Yu - Gi - Oh ! GX - Episode 168 " The Graduation Duels Begin ! Neos Versus Horus the Black Flame Dragon " is the one hundred and sixty - eighth episode of the " Yu - Gi - Oh ! GX " anime . It first aired in Japan on January 4 , 2008 . Summary . In Domino City , a small boy named Tsutomu cries , bemoaning the fact that he can ' t become stronger as a Duelist . His eyes briefly glow blue , and a strong wind comes through his window , blowing his cards onto the ground . He goes to pick them up and his " Gigobyte " card turns black . Trueman appears before him and informs him that his grief , anger and pain has tainted the card . He recommends that Tsutomu accept the darkness in his heart - in this way , he ' ll become stronger . Trueman disappears , taking the form of the whirlwind of black cards again , and engulfs Tsutomu . His parents go to check on him , and Tsutomu tells them not to worry , but to follow him to the World of Darkness . At Duel Academy , Chancellor Sheppard and Dr . Crowler announce the start of the graduation Duels . Crowler explains that the third - year students ' goal is to obtain one hundred points through Dueling . A loss earns one point . A win against a first - year student earns one point , a win against a second - year student earns two points and a win against a third - year student earns three points . Each student may only Duel the same opponent one time . Once you earn one hundred points , the last requirement for graduation is met . However , students may continue accumulating points past one hundred . The student with the most amount of the points at the end of the year will receive a replica of Yugi Muto ' s Deck , provided by Industrial Illusions . When Jaden returns to the Slifer Red dorm , he finds a group of students waiting for him . A second - year Obelisk Blue student named Daigo Sorano challenges him , stating he ' s always dreamed of Dueling Jaden and informs him that the large group of second - year Obleisk Blue and Ra Yellow students behind him also wish to Duel him . At the Obelisk Blue dorm , Alexis , Syrus and Chazz find themselves similarly popular targets , as students crowd around , wishing to Duel them . Atticus is also attempting to find an opponent , and is then cornered by what appears to be the entirety of the girl ' s dorm , save Alexis , who all wish to Duel him . The Duel between Jaden and Sorano begins , and Sorano mentally thinks that he ' s studied Jaden ' s strategy and believes he has a counter that can defeat him . Sorano is playing a Horus Lockdown Deck , and Summoned " Horus the Black Flame Dragon LV8 " by the end of his first turn . This card can negate the activation of Spell Card s , so Sorano believes that will prove to be the key victory , since much of Jaden ' s strategy revolves around " Polymerization " . Axel is sitting a van in Domino City , several computer monitors around him detailing the residents of Domino . One by one , the names of the residents begin to vanish . He calls KaibaCorp , but there is no answer , and it shows a list of employees on clipboard , which vanish one by vanish , leaving only Seto Kaiba ' s name behind . The city appears completely empty save for Axel himself . At the Duel , Jaden plays " E - Emergency Call " , which is negated by " Horus " , but Jaden reveals he knew that would happen , and uses the opportunity to remove " E - Emergency Call " from play to Special Summon " Spell Striker " . Sorano then seals the effect of Trap Card s with " Royal Decree " , and reduces Jaden to 1000 Life Points . He then activates " Sealer Formation " to add " Stop Defense " to his hand during his Draw Phase . He is happy and confident since on his next turn he ' ll finally defeat Jaden . Jaden however says that he has evolved his dueling since he first got to the academy . He then wins by using " Contact Out " to Special Summon " Elemental Hero Neos " and " Neo - Spacian Flare Scarab " after destroying " Horus " with " Elemental Hero Flare Neos " via Contact Fusion ( which does not use any Spell or Trap cards ) . After his loss , Sorano wanders through the forest , wondering how his calculations failed him . Because of his anger , his Deck turns black , and Trueman appears before him . Sorano questions who he is , and he responds that he was awakened from the darkness of Sorano ' s heart . He changes his form , now looking identical to Sorano himself , and states he ' ll need to get rid of the original . He activates his Duel Disk . Jaden defeats a Ra Yellow student using " Elemental Hero Sparkman " and then notices a flock of black birds over the forest . Trueman defeats Sorano , attacking directly with " Dark Archetype " to win . The black birds swoop down on him . Jaden has a vision as his eyes change to the bichromatic style of Yubel , and he sees Sorano and other students engulfed in blackness and asking for help . His next Duel is supposed to start , but Jaden tells them all they ' ll have to continue tomorrow , and calls Tyranno Hassleberry to follow him . The two run off . They arrive where Sorano was defeated by Trueman , and find a pile of black - tainted cards . Jaden receives a call from Axel , who informs him of the strange going - ons in Domino City , and requests Jaden join him there . Jaden tells Hassleberry to locate Sorano , and runs off towards the docks . On his way , he calls Chancellor Sheppard , telling him it ' s an emergency , and he ' s borrowing one of the school ' s speedboats . Axel sees Tsutomu and attempts to question him on what ' s happening as he ' s the only resident Axel has located . Tsumotu runs , and leads him into a trap . He ' s surrounded by what appear to clones of Tsutomu , and they merge into their true form - Trueman . Featured Duels . Jaden Yuki vs . Daigo Sorano . Turn 1 : Jaden < br > Jaden draws " Dandylion " and subsequently Normal Summon s it ( 300 / 300 ) in Defense Position . He then Set s a card . Turn 2 : Sorano < br > Sorano draws . He then Normal Summons " Horus the Black Flame Dragon LV4 " ( 1600 / 1000 ) in Attack Position . Sorano then activate s " Level Up ! " to send " Horus the Black Flame Dragon LV4 " to the Graveyard and Special Summon " Horus the Black Flame Dragon LV6 " ( 2300 / 1600 ) in Attack Position while ignoring the Summoning conditions . " Horus the Black Flame Dragon LV6 " attacks and destroys " Dandylion " . The effect of " Dandylion " then activates , letting Jaden Special Summon two " Fluff Tokens " ( 0 / 0 each ) in Defense Position . Sorano Set s a card . On Sorano ' s End Phase , the second effect of " Horus the Black Flame Dragon LV6 " activates , letting Sorano send " Horus the Black Flame Dragon LV6 " to the Graveyard and Special Summon " Horus the Black Flame Dragon LV8 " ( 3000 / 1800 ) in Attack Position . Turn 3 : Jaden < br > Jaden draws " Cross Porter " and subsequently Normal Summons it ( 400 / 400 ) in Defense Position . He then activates " E - Emergency Call " to add an " Elemental Hero " monster from his Deck to his hand , but Sorano activates the effect of " Horus the Black Flame Dragon LV8 " to negate and destroy " E - Emergency Call " . Jaden then removes from play " E - Emergency Call " from his Graveyard in order to Special Summon " Spell Striker " ( 600 / 200 ) in Attack Position . " Spell Striker " attacks directly due to its own effect ( Sorano 4000 → 3400 ) . Turn 4 : Sorano < br > Sorano draws " Stop Defense " and subsequently activates it to switch one of Jaden ' s " Fluff Token " to Attack Position . " Horus the Black Flame Dragon LV8 " attacks the Attack Position " Fluff Token " , but Jaden activates his face - down " Secret Mission " , which will let him choose on either making Sorano attack one random monster on his side of the field or end the Battle Phase . Sorano , in response , activates his face - down " Royal Decree " , whose effect negates the effects of all other Trap Cards while it is face - up on the field . " Horus the Black Flame Dragon LV8 " then destroys the Attack Position " Fluff Token " ( Jaden 4000 → 1000 ) . Sorano then activates " Sealer Formation " . Now during each of Sorano ' s Draw Phases , he can add a " Seal " card from his Graveyard to his hand instead of conducting a normal draw . Sorano intends to add " Stop Defense " from his Graveyard to his hand and use it to help him win the Duel . Turn 5 : Jaden < br > Jaden draws " Neo - Spacian Flare Scarab " . Jaden ' s hand contains " Elemental Hero Neos " and " Contact Out " . Jaden then activates the effect of " Cross Porter " to send " Spell Striker " to his Graveyard and Special Summon " Neo - Spacian Flare Scarab " ( 500 / 500 ) from his hand in Attack Position . Jaden then Tribute s his " Fluff Token " and " Cross Porter " in order to Tribute Summon " Elemental Hero Neos " ( 2500 / 2000 ) in Attack Position . Jaden then Contact Fuses " Neos " with " Flare Scarab " in order to Special Summon " Elemental Hero Flare Neos " ( 2500 / 2000 ) in Attack Position . Due to the effect of " Flare Neos " , it gains 400 ATK for each Spell and Trap on the field , and there are currently two ( " Flare Neos " : 2500 → 3300 / 2000 ) . " Flare Neos " attacks and destroys " Horus the Black Flame Dragon LV8 " ( Sorano 3400 → 3100 ) . Jaden then activates " Contact Out " to return " Flare Neos " to the Fusion Deck and Special Summon " Flare Scarab " ( 500 / 500 ) and " Neos " ( 2500 / 2000 ) from his Deck in Attack Position . Due to the effect of " Flare Scarab " , it gains 400 ATK for each Spell and Trap on Sorano ' s side of the field ( " Flare Scarab " : 500 → 1300 / 500 ) . " Flare Scarab " and " Neos " attack directly ( Sorano 3100 → 1800 → 0 ) . Jaden Yuki vs . Ra Yellow student . Duel already in progress . Jaden controls " Elemental Hero Sparkman " ( 1600 / 1400 ) in Attack Position , while the student controls no cards and has 300 Life Points . Jaden ' s turn < br > " Sparkman " attacks directly ( Student 300 → 0 ) . Trueman vs . Daigo Sorano . Duel already in progress . Trueman controls " Dark Archetype " ( 1400 / 400 ) in Attack Position , while Sorano controls no cards and has 400 Life Points . Trueman ' s turn < br > " Dark Archetype " attacks directly ( Sorano 400 → 0 ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here . Trivia . The names of Trueman ' s victims include many characters from the first or second " Yu - Gi - Oh " anime series , including Miho Nosaka , Tetsu Ushio and Koji Nagumo .