"Barian Invasion! The Frightening Chaos Xyz Change" is the seventy-fourth episode of the Yu-Gi-Oh! ZEXAL anime and the first episode to use the subtitle Yu-Gi-Oh! ZEXAL II. It first aired in Japan on October 7, 2012.

Seeking to destroy the Astral World, Durbe sends Gilag to acquire the "Number" cards. In order to accomplish that task, Gilag brainwashes Fuma and orders him to Duel Yuma. The Duel begins in favor of Yuma, however Fuma quickly turns the tables by using the "Rank-Up Magic - Barian's Force" card and Summoning his Chaos Xyz Monster, "Chaos Xyz: Machine-Armored Djinn, Engeneral".