts.

Yugi may have found a way to defeat Panik, but has he lost the plot by telling his opponent how he intends to defeat him?. As the Eliminator continues to build his army in the cover of darkness, Yugi must pull out all the stops if he hopes to win the duel.

Pegasus has a meeting with the KaibaCorp executives to plan their takeover, and to discuss Mokuba. Meanwhile, Kaiba himself returns to Duelist Kingdom looking for Mokuba. He lands at Yugi's campsite in the middle of the night, which results in a fight between him and Joey. Kaiba then challenges Joey to a duel using his new duel disk technology so he can test it for his duel against Pegasus.

Joey is haunted by nightmares of Kaiba and his Blue Eyes White Dragon , but the nightmares soon become real as he is kidnapped by Bandit Keith's gang and taken to a sinister secret cave with a graveyard playing field. As Yugi and his friends search for him, Joey is forced into a duel with Bonz, unaware of what Bandit Keith has in store for him.

Joey falters under the onslaught of the seemingly unstoppable zombie monsters unleashed by Bonz, and, in an act of desperation, summons Time Wizard. But has his luck finally run out ?.

Trapped in the labyrinth cave, Yugi and his friends find an alternate exit, but the door is guarded by Pegasus's Paradox Brothers. YugiI and Joey join forces in a team battle against the pair, but the stakes are high, as all their star chips and entrance to Pegasus's castle is on the line.

Yugi and Joey pool their strengths and manage to fend off their opponents' monsters, but things are about to change as the Paradox Brother's summon the almighty Gate Guardian, a monster in the class of Exodia. Is Joey helping Yugi in this duel, or will his lack of experience seal their fate.

Yugi and Joey each unleash their strongest monster, the Summoned Skull and the Red Eyes Black Dragon, but their strength pales in comparison to the tremendous power of the Gate Guardian. Nevertheless, Yugi and Joey battle on, knowing that even if they defeat the brothers they must still solve the riddle of the doors or remain underground forever.

Using the magic of the Millennium Eye, Pegasus traps Mokuba's soul inside a card right before Kaiba's eyes. In order to earn the right to challenge Pegasus, Kaiba must first beat Yugi and take his star chips. The rematch between Yugi and Kaiba is about to begin.

Kaiba summons the Blue Eyes Ultimate Dragon, the strongest monster in his deck - a fusion of three Blue Eyes White Dragon's. Yugi has lost all his powerful Duel Monsters, but fight's on despite the realisation that, rather than toying with him as he did in their first duel, Kaiba is now desperate for a victory and will stop at nothing to win.

Yugi begins spinning a strategy to put the Blue Eyes Ultimate Dragon to rest, but he must decide whether to claim victory or spare Kaiba's life. Yugi's heart is split in two, but will the spirit of the puzzle choose compassion, or victory at any cost ?.

After losing his duel to Kaiba, Yugi only has five star chips left and refuses to duel again, afraid he may not be able to control the spirit of the puzzle. Mai finally arrives at the castle, with the eight star chips she promised Yugi. However, Yugi will not take them. Tea has other idea's and challenges Mai in Yugi's place.

With ten star chips each, Yugi, Joey, Mai and the others head back to Pegasus's castle ready for their chance to duel him. Inside the castle they find Bandit Keith who is also waiting for his duel with Pegasus. He tells them that they'll have to wait for the current duel to end first, a duel between Kaiba and Pegasus. Can Kaiba defeat an opponent who knows his moves even before he does?.

As Kaiba continues his duel with Pegasus, Yugi tells the others about the power of Pegasus's Millennium Eye. Joey seems to think that if the Millennium Eye really had such powers there would be no way for Kaiba to win. Yugi disagrees with this, reminding Joey that Kaiba is the champion of the game - but champion or not is Joey right and will this spell the end for Seto Kaiba ?.

Night falls on Duelist Kingdom and as Yugi and Mai prepare for the following day, Tristan leads an exploration party to uncover Pegasus's secrets. Meanwhile, Joey drifts into pleasant dream's, unaware of Bandit Keith's plan to eliminate him from the contest.

The duelist Kingdom playoffs begin, starting with the duel between Yugi and Mai. As Yugi's friends watch him from the balcony, Yugi and Mai begin to duel, but Yugi is not willing to accept the help of the spirit of the puzzle anymore, afraid of what it might do to Mai. With Yugi only half concentrating on the duel can he possibly hope to win ?.

As the first playoff duel rages, Yugi seems helpless against the power of Mai's Harpy Combo Team. Yugi still won't accept help from the spirit of the puzzle either. But, after some reassurance from his friends, Yugi decides to trust the spirit of the puzzle and together they must think of a plan to defeat Mai.

Joey frantically searches for the card that permits him to enter the final battle, not realizing Bandit Keith had stolen it from him the night before. Just as he is about to give in to despair, Joey receives help from a new, and unexpected, friend.

Bandit Keith's Machine deck forces Joey to take the defensive, but, Joey turns the tables on Keith by using his own strategy and his Red Eyes Black Dragon against him. Is victory assured, or does the cheating Bandit Keith literally have one last card up his sleeve.

With his pride in his strength as a duelist on the line, Joey challenges Yugi for the right to face Pegasus. In this battle between friends, a fierce match ensues between the two people who know each other's strategies and cards better than anyone.

Yugi is shocked as Joey uses the Time Wizard card he gave him as a sign of their friendship against him. However, as the two battle each other and one comes out the victor, they find confirmation of the strength of their friendship that surpasses any duel.

Yugi prepares for the ultimate battle against Pegasus with the souls of his Grandfather, Kaiba, and Mokuba on the line. Meanwhile, Tristan and Bakura infiltrate the castle to find the Kaiba brothers, but at this crucial moment, is Bakura once again under the control of the evil spirit of the Millennium ring.

Pegasus punishes Yugi using the same Toon Deck and mind-reading abilities he used on Kaiba. As Pegasus turns Yugi's monsters against him, Yugi loses the will to battle. Will Yugi's fate be sealed, along with his soul, in a card forever.

Yugi has found a way to counter Pegasus's mind-reading ability. by switching back and forth between himself and the spirit of the puzzle he is able to destroy Pegasus's Toon World. But, far from being over the next level of the deadly Shadow Game has only just begun.

Yugi crumples in exhaustion under the crippling power of the Shadow Game. His friends yell desperate encouragement, but their voices cannot penetrate the sphere of darkness. Yugi's chance's of victory are ebbing away, as is his life.

Little Yugi collapses, leaving only the spirit of the puzzle to duel against Pegasus. Pegasus tries to read the spirit's mind, but Tea, Joey and Tristan use their friendship ritual to block him out. Can the mysterious spirit of the puzzle defeat Pegasus alone as the shadow game draw's to a close.

The Pegasus saga comes to an end, but a new journey is about to begin. Yugi meets a mysterious Egyptian named Shadi who enters Yugi's mind with the Millennium Key. What are these Millennium Items, and do they hold the answer to the mystery behind the Shadow Games.