A/N: Hello everyone, I am here with a one-shot that has been sitting on the back burner for a few weeks now. After watching the episode "Massacre" of Code Lyoko: Evolution, this idea has been floating around in my head. I mean, Ulrich and Yumi had some tense emotional moments throughout the episode and I feel like everyone was getting in the way of the romantic moment I so desperately craved. So as an end result, I rewrote the entire episode and I have filled it with enough Ulrich and Yumi memories to bring tears to our eyes, and enough fluff to revive the hearts of this OTP. Be sure to read, favorite, and review this story; but most importantly, keep an eye out for my future work in this category. Let's dive into the plot...!


Disclaimer: Code Lyoko and Code Lyoko: Evolution were created by Thomas Romain and Tania Palumbo, and was produced via the company MoonScoop. I do not own any of the show's properties or characters. I have simply borrowed both the characters and major elements from the show to bring to life a fictional, creative work for entertainment purposes only. I do not own the core plot for episode twenty-five of Code Lyoko: Evolution, "Massacre." However, I have changed a majority of the plot line for the purpose of this story only. All changes were ideas created solely by me, and they are not to be reproduced in any way, shape, or format. Happy reading everyone!


Notes Before Reading:

Bold Italics = Phone Conversation / Conversations with Jeremy while in Lyoko

Normal Italics = Flashback


"Massacre"

The Cortex was eerily quiet as the MegaPod sped across its glass-like surfaced floor, its engine humming loudly. Not a creeper or block was in sight, much to the MegaPod passengers' relief; but at the same time, that meant a sneak attack was likely to happen at any moment. As the vehicle neared a sharp-angled wall, the MegaPod quickly transformed to a shape that resembled a motor cycle - it's four wheels coming together vertically to form two solid wheels. The MegaPod slid through the type crevice before shooting out at the end of the corridor and separating into its four-wheeled form once again.

Yumi Ishiyama smirked as her hands continued to guide the MegaPod through the cortex of Tyron's super computer. It had been several months since she and her friends had discovered this vast new sector, via the virtual sea, and they had learned so many things by siphoning data from Tyron's main database. Now here she was again, on a duel mission with her best friend Aelita, guiding the MegaPod as though she were a pro. She had to admit, she felt like she was on top of the world with how impressive she was driving. If only Ulrich and the others could see her.

"Hey Jeremy, I've been needing to ask you about programming a stereo for this thing." Yumi said with a smirk before rounding another corner. "It's not that I don't enjoy listening to the MegaPod's motor during missions. I just think it would really put me in a good mood if we could blast the new Subsonics playlist. Don't you agree Aelita?"

The other passenger in the pod, Aelita Stones, let out a giggle as she pulled up a holographic image of the pathway she and Yumi were currently taking. "I could go for a techno-rock fest myself."

"Yeah, let me get right on that with all of the other things I have to do." Jeremy's voice echoed throughout the pod, sarcasm dripping off of every word. "It's not like I don't have other important things to do, like working on a new antivirus program to wipe out XANA. In case you've both forgotten, I don't have Franz Hopper around to help me this time."

Aelita sat upright when she spotted the main section of the core that led to Tyron's database, the previous conversation completely out of her thoughts. "We're coming in on the core Jeremy."

"You guys are making good time. Keep up the good work girls."

Yumi rolled her eyes at Jeremy's attempt at complimenting them, her forehead wrinkling with irritation. "Why is it that we have to be classified into a gender-based category every time we go on missions, huh? We just so happen to have names Jeremy. You could use them once in a while. For example, the pilot of this rotating vessel is Yumi; and in the seat next to me, is my lovely friend Aelita. Why don't you give the names a try, huh?"

Jeremy's laughter flooded the pod as Yumi's frown deepened, her nerves completely annoyed at Jeremy's blatant disrespect for her rant. "Hello, it's a pleasure to meet you. The name is Jeremy, but my friends like to call me Einstein. I promise to be a little more considerate to your feelings. Girls..."

Yumi rolled her eyes as Jeremy started laughing again. "Boys, right Aelita?"

Aelita nodded before a mischievous smile tugged at the corners of her mouth. Clearing her throat, she leaned forward, catching Yumi's eye. "Speaking of boys Yumi, how are things going with you and Ulrich?"

"What about me and Ulrich?" Yumi asked as her cheeks burned a bright shade of pink, her eyes moving away from her green-eyed friend to focus on the path ahead.

"I'm just curious as to how you guys are getting along." Aelita said as she leaned back in her seat. "After everything that happened with the flyers a few weeks ago, you guys have seemed a lot closer. I mean, how many nights did you stay over in his and Odd's dorm in the past week working on homework? Then there were the two times you guys went to lunch off campus, without inviting me or the others to tag along. Is there anything I should know about? That is, why are you and Ulrich so eager to spend so much time alone together?"

"Okay, you are reading way too far into things Aelita. After we got into that stupid fight over my essay a few weeks ago, he's been making an effort to be a better friend. I see no harm in that."

"So you're still on that whole we're just friends kick. Come on Yumi. You and Ulrich have been just friends for two years now. Aren't you ready to move past that?"

Yumi said nothing as she put her focus back on the road. She could feel Aelita's gaze practically burning her skin, and she mentally begged for the rosette to stop her foolish way of thinking. If there was one thing the sixteen-year old could not stand, it was when the others would butt into her relationship with Ulrich. They all knew how complicated things were between she and the brunette martial artist, and bringing up their ambiguous relationship did nothing but add fuel to the fire. So instead of yelling for Aelita to drop it, the Japanese teen took a deep breath and returned her focus on the mission.

"Mind if I throw my two-cents in Yumi?" Jeremy spoke for the first time in several minutes, refueling Yumi's rage.

"Damn it Jeremy, not you too. Can you both drop it already?"

"Actually Yumi, this has to do with the mission and not with your complicated friendship with Ulrich. The super scan just went off. I'm afraid XANA has sent a specter to earth, using a tower in the Mountain Sector. You'll have to cut your data retrieval mission short and head back for the Skid so the tower can be deactivated. I'll hit up the guys and bring them up to speed."

"Roger that Jeremy." Yumi said as she turned the steering gears to the left and slammed her foot down on the breaks. The MegaPod's tires let out a loud screech as they left a mile-long tire tread on the reflective ground. Yumi then switched gears before speeding back in the direction she and Aelita had just come from.


It was going on five o'clock back at Kadic Academy, meaning that it was dinner time for the boarder students. Rather than being the first in line, William Dunbar had decided to wait until the line cafeteria line was nearly empty before going inside the small trailer lunchroom. Instead, he opted to sit out on a bench in the courtyard with his earbuds in, the Subsonic's newest top-charter blasting through his ears as he bobbed his head to the beat. His tablet was resting in his lap as he scrolled through the remaining few pages of his anthology, his eyes taking in every word. He had a huge literature midterm next week; and if he did not pass, his dad was going to put his threat of military school into full effect.

The raven-haired teen was pulled from his studies when his phone began vibrating noisily in the left pocket of his jeans. He removed his earbuds before grabbing the android and unlocking its screen. When he saw Jeremy's face on the caller I.D., he wasted no time answering the call.

"This is William. Go ahead Jeremy."

"William, XANA has just launched an attack. He's probably sent a specter to the school to try and steal Ulrich's remaining source codes. Have you noticed anything out of the ordinary?"

"No, not yet Jeremy." William said as he sat up straighter and slowly looked around at his surroundings. Milly and Tamia were making their way across the courtyard carrying their visual media bags and cameras with them. Mathias Jarell and Emily LeDuc were walking hand-in-hand to the lunch room, Emily laughing uncontrollably at something the computer club president was going on about. Other than those four students, William was the only one around and things did not seem out of place.

"Sorry Jeremy - everything is quiet here for now. Even if they weren't, I'm not even on XANA's hit list at the moment. You might want to call Ulrich and Odd to make sure everything is okay on their end. In the meantime, I'll start heading for the factory. See you in a few."

"Right William. I will see you when you get here."

William nodded before ending the call and putting his phone back into his pocket. After shoving his tablet and I-Pod into his backpack, he slung the bag over his shoulders and took off running for the boiler room.


Yumi could not help but to feel a bit anxious as she guided the MegaPod back to where she and Aelita had left the Skid. Her pink-haired passenger and teammate was also a bit on edge, but it was mostly due to Yumi's reckless driving. Aelita squeezed her eyes shut and held her breath as Yumi made a violent U-turn to head back in the opposite direction, following a missed turn she had made moments earlier.

The MegaPod was rocking violently side to side, its wheels having difficulty maintaining traction against the smooth ground of the cortex. Just when Yumi managed to straighten the MegaPod out, a Megatanx rolled into view about two miles ahead of them. The armor-shelled monster's eyes poked out on the exterior surface, revealing XANA's well-known symbol, before it split open to reveal its target. Yumi's eyes narrowed as the Megatanx powered up to fire off its first laser attack.

"Yumi, look out!" Aelita shouted as her fingers dug into the leather sides of her seat.

The fan-wielding Yumi gave the controls a violent jerk to the left, forcing the MegaPod to skid to a stop just as the Megatanx fired its laser. Yumi then revved the engine a few times before speeding off, the red laser blast just barely missing the tail end of the MegaPod. Yumi's heart was beating rapidly in her chest as her adrenaline took off at full speed, but she had no time to revel in the rush of excitement. She could see the Megatanx rolling up behind her through the MegaPod's rear view mirror, its eyes watching her as it picked up speed.

The MegaPod zipped through a crossing intersection of metallic walls, its engine sounding like a swarm of bees, as Yumi added more gas to her speed. The MegaPod was rolling at nearly one-hundred and eighty miles per hour now and sparks were beginning to shoot off its back tires. Aelita knew that the one wrong move could be both hers and Yumi's undoing, but she said nothing and put her trust in her friend. Yumi's fingers moved to the touch screen control panel and she worked quickly to pull up a holographic map of the cortex. A purple blip could be seen on the map about six miles from the MegaPod's current location, indicating where the Skidbladnir, or the Skid, was currently in stand-by mode. They were getting closer, but they had to get rid of the Megatanx first, or risk the Skid being hit upon arrival.

Thinking quickly, Yumi made a detour and forced the MegaPod to take another violent turn to the left. Aelita shrieked when the pod's back tire, on the passenger's side, struck the metallic wall mid-turn. The MegaPod gave a violent jerk before it spun out of control. Even though they were restrained by their seat belts, Yumi and Aelita still found themselves being jerked around like rag dolls. It took a few seconds, but Yumi's hands found the controls once more as she steadied the MegaPod out and continued on her original route.

Aelita placed a hand over her racing heart and the other on her throbbing head, a hiss escaping her lips. She looked towards Yumi who appeared to be un-phased by the recent events. Aelita turned her attention back to the windshield just in time to see a second Megatanx rolling into their escape route. Thinking quickly, Aelita leaned over to the control panel and activated the MegaPod's shields just as the second Megatanx fired off its laser. The shields protected the pod from taking any major damage, but it did not stop its passengers from being rocked around once more.

"Jeremy, we can't shake the Megatanx." Aelita said as she did her best to steady herself.

"The MegaPod's shields manage to lessen the damage the lasers could have caused, but the pod still took a critical hit. Check your status readings Aelita. How much energy does the pod have left?"

"The shields are down to seventy-five percent efficiency." Aelita said as she pulled the data up on the main screen.

"That one blast was strong enough to drain a quarter of the shield's protective energy. Just three more hits, and the MegaPod will be left defenseless. You both know that it will only take one hit, head on, for the MegaPod to be completely destroyed, and you both will be devirtualized along with it."

"We can't take that chance right now." Yumi said as she guided the MegaPod up an incline to try and escape the two Megatanx. "I'm going to put us in park at the top of this plateau. Have my Overwing ready and waiting. We'll have to rely on our personal vehicles and powers to get us the rest of the way there."

The plateau stretched on for what seemed like two miles, and a smile worked its way onto Yumi's face when she spotted the Skid over the digital horizon. The MegaPod eased to a stop when Yumi put her foot on the breaks, and the teens breathed a sigh of relief. Their moment of silence was soon interrupted by a loud rumbling sound, and Yumi and Aelita were horrified to see the two Megatanx rolling up the incline and heading right toward them.

"Jeremy, get us out of here!" Yumi shouted as she and Aelita braced themselves for impact. Before Jeremy could respond, both of the Megatanx fired and sent the MegaPod skidding across the plateau. Yumi's head slammed against the metal wall beside her; and although she was a little dizzy, she did not feel the true extent of her pain. She sent a mental thanks to Franz Hopper for dulling earth's five senses when he created Lyoko's avatar programming.

"Alright ladies. Prepare for digital transfer." Jeremy announced as a feeling of weightlessness overcame Yumi and Aelita. Seconds later, the two female warriors found themselves standing outside of the MegaPod, just seconds before Jeremy de-materialized the vehicle. A smile worked its way onto Yumi's face when her Overwing materialized right in front of her.

"Let's move Aelita." Yumi said when she spotted the Megatanx preparing to fire once more. Yumi ran for the Overwing, jumping onto the vehicle and revving its engine as she sped out of the way of the Megatanx laser attack. She spared a glance over her shoulder and was relieved to see that Aelita had summoned her fairy wings and was floating after her, leaving a trail of pink digital dust behind her.

Yumi motioned for Aelita to follow her as they flew over the edge of the plateau and headed for the Skid. The two Megatanx continued to follow them, rolling over the edge and dropping to the ground. Yumi smirked, glad that they were now airborne and far out of the Megatanx reach; but before she could celebrate her victory, two crabs materialized out of thin air and dropped onto the plateau she and Aelita were currently flying over. The crabs charged their lasers and began to fire into the air, the red and pink laser beams just barely missing the two Lyoko warriors as they tried to escape.

"Energy Field!" Aelita shouted as she summoned a pink ball of energy with her right hand and tossed it at one of the two crabs. The orb missed the XANA symbol on the creature's back and nicked its leg, causing the creature to fall down; but the creature still managed to fire off a laser beam that struck Yumi's leg. Yumi hissed in pain before pulling out one of her fans and tossing it at the crab responsible, its blades slicing through the XANA symbol and destroying the creature.

"We're almost there Aelita. Come on!" Yumi shouted as she sped up. Aelita nodded as she flew after Yumi, her eyes scanning the area for any other monsters. Just as the Skid came into full view, a barrage of lasers rained down on the girls, cutting them off and forcing them to fall back. Aelita managed to fly out of the way just as a line of Crabs fired their lasers a second time, but two lasers hit the bottom of Yumi's Overwing and sent the teen hurtling towards the ground.

"Yumi!" Aelita screeched when she saw her friend falling. Before Aelita could act, Yumi's virtual body was struck by another laser, turning Yumi into a burst of pixels as she was devirtualized.

"Jeremy, Yumi's been devirtualized." Aelita announced as she gritted her teeth angrily. "I see six crabs standing on the ledge overhead, but I don't know if I can take them all on my own. The Skid is about two miles from here, but I'm going to need all the help I can get to deactivate the tower."

"William should be here any minute Aelita. I will send him straight to the Mountain Sector to meet you. As for Odd and Ulrich, I have yet to get in touch with them. I have no idea if they have come across XANA's latest specter or not, but I will keep trying to find them. I will do my best to guide you past the Crabs, but you have to stay on your guard. If you get devirtualized, the Skidbladnir will be stuck in the cortex. The last thing I want is for Tyron to get his hands on it. Do you think you can handle this mission alone?"

"You can count on me Jeremy."


The doors to Yumi's scanner whooshed open, and the cool air of the factory washed over the teen. She took a deep breath to calm her pounding skull before leaning over to catch her breath. She had always hated her return trips to earth for this very reason. When on Lyoko, her visual and auditory senses were heightened, while her others were dulled down; and returning back to earth, where all five of her senses coexisted, was very taxing on her small body.

Slowly, Yumi took a step forward but found herself tumbling downward and into the arms of William. She recognized the scent of his cologne when her nose brushed up against his black t-shirt, and she groaned in disgust. Normally, she found the scent to be rather nice; but currently, she was on sensory overload and had the urge to vomit.

"Are you okay Yumi?" William's tenor voice greeted her. "Here, let's set down for a minute."

William led the girl over to a stack of wooden crates just outside of the elevator. When he was sure Yumi was fine sitting up on her own, he let her go and watched her for a few minutes. Yumi could see the worry lines creasing his forehead, and she could not help but to smile at how sweet and concerned William seemed to be. Normally, she would find herself swooning over all of this extra attention he was giving her; but today, she found herself wishing that a certain someone had been there to catch her when she fell out of the scanner.

Forcing a smile, Yumi tucked her bangs behind her ears and looked up to meet his worried gaze. "Thank you William, but I'm fine now. You should probably get to Lyoko and help Aelita out. She really needs you."

William nodded before jogging over to the scanners and calling out for Jeremy to send him to Lyoko. He gave Yumi one last smile as the doors shut and the scanner hummed to life. Alone once more, Yumi stood onto her wobbly legs and headed into the elevator. She pushed the large red button just inside the door and waited for the doors to close. She steadied herself against the wall as the rickety, old elevator kicked on and pulled her up one floor to the super computer room.

Jeremy was sitting at the computer in his electronic chair, a blue glow covering the room as Lyoko's virtual map filled the room with its light. Jeremy looked up when he heard Yumi's boots flapping against the room's metal flooring. He adjusted the thick-framed glasses on his face before offering the girl a smile.

"Welcome back to earth Yumi. Maybe you should sit down and rest for a minute? You look pretty queasy."

Yumi waved off his comment before offering him a weak smile. "I don't feel any different than I usually do after returning to earth - but enough about me. Has William made it to Lyoko yet?"

"He's just touched down in the Mountain Sector and is currently doing battle with a group of Blocks. Meanwhile, there is a specter on the loose back at the academy. The super scan indicates that the specter has taken on the shape of the school's gardener, Roulier. I've been trying to get in touch with Odd and Ulrich, but they aren't answering."

When Yumi did not answer, Jeremy turned around to find the raven-haired teen marching toward the elevator. "I'm going to back to the school."

"No Yumi. You need to stay here." Jeremy argued before pushing his glasses up onto the bridge of his nose. "You have the most codes left out of everyone else, which puts you in the most danger. You need to stay here at the factory where you will be safe."

"I'm not just going to sit her twiddling my thumbs Jeremy. Ulrich might be in danger."

Jeremy watched, as the elevator doors closed, before he grinned. "That's funny. She didn't mention helping Odd."


Odd pumped his arms as he willed his legs to move faster, his eyes trained on the rusted, red gymnasium door just a few feet in front of him. With his chest burning, and his heart beating out of control, he broke through the forest line and kicked up a few pebbles as he closed in on the door. The scrawny teen had managed to escape from the school's gardener after being cornered in the park, just a few miles away. He knew that the Roulier impersonator had taken the rest of his source codes, given the fact that he was standing at the moment. Otherwise, he would have been in a weakened state that would have left him crawling back to campus.

After the specter had attacked Odd, it had not vanished as it normally would have. Odd had informed Jeremy of this little detail, after the blonde-haired genius finally managed to get a call through to him. The two of them had both come to the conclusion that the specter was probably going to track Ulrich down to take the few source codes that he had as well. Given the fact that Ulrich had not picked up his cell phone for any calls in the last hour, it was probably already too late.

Finally reaching the gym, Odd pulled the door open before running inside. It was completely quiet in the gym, with everyone off in the cafeteria, and Ulrich was sitting on top of a stack of gymnastics mats in the center of the room. He was sitting in the lotus position, his eyes closed and his breathing even as he maintained a perfect form. Normally, Odd would leave his roommate in peace; but with a specter on the loose, keeping Ulrich safe was his top priority.

"Ulrich, what are you doing?" Odd demanded to know as he approached the brunette and stomped his foot against the hardwood floor. "Everyone's been trying to reach you for an hour."

"I don't have my cell on me Odd. I'm doing yoga." Ulrich said without opening his eyes.

"Well, could you hurry up? William is all alone on Lyoko and there's a specter running around somewhere looking for you - and that's not even the worst thing!"

"Yumi...?" Ulrich questioned before sliding off the stack of mats and heading for the locker room.

"No, not Yumi - me!" Odd shouted in disbelief, causing Ulrich to halt in his tracks. "I don't have any more codes...again."

Ulrich stared at Odd for a moment before smirking, much to his friend's dismay. "Oh, that's awful. Sorry Odd."

Odd stared at Ulrich in disbelief as he continued walking towards the locker room. It was obvious that Ulrich was not as upset as Odd would have liked for him to be, and Odd had to admit that he was a little irked. He huffed, folding his arms over his chest in a pout, before waiting on Ulrich to return so they could head for the factory. A few seconds later, Odd could hear a commotion coming from the locker room, followed by the sound of something heavy falling over. Concerned for his friend, Odd ran for the door, only to stop when it flew open and Roulier stepped out into the gymnasium.

The scrawny boy slowly took a few steps back, never breaking eye contact with the specter as a flash of green electricity swam through its pupils. When XANA's symbol began to pulse in the place of the specter's iris's, it smirked before making a quick exit and leaving Odd alone. The teen stood frozen in place as he tried to shake off his fear; and when he was finally able to move again, he could hear Ulrich groaning from inside the locker room.

Odd pushed the swinging door open and found Ulrich lying on his side beside the large trash bin, that had been knocked over. "Ulrich, are you okay?" Odd asked as he ran over to help Ulrich sit upright.

"I'm fine." Ulrich said as he took a shaky breath. "It's weird though. I can't feel anything."

"Sucks, doesn't it?" Odd said with a proud smirk. "You, my dear and best friend, are officially code less. How unfortunate?"

Ulrich rolled his eyes before pushing Odd away from him and standing up. Knowing the severity of their current situation, Odd pulled his cell phone out and dialed Jeremy's number while Ulrich redressed himself. Jeremy answered only after a few rings, and Odd took a deep breath before giving the genius their bad news.

"Hey there Jeremy. Good news is, I found Ulrich and he's okay. The bad news, the specter took the rest of his source codes too."

"You do realize that Aelita is now the only person who can deactivate the tower?" Jeremy scolded Odd, like a parent disciplining their child for bad behavior.

"I get that you're upset Jeremy, but it wasn't our fault. Right now, we don't have a specter roaming the school grounds. It's a raging Pitbull and he won't be backing down anytime soon. Tell Yumi that no matter what, she needs to stay at the factory. It's where she'll be safest."

"That's just it Odd. Yumi isn't here. She left to find Ulrich."

Odd pauses for a minute and spares a glance at Ulrich who is busy sliding his jacket on over his t-shirt, completely unaware of the ongoing phone conversation. If Ulrich were to learn that Yumi was in danger, he would not hesitate to bail on the mission to Lyoko, just so he could stay behind and protect her. He could always keep the fact that Yumi was out and about somewhere a secret, but that would leave Yumi unprotected. Deciding that keeping Yumi safe was what was most important, Odd turned his attention back to his phone conversation.

"We'll go ahead an look for her Jeremy."

"No Odd. You and Ulrich need to get to the factory and help Aelita and William to reach and deactivate the tower. It is top priority, if we want to stop the specter."

"Jeremy, we don't have our codes anymore. You said it yourself Einstein - we can't deactivate the towers anymore. Saving Yumi is more important right now."

Ulrich looked up at the mentioning of Yumi's name and slowly began to put the pieces together, using the information he had managed to gather from eavesdropping on Odd and Jeremy's phone call. By the sound of it, Yumi had been devirtualized from Lyoko and was now on earth, and the specter was more than likely after her. Odd was right - saving Yumi needed to be top priority.

"I'll go and look for Yumi." Ulrich announced as he headed for the locker room door. "You get to the factory so you can help William and Aelita."

Odd smiled at Ulrich's heroism before heading for the doorway himself. "Jeremy, Odd the Magnificent is on the way."


William poked his head out from behind a large boulder as he watched an army of Blocks marching back and forth in front of the activated tower. He could not help but to smirk when two of the ten Blocks ran into each other and started making a strange sound that was similar to gibberish. If he did not know any better, he would swear that the creatures were arguing in their own native language.

The swordsman was snapped away from the scene when a laser beam hit him in his right shoulder blade. He turned around and glared at a Block that had slipped away from its fleet to attack him on its own. The target on its face began to glow as it prepared for a laser attack, but William was much faster and summoned an energy wave. He sliced the empty air in front of him and sent a crescent-shaped energy wave in the Block's direction, severing it in two. The commotion alerted the remaining blocks by the tower and they began marching towards their uninvited guest, greeting him with a barrage of laser attacks.

"Jeremy, my vacation's over. I've been spotted." William said as he moved to take cover behind the giant boulder once more.

"Hang tight William. Aelita has boarded the Skid and is on her way to the Mountain Sector. Odd has also just arrived to the factory. I will materialize him shortly."

"Odd's here? That's great. Did he manage to get away from the specter?"

"I'm afraid not. The specter managed to take both Odd and Ulrich's codes before heading off. That leaves just Yumi with the remaining codes that XANA needs. I tried to keep her here at the factory where she would be safe, but she was determined to go off and find Ulrich. I've tried calling her, but she own't answer her phone."

"Damn it, she's in danger. Jeremy, re-materialize me so I can go and help her. She won't stand a chance against a specter alone."

"No William. Deactivating the activated tower is top priority. The sooner the tower is deactivated, the sooner we can stop the specter that is after Yumi."

"Are you out of your mind Jeremy? Yumi is out there alone somewhere, completely defenseless against that specter. Protecting her should be our top priority."

"What is with everyone disregarding my authority today? Look William, I get that you are worried about Yumi, but you need to trust me on this, okay? Stay on Lyoko and get Aelita to that tower. Do you understand?"

William grit his teeth angrily, but he slowly allowed himself to calm down and relax. As much as he wanted to help Yumi, helping Aelita to deactivate the tower had to come first. He had to put the mission before his heart. With a heavy sigh, he hoisted his blade onto his shoulder before throwing another energy wave at the oncoming group of Blocks, successfully destroying four of the ten. Just as he prepared to charge his sword for another attack, Odd could be seen materializing the sky just behind the approaching fleet.

The minute Odd touched down in the Mountain Sector, he shot off a barrage of Laser Arrows and took out two more Blocks, leaving four more to destroy. "Odd the Magnificent to the rescue!"

"Don't get too cocky Mr. Magnificent." William said before pointing up at the orange-hued sky. Odd looked up and groaned as eight more Blocks and two Tarantulas materialized before dropping to the ground in front of him. Odd ran toward them and jumped into an aerial flip before running over to join William.

"Jeremy, I'm going to need more ammunition." Odd said as William charged up his sword for another go.


Yumi ran through the front gates of Kadic Academy as she looked around frantically for any sign of Ulrich. Just the thought of that specter going after him had sent her mind into a frenzy, and she had not managed to shut her thoughts off ever since. What if the specter took all of his source codes? What if the specter had hurt him and he was lying somewhere unconscious, or much worse? Yumi tried to shake away the morbid thoughts, but they only seemed to be getting louder. To make matters worse, her heart and its feelings were jumbling in with her fear and she was thinking over every stupid argument and fight that she and Ulrich had gotten into over the years. Would she ever get the chance to make all of that up to him?

The teen nearly jumped out of her skin when her phone started vibrating in the pocket of her leather jacket. She pulled the white-cased phone out and smiled with relief when Ulrich's picture could be seen with the words "incoming call" right below it. She swiped her finger across the answer button before walking further onto campus.

"Ulrich, thank God. I ran all the way back to the school when Jeremy said a specter was on the loose."

"The specter caught up to me and took my source codes. He even took the few that Odd had left. Yumi, you are the only one with codes right now, and that specter will not stop until he has drained every last one away from you. Where are you now? I can meet up with you."

Yumi stopped walking and looked around at her surroundings. "I'm in the media center courtyard. How far away are you?"

"I'm in the park, so I'm about five minutes away. When Jeremy called to say you had left the factory, I assumed you wouldn't have gotten that far. Just stay where you are and I'll be there soon."

"I'll wait Ulrich, but please hurry. I have a feeling that something bad is about to-"

Yumi stopped mid-sentence when Roulier stepped around the corner of the media center building and stood still, a green light flashing through his eyes. Yumi felt cold as her breath caught in her throat. Her phone slid from her right palm and clattered to the sidewalk, landing at her feet. Yumi could hear Ulrich shouting for her just seconds before Roulier started running towards her. Yumi unfroze, as though a switch had been turned on in her brain, and she broke into a sprint to try and escape from the specter. She spared a glance over her shoulder and could see him running after her, a manic look in his eyes, as he laughed like a psychopath who needed to be locked away in restraints. She ran across the courtyard and passed by the lunchroom, where several students could see her and the gardener running past. When she rounded the corner, she lost her footing for a second and tripped. She rolled across the ground several times, her ankle twisting painfully and pulling a cry from her throat.

She laid on the ground for a few seconds, wincing when she felt the muscles in her ankle pulsing with pain. When she heard Roulier's footsteps, she lifted her head and found him walking towards her with that same menacing look in his eyes. She began to scoot away from him like a caged animal scared for its life, as Roulier threw his head back and laughed.

"Why bother running little girl?" he spoke, his voice a cross between Roulier's and a satanic computer A.I. "You're only prolonging the inevitable. Like it or not, I will be taking master XANA's source codes. Then you and your little friends will be completely powerless against him. Give it up Yumi. You all will never win."

Yumi's eyes quickly darted around the area as she tried to find something to defend herself with, but luck was seemingly not on her side. Deciding that running again was her only option, she pushed herself back onto her feet and broke into a sprint, ignoring the pain in her ankle. Roulier opted to walk after her, completely cocky and more than confident that he would catch her eventually, while Yumi disappeared from his sight. The teen headed towards the science buildings across campus, her eyes fixated on the girls' bathroom door. She looked behind her one last time, to ensure Roulier was not within sight, before yanking the door open and slipping inside.

The strong odor of toilets, that desperately needed to be cleaned and flushed, and sticky pink hand soap hit Yumi's nose as she shut the door behind her. She twisted the deadbolt lock shut before backing away from the door until her back met with the brick wall just opposite it. She slowly slid down the wall until she was sitting on the floor, not at all caring that she was sitting on a chain of toilet paper. She could hear approaching footsteps on the other side of the door, and it took everything within her not to start to screaming. She took a deep breath and held it until her lungs started burning, her eyes focused on the dark shadow moving around under the crack beneath the door. For a moment, the footsteps stopped, and that shadow remained still in front of the doorway. For a minute, she thought that she had been found, but the shadow and the footsteps retreated, giving her the chance to release the breath she had been holding.

For now, she was safe; but for how long?


"Odd, William, I am sending you both the Over Board and the Over Bike to help you take down the remaining monsters. William please, whatever you do, try not to cause any permanent damage to the Over Bike. Ulrich is already going to have a field day over the fact that I let you use his vehicle in the first place. I would hate to see what he would do to you if you ruined its programming."

"I won't damage his precious bike Belpois." William said with a roll of his eyes before hoisting himself onto the one-wheeled motorcycle. Odd laughed before jumping into an aerial flip and landing on his Over Board. The two of them revved the vehicles' engines before speeding off towards the oncoming group of Blocks.

Odd let out a battle cry, startling William, as he began to fire off a barrage of Laser Arrows. "That was for my codes, and this is for Ulrich's codes! How does it feel to be completely helpless and at my mercy, huh? Come and get some Blockheads!"

William tried his best to hold in his laughter while Odd destroyed four of the Blocks. He knew that Odd hated to lose; and being that his purple-clad friend had managed to lose not one, but two batches of source codes, he knew that Odd was high and beyond the level of being pissed. While Odd continued to open-fire on the Blocks, William revved the Over Bike's engine as he sped towards two of the creatures. He held his giant blade out to the side as he rode past them, slicing them in half in the process. He then leaned to the right and forced the bike into a U-turn so he could head back and destroy two more.

Before he could celebrate his victory, ten more Tarantulas dropped down from the sky and began to fire at him and Odd. "Jeremy, I don't mean to sound rude, but where the hell is Aelita? We're going to be massacred at the rate XANA is sending down these monsters."

"She had a minor setback with the Kongres in the digital sea. Remember, she is piloting the Skid all on her own. She doesn't have you guys in the Nav Skids to back her up, so try and be patient."

"That does not make me feel better!" Odd shouted before ducking beneath the beam of a Tarantula's laser. "Things are really getting hot here, and I don't know how much longer William and I are gonna last. Lest we not forget, Roulier is still chasing after Yumi and her source codes. If we don't get this tower deactivated, XANA will be at full strength. Tell her to hurry up!"

"Odd, Aelita is in hot water too. She is risking her own life in the digital sea without anyone to help her out. Believe me, she is trying to hurry back so she can deactivate the tower. Yumi is important to her too, you know."

Odd folded his arms across his chest to pout; but before he could open his mouth and complain again, the laser of a Tarantula came out of nowhere and struck him in the side. Odd cried out in surprise before grasping the spot he had just been hit in. After steadying out the Over Board, he glared down at the Tarantula who was responsible.

"Hey Odd the Magnificent?" Jeremy spoke up in a teasing manner. "While you were busy being an impatient brat, you lost twenty life points. I just thought you should know."

"Very funny Einstein." Odd said. "You really know when to drop the perfect joke."


Ulrich ran through the front gates of the academy and came to a stop, his eyes scanning the courtyard for any sign of Yumi. It was eerily quiet, which made the soccer star even more nervous. Remembering that Yumi had been at the media center building before her call dropped, Ulrich ran towards the building. He stepped through one of the several awnings, that led into the outdoor hallway, and spotted Yumi's cell phone lying abandoned on the floor. He crouched down and picked the android up, his thumb accidentally hitting the power button on the side and bringing up Yumi's lock screen. It was a picture that the two of them had taken on New Year's at the beginning of the year, and Ulrich smiled at the memory of that night.

The gang had spent New Year's Eve on campus, due to the weather being too bad for any of them to fly home and visit family. Aelita had been ecstatic that her friends would not be leaving her as they usually did on the holidays, so she had suggested they throw a little New Year's party of their own. Odd's girlfriend Sam had snagged a bottle of liquor, from her parents' private stash, and smuggled it onto campus in her guitar case. Aelita had prepared a CD of her latest music mix for the occasion, and Odd had sacrificed several bags of chips and snacks from his private stash. The gang had made it to the bottom of the bottle after several games of Irish Poker, Horse Race, and "Never have I ever," and they were past the point of drunk. In Layman's terms, they were shitfaced by eleven; and by eleven thirty, only Ulrich and Yumi remained awake.

Ulrich had felt overheated from the excess amount of alcohol in his fifteen-year old body, but Yumi was the complete opposite - cold. Not wanting to watch her shiver, Ulrich had wrapped the red blanket from his bed around them both, as they leaned up with their backs against the wall. They then continued the gang's game of "Never have I ever," telling each other stupid and embarrassing things about themselves that they would not have dared to share with anyone else in the room. When midnight had finally rolled around, they had told each other "Happy New Year" before Yumi gave him a quick kiss on the cheek. They had both grown red in the face and the tension was so thick in the room that it was nearly suffocating. To relieve themselves of the awkwardness, Yumi had suggested they take a bunch of random photos that ranged from silly poses to them both sticking their tongues out. The two of them then fell asleep in each other's arms after a night well spent.

Yumi had chosen a picture of herself licking Ulrich's face while he was laughing uncontrollably, and Ulrich could feel the adoration he had for Yumi growing more and more as he eyed the photograph. He had no idea that she had kept the picture; and seeing how they were both drunk and looked absolutely ridiculous, he wondered why she had kept it at all. What did that picture mean to her? Did it mean anything to him?

Suddenly remembering that Yumi was still missing, Ulrich looked around and began calling out her name. His voice echoed loudly throughout the courtyard, but he did not receive so much as a response. To make matters worse, he could not see Roulier anywhere, and that made him worry even more. She just had to be alright. If she was alright, they could have more moments like the one they shared in that picture. They could have so much more.

With these thoughts in mind, Ulrich called out Yumi's name again before running across the courtyard to the cafeteria.


Odd and William slowly backed away from the fleet of monsters walking towards them, the Over Bike and Over Board having been divirtualized nearly ten minutes earlier. They were left to fend for themselves on the ground, being that Jeremy was too busy guiding Aelita through the digital sea. With his attention on Aelita and the Skid, he had no time to reprogram the boys' vehicles, leaving them cornered. The monsters began firing their lasers while Odd and William did their best to avoid being hit. The two of them did their best to do kart wheels, rolls, and flips, but neither of them were as skilled in the area as Yumi. Perhaps they would have to ask her for a few lessons, should they get out of this situation unscathed?

"At this rate, we'll be devirtualized before Aelita even gets here." Odd shouted before glaring up at the sky. "Who's going to get her to the tower then? Yumi will have every last code drained from her body."

"I should just get myself devirtualized so I can go and help her." William said as he ducked in time to avoid being hit in the face by a laser beam. "Last Jeremy told us, Ulrich has yet to find her. I knew I should have just went after her myself."

Before Odd could respond, the entire area began to shake as though a violent earthquake were vibrating through the sector. The force behind the shaking was so great that Odd, William, and all of XANA's monsters were knocked off of their feet and sent sprawling across the gravel. An elongated shadow suddenly stretched across the area as something blocked the virtual sunlight from view. Odd and William looked up and smiled at the sight of the Skid rising from the depths of the digital sea. Aelita offered her friends a wave from the cockpit before using the Skid's machine gun to destroy the remaining monsters of XANA's army.

"Woo-hoo, yeah Aelita!" Odd cheered as he pumped his fist into the air. "Now that's what I call cleaning house. We should use the Skid for all of our missions."

Aelita suddenly materialized in front of them, having transferred her digital body out of the Skid's cockpit. "Sorry it took me so long to get here. Jeremy had to boost the Skid's sonar to help me fend off the last of those creatures, but I'm here now. Let's get rid of that specter."

Odd and William nodded before watching Aelita run for the tower. After ensuring that no other monsters were around, Jeremy started the materialization program to bring the boys back to earth.


Yumi had been sitting on the bathroom floor for almost twenty minutes now, and she had yet to hear Roulier's footsteps outside the door again. Deciding that the coast was clear enough for her to leave, she stood up and winced as she put weight down on her ankle. Slowly, she limped over to the bathroom door and turned the deadbolt to unlock it. She then pushed the door open and peered out into the hallway just outside. After looking both ways, she made her way out of the bathroom and headed back towards the media center. Just as she rounded the corner, she spotted Ulrich running around near the literature hall.

"Ulrich, over here!" she shouted as she did her best to run on her injured ankle. At the sound of Yumi's voice, Ulrich came to a stop before looking around to find her. When his eyes rested on her form, a relieved smile spread across his face. The smile was short lived however, when Roulier ran up behind Yumi and grabbed hold of her.

"Yumi, no!" Ulrich shouted as he ran to try and free her from the specter's grasp. The specter threw an energy blast at Ulrich, just barely missing the teen as he dove into a front roll.

The specter continued to drain Yumi's source codes using his left hand, while his right hand executed all of his attacks. Ulrich continued to dodge attack after attack, while Yumi slowly began to sink down to the ground. She struggled within his grasp, doing her best to free herself, but she found that her vision was becoming blurry and that her body was growing heavier by the second. She was startled when she felt her body being lifted off the ground, the specter's hands wrapped around her throat so tightly that she could not breathe. Her hands flew to the rough fingers clasped around her neck as she kicked her feet, desperate for air. Panic taking over, Yumi kneed Roulier in the groin and felt his grip loosen as he dropped to his knees, releasing her from his hold. Yumi hit the ground like a sandbag falling from its rope, and Roulier disappeared in a flash of light.

Ulrich scrambled over to Yumi and gathered her in his arms, his eyes wild and fearful over the whole ordeal. He called out to her twice before he got a response - a painful moan. Yumi's eyes cracked open for a split second and then, her head lolled to the side. Ulrich tried to shake her awake again, but she remained unconscious in his arms. Panic rising in his chest, Ulrich pulled out his cell phone and quickly dialed Jeremy's number.

"Hey there Ulrich. Aelita just deactivated the tower. Did you manage to find Yumi?"

"I found her Jeremy, but the Specter got to her first. I don't think she's lost all of her codes because of how weak she is right now, but I do think the specter drained a very large dosage from her. She's unconscious."

"That can't be good. Ulrich, you need to get Yumi to the factory so I can run a scan on her. We have to find out how many source codes she has left, if any."

"I'm going to let Yumi rest for a little while before bringing her to the factory. I need her to wake up first so I can be sure that she's okay. You guys don't mind hanging out at the factory until then, right?"

"Not at all. Call us when you're on your way."

Ulrich nodded before ending the call and turning his attention back to the girl in his arms. Yumi looked so peaceful as she slept, completely undisturbed by the events that had just taken place; but Ulrich knew her well enough to know that she was going to be confused and possibly even angry when she woke up. Had he answered his phone when Jeremy had tried to call him and Odd earlier, Yumi would have never left the factory in search of him. He was entirely to blame for the situation she was in now.

Breathing a heavy sigh, he slung Yumi's right arm around his shoulder before picking her up bridal style to head for the dorms. He thought of taking her back to the room he shared with Odd, but opted against it. The last thing she would want to smell when she woke up would be Odd's side of the room. His socks were so rank that they were literally standing upright on his bedspread. The odor would undoubtedly put her back into a state of unconsciousness or give her the unbelievable urge to vomit. So instead, Ulrich headed for the girl's dorm across the courtyard to where Aelita and Yumi were currently rooming together. The girls had been living together since last year, when Yumi made the decision not to move to Japan with her parents so she could stay with her friends at Kadic.

Ulrich maneuvered his way up the stairwell and to the fourth floor of the dormitory, where the girls' room was located. After inputting their bedroom code into the keypad, the electronic entry devices being a new feature added to the dorms the previous summer, Ulrich pushed the door open and carried Yumi over to her bed. He laid her down gently, watching as her body sank deep into the memory foam mattress pad beneath her sheets, before turning around to close the door. He then pulled the chair to her desk over to the bedside to watch over her as she slept.


It was an hour later, and thirty text messages exchanged between him and the rest of the gang, when Yumi finally began to stir from her slumber. Ulrich was by her side in an instant, sitting on the edge of the mattress as he took her hand in his and gave it a gentle squeeze. Slowly, Yumi's eyelids open as she blinked in confusion. Ulrich watched as her eyes moved around the room and gauged their surroundings, until they finally stopped and met with his own. She almost looked choked up when she saw him, as though she were going to cry, but it was a behavior that was so not Yumi. So instead, she took a deep breath to calm herself.

"I'm back in my room." she said, stating the obvious. "I don't understand. I thought we were out in the courtyard? Ulrich, what happened to the specter?"

"He attacked you with everything he had." Ulrich said as he squeezed her hand a little tighter. "You managed to give him a good kick to the groin and he was down for the count. It conveniently happened right as Aelita was deactivating the tower. The good news, Roulier did not take all of your source codes. The bad news, he nearly choked the life out of you in the process and you passed out. I carried you up to your room so you could rest for a while. We've been here for a little over an hour now."

Yumi nodded as the memories came flooding back to her. She remembered how scared she had been while Roulier chased her down, and how she had hid in that disgusting bathroom for nearly twenty minutes, waiting for the specter to go away. She desperately wanted to shower and put on a change of clothes, but there were more important things to worry about at the moment. She thought about how far of a walk it was from the literature hall to her dorm and how Ulrich had carried her the entire way. He had been worried about her and she found her stomach warming at the thought.

"Thanks for bringing me Ulrich. It was sweet of you."

Ulrich nodded and watched as Yumi went to remove her right boot. She winced as she did so, and Ulrich frowned at how bruised and swollen her ankle was. She must have tripped or twisted the ankle while running away from the specter, and Ulrich wished now more than ever that XANA had a physical form that he could punch his fist through. Yumi did her best not to whimper as she moved her leg, prompting Ulrich to spring into action. He knew that Aelita kept medical supplies on hand, due to their many dealings with specters, so he began a search through the rosette's things to track down her first aid kid. He managed to find it buried in her bottom desk drawer, after ten minutes of searching, and he quickly got to work wrapping Yumi's ankle with an ace bandage. After securing it into place he smoothed out the wrinkles in the material before looking up at her with a smile.

"That should hold you over until we get back from the factory. Then, we can have nurse Yolanda look over it. So, ready to go?"

Ulrich waited on Yumi to respond, but found that her gaze was focused on a picture sitting on her desk. Ulrich followed her gaze and wondered how he had never noticed the picture before now. It was another one of the pictures that he and Yumi had took on New Year's, only he did not recall when she had taken the shot. Ulrich was lying on his back asleep and Yumi was curled up against his side with her head resting on her chest. The picture seemed completely innocent yet intimate all int he same. Everyone who knew Ulrich and Yumi knew that they were best friends who do anything for each other, but there was also a bit of complication to their friendship. That picture was proof enough of that.

Not wanting to brood, Ulrich stood to his feet and held his hand out to Yumi. "We should get to the factory. If you don't think you can walk, I think I can give you a piggy back ride to the sewer entrance in the park. At least then, I can push you on your skateboard."

When Yumi refused to take his hand, Ulrich raised an eyebrow before sitting back down beside her. Before he could question her strange mood, Yumi took a deep breath before turning to face him. She had a sad and desperate look in her eyes as though she were struggling over finding what to say to him, and Ulrich was unsure of what to do. They had always been open and honest with each other from day one. Was that suddenly changing?

"I know it's probably a long shot, but do you remember that conversation we had in the park around spring break my sophomore year?" Yumi asked as her mind ventured back to that fateful day in the park. Ulrich raised an eyebrow questioningly before it dawned on him which day she was referring to. It was the day that he had been completely humiliated by the last person he had ever expected to hurt him in such a way. It was the day Yumi had put an end to the ambiguity of their relationship.


Flashback...

It was the very last day of spring break and it was pretty chilly for an April afternoon. It had rained the previous two days, so the ground in the park was still rather damp, and the air had an outdoorsy musk to it. The sun would be setting in a few short hours, so the sky was an array of purples and oranges that were absolutely breathtaking to look at. Standing in the middle of the park was a fourteen-year old Yumi Ishiyama and her thirteen-year old best friend Ulrich.

Since getting off his plane from Germany that morning, Ulrich's mind had been in a haze. He and Odd had gone to the factory to meet up with Aelita, Jeremy and Yumi to tell them all about their week-long vacation and to be brought up to speed on XANA's attacks. Yumi and Aelita had been playing a game of Chinese Checkers when the boys had arrived, and Yumi had claimed she had something important to talk to Ulrich about. Ever since that moment, they were being interrupted by every little thing or person, and Ulrich was damn near sick of it. Now, there they were in the park completely alone and Yumi had yet to tell him what was on her mind. Finally sick of her stalling, Ulrich had demanded she tell him what was so important. He did not fail to notice when her shoulders slumped.

"I think we've both been going around in circles." she said, prompting him to raise an eyebrow.

"We have?" he asked before leaning against the back of a nearby park bench. He had to admit, this was not at all what he was expecting for her to say, and he was completely confused. Yumi crossed her eyes over her chest, refusing to meet his gaze as she stared out into the woods just on the other side of the park.

"One way we're together, the next we're not. One day you're jealous, and the next day, I am - and that's why I think we've got to...clear up our relationship." Yumi muttered quickly. "We can be friends, but that's all."

Ulrich's mouth fell open in shock as a pain filled his stomach, the intensity feeling like the aftermath of being punched. "Huh, but what's that supposed to mean? Friends that's all?"

"Isn't it clear?" Yumi said as she kept her back to him. At that moment, Ulrich's phone started ringing, the younger boy muttering: "Yeah, friends and that's all. Fantastic."

While Jeremy filled Ulrich in on the latest XANA attack, Yumi stared off into the woods again as tears ran down her face, unbeknownst to Ulrich. For once, she was glad that her hair was long enough to keep her face hidden. It served as a curtain to hide what was really going on inside of her. She knew how badly her actions had hurt Ulrich, but he would never know how she had broken her own heart in the process.

"This is for the best." She reassuringly whispered to herself, doing her best to stay strong. There was no going back now. She had put up a road block to stop herself from making possibly one of the biggest mistakes of her life. Her friendship was too important; and as long as she and Ulrich's romantic feelings were in the way, their friendship would continue to suffer. This is what she had to do to save them from themselves.


"Yeah, I remember that day." Ulrich said as he cleared his throat. "Why do you ask?"

Yumi shifted her position on the bed so she was more comfortable - her uninjured leg folded beneath her while her sprained ankle lazily hung over the edge of her mattress. She then moved so she was facing Ulrich, even though she still refused to look at him. Instead, she trained her eyes on the Subsonics poster that Aelita had taped on the wall just above her bed.

"Something has been eating at me ever since that day." she went on. "I know you probably don't care, but I feel like I owe it to you to explain myself."

Ulrich blinked in confusion. "You want to explain yourself now of all times? Yumi, that was a long time ago; and even if you were to explain your actions, what difference would it make? You and I are just really good friends. I get it, okay? We don't have to have this conversation again and open up old wounds."

Ulrich waited for Yumi to say something, but she remained tight lipped. That is when he noticed that she had grabbed two fist fulls of her bedspread. Her knuckles were turning white from the force she was using to hold onto them, her hands shaking and her eyes filling with tears. Ulrich suddenly felt bad for snapping at her and rested his hand on her left thigh beside him, encouraging her to speak.

"I thought I was doing the right thing." She managed to choke out. "I was sick of fighting over William, and over Emily, and over everything. I was tired of you throwing jealous fits and I was tired of getting angry at you for every little, insignificant thing. So while you and Odd were gone for spring break, I had a heart to heart with Aelita about whatever the hell we were at the time. The more I talked about what a great friend and an amazing guy you were, the more my heart started to hurt Ulrich, and it got me thinking about what would happen if I were to lose that relationship with you? I guess I was scared that we were going to screw everything up and I was going to lose the one person who I..."

Yumi suddenly trailed off as a burning sensation began to claw at the back of her throat, her eyes steaming from her suppressed tears. She tried to stand from the bed, but Ulrich quickly reached up and took hold of her left wrist to stop her. He knew that she was trying to leave and honestly, he did not blame her. If he were in her shoes right now, his mind would be yelling at him to run too. He and Yumi were the same in that retrospect. They both hated to seem weak and vulnerable in front of each other. He knew how hard she was struggling to tell him how she was feeling, but he was not going to let her get away. Not this time.

Every touch and moment that he shared with Yumi began to play through his mind like snapshots in a power point slideshow, reminding him of how much he cared about Yumi. When they had first met three years ago, he had not known how close they were going to become. She had just been a student in his martial arts class, wanting to learn how to protect herself from danger, and he had been annoyed over the fact that a girl was even enrolled in the class. He had been completely humiliated when she had defeated him, pinning him to the mat with ease; but yet, his anger had faded away the minute he took in the sharp angle of her jaw, the smoothness of her skin, and how beautiful her eyes were. The minute she had pinned him to that mat, she had taken a permanent residency in his heart that had only blossomed over the course of many arguments, XANA battles, and close moments with their friends. She had become the most important person in his life.


Flashback...

"I should have been there for you with the flyers, and I should have been there for many things." Ulrich called out to Yumi, desperation in his voice. "You're right. I feel so ashamed. I really don't want to lose you."

Yumi met his gaze as her anger completely melted away. In that moment, she knew that Ulrich had finally gotten over the negative things she had wrote about him in her story. Perhaps he was finally beginning to see all the nice things she had written. Just maybe, he could become the guy that she had always known he could be. She could see in his eyes how much he was hurting and how he was struggling to tell her how he felt. Hearing that he did not want to lose her struck a chord that had her heart singing, and Yumi could not help but to smile at him as he took a deep breath and looked her in the eyes once more.

"You're the person that matters most to me, and I promise to make a better effort." he said before smiling.

"You're also the person that matters most to me Ulrich."


"No more running Yumi." Ulrich said, as he came back to the present and scooted closer to her. He reached his left hand out and gently cupped her right cheek, turning her head to face him. He felt his heart ache at the sight of her eyes red and swollen. When their eyes met, she allowed her tears to spill free and let them run down her face without a single care in the world. "When I told you that you were the most important person in my life, I meant it Yumi. I value our friendship just as much as you do. So I do understand why you made the decision to keep our friendship where it was at. We were just two kids back then. We had no idea what we were feeling or how to deal with those feelings; but Yumi, we are much older now and we have grown up in these two years. So if I were to ask you something, would you give you me an honest answer? Yumi, what do I mean to you - and I mean really mean to you?"

Yumi stared at him for a moment, his perfect image blurring through her tears, as she struggled to pull herself together. She knew that this was her moment of truth, her moment to lay it all on the table. She had been given this chance once before and she had completely blown it to bits. Was she going to take the same way out yet again?


Flashback...

"Tell me what's going on with you and Emily." Yumi demanded to know, completely ignoring the tall brunette standing off to the side, the sun reflecting off the lenses of her glasses. If it were possible for steam to be coming out of Yumi's ears, she would have blown her stack right now, but Ulrich was not in the mood for her nasty attitude today. He had been minding his own business, talking with Emily, when Yumi appeared out of nowhere and started barking orders at him as though she were his mother. He had been struggling internally over the fact that his life was on a sort of routine now. Everyday he woke up to shower, eat breakfast, go to class, stop a XANA attack in time for dinner, before returning to the dorm to do homeworker. Occasionally, he could pencil in getting attacked by a possessed student, a specter, or an other worldly electronic phenomena caused by XANA; but the one thing he could never fit into his routine thoughts was his complicated relationship with Yumi. Their relationship had him so depressed as of late that he had been glad to talk to some other girl for a change. Of course, Yumi had to come along with another jealous rage; and now, she was demanding he explain his friendship with Emily? How dare she?

"I like her, we get along really well." he said, explaining to her the full extent of his relationship with Emily. "I really don't understand the problem, unless that bothers you?"

Ulrich shoved his hands in his pockets while Yumi curled her arms up to her chest. "Bothers me, no. It's just that...that you could have told me about it like a buddy, huh?"

"Oh, I get it. You think of us as buddies." Ulrich said, his eyes narrowing. "I wondered what you thought about us and now I know."

Yumi began pacing back and forth, her face redder than a tomato as she tried to keep herself from crying. "That's right, a couple of pals and nothing more; and besides, that's the way you want. Not like with Emily, huh? Oh, Ulrich...!"

Finally fed up with Yumi's ranting and raving, Ulrich stomped over to her and looked her in the eye. "Okay, what do I really mean to you - and be honest, huh?"


Flashback...

Yumi and Ulrich were standing on the porch of Yumi's parents' home. The door was ajar as Yumi leaned against its wooden frame, staring down at Ulrich who was standing just inches in front of her with his hands in his pockets. When she had gone to the academy that morning, she had every intention of asking Ulrich to take her to that school dance. She thought she had finally gained the courage to tell him how she felt that night. So when William had asked her to be his date, she had shot him down, no questions asked. Yet not even five minutes later, she had heard the gut-wrenching news that Ulrich had agreed to go to the dance with Sissi Delmas, of all people.

Ulrich despised Sissi with every fiber of his being, and everyone on campus knew that. So when Yumi caught wind of his plans to take the loud-mouth snob to the dance, she knew exactly why he had done it. It was another lame attempt at him trying to make her jealous, and she knew that William was the reason behind it. Ever since William had transferred over to the academy, he had been stuck to Yumi's side like glue doing everything he could to win the moody girl's affections; but he failed time after time because of Yumi's feelings for Ulrich. How could Ulrich not see that, even after all this time?

The dance had started twenty minutes ago to Yumi's knowledge, so why would Ulrich be standing in front of her doorway on a Saturday night?

"Well then, you're not at the dance with Sissi?" Yumi questioned him as she rested her head against the door frame.

"I don't really like dancing, even less with Sissi." Ulrich said as his cheeks warmed with a red blush.

"Why are you here?" Yumi demanded, her anger starting to fade away as her heart began drumming in her chest.

"I came to tell you something." Ulrich said as he took a deep breath.


Ulrich's hand slid from Yumi's cheek and he wrapped his arms around her torso, pulling her close to him. He rested his chin on her head and hugged her tighter, doing his best to give Yumi the little bit of encouragement that he needed. Slowly but surely, he heard Yumi sigh and say the words that he had been desperately wanting to hear for so long.

"I love you Ulrich." she said softly, her words ghosting into his ear. Ulrich stiffened as he let the words replay over and over in his head. He began to pray that this was not a dream and that the words she had said rang true. Had the friendship barrier she put up really been crossed? Could they potentially be something more than just the good friends they already knew they were?

Yumi lifted her head from Ulrich's chest and leaned back so he could see her face. She managed to smile through her tears, a laugh mixed with a sob escaping her lips, as she did her best to wipe away the mascara staining her cheeks. "I love you Ulrich." she said again. "I always have and I always will. I just don't want to take the risk of losing our friendship. It means more to me than anything, and I just need you to always remember that."

Before Yumi could say another word, Ulrich brought his right index finger up to her lips, silencing her. Yumi raised an eyebrow, but lowered it as Ulrich gently traced the outline of her lips with his thumb. "I love you too." he said with a soft smile.

Both of Ulrich's hands came up and gently cupped Yumi's face as he brought their lips together for a kiss they had both been wanting for years. Their lips melded together perfectly, forming the perfect shape, as they poured every bit of frustration, pent up emotions, angst, and desire that they had been holding in for so long.

Slowly, Ulrich's right arm dropped from Yumi's face and hooked itself around the petite girl's waist, the other hand moving to cup the back of her head. Meanwhile, Yumi's hands drifted up his back as they memorized the shape and feel of every single muscle. Her smaller hands soon found his chest, stopping on his pectorals when she could feel the steady beat of his heart. Ulrich pushed up against her, and Yumi fell back without protest, their lips never breaking contact. He hovered above her, his hands fisted in the sheets above her head as his lips moved from hers to trail down her jawline and into the crevice of her neck. Her skin was salty with sweat, but it was still sweet to taste. He had every desire to go past that invisible boundary line, but he respected her far too much to push the limit.

Instead, his lips dove to the crevice of her neck as his tongue sucked on her lightly tanned skin. A breathy moan escaping her lips as she combed her fingers through his hair. He kissed the spot again, loving the sound of her voice as she whispered his name, before his lips moved back up to greet her own in one final, drawn out kiss. They stared at each other for a brief moment until Yumi forced him to sit upright on the bed. For a moment, he was worried that he had pushed the boundaries of their new relationship, but his worries melted away as she climbed into his lap and hooked her legs around his waist.

Cupping the back of his neck, she moved his neck forward so they could rest their foreheads together for a moment of close intimacy. They were both breathing heavily, their desire filling the room, as they slowly came down from the high their kissing had taken them too. Ulrich was brought back to reality the moment she spoke again.

"I don't want us to lose what we have Ulrich. I don't know what I would do without you in my life."

Ulrich smiled before grabbing her right hand in his. She looked up at him questioningly as he moved her hand to rest over his beating heart. "As long as the blood is running warm in my body, I will always fight for what we have Yumi. I swear it."

His words filled her eyes with tears once more as she let out a small laugh. Then once again, Yumi pulled him closer to her to feel his lips on hers once more.


Two hours after the end of the Roulier specter attack, the gang had all regrouped at the factory so Jeremy could run a few tests on Yumi. Their Asian friend currently had wires strapped to both her wrist and chest as Jeremy pulled up the results of her scan for the others to see. Everyone crowded around the blonde-haired genius as he pointed at the newly recorded results.

"The good news is that the specter didn't steal all of Yumi's codes." Jeremy announced, earning a few smiles from the group. Ulrich's hand found Yumi's as the two of them read over the results together. Even though it had been two hours since the specter had attacked her, Yumi was still feeling rather weakened. Jeremy had explained that it was due to her losing so many codes at once. Her body had suffered a major energy drain as it struggled to hang onto the few codes she had left. Still, Yumi had only managed to suffer a sprained ankle during the struggle. She was alive and well, and that was all the two lovebirds cared about.

"Let's scare ourselves a bit." William spoke up suddenly, pulling everyone's eyes towards him. "Where is XANA's power at now?"

"That's the bad news." Jeremy said as he pointed at the screen. "As of right now, he's at ninety-five percent."

Odd looked around as everyone's faces fell in disappointment. They were playing a dangerous game by leaving the super computer on, and they all knew that, but he was not ready to stop fighting just yet. He had missed Lyoko in the year that they had left the super computer active. They had lost both the Forest and the Ice Sectors, along with all traces of Franz Hopper. Turning the computer off had done a lot of irreparable damage to their beloved world and he did not want to turn it off and back on to find more damage done. There had to be another way to stop XANA without destroying Franz Hopper's beloved creation.

"You guys, we can beat XANA - I know it." he spoke up suddenly, doing his best to lift everyone's spirits. "I propose we wait just a little while longer before shutting down the super computer. How about we shut it down at ninety-six percent, or even at ninety-eight percent?"

"No way Odd." Aelita said, cutting him off with a stern look. "We all vowed that we would shut the super computer down once XANA reached ninety-five percent."

Jeremy was surprised that Aelita was agreeing to shut Lyoko down for good. After all, it had been her home for most of her life, before she was brought to earth to live as a human being with the others. It was where her father was floating around in limbo, no body to call his own as he drifted from place to place. It was her only way to access the Skid and the MegaPod to reach Tyron's computer where her mother was a scientist. Shutting down the super computer would ultimately cut off a huge part of Aelita's life.

"You know what that means, don't you Aelita?" he asked, speaking slowly to make sure that Aelita understood what shutting the computer down entailed to. The rosette sighed before pacing back and forth in front of the holographic core to Lyoko.

"Of course I know what that would mean Jeremy. Once we shut down the super computer, I will lose all chances I have to contact my mother; but fighting against XANA, that is what is truly important." Aelita stopped her pacing and turned to face her friends. She smiled brightly, even though they could see the pain in her eyes. "I will never be able to thank you guys for what you have done for me, and for all of the risks that you have taken. I want to find my mother, but if XANA wins back his source codes, finding my mother wouldn't mean a thing to me. I would never be able to live with myself knowing that my own selfishness allowed XANA to be released to wreak havoc upon the world. As long as he is a risk, defeating him comes before finding both of my parents. It comes before I take the chance of putting your lives at risk."

Jeremy stood from his chair, placing his headset down on the keyboard, as he walked over to his girlfriend and took her hand into his. "Aelita, you truly are the most selfless and most loving person that I know. You are giving up everything that you could potentially have just to make sure that we all keep what we have. Has anyone ever told you what an amazing person you are?"

"You have told me plenty of times." she said with a soft smile before squeezing his hand. "Besides, I am only awesome because I have all of you - the most amazing, loyal, and trustworthy friends in the world. You guys are the only family I need."

Choked up over Aelita's words, Jeremy wrapped an arm around her shoulders and rested his head against hers. The others watched the two of them, happy that Aelita had made peace with her decision.

"So it's agreed then." William said with a nod of his head. "We have to put an end to XANA once and for all, no matter the costs."

"We can meet up here tomorrow morning to begin devising a counter attack." Jeremy said, taking charge of the warriors once more. "It's a Saturday, so we will have plenty of time to put a plan together to take XANA out. Any questions?"

Odd looked around while his friends shook their head, none of them opposing Jeremy's decision. However, the purple-loving teen could not help but to smirk when he noticed how Ulrich and Yumi were holding hands. He looked them over for a minute, noting how close they were standing to each other and how they continued to smile when no one was looking. Finally, Odd noticed something on Yumi's neck and could not help but to feel giddy as he raised his hand.

"I have a question." he said as everyone turned to him. "Yumi, where did that hickey come from on your neck?"

Ulrich and Yumi froze, like two deer caught in headlights, as their friends turned to face them. It was then that Jeremy, William, and Aelita saw how the two of them were standing hand in hand. The newly formed couple quickly jumped a part as Yumi slapped her right hand over the small bruise that was on her neck, both hers and Ulrich's faces beet red with embarrassment.

"What hickey?" William demanded to know as Yumi quickly pulled the wires from her chest and wrist.

"Well, would you look at the time?" she said nervously as she and Ulrich slowly began to back away from everyone. "It's getting pretty late. I'm going back to the dorms now. Night everyone!"

"I'll walk you out." Ulrich said quickly as they both bolted for the elevator. William started after them, but was cut off as the elevator door slid down. The raven-haired teen threw his hands up in disbelief before turning back to face the others.

"I can't believe this. Did she really have a...and did Ulrich give her...since when are the two of them...Ah, what the hell is going on?!"

Odd had a smug smile on his face as his shoulders shook with laughter. Slowly, he strolled over to William and rested a hand on his shoulder. "William, I think it's high time we have a heart to heart about the extent of Yumi and Ulrich's relationship struggles. What do you say?"

As Odd led William over to wait on the elevator to come back down, Jeremy walked back over to his chair and took a seat. Aelita watched him for a moment as he started pulling up a design program, the genius obviously intent on creating an antivirus program as soon as possible. When the elevator doors opened, and Odd and William stepped on board, Aelita walked up behind the genius and wrapped her warms around his neck.

"It's about time Yumi and Ulrich got together." she said with a smile as she thought back to how embarrassed her two friends had looked. "Although, I wish Odd wouldn't have put them on the spot like that. I guess Yumi and I will have long conversation when I get back to our dorm tonight."

"I can't say I'm surprised, after how that mission went today." Jeremy said, pausing his work to look up at his girlfriend. "Time is too short to take things for granted. We should never let once in a lifetime opportunities fall from our grasp. We don't have a lot of time in life, no matter what people say. That is why it is so important to let the ones you love know how much they mean to you."

"Well then Jeremy, I guess we should follow suit." Aelita said as she leaned around the side of his chair to give him a kiss on his cheek. His cheeks burned with a bright red blush while Aelita casually strolled over to the elevator. "Well Jeremy, are you going to walk me back to the dorms, or sit in that metal chair all night?"

Slowly, Jeremy's shock wore off as he stood from his seat and headed over to the elevator. Aelita took his hand in her own and wrapped their fingers together with a smile.


Ulrich and Yumi stopped outside of her dorm room, their fingers still laced together as they stared at the door's painted surface. They had not spoken much since leaving the factory; and in all honesty, Ulrich was pretty surprised that Yumi had allowed him to hold her hand after the whole incident. When he got back to his dorm room, he was going to clock Odd in the jaw.

"Is there really a hickey on my neck?" Yumi whined before sticking her bottom lip out in a pout. Ulrich rubbed the back of his neck nervously, making Yumi sigh. "I guess I can wear a scarf or turtle neck for the next few days."

"I'm sorry." Ulrich chuckled before pulling her into a hug. Yumi wanted so badly to be angry at him, but she just could not find the way to be. So instead, she wrapped her arms around his waist to return the hug, resting her head against his chest to listen to his heartbeat, enjoying the fact that it was indeed beating for her.

"I guess this is where we part ways for the evening." Ulrich said sadly. "This sucks."

"I know, but I could really use the sleep." Yumi said, stifling a yawn. "I'm still pretty drained from that specter attack. Still, you should look on the bright side. Now that I'm your girlfriend, we can have more days like today - minus the XANA attacks of course."

The two of them laughed at her words, the thought of living a XANA-free life once again settling over their heads and bringing a sense of calmness to them. Ulrich caressed the side of her face before bringing his lips to hers in a passionate kiss, turning Yumi's knees into jelly. If Ulrich was not holding her up, she would have fallen to the floor in that moment. He pulled away from her, giving them the chance to breathe again before he whispered his favorite words to her once more.

"I love you Yumi."

"I love you too Ulrich."

Ulrich watched as she put her code into the keypad on her door. She then offered him a small wave before slipping inside and locking the door behind her. Ulrich smiled brightly before turning on his heels and heading for the boys' dorm. The night sky was absolutely breathtaking to look at - a black, velvet canvass with glittery stars sprawled across its surface. It filled him with a sense of wonder and made him feel alive as he stared up at to him. Whatever God was staring down at him in that moment, he thanked them for sending him a wonderful girl like Yumi. He had finally found the courage that day to fight for her and to fight for himself. He loved Yumi, and no matter what lied ahead of them, they would face it together.


Queue Flashbacks...


Ulrich:

"Pretty good for a beginner..."


Yumi:

"I don't have any friends..."


Ulrich:

"I'll tell you about it one day Yumi..."


Yumi:

"Thanks for coming Ulrich. You really know how to cheer someone up..."


Ulrich:

"It's all my fault. If I had been faster, she would still be here..."


Yumi:

"But Ulrich, I didn't send you any letter..."


Odd:

"Ulrich, you wouldn't happen to have a crush on your secret admirer, hmm...?"

Ulrich:"

Yeah, you could be right..."


Yumi:

"Two months is a pretty long time, but Sissi was here to keep me company..."


Ulrich:

"Yumi please, we need you to fight against XANA...I need you..."


Ulrich punched in the code to his dorm room before pushing his way inside. Odd was lying on his back, earbuds in his ears, as he tossed a hackey sack up into the air in a single-player game of catch. Hearing the door slam, he looked over at Ulrich, who had a love-struck look on his face. With a curious grin, Odd pulled his earbuds out and sat upright, his eyes never leaving Ulrich as his roommate changed into a pair of boxer shorts and a tank. Odd waited for Ulrich to climb into bed before he piped up.

"Alright buddy - are you gonna tell me what's going on with you and Yumi? Are you two finally together after three years of being in denial?" Ulrich wordlessly looked over at Odd and smiled before lying back to stare up at the ceiling. "Way to go Ulrich, yeah! So tell me, how good of a kisser is Yumi? I've always wanted to know, not saying that I've ever wanted to kiss her. I just need to know for my 'guide to Kadic girls,' just in case you two don't work. Anyway, was a good or not? Must have been judging by the size of the hickey you left on her neck."

Odd was suddenly hit in the face by Ulrich's feather-filled pillow, the force knocking him off the bed and sending him splattering onto the hardwood floor. "My kissing Yumi is none of your business Odd. You got that? Besides, it wasn't even our first kiss, so I really don't have to share anything with you. Goodnight."

As Ulrich leaned over to shut off his bedside table lamp, Odd's mouth fell open. The blonde, purple-highlighted haired teen quickly sat upright at this news. "What do you mean that wasn't your first kiss with Yumi?"

"Goodnight Odd." Ulrich said with a satisfied smile before shoving his earplugs in.

"Come on Ulrich, you can't leave me hanging like this. When did you and Yumi first kiss? Ulrich, come on. I know you aren't sleep. Ulrich..? Ulrich...? ULRICH?!"


A/N: And so ends my very long one-shot. Thanks for making it all the way to the end guys. I really appreciate the time you all took out to click on my story. Like many of you, I really wish that the writers would have scratched the ambiguity of Ulrich and Yumi's relationship to let them really be a couple. I mean, it's not that I don't find Jeremy and Aelita absolutely adorable, or that Odd has had several onscreen relationships / dates. I just really wish that Ulrich and Yumi could have gotten the chance to blossom and be the couple that I always wanted them to be. Hell, they are definitely in line for being an OTP; but they could be an even greater pairing if they could be official. Real talk, we were cheated out of a good romance in Code Lyoko LOL

Anyway, that is all for this story. I may possibly post a few one-shots that are connected to this story, depending the reviews that I get for this story. So if you would like to see something more come from this one-shot, please let me know in your review. Regardless, leave me a review to give me some feedback on the story, and to let me know how you feel about this OTP. I hope to be back with another Ulrich x Yumi story soon. So until then, take care everyone...!

-KairiAngel13