Battle City Battle City is a Duel Monsters tournament hosted by the series tritagonist Seto Kaiba at the request of Ishizu Ishtar , whose goal it was to gather the three Egyptian God cards together in the the " Yu - Gi - Oh ! " anime and manga . Story setting . When Kaiba learns of the Egyptian God Cards , a set of Duel Monsters cards that were purported to be based on three Egyptian Gods ( and thus powerful enough to have never been put into circulation ) , Kaiba , at the request of Ishizu Ishtar , holds an elite tournament with the intention of winning and acquiring all three cards while defeating Yugi Muto in the process . The tournament would be held in the streets of Domino City , using a portable Duel Disk holographic projection system of his own design . For his efforts , Seto Kaiba is given one of the Egyptian God Cards , " Obelisk the Tormentor " . Battle City Rules . To acquire the remaining God Cards , Kaiba created the ante rule in the tournament , a rule that the winner of a Duel could take the rarest card from the loser ' s Deck ( any card of the winner ' s choice in the Japanese version ) , although they were not required to ( as in Yugi ' s Duel with Bakura ) . Tournament participants each received one Locator Card ; in addition to the ante rule , the winner of a Duel was entitled to take one Locator Card from their opponent , with the Duelist being eliminated if they had no Locator Cards left . However , in some Duels , Duelists wagered multiple ante cards or Locator Cards . It was not clarified what would happen in the case of a draw . The first 8 Duelists to obtain 6 Locator Cards moved on to the finals . Duel Disk s had cheating - prevention mechanisms , although this didn ' t prevent Espa Roba from having his siblings read Joey Wheeler ' s cards , Weevil from slipping a copy of " Parasite Paracide " into Joey ' s Deck , a Rare Hunter from using counterfeit cards ( marked cards in the dub ) , and Arkana from trimming his cards down to size to draw those cards more often . The Duel Disk s also allowed Kaiba to monitor every Duel by communicating with a satellite , in order to track the progress of all the Duelists . Unlike the real - life " Yu - Gi - Oh ! Trading Card Game " , Duelists start a Duel with 4000 Life Points rather than 8000 ( 2000 in the Duelist Kingdom tournament ) . Other differences include being able to Summon monster s in face - up Defense Position ( rather than Set ting them ) and Fusion Monster s not being able to attack during the turn they are Summon ed . From this point onward , almost all Duels in the series follow these rules , except for the restriction on Fusion Monsters attacking . Marik and the Rare Hunters . Meanwhile , Yugi and the nameless Pharaoh learn from Ishizu Ishtar about the Egyptian God Cards and how it may have a connection with the nameless Pharaoh ' s past . Ishizu warns Yami Yugi of the organization known as Rare Hunters , whose leader is Ishizu ' s brother Marik . He seeks Yugi ' s Millennium Puzzle and the 3 Egyptian God Cards to drain the nameless Pharaoh of his own powers . Ishizu convinces Yugi that in order to find out more about the nameless Pharaoh ' s past he must enter and win the Battle City tournament . Helping him along is Joey Wheeler , who seeks to become a True Duelist ( help Yugi against the Rare Hunters in the dub ) . Ishizu would later reveal as an Ishtar , a family entrusted to guard the secrets of the nameless Pharaoh ' s power , her family were effectively locked away from the outside world , and Marik saw it as a lost cause . When Marik was punished for wandering into the outside world , the dark part of Marik was born and only Odion ( Rishid in the Japanese versions ) their adoptive older brother and trusted servant could hold Marik in check . Although Yugi would enter the Battle City tournament without a problem , Joey , because Seto Kaiba only thought of him in a derogatory manner , was barred from entering the tournament . However , seeing that Joey would ante his " Red - Eyes Black Dragon " , the shop owner , a Rare Hunter , successfully enters Joey into the tournament with the intention of getting his rare card off his hands . Joey , unfamiliar with Seto Kaiba ' s " advanced rules " , had his card taken away from him even before the tournament began and Joey began the tournament by Dueling Seeker , a Rare Hunter for it . Although Yugi wins ( as well as exposing the Rare Hunter ' s use of forgeries in the meantime ) , Joey declines to take his card back saying that he would have to earn it in the spirit of a True Duelist . ( In the dub , Joey declines the card as a way to show that Joey would always be supporting Yugi - the True Duelist subplot was eliminated altogether . ) Instead , Joey stakes his " Time Wizard " in the tournament - the only other card in his possession that is considered to be rare . Also cheering Joey on is his sister , Serenity Wheeler who had managed to get her eye operation just in time due to the prize money from Duelist Kingdom that Yugi gave to Joey . Although the operation was successful , Serenity vowed not to remove her bandages until she saw her brother Duel . Battle City Duels . Battle City begins . After Yugi defeats Seeker , he Duels with Pandora ( Arkana ) . In the second series anime , Arkana was " the greatest illusionist and magician since Harry Houdini himself " , but his career and " movie star good looks " were lost because of a terrible accident during a simple escape routine . Arkana dismissed his love , Catherine , not being able to let her see him ruined , regretting it all the rest of his life ; Marik falsely promised him the return of Catherine if Arkana became a Rare Hunter and defeat Yugi . In the manga , he tried to commit suicide twice ; once when his mother died and another time when he lost his love . Arkana plays a Deck that focuses on the " Dark Magician " . He also uses various Spell Card s to power it up and save it from annihilation . He plays by a rule of Shadow Game s , where the loser not only loses his rarest card ( and his Locator card ) but the loser loses his legs ( in the dub he would get sent to the Shadow Realm ) . Unlike Yugi , Arkana possesses three " Dark Magicians " ( only two were played , however , but his statements suggest he had three ) . However , after both players were down to their last chunk of Life Points , Yugi uses " Dark Magician Girl " , whose special effect allows her to gain 300 Attack Points ( 500 Attack Points in the manga ) for every " Dark Magician " in each player ' s Graveyard s , to defeat Arkana . Slifer the Sky Dragon . Throughout the road to the finals , Yugi faces Marik ' s Rare Hunters , each of which is kept in line due to Marik ' s Millennium Rod ' s ability to exert mind control over others . Marik used his Rare Hunters in an attempt to torture and kill Yugi ( win Yugi ' s Millennium Puzzle and claim the power of the nameless Pharaoh for himself in the dub ) . However , Yugi prevailed each time and acquired an Egyptian God Card , " Slifer the Sky Dragon " , in the process . He acquires this card in a Duel against one of Marik ' s mind - controlled slaves , Strings , when Marik tries to use a strategy that is thought to have been unstoppable : by combining " Slifer " with 4 other cards : Marik believed that Yugi would not be able to stop " Slifer " . However , by taking control of the newly reborn " Revival Jam " using " Brain Control " , Yugi triggered the effect of " Slifer " , which allows it to destroy any monster Summon ed with less than 2000 DEF or ATK ( depending on the monster ' s position ) . After " Revival Jam " was revived , Marik was forced to draw 3 cards due to " Card of Safe Return " . However , " Revival Jam " came back alive again and it triggered the effect of " Slifer " again . This loop caused Marik to run out of cards from his Deck to draw ( with this , he lost ) . Yugi earned his final two locator cards in a tag - team Duel with Seto Kaiba ( also two short of a complete set of locator cards at this time ) against the Masks of Light and Darkness ( Lumis and Umbra ) ; first in an alley way and then atop a skyscraper , with the losers plummeting to their deaths ( in the dub , the losers would fall into the Shadow Realm ) . It was difficult but Kaiba would finally work together with Yugi and help each other out . Ultimately , Obelisk the Tormentor was Summon ed and defeated the duo . Joey ' s Duels . Joey strives to become a True Duelist . First , he takes on Espa Roba , a self - proclaimed psychic who could supposedly predict the future . However , Espa Roba simply uses his 4 little brothers to spy on the opponent ' s cards using binoculars , until Mokuba caught them red - handed and they promised not to cheat . Joey wins again with a Spell Card - " Roulette Spider " , which caused Espa ' s two monsters to attack each other . He then won Espa Roba ' s rarest card , " Jinzo " . Next , Joey Duels Weevil Underwood . Weevil used a cheating method to sneak a " Parasite Paracide " card into Joey ' s Deck , turning his monsters into Insect s . Weevil then used " Insect Barrier " to make it impossible for insect monster s to attack him . Ironically , Joey was able to destroy Weevil ' s " Perfectly Ultimate Great Moth " with the parasite itself and later uses a variety of Spell and Trap Cards to destroy Weevil ' s insects and Life Points . Ultimately , Joey wins the Duel with " Gearfried the Iron Knight " , whose special effect caused it to be immune from the parasite and " Insect Barrier " . Joey won Weevil ' s " Insect Queen " and 2 locator cards . Meanwhile , Yami Bakura encountered Marik Ishar , and the two made a pact consisting of Marik lending Yami Bakura the Millennium Rod as long as Bakura defeats Yugi . Joey gained his last 2 locator cards from Mako Tsunami . For once , Joey didn ' t rely on luck , but rather the great many new Spell and Trap Cards he got , such as " Lightning Blade " , " Magic Arm Shield " , " Graceful Dice " , " Skull Dice " and " Giant Trunade " . Joey won the " Fortress Whale " ( but not the Ritual Spell Card " Fortress Whale ' s Oath " , meaning he cannot play it ) . Mako offered and gave Joey his prized " Legendary Fisherman " card as well . In a desperate move to kill and emotionally torture Yugi ( take the power of the nameless Pharaoh for himself in the dub ) , Marik attempts to capture Yugi ' s friends . Although he fails to capture Hiroto Honda ( Tristan Taylor ) and Jonouchi ' s sister , Shizuka ( Serenity in the dub ) , thanks to Ryuji Otogi ( Duke Devlin ) and his dice , he does manage to capture Joey and Anzu Mazaki ( Téa Gardner ) , and force Yugi to Duel against his friend , in which both were tied to an anchor and the loser would drown from the anchor falling into the water ( a rare instance in which death is mentioned in the dub ) . However , Joey manages to rid himself of Marik ' s Mind Control when he declines to take his own " Red Eyes Black Dragon " from Yugi ' s hand , and Yugi Summons the Dragon , making Joey remember both his promise to help Yugi and his favorite card ( Duel Yugi in the original ) . Marik becomes very angry at the hesitancy of Joey , and decides to take control over Joey ' s body , but Joey is able to force Marik out . Joey plays to a DRAW , and both players ' keys are released . Joey frees Yugi , but before he can free himself he plummets into the ocean , where he was saved by Shizuka ( in the manga , Kaiba saved him ) . ( This is probably the only penalty game in the entire " Yu - Gi - Oh ! " series to not be censored by 4kids in the form of a Shadow Game . ) In the end , the 8 Duelists to qualify for the finals were Yugi , Joey , Kaiba , Mai Valentine , Marik ( using the pseudonym " Namu " ) , Odion ( whom everyone was led to believe was Marik ) , Bakura Ryou ( who had won all his locator cards in one Duel , despite being injured ) , and Ishizu . Battle City finals . Quarterfinals . For the quarterfinal round , the Duels were to be staged atop Kaiba ' s airship , the Battle Ship , with the draw determined at random . Yugi vs . Bakura ( Yami Yugi vs . Yami Bakura ) was the first Duel . Although Yugi got an early advantage , Bakura plays " Dark Sanctuary " , whose effect allows Bakura to possess one of Yugi ' s monsters so that when it attacks , the attack would be negated , and Yugi would lose Life Points , stalling Yugi . Bakura also plays the " Destiny Board " cards , which , when all five are played , would give Bakura an automatic victory . In desperation , Yugi is forced to Summon " Slifer " and win the Duel , as " Slifer " ( Osiris ) is immune to the effects of " Dark Sanctuary " . Joey vs . Odion ( Joey Wheeler vs . Odion ) would be the second quarterfinal match . Although Joey is being done in by Odion ' s traps , he comes back and ties the match with 200 life points apiece , thanks to the three cards he had won in Battle City , especially " Jinzo " , which prevented Odion from using any Trap Cards . However , Odion played the " Mystical Beast Serket " , which destroys the three monsters and left Joey wide open . However , as Odion was still posing as Marik , Marik would force Odion to play his counterfeit God Card , " The Winged Dragon of Ra " . However , the counterfeit card backfires on Odion , striking down both Duelists in the process . Although Joey would win the Duel by virtue of Kaiba ' s edict that the first Duelist to stand would be the victor , the dark side of Marik was unleashed due to Odion being unconscious . Mai vs . Marik ( Mai Valentine vs . Yami Marik ) was be the third quarterfinal , and Mai was first to fall against Marik , as she is put in Marik ' s Shadow Game . Mai takes a clear lead in the Duel , outplaying Marik and even managing to get the real Ra card from Marik and Summon it . However , for Ra to obey Mai ( and thus , for Mai to use the card ) , Mai must recite the hieratic text on the card . With Mai clearly unable to do so , Marik successfully recites the text , and uses Ra to attack Mai and win , leaving Mai critically injured . As a Penalty Game , Marik trapped Mai in her mind , and she will die in 24 hours ( in the dub , she is sent to the Shadow Realm ) . The final quarterfinal Kaiba vs . Ishizu ( Seto Kaiba vs . Ishizu Ishtar ) saw Ishizu , then an eighth " mystery Duelist " , face off against Kaiba . Although Ishizu prophesies that she will win , thanks to the ability of her Millennium Necklace to see into the future , Kaiba manages to systematically destroy Ishizu ' s Deck using " Crush Card " and " Virus Cannon " . Yet , Ishizu manages to play " Exchange of the Spirit " , forcing both players to switch their Decks with Graveyards , thus leaving Kaiba with only six cards in his Deck and Ishizu with her most powerful cards because of Kaiba ' s virus cards . In desperation , Kaiba attempts to Summon " Obelisk the Tormentor " , Kaiba ' s God Card , while Ishizu , knowing Kaiba ' s intention , applied the " Sacrifice ' s Blast " trap on Obelisk that would force itself to self - destruct when it attacks , which would have caused Kaiba to lose . When Kaiba Summons Obelisk , however , Marik ' s Millennium Rod ( the Millennium Item of Priest Seto , Kaiba ' s past life ) gave him a flashback of his past self and a dead girl named Kisara in front of what seems to look like the " Blue - Eyes White Dragon " . He analyzes this and trusts in this card so he Summons it even if it is a card that is less power , but still having sufficient power to win . Kaiba does so and wins . Afterwards , Yami Bakura ( bearing the soul of regular Marik ) attempted to defeat Yami Marik in order to win Marik ' s body back but ultimately lost to Ra ' s Point - to - Point Transfer , sending Bakura to the Shadow Realm ( in the original , he ' dies ' ) . Virtual World . In the " Yu - Gi - Oh ! second series anime " the Virtual World story arc played out before the semifinal rounds took place . Semifinals . In the semifinal round , taking place upon Alcatraz Tower ( not titled in the dub , in which it is known only as " KaibaCorp Island " ) , a special , massive mechanical tower located on a lone island , the four Duelists fought in Battle Royal mode , with the first two losers playing in the first semifinal and the two survivors playing in the second . Both Marik and Kaiba wanted to Duel Yugi for their own reasons , while Yugi wanted to Duel Joey so that he couldn ' t Duel Marik . Joey , however , wanted to Duel Marik in hopes he could save Mai ( and , in the process , get revenge on Marik ) . The four - way Duel started with Kaiba going first , Marik second , Yugi third , and Joey fourth . Joey did well in the beginning turns of the Duel , mainly thanks to Yugi ' s intervention . However , Joey finally convinced Yugi to let him play without his guidance so that he could prove to himself that he didn ' t need Yugi ' s help to Duel well against the best of the best . During the next turn , Joey was able to set up the Duel so that , in his attack on Kaiba , he deflected the damage done to himself into Marik , making him the first loser . In addition to this , he took out his only monster while attacking Kaiba , who , in the next turn , destroyed all of Joey ' s life points . In the end , Joey ( and by extension , Kaiba ) got what they wanted . In the first semifinal Marik vs . Joey ( Marik Ishtar vs . Joey Wheeler ) like Mai , Joey was subject to a Shadow Game , with each Duelist being drained of life as each monster is destroyed . As Joey is pushed back by Marik ' s traps and monster effects , Joey manages to create a short comeback with reviving " Jinzo " after Marik is unable to name it as the bottom card of his graveyard with the effect of " Question " , and later with " Gilford the Lightning " . However , the comeback was short - lived as Marik revives Ra and uses its Egyptian God Phoenix and Point - to - Point Transfer abilities to bring Joey to the brink of defeat in an attempt to incinerate him . However , Joey , to Marik ' s surprise , manages to remain standing , and he Summons " Gearfried the Iron Knight " in an effort to attack a wide - open Marik . However , Joey collapses before making his attack , and Marik wins by default . Had this Duel not been a Shadow Game , Joey would have won . With Joey being in critical condition ( in the dub , he is said to be " fighting the shadows " of the Shadow Realm ) , Yugi is forced to battle Kaiba when more pressing matters were at stake ( namely , Joey ' s health ) . The Yugi vs . Kaiba ( Yami Yugi vs . Seto Kaiba ) Duel was evenly - matched , as Yugi ' s attempt to Summon " Slifer " was countered by Kaiba ' s attempt to Summon " Obelisk " . The two God cards were Summoned in successive turns , and after more jockeying for power with Spell Cards , the two evenly - matched God cards destroyed each other . With both God cards gone , Kaiba resorts to Summoning his three " Blue - Eyes White Dragons " , while Yugi would have " Red - Eyes Black Dragon " , Joey ' s " soul card " . Kaiba forceed the Duel to end by playing " Final Attack Orders " , making both players discard all but three cards from their Decks and prohibiting the Defense Mode . Using his three cards , Yugi manages to combine " Dark Magician " with " Buster Blader " to form " Dark Paladin " , and , along with " De - Fusion " used to defeat Kaiba ' s " Blue - Eyes Ultimate Dragon " and give " Dark Paladin " a huge ATK boost , then used " Diffusion Wave - Motion " to win the Duel . As the tournament rules states , Kaiba is forced to give up Obelisk . During the Duel , as Red - Eyes Black Dragon was being played , Joey manages to regain consciousness . In the " Yu - Gi - Oh ! Duel Monsters " anime ( but not in the manga ) , he promptly challenges Kaiba to a Duel for third place , just for fun . Kaiba declines , believing that Dueling Joey would be beneath him , but Joey manages to convince him to Duel . Although Kaiba won , Joey reveals that Kaiba had simply allowed wrath to get the best of him in both his Duel with Yugi and with Joey ( as witnessed by him once taking control of " Blue Eyes White Dragon " in their Duel - a card considered to be Kaiba ' s prized possessions , and Kaiba using another " Blue Eyes " to destroy it ) . Finals . Before the final Yugi vs . Marik ( Yami Yugi vs . Yami Marik ) match takes place Kaiba is convinced Yugi cannot win , yet he cannot allow Marik to win , both for his personal reasons and for the greater good . He believes he has the perfect card to defeat Ra , being " Fiend ' s Sanctuary " , which he gives to Yugi . Again , Marik turns the Duel into a Shadow Game , in which the loser must forfeit their alter - ego . Marik discards Ra in his first turn , with the intention of reviving Ra for one turn at a time . Yugi , meanwhile , manages to quickly Summon " Slifer " , but Marik simply revives Ra to use Egyptian God Phoenix to deal with it . Marik then tries to use Ra ' s Point - to - Point Transfer against Yugi , but Yugi forces Marik to stop the attack with " Fiend ' s Sanctuary " , creating a Token so that , when attacked , it would redirect the damage to Marik , which would have caused him to lose . Marik saved himself by playing " De - Fusion " ( Marik is considered to be fused with Ra when utilizing the Point - to - Point Transfer ability ) - thus , all of Ra ' s attack points are transferred to Marik ' s life points , and Ra , without any attack points , deals no damage to Marik . Yugi then quickly turns one token to three with " Multiply " , Summoning Obelisk with them , and reducing Marik ' s Life Points to 700 . Yugi ' s triumph was short - lived , as Marik combined " Metal Reflect Slime " and " Revival Jam " to create an indestructible " Egyptian God Slime " . With Yugi unable to attack with Obelisk , Marik revives Ra once again to use Egyptian God Phoenix destroy Obelisk , but Yugi revives Slifer to block the attack ( the move would be illegal in the real game because " Monster Reborn " is a Normal Spell ) . When Marik re - revives Ra , Yugi uses " Soul Taker " to defuse and sacrifice the God Slime , allowing Obelisk to use its special ability , making its ATK ∞ , which would give Yugi an automatic victory should Obelisk ' s attack be successful . The attack fails , but Marik manages to revive Ra once again . This time , Yugi sacrifices Obelisk and another monster for his trusty " Dark Magician " , and along with " Dark Magician Girl " , activate " Ragnarok " , which allows , at the expense of all his monsters , Yugi to finally destroy Ra , and , as Marik was using Point - to - Point Transfer at the time , most of Marik with it ( in the manga , he killed Ra by combining the attacks of his two Magicians using " Dimension Magic " ) . The two sides of Marik began to fight , the good side attempting to take control and allowing Yugi to attack as a way to atone for his actions , while the evil side attempting to stop Yugi ' s attack . With the help of a struggling Odion , the good side prevails . When the smoke clears , the good Marik has control of the body , and Yami Marik is now his sacrifice instead . Marik forfeits his sole remaining life point , destroying his other self , leaving Yugi the last man standing and the winner . Yugi is now the owner of the three God cards , as well as the keys to unlocking the nameless Pharaoh ' s past . Aftermath of the Duel . With the tournament behind him , Kaiba prepares to destroy the Duel tower - the supposed place of his victory over the past before Yugi had beaten him , and the place where his hatred now resided . As the airship could not function , everyone was effectively trapped on the island - if it were not for a helicopter that had managed to arrive as Joey was recovering from his Duel with Marik . Everyone parted ways soon after , Marik , Ishizu , and Odion back to Egypt to start a new life , Duke back to the United States to sell his Dungeon Dice Monsters game , Kaiba and Mokuba to build their new American amusement park , and the rest to new adventures . Marik surrenders his Millennium Rod to Yugi and also gives him the Millennium Ring , which Dark Marik won from his Duel against Bakura . Yugi has also acquired the three most powerful cards : Slifer the Sky Dragon , Obelisk the Tormentor , and the Winged Dragon of Ra . Yugi then prepares for a Duel , then walks into an alley , where he is facing Joey . They both put their Duel Disks on , saying that their Battle City isn ' t over yet .