Dennis' true allegiance to Academia is revealed, and he summons the monstrous Antique Gear Chaos Giant. Chaos Giant destroys Kurosaki's monsters, ripping them apart and brutalizing the stadium before it finishes them off. The attack leaves Kurosaki hanging on with 200 Life Points. Dennis explains to Kurosaki that he was a scout sent to the Xyz Dimension and Heartland to find Ruri. Once he did, he summoned the other Academia soldiers to begin the invasion, and led Yuri to Ruri to capture her. Dennis taunts that Kurosaki has been wasting his time helping the Lancers in the Synchro Dimension, when he vowed to save Ruri who is now with Academia in the Fusion Dimension.
Kurosaki begins his turn, and draws and activates "Rank-Up Magic - Soul Shave Force." He revives his Revolution Falcon and ranks it up twice, to the Rank 8 "Raid Raptors - Satellite Cannon Falcon." He activates its effect, detaching its sole overlay unit to decrease the ATK of an opponent's monster by 800 for each Raid Raptors monster in his Graveyard. With five in his Graveyard, Chaos Giant's ATK falls from 4500 to only 500. During this time, Dennis tries to grab Action Cards to defend himself, but the rubble from his earlier attack ruins his efforts and he repeatedly misses. With the Chaos Giant fallen, Kurosaki attacks. Satellite Cannon Falcon soars into the atmosphere and obliterates Chaos Giant in a giant laser blast from space, defeating Dennis and causing massive destruction in the stadium.
Kurosaki attempts to card Dennis, but finds Reiji has disabled that function of his Duel Disk. Kurosaki instead attacks Dennis, but is pulled away by Security, whom Jean-Michael Roget orders to take Dennis into custody. Reiji attempts to go meet with Dennis to interrogate him, but the Executive Council halts him; they have no intention of getting involved in the interdimensional war, and ask Reiji to leave the Synchro Dimension.
During the duel, Yuto's spirit stirs within Yuya, and he enters his berserk mode fuelled by Yuto's hatred and anger. However, while he understands such feelings, Yuya still cannot accept the carnage of the duel and reverts the change on his own. He remembers Yuto's last words to make people smile with dueling, in spite of his negative feelings, and vows to uphold that promise. Additionally, Sora is seen watching from the shadows, and walks off when Dennis loses.
This episode provides example of:
- And This Is for...: Kurosaki announces each use of Satellite Cannon Falcon's effect in this fashion.
- Bitch in Sheep's Clothing: This episode shows this is how Dennis operates for the Yuzus. He flirts with and befriends them and then leads Yuri to them.
- The Bus Came Back:
- Nearly 40 episodes after being absorbed by Yuya and 20 episodes of silence, Yuto finally makes an appearance again.
- Sora makes an appearance after 25 episodes with no mention.
- Deconstruction: Par for the course with this show:
- The damage dealt by a combination of Chaos Giant and Satellite Cannon Falcon absolutely wrecks the stadium.
- After realizing he can't card Dennis due to Reiji disabling that function of his Duel Disk, a vengeful Kurosaki just tries to beat the stuffing out of him instead.
- Kurosaki's anti-heroic actions noticeably disturb and freak out Yuya and Yuzu.
- Dull Eyes of Unhappiness: Playing With. Once Yuya was reassured by Yuto that Dennis is a spy from Academia, his eyes starts glowing just like it usually does during Berserk Mode but once Yuya snapped out of it, his eyes became dull and lifeless. However, they appeared to have returned to normal on his next scene.
- Everyone Has Standards: Jack in not happy at the outcome of the Kurosaki VS Dennis Duel and leaves his throne in moral disgust.
- Eviler Than Thou: Well, more anti-heroic than thou. Kurosaki proves himself the most anti-heroic character in the series. When Kurosaki tries to card Dennis, he realizes that Reiji disabled that function and proceeds to try to beat him up instead. This contrasts Yuto who has suffered just as badly as Kurosaki and shares the same hatred, but wants a peaceful resolution if possible.
- Forced into Evil: Dennis gives off this vibe. Dennis admits that he actually enjoyed being an entertainer in Heartland and wanted to keep making people happy longer but once he found Ruri he was forced to call the start of the invasion.
- Hoist by His Own Petard: Dennis misses two Action Cards which might have saved him from defeat because of the damage caused to the stadium by his own monster.
- It's Personal: When Kurosaki finds out that Dennis called in Academia, he does everything in his power to crush him.
- Kill Sat: Kurosaki's new ace monster, Raid Raptors Satellite Cannon Falcon, attacks by flying up into space, charging from the sun's light, and shooting a giant laser from orbit.
- Mythology Gag:
- What little we see of Yuri's Duel Disk resembles the Academia Disks used in GX.
- Satellite Cannon Falcon is extremely reminiscent of Satellite Cannon, a monster used in GX.
- Satellite Cannon Falcon's attack from space recalls Yusei's duel with Z-One and Shooting Quasar Dragon from 5D's.
- The way Kurosaki uses Satellite Cannon Falcon's effect, along with Yuya screaming for him to stop on the last one, calls to mind Yami Yugi's infamously brutal use of Berserker Soul in the original series.
- Nothing Is the Same Anymore: Implied that the duel serves as this for many residents of Synchro, specifically those who already know about the inter-dimensional war. The Council seems to realize that this trope is coming, and quickly decides to try to prevent it.
- Pay Evil unto Evil: Kurosaki attempts to card Dennis. Subverted by Reiji who disabled Kurosaki's duel disk's card-sealing ability.
- Unstoppable Rage: Kurosaki. In this episode, we see all the hate he has been storing inside of himself. It's disturbing, to say the least.