Fortune Cup The Fortune Cup , or Duel of Fortune Cup , is a tournament held in " Yu - Gi - Oh ! 5D ' s " , where the winner earns the right to face the current Duel King , Jack Atlas . The real purpose of the tournament is to gather all five Signer s in one place . To ensure the success of this plan , the invitations were haphazardly given and Goodwin inserted at least one of his dueling assassins who are able to expose a Signer upon dueling one . Rex Goodwin later explains that he held the tournament in order to awaken their powers and close the door to the underworld , which is being guarded by the Dark Signer s . Tree . Between the Quarterfinals and the Semifinals there was a consolation match between two eliminated participants . The participants chosen were Professor Frank and Luna . The Duel resulted in a Draw , which meant nobody moved on . See episode 18 and episode 19 . Summary . Backstories . Yusei and Jack . Yusei Fudo , Jack Atlas , Rally Dawson , Blitz , Tank and Nervin were once all friends who lived together in Satellite . As residents of Satellite , they were made labor for the residents of New Domino City and denied many luxuries , often enjoyed in New Domino . However , Yusei was able to pick up TV signals from New Domino , allowing his friends to witness Turbo Duel s and make their own Duel Runner . This was enough to keep Yusei happy , but Jack always felt he deserved to rule . The difference in aspiration caused Jack to split up from the rest of the group . He became known and feared in part of Satellite . Trespassers to his part of Satellite would be subject to his Red Dragon Archfiend . Rally tried at times to convince Jack to come back . Once while sitting on a throne alone in an empty theater , Jack was greeted by Lazar , who came on behalf of Rex Goodwin . He noted Jack needed people to rule and New Domino needed a king . He offered Jack a chance to become King in New Domino . In order for Jack to do this , he must come through the pipeline connecting New Domino and Satellite with both cards " Red Dragon Archfiend " and " Stardust Dragon " . " Stardust Dragon " is a card belonging to Yusei . While Jack only has " Red Dragon Archfiend " , Lazar was not concerned how Jack gains the other dragon . Jack later told Rally that he was going to leave Satellite , but needs his help . Rally was happy for Jack and willing to help . Jack knocked out Rally and tied him up . He then contacted Yusei , to tell him Rally had went missing . Yusei and his friends split up to look for Rally . Shortly afterwards Jack contacted Yusei , to say he ' d found Rally and needed Yusei to come to the docks . When Yusei arrived at the docks , Jack showed him Rally tied up floating in a boat amongst rough waves . He told Yusei that he ' d been invited to New Domino and " Stardust Dragon " and " Red Dragon Archfiend " were his tickets . He gave Yusei the chance to take the cards and go instead of him or save Rally . Yusei dived in to save Rally . Jack then took " Stardust Dragon " and Yusei ' s Duel Runner and went through the pipeline into New Domino City . Luna . At the age of 3 , Luna lapsed into a coma after a Duel . While in the coma , she traveled to the World of the Duel Monster Spirits . She lived among many friendly Duel Spirits under the care of Ancient Fairy Dragon . Ancient Fairy Dragon foresaw destruction to this world and asked Luna to stay and protect them . She promised she would always be there to defend the Duel Spirits from evil . But the pressure from undertaking such a task was too much for Luna and after hearing Leo calling her , she forsook her promise , by returning to her own world , allowing the Duel Spirit dimension to fall to an evil force . She woke up from her coma after being in the spirit ' s world for a month . Luna and Leo had both long forgotten about these events by the time the Fortune Cup invitations were sent out . Akiza . In her youth , Akiza caused accidents while dueling , often resulting in people getting injured . Akiza later attended a Duel Academy as a young teenager , where she inadvertently caused more accidents due to the instability of her powers . Because of these incidents , she became separated from most people and took on the persona of the " Black Rose Witch " . Akiza is later found by Sayer , a mysterious man who works with the Arcadia Movement , an organization of psychic duelists with powers similar to Akiza ' s ; he takes her in , proclaiming her to be the " future " of all psychic duelists . Events prior to the tournament . Yusei ' s escape from Satellite . Two years later , Jack becomes a Duel King in New Domino . Yusei has also built a new Duel Runner . Rally found a chip , which Yusei used in his Duel Runner . Rally was suspected of stealing the chip and tracked down by Sector Security . In the English version Jack had planted the chip to frame Rally . Yusei distracted the Securities and dueled one member , Trudge . Since Yusei won , Trudge was to drop all charges on Rally . Later , Yusei put his plan to get back what Jack took from them into action . He planned on using his new Duel Runner to escape through the pipeline , while it was closed for maintenance . As he made his way to the pipeline , he was confronted by Trudge , who accused him of stealing the Duel Runner . Yusei duels Trudge on the way , defeating him and getting out of the pipe just as the trash was set flowing through it again . The trash pushed Trudge back and stopped him making it out . Yusei met Jack right after his escape . The Duel Runner Jack had taken has since been destroyed , but he let Yusei take back Stardust Dragon . Yusei refused to just take and requested they duel for it . Together , they proceeded to a Duel Stadium . Unbeknownst to the players , Goodwin , Lazar , Mina and Zigzix watched the Duel . While they dueled , they had their dragon cards battle each other . This caused the dragon birthmark on Jack ' s arm to glow and another one appeared on Yusei ' s arm , also glowing . This was followed by a large rise in Enerdy levels and the appearance of the Crimson Dragon . The Crimson Dragon interrupted the Duel , causing both Duel Runners to fail . A number of Securities appear on the scene afterwards to arrest Yusei . The Facility . After a court session , Yusei was given a criminal marking and sentenced to spend time at the Facility , as well as being stripped of his Deck and Duel Runner . On his way to the Facility , Yusei met a man called Tenzen Yanagi , who had witnessed the Crimson Dragon from outside the stadium , while Yusei and Jack dueled . He appeared to have knowledge of what it was . At the center , they meet former pro duelist Bolt Tanner , who is also an inmate . Tanner tried to lay down the law with the newcomers , claiming he called the shots around here . He dueled Yanagi , who had managed to sneak cards into the center . Thinking Yanagi put up an insulting performance , Tanner steps on Yanagi ' s cards which are of high importance to Yanagi . Disgusted by Tanner ' s behavior , Yusei dueled and defeated him using Yanagi ' s Deck . Tanner mended his ways after the Duel and became friends with Yusei and Yanagi . While Yusei was at the center , Jack learned Goodwin and the others had seen his Duel with Yusei and wanted answers as to what had happened during the Duel with the appearance of the Crimson Dragon . However , spots on a monitor where they had been watching the Duel show that Yusei was about to win , before the Crimson Dragon appeared . Ashamed by what happened , Jack demanded to know Yusei ' s location , so he could Duel him again and defeat him . In order to refrain Jack , Goodwin told him the legend of the Signers and the Sky Temple . Goodwin ordered Security at the Facility to perform a number of tests on Yusei to confirm if he has a dragon birthmark . After the tests , Yusei was thrown back in a cell with Yanagi . After telling Yanagi about them searching for a dragon birthmark , Yanagi , who was previously unaware Yusei had this mark , told him about the Signers and the Five Dragons . Yusei assumes his Signer Dragon must have been the " Stardust Dragon " card . The warden Mr . Armstrong transfers Yusei to another cell , where he meets Alex . Alex shows Yusei a tunnel that took him six months to make . He explained a plan , he ' d made to escape through the tunnel tomorrow . He offered Yusei to come , Yusei asked if Tanner and Yanagi could be included . Alex allows for this . The next day , Armstrong frames and physically beats Tanner and Yanagi for being friends with Yusei . Armstrong imposed new , stricter rules . Yusei spoke his mind to Armstrong and arranged a Duel , the next day . Due to Yanagi and Tanner ' s poor condition , Alex could no longer include them in the escape plan . Yusei refused to come too , as he must duel Armstrong . Alex thought Yusei was foolish to challenge Armstrong to a Duel with no Deck . Vexed with Yusei , he told Yusei to do what he wanted and planned to leave by himself . Tanner and Yanagi both had their cards confiscated , leaving Yusei with nothing to use against Armstrong . The inmates all crowded around Yusei and offered him their support in his upcoming Duel . They all gave him random cards , which Yusei used to make a Deck . The next day , Yusei and Armstrong ' s Duel , had extra aspects ; whenever a player took damage , they received an electrical shock . But Armstrong rigged the arena to not give him shocks . Rather than escape , Alex broke into a control room and reset the arena , so Armstrong would get shocked . Rex Goodwin witnessed Yusei defeat Armstrong . He later stripped Armstrong of his position at the center and granted Yusei his freedom . Before leaving the center , Tanner gave Yusei his " Giant Ushi Oni " card and told him to show it to a man named Blister at Bootleg . He would be able to help Yusei recover his Deck and Duel Runner . Although Blister thinks Yusei ' s mission is suicide and not worth it to save his friends , he helps him . Using Blister ' s help , Yusei infiltrated the security warehouse and recovered his Deck and Duel Runner . But he is spotted by a number of Securities . Yusei flees on his Duel Runner and duels Trudge again on his way out . When Yusei is about to win , Trudge starts to ram into Yusei , but Blister appears and holds him back . Yusei made it out of the building and rode through a crowd of Securities . As he did so , he was electrocuted by the securities . Meanwhile elsewhere , Luna , who is with her brother Leo , senses something and rushes out of the room . Yusei got away from the crowd and falls . The twins dash outside the building finding him . The tournament . Preparations . Iliaster organized the tournament . The winner of the tournament is to face Jack Atlas with the chance of becoming King . The public are unaware of a hidden agenda within the tournament . Its true purpose is to confirm the identity of the Signers . Akiza Izinski and Luna are invited since they are suspected Signers . Shira , Gill Randsborg , and Commander Koda are invited to participate in the hopes that they will expose the Signers . Professor Frank is planted by Iliaster . Greiger , who knows some secret information , is invited . Should he be successful in the Fortune Cup , Goodwin promised to provide aid for Greiger ' s hometown . Leo and Luna , who have just rescued Yusei , take care of him in Tops . While Trudge is certain Yusei inside , he is not allowed to enter the residential area without authorization . So he waits outside in the hopes of catching Yusei when he leaves . Leo tells Yusei about the Fortune Cup and explains how he plans on participating ; Luna was given an invitation , but didn ' t feel like entering , so he plans disguising as her and dueling in her stead . Yusei feels he is putting the twins in danger , by staying with them and insists on leaving . But they talk him into a Duel and staying for the night . ( In the English dub , Yusei lost his memory after escaping the Facility and dueled Leo to get it back . ) After the twins fall asleep , Yusei quietly leaves . After he leaves , Trudge pulls out in front of Yusei ' s Duel Runner . Before he can cause any trouble , a bureau car pulls up and Lazar emerges . Lazar demands Trudge to stand down and he hands Yusei an invitation to the Fortune Cup , along with a photo of his friends from Satellite . He blackmails Yusei to entering to ensure their safety . Yusei meets up with Blister again . Blister wonders why Sector Security is so interested in Yusei . Yusei isn ' t sure , but shows him the picture of his friends . Blister goes off to contact someone , who can help save Yusei ' s friends . The next day , Tanner and Yanagi are set free from the center . They meet up with Yusei . Having not seen Yusei ' s own Deck yet , Tanner requests a Duel with him . Before they start , Jack ' s Duel Runner pulls up . Jack walks over to Yusei . Yusei accuses him of telling Iliaster about his friends . Jack has no knowledge of this . He returns " Stardust Dragon " and tells Yusei to face him in the finals . Yusei and his friends proceeds to the Daimon Area to duel . Here , he meets Leo and Dexter , who came in search of the Black Rose . Leo is glad to see Yusei has an invitation to the Fortune Cup . Their reunion is interrupted by the Black Rose Witch . She has " Black Rose Dragon " tear up the area . After seeing Yusei ' s dragon birthmark light up , she calls it a wretched mark and leaves . Opening ceremony . The contestants all appear in the middle of the Stadium as they are introduced . The audience spots Yusei ' s criminal mark and begin to mutter amongst themselves . Greiger walks over to the MC and takes his microphone . He asks everyone , as a Duelist up there , what it is everyone sees . He points to Yusei saying he is undoubtedly a Duelist , selected under the same conditions as all contestants . Having cards , marker or not , they are all the same , no one there should be ashamed of anything . The crowd remains silent until Rex Goodwin applauds Greiger , after which everyone follows . Goodwin thanks Greiger and reminds everyone of the equality of the players . The MC announces who will be in the first round as the screens pairs up the players . Leo is put in the first Duel against Greiger . First round . In the first round pairs up Luna with Greiger , Akiza with Randsborg , Yusei with Shira and Frank with Koda . Leo duels Greiger disguised as Luna . However , he tended to get over excited and act nothing like Luna . Greiger , initially thinking he was dueling Luna , hoped to see her dragon . Despite Leo ' s best efforts , he is defeated . Since Luna didn ' t participate , Zigzix received no rise in Enerdy levels and Iliaster was unable to confirm her as a Signer , but did figure out , Leo had dueled in her stead . Before Gill and Akiza ' s Duel , Goodwin and Lazar tell him Akiza is a suspected Signer and they need him to expose her . Gill disdains from hounding young maidens , but after they tell him Akiza is also the Black Rose Witch , he vows to defeat her . As Gill and Akiza Duel , Akiza is exposed as the Black Rose Witch when she Summons " Black Rose Dragon " , the signature card of the witch . Akiza physically injures Gill as she damages his Life Points . With the audience on his side , Gill comes close to what seem to be victory , but Akiza makes a swift victory on her next turn , causing Gill to collapse . Again , Zigzix received no reading on his D - Sensor . Hunter Pace sees the Fortune Cup as a chance to get back at Jack . He breaks through Security into the stadium , where he assaults Shira and takes his clothes . When the MC introduces Shira and Yusei for their Turbo Duel , Hunter enters disguised as Shira . Shortly afterwards , he reveals himself . Goodwin allows for the change in Yusei ' s opponent as he assumes Hunter should be powerful enough to force an Enerdy rise out of Yusei . The audience cheers for Hunter since Yusei is branded a criminal . After an impressive Duel , resulting in Yusei ' s victory , Hunter is happy to have fought such a Duel and Yusei earns some respect from the audience . Iliaster asks Frank to purposely lose his next Duel to Koda , as they need him to expose Luna in a consolation game . The Duel is not shown , but Frank complies with Iliaster ' s instructions . Consolation game . Failing to have exposed Luna as a Signer in the first round , Goodwin arranges a consolation game containing players who lost in the first round . Luna is paired up with Frank , who was asked to deliberately lose his first round . Luna doesn ' t want to duel , considering how she gets tired after a Duel . Leo asks Luna for her clothes so he can duel . Luna disagrees and the MC calls her and Frank forward . Leo stands up without having made any change in outfit , but the spotlight falls on Luna . The audience begin to call for Luna , who reluctantly comes forward . Frank hypnotizes Luna , causing her to travel to the Duel Monsters Spirit Dimension , while her tranced self continues the Duel in reality . In the Spirits ' World , Luna and Kuribon are attacked by Frank ' s monster Ido the Supreme Magical Force . Luna flees on " Sunlight Unicorn " and finds the Spirits World has been contaminated by evil forces . At this time , a voice keeps calling to Luna , reminding her that she promised to protect this world . Luna doesn ' t remember making such a promise until she reaches a crag where the petrified Ancient Fairy Dragon is embedded . The dragon looks familiar to Luna , she notices , before she witnesses a flashback of her in the Spirit World eight years ago , where she made the promise . She is interrupted by Ido growling . At this point , Zigzix gets reading on his D - Sensor , confirming Luna is a Signer . Ido then disappears , leaving Frank take its place . Luna gets scared and starts calling for Leo , who is also tranced in reality . She finds his face in a nearby puddle . She tells him to get her out of that world , however Leo instead tells her that she must fulfill the promise Luna made to her dragon . And that while Luna protects the spirit world , he will protect her . Luna turns to fight Frank and Ido . As they duel , Frank advances far ahead in Life Points and laughs manically about polluting the world . The fossilized Ancient Fairy Dragon emerges from the crag and starts to attack Frank , who remains oblivious to this . In an attempt to save Frank , Luna end the Duel , by playing " Oberon ' s Prank " dropping both player ' s Life Points to 0 . Both players awaken in reality and Luna is glad to see Frank survived . The upset MC announces the Duel was a draw , knocking out both players . Semi - finals . The semi - finals pit Yusei against Greiger and Akiza against Koda . Greiger duels , under Goodwin ' s promise to provide aid for his hometown , depending on his success . Although Yusei and Greiger have come along to be friends , they part ways after Yusei tells him not to trust Goodwin . Greiger and Yusei duel as rivals . Greiger refuses to lose with the fate of his hometown depending on him . Although after both players put up a strong fight , Yusei emerges victorious . Greiger then shows the spectators images of the damage Goodwin has done to his hometown . In his rage , he speeds around the circuit in his Duel Runner and ramps towards the tower , where Goodwin is located . Yusei catches on to what Greiger ' s doing and speeds the opposite way around the track and collides with him in midair , preventing him from smashing into the tower . However , a spike from Greiger ' s axle snaps off and is sent spinning into the tower . Goodwin catches it with his mechanical hand . Greiger seizes Yusei , demanding to know why he stopped him . Yusei replies that he ' s not pleased at what Goodwin has done either , but settling things by force would have made Greiger just as bad as Goodwin . After Greiger is taken away by sector security , Goodwin appears on screens throughout the stadium , hiding his mechanical hand behind his back and ensures the audience that as Director of Sector Security , he will ensure their safety , even if it means his life . Before Akiza and Koda ' s Duel , Koda looks up records of Akiza ' s history . Using all dreadful details he can find about her life over the past 16 years , he makes a Deck . He tells Lazar that he ' ll expose what they want of Akiza , and when he does , he ' ll want five times his pay . As Akiza prepares , she confesses to being reluctant to Duel , since she knows someone will get hurt or killed . Sayer assures her that any damage she inflicts is necessary for Arcadia Movement ' s success ; consequently , he also takes the " Black Rose Witch " mask from her , claiming that she no longer needs to hide her beautiful face from the world . Koda Duels Akiza using cards to reflect previous events in Akiza ' s life and suffering she has caused people . Similar to Randsborg , Koda suffers physical injuries from Akiza ' s psychic powers every time his Life Points are hit . After Koda begins to fear for his life , he loses concern over his payment and tries ending the Duel quickly . After he throws a bitter insult at Akiza , she lets her powers take over and brutally defeats Koda . This causes a reading on Zigzix ' s D - Sensor . The emergency unit , quickly rush to Koda ' s attention , while Akiza is declared the winner and set to advance to the finals . Commander Koda had nothing to say but " I didn ' t see this coming . " Finals . Yusei Fudo duels Akiza in the finals . Before the Duel , the audience screams angrily at Akiza and cheer for Yusei to defeat her , despite their original dislike of him . Several of the spectators closest to the Duel flee after Akiza ' s attacks on Yusei cause actual damage . After her first crippling attack against Yusei , he exclaims that she enjoys inflicting pain on others . With a slightly insane smile , Akiza gasps for breath and realizes that this was the hidden emotion that had been lying dormant within her ; she replies that she is the " Black Rose Witch " , a fearful lady who delights in inflicting pain . However , she seems to accept this as her destiny after the audience insults her again , screaming for her slaughter . However , Yusei isn ' t perturbed , and knows that the hidden emotion that he is looking for still remains locked inside of Akiza . As the Duel between the two proceeds , Akiza Summons " Black Rose Dragon " while Yusei Summons " Stardust Dragon " . With the two Dragons pitted against each other , both Akiza and Yusei ' s dragon birthmarks glow , along with those of Luna and Jack . After " Stardust Dragon " destroys " Black Rose Dragon " , Akiza takes out her Black Rose Witch mask . Thinking all she can do is feel , she puts it on . After being pressured by Yusei , Akiza reveals that she created an entirely new personality , one that loved destruction , that of the " Black Rose Witch " . She continues to add that she no longer needs to think , and that Divine will do all her thinking for her , all she needs to do is live and feel . Yusei tries to talk her out of this and encourage her to think for herself . As she continues to attack , small chunks of debris backfire , breaking parts off her mask . After an intense psychological confrontation , Akiza loses control and her hair curler is forcefully removed . Thanks to his Cosmic Blast strategy , Yusei ends up winning the Duel , while also shattering what ' s left of Akiza ' s mask in half , showing her eyes to be full of tears . Akiza ' s personality is separated from the dark influences of the " Black Rose Witch " . She begins to cry and asks Yusei to help her . Before Yusei can say anything , Sayer intervenes and gently guides Akiza out of the arena , leaving the enraged spectators still yelling obscene comments . Title Duel . Seeing the destruction from the last round , Yusei tries to talk Goodwin into calling off the tournament in the interest of the spectators . He mentions how Goodwin had his friends kidnapped and demands to know why he ' s going through all this trouble . Jack interrupts saying it ' s because of the birthmarks and that Goodwin has exploited them to gather together the Signers . Jack accuses Goodwin of only helping him out of Satellite , so he could get to Yusei . After recollecting on how he got out of Satellite , Jack demands that Yusei ' s friends be released and that the tournament is to continue . Yusei and Jack face each other in a Turbo Duel . Jack refuses to let Yusei win , since he had abandoned his friends and home to become King , and now Yusei has the chance to become King without losing that . After both players have Summoned " Red Dragon Archfiend " and " Stardust Dragon " , the Crimson Dragon appears . This causes the Enerdy lab to go out of control . Goodwin orders Zigzix to shut down the machine to avoid a catastrophe . Fearing there may be danger , Yusei tries to talk Jack out of the Duel , which he refuses . With four Signers gathered , Goodwin reaches into a tank , where an arm with the fifth dragon birthmark is preserved . After this , Yusei and Jack find themselves in another world . Luna and Akiza follow behind inside two large bubbles . Here they witness a scene from the past , showing the people of the stars bowing before five previous Signers at the Sky Temple . Next , they see Satellite being torn up by purple rushes of light drawing out the shape of a large spider . Jack insists they continue the Duel , believing that since the Duel brought them there , ending it should bring them back . As they duel , both players feel real pain as they take damage to their Life Points . After a tight Duel , Yusei wins . Everyone returns to the stadium , where the crowd is not entirely sure what happened . " Stardust Dragon " and " Red Dragon Archfiend " are still present , but petrified . Their holograms then fizzle and disappear . Yusei is then declared the winner of the Fortune Cup and the new King .