Yu - Gi - Oh ! ZEXAL - Episode 067 " Sphere of Fear : Part 3 " , known as " Believe in Victory ! Final Shining Draw ! " in the Japanese version , is the sixty - seventh episode of the " Yu - Gi - Oh ! ZEXAL " anime . It first aired in Japan on August 13 , 2012 and in the United States on June 29 , 2013 . Summary . Shark awakens in the hospital and looks out the window , seeing the Duel Tower with the Sphere Field atop it . He mutters Yuma ' s name . Vetrix tells Yuma he has to praise him for once , impressed that he evaded that attack . However , he adds that this is as far as Yuma will get . He asks if the " ZW - " card wasn ' t his trump card . With that defeated , he ' ll have no chance of winning . Yuma tells him he won ' t give up - not until he ' s delivered the feelings everyone has entrusted him with to Vetrix , at least . Vetrix draws and tells Yuma this is the end for him . He activate s the effect that " " stole from " " , detach ing an Overlay Unit to increase the ATK of " Heraldry Crest " by 500 and decrease the ATK of " Utopia Ray " by 1000 . He asks Yuma to allow him to exterminate him using the effect of " Utopia Ray " . Vetrix declares " Dark Matter Demolition " as " Heraldry Crest " attack s . It fires a beam into a portal , which exits the portal as a purple fireball . Yuma activates his face - down " Half Unbreak " , encasing " Utopia Ray " in a bubble , preventing its destruction by battle and halving the Battle Damage . Yuma is pitched against the edge of the Sphere Field by the force of the attack , but survives with 50 Life Points . Tori yells Yuma ' s name , while Flip says he has only 50 Life Points left . Vetrix calls Yuma troublesome , with Yuma insisting it ' s not over yet . Vetrix derides him , saying that his persistence reminds of him of Kazuma - and that was an aspect of Kazuma that Vetrix considered to be truly annoying . Yuma angrily yells he won ' t allow Vetrix to insult his father . Astral urges him to calm down and reveals that he sees the winning formula . Vetrix asks Astral if he thinks they ' ll win just because " Heraldry Crest " is out of Overlay Units . He activates the effect of the " Heraldic Beast Twin - Headed Eagle " in his Graveyard , banish ing it to attach two monsters from his Graveyard to " Heraldry Crest " as Overlay Units . Two spheres spring from a portal and begin to circle " Heraldry Crest " . Vetrix says the time has come for them to give up , Set s a card and ends his turn . Bronk remarks it ' s now 3800 Life Points to 50 and Flip adds that Yuma is no match for that . Caswell wonders if Yuma will really lose and Tori mutters Yuma ' s name . Vetrix laughs , while Yuma says the situation has really gotten bad now . Appearing bent over in pain , Astral asks Yuma what ' s wrong , as Yuma ' s stomach growls . He says he ' s really hungry and Astral asks how he can think of something like that right now . He remembers Tori giving him some Duel rice . He digs it out and starts eating . Flip wonders what he ' s doing and Caswell asks if this means he ' s forfeiting the Duel . Cathy says he couldn ' t do something like that and Bronk adds that he ' s not given up yet . Tori urges him on . Vetrix laughs , not expecting that even someone like Yuma would eat during a Duel ( This scene is cut from the dub ) . Since Yuma and Astral are fused , it ' s as if Astral is also eating the rice . It ' s an unfamiliar feeling for Astral , who says he can feel the fighting spirit bursting in his body . Astral comments that this must be what it feels like to be truly alive and says it ' s fun to stay with Yuma . Yuma tells him they must win , but Astral is still focused on food , saying he ' d like to have three bowls of rice next time to feel more alive ( in the dub , Astral says that Yuma has an appetite for enjoying life ) . Finally , he refocuses and tells Yuma he has the winning formula . Yuma and Astral speak in unison , Yuma ' s hand glowing with power . They tell all the light and power to gather on their right fist and illuminate the path towards hope once more . Yelling " Final Shining Draw ! " , they draw " ZW - Tornado Bringer " . Yuma equip s " Utopia Ray " with " Tornado Bringer " , causing it to glow green with its new energy . Vetrix is taken aback , calling it " ZEXAL Weapon Twin Sword Style " ( This scene is cut from the dub ) . The ATK of " Utopia Ray " increases by 1300 , to 5000 , shocking Vetrix . Yuma reveals that the equipped monster cannot be target ed by card effects that destroy cards , adding that the effect of " Zexal Weapon - Lightning Blade " will prevent Spell and Trap Card s on his field from being destroyed . Therefore , neither the Equip Cards nor " Utopia Ray " can be destroyed by card effects , making the destruction effect of " Heraldry Crest " useless . Yuma says that " Utopia Ray " in " Twin Sword Style " could be described as invincible . He orders " Utopia Ray " to attack with " Rising Sun Double Chaos Slash " . The two " ZW - " monsters transform into their monsters forums and stand next to " Utopia Ray " . Vetrix activates his face - down " Heraldry Burst " , return ing both " ZW - " cards to Yuma ' s hand . Thus , the ATK of " Utopia Ray " falls to its original value of 2500 . Vetrix ' s hand glows with energy as he reveals that at the End Phase , " Heraldry Burst " will inflict 500 damage to Yuma for each card returned to his hand . Vetrix says that with their Battle Phase over , all they can do his end their turn - and lose . Yuma insists he won ' t give up , but Astral asks what he plans to do . Yuma has no plan , but Astral says he ' s still right for not giving up . Vetrix asks Astral what he ' ll do , who again says he already has the winning formula . Together , Yuma and Astral declare they are activating " ZEXAL Catapult " . This lets them Special Summon a " ZW - " monster from their hand . They Special Summon " Lightning Blade " in Attack Position , who is launched from the catapult back to the field . Vetrix asks if they ' ve forgotten the effect of " Heraldry Crest " , which immediately negate s the effects of " Lightning Blade " and allows " Heraldry Crest " to use them itself . Unphased , they declare they are activating the effect of the " Amarylease " in their Graveyard , banishing it to allow them to Tribute Summon once this turn with one less Tribute than would usually be required . They Summon " Tornado Bringer " with no Tributes , whose effects are drained by " Heraldry Crest " . Bronk thinks they ' ve failed - Yuma already had no chance of winning . Flip says it ' s over and Tori mutters Yuma ' s name again . Vetrix says they are just struggling futilely now . Astral points out that the Level s of " Lightning Blade " and " Tornado Bringer " are both 5 . Yuma adds that the conditions are met and Vetrix realizes they plan to overlay the " ZW - " monsters . They overlay them to Xyz Summon " ZW - Leo Arms " in Attack Position . " Utopia Ray " attaches the armor of " Leo Arms " over its own armor , as Yuma reveals he can equip it to increase the ATK of " Utopia Ray " by 3000 , adding that that effect cannot be negated . They chant " The raging impact from warrior ' s golden armor will shake the ground , the blitz of lightning , please inject the force of God - slayer to the warrior ! Beast - Armor Fusion , Lion King Hope Ray ! ! ! ( This chant is cut from the dub ) " Vetrix asks if they ' ve forgotten their Battle Phase is already over . Yuma says that " Leo Arms " will let " Utopia Ray " attack in Main Phase 2 . Vetrix insists that ' s impossible , with Yuma saying that this it the ultimate " ZW - " monster . Vetrix chides them , saying that as the weapons were overlaid , they lost their original effects . Therefore , the effect of " Heraldry Crest " can affect " Utopia Ray " again . Vetrix detaches an Overlay Unit and " Heraldry Crest " changes form again as it prepares to destroy any card on the field . He adds that the form that " Heraldry Crest " has taken on due to its effect is its true form . Vetrix targets " Utopia Ray " with " Shatter Stream " . Yuma reveals the final effect of " Leo Arms " - once per turn , he can negate the effect of his opponent ' s monster and halve that monster ' s ATK . " Utopia Ray " cleaves the tail of " Heraldry Crest " off and its ATK falls to 1550 . Vetrix again yells this is impossible and Yuma and Astral order " Utopia Ray " to attack with " Rising Sun Triple Chaos Slash " . " Heraldry Crest " is destroyed in a massive explosion ( during the explosion the " X " from the " Yu - Gi - Oh ! ZEXAL " logo can be briefly seen ) as Vetrix is pitched to the ground screaming , his Life Points falling from 3800 to 0 . Tears in her eyes , Tori leaps to her feet and yells that Yuma did it . Bronk and Cathy both cheer as well , while Flip and Caswell say that " Zexalura " did a great job . Mr . Heartland mutters Yuma ' s name in astonishment . Realizing where he is , he announces the winner of the first World Duel Carnival as Yuma Tsukumo . Dr . Faker muses that Byron lost , but it didn ' t matter who won - he ' ll recover the " Number s " here and now . Electricity pulses around the Sphere Field , hitting both players . " Numbers " fly from the chests of both Yuma and Vetrix and are absorbed into the Sphere Field ' s core . Vetrix ' s crest glows in his eye , but it vanishes as he screams in pain . Electricity spreads to the whole Duel Tower , which begins to crumble before an explosion wracks the base of it . The crowd streams from Duel Tower Stadium in a panic . Tori yells Yuma ' s name , while Shark exits the hospital as he sees the tower base explode , also saying Yuma ' s name . Faker laughs , saying that Byron ' s power is no threat after the " Numbers " are gone . Vetrix is pitched to the edge of the Sphere Field before the core begins to blow him towards it . Faker yells " Disappear , Byron ! " Yuma flies towards Vetrix and grabs his hand , materializing " Zexal Weapon - Lightning Blade " in his other hand . Driving the blade through the edge of the Sphere Field , he enables both of them to hang on . Vetrix remembers Kazuma saving him in a similar fashion years ago . Yuma asks what on earth is going on . Vetrix tells him that the Sphere Field is dedicated to collect the " Numbers " . Now every " Number " that appeared in the World Duel Carnival was gathered in the finals . Faker would not pass up that opportunity . Yuma asks if it was a trap then and Vetrix confirms it , saying Faker let them Duel here and waiting until the power of the " Numbers " expanded . The grip the sword has begins to break a bit . Vetrix urges Yuma to let go of him - the Sphere Field has classified him as an " unwanted object " . If Yuma does not let go , both of them will fall . Yuma refuses and Vetrix is confused as to why he would save him . Yuma insists he ' s already explained it - anyone that Duels him is his friend . Yuma says he does not understand complicated things , but insists that Vetrix can gain friends and bonds through Dueling as well . Vetrix tells him he finally understands why Yuma wouldn ' t give up and calls Yuma ' s Dueling already beyond his own power of revenge . Still , Vetrix says he cannot live as Yuma and Kazuma do . Vetrix continues that he can ' t let Faker have his way and that he will release the souls he has captured . Blue light streams from Vetrix , which exits the Sphere Field and hits Heartland Tower . Kite and Hart awaken . Vetrix tells both Yuma and Astral " good - bye " before releasing his hand . As he falls towards the Sphere Field ' s core , Vetrix opens his other palm . Three orbs of light of three different colors sit in it - yellow , red and blue . Remembering his family , he vows never again to forget and asks for forgiveness . The three orbs fly off and Vetrix descends into the core . Yuma yells Vetrix ' s name and elsewhere , Quinton , Trey and Quattro awaken . The Sphere Field flies off the Duel Tower and hits the top of Heartland Tower . Shark begins running towards it . Inside the Sphere Field , Faker finally appears , laughing . He tells Yuma and Astral it is time for the final cleaning - the elimination of the Astral World . Featured Duel : Yuma Tsukumo vs . Vetrix . " Duel continues from the previous episode . " Turn 7 : Vetrix Vetrix draws . He then activate s the effect " " absorbed from " " , detach ing an Overlay Unit ( " Heraldry Crest " : 1 → 0 ORU ) to increase the ATK of " Heraldry Crest " by 500 and decrease the ATK of " Utopia Ray " by 1000 ( " Heraldry Crest " : 3100 → 3600 ATK , " Utopia Ray " : 3700 → 2700 ATK ) . " Heraldry Crest " attack s " Utopia Ray " , but Yuma activates his face - down " Half Unbreak " to prevent " Utopia Ray " from being destroyed and halve the Battle Damage he takes ( Yuma : 500 → 50 LP ) . Vetrix activates the effect of the " Heraldic Beast Twin - Headed Eagle " in his Graveyard , banish ing it in order to attach two monsters from his Graveyard to " Heraldry Crest " as Overlay Units ( as " Heraldry Crest " is a " Heraldry " Xyz Monster ) ( " Heraldry Crest " : 0 → 2 ORU ) . Vetrix Set s a card . On Vetrix ' s End Phase , the effect " Heraldry Crest " absorbed from " Utopia Ray " expires ( " Heraldry Crest " : 3600 → 3100 ATK , " Utopia Ray " : 2700 → 3700 ATK ) . Turn 8 : Yuma Yuma performs a Final Shining Draw and draws " ZW - Tornado Bringer " . He activates the first effect of " Tornado Bringer " to equip it to " Utopia Ray " and increase its ATK by 1300 ( " Utopia Ray " : 3700 → 5000 ATK ) . Due to the second effect of " Tornado Bringer " , " Utopia Ray " can ' t be target ed by effects that destroy cards . " Utopia Ray " attacks " Heraldry Crest " , but Vetrix activates his face - down " Heraldry Burst " to return all cards in Yuma ' s Spell & Trap Card Zone to his hand ( " Utopia Ray " : 5000 → 2500 ATK ) . When it ' s Yuma ' s End Phase , the final effect of " Heraldry Burst " will inflict 500 damage to Yuma per returned card . Yuma activates " ZEXAL Catapult " to Special Summon " ZW - Lightning Blade " ( 5 / 1200 / 2000 ) in Attack Position . Yuma activates the effect of the " Amarylease " in his Graveyard , banishing it to allow him to Tribute Summon a monster with one less Tribute this turn . He Normal Summon s " Tornado Bringer " with no Tributes ( 5 / 1300 / 1800 ) in Attack Position . Yuma overlays " Lightning Blade " and " Tornado Bringer " in order to Xyz Summon " ZW - Leo Arms " ( 5 / 3000 / 1200 ) in Attack Position . Yuma activates the first effect of " Leo Arms " , equipping it to " Utopia Ray " and increasing its ATK by 3000 ( " Utopia Ray " : 2500 → 5500 ATK ) ( this effect can ' t be negated as per the condition of the first effect of " Leo Arms ) . Yuma then activates the second effect of " Leo Arms " to allow " Utopia Ray " to attack once during Main Phase 2 . " Utopia Ray " attacks " Heraldry Crest " , but Vetrix activates the effect of " Heraldry Crest " ( " Heraldry Crest " : 2 → 1 ORU ) to destroy " Utopia Ray " . Yuma activates the last effect of " Leo Arms " to negate the effects of " Heraldry Crest " and halve its ATK ( " Heraldry Crest " : 3100 → 1550 ATK ) . " Utopia Ray " destroys " Heraldry Crest " ( Vetrix : 3800 → 0 LP ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .