Astral Astral ( アストラル " Asutoraru " ) is a being from the Astral World in " Yu - Gi - Oh ! ZEXAL " that serves as the deuteragonist of the series along with his partner and eventual friend Yuma Tsukumo . He was sent to the Human World by Eliphas to destroy the Barian World in order to Rank - Up their world , but after Kazuma Tsukumo modified his programming , he was sent to Yuma instead . Upon arriving in Yuma ' s world , his memories were scattered in the form of 100 " Number " cards . While originally he only retained of the " Numbers " , he knew that when two or more " Numbers " confront in a Duel , they will battle each other to consume one another , allowing Astral to absorb vanquished " Numbers " and recover pieces of his memories . Since pursuing the other 99 " Numbers " , he and Yuma have retrieved all 100 pieces of Astral ' s memories along with each respective " Numbers " , with the addition of attaining eighteen Chaos Numbers plus a Rank - Up and Rank - Down version of " " . Due to his amnesia , he forgot his mission which was entrusted to him . Number 96 claimed that his mission is what all of the " Numbers " want - the destruction of the world , which horrified him . Related to this is his mission is to obtain a powerful card known as the Numeron Code that can shape worlds , with the intent of destroying the Barian World . Design . Appearance . Being an energy being of the Astral World , Astral has a transparent blue body with green markings and blue gems all over his body . He has blue hair that curls up in a Mohawk and pointed ears , which are pierced with dangling earrings . Astral also has heterochromic eyes , the left eye being luminous gold and the right a clear white . Astral ' s body is also very thin . In the English dub , Astral ' s lower body is sometimes blurred off to remove nudity implications . When falling under the influence of Chaos , Astral develops a darker color scheme on the left half of his body , has a black outline on his outer body and emits a red aura . Personality . Although Astral has amnesia , he has a very intelligent and calm attitude when it comes to Dueling . Even in disastrous situations , he does not seem to lose his cool and can think of a strategy to get out of it . Outside this , arguably because of his memory loss and sudden arrival to another world , he is curious to the point of naivety , for matters as simple as eating , going to the bathroom , or believing that TV shows are real . His naivety would go to such extent so as to ask Yuma why " he needs to be alone " when Yuma ' s in the bathroom , to which he replies by saying that anyone who sees him in there would " die " ( in the dub , Yuma says that that someone would turn into a " guinea pig " ) otherwise , a thing that Astral took literally . When he " discovers " things , he has an habit of saying " observation number one , two , three " ( which used to annoy Yuma ) and then speak the result of his analysis ; the fact that he can successfully continue the counting throughout the series implies he has great memory . Astral ' s observations stopped after their first Duel with Kite Tenjo , which left him quiet and depressed . However , after their Duel with Fortuno , which restored his and Yuma ' s confidence , his observations returned . In the dub , this observation came with a " sub - observation " that he labelled # 13 - A . As Astral continues to learn about the human world , he showed great interest of feelings and friendship from observing Yuma and becoming more human in the process . During a Duel with Vetrix , Yuma started to eat the rice balls that Tori gave him prior to the Duel which allowed Astral , who was fused with him to feel the sensation of eating for the first time . He felt incredibly energetic and lively by the taste of the rice balls , stating he wanted to eat " two , or three " more of them , while cheerfully saying that being Yuma has been fun in a rather comedic instance . Astral has a fear of cats , which he defended by claiming that he hadn ' t done any observations about them , but seems to gotten over it later on . After Dueling with Kite Tenjo for the first time , he developed a strong fear towards him , so he always tries to tell Yuma to run from Kite instead of fighting him , to the point of telling Yuma to forget his friends . He first denied that he was afraid of Kite , but later admitted . Later during the Duel with Fortuno , Astral overcame his fear and decided to actually fight . After he and Yuma thought about their previous Duels , stating they came too far to lose now , Yuma called Astral his friend , restoring his fighting spirit . During their duels , Astral often says " The winning formula is complete " whenever he and Yuma are ready to make their comeback . Usually stoic and cool , Astral does not smile much , but he smiled for the first time when Yuma recognized him as his comrade . Afterwards , Astral begins to smile more often at Yuma since then and even cheered him on with his friends and family when he was trying to do his 20 - stack challenge . He still retain his withdrawn nature and tendency to keep his most of thoughts to himself . When observing and learning things unknown and important to him , Astral will only voice speculations once he gathers more evident proof or when a problem presents itself , such as telling Yuma about the world inside the Emperor ' s Key only after gaining a handful of " Numbers " cards and learning of its origins . Later , Yuma pointed out that Astral was starting to act like him , more daring and willing to take risks , much to Astral ' s denial . Abilities . Astral is a Duelist of another universe who can only been seen by Yuma Tsukumo and those connected with the Barian World ; he can also be seen by people exposed to energy derived from the Astral World or Barian World , which included the Arclight Family ' s power of the crest . Others cannot see or hear him , which often leads them to think Yuma is talking alone . Astral is not a physical being , but is shown to be able to hold Duel Monster cards , though it is unknown if it ' s only the " Numbers " or any cards . However , Astral can be seen through photographs , although he only appears as a light blue haze . He is also capable of flight as he is always seen floating , and seems to not rely on things such as food to live . Although , Astral needs his current partner to have " Numbers " and will start dying if those " Numbers " are forcefully taken away or when Yuma is losing life points in a Duel with an opponent that has a " Number " . Astral can only experience the sensation of taste when he and Yuma share a body in ZEXAL mode . Even with his loss of memory it has been shown that Astral is indeed a very skilled Duelist , a fact he himself recognizes despite his amnesia , and further demonstrates in how he has advised Yuma on his play , only for him to play the opposite of what Astral dictates and end with rather disastrous results . He also has vast knowledge of the game and most of its cards , like demonstrated in by how quickly he understood Dextra ' s combo and found its weakness as soon as they arrived He also uses what he knows about a person to win Duels . An example is when how he used Mr . Kay ' s desire to win a perfect Duel to set up a situation that used his own desire against him . Astral showed good math skills during Charlie McCay ' s Duels being able to constantly calculate what were Charlie ' s chances of rolling 6 again whenever he rolled a dice . He shares his information on the " Number s " with Yuma and is capable of somehow manipulating the " Numbers " cards , this is seen in two ways , one is that without Astral present Yuma is unable to play any " Numbers " for they do not appear on his Extra Deck . The second is that as so far seen , Astral can pull a " Numbers " card out of a defeated opponent without direct contact , although it is unknown if this is also linked to a rather psychokinetic ability . Furthermore unlike those who use Photon Hand , Astral seems to be the only who can extract the card itself without taking a possessed Duelist ' s soul , however he was unable to take Trey ' s " Number " due to the crest protecting him . He can take all " Numbers " a defeated opponent has in their Deck that were presented during the Duel . However , the " Numbers " that were not in their Deck are not taken , as shown when defeating Fortuno , as Fortuno used 2 " Numbers " which were taken , but Fortuno ' s third was still left with him , kept in a box outside of his Deck . He also has some form of control over how " Numbers " behave in battle or can gain access to new " Number " cards at certain times . For example ; after Yuma refuses to sacrifice him during the battle against Fortuno , Astral received a jolt of power from Emperor ' s Key and was able to provide Yuma with a new card , " " . This also made him visible to the others only during Yuma ' s Duel against Fortuno , but only visible enough for Yuma ' s friends to believe Astral is real . For some reason , Astral could not absorb Alito ' s " Number " , which is most likely due to the fact that " Numbers " which have numerical values higher than 100 are not part of his memory . On top of that , Astral cannot absorb a " Number " that has been upgraded to " Number C " . According to Number 96 , this is because Astral no longer has control over them . It has also been shown that Astral is able to make a Duel Disk appear around his arm , coming from the blue aura around him . It was shown multiple times that Astral is able to talk with Yuma telepathically . After The Door opened for Yuma , he and Astral gained the power of ZEXAL , which causes Yuma and Astral to merge their souls , leaving Yuma with most of the body ' s control . With this , Yuma / Astral wears a white spandex suit with red armor plating , his right eye becomes golden like Astral ' s left one , his hair turns gold and he gains a golden aura . They also earned the " ZW - " cards through " Shining Draw " , an ability relative to the denizens of Astral World . Astral is shown to be able to see people ' s memories , as seen when he touched Hart ' s head to access his past memory , but this only seems to apply when he touches the person ' s head . Etymology . Astral means " of the stars " , referring to Astral being from another world . Astral is also used to described things relating to a non - physical realm of existence . Some of Yuma ' s friends refer to him as ' Dueling Ghost ' , due to his Dueling skills and invisibility , while Dr . Faker and those who are associated with him , including the Vetrix Family , refer to Astral as ' Original " Number " ' ( ナンバーズのオリジナル , " Nanbāzu no Orijinaru " ) or ' Emissary from Astral World ' . Likewise , Astral himself has stated that he is the embodiment of the " Numbers " . Biography . History . Eons ago , Astral engaged Don Thousand and won , sealing him into the Barian Sea in the Barian World . Astral performed a Shining Draw that finally ended the battle , which seemed to destroy much of the Astral World in the process . Both Astral and Thousand screamed and were reduced to energy forms - one red and one blue . Those forms had circled around the Numeron Code before vanishing . As a result of this battle , fragments of Astral ' s power were scattered across the Human World and designated the location of the Numeron Code . They took the form of 50 " Numbers " , among them the seven Mythyrian " Numbers " and the four " Gate of Numeron " monsters . According to Jinlon , this battle brought destruction to the Earth and it must never be allowed to happen again . During the battle , a shard of Thousand ' s essence was embedded inside of Astral when he battled him eons ago , creating Number 96 . As part of the seal , the seven Mythyrian Number cards were placed in ruins across the Human World . Astral was sent from the Astral World to Earth to retrieve the Numeron Code - an all - powerful card that created reality and could decide fate - before the Barian s do . However , Kazuma Tsukumo , who came to the Astral World , modified Astral ' s programmed algorithms and then sent him to Earth . Yu - Gi - Oh ! ZEXAL . Pre - World Duel Carnival . Travelling through The Door , Astral appeared before Yuma Tsukumo and Reginald Kastle during their Duel , telling Yuma to stand up and win . When Yuma asked Astral who he was , Astral introduces himself and revealed his that he lost his memory when he arrived in this world , assuming that some kind of impact scattered his memories . Noticing the Duel , Astral tries to take over Yuma ' s Duel , stating that he has to win at all costs with Yuma complaining that it was his Duel . Astral tries to order Yuma around , intentionally or not , to gain the advantage against Shark . However , Yuma refuses to listen to Astral as he is taken down each turn . When Astral informs him that his own life fades as Yuma ' s Life Points decrease , Yuma takes Astral ' s advice and uses " Monster Reborn " to Special Summon " Gagaga Magician " from his Graveyard . Astral gifts Yuma with " " , an Xyz Monster , stating that " Utopia " is the power he has entrusted to Yuma and that he must use it to win the Duel . With this card , Yuma made a comeback , and manages to pull off a win using it in a combo with " Double or Nothing ! " . Astral then takes " " and finds out that , if he gathers all ninety - nine of the scattered " Numbers " cards , he will recover his memory . Since Yuma is the only person who can see Astral , which makes everyone believe Astral is a ghost , and that he can ' t leave Yuma ' s side , Astral begins to live at Yuma ' s house . While watching Yuma sleep , Astral thinks about the feeling that he has a very important mission to fulfill and that he ' s had suppose to take over Yuma ' s body in order to complete that mission . Astral then thinks that " Numbers " have the power to control humans , but Yuma was able to use the " Numbers " card to his fullest while he couldn ' t . Astral believed it was because Yuma had something and reaches towards him , only to be stuck into the Emperor ' s Key and find the world inside of it . While in the key , Astral explores the Different Dimension Airship and learns its construction is like a puzzle , which is made up of hundreds of gears marked with numbers that react with the " Number " cards that Astral absorbs , making them move and glow . Once Astral senses that Yuma is Dueling , he exited the Key to see that Mr . Kay is a Number holder . During the Duel , Astral tries to instruct Yuma , but Yuma continues to disobey him . Eventually , Astral uses reverse psychology on Yuma so he can play the correct moves to win the the Duel . Once Astral gains " " , he remembers that is he is from the Astral World and his world is in great crisis . Astral has also determined that the " Numbers " amplify the emotions that their vessel already had , malicious or not . As Astral absorbs the " Number s " , bits and pieces of his memories start to return , most of them incomplete . After gaining " " , Astral remembers his birth , and that he may have had a mother and also he was given the mission to protect his world , possibly meaning he was created solely for this task . Later , Astral surmises from within Emperor ' s Key that it might have been made intentional by someone to scatter his memories , and wonders if the airship is meant to be some sort of message and why it would be in the key . When he absorbed " " and " " , he had a small glimpse of his world , which was apparently being bombarded by explosive energy , stunning him . After learning about Kite Tenjo , Astral found it very suspicious that someone besides him and Yuma are looking for the " Numbers " . When Yuma Dueled Kite , he was surprised that Kite ' s Dueling skills were even more superior than his . As Astral and Yuma fail to fight back , Astral becomes sure Yuma would lose and he would disappear , but Kite cancelled the Duel . He was left shocked at what happened next to Yuma , whose pride was severely hurt and even questioned about his " kattobingu " spirit . This cause Astral to fall in a very depressed state , worried about Kite when he comes to them again . On an errand for Yuma ' s grandmother , Astral goes to the Duel Sanctuary , and met with another Number holder , Kaze . Astral was able to overcome his depression to help Yuma with the Duel , and gained " " when they won . As Yuma prepared for the World Duel Carnival , Astral was still shaken up from his Duel with Kite and has his doubts . Yuma eventually learns through a possessed Cathy Katherine that his friends are being held captive by Fortuno . Scared of losing and facing Kite again , Astral was against the Duel , but Yuma persuaded him and the two made off to face against Fortuno . Fortuno introduces himself as Kite ' s servant and tells him that Kite would be watching this Duel himself , scaring Astral , but not damaging Yuma ' s fiery spirit . During climax of the Duel , Astral and Yuma were pushed into a corner , and knowing Yuma ' s friends were in danger , Astral was willing to trade himself for their freedom . However , Yuma refused , telling Astral that he is his friend too , to Astral was surprised . Astral overcame his fear and decided to actually fight . After he and Yuma thought about their previous Duels , stating they came too far to lose now , the Emperor ' s Key started to shine and granted them a new power , the " Chaos Number " , " " as well as making Astral appear and Yuma ' s friends able to see him for a moment . Using it , they defeated Fortuno and took the 2 " Numbers " cards , and Astral recovered " " and " . After Yuma ' s friends were freed , they all went to thank Astral instead of Yuma , though they ' re still unable to see him , and thus were shouting at nothing . Astral didn ' t pay much attention to it and kept his cool . Watching Yuma and his friends walk off , Astral made his 13th Observation , " As long as you have friends , you are able to hope and believe . " , and smiled . On Yuma ' s Visitor Day at school , Astral assisted Yuma in trying to locate the Emperor ' s Key after discovering it was missing , and learned that the Key was given to Yuma by his father . Pondering a possible connection between himself and Yuma ' s father , Astral asked Yuma about him . He learned much about the origin of the Key and Kazuma Tsukumo , who had a vision of the Astral World being attacked and the sound of its inhabitants screaming . Returning to the house , they found the key on the hammock and traveled to Heartland Academy . During gym class , Astral smiled warmly at Yuma and encouraged him to tackle the high jump of 20 - stacks . After safely recovering " " from a stranger , Astral saw a disturbing vision of a planet being destroyed . When Bronk Stone knocks off the Emperor ' s Key from Yuma , a black Ooze comes out of Yuma ' s Deck Case , which grabs Yuma and starts taking control of Astral . Before Astral gets completely taken over by the Number 96 , he tells Yuma to give " Utopia " to Bronk . Afterwards , he gets completely possessed and his body changes from white to pitch - black . In a mysterious space , Astral suffers as his body slowly fading away while Bronk Duels against the Number 96 . Astral manages to get in contact with Yuma and told him to trick Number 96 to help Bronk win the Duel . Once Bronk defeated Number 96 , Yuma regained Emperor ' s Key and Astral was freed , allowing him to absorb " Number 96 " once again . One night , Astral finally told Yuma about the structure and ship in the Emperor ' s Key , making him fall out his hammock out of shock . When Yuma questions Astral about the key , Astral tells him that the structure looks like a giant puzzle and something might happen if the " Numbers " are collected . Inside the Emperor ' s Key , Astral looks at his collected " Numbers " , and remembers the vision he saw when " Number 96 " was defeated , wondering what it meant . When Kite manages to steal the Emperor ' s Key , Astral was trapped inside , but the key was then deactivated and the set " Numbers " became cards again . The cards surrounded Astral and a voice told him to obtain the " power of ZEXAL " . When Kite manages to go inside the Emperor ' s Key , he finds Astral , who is visible to Kite inside the key . Astral and Kite exchanges information on why the they are collecting " Numbers " , and the two engaged in a Duel . In this Duel , Astral used Yuma ' s Deck to Duel Kite and started playing defensively , using " Gogogo Golem " , but that was easily countered by Kite ' s " Reverse Buster " . As the ATK of " Reverse Buster " increased to 2000 , Astral was scared as it may be the start of the Summoning of " Galaxy - Eyes Photon Dragon " . Astral Summoned " Gogogo Giant " and using its effect , Summoning " Gogogo Golem " from the Graveyard . He thought of Xyz Summoning " Utopia " , but was afraid of Kite ' s face - down card and so , chose to use " Double Defender " . Kite ' s face - down however , was " Photon Hurricane " , which returned Astral ' s Spell and Trap Cards to his hand , making Astral realize there was no reason to be afraid . Kite then Tributed " Reverse Buster " to Summon " Photon Leo " and returning Astral ' s hand back to his Deck . Then he equip s " Leo " with " Photon Spear and inflicted piercing damage to Astral when Kite attacked and destroyed " Giant " . After " Galaxy - Eyes " appeared , Astral become over shrouded with fear towards Kite . While Astral manages to fight back with " " and reduce Kite ' s life to 1300 , Kite takes the upper hand again and reduces Astral ' s life to 400 . Believing he will lose , Astral gives up and tells Yuma goodbye in his thoughts , even shedding a tear . When Yuma manages to recover the Emperor ' s Key , which takes him to " The Door " again , The Door opens again and tells Yuma to use ZEXAL , but repeats Yuma ' s previous warning . Astral was able to sense Yuma ' s presence and informed him about the Duel , as well as telling him he already " lost " the Duel . Yuma convinces Astral to not give up , and crosses the door , landing in the dimension inside the Key . Astral and Yuma receive the ZEXAL power , fusing themselves in the process . Using this new power , Astral and Yuma created " ZW - Unicorn Spear " , a card that allowed " Utopia Ray " to defeat " Galaxy - Eyes " . Kite , in a pinch for the first time , managed to end the Duel in a DRAW with " Photon Shock " and escaped again . The next day , a wave of energy from the Astral World and another world passed through Earth causing time to temporally stop and allowing Kite to invade his memories . This caused immense pain to Astral , and figured out that Kite was invading his memories . While traveling throughout the city , Astral told Yuma that he fears that something bad might happen if they find all the " Number s " . Later , Astral and Yuma met up with Kite , who subsequently told them that they would meet again in the World Duel Carnival . World Duel Carnival . Before the World Duel Carnival , Astral reminds Yuma that he must win since the tournament should have many Number holders . Yuma tells Astral that he doesn ' t plan on just winning , causing Astral to asks Yuma why he doesn ' t plan on fully winning since that would mean Yuma wouldn ' t be fulfilling the promise he made with his father . Yuma explains to Astral that he has thought to himself for a long time about what Dueling means to him . Yuma tells him that ever since he met Astral , he started to win despite losing all the time before , but when he lost against Shark and Kite , he understood that he could lose something important from losing for the first time , but he never hated Dueling despite it . Yuma tells Astral that Dueling means bonds and connection to him , and that Dueling and fighting are different . Astral doesn ' t want to agree to him since he would disappear if he lost , but Yuma tells Astral that he understands how he feels and will do anything to save him . However , Yuma has realized that there is something exceeding winning and losing . Astral asks Yuma what he will do about Kite , where Yuma answers that he will lose his soul if he lost , but it won ' t change his Dueling . Later , Astral questions to himself what is more important than winning inside the Emperor ' s Key . During the first day of the WDC , Astral helped Yuma defeat his first few opponents , but none of them had any " Numbers " . The first Number holder Yuma and Astral Duel against in the Carnival is Charlie McCay , who uses the power of " " power to always roll 6 during his Duel . Astral assisted Yuma defeated Charlie , but he allows Charlie to give Number 7 to his niece , which made Astral worry if they would get it back . During the second day of the WDC , Yuma and Astral watch Quattro use his " " to defeat Bronk and Caswell . When Trey Dueled Shark , Astral watched how Shark resisted the influence of " " and defeated Trey . Although he was impressed , Astral knows that he and Yuma must Duel Shark again now he has " Shark Drake " in his possession . Later , Astral discovered that Cameron Clix has " " and was astounded that the " Number " allowed him predict the future through photographs see the future in his photos . During the Duel with Cameron , Astral figured out the photos is not completely accurate , as the photos only show what Cameron pictures as the future and his opponents subconsciously obeyed the photos . He told Yuma to disobey the prediction , that way his predictions didn ' t occur and Yuma easily defeats Cameron afterwards . With Cameron ' s defeat , Astral now has obtained 12 " Numbers " . When Yuma Duels against Nistro and Dextra , Astral tries to go help him , but is stopped by Number 96 in the Emperor ' s Key . Astral asked if he broke the seal , and Number 96 responded that that ' s what the " Numbers " wanted to begin with . Astral questioned why the other " Numbers " gave their strength to Number 96 , who responded once more that it ' s what they wanted . It ' s what all " Numbers " want - the world ' s destruction . He claimed that Astral also wanted the same . Astral denied it , but Number 96 pointed out his very presence as proof against that . He told Astral to remember his mission and join the " Numbers " . Number 96 attacks Astral using its , but saves him . After sensing Yuma in trouble , Astral sends Utopia off , losing his only protection from Number 96 . Meanwhile , Astral tried to out run Number 96 , but was caught and was beginning to be infected . Just before he was infected entirely , but Astral ' s bond with Yuma suddenly resonate , and with a mysterious light hit him , freeing him from the Number 96 . Astral quickly exited the key , and was temporarily viable to others besides Yuma , including Nistro and Dextra , who stated that Astral is the " Original Number " . Astral deduced the current Duel before him , and helped Yuma win against Nistro and Dextra . Later at night , Yuma , Astral , and Tori meet Kite ' s younger brother Hart Tenjo . After witness Hart ' s power , Astral learned Hart is able to communicate with him , much to his surprised . Wanting to talk to Hart , Astral asked Yuma to take Hart with them back home , and Astral formed a friendship with him . After Hart went on a search for Kite , Yuma and Astral goes to find him , who he went berserk after failing to find his brother . Astral flies to Hart and touched his head to see Hart ' s memories and what he wants . Astral explained to Yuma the Hart that he want to get caramel for Kite , allowing Yuma calmed Hart down with it . Then Quinton comes out of a helicopter to take Hart with him using his crest , but Hart revealed his mission to destroy the Astral World before he left , which horrified Astral . After Hart ' s kidnapping , Astral reminded Yuma of his previous Duel with Kite in that he mentioned he sold his soul to a devil to save his brother . Astral thinks he is referring to Mr . Heartland and solidified his theory of the carnival being used to hunt " Numbers " . As he , Yuma , and Tori searched for Hart with Kite and Orbital 7 , he found the location through the description Hart projected in his mind . Once they arrived , Trey and Quattro challenged Yuma and Kite to a Tag Duel . During the Duel , Yuma and Kite are incapable to worked together , causing Astral to suffered as Yuma ' s Life Points to dropped , but he told Yuma it was okay . After Yuma and Kite ' s Tag - Team Duel ends with them defeating Trey and Quattro , Astral saw Kite failing to steal Quattro ' s soul and " Numbers " with his Photon Hand , but was nullified by Quattro´s crest . Seeing this , Astral tries to absorb Trey ' s " Number " , but is repelled by the latter ' s own crest and became visible to Trey at that brief moment . When Trey challenged Yuma to a Duel , he used his Crest to erase Yuma ' s memories of " kattobingu " , making Yuma unable to see Astral or the Emperor ' s Key . Astral tried to get Yuma to snapped out of it , but Trey captured Astral with his crest and then chained him to a tower , forcing him to helplessly watch Yuma get hurt . When Astral gave his last bit of strength to Yuma in order to prevent him from losing to Trey , Trey was enraged and used his power to crush Astral , making him disappear . When Yuma regained his " kattobingu " , it was shown in a flashback that Astral taught him how to Duel just in case he would ever disappear , with Yuma saying that Astral was still in his heart , and he was able to Summon " Utopia " and destroy Trey ' s " " . When " " went berserk , Trey joined his power with Yuma and with the 12 " Numbers " , Astral was revived inside the Emperor ' s Key . He meets Kazuma Tsukumo , who tells him that his son needs him and Astral should go and help him . Astral returns to Yuma , and combined with him using ZEXAL , and drew a new monster , " ZW - Phoenix Bow " and defeat Trey . After the Duel , Trey left " Atlandis " and " Machu Mech " for them , as well as the final Heart Piece needed to compete in the WDC finals . World Duel Carnival Finals . During the WDC party , Astral and Yuma met Vetrix in person for the first time , and Astral found out he could see him . Later , they managed to encounter Kite , who speak to Yuma , explaining that it is not him he wishes to defeat , but Astral . Astral doesn ' t speak to Kite , but shared a glance with him . The next day , he guided Yuma on the Duel Coaster and watched the other finalists Duel around them to learn the rules on the Duel Coaster . When Yuma was attacked by the Triad of Terror , Astral advised Yuma during the Duel , but Nistro and Anna Kaboom help them finish the Triad of Terror off . In the next stage , Astral points out that there are the four fields - so only eight Duelists total will make it to them and to Yuma and told to be careful . As Yuma blunders into Trap Points , Astral become exasperated as their Life Points goes down . When they arrived to " Jungle Field " , they watched Vetrix Duel against Dextra , and was once again surprised that Vetrix can perceive him , as well seeing his crest ' s powers . When Yuma and Astral reached the " Space Field " , Astral listened to Quinton , revealing the connection between Yuma ' s father , Dr . Faker , and Vetrix . After hearing about the sacrifice used to open a gate to another dimension , Astral compared it to Xyz Summoning . After Kite won against Quinton , Astral muses that when Vetrix and Dr . Faker began their plans , Astral entered this world . He says that must mean that the will of Yuma ' s father is in the Astral World , and vow to defeat the adults with Yuma . In the " Magma Field " field , they confront Vetrix again and learned about his plans to use Shark to as assassin to defeat Dr . Faker . Astral watch the Duel between Quattro and Shark , Astral was perplexed ans shocked how Shark has the power to bring out a " Choas Number " . At the " Desert Field " field , Astral saw that Yuma was playing a defensive strategy , and told Yuma that he can ' t win this way and that he was afraid after seeing the other Duels . Astral muses that Kite and Shark are strong and have powers that can be feared , and he understands how Yuma could be scared of them . However , Astral comment how Yuma gotten over those sorts of fears before , making Yuma feel more confident now and win against Nistro . Eventually , Yuma and Astral were looking for Yuma ' s lost deck and goes to Heartland Tower . In the disposal plant below Heartland , Astral sees a vision of the Astral World being attacked . Astral sees a vision of Hart and told Yuma that Hart is a floor above them , and they decided to go see him . When they went into Hart ' s mind , who asked Yuma and Astral to save his brother , Kite . Conversing with Yuma , Astral listen to Yuma telling him that he is unsure what to do with Hart and the " Numbers " . They are then interrupted by a holograph of Dr . Faker , who told them his goal to rule the Earth and his deal with Barian World is to destroy the Astral World . When Reginald and Yuma ' s Duel came , Astral was surprised to see that Shark did not defend himself , and speculate that its the darkness of the " Number " . They realized that Vetrix influenced Shark with his crest , and Astral told Yuma that to dispel Vetrix ' s control before Shark summon his " Number " . When Yuma took Shark ' s Number , Yuma was in a bind , to help Shark by keeping his " " or help Astral , who will vanish if Yuma lose the Duel . However , Astral says there ' s nothing more he can do in this Duel and let Yuma make the decisions . Fortunately , Shark activated " Underwater Snow Prison " to save both Astral and Yuma , giving Yuma the victory and " " to Astral . Later , Astral and Yuma encounter Kite , who addressed Astral about the score to settle and gave his permission for them to watch the Duel close up . During the Duel , Yuma and Astral heard Hart was in trouble and left with Yuma to go and help him . After entering Heartland Tower . Astral and Yuma went into Hart ' s mind again to find Vetrix ' s dragon , who plagued Hart ' s memories . With the help of " " , the dragon was slain and Vetrix ' s psychic link with Hart was disabled and watch the rest of Kite ' s Duel through a screen . However , Vetrix had still managed to defeat Kite with " " and took all his " Numbers " , representing a greater threat to Yuma and Astral . As Vetrix , Yuma , and Astral came to the WDC Finals , Dr . Faker taunted the finalists and the Duel began in the Sphere Field to gather the energy of the " Numbers " . Astral and Yuma confronted Vetrix about his actions , which made wonders if a human with a heart this ugly could truly exist . When Vetrix queried Yuma did not want revenge on Faker , Yuma insisted his father would not want that , but Vetrix suggested that perhaps his father ' s own plans of revenge had already begun - the appearance of Astral in this world . Astral does not know what he means , but Vetrix told him that the fearsome powers residing in the " Numbers " could destroy this world - and Astral is the messenger of revenge sent here to spread them - sent by Kazuma . As the Duel begins , Astral asked Yuma if the power of the " Numbers " could really destroy the world . Yuma tells him not to think about what Vetrix was saying , but Astral says he can ' t help it - he has no memories , so Vetrix could indeed be right . Yuma tells him that he doesn ' t know why Astral was sent here , but he knows better than anyone that Astral is not an evil person . and tells Astral he ' ll leave the " Numbers " to him , and urges him to use them for justice . After Vetrix Summoned " Heraldry Crest " , Astral and Yuma performed ZEXAL to Summoned " ZW - Lightning Blade " , but " Number 69 " negated the attack . They narrowly survived Vetrix ' s next attack by using " Half Unbreak " , but Astral was able to come up with a winning strategy . When Yuma got hungry , Yuma brought out his rice balls to shared with Astral , letting the latter feel what eating food was like for the first time . After expressing great joy , Astral refocused and they used their power to summon " ZW - Tornado Bringer " , but " Heraldry Crest " negated even this effect . Astral and Yuma had no other choice , but to bring out their ace " ZW - " , " ZW - Leo Arms " and equipping it to " " . Negating " Number 69 " ' s powers , Yuma and Astral won , but realized that the Sphere Field absorbed their own " Numbers " . Yuma attempts to rescue Vetrix , but Vetrix bidden " good bye " to them and fall into the Sphere Field . Yuma and Astral were then teleported to Heartland Tower in front of Faker . While trapped in the Sphere , Astral and Yuma learns of Faker ' s purpose of the WDC to gather " Number " cards for the Sphere Field Cannon as a power source . Following explanation , Astral realized the attacked on his home he saw in his memory from a " Number " card suddenly makes sense . As Yuma becomes exhausted by being in the Sphere Field , Astral apologized to him , saying it ' s all his fault since he wasn ' t strong enough . Yuma denies it , and says Hart needs saving more than he does right now . When power suddenly drops , Yuma feels relieved and Astral undo ZEXAL , Yuma was given " Number 39 : Utopia " and " Number 32 : Shark Drake " , telling Yuma he ' s leaving " hope " and " future " to him . Astral also told Yuma to save Hart and the Astral World . While suffering in the Sphere Field , Astral watched Yuma , Kite , Shark ' s Duel against Dr . Faker . Astral muttered that he ' ll leave this to three of them and that the future is in their hands . When Vector took control of Dr . Faker , Hart managed to free Astral from the Sphere Field Cannon . Fusing his soul with Yuma ' s , they equipped " Utopia Ray " with " ZW - Ultimate Shield " . With the helped of " Xyz Unity " , Kite ' s " Neo Galaxy - Eyes Photon Dragon " and Shark ' s " Shark Drake Veiss " , they destroyed the " " and defeated Vector . After escaping from the crumbling Heartland Tower , Yuma challenged Kite to a Duel to determine the " true " winner of WDC , which Astral readily agreed to have the " true final " . At the meeting spot , Astral learned that Tori Meadows could now see him and speculated it was due to the Duel with Vector , believing that means Kite and Shark can see him too . During the Duel , Kite was about to give up , but Astral spoke to him in private and told the he consider Kite his friend and convinced him to continue the Duel . Astral continued to take a more reserve role the Duel , Astral complimented Yuma on his moves and told him that can be on his own . However , Yuma says he can ' t - " kattobingu " is made up of both of them and that they will advance together forever . Despite Yuma lost , Astral was still happy , knowing that Kite fought Yuma as a friend rather than an enemy . Once a content Yuma fell asleep , Astral declared his twenty observation : " It appears one can feel good about a loss as well " . Yu - Gi - Oh ! ZEXAL II . Barian Invasion . Some time after World Duel Carnival , Astral spent most of his time inside the Emperor ' s Key . He pondered over the fifty " Number s " they had collected from the tournament and tried to gain some guidance from them . After Yuma Tsukumo gives the Key to Tori and ran off to Duel Fender in order to protect Astral , Astral ' s concentration broke as the Key had closed , and sensed that a Duel had begun . At that time , Astral didn ' t know why Yuma was Dueling without him , but as Yuma lost Life Points , Astral was struck by red energy , causing him great pain . He realized that Yuma was having a Duel with the " Numbers " at stake . As Astral continued to receive the damage Yuma took , he looked through the mists inside the Key and saw Tori instead of Yuma . Astral contacted her in the form of a blue fireball and told her that Yuma was Dueling agents of the Barian World to protect the " Number s " , and asked her to take him to Yuma . After Tori returned the Emperor ' s Key to Yuma , Astral learned of the " CXyz " , Barian weapons designed to counter " Numbers " , from Yuma and was intrigued by them . Quickly analyzing the situation , Astral and Yuma were able to make a comeback using " " and " Numbers Impact " . Afterwards , they discussed the upcoming battle against the Barian s with Kite and Shark . While the Barian World used brainwashed minions to make attempts on the " Numbers " , Astral helped Yuma in his Duels against them Later , Astral was inside the Emperor ' s Key again , musing that he has collected fifty " Number " cards , and was determined to find the other fifty . He then recalled the memories of the " Number s " one by one and gathered his memories , oblivious to Yuma ' s current anxiety . After Mizar targeted Yuma with the Barian Sphere Cube and began a Duel , Astral comes out of the key and Yuma explained to him that Mizar is a Barian and learned the he could see him . Watching Yuma ' s Duel tactics , Astral comments how he expected Yuma to use " Overlay Barrage " instead of " Overlay Chain " - a defensive card . Yuma told Astral that he has to be cautious , which Astral was about to praise until Yuma cut him off , making him worry . Once Mizar Summoned his " " , Astral was greatly shocked of a " Number " outside of his 100 memories appearing before him . When Yuma became too weak to continue Dueling , Astral looked after him as Kite took their place . Astral watched Mizar unleash his true power and was stunned when he Summoned his " " . Once the Sphere Field began to collapse , Astral was freed from the Sphere , but watched in horror as Yuma and Shark fell down a cliff . While Yuma was hospitalized , Astral recovered inside the Emperor ' s Key lamenting about the Barians and Mizar ' s " Over Hundred Number " as well as Yuma ' s state of depression . During Shark and Yuma ' s Duel , Astral stayed inside the Key , hoping that Yuma would come to his senses and questioned what the most " essential thing " was for them . Once Yuma regained his resolve , Astral came out of the Key and assisted him with the Duel . Afterwards , Astral thanked Shark for helping Yuma , although the latter denied this , saying that his intentions were rather different . Watching Yuma trying to give Shark a hug , Astral makes his 21th observation on how " Occasionally humans may not honestly express their feelings " and smiled when he saw Kite watching them as well . Once Yuma was out of the hospital , Astral and Yuma found out that Girag and Alito were Barians , with the latter challenging them to a Duel . During the Duel , Astral observed how much Alito and Yuma were drawn into the Duel when he sensed the " Sphere Field " affecting him and causing him pain . As the Duel continued , Astral and Yuma united with the power of ZEXAL and Xyz Summoned " Utopia Ray " , forcing it to tie in battle with Alito ' s " " , destroying both of them , to which both Duelists activated " Xyz Stand " to bring them back . They eventually won the Duel with " ZW - Eagle Claw " and defeated Alito . After Alito told him to take his " Number " , Astral tried and failed to do so , much to his surprise . Wondering why he couldn ' t take an " Over - Hundred Number " card , Astral suddenly became weakened and faded again from being in the " Sphere Field " . The next day , Astral stayed in the Key to recover from the effects of " Sphere Field " . When Girag issued a challenged and accused Ray Shadows for hurting Alito , Astral advised Yuma that he should have faith in his friend and they decided to Duel without Ray . However , Ray ended up joining them after all , which worried Astral as he saw Ray as a terrible Duelist . He warned Yuma that Ray would only hinder them and that they couldn ' t lose against Girag with the " Number s " at stake . During the Duel , Astral was affected by the " Sphere Field " again and fell to the ground , telling Yuma that protecting Ray is too risky . Astral was forced to retreat to the Key to recover and felt the damage Yuma took in the Duel , but sensed that Yuma won the Duel in the end . Recovering inside the Key , Astral was confronted by Number 96 , who told him he couldn ' t win against the Barian s without accepting his evil side . Astral refused to believe this and sought answers from the " Number s " when the Shadow Giant appeared before him , saying that he must be tested . Once Yuma was inside , they Dueled against it , using their " Numbers " against the Giant ' s " Unformed Void " , and having great trouble . On the verge of losing , Number 96 reappeared before Astral to remind him of his advice , saying that something may happen to Yuma if he loses inside the Key . Fearing for Yuma ' s safety , Astral decided to undo the seal on " " and grudgingly worked together with him to win the Duel . Afterwards , Astral and Yuma talked with The Door and was shown Astral ' s true memories , learning that his mission was to obtain a powerful card known as the Numeron Code that could affect destiny . They were then transported outside the Key , where Astral received another warning from Number 96 that there would be events in the future that would require him to become evil . Later , Astral watched the Duel between Yuma and Orbital 7 , although he was confused by situation . He watched the Duel between Shark and Rio , impressed by their skill . During the Heartland Academy ' s Fun Fair , Astral was interested in the event and asked Yuma several questions . When Anna Kaboom dragged Yuma to Duel against the pro - Duelists Mayday and Brooke Walker , Astral offered advice to Yuma since he and Anna would have trouble working together . As they continued to argue with one another , Astral grew exasperated and urged Yuma to find common ground with Anna . When Yuma drew " Rank - Up - Magic Limited Barian ' s Force " , Astral was shocked and demanded to know where Yuma got it , with Yuma fictitiously saying that he received it from the defeated Girag . Although he disapproved of using the card , Astral was amazed to see " " for the first time , and spent the night wondering about it and grows concerned about its power . When Vector arrived to Earth , Astral and Yuma found out that he was the Barian that possessed Dr . Faker . They then engaged a Duel against Vector , and was quickly put at a disadvantage when he stole " Limited Barian ' s Force " and destroyed " Utopia " with his " " . Luckily , Yuma was able to draw " V Salamander " and Summoned " Utopia Ray V " to win the Duel . Before Vector fled with a captured " Ray " , he gave Astral " Master Key Beetle " and told him it will be the key to their final battle . After Kite calmed a hysterical Yuma , Astral retreated into the Emperor ' s Key looked into " Master Key Beetle " . He accidentally started the Different Dimension Airship inside the Key and transported it on top of Heartland Tower . Astral explained to Yuma , Kite , and Shark that they can use the ship to go into the Barian World . That night , Astral spoke to Yuma about their upcoming battle , but his partner was determined to save his friend . In the morning , Astral activated the ship and took everyone inside , appointing Yuma as the pilot . After being sucked into a portal , Astral and Yuma arrived at " Sargasso the Different Dimension Battlefield " and were engaged by Vector to a Duel . Astral tried to calm an infuriated Yuma during the Duel , but Yuma refused to heed his warning . " Utopia Ray V " was rendered useless with Vector ' s " Vain Betrayer " and Yuma ' s Deck was reduced to three cards . When Vector revealed himself to have been " Ray " all along and his plans to destroy Yuma , Astral was shocked that Yuma was keeping secrets from him , but was also worried about Yuma ' s mental state . As Vector reduced Yuma ' s Deck further and " Sargasso " reduced his Life Points , Astral blamed himself for not being more cautious about " Utopia Ray V " in the first place . When Vector commented how Yuma was keeping secrets from him and wanted to be friends with him more than with Astral , a sliver of darkness appeared on Astral ' s body , confusing him . As Astral is confused , they attempted to use ZEXAL , but Vector questioned if Astral can really become one with Yuma right now and if he did really trust him after keeping secrets from him . Vector said that the darkness would grow and asked Astral if he really thought he could resist the darkness inside of him in his current mental state , reminding him that " Utopia Ray V " is of " Barian origin " , while at the same time forcing them both to cancel ZEXAL . Astral is possessed by the power of the Chaos as his body turned black , initiated ZEXAL with Yuma again , resulting in Dark ZEXAL . With control of Dark ZEXAL , Astral dueling with him without any concern of the damage he took . Dark ZEXAL created a " Dark Zexal Weapon " , " DZW - Chimera Clad " to power up " Utopia Ray V " and deal damage to Vector , who activated a Trap that initiated a loop . Meanwhile , a corrupted Astral spoke to Yuma in his subconscious . Still feeling betrayed , Astral said that he wouldn ' t trust Yuma and surrendered himself to the darkness . Yuma ran towards Astral and embraced him , pushed both of them out of Astral ' s mind and undid Dark ZEXAL in the physical world . Astral lay incapacitated on ground from the forced union while Yuma continued the Duel . Once Yuma collapsed next to him , Astral said that he still didn ' t trust Yuma , but added that he must and touched Yuma ' s palm . The two then performed a ZEXAL Morph and evolve into the second form , called ZEXAL II , signifying a new bond between them . They performed a " Shining Evolution " , changing " Limited Barian ' s Force " into " Rank - Up - Magic Numeron Force " , which evolved " Utopia " into " " and defeated Vector . However , Vector warned Astral that the evil stain his heart will and corrode his bond with Yuma . Since ZEXAL II ' s appearance causes " Sargasso " to self - destruct , Astral and the others returned to Heartland . Astral and Yuma re - kindled their bond and declared that their battles were only beginning . Mythyrian Numbers War . Later , inside the Different Dimension Airship , Astral remembered an unclear memory of him facing Don Thousand and discovered the message Kazuma Tsukumo left for him and Yuma . He called Yuma , Tori , Shark , and Rio to the ship and informed them of their new task : To obtain the seven legendary " Numbers " cards before the Barian World did . As they headed to their first location , Astral answered Yuma ' s question about the Astral World , where the " Rank - Up souls " can go . They were interrupted when Dumon crashed into them and the ship landed in a jungle . He assisted Yuma in defending an injured Dumon from a bear , but since Astral didn ' t recognize Dumon in human form , he warned Yuma not to trust the boy " Nash " so easily . The discussion was cut off when they heard Tori ' s scream and ran to a temple , where Astral deduced that it might be where one of the " Numbers " are . After the group was separated , Astral and the others arrived in the legendary " Number " ' s chamber and met Mach , the guardian protecting the card . Mach challenged Astral and Yuma to see if they were worthy to hold the sacred " Number " , along with Shark and Nash ' s lives on the line . As the Duel continued , Astral figured out from Mach ' s riddle that the two groups can help each other win the Duel . He told Shark and Nash to read the passage of the hero and Pegasus to provide a clue to Mach ' s tactics . After Nash revealed himself to be Dumon , Astral decided to let Yuma choose whose advice he will follow - Dumon , who told them to protect " Utopia " , or Shark , who said to allow the destruction of " Utopia " . Ultimately , Yuma chose to listen to Dumon , allowing them to find a loophole and win the Duel . Astral asked Mach if the legend was about him , with the latter confirming that he was the Pegasus from the legend , before disappearing and giving " " to Yuma . Hearing Yuma ' s decision to trust others , Astral thought to himself that he won ' t comment on his choice , even if Yuma was supposed take a different path with him from now on . Going to South America , Astral and the others arrived at an abandoned castle , and listen to Rio speak of legend about a ruthless prince . After Yuma accidentally triggered some traps , Astral and everyone ended up inside the cages of the central colosseum . They were greeted by Vector and Number 96 , who wish to Duel Astral for control of his body . To set Yuma and his friends free , Astral agreed and quickly summons " Utopia " on his turn . After landing an attack on Number 96 , Astral was then pushed in a corner when Number 96 unveiled his strategy ; whenever Number 96 would take damage , deadly traps would be aimed at Yuma , which could kill him . Astral tried to Duel on the defensive , but Number 96 prevented him from not attacking . Unwilling to hurt Yuma , Astral tried to solidify his defenses and work around Number 96 ' s traps . Number 96 commented how Astral was " tainted " by human ' s weakness and therefore couldn ' t fulfill his mission the way he is now . Astral questioned Number 96 on what he meant ; the former told the latter that since he didn ' t have his power , Astral can ' t collect " Chaos Numbers " . He also said that Astral will never collect all of the " Numbers " without him and that he didn ' t have what it took to possess the Numeron Code . When Yuma was blaming himself for Astral ' s situation , Astral told Yuma that he figured what he can do right now , but won ' t elaborate any further than that . Once Yuma figured out what Astral meant and move to safety , Astral was able to fight without hesitation . Astral summoned " " , but Number 96 used " Rank - Up - Magic Barian ' s Force " to upgrade " " to " and used its abilities to force the match into a draw . Vector triggered a trap that caused the ruins ' destruction and fled with Number 96 . Astral and the others were able to escape with the assistance of Kite . The group then head to Spartan City , Astral came outside the Emperor ' s Key after Nistro and Dextra told Yuma and his friends that the " Number " ruins were under a lake . At night , Astral woke Yuma up after an explosion occurred at the lake and the gang rushed over there . Once Yuma and Dextra Dueled against Alito and a brainwashed Nistro , Astral urged Yuma to calm down , who was enraged by Alito ' s change in personality . He was quite surprised when he witnessed the kamikaze - like effect of " " , calling it a reckless strategy . After the Duel ended , Astral and the others returned to the airship the next day and went over Yuma , who was away from the group . Astral knew Yuma was thinking about Alito and told him that he should understand from the Duel yesterday - Alito was still a Barian and they can ' t be friends with him , but Yuma didn ' t respond to him . While alone in the ship , Astral was looking over the memories contained in " Lion Heart " and " Sky Pegasus " . He was shocked see that the cards contained the memories of people of the ruins ' legends , and that Dumon and Alito were the figures mentioned in the legends . Once Astral and the group arrived at the next ruins , Astral asked Jinlon about the person he spoke about who was similar to Kite , asking if the person was named " Mizar " . With Jinlon confirming his theory , Astral explained to the group that the " Numbers " revealed to him that the Barians were once humans and the legends are about them . Astral then watched Kite Duel Jinlon along with Yuma and Shark . After Kite won the Duel , Astral and the others listened to Jinlon ' s tale about Mizar and how he died . When Mizar arrived at the ruins and clashed with Kite ' s dragon aura , the group ended up on a mountain peak after the Number ruins vanished . They listened to Jinlon explaining when people searching for " Numbers " come to the ruins , huge changes will occur in the world . When Jinlon also mentioned about the " two lights " battling in the sky and were mutually destroyed long ago , Astral noticed that it also described the memory of his battle with Don Thousand . Later in front of the " Numbers " gears , Astral finally remembered his mission was to annihilate the Barian World . Returning to Heartland City , Astral and Yuma saw watched a news report about a stone statue of a commander named " Kiraku Souhachi " from the Warring States period discovered at Roku ' s Duel Lodge . They notice that the statue bears a striking resemblance to Girag and Astral confirmed that the Duel Lodge is one of the Number ruins . Traveling to the Duel Lodge , Astral and Yuma met Ponta , who was possession of Girag ' s body and the " Number " as well . As Yuma Duel the tanuki , Astral was baffled when Ponta switched bodies with Yuma and was unable to stop him from wasting Yuma ' s hand . Despite the handicapped , Yuma was able to win the Duel and Astral received " " from Ponta as an apology . As the airship headed to the final two Number ruins in the ocean , Astral conversed with Yuma on the deck about the Barians being humans and was asked if he used to be a human as well . Astral responded that it was possible , since the Barian World and Astral World are fairly similar . They debated on what caused their enemies to be reincarnated as Barians , but were interrupted by Shark , who warned them that they should not over think the situation . In the midst of storm , Abyss possessed Rio and caused her to go overboard into the ocean , Astral and Yuma followed Shark when he went after her . They entered the ruins , but they were separated from Shark when walls between them generated . While trying to find Shark , they encountered Dumon instead . As Astral listened to Dumon and Yuma argued about why the Barian and Astral worlds had to fight , he revealed his mission to obliterate the Barian World to Yuma . He asked Dumon why the final two Barian Emperors had not shown up themselves and learned that Nash and Marin had disappeared long ago . After Dumon left to watch Shark Duel Abyss , Astral noticed the water flow and told Yuma to place " Stinging Swordsman " on the water so that they could escape the maze . When they arrived at the center of the maze , Astral began to view the memories of Shark ' s past life . Seeing the events unfold , Astral began to speculate that Shark and Rio were the missing Barian Emperors . After Shark won his Duel and retrieved the " Numbers " , the group was transported back to the airship . Back home , Astral pondered about everything he learned about the Barians and the Kastle twins when he sensed the Astral World in danger . He quickly informed Yuma and they rushed to the living room to find Kari Tsukumo watching the news about abnormal phenomenons occurring all across the globe . Astral deduced strange activities were happening to Earth and the Astral World because they are connected to one another . When Yuma and Tori mentioned the Kastle twins , Astral told Yuma that he needed to have a serious discussion with Shark sooner or later . Sometime later , ashes began to fall from the sky , and the group was transported by Number 96 to another location , alongside Shark , Kite and Orbital 7 . Astral confronted Number 96 about his goal to destroy not only Earth and the Astral World , but the Barian World as well . With three worlds and their " Numbers " on the line , Astral and Yuma began their Duel with Number 96 inside a Sphere Field , which caused real damage to them . When Yuma got too injured by the " Chaos Field " , Astral took his place in the Duel for a short while before transforming into ZEXAL II together and they defeated Number 96 . Refusing to give up , Number 96 attempted to possess Astral again , causing Astral to take on the darker color scheme he had when he was corrupted by darkness . However , Astral managed to destroy Number 96 in a explosion , finally ending his threat once and for all . Severely drained by that action , Astral was forced to back to the Astral World and took the Emperor ' s Key with him . Before disappearing , Astral said farewell and thanked Yuma for everything he done and entrusted the " Numbers " they had collected through their journey together to him . In the Astral World , Astral was placed into a deep slumber by Eliphas because he was possessed by the power of Chaos and encased in crystal , with the black stain visible on Astral ' s chest . Having deemed that his meeting with Yuma was a mistake , Eliphas planned to erase Astral ' s memories of Yuma to turn him back into his soldier and destroy the Barian World . After Yuma expressed his resolve not to lose against Eliphas , Astral resonated with Yuma from his crystal and lent him the power to use " Shining Draw " without the use of ZEXAL , granting Yuma " Rank - Down - Magic Numeron Fall " and " " . Using both cards , Yuma won the Duel . Afterwards , Enna and the denizens of the Astral World purified Astral of his corruption and awakened him from his stasis . He shared a touching reunion with Yuma and embraced him with a heartfelt smile . When they sensed Don Thousand ' s power affecting the human world , Eliphas said they must return right away and told Astral that his mission was to stop the Barian World . After Eliphas gave him a card , Astral promised that he and Yuma will find a way to end the Barian menace and began their journey back to the Human World . They eventually return to Earth just after Kite became too injured to continue his Duel with Mr . Heartland . Astral and Yuma took Kite ' s place in the Duel along with his remaining life Points . With Mr . Heartland drained Yuma ' s Life Points and the pain of the Barian field , Yuma and Astral initiated ZEXAL III . Using the power of " Galaxy - Eyes Photon Dragon " and " ZS - Vanish Sage " , they defeated Mr . Heartland . As Mr . Heartland ' s Fake Number s caused Heartland to be incinerated by flames because he failed in his mission , Astral realized that the flames took a form that resembled Don Thousand ' s . Although Astral and Yuma enjoyed their reunion with their friends , their situation turned more dire as they saw the large pillar of energy glowing even brighter . Barian Emperor Onslaught . Astral was surprised when the Seven Barian Emperors appeared before them , along with Shark and Rio as Nash and Marin . As his suspicions were confirmed true , Astral told Yuma about visions he saw of Shark ' s past life as a king and readily accepted that Nash was now their enemy . After the Emperor ' s Key and Nash ' s Barian Emblem reacted and knocked Yuma unconscious , Astral and the group fled with help from Roku and Kaze . Riding in Quinton ' s armored car , Astral commented how the bonds that Yuma made with his friends - Roku , Kaze , Anna , Nelson , Nistro , Dextra , Bronk and Quattro - had united them to protect Yuma and stalled for time by Dueling the Emperors . As the Emperors ' Barian ' s Chaos Draw produced pillars of light , Astral was surprised by the overwhelming force they gave off . Once Yuma regain full consciousness , Astral explained what happened after he fainted and his friends ' deaths , which devastated him . Astral then listen to Yuma and Kite arguing about avoiding Dueling against Shark and the other Barians , Astral chimed in the discussion , saying there a way - defeating Don Thousand directly . Judging everything that ' s going on , he figured that Don Thousand was recovering his power and are using the Barians as pawns , but everything should back to normal if they defeat him . In agreement , Astral materialized the Different Dimension Airship for him and Yuma to journey to the Barian World , with Tori accompanying the duo . On the ship , Astral comforted Yuma over his fight with Trey and Quinton . He told Yuma that even though he disagreed with them , they were just following that path they believed was right for them , which Yuma agreed with . When a screen materialized on the deck , Astral was shocked to see the Arclight brothers Dueling Mizar . He listened as Quinton explained that Kite was going to moon to investigate the Legend of the Dragons of Light and Time , which was connected to the Numeron Code . After Yuma broke down after watching the brothers ' defeat , Astral encouraged him stand up because everyone placed their trust in him . Immediately after this , Alito attacked the airship with " " , knocking Astral , Yuma and Tori from it . While Dueling with Alito , Astral could sense Don Thousand ' s aura emanating from him . After Astral finally realized that Thousand created " Rank - Up - Magic - The Seventh one " , the Barian god appeared before Astral and Yuma . He revealed that their pursuit of the Mythyrian Number s had contributed to his release and blamed the Astral World for starting the war with Barians in the first place . Thousand then taunted Astral and Yuma , urging them to try and stop him before disappearing . Astral continued to study " Comet Cestus " during the Duel and figured out that Don Thousand ' s power made the " Number " stronger . Astral suggested to Yuma that the only way break Don Thousand ' s curse on Alito was to use " " , which holds Alito ' s true memories . They discussed that Kazuma must have predicted they would have to fight the Emperors and that the Mythyrian Number s are the key to Don Thousand ’ s curse . Using " Lion Heart " , they were able to free Alito from Don Thousand ' s influence , but his hatred for his past remained . Astral believed that Barians ' souls should have gone to Astral World initially , but Don Thousand caused them to became Barians instead from artificial hatred . Astral told Yuma to destroy " Comet Cestus " with " Lion Heart " , hoping to learn something from the battle . Using " Emperor ' s Armor to bypass effects , they destroyed " Comet Cestus " and won the Duel , allowing Alito to see his true memories . Afterwards , Alito agreed to cooperate with them to defeat Don Thousand , who was inside of Vector . Back on the ship , they group continued to traveled to the Barian until they were attacked by Girag and his " " . They attempted to reason with Girag , but they could not get through Thousand ' s control . Astral determined they ' ll have to break Don Thousand ' s curse the same way Yuma did with Alito and Duel Girag . However , Alito insisted that he ' ll be the one to Duel Girag instead of them , which they relented . Astral quietly watched as Alito managed to free Girag from Don Thousand ' s curse at the cost of his own life . When Vector appeared before them , Astral was shocked to find all what happened to the other Barians as Vector adsorbed Girag ' s , Alito ' s , and Ponta ' s souls . Vector proclaimed that he will defeat Astral and Yuma to get the Numeron Code before flying off . Back on the airship , Astral silently watched as Yuma cried in despair from all the lost lives when a screen appeared on deck . Astral told Yuma to stand up , saying still others searching for a new light - such as Kite , who was Dueling Mizar on the moon for the key to the Numeron Code . As Kite was at a disadvantage , Astral and Yuma explained to Mizar that he doesn ' t have to fight them because Don Thousand tampered with his memories . They also informed him that all his allies were betrayed by Vector and their souls was absorbed . However , Mizar refused to listen to them as Kite told them to stay out of his way . At the end of the Duel , Astral witnessed Kite defeat Mizar , but became too weak to move . Astral then sadly watched as Kite bid farewell before the screen the screen blurred out from Orbital 7 ' s shutdown . Astral and the others finally arrived to Barian World to find Nash Dueling against Vector . As he watched the Duel , Astral was able to see Vector ' s true memories and was surprised that he was manipulated by Don Thousand as well . He quietly witnessed the rest of the Duel and stared on in shocked as Nash claimed victory after a series of trials . When Vector goes berserk with his power , Astral was surprised when Don Thousand appeared before them to absorbed Vector . Mizar then arrived to give him and Yuma " " and confirmed Kite ' s demise . Following Mizar ' s death , Don Thousand shown himself before Astral and the group in his new form , promising to take their souls and obtain their power to become a true God . Don Thousand challenged Astral , Yuma , and Nash to a Duel , which they accepted as 2 - on - 1 Duel . During the Duel , Astral realized that Thousand was using the power of the Numeron Code to gained an overwhelming advantaged over them . Initially baffled since no one had all the " Numbers " yet , Astral figured out that the Numeron Code was hidden somewhere on Earth and Thousand made the Earth part of the Barian World to obtained the Code ' s power in the process . Thousand confirmed this and taunted them by revealing he can directly attack the Astral World whenever Yuma and Nash take damage . Since Yuma and Shark were taking massive damage from Don Thousand ' s " Numeron " monsters and was being overpowered by the " Numeron Network " , Astral realized they can ' t win without destroy the " Numeron Network " first and goes off to find it . Traveling through the network , he managed to find the source in a red - black energy sphere at the very heart of the chaos channels . However , Don Thousand warned him if the card is destroyed , the massive amount of energy stored in it will destroy the Earth . Astral resolved to take the card to save the Earth and absorb the network ' s energy at the cost of his life . Although Yuma begged him not to it , but Astral only told him goodbye and that he ' ll leave the " Numbers " to him . Suddenly , Eliphas appeared and took Astral ' s place , saying that Astral cannot die yet . Eliphas told Astral that he entrusted the future to him and Yuma , and gifted him with a card ( later revealed to be " Rank - Up - Magic Astral Force " ) As the sphere exploded , Astral was transported back to Yuma ' s side , holding back his tears for Eliphas . Astral informed Yuma what Eliphas had said to him and that they mustn ' t cry . As Nash used the effect of " " to their heal Life Points to 3300 , Astral and Yuma strengthen their resolve to win . Don Thousand mocked their chances of victory and summon " " , inflicting more damage to them and Astral World , and taking control of " Silent Honor DARK " . Astral and Yuma transformed into ZEXAL and summon " " , only for Don Thousand uses the effect of " Numeronius " to destroy and replace it with " " . Don Thousand revealed that " Numeronius " negates the effects of his opponent ' s " C " monsters and prevents them from attacking . Undaunted by this setback , they evolved into ZEXAL II and Shining Draw " ZS - Ouroboros Sage " , combining it with " Utopia Ray Victory " and " " , allowing them to reduce Don Thousand ' s life points to 900 . However , Don Thousand sends " Silent Honor DARK " to the Graveyard to prevent " Numeronius " from being destroyed , and then using its ability to take control of Yuma and Nash ' s monsters . Yuma was shocked that ZEXAL failed them and canceled the fusion with Astral . Thousand taunts them , revealing the power of Chaos will always revive him and they cannot fight against it as humans are the root of Chaos . He further explained what happened with his battle with Astral eons ago and claimed that humans are weak since Chaos can consume them easily , such as the Seven Barian Emperors . Yuma resorts that the power of Chaos that lets you live with your friends and can protect others . Don Thousand scoffed at Yuma ' s belief , and then proceed to inflicted damage to them , leaving their Life Points to 100 . With " Numeronius " going for a direct attack , Kite ' s spirit appeared before Yuma , urging him to win . The " Numeron Dragon " card flashed into Yuma ' s hand and Special Summon it to the field . Astral and Yuma used its effect to reduce the ATK of " Numeronius " to 0 and destroy both of them . Unfazed , Don Thousand countered by bringing out " " , which will force all of Yuma ' s and Nash ' s monsters to attack it or grant Don Thousand an Automatic Win that End Phase if they don ' t . Thinking of his fallen friends , Yuma refused to give up and overlay with Astral into ZEXAL III . They used " Utopia Rising " to revive " Utopia " as Nash brought out " " and used " Bonds of Hope " to revive " Numeron Dragon " . They gave of " Numeron Dragon " ' s abilities and the Overlay Units of " Abyss Splash " and " Utopia " to represent their united bonds . After using the effects of both " Abyss Splash " and " Numeron Dragon " to boost the ATK of " Utopia " to 102 , 000 , Astral and Yuma attack " Numeronius Numeronia " , but Don Thousand uses the effect of " Numeronius Numeronia " to negate the attack and boost his Life Points to 102 , 900 . They then activates " Double or Nothing ! " , as an attack was negated , allowing him to double the ATK of " Utopia " and attack again . With this , they defeated Don Thousand , causing the portal to Astral World to closed and fusion between Earth and the Barian World appears to have stopped . Despite his loss , Don Thousand laughed at Astral and the others , claiming his curse has not been lifted before his soul was transferred to Nash with all the " Numbers " along with him . Infused with Don Thousand ' s energy , Nash forces Yuma and Astral out of the ZEXAL III fusion , and send them to a small place between that merged world and the Astral World . Nash explains that the two worlds are currently pulling against one another , if it keeps up , the two worlds will collide , resulting in the Astral World ' s destruction . Astral realized this was because Nash absorbed Don Thousand ' s power , which Nash confirmed and stated he was still their enemy . While Yuma tried to appeal for a way for both worlds to coexist , bot Astral and Nash said was impossible because the Astral World was too weak to withstand the fusion of the worlds . Bewildered , Yuma said that everyone can learn to understand one another and blamed Thousand ' s curse on Nash ' s attitude , but Nash refuted this - he was the only one who chose to be a Barian on his own will , and that his very existence was the curse of Don Thousand . Nash challenged Astral and Yuma to a duel , with all three worlds and the Numeron Code on the line . Yuma questioned Astral if they can can find a future to save everyone . Astral suggested that using the Numeron Code could make everything that happened become undone and revive everyone who was died . Although , he asks Astral if that is a real future though - one that will result in running away from all the times they had together . Astral said that he is unsure right now , but encouraged Yuma they ' ll be able to find a solution through this Duel . As Nash was able to predicted and planned for Yuma ' s every move , they was put of the defensive . As the duel progresses , Nash summons 4 of the " Over - Hundred Numbers " onto his side of the field - " Silent Honor DARK " , " " , " " and " , while Special Summoning the other 3 to Yuma ' s side of the field - " " , " " , and " " . Nash used the seven " Chaos Over - Hundred Numbers " to Summon his ultimate ace card , " CXyz Barian Hope " , which wielded the power of all seven of the " Chaos Over - Hundred Numbers " and allowed Nash to use each of their effects once per turn by either detaching an Overlay Unit or paying 400 Life Points . Though Nash used the effect of every " Chaos Over - Hundred Number " , Yuma and Astral narrowly avoided defeat . While Astral was perplexed as to why Nash kept paying Life Points instead of detaching Overlay Units , Yuma explained that he could see the souls of the other Barian Emperors in front of the Overlay Units - Nash did not want to lose them again . Yuma and Astral performed ZEXAL Morph , which caused the worlds began to drift closer to one another . They were saved by Kazuma Tsukumo and Vetrix , who used the last of their power to erect barriers between the arena and the colliding worlds . They used " Astral Force " to create " " and destroy " Barian Hope " . Nash set up the return of " Barian Hope " with " Reincarnation of the Seven Emperors " before Summoning " Black Ray Lancer " in an attempt to defeat Yuma . Yuma countered with the effect of " Utopia Beyond " , Summoning " Utopia " again and canceled ZEXAL with Astral . Nash weakened " Utopia " with " Friller Rabca " and brought out " Submersible Carrier Aero Shark " as well , but Yuma survived with " Damage Take - Over " . Using ZEXAL , Yuma and Astral created " ZW - Sylphid Wing " , but Nash revived " Barian Hope " using " Rebirth of the Seven Emperors " at the expense of his Rank 3 monsters . Yuma pushed the attack , but Nash used " Draw of Fate " to negate the attack and force both players to draw a card . If the player did not use the drawn card by the end of this turn , they would automatically lose . Nash used Barian ' s Chaos Draw to draw " Glory of the Seven Emperors " , while Yuma used Shining Draw to draw " Double or Nothing ! " Yuma canceled his attack after activating " Double or Nothing ! " , knowing that defeating Nash would be to sacrifice who Yuma had been , just as the Door had predicted . Astral agreed with his decision , saying they would keep fighting for an answer without sacrificing who they were . Nash had known they would use " Double or Nothing ! " , but this action was not predicted . " Glory of the Seven Emperors " would have allowed him defeat Yuma if Yuma had done anything else , but canceling his attack resulted in Nash ' s Life Points becoming 0 . As Nash says his goodbyes , he mused that he would not witness the future Astral and Yuma would create though as the " Numbers " flooded from Nash ' s body and were absorbed by Astral . Nash called Yuma and Astral the best friends he ever had , and he considered his final Duel to be his greatest . Afterward , Astral , Yuma and Tori returned to Earth , appearing on Heartland ' s harbor . The Ceremonial Battle . After Yuma reunited with his revived friends , Astral transported him and Yuma ' s subconscious to a special Sphere Field to tell him that he will continue his mission to destroy the Barian World as it was the root of all Chaos . Yuma disagreed with Astral , saying there was no point to the future if they have to keep sacrificing things and urged him to find a better way , but Astral stated he wouldn ' t change his mind . When Yuma challenged Astral to Duel for the Numeron Code , the two added more conditions ; if Yuma won , Astral would listen to him , and if Astral won , he would destroy the Barian World and erase Yuma ' s memories of him . Astral told Yuma he would have a day to prepare his Deck and Astral would do the same , then the two would Duel at the station square . Astral returned Yuma to his friends and went back into the Emperor ' s Key after this conversation . On top of the airship , Kazuma appeared before Astral , saying he did well in protecting Yuma since he sent him back to his son , just as he thought he would . While Kazuma praised all the feats he and Yuma done , Astral stated that he still had a duty to use the Numeron Code . Kazuma told him that he wouldn ' t interfere , knowing Astral would choose a good future for everybody . Astral asked if everything really went as Kazuma wanted it to . Kazuma replied that he wasn ' t sure about that and asked if Astral really intended to fight Yuma , which he insisted he would do with all his strength . Then next day , the two met and began their first - and final - Duel , with Astral thinking that they fated Duel since they met . Astral let Yuma go first and he put up a seemingly feeble defense , then on his first turn , Astral was able to Summon " " , " " , " " , " " and " " . Astral attacked Yuma directly with " Utopia Ray V " , dropping his Life Points to a mere 1400 , leaving everybody shocked at his full - force attacks . . While he openly commented that Yuma was not ready to face him , Astral mentally urged him to get fired up - otherwise , he ' ll be unable to get back what he lost . Yuma managed to make a comeback in one turn , using " Gagaga Cowboy " and " Gagaga Samurai " with a few support cards to destroy the 4 evolved forms of " Utopia " . Just before Yuma was about to finish off Astral with a One Turn Kill , Astral activated " Heat & Heal " to survive the attack . Astral deduced from Yuma ' s previous comment on the 5 " Utopia " monsters being more impressive then he expected that his partner predicted beforehand that he would be facing all 5 of them at once , and developed a way to beat them , and continued his onslaught with the original " Utopia " . Yuma attacked " Utopia " with " Gagaga Cowboy " , causing Astral to negate the attack out of precaution , only to find out it was a risky but successful bluff from Yuma to use " Light Wing Bumper " . Astral complimented his partner on his play and the way he evolved as a Duelist . Yuma tried to reason with Astral , telling him to remember that his Duel with Eliphas delivered the Astral World from the forced destiny of existing solely to Rank - Up , only to Astral to reveal that he had never forgotten all their moments together , which he cherished , but then abruptly declared he would fulfill the pact he and Yuma signed together , using " Rank - Down - Magic Utopia Fall " to Summon " " , before proceeding with his relentless attack on Yuma using " Overlay Accel " to attach Kite ' s and Shark ' s " Numbers " to " Utopia Roots " as Overlay Units to allow him to attack multiple times , while telling Yuma that Yuma must take back what was most important to him - the thing that was stolen from him . As Astral was about to take a decisive direct attack , Yuma activated his " Danger Draw " to stop Astral ' s attack . Yuma told Astral that he remembered the promise he made to his friend : that when the time comes for them to have a final Duel , he would face him with a huge smile and give it everything he ' s got . After , Yuma thanked Astral for reminding him . Astral watched in shock as Yuma performed a " Shining Draw " on his own , which was created with his power . He used the card he drew to Summon his own Number monster , " " . Astral then deduced Yuma was certainly a part of himself he lost during his ancient Duel with Don Thousand . As Yuma attacked Astral ' s Ranked - down " Number " with his own " Number " , Astral wondered if that was another bluff , but decided otherwise and using the effect of " Utopia Roots " , which saved him from defeat . Astral told his partner that he knew that this was no bluff this time , as he remembered Yuma telling him that he found a way to make his own destiny . After using a Shining Draw , Astral declared that he would rise higher than Yuma ' s Rank 0 , and Ranked Up his " Number " into " " . He revived " Utopia Beyond " with its effect , and attacked Yuma ' s " Number " , activating the effect of " Utopic Dragon " to protect itself as well as in an attempt to destroy all other monsters , and inflict game - ending damage to Yuma . Yuma managed to survive and save " Utopic Future " through its effects . Melancholic at the idea of this being the last time he would see Astral , Yuma then smiled at his partner and declared he would give it all he ' s got after doing a few successful back - flips . Using two support cards , he gave " Utopic Future " 4000 ATK , 500 for each " Number " card in Astral ' s Graveyard , and protected it from being destroyed by battle . " Utopic Future " attacked and destroyed " Utopic Dragon " . Yuma then declared a final direct attack against his partner . Astral revealed the last trick up his sleeve , which was the Trap Card " The Door of Destiny " . This transported himself and his friend to the location of The Door that haunted Yuma ' s nightmares . Negating the last attack , Astral told Yuma that unless he found a way to beat it , he would lose next turn due to the effect of " The Door " . Yuma reminisced on how the Door was how he was able to meet Astral at the start , and remembered how he would supposedly lose what was the most precious to him , realizing now that it was Astral , the one being he cared the most about , and showed reluctance on having to leave Astral after this Duel . Astral sensed his partner ' s doubt , and encouraged him on going all the way , telling him he still had a card that could turn the outcome of this Duel and open the path to his future . He also teased Yuma about being too inexperienced to challenge him . Yuma activated " Double or Nothing ! " , and fused with " Utopic Future " for the final attack , destroying " The Door " and winning the Duel . Yuma helped a tangible Astral on his feet , who complimented him on a splendid Duel . As the Numeron Code descended , the two friends shared a heartwarming farewell before Astral headed towards the Code . Astral stated that he always loved seeing Yuma smile , adding that he ' ll never forgot that smile or Yuma himself before heading back the Astral World . Some time later , Astral used the Code ' s power to successfully reunite his world and the Barian World as one and revive all his fallen comrades , such as Eliphas and Kite , and made the Seven Barian Emperors reborn as humans . With the rogue chaos energy menacing his universe again , Astral was tasked by Eliphas of stopping the new threat . Astral was last seen going through a dimensional portal to meet Yuma , reminding himself of what he was able to learn at Yuma ' s side and vowed to keep fighting to learn to understand each other before yelling " kattobingu " . Non - canon appearances . In the non - canon episode , Aim For Number 1 in the World ! , Astral joined Yuma when he was forced by Tori to visit her friend Summer at a Gymnastic building , and later watched Yuma Duel with Taiki . Relationships . Yuma Tsukumo . Astral and Yuma , despite having a rocky start , have a very close relationship with each other . Astral is able to tell what Yuma is feeling during duels and helps to calm him down , and Yuma worries and cares for Astral immensely . Regarding each other as both partners and close friends , they make an outstanding team . In the beginning , Astral has ambiguous thoughts regarding Yuma Tsukumo ; for the most part he thinks of him and his Dueling skills as unrefined and unskilled , which causes the two to clash and fight a lot . However , when Yuma uses an unthinkable , but effective strategy , such as in his Duel with Reginald Kastle , his thoughts change to think of Yuma as an interesting Duelist . Astral even learns to use Yuma ' s lack of skill and obedience , as seen in Yuma ' s Duel with Mr . Kay when he tells Yuma what to do the opposite of what he should do so that Yuma disobeys him and makes the correct moves . After the Duel with Kite Tenjo , the two realized that they needed the other ' s skill , and they grew closer to one another . During the Duel with Fortuno , when Yuma admitted to Astral that he considered him his friend , the two unlocked and eventually gained the ability to overlay their souls together using the power of ZEXAL . At times , Yuma doesn ' t openly admit that he was worries or cares about Astral , usually feigning anger and yelling at him , which only makes Astral smile because he can tell Yuma ' s true feelings . In dire situations , Yuma openly shows concerns and proclaimed he will do anything to protect him from danger . It shown that Yuma deeply cares for Astral as he couldn ' t believe Astral would leave and as he cried for his death . Astral has shown many times how much he cares about Yuma , willing to give up his life for Yuma ' s safety . Astral has also been seen smiling more since Yuma told him that he is his friend , and encourages Yuma to never give up . Later , it was revealed that Astral has been teaching Yuma how to Duel , since one day he ' ll disappear and Yuma will have to fight alone . He also said that when he disappears , he would want to leave proof that he exists in Yuma ' s memory and heart . After Astral was revived , Yuma was greatly relieved as he cried tears of joy . Nearing to the WDC finals , Yuma and Astral converse on what to do with the " Numbers " and their situation with Hart Tenjo . Yuma is torn between helping Astral or healing Hart , but Astral assured Yuma that he will follow whatever path Yuma chooses as his partner . During Yuma and Shark ' s Duel , Yuma was to make a choice between saving him or Shark , but Astral tells Yuma that he will let him make the decisions . During this , Yuma told Astral that he is a very important friend to him . When Vetrix told them that the " Numbers " could destroy the world , Astral questioned Yuma about it . Yuma denied this claim , saying he trusts Astral and would let Astral use the " Numbers " for good . During the Duel , Astral told Yuma that he can rely on him to defeat Vetrix and Yuma says he couldn ' t do it without him . After Yuma dreams about being warned by The Door that someone is planning to take something most important thing to him , he feared that he will lose " [ his ] Astral " . Not willing to put Astral in danger and be taken away from him , Yuma left his key to Tori in order to protect him and goes to Duel with a Barian - brainwashed Fender by himself . During the Duel , Yuma thinks that he the only one that can protect him and reflected how Astral is always the one protecting him . In the key , Astral can receive the damage Yuma takes and knows Yuma is Dueling alone , which disappointed him since they are " partners " . Once Astral got to Yuma , Yuma confined to Astral about his dream and states how he couldn ' t protect him . However , Astral told Yuma that he was proud of him and that he ' s a true friend , and will not forgive anyone who hurts him . After nearly losing to Mizar and becoming shaken , Astral and Yuma grew even closer as they reaffirmed their desires to Duel together . Vector reveals he was Ray and Yuma hid this knowledge from Astral in an effort to destroy Astral ' s trust in Yuma . He picked away at Astral ' s darkness and feelings of betrayal , resulting in their inability to turn into ZEXAL and Astral ' s darkness , bringing about Dark ZEXAL ; this is due that Yuma ' s lies which made Astral vulnerable to darkness . They eventually reconciled and reformed their bond , resulting in ZEXAL II . When Number 96 attacked Zexal II , Astral immediately ended the fusion and saved Yuma ' s life . As Astral was forced returned to the Astral World , the pair shared a sad goodbye and Astral thanked Yuma for everything he ' d done , leaving Yuma heartbroken . Afterwards , Yuma spent many sorrowful days locked inside his attic and crying . Despite this , Yuma was still willing to protect the " Numbers " that Astral entrusted to him and fight on . While Yuma realized that he can ' t stay depressed forever , he made many Freudian slips whilst trying to maintained an outward happy demeanor , repeatedly thinking of Astral and accidentally calling out to him . This caused many to worried about him and was eventually pushed by his friends to accept that his partner was dead , but Yuma refused to believe that and was willing to face danger and an eternity searching for his beloved friend . While Dueling Eliphas , Yuma repentantly reflected how arrogant and capricious Astral was when they first met , and how he changed over time and become someone with emotions and cares for others . On the brink of losing , Yuma realized how Astral played an important role in his life and became his " everything " . When they finally reunited , they embraced each other and Yuma said that he would not let Astral go again and asked him not to leave him again , which made Astral smile . With the happiness of being with together again , Yuma ' s and Astral ' s bond had grown even stronger and upgraded to ZEXAL III . It was later revealed that Astral and Yuma share a close connection to each other - Yuma is the " other half " of Astral that he lost long ago during his battle to Don Thousand along and the other half somehow reborn as Yuma . After their fateful Duel , Yuma and Astral reaffirmed their bond with each other , with Astral being Yuma ' s most precious thing , and even if they go their different ways , they will never forget each other . Even after Astral went back to Astral World , Yuma often thinks about him . When rogue chaos energy threatens Astral World , Astral and Yuma grew excited to each other and was last seen rushing to reunite . Kite Tenjo . During Astral ' s first Duel against Kite Tenjo with Yuma , he developed a great fear toward him after seeing he Dueling skills surpassing his own and nearly beat him and Yuma . This left Astral severely depressed for some time and was reluctant to face him again . However , Astral eventually overcame his fears towards Kite as his bond Yuma grew stronger . They officially meet each other when Kite stole the Emperor ' s Key and was able to entered it , making Kite capable to see him . Astral voiced his respect to Kite and told him that he wish to know about him , but Kite rebuffed all his attempts . After learning about Astral , Kite saw him as his real rival instead of Yuma since Astral advised Yuma during his Duels . Throughout the World Duel Carnival , Astral and Kite showed silent , mutual respect for each other , but couldn ' t converse since Kite couldn ' t see or hear him . At the end of WDC , Astral told Kite , who could now see and hear him , that he considered him as a friend when encouraging to continue his rematch against Yuma . Reginald Kastle . Although Astral had little interaction with Shark , he repeatedly mentioned his respect of Shark ' s Dueling skills and the impact he has on Yuma . Conversely , Astral also acknowledged the Duels he and Yuma must face with Shark if he had a " Number " card in his possession and the dark influence they must save him from . Knowing Shark is trustworthy and strong - willed , Astral has no problems letting him keep " " card in his possession . After the Duel with Vector , Shark can now see and hear Astral , but they still have little contact with each other . Once Astral ' s theories about Shark and Rio being Nash and Marin were confirmed true , he readily accepted that Shark was his enemy when he saw him with the Barian s . After Yuma won his Duel against Shark , a dying Shark states that Yuma and Astral are his best friends before before fading away . Astral eventually uses the Numeron Code revived Shark and the other Seven Barian Emperors as humans , letting them live a normal lives . When he heard the Astral World was facing a new threat , Shark joins Yuma and his friends to repay his debt to Astral . Numbers . The " Number s " are Astral ' s memories and his source of finding out why he has been sent to Earth to be with Yuma . In the Emperor ' s Key , Astral usually spends his time trying to understand what his memories mean and gain guidance from them . Astral has stated that he is the embodiment of the " Numbers " . Although the cards are a part of him , Astral acknowledged the fact they are also sentient beings with minds of their own , such as Number 96 , who actively rebelled against him . The other " Numbers " take on a more passive role , but did not hesitate to take Number 96 ' s side . The only " Number " that is loyal to Astral is , who is based off Yuma ' s wishes and desires . Eventually , Astral was managed to obtain of all the " Numbers " , finally restoring his full memories and gaining sole control over them . Deck . Anime . Astral uses Yuma ' s Deck , but Yuma uses his Deck with an offensive strategy , while Astral takes a more defensive approach using " Gogogo " monster s . However , like Yuma , he utilizes various Spell and Trap Card s and focuses on Summoning " " , and eventually its . While Dueling Yuma , Astral uses a " Number " Deck due to him having access to all 100 original " Numbers " and includes the upgraded forms of " Utopia " in his Deck . His Deck ' s strategy forces on quickly Summoning " Utopia " and its alternate forms , while using " " as a last resort . Like Eliphas , he uses no non - Xyz Monster s in his final Duel . Numbers absorbed . Utopia Evolved Forms . Unlike other " Numbers " , which were formed from Astral ' s memories when he crossed into Yuma ' s world , these later - formed " Numbers " are upgraded versions of " " , and are not considered part of the original 100 " Numbers " . He has five different versions of " Utopia " , including three " Number C " cards , one card , and one card in his possession . Number C . Astral obtained most of these Chaos Forms after their final rematch with Nash , giving him a total of 18 Chaos Numbers , including the three alternate Utopia Number C forms .