Yu - Gi - Oh ! 5D ' s - Episode 014 " Bloom of the Black Rose " , known as " Appearing Folklore - The Destruction - Bringing " Black Rose Witch " in the Japanese version , is the fourteenth episode of Yu - Gi - Oh ! 5D ' s . It first aired in Japan on July 2 , 2008 . This is the only episode of Yu - Gi - Oh ! 5D ' s to not have a Featured Card . Summary . Blister ' s house . Blister hides Yusei out from the Sector Security in a back - alley garage now decked out as a condo . He warns Yusei that the Securities will want to track him due to his altercation with Trudge that night . Yusei shrugs off the warnings as he stares into the wealthy districts of the city . Tops . At Tops , Luna awakens to find her brother running insanely around the house , as he cannot find Yusei . She only succeeds in calming him down when she notices that Yusei has fixed their Duel Disk s for them . Then , Leo gets a call from his friend , Dexter . They make plans to go duel at the Daimon Area and hopefully meet up with a legendary duelist calling herself the " Black Rose Witch . " The two friends caution each other , as the Witch is said to kill those she defeats . At this point , Dexter notices Leo ' s Disk has been repaired . Luna stops him before he can reveal Yusei ' s identity , and tells him that , as Yusei is being pursued , they would not want to draw attention to him . Blister ' s house . As Yusei tinkers with his Duel Runner , Blister asks him why Sector Security is so interested in him . Blister is certain that it ' s not just about the stolen Duel Runner . Yusei isn ' t sure , but he flings to Blister the photo Lazar used to blackmail him . Blister goes off to contact a friend who can help save Yusei ' s Satellite pals . Rex Goodwin ' s complex . At Goodwin ' s complex , he outlines his scheme to trap the Signers to Jack , who dismisses it as preposterous . Goodwin , to involve Jack in participating , reveals that Yusei will be competing , thus giving Jack another shot at him . After Goodwin leaves , Jack confesses to Mina that he believes Goodwin is up to no good . He goes out to find Yusei , assuring Mina that he alone is powerful enough to control the Crimson Dragon . Daimon Area . The next day , a cab drops off Tanner and Yanagi , free from prison , at Blister ' s place . The two enter to find Yusei noisily tinkering with the Runner . He greets them , and they take notice of his own Deck , which they have never seen before . Tanner challenges Yusei and the Duel gets underway . Before the first move can be made , a familiar white Duel Runner rides up , and Jack confronts Yusei . Yusei accuses Jack of ratting out their old friends , which Jack has no knowledge of . As a gesture of good faith , Jack returns " Stardust Dragon " and tells Yusei to face him in the tournament , putting Stardust Dragon on the line . Jack takes his leave , musing about how Yusei hasn ' t changed at all . Yanagi is thrilled to see Yusei has his precious card back , and discerns both that Yusei is a Signer and that Jack was the person he dueled the night they were captured . Iliaster chamber . In the Iliaster chamber , Goodwin assembles Lazar and five other members whom he calls the " Dueling Assassins " . He sets the Assassins loose on the city . Daimon Area . Yusei and his friends go to the Daimon Area to Duel . Among the duelists there , he spots Leo , who is asking around about the Black Rose Witch yet receiving little better results than harsh rebukes . Against his sister ' s advice , Leo introduces Yusei to Dexter , who is scared of Yusei ' s criminal mark . Yusei ' s friends have heard of the Black Rose Witch - that she can make any card she plays real and that she " erases " those she defeats - but they dismiss her as an urban legend . As if on cue , the ground is torn up by a monstrous thornbush , and a massive dragon appears beyond the fog . The Witch appears in the fog and Yusei ' s birthmark starts to ache , as it had when he dueled Jack . Leo attempts to challenge the Witch , but the Witch notices Yusei ' s birthmark , which she condemns and yells " Wretched mark ! " . She then teleports away . She runs into an empty ally and ducks , breathing heavily , while atop a high scaffold , Lazar cackles to himself . Goodwin ' s plan . On the day of the Fortune Cup , Goodwin , from his box , watches the crowd file in . Lazar enters , and tells Goodwin that the Witch is a Signer and that she has received an invitation . As Jack watches with suspicion , Goodwin puts his plan into action . " " By the power of the Crimson Star , they shall all gather here . . . " " Featured cards . The following cards appeared in this episode . Cards that made their debut are in italics .