A/N: Here I proudly present you my first, oldest (and so far, longest) fanfic! I started this story more than 2 years ago and finished about a year ago, but it was not until now that I finally translated it into English and decided to publish it. My main motivation for writing this story was that I did not feel satisfied after watching the season 4 finale. And so, out of rage and curiosity about "what if...?" this story was created. Now, judging it from the perspective of 2 years since I started working on it, reading lots of other fanfics and "season 5"'s, and further considerations I find it... immature, to say the least. So, do not be so hard on me, because back then, I really was angry and disappointed at how Code Lyoko ended, and I appeared to have a couple of crazy ideas I decided to put into existence in the form of this story. To sum up... I hope you enjoy reading, despite all its flaws.

CHAPTER 1

One sunny and warm afternoon Aelita, Jeremie, Odd, Ulrich, Yumi and William were sitting on the school grounds on their favourite bench in the shadow of a branchy lime tree and were trying to comprehend the events of past few days. William listened carefully to the rest of the group; they were discussing XANA's plans of enslaving the mankind by using thousands of Replikas and robots which were waiting for orders in the middle of nowhere.

After freeing William from XANA, the group told him the story of everything that happened during the last six months. They described that William with details as a cruel and merciless but at the same time dependent executor of XANA's wicked plans.

Horror and shame rose in William's mind along with anger not only towards XANA, but also towards himself. The memory of the day when he joined the group and was virtualized on Lyoko for the first time was haunting him. How could he let himself be possessed by a mad A.I.? Due to his self-confidence and pride – the two flaws he'd always coped with – he became someone he could not imagine in his worst nightmares. "I'm not a bad guy type," he thought. Of course he would tell some bitter words to someone if he really deserved it, but it would never cross his mind to harm anyone, especially people he considered as his friends!

He looked at their thougtful and worried faces. At first he glanced at Aelita, who undoubtedly was the most conspicuous member of the gang. "I wouldn't dare do any harm to her," he wondered as he observed her, so fragile-looking, so experienced by life, but always smiling and proudly wearing her pink hair. But then, under XANA's control, she was his worst enemy, whom he tortured before throwing into the digital sea to get rid of her along with her father!

He stopped his sight at Ulrich. They fought with each other the most, according to the descriptions of the group. In the beginning Wiliam felt weird satisfaction that he could revenge on his rival in the race to Yumi, but when he calmed down and realised that he had no chance against him he realised that Ulrich did not deserve that. After inviting him to the go-kart club a long time ago, he realised that Ulrich's actually a nice guy.

Then he finally looked at Yumi. He liked her. They were in the same grade and she was always helping him at schoolwork. He even had a crush on her! And once she almost ended up in the digital sea, thanks to him!

Finally he started observing Odd who played with his dog's rubber ball, which bouncing sound irritated Jeremie. William had to admit that even though Odd's weird lifestyle and scathing retorts appeared sometimes very annoying, he was everybody's friend. As far as Einstein was concerned, William had always had respect to him. He was the best student in the whole school, always had the highest average and had knowledge that not only older students, but also some teachers could be jealous of. Whenever William heard name Belpois, he always looked up to him. Therefore bigger was his shock when he found out that the same Belpois had been fighting for life and death with a mighty enemy XANA.

He remembered clearly the moment when he discovered the biggest secret of a group of these inseparable friends. He remembered excitement when he went into the scanner and in few minutes set foot in a virtual world better than any video game he had ever played. He remembered the joy with which he beat those Creepers at one stroke of his great sword. But then that weird monster appeared and having trapped him in its tentacles, it transformed him into that William.

He was ashamed of himself when he memorized his friends' advice and warnings and realised that he let them down forever. He still felt their reserve towards him except Aelita, who, due to her trust and wilingness to give him second chance, let him hang out with them. A will of revenge rose in William as he became aware of how XANA used him, robbed him of half a year of his life, not mentioning lacks at school. "I won't let you down anymore," he thought, looking at his friends, "I'll help you defeat XANA once and for all."

The group was sitting and talking when suddenly Jeremie's computer, which laid closed on his lap, gave a well-known beep, signaling that the Superscan detected an activated tower. The sound immediately attracted everyone's attention. Jeremie opened the laptop. The rest of the group looked at him with worry.

"Activated tower in the polar region. To the factory!" Jeremie announced.

Yumi glanced at her mobile to check the time, when she realised something. "Oh no, I can't go with you, I'm having a test in Italian in a few minutes. It's my last chance," she explained.

"I'm having a test too, in Math. The one I didn't pass last time," Odd recalled all of a sudden.

"We'll manage without you," Aelita calmed them down."William can replace you."

"William...?" Ulrich said in disbelief. "After all that...?"

"Ulrich, we don't know what XANA prepared for us. Are you sure we'll manage on our own?"

Ulrich looked at William at first, then back to Aelita.

"Fine, he can go," he answered after a while.

"Let's not waste time then. The sooner we take care of the tower, the better," Jeremie concluded. He closed the laptop and stood up, ready to leave.

"Good luck," said Yumi.

"You too, I mean on the tests," Ulrich replied.

They all got up and divided. Odd and Yumi headed towards the school, whereas the rest ran quickly to the factory.

Having gone through well-known sewers and secret passages, they arrived at the lab.

Aelita, Ulrich and William went down with the elevator to the scanner room and Jeremie started the vrtualization procedures.

"Are you ready? Here we go!" They heard his voice through the speaker in the scanner room.

"Transfer: Aelita! Transfer: Ulrich! Transfer: William!"

Information confirming successful scan appeared on Jeremie's screen.

"Virtualization!"

A while afterwards his three friends appeared on a plateau near an ice cave.

Ulrich and Aelita looked at William. He looked at himself and carefully checked out his old-new virtual form. He wore the same outfit he had when he was on Lyoko for the first time.

The overbike and overwing appeared in front of the three wariors in a second.

"The tower is not far. Direction south-east," Jeremie informed them. Ulrich sat down on the overbike and William jumped on an overwing.

"Nice to see you on our side, William," Aelita said and spread her wings. William smiled to her. Ulrich grunted quietly.

"Hey, how do you drive it?" William asked, looking at the handle of the overwing.

"It's simple, just take a hold and go!" Aelita replied.

"You don't know how? You've driven it once before..." said Ulrich spitefully.

"Let's go," Aelita ordered, pretending not to had heard that.

They moved with their vehicles. Aelita and Ulrich went first. William needed some time to work out how to steer the overwing and soon caught up with them.

"It's quiet around here, isn't it?" William was suprised that they had not met a single monster yet.

"Uh-oh, it's starting..." Ulrich sneered.

"Cool it, Ulrich," Aelita thought as she heard his bitter comment again. "You know William, XANA does not attack immediately. He likes to surprise," she explained to him as she noticed that he in fact had little experience on Lyoko.

William took a look around and noticed an inactive tower on a neighbouring plateau.

"Hey, there's a tower."

"Yep, but it's not activated. You see, it has a white aura around it. An activated tower has a red one," Aelita explained again.

"Jeremie, we're on it!" Ulrich announced as the activated tower appeared in front of him. "Are there any monsters guarding it?"

"Great. No, not a single one, " he heard Jeremie's voice.

"But that's strange, knowing XANA's habits they should've appeared already."

"Ulrich, why are you complaining?" William asked quietly but loud enough to be heard by Ulrich. He grimaced. "Since when has he become so humble?" he wondered.

Eventually they arrived at the tower. There was no slight sign of any monster.

"Too good to be true." Ulrich pulled out his two swords, which he did rather habitually than from a real necessity.

"Maybe that tower is not activated?" William said.

"William, it could turn out that there's no activated tower if the Superscan which detects them is bugged up," Aelita responded, "but if we're on Lyoko and we see a red tower, then it has to be activated!"

"I still can't believe it," Ulrich got annoyed. Jeremie became impatient.

"Aelita, this tower is activated, go and deactivate it! It doesn't matter whether XANA sends monsters or not, you know very well that..."

He remained silent when he recalled the Syberian laboratory and hundreds of robots. He was about to say that one tower on Lyoko did not mean anything for XANA anymore, but he bit his tongue. Aelita guessed what he wanted to say.

"OK, if I did this n times, I'll do n plus one as well." She went into the tower and laid her hand on the interface. She observed as signs 'AELITA' and 'CODE LYOKO' appeared on it, as usual.

"Tower... deactivated?" She said with a little of uncertainty in her voice.

At the same time the boys outside observed the red aura around the tower turn white.

Aelita went out of the tower. The three looked at each other, still not believing what had happened. Ulrich looked up into the sky.

"It's OK Jeremie, mission accomplished. You can rematerialize us now."

In the evening the group met again in Jeremie's room. When Aelita told Odd and Yumi about what happened on Lyoko, or rather, what did not happen, they just opened their eyes wide from astonishment.

"Jeremie, there weren't any monsters at all?" Yumi asked.

"Yeah, there was nothing. I checked the entire sector," Jeremie assured.

"But the tower was activated, it was real," Aelita added.

"Maybe William scared the monsters off?" Odd joked.

"I don't know," Jeremie gasped. "One thing is sure, it's totally against what was obvious for the past two years of XANA's attacks. Besides, remember that Franz Hopper is still alive and remains a major threat to XANA, so there'd be no point for him to lure us to Lyoko without attempting to throw Aelita into the digital sea..."

These last words sounded weird as Jeremie spoke them. Eveybody knew it was the last thing he wished himself.

"Einstein, stop telling us such things or we're going to have nightmares," Odd joked.

"Sometimes you have to think like your enemy to understand his motives," Jeremie replied, taking him seriously.

"Fine, but I don't see any motive in the present situation. Nothing weird happened on Earth, did it?" Ulrich said, turning towards Odd and Yumi.

"Nothing, except that all tasks on my Math test appeared to me as rather difficult," Odd said.

"That is not a surprise to me, as additional tests of Mrs Meyer are always harder than the first attempt."

"And you're telling me this now, Ulrich? If I had known, I'd have prepared myself better."

"And since when would you study for any test?"

"Back on topic, what if XANA attacked, but we don't know about it?" William interrupted all of a sudden.

"I don't think so. I can try and launch my old programme for tracking disasters, but it does not give 100 percent certainty," Jeremie said.

"Hey guys, how about sleeping this problem over? I'm tired..." Aelita yawned. She certainly looked worn out.

"Good idea. Besides, it's kind of late, I have to go home," Yumi agreed.

It was 9:30 on Jeremie's alarm clock.

"You're right. We'll go back to it tomorrow," Jeremie said.

All of them went back to their rooms. Yumi snoke out of the dorm, unnoticed.

Aelita couldn't sleep for a long time. She had bad feelings about today's weird attack as she convinced herself many times how smart XANA could be. She recalled how many times he set traps to get rid of them and how he used her trust and naivity to get what he wanted. Now he had everything he needed to take over the world but an absolute certainty that nobody would disturb his pursuit. Right away she thought about her father, who was probably hiding somewhere in the most distant corner of the Internet. She really wanted to know what solution he would come up with. Unfortunately, he had his hands tied as he couldn't contact them without risking his life.