Yu - Gi - Oh ! 5D ' s - Episode 054 " A Score to Settle , Part 1 " , known as " Last Duel ! Team Satisfaction " in the Japanese version , is the fifty - forth episode of the " Yu - Gi - Oh ! 5D ' s " anime . It first aired in Japan on April 15 , 2009 and in the United States on December 22 , 2009 . Summary . Yusei , followed closely by Crow , Leo , Luna and Trudge , makes his way to the Giant tower to face Kalin . Crow ponders on the fact that Yusei and Kalin are about to patch things up . Luna expresses some concern over the upcoming Duel , but Leo assures her everything will be okay . Kalin , who has been waiting at the tower and anticipating Yusei ' s arrival , spots him in the distance , as Yusei notices him around the same time . Kalin smirks and revs the engines of his Duel Runner , before speeding head on in front of Yusei . Both boys swerve their Duel Runners to one side , avoiding collision . Kalin puts on his maniacal grin and announces that it ' s now time for them to settle the scores , through the last Duel of The Enforcers , the one that never was completed back then . Yusei repeats the words " Last Duel " and reflects on the moment " back then " , that Kalin is referring to . Back in the days of The Enforcers , after Kalin had let the power get to him , the group stand in a hideout . Kalin laughs sadistically and puts his arms over his teammates : Crow , Jack and Yusei . He continues to laugh as he makes his way over to a window proclaiming that this is the definite last Duel of The Enforcers . Outside in the pouring rain , a massive unit of Securities have surrounded the building . They ' re armed with weapons , Duel Disk s and Duel Runners and are ordered to arrest the gang . As the Securities close in , the group ends up divided with Kalin missing . Kalin is shown covered in blood , standing over a Security , he ' s after murdering . The scene cuts the Kalin and Yusei tussling , ending with Yusei pinning Kalin . The scene cuts again and shows Kalin been taken into the security wagon by 2 Securities . He looks back and sees Yusei being patted on the shoulder by the officer . Seeing this leads Kalin to believe Yusei is selling him out . He screams at Yusei and tries to make his way over to him , but is pulled into the wagon by the Securities before Yusei can explain himself . In the present , Kalin laughs again and raises a finger , as he says to get things started . Crow and the others arrive at a spot a few blocks away from the tower , which gives them a decent view for the Turbo Duel about to take place . Kalin chucks off his cape , revealing his dark mark , as he once again states that this will be the last Duel . His mark begins to glow , causing purple flames to erupt and shape out the Giant geoglyph around the area . In the distance , Jack stops and sees the Giant geoplyph in the sky , concluding that Yusei and Kalin are about to Duel . Kalin foresees the events of the Duel , saying that he shall kick Yusei into the middle of the inferno of vengeance from the depths of death , with the power of his " Earthbound Immortal " . Yusei thinks to himself that Kalin was never like this and had cared for his friends . Yusei remembers a time he had been falling from a building , but Kalin held him up using a Deathmatch Duel Rope . As Kalin ' s support began to break , Yusei told him to save himself , but he refused to abandon his friend . Remembering what Kalin had said back then , Yusei vows to save Kalin in this Duel . Both Duelist s line up to begin the Shadow Turbo Duel . They take off after " Speed World " is activate d . Kalin explains that whoever is first to pass the corner up ahead , shall go first in the Duel . As they race on , Kalin notices Yusei has powered - up his Duel Runner , since they last Dueled . Refusing to let Yusei go first , Kalin bashes into him , knocking Yusei into the fiery wall . Kalin passes the corner and goes first . He Normal Summon s " Infernity Necromancer " in Defense Position . Seeing the " Infernity " monster , Yusei wonders if Kalin is going to try his handless combo . Kalin Set s a card in his Spell & Trap Card Zone and ends his turn , inviting Yusei to bring it on . Yusei draws " Limiter Break " and both Duelists ' SPC goes to 1 . Yusei remembers the time when their paths was started to deviate . Back in the past , The Enforcers managed to dominate Satellite . They have metaphorically becoming cinders . The fire was over and they had nothing left to do . Yusei is seen walking down the streets of Satellite . He then sees his friends , on which he remembers that Kalin crept around the streets in search of adversaries , like he didn ’ t want to admit that a festival was over . Kalin tells his friends that they ’ ll be hunting the last stragglers of Team Insect in Zone F , that they ’ re not through with their conquest of Satellite and that anybody with a Duel Disk is an enemy . Crow simply sighed . Later at night , The Enforcers pursued two members of Team Insect . Yusei captured one member at a dead end and defeated him using " Speed Warrior " . Crow discovers that the second member is only a young boy . Rather than Duel him , Crow tells him to leave . Yusei meets up with his friend and saw that he is frustrated . Crow asks if Dueling is supposed to be this lame . They heard a cry and saw that Kalin had defeated the second member of Team Insect . After that , he crushed the young boy ' s Duel Disk , which makes him happy . He was about to hurt the young boy with his right foot until Crow pushed him , saving the young boy . Crow tells the young boy to leave . Kalin asks Crow what he is doing and then punched Crow in the stomach . Yusei tried to stop the fight between his friends . Both he and Jack managed to stop their friends from continuing their fight . Crow says to Yusei that Dueling was supposed to be fun and that none of them have the right to take that away . After saying that , he decided to leave The Enforcers . Yusei is sad that Crow is leaving their team . Jack soon followed Crow . Kalin says that they were supposed to be friends and a team . Only Yusei stayed with Kalin and refused to turn his back on him . Back in the present , Kalin tells Yusei to hurry up and calls him a traitor . Yusei Summon s " Max Warrior " with 1800 ATK and sends his monster to attack " Infernity Necromancer " . He hopes to get the real Kalin back in this Duel . Kalin reminds Yusei that the DEF of his monster is greater than the ATK of Yusei ' s . Yusei then activate s the effect of " Max Warrior " : When it attack s , its ATK increases by 400 points . " Max Warrior " destroy s " Infernity Necromancer " . Through its other effect , the ATK , DEF and Level of " Max Warrior will be halved until Yusei ' s next turn ; Yusei remembers that he and Kalin were still friends and he had always stayed by his side , until that fateful night . Back in the past , they noticed the captain of Sector Security who had arrived in Satellite and he was riding a Duel Runner . Kalin tells Yusei that Sector Security has deployed a lot of those vehicles . The captain tells his troops to show the Duel Gang s the power the Duel Runner holds and to use their Dueling to judge them . Sector Security began their pursues of any Duel Gangs . Kalin only smirked . The Captain captured a member of a Duel Gang who Summon ed " Skull Knight # 2 " to defend himself . But the Captain Summoned " Assault Dog " to defeat and capture him . The next day , Yusei is surprised that Kalin wants to crush Sector Security , in which Kalin replies that he had finally found The Enforcers ' final enemy and that only by defeating them will their true conquest of Satellite be complete . He also adds to Yusei to get Crow and Jack for him and that together they will reunite and crush Security . Yusei thinks this is suicide . Kalin accuses Yusei of chickening out . Yusei decides to leave Kalin and that Kalin will have to do this one on his own . The exact word on his mind were Kalin wouldn ’ t take on Sector Security if he ’ s all by himself . Later that night , at Sector Security Headquarters , the Duel Disks began to emit signals . Outside of the Headquarters , Kalin puts a card in his Duel Disk and all the others Duel Disks inside exploded , causing an explosion at the Headquarters . Kalin laughs at his victory . While Crow is playing " Duel Monsters " with some of his friends , one of the children tells him that Kalin is being chased by Sector Security . Crow tells the news to Jack . The night gets stormy and Yusei , Crow and Jack search for Kalin . Sectory Security found Kalin in an abandoned building and tells him to quit resisting and to come out quietly . Two agents were about to go inside the building until Jack and Crow managed to get inside first , which completely surprised the two agents . Yusei managed to get inside the building by using the stairs behind it . Seeing his friends meeting up with him , Kalin is happy that The Enforcers are together again . Jack asks him what is going on , but Kalin is too happy to be listened to them and the Duel against Sector Security will be their last Duel . Back at the present , Yusei remembers that they were there to help , but he made the wrong decision back then . That ’ s why he decided to save him today , just like when Kalin saved him . Meanwhile , outside the geoglyph , Crow , Trudge , Leo and Luna watch the Duel through the screen of Crow ' s Duel Runner , Blackbird . Yusei puts two cards face - down and ends his turn . It ' s Kalin ' s turn and he draws a card . Both Duelist s ' SPC goes to 2 . He puts a card face - down and activate s " Limit Impulse " , he send s two cards from his hand to the Graveyard in order to Special Summon 2 " Soul Tokens " . He Tributes them to Summon " Dark Tuner Nightmare Hand " with 0 ATK . After seeing this , Yusei is convinced that Kalin is using his Handless Combo technique . Kalin explains that effect of " Nightmare Hand " lets him Special Summon a Level 2 monster from his hand . He Summons " Infernity Dwarf " and uses the two monsters to Dark Synchro Summon " One Hundred - Eyed Dragon " with 3000 ATK . Kalin says that his Handless Combo is complete and sends " One Hundred - Eyed Dragon " to attack and destroy " Max Warrior " . Yusei ’ s Life Points go to 1900 and his SPC go to 0 . Crow and Leo are worried about Yusei since he lost over half his Life Points . Kalin asks Yusei if he found this pain superb . Yusei activates " Revival Ticket " , destroying 1 card on his field for each monster destroyed in battle , recovering his Life Points equal to the Battle Damage . He destroyed " Limiter Break " , revived " Max Warrior " and his Life Points increase back to 4000 . Kalin is shocked by it . Also , the effect of " Limiter Break " allows him to Summon " Speed Warrior " from his hand , Deck or Graveyard . " Speed Warrior " appears with 900 ATK . Leo and Trudge are happy that Yusei managed to pull this through . Kalin is angry and asks what Yusei can do before " One Hundred - Eyed Dragon " . It ’ s Yusei ’ s turn and he draws a card . Kalin ’ s SPC goes to 3 and Yusei ’ s SPC goes to 1 . Yusei knows that his 2 monsters can ’ t do a thing against " One Hundred - Eyed Dragon " . He checks his hand , which contains three Trap Cards and come up with an idea . He activates " Card of Sacrifice " , it allows him to draw two cards if the combined ATK of all monsters on his field are lower than his opponent ' s monster ' s ATK . And , during this turn , he can ' t Summon a monster or switch battle position s Kalin says that Yusei is in a deadlock , in which to him it ’ s pathetic . Yusei draws two cards , put two other cards face - down and end his turn . It ; s Kalin ' s turn and he draws a card . Kalin ’ s SPC goes to 4 and Yusei ’ s SPC goes to 2 . Kalin places a card face - down and activates the effect of " One Hundred - Eyed Dragon " , it gains the effects of any of Kalin ’ s DARK monsters in his Graveyard . He chooses " Infernity Necromancer " , so it allows him to Special Summon a Level 4 or lower " Infernity " - " Infernity Archfiend " . Yusei activates " Slip Summon " , it activates when his opponent Summons a monster , it can Special Summon a Level 4 or lower monster from his hand in Defense Position . He Summons " Ghost Gardna " with 1900 DEF . Kalin calls it typical futile resistance and he ’ ll have the terror of his Handless Combo pierce Yusei to the bone . The Dark Signer sends " One Hundred - Eyed Dragon " to attack " Speed Warrior " . Yusei activates the effect of , " Ghost Garnda " , making it the new attack target . Kalin is mad and tells Yusei that the effect of " One Hundred - Eyed Dragon " allows it to gain the effect of " Infernity Dwarf " in his Graveyard . When his hand is empty , if a monster on his field attacks a monster in Defense Position and if its ATK is greater than their DEF , it ’ ll deal Battle Damage equal to the difference . Yusei ' s Life Points drop to 2900 , his SPC decreases to 1 and he loses control of his Duel Runner for a moment . Kalin tells Yusei not to die on him here . He also adds that it ' s far from being enough and that doesn ’ t come close to extinguishing his inferno of vengeance . Yusei remains determined . Featured Duel : Yusei Fudo vs . Kalin Kessler . Turn 1 : Kalin Kalin draws . Kalin ' s hand contains " Infernity Necromancer " , " Limit Impulse " , " Infernity Archfiend " , " Infernity Beast " , " Infernity Dwarf " , and " Dark Tuner Nightmare Hand " . Kalin Normal Summon s " Infernity Necromancer " ( 0 / 2000 ) in Defense Position and set s a card . Turn 2 : Yusei Yusei ' s hand contains " Max Warrior " , " Card of Sacrifice " , " Revival Ticket " , " Slip Summon " , and " Synchro Striker Unit " . Yusei draws " Limiter Break " . During the Standby Phase , the effect of " Speed World " activates ( Kalin ' s SPC : 0 → 1 ; Yusei ' s SPC : 0 → 1 ) . Yusei Normal Summons " Max Warrior " ( 1800 / 800 ) in Attack Position . " Max Warrior " attack s " Infernity Necromancer " . " Max Warrior " gains 400 ATK during the Damage Step due to its first effect ( " Max Warrior " : 1800 → 2200 / 800 ) . " Max Warrior " destroy s " Infernity Necromancer " . At the end of the Damage Step , the first effect of " Max Warrior " expires ( " Max Warrior " : 2200 → 1800 / 800 ) . Since " Max Warrior " destroyed a monster by battle , its ATK , DEF and Level are halved until Yusei ' s next Standby Phase ( " Max Warrior " : 1800 → 900 / 800 → 400 , Level : 4 → 2 ) . Yusei Sets three cards . Turn 3 : Kalin Kalin draws . During the Standby Phase , the effect of " Speed World " activates ( Kalin ' s SPC : 1 → 2 ; Yusei ' s SPC : 1 → 2 ) . Kalin then sets a card . He then activate s his face - down " Limit Impulse " to send two cards from his hand ( " Infernity Archfiend " and " Infernity Beast " ) to the Graveyard and Special Summoning two " Soul Tokens " ( 0 / 0 each ) in Attack Position . He then Tribute s both tokens in order to Tribute Summon " Dark Tuner Nightmare Hand " ( 0 / 0 ) in Attack Position . Kalin then activates the effect of " Dark Tuner Nightmare Hand " to Special Summon " Infernity Dwarf " ( 800 / 500 ) from his hand in Attack Position . He then Dark Tunes " Infernity Dwarf " with " Dark Tuner Nightmare Hand " in order to Dark Synchro Summon " One Hundred - Eyed Dragon " ( 3000 / 2500 ) in Attack Position . Due to the first effect of " One Hundred - Eyed Dragon " , it gains the effects of all DARK monsters in Kalin ' s Graveyard . " One Hundred - Eyed Dragon " attack s and destroys " Max Warrior " ( Yusei 4000 → 1900 ) . Yusei loses two Speed Counters ( Yusei ' s SPC : 2 → 0 ) . Yusei activates his face - down " Revival Ticket " to destroy one of his face - down cards , revive " Max Warrior " ( 1800 / 800 ) in Attack Position and increase his Life Points by the Battle Damage he took this turn ( Yusei 1900 → 4000 ) . Since the card Yusei destroyed was " Limiter Break " , Yusei Special Summon s " Speed Warrior " ( 900 / 400 ) from his Deck in Attack Position . Turn 4 : Yusei Yusei draws " Burst Synchro Summon " . During the Standby Phase , the effect of " Speed World " activates ( Kalin ' s SPC : 2 → 3 ; Yusei ' s SPC : 0 → 1 ) . Yusei ' s hand contains " Slip Summon " , " Synchro Striker Unit " and " Burst Synchro Summon " . Yusei activates his face - down " Card of Sacrifice " to draw two cards since the combined ATK of all Attack Positions monster he controls is lower than the ATK of Kalin ' s " One Hundred - Eyed Dragon " , however he can ' t summon any monsters this turn and he can ' t change any monsters ' Battle Positions this turn . Yusei Sets two cards . Turn 5 : Kalin Kalin draws " Infernity Force " . During the Standby Phase , the effect of " Speed World " activates ( Kalin ' s SPC : 3 → 4 ; Yusei ' s SPC : 1 → 2 ) . Kalin Sets a card . He then activates the effect of " Infernity Necromancer " through " One Hundred - Eyed Dragon " in order to Special Summon " Infernity Archfiend " ( 1800 / 1200 ) from his Graveyard in Attack Position . Yusei activates his face - down " Slip Summon " to Special Summon " Ghost Gardna " ( 0 / 1900 ) from his hand in Defense Position as Kalin summoned a monster . " One Hundred - Eyed Dragon " attacks " Speed Warrior " , but Yusei uses the first effect of " Ghost Gardna " to redirect the attack to it instead . " One Hundred - Eyed Dragon " then destroys " Ghost Gardna " . " One Hundred - Eyed Dragon " then inflicts piercing damage to Yusei ( Yusei 4000 → 2900 ) due to the effect of " Infernity Dwarf " . Yusei loses one Speed Counter ( Yusei ' s SPC : 2 → 1 ) . Mistakes . Dub Mistakes . These following mistakes are created by the dubbed version : All Versions Mistakes . These following mistakes are present in the Original and the Dub : Featured cards . The following cards appeared in this episode . Cards in italics debuted here .