School is out and our friends at Kadic prepare for the year's first school dance. Two girls are noticed watching them set up. The one named Tamiya holds up a video camera.

"Are we rolling?" asks Milly. Her friend Tamiya nods. "Hello, fellow students of Kadic Jr. High, your ace reporters Milly and Tamiya are here to bring you exclusive school news. As I'm sure you already know, tonight is the big night of our annual school prom. I'm standing here with the girl who was crowned Prom Queen last year, to most of our dislike." Sissi glared at her, "I mean, of course, our principal's only daughter, Sissi. Let's see whether she'll answer a few questions."

"Sorry," replied Sissi. "I only talk to real pro reporters." Her friend Herve walked over to Tamiya and turned off her camera.

Flustered, Milly said, "But, it's for the school news program."

"Oh, Milly," Sissi replied in a listen cause I'm superior voice, "little dipsticks like you aren't mature enough to be real reporters. What do you know? Besides, you have to have a date if you want to go to the prom. I'm sure there's no one that would want to go out with a baby like you."

"Who asked you?" cried Milly. "There are lots of other boys."

"Oh yeah?" answered Sissi. "I'd love to see you try to find one."

Milly looked about until she spyed one of her crushes, the one and only Ulrich Stern. "Ulrich?" she muttered. Ulrich put down his decorations and looked up. "Uhh...would you...be my date tonight?" A tear flowed down Milly's pink cheek.

Ulrich stuttered. "Sorry, I'm kind of too old for you. Also, I...promised to go with Yumi."

"You see?" laughed Sissi. "What did I tell you? Tough luck. Might as well spend Friday night playing with your dolls." Milly exploded into tears and ran out the door. Tamiya followed.

"Sissi has it ever occured to you that you only have two friends because you a selfish bitch," Ally told off Sissi. Sissi turned and stormed off.

Milly and Tamiya were sitting in their room. Milly was holding lovingly her teddy bear she was given by her older sister Delaney.

"Milly," said Tamiya, "don't cry. We'll find someone to go to the prom with. Also, Jim said that we have until 9:00 to film our report. Hey, why don't we ask Herve and Nicolas and then totally ditch them."

"Don't you get it?" sobbed Milly. "No one cares about us! They don't let us do anything! I hate the fact were not older!" Unnoticed, the mark of XANA appears on Milly's computer.

"Calm down," Tamiya reassured, "You don't know what you're saying." By that time, Milly has already run off with her doll. "Milly! Come back!"

Ulrich slowly stretched duct tape over the wires. Yumi noticed Ulrich's emptiness.

"Ulrich you shouldn't be down on yourself," said Yumi. "I think it would have been okay if you said yes to her."

"Sissi," Summer spoke up. "If she finds a date to the dance I'd be surprised. I mean she's the worst person in the history of worst people."

" Well she's probably going to be a brat and force somone to go with her don't you think?" spoke up Odd on the microphone.

"More or less," answered Summer.

Milly was inside the garden shed off of the school campus, cuddling her teddy.

"We don't need to listen to all those older kids, right, Teddy?" The doll stared back with its blank, dark eyes. "You're right. You're the only one that understands me. Maybe if we were bigger, we could boss around all those big kids." She gave the doll a hug and heard a knock on the outside wall. Tamiya was looking for her.

"Milly," called Tamiya, "are you done sulking yet?"

Milly looked up and said, "Coming." She placed the teddy on a cardboard box and said, "Okay, you. Don't you leave this spot. I'll be back for you." Milly ran out the door to greet her friend.

"How are feeling Milly?"

"A little better!" murmured Milly. As they walked away discussing their plans for their film project, a cloudy image came out from the single light bulb of the shed. As its full body emerged, it lingered around before being sucked into the Teddy Bear. As they walked onto the school campus, Milly and Tamiya's attentions were caught by a peculiar person. Sissi was wearing a pink bathrobe and being escorted to the office by her father, Headmaster Delmas. Odd, Summer, Ally, Nick and Jeremy walked by and noticed the incident also.

"You think it could be XANA?" questioned Odd.

"Odd don't be paranoid Sissi just might've come to shock because she lost her hairdryer," Ally joked, the five laughed.

"It might be best if we check this out, just to be sure," answered Jeremy, after finishing the good laugh.

"Hey," exclaimed Tamiya, "This could be a big scoop! Huh, Milly?"

"Yeah," replied Milly, "let's go get some snapshots of Sissi's room. There, Tamiya got some good shots of the chaotic bedroom. Soon after, they head for the garden shed to find out that the Teddy had gone missing! To make things worse, Celeste, the spanish and sub for Jim today, had spied the two 7th graders.

"Hey you two, you get out of there its dangerous?" she scolded.

Milly turned her head erratically. "But Celeste, we..."

"Backtalking a teacher, eh?," Celeste interrupted. She went over to the shed, took out a key, and locked the padlock. "This shed is off-limits to students, and for sassing me you two are banned from going to tonight's school prom."

"It's always the adults who get to have the fun!" Milly bursted out. Once again, she ran to her room, followed by Tamiya. Celeste turned around in annoyance. She thoght she had heard a roar coming from inside the shed.

Milly sat in the stairway, crying her little eyes out. Tamiya was once again reassuring her, but it did no good. At that moment, Odd, and Summer walked by, "you think I should wear the cerulean top or the pink top?" Summer asked, and saw the two 7th graders on the step and nudged Odd.

"What's the matter, Milly?" Odd asked.

"What's the matter? I can't go to the prom, my Teddy is missing, and adults SUCK!"

"Aww, cheer up, Milly. It can't be that bad." Odd, and Summer noticed a photo that Tamiya was holding in her lap. "Wait a second." Odd took the photo out of the dark-skinned girl's hand. "Look." Milly and Tamiya walked over to Odd, and Summer and looked at the developed picture. "Is that..."

"...My Teddy!" finished Milly.

"No worries," said Odd. "I'll get it for you. Summer you go get ready."

"Oh thank you, Odd." Milly gave him a quick hug, and Odd raced up the stairs. While Summer dashed in the other direction. He quickly located Sissi's room and the spot where Tamiya had taken the helpful picture. "Darn," Odd exited the room and shut the door. At that moment, Ulrich, and Jeremy walked by, looking for their purple friend.

"Did you hear?" spoke Ulrich. "Celeste said that he was just attacked by a giant Teddy bear!"

"Oh great," answered Odd. "XANA knows just the right time to screw things up, huh? So who goes, and who stays?" Odd smiled, referring to Lyoko.

"Well, look at it this way," explained Jeremy. "XANA usually only possesses electronic objects. Now that he can possess other inanimate objects, who knows how powerful he can be?"

"I volunteer!" smiled Odd.

Ulrich glared at Odd and said, "Jeremy's right. I'd better stay here and try to kill some time."

Jeremy and Odd headed for the factory.

By the time they got there, it was already nighttime. Jeremy was never used to going down the ropes, so he always took the stairs. Jeremy was about to transfer Odd when Nick called.

"Ulrich told me whats going on. Bad news," said Nick on his cell. "The Teddy is really big. It's bigger than the school! By the looks of things, he just left the school campus. Where do you think it went?"

Aelita was listening to his conversation with the science genius. "I don't know if you ever noticed this, but XANA seems to target only his mortal enemies."

"That's it!" Jeremy said after thinking a while.

"Ally and Yumi!" Nick hung up the phone, Ulrich got the gist, and they headed for Yumi's house.

"Alright, ready Odd?"

"Don't keep me waiting," replied the impatient blonde. Jeremy started up the procedure as Odd stepped into the scanner.

"Transfer Odd. Scanner. Virtualization." A bright light shone him as he was transported to the Desert Region of Lyoko.

"Great, you're here," replied the friendly, pink girl. Odd stared down a gaping pit next to him and felt a pain in his head.

"This is just a guess but, I don't think the tower's down there."

"Maybe it's on one of the neighboring plateaus," responded Aelita. Before they could make a move, five monsters appeared in front of them.

"Roaches!" announced Jeremy.

"Go and hide, Aelita!" said Odd. "I'll try to ward them off." He readied his glove. Both he and the monsters fire at the same time. Aelita knew nothing but to run down the ramp leading down to the pit. Odd tried to follow her, but the pain in head got worse. His vision started getting blurier by the second, and by the time Odd thought he was knocked out, he saw something strange. Aelita was falling down the bottomless pit! Odd woke up from his trance and saw Aelita right in front of him, trying to run away from the Roaches. He hurried after her.

Meanwhile, Nick and Ulrich had made it onto Yumi's street, tripping occasionally on the 4-foot-wide footsteps and debris created by the supposed monster. When he reached her house, he anxiously rang Yumi's doorbell a couple times before she and Ally answered her door, already dressed for the big night. Ally was there because Yumi's mom was styling her hair.

"Are your parents home," asked Ulrich, worried.

"My mom just left, why?" questioned Yumi.

"Follow us," Ulrich and Nick led them back to school.

"What the fucks going on, Nick?" Ally asked impatiently, "I'm getting winded. You know I can't run in hee-" At that moment a trembling was heard from behind.

"That's what the fucks going on," answered Nick.

"Move it or loose it," Ally screamed regaining her breath grabbing Nick and Yumi who grabbed Ulrich. Running in heels was a cakewalk for Ally since she was provoked to run.

Back on Lyoko, Odd finished up getting rid of the Roaches.

"Nice job," congratulated Jeremy.

"Thanks. Uhh, Jeremy? Did you notice any changes when I was battling those monsters?" Odd ran with Aelita, searching for the tower along the pit's edge.

"Umm, come to think of it," thought Jeremy aloud, "Yes. I think it was your power."

"Power?" repeated Odd.

"Yes. I think the computer teaches you some moves on Lyoko."

"Sweet! What did I learn?"

"It's like a flash of events in the future." Jeremy said.

"What good is that?" repeated Aelita. "What did you see in your vision?" Before Odd had any time to answer, the trail narrowed, and the inconsistent terrain threw Aelita off balance, sending her down to the digital void, where she was sure to be deleted.

"Aelita!" screamed Odd. He jumped off the cliff he was standing on and caught up to Aelita. At the last second, he grabbed Aelita by the wrist and hung onto a thick rock, saving her from any damage. Odd gave a sigh of relief. Aelita opened her eyes to see where she ended up. She was dangling mere inches from the digital sea in front of a hollow tunnel.

"Look," she said, "There's a path."

Odd and Aelita jumped down andmade their way down the underground path.

"This must be the way to the tower," said Aelita.

"Right," replied Odd. "Too bad we didn't have enough time to explore Lyoko ever since we discovered it a few weeks ago."

"Hold on you guys," interrupted Jeremy. "Something's coming."

"Huh?" spoke Odd. He and Aelita turned around to see a giant, gray ball chasing after them! "Aelita! Run!" The two ran frantically as the sphere tried to keep up. They finally made it to the tower located inside a canyon, but the new monster was present. "what's that?" The monster stopped abruptly, and eyes appeared along its side. It opened up, revealing the mark of XANA, and started to charge up energy. "Run away!" The two dodged the monster's elliptical laser. Odd fired a few arrows at its shell.

"It sort of reminds me of Kiwi's Meka chewy ball," Odd said, and Jeremy looked up. "I'm going to call it a 'Mekatank.'"

"Be careful, Odd," said Jeremy. "We have no idea what it's capable of doing and you don't have that many life points left."

"Odd!" yelled Aelita.

"Remember," instructed Jeremy. "You have to hit the target." Odd got ready as the monster opened up again to charge.

At that time, after dragging Nick, Yumi and Ulrich twenty blocks they had already made it to the school gym, where the festivities had already started. Ally quickly ran on stage next to Sissi and Summer.

"Students," announced the principal, "We're about to announce the prom king and the winner is... Nicolas Foxx!" the crowd cheered as Nick was pushed on stage. As you know the prom king will share a dance with the new prom queen for this year! We have three nominees tonight. Ally McLowe, Sissi Delmas, and Summer Foxx. Who will be the lucky lady?" Sissi was in between Summer and Ally, trying to look fabulous and trying to stand out. Suddenly, Nick grabbed Mr. Delmas's microphone.

"Attention everyone," Nick said into the mike. "Don't panic, but we're about to be attacked by a HUMONGOUS Teddy Bear!" The audience grew quiet until they were sure that Nick was kidding; then, they all bursted into laughter.

"He's not lying!" Celeste, who was behind the prom queen nominees, spoke up. "I saw the giant Teddy, too!"

At that point, Sissi's temper was building up "Don't you see, everybody? He's just trying to make me lose so that he will crush my winning streak. Besides, what ludacris is this a giant Teddy Bear my ass?" Suddenly, the tell-tale doll knocked down the gym walls and reached towards the shocked crowd. Its eyes were blood red, and it's forehead had turned into the mark of XANA. Everyone tried to get away until the Teddy found what it was waiting to kill.

Back on Lyoko, the Mekatank was about to fire another attack. Odd timed his leaps and landed on the Mekatank's inner frame. He shot an arrow at its eye yelling, "Laser Arrow!" The monster finally exploded, and Odd jumped out of the way as Aelita entered the red tower. She walked onto the center of the blue-and-white platform and floated towards the second one above it. She prepared to enter her name and the secret code. During that time, the Teddy Bear swung its giant plush arm at Ulrich, who barely dodged it. The doll chased after him, Yumi and Ally. Ally's heel broke making her trip Nick had pushed her out of the way. The bear got ready to stomp onto Nick, but Aelita entered her name on the tower's interface, as well as the code: LYOKO. The Teddy doll immediately stopped in place, and Ulrich, Yumi, and Ally crawled over to the sweat-moistened Nick.

"Ready for a return in time?" Nick asked.

"After today who wouldn't," Ally answered. A bright white light cover them and we hear Jeremy say: "Return to the past, now." Soon enough, it covers the entire universe before we return to what was remembered a few hours ago.

Milly looked about until she spyed one of her crushes, the one and only Ulrich Stern. "Ulrich?" she muttered. Ulrich looked up. "Uhh...would you...be my date tonight?" A tear flowed down Milly's pink cheek.

Ulrich looked Milly's face for a while and said, "Sure." Milly stopped crying. "Only if it's okay with Yumi." He turned to the girl in black.

"I'm okay with it," she replied. "I have to watch Hiroki."

Sissi was shocked. "You…you want to take that... that... baby?"

"Sure," answered Ulrich. "Besides bitchiness is a turn off for me."

Sissi started to heat up while Tamiya was recording the whole incident.

"This is a scoop," she said.

"Yep," smiled Milly. "A super scoop!"

"Ally," Nick said, "At the dance your going to-" Ally put her finger on his lips.

"Life's all about big surprises," Ally told him.