Noah's attack on Yami's Kuriboh connects but Yami found a way to give himself extra LP with a Trap Card. Noah uses a Spell Card to gain LP equal to what Yami took before Yami decides to deal more minor battle damage. Noah then returns the favor with some minor battle damage of his own thanks to his Spirit monster. Yami steps up his game with a classic Spellcaster that manages to deal more battle damage but not enough to prevent him from having more friends turned to stone. When Noah brings out his same Spirit monster from before, Yami counters with a Trap Card that sends a monster on each side of the field to the Grave for a Spellcaster of his own. Then, he Ritual Summons an even stronger Spellcaster but Noah forces that new Spellcaster to attack Yami's weaker Spellcaster.

Soon, Joey is turned to stone for his protest before Noah gets back his previous Spirit monster, then plays another one twice. Noah then takes control of 1 of Yami's monsters with a Spell Card before bringing out a powerful Spirit monster. Furthermore, he intends to keep his Spirit monsters in play with a Spell Card. Yami then does what he does best by using a Spell Card to draw lots of cards. Then he brings out Kaiba's classic Normal and Fusion Monsters to dish out major damage to Noah's LP. Finally, Yami trades the Fusion Monster for 3 of Kaiba's Normal Monsters and aims directly for Noah's remaining LP.