Yu - Gi - Oh ! ZEXAL - Episode 012 " The Pack , Part 2 " , Known as " Combination of Hope ! Armored Xyz Activates ! " in the Japanese version , is the twelfth episode of the " Yu - Gi - Oh ! ZEXAL " anime . It first aired in Japan on June 27 , 2011 and in the United States on February 25 , 2012 . Summary . Yuma and Shark are down to 2400 and 1100 LP , respectively , in their Tag - Team Duel against Scorch and Chills . Yuma says that at this rate they ' ll be in trouble , but Shark points out that " " has no more Overlay Units , so its effect can no longer be used . Yuma is now excited , saying the battle is just beginning . Scorch tells them they ' ll be done soon no matter what and that Shark will be the first to go . " Volcasaurus " attack s directly , but Shark activate s his face - down " Zeus ' Breath " to negate the attack . Scorch is surprised and Yuma is relieved . Scorch says that their fields are still empty - they ' ll be finished next turn . Scorch Set s two cards and ends his turn . Yuma draws and then Normal Summon s " Goblindbergh " , which activates its effect . He Special Summon s " Gagaga Magician " from his hand in Attack Position . Shark comments that he has two Level 4 monsters and Astral tells Yuma to wait . Yuma overlays his two monsters to Xyz Summon " " in Attack Position . Tori is happy to see " Utopia " , but Bronk says it doesn ' t matter - Yuma is still relying on " Number s " . The eyes of Scorch and Chills glow red as they say they ' ve been waiting for this . Chills activates his face - down " Avalanche " , which covers " Utopia " in ice . This prevents it from attacking and Yuma will take 500 damage should he activate any of its effects . Shark comments its a Trap Card specifically designed to counter Xyz Monsters and Astral calls Yuma ' s move a careless Summon . Yuma Set s two cards to end his turn . Scorch believes that as long as the " Numbers " is frozen , they have the Duel won and tells Chills to finish them in one shot . Chills begins his turn and switches " Icebergdon " to Attack Position . He tells Shark this is the end and attacks him directly . Shark braces for the impact , but Yuma declares he is activating the effect of " Utopia " - he can negate an attack by detach ing an Overlay Unit . Shark says that ' s impossible and asks if he forgot the effect of " Avalanche " . Yuma says he told him before - they are friends . Utopia negates the attack with " Moon Barrier " and Yuma ' s LP drop to 1900 as he ' s lifted off the ground by icy winds . Tori screams Yuma ' s name and Bronk speculates that Yuma Summoned " Utopia " to protect Shark . Shark is a bit perturbed , saying Yuma always does unnecessary things . Chills taunts that that was a touching display of friendship . He says another attack is coming and attacks Shark directly with " Pompadour Blizzardon " . Yuma uses " Moon Barrier " to negate the attack again , dropping his LP to 1400 and dropping him back to the ground . Yuma curses and Shark asks what ' s wrong - at the rate they ' re going , Yuma may as well keep sleeping on the ground . Yuma tells him to be quiet and says he was just resting a bit - and that the game is just beginning . Chills and Scorch say that they still don ' t realize just how powerful they are . Scorch activates his face - down " Volcanic Ash " , switching " Pompadour Blizzardon " to Defense Position . Yuma questions what the point of that was and Chills thanks Scorch . With that , he can activate " Frozen Ice Cave " , which increases the Level of one Defense Position monster by 1 . Therefore " Pompadour Blizzardon " becomes Level 5 and Chills overlays it with " Icebergdon " to Xyz Summon " " , who initially appears as a giant , spear - tipped ice block before moving to its Dinosaur form . Yuma says that ' s the second " Numbers " and Chills activates the effect of " Freezerdon " . By detaching an Overlay Unit , it brings back the Overlay Units for another Xyz Monster . The two Units of " Volcasaurus " return . Yuma and Astral are shocked , as this means they can use " Magma Max " again . Chills Sets two cards as he and Scorch laugh , saying that no one has ever beaten them in a Tag Duel . Astral says that something isn ' t right here and Shark tells him it ' s as expected - Scorch and Chills are cheating . Yuma and Chills both ask what he means and Shark tells Chills not to play dumb . They ' re been using one cheap trick after another . Astral asks Yuma what cheating means , he says that means they ' re fighting dirty . Astral asks if this means the Duel is unfair and Shark says he expected nothing less from them . From the beginning , they knew what cards the other would draw and in what order . He speculates that they rigged the auto - shuffle function of their Duel Disk s . Yuma says that makes sense , - that ' s how they both knew the other had a Level 5 monster in their hands . Astral adds that the combo with " Frozen Ice Cave " falls under the same category . He says that Scorch and Chills cannot truly call themselves Duelist s . Shark says that a true Duelist would never cheat like that . Chills tells him to stop speculating and Scorch adds that Shark himself cheated at the National Championships . He add that " Champion candidate " was never a good term to describe Shark , he was nothing but a cheat that spied on his opponent ' s Deck in the waiting room . Flashbacks to the event are shown . Spectators fill the stands as an announcer states that at last the finals of the " Duel Monsters " National Championship will begin . The Champion candidate is well on his way to victory . In the waiting room , Shark mutters to himself that he must win . Another man leaves the room and Shark hears cards hit the floor . He looks over where he heard the noise and sees his opponent ' s Deck on the ground . Four cards are face - up - " Necrovalley " , " Skill Drain " , " Mirror Force " and " Gravekeeper ' s Descendant " . At the finals , the crowd cheers Shark ' s name . The announcer says they are at last at the climax of the championship Duel . Shark has " Big Jaws " on the field and again mutters that he must win . His opponent Sets a card , and Shark wonders if it ' s " Mirror Force " . He has a counter for that , so he ' ll win . As he is about to begin his turn , red crosses adorned with the word " STOP " cover the field . The commentator announces that Shark has been disqualified for foul play as he unfairly checked his opponent ' s Deck . Scorch says that because of that , Shark was forever exiled from the Dueling stage . Shark mutters that he ' s afraid of losing and Chills laughs as he and Scorch both taunt him . Yuma yells for them to stop and asks what ' s so funny about being afraid of losing . Yuma says he ' s scared too . Whenever he thinks of losing , he ' s paralyzed with fear . That ' s why he used " Numbers " against Shark . He lied , it was not to save Shark . But that is why he decided he would never lie in a Duel again . He says it must be the same for Shark and that that is what makes Shark a true Duelist . No matter what dirty tricks their opponents use , he and Shark will fight fair and square for victory . Chills says they sure talk big , but Scorch reminds them have nothing on the field but a frozen " Number " , which will do them no good . Shark tells Yuma that they will win this Duel . Shark activates " Xyz Gift " , drawing two cards as there are two or more Xyz Monsters on the field . He Normal Summons " Needle Sunfish " and activates " Surface " , Special Summoning " Big Jaws " from his Graveyard in Defense Position . Yuma realizes what Shark will do and Shark overlays his two monsters to Xyz Summon " Black Ray Lancer " in Attack Position . Shark activates its effect , detaching the overlaid " Needle Sunfish " to negate the effects of " Volcasaurus " until the End Phase . Yuma is excited , as now they can destroy the " Numbers " . Scorch points out that " Volcasaurus " still has 2500 ATK and Shark calls him naive . He reveals that when " Needle Sunfish " is sent to the Graveyard , it decreases the ATK of one monster by 500 . " Needle Sunfish " appears and launches spiked missiles from its mouth , which hit " Volcasaurus " , reducing its ATK to 2000 . Astral is surprised that Shark made a comeback int his sort of situation . " Black Ray Lancer " attacks " Volcasaurus " with " Shimmering Spear Slash " , but Chills activates his face - down " Compensation Exchange " , negating the attack but inflicting the ATK of " Volcasaurus " to himself in exchange . Yuma thinks it ' s odd that Chills took the hit and Scorch says that he ' ll attack , while Chills will defend . Chills says that that is their fighting style . Scorch activates his face - down " Volcanic Abyss " , checking Yuma ' s hand . He may return a monster in it to Yuma ' s Deck . Yuma wonders why he ' s do this and Astral says it is to prevent him from Summoning a monster on his next turn . His hand contains " Monster Reborn " and " Gogogo Golem " ; both cards appear as holograms in front of all players , and Shark takes note what Yuma ' s hand contains . Scorch believes that Yuma will not be able to use " Monster Reborn " effectively and " Gogogo Golem " returns to the Deck . Shark Sets a card . Scorch says this turn will be their end and draws . He says Shark will be first and activates the effect of " Volcasaurus " , detaching an Overlay Unit to destroy a monster and inflict damage to its controller equal to its ATK . Yuma yells Shark ' s name as Scorch declares the effect , " Mag - Max " . " Black Ray Lancer " is destroyed , but Yuma activates his face - down " Damage Diet " , which halves all damage they take this turn . Shark ' s LP fall to 50 . Shark activates his face - down " Icy Crevasse " , declaring " Volcasaurus " as the target . This will destroy it and inflict damage to Scorch equal to its ATK . The ground around " Volcasaurus " cracks open and it begins to fall . Chills activates his face - down " Forced Change " , changing the target of " Icy Crevasse " to " Freezerdon " . It falls through the ground as Chills ' s LP fall to 0 and Scorch screams his name . Scorch is livid , asking how they dare do that to his little brother . Saying there ' s no turning back now , he activates " Mag - Max " again , destroying " Utopia " , " Damage Diet " halving the damage , leaving Yuma with 150 LP . Scorch declares it as a useless trick and attacks Shark directly with " Volcasaurus " . Shark activates his face - down " Final Offering " , ending the Battle Phase and giving an opponent one card from his hand . He tosses a card from his hand to Yuma , who is surprised to find he ' s considered an opponent in terms of the card effect . Scorch calls it a useless struggle and activates " Twin Volcano " . During his Standby Phase , it will inflict 500 damage . He may also send it to the Graveyard to inflict another 500 damage . Astral says that this means that if Scorch gets another turn , both their LP will be 0 . Chills taunts that it will be their victory and Scorch tells them to prepare themselves . Shark tells Yuma not to give up - they still have a chance to win . Yuma draws and examines his hand , wondering how they can win . Shark believes that Yuma will see what it is . Astral wonders if Yuma will realize what he needs to do . Yuma sees as his only move as activating " Monster Reborn " to revive " Utopia " , but then sees the " Armored Xyz " that Shark gave him . He remembers when Astral told him that " Monster Reborn " can revive monsters from the opponent ' s Graveyard as well . Yuma activates " Monster Reborn " and Bronk wonders if he ' ll Special Summon " Utopia " . Yuma Special Summons the " Black Ray Lancer " from Shark ' s Graveyard in Attack Position . Scorch asks why he ' d choose that monster , it has lower ATK than " Utopia " - an amateur move . Shark tells him not to be so sure of that and Yuma plays " Armored Xyz " . This equip s an Xyz Monster from Yuma ' s Graveyard to " Black Ray Lancer " . The two monsters combine , giving " Black Ray Lancer " 2500 ATK . Scorch says it matters not , only a " Number " can defeat another " Number " . Shark says this card can defeat a " Number " as " Black Ray Lancer " will gain all the effects of " Utopia " , with Yuma adding that it becomes a " pseudo - Number " of sorts . " Black Ray Lancer " destroys " Volcasaurus " and Scorch ' s LP drop to 1900 . Shark and Yuma reveal that by sending " Utopia " to the Graveyard , " Black Ray Lancer " can attack again . It attacks directly with " Black Spear " ( cut from the dub is a shot of the spear going through Scorch ) , defeating Scorch , blasting both him and Chills backwards onto the ground . Bronk and Tori excitedly jump and Astral declares his twelfth observation as he absorbs the two " Numbers " - " this is your way of Dueling " . Astral ' s memories are the Astral World being hit by numerous explosions as the unseen inhabitants scream . Scorch and Chills groggily awake and Chills questions why they ' d steal cards . When they see Shark , they leap to their feet and run away . Tori yells for them to never come back again . Yuma turns to Bronk and apologizes for lying . With a bit of urging from Tori , Bronk accepts the apology and asks Yuma to Duel him . Yuma says that sounds great and sees Shark has turned to go . Yuma moves to return " Armored Xyz " to him , but Shark tells him to keep it , as he ' s grown a bit from being a " no - good Duelist " . Shark tells Yuma he ' ll see him later and walks to his motorcycle as Yuma smiles . Featured Duels . Yuma Tsukumo and Reginald Kastle vs . Scorch and Chills . " Duel continues from the previous episode . " Turn 5 : Scorch " " attack s Shark directly , but Shark activate s his face - down " Zeus ' Breath " to negate the attack . Scorch Set s two cards . Turn 6 : Yuma Yuma draws . He then Normal Summon s " Goblindbergh " ( 4 / 1400 / 0 ) in Attack Position . As " Goblindbergh " was Normal Summoned , Yuma activates its effect to Special Summon " Gagaga Magician " ( 4 / 1500 / 1000 ) from his hand in Attack Position ( as its Level is at most 4 ) . Yuma overlays " Gagaga Magician " and " Goblindbergh " in order to Xyz Summon " " ( 4 / 2500 / 2000 , ORU : 2 ) in Attack Position . As an Xyz Monster was successfully Summoned , Chills activates his face - down " Avalanche " by targeting " Utopia " . Now " Utopia " can ' t attack and Yuma will take 500 damage each time " Utopia " activates an effect . Yuma Sets two cards . Turn 7 : Chills Chills draws . He then switches " Icebergdon " ( 5 / 1300 / 2100 ) to Attack Position . " Icebergdon " attacks Shark directly , but Yuma activates the effect of " Utopia " to detach an Overlay Unit ( " Utopia " : 2 → 1 ORU ) and negate the attack . The effect of " Avalanche " activates ( Yuma : 2400 → 1900 LP ) . " Pompadour Blizzardon " attacks Shark directly , but Yuma activates the effect of " Utopia " ( " Utopia " : 1 → 0 ORU ) to negate the attack . The effect of " Avalanche " activates again ( Yuma 1900 → 1400 ) . Scorch activates his face - down " Volcanic Ash " to switch " Pompadour Blizzardon " to Defense Position . Chills activates " Frozen Ice Cave " to target " Pompadour Blizzardon " ( as it ' s currently in Defense Position and increase its Level by 1 ( " Blizzardon " : 4 → 5 ) . Chills overlays " Icebergdon " and " Pompadour Blizzardon " in order to Xyz Summon " " ( 5 / 2000 / 2500 , ORU : 2 ) in Defense Position . Chills then activates the effect of " Freezerdon " to detach an Overlay Unit ( " Freezerdon " : 2 → 1 ORU ) and return " Flamesaurus " and " Baggy Pants Lavasaurus " from the Graveyard to " Volcasaurus " as Overlay Units ( as both " Flamesaurus " and " Baggy Pants Lavasaurus " were used for the Xyz Summon of " Volcasaurus " and were in the Graveyard at the time ) ( " Volcasaurus " : 0 → 2 ORU ) . Chills Sets two cards . Turn 8 : Shark Shark draws " Xyz Gift " and subsequently activates it to draw two cards as there are two or more Xyz Monsters on the field . He then Normal Summons " Needle Sunfish " ( 3 / 1500 / 100 ) in Attack Position . Shark activates " Surface " to revive " Big Jaws " ( 3 / 1800 / 300 ) in Defense Position ( as " Big Jaws " is a WATER monster ) . Shark overlays " Needle Sunfish " and " Big Jaws " in order to Xyz Summon " Black Ray Lancer " ( 3 / 2100 / 600 , ORU : 2 ) in Attack Position . Shark activates the effect of " Black Ray Lancer " to detach " Needle Sunfish " ( " Black Ray Lancer " : 2 → 1 ORU ) and negate the effects of " Volcasaurus " until the End Phase . Since " Needle Sunfish " was sent to the Graveyard , Shark activates its effect to decrease the ATK of " Volcasaurus " by 500 ( " Volcasaurus " : 2500 → 2000 ATK ) . " Black Ray Lancer " attacks " Volcasaurus " , but Chills activates his face - down " Compensation Exchange " to negate the attack and inflict the ATK of " Volcasaurus " to himself as damage ( Chills : 4000 → 2000 LP ) . As effect damage was inflicted , Scorch activates his face - down " Volcanic Abyss " to let him look at Yuma ' s hand and return a Monster Card from it to the Deck . Yuma ' s hand contains " Gogogo Golem " and " Monster Reborn " , so the former card is returned to Yuma ' s Deck . Shark Sets a card . Turn 9 : Scorch Scorch draws . He then activates the effect of " Volcasaurus " ( " Volcasaurus " : 2 → 1 ORU ) to destroy " Black Ray Lancer " , but Yuma activates his face - down " Damage Diet " , which halves all effect damage his team takes this turn ( Shark : 1100 → 50 LP ) . As a monster he controls was destroyed by his opponent ' s card effect , Shark activates his face - down " Icy Crevasse " , to target " Volcasaurus " and destroy it as well as inflict damage to its owner equal to its original ATK , but Chills activates his face - down " Forced Change " to change the target of " Icy Crevasse " to " Freezerdon " , who is destroyed instead ( Chills : 2000 → 0 LP ) . Scorch activates the effect of " Volcasaurus " ( " Volcasaurus " : 1 → 0 ORU ) to destroy " Utopia " and " Damage Diet " halves the damage ( Yuma : 1400 → 150 LP ) . " Volcasaurus " attacks Shark directly , but Shark activates his face - down " Final Offering " to end the Battle Phase and let him add a card in his hand to that of one of his opponents . Per the rules of the Tag - Team Duel , Yuma is considered an opponent as well as a partner , so he adds " Armored Xyz " to Yuma ' s hand . Scorch activates " Twin Volcano " , which will inflict 500 damage to an opponent during each of his Standby Phase s . Scorch may also send it to the Graveyard to inflict 500 damage . Turn 10 : Yuma Yuma draws " Overconfidence " . Yuma ' s hand contains " Armored Xyz " and " Monster Reborn " . He activates " Monster Reborn " to revive " Black Ray Lancer " ( 3 / 2100 / 600 ) in Attack Position and under his control . Yuma then activates " Armored Xyz " , to target " Utopia " from his Graveyard and equip it to " Black Ray Lancer " . While equipped with " Utopia " , " Armored Xyz " has the name and ATK of " Black Ray Lancer " become the same as " Utopia " ( " Black Ray Lancer " : 2100 → 2500 ATK ) . " Black Ray Lancer " attacks and destroys " Volcasaurus " ( Scorch 2400 → 1900 ) . Yuma activates the last effect of " Armored Xyz " to send " Utopia " to the Graveyard and allow " Black Ray Lancer " to attack again ( " Black Ray Lancer " : 2500 → 2100 ATK ) . " Black Ray Lancer " attacks directly ( Scorch 1900 → 0 ) . Reginald Kastle vs . National Duel Circuit Finalist . The full Duel is not shown . Shark control s " Big Jaws " ( 3 / 1800 / 300 ) while his opponent controls no monsters . The opponent Set s a card . Because Shark saw some of his opponent ' s cards , he is disqualified . Featured cards . The following cards appeared in this episode . Cards in italics debuted here . Trivia . The Set Trap Card s featured in the one - point lesson were used by the protagonists of the three older " Yu - Gi - Oh " series . " Mirror Force " was used by both Yugi and Jaden , " Hero Barrier " by Jaden and " Scrap - Iron Scarecrow " by Yusei .