Yu - Gi - Oh ! - Episode 098 " A Virtual Nightmare " , known as " The Unknown Challenger - The Giant Mobile Fortress Surfaces ! " in the Japanese version , is the ninety - eighth episode of the " Yu - Gi - Oh ! " second series anime . It is the season 3 premiere , as well as the beginning of the Virtual World arc . It first aired in Japan on March 12 , 2002 and in the United Sates on November 1 , 2003 . Summary . The KaibaCorp blimp is en route to KaibaCorp Island ( Alcatraz in the Japanese Version ) when the autopilot is hacked and it suddenly changes course . A mysterious boy calling himself Noah communicates through a video message , claiming to be in control and appearing to know a lot about Kaiba despite Kaiba never having met him . The blimp docks in a fortress emerging from the ocean and is locked down by magnetic anchors . Noah forces the gang ( Kaiba , Mokuba , Yugi , Joey , Téa , Tristan , Duke and Serenity ) into the fortress . There they encounter some old foes — KaibaCorp ' s former Board of Directors , The Big Five , who inform them that after they were defeated in Duel Monsters by Kaiba and Yugi , their bodies had been destroyed and their minds trapped in cyberspace ( at the end of the Legendary Heroes mini - arc ) . Noah had later hacked into KaibaCorp ' s mainframe and uploaded The Big Five ' s minds into his own Virtual World so they could team up and take revenge on Kaiba . The Big Five propose a challenge to Yugi , Kaiba and the rest of the group : a Duel Monsters tournament within the virtual world . If any of the gang loses a Duel to one of The Big Five , the winner will gain control of their body and escape to the real world while the loser ' s mind will be trapped in the virtual world . For the tournament , The Big Five introduce a new set of rules where each duelist has a Deck Master . The group are briefly sent to a preview of the virtual world so they can watch a virtual Duel between a virtual duplicate of Kaiba and " Total Defense Shogun " using the Deck Master system . The Big Five explain the rule of an automatic loss if a Duelist ' s Deck Master is destroyed . To put the odds further in their favor , The Big Five declare that they will be Dueling everyone currently present before them ; this includes non - Duelists like Tristan , Téa , and Serenity . Featured Duel : Simulated Seto Kaiba vs . Total Defense Shogun . Deck Masters . Simulated Seto Kaiba : " Blue - Eyes White Dragon " Total Defense Shogun : Itself Turn 1 : Simulated Kaiba Simulated Kaiba Normal Summon s " Lord of Dragons " ( 1200 / 1100 ) in Attack Position . He then activate s " The Flute of Summoning Dragon " to Special Summon two " Blue - Eyes White Dragon s " from his hand ( 3000 / 2500 for both ) in Attack Position . Next Simulated Kaiba moves his Deck Master , " Blue - Eyes White Dragon " to the field ( 3000 / 2500 ) in Attack Position . Simulated Kaiba then activates " Polymerization " to fuse his three " Blue - Eyes White Dragons " together and Fusion Summon " Blue - Eyes Ultimate Dragon " ( 4500 / 3800 ) in Attack Position . The latter monster now becomes Simulated Kaiba ' s new Deck Master . Due to the Deck Master ability of Simulated Kaiba ' s Deck Master , it can attack in the turn it is summoned . " Blue - Eyes Ultimate Dragon " attacks directly , but " Total Defense Shogun " activates its own Deck Master ability , pay ing 1000 Life Points ( Total Defense Shogun 4000 → 3000 ) to negate the attack and destroy " Blue - Eyes Ultimate Dragon " . Since his Deck Master was destroyed , Simulated Kaiba automatically loses the Duel . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .