Aileen Rao is a Canadian-Indian supermodel and the third game master. She has hypnotic powers and a pet tiger.

Seto Kaiba tells Aileen, who returns from a Paris fashion show, to play a game against Yugi Mutou. Aileen first challenges Hirata to a game of Raijinhai. Aileen states that if he wins, she will submit to his will, but if Aileen wins, Hirata will lose the most important thing to him. Aileen wins and Hirata is seen injured in a hospital on TV. Aileen lures Yugi and Anzu Mazaki, who is a big fan of Aileen, to her condominium. Aileen freezes Anzu solid with a hypnotic suggestion and forces Yugi to play Raijinhai. Aileen tells the same thing to Yugi: if he loses, he will lose the most important thing to him. After a practice match that ends in a draw, Aileen threatens to kill Anzu with a tiger if Yugi loses, and nearly wins. Yugi eventually wins and Aileen releases Anzu, though he acknowledges her strength in games. Aileen admits that she used hypnotic suggestions to make her victims think they'd lost whatever was important to them.

Afterward, Aileen acknowledges Yugi as a worthy opponent and develops a crush on him. Seto Kaiba them fires her for failing to defeat Yugi and claiming Yugi's stronger than him, and she parts on good terms with Yugi and Anzu.

Later, during the final Death-T episode, Aileen and Ryuichi Fuha are paired against Miho Nosaka and Katsuya Jonouchi in a fighting game, with no explanation for why Aileen is working for Kaiba again. Jonouchi and Aileen have battle suits while Miho and Fuha are at the controls. Jonouchi and Miho defeat Aileen and Ryuichi.

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