1. Any Japanese cards below may be poorly translated.

2. For info on the card rarities found below, click here.

Inside Satellite, Yusei reflects on his past duel where Jack activated Shadow Spell before attacking to win the duel. In New Domino City, Jack relaxes in the view he'd felt he deserved to have and wonders if Yusei still misses the Stardust Dragon card he himself now holds when a man approaches, suggesting to focus on the match that evening but Jack tells him, revealed as Goodwin, that he's plenty focused after sliding the Stardust Dragon card into his deck. Goodwin explains that Satellite allows New Domino to exist but then remembers that Jack already knows. Elsewhere, Yusei is being timed by Rally in the tunnel and gets his best score yet but isn't so confident it'll be enough and asks to be timed again before vanishing into the distance.

Meanwhile, Tank and his friends are carrying boxes, dreaming of food when Tank is tripped by another gang. One gang member proposes to buy him new shoes but one of Tank's friends states a remark that leaves all three of them bruised and beaten. In the police station (of sorts) Trudge learns that he's given a second chance by Jack Atlas and is ordered to bring Yusei in and has a new deck to help him out. Back in Satellite, Yusei explains that he's planning to escape at midnight using the sewer pipe as it's not going to be filled with trash that night. However, the gang from before arrives wanting Yusei's Duel Runner but Yusei gets them to agree to duel for it. The gang member (known as Lenny but they don't tell you that) draws and plays Chainsaw Insect (2400) in Attack Mode.

 Next he plays Retribution of the Ant Lion, dealing 800 damage to the controller when their monster is destroyed.

Tank and crew note that Yusei is afraid of bugs (but it must be the real bugs he's afraid of because at 12:21, he's not even remotely afraid). Yusei draws and summons Shield Warrior (1600) in Defense Mode, then sets 1 card to end his turn. Lenny summons Pinch Hopper (1000) in Attack Mode, then uses Insect Costume to discard Metal Armored Bug and add another Insect-Type monster from his Deck to his hand. Next he destroys PH, forgetting that he takes 800 damage to bring his score down to 3200 before playing Metal Armored Bug (2800) in Attack Mode by PH's effect. Furthermore, he removes from play 2 EARTH Insect-Type monsters for Doom Dozer (2800) in Attack Mode. His attack with CI prompts Yusei to activate Scrap-Iron Scarecrow to negate the attack and return itself face down. His second attack with MAB leaves Yusei defenseless and down to 3200 LPs by RotAL's effect and his 3rd attack leaves Yusei down to 400 LPs.

Yusei regains his ground and plays Speed Warrior (900) in Attack Mode. Then he uses Double Summon to bring out Junk Synchron (1300) in Attack Mode and uses them as Synchro Material for Junk Warrior (2300) in Attack Mode. Since it's not enough, Yusei equips JW with Fighting Spirit, raising its ATK by 300 for each of Lenny's monsters, putting its ATK up to 3200. Furthermore, he adds Domino Effect to destroy an additional monster when one of his monsters takes out one of Lenny's in battle. His attack destroys CI and leaves Lenny down to 2400 LPs, then 0 due to DE and RotAL's combined effects. (The real DE forces you to send monsters you control to the Graveyard.) Yusei shares what Jack told him in their past duel and Lenny's gang stays true on their word, with Lenny hoping to maybe be friends.

As Jack finishes up another lap, Goodwin congratulates him on a great performance and assures everything is going to plan.

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