Classes had just ended at Kadic Academy and the students all left class for the day. The Lyoko warriors were each off doing their own things. Jeremie and Aelita were working on a science project, Yumi was hanging out with William , or rather, the William clone, and Odd and Ulrich were in their room. "Hey Odd, i heard they are opening a new pizzaria a few blocks down. Wanna check it out?" Ulrich asked Odd, who was bouncing a ball against the wall but sat up alert at Ulrichs question. "Ya had me at pizza. What're we waiting for? Lets go!" He said excited as he swiftly got to his feet and made his way out the door. Ulrich smiled and rolled his eyes at Odd's enthusiasm. Odd reappeared at the doorway and asked. "So, where's the pizza again?"

On their way to the new pizzaria, Odd and Ulrich called and asked the others if they wanted to come with. Yumi thought pizza sounded like a good idea and said she was on her way with William . Jeremie and Aelita said they'll be there when they finish their project. Odd and Ulrich had just arrived at the pizzaria and where looking at the sign outside the place. It depicted several colorful characters that were going to roam the pizzaria as animatronics. "Fazbears Family Pizza Palace. Yep, this is the place." Ulrich said. "Alright! Pizza time lets go!" Odd shouted as he ran to the door with Ulrich close behind.

Meanwhile, Jeremie and Aelita were taking a short break from their project and Jeremie, out of curiousity, was looking up the pizzaria Ulrich mentioned. "Yeesh, this place seems to have had quite a bad history." He remarked and Aelita looked over his shoulder curiously. "How so?" She asked. Jeremie fixed his glasses and scolled back to the top of the article he was reading. "Well, besides the fact that the Fazbear franchise has gone through many closures and incidents like fires and mishaps with the animatronics, it seems like there has been many reported incidents of children disappearing around a few of the first establishments with no clues regarding where they could have gone." He informed. Aelita was shocked at this info and a little worried as well. "A-anything about the new establishment they opened nearby?" She asked.

Upon entering the pizzaria, the first thing Odd and Ulrich saw were the animatronics on stage. "Yikes, these guys look like they've seen better days." Ulrich remarked seeing the animatronics, they all looked like they were recently repaired but still had their age showing, especially the yellow bunny and bear in the back center. Onstage along with the yellow bunny and bear were two other bears, two other bunnies and two chickens. On either side of the giant party room were ships with curtains. Before Ulrich could take in much more of the sites a sound startled him. "Hello." He looked to his side at the noise and saw it was some sort of boy holding a sign and balloons. "Yo, what s the holdup Ulrich!" Odd shouted. Ulrich looked around and found Odd had already found a big table for when the others arrive. He looked back at the boy with the balloons and could swear his eyes moved. There was something strange about this place. Shaking his head Ulrich went and sat next to Odd just as a man with slicked back black hair in a brown suit walked onto the stage. "Gooood day everyone!" The man spoke with great enthusiasm and grandly spread his arms out. "My name is Fredrick Montgomery Fazbear and I humbley thank you for joining us on this grand day!" He said with a bow. Ulrich chuckled. "Man, this guys got almost as much enthusiasm as you do Odd." He said as Odd grinned. "Yeah, almost. Because no one can top me in enthusiasm." He said with a laugh.

Jeremie was looking around online and found some info on the new pizzaria. "It seems the new establishment is under a new management and ownership, no surprise as it seems to go from manager to manager over the years. But this man seems to be a Fazbear enthusiest who changed his name upon taking ownership of the franchize and actually collected many of the original animatronics from throughout the franchizes history and fixed them up. It seems like today is supposed to be their returning debut." before Jeremie could read more, an alarm went off and red lights flashed onscreen. "Oh no! Xana's on the move!" He shouted as he ran out the door with Aelita right behind him.

Back with Odd and Ulrich, an unseen black mist oozed out of the lights and made its way to the various animatronics which let out black sparks as Xana's signature symbol appeared in their eyes. All the animatronics turned their eyes toward Odd and Ulrich who were busy talking. All but two animatronics made their way to the chatting friends, the yellow bunny and bear seemed to be spazzing a bit as their eyes flickered between a white shine and the symbols of Xana. Upon noticing the moving animatronics, Fredrick paused his speech. "Wha- what s going on?" Screeches were heard from the ships, catching Odd and Ulrich's attention. "Umm those guys don't look very happy." Odd joked as he and Ulrich got up and backed away from the animatronics. From the ships, a couple of pirate looking foxes charged out screeching. Everyone in the pizzaria started screaming and running for the door. "Thi- this can't be ha- happening." Fredrick stuttered as he fell to the ground shaking. As the animatronics charged at Odd and Ulrich a musical melody of sorts was heard.

In an icey terrain, sparks traveled through giant cables towards a grand tower with a blue glow. As the sparks reached the tower, its glow shifted to a deep, dark blue that was almost black. Shortly after, red lights pulsed into the tower and the glow shifted to red. The tower kept shifting back and forth between the blueish black and red glows.

Back at the pizzaria, the animatronics stopped in their tracks and let out mechanical shrieks as sparks flew out of them and their eyes shifted between the symbols and white glowing eyes. "W-what the hecks going on!" Odd said looking at the animatronics who have all grabbed their heads and seemed to be shrieking in pain. A ringing phone is heard and Ulrich reached into his pocket and pulled his phone out, answering it. "What s going on Jeremie?" He asked. "Yeah we could tell, Xana took over the animatronics, but somethings going on." He said loudly.

Within the ice area, the tower was cracking and crumbling from the opposing forces trying to gain control of it. The blueish black glow intensified and finally overcame the red.

The animatronics all let out loud shrieks as their eyes went blank and they all collapsed and a couple fell apart. "What just happened?" Odd wondered and Ulrich shook his head. "I have no idea." He said. The two ran up to the shaking owner onstage. "Are you all right mister Fredrick?" Ulrich asked kneeling down beside the man. "I- i don't know, i- they told me stories but i didn't believe them!" Fredrick said with great distress. Ulrich and Odd shared a look before turning their attention back to the man. "Who's they? And what stories?" Ulrich inquired. At that moment Odd heard something and looked around, trying to figure out where it was coming from. "Th- the previous owners, th- they said everything about Fazbears was Cursed!" The man said as the sound Odd heard got louder. It sounded like some sort of music box. "They said terrible things happened and never left. Dark spirits haunt the place and all associated with it!" At this point the music Odd heard had caught Fredrick and Ulrich s attention as well. "What's that sound?" Ulrich asked before seeing Fredrick's eyes widen, he knew the sound but didn't want to believe the stories.

Back with the tower, the blueish black glow intensified. Meanwhile, in an abandoned looking lab, a grand computers screen popped up with an image of a mask and in the center of the computer a white flash began to rapidly expand outward.

"That sound, its, its, it can't be!" Fredrick panicked. Ulrich and Odd were about to question him more when a white light swiftly engulfed the area.