Yu - Gi - Oh ! 5D ' s - Ride 063 " Origin of Revenge ! ! " is the sixty - third chapter of the " Yu - Gi - Oh ! 5D ' s " manga This chapter was first printed October 21 , 2014 in the 12 / 2014 issue of the " V Jump " magazine . Summary . " Divine Spark Dragon Stardust Sifr " attacks " Ultimate God Ultimaya Tzolkin " with its " Shooting Nova Blast " attack , and Sect cheers that if Goodwin takes this attack , then Yusei wins . But Goodwin activates the final effect of the Ultimate God as he does not control a Duel Dragon , allowing it to gain the ATK of a monster his opponent controls and destroy one of his opponent ' s Set cards . He calls it the Ultimate God ' s " Blow of Judgment , Wrath of Diak " , and a crimson energy sphere blasted out from the God as it rises to 4000 ATK . Akiza asks if Goodwin is aiming for a draw , but Jack reminds her that the Ultimate God has " Mayakuul Barba , Divine Protection " to negate its destruction once per turn and thus destroy only " Stardust Sifr " . Goodwin calls him a mediocre Duelist and activates a Trap Card , " Earthbound Resonance " , which inflicts half the ATK of a destroyed Synchro Monster to both players . Sect realizes that both Yusei and Goodwin will take 2000 damage , and while Goodwin will survive with 1000 LP , Yusei will lose . Goodwin activates the " Divine Protection " effect of " Ultimaya Tzolkin " to prevent its destruction , and he declares that this counterattack will bring the Divine Duel to a successful end . An explosion blocks Yusei from Goodwin ' s view as he smiles . But the smoke clears to reveal Yusei , " Stardust Sifr " and the face - down card unharmed , much to Akiza , Sect and Jack ' s joy . Yusei explains that the " Sonic Verse " effect of " Stardust Sifr " allows it to negate all destruction once per turn without a specific target as twin magical crests hover next to " Stardust Sifr " . Goodwin observes that " Divine Spark Dragon Stardust Sifr " is more resistant to destruction than " Stardust Spark Dragon " and remarks that it ' s no wonder that there was no damage from " Earthbound Resonance " . He claims that in that case , he shall merely have to bind the Duel Dragons to him again and make them attack . Yusei ' s entrance was extravagant , but Goodwin ' s victory is unshaken . Yusei asks if Goodwin is sure about that . He explains that when " Stardust Sifr " has negated the destruction of cards , it can then destroy an equal number of cards on the field . Goodwin gasps , " What ? ! " and Sect observes that " Stardust Sifr " protected itself and two cards from destruction ; Akiza declares that it can destroy two of Goodwin ' s cards . First Yusei destroys that troublesome " Earthbound Resonance " card , and " Stardust Sifr " blasts a beam from one of the crests , shattering the card . Goodwin claims that it is impossible for the God to be defeated . Yusei retorts that this is the crushing blow of light sent across time and space , and he reminds Goodwin that since the Ultimate God has already used its effect to protect itself , it can ' t prevent this destruction . Jack and Akiza watch as Sect cheers Yusei on , and " Stardust Sifr " blasts its " Sonic Shine Reverse " at the Ultimate God , destroying it and extinguishing the flame - like dragon . Goodwin gasps about his revenge on the world and humans , but then his thoughts turn to Ish . He remembers being in Aerial Fortress Seibal in the past , sensing the power brimming in its upper reaches , and thinking that he ' ll show the priests who sneered at them and called them trash when they complete the Ritual . Someone steps behind him , and Goodwin turns his horse , asking if it ' s Roman ( while holding Roman ' s future signature lance ) . Instead a dark - skinned figure with cracked skin and wrapped in a cloak stands before Goodwin , and the figure asks if Goodwin wants power that badly . In that case , why don ' t they take Goodwin ' s power , and make it theirs . Shadow Miasma erupts from the figure , and Goodwin notes its power , but vows that the only thing that the monster shall take from him is a beating , before he declares a Turbo Duel . He attacks with " Celestial Dark Mage " , shocking the figure ' s vehicle and blasting their hood away . Goodwin vows to see what is inside their hood , but to his shock the face of an enraged Ish looks at him , with cracked skin and black sclera . She Summons " Shining Valkyrie " , and curses the wretched humans for sealing her within the Machine Temple . They used a heretical sealing art to prime the pump with her , to channel the Ultimate God ' s power from Seibal to the ground , and they still continue this farce of a ritual . She calls it ridiculous and cruel as a shot of her real body is shown with the pump . Rex realizes in horror that the priests tricked her into becoming a human sacrifice , and Ish snaps that their name disgusts her and she states that Rex is their messenger and orders him to quit spouting nonsense . Rex asks Ish if she knows him , it ' s him , Rex Goodwin , and Ish was the one who gave him that name . She was the one who gave Rex and his brother that brief time of happiness , when they were nobodies , and he begs Ish to remember . But Ish laughs , claiming that she may be bound by a seal , but here on Seibal she is linked with the Ultimate God , and she won ' t lose to the likes of Rex . " Shining Valkyrie " and " Celestial Dark Mage " clash , and Rex curses the priests for what they have done to Ish , vowing that he ' ll never forgive them . A voice speaks to Rex , suggesting that it grant him power . It introduces itself as the Ultimate God , and Rex sees the humanoid statue form of the God , and it explains that it has been sealed by the accursed Priests of Light . It asks Rex what he wants ; riches , fame , that woman ? It notes that humans are all alike ; all they do is oppress others out of self - interest . It knows what Rex wants ; the power to overwhelm those who despised him , the power to make the woman he yearns for obey him , and the power to make those wishes come true . Rex repeats , " Power ! " within his mind as the Shadow Miasma takes hold and turns his sclera black , and the Ultimate Gd urges him to wish , granting him its power . It explains that Ish is an astral projection , and that defeating her will free it . Do that , and Rex shall have all that he desires . Rex agrees that he shall wish for power , and then punish those worthless humans as Roman arrives to see the battle . Rex tells the being that was once Ish that he will defeat it and become the king that will dominate the world . As Roman realized who was fighting , Ish charged , ordering Rex to cease his howling . Rex ' s memory ends , and Yusei , having seen it through the power of the Duel Dragons , notes that this is why Goodiwn fights and why he changed . The fragments of the Machine Temple begin to slowly and steadily fall , catching Akiza ' s attention , and Jack wonders if it ' s because the power of the Ultimate God that is holding the place up is weakening . Sect protests that they might not be able to see Yusei ' s Duel until its end . Goodwin claims that humans demand altruism and seek selfishness . They call the Ultimate God evil , yet cling to its power ; they are contradictory and detestable beings . The idea of humans ruling the world is ridiculous . Yusei retorts that he doesn ' t run to the darkness , and he protests that it can ' t be all . The warmth and love Goodwin felt , and the desire to protect someone , didn ' t those feelings spur him into action ? His desire for revenge is rooted in pure emotions , and the Ultimate God is using them . Why can ' t Goodwin see it ? Yusei asks Goodwin to quit this foolishness and return everyone ' s souls and cards . Goodwin admits that it may be true that he ' s being used , and Shadow Miasma gathers around him again as Yusei watches in apprehension , and Goodwin declares that it doesn ' t matter anymore as his skin darkens and shrivels , while his fingers sharpen . Featured Duel : Yusei Fudo vs . Rex Goodwin . " Duel continues from the previous Ride . " Turn 6 : Yusei Yusei has just attack ed " Ultimate God Ultimaya Tzolkin " with " Divine Spark Dragon Stardust Sifr " , when Rex reveals the last effect of " Ultimaya Tzolk ' in " ; since there are no Duel Dragon s in his field , the ATK of " Ultimaya Tzolk ' in " will become the same as the ATK of " Stardust Sifr " ( 0 → 4000 ) , and he can destroy 1 Set card Yusei control s . Rex activate s his face - down " Earthbound Resonance " , which , when a Synchro Monster is destroy ed , will inflict damage to both players equal to half that monster ' s ATK . Also , Rex activates the effect of " Ultimaya Tzolk ' in " to prevent it from being destroyed by the battle . Since " Stardust Sifr " and his Set card would be destroyed , Yusei activates the effect of " Stardust Sifr " , preventing the destruction of both , and allowing him to destroy 2 cards of his choice . " Stardust Sifr " destroys Rex ' s " Earthbound Resonance " and " Ultimaya Tzolk ' in the Ultimate God " . " Duel continues in the next Ride . " Featured cards . The following cards appeared in this chapter . Cards in italic debuted here .