Yu - Gi - Oh ! ARC - V - Episode 035 " Sora ' s Secrets : Part 1 " , known as " The Academia and The Resistance " in the Japanese version , is the thirty - fifth episode of the " Yu - Gi - Oh ! ARC - V " anime . It first aired in Japan on December 14 , 2014 and in Australia on December 20 , 2015 . It became available with official subtitles via Crunchyroll on November 29 , 2016 . Summary . Yuya recaps that Sora ' s Duel with Shay turned the virtual Heartland into a battlefield , and he remembers the horror of the Duel ' s climax and Sora ' s injuries , despite Yuya pleading for the Duel to stop , in addition to Sora pleading for a rematch . Sora lies in a bed at Leo Institute of Dueling , and his friends watch from outside the room . Zuzu murmurs Sora ' s name , and Skip reassures his daughter that Sora will be fine ; he ' s told that LID has a very skilled medical team . Ally points out that Sora was lucky that the Solid Vision was deactivated in time , and Yuya clenches his fist , thinking Shay ' s name in anger . Meanwhile , Claude explains to Declan that Sora is being taken care of in the Center Court ward . His injuries were superficial , and his life is not in danger . Declan orders Claude to move him , as he has many questions for Sora , in addition to bringing Sora ' s Duel Disk with him . Skip tells Yuya , Zuzu , and Gong that he and Yoko will walk the kids home , and asks them to stay and take care of Sora . Once the adults and the kids are out of earshot , Yuya asks Zuzu what she thinks . Yuya reminds Zuzu that Shay is responsible for the serial attacks on LID , Yuya himself had seen him take out members of their top team . Zuzu reiterates that she ’ d seen Julia endanger herself in pursuit of Shay , but when they ’ d met at the opening ceremonies of the Arc League Championship , Julia had claimed that Shay had always been one of them . Gong is quite surprised , repeating the statement , and Zuzu states that she doesn ’ t know why Julia would say something like that , but Yuto claimed that they were trying to save their captured comrades . Yuya is surprised to hear the name " Yuto " , and in the care ward , Yuto himself is walking through the darkened corridors . Zuzu remembers Yuto telling her about their comrades . Zuzu has finished explaining about Yuto , and Gong realizes in shock that it was Yuto who attacked Sylvio . He asks Zuzu why she never told anyone about it , since it would have cleared Yuya from suspicion . Zuzu hesitates , and Gong angrily asks if she doubted Yuya . Zuzu denies it , pointing out that Yuya doesn ’ t even use Xyz Monster s , but . . . Yuya muses on Yuto , someone who looks just like Yuya . He asks Zuzu if Yuto was the person who kept disappearing when her bracelet shone , and Zuzu looks at the bracelet , admitting that she doesn ’ t know why Yuto would vanish when the bracelet shone , having assumed that Yuya was simply changing out of a costume , but Yuya had no reason to do that . Gong adds that Yuya didn ’ t have any reason to attack LID either . After a brief moment of hesitation , Yuya asks about Yuto ' s intention to save their comrades through assaulting their enemy . Zuzu confirms that , and Gong asks who their enemy is , is it not LID ? Zuzu begins to explain who it is . Yuto , meanwhile , enters Sora ' s room and stands over him . Gong is surprised that Yuto claimed that Fusion is their enemy . Yuya points out that Shay is Yuto ' s comrade , so this must be why he ' s so hostile towards Sora . Gong sighs , and asks if they ever asked Sora where he came from . Yuya and Zuzu explain that Sora avoided the question when they asked him . Gong suggests that as Yuto and Shay are Xyz users , Sora might be a member or an opposing Fusion school . Yuya remembers Sora ' s demented admission that they hunted Shay and Yuto ' s people for fun as a game , and wonders if it ' s Sora ' s group that Yuto and Shay are trying to save their comrades from . In Sora ' s room , Sora wakes up to see Yuto standing there , and mistakes him for Yuya . Yuto tells Sora that he has some questions for him , and Sora ' s eyes snap fully open as he recognizes Yuto . Yuto asks where Lulu is , and Sora repeats the name in confusion . Zuzu has just told Gong and Yuya about Lulu as well , much to Gong ' s surprise . Yuya understands why Yuto and Shay would treat Sora and his group as an enemy if they ' ve kidnapped Lulu , but … Gong asks if this means that Shay joined LID to fight Sora , but then remembers what Julia said about Shay being part of LID from the start , and asks if he attacked LID to save his little sister . The conflicting information gets to Gong and he growls in frustration , asking what is going on . Yuya muses that it can ’ t just be a dispute between two schools , there has to be a larger power behind it all . Sora snaps at Yuto that he doesn ' t know any Lulu , and there ' s no way that he would anyway . Yuto asks if Sora knows where the hostages are , and Sora tells him that there are no prisoners of war ; people who are hunted get put into cards , so she probably is too . Ignoring the stricken look on Yuto ' s face , Sora asks where Shay is , since he wants to find him and settle the score . He grabs his Duel Disk , and Yuto comments that the score has already been settled : Sora lost . Sora denies losing , claiming that he could never lose to Xyz scum , and he tells Yuto to take him to Shay , Sora will definitely beat Shay in to a pulp this time , if Sora goes all out , he can even beat someone like Shay . But his yelling has attracted the attention of two guards who enter the room . Yuto quickly dashes between them , and both Sora and the guards turn in pursuit . Sora yells at Yuto to wait and the guards protest that he shouldn ’ t be moving around yet . Sora tells them to move , knocking them out with two swift punches . Yuya , Zuzu , and Gong notice the disruption as guards run around the area , and they overhear the guards deducing that Sora may have already escaped , deciding to warn headquarters . The group gasp in shock . Declan is swiftly informed by Claude , who volunteers to put together a search team . Declan reminds him that they ' re currently running a tournament and orders him not to make a scene , instead directing him to have the city ' s cameras confirm Sora ' s whereabouts . He ' ll meet them in the observation room . Zuzu explains to Yuya and Gong that Skip is on his way , and Gong suggests that they split up , he ’ ll head towards the ocean . Yuya decides to head for Central Park , and Zuzu takes a different route . The cameras catch up to Sora in Central Park , and in the observation room of the Leo Corporation , Declan , Claude , Shay and Riley watch him run across the screen and stop , panting . Claude orders a team to be sent out to recapture him . Declan tells him to wait . Sora looks at Yuto , who is standing on a stage in the middle of the Park with his back to the camera , and he screams at Yuto to bring Shay here . Yuto turns around and looks at Sora , and the camera shows his face . Claude gasps that it ' s Yuya , but Shay interjects , explaining that that is Yuto . Declan repeats the name in surprise , and Shay explains that Yuto is his comrade . As the cameras continue to monitor Sora , Declan realizes that Yuto was the second Xyz user that had been attacking LID alongside Shay . Claude mutters that Yuto looks exactly like Yuya , and Declan notices Riley trembling at the sight of Yuto . Sora once again tells Yuto to hurry up and bring Shay . Yuto asks if Sora wants to Duel Shay again with those injuries , and Sora replies that he does , and this time he won ' t lose . He claims that " Xyz scum " are all destined to be hunted by him ; Yuto , Shay , and even Lulu . Lulu ' s name provokes a reaction among both Yuto and Shay , and Sora continues further by stating that he could win easily if he went all out , and he won ’ t show Yuto any mercy if he gets in Sora ' s way . He comments that he doesn ’ t know what happened to Lulu , but she was probably turned into a card . Or maybe there might actually be a way to save her . Shay and Yuto both press for answers , and Sora claims that Lulu can be freed by destroying Sora and his friends , though it ’ s impossible for the likes of Yuto and Shay . Shay scoffs , and turns to leave the control room . Claude tells him to wait , and Shay snaps at him to let him go . Declan also tells Shay to wait , since he ’ ll only cause more of a scene if he goes , and if this causes the tournament to end , Declan ' s entire plan will have amounted to nothing . Shay grits his teeth as Declan reminds him that the tournament is a selection exam to determine which Duelists are fit to fight against Leo Akaba . And besides , even if Shay doesn ' t go . . . At Central Park , Yuto activates his Duel Disk with the same flourish as Yuya does . Sora laughs that Yuto is finally feeling up to it , and he rips the plaster off his cheek and activates his own Duel Disk , claiming that he ' ll beat Yuto and then finish off Shay . He ’ ll prove that he can deal with every Xyz user in this world by himself . Yuto retorts that he won ’ t let that happen , since defeating Sora will be the first step in saving Lulu . Both Duelists yell " DUEL ! " Sora takes the first turn , Summoning " Edge Imp Tomahawk " from his hand . He immediately activate s the effect of " Tomahawk " , discarding an " Edge Imp " monster to inflict 800 damage to Yuto . He discards " Edge Imp Frightfuloid " and a gust of wind blasts Yuto into the wall , leaving an impact crater and reducing him to 3200 LP . Sora tells Yuto to think of that as a little greeting and ends his turn . Claude is shocked to see 800 damage right out of the gates , but Shay reassures him that Yuto would never falter against this kind of damage . Declan puts his hand on Riley ' s shoulder and tells him to watch closely . Sora asks if Yuto is alright , he can feel free to call out Shay and trade places with him . Yuto gets to his feet with a glare and draws a card , which he immediately Summons : " The Phantom Knights of Ancient Cloak " . Sora mocks the monster ’ s low 800 ATK and wonders how " Mr . Xyz loser " will advance his plays . Shooting Sora another glare , Yuto explains that since he controls a Level 3 " Phantom Knights " monster , he can Special Summon " The Phantom Knights of Silent Boots " from his hand . Sora realizes what is happening ; Yuto has two Level 3 monsters . Yuto overlays the Level 3 " Ancient Cloak " and " Silent Boots " and chants " Souls of warriors fallen on the battlefield ! Revive now and become light to rend the darkness ! Xyz Summon ! Rank 3 ! The Phantom Knights of Break Sword ! " Sora ducks from the shock of the monster ' s Summon , excited to see the Xyz Monster . Yuto declares his Battle Phase , attacking " Tomahawk " with " Break Sword " . " Break Sword " slices " Tomahawk " in two , pushing Sora back and reducing his LP to 3800 . Yuto Set s two cards and ends his turn . Sora comments that it would be fun if Yuto couldn ’ t do this much . Meanwhile , Yuya talks with Zuzu over their Duel Disks , confirming that as Gong had said , Sora won ’ t answer their calls . Zuzu wonders where Sora is and what he is doing . Yuya tells Zuzu that he ' ll ring her back , as all they can do is keep looking . Sora comments that now that Yuto has brought out his Xyz Monster , Sora can go all out . He declares his turn and draws " Designer Frightfur " , which he adds to his hand before activating the Spell Card " Polymerization " . Yuto and Shay both flinch at the sight of the card as Sora declares that he ' s fusing " Fluffal Bear " and " Edge Imp Sabres " from his hand , and he chants , " Claws of the demon ! Fangs of the beast ! Become one and reveal to us your new form ! Fusion Summon ! Show yourself , horrifying beast that shreds all ! Frightfur Bear ! " " Frightfur Bear " appears , laughing maniacally , just as Yuya arrives . He sees Sora , and then gasps in shock to see Yuto , who really does look like him . Sora declares battle , attacking " Break Sword " with " Bear " . " Bear " lands a powerful blow with its arm , destroying " Break Sword " and reducing Yuto to 3000 LP . Yuto promptly activates the effect of " Break Sword " since it has left the field , allowing him to Special Summon its Xyz Materials as Level 4 monsters . He explains that " The Phantom Knights " will never fall ; no matter how many times Sora destroys them , they will always revive . That is how the Resistance fights . " Resistance ? " Yuya asks , and then he remembers that Fusion is Yuto ' s enemy . Sora activates the effect of " Frightfur Bear " , equipping the destroyed monster to " Bear " and increasing its ATK by that of the equipped monster . " Break Sword " emerges from a Graveyard portal , and " Bear " devours it , then burps , before laughing madly as it rises to 4200 ATK . Sora comments that this means that Yuto ' s Xyz Monsters will only be nutrients for " Bear " . He tells Yuto to go ahead and Xyz Summon again , he ' ll devour that as well . He Sets a card and ends his turn . Glaring , Yuto declares his turn and draws . He promptly overlays the Level 4 " Ancient Cloak " and " Silent Boots " , much to Sora ' s mockery . Yuto chants , " Fangs formed from pitch - black darkness , to fight the foolish oppression ! Descend now ! Xyz Summon ! Appear now ! Rank 4 ! Dark Rebellion Xyz Dragon ! " Yuya is surprised at the monster ' s name , but Sora mocks the Dragon ' s 2500 ATK compared to that of " Bear " . Yuto responds by activating the effect of " Dark Rebellion " ; by using one Overlay Unit , it can halve the ATK of a Level 5 or higher monster and gain that lost ATK . " Dark Rebellion ' s " wings unfold and blast lightning that ensnares " Bear " , reducing it to 2100 ATK and bringing " Dark Rebellion " up to 4600 ATK as Yuto declares " Treason Discharge ! " Sora panics , since if " Dark Rebellion " uses its other Overlay Unit , " Frightfur Bear " will fall to 1050 ATK , and Yuya observes that “ Dark Rebellion ” will rise to 5650 ATK . But instead , Yuto declares his Battle Phase . Sora gasps in surprise as the wings of " Dark Rebellion Xyz Dragon " emit a blue glow and it attacks , tusks glowing , with " Mauling Mandible Charge " , destroying " Bear " . A massive gout of flame throws Sora backwards , reducing him to 1300 LP , and the shockwaves outside of the Action Field surprise Yuya . Yuto ends his turn , and the ATK of " Dark Rebellion " returns to 2500 . The smoke clears , and Yuya runs over to Sora , entering the field of view of the cameras , to the surprise of the onlookers at Leo Corporation . Yuya asks if Sora is okay , but Sora tells him to go away , since this isn ’ t any of Yuya ' s business . Yuya asks what Sora is talking about , why did he sneak out to Duel when he should be getting rest in the hospital . Sora ignores him , glaring at Yuto , who barely reacts to seeing someone who resembles him , and Sora realizes that Yuto is holding back . Believing that Yuto is making fun of him , Sora angrily gets to his feet , vowing that he won ’ t forgive him but he staggers , and Yuya tells him that he has to stop , if he keeps this up his body won ' t be able to take it . Sora tells Yuya to shut up , since Sora still isn ' t going all out yet . He ’ ll prove to everyone that if he gets serious , then he ’ s the stronger one . Yuya points out that Sora could do that any time , like in the next tournament , but Sora tells him that in a real battle , there isn ' t another chance . Yuto agrees , but even if Sora is his enemy , he can ' t bring himself to hurt him further . If Sora surrenders now , Yuto will end this so that he won ’ t have to suffer . Sora is offended , and Yuya asks what Yuto is going to do . Yuto doesn ' t reply , and Yuya orders him to answer , remembering that Shay tried to do something to Sora as well . Yuto asks Sora that he said Yuto had to destroy Fusion to save Lulu , right ? Lulu ? Yuya asks . Yuto closes his eyes , stating that a large building can be brought down by a single anthill . He ' ll have Sora become the first crack that is driven into the wall of Fusion . Yuya looks at Yuto , and he also sees Shay . Stepping forwards , Yuya tells Yuto to stop , as Yuya won ' t let him harm his friends anymore . Yuto flinches in surprise , and Yuya straps on his Duel Disk , saying that if Yuto wants to do this , then Yuya will take him on . Featured Duel : Sora Perse vs . Yuto . Turn 1 : Sora Sora Normal Summon s " Edge Imp Tomahawk " ( 1800 / 800 ) . He activate s its effect , letting him discard an " Edge Imp " monster to inflict 800 damage to his opponent . Sora discards " Edge Imp Frightfuloid " ( Yuto 4000 → 3200 ) . Turn 2 : Yuto Yuto draws and subsequently Normal Summons " The Phantom Knights of Ancient Cloak " ( 800 / 1000 ) . As he control s a Level 3 " The Phantom Knights " monster , he Special Summon s " The Phantom Knights of Silent Boots " ( 200 / 1000 ) from his hand in Attack Position via its own effect . He overlays his two Level 3 monsters to Xyz Summon " The Phantom Knights of Break Sword " ( 2000 / 1000 ) in Attack Position . " Break Sword " attack s and destroy s " Tomahawk " ( Sora 4000 → 3800 ) . Yuto Set s two cards . Turn 3 : Sora Sora draws " Designer Frightfur " . He then activates " Polymerization " , fusing the " Edge Imp Sabres " and " Fluffal Bear " in his hand to Fusion Summon " Frightfur Bear " ( 2200 / 1800 ) in Attack Position . " Frightfur Bear " attacks and destroys " Break Sword " ( Yuto 3200 → 3000 ) . The effect of " Break Sword " activates as it left the field , letting Yuto Special Summon all the monsters that were attach ed to it as Overlay Units and changing their Levels to 4 . Both " Ancient Cloak " and " Silent Boots " are Special Summoned . Sora activates the effect of " Frightfur Bear " , equip ping the destroyed monster to it and increasing its ATK by that of the equipped monster ( " Frightfur Bear " 2200 → 4200 ) . Sora Sets a card . Turn 4 : Yuto Yuto overlays his two Level 4 monsters to Xyz Summon " Dark Rebellion Xyz Dragon " ( 2500 / 2000 ) in Attack Position . He activates its effect , detach ing an Overlay Unit to halve the ATK of a Level 5 or higher monster Sora controls and adding that value to its own ATK until the end of this turn ( " Frightfur Bear " 4200 → 2100 , " Dark Rebellion " 2500 → 4600 ) . " Dark Rebellion " attacks and destroys " Frightfur Bear " ( Sora 3800 → 1300 ) . At this point , Yuya joins the Duel and goes to Sora ' s side . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .