In the forest, or what looks like  a forest, Jim asks Syrus if it's really the way to Jaden but Syrus though the was following Jim. Suddenly, Shirley and Hassleberry pick up those weird vibes again, and this time they're off the charts so Viper must be at it again. Inside his "prison", Axel hacks away at the walls, making some progress and says he must find a way out of there. Viper watches from his lair as Axel blocks the camera from viewing. Axel bets Viper didn't see it coming (well he sure won't see what's coming next) and discovers a brick floor and after pulling away the bricks, figures it's a way out but when he uses his little rope hanging thing to slide down, it comes up short and the thing that actually lowers the rope comes out of where Axel placed it and Axel falls down. Meanwhile, Alexis' group discover cards on the ground and Hassleberry asks if they could belong to Jaden (you know, it would help to actually look at the cards first, Hassleberry.). Syrus announces that he brought Jaden some water but Jaden's not there.

Elsewhere, Jaden is talking with Jesse about the duel they just went through as Jesse says rest is for the weary. Jaden says that right now Jesse's the weary as all their friends show up but Jaden's not thirsty, making Syrus feel like crying. Jaden and Jesse explain what happened and they leave as Syrus says he carried the water for 3 episodes (first time in either Gx or regular Yu-Gi-Oh I've ever heard them mention anything like this.). They're coming for Viper, just as Viper wanted but Adrian enters, asking about his card. Viper doesn't know what Adrian is referring to and we get to see that it's some kind of Trap Card with an explosive as it triggers an alarm security system, forcing Jaden and the gang to bolt (though they aren't moving very fast). Adrian says they're doing a different kind of duel, one without the Bio Bands and both of them take off their shirts. (So this has become okay too? Need I point out that way back in Season 1, Jaden at one point had no shirt on in the Japanese version of the episode but it was cut out entirely? It's also cut out of US regular Yu-Gi-Oh episodes so what's the deal with letting it go here?)

As Viper and Adrian trade moves, Jaden and his group now begin running and make it through several doors before coming into another room, seeing that the next door ahead is already closing. Alexis says they're too late but Axel smashes through the ceiling and manages to hold the door long enough for everyone else to get through. Jaden performs a pretty impressive move as he slides under the door in front of where Axel held it and the door Axel held closes as Jaden hears that Axel is still back there. Back at the "Championship Yu-Gi-Oh Boxing" match, Adrian discovers that after he makes a few moves over Viper, Viper gets a new glove that sends Adrian back into the wall. Then Viper heads off to meet Jaden for their duel. Jaden and his group arrive as Hassleberry gets more vibes and Viper is heading up in some kind of elevator so the gang follows. Back in Viper's lab, the eyeball tells Adrian that its favorite game is mind reading and begins telling Adrian his own story.

When the two of them finish, the eyeball asks to play another game. Jaden and his group finally find Viper as he welcomes them and brings them to the top despite Alexis' demand to turn off the Bio Bands. Viper tells Jaden that with his help, he'll get everything he needs but Jaden's not helping Viper with anything. Viper then says that the only way down is for Jaden to duel him. Syrus protests to let Jaden get rest first and Hassleberry offers to duel but Viper says Hassleberry isn't worth the time or effort and wants to duel Jaden and of course, Jaden only wants to duel Viper. At last the duel starts as Jaden plays Elemental Hero Clayman (2000) in Defense Mode to end his turn. Viper draws and plays Venom Snake (1200) in Attack Mode and uses its effect to poison Clayman. (The real card distributes a Venom Counter on 1 monster.) Then he sets 2 cards face down and activates Venom Swamp, which also poisons all non-Venom monsters by lowering their ATK by 500 until it hits 0, destroying the monster, so Clayman's ATK drops to 0 and is destroyed. No monster Jaden plays will be a match for Viper and soon the awakening will begin!

Card Info:

Card Info:

Card Info: