Yu - Gi - Oh ! GX - Episode 046 " Amnael ' s Endgame , Part 2 " , known as " Earth / Water / Fire / Wind Fusion ! Elixirer " in the Japanese version , is the forty - sixth episode of the " Yu - Gi - Oh ! GX " anime . It first aired in Japan on August 17 , 2005 and in the United States on March 29 , 2006 . Summary . Banner reveals that his flesh was destroyed ages ago , but his soul now resides in the body he now occupies via the power of alchemy . Jaden gasps and Banner continues that he once wandered the world as an alchemist , searching for the . Jaden asks what that is and Banner explains that its a legendary stone sought by alchemists that is said to have the power to turn any metal into gold and grant perpetual youth . Due to this , many of history ' s most influential people sought it , which lead to the creation of alchemy . Accepting someone ' s orders , Banner conducted research on it . Banner says that just as Maximillion Pegasus discovered " Duel Monsters " , Banner ' s research led him to " Duel Monsters " as well ( in the dub , he states he traveled the world to find powerful " Duel Monsters " cards ) . Banner discovered a tablet depicting the three Sacred Beast s . However , his trip had exhausted his body and he came down with an incurable illness ( in the dub , the tablet is said to be cursed , which caused the illness ) . Due to his , Banner entrusted his soul to a - an artificial life - form created through alchemy . He continues that in the end , this body is only temporary - it is even now starting to decay and it won ' t be long before he dies . To drive this point home , he presses his fingers to his face , which begins to crack . Before his demise , he wishes to obtain the power that will let someone control the ultimate spirits for his employer as repayment for the backing of his research ( in the dub , he seeks the power to extend his own life ) . Jaden asks if by " ultimate spirits " does he mean the Sacred Beasts . Banner confirms that , saying that using their power alone , he could create the Philosopher ' s stone . Jaden cannot believe that Banner would deceive them like that . He asks if all the memories they had were just lies and if he was just using them . Pharaoh meows and Banner puts him down , saying they must resume the Duel now . If Jaden wishes to release Chazz , Alexis and Atticus , he must defeat Banner . He calls it Jaden ' s " final exam " and adds that if Jaden holds back , the souls of those he captured will be used for his research . Banner draws and activate s " Chaos Greed " , letting him draw two cards as he has at least four cards removed from play and none in his Graveyard . He Set s two cards and ends his turn . Jaden thinks that Banner ' s hand is empty now , but he still has " Elemental Absorber " out , which is blocking attack s from all Attribute s . He can ' t attack as he usually would as a result . He draws and activates " Pot of Greed " , drawing two cards - " Polymerization " and " Clay Wrap " . He Normal Summon s " Elemental HERO Clayman " in Attack Position and equip s it with " Clay Wrap " . He activates " Polymerization " , fusing " Clayman " with " Elemental HERO Burstinatrix " to Fusion Summon " Elemental HERO Rampart Blaster " in Attack Position . Syrus wonders why Jaden bothered to Summon " Clayman " when he could have just fused from his hand . Jaden responds that that ' s a good question . He explains that when " Clay Wrap " is sent to the Graveyard , he can destroy a Spell or Trap Card on the field . He says he ' ll destroy " Elemental Absorber " , which explodes . Chumley is excited , saying Banner ' s barrier is down now . Banner calls that an impressive move , saying it was a fantastic use of fusion - and that the potential Jaden has comes from fusion . Jaden tells him to stop acting like he ' s still his professor . Banner silently thinks that Jaden ' s true powers have yet to be unlocked - powers that he doesn ' t even realize reside dormant within him . Jaden orders " Rampart Blaster " to perform a direct attack with " Rampart Shot " . Banner tells Jaden to watch closely as he uses the ultimate form of alchemy that he ' s obtained . He activates his face - down " Macro Cosmos " . It removes " Chaos Distill " from play , which explodes . When the dust clears , the field appears as space . Banner says he ' s moved the Duel to the cosmos and to beyond the human world . With the effect of " Macro Cosmos " , Banner can Special Summon " Helios - The Primordial Sun " from his hand or Deck . It appears in Attack Position with 1100 ATK . Planets float behind it . Within one of them , Jaden can see Chazz , in another Alexis and in a third , Atticus . Banner repeats that " what lies at the bottom is like what lies at the top , what lies at the top is like what lies at the bottom " . He pulls his Shadow Charm , the , from his cloak and says that those are the words of truth written in the tablet . Everything on earth is born from a single substance , which changes variably , from sky to earth . In this way , all things are connected and all things influence one another including the World of Humans in the Microcomsos and the World of the Sky in the Macrocosmos . Jaden asks if that means humans are connected to the sky and Banner responds that due to the influence of modern - day science , Jaden cannot even begin to fathom it ( in the dub , Banner instead claims he fixed all of Jaden ' s matches thus far so that he would be chosen to protect a Spirit Key and face him ) . Banner continues that alchemy is a miraculous art that makes the impossible possible . He tells Jaden to see his final lecture unfold before him . Jaden says that he knows nothing of magic or alchemy , but he won ' t let Banner get away with that he ' s done to his friends . Banner activates his face - down " Planet Alignment " . All the planets align with " Helios " in a row and Banner says that the waves of gravity this process creates will destroy all monsters Jaden controls and inflict 300 damage to him . " Rampart Blaster " vanishes and Jaden ' s Life Points fall to 700 . Jaden Sets a card and ends his turn . Banner draws and activates " Yellow Process - Kitolenics " , which lets him Tribute " Helios " to Special Summon " Helios Duo Megistus " in Attack Position . Banner reveals that for every one of his removed from play monsters , the ATK of " Helios " will increase by 200 . The twelve monsters in Banner ' s Graveyard are shown and the ATK of " Helios " becomes 2400 . He orders a direct attack with " Vulcan Flame " . Chumley says that if this attack hits , Jaden will lose . Jaden activates his face - down " A Hero Emerges " . Banner must choose a card from Jaden ' s hand and if its a Monster Card , Jaden can Special Summon it . Jaden ' s hand contains " Elemental HERO Avian " , " Elemental HERO Bladedge " and " Elemental HERO Bubbleman " . Banner chooses the center card , so " Bladedge " appears in Attack Position . Chumley says it has an ATK advantage and Jaden tells Banner that if he wants to cancel his attack , now ' s the time . Banner responds that he won ' t and " Bladedge " flies straight through the flames shot by " Helios " and punches the monster , destroying it and causing Banner ' s Life Points to fall to 2600 . The effect of " Helios " activates - when it is destroyed , it is instantly revived with its ATK increased by 300 . With 2700 ATK , it attacks and destroys " Bladedge " . Jaden draws and Normal Summons " Bubbleman " , drawing " Mirror Gate " and " The Flute of Summoning Kuriboh " via its effect as he controls no other monsters . He activates " Fusion Recovery " , adding the " Clayman " and " Polymerization " in his Graveyard to his hand . He uses " Polymerization " to fuse " Bubbleman " with " Avian " to Fusion Summon " Elemental HERO Mariner " in Attack Position . Setting two cards , he reveals that as long as he has face - down cards in his Spell & Trap Card Zone , " Mariner " can attack directly . " Mariner " attacks Banner directly with " Anchor Knuckle " , dropping Banner to 1200 . Banner is impressed . He says that fusion is the power that lies within Jaden - and it proves he is also a top - notch alchemist . Jaden has no clue what he ' s talking about . Banner says that fusion takes weak monsters and combines them to increase their power and alchemy takes nonmetals and turns them to jewels - the processes are one and the same . He finishes that the endless of abilities of alchemy lie within Jaden - the " fusion master " . Banner reveals that he believes this Duel to be a battle to determine who is truly the ultimate alchemist ( in the dub , he compliments Jaden for his move , saying perhaps he misjudged him ) . Banner draws and orders " Helios " to attack with " Vulcan Flame " . Jaden says he was waiting for that and activates his face - down " Mirror Gate " . The battling monsters switch sides . Syrus cheers , but Banner activates the " Grand Convergence " Quick - Play Spell Card from his hand . He says its gravity waves will destroy all monsters on the field and inflict 300 damage to Jaden , dropping him to 300 Life Points . Banner says that now " Helios " will revive with 300 more ATK . Banner orders another attack with " Vulcan Flame " , but Jaden activates his face - down " The Flute of Summoning Kuriboh " . " Winged Kuriboh " appears in Defense Position and is engulfed in the flames before being destroyed . Via its effect , Jaden will take no Battle Damage this turn . Banner ends his turn , while Jaden draws and Normal Summon " Clayman " in Defense Position before Setting a card and ending his own . Jaden thinks there ' s nothing he can do about " Helios " - it just revives with even more power each time he destroys it . Banner draws and says that its time to usher in the final process of alchemy . He activates " Red Process - Rubedo " , Tributing " Helios Duos Megistus " to Special Summon " Helios Trice Megistus " in Attack Position . Its ATK increases by 300 for each of Banner ' s removed monsters , resulting in 3900 ATK . " Helios " attacks and destroys " Clayman " with " Phoenix Prominence " . Jaden activates his face - down " Hero Signal " , letting him Special Summon a Level 4 or lower " Elemental Hero " monster from his Deck . He Special Summons " Elemental HERO Sparkman " in Defense Position . Banner reveals that " Helios Trice Megistus " may attack again as long as the opponent controls a monster . It attacks and destroys " Sparkman " with " Phoenix Prominence " . Jaden thinks that " Helios " is just too strong - he truly believes he can ' t win this time . Jaden tells Banner it seems that his belief that the ability of an alchemist is within him was wrong . He explains that his hand is at zero and he has no materials left to create anything . Banner asks if that means he ' s exactly the same as he was one year ago then . Winged Kuriboh appears and Jaden remembers that a year ago , he hadn ' t even met him . He remembers his Duels with Chazz , Alexis and Zane and recalls memories with all of his new friends . One year ago , he hadn ' t know any of them . Then Jaden realizes what Banner had meant - making new friends is just like alchemy as well ( in the dub , Jaden thinks back , and believes that Banner fixed all of his Duels , but that he can ' t let that stop him - he still believes in his friends and in his Deck ) . He realizes he still has potential within him and he has the friends he holds within his Deck . Jaden draws and activates " Miracle Fusion " . This lets him remove " Elemental Hero " monsters in his Graveyard from play to perform a Fusion Summon with them . He removes " Clayman " , " Avian " , " Burstinatrix " and " Bubbleman " to Fusion Summon " Elemental HERO Electrum " in Attack Position . Its effect activates and all of Banner ' s removed Monster Cards fly back into his Deck . As a result , the ATK of " Helios " falls to 0 . " Electrum " attacks and destroys " Helios " with " Fusionist Magistery " . As the attack hits , Banner drops the Emerald Tablet , with the eye at its center cracking . He falls to his knees as his Life Points hit 0 . Outside , the pillars of light around the island vanish and the Spirit Gate closes . Chazz , Alexis and Atticus return to the locations they were taken from . Jaden approaches Banner , who says that Jaden passed his final exam with flying colors . He says that alchemy turning things to gold is only a surface phenomenon . Its true nature is change the hearts of people into nobler , purer things ( in the dub , Banner reveals that he lied - he had not fixed the previous Duels , but had told Jaden that he had as a test of character ) . Now Jaden has come to know that truth . Banner is content , as his goal has been reached - the one who funded his research has now gained a mighty power , but his mind has also become clouded . As his face begins to crumble , Banner warns Jaden that an even greater disaster will eventually strike this island . To combat that , he had to nurture the power that could oppose that disaster . He hands Jaden the Emerald Tablet , saying that he is the only one that can defend against that great disaster . Banner ' s entire body crumbles to dust , his cloak falling on top of it . His corpse , still in the coffin , also crumbles . Pharaoh sniffs at Banner ' s cloak and from it comes a glowing orb . Pharaoh attempts to catch it as Syrus states he still can ' t believe Banner was a Shadow Rider . Jaden adds that all the Shadow Riders are now defeated though . Syrus and Chumley suggest that means peace will return to Duel Academy , but Jaden says they don ' t know that yet . Pharaoh catches the golden orb and swallows it . Jaden says that Banner told them of a greater disaster . If it comes , he will carry out Banner ' s will and stop it . Featured Duel : Jaden Yuki vs . Amnael . " Duel continues from the previous episode . " Jaden has 1000 Life Points remaining and controls no cards . Banner has 2800 Life Points remaining and controls " Chaos Distill " and " Elemental Absorber " . Turn 7 : Amnael Amnael draws " Chaos Greed " and subsequently activates it to draw two cards as he has at least four removed from play cards and no cards in his Graveyard . Banner then Set s two cards . Turn 8 : Jaden Jaden draws " Pot of Greed " and subsequently activates it to draw two cards ( " Polymerization " and " Clay Wrap " ) . He then Normal Summon s " Elemental HERO Clayman " ( 800 / 2000 ) in Attack Position . Jaden then activates " Clay Wrap " and equips it to " Clayman " . Jaden then activates " Polymerization " to fuse " Clayman " with " Elemental HERO Burstinatrix " in order to Fusion Summon " Elemental HERO Rampart Blaster " ( 2000 / 2500 ) in Attack Position . As " Clayman " was sent to the Graveyard , the effect of " Clay Wrap " activates , allowing Jaden to destroy " Elemental Absorber " . " Rampart Blaster " attack s directly , but Banner activates his face - down " Macro Cosmos " to remove " Chaos Distill " from play and Special Summon " Helios - The Primordial Sun " ( ? / ? ) from his Deck in Attack Position . Due to the effect of " Helios - The Primordial Sun " , its ATK and DEF are equal to the number of monsters that Banner has removed from play times 100 . There are currently eleven ( " Helios - The Primordial Sun " : ? → 1100 / ? → 1100 ) . Also while " Macro Cosmos " is face - up , any card that Banner sends to the Graveyard will be removed from play instead . Banner then activates his face - down " Planet Alignment " to destroy all monsters Jaden controls and inflict 300 damage to Jaden ( Jaden 1000 → 700 ) . Jaden then Sets a card . Turn 9 : Amnael Amnael draws " Yellow Process - Kitolenics " and subsequently activates it to Tribute " Helios - The Primordial Sun " and Special Summon " Helios Duo Megistus " ( ? / ? ) from his Deck in Attack Position . Due to the effect of " Helios Duo Megistus " , its ATK and DEF are equal to the number of monsters that Banner has removed from play times 200 . There are currently twelve ( " Helios Duo Megistus " : ? → 2400 / ? → 2400 ) . " Helios Duo Megistus " attacks directly , but Jaden activates his face - down " A Hero Emerges " to force Amnael to choose a card a from Jaden ' s hand . If it ' s a monster , he may Special Summon it . Jaden ' s hand contains " Elemental HERO Avian " , " Elemental HERO Bladedge " and " Elemental HERO Bubbleman " . Amnael chooses the center card , so " Bladedge " ( 2600 / 1800 ) is Special Summoned in Attack Position . A replay occurs , and Banner uses " Helios Duo Megistus " to attack " Bladedge " instead . " Bladedge " then destroys " Helios Duo Megistus " ( Banner 2800 → 2600 ) . The effect of " Helios Duo Megistus " then activates , allowing Banner to Special Summon " Duo Megistus " from the Removed from Play Zone in Attack Position and increase its ATK by 300 ( " Helios Duo Megistus " : 2400 → 2700 / 2400 ) . " Helios Duo Megistus " attacks and destroys " Bladege " ( Jaden 700 → 600 ) . Turn 10 : Jaden Jaden draws " Fusion Recovery " . He then Normal Summons " Elemental Hero Bubbleman " ( 800 / 1200 ) in Attack Position . Since Jaden summoned " Bubbleman " while he had no other cards on his side of the field , its effect activates , letting Jaden draw two cards ( " Mirror Gate " and " The Flute of Summoning Kuriboh " ) . Jaden then activates " Fusion Recovery " to add " Clayman " and " Polymerization " from his Graveyard to his hand . Jaden then activates " Polymerization " to fuse " Bubbleman " with " Elemental Hero Avian " in order to Fusion Summon " Elemental HERO Mariner " ( 1400 / 1000 ) in Attack Position . Jaden Sets two cards . " Elemental Hero Mariner " then attacks directly as Jaden has at least one Spell / Trap Card in his Spell & Trap Card Zone ( Banner 2600 → 1200 ) . Turn 11 : Amnael Amnael draws " Grand Convergence " . " Helios Duo Megistus " attacks " Mariner " , but Jaden activates his face - down " Mirror Gate " to switch control of both battling monsters before damage is calculated . Banner then activates " Grand Convergence " to destroy all monsters on the field and inflict 300 damage to Jaden ( Jaden 600 → 300 ) . The effect of " Helios Duo Megistus " then activates , Special Summoning itself from the Removed from Play Zone in Attack Position and making its ATK become the way it was before it was destroyed plus 300 ( " Helios Duo Megistus " : 2700 → 3000 / 2400 ) . " Helios Duo Megistus " attacks directly , but Jaden activates his face - down " The Flute of Summoning Kuriboh " to Special Summon " Winged Kuriboh " ( 300 / 200 ) from his Deck in Defense Position . A replay occurs and " Helios Duo Megistus " attacks and destroys " Winged Kuriboh " . Turn 12 : Jaden Jaden draws " Hero Signal " . He then Normal Summons " Clayman " ( 800 / 2000 ) in Defense Position and Sets a card . Turn 13 : Amnael Amnael draws " Red Process - Rubedo " and subsequently activates it to Tribute " Helios Duo Megistus " to Special Summon " Helios Trice Megistus " ( ? / ? ) from his Deck in Attack Position . Due to the effect of " Helios Trice Megistus " , its ATK and DEF increase by 300 for each monster that Banner has removed from play . There are currently thirteen ( " Helios Trice Megistus " : ? → 3900 / ? → 3900 ) . " Helios Trice Megistus " attacks and destroys " Clayman " . Jaden activates his face - down " Hero Signal " to Special Summon " Elemental HERO Sparkman " ( 1600 / 1400 ) from his Deck in Defense Position . Since " Helios Trice Megistus " finished an attack and Jaden controls a monster , " Helios Trice Megistus " can attack again . " Helios Trice Megistus " attacks and destroys " Sparkman " . Turn 14 : Jaden Jaden draws " Miracle Fusion " and subsequently activates it to remove from play " Bubbleman " , " Avian " , " Burstinatrix " and " Clayman " from his Graveyard and Fusion Summon " Elemental HERO Electrum " ( 2900 / 2600 ) in Attack Position . The effect of " Electrum " then activates , returning all removed from play cards to their respective player ' s Decks ( " Helios Trice Megistus " : 3900 → 0 / 3900 → 0 ) . " Electrum " attacks and destroys " Helios Trice Megistus " ( Banner 1200 → 0 ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .