Yu - Gi - Oh ! 5D ' s - Episode 058 " Shadows of Doubt , Part 1 , known as " Destiny Dead Ahead ! High Ruler of Hell , Dark King " in the Japanese version , is the fifty - eighth episode of the " Yu - Gi - Oh ! 5D ' s " anime . It first aired in Japan on May 13 , 2009 and in the United States on February 22 , 2010 . Summary . In Satellite , the rest of the people that had been taken by Roman returns safe and sound , including Rally , Blitz , Nervin , Tank and finally , Martha . Martha is surprised that she is saved . Afterward , she begins to worry for Yusei . At the Ener - D reactor , Roman tells Yusei that he won ’ t allow him to leave , while he ’ s slowly turning into dust . He pulls a switch on his mechanical left arm , causing the bridge they ' re standing on to explode . Yusei fall from the bridge into the Ener - D light , unable to grab anything . Crow , Luna , Leo and Trudge can ’ t do anything but watch their friend fall . Jack is heading for the Hummingbird Tower on his Duel Runner . He finally arrives at the destination , wondering if Carly is there , waiting for him . He then remembers the good times he had with her . After that , he looks at her glasses and wonders why Carly has joined the Dark Signer . He shouts her name and asks her to answer him if she ’ s there , but no answer . Suddenly Carly arrives , riding a Duel Runner . She removes her helmet and tells Jack that she has been waiting for him . Jack asks her if she ’ s really Carly , to which she replies yes . She also adds that in order to see him again , she has come back from the bowels of death as a Dark Signer . Jack wonders what is she talking about . She replies that she infiltrated the Arcadia Movement and was killed by Sayer . Jack is shocked by what she says and asks why . Carly replies that she wanted to get closer to him just a little . Jack says that he thought she had been sacrificed to the Earthbound Immortal s . He thought that if he defeated the Dark Signers , he could save her and turn her back to normal . Carly asks him if he has no intention of fighting her , to which Jack says if she draws a bow against him , he ’ ll break its arrows by force . Carly says that he ’ s right since she ’ s a Dark Signer and he ' s a Signer and that they ’ re bound to each other by a twisted fate . The Hummingbird Geoglyph appears in the ground . After that , she says that their destined Duel can begin . They both start their Duel Runner . Carly say if Jack wins she will be turn to normal but if Carly wins , Jack will become a Dark signer . Jack accepts . Outside the geoglyph , Mina and Akiza notice the Hummingbird Geoglyph . Mina is worried for Jack . Carly says that fate is ironic and adds that she turned into a Dark Signer in order to chase after Jack and he had come to chase after her . Jack asks what is she talking about . She replies that Jack can ’ t escape fate . Both Duelist s activate " Speed World " . Carly says that Jack ' s Duelist instinct wouldn ' t allow him to refuse a Duel and that ’ s she expected that from the man she has chosen . Jack says that if Carly desires this , he ’ ll take her on her destined Duel . Carly dares Jack to catch her to the first corner of the geoglyph . Jack thinks that with this duel , he ’ ll confirm her true intention . Carly knocks Jack ’ s Duel Runner with hers and Jack loses control of his Duel Runner . It ’ s Carly ’ s turn and she draws a card . She Summons " Fortune Lady Light " with 200 DEF and says that her monster gains a Level every turn . While holding her card , Carly remembers being in a room , wondering why she has been selected as a Dark Signer and what she was supposed to do . She then started to cry . After that , she heard a voice saying that if she wish to know , then she must tell her fortune about the fate that was been allotted to her . She looked at her Deck and a light within it . She takes the card that was bright , making her face change to a Dark Signer look . She Set s a card and ends her turn . She tells Jack to bring it on . It ’ s Jack ’ s turn and he draws a card . Both Duelists ’ SPC goes to 1 . But Jack ends his turn after seeing the card he just drew . Carly is surprised that Jack didn ' t Summon any monsters or Set any cards . She wonders if Jack really has prepared to accept his fate . She decides to use all her might to take his life . It ’ s Carly ’ s turn and she draws a card . Both duelists ’ SPC goes to 2 . The DEF of " Fortune Lady Light " goes to 400 . Carly Tributes " Light " in order to Summon " Fortune Lady Earth " . Via the effect of " Light " , Carly Special Summons " Fortune Lady Dark " from her Deck in Attack Position . The ATK of both " Fortune Ladies " is equal to their Levels times 400 . Therefore , " Earth " has 2400 ATK and " Dark " has 2000 . Jack thinks that if he takes both attacks , he ' ll lose the duel . Carly tells Jack to brace himself because it ’ s going to hurt . She commands " Earth " to attack Jack directly , causing Jack to lose control of his Duel Runner for a moment , his SPC to go to 0 and his Life Points to drop to 1600 . Carly commands " Dark " to attack Jack directly . The second " Fortune Lady " prepares to attack while Jack remembers the time when Carly put a bandage on his right arm and told him to get well soon . He thinks Carly isn ’ t the type of girl who would hurt others , while his face is bleeding due to the first attack . He draws a card and says that during the Battle Phase he has taken damage through a direct attack from the opponent ’ s monster , and before the second direct attack goes through , he can Special Summon " Crying Ogre " . His monster ’ s effect allows it to have the ATK equal to the amount of damage he has taken . In other words , the second Fortune Lady that has declare the attack must battle Jack ' s newly Summoned Monster with 2400 ATK . " Dark " is destroyed and Carly ’ s Life Points goes to 3600 . Carly is impressed that Jack is resisting in the end , but says he can ’ t go escape fate . She Sets a card and dares him to attack her . Jack comes to the conclusion that Carly is controlled by something . He swears to turn her back to normal , even if he have to give up his life . Akiza thinks that the Signers - Dark Signers war seems to have some sort of connections with them . She wonders who could be Jack ’ s opponent . Akiza asks Mina if she is worried and Mina replies that there ’ s no way that Jack will lose . She then remembers seeing Jack holdings Carly ’ s glasses and thinks that Jack ’ s heart is somewhere that even she can ’ t reach . It ’ s Jack ’ s turn and he draws a card . Jack ’ s SPC goes to 1 and Carly ’ s SPC goes to 3 . Jack thinks that , at it stands , it ' ll be a draw . He Summons " Power Supplier " with 400 DEF . Its effect gives " Ogre of the Scarlet Sorrow " 400 more ATK . Carly activates " Bending Destiny " , which negate s the Summoning of a monster and returns it to the opponent ’ s hand . " Power Supplier " returns to Jack ’ s hand , surprising him . Carly tells him that no matter what he does , fate has already been determined . Jack thinks that with that move , Carly did more than just stop " Ogre of the Scarlet Sorrow " from gaining more ATK . During Carly ’ s next turn , the ATK of " Earth " will increase causing it to be stronger than his monster . He looks at the Trap Card " Changing Destiny " and Sets it ending his turn . Carly is upset that the turn was too easy . It ’ s Carly ’ s turn and she draws a card . Jack ’ s SPC goes to 2 and Carly ’ s SPC goes to 4 . She says that in her turn , she ’ ll completely finish him off . Jack dares her to try . Since " Fortune Ladies " gains a Level each turn , the Level of " Earth " goes to 7 and her ATK goes to 2800 . After that she activates her monster ’ s effect , inflicting , 400 damage to Jack and his Life Points goes to 1200 . After that , Carly orders " Earth " to attack " Ogre of the Scarlet Sorrow " , destroying it and causing Jack ’ s Life Points to drop to 800 , which makes him lose control of his Duel Runner . They both stop their Duel Runners and Carly laughs at him . Jack says that he ' d be damned if he gave in . Carly says that their true fate can begin very soon . Jack says that there ' s no fate and with his own hands , he ’ s going to open her eyes . Carly replies that Jack is the one who should open his eyes and this Duel is a fight for her and him to be together . She adds that when the match is settled , they ’ re promised to eternal fate , in which the cards told her so . She looks at her face - down card and says she has been fortune - telling with her Deck . The card she picked was the Trap Card " Enlightenment " , which emits a light which blinds Jack . Leo is crying about Yusei ’ s " death " . Crow tells him that Yusei won ’ t die in a place like this . Crow thinks that Yusei has just dropped into the Ener - D and nothing more . Yusei awakens and found himself in a strange place . He wonders if he ’ s dead . Suddenly , ghostly figures emerged from the ground and look straight at Yusei . One of them takes Yusei by the arms . He tells them to let him go , but they refuse to listen . Suddenly , he sees a vision in which the Ener - D exploded , causing the city to be separated and the death of a dozen of citizens of the city . Yusei concludes that these ghostly figures are the souls of the people killed in Zero Reverse and that an incalculable number of grudge are all focused on him . Suddenly , the ground slowly swallows Yusei while the souls continues to advance on him . Jack awakens in Carly ’ s room and Carly tells him to wake up . She adds that he had quite a nightmare and asks him if he had a bad dream . Jack asks her what is this place . He noticed that he has the Hummingbird mark on him instead of the Mark of the Dragon and Jack can ' t believe that he is a Dark Signer . Carly tells him that it is and asks if he ’ s still seeing some of his dream . Jack asks her what is going on here . When he looks himself at the mirror , he noticed that he has transformed himself into a Dark Signer with the usual dark clothes and the white of the eyes turned black . Carly tells Jack to remember and that his soul has been lost once before . Then the Duel is seen , showing " Earth " launching an attack on Jack which made him lose the Duel and die . Carly goes to Jack , takes him into her arm and kisses him . The kiss causes Jack to revive and turn him into a Dark Signer . Jack cannot believe that he was turned into a Dark Signer . When he goes outside , he notices that Satellite has turned into hell itself with volcanoes , lava and a darkened sky . Carly tells him that the 5000 year old battle against the Signers was won because Jack was on their side . " Red Dragon Archfiend " , " Black Rose Dragon " , " Ancient Fairy Dragon " and " Stardust Dragon " are then seen being destroyed by the flames and the Crimson Dragon disappeared with Carly and Jack watching it and laughing about it . Jack manages to remember everything and that because of the Dark Signers ’ victory , the world has turned into hell itself . Carly tells him that he ’ s the Dark King , the High Ruler of the Netherworld . Jack says that death has opened his eyes and that he doesn ' t need friends , bonds or tepid harmony . He also adds that it is only in this hell - like world where heights sought by a true king lie . Carly says this is the world they truly desired . In the real world , Jack is still blinded by the light from " Enlightenment . " Carly says when she chose this card , she was able to understand all on why she became a Dark Signer and what she could gain by fighting Jack , so that they could go to their ideal future . She activates the effect of the card , in which a monster that ’ s destroyed a monster through battle can attack a second time . " Earth " is about to attack Jack a second time , until Carly ’ s glasses begins to fall from Jack ’ s clothes . Back in the illusion world , Jack is seen with Carly on a throne transported by zombie - like creatures . Carly says that everything in this world have pledged their allegiance to him as the Dark King . Jack says that in this world , all the humans are gone . He noticed Carly ’ s glasses on the ground . He then remembered Carly ’ s true self and says this isn ’ t the world she truly desired . Carly is shocked by it . Jack activates the Trap Card , " Changing Destiny " , which negates the attack of an opponent ’ s monster , therefore Earth ’ s attack is stopped . Carly asks why Jack is trying to avoid fate and if she wins the Duel , they can attain a blissful future . Jack takes Carly ’ s glasses and says that this sham is not the future they ' re intended for . He also adds that she show him what ’ s real . Carly is shocked when she sees her glasses . In the Netherworld , the souls continues to gather around Yusei until a voice tells them that Yusei is innocent in the involvement of their death and they must release him . The souls does what the voice told them to do and disappears . Yusei then sees a figure in the light whom tells him that it ’ s too soon for him to be here . Yusei wonders who this figure is and is then blinded by the light . Featured Duel : Jack Atlas vs . Carly Carmine . Turn 1 : Carly Carly draws " Enlightenment " . Carly ' s hand is shown to contain " Fortune Lady Earth " , " Class Change " , " Fortune Lady Light " , " Inherited Fortune " , and " Fortune Lady Water " . She Normal Summons " Fortune Lady Light " ( ? / ? ) in Defense Position . Due to the first effect of " Fortune Lady Light " , its ATK and DEF become equal to its Level times 200 ( " Fortune Lady Light " : ? → 200 / ? → 200 ) . Carly set s a card . Turn 2 : Jack Jack draws . During the Standby Phase , the effect of " Speed World " activates ( Carly ' s SPC : 0 → 1 ; Jack ' s SPC : 0 → 1 ) . Jack passes his turn . Turn 3 : Carly Carly draws " Bending Destiny " . During the Standby Phase , the effect of " Speed World " activates ( Carly ' s SPC : 1 → 2 ; Jack ' s SPC : 1 → 2 ) . At the same time , the second effect of " Fortune Lady Light " increases its Level by one ( " Fortune Lady Light " : Level 1 → 2 ; 200 → 400 / 200 → 400 ) . Carly Tribute s " Fortune Lady Light " in order to Tribute Summon " Fortune Lady Earth " ( ? / ? ) in Attack Position . Due to the first effect of " Fortune Lady Earth " , its ATK and DEF becomes equal to its Level times 400 ( " Fortune Lady Earth " : ? → 2400 / ? → 2400 ) . The final effect of " Fortune Lady Light " then activates , letting Carly Special Summon " Fortune Lady Dark " ( ? / ? ) from her Deck in Attack Position . Due to the first effect of " Fortune Lady Dark " , its ATK and DEF become equal to its Level times 400 ( " Fortune Lady Dark " : ? → 2000 / ? → 2000 ) . " Fortune Lady Earth " attacks directly ( Jack 4000 → 1600 ) . Jack loses two Speed Counters ( Jack ' s SPC : 2 → 0 ) . " Fortune Lady Dark " attacks directly . Jack ' s hand contains " Shockwave " , " Power Supplier " , " Dark Resonator " , " Crying Ogre " , " Vice Dragon " , and " Speed Spell - Half Seize " . Jack Special Summons " Crying Ogre " ( 0 / 0 ) in Attack Position via its own effect due to Carly attacking directly a second time during this turn ' s Battle Phase . Due to the second effect of " Crying Ogre " , its ATK and DEF become equal to the Battle Damage Jack took from the direct attack by " Fortune Lady Earth " ( " Crying Ogre " : 0 → 2400 / 0 → 2400 ) . Due to the last effect of " Crying Ogre " , " Fortune Lady Dark " must attack it . " Crying Ogre " then destroys " Fortune Lady Dark " ( Carly 4000 → 3600 ) . Carly sets a card . Turn 4 : Jack Jack draws " Changing Destiny " . During the Standby Phase , the effect of " Speed World " activates ( Carly ' s SPC : 2 → 3 ; Jack ' s SPC : 0 → 1 ) . Jack Normal Summons " Power Supplier " ( 400 / 400 ) in Defense Position . Jack then tries to activate the effect of " Power Supplier " and increase the ATK of " Crying Ogre " by 400 , but Carly activates her face - down " Bending Destiny " to negate the Normal Summon of " Power Supplier " and return it to Jack ' s hand , and prevents Jack from using it again this turn . Jack ' s hand currently contains " Shockwave " , " Dark Resonator " , " Power Supplier " , " Vice Dragon " " Speed Spell - Half Seeds " , and " Changing Destiny " . Jack sets a card ( " Changing Destiny " ) . Turn 5 : Carly Carly draws " Speed Spell - Curse of Destiny " . During the Standby Phase , the effect of " Speed World " activates ( Carly ' s SPC : 3 → 4 ; Jack ' s SPC : 1 → 2 ) . At the same time , the second effect of " Fortune Lady Earth " increases her Level by one ( " Fortune Lady Earth " : Level 6 → 7 ; 2400 → 2800 / 2400 → 2800 ) . The last effect of " Fortune Lady Earth " activates , inflicting 400 damage to Jack ( Jack 1600 → 1200 ) . " Fortune Lady Earth " attacks and destroys " Crying Ogre ] ] " ( Jack 1200 → 800 ) . Jack ' s Duel Runner breaks down and stops . Carly ' s hand contains " Speed Spell - Curse of Destiny " , " Class Change " , " Inherited Fortune " , and " Fortune Lady Water " . As Carly destroyed " Ogre of the Scarlet Sorrow " by battle with a Spellcaster - Type monster , she activates her face - down " Enlightenment " which makes Jack see the future if he loses the duel and allows " Fortune Lady Earth " to attack again . " Fortune Lady Earth " attacks directly , but Jack snaps out of the vision at the last second due to seeing Carly ' s glasses . Jack then activates his face - down " Changing Destiny " to negate the attack made by " Fortune Lady Earth " . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .