Yu - Gi - Oh ! ZEXAL - Episode 066 " Sphere of Fear : Part II " , known as " Terrifying Duel ! Arise , Hero of Bonds , ZEXAL ! ! ! " in the Japanese version , is the sixty - sixth episode of the " Yu - Gi - Oh ! ZEXAL " anime . It first aired in Japan on July 30 , 2012 and in the United States on June 22 , 2013 . Summary . Vetrix compliments Yuma , surprised he was able to Summon three " Number s " as well . He supposes Yuma ' s luck is pretty decent for now . Yuma claims it ' s not luck - its all due to his own strength . Astral tells him the combination they have can take out Vetrix ' s " Numbers " . Yuma agrees and activate s the effect of " " , detach ing an Overlay Unit to increase its ATK by 500 . " Leviathan Dragon " then attack s and destroy s " " with " Sonic Shredding Stream " , dropping Vetrix to 3900 Life Points . Yuma orders " " to attack " " with " Rising Sun Slash " , destroying it and reducing Vetrix to 3800 . Vetrix says it won ' t matter - he still has " " out and it has 3000 ATK . Yuma responds by activating a Quick - Play Spell Card - " Xyz Triangle Force " . He explains that when he control s three or more Xyz Monster s , he can destroy any card on the field . The eyes of " Leviathan Dragon " , " Utopia " and " " glow red and each fires an energy beam , which forms into a larger energy beam and destroys " Acid Golem " . Vetrix is surprised Yuma was prepared for that too . Yuma tells him he ' s destroyed all his " Numbers " . Caswell thinks Yuma has a good chance now , while Bronk and Flip note that Vetrix has no Set cards and no hand , so if Vetrix can ' t Summon a monster on his next turn , Yuma will win . Cathy urges Yuma to do his best . Yuma ends his turn and urges Vetrix to come at him . Vetrix asks if Yuma truly believes he can defeat him . Yuma says he must , for the sakes of Trey and Kite . Saying that Yuma has three " Numbers " out , Vetrix believes the stage is set for him to get serious . Yuma asks what he means . Vetrix claims this is his " destiny draw " and yells " kattobingu ! " He says he ' s just kidding and sticks his tongue out at Yuma . He activates the effect of the " Heraldic Beast Unicorn " in his Graveyard , banish ing it to Special Summon an Xyz Monster from his Graveyard with its effects negate d . He Special Summons " Illumiknight " . He activates the effect of the second " Unicorn " in his Graveyard , Special Summoning " Genom - Heritage " . Yuma says those Summons were futile - his monsters still have higher ATK . Astral tells him attack is not Vetrix ' s goal - if he wanted to attack , he would have revived " Acid Golem " . Vetrix activates " Heraldry Reborn " , explaining that it will let him revive a Level 4 or lower " Heraldic Beast " monster from his Graveyard . " Heraldic Beast Berners Falcon " is raised from the Graveyard . Vetrix activates its effect , letting him change the Levels of all face - up monsters he controls to be the same as it . Astral is incredulous that he could give his Xyz Monsters Levels . Yuma realizes he has three Level 4 monsters now . Vetrix overlays them to Xyz Summon " " in Attack Position . Astral says that " Number " has finally shown up and Bronk notes that its the " Number " that took out Kite ' s " Neo Galaxy - Eyes Photon Dragon " . Astral calls that " Number " the embodiment of Vetrix ' s vindictive heart . Vetrix ' s mask begins to exude a black mist . He says it hurts , but he can feel the overflow of hatred as it pours out and suffocates him ( this scene is cut from the dub ) . He claims the mask is no longer needed . He calls this their last Duel , as at its completion all of their memories , or rather , anything and everything will be stolen away . Due to that , he says he ' ll let him get a good look at his real face first . He casts the mask from his face . Yuma , Astral and Mr . Heartland gasp , while Dr . Faker simply says " Byron . . . " . The right side of Vetrix ' s face appears as a glowing image of space , with a black hole for an eye . The left side of his face appears normal , though marks similar to those on the face of " Heraldry Crest " appear in the middle of it . Vetrix reveals that as he wandered the fissure of the different dimension , his face was transformed into what he sees now . He claims all he has left in his body is his heart of revenge . Astral calls it proof that Vetrix is no longer a human of this world . The audience members believe the face to be augmented reality , which they think is quite impressive . Bronk mutters that its not AR and Caswell adds that it ' s Vetrix true appearance . Cathy insists that Yuma run away , but Tori leaps to her feet and urges the group to cheer for Yuma . Vetrix tells Yuma and Astral to take a good look at the ultimate " Number " he ' s obtained and reveals that it cannot be destroyed by card effects . In addition , it negates the effects of all other monsters and gains those effects itself . He claims he ' ll make them realize how meaningless friendship and hope are through its effect . Vetrix declares " Whipping Lash " , with " Heraldry Crest " snaring each of Yuma ' s monsters with a purple arm , draining their effects and their colors with them . Vetrix immediately activates the effect that " Heraldry Crest " drained from " Leviathan Dragon " , detaching an Overlay Unit to increase its ATK by 500 , to 3100 . He then activates the effect of the " Heraldic Beast Leo " in his Graveyard , banishing it to decrease the ATK of " Leviathan Dragon " by the same amount . A red beam is fired from the Graveyard ' s portal , reducing the ATK of " Leviathan Dragon " to 2000 . " Heraldry Crest " attacks and destroys " Leviathan Dragon " with " Dark Matter Demolition " , reducing Yuma to 500 Life Points and flinging him against the edge of the Sphere Field . Astral is fading in and out , but asks Yuma if he ' s alright . Yuma says he ' s fine , but Vetrix advises him to give up as soon as possible . He says his sons were useless , but he isn ' t like them , he is in invincible . The power of " Heraldry Crest " has same power gap between it and other monsters as between a parent and child . Yuma says that monster is exactly the same as Vetrix then . Yuma says he ' s sure of it now - Trey , Quattro and Quinton were all worried about Vetrix . He wonders why people as good as them would give up everything they had for someone like him . Vetrix growls and Yuma asks him if he believes it was a natural thing since they were his children . Yuma insists that ' s not it - it ' s because they all had faith that one day Vetrix would return from the other world . He asks why Vetrix couldn ' t have been nicer to them upon his return and why he pushed them to a dead end for something as boring as revenge . Vetrix insists that a child like Yuma could never understand . Yuma says he does - he knows exactly what its like to be lonely when a father goes missing . All of Vetrix ' s sons were lonely when he went missing - and they all gave it their best when he returned despite the tears it brought them . Vetrix tells Yuma to shut up , but remembers the photo he had taken with his sons and their dog . He claims that all of the memories of his family left him along with his face . Yuma says he won ' t give up on this Duel - not until he delivers to Vetrix what his sons entrusted him with . Vetrix says it doesn ' t matter - he ' ll soon fall victim to " Heraldry Crest " . Yuma tells Astral that their only chance of beating Vetrix is to use ZEXAL . Astral explains that the Sphere Field is a simulated space built to mimic those of other worlds , similiar to the inside of the Emperor ' s Key ( this scene is cut from the dub ) . Due to that , they should be able to use ZEXAL here . Astral isn ' t sure they should though , as there are so many spectators . Yuma tells him not worry it about that and that it doesn ' t matter as long as he delivers his feelings to Vetrix . Astral agrees and the two yell " kattobingu ! " . Yuma is encased in a red orb of light and Astral in a blue one as they shout " overlay ! " . Building up momentum , they circle the Sphere Field in opposite direction before colliding . Yuma reappears in ZEXAL armor , having merged with Astral , who says " When two distant souls connect , the generational force shall appear , Xyz Change ZEXAL ! " . Faker seems stunned to hear the word " zexal " , while Heartland simply stares . The audience sees the transformation , not knowing what ' s happening . Tori says its the power of the bond between Yuma and Astral . Bronk wonders why they ' d choose to do that with so many people watching . Caswell is curious what will happen and Cathy suggests the crowd might just think its AR . Flip says Yuma does look very cool though . Several audience members near them say Yuma looks like a true hero and that he ' s handsome . Flip hops up and says he is a true hero . Bronk tells him to stop , but Flip says the hero ' s name is " ZEXAL " , and he protects Heartland . Due to Flip ' s verbal tic of adding " ura " to the end of sentences , the audience believes Yuma ' s new form is called " Zexalura " . Flip thinks they have an irreversible misunderstanding now as the crowd begins to chant " Zexalura " ( this exchange is cut from the dub , with the crowd simply cheering for Yuma ) . Tori thinks its amazing so many people are cheering for Yuma and Astral . Vetrix is surprised they hid that secret technique of fusion the whole time . Yuma is confused about " Zexalura " , but Astral tells him not to worry about the little details . Astral suggests they use Chaos Xyz Evolution . Yuma overlays " Utopia " to Xyz Summon " " in Attack Position . Vetrix says its useless as the effect of " Heraldry Crest " activates and Vetrix declares " Whipping Lash " . The effects of " Utopia Ray " are drained by " Heraldry Crest " . Yuma activates " Seven Store " , with Astral explaining that they can Tribute an Xyz Monster to draw a card . Yuma Tributes " Terror - Byte " and explains he can draw one more card for each Overlay Unit it had . His hand glows yellow as he says he can draw three cards . Yuma does a backflip and Astral declares that everything in the Duels of the strongest Duelists are inevitable - the cards they draw can be created . Yuma asks the light and power to gather on his right hand and illuminate the path of hope - " Shining Draw ! " . Yuma draws three cards - " ZW - Lightning Blade " , " Half Unbreak " and a Spell Card . Astral tells Vetrix that though " Heraldry Crest " can steal monster effects , it can ' t steal the effects of monsters that are treated as Equip Card s . Vetrix seems impressed and Yuma equips " Utopia Ray " with " Lightning Blade " while Astral explains that the " ZW " monster doesn ' t need to be Summoned first . " Utopia Ray " gains 1200 ATK and Astral adds that as long as " Lightning Blade " is equipped , Spell and Trap Cards he controls cannot be destroyed . Yuma tells " Utopia Ray " to go and Astral says that even with all the effects " Heraldry Crest " has absorbed , it cannot evade this attack . He yells " Lightning Blade Strike " . Vetrix says he was waiting for this attack and activates the effect of " Heraldry Crest " . When his opponent declare s an attack , he can detach an Overlay Unit to destroy any card on the field . He targets " Utopia Ray " and " Heraldry Crest " changes forms . Vetrix says he ' ll show Yuma and Astral the original power of " Heraldry Crest " - " Shatter Stream " . " Heraldry Crest " fires six red beams at " Utopia Ray " . Yuma declares he ' s using the effect of " Lightning Blade " . When the equipped monster would be be destroyed by card effects , he can return the Equip Card to his hand and negate the destruction . Vetrix says he ' s playing tricks , but it doesn ' t matter - the battle is still ongoing and " Utopia Ray " will be destroyed . Yuma activates the effect of the " Bacon Saver " in his Graveyard , banishing it negate the destruction and reduce the Battle Damage to 0 . " Bacon Saver " appears in front of the hand of " Heraldry Crest " and is crushed by it . Its skin flies off and the skeleton is left , which " Heraldry Crest " crushes ( the skeleton is cut from the dub ) . Vetrix is surprised Yuma had a card like that set up in his Graveyard . Yuma equips " Utopia Ray " with " Lightning Blade " again and Sets a card . Vetrix calls him persistent , but adds that he would expect nothing less of Kazuma ' s son - Yuma is the spitting image of that dull man ( in the dub , Vetrix says that Yuma and Kazuma are resilient , just like cockroaches ) . Yuma tells Vetrix he won ' t give up , no matter Vetrix says about him and his father , he will use this Duel to return everyone ' s feelings to Vetrix . Featured Duel : Yuma Tsukumo vs . Vetrix . " Duel continues from the previous episode . " Turn 4 : Yuma Yuma activate s the effect of " " , detach ing an Overlay Unit ( " Leviathan Dragon " : 2 → 1 ORU ) to increase its ATK by 500 ( " Leviathan Dragon " : 2000 → 2500 ATK ) . " Leviathan Dragon " attack s and destroy s " " ( Vetrix : 4000 → 3900 LP ) . " " attacks and destroys " " ( Vetrix : 3900 → 3800 LP ) . As he control s three Xyz Monster s , Yuma activates " Xyz Triangle Force " to destroy " " . Turn 5 : Vetrix Vetrix draws " Heraldry Reborn " . He then activates the effect of the " Heraldic Beast Unicorn " in his Graveyard , banish ing it to revive " Illumiknight " 4 / 2400 / 2400 ) in Attack Position with its effects negated . He then activates the effect of the other " Heraldic Beast Unicorn " in his Graveyard , banishing it to revive " Heraldic King Genom - Heritage " ( 4 / 2400 / 1800 ) in Attack Position with its effects negated . Vetrix activates " Heraldry Reborn " to revive " Heraldic Beast Berners Falcon " ( 4 / 1000 / 1600 ) in Attack Position ( as it ' s a Level 4 or lower " Heraldic Beast " monster ) . As " Heraldic Beast Berners Faclon " was summoned , Vetrix activates its effect to change the Levels of all other monsters he controls to that of " Heraldic Beast Berners Falcon " ( " Illumiknight " and " Heraldic King Genom - Heritage " : 4 → 4 ) . Vetrix overlays " Heraldic Beast Berners Falcon " , " Illumiknight " , and " Heraldic King Genom - Heritage " in order to Xyz Summon " " ( 4 / 2600 / 1400 , ORU : 3 ) in Attack Position . Due to the second effect of " Heraldry Crest " , the effects of all other face - up monsters are negated and " Heraldry Crest " gains those effects . Vetrix activates the effect " Heraldry Crest " absorbed from " Leviathan Dragon " , detaching an Overlay Unit ( " Heraldry Crest " : 3 → 2 ORU ) to increase its ATK by 500 ( " Heraldry Crest " : 2600 → 3100 ATK ) . Vetrix activates the effect of the " Heraldic Beast Leo " in his Graveyard , banishing it to target " Heraldry Crest " and decrease the ATK of " Leviathan Dragon " by the difference between the original and current ATK of " Heraldry Crest " ( " Leviathan Dragon " : 2500 → 2000 ATK ) . " Heraldry Crest " attacks and destroys " Leviathan Dragon " ( Yuma : 1600 → 500 LP ) . Turn 6 : Yuma Yuma draws " Seven Store " . He then performs an ZEXAL Morph , overlaying himself with Astral . Yuma then overlays " Utopia " with its two Overlay Units via Chaos Xyz Evolution in order to Xyz Summon " " ( 4 / 2500 / 2000 , ORU : 3 ) in Attack Position . Yuma activates " Seven Store " to Tribute " " and draw one card plus two more cards ( one additional card for each Overlay Unit " Terror - Byte " had ) . Yuma performs a Shining Draw , drawing three cards - " ZW - Lightning Blade " , " Half Unbreak " and an unknown Spell Card . Yuma equip s " ZW - Lightning Blade " to " Utopia Ray " via the former card ' s effect , increasing the ATK of " Utopia Ray " by 1200 ( " Utopia Ray " : 2500 → 3700 ATK ) . Due to the second effect of " Lightning Blade " , none of Yuma ' s Spells and Traps can be targeted by card effects . " Utopia Ray " attacks " Heraldry Crest " , but Vetrix activates the last effect of " Heraldry Crest " ( as it was targeted for an attack ) , detaching an Overlay Unit ( " Heraldry Crest " : 2 → 1 ORU ) to destroy " Utopia Ray " . Yuma activates the last effect of " Lightning Blade " to return it to his hand and prevent the destruction of " Utopia Ray " via card effects ( " Utopia Ray " : 3700 → 2500 ATK ) . Yuma activates the effect of the " Bacon Saver " in his Graveyard , banishing it to prevent " Utopia Ray " from being destroyed by battle and reduce the Battle Damage he would take to 0 . Yuma activates the first effect of " Lightning Blade " and equips it to " Utopia Ray " again ( " Utopia Ray " : 2500 → 3700 ATK ) . Yuma Set s a card . " Duel continues in the next episode . " Featured cards . The following cards appeared in this episode . Cards in italics debuted here .