Yu - Gi - Oh ! ZEXAL - Episode 056 " Cosmic Chaos " , known as " Grand Decisive Battle in Space ! Neo Galaxy - Eyes ' s Counterattack " in the Japanese version , is the fifty - sixth episode of the " Yu - Gi - Oh ! ZEXAL " anime . It first aired in Japan on May 21 , 2012 , and in the United States on April 6 , 2013 . Summary . Everyone stares as " " reveals itself . Yuma says its the most gigantic monster he ' s even seen . Quinton tells them that " Dyson Sphere " is a space colony that consumes even the sun itself . He says its power is infinite and that Kite ' s attack s cannot reach it . Kite questions what he means and Quinton explains that as long as " Dyson Sphere " has Overlay Units , it can negate any attack . Kite realizes this was why his attacks didn ' t work earlier , but insists he can counter since he now knows what its effect is . Quinton asks if he thinks it will be that simple and says he can see all of Kite ' s moves coming - after all , it was Quinton that taught him to Duel . Yuma is surprised to hear this , as Tori and Orbital 7 glance behind them - " Dyson Sphere " is so large that parts of it are behind them . Quinton continues , saying that after Vetrix disappeared , their family was ripped apart . His younger brothers were sent to an orphanage , while Quinton decided to remain at Dr . Faker ' s facility to find out what happened to their father . He says that at that time , he met Kite and Hart , who reminded him of his own brothers . Quinton defeated Kite in a Duel at that point , and Quinton continues that Kite wished to become stronger to protect his brother . So Quinton agreed to teach him how to Duel . Quinton says he never thought they would fight like are now , but clarifies that Kite is in his way , so he will not go easy on him . Kite ends his turn by Set ting a card . Quinton begins his , saying he knows what Kite is thinking . " Dyson Sphere " has 2800 ATK , while Kite ' s " Galaxy - Eyes Photon Dragon " has 3000 . He says he as failed to realize the other abilities of " Dyson Sphere " . Quinton activates its effect , detach ing an Overlay Unit to allow " Dyson Sphere " to attack directly . Astral is shocked to see a 2800 - ATK direct attacker . " Dyson Sphere " launches beams of light to attack and Kite activates his face - down " Lumenize " . He explains that when he has a LIGHT monster on his field , this card can negate an attack and increase the LIGHT monster ' s ATK by the attacking monster ' s ATK . The ATK of " Galaxy - Eyes " rises to 5800 . Astral says he was prepared for a direct attack , but Quinton says its useless . He reiterates that he knows all of Kite ' s strategies and activates his face - down " Space Gate " . As he control s a " Dyson Sphere " , he can negate the activation of Kite ' s trap and destroy it . The ATK of " Galaxy - Eyes " returns to its original value and the direct attack continues , with Quinton telling Kite to have a taste of the pain that Quinton received from Dr . Faker and resentment of having his family broken apart . Kite is thrown backwards and Yuma is shocked he ' s being beaten like this and can do nothing to counter . Orbital yells Kite ' s name and his Life Points fall to 200 . Astral says Quinton ' s strategy has almost no weaknesses . Quinton taunts Kite , saying he has only 200 Life Points left - the Duel has already been decided . He tells Kite to give up , and Yuma tells him to get up . Yuma asks what will happen to Hart if Kite loses like this . Kite thinks of his brother and tells Yuma to stop concerning himself with him . Orbital backs him up , telling Yuma to be quiet as well and calling him " Tonma " . Tori says he may be an idiot , but he ' s no " Tonma " . Quinton says its unexpected for Yuma to be on Kite ' s side . Kite is Faker ' s son , and Faker betrayed Kazuma - and he is a Number Hunter . If Kite lives , Yuma will continue be hunted as well . Yuma says he knows all that , but adds that he has Dueled Kite - and no matter what Kite may say , that means they are friends . But Kite is also his goal . Quinton continues that Kazuma cared for friendship as well , but Faker took that concept that threw it away . He asks if Yuma can really forgive the son of such a man . Quinton reveals that when he found out the truth , he left Faker ' s facility . Kite had chased him , wanting an explanation , but Quinton tossed him aside and departed without another word . Kite tells him to stop talking - he will defeat Quinton and take his " Number " . Quinton says that Kite wouldn ' t know of their hatred , and Kite tells him to be quiet . Kite begins his turn . Both Kite and Astral come to the same conclusion - " Dyson Sphere " seems invincible , but its not - there is a way to get through . Kite activates " Overlay Break " , which send s the Overlay Units of " Dyson Sphere " to the Graveyard and negates its effect of being unable to be destroyed by battle by non - " Numbers " . Astral says that ' s expected of Kite and Yuma asks him what ' s going on . Astral explains that " Dyson Sphere " can negate attacks , but only when it has Overlay Units . Due to Kite ' s Spell Card , " Dyson Sphere " is vulnerable . Kite taunts that " Dyson Sphere " is only space junk now and orders " Galaxy - Eyes " to attack with " Photon Stream of Destruction " . Quinton says he knew he would use a strategy like that and activates another effect of " Dyson Sphere " . When it is target ed for an attack and has no Overlay Units , Quinton can attach two monsters from his Graveyard to it as Overlay Units . With that , it can negate attacks once more , so Kite ' s strategy has failed . Quinton tells him its pointless to fight against " Dyson Sphere " . Yuma muses that Kite has only 200 Life Points , so he ' ll be in trouble next turn . Kite Sets a card and ends . Quinton begins his turn , with Yuma and Astral wondering if he ' ll try another direct attack . Quinton activates " Gravity Blaster " , an Equip Spell Card . Kite is confused and Quinton explains that once per turn , the ATK of the equip ped monster can be increased by 400 and the monster it battles will have its effects negated . This new weapon attaches to " Dyson Sphere " , with Yuma and Astral wondering why he ' s not attacking directly . Quinton states that Kite should already know the answer - winning is not enough , he must defeat " Galaxy - Eyes " . " Dyson Sphere " attacks , with " Galaxy - Eyes " being enveloped in a barrage of red lasers . Kite activates his face - down " Mirror Shade " , halving his Life Points to negate the Battle Damage . Thus , his Life Points fall to 100 instead of 0 . Kite is blasted backwards again , rolling along the ground . Tori says its impossible for him to win . Astral says Kite has 100 Life Points and Quinton has taken no damage yet - if this goes on , its over . Quinton says Kite must be tired , as he has suffered much . Its over , Quinton will free him from his pain , his mission as a " Numbers Hunter " and the suffering he must endure to protect Hart . Quinton says its the last good deed he can do for him . Kite tells him he ' s wrong as he rises to his feet - he has never considered the situation with Hart as suffering . He yells that Hart is his everything and his only purpose in life is to protect him . He says that Hart is what gives him hope and that he won ' t give up . Quinton says that ' s fine and urges him to come at him . Kite begins his turn , drawing " Message in a Bottle " . He thinks this will be the card that saves him . Kite activates it and Quinton is shocked that Kite has a card that Quinton does not know about . Kite says even Quinton , who knows his strengths inside and out would not know this card . He reveals its the only card he ever received from his father in his entire life . Yuma says that card is from Dr . Faker and Kite says he has never once played the card before now . Quinton says its impossible that someone who hates his own father so much would put that card in his Deck . Yuma says its obvious - Kite will do anything to protect his family , just as Quinton would do anything to protect his own . Yuma adds that that ' s why Kite kept it , he knew his family had hope . Yuma tries to continue , but Kite tells him to be quiet , saying that the never told Yuma to talk about his feelings . Kite explains that " Message in a Bottle " will Special Summon three monsters from his Graveyard with different Level s . He tells " Galaxy - Eyes " , " Photon Thrasher " and " Photon Pirate " to rise . He continues that their ATKs will become 0 . Quinton tells him its pointless , he can do nothing with three weak monsters of different Levels . Kite tells him otherwise , activating " Upshift " . He explains it will increase the Levels of all his monsters to equal the Level of his highest Leveled monster . Therefore , " Thrasher " and " Pirate " become Level 8 . Quinton yells " what ! ? " and Kite overlays his three Level 8 monsters . He says that " Message in a Bottle " will become striking light as the headpiece of " Galaxy - Eyes " appears in his hand . He throws it into the Overlay Network and tells his soul to descend - " Neo Galaxy - Eyes Photon Dragon " ( cut from the dub is the sealed form of " Neo Galaxy - Eyes " appearing , followed by Kite throwing it into the Overlay Network ) . As he has Xyz Summon ed , the effect of the " Space Field " Duel Field activates , letting him draw a card . He draws " Big Bang Panic " and says it has come . As he Xyz Summoned " Neo Galaxy - Eyes " using " Galaxy - Eyes " as an Overlay Unit , its " Photon Howling " effect comes into play , negating the effects of all other monsters on the field . All the lights of " Dyson Sphere " go dark and Kite activates " Big Bang Panic " . He explains that it makes all Spell and Trap Card s Quinton controls become Overlay Units on " Dyson Sphere " . " Gravity Blaster " becomes an Overlay Unit , so the ATK of " Dyson Sphere " drops to 2800 . For each Spell and Trap Card attached , " Neo Galaxy - Eyes " will gain 800 ATK , giving it 5300 total . Kite detaches an Overlay Unit from " Neo Galaxy - Eyes " to detach the three Overlay Units from " Dyson Sphere " and increase the ATK of " Neo Galaxy - Eyes " by 500 for each one . Its ATK now becomes 6800 . Kite continues that " Neo Galaxy - Eyes " can attack a number of times equal to the number of the detached Overlay Units . Kite thinks that ever since the day Quinton left , he wanted to go after him . ( in the dub , the scene where Kite is about to go after Quinton is cut ) Quinton closes his D - Pad and Kite orders " Neo Galaxy - Eyes " to attack with " Ultimate Photon Stream " . Explosions rock " Dyson Sphere " and Quinton closes his eyes and he is pushed backwards and his Life Points fall from 4000 to 0 . Quinton asks if this is Kite ' s strength . Kite stares at " Message in a Bottle " remembering when Faker gave him that card . Quinton stands and faces Kite . He says that at the end of revenge , there is nothing - and he already knew that before all this started . Kite starts by saying " Quinton " , but then corrects himself , calling him Christopher Arclight instead . Quinton responds its been a long time since he ' s been called by that name . Yuma asks if that ' s Quinton ' s real name and Quinton clarifies that his family threw away their names . Quinton tells Kite he wanted to save his father , but his father ' s mind was full of nothing but revenge when he returned from the other world . Tears fill his eyes as he says he could not stop him , but that that is what being the child of a parent is . Kite tells him he is wrong - Kite himself is fighting against his own father . He says that when Hart is healed , he intends to settle things with Dr . Faker by his own hands . Quinton asks him " is that so ? " and says he has indeed become that strong . Kite tells him he will take Chris ' feelings with him and settle things with Vetrix as well . Quinton calls Kite and Hart his true brothers as a portal appears behind him and he vanishes . Kite says " Chris " and sees that the " Dyson Sphere " card has been left behind . Kite picks it up and Yuma tells him to wait for him , as he will certainly win at the next stage . Kite tells Orbital they need to go , but Orbital says his flight capability is broken . Kite just stares at him and Orbital engages emergency repairs . It takes only three seconds , and Kite departs . Quinton returns to the room where Trey lays comatose . His crest glows , coming out of his chest and vanishing . He collapses with his head on Trey ' s bedside , saying they should rest together . 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 . Yuma says his father must want he and Astral to stop Vetrix and Dr . Faker . Yuma says he will fight against those stubborn adults . Featured Duel : Kite Tenjo vs . Quinton . " Duel continues from the previous episode . " Turn 4 : Kite Kite Set s a card . Turn 5 : Quinton Quinton draws . He then activate s the fourth effect of " " to detach an Overlay Unit ( " Dyson Sphere " : 2 → 1 ORU ) and allow it to attack directly this turn ( as Kite controls a monster with more ATK than " Dyson Sphere " ) . " Dyson Sphere " attacks directly , but Kite activates his face - down " Lumenize " to negate the attack and increase the ATK of " Galaxy - Eyes Photon Dragon " by the ATK of " Dyson Sphere " until the End Phase of Kite ' s next turn . Quinton activates his face - down " Space Gate " to negate and destroy " Lumenize " since he control s a face - up " Dyson Sphere " . The direct attack continues ( Kite : 3000 → 200 LP ) . Turn 6 : Kite Kite draws . He then activates " Overlay Break " to send the remaining Overlay Unit of " Dyson Sphere " to the Graveyard ( " Dyson Sphere " : 1 → 0 ORU ) and negate its effect of being unable to be destroyed by battle by non - " Number s " until the end of this turn . " Galaxy - Eyes Photon Dragon " attacks " Dyson Sphere " , but Quinton activates the third effect of " Dyson Sphere " ( as it has no Overlay Units ) to attach " Planet Pathfinder " and " Solar Wind Jammer " from his Graveyard to " Dyson Sphere " as Overlay Units ( " Dyson Sphere " : 0 → 2 ORU ) . He then activates the second effect of " Dyson Sphere " to negate the attack . Kite Set s a card . Turn 7 : Quinton Quinton draws . He then equip s " Dyson Sphere " with " Gravity Blaster " and activates the latter ' s first effect to increase the ATK of " Dyson Sphere " by 400 ( " Dyson Sphere " : 2800 → 3200 ATK ) . " Dyson Sphere " attacks " Galaxy - Eyes Photon Dragon " . Due to the second effect of " Gravity Blaster " , the effects of " Galaxy - Eyes Photon Dragon " are negated . " Dyson Sphere " then destroys " Galaxy - Eyes Photon Dragon " , but Kite activates his face - down " Mirror Shade " to pay half his Life Points ( Kite : 200 → 100 LP ) and reduce the Battle Damage he would take to 0 . Turn 8 : Kite Kite draws " Message in a Bottle " and subsequently activates it to revive " Galaxy - Eyes Photon Dragon " , " Photon Thrasher " , and " Photon Pirate " in Attack Position with their ATK 0 and their effects negated ( " Galaxy - Eyes Photon Dragon " : 8 / 3000 → 0 / 2500 ; " Photon Thrasher " : 4 / 2100 → 0 / 0 ; " Photon Pirate " : 3 / 1000 → 0 / 1000 ) . If he does not use the summoned monsters as Overlay Units this turn , he will take 4000 damage during his End Phase . Kite activates " Upshift " to target " Galaxy - Eyes Photon Dragon " ( as it ' s the monster on Kite ' s field with the highest Level ) and make the Level of " Photon Thrasher " and " Photon Pirate " the same as " Galaxy - Eyes Photon Dragon " ( " Photon Thrasher " : 4 → 8 ; " Photon Pirate " : 3 → 8 ) . He overlays " Galaxy - Eyes Photon Dragon " , " Photon Thrasher " , and " Photon Pirate " in order to Xyz Summon " Neo Galaxy - Eyes Photon Dragon " ( 8 / 4500 / 3000 , ORU : 3 ) in Attack Position . As he performed an Xyz Summon , Kite draws a card ( " Big Bang Panic " ) via the effect of " Space Field " . As " Galaxy - Eyes Photon Dragon " was used for the Xyz Summon of " Neo Galaxy - Eyes Photon Dragon " , Kite activates the first effect of " Neo Galaxy - Eyes Photon Dragon " to negate the effects of all other face - up monsters . Kite activates " Big Bang Panic " to target both " Neo Galaxy - Eyes Photon Dragon " and " Dyson Sphere " in order to attach " Gravity Blaster " to " Dyson Sphere " as an Overlay Unit " ( " Dyson Sphere " : 3200 → 2800 ATK ; 2 → 3 ORU ) and increase the ATK of " Neo Galaxy - Eyes Photon Dragon " by 800 ( " Neo Galaxy - Eyes Photon Dragon " : 4500 → 5300 ATK ) . Kite activates the second effect of " Neo Galaxy - Eyes Photon Dragon " to detach an Overlay Unit ( " Neo Galaxy - Eyes Photon Dragon " : 3 → 2 ORU ) and send all Overlay Units from other face - up Xyz Monsters to the Graveyard ( " Dyson Sphere " : 3 → 0 ORU ) in order to increase the ATK of " Neo Galaxy - Eyes Photon Dragon " by 500 for each Overlay Unit sent to the Graveyard by its effect ( " Neo Galaxy - Eyes Photon Dragon " : 5300 → 6800 ATK ) . " Neo Galaxy - Eyes Photon Dragon " attacks and destroys " Dyson Sphere " ( Quinton : 4000 → 0 LP ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here . Mistakes . After the opening theme , the card that Kite moves to Set is shown with the old card backing while still in his hand . This is corrected in the dub .