Yu - Gi - Oh ! ZEXAL - Episode 113 " Memory Thief : Part 2 " , known as " The Power of a New Hope ! ! Combination of Friendship - " Atlantal Hope " " in the Japanese version , is the one hundredth and thirteenth episode of the " Yu - Gi - Oh ! ZEXAL " anime . It first aired in Japan on July 21 , 2013 and in the United States on June 7 , 2014 . Summary . Yuma and Trey have challenged Erazor to a Duel with the " Number s " and the memories of the Super Secret Number Card Investigation Club at stake . Their LP have been halved thanks to Mr . Heartland , while Erazor takes the halved LP for himself . Shortly after changing to his cicada form , Erazor goes first ( in the dub , Erazor adds that he will feast on Yuma ' s and Trey ' s memories , just like what he did to the Number Club , after defeating them ) . He says he dislikes things that take too long , which is why he will attack first . Trey asks what gave Erazor the right to do that . The insectoid Barian ignores him and Normal Summon s " Oily Cicada " . Since he control s an Attack Position Insect - Type monster , Erazor Special Summon s " Dream Cicada " from his hand in Attack Position . He activate s its effect , switching " Oily Cicada " to Defense Position ; as this happens , the exoskeleton of " Dream Cicada " cracks and releases a purple mist ( the exoskeleton cracking is cut from the dub , though part of the mist is not ) . When it clears , " Oily Cicada " is in Defense Position . Erazor reveals the effect of " Oily Cicada " : it can be treated as two Overlay Units for an Xyz Summon if its battle position gets changed . He overlays his three Level 3 monsters to Xyz Summon " " . Trey is surprised that Erazor said " Number 3 " and Erazor reveals that he got the card from Vector to bury " those fools " . He adds that he could care less about what Trey called himself , as the true " Number 3 " belongs to him . Erazor chants , " After years of slumber , sing loudly from the depths of Hell ! " as the " Number " fully reveals itself ( " The time has come to spread your wings ! " in the dub ) . Yuma wonders why Erazor Summoned " Cicada King " in Defense Position , yet Erazor mentioned that he would attack on the first turn . Trey advises Yuma not to let his guard down ; Erazor may be planning something . Erazor Set s two cards and ends his turn . Trey glances at Yuma and thinks this must be a great ordeal for him , even without Astral . He came here to ensure that Yuma would overcome it and get back on his feet ( Trey ' s inner monologue is cut from the dub ) . Yuma starts his turn and draw s " Double or Nothing ! " He remembers using this card during his first Duel with Astral as his partner . The pair continued to look forward fighting together ; even when he is alone , Yuma must move forward . Heartland asks what ' s wrong ; did Yuma give up because Astral wasn ' t around ? Yuma yells at him to shut up ; the ex - mayor replies that flies buzz around and annoy people . Ignoring Heartland ' s taunt ( in the dub , Yuma responds to this taunt by telling Heartland to make like a heart and beat it ) , Yuma Summons " Gagaga Magician " . He then Special Summons " Kagetokage " in Attack Position since he Normal Summoned a Level 4 monster . Yuma mentally asks Astral to watch over him and overlays his two Level 4 monsters to Xyz Summon " " in Attack Position . Erazor laughs and notes that Yuma Summoned his ace card straight away ( in the dub , Erazor says " Utopia " will not be around for long ) . Yuma recalls several memories of his time with Astral , but he regains his focus and activates the Continuous Spell Card , " Reservation Reward " . Yuma can reveal a Quick - Play Spell Card in his hand and Set it . The Set card can be used this turn and when it target s a monster , that monster will have its ATK doubled and inflict piercing damage this turn . Trey understands what Yuma is planning ; he will negate the attack of " Utopia " , activate " Double or Nothing ! " to double the ATK of " Utopia " , then have its ATK doubled by " Reservation Reward " , letting it destroy " Cicada King " and inflict massive damage to Erazor ( Trey thinking of Yuma ' s strategy is omitted from the dub ) . He praises Yuma for the strategy ; he has grown as a Duelist during his time with Astral . Without Astral , Yuma must move forward on his own . Yuma attacks " Cicada King " with " Utopia " , then detach es an Overlay Unit to negate his own attack . Before he can activate " Double or Nothing ! " , Erazor interrupts and activates the effect of " Cicada King " , detaching an Overlay Unit to negate the activation of a monster effect . He declares , " Overlay Absorption ! " and " Cicada King " flies up and vibrates its wings rapidly ; the sound waves negate the effect of " Utopia " . Erazor also reveals that " Cicada King " will gain 500 DEF if it negated an effect this way . " Cicada King " extends its proboscis and stabs " Utopia " on the midsection with it , increasing its DEF to 3000 ( the red glow from the proboscis is changed to yellow in the dub ) . Trey realizes that this was why Erazor Summoned " Cicada King " in Defense Position . Erazor calls this too bad ; as the effect of " Utopia " was negated , the battle continues , rendering Yuma unable to use " Double or Nothing ! " " Utopia " is blown back after failing to destroy " Cicada King " , dropping Yuma to 1500 LP . Trey yells Yuma ' s name , but Yuma reassures him that he ' s okay and ends his turn ( in the dub , Yuma calls " Cicada King " a bug with all buzz and no bite ) . Erazor mockingly sympathizes with Yuma for having lost 500 LP in vain , while Heartland calls him a fool even if he tries his best . Without Astral , Yuma is simply a terrible Duelist . Trey thinks that Yuma isn ' t alone ; without Astral , the bonds he forged through his past Duels will unleash a huge power . He wants Yuma to realize this , no matter what because in the past , he took Astral away from Yuma . Trey takes his turn and Special Summons " Chronomaly Moai Carrier " in Attack Position , since he controls no monsters . As he controls a " Chronomaly " monster , Trey also Special Summons " Chronomaly Winged Sphinx " in Attack Position . Using the power of Yuma ' s " Numbers " , Trey overlays his two Level 5 monsters to Xyz Summon " " in Attack Position . Yuma is excited that Trey got " Machu Mech " out , but Erazor calls it a giant pile of junk ( in the dub , Erazor points out that " Machu Mech " is not strong enough to hurt a fly , much less his " Cicada King " ) . Trey refutes this statement and tells him to find out for himself , as he activates " Chronomaly Pyramid Eye Tablet " . This increases the ATK of all " Chronomaly " monsters by 800 , bringing " Machu Mech " to 3200 ATK . He also activates the effect of " Machu Mech " , detaching an Overlay Unit to inflict the gained ATK as damage to Erazor . " Machu Mech " readies its cannons , but Yuma reminds Trey of the effect of " Cicada King " . Erazor activates the effect now , detaching an Overlay Unit to negate the effect and give 500 DEF to " Cicada King " . " Cicada King " flies to the top - most pillar of " Machu Mech " and vibrates its wings , causing the cannons to recede . Yuma is frustrated that the DEF of " Cicada King " increased again , but Trey tells him not to worry ; " Reservation Reward " will lead them to their victory . Trey uses Yuma ' s " Reservation Reward " to reveal and Set " Heart of Stone " . He orders " Machu Mech " to attack " Cicada King " . Erazor wonders why he would do that , since his monster ' s DEF is higher than the ATK of " Machu Mech " . " Cicada King " flies away as " Machu Mech " fires a bolt of electricity from its pillar . " Cicada King " takes the attack head - on and reflects it back at Trey , reducing him to 1700 LP . Yuma wonders why Trey attacked , even if he knew he would take damage . Trey uses " Reservation Reward " to activate his Set " Heart of Stone " . When a " Chronomaly " monster failed to destroy a monster by battle , it can attack again . " Reservation Reward " then doubles the ATK of " Machu Mech " to 6400 . Yuma repeats the value and understands that Trey was aiming for that . Trey attacks " Cicada King " with " Machu Mech , " declaring " Meteor Meltdown " . Erazor activates his Set " Cicada Illusion " to prevent the destruction of a " Cicada " monster by battle . " Cicada King " glows with a crystal aura and flies away from the meteor ' s range , leaving behind an afterimage of itself . The meteor strikes the afterimage , destroying it . Trey reminds Erazor that he will still take damage from the attack . Erazor is blown back , his LP down to 5100 . Heartland exclaims Erazor ' s name . Yuma is amazed at Trey ' s maneuver and Trey asks Erazor if he learned - this is the power of two friends working together . The ATK of " Machu Mech " returns to 3200 at the end of the Battle Phase . Erazor angrily calls Yuma and Trey brats as he rises ; now they made him get serious . Trey Sets a card and ends his turn . After Erazor draws his card , he swears to make his opponents cry uncontrollably . He switches " Cicada King " to Attack Postion and reveals the other effect of " Cicada Illusion " - when the targeted monster is changed to Attack Position , it gains ATK equal to its DEF . The ATK of " Cicada King " increases to 4700 . Trey repeats the value in shock and Erazor says he will make Trey and Yuma pay for the move they did earlier , but first , he will crush Yuma . He attacks " Utopia " with " Cicada King " , with Heartland adding that Yuma is through if the attack connects . " Cicada King " fires electricity from its horn , but Trey activates his Set " Orichalcum Mirage " , changing the attack target to a " Chronomaly " monster he controls . A rainbow barrier appears in front of " Utopia " and redirects the attack to " Machu Mech " , destroying it . Trey is knocked back , his LP now down to 200 . Yuma yells Trey ' s name and Heartland curses at Trey for interfering . Yuma runs to Trey and asks if he is okay . Trey says he is fine and Yuma asks why he took the attack for him . Trey reiterates that he will be Yuma ' s sword and shield . The Number Club starts to glance up . Erazor laughs and asks if Trey took the attack to save his friend ; if so , his loss is already decided . He activates his Set " Final Cicada " , as he inflicted battle damage . During his next Standby Phase , Erazor can send this card to the Graveyard to inflict the same amount of damage he did earlier to his opponents . He calls it the final stage of the Duel ( in the dub , Erazor offers Yuma and Trey the chance to take their last turns or give up ) , Sets a card and ends his turn . Yuma realizes that he and Trey will lose on Erazor ' s next turn . He starts his turn and examines his hand while an exhausted , but concerned , Trey looks on . His hand contains " Release , Reverse , Burst , " Gillagillancer " and " Overlay Stopper " ; Yuma tries to think of a way to stop Erazor with these cards . Erazor thinks that while Yuma is racking his brains , it ' s useless . He has " Cicada Force " Set . When " Cicada King " is attacked , " Cicada Force " will destroy all face - up monsters Trey and Yuma control . Yuma is frustrated because he cannot do anything with his current hand , but he hears a weak " Yuma . . . " next to him . He turns around to find Tori and the rest of the Number Club getting up . Caswell also mutters , " Yuma , " while Flip weakly encourages Yuma that he can do it . Cathy and Bronk also cheer Yuma on . Yuma is relieved that his friends are cheering him on . Erazor and Heartland , on the other hand , are stunned ; the Club ' s memories were already stolen , yet they managed to remember Yuma . Trey responds that this is because they are Yuma ' s friends . Heartland chides him for playing " friendship " with them . Trey yells at him to shut up ; even if the Club ' s memories are taken away , the feelings they have for Yuma will not change . Yuma realizes that Trey is right . Tori smiles weakly , raises a fist and encourages Yuma to win ( Tori voicing further support for Yuma is cut from the dub ) . Yuma glances at Trey , who nods in determination . He understands that he still has friends who will fight alongside him and vows to fight with them . Yuma tells Trey that he will lend " Utopia " to him , confusing the Arclight ( this exchange is cut from the dub ) . He activates " Release , Reverse , Burst " , sending an Xyz Monster to the Graveyard to destroy all Set Spell / Trap Card s his opponent controls . He sends " Utopia " to the Graveyard as the cost and a thunderbolt destroys Erazor ' s " Cicada Force " . Erazor curses at his card ' s destruction , but says that Yuma and Trey will still lose by his next turn . As he controls no monsters , Yuma Special Summons " Gillagillancer " to Trey ' s field . He reveals its secondary effect ; Trey will take 500 damage at the end of his next turn , while Yuma gains 500 LP . Erazor tells him to hold on ; Trey only has 200 LP left - will Yuma kill his own friend to save himself ? Yuma looks at the last card in his hand . He muses that this will be his ace card to show that he believes in his friends . Yuma Sets the card and ends his turn . Erazor reiterates that Yuma will defeat his own friend to save himself ( in the dub , Erazor directs this observation to Trey , saying Trey will turn against Yuma in a desperate attempt to survive ) , but Trey tells him to shut up again ; real friends aren ' t like that at all . He says he will prove it and draws . He remembers that Yuma planned to do something with his Set card . Trey activates " Orichalcum Chain " , letting him Xyz Summon an Xyz Monster with one less Overlay Unit . He urges Yuma on and he agrees . Trey overlays the Level 6 " Gillagillancer " to Xyz Summon " " in Attack Positin . Trey activates its effect , equip ping it with a " Number " monster from the Graveyard and gaining ATK equal to that monster ' s ATK . He equips " Utopia " to " Atlandis " . Erazor understands now - Yuma used " Release Reverse Burst " to not only destroy his Set card , but to also get " Utopia " in the Graveyard . As " Utopia " disappears into the abdominal cavity of " Atlandis , " Trey calls the effect the light of hope emitted through the bonds of friends by battle and the ATK of " Atlandis " increases to 5100 ( in the dub , Trey calls this effect the power of two " Numbers " packed into one ) . " Pyramid Eye Tablet " also gives " Atlandis " 800 more ATK , bringing it up to 5900 . Erazor says the ATK of " Cicada King " is only 4700 ; he will only take 1200 damage . Trey asks if he is so sure and attacks " Cicada King " with " Atlandis " . The fist of " Atlandis " glows with orange energy , but Yuma activates his Set " Overlay Stopper " to negate the attack of an Xyz Monster , causing the glow to fade . Heartland asks why Yuma stopped Trey ' s attack . Trey responds that he did it to grasp their true victory . Yuma follows up with " Double or Nothing ! " , since an attack was negated . Erazor is horrified that the combo Yuma attempted earlier was resurrected . This doubles the ATK of " Atlandis " to 11800 . Trey continues that " Reservation Reward " doubles the ATK further to 23600 . Erazor repeats the value in astonishment and Trey continues his attack with " Atlandis " . As the volcano of " Atlandis " erupts and expels " Utopia " , Trey and Yuma chant , " When the heritage of God harbors a light of hope beyond human intelligence , judgment by forged by the heat of bonds is dealt ! Go ! This is the power of friendship ! Hope Sword Atlanthal Slash ! " ( their chant is omitted in the dub ) " Utopia " destroys " Cicada King " by slashing it in an X formation . As Erazor ' s LP hit 0 , he reverts back to his human form , then disappears . Heartland yells Erazor ' s name . Erazor ' s " Number " card is left behind and falls to the ground . Heartland mutters Yuma ' s name in disdain and disappears into a portal . As Heartland disappears , Tori and the rest of the Number Club return to their senses , confused about what just happened . Yuma walks up to his friends and they ask about what happened . Outside the memorial , Yuma thanks his friends for encouraging him during the Duel . He approaches Trey and hands him " Cicada King " as proof of their friendship ; he was able to obtain it thanks to him . Trey says he understands and promises to look after the card . Yuma nods in approval and mentally asks Astral if he saw the Duel . He thought he was sad and useless without him . But he has friends , meaning that he cannot stay depressed forever . However , Yuma still does not feel the same without Astral by his side . Featured Duels : Yuma Tsukumo and Trey vs . Erazor . " Duel continues from the previous episode . " Turn 1 : Erazor Erazor Normal Summon s " Oily Cicada " ( 1000 / 1000 ) . As he control s a face - up Attack Position Insect - Type monster , he Special Summon s " Dream Cicada " ( 300 / 1300 ) from his hand in Attack Position via its own effect . As it was Summoned that way , its other effect activate s , letting Erazor switch an Insect - Type monster ' s battle position . He switches " Oily Cicada " to Defense Position , which activates its effect and allows it be treated as two Overlay Units for an Xyz Summon . Erazor overlays his two Level 3 monsters treated as three to Xyz Summon " " ( 1200 / 2500 ) in Defense Position . Erazor Set s two cards . Turn 2 : Yuma Yuma draws " Double or Nothing ! " , while his hand contains " Gagaga Magician " , " Kagetokage " , " Reservation Reward " , " Gillagillancer " and " Overlay Stopper " . Yuma Normal Summons " Gagaga Magician " ( 1500 / 1000 ) . As he Normal Summoned a Level 4 or lower monster , Yuma Special Summons " Kagetokage " ( 1100 / 1500 ) from his hand in Attack Position by its own effect . Yuma overlays his two Level 4 monsters to Xyz Summon " " in Attack Position . He then activates the Continuous Spell Card " Reservation Reward " . Whenever a monster is targeted by a Quick - Play Spell Card , it will gain the ability to inflict piercing damage and Yuma may reveal a Quick - Play Spell Card from his hand , which he can then Set and activate in the same turn . The monster targeted by that card will have its ATK doubled during the Battle Phase . He reveals and Sets " Double or Nothing ! " . " Utopia " attacks " Cicada King " , with Yuma activating its effect , detach ing an Overlay Unit ( " Utopia " ORU 2 → 1 ) to negate his own attack . As his opponent activated a monster effect , Erazor activates the effect of " Cicada King " , detaching an Overlay Unit ( " Cicada King " ORU 2 → 1 ) to negate the effects of " Utopia " and increase its own DEF by 500 ( 2500 → 3000 ) . The attack continues ( Yuma 2000 → 1500 ) . Turn 3 : Trey As he controls no monsters , Trey Special Summons " Chronomaly Moai Carrier " ( 900 / 1800 ) from his hand in Attack Position by its own effect . As he controls a " Chronomaly " monster , he Special Summons " Chronomaly Winged Sphinx " ( 1600 / 1900 ) from his hand in Attack Position via its own effect . Trey overlays his two Level 5 monsters to Xyz Summon " " ( 2400 / 1500 ) in Attack Position . Trey activates the Continuous Spell Card " Chronomaly Pyramid Eye Tablet " , which increases the ATK of all " Chronomaly " monsters by 800 ( 2400 → 3200 ) . As the ATK of a monster was changed , Trey activates the effect of " Machu Mech " , detaching an Overlay Unit ( " Machu Mech " ORU 2 → 1 ) to inflict the difference between the current and ATK s to Erazor as damage . As his opponent activated a monster effect , Erazor activates the effect of " Cicada King " , detaching an Overlay Unit ( " Cicada King " ORU 1 → 0 ) to negate the effects of " Machu Mech " and increase its own DEF by 500 ( 3000 → 3500 ) . Trey uses " Reservation Reward " to reveal and Set " Heart of Stone " . " Machu Mech " attacks " Cicada King " ( Trey 2000 → 1700 ) . Trey activates his face - down " Heart of Stone " , letting a " Chronomaly " monster attack again if its attack was unsuccessful , with " Reservation Reward " doubling the ATK of " Mach Mech " ( 3200 → 6400 ) and letting it inflict piercing damage . " Machu Mech " attacks " Cicada King " , but Erazor activates his face - down " Cicada Illusion " , letting a face - up Defense Position Insect - Type monster he controls not be destroyed by battle . If its battle position is changed , it will gain ATK equal to its DEF ( Erazor 8000 → 5100 ) . Trey Sets a card . Turn 4 : Erazor Erazor switches " Cicada King " to Attack Position , causing it to gain ATK equal to its DEF by the effect of " Cicada Illusion " ( 1200 → 4700 ) . " Cicada King " attacks " Utopia " , but Trey activates his face - down " Orichalcum Mirage " , changing the attack target to a " Chronomaly " monster he controls . " Machu Mech " becomes the new attack target and is destroyed ( Trey 1700 → 200 ) . As he inflicted battle damage , Erazor activates his face - down " Final Cicada " . During his next Standby Phase , he can send it to the Graveyard to inflict damage to his opponent equal to the battle damage he inflicted . Erazor Sets a card . Turn 5 : Yuma Turn 6 : Trey Trey activates " Orichalcum Chain " . Once , while it is face - up , he can Xyz Summon an Xyz Monster with one less Overlay Unit than usually required , but if " Orichalcum Chain " is destroyed , control of the Summoned monster will be given to the opponent . Trey uses the effect now , overlaying Yuma ' s Level 6 " Gillagillancer " to Xyz Summon " " ( 2600 / 3000 ) in Attack Position . As it was Xyz Summoned , its effect activates , letting Trey choose a " Number " monster in the Graveyard and equip it to " Atlandis " , increasing its ATK by that of the equipped " Number " . He equips " Utopia " ( 2600 → 5100 ) , while " Pyramid Eye Tablet " increases its ATK further ( 5100 → 5900 ) . " Atlandis " attacks " Cicada King " , but Yuma activates his face - down " Overlay Stopper " , negating the attack and attach ing that card to " Atlandis " as an Overlay Unit ( " Atlandis " ORU 1 → 2 ) . As an attack was negated , Yuma activates his face - down " Double or Nothing ! " , allowing " Atlandis " to attack again and doubling its ATK ( 5900 → 11800 ) . Then , the effect of " Reservation Reward " activates , doubling the ATK of " Atlandis " ( 11800 → 23600 ) as it was targeted by a Quick - Play Spell Card . " Atlandis " attacks and destroys " Cicada King " ( Erazor 5100 → 0 ) . Mistakes . In the dub , Yuma declares " Light Wing Shield " when " Utopia " is about to stop its own attack . Usually , he declares that when " Utopia " stops the opponent ' s attack , not his own , as " Utopia " drops its blades when the attack was coming from itself , and uses the " Light Wing Shield " to block an opponent ' s attack . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .