Yu - Gi - Oh ! ZEXAL - Episode 121 " Mission : Astral World , Part 4 " , known as " Inheritor of the Light ! ! King of Wishes , Hope Roots " in the Japanese version , is the one hundred and twenty - first episode of the " Yu - Gi - Oh ! ZEXAL " anime . It first aired in Japan on September 15 , 2013 . Summary . Eliphas asks Yuma to allow him to show him the embodiment of breaking the limits - a Rank 13 Xyz Monster . Yuma questions how such a monster could exist , while Astral ' s body continues to flash inside his stasis crystal . Eliphas begins his turn , adding the " Rank - Up - Magic Astral Force " in his Graveyard to his hand via its own effect by skipping his normal draw . Yuma mutters " that card again " . Eliphas explains that the highest Level a monster can be in " Duel Monsters " is 12 , but that there is no rule that says Ranks end at the same place ( Eliphas does not mention this in the dub ) . He activate s " Astral Force " , explaining it would normally Rank - Up the highest Rank Xyz Monster he control s by 2 , but now it will do so by 1 on his Rank 12 " " . A blinding blue light shines from the card , causing Yuma to cover his eyes and move back a bit . " Etheric Maahes " re - enters the Overlay Network and Eliphas declares " Rank - Up Xyz Evolution ! " Enna and the other Astral beings stare in horror from their positions around the Astral World as Eliphas claims he will Rank - Up beyond the limit - as that is the goal of a Duel in the Astral World ( not mentioned in the dub ) . He chants " Appear now ! Order is controlled by a pure will that aims for even greater heights to reshape the world into is ideal form ! " . He tells Yuma to pay close attention as " " unfolds itself in Attack Position with 5000 ATK . Yuma stares in terror and confusion and mutters " Rank 13 Xyz Monster " ( " He did it . He Summoned the most powerful monster ever " in the dub ) . Back on Earth , Tori wonders what ' s going on as the Interdimensional Teleporter flashes with energy . Quinton responds that the produced energy is exceeding the limits of their equipment and that it if it keeps up , the device won ' t last . He ' s correct , as the machine finally explodes . Orbital 7 tells Kite they have to move or they ' ll be caught in the explosion too . Kite mutters Yuma ' s name , but says Orbital is right - they have to evacuate . Tori asks what they can for Yuma , then . Kite simply responds that he believes in him ( in the dub , Kite says there is nothing they can do for Yuma at this point ) . Eliphas tells Yuma that Ranking Up is a necessity , as there is a limit to how far a world can expand . In a world that cannot expand , its residents become distraught and no new ideas are spread , resulting in the decay of that world . In order to break and transcend those limits , one must Rank - Up . Yuma asks if " breaking the limits " isn ' t the same thing as his own " kattobingu " . Eliphas insists it is different , as only chosen souls can Rank - Up . Yuma question what will happen to those without chosen souls then - such as Enna and the rest . He compares it to a teacher choosing only the honor students and leaving everyone else behind . He says he cannot allow a world to exist where that is the norm . Eliphas tells him he does not have to accept it , but is pleased he does finally understand it . He chides Yuma , saying to lose without at least understanding it would have been pathetic . He suggests they continue the Duel now ( the " kattobingu " and Rank - Up argument is cut from the dub ) . Eliphas reveals that when " Amon " is Summoned , a number of cards from the opponent ' s Deck are attach ed to it as Overlay Units - that number being the difference between the Rank of " Amon " and an opponent ' s Xyz Monster . Since there are 8 Ranks between " Amon " and Yuma ' s " " , eight of Yuma ' s cards will be attached . " Amon " rises up further , its bottom revealing a pillar . Lightning strikes Yuma ' s D - Pad and the top eight cards of his Deck fly towards " Amon " in a yellow light before joining the other Overlay Units in orbit . Eliphas reveals it also gains 100 ATK for each Overlay Unit is had . With 11 , its ATK becomes 6100 . Now , the effect of " Rank - Up Advantage " activates as Eliphas successfully Special Summoned an Xyz Monster via a " Rank - Up - Magic " card . This lets him draw a card , so he proceeds with a Shining Draw . Eliphas believes this will be the final attack . He orders " Amon " to attack " Utopia Ray Victory " , with the effect of " Rank Domination " activating - the ATK of " Utopia Ray Victory " will decrease by 1000 for each Rank between it and " Amon " . With 8 , its ATK becomes 0 via a surge of yellow light . Yuma is shocked to see its ATK at 0 again . Eliphas declares that this is the overwhelming difference between their Rank - Ups . He finishes with " good - bye , Yuma " as each of the rings that are part of the body of " Amon " glow with pink light . Yuma realizes he has no cards left in his hand and no way to stop the attack . He hears " kuri kuri " and realizes he can do something ( the voice is removed from the dub ) . He activates his face - down " Purge Ray " , letting him Tribute an Xyz Monster in order to Special Summon another Xyz Monster of a lower Rank from his Graveyard at the End Phase . As " Utopia Ray Victory " vanishes , Eliphas calls Yuma a bad loser and orders a direct attack instead . Each of the rings fire a huge pink laser , but Yuma declares he is activating the effect of the " Rainbow Kuriboh " in his Graveyard . It appears in Defense Position , prompting Eliphas to yell " WHAT ! ? " " Rainbow Kuriboh " erects a rainbow bubble barrier and Yuma explains he can Special Summon it from his Graveyard when a direct attack is declared as the lasers rip through the surrounding area , toppling several pillars but leaving Yuma unscathed . Frustrated , Eliphas orders " Amon " to continue and make " Rainbow Kuriboh " disappear . The lasers re - converge and destroy " Rainbow Kuriboh " . Yuma apologizes to it as he ' s blasted off his feet and hits the ground hard . Eliphas ends his turn and Yuma rises to his feet , shocked that the impact was only from a Defense Position monster being destroyed ( Yuma being shocked by the impact is cut from the dub ) . Yuma declares that " Purge Ray " Special Summons his chosen Xyz Monster now - " " . Eliphas is confused as to why Yuma would use a card that Summons a monster with a lower Rank . Yuma yells that he will do anything to get Astral back - there is no way he ' ll lose ( in the dub , Yuma replies that when Eliphas finds out why , it will be too late ) . Eliphas calls him a fool and reveals that another effect of " Etheric Amon " activates now as Yuma Special Summoned an Xyz Monster . A number of cards from Yuma ' s Deck equal to the Ranks between " Amon " and Yuma ' s monster will again be attached to " Amon " . Lightning strikes Yuma ' s D - Pad again and another nine cards surge from Yuma ' s Deck to join the orbiting Overlay Units , increasing the ATK of " Amon " by another 900 in the process . Staring down a monster with 7000 ATK , Yuma seems unable to move . Eliphas asks if Yuma understands yet - there is no way he ' ll defeat Eliphas . Back on Earth , the entire facility that housed the Interdimensional Teleporter explodes , with Tori , Quinton , Kite and Orbital safely aboard the a jet ( the explosion ' s flames are recolored light blue in the dub ) . As it speeds away , Tori yells Yuma ' s name . Yuma falls to his knees , thinking of Astral and wondering if he can prevail . He can ' t believe he ' ll lose of his memories of Astral is he doesn ' t . He thinks back to when he first met Astral . Yuma recalls him being a conceited , selfish person who always looked down on Yuma . But through their shared hardships , Astral decided Yuma ' s fate and his life . He now considers Astral to be a part of him . Rising to his feet , he declares he cannot lose , his hand glowing with yellow energy . Eliphas ' eyes go wide as he witnesses this , while Yuma wonders if Astral is lending him his power . Still glowing with energy , Yuma declares that " in a Duel of the strongest Duelists , everything becomes certain . The Duelists create the cards they draw ! " ( " Yeah , Astral , I knew you had my back , no matter what . So , let ' s do this ! " in the dub ) . He yells " SHINING DRAW ! " . Witnessing this prompts Eliphas to recall when Astral fought Don Thousand . Astral had performed a Shining Draw , which seemed to destroy much of the Astral World in the process . Both Astral and Thousand screamed and were reduced to energy forms - one red and one blue . Those forms had circled around the Numeron Code before vanishing . Eliphas declares " it can ' t be " ( in the dub , Eliphas wonders if he was wrong about Yuma ) as Yuma breathes heavily and examines his created draw . Yuma tells Eliphas it is here - the power of the bonds he shares with Astral . He activates " Rank - Down - Magic Numeron Fall " , which will let him Rank - Down " Utopia " into a new form . Eliphas yells " RANK DOWN ? " in sheer disbelief as " Utopia " returns to the Overlay Network and Yuma simply says " Xyz De - Evolution " . Yuma chants " The light of hope . . . keeps on evolving . Unleash the original memory ! The flawless power - " " . This new Rank 1 monster unfolds from its sealed form into Attack Position - with 500 ATK . Enna seems to recognize the monster and says " it can ' t be " ( a shot of Enna is cut from the dub ) . Eliphas calls himself foolish for believing what he did about that light ( in the dub , Eliphas remarks that " Utopia Roots " will not be around for long ) . The effect of " Etheric Amon " activates as Yuma Special Summoned an Xyz Monster . Lightning strikes once more and twelve more cards from the top of Yuma ' s Deck become Overlay Units for " Amon " , increasing its ATK to 8200 . Eliphas points out Yuma has no cards in his Deck and none in his hand either . His so - called " Shining Draw " appears to have been useless . Yuma retorts that it was not useless - Eliphas may claim that Ranking Up is needed to exceed a world ' s limits , but it really isn ' t . The only real reason to Rank - Up is for the sake of somebody else . He says Astral is completely different from Eliphas - not just Astral , but Kite , Shark and everyone else he met by Dueling ( other Duelists included in the montage were Nelson , Nistro , Dextra , Trey , Quattro and Quinton ) . Yuma says every one of them was suffering and he fought hard against each of them . He claims there is a war raging inside of everyone , between the good and bad . As long as one doesn ' t run away , one can try again and again and eventually understand one another . He claims those that don ' t see the pain of others and do not get to know people cannot perform a real Rank - Up . As he makes his speech , the residents of the Astral World look on and Enna begins to cry , now knowing she was right about Yuma ( in the dub , Yuma simply claims his strategy is foolproof , while the mentions of Ranking - Up are removed from the dub ) . Yuma orders " Utopia Roots " to attack " Amon " . Eliphas calls it idiotic - " Roots " has only 500 ATK . Yuma activates the effect of " Utopia Roots " , which attaches an Overlay Unit from it to Amen in order to increase the ATK of " Utopia Roots " by the difference in Rank between the monsters and negate the attack . Rather than absorbing its Overlay Unit into its swords , " Roots " holds it between them and pitches it at " Amon " , where it joins the rest in orbit , resulting in the ATK of " Amon " rising to 8300 . With twelve Ranks between them , the ATK of " Utopia Roots " rises to 1200 . Eliphas asks if that ' s the end of his power - up . Yuma responds that it isn ' t and declares that " Utopia Roots " also has its ATK " multiplied " by the number of Overlay Units " Amon " has . The thirty - three Overlay Units of " Amon " glow and " Utopia Roots " absorbs energy , its ATK rising to 39600 . Eliphas growls in disbelief , but points out that the battle is already over . Yuma asks if he really thinks so and activates his face - down " Double or Nothing ! " as the attack of his monster was negated . It will double that monster ' s ATK and allow it to attack again . " Utopia Roots " is sheathed in flame as its ATK rises to 79200 . Eliphas repeats this ATK score in disbelief and Yuma claims this is the result of all the Duels he and Astral fought together . He orders his final attack and declares " Rising Sun Roots Slash " . As the flaming strike streaks towards " Amon " , Eliphas quietly comments that this is the new light that will lead this world . Eliphas hits the ground , his LP at 0 . Enna mutters " thank you , Yuma " as the final blow is seen all around the Astral World . Breathing heavily , Yuma removes his Duel Gazer , hardly believing he ' s won . Yuma approaches Eliphas , who rises to his feet , his helmet cracked . Eliphas says he supposes his duty is done , then ( in the dub , Eliphas agrees to release Astral , just as he promised earlier ) . Enna addresses the crowd , suggesting they lend Yuma their power now , just as he lent his to save them . A blue ball of light appears in the hand of each Astral being which stream towards the Astral Tower and then into Astral ' s stasis crystal . Yuma asks what ' s going on and Eliphas responds that this is the new situation the Astral World has made ( in the dub , Eliphas admits he was blind to the truth ; the power that Yuma shared is something to be embraced by all ) . The black wound on Astral ' s chest closes and the stasis crystal shatters in blinding blue light . When Yuma opens his eyes , Astral floats in front of him . Astral opens his own eyes and he and Yuma clasp hands . Astral says he can feel the warmth of Yuma ' s heartbeat ( in the dub , Astral says it has been a while since he and Yuma had high - fived the sky and he would like that chance again ) . Sobbing , Yuma throws himself at Astral in a hug , calling him a jerk . He asks that Astral never leave him again . Shark is still at the ruins in his memories with Rio and Dumon . Rio says that the pillar leads to the Barian World . Accepting that he was - and is - a Barian , Shark believes he ' ll have to break his bonds with Yuma , Astral and Kite now ( in the dub , Shark is uncertain if he should turn his back against his friends ) . Dumon says they should go meet them now - Shark ' s true friends . Everyone who he lost in the battle with Vector is waiting for them . The three of them vanish in energy and stream towards the pillar . When they reappear , Shark asks where there are . Dumon responds they are in the Barian World . Dumon says he is pleased to see the two of them here once more and that everyone has been waiting for them . The soldiers of the United Lands of the Poseidon Ocean appear in front of them , with Iris in tow . They are happy to see their ruler again , still addressing him as " your majesty " . Dumon describes the Barian World as a " magical universe where our souls are tied together " . Shark is floored to see all of these people again and is surprised that they still remember him . Dumon clarifies that the war between the Barian and Astral Worlds will continue until one side perishes ( in the dub , Dumon says that during the war between the Astral and Barian Worlds , the people of the United Lands of the Poseidon Kingdom will look to someone for guidance , and Shark is that person ) . As things stand now , what happened in Shark ' s past life will happen once more in this one - all of these people will die again . As Shark remembers those battles ( the flashbacks of the war are cut from the dub ) , Dumon says he is the only one who can end this war . Shark mutters that his mission is to protect this world , then ( in the dub , Shark asks if he must choose between protecting his people or his friends ) . Dumon says that ' s right - even if it means he must destroy his friendship with Yuma and everyone else . Tears stream down Rio ' s face as Shark considers it . He recalls all of his friends on Earth ( they are shown in various panels , which are then smashed to pieces ) . He decides it his job to draw the line in the sand between the Barian and Astral Worlds . Rio clasps his shoulder and says she will follow him no matter what his destiny is . Dumon says that is only right - they are Nash and Marin . The gathered crowd cheers as the Barian Emblem around Shark ' s neck shines . He mutters Yuma ' s name and then " my future " before declaring to the crowd that they should all go together . Astral tells Yuma he could hear him this whole time - and it looks like Yuma overdid things as always , but that everything worked out . Yuma responds that he did and Astral thanks him . Yuma ' s face contorts and he says he suddenly doesn ' t feel so good as thunder cracks in the distance . Eliphas approaches them and claims it looks as if there will be no time for a tender reunion as thunder cracks again . Rushing to the balcony , Yuma sees a pillar of pink energy in the distance , electricity crackling thorough it . Yuma asks what ' s going on and Eliphas explains that a tremendous power is gathering in the Barian World now . Eliphas is skeptical that it could be Don Thousand , the Barian World ' s god . Yuma asks who that is and Astral says he fought him long ago . Eliphas says that this much power may start influencing the human world , so they should return there immediately . A card appears in Eliphas ' hand , which he throws to Astral , telling him to take it . He continues that though the Astral World has been reborn due to Yuma ' s power , Astral ' s mission to stop the Barian World has not changed . Staring at the card , Astral says he ' s sure he and Yuma will find a new future , with Yuma agreeing . Eliphas stretches out his hand and yellow energy covers Yuma . The Emperor ' s Key reappears around his neck . Yuma is shocked , but thanks him ( in the dub , Yuma offers to Duel Eliphas again some other time ) . The two take their energy forms and stream out of the tower across the Astral sky . Eliphas ' helmet cracks further and breaks off as he states that when the world is threatened , a new hero will emerge to save it - ZEXAL . He states he entrusts this duty to Yuma and Astral . Elsewhere in the Astral World , Kazuma and Mira stare up Yuma and Astral ' s energy forms beaming through the sky . Kazuma comments that their son has changed this world a lot in no time at all . Mira responds that he ' s grown up quite a bit . Kazuma says he ' ll keep doing so before claiming that their son had " chosen them " and then saying good - bye . In Don Thousand ' s palace , Thousand laughs maniacally and tells Vector that the " Number s " are complete as the Fusionizer glows . He declares it is now time to envelop the Earth in Chaos . Featured Duel : Eliphas vs . Yuma Tsukumo . " Duel continues from the previous episode . " Turn 7 : Eliphas < br > Instead of performing his normal draw during his Draw Phase , Eliphas adds " Rank - Up - Magic Astral Force " to his hand from the Graveyard by its own effect . He activate s it , Ranking Up " " and performing a Rank - Up Xyz Evolution , Xyz Summon ing " " ( 5000 / 4000 ) in Attack Position . Eliphas activates its effect , attach ing cards from the top of Yuma ' s Deck to it as Overlay Units equal to the difference in Rank between itself and " " as it was Special Summon ed . Eight cards are attached ( " Amon " ORU 3 → 11 , Yuma ' s Deck : 30 → 22 ) . " Amon " gains 100 ATK for each Overlay Unit attached to it ( 5000 → 6100 ) . As Eliphas activated a " Rank - Up - Magic " card , the effect of " Rank - Up Advantage " activates , allowing Eliphas to draw a card . Eliphas performs a Shining Draw . " Amon " attacks " Utopia Ray Victory " , with the effect of " Rank Domination " activating , decreasing the ATK of " Utopia Ray Victory " by 1000 for every difference in Rank between it and " Amon " ( 2800 → 0 ) . Yuma activates his face - down " Purge Ray " , letting him Tribute an Xyz Monster to Special Summon an Xyz Monster of a lower Rank from his Graveyard during the End Phase . He Tributes " Utopia Ray Victory " . A replay occurs and Eliphas attacks directly , but Yuma activates the effect of the " Rainbow Kuriboh " in his Graveyard , Special Summoning it ( 100 / 100 ) in Defense Position as a direct attack was declared . A replay occurs and " Amon " attacks and destroys " Rainbow Kuriboh " . The effect of " Purge Ray " activates at the End Phase , allowing Yuma to Special Summon " " ( 2500 / 2000 ) from his Graveyard . As an Xyz Monster was Special Summoned to Yuma ' s side of the field , the effect of " Amon " activates , attaching cards equal to the difference in Rank between itself and " Utopia " from the top of Yuma ' s Deck to " Amon " as Overlay Units . Nine cards are attached ( " Amon " ORU 11 → 20 , ATK 6100 → 7000 , Yuma ' s Deck : 22 → 13 ) . Turn 8 : Yuma < br > Yuma performs a Shining Draw , drawing " Rank - Down - Magic Numeron Fall " ( Yuma ' s Deck : 13 → 12 ) . He activates it , Ranking Down " Utopia " and performing an Xyz Evolution to Xyz Summon " " ( 500 / 100 ) in Attack Position . The effect of " Amon " activates , attaching cards equal to the difference in Rank between itself and " Utopia Roots " from the top of Yuma ' s Deck to " Amon " as Overlay Units . Twelve cards are attached ( " Amon " ORU 20 → 32 , ATK 7000 → 8200 , Yuma ' s Deck : 12 → 0 ) . " Utopia Roots " attacks " Amon " , but Yuma activates the effect of " Utopia Roots " , detaching the overlaid " Utopia " ( " Utopia Roots " ORU 1 → 0 ) , attaching it to " Amon " ( " Amon " ORU 32 → 33 , ATK 8200 → 8300 ) and making its ATK equal to 100 times the difference in Ranks between itself and " Amon " ( 500 → 1200 ) , then multiplying that ATK by the number of Overlay Units attached to " Amon " and negating its own attack . " Amon " has thirty - three Overlay Units ( 1200 → 39600 ) . As an attack was negated , Yuma activates " Double or Nothing ! " , doubling the ATK of " Utopia Roots " ( 39600 → 79200 ) and allowing it to attack again . " Utopia Roots " attacks " Amon " ( Eliphas 1200 → 0 ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .