Code: Knightmare

Episode Two- New Found Powers, and enemies

by The Peanut Gallery

Written by Zack The Great
Chief Editor - Magmetor7
Accuracy Editor - Elemental Dragoon God
Editor - Onic1000

"Good afternoon class!" The teacher said to the class as the bell rang to signal the start of the class. Lelouch and Kallen, along with Suzaku were in their Advanced Maneuvering Class.

Each student sat at a station which looked like the inside of a cockpit. In front of them was the main screen that allowed them to see everything their simulated Knightmare Frame could 'see', with markers and gauges that helped them aim their main weapons. Their main screen also harbored windows on the left and right that would show the different directions of the Knightmare Frame, so that they are not restricted to just one view.

Attached to the main screen were 4 other sub screens. To the left, was a screen that showed various statuses of their Knightmare Frame such as energy levels and current speed. On the right, was a screen that showed a translucent image of their Knightmare frame, serving the purpose to show how much of which parts are damaged. When a part gets damaged, it glows red, the more damaged it is, the more red the part glows

On the top were two screens that showed the basic scripts running that make the simulation of the Knightmare Frame run, and the simulation run all together. Those screens were mainly for debugging purposes though.

On the sides of the seat were joysticks, one for each side. They manipulated the Knightmare Frame to go certain directions, and to aim as well. On the top of the joysticks were red buttons that when pressed, fired or charged then fired when released, a weapon based on their priority settings.

The teacher had his own desk, riddled with screens that would monitor everything about the simulation that is running. The teacher from that desk could even manipulate the simulation at will to make it harder, or easier, or to fix a problem.

The entire room was massive to accommodate for all this equipment. Each cockpit looked like a black capsule on the outside but it's back was open for easy access. Wires ran in and out of places, and giant wires strung up in a twisting formation to the ceiling.

The teacher made his usual rounds to make sure no one was having any problems with the cockpit or starting up their Knightmares, then he went to sit in his desk. He then spoke to the class.

"Today, we are doing a fairly simple exercise. We are practicing hitting targets with primary and secondary weapons effectively." He said as he sat down.

In the simulation, all their Knightmare Frames stood in a row, each of them personally colored to differentiate one from the other, since they were all the same model. Lelouch's was black, Kallen's was Rose, Suzaku's was white, and Kenthi's was goldenrod.

"Kenthi, would you demonstrate to the rest of the class how to do this exercise effectively?"

Kenthi nodded, "No sweat."

He went into a bolt forward, a target appeared and he fired his primary cannon, a standard energy cannon, at it. As it exploded, he jumped and landed on his hand and fired at the one that appeared behind him. He leapt forward off his hands to land on his legs again, and then dashed forward towards two rows of targets. He fired his energy cannons at them with both arms, hitting each target precisely. When all the targets in that row were eliminated, he jumped up to vertically land on the pillar near to him, he then dashed and ran against the side of the pillar, and fired at targets that appeared to him.

His class was amazed, as always. Except for two particular people, Lelouch, watching and analyzing his style, and Kallen, become very angry and envious as she watched him hit the targets.

Kenthi then turned around at the end of the pillar and jumped down and twisted himself to aim at the pillar. Targets started appearing on it's surface and he fired at each one of them. He then landed facing away from the pillar, then one more target appeared and he reversed dashed into the pillar, elbowing the target, thus causing the pillar to topple over.

He stayed in that pose as the dust settled. His teacher clapped in amusement, "Excellent job Kenthi! Let's just hope your classmates can do at least half of what you did!"

Kallen gritted her teeth. "Teacher's pet."

The teacher raised his hand up in the air, then swung it down to press the start button on his computer. Suddenly, targets appeared everywhere. All the students dashed in various directions to pursue the targets.

Each time a target was hit, the student got 10 points. Who ever got the highest score got the highest grade for the day. Lelouch and Kenthi always tied for first, despite that Kenthi sometimes barely even gives notice to his existence. He always focused his attention to Kallen of all people, who came up in 2nd or 3rd usually.

Kallen furiously perused the targets near Kenthi, trying to weed him out of points. However whenever she got even close to one, Kenthi would hit it. Sometimes he would taunt her, "Haha, was that your best?" "Ohhh, so close!" "Sorry, I meant to hit the other one! Haha! My bad!"

Kallen became angered by his shenanigans, she couldn't hit one target, so she tried to break away and hit her own targets. She hit a few, but then Kenthi came in and started to block her from hitting the other targets.

"Can't get enough of me can you?" Kenthi boasted.

"You're the one who is always following me! Creep!" Kallen shouted back as she shoved him out of the way to advance on more targets.

Things continued like this for a while, at this point in time, Kenthi was in first, Lelouch was in second, and Kallen was in 5th, behind Suzaku who as in 3rd. There was only 30 minutes left in the simulation, and Kallen was behind Kenthi by 1700 points.

Kallen thought about Lyoko, how she fought there. Then it dawned on her, a crazy idea but to her, she thought, it could work. She decided to follow Kenthi to a target, then as he was about to fire, she came out of nowhere and she slammed her fist into the target, thus successfully acquiring the points instead of Kenthi.

This happened so fast that Kenthi still fired anyways, before noticing that he didn't get the points. He looked to his right at Kallen who was taunting him. "Ha ha! I stole your target!"

Kenthi resisted the urge to shoot her, as attacking someone's Knightmare frame in these kind of simulations resulted in losing all your points and being ejected from the simulation. He went from angry, to cocky, and smerked at her. "Let's see you do that again!" Kenthi shouted as he dashed to the left of her.

Kallen had unbelievable luck. Without using ANY of her weapons she stole every target Kenthi tried to get. Kenthi continued to grow even more annoyed. Never once has this happened to him. Even worse, is if he lost to her, he would lose his pride, and as well as his perfect 1st-place streak.

15 minutes before the simulation ended, Kallen was in 2nd, beating Lelouch by 10 points and behind Kenthi by 20 points. Kenthi knew that if she hit three more targets, and was able to stay ahead for the rest of the time, she would beat him.

He could not allow this to happen, he tried so hard to stay in the lead. He thrusted towards one target and was just about to at least touch it, then Kallen came out of nowhere and hit it first. Two more targets to go.

Suddenly, from the crevices of the opening in the ceiling, a black plume appears and makes its way down to the simulation capsules, morphing and twisting at every turn.

In the simulation, Kallen runs ahead of Kenthi down a narrow hallway, running after a fast moving target. Kenthi continues to try and get ahead of her, but so far all attempts have been unsuccessful.

Kallen tries to fire at the target, but misses a few times. Kenthi laughs behind her, "What's the matter? Your aim is sucking more than usual!"

Kallen growls at him in detest. Kenthi jumps up and fires a rocket out of his mecha's wrist, and shouts "HA!" as he does so. The rocket whizzes past her and hits the target, but suddenly two more appear behind it out of the smoke heading right for them. Kallen being ahead obviously has the advantage as she punches both targets simultaneously.

"What was that," Kallen mocks, "I couldn't hear you over the sound of you eating my dust!"

Kallen boosts off. One more target to go.

Her adrenaline boosted as she saw the last target in the simulation appear. It was gold in color and was huge, it appeared in a place protected by a shield against a giant pillar in a huge room. It looked this way to signify it was the last one. By chance, Kallen and Kenthi appeared in that room out of the hallway they were just in.

Kenthi growls as he sees her boost up. "I GOT IT!" Kallen shouts in joy as she thrusts towards it as fast as she could. Kenthi, desperate and his mecha not being built for close range to rival her's, he fires at the shield with all his weapons.

"ALL CANNONS FIRE!" He shouts as he aims all his weapons at the target and fires. Missiles and lasers burst from every weapon he could fire. The projectiles slammed against the shield, but to no avail. It was just too strong.

Or so he thought that was the cause. It was in fact a no-projectile shield, as it became clear to him when Kallen phased though the shield physically in her mecha. The energy from the inside however tried to push her away, but her determination progressed her further and closer to the target.

Meanwhile, the mysterious plume reaches Kenthi's capsule. It enters the wires and suddenly, Kenthi is locked out of his simulation. XANA's symbol appears on all the screens as the color scheme of his simulation to red.

"What the hell?" Kenthi exclaims as he tries to get himself out of the lock out. He looks at the code monitors and notes how the code is red, glitchy, and constantly changing. Kenthi, figuring out that obviously something is wrong, tries to leave his seat, but becomes restrained by wires.

The black plume reappears out of the wires in which are constricting him, and enter his nostrils. He grunts and closes his eyes. Then reopens them, to reveal that he is under the control of XANA. His puples are now his symbol, and the restraints are removed as he controls Kenthi to control his mecha.

Kallen nears the target, and right as she attempts to touch it, the shield starts to bend into itself. Her mecha displaces the energy as it moves towards the target. Just as her mecha becomes consumed by the shield, it bursts and she flies forward.

"Nooo!" Kenthi shouts with a mechanical undertone, and bursts towards here at a speed surpassing the restrictions, as lifted by XANA.

Even with his new found speed, he is unable to stop the inevitable. She touches the target and she gains the last 5 points. Kallen has finally beaten Kenthi.

The teacher announces Kallen's victory, "Unbelievable! Kallen finishes in first, as Lelouch finishes in 2nd! Followed by Kenthi!"

As the teacher goes on his surprised rant, Kenthi grows angry. His burning hatred for what had just happened feeds XANA's control. Suddenly, he screams, and the entire simulation environment changes from a calm cyan to a violent red.

The teacher becomes aware of the problem, and is unable to eject the students from the simulation. They are stuck, unable to escape their fate that is about to unfold.

The students start to panic. Lelouch, becomes confused but frustrated as he is unable to figure it out, "What the hell is happening?"

Class is in session in Kadic, Jeremie and Ulrich are in science class. Jeremie happily takes notes as Ulrich struggles to concentrate on the subject. Odd is asleep at his desk, and suddenly starts snoring and talking.

"But I don't want broccoli on my steak... it's good without it. Zzzzzz" Odd says sleepily. The class stops and laughs at his comment. The teacher becomes annoyed and frowns at him.

"Well Odd, since you seem to be so interested in food right now, why don't you go to the principle's office and see if he will give you something to eat?"

Odd wakes up from his slumber from the raised voice and looks up in a daze. "Huh?... What?"

"Principal's office. Now." She says more sternly.

The class laughs as he walks off in silent confusion, not knowing exactly what he did. Jeremie continued to focus on the teacher as class continued on as normal.

Back in the simulation, Kenthi goes after Kallen with a horrendous rage. "What the hell Kenthi?" She says as she doges his punches.

Kenthi growls as Kallen gets away from him, and fires his missiles. The missiles become guided by XANA to go after Kallen. She hits a dead end, and looks at the missiles in front of her. She tries to jump out of the way, and the missiles seem like for sure they are going to hit the wall, but suddenly XANA changes the properties of the missiles and they make a 90 degree turn upwards towards her.

She is struck by the missiles and receives an electric feedback, which travels to her body in real life. She tries to leave the machine but she is bonded by wires to the seat. She struggles to break free, but fails.

Lelouch figures out he is bonded as well, and knows finally what is going on. "This must be XANA's doing... now the entire academy is at risk. All thanks to that stupid Lyoko thing yesterday."

Suzaku approaches him in the simulation, "Kallen is in trouble, Kenthi is acting strange and is going after her!"

"What?"

Lelouch struggles even more to break free, but the wires are too thick. Lelouch thinks for a moment, and gets an idea.

"Mr. Armand! If you can hear me! Listen very closely!"

The teacher acknowledges his ability to hear him. "I hear you!"

"Ok! The system is infected with a virus called XANA, you need to free me from the wire bonds that they have us in by cutting the power to my machine."

"Easier said than done! I'm locked out!"

"Just crack the lock's algorithm!"

Mr. Armand nods and starts typing away, attempting to bypass the algorithm that prevents his ability to control the simulation.

Meanwhile, Kenthi finds Kallen as she heads towards Lelouch. "RUN LELOUCH, KENTHI IS CHASING ME!"

"What?" Lelouch exclaims as she flies past him.

Kenthi appears and starts attacking Lelouch. "I have you Lelouch!" Kenthi says as he grabs his mecha's leg and chucks him into the wall.

Kenthi's voice... it's not natural... Lelouch thinks as he attempts to recover from the electrical feedback. Unfortunately, he is attacked again by Kenthi's energy cannons and his re-paralyzed.

Kenthi over looks him, and hears him laugh as he pulls back a punch that starts becoming charged in a dark red aura.

"Judging from the energy, I take it if I don't get out of here now, I'm a goner." Lelouch realizes as he struggles to move.

Kenthi throws his charged fist at Lelouch, "DIE!"

"Lelouch! I have control now! Break free!"

Lelouch yanks out of the bonds as he leaps from the machine. He feels the wires rip his skin apart as he becomes released. The punch makes contact with Lelouch's mecha and causes it to explode in the simulation. In real life his simulation computer goes hay-wire with electricity. Lelouch runs out of the pod just as it lights up an explodes from an overcharge of energy. He sits there in amazement and in shock, "So this is what XANA is capable of..."

In the simulation, Suzaku and Kallen have no idea if he made it out alive or not. "Lelouch?" Kallen asks with a desperate tone, hoping for a response. Kenthi laughs manically as he stands over Lelouch's mecha, shattered and scarred.

Kallen starts becoming enveloped in rage as she takes it all in. "KENTHI YOU BASTARD, I'LL KILL YOU!"

Kallen lunges towards him and he just steps out of the way, he slams his fist into her mecha's head and causes her to collide with the ground, back of the head first. Kallen is electrocuted from the recoil, and yells in pain.

Lelouch heir's her cries of pain, and makes his way to her machine. He sees her being slowly shocked to death.

"No one can hear you scream Kallen, It's over! I've won!" Kenthi says as he laughs once more, stomping her mecha repeatedly. Suzaku tries to intervene, but Kenthi summons wires in the simulation to stop him in his tracks.

Lelouch desperately tries to free her as he gets shocked as well. "KALLEN!" Lelouch shouts as he tries to free her.

Kallen hears him and tries to free herself from the machine. The electric shocks are now starting to cause her skin to blister, she cries in pain and feels helpless, Lelouch pulls with all his might, but the wires are too tight.

"I don't think so!" Suzaku says as he aims his slash harken at Kenthi. He fires and it strikes Kenthi in his leg he prepared to stomp once more into Kallen, and causes his leg to lock up and continue his onslaught on Kallen.

The electricity stops, and Kallen uses the remainder of her strength to break free with Lelouch still pulling. The force causes her to fly out of her seat and ontop of Lelouch, unconscious.

Lelouch pulls her under him and shakes her, trying to wake her up. "Come on, don't die on me damn it!"

Kallen comes to, and notices the position they are in just as he does. They blush, but suddenly Kallen's expression turns from soft, to anger. She throws him against the side of the wall. "The hell Lelouch? Don't ever do that! You scared me half to death!"

"Heh... glad to see your fine..." Lelouch looks away sarcastically as he slowly recovers from the pain of flying into the wall. Burnt and bleeding, he finds it hard to stand up. He eventually succeeds, but falls down again and shouts in pain.

Kallen goes to him and helps him up. "We need to get you to the infirmary now!"

"Yeah," Lelouch agrees with a weak tone of voice, "we need to... get a hold of Jeremie too."

Kallen hauls Lelouch off as XANA realizes that Kallen and Lelouch are making their escape. He cuts off his power from the simulation but not from the wires, and fully controls Kenthi's body.

Kenthi chases after them and stops them at the door. "What? Leaving so soon?"

Kenthi lunges after them, and separates them. Kenthi walks over to Lelouch and starts to kick him repeatedly, but Kallen pulls his leg, making him fall down. "Go on! I'll hold of Kenthi! Go warn Jeremie!"

Lelouch limps off though the door as Kenthi is restrained by Kallen. "NOOO!"

Lelouch now in the hallway, gets out his phone to call Jeremie. Of course, even Lelouch should have known that the electric feedback would kill his phone, because that's exactly what happened.

"...Should have known... now what?"

Lelouch thinks for a solution. Not memorizing the number by heart, he is forced to try and leave Ashford, and head over to Kadic.

XANA becomes aware that now with Lelouch out of the simulation room, he would need to go stop him and the rest of his friends at any cost. Unable to control much outside the room he is currently in due to the lack of resources he has. So he compromises.

Suddenly, XANA releases Kenthi from his possession and his spectre moves up into the ceiling.

"Uhh... what happened?" Kenthi says as he returns to his normal self. Kallen is confused by the sudden change. Then she finally realizes that XANA is behind all this from the sudden appearance of the black plume out of Kenthi.

Kallen becomes worried about what ever is going to happen next. She knows from Jeremie's briefing after they went to Lyoko that XANA is a self-aware multi-agent program, capable of calculating very precise attacks. She knows XANA wouldn't just leave.

In the security room in Ashford, XANA's spectre fills the room, and possesses the computer. Suddenly, all the doors in Ashford are locked, and activates the security protocols for a total lock down. His spectre leaves the computer and seeps back into the walls.

Lelouch tries to open the door to enter the hall, but soon figures out that XANA locked the doors, as does Kallen and Kenthi as she tries to open the door.

Kallen becomes stressed, "Locked, damn!"

Kallen realizes that the others are still bound in their machines. She knows it won't be long before XANA returns, so she comes up with an idea and runs over to the teacher, who is still trying to regain control of the simulation again.

"Mr. Armand! We need to get these students free from the wires! XANA has seemed to have disappeared but I don't know for how long!" Kallen warns him.

"I'm trying my hardest to free them as we speak, but I'm locked out again!"

Kenthi walks up calmly, "Let me have at it teach'."

Kenthi vigorously types away at the keyboard. At first nothing seems to happen, but eventually, XANA's control seems to slip away. Kenthi hits the enter key and all the wires go limp.

"There, wasn't too hard."

Lelouch, unable to open the door, contemplates a solution to this new problem. He decides to try the large windows on the right side of the corridor. They open.

Lelouch looks out and sees that he could scale the wall if it wasn't so flat. To make things worse, is that he is on the 5th floor. A fall from that height would be fatal, and Lelouch isn't so fond of being a pancake on the sidewalk below.

He thinks this though even more. He notes the breaker box on the wall near the door, he opens it and flips the switches to see if any of them open the door. They turn on and off various lights, but do not affect the door.

Lelouch knows that the door is magnetically locked, and the polarity is switched via an electrical impulse. On a whim, he assumes that if the lock were overloaded, that it would open. "...But where to get the electricity?"

Lelouch pulls out one of the switches covers and finds some exposed wires. he tugs on two wires that run parralell to eacother and notes how they have some elastic qualities in them, however not enough to pull it to the door, and he would need to expose the wire first anyways.

He searches around for some kind of sharp object, but comes up empty handed. Desperate, he breaks a plant vase and takes one of the shards. "Perfect for cutting." He says as he examines the edge of the shard.

He walks over to the wires and slowly cuts away at them. Fear piles in the back of his head as he thinks about what could happen if they cut off the lights and he couldn't't see, or if he would get electrocuted from cutting the wire.\

Luckily, neither happens. The wires are cut and exposed with no negative consequence, he notes as he carefully tugs away at it that he can only pull it 3 inches out of the box, and the door is about 3 feet away. He calculates that the wire would have to be one of the main wires and run along the wall for him to be able to free it far enough to reach the door.

Lelouch carefully uses the shard to cut away at the metal and plastic that holds the wires, using caution as he doesn't want to make matters worse than they already are.

Back in Lyoko, Aelita feels the pulsations of XANA all around her. She knows that XANA has long since activated a tower, but Jeremie isn't responding, being in class with his laptop shut, he is unable to hear her.

Aelita becomes overly worried. Perhaps XANA has Jeremie trapped, along with the rest of the Lyoko Warriors. Or even worse...

She caves into the tension of the situation, and runs out of the tower. She is aware of the risk, but she knows that the tower must be deactivated. For all she knows, Jeremie or anyone else could be majorly hurt, or even dead.

"Odd, you know that it's both against the rules and disrespectful to fall asleep in class!" Principal Delmas says to Odd in a stern voice.

Odd sits there trying to contemplate an excuse to tell the principal, but as soon as he opens up his mouth, the principle interrupts him.

"No excuses! No more! This is the eighth time this month, and not to mention you have been absent, skipping classes, and being an overall nuisance to the staff. You're getting a weeks worth of detention, and a little meeting with the facility and with your parents! Now report to Jim in the library immediately, he's expecting you."

Odd gets up in silence and walks out. I don't believe this! A week of detention! Odd thinks to himself.

Odd exits Delmas' office looking at the floor. Odd looks up and finds Jim there waiting for him, leaning against the wall with his back, and the biggest smirk on his face he had ever seen.

"I'm going to make sure you go to the library, and this is how it's going to go down. You are to report to me every day to serve 5 hours of detention until you have served all your time!" Jim says to Odd.

Odd stands there as Jim continues to speak in a rather rude and mocking tone, as his expression turns to that of dominance. "I almost feel sorry for you Odd, Mr. Delmas has been in a sore mood all week, you just so happened to push his buttons at the wrong time."

Back in Ashford, Lelouch has dissected the restraints, and freed the wires. He pulls the wires as far as he can, watching them unravel out of the box. Eventually Lelouch makes it to the door and touches the two wires together to make sure they still have a charge.

"Hope this works." Lelouch says as he pulls the wires to the locking mechanism.

The wires touch the box, but nothing happens. Lelouch has to break open the mechanism's case and expose the inner-workings in order to get the charge in there. He looks around for another heavy object, and finds the head statue of the founder of the academy. Made of pure marble, he figures it could easily break open the case.

He picks it up, and turns out to be heavier than he expected. He struggles a bit as he carries it to the door, and slams it against the case. It dents it as the head rolls onto the floor. He continues to bash the casing until it cracks open.

Dropping the statue, he proceeds to jam the exposed wires into the mechanism. The machine sparks as the light flashes green and red, locking and unlocking in a rapid rate. Eventually, the light goes black and the machine starts to emit smoke.

Lelouch drops the wires and pushes the door. It opens without problem. Lelouch sighs in relief, and runs down the hall. I just hope their isn't any more doors...

Lelouch suddenly encounters a hall lined with doors down it's entire length.

"Fuck!"

In the simulator room, Suzaku finally comes to as do most of the class. The machines are off to prevent any more of XANA's doing in the simulations.

"Is... is everyone alright?" Suzaku asks Kallen as he shakes off the drowsiness of being unconscious.

"Yeah. XANA ran off, but locked the doors, so now we can't get out." Kallen says to him.

"We gotta get out of here before he returns..."

Suzaku walks over to the door and pushes against it. He judges the mass of it and does some calculations in his head. He then runs back away from the door and runs towards it, and jumps.

He does a flying roundhouse kick into the door, and it makes a loud metal bang as his foot collides with the door. No dice. It doesn't even budge.

"Wow... XANA's got this door sealed tight." Suzaku says as he recovers from the pain of kicking a metal door at full force.

Suzaku looks around. "Hey... wheres Lelouch?"

"He made it out just fine... I just hope that the other doors aren't locked."

Suzaku examines the room some more, "There must be another way out..."

As Kallen and Suzaku look around, a spectre creeps around in the shadows. It snakes around back to Kenthi, and posses him.

"You guys aren't going ANYWHERE!" Kenthi says in his possessed tone.

Kallen and Suzaku turn around in shock. "Damn, too late!"

Kenthi dashes towards them and attempts to kick them both, but they both duck and he flies right past them. He lands and slides across the floor and comes to a stop.

Suzaku looks around again, and notices how there's a little room between the ceiling and the wires leading into it. "Kallen, we can get out though the ceiling! I think we can climb the wires up and crawl our way in."

"Where you figure it leads?" Kallen says as she doges Kenthi again.

"No idea, but it's not like we have any choice right now."

Kallen grab's Kenthi's leg as he tries to kick her again, and chucks him into a pod. "You go on Suzaku! I'll catch up!"

"Are you sure you can handle this guy by yourself?"

"We can't risk him following both of us! Go!"

Suzaku nods and starts climbing ontop of the pods. Kenthi growls and throws a punch at Kallen at full speed. It collides with her cheek and sends her flying into the ground. Owww... She thinks as she tries to get back up.

Lelouch kicks the door in front of him repeatedly in frustration. He calms down, then looks for another way. He notes the door that is of course locked that leads to the stairs going down. Not being able to find another well-placed statue, he knows he can't burst open the lock's case again.

He spots an elevator that did not close all the way as it locked. Lelouch walks up to it and tries to pull it open. It slowly slides and creeks as he struggles with his strength. Eventually, he stops, noting how it is just open enough for him to slip by sideways.

He sidesteps carefully into the elevator, and looks up at the escape hatch. He struggles to climb up to reach it, and eventually just reaches it and pushes it open. He grabs onto the ledge and pulls himself up on-top the elevator.

Lelouch sighs as he makes his way down the elevator shaft on the pertinence ladder. It gets progressively darker till it is hard for him to even see in front of him.

He sees a red light above an elevator door that says 1. He knows he finally reached the right floor to exit the building. He climbs over to the edge of the door and tries to pull it open. This time he doesn't have as much luck. This door won't budge, no matter how hard he tries.

Lelouch sighs as he tries to figure out his way out of this one. He looks to his left and notes a keypad with a key lock. Lelouch gets the hunch that he can deactivate the lock on the door if he could just figure out the password, and pick lock the key hole to activate.

He looks on his person for anything that could help, and he finds a paperclip by chance in his pocket. He smiles as he feels his luck turn around finally. Lelouch feels for the keypad, and tries typing in a number combo. The machine beeps and flashes red as it is incorrect.

Lelouch knows now its a matter of trial and error. He knows that its a 5 number combination, so he tries all the common combinations he knows with that many digits first.

Above Lelouch, the elevator creeks and swings. The stress and weight of the elevator was staring to wear down on the wire it is held by.

Aelita runs across Lyoko, without a monster in sight. She becomes suspicious as to why XANA has not sent any monsters after her yet.

Following the pulsations, she tracks down the tower. All she can do is hope that she doesn't run into anything that she can't run away from.

She sees the activated tower in the distance, glowing red as usual. However, there seems to be no monsters in sight. Aelita knows that it is probably a trap. So she takes cover behind a boulder and further examines her surroundings.

Jeremie, where are you? Aelita thinks to herself as she starts to feel uneasy. Being away from the safety of the tower was one thing, but to be out furring a XANA attack made her safety even more at risk. She just hoped soon that he would appear, and comfort her with the asperity of help being on the way.

Kallen hits the ground hard after been forcefully chucked by Kenthi across the room. He walks towards her with an evil smirk . She struggles to get up as Kenthi approaches. She knows she has to get Kenthi out of XANA's control, somehow, and catch up with Suzaku.

Kallen is kicked in the gut by Kenthi as she stands over her, "Don't you know it's pointless to resist?"

Kallen coughs and grabs his arm. "That's what you think." She chucks Kenthi into the pod next to her and finds a loose wire that XANA had used to restrain one of the students. She grabs it and tries to wrap him with it, but he easily slips out and jumps behind her.

He swift kicks her to the side. She recovers quickly and looks at him with a more pissed off look. "I'll knock you out if I have to Kenthi!"

"Try me." Kenthi taunts as he runs towards her. He tries to punch her, but misses and is met with a powerful punch to the gut. Then to the head, and is thrown to the ground. Kallen breaths hard as she picks him up and slams him against the pod.

Kenthi pushes her off easily, and she collides with the wall. He tries to punch her again, but she dodges and runs off. He chases after her as she makes a turn. He reaches the turn and looks down the row of pods, and grunts to himself. He knows it is impossible for her to have already ran down the hall and make the next turn. Suddenly, Kallen jumps on Kenthi, one foot landing on the back of his head and one on his spine. The force of the collision causes him to become knocked out and out of XANA's control.

"Normally I would have enjoyed knocking you out Kenthi..." Kallen says as she climbs the pod to get up to where Suzaku got out.

Lelouch finally gets the right pass for the door as it beeps a different tone and flashes green. He tries to pull the door open. However it still does not budge. He now knows that he has to also pick the lock successfully and enter in the password at the same time.

He pulls the paperclip to a point and sticks it into the keyhole. He jumbles around with it and gets a feel for the lock. He fiddles around for the sweet spot in the lock as he feels his heart pound against his chest.

Suddenly a spectre appears and floats above the failing wire on the elevator. It zaps the wire until it becomes weak enough to start to release the elevator. It creaks and makes a horrendous screeching noise as it starts to slide down.

Lelouch hears it and sees the sparks above him. "Damn, out of time!'

He desperately searches for the spot in the lock as the elevator starts to fall down the shaft, scraping against the wall with it's breaks, which also start to fail.

Suddenly, one of the breaks fail and pop out completely and hits Lelouch in the head. Luckily it was just a rubber wheel, and not any of the metal parts. The elevator now slides down faster, causing even more hot sparks to fly.

Lelouch starts to shake in panic. The elevator is only three floors above him now and approaching fast, ten more seconds and he's as good as dead.

Lelouch finally finds the spot in the lock as he hears it click. He enters in the password as the sparks start raining on him, the elevator coming down faster as the other breaks fail.

He hits the enter key and the green light goes off as he presses in the spot with his paper clip. It beeps three times and the door comes open just a little bit, being jammed by an electrical anomaly. It was a trap all along.

He tries desperately to open the door, and feels his adrenaline pump as the elevator gets louder as it comes down on him. He hits his fight or flight instinct, and his body releases enough energy to get him to pull open the door.

Suddenly, Suzaku jumps out of the darkness and collides with Lelouch as they fall out of the elevator shaft. The elevator's breaks completely fail and cause the elevator to totally free fall down the shaft. They hear the elevator whiz down as it passes the door, and collides with the ground on the bottom.

"That... was close..." Lelouch mutters to himself as he gets up. Luckily they are in the hallway where the walls are basically all glass. Suzaku takes a plant vase and chucks it at the window and breaks it, they run out, glad to be free from that hell hole.

They run towards Kadic as fast as they can. Lelouch looks at Suzaku, "How the hell did you get out?"

"Kallen is holding off Kenthi, we gotta hurry, I didn't see her behind me!"

Odd sits in the library with Jim, quietly. He reads a book about dogs as he wonders how Kiwi is holding up in his room. He turns to a page which just so happens to feature a dog that looks just like Kiwi, making him want to be with his dog more.

Odd looks at Jim who is reading his favorite comic about sumo wrestling heroes. Odd tries to sneak out of the room, but as soon as he reaches the door, Jim raises his finger. "Leave and you'll have more than just a month of detention on your hand."

Odd laughs nervously as he walks back to his seat and continues to read the book he got. This is so boring, I wonder what pushed Delmas to be such a jerk today.

Suzaku and Lelouch finally make it to Kadic. They have not ever been here before, and didn't know the Lyoko Warriors' schedules, so they knew they had to find Jeremie, or any of the others, fast.

"I'll go this way, you'll go that way!" Suzaku says to Lelouch. Lelouch nods as one runs off into the main building, and the other towards the library.

Jeremie and Ulrich sit in their class as the teacher gives a lecture on how chemicals can effect the flow of electrons and create various signals. On her desk was a robot, capable of moving and turning, and that also created various volt arcs above it dependent on how much charge it receives. Connected to it is a holder that allows for different closed tubes of chemicals to sit on to be acted on by conductors.

As Jeremie and Ulrich are too busy to notice, a spectre slithers across the surface of the desk and enters the robot. It shakes and startles the class, and Jeremie knows instantly what is causing it as it's eyes glow the familiar red symbols. XANA has possessed the robot. It flings an arc into Jeremie's desk, igniting his papers, and he takes cover as does the rest of the class. Ulrich gets under his desk as well.

The robot flings more arcs of electricity into the air as it terrorizes the class. Jeremie gets out his laptop and opens it up. Aelita detects his presence finally. "Jeremie! I'm so glad your ok! I thought something bad had happened to you! XANA has activated a tower a long time ago!"

"How long ago? I'm just now being attacked by XANA!"

"I'd say... an hour or two?"

"What? What could have XANA been up to all this time?"

The class screams loudly and Suzaku, who is now in the Science Building, hears the screaming. He dashes towards the room and looks though the door's window. He sees the robot shocking towards the tables.

Suzaku bursts in the room and shouts at the robot. "YOOHOO, XANA, OVER HERE!"

The robot looks towards him, and attempts to shock him, but misses as he steps back. The robot goes after Suzaku and he runs down the hall. Jeremie runs out of the room with Ulrich, unscathed in the opposite direction. Jeremie looks towards Ulrich. "Ulrich, you have to call Yumi and tell her to get to the factory pronto! I'll call Odd to have him come help you out." Jeremie says takes out his cell and calls Odd. "Ok Jeremie!" Ulrich responds and dials Yumi's number.

In the library, Odd's cell vibrates. Luckily Jim doesn't notice, so he takes it out. "Yeah?"

"Odd, it's Jeremie, XANA has activated a tower, we have to get to the factory immediately, he may have already done irreversible damage by now."

"Bad timing, I'm stuck in detention..."

"Hey! No phones!"

Odd hangs up, "Sorry Jim!"

"Odd? Odd!" Jeremie hangs up as he continues running.

Ulrich reaches Yumi, who is in her English class. "Yumi, you have to head to the factory right away. XANA is attacking the school with a crazy robot. I'll be there soon with Jeremie, just hurry!"

"Ok Ulrich." Yumi says as he hangs up.

"Can I go to the infirmary?"

"Go ahead Yumi."

Yumi runs out of the class and runs as fast as she can to the park to get to the factory.

Suzaku runs as the robot slowly follows him. He hides behind a corner, and breaths in relief.

"Excuse me, but aren't you a student at the Ashford Academy? You're supposed to be in their school right now, not ours."

To Suzaku's luck, he just so happened to run into Mr. Delmas.

"I'm sorry, but who are you again?"

"I'm the Kadic Academy principle, Jean-Pierre Delmas, and you my fine friend are trespassing! I'll give you 10 seconds to get out of my sight and leave the school before I call the police!"

Just as Delmas finishes, the robot catches up to Suzaku, and launches an arc that whizzes right past the both of them.

They both jump as they turn towards the robot. The robot launches another ark and hits Suzaku, shocking him to the ground. Delmas backs up slowly as the robot approaches him. Suzaku recovers just as the robot fires a bolt at him and knocks him out completely. He grabs the robot and chucks it against the wall, causing one side of its wheels to break.

The robot slowly tries to go after him but Suzaku kicks it and causes it to break completely when his foot jabs into it's core. It causes a discharge around it, but eventually turns off.

Suzaku looks at it for a moment, then looks at Delmas. He figures that if he stuck around to help him, Delmas would still get the police involved. He checks his pulse to see if he is ok, and his pulse returns slow but normal. Suzaku runs off, hoping that Delmas will be ok.

Lelouch arrives at the library and runs in to find Odd sitting there. He runs to him as Odd looks at him confused. "There's an attack, we gotta go to the factory. Now."

"Sorry, Odd here has detention, he can't go anywhere, so get lost." Jim says to Lelouch.

Lelouch looks at Jim. "You have no idea whats at stake here, we need to go now."

"Look kid," Jim says as he stands up, "I don't know who you are, but obviously your from Ashford judging by your uniform? Am I correct?"

"Yeah that's right."

"That means, you're not supposed to be here. I suggest you run on back to your school before I call the police for trespassing and eventually truancy!"

Lelouch tightens. You incompetent fool.

Lelouch pulls Odd away and they both run off.

Jim gets up and runs after them, "Hey! You two get back here now!"

Yumi and Jeremie reach the factory at last. "Yumi, did you see Ulrich or Odd anywhere?"

"No, I haven't seen them at all!" Yumi says panting as they run to the wires and swing down to the elevator.

They make it down to the supercomputer and Jeremie runs to jump in the seat of the super computer.

Aelita's window appears, "Jeremie, I got company!"

Aelita is approached by two kankrelats, she backs up into the rock she was taking cover behind.

"Yumi hurry," Jeremie says as she presses the elevator button to go down, "Aelita is in trouble!"

Yumi arrives in the scanner room and enters one of the open scanners, which starts to warm up as she enters it.

"Aelita is under attack by XANA's monsters, I'm going to materialize you right too her."

Yumi looks up as the scanner door closes. The scanner activates as Jeremie starts up the Virtualization process.

"Transfer Yumi. Scanner Yumi."

She feels the air rush up in the scanner as she closes her eyes to the bright lights inside it.

"Virtualization!"

Yumi starts to Virtualize in Lyoko as Aelita runs away from the kankrelats. She lands in between her and the monsters. She throws her fan at the kankerlats and slices them both in their weakspot, and they both explode.

Jeremie finally gets a second to ask Aelita a question. "Aelita, one question. Why did you try to go to the tower by yourself?"

"I didn't know if you guys were in trouble, so I couldn't wait anymore. I had to try to deactivate the tower."

Two hornets suddenly appear on radar and head towards Yumi and Aelita.

"There is two hornets on their way! Get to the tower!" Jeremie exclaims.

Aelita and Yumi look at eachother and nod, then run towards the activated tower with the hornets hot on their trail.

Suzaku finally makes it to the factory just as Ulrich appears out of the sewer with Odd and Lelouch. They all run together to the elevator, and go down.

Once at the first floor down, the door opens.

"The cavalry has arrived!" Odd exclaims.

"Ha ha, very funny," Jeremie says as he adjust his glasses, "where have you guys been?"

Odd sighs, "Delmas gave me a detention for a week, and I was stuck in it right away with Jim, Lelouch got me out right away."

Lelouch steps forward, "XANA attacked Ashford. It was a mess, he tried to take out Kallen, Suzaku, and I all at once in our simulation we were doing. We almost died!"

Jeremie looks at them seriously, "Why didn't you call?"

"XANA fried our phones. Electrical feedback from the machine caused them to die."

Jeremie nods and turns back to his computer, "You guys better get going fast, I'm sending in Odd and Ulrich in first, then I'm sending in you and Suzaku in."

Jeremie automatically activates the elevator to go down to the scanner room, as the door closes, Odd comes across a thought. I wonder what happened to Jim?

Meanwhile, Jim is outside the entrance to the tunnel, not noticing the manhole at all. "Odd! ODD! You get over here right now! You are so suspended once I get my hands on you!"

In Lyoko, Aelita and Yumi run towards the tower, only to be cut off by two krabs. They start firing immediately at them as do the hornets. Yumi throws her fans at both the krabs, and misses them. She catches the fans and throws them at the hornets. They hit one and cause it to explode as the fans return to her.

"Virtualization!" Jeremie exclaims as Odd and Ulrich appear in Lyoko.

The two krabs start firing at them as Aelita runs in between their fire. The krabs find it hard to focus on all of them at once. Ulrich super sprints over to one of the Krabs and tries to impact it, but misses and hits the tower instead. He collides with the tower and falls ontop of the krab he intended to hit, and wakes up as it tries to shake him off. He jumps off and tries again.

Just as Aelita is about to enter the tower, a megatank blocks her path and opens immediately to fire.

Odd destroys the other hornet, and five more appeared to replace them. He continues to fire at them. "Talk about a swarm!" Odd exclaims as he hits one of them and it explodes.

"Hold on, I'm going to virtualize Suzaku and Lelouch..." Jeremie says, but he hears something land in the elevator shaft. The door starts to be forced open and he hears the growl of someone who is possessed by XANA.

"We got company! Lelouch and Suzaku," Jeremie says, "use the hatch above you to get to the computer room stat! I got a problem here!"

Lelouch and Suzaku nod as they look at the hatch high up above them. Suzaku nods and runs up the wall and jumps on the hatch's handle. He twists his body to slowly open the hatch by rotating the handle.

The door starts to crack open as a shadowy face appears, a face with red hair.

Jeremie turns around and looks at the door, "K... Kallen?"

They had completely forgotten about Kallen over at Ashford. XANA had used the opportunity to possess her.

In Lyoko, two more krabs join the party and start firing at the group. Odd takes out three more hornets, and tries to fire at the other krabs. But he soon realizes he is out of ammo.

"Jeremie," Odd exclaims, "I need more ammo!"

Jeremie nods and starts up the program to refill his arrow supply, "Working on it now! Kallen is possessed, so I don't know how much longer I have before she opens the door!"

"Great! Just great!" Ulrich says. He signals Aelita to take cover, and he super sprints to a krab. "Impact!" Ulrich shouts as he stabs the krab in it's weakpoint, he jumps off and lands, just as it explodes. Ulrich's victory is short lived as he is hit by a krab's lazer, losing life points as he lands on the ground on his side.

"LAZER ARROW!" Odd shouts as he fires at the megatank that is charging up. He hits it dead on and it explodes. Just then, two more megatanks appear.

"This is terrible! Why is XANA trying so hard to protect the tower?"

"I wish I knew Odd," Jeremie replies, "Whatever it is, it's no good."

In a room deep in the basement levels of Ashford, a whole line of terminals lay dormant. A spectre suddenly appears from the wall and enters the terminals, which all obtain the XANA symbol and activate.

Data streams from the terminals and are stolen then sent into a bubble in the spectre, like a vampire sucks blood out of it's victim.

Kallen finally opens the door as the hatch is opened as well. Suzaku falls off and kneels below it. "Lelouch, run over here and I'll vault you up to the computer room."

Lelouch nods as he runs towards Suzaku with as much speed as he can, and Suzaku gets ready to vault him upwards.

Kallen growls, and her XANA eyes flash as she approaches Jeremie. She grabs Jeremie and throws him against the wall and laughs. She slowly approaches him again as Jeremie moans in pain.

Aelita is then attacked by 3 hornets and is hit in her arm, and runs over to Odd who fires his last arrows into the hornets. He turns around and tries to fire at the other ones that are flying towards him, but he is out of ammo. They fire and they jump out of the way. "Jeremie! I'm out of ammo again! I can't keep up like this! … Jeremie?"

Kallen kicks Jeremie in the ribs mutable times, just as Lelouch is vaulted into the room and lands. He looks over to Jeremie and notices that Kallen is kicking him. "Kallen what the hell are you doing?"

Kallen turns around and growls at him, revealing that she is possessed by XANA.

Lelouch growls and gets ready to face her, "I see I have no choice."

Kallen dashes towards Lelouch and throws a punch, but misses. Lelouch tries to get a hold of her, but she kicks him in the shin, and then kicks him across the face. He lands on the ground and groans in pain.

Odd and Aelita run away from the tower as three kankrelats chase them. They fire and hit Aelita and Odd. Aelita trips and Odd falls on his face. The kankrelats stop and aim at Aelita, but are diced by Yumi's fans.

At the tower, four krabs protect it as 2 megatanks block anyone from getting close, as two squadrons of hornets fly around pushing the team back.

Jeremie comes to, and limps towards the computer as Lelouch is in a choke hold. Lelouch kicks around to try and break free, but can't escape her clutch.

Suzaku then comes in and kicks her in the side with a flying kick, and sends her flying, releasing Lelouch. Lelouch coughs as he tries to regain his breath.

Odd runs at three hornets who are chasing Aelita and tries to jump on one of them, but gets shot mid air, and is devirtualized. He appears in a scanner and falls to his knees.

Jeremie gets frustrated, "Sorry Odd, I just got back to the computer. Kallen's possesed by XANA."

"Kallen? Great..." Odd says as he tries to recover from pain.

Yumi and Ulrich stand together as Yumi throws her fans and destroys the hornets that devirtualized Odd. "Thats one group down..." she says as she notices the other hornets approaching fast.

Odd gets up to the computer room to find Kallen had chucked Jeremie out of his chair, and threw Suzaku against the wall. Lelouch runs towards her, but she just kicks him hard, making him fall on the floor.

"Hey crazy! Over here!" Odd exclaims trying to distract her.

Kallen looks over and runs towards Odd. Odd runs out of the elevator and has her chase him around the computer room. Jeremie gets back in his seat again, and looks over at Lelouch who is helping Suzaku up. "You guys need to get to Lyoko fast! Things are really starting to heat up there!"

They nod and use the hatch to jump down into the scanner room. They enter their scanners, and they close immediately.

Kallen, has Odd in a choke hold, but suddenly becomes un-possessed and the spectre rushes over to Jeremie's computer. It bugs up the controls so that Suzaku and Lelouch are stuck in transfer phase.

"XANA just bugged up my computer, he is trying to stop Lelouch and Suzaku from being Virtualized!"

"Don't worry Jeremie," Ulrich says, "we got this."

Yumi throws her fans at the hornets as Ulrich goes after the megatanks. The fans slice though two of the hornets and make them explode. The other one fires and hits Yumi in her chest.

Yumi groans in pain as the hornet fires again and misses. She grabs the fans and throws them at the hornet, one misses but the other one cuts off it's wing. It lands in front of Aelita, who proceeds to kick it off into the digital sea.

Ulrich impacts one of the megatanks as the other one fires. He somersaults off the one megatank as it explodes and doges the fire of the other one. His weapon hits the ground, and he super sprints to pick it up. Then he super sprints off just as the krabs arrive. The megatank goes after Ulrich as he runs to Yumi and Aelita.

Jeremie types away and tries to get his computer un-bugged. He fights with XANA over algorithms and processes. Eventually, he gets Suzaku and Lelouch virtualized, but is still unable to see whats going on or even communicate with them.

Strange enough, only Suzaku is virtualized right away. He lands right in front of the megatank and stops it's advance. It opens up and charges right away. "Aww come on, I just got here!"

Suzaku runs off as the megatank fires. Yumi, Ulrich, and Aelita dodge the blast and run to flank the megatank. Suzaku runs to the tank and stops noticing Yumi readying her fans. The megatank gets ready to fire and he steps backwards and notices the krabs approaching. Yumi unleashes her fans and they hit the tank dead on it's weakpoint and devirtualizes it before it fires.

Suzaku runs to the krabs and they fire at him, he does a low kick to one of the krabs' leg and causes it to topple over. He kicks the weak point and runs off to the other krabs which fire at him. He tries it again but is hit by a megatank's blast and is devirtualized.

Yumi throws her fans at one krab and Ulrich impacts the other. Both crabs explode and the megatank that just took out Suzaku opens up and charges. Cornered between it and the virtual sea, with Aelita in the middle, it fires and Ulrich holds off the blast long enough for them to get away. He notices he is getting closer and closer to the virtual sea, and since he does not want to risk being permanently virtualized, he lets the tank's blast win and devirtualize him instead.

Jeremie continues to try and regain control of his super computer, but is having trouble keeping up with XANA. "Guys, I can only speak to you for a few moments, but XANA is a flawless program! I can't keep control of the super computer for long! You need to deactivate the tower now!"

Yumi and Aelita nod and they rush to the tower. The megatank tries to go after them, but it gets stopped by Yumi who stands her ground. The megatank goes around her and opens. It charges up a shot aimed at Aelita. Yumi tries to attack it with her fans, but is devirtualized by a kankrelat's shot.

Lelouch is virtualized right in front of the megatank, as another Kankrelat shoots Aelita in the foot and halts her progression.

Lelouch throws his katana at the other Kankrelat, and hits it dead on. But fails to notice the megatank. It fires, but misses him, and the blast goes towards Aelita. She rolls out of the way as the blast hits XANA's tower. The megatank aims at Aelita again as Lelouch is cornered by two more additional Kankerlats. He looks over at the megatank, and knows defeat is approaching.

Lelouch, weaponless, falls to his knees. He reaches out to the megatank in desperation. "I command you! Stop!"

Suddenly, The symbol for Geass appears on the screen on his helmet. A powerful pulse echos from him and hits the megatank. The megatank's weak point glows a violet red and it stops charging, and the symbol of Geass appears on it instead. It just sits there, and does absolutely nothing.

Everyone is shocked. It seemed that the megatank obeyed his command. This victory was short lived as Lelouch was executed by the kankrelats. Thus making his control on the tank stop.

Aelita used this opportunity to run into the tower before the tank could even charge.

Aelita steps into the tower as XANA collects 90% of the data he wanted according to the screens under his control. She floats up to the top and puts her hand on the terminal, and enters in Code Lyoko. The tower is deactivated right as XANA gets 99% of the data he wanted.

XANA's spectres disappear, and Jeremie's computer returns to normal.

"Return to the past now."

"So apparently XANA is after us and Ashford Academy as well?" Kallen asks Jeremie. They are all together again, to recap on what happened.

"That is true, so now we need to worry about XANA there as well." Jeremie responds.

Lelouch looks troubled, "I wonder what XANA was really up to... makes you wonder what exactly he is up to."

Aelita smiles at them though the computer as they all look troubled, "Well whatever it was, XANA lost this round, I'm sure of it, so lets enjoy this victory."

"While it lasts." Suzaku adds. "While it lasts."