So my first Lyoko fic kinda blew up in my face during the planning process. Now, I've got a new one and hopefully a better one.

Plot: Set 10 years after the supercomputer has been deactivated. Aelita's nightmares have returned to her, but not like they used to be. She fears XANA is back, and she could be right. What will go on, will this rip the gang apart, will XANA return, and will romance survive. Read on and find out. Feel free to R&R while you're at it. Disclaimer: I don't own Code Lyoko, though I few OC s I might make I will.

Ch.1

Aelita lay in a restless sleep in her room, tossing and turning in her slumber. A nightmare claimed her dormant mind, though unlike the others.

(Nightmare) Aelita's POV

I sat there beneath the shade of the tree. There sat with me were my good friends and protectors: Ulrich, Odd, Jeremy, Yumi, and Kiwi of course. My head was on Jeremie's chest, and same with Yumi and Ulrich. Odd was just petting Kiwi, and stared at us all. We were close to getting to college, that was about 4 to 5 years ago. The sun was setting, none of us had a care in the world, and summer was around the corner.

"You know, this is the best time we've spent together recently." Everybody turned their heads to me, slightly confused. "Well I'm just saying because of all of our college stuff." All of them soon understood and shook their heads in agreement. "Hey, at least we are all going to the same college." said Ulrich. I nodded happily, though it as a big campus, e could still hangout like we used classes or no classes. "I think we should do two things" Odd stated. "Odd, none of us wanna place a food bet with you. No matter how much you want to." Yumi commented. Jeremie and I couldn't help but giggle at the statement. Placing Kiwi down on the grass, Odd jumped up heroically. "For your information Yumi, you'll be happy to know that this has nothing to do with my stomach." 'What's Odd thinking?' I thought suspiciously. "One, I wanted to get up and stretch cause Kiwi sat on my leg and it fell asleep. And two, I want us all to make a vow." Odd finished placing his hand in the middle. "What kind of vow Odd?" Ulrich asked eyeballing him weirdly. "I want us to all vow, that no matter what may happen in the future. Even if we all move away from each other..." He paused since he was actually getting a little teary eyed. The gang knew that he was serious, Odd never cried unless it was something extremely bothering or depressing. "That we'll never grow apart." he finished with a sniffle. All of us stood up and I placed a hand on his shoulder for comfort. "Odd, we won't ever grow apart." I replied sternly.

Jeremy: "Ditto"

Ulrich: "Not a chance"

Yumi: "Swear"

One by one everybody joined in and smiled, even Kiwi decided to join he jumped on top and put a paw down. They all let out a laugh, Kiwi was just as dedicated. Just as the laughter broke up with an abrupt clap of thunder in the distance. Followed closely by a flash of lightning. The sunset faded as the sky turned pure black and rain flooded down from the sky. "What the heck's going on with the weather Jeremie?" I asked nervously. "I'm not sure Aelita, the weather man said nothing about rain in the forecast." Not a second after they said that, the rain became even harsher blowing and drenching anything left uncovered, including the old Lyoko Warriors. Shaking off his now matted down hair, Odd yelled "We need to get to the factory or we're going to get drenched." Winds blowing 78 miles an hour while they tried to understand what the other was saying.

I had never seen weather this bad before, out of all the years I had spent on earth. O gathered up some courage in my voice, "It'll take too long to get to the factory or the dorms! We should go to the Hermitage!" I yelled. The other nodded and followed suit. Within 10 minutes we all arrived at the Hermitage, which was good since the weather took another turn for the worse. We all reached the inside and went to what used to be my old room. We all ringed out our clothes accompanied by Kiwi shaking off all the water on him.

I sat on my bed, my legs hugging my chest in fear. Jeremie sat next to me, placing a shoulder over me and hugged me. "Don't worry Aelita, its just a freak storm. It'll be over soon." I had faith in his words, until I heard something making noise downstairs. I shrieked when I heard Kiwi barking, if he was barking there must be something there. "I think there's something down there." I said in a hushed voice.

Odd stood up, brushing off the surrounding dust. "I'll take Kiwi and go check it out."

"Odd?" Ulrich said. He turned to face him, "Be careful." He nodded and ran down the steps heading to the living room.

(The Living Room) Odd's POV

I scanned my eyes suspiciously as I followed Kiwi and his nose through the house. In the distance I could hear the others yelling down, "Odd, have you found anything yet? Or anyone?" Yumi yelled down. "Nope, I think maybe Kiwi just needs to be taken out. Sorry about the false alarm." I yelled back. I scooped up Kiwi and brought him back to the steps. Just as my foot made contact with the first step, Kiwi started barking again. I groaned in annoyance, "Kiwi!" He jumped from my arms and pointed his nose right in front of us. "No offense buddy, but I think you're nose... is.. wrong." I found out that I was sorely mistaken, as I saw a shadow move on the wall then onto the floor. I screamed at the top of my lungs, "AAAAAHHHH!" Kiwi was swallowed whole by the shadow and it was coming up for me.

(The Bedroom) Aelita's POV

Another clap of thunder was heard in the distance as my mind traveled to Odd, "Do you think he found something down there?" I asked curiously. Ulrich chuckled, "Knowing Odd, he probably found food in the cabinets." My question was answered as I heard Odd scream at the top of his lungs up the stairs. Odd opened the door and threw himself on it to shut it. He was panting and freaking out. The rest of us got up and went to him. "Odd what happened and where's Kiwi?" I asked. He had a few leftover tears and was trying to get his breath back. "He's.. gone." he said between breaths. "What do you mean he's gone?" Ulrich asked. "Like he ran away?"

"NOO!" he yelled angrily. "He's completely gone, some shadow figure downstairs just swallowed him whole and it's coming up here to get the rest of us." As if by magic, a shadow of pure darkness swam underneath Odd's feet below the door. Taking him as well. "What's going on?" Yumi asked. "No clue, but I don't wanna be here to find out!" Ulrich backed up to the edge of the room. We were all trapped, at the mercy of whatever this shadow figure is. The figure creeped on the floor and shot straight at Yumi, before it could take her though Ulrich shoved her away and it took him. "ULRICH!" Yumi cried sadly. This thing, whatever it was, was going to pick us off one by one. Next it ran for Yumi, absorbing whatever we threw at it. Yumi was absorbed like the others in no time at all.

"Jeremie, We've gotta get outta here." I yelled. He followed me to the window, but it wouldn't budge no matter what I tried. It creeped up to the bed near the window, I was crying a river of tears I was so scared. "Jeremie no" I begged him to stay. It crept over him slowly, making us both suffer. "Aelita, I love you." Jeremie said with his last breath. There went my savior, the one who freed me.

I had never felt so afraid in my life, nobody around me and all alone. The figure lurked to me and stood up. It formed a human figure, and that figure had one eye. The eye of XANA. "I never thought we'd get the alone time I wanted." he said evilly. I backed up to the wall and he leaned in and whispered to me, "You won't get rid of me without a fight." With that, I sword was thrust through my chest.

(End of Nightmare)

(Aelita's Room) Aelita's POV

I screamed at the top of my lungs, quickly calming down realizing it was only a nightmare. I had been having that nightmare for a couple of nights now, this was the third time in a row. I was covered in a cold sweat and noticed I was in my room. I heard steps and my door opened, seeing Yumi in the doorway.

"Aelita, you okay?" She asked. I sighed with relief, "Yeah I'm fine, nightmare." She walked in and sat next to me and looked at my face. Nothing different than usual, except that I had a worried look plastered on my face. "Aelita this is the third nightmare in a row that you've had. And they're about well, you know who." I rubbed my face to give myself a little bit of a wake up call, it was only 1 in the morning. "I think we should go and check the computer tomorrow." I said. Yumi looked at me with wide eyes. "Are you crazy? He's gone XANA's gone!"

She stood up, outraged by my little theory. "Yumi please, I just need some peace of mind. These nightmares are telling me that he might be back again. I just want to be wrong. Please" I begged her fighting back tears in my eyes. She sighed in defeat, muttering an okay. "I'll tell Ulrich in the morning, you can tell Jeremie. And Ulrich can tell Odd."

"Thank you Yumi" I hugged her tightly, needing my grip on reality. "No problem, now get some sleep."Yumi said. I chuckled lightly and went back to my bed.

I was killing myself to finish this thing. So what do you think. R&R me, I might answer some questions if anybody has any. I can use the criticism. PLEASE R&R