"Fearing the Worst", known as "The Ominous Ghost" in the original version is the sixty-second episode of the Yu-Gi-Oh! VRAINS anime. It aired in Japan on August 1, 2018. It aired on December 22, 2019 on Teletoon.

In order to save Soulburner, Playmaker fights against the bounty hunters Kenmochi and Yoroizaka. Meanwhile, due to The Shepherd's trap, the memories that Soulburner tried to suppress have been uncovered. With his back against the wall, Soulburner, now more vulnerable than ever, begins his Duel against Shepherd...


At SOL Technologies, Akira Zaizen is disgusted that The Shepherd followed a course of action without informing him. When assistant Risa Hayami remembers an old saying, Akira smiles, remembering that Shepherd doesn't do friends. Meanwhile, the bounty hunters approach Playmaker. Ai decides to blow one of them away with a Data Storm. One of them is caught and forcibly logged out. The other, a pink afro-haired man, curses at the loss of his colleague and engages Playmaker in a Speed Duel. Akira watches on with a frown. Playmaker and Ai note that their opponent is using The Gore's cards. However, their opponent then Link Summons "Gouki The Blade Ogre", which Playmaker does not recall Gore using. Playmaker's opponent ends his turn with three monsters on the field, and no back row.

Meanwhile, Flame wakes up inside the portal. He remembers seeing The Shepherd. That person in question is still looking through Soulburner's memories, but is fed up with his search, and pops the memory bubbles with his laser beam. Flame is seeing what Shepherd is doing, and tries to wake Soulburner up. But then a certain memory catches Shepherd's eye. It is that of Theodore's encounter with "Despair from the Dark". Shepherd is intrigued, and decides to obtain the card in question. By then, Flame has been able to wake Soulburner up. When Flame mentions that they're stuck inside Shepherd's trap, Soulburner urgently asks for Shepherd's whereabouts. As soon as he asks, the area around them transforms into the depths of a volcano. Shepherd stands on a higher ground and addresses Soulburner by name, asking him to "join".

Back at SOL Technologies, Akira slams his palms on his desk, asking why it's taking them so long to break through the portal. One of the security workers explains that it's due to the portal's encryption. Akira knows that as a hiree of SOL, The Shepherd is obliged to report his findings to his boss. Akira demands that the workers hurry up and crack the portal open. Meanwhile, inside the portal, Soulburner accuses Shepherd of stealing his privacy. So what, says Shepherd. Anything that Shepherd can learn from Soulburner will get him closer to the Ignis that Soulburner carries. Suddenly, the insect cam that had latched onto Soulburner before he was absorbed into the portal, and had started to fly away from him, is shot down by Shepherd, causing Emma Bessho, who was watching the feed, to grunt. The duel commences immediately afterwards.

When Shepherd ends his turn after playing three cards, Soulburner notes how boring it is to hear Shepherd's A.I. talk. But Flame says it's important to know what Shepherd's cards do. During Soulburner's turn, Shepherd's "Mirror Coat Unit" is returned to the Deck, triggering a floating effect that, as Soulburner notices, Shepherd's A.I. did not mention before. Shepherd simply states that his card does not have "only" two effects, and Flame agrees, even though it might be considered cheating. A flashback to Shepherd's previous duel, in which his A.I. was also programmed to lie, is revisited, before Flame says the rulebook doesn't outlaw deception. Shepherd says that he can tell who relies on A.I. and who doesn't, and those who rely on it will follow the path to their own ruin, as he has experienced. Soulburner nonchalantly acknowledges Shepherd's story. When Soulburner Reincarnation Link Summons, Shepherd asks what's the point. He doesn't care for Soulburner's answer, because the card that was returned, "Drone Barricade", replaces itself when it leaves the field. Flame believes that Shepherd has been doing his homework by intruding Soulburner's memories. Soulburner replies that he'll just find new strategies.

When Shepherd begins his turn, he says he has what he needs to win. Soulburner nonchalantly states that his opponent is lying. Shepherd goes ahead and demonstrates, by bringing out "Despair from the Dark". Soulburner's eyes widen and he trembles, as noticed by Flame, who sees that Shepherd is trying to rule Soulburner with the latter's fears. Meanwhile, Playmaker's duel continues. His opponent is astounded to see Playmaker Link Summon a monster with less ATK than both its Link Materials, and then bring out a 0 ATK monster to its Link Point. After Playmaker equips "Cyberse Annihilation", Ai claims that it will double KO their opponent's "Blade Ogre". However, Playmaker has his monster attack the Defense Position, 0 DEF "Gouki Riscorpio" instead. The result is a straight OTK, and Playmaker's opponent is forcibly logged out due to his loss.

Kolter is asked about the progress on his end by Playmaker. He admits The Shepherd has made a formidable trap, manipulating an Ignis algorithm to make it hack-proof. Kolter promises that he will come up with a solution soon. Just then, the bounty hunter that Ai had used the Data Storm on, logs back in and appears in front of Playmaker to challenge him. Meanwhile, Shepherd turns his one "Despair from the Dark" into three, clearly manipulating Soulburner's biggest fear. Shepherd tells Flame that his master can't hear him, and that Flame should also be scared... of what he's going to do to him next.

Featured Duels

Soulburner vs. The Shepherd

Soulburner VS Blood Shepherd.png

This Duel is conducted as a Master Duel.

Turn 1: The Shepherd
The Shepherd Normal Summons "Duplicate Drone" (0/0). Blood Shepherd activates the Equip Spell Card "Mirror Coat Unit", equipping it to "Duplicate". If Shepherd would take battle damage from an attack involving the equipped monster and Soulburner's Level 4 or lower monster, Soulburner takes the damage instead. If the equipped monster would be destroyed by battle, "Mirror Coat Unit" is destroyed instead, and Shepherd takes no battle damage from that battle. Shepherd sets two cards.

Turn 2: Soulburner
Soulburner activates the effect of "Salamangreat Meer" in his hand, discarding a "Salamangreat" card to Special Summon it. He discards "Salamangreat Parro" to Special Summon "Meer" in Defense Position (800/600). Soulburner Normal Summons "Salamangreat Wolvie" (1700/0). Soulburner uses "Meer" and "Wolvie" to Link Summon "Salamangreat Sunlight Wolf" (1800/LINK-2/↑↓) to the Extra Monster Zone. As Soulburner Link Summoned a "Salamangreat" Link Monster, he activates the effect of "Salamangreat Mole" in his hand, Special Summoning it (0/0). He Special Summons it in Defense Position to a zone a Link Arrow of "Sunlight Wolf" points to. As a monster was Normal or Special Summoned to a zone "Sunlight Wolf" points to, Soulburner activates its effect, adding a "Salamangreat" monster from his GY to his hand. He adds "Parro" from his GY to his hand. Soulburner uses "Mole" and the Link-2 "Sunlight Wolf" to Link Summon "Salamangreat Heatleo" (2300/LINK-3/↙↑↘) to the Extra Monster Zone. As "Heatleo" was Link Summoned, Soulburner activates its effect, shuffling a card in Shepherd's Spell & Trap Zone to his Deck. He shuffles "Mirror Coat Unit". As "Mirror Coat Unit" left the field, Shepherd activates its effect, returning to the hand the monster it was equipped to, then adding a monster with the same name as that monster from his Deck to his hand. He returns "Duplicate" to his hand and adds another copy of "Duplicate". Shepherd activates his face-down Continuous Trap Card "Drone Barricade", preventing Soulburner's monsters from attacking directly, also preventing Soulburner from targeting Spell/Trap Cards on the field with card effects, except "Barricade". Soulburner activates the Field Spell Card "Salamangreat Sanctuary". When Soulburner Link Summons a "Salamangreat" Link Monster, the effect of "Salamangreat Sanctuary" allows him to use a monster with the same name as Link Material instead. Soulburner uses "Heatleo" to Reincarnation Link Summon another "Heatleo" to the Extra Monster Zone. As "Heatleo" was Link Summoned, Soulburner activates its effect, shuffling a card in Shepherd's Spell & Trap Zone to his Deck. He targets "Barricade", but as Soulburner activated a card or effect that targeted "Barricade", Shepherd activates its effect, banishing it to Set another copy of "Barricade" directly from his Deck, which can be activated this turn. Shepherd Sets and subsequently activates another "Barricade".

Turn 3: The Shepherd
Shepherd activates his face-down "3D Bio Scanner", revealing three Machine monsters with the same name in his hand to Special Summon a non-Machine monster from his Deck, but it cannot attack, its effects are negated, also it is shuffled into Blood Shepherd's Deck at the end of this turn. He reveals three copies of "Duplicate" to Special Summon "Despair from the Dark" (2800/3000). Shepherd Normal Summons "Duplicate" (0/0). As he controls "Duplicate", Shepherd Special Summons two copies of "Duplicate" from his hand by their own effects. Shepherd activates the effect of a copy of "Duplicate", placing a non-Machine monster he controls face-up in his Spell & Trap Zone as a Continuous Spell Card. He places "Despair from the Dark" in his Spell & Trap Zone. Shepherd activates the effect of all three copies of "Duplicate", changing its name, Type, Attribute, Level, and ATK/DEF to that of a Monster Card that is treated as a Continuous Spell Card, but if that card leaves the field, "Duplicate" is destroyed. He targets "Despair from the Dark" (all "Duplicate": 0/0 → 2800/3000).

Duel continues in the next episode.

Playmaker vs. Kenmochi

Playmaker VS Kenmochi.png

The Duel is conducted as a Speed Duel.

Turn 1: Kenmochi
Kenmochi Normal Summons "Gouki Suprex" (1800/0). As "Suprex" was Normal Summoned, Kenmochi activates its effect, Special Summoning a "Gouki" monster from his hand. He Special Summons "Gouki Riscorpio" (2300/0). Kenmochi activates the effect of "Gouki Headbatt" in his hand, sending a "Gouki" monster from his hand to the GY to Special Summon "Headbatt" in Defense Position and increase the ATK of a "Gouki" monster he controls by 800. He sends "Suprex" from his hand to the GY, Special Summons "Headbatt" (800/0), and increases the ATK of "Suprex" ("Suprex": 1800 → 2600 ATK). Kenmochi uses "Suprex", "Riscorpio" and "Headbatt" to Link Summon "Gouki The Blade Ogre" (2400/LINK-3/↙↓↑) to the Extra Monster Zone. As "Suprex", "Riscorpio" and "Headbatt" were sent from the field to the GY, Kenmochi activates all of their effects, adding a "Gouki" card from his Deck to his hand. He adds "Gouki Re-Match", "Gouki Twistcobra" and another copy of "Suprex". Kenmochi activates the Spell Card "Gouki Re-Match", Special Summoning two "Gouki" monsters from his GY with different Levels in Defense Position. He Special Summons "Suprex" (1800/0) and "Riscorpio" (2300/0) to the zones the bottom-left and bottom-center Link Arrows of "Blade Ogre" point to. "Blade Ogre" gains 300 ATK for each monster it points to ("Blade Ogre": 2400 → 3000 ATK).

Turn 2: Playmaker
As he controls no monsters, Playmaker Special Summons "Linkslayer" (2000/600) from his hand in Attack Position by its own effect. Playmaker Normal Summons "Storm Cipher" (2400/0). Playmaker uses "Linkslayer" and "Storm Cipher" to Link Summon "Pentestag" (1600/LINK-2/↑↓) to the Extra Monster Zone. Playmaker Special Summons "Link Infra-Flier" (0/1800) to the zone the bottom-center Link Arrow of "Pentestag" points to by its own effect. Playmaker activates the Equip Spell Card "Cyberse Annihilation", equipping it to "Pentestag". If the equipped monster attacks Kenmochi's monster, its ATK becomes equal to the current ATK of Kenmochi's monster during damage calculation only.

"Pentestag" attacks "Riscorpio" ("Pentestag": 1600 → 2300 ATK). If Playmaker's linked monster attacks a Defense Position monster, the effect of "Pentestag" causes it to inflict piercing battle damage to Kenmochi. The attack continues and "Riscorpio" is destroyed (Kenmochi: 4000 → 1700 LP). As the equipped monster destroyed a monster by battle, the effect of "Cyberse Annihilation" activates, inflicting damage to its controller equal to the ATK the destroyed monster had on the field (Kenmochi: 1700 → 0 LP).

Featured cards

The following cards appeared in this episode. Cards in italics debuted here.


  • The area where Shepherd and Soulburner are Dueling in resembles the area where Yuya and Sora Dueled: the volcano area within Quartet of Quandry.
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December 22, 2019 +
Fearing the Worst +
Yu-Gi-Oh! VRAINS +
In order to save SoulburnerIn order to save Soulburner, Playmaker fights against the bounty hunters Kenmochi and Yoroizaka. Meanwhile, due to The Shepherd's trap, the memories that Soulburner tried to suppress have been uncovered. With his back against the wall, Soulburner, now more vulnerable than ever, begins his Duel against Shepherd... ever, begins his Duel against Shepherd... +
August 1, 2018 +
忌まわしき亡霊 +
Imawashiki Bōrei +
<<ruby class="rubytext ruby-ja" lang="ja"><rb>忌</rb><rp> (</rp><rt>い</rt><rp>) </rp></ruby>まわしき<ruby class="rubytext ruby-ja" lang="ja"><rb>亡</rb><rp> (</rp><rt>ぼう</rt><rp>) </rp></ruby><ruby class="rubytext ruby-ja" lang="ja"><rb>霊</rb><rp> (</rp><rt>れい</rt><rp>) </rp></ruby>b> (れい) +
Vrains 062.png +