Yu - Gi - Oh ! - Episode 121 " Burying the Past - Part 2 , " entitled " Escape ! ! " in the Japanese version , is the 121st episode of the Yu - Gi - Oh ! television series . It first aired in Japan on August 27 , 2002 and in the United States on April 17 , 2004 . Summary . Noah directs everyone to the real exits in the virtual Domino City arcade . With the virtual world about to be destroyed , Gozaburo turns into a red monster and tries to escape in Kaiba ' s body . However , Kaiba persuades him to continue Dueling , promising his body if Gozaburo wins . Joey , Duke , Tristan , Téa , and Serenity escape to the real world . Tristan wakes up in his real body . At Noah ' s request , Yugi stays behind to find Kaiba . Noah gives him a shortcut to Kaiba and Gozaburo ' s Duel . Kaiba wins the Duel , but Gozaburo tries to take his body anyway in his red monster form . Yugi helps Kaiba escape the building and Noah gives them a new exit . As Kaiba and Yugi wake up in their pods in the real world , Noah , in Mokuba ' s body , climbs back inside a pod and reenters the virtual world . Noah gives Mokuba ' s body back and the two say goodbye as Noah sends Mokuba back to the real world . Kaiba wakes Mokuba and they , with Yugi , rush to board the blimp . In the virtual world , Gozaburo plans to upload his mind to another network , but Noah traps him as the place destructs . All of the gang escape the fortress in the blimp , although Yugi , Kaiba , and Mokuba barely make it . Noah and Gozaburo are destroyed with the virtual world when the missile hits the fortress ; however , Gozaburo makes one last bid to escape in the form of a large flame . He fails to consume the blimp when Kaiba transforms the blimp into a jet so it can escape and disappears with the explosion . Watching the explosion from above , the gang say their farewells to Noah . Kaiba expresses his wish to put the past behind him and continue to KaibaCorp Island to let the Battle City finals commence . Featured Duel : Seto Kaiba vs . Gozaburo Kaiba - Part 2 . " Duel continues from previous episode . " Turn 5 : Gozaburo Gozaburo draws . " Exodia Necross " attacks " Vorse Raider " , but Seto activates his face - down " Negate Attack " to negate the attack and end Gozaburo ' s Battle Phase . Turn 6 : Kaiba Kaiba draws . He then activates " Shrink " to halve the ATK of " Exodia Necross " ( " Exodia Necross " : 2800 → 1400 / 0 ) . Kaiba then Tributes " Vorse Raider " in order to Tribute Summon " Luster Dragon # 2 " ( 2400 / 1400 ) in Attack Position . " Luster Dragon # 2 " attacks " Exodia Necross " . Due to the latter ' s effect , it is not destroyed ( Gozaburo 1900 → 900 ) . The fifth effect of " Exodia Necross " activates at the end of the Damage Step ( " Exodia Necross " : 1400 → 2400 / 0 ) . On Kaiba ' s End Phase , the effect of " Shrink " expires ( " Exodia Necross " : 2400 → 3800 / 0 ) . Turn 7 : Gozaburo Gozaburo draws . " Exodia Necross " attacks & destroys " Luster Dragon # 2 " ( Seto 4000 → 2600 ) . The fifth effect of " Exodia Necross " activates ( " Exodia Necross " : 3800 → 4800 / 0 ) . Turn 8 : Kaiba Kaiba draws " Pot of Greed " and subsequently activates it , drawing two cards . He then sets a monster ( " Ancient Lamp " ) and sets a card . Turn 9 : Gozaburo Gozaburo draws . " Exodia Necross " attacks and destroys Seto ' s set monster , " Ancient Lamp " ( 900 / 1400 ) . The fifth effect of " Exodia Necross " activates ( " Exodia Necross " : 4800 → 5800 / 0 ) . Turn 10 : Kaiba Kaiba draws " Blue - Eyes White Dragon " . He then activates " Monster Reborn " to revive " Ancient Lamp " ( 900 / 1400 ) in Attack Position . Kaiba then activates the effect of " Ancient Lamp " to Special Summon " La Jinn the Mystical Genie of the Lamp " ( 1800 / 1000 ) from his hand in Attack Position . Kaiba then activates his face - down " Soul Demolition " . Now both players , during their respective turns , can pay 500 Life Points to remove from play one monster from their opponent ' s Graveyard , but they can only activate the effect if they have a Fiend - type monster on their side of the field . Seto pays 2500 Life Points ( Seto 2600 → 2100 → 1600 → 1100 → 600 → 100 ) in order activate the effect of " Soul Demolition " five times and remove all five Exodia pieces in Gozaburo ' s Graveyard from play , thereby negating all of the effects of " Exodia Necross " ( " Exodia Necross " : 5800 → 1800 / 0 ) . Kaiba then Tributes " Ancient Lamp " and " La Jinn the Mystical Genie of the Lamp " in order to Tribute Summon " Blue - Eyes White Dragon " ( 3000 / 2500 ) in Attack Position . " Blue - Eyes White Dragon " attacks and destroys Gozaburo ' s " Exodia Necross " ( Gozaburo 900 → 0 ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .