Yu - Gi - Oh ! ARC - V - Episode 059 " Dueling ’ s Most Wanted " , known as " Underground Riding Duel ! ! " in the Japanese version , is the fifty - ninth episode of the " Yu - Gi - Oh ! ARC - V " anime . It first aired in Japan on June 7 , 2015 and aired in Canada on September 23 , 2016 . It became available with official subtitles via Crunchyroll on December 27 , 2016 Summary . Dennis recaps , explaining that the self - styled promoter Lucas Swank led him and Gong to an Underground Dueling Arena , a place for illegal gambling Duels . In his search for strong Duelists , Shay entered the arena , and with his popularity and skill snatched the spot as Number One . In an attempt to liven up the crowd , Lucas had Dennis Duel Shay , since ten consecutive wins in the arena means entry into the Friendship Cup , so Dennis challenged Shay . Dennis declared a Pendulum Summon , bringing out his " Performage Ball Balancer " and two " Performage Wing Sandwichman " . " Pendulum Summon ? " the Director asks . One of his aides confirms it ; the Summon was detected in the Underground Dueling Arena . The Director orders that men be sent out ASAP , as they may have concealed themselves there , and he places a white knight down . The crowd are shocked to see three monsters Summoned at once , with the Level 5 or higher monster card not needing Tribute s . Dennis ' s monsters face off against Shay ' s " Raidraptor - Blaze Falcon " , and both players have 100 LP and no cards in their hands . Lucas laughs and asks the crowd how that is ; are they surprised ? That ' s exactly why Lucas has his eye on Dennis . The crowd remember Dennis and Gong ' s Duel at Central Park , and they realize that the Summon is the same . Lucas confirms it , and he describes the Summon as akin to magic that leaves anyone who sees it awestruck . Its name is the Pendulum Summon ! That ' s what he , the great promoter Lucas , has in store for them today , a treasure among treasures . The Commons cheer and the Topsiders watch from their private boxes . Dennis tells the crowd that that ' s not all , and to feast their eyes on this . He activates the effect of " Wing Sandwichman " . Since he controls another " Wing Sandwichman " , he can target one monster he controls and have it become the same Level as " Wing Sandwichman " . He chooses " Ball Balancer " , and both " Wing Sandiwichmen " stamp it with their shields , increasing " Ball Balancer " to Level 5 . Gong observes that thanks to the effect of " Wing Sandwichman " , Dennis now controls three Level 5 monsters . Dennis overlays the Level 5 " Wing Sandwichmen " and " Ball Balancer " , and he chants , " Arrive , hell ' s artist ! Xyz Summon ! Rank 5 ! Performage Shadow Maker ! " Lucas asks the crowd how they like that , have they gotten their eyeful ? A Pendulum Summon turns into an Xyz Summon ! The crowd cheer again , and Dennis laughs that the audience ' s hearts have been captured ; he ' s simply magnificent . One of the Commons comments that if this goes on , then Shay is done for . His girlfriend sadly laments that she doesn ' t want Shay to lose , but Master Dennis is great too , much to the man ' s displeasure . Another man with a criminal mark beside them observes that Shay has both popularity and the Number One spot , so if he ' s defeated then the money is really going to roll in . Lucas asks how this will turn out ; will Shay maintain his spot as the Number One , or will Dennis claim the spot and become their new Number One ? Will it be Shay or Dennis , Dennis or Shay ? Dennis apologizes to Shay , stating that he ' ll be taking the Number One spot . Shay smirks , and Dennis tells Shay that the loser will be him . They both accelerate , something that Gong notes with disapproval , commenting that they are both consumed by bloodlust . Dennis powerslides and declares his Battle Phase , attacking " Blaze Falcon " with " Shadow Maker " . " Shadow Maker " slices " Blaze Falcon " into six pieces with its massive scissors , destroying it . In response , Shay activates the effect of the Equip Spell Card " Raptor ' s Ultimate Mace " since the equipped monster was destroyed ; reducing the damage to zero and adding a " Rank - Up - Magic " card from his Deck to his hand . He adds " Rank - Up - Magic Revolution Force " , and Dennis calls it a useless struggle , commenting that even if Shay has added the card to his hand , he can ' t use it during Dennis ' s turn . He has no monsters on the field , so he ' s lost . Shay responds by activating a Trap Card , " Lightning Quick " , which allows him to activate a Quick - Play Spell Card from his hand . He activates " Revolution Force " , taking control of an Xyz Monster on his opponent ' s field and using that monster as Xyz Material to Summon a " Raidraptor " monster that is one Rank higher . The crest on the card flashes out , and " Shadow Maker " uses one of its Overlay Units before reappearing on Shay ' s field and entering the Overlay Network , and Shay chants , " Proud falcon , spread your wings dyed with the blood of heroes . Advance along the path of revolution ! Rank - Up Xyz Evolution ! Come forth ! Rank 6 ! Raidraptor - Revolution Falcon ! " Gong observes that there are no monsters on Dennis ' field , asking if it ' s a commendable reversal . Lucas is shocked , praising Shay ' s move and stating that this is surely the most suited matchup for their Number One . As he laughs , the shadow of " Revolution Falcon " suddenly begins to extend ; and " Shadow Maker " emerges from it . Shay and Gong are shocked , since " Shadow Maker " should have become one of " Revolution Falcon ' s " Overlay Units , but Dennis explains that the effect of " Shadow Maker " is activated when it is targeted by a card effect , allowing him to detach an Overlay Unit to Special Summon another from his Extra Deck . Shay remarks on the card ' s ability to recreate its own shadow , as the two monsters face off . In the shadows , a Sector Security officer whispers into his microphone for the squads to report it . Squad 2 reports that deployment is complete , as do Squads 3 , 4 and 5 . Areas C and D are both blocked off . The officer asks about the Tops , and another officer informs him that their evacuation will be completed in three minutes . The officer tells them to take action in three minutes . Dennis suggests to Shay that they liven things up again , and both Duelists accelerate even further . Just as Shay pulls ahead , the lights snap off , and the energy blades of Dennis and Shay ' s Duel Disks dematerialize . Their Duel Runners soon shut down as well , and Dennis is sent tumbling from his Duel Runner , while Shay is able to leap off and land safely . As soon as they come to a stop , spotlights snap on them , and the crowd are confused , asking if it ' s a blackout . A Sector Security officer informs them that this is Sector Security , and all of them are under arrest for engaging in illegal Turbo Duels . The Commons panic and attempt to flee as Sector Security orders them not to resist . He repeats his orders as Sector Security officers surround Shay and Dennis . Lucas flees through the stunned crowd , with Gong hot on his heels and telling him to wait , but materialized " Gate Blocker s " cut him off from Lucas and he is cornered by Sector Security officers , uttering an expression of regret . Later , an officer informs the Director that they have secured Commons from the audience that are suspected to be dangerous characters , and they also have the two Xyz and Pendulum Summoners and their accomplice . Viewing Gong , Dennis , and Shay on a screen , the Director congratulates the officer before ordering him to continue expanding the search area . He orders the underground area to be thoroughly searched , as the others may have sought shelter among the Commons , and to restrain anyone who resists by any means necessary . The officer replies , " Understood " and signs off . The Director looks at his chessboard with a smirk , commenting that it ' s perfect ; now they can give the City a major cleanup . Frank holds up his " Colossal Fighter " monster and declares a Synchro Summon . Tarren tells him that he can ' t since he doesn ' t control a Tuner monster . Frank apologizes , and Tanner reprimands him , claiming that Frank said that he wouldn ' t cheat . Riley sits on the steps to Crow ' s house as the two Commons boys Duel , and he wonders where Declan is . Yuya steps outside , asking Frank and Tanner where Celina and Sylvio are . Frank asks if they mean the " scary big - sis " and the " big brother with the ego " ( an approximate translation of Sylvio ' s habit of using the personal pronoun " ore - sama " ) . Tanner replies that he hasn ' t seen them , and Yuya irritably muses that they must have run off into the City center again . He looks up at one of the Tops ' towering complexes , admitting that he doesn ' t think that they would go up that high , but they ' re such a handful . Riley gets up , and Yuya asks where he is going . Riley states that he ' s going to look for Declan and runs down the stairs , and Yuya tells him sharply that he can ' t . Riley stops short , and Yuya apologizes , reassuring Riley that Yuya isn ' t mad . Riley whispers , " big brother " , and Yuya reminds him that walking around the City right now is bound to be dangerous ; Crow said that , remember ? Yuya suggests that they wait for now , reassuring Riley that he ' ll definitely let him see Declan . Celina attacks directly with " Lunalight Cat Dancer " , who lands a kick and reduces the LP of Celina ' s opponent from 500 to zero . " Crossover " dissolves and Sylvio claps her , commenting that that ' s the eighth one so far . He observes that she said that she was looking for Zuzu , but so far all she seems to be doing is Dueling ; will it be okay on the Zuzu front ? Celina replies that looking for Zuzu is important , but so is looking for strong Duelists . She deactivates her Duel Disk and kneels down in front of her opponent , fiercely asking him who the strongest Duelist here is . The shaken boy nods to a poster of Jack Atlas . Sylvio muses that he ' s been seeing his name around a lot , and Celina asks the boy where she can Duel him . In a nearby alleyway , a Sector Security officer reports to the Director , telling him that their target is locked ; the girl from the other day who Fusion Summon ed , and the blonde is with her too . The Director orders him to continue keeping tabs on them , as the other Pendulum Summoner must be where they are headed . Crow learns from Yuya that Celina and Sylvio went off on their own again . Crow mutters " Seriously " , asking how many times he has to remind them not to move aboveground in the daytime . Yuya apologizes , and reassures Crow that he ' ll talk to them . The door opens , and a man in a Turbo Dueling suit comes in with a bag in his arms , claiming that he brought what Crow asked for . As soon as he sees Yuya , he crossly asks if Yuya is still here . Yuya recognizes the man as one of Crow ' s comrades who rescued them , and Crow introduces his comrade as Shinji . Yuya thanks Shinji , and Shinji points out that Yuya is still wanted by Sector Security , and tells him not to get the kids involved . Yuya reassures them that he ' ll be careful . Shinji lightens up when the kids come in , cheered by Shinji ' s presence , something that makes Yuya smile . Shinji tips a pile of sweets and biscuits out from the bag , explaining that he brought them some treats . Frank is appreciative , and Amanda asks if Shinji stole them . Shinji is offended , claiming that he got them at a bargain , but the kids all shoot sceptical looks at him , and he indignantly asks what those are for . He tells them to never mind , and to sit down and eat . He calls over to Riley and tells him to come over and have some food ; describing it as a gift from the Commons as he holds up a doughnut with a smile . Shinij comments that he ' d better be heading off , and Crow thanks him . Shinji warns them to be careful , since Sector Security still have their eyes peeled all over the City . The kids bid him goodbye , and heads out and quickly makes his way off the premises . The kids dig into the food appreciatively , and Crow tells Riley to come over and eat . Riley doesn ' t move , so Crow comments that he ' d better be quick or it ' ll all disappear . Riley still doesn ' t move , and Crow reassures him that there ' s no need for him to stand on ceremony ; come over and eat . Riley finally asks if that is an order , and Crow bursts out laughing , commenting that Riley ' s been there for three days and this is the first time he ' s said anything . Crow puts his hands on Riley ' s shoulders , telling Riley that if he wants an order , he can go and wash his hands before eating . Riley nods and heads to the sink . Crow tells the other kids to go over and wash up as well , and Amanda protests that they ' re already eating . Crow replies that it ' s an order , so there are no excuses . Crow and Yuya watch Riley wash his hands with the other kids , and Crow asks why Riley is so timid . Yuya admits that he doesn ' t know . Sighing , Crow reassures Yuya that since Riley is just a kid , he ' ll be fine moving around freely , since if he makes a mistake , he can just try to do better next time . Yuya admits that he wants to put a smile on Riley ' s face again , and not just Riley , he wants to fill the whole world with smiles . Crow smiles wryly , commenting that happiness is having a full stomach and Yuya doesn ' t get it at all . Yuya replies that smiles are symbols of happiness , and Crow asks if smiles will fill one ' s stomach ( in the dub , Yuya and Crow argue about whose duels are more entertaining ) . Yuya retorts that it doesn ' t matter how much you fill your stomach if you aren ' t smiling ; you can ' t say you ' re happy . That ' s just loneliness . " First you have to fill your stomach ! " Crow yells . " Smiles come second . " Yuya replies that that ' s not so , and Crow apologizes for being offensive , but those are obviously the words of someone who ' s well off . Yuya irritably asks what Crow said , protesting that a full stomach obviously isn ' t enough . Crow snaps that filling one ' s stomach takes priority , and Yuya retorts that that ' s not so , as the kids take notice of the argument . Crow cheekily asks the kids if they ' re happiest when they eat their fill , but they don ' t respond , and Crow irritably asks them to say something , what about Riley ? Riley freezes up in shock , and Yuya takes advantage to suggest that smiles are what make one happy , right Riley ? Crow and Yuya ' s argument descends into them shouting " Food ! " and " Smiles " at one another , as all four kids shoot skeptical looks at the young adults . Deciding that the other won ' t get it , Yuya and Crow challenge one another to a Duel , Yuya vowing to show Crow the Dueltaining his father perfected . In a junk - laden alleyway , Sylvio looks at various advertisements depicting Jack , commenting that he ' s quite the celebrity . Celina states that she ' s looking forward to seeing if he lives up to his reputation . They notice two patrolling Sector Security cars , and Celina observes that security is tighter the closer they get to the City central . Sylvio agrees , and then he suggests that they head back since he ' s hungry . Crow tells Yuya that he ' ll slam the importance of a full stomach into Yuya ' s rock - hard skull . Yuya replies that he ' ll prove that smiles are what ' s most important , and the two exchange another yell of " Food ! Smiles ! " Frank comments that there no helping it , and Tanner agrees that Yuya and Crow are getting nowhere like this . Amanda comments that they ' re so immature . Yuya and Crow yell , " Duel ! " , and Yuya ' s Duel Disk activates the Field Spell Card , " Crossover " . The platforms materialize , and the Action Card s scatter . Yuya takes the first turn , and declares " LADIES AND GENTLEMEN ! " much to the kids ' surprise . Confirming that he is addressing the kids , Yuya states that henceforth , his trusty monsters will treat the kids to a Pendulum Summon . Amanda and Frank are excited , and Tanner urges Yuya to hurry . Yuya tells them to give him a round of applause if he accomplishes it magnificently . Crow asks if Yuya is going for it all at once , and Yuya uses the Scale 1 " Stargazer Magician " and the Scale 8 " Timegazer Magician " to Set the Pendulum Scale . With this , he can now Summon monsters from Levels 2 to 7 . Reira watches as Frank calls it awesome and Tanner continues to urge him to hurry . Yuya chants , " Swing , pendulum of the soul ! Draw an arc of light across the aether ! Pendulum Summon ! Come , my monsters ! " He Pendulum Summons " Performapal Silver Claw " , " Performapal Salutiger " and last but not least , " Odd - Eyes Pendulum Dragon " . Frank and Tanner are amazed , Amanda noting the Summon of three monsters at once . Yuya states that in the blink of an eye , his Pendulum Summon made smiles blossom on the faces of these three children , and he bows . The kids all cheer , and Crow confidently calls it a little bit of reception . Yuya ends his turn , and the first act . Celina and Sylvio return , Celina surprised to see Crow and Yuya Dueling , and Sylvio comments that they got up to something interesting in his absence . Crow declares , " Let ' s go ! Hungry Duel start ! " and then he draws a card . Since he controls no cards , he can Special Summon " Blackwing - Gust the Backblast " from his hand . Then since he controls a " Blackwing " monster , he Special Summons " Blackwing - Oroshi the Squall " from his hand , which he tells to show itself . Tanner observes that Crow Summoned two monsters in an instant as well . Next Crow Tributes " Oroshi " to Tribute Summon " Assault Blackwing - Kunai the Drizzle " . Crow states that even without Pendulum Summoning calling out a bunch of monsters is a simple feat . Yuya comments that their first stages have been quite exciting , and Crow grins , commenting that it Yuya is using Pendulum Summoning , then Crow will use Synchro Summoning . Yuya is surprised , since Crow doesn ' t appear to control any Tuner monsters . Crow tells Yuya not to underestimate the power of his " Blackwings " . He explains that since " Kunai the Drizzle " was Tribute Summoned by Tributing a " Blackwing " monster , it is treated as a Tuner monster . Crow tunes the Level 5 " Kunai the Drizzle " with the Level 2 " Gust the Backblast " and chants " Spread your jet - black wings and soar in tandem with the roaring thunder ! Slash apart the lightning ! Synchro Summon ! Cascade ! Assault Blackwing - Raikiri the Rain Shower ! " Frank cheers the Synchro Summon , and Tanner points out that Pendulum Summoning is pretty cool too . Amanda cheekily asks if Tanner is on Yuya ' s side , and Frank chimes in , even after everything that Crow has done for them ? Tanner protests that Pendulum Summoning is still cool . Amanda suggests that Riley is surely on Yuya ' s side , right ? Yuya cheerfully replies that as long as he ' s got Riley ' s support , he ' s got the support of a hundred men on his side . Riley looks away , much to Yuya ' s depression and Crow ' s glee . Crow comments that children are honest , and Riley is on his side after all , isn ' t he ? Riley looks away from Crow , and Crow starts feeling bad . Shinji speeds up on his Duel Runner , yelling that it ' s Sector Security , telling them to run since they ' re surrounded . Celina asks if they were followed , and Sylvio looks up to see a Sector Security officer fire an energy net at Crow . Crow yells that this is bad before the net snares him , causing " Raikiri " to vanish . Another officer blasts a net at Yuya , and he too is captured , " Odd - Eyes " and the " Crossover " Action Field fading away . Cursing , Shinji tries to escape , but is quickly surrounded , as is Sylvio . Celina is captured , yelling at the officers to let her go . She looks up to see the kids just in time to see Moon speed in . Moon meets her eyes , grabs Riley , and speeds away . Yuya looks around for Riley , but when he can ' t see him he goes into a panic , asking where Riley is . Crow , who is pinned down by Sector Security officers , yells at them to get away from the children . Yuya desperately screams Riley ' s name . Featured Duels . Shay Obsidian vs . Dennis McField . Turn 4 : Dennis As Dennis control s two copies of " Performage Wing Sandwichman " , he activate s the effect of one copy by making all monsters he controls the same Level as the other copy , meaning the Level of " Performage Ball Balancer " is increased ( 4 → 5 ) . He then overlays his three Level 5 monsters to Xyz Summon " Performage Shadow Maker " ( 2600 / 1000 ) in Attack Position . " Shadow Maker " attack s and destroy s " Raidraptor - Blaze Falcon " . Shay activate s the effect of " Raptor ' s Ultimate Mace " , which reduces all battle damage to the controller of the equip ped monster from the battle to 0 and lets him add a " Rank - Up - Magic " Spell Card from his Deck to his hand . Shay adds " Rank - Up - Magic Revolution Force " . He activates his face - down " Lightning Quick " , which lets him activate a Quick - Play Spell Card from his hand . He activates " Revolution Force " , which allows him to gain control of an opponent ' s Xyz Monster , then Xyz Summon a " Raidraptor " Xyz Monster that is 1 Rank higher than that monster by using it as the Overlay Unit . As " Shadow Maker " was targeted by a card effect , Dennis activates its effect , detach ing an Overlay Unit to Special Summon another copy of " Shadow Maker " ( 2600 / 1000 ) from his Extra Deck . " Revolution Force " resolve s , Shay takes control of the first " Shadow Maker " and then performs a Rank - Up Xyz Evolution , Ranking it Up to Xyz Summon " Raidraptor - Revolution Falcon " ( 2000 / 3000 ) in Attack Position . At this moment , officers from Sector Security arrive and arrest everyone in the arena except for the citizens of the Topsiders , so the Duel ends with no result . Celina vs . Unknown Duelist . At the start of the Duel , the Field Spell Card " Crossover " is activate d , as per the rules of an Action Duel . It will allow the players to use Action Card s , but they may only have one in their hand at a time . Duel is shown from an unspecified turn . Celina control s " Lunalight Cat Dancer " ( 2400 / 2000 ) in Attack Position , while her opponent controls no cards and has 500 LP remaining . Celina ' s turn " Cat Dancer " attack s directly ( Opponent : 500 → 0 LP ) . Yuya Sakaki vs . Crow Hogan . At the start of the Duel , the Field Spell Card " Crossover " is activate d , as per the rules of an Action Duel . It will allow the players to use Action Card s , but they may only have one in their hand at a time . Turn 1 : Yuya Yuya activates " Stargazer Magician " ( 1 ) and " Timegazer Magician " ( 8 ) in his Pendulum Zone s . Yuya Pendulum Summon s " Performapal Silver Claw " ( 1800 / 700 ) , " Performapal Salutiger " ( 1700 / 500 ) and " Odd - Eyes Pendulum Dragon " ( 2500 / 2000 ) from his hand , all in Attack Position . Turn 2 : Crow Since Crow control no cards , he Special Summon s " Blackwing - Gust the Backblast " ( 900 / 1400 ) from his hand in Attack Position , via its own effect . As he now controls a " Blackwing " monster , he Special Summons " Blackwing - Oroshi the Squall " ( 400 / 600 ) from his hand in Attack Position via its own effect . He Tribute s " Oroshi " to Tribute Summon " Assault Blackwing - Kunai the Drizzle " ( 2100 / 600 ) in Attack Position . Since " Kunai " was Tribute Summoned by Tributing a " Blackwing " monster , it is treated as a Tuner monster . Crow tunes the Level 2 " Gust " with the Level 5 Tuner monster " Kunai " to Synchro Summon the Level " Assault Blackwing - Raikiri the Rain Shower " ( 2600 / 2000 ) in Attack Position . At this moment , officers from Sector Security arrive and arrest everyone else present , except for the kids , so the Duel ends with no result . Featured cards . The following cards appeared in this episode . Cards in italics debuted here .