Yu - Gi - Oh ! ARC - V - Episode 033 " Making the Cut : Part 1 " , known as " Future City Heartland " in the Japanese version , is the thirty - third episode of the " Yu - Gi - Oh ! ARC - V " anime . It first aired in Japan on November 23 , 2014 and in Australia on December 13 , 2015 . It became available with official subtitles via Crunchyroll on November 29 , 2016 . Summary . Yuya Sakaki recaps that his first Duel in the Arc League Championship was the first ever between Pendulum users . He and Sylvio fought with all of their strength . Then he realized that this may be the kind of Duel that he ' s always wanted , and wondered if he ' d gotten closer to his father . The crowd gush over Yuya and Sylvio ' s Duel and the Pendulum Summon , praising Dueling and the year ' s tournament . Nico Smiley announces the day ' s third match ; You Show Duel School ' s Sora Perse vs . Leo Institute of Dueling ' s Shay Obsidian . He tells everyone to gives their applause for the two Duelists . Sora waves from down in the stadium to the cheering crowd , and Skip gets fired up , cheering his student ' s name . Gong tells Sora to make this their third win of the day , and the kids tell him to beat those LID guys . Sora reassures them that he will . Shay walks up , and Yuya ' s face loses his smile . Zuzu states that Julia claimed that Shay had always been in LID , but Shay is the culprit for the serial attacks on LID . Julia knew that and should have fought Shay at least once , but when she chased after her , nobody was there . And when they met in the opening ceremony , Julia claimed what she claimed . Zuzu wonders what happened to Julia ; it ' s like her memory was rewritten . Yuya agrees , remembering that Shay attacked LID members in front of him , with the incredibly powerful Xyz Monster that hit them with real shockwaves . He cautions Sora to be careful , and Sora reassures Yuya that he ' ll be okay , and this time , he will entertain Yuya . Shay meanwhile , remembers Claude offering him a Pendulum Card , suggesting that Shay would be able to use it better than Sylvio . Shay replied that he had no need for the card and walked away . In the Leo Corporation control room , Claude stands with Declan and Riley , lamenting that Declan went out of his way to make the card for Shay . Declan replies that it ' s all right ; rather than the potential of Pendulum Summoning , he ' s interested in seeing how much power Shay will display . Nico announces the Action Field , and the card spins and reveals itself . The field is " Neo Heartland City " , which causes Shay to react in shock and Sora shows a brief moment of surprise . The Field Spell Card activates , and the projector aligns itself and floods the area with light as Shay whispers , " Heartland . . . " Heartland City , a sprawling landscape of buildings glowing in neon colors at night , finishes materializing , with Sora and Shay standing on opposite sides of the river . Ally gasps that it ' s so pretty , and Tate likens it to something out of a sci - fi film . The futuristic aspects of the city give Frederick his shivers . Sora is appreciative too , even though he ' d be happier if it were Sweets Island , but since the audience likes it , it should be okay . He turns to Shay for agreement , but Shay is clenching his fist with an expression of fury . Declan muses that it seems that Shay has taken a liking to the field . Claude asks if the field is really . . . but Declan replies that it ' s just a modest present from Declan to Shay , in order to light his fighting spirit . Sora asks if Shay is all right , does he have a stomach ache ? Is Shay really sure that he will be able to Duel him ? Shay looks up sharply , and retorts that Sora should be more worried about himself . If he really is a true Fusion user , then Shay will show him no mercy . Shay activates his Duel Disk coolly , and Sora does the same , commenting that Shay is interesting , isn ' t he ? Sora turns to the crowd , and he tells them that his Entertainment Duel is about to begin , encouraging the crowd to cheer for him like they did for Yuya . Skip responds that they ' ll cheer as hard as they can too , and Yoko tells Sora that if he wins he can have all the pancakes that he can eat . The kids cheer him on too . Sora nods , and then tells the crowd that they ' ll get this underway . " Duelists locked in battle ! " he chants . But Shay doesn ' t respond , simply waiting . Sora isn ' t impressed , protesting that Shay is killing the mood . It ' s called call - and - response , if Sora says " Marco " , Shay must say " Polo " , does he get it ? Shay still doesn ' t reply , so Sora decides that he ' s a lost cause , and he tells the crowd to chant with him . " Duelists locked in battle ! " he chants . " Kicking against the earth and dancing in the air alongside their monsters ! They storm through this Field ! " the crowd chants . " Behold ! " Nico declares . " This is the newest and greatest evolution of Dueling ! " The crowd cheer , " ACTION ! " and Sora and Shay finish by yelling " DUEL ! " The Action Cards scatter , and Nico declares that the call - and - response of the audience was perfect . He has a feeling that this Duel is going to be an exciting one , just how will it turn out ? Sora declares that he ' s going first . He Summons a " very cute bear monster " from his hand , " Fluffal Bear " . As soon as the crowd see the bear , the girls and the children all call it cute . Isn ' t it ? Sora replies . But he ' s got even cuter ones coming up ; when he controls a " Fluffal " monster , he can Special Summon two cute sheep monsters that will make them squeal . He double Special Summons two " Fluffal Sheep s " from his hand in Defense Position , and the crowd are once again enamored by the cuteness of the two monsters , though Shay doesn ' t even react . Sora Set s one card and he ends his turn . He tells Shay that now it ' s his turn , and suggests that they both give the audience the great show , before chuckling . " The greatest show ? " Shay asks . Once Dueling was the greatest show in his homeland too , and he closes his eyes , murmuring , " that ' s right . . . the greatest . . . " Whether they were children or adults , everyone enjoyed it without a care . It was a town were Duelists were adored by the public . Until that day . On that day their enemy attacked them without warning and turned their home into a battlefield . Sora asks what he ' s going on about , and Gong protests that Shay isn ' t making any sense . Zuzu gasps , remembering Shay claiming that Paradise City was his battlefield , and Yuya repeats the word in confusion . Zuzu explains that he suddenly appeared in front of her and Julia . Dipper meanwhile is wondering where Shay is from , and Kit admits that he never asked him , even though they ' ve known one another for so long . Sora isn ' t impressed , complaining that Shay he went to the trouble of playing three cute monsters to liven the match up , so don ' t ruin it now . He said that they should both give the audience the greatest show , so if he goes " bo - boom " , Shay has to go " ba - bang " or else it won ' t - My turn , Shay says , drawing a card . Sora frowns irritably , and Shay muses that they were thrown into disarray by the sudden assaults . Just mounting a defense took all that they had . Sora asks if Shay is even trying , but Shay ignores him and he Summons " Raidraptor - Vanishing Lanius " from his hand . As the Winged Beast appears on the field , Yuya gasps as he remembers the monster from his encounter with Shay . Shay declares his Battle Phase , ordering " Vanishing Lanius " to attack " Fluffal Bear " . " Vanishing Lanius " slashes at " Fluffal Bear " and destroys it , though Sora doesn ' t even flinch as he falls to 3900 LP . One of the girls in the crowd cries at the destruction of " Mr . Bear " , and Sora reassures her that he ' ll save it for her right now . He activates a Trap Card , " Fluffal Crane " , which allows him to return a " Fluffal " monster destroyed in battle to his hand . The crane snatches up " Fluffal Bear " as Sora adds that in addition , he can draw another card . He draws " Frightfur Factory " telling Shay that he ' s got to react like this , got it ? Sora pulls a cute face to give an example , but Shay ignores him , activating the Spell Card " Raidraptor - Symbol " from his hand . During a turn in which a " Raidraptor " monster attacked , he can add one " Raidraptor " monster from his Deck to his hand , and he adds another " Vanishing Lanius " . Then he activates the effect of the " Vanishing Lanius " on the field ; since he Normal or Special Summoned it , he can Special Summon another " Vanishing Lanius " from his hand this turn . He Special Summons the second monster in Defense Position , and then he Sets a card to end his turn . Nico recaps that both players have ended the turn with two monsters of the same name , at this point , neither has taken a decisive lead . He wonders what twists this battle will take . Nico calls it an amazing match that will leave hands sweating with excitement ; will the goddess of victory smile on Sora or Shay ? Sora replies that it ' s obvious , it will be the one who entertains the audience the most , and he ' ll make sure that they have their fill . He declares his turn and he draws a card . He Summons " Edge Imp Sabres " from his hand , and then he activates its effect ; by returning a " Fluffal " monster he controls to his hand , he can Special Summon a different one from his hand . He returns one of his " Sheep " , and the scissors descend on " Sheep " . . . before delicately clipping its fur until it transforms into " Fluffal Bear " . The children in the crowd cheer Mr . Bear ' s return , but the girl who cried before tearfully asks where Mr . Sheep is . Sora holds the card up , reassuring her that he ' s right here , and when he returns to Sora ' s hand , Sora gets to add a certain card from his Deck to his hand with the effect of the returned " Sheep " ; and that card is the Spell Card , " Polymerization " . Shay blanches in shock to see the card . Spotlights snap on Sora as he stands at the top of a flight of stairs , and he calls , " LADIES AND GENTLEMEN ! " The spotlights snap on his monsters too , and Nico asks what this is , isn ' t that Yuya Sakaki ' s very own catchphrase ? Yuya sighs in exasperation , and Yoko comments that Sora really does like Yuya . Sora holds up the " Polymerization " card , explaining that the crowd are about to see a real , full - fledged Fusion Summon . Julia is offended , asking if Sora is trying to say that LID ' s Fusion Summons are fake . Declan watches Sora activate the card , and Sora declares that he ' s fusing " Edge Imp Sabres " and " Fluffal Bear " , then he chants , " Claws of the demon ! Fangs of the beast ! Become one and reveal a new form ! Fusion Summon ! Show yourself , horrifying beast that shreds everything ! Frightfur Bear ! " The " Frightfur " bursts out of its skin as Skip cheers , " What school ? You Show Duel School ! " Frederick gets his shivers again . Sora declares his Battle Phase , attacking the Attack Position " Vanishing Lanius " with " Bear " . " Bear " sends " Vanishing Lanius " flying with a single punch , dissolving it . Shay shields himself from the backlash as his LP falls to 3100 . Frederick cheers that he did it , and Tate adds that Sora took out 900 LP in one shot . Sora adds that he didn ' t just do that , reminding the crowd that " Frightfur Bear " can equip the monsters that it destroys in battle . Frederick remembers that that ' s right as " Vanishing Lanius " reforms into an energy form , which " Bear " swallows whole . Tate gasps that " Bear " has increased to 3500 ATK , and Frederick grabs him in excitement as he has another bout of shivers . But Shay activates a Trap Card of his own , " Raidraptor - Return " , which returns a " Raidraptor " monster destroyed in battle to his hand . " Bear " disgorges the energy , which reforms around the card in Shay ' s hand . Frederick freezes in shock , still holding onto Tate , as Ally gasps that Shay took it back . To think he had something like that ready , Tate gasps . Gong sarcastically comments , " As expected of LID , should we say ? " Sora replies that it would be boring if Shay couldn ' t do at least this much , and he Sets a card to end his turn . Nico gasps that it ' s as if they ' re one with their Deck . They ' re trading blows as easily as if they were drawing breath . He has a feeling that this third match is going to be an amazing one ; in fact , he can ' t deny that it ' s already exciting at this point in the game . Sora takes out a lollipop and comments that that depends on Shay , doesn ' t it ? He said that he ' d show no mercy , but he ' d better start trying now . Catching the lollipop in his mouth , he smiles and wonders if it ' s because Shay is so focused on defending himself that he can ' t fight back ? At first that was the case , Shay replies . They could hardly manage to protect themselves against such an overwhelming foe . Sora ' s face loses its smile as the crowd wonders what Shay is talking about . But they didn ' t even have any organized resistance , Shay explains . Pushed to their wits ' end , they started losing comrades one by one . Until they learned through those battles , that the only way to survive was to win . Declan clenches his fingers as he holds his hands in his lap and Riley takes notice . Only those who bore a settled will to live would make it through that hell , Shay declares . Sora gets a determined look on his face upon hearing this . Shay declares his turn and draws ; it ' s his third " Vanishing Lanius " . He promptly Summons it from his hand , and then he activates the effect of the newly Summoned " Vanishing Lanius " , allowing him to Special Summon another from his hand . He Special Summons the second " Vanishing Lanius " again , much to Sora ' s shock . Yuya gasps that this is just like that time , and Shay overlays the three " Vanishing Lanius " . He chants , " Obscured falcon , raise your sharpened talons in front of adversity , spread your wings of rebellion ! Xyz Summon ! Appear now ! Rank 4 ! Raidraptor - Rise Falcon ! " Gong gasps that Shay was an Xyz user . Yuya confirms that " Rise Falcon " is the same monster that took out an entire LID top team in front of him . Zuzu asks how Shay did it with a monster with only 100 ATK as " Rise Falcon " circles the field . Sora comments that Shay has to be kidding ; this is him getting serious ? Shay explains that " Rise Falcon " can attack all Special Summoned monsters on the field . Sora scoffs at the idea of Shay attacking all of his monsters with just 100 ATK . Dipper comments that Sora had better enjoy that carefree thinking while he can , and Kit comments that he ' ll be crying any moment now . Once Sora realizes how amazing " Rise Falcon " is , Julia finishes . As " Rise Falcon " circles around , Yuya urges Sora to be careful , since Shay is dangerous . Sora waves , reassuring Yuya that he ' ll be all right . Shay activates the monster effect of " Rise Falcon " ; by using an Overlay Unit , it gains ATK equal to the total ATK of all Special Summoned monsters his opponent controls . One of " Rise Falcon ' s " Overlay Units explodes in front of " Frightfur Bear " with 2200 ATK and " Fluffal Sheep " with 400 . Flames surround " Rise Falcon " as it rises to 2700 ATK . The sheer power of the effect shocks the entire stadium into stunned silence , and Shay enters his Battle Phase , ordering " Rise Falcon " to rend and tear all of their enemies as it attacks with " Ravaging Rebellion " . It dive - bombs Sora ' s monsters and violently beheads them , causing the girl in the crowd to cry again . Sora is thrown backwards as his LP falls to 3400 , while Yuya remembers his own experience with " Rise Falcon " , recalling it as a monster that sent him and the LID top team members flying , a monster that created real shockwaves without the Real Solid Vision system , which is what Sora is fighting now . As Sora lies at the top of the damaged staircase , Nico asks what is just happened in shock . Sora struggles to prop himself up as Shay Sets two cards and end his turn . At this moment , the ATK of " Rise Falcon " returns to normal as it settles to hover behind Shay . Sora grimaces , wiping his cheek , and he comments that now Shay has done something pretty interesting . Leaping to his feet , he comments that now that Shay has done that , Sora will have to go all out for a bit , and he pulls a psychotic grin . Featured Duel : Sora Perse vs . Shay Obsidian . At the start of the Duel , the Field Spell Card " Neo Heartland City " is activate d , as per the rules of an Action Duel . It will allow the players to use Action Card s , but they may only have one in their hand at a time . Turn 1 : Sora Sora Normal Summon s " Fluffal Bear " ( 1200 / 800 ) . As he control s a " Fluffal " monster , he Special Summon s two copies of " Fluffal Sheep " ( 400 / 800 each ) in Defense Position from his hand via their own effect s . Sora Set s a card . Turn 2 : Shay Shay Normal Summons " Raidraptor - Vanishing Lanius " ( 1300 / 1600 ) . It attack s and destroy s " Fluffal Bear " ( Sora 4000 → 3900 ) . Sora activates his face - down " Fluffal Crane " , which allows him to return a " Fluffal " monster which was destroyed by battle to his hand and then draw a card . Sora returns " Fluffal Bear " and draws " Frightfur Factory " . As a " Raidraptor " monster battle d this turn , Shay activates " Raidraptor - Symbol " , which allows him to add a " Raidraptor " monster from his Deck to his hand . He adds a copy of " Vanishing Lanius " . As he Normal or Special Summoned " Vanishing Lanius " this turn , Shay activates its effect , letting him Special Summon another " Vanishing Lanius " ( 1300 / 1600 ) from his hand , which he Summons in Defense Position . Shay Sets a card . Turn 3 : Sora Sora Normal Summons " Edge Imp Sabres " ( 1200 / 800 ) . As it was Normal or Special Summoned this turn , he activates its effect , which allows him to target a " Fluffal " monster he controls and return it to his hand , then Special Summon a " Fluffal " monster from his hand . He returns one of his " Fluffal Sheep " and Special Summons " Fluffal Bear " ( 1200 / 800 ) from his hand . As " Fluffal Sheep " was returned to his hand , its effect activates , letting him add a " Polymerization " from his Deck to his hand . He then activates " Polymerization " , fusing " Edge Imp Sabres " and " Fluffal Bear " to Fusion Summon " Frightfur Bear " ( 2200 / 1800 ) in Attack Position . " Frightfur Bear " attacks and destroys the Attack Position " Vanishing Lanius " ( Shay 4000 → 3100 ) . Shay activates his face - down " Raidraptor - Return " , which allows him to return a " Raidraptor " monster which was destroyed by battle to his hand , so " Vanishing Lanius " is returned to his hand instead of being equip ped to " Frightfur Bear " via its effect . Sora Sets a card . Turn 4 : Shay Shay draws and subsequently Normal Summons " Vanishing Lanius " ( 1300 / 1600 ) . As it was Normal or Special Summoned this turn , he activates its effect to Special Summon another copy of " Vanishing Lanius " ( 1300 / 1600 ) from his hand . He then overlay s his 3 Level 4 Winged Beast - Type monsters Xyz Summon " Raidraptor - Rise Falcon " ( 100 / 2000 ) in Attack Position . Shay activates its effect , detach ing an Overlay Unit to increase its ATK by the total ATK of all Special Summoned monsters his opponents controls until the end of this turn ( " Rise Falcon " 100 → 2700 ) . The other effect of " Rise Falcon " lets it attack all Special Summoned monsters his opponents control once each . It attacks and destroys " Frightfur Bear " and the Defense Position " Fluffal Sheep " ( Sora 3900 → 3400 ) . Shay Sets two cards . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .