Yu - Gi - Oh ! ZEXAL - Episode 010 " Shark Attack " , known as " Shark ' s Counterattack ! " in the Japanese version , is the tenth episode of the " Yu - Gi - Oh ! ZEXAL " anime . It first aired in Japan on on June 13 , 2011 and in the United States on February 11 , 2012 . Summary . Inside the Emperor ' s Key , Astral unlocks his next lost memory , the number eighty - three . He muses that the gears in the giant puzzle began to move when the scattered " Number " cards were brought back . The ship has the same amount of gears as Astral hast lost memories - ninety - nine . He wonders if the structure is meant to be some sort of message and why it would be in Yuma ' s key . He wonders if someone predicted that his memories would be lost . Meanwhile , Yuma is late for school . He dashes across a crosswalk when traffic is cleared , but nearly gets run over by someone on a motorcycle . The driver pulls over and Yuma angrily asks if he didn ' t see the lights change . He sees that the driver is Shark , who says nothing and pulls away . Yuma wonders where he could be going and hears beeping - he ' s still in the middle of the street . He dodges the cars and makes it to school . When he gets there , Caswell approaches him and immediately asks to see his Deck . He looks through it and remarks that there are no " Numbers " cards . Yuma responses that they don ' t show up in his Deck unless " he " is around . Caswell asks who that is , and Tori tells him Yuma means Astral . Caswell tells him that without his " Numbers " , Yuma is nothing but a terrible Duelist . Yuma asks what that attitude is about , since that would mean that all his victories were due to " Numbers " and Astral . Caswell tells him that is the case , without them , he wouldn ' t be able to beat someone like Shark or Flip . Yuma tells them that they don ' t know the power of his " bringing it to ' em " , telling them that his " Duel Sphinx " goes up dramatically . Tori asks what he means by sphinx and Bronk responds he means " tactics " . Tori muses that Bronk is like Yuma ' s human translator ( in the dub , Yuma says that Caswell is wrong 6 times . Tori says that Yuma says 6 wrongs but Bronk says that he will go with 7 just to be lucky ant Tori adds that 7 is a lucky number . ) . Caswell asks if Yuma can prove his strength without " Numbers " . Yuma responds that of course he can and that he ' ll challenge Shark again . Yuma wants to go to Shark ' s place right away , and Bronk tells him that Shark hasn ' t been showing up to school lately . After losing to Yuma , Shark ' s reputation dropped dramatically . The rumors say he ' s been hanging out with some " bad guys " . Later , Yuma wanders the streets , remarking that his friends don ' t understand - he ' s much stronger than he was before . Astral appears and asks where Yuma is going . Yuma asks why he ' s come out at time like this and even says that the situation is all Astral ' s fault to begin with . Astral asks how that could be and Yuma says he ' s going to Duel Shark again . Astral asks why and Yuma simply says he doesn ' t need to know and that Astral has no place in the Duel . As he descends a set of stairs , he states that Astral getting involved would just make the situation worse . Tori and Bronk run up behind him , asking if he really intends to go through with this . Yuma tells them of course he does . They arrive at a dilapidated arcade , whose neon lights flash incessantly . Bronk says this is a dangerous place . They enter and Astral remarks that it ' s an unusual place . Tori suggests they go back , just before Bronk is grabbed from behind by a muscular thug . He asks what they ' re doing here - this is his territory . Yuma tells him to get his hands off of Bronk and is himself grabbed by another thug , who holds him upside down by the leg , remarking he has great spirit . Five more men emerge and Yuma says he ' s here to settle things , struggling against his captor . Astral tells him that it would be better if he stopped - the physical difference between the two is too great . Yuma tells him to be quiet . Yuma ' s captor asks Bronk ' s what they should do with them , calling him " brother " . Shark emerges and tells them to let them go . They ask if he knows them and Shark says he does . Yuma ' s captor tells them that in that case , they ' ll get away with their lives . They drop Bronk and Yuma , and leave . Shark tells them they shouldn ' t have come here , and moves to follow the thugs . Yuma says they came to find him and asks to Duel again . Shark tells them that ' s impossible - he ' s quit Dueling and never intends to play again . He leaves without saying another word . As they walk home , Bronk remarks that Shark has really fallen and that those two brothers are notorious Duelists - they enter tournaments and are known for blackmail and cheating . Astral wonders why Shark would quit Dueling and Yuma wonders the same . Bronk says it ' s because he lost to Yuma and that there are things that one can never get back after losing . Bronk remarks that he had heard that Shark ' s turning point was during a National Championship , thinking something else may have happened to him there . That night , Yuma speaks with Astral . He remarks that Shark loved Dueling with all his heart . The next day at school , Yuma ' s friends see Yuma isn ' t there . He ' s returned to the arcade to speak with Shark again . He asks to Duel and asks what ' s so fun about hanging around with those thugs . Through a Duel , he could understand the whole situation . Shark reiterates that he ' s given up Dueling and tells Yuma to mind his own business before running off . Yuma chases him . Shark leaps over a fence , while Yuma fails to . Shark successfully hops from one platform in a pool to another , while Yuma fails to . Shark finally stops , tired and believing Yuma gave up . Yuma immediately shows up behind him and asks to Duel yet again . Shark asks Yuma just what is wrong with him - why would he insert himself into Shark ' s business . Yuma responds that it ' s because they ' re friends - he believes that when two people Duel , they go from being strangers to being friends . He asks if Shark feels the same and Shark asks if Yuma is really serious about that . Yuma tells Shark that if he loses , he ' ll leave the gang . Shark asks what Yuma would bet in return and Yuma responds that he ' ll bet The Emperor ' s Key . Astral tries to stop him , but Yuma just tells him to shut up . Shark tells him not to regret it - this time , Yuma will lose what is most important to him . Later , the two stand across from one another , ready to Duel . Astral asks Yuma if he ' s sure he want to do this and Yuma again tells him to that his Duel has nothing to do with him and that he won ' t use " Numbers " . Astral asks why as Bronk , Tori and Caswell arrive . Yuma responds that because only a " Number " can destroy another " Number " and Shark has none . Yuma asks how he could use them so shamelessly against someone who has none . Yuma is still confident he ' ll win , believing that he ' s gotten much better since last time . Astral agrees to stay quiet and watch . Shark thinks that he could never forget his loss to Yuma and that maybe deep in his heart he ' s been waiting for this . Both Duelists set their D - Pad s and Duel Gazer s and the Duel begins . Yuma goes first , drawing a card . He Normal Summon s " Gogogo Golem " , who emerges from the ground . Astral tells him to be careful - Shark has many powerful monster s . Having only " Gogogo Golem " on the field is not good enough . Yuma tells him he already has a plan , Set ting a card . Since he cannot attack on the first turn , he ends his here . Yuma thinks that his Set card should protect him . It is " Battle Break " , which can destroy an attacking monster and end the Battle Phase . Shark draws . He Normal Summons " Friller Shark " . Astral wonders what he ' s planning by Summoning a monster with only 700 ATK . He then Special Summon s the " Shark Stickers " in his hand via its own effect , which can be activate d when another Fish - Type monster is Summoned . Astral remarks that Shark has two Level 3 monsters . Shark overlays them to Xyz Summon " Submersible Carrier Aero Shark " in Attack Position . Despite having 100 more ATK than " Gogogo Golem " , Yuma is confident his Set card will protect him . Shark uses the effect of " Submersible Carrier Aero Shark " . He detach es the overlaid " Friller Shark " to inflict 400 damage to Yuma for each card in his own hand . Shark has four cards in his hand , so Yuma will take 1600 damage . " Submersible Carrier Aero Shark " fires four torpedoes at Yuma . Shark activates " Mystical Space Typhoon " , destroying Yuma ' s Set card . " Submersible Carrier Aero Shark " attacks and destroys " Gogogo Golem " with " Big Eater " and Yuma ' s LP drop to 2300 as he is thrown to the ground . Shark Sets a card and ends his turn . Caswell is amazed that Shark nearly halved Yuma ' s LP in one turn , and Bronk says in turn that Shark really is impossibly strong . Shark asks Yuma what ' s wrong - didn ' t he come here to defeat him again and make fun of him ? Yuma tells him he ' s wrong , but thinks that he can ' t do much without his " Numbers " right now . Yuma draws " Monster Reborn " and Normal Summons " Gagaga Magician " . Yuma examines his hand , which contains " Stinging Swordsman " , " Monster Reborn " , " Attraffic Control " and " Zubaba Knight " . He could use " Monster Reborn " to revive " Gogogo Golem " and overlay his monsters to Xyz Summon " " . Shark tells him to bring it on and to use his " Numbers " trump cards . Bronk says that Shark should already know that only a " Number " can destroy another " Number " . Shark asks if Yuma really thought he could beat him without them . Shark says that a victory for him will only mean something if Yuma uses " Numbers " . Astral tells him that ' s the only way he can win right now , and Yuma agrees with him . He now realizes that the Duel isn ' t about Yuma ' s pride - he needs to save Shark . Yuma plays " Monster Reborn " to revive " Gogogo Golem " and then overlays it with " Gagaga Magician " to Xyz Summon " Utopia " in Attack Position . Yuma ' s friends are surprised he would break his promise . " Utopia " attacks " Submersible Carrier Aero Shark " , but Shark calls him naive , activating the effect of the " Friller Shark " in his Graveyard . He can banish it to negate an attack and decrease the ATK of the attacking monster by 500 . Shark then activates his face - down " Fish Rain " , Special Summoning " Big Jaws " from his hand in Attack Position as a Fish - Type monster was banished . Yuma is shocked his attack failed . Astral tells him he made a mistake since he was too eager to win . He reminds Yuma that " Monster Reborn " can be used on an opponent ' s monster as well . He could have revived " Friller Shark " and then changed the Level of " Gagaga Magician " to 3 via its own effect . He could have then overlaid them to Xyz Summon " " . The effect of " Friller Shark " could not have been activated . Yuma says that everything is still fine . " Utopia " has 2000 ATK and Shark has no monsters on the field that can destroy it . Yuma ends his turn . Shark draws and then activates the effect of " Submersible Carrier Aero Shark " , detaching its remaining Overlay Unit to inflict 800 damage to Yuma since he has two cards in his hand . Yuma ' s LP drop to 1500 as two more torpedoes hit him . He Normal Summons " Skull Kraken " in Attack Position . Yuma isn ' t happy to see two Level 3 monsters , but Astral tells him not to panic - Shark has no cards that can destroy a " Number " . Shark overlays " Skull Kraken " with " Big Jaws " to Xyz Summon " Black Ray Lancer " in Attack Position , saying that this Duel is his . He activates the effect of " Black Ray Lancer " , detaching an Overlay Unit to negate the effects of " Utopia " until the End Phase . " Black Ray Lancer " absorbs an Overlay Unit into its spear and launches a red X at " Utopia " , surrounding it in waves . Shark declares that even if " Numbers " can ' t be destroyed , that is only a card effect . If the effect is gone , any monster with sufficient ATK can destroy a " Number " . Yuma is shocked that effect of " Numbers " were negated . " Black Ray Lancer " attacks and destroys " Utopia " with " Black Spear " , skewering it through the chest . Yuma drops to his knees and screams his monster ' s name . Astral remarks that Shark found the weakness of the " Numbers " . " Submersible Carrier Aero Shark " attacks directly with " Big Eater " , dropping Yuma ' s LP to 0 . Shark remarks that it was almost too easy . He thinks it ' s laughable that he lost to Yuma earlier . He walks over the Yuma and tears The Emperor ' s Key from his neck , saying he ' ll take this as promised . Shark recalls Yuma ' s comment about friends and begins to walk away . He then states that destroying the Key wouldn ' t be worth it . Shark tells Yuma to keep The Emperor ' s Key as a reminder of the duel and tosses it to the ground behind him . Shark walks to his motorcycle and Yuma tells him to wait . Tori mutter ' s Shark ' s name . Shark tells him that he doesn ' t understand - he ' s staying with thugs because he wants to . They gave him a place to stay when no one else would . He tells Yuma not to get involved with him again and rides off . Yuma , on his knees , apologizes saying he failed . Featured Duel : Yuma Tsukumo vs . Reginald " Shark " Kastle . Turn 1 : Yuma Yuma draws . He then Normal Summon s " Gogogo Golem " ( 4 / 1800 / 1500 ) in Attack Position and Set s a card ( " Battle Break " ) . Turn 2 : Shark Shark draws . Shark ' s hand contains " Drill Barnacle " , " Big Jaws " , " Shark Stickers " , " Mystical Space Typhoon " , and " Friller Shark " . He then Normal Summons " Friller Shark " ( 3 / 700 / 1500 ) in Attack Position . As he Normal or Special Summon ed a Fish - Type monster , Shark Special Summons " Shark Stickers " ( 3 / 200 / 1000 ) in Attack Position via its own effect . Shark overlays " Friller Shark " and " Shark Stickers " in order to Xyz Summon " Submersible Carrier Aero Shark " ( 3 / 1900 / 1000 , ORU : 2 ) in Attack Position . Shark activates the effect of " Submersible Carrier Aero Shark " to detach " Friller Shark " ( " Aero Shark " : 2 → 1 ORU ) and inflict 400 damage to Yuma for each card in his hand . Shark currently has four ( Yuma : 4000 → 2400 LP ) . Shark activates " Mystical Space Typhoon " to destroy Yuma ' s face - down " Battle Break " . " Submersible Carrier Aero Shark " attack s and destroys " Gogogo Golem " ( Yuma : 2400 → 2300 LP ) . Shark Sets a card . Turn 3 : Yuma Yuma draws " Monster Reborn " . He then Normal Summons " Gagaga Magician " ( 4 / 1500 / 1000 ) in Attack Position . Yuma ' s hand contains " Stinging Swordsman " , " Monster Reborn " , " Attraffic Control " and " Zubaba Knight " . Yuma activates " Monster Reborn " to revive " Gogogo Golem " ( 4 / 1800 / 1500 ) from his Graveyard . He then overlays " Gagaga Magician " and " Gogogo Golem " in order to Xyz Summon " " ( 4 / 2500 / 2000 , ORU : 2 ) in Attack Position . " Utopia " attacks " Submersible Carrier Aero Shark " , but Shark activates the effect of " Friller Shark " in his Graveyard , banish ing it in order to negate the attack and decrease the ATK of " Utopia " by 500 ( " Utopia " : 2500 → 2000 ATK ) . As a Fish - Type monster was banished , Shark activates his face - down " Fish Rain " to Special Summon " Big Jaws " ( 3 / 1800 / 300 ) in Attack Position ( as " Big Jaws " is a Fish - type monster ) . Turn 4 : Shark Shark draws . He then activates the effect of " Submersible Carrier Aero Shark " by detaching " Shark Stickers " ( " Aero Shark " : 1 → 0 ORU ) . Shark currently has two cards in his hand ( Yuma : 2300 → 1500 LP ) . Shark Normal Summons " Skull Kraken " ( 3 / 600 / 1600 ) in Attack Position . " Drill Barnacle " is the only card in Shark ' s hand . Shark then overlays " Skull Kraken " and " Big Jaws " in order to Xyz Summon " Black Ray Lancer " ( 3 / 2100 / 600 , ORU : 2 ) in Attack Position . Shark activates the effect of " Black Ray Lancer " to detach an Overlay Unit ( " Black Ray Lancer " : 2 → 1 ORU ) and negate the effects of " Utopia " until the End Phase . " Black Ray Lancer " attacks and destroys " Utopia " ( Yuma : 1500 → 1400 LP ) . " Submersible Carrier Aero Shark " attacks directly ( Yuma : 1400 → 0 LP ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .