Yu - Gi - Oh ! 5D ' s - Episode 037 " Digging Deeper , Part 1 " , known as " Infiltrate ! Arcadia Movement , It ' s my Turn ! " in the Japanese version , is the thirty - seventh episode of the " Yu - Gi - Oh ! 5D ' s " anime . It first aired in Japan on December 10 , 2008 and in the United States on August 12 , 2009 . This episode was skipped in 4Kids Entertainment ' s original broadcast of the anime on TV in America . However the episode was still streamed on the 4Kids website , where it was available for American viewers . Later , it was aired on Cartoon Network in the United States . Summary . Carly ' s apartment . At Carly ' s apartment , Carly sits at her desk , face buried in her arms and devoid of any hope . She leaves her phone to ring out . As it goes to answering machine , her chief leaves a hologram of himself threatening to fire her once more now that she has returned from Satellite lacking a story . Carly raises her head , shrugs and lets out a sigh as she reflects on when Jack left her . Jack had told her that he had to leave and thanked her for the hospitality . Although Carly insisted on accompanying him back to Satellite , Jack took her camera and snapped the film . He insisted that she had better not get involved any further . He believed it was the fate of a Signer . Such a fate is more than Carly can handle , he told her . Carly protested that she wants to know the truth too . Jack turned to depart . As he did so , he promised to tell her everything once it was all over and told her to stay out of things for now . She called him back once more . Jack stopped in his tracks , hesitated and said that he wants her to be safe . ( In the English dub , Jack said he didn ' t want the paparazzi following him . ) Tears swelled up in Carly ' s eyes as she watched Jack and Mina depart . Back in the present , Carly begins to shed more tears , then shakes her head and cries out , asking Jack why he left . ( In the English dub , she tells the visions of Jack to go away . ) She visions Jack positioned in different parts of the room , before arising and running across the room . She yells for him to pay her back for the meals she fed him , the black tea he opened that she had saved for special occasions and the embarrassment she suffered when she went to have men ' s clothes washed . She slows down and whispers for him to bring her back her heart . She stops crying and vows to never give up on the story , as doing so would cause her to lose contact with Jack . Dark Signer ' s lair . Kalin enters the candlelit room , where the Dark Signers gather . Roman sits at the head of the table , with Devack standing behind him . Kalin steps forward and leans on the table . Roman tilts his eyes in Kalin ' s direction and asks why he didn ' t finish Yusei off . Kalin responds that there ' s no need to be hasty , as they don ' t even have all their members together yet and that he ' s making Yusei go through a living hell . Having Yusei witness the terror of an " Earthbound Immortal " , Kalin now feels Yusei is completely afraid of his power . Under the philosophy that time spent fearing an opponent ' s power is a Duelist ' s greatest foe , Kalin is certain he has Yusei at his mercy . Yusei ' s doubt . Outside the infirmary , Yusei inspects his Duel Runner . Nervin and Rally rush over to check on him . They tell Yusei that if he needs any parts for his Runner , they ' ll rustle them up . Yusei apologizes for causing them all this trouble . Nervin insists that the apology is unnecessary as they are friends . Yusei thanks them and silently reflects on his encounter with Kalin . Even with his Duel Runner repaired , he thinks he cannot beat Kalin , with his new power . The path of the true Jack Atlas . Jack tests his repaired Duel Runner , Phoenix Whirlwind ( Wheel of Fortune in the Japanese version ) around the circuit , on the rooftop of his residence . Mina asks how the improved Wheel of Fortune is faring out . Jack observes that it is much more powerful than before . They both reflect on the Runner ' s accident during the Fortune Cup . Mina then informs Jack that she received further feedback on the Runner ' s modifications from Goodwin . Jack smirks and deduces that Goodwin must know about the Dark Signers ' Duel Runners . Either way , as soon as the Wheel of Fortune is ready , he ' s returning to Satellite . Mina throws in a cheerful " Yes sir " . She explains that she ' s happy to see the old Jack back ; the one which is trying to walk the path of the King . This directly contradicts the encouraging words Carly gave Jack earlier . Carly ' s words having affected him , Jack tells Mina that is and never was a path of the King . But with no path , he ' ll just have to build one with his own hands , the path of the true Jack Atlas . Carly searching for clues . Carly enters Rathie ' s shop . The interior of the shop is lined with Duel Monsters merchandise , including figures and posters . She asks Rathie if he looked into what she had asked . Carly ' s hunch about the Signers seems to be correct , he reports , there were at least four Signers present on the Fortune Cup grounds . He then types away at his computer generating images of the four : Yusei Fudo , Jack Atlas , Luna and Akiza Izinski , along with their Mark of the Dragon . Carly ponders ; the Dark Signers ' marks were Nazca Lines and asks if the Signers ' mark follow any pattern . They didn ' t match anything in the attendant ' s database , so Carly is left to ask people directly . She is unable to contact Jack or Yusei and doesn ' t know Luna ' s current situation , so she must go with Akiza , who is affiliated with the Arcadia Movement . Upon that conclusion , Rathie immediately holds up a folder . He says he knew she would ask , so he dug up some information on the Arcadia Movement . She makes a swing for the folder , complimenting him , but Rathie pulls the folder away saying it won ' t be free . Carly groans and reaches into her bag for a " Dark Magician Girl " figure . Rathie erupts in excitement , since it ' s such a rare item , but calmly says " deal " . ( In the English dub , the pentagram on " Dark Magician Girl " is unaltered , despite usually being replaced with a red jewel . ) Carly proceeds outside to her car , looking through the new - found information . She sees plenty of uncouth rumors , before spotting a file concerning Misty Tredwell . Arcadia Movement building . Tanner and Yanagi are in their cell at the Arcadia Movement building . Tanner notes that they were careless , they should never have trusted the Arcadia Movement to begin with and deduces that they had planned capturing them from the start and are after Luna . Yanagi wonders if they ' re using the Signers in some sort of scheme too . Tanner doesn ' t know for sure , but either way he feels they ' re the ones in danger rather than Luna and that staying here isn ' t going to do them any good . Yanagi begins to panic , but Tanner tells him to keep calm and tries to think of a plan . Meanwhile in another part of the building , Leo is left asleep in a bed , while Luna watches him though a large window . Akiza enters Luna ' s room , immediately assuring Luna that Leo ' s life isn ' t in danger . Luna turns and asks how could they do such a thing . Akiza explains that Sayer wanted to see if Leo had qualities of a Psychic Duelist . Luna , insisting that Leo is just a normal boy , pleas that they just take her and let Leo go home . Akiza stares back and outlines their plans for Luna ' s future ; from here on this is to be her new home . This is a place for those who have been abandoned by society and parents alike . Luna stands firm and argues back that they haven ' t been abandoned by anyone . Akiza remains calm and says that people will eventually come to fear Luna ' s abilities and she will come to fear people knowing about her abilities . For this reason , Akiza states that Luna will not want to leave her house . Luna starts to feel uneasy . Akiza begins to empathize with what Luna is about to go through . She tells her Luna that if they leave her , she will follow the same path as her and she doesn ' t want that to happen . With that Akiza turns and leaves . Akiza meets up with Sayer , who announces that it ' s time for the meeting . Akiza asks him about Leo ' s fate . Sayer plans to persuade Leo to come to their side , after which Luna might come to understand them too . Akiza demands him not to put Leo through any more harm . Sayer understands that there is no more need to do so . Back in Luna ' s room , she closes her eyes tightly and tries to communicate with " Ancient Fairy Dragon " . Luna ' s conscious mind awakens in the Duel Monsters Spirits World at the crag , where " Ancient Fairy Dragon " is sealed . " Ancient Fairy Dragon ' s " spirit appears before the crag . She regrets that she cannot come to rescue Luna , and the threat of the Dark Signers is drawing nearer , but her servant Regulus will come to rescue Luna in time . She instructs Luna to join forces with Regulus and set her free . If she does this , " Ancient Fairy Dragon " promises to protect Luna until her last breath . ( In the English dub , Luna asks who Regulus is . ) Luna awakens back in reality , more cheerful than before . She smiles and says that she ' ll wait until then . Misty ' s apartment . Carly struggles with a receptionist , Kate , in an attempt to be shown to Misty ' s room . ( In the English dub , Carly says that she met Misty at a party once . ) Kate was instructed not to allow any unexpected guests to see Misty . ( In the English version , Carly calls Kate a guard dog . ) However Misty appears and tells Kate that Carly is her acquaintance and invites Carly to her home . ( In the English version , Misty had just come back from a " shoot " overseas . ) Carly enters a well furbished room , whose windows overlook the city and are lined with holographic projections of Misty modeling various products . Carly comments that the place is wonderful , but Misty tells her that she gets lonely . She ' s here all by herself and feels no matter what lifestyle you live , life is about being with someone you love . Thinking of Jack , Carly immediately empathizes . Misty states , " You ' re in love , aren ' t you " . Carly is surprised and asks how she knew . Misty says that it ' s written all over her face . Carly then remembers that Misty can read faces , but Misty titters and says that anyone could tell from looking at her now . Misty treats Carly to a drink of tea , as they sit down to discuss Carly ' s business . Although it ' s tough to ask , Carly explains that she ' s investigating the Crimson Dragon , which led her to the Arcadia Movement . She shows Misty the data file that she was included in . Misty confirms that the information there is true , and that her brother was killed by the Arcadia Movement . He went missing after he had once went to Daimon Area to watch a Duel . A few days later , he was discovered , although difficult to recognize . Unanimously everyone agreed that it was the Black Rose ' s doing . The investigation consisted of a single police interview with the Arcadia Movement . Carly finds this incredible , as that was Sector Security ' s chance to lay into the Arcadia Movement . Misty suggests that the movement may have known Social Maintenance ' s weakness , although she is unsure if such a weakness exists . While Carly wonders if Goodwin has a weakness , Misty whispers that she will make the Black Rose pay . She advises Carly not to get involved with the Arcadia Movement . Carly at the Arcadia Movement . When Carly disguised as a cleaner , she sneaks around the long corridors of the Arcadia Movement building . Recollecting on what Misty said about not getting involved , she can ' t comply as doing so would cost her any connection with Jack . Elsewhere , Sayer preaches his plans to extend the Arcadia Movement ' s reach from just New Domino City to gathering members from all over the world , by utilizing the power of Psychic Dueling and making Akiza known to the world during the Fortune Cup . He invites Akiza to attend all their meetings , where she will represent the movement . Akiza interprets this as him asking her to be a billboard . He replies that that ' s a harsh way of putting it : it ' s rather that she ' ll be a modern , purifying a world ruled by moguls . Meanwhile Carly has gotten lost . She wheels her trolley of cleaning supplies around , feeling as if she ' s been going around in circles . She stops suddenly , as a nearby door slides open . Sayer emerges and holds the door for Akiza . She swiftly turns around to steer away from them . Sayer calls her back , noting how she ' s an unfamiliar face around here . Carly panics but offers the excuse that the usual cleaner has a fever and she ' s covering . ( In English version , Carly pretends to be the person who " fills in when the fill - ins are ill " . ) Sayer apparently buys it and leaves her . With Sayer and Akiza departed , enters the room they had previously emerged from . She removes her cleaner disguise and looks through some books on a nearby shelf . Pulling one of them opens a secret chamber . As she does so Sayer senses something . He tells Akiza to go on without him as he has a rat to exterminate . After hearing the story about Misty ' s brother , Carly had compiled a list of missing persons . While looking through books in this hidden chamber , she wonders if the Arcadia Movement are really involved . She then accidentally knocks over a pile of books . Her clumsiness awards her with a book opening on a page containing a file about Rex Goodwin . She sees an astonishing detail , but is interrupted by Sayer . Sayer confirms his suspicions that a rat did wander in after all . He had thought that she was working for Goodwin , but after seeing how she reacted from reading that fact , it appears not . Carly backs away as Sayer talks . Now that Carly has seen this place , he cannot safely send her off . He chucks her a Duel Disk , sparing her a small fighting chance . He says he ' ll give her " one turn ' s chance " . Carly readies herself . She ' s been studying Dueling ever since she assisted Jack in his Duel against Trudge . She begins to fantasize : one day after she graduates as a reporter she ' ll be married with Jack . She visions herself standing next to Jack holding their baby in front of a " Married Couple Duelist " sign . The Duel . Carly shoves the Duel Disk onto her arm and adds her Deck to it , accepting Sayer ' s challenge . Sayer Summon s " Telekinetic Shocker " . ( In English version , it is mistakenly made a DARK monster . ) As he ends his turn he asks Carly to amuse him in the one turn she has left . ( In the English version , Sayer says he couldn ' t attack due to " Telekinetic Shocker ' s " effect , when in actuality , he couldn ' t attack because it was his first turn . ) Carly draws " Fortune Fairy Chee " and reads her fortune as " super pinch " , which she understands is the worst possible prediction she could get . She recalls that rumor has it when battling Psychic Duelist s , the damage you take really harms you . Despite this and her bad fortune , she presses on . She Summons " Fortune Fairy Swee " and activates " Unacceptable Result " . " Swee " reaches into the card and pulls out " Fortune Fairy Chee " , as it gets Special Summon ed from her hand . Carly then activates " Luck Loan " , selecting " Swee " , which allows her to Special Summon " Fortune Fairy Hu " . Sayer teases her for Summoning monsters with 0 ATK . Carly finds him annoying and threatens to put his face on the verge of tears . She then plays " Miracle Stone " , causing her 3 Fairies to super size and gain 3000 ATK each . The Witches are unable to attack this turn , due to " Miracle Stone " , so Carly ends her turn . Sayer sees he has a little competition . He begins his turn and Summons " Psychic Snail " . Next he activates " Emergency Teleport " , Special Summoning " Psychic Commander " . Sayer comments that its naive of Carly to think she has an impregnable defense . He activates " Psychokinesis " , giving up 1000 Life Points to destroy " Miracle Stone " . With that , Carly ' s " Fairies " shrink back to size and their ATK returns to 0 . Sayer gets " Telekinetic Shocker " to attack " Hu " . Carly ' s glasses fall off and break as she ' s thrown back onto the window as she takes damage . Sayer tells her that she ' s getting a taste of Psychic Dueling . Next he has " Psychic Snail " attack " Swee " , causing Carly to suffer shocks and more of the window to crack . Carly warns Sayer that if he continues , Sector Security will investigate . Sayer is not worried . He tells her to rest assured this death will be treated as accidental and the Securities won ' t touch them , as long as he knows Goodwin ' s secret . In this New Domino City , Goodwin is regarded as being the one who built Satellite , but that ' s not true : Goodwin is a genuine Satellite born , Sayer explains . He bids Carly farewell , as " Psychic Commander " attacks " Chee " , taking out Carly ' s remaining Life Points and shattering the window . Carly falls many stories , passing a holographic ad of Misty . She remembers what Misty had said earlier about the Shadow of Death following her , after she had seen Carly ' s face without her glasses . ( In the English version , Carly falls into purple fog , rather than to the ground . ) Featured Duel : Carly vs . Sayer . Turn 1 : Sayer Sayer draws " Telekinetic Shocker " and subsequently Normal Summons it ( 1700 / 700 ) in Attack Position . Turn 2 : Carly Carly draws " Fortune Fairy Chee " . She then Normal Summons " Fortune Fairy Swee " ( 0 / 0 ) in Attack Position . She then activate s " Unacceptable Result " to Special Summon " Fortune Fairy Chee " ( 0 / 0 ) in Attack Position from her hand . Carly then activates " Luck Loan " to target " Fortune Fairy Swee " and Special Summon " Fortune Fairy Hu " ( 0 / 0 ) from her hand in Attack Position ( as her Level is lower than the Level of " Fortune Fairy Swee " ) . Carly activates " Miracle Stone " . Now as long as this card is face - up , every Fortune Fairy monster Carly controls gains 1000 ATK for every Fortune Fairy monster she controls , however they can ' t attack the turn they are summoned ( " Fortune Fairy Swee " : 0 → 3000 / 0 ; " Fortune Fairy Chee " : 0 → 3000 / 0 ; " Fortune Fairy Hu " : 0 → 3000 / 0 ) . Turn 3 : Sayer Sayer draws " Telepathic Power " . He then Normal Summons " Psychic Snail " ( 1900 / 1200 ) in Attack Position . Sayer then activates " Emergency Teleport " to Special Summon " Psychic Commander " ( 1400 / 800 ) from his Deck in Attack Position . He then activates " Psychokinesis " to destroy " Miracle Stone " and take 1000 damage as a drawback ( Sayer 4000 → 3000 ) ( " Fortune Fairy Swee " : 3000 → 0 / 0 ; " Fortune Fairy Chee " : 3000 → 0 / 0 ; " Fortune Fairy Hu " : 3000 → 0 / 0 ) . " Telekinetic Shocker " attacks and destroys " Fortune Fairy Hu " ( Carly 4000 → 2300 ) . " Psychic Snail " attacks and destroys " Fortune Fairy Swee " ( Carly 2300 → 400 ) . " Psychic Commander " attacks and destroys " Fortune Fairy Chee " ( Carly 400 → 0 ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .