Author's Note: I do not own Code Lyoko, but I own all original characters that appear in the story.

Chapter One - Aftermath

We have failed.

After the three long years we've spent fighting him, XANA has succeeded in making the world his own. Spreading like the virus he is, every computer system was enslaved to his will. The robots made to be the next generation of human warfare became his army. They scour the planet of all human life as we speak and we were helpless to stop the bloodshed happening in the streets. As the realization of our defeat became very clear, the only thing we could do dawned on us. We had to save as many as we can.

A squadron of three XANA hoverbots patrolled through a main sewer line every vigilant on their search for humans. Their red scanning eyes flowed their spotlights as it illuminated everything it touched. Suddenly the three stopped as their leader scanned the area, it had sworn that a noise could be heard. However with no humans found, they continued their patrol.

A minute passed and the noise the hoverbots made echoed away.

"Is it safe?" Sam whispered.

Odd stuck his head out of a sub tunnel that fed into the main line. He looked left and right before popping back into the shadows. "Yeah, we've got to move."

Sam jumped down splashing into the sewer water. She wasn't happy with this, but if it wasn't for Odd arriving at her house when he did, she would have been killed by the first invasion wave of XANA's drones.

Brushing her thighs, she hoped to get the sewer water out of her clothes. She would have succeeded if Odd hadn't jumped down shortly after. With another wave of water splashed on her, she gave up her attempt. Odd blushed sheepishly for he knew it was his fault.

Though she was annoyed with him, his blushing caused her to laugh for it was too adorable for her to hold it back.

"Sorry, I didn't mean to. I just… leapt before I looked."

"Odd, there is no need to apologize, just be careful next time."

"Okay…Sam…"

"Yes, Odd?"

He exhaled deeply and held her hands in his, "I will never let anything happen to you. I promise you, Sam, nothing will."

She blushed, "Odd…I love you."

"I love you too, Sam."

They passionately kissed and didn't leave this embrace until something caught the corner of Odd's eye. He broke away to look over her shoulder, the spotlights of XANA's hoverbots were shining around the corner.

"They are close, we have to keep moving."

He grabbed her hand and led her down another sub-tunnel before the hoverbots could arrive. Odd looked back knowing this wasn't the last time they would be pursued. He had spent a week on his own to get Sam and bring her to safety. Though they were close to the rendezvous, they were not far out of danger.

The rendezvous point was an abandoned missile silo a few miles from Cairo. The resistance that formed shortly after XANA began his invasion waves allowed the five teenagers to use this facility in the creation of Operation: Scatterwind. Jeremy proposed this idea to the general in charge and was given the necessary resources to implement it. Though he never truly told the intentions of the operation, the general had trusted Jeremy when he said it was their last chance.

On the surface, Yumi and Ulrich stood inside the elevator as lookouts. They were keeping an eye out for anything: resistance, XANA's drones, but more importantly, Odd and Sam. Yumi tapped her fingers on the iron railing out of boredom. Ulrich, however, banged his fist against the side of the elevator causing it to shake.

"Ulrich, relax."

"How can I? This all sucks, XANA has won and now I can't help my best friend. Much less know if he is still alive. Plus we haven't heard from Jeremy in three days."

"Ulrich, don't worry about what has happened. Look, the resistance has given us this silo and…"

He faced her, "Adults? They've never helped us before when we were fighting XANA, but now that he has taken over, they decide to help."

"That's not fair, they were kept in the dark while we were fighting him, but now they are helping us."

He scuffed and turned away to look at the horizon.

She looked down and twirled her finger on the railing, "Ulrich…there is something I…"

"Odd is here!" He shouted happily as he spotted them on the horizon. Odd and Sam were running as fast as their legs would allow. In a minute, they dashed into the elevator and caught their breath.

"Odd, what happened?"

"XANA's army is right behind us! We've got to get going."

"What about the resistance?"

Odd answered, "What resistance?"

Yumi pressed the down button on the overhanging control box. The sirens blared and the flashing orange lights turned on as they started their descent. In the distance, they saw the swirling sandstorm that was XANA's army.

Down inside the silo, Jeremy and Aelita were working on the product of Operation: Scatterwind. It was three stasis pods that formed a 'Y' when you look down on it. Jeremy grabbed a wrench in his lifeless hands and began tightening a bolt. After his third tug, he collapsed on the floor. Aelita heard the wrench clang off the ground and walked around to see Jeremy on the floor, she rushed to his side.

"Jeremy!" She helped him got back to feet and he sat down on a crate. "Jeremy, you have to take a break. You have been working on this non-stop for a week."

"I can't, Aelita. We are so close to our goal, I just can't stop now."

"But Jeremy we haven't heard anything from Ulrich, Yumi, Odd or Sam. It could be hours or days before they…" She was interrupted by the blaring siren.

Jeremy looked up at her with a smirk on his face, she threw her hands up in defeat, "All right, they're here."

The elevator pulled down into view. Odd stuck his head out when they had cleared the elevator shaft.

"Jeremy, XANA is here! We've got to hurry and launch Operation: Scatterwind."

He shook his head, "All right, Aelita help me up."

She grabbed his hand and got him to his feet. When the group reunited, they hugged for it had been a while since they've seen one another. Then Jeremy frowned and said, "Hey Aelita, we are ready to launch, but could you and the girls do a quick systems check?"

"Okay, Jeremy if that's what you want. Come on ladies, I'll show you what to do."

They walked to the ship and Aelita began giving out instructions. Jeremy gestured for the guys to come in closer.

He whispered, "Whisper, I don't want the girls to hear. We have a problem."

"What kind of problem?"

"You know what this operation is, don't you?"

"It is to a small ship made out of three stasis pods and a propulsion system. You said we could get into space if we…" he paused to gulp, "...lay on top of each other."

"What they don't know is I have been rigging the calculations on my laptop. With all six of us, the weight of the ship is too much to break orbit."

Odd quivered in fear, "So one of us has to stay behind?"

Jeremy sighed, "Not one…three."

Ooooo...this is getting good. But who will stay behind? Will the Operation be a success? What will happen next? Stay tuned to find out.