Yu - Gi - Oh ! ARC - V - Episode 040 " Stealth Warriors " , known as " The Warriors of Academia " in the Japanese version , is the fortieth episode of the " Yu - Gi - Oh ! ARC - V " anime . It first aired in Japan on January 25 , 2015 and in Australia on January 3 , 2016 . It became available with official subtitles via Crunchyroll on November 29 , 2016 . Summary . Yuya declares battle , attacking " Idaten the Conqueror Star " with " Dark Rebellion Xyz Dragon ' s " " Mauling Mandible Charge " , destroying it and abruptly reducing Iggy Arlo ' s LP to zero . In the darkened stadium , Nico Smiley shakily announces Yuya as the winner , Skip weakly congratulates Yuya , but the kids are terrified , since Yuya seemed like a different person . Yuya runs over to Iggy , offering him a hand up and asking if he ' s all right , but Iggy flinches and slaps Yuya ' s hand away . Looking up at Zuzu ' s nervous face , Yuya wonders what this feeling is . In the observation room , Shay observes that Yuya has Yuto ' s card , and he heads off to meet him . Declan warns him not to impede on the progress of the tournament , reminding him not to forget why Declan is holding the tournament , but Shay scoffs and exits the room . Claude offers to have Shay put under surveillance , but their attention is caught by Nico , announcing that due to Dipper ' s absence , his second round match against Reed Pepper will go to Reed by default . Declan is surprised , and one of the technicians explains that around three hours ago , they detected a powerful Summoning energy in the city , a Fusion signature . He asks Declan to look at what the cameras they found recorded , and the screen shows the mysterious girl advancing on Dipper , who Claude recognizes . Holding up her Duel Disk , the girl causes a crimson light to emit from it , and when it fades , Dipper is gone . The girl picks up a card and waves it , then turns and leaves . Declan orders the tape to be rewound and enhanced , and upon seeing her face , which resembles Zuzu ' s , Claude gasps that it ' s Zuzu . In the LID Center Court on the seventh day of the tournament , the results showing Olga ' s win against Haruno Mihara fade away as Nico announces the next match ; You Show Duel School ' s Zuzu Boyle vs . Duel Girls Club ' s Micky Starlett . Zuzu enters the arena confidently , as her father , Gong and the kids cheer her on , while Yuya remains quiet and depressed . Zuzu waves to them , though she is discouraged by Yuya ' s expression . The crowd soon begin to cheer for Micky , who tells her fellow club members that now it ' s Duel Time , and to be sure to display their greatest self , and the greatest smile , putting their hands together and cheering , " Duel Girl ' s Club , " Go " ! " Lights snap on as the members of the club skate into the arena , with Micky emerging last . Micky greets her fans , thanking them for coming today , and tells them that she ' ll Special Summon their hearts today . Zuzu looks around at the cheering crowd , having expected the Idol Duelist to effortlessly get her fans to cheer her on , but Zuzu is the poster girl of You Show Duel School , and will show them real Entertainment Dueling . Meanwhile , Zuzu ' s Duel in the Second Stadium is being monitored by Declan ' s technicians , while the mysterious girl is in Paradise First Stadium . Declan muses that there ' s no mistaking her ; that is definitely the girl from yesterday . Claude explains that the currently scheduled Senior match involves Kev Ravenwood , the previous Junior Youth champion , and Declan realizes that the girl ' s target is Kev . He get up from his chair , and explains that he ' s going to Paradise Stadium , warning them not to let Shay go there . In Zuzu and Micky ' s Duel , Micky ' s " Gellenduo " , powered up by two " Freya , Spirit of Victory " , attacks and destroys " Canon the Melodious Diva " , reducing Zuzu to 2900 LP . Nico comments that both Duelists are even in skill , and Micky agrees , but with the crowd ' s support , she has the strength of a hundred on her side . She waves to the crowd , telling them to enjoy every second of the Duel . Zuzu scoffs , remarking that she ' ll give everyone the best Duel that they can enjoy . Her father tells her to stay calm and burn on , as he ' ll transfer her the hot - blooded power of a hundred himself , while Gong explains that this man will cheer with the power of a hundred men . With the both of them , Zuzu will have the strength of two hundred , and the kids cheer , " Yay ! " in the background . Yuya follows up with a half - hearted " yay . . . " and he looks at the " Dark Rebellion Xyz Dragon " card , recalling the attack on Iggy and wondering why it happened . At the main stadium , the announcer explains that Kev Xyz Summon ed " Hierophant of Prophecy " , and used it to finish his match today . Kev himself enters a back area of the stadium , and he sees the mysterious girl and her companion walking towards him . He asks if she ' s the one who called him here , but the girl doesn ' t reply , ripping off her concealing overcoat and throwing out her arm in a challenge . kev seems intimidated , but Declan intervenes , explaining that he was the one who called Kev here . He apologizes to Kev and asks him to leave , congratulating Kev on a splendid Duel and telling Kev that he expects more from him in the future . Kev turns to leave and the mysterious girl protests , but Declan swiftly grabs her arm , adorned with a similar bracelet to Zuzu ' s , and he orders Kev to leave . Kev quickly flees , and the girl wrenches her arm free , telling Declan that if he ' s going to get in her way , then she ' ll take him out first . Her companion asks her to leave that to him , shedding his own overcoat . The girl tells Barrett to stay out of this , and Barrett replies that he cannot ; the duty given to him by the Professor is to protect the girl from any sparks that may fall upon her . Scowling , the girl begins to walk away , but stops short when Declan asks if the Professor is Leo Akaba . Neither foe answers , Barrett strapping on a shield - like Duel Disk and activating its sword - shaped blade . Declan straps on his own Duel Disk , and orders the area to be sealed off , and not to let anyone in unless Declan tells them otherwise . He activates his Duel Disk , and the girl sits on the side . Both Duelists yell , " DUEL ! " and Barrett takes the first turn for the advantage , activating the Continuous Spell Card " Beastborg Fusioner " , which allows him to Fusion Summon a " Beastborg " monster once per turn , as Declan expected . Barrett fuses " Panther Warrior " and " Dark Sentinel " and chants , " Ferocious black panther and guardian of sacred darkness , merge as one and let forth your valiant roar ! Fusion Summon ! Appear and come forth , Beastborg Panther Predator ! " In the control room , the technicians detect a Summoning level that is almost equivalent to that the measurement recorded yesterday . Barrett activates the effect of " Panther Predator " , inflicting half of its ATK to Declan , and " Panther Predator " blasts a red beam at Declan , who blocks the beam with his Duel Disk as his LP falls to 800 . Barrett Set s two cards and ends his turn , the girl remarking that Barrett is already steadily wearing down his opponent ' s LP in a by - the - books strategy . Claude contacts Declan , confirming that Declan ' s opponents are Duelists from the Fusion Dimension . Declan replies that he knows . Declaring his turn , Declan draws " D / D Lilith " . He activates his own Continuous Spell Card , " Dark Contract with the Swamp King " , which will inflict 1000 damage to him during his Standby Phase . Barrett is intrigued by the prospect of Declan damaging himself , and Declan explains that in exchange , once per turn , he is allowing to Fusion Summon a Fiend - Type Fusion Monster . He holds up the cards , declaring that he ' s fusing " D / D Cerberus " and " D / D Lilith " . The mysterious girl reacts in shock at the sight of the " Cerberus " card , and Declan chants , " Hellhound that bares its fangs , vamp of the dark night ! In whirlpool of light from the realm of the dead , become one and give birth to a new king . Fusion Summon ! Be born ! D / D / D Flame King Genghis ! " He declares his Battle Phase and attacks " Panther Predator " with " Genghis " , declaring " Fire Stroke " . Flames envelop the greatsword of " Genghis and it slashes through " Panther Predator " . Barrett falls to 3600 LP , but had already activated a Continuous Trap Card , " Beastborg Medal of the Shield " , which gains a Medal Counter for every 100 Battle Damage that he took . Four medals materialize on the shield that appears , and Barrett adds that in addition , when " Panther Predator " is destroyed , he can Special Summon its Fusion Materials from his Graveyard . " Panther Warrior " and " Dark Sentinel " emerge from the Graveyard portal . Musing that Barrett had already planned for his monster ' s destruction , Declan ends his turn . Adjusting his glasses , Declan comments that Barrett is unafraid of the risks needed to be taken for victory , and he seems to have an abundance of combat experience . Barrett is silent , remembering an incident in Heartland where he led three of his fellows into a " Widespread Ruin " trap , an incident implied to have caused the loss of his left eye . He then recalls meeting the mysterious girl in the corridors of Duel Academy , the girl having claimed that she would go to the Standard Dimension even if Barrett tried to stop her . Barrett replied that he would not stop the girl , but go with her , much to the girl ' s surprise , as all the other guards had tried to stop her ( in the dub , Barrett also addresses her by name , the only time that the girl ' s name is spoken in this episode ) . Back in the present , Barrett thinks that he knew the risks , but if he is to return to the battlefield , he must produce sufficient results . He declares his turn and draws , then activates the effect of " Beastborg Fusioner " once again , fusing " Panther Warrior " and " Dark Sentinel " . He tells " Panther Predator " to appear and come forth once more . Barrett then activates the other effect of " Beastborg Medal of the Shield " , sending it to the Graveyard to increase the ATK of a " Beastborg " monster by 100 times the number of " Medal Counters " that " Shield " had . " Panther Predator " rises to 2000 ATK , much to the watching Claude ' s shock . Barrett activates another Continuous Trap Card , " Beastborg Medal of the Blade " , which gains a " Medal Counter " for every 100 damage he deals to Declan . Declan observes that Barrett has quite a liking for war medals . Barrett replies that he is a warrior , and the number of medals he has is proof of his honor . Barrett activates the effect of " Panther Predator " to inflict half of its ATK to Declan , and this time , Declan takes 1000 damage , reducing him to 2200 as he blocks the beam again . " Medal of the Blade " gains ten " Medal Counters " , and Barrett then sends " Medal of the Blade " to the Graveyard to activate its effect , increasing the ATK of a " Beastborg " monster he controls by 100 for each " Medal Counter " that " Medal of the Blade " had . " Panther Predator " rises to 3000 ATK , much to Claude ' s horror , and Barrett declares battle , attacking " Genghis " with " Panther Predator " . " Panther Predator " severs one of the barbs of " Genghis " and snaps its sword with " Industrial Savage " , reducing Declan to 1200 LP . Declan thinks that as he expected , Barrett has an abundance of combat experience . Setting a card , Barrett ends his turn , commenting that on his next turn , Declan will take 1000 damage due to his " Dark Contract with the Swamp King " , correct ? Declan confirms this . With only the slightest hesitation , Declan draws , and he takes 1000 damage due to the effect of " Dark Contract with the Swamp King " . He groans in pain as both the card and his heart glow purple , and he falls to 200 LP . Barrett declares that Declan has earned his respect , and Declan deserves a medal of honor as well . Declan retorts that he does not need such things , but this damage has sealed Barrett ' s fate . Barrett looks surprised as Declan steps forward , " D / D Savant Galilei " and " D / D Savant Kepler " reflected in his glasses . He uses the Scale 1 " Galilei " and the Scale 10 " Kepler " to Set the Pendulum Scale , allowing him to simultaneously Summon monsters from Level s 2 to 9 , and he chants , " Grand power that shakes my very soul , arise within me and give birth to a new light that renders the darkness . Pendulum Summon ! Come before me , my monsters ! " Two purple streaks appear from the Summoning portal as Declan calls , " Prideful knight , D / D Proud Chevalier ! Vessel of disaster , D / D Pandora ! " Barrett is shocked to see the Summon ( in the dub it is more obvious that he is unfamiliar with the Summon ) , and Declan declares that there is still more , overlaying the Level 5 " Proud Chevalier " and " Pandora " . He chants , " Hero of legends , pierce through all things with your profound justice ! Xyz Summon ! Descend , Rank 5 , D / D / D Marksman King Tell ! " The Pendulum - Xyz Summon shocks Barrett even more . Declan activates the effect of " Tell . " By using one Overlay Unit in a turn where he took damage from a " Dark Contract " card , he can reduce the ATK of one of Barrett ' s monsters by 1000 and inflicting 1000 damage to Barrett . Barrett realizes that this is why Declan took that damage . " Tell " absorbs one of its Overlay Units into its wrist - mounted crossbow and fires twin lightning arrows as Declan declares , " Electrostatic Arrow ! " , the first one hitting " Panther Predator " in the knee , reducing it to 2000 ATK , and the second exploding in front of Barrett , blasting him backwards and reducing him to 2600 LP . Barrett manages to push himself off the ground and flip upright . Declan uses the other Overlay Unit , and " Tell " fires its " Electrostatic Arrows " again , hitting " Panther Predator " in the chest , reducing it to 1000 ATK , and Barrett is hit in the shoulder . Barrett yanks the arrow out and crushes it as his LP falls to 1600 . Declan tells them that he ' s not done yet , and he activates the second effect of " Dark Contract with the Swamp King " ; he can banish Fusion Materials from his Graveyard to Fusion Summon a " D / D " Fusion Monster , much to Barrett ' s shock . Banishing " Proud Chevalier " and " Pandora " , he chants , " Proud knight , be absorbed into the crucible of disaster ! Be reborn into a new king ! Fusion Summon ! Come forth ! Ruler who carries the glory of God ! D / D / D Oracle King d ' Arc ! " Declaring his Battle Phase , Declan attacks with " d ' Arc " . Barrett refuses to fall that easily , and he activates a Trap Card , " Beastborg Medal of Honor . " It destroys " Panther Predator " and Special Summons its Fusion Material Monsters from the Graveyard , then inflicts their total ATK to both players as damage . Power flows from the resurrected " Panther Warrior " and " Dark Sentinel " , exploding above them as Barrett vows to take Declan out with him with the 3500 points of damage . Declan adjusts his glasses and tells Barrett that he won ' t let him , activating the effect of " d ' Arc " , negating the effect damage and gaining LP equal to the damage that was negated . " d ' Arc " collects the energy in her claw with its " Life Elation " effect , and Declan gains 7000 LP , rising to 7200 LP . Barrett protests that it ' s impossible , and Declan orders " d ' Arc " to resume battle with " Oracle Charge " , destroying " Panther Warrior " and dropping Barrett ' s LP to 800 . Declaring the finishing blow , Declan has " Tell " attack " Dark Sentinel " with " Forbidden Break Shot " . " Tell " fires , and the arrow vanishes before it strikes , to " Barrett ' s " surprise . The attack hits home , and it blasts Barrett across the ground , reducing his LP to zero . The mysterious girl looks defiantly at Declan . Mirroring her defiance , Zuzu has 100 LP to Micky ' s 1000 , and only " Soprano the Melodious Songstress " on her field opposing Micky ' s " Wingweaver " . Nico explains that it ' s been a truly heated match up until now , but Micky has taken the lead . With no cards in her hand , Zuzu prepares to draw , thinking that being able to enjoy situations like this is Entertainment Dueling . She draws dramatically , getting " Crystal Rose " and Summoning it . She uses its effect to treat it as " Mozarta the Melodious Maestra " , and the light surrounding " Crystal Rose " refracts into an image of " Mozarta " . Yuya looks around the stand as he sees everyone cheering Zuzu ' s move , remembering Yuto ' s final words . Zuzu uses the effect of " Soprano " to fuse " Crystal Rose " and " Soprano " , chanting , " Angel ' s song ! Supreme genius ! With the guidance of the baton , gather your power ! Fusion Summon ! Now come here to the stage ! Sing the song of victory ! Bloom Diva the Melodious Choir ! " Yuya muses " Give everyone smiles , " and he wonders to himself what he ' s doing , reminding himself that this is Dueling . Zuzu attacks with " Bloom Diva " , using her effect to prevent her destruction in battle and inflict the battle damage to Micky that Zuzu would have taken . " Bloom Diva ' s " " Reflect Shout " destroys " Wingweaver " and Micky is blasted backwards as her LP falls to zero . Nico declares that they have a winner , You Show Duel School ' s Zuzu Boyle , and that it truly was an amazing Duel . Zuzu winks at the crowd and looks up at Yuya , who laughs happily . Back in the back area , the mysterious girl gets up and begins to walk off , but Declan tells Celina to wait , and Celina turns back to look at him ( Declan does not address Celina by name in the dub , and instead claims that the tale that he tells will change her outlook forever ) . Featured Duels . Zuzu Boyle vs . Micky Starlett . Duel already in progress . Zuzu control s " Canon the Melodious Diva " ( 1400 / 2000 ) , while Micky controls " Gellenduo " ( 1700 / 0 ) and two copies of " Freya , Spirit of Victory " ( 100 / 100 each ) and both players have 4000 LP remaining . Micky ' s turn < br > " Gellenduo " attack s and destroy s " Canon " ( Zuzu : 4000 → 2900 LP ) . Several turn s are skipped . Zuzu controls " Soprano the Melodious Diva " ( 1400 / 1400 ) and has 100 LP remaining , while Micky controls " Wingweaver " ( 2750 / 2400 ) and has 1000 LP remaining . Zuzu ' s turn < br > Zuzu draws " Crystal Rose " and subsequently Normal Summon s it ( 500 / 500 ) . She activate s the effect of " Soprano " , allowing her to conduct a Fusion Summon using " Soprano " and other monsters from her field and hand . She fuses " Soprano " with " Crystal Rose " , treating the latter card as " Mozarta the Melodious Maestra " to Fusion Summon " Bloom Diva the Melodious Choir " ( 1000 / 2000 ) in Attack Position . " Bloom Diva " attacks " Wingweaver " , with the effect of " Bloom Diva " activating as it is battling a Special Summon ed monster , causing the opponent to take the battle damage from that battle and destroying the monster it battles at the end of the Damage Step . " Wingweaver " is destroyed ( Micky : 1000 → 0 LP ) . Declan Akaba vs . Barrett . Turn 1 : Barrett < br > Barrett activate s the Continuous Spell Card " Beastborg Fusioner " , which lets him Fusion Summon a " Beastborg " Fusion Monster once per turn , using monsters from his hand or that he control s , however , he may not Normal Summon or Set . He activates its effect , fusing the " Panther Warrior " and " Dark Sentinel " from his hand to Fusion Summon " Beastborg Panther Predator " ( 1600 / 2000 ) in Attack Position . Barrett activates its effect , inflicting damage to Declan equal to half of its current ATK ( Declan : 4000 → 3200 LP ) . He Set s two cards . Turn 2 : Declan < br > Declan draws " D / D Lilith " . He then activates the Continuous Spell Card " Dark Contract with the Swamp King " , which lets him Fusion Summon a Fiend - Type Fusion Monster once per turn using monsters in his hand or that he controls , however , he will take 1000 damage during each of his Standby Phase s . Declan activates its effect , fusing the " D / D Cerberus " and " Lilith " from his hand to Fusion Summon " D / D / D Flame King Genghis " ( 2000 / 1500 ) in Attack Position . " Genghis " attack s and destroy s " Panther Predator " ( Barrett : 4000 → 3600 LP ) . As he took battle damage , Barrett activates his face - down Continuous Trap Card " Beastborg Medal of the Shield " , letting him he can place a Medal Counter on it for every 100 damage he took ( " Shield " : 0 → 4 Medal Counters ) . The effect of " Panther Predator " activates as it was destroyed , letting him Special Summon its Fusion Materials from the Graveyard . He Special Summons " Panther Warrior " ( 2000 / 1600 ) and " Dark Sentinel " ( 1500 / 1800 ) , both in Attack Position . Turn 3 : Barrett < br > Barrett activates the effect of " Beastborg Fusioner " , fusing " Panther Warrior " and " Dark Sentinel " from his field to Fusion Summon another " Beastborg Panther Predator " ( 1600 / 2000 ) in Attack Position . He activates the effect of " Medal of the Iron Shield " , send ing it to the Graveyard to have a face - up " Beastborg " monster he controls gain 100 ATK for each " Medal Counter " on it . Barrett chooses " Panther Predator " ( 1600 → 2000 ) . Barrett activates his face - down " Beastborg Medal of the Blade " . Once per turn , when he inflicts damage to Declan , Barrett can place a Medal Counter on it for every 100 damage . Barrett then activates the effect of " Panther Predator " , inflicting damage to Declan equal to half of its current ATK ( Declan : 3200 → 2200 LP , " Blade " : 0 → 10 Medal Counters ) . Barrett activates the effect of " Blade " , sending it to the Graveyard to have a " Beastborg " monster gain 100 ATK for each Medal Counter that was on " Medal of the Blade " . He chooses " Panther Predator " ( " Panther Predator " : 2000 → 3000 ) . " Panther Predator " attacks and destroys " Genghis " ( Declan : 2200 → 1200 LP ) . Barrett Sets a card . Turn 4 : Declan < br > During his Standby Phase , the effect of " Dark Contract with the Swamp King " activates , inflicting 1000 damage to Declan ( Declan : 1200 → 200 LP ) . Declan activates " D / D Savant Galilei " ( 1 ) and " D / D Savant Kepler " ( 10 ) in his Pendulum Zone s . Declan Pendulum Summon s " D / D Proud Chevalier " ( 2000 / 1700 ) and " D / D Pandora " ( 1700 / 2100 ) from his hand , both in Attack Position . He then overlays his two Level 5 monsters to Xyz Summon " D / D Marksman King Tell " ( 2300 / 2000 ) . He activates its effect twice , detaching an Overlay Unit to reduce the ATK of a monster Barrett controls by 1000 and inflict 1000 damage to him ( " Panther Predator " : 3000 → 2000 → 1000 , Barrett : 3600 → 2600 → 1600 LP ) . Declan then activates the effect of " Covenant with the Swamp King " , which lets him banish monsters from his Graveyard if he would Fusion Summon a " D / D " monster . He activates the effect of " Covenant with the Swamp King " , letting him Fusion Summon a Fiend - Type Fusion Monster . He banishes " Proud Chevalier " and " Pandora " from his Graveyard to Fusion Summon " D / D / D Oracle King d ' Arc " ( 2800 / 2000 ) in Attack Position . " d ' Arc " attacks " Panther Predator " , but Barrett activates his face - down " Beastborg Medal of Honor " as a " Beastborg " Fusion Monster he controls is being targeted for an attack . He can destroy that Fusion Monster and Special Summon its Fusion Materials from theGraveyard , then inflict damage to both players equal to the combined ATK of the Summoned monsters . He destroys " Panther Predator " and Special Summons " Panther Warrior " ( 2000 / 1600 ) and " Dark Sentinel " ( 1500 / 1800 ) , both in Attack Position , which would inflict 3500 damage to both players . As a player would take effect damage , Declan activates the effect of " d ' Arc " , making that damage 0 and increasing his LP by the same amount ( Declan : 200 → 7200 LP ) . A replay occurs , and " d ' Arc " attacks and destroys " Panther Warrior " ( Barrett : 1600 → 800 LP ) . " Tell " attacks and destroys " Dark Sentinel " ( Barrett : 800 → 0 LP ) . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .