Disclaimer: I don't own anything belonging to Code: Lyoko, Total Drama, or Reboot. Code Lyoko is Property of Moonscoop, Reboot is the property of Mainframe Entertainment and Total Drama is the property of Fresh TV.

Xxx

Chapter 1

As soon as he was pulled through the portal Megabyte saw his assailant. The Web Creature was several times his size with multiple tentacles coming out of its body. The creature's yellow eyes narrowed as they studied him, and it opened its mouth, revealing the sharp teeth as it prepared to devour him. Holding out his good arm he unsheathed his claws and slashed at one of tentacles, cutting it off completely.

The Web Creature screeched in pain as it loosened its hold on the virus that kept slashing, biting, and pinching at its tentacles until it flicked him away and fled. Megabyte found himself floating through the Web for a long time. After he escaped he took notice of the atmosphere of the Web, the environment of corrupted data that made up this digital hell. And he was here, trapped, alone, and seriously damaged.

One leg was out of its socket, his bad arm was broken along with the claws, and the open gash in abdomen was aching, even more so here in the Web. He could feel his body began to corrode slightly, remembering that viruses could not survive in the Web, and soon he would be nothing but a motionless mass of rock and metal. He knew that he was going to die here.

'Is this the end for me? To degrade slowly into nothing in this User forsaken place?' Megabyte thought he continued to float helplessly.

To be trapped here was even worse than being bound in an inferior system. Even if he could survive he had nothing here. The Web was chaotic, it was corrupted, it was a wasteland. Everything about the Web was the exact opposite of what he was.

His format was to bring complete order to the Net, to be the dominate force and seek out systems to bring absolute order and perfection. What would be the point of even trying to infect anything in this void of corrupted and degraded files? Looking down at the control panel he considered activating his self destruct to avoid the long pain of degradation. However when he opened it he found the control device had been smashed, most likely by the tentacles of the Web Creature that pulled him into this wretched place.

Looking up he saw in the distance some kind Rider on a Web Creature. As it floated towards him Megabyte managed to right himself, managing to float upwards and unsheathed his unbroken claws.

'Come, I'd rather be deleted in battle than wait for slow degradation!'

As it came close he waited for it to attack. Taking notice of the Rider he had never seen before he wondered why someone would chose to live in the Web.

'Perhaps he came here by accident. Another unwilling victim like Bob and myself.'

The Rider did not attack but stared at him curiously.

"Well, what are you waiting for?"

The Rider seemed to react and gestured his steed to fly forward. It flew at him and Megabyte pushed himself forward, using the zero gravity to his advantage as he aimed to sever the Rider's head from his body. However the Rider grabbed his arm and twisted it. Megabyte grunted in pain and tried to use his broken arm and its claws to try and free his hand but the Rider tossed him back and he flew off the steed.

Megabyte flew back with the Rider following him, looking down at the virus as it was curious. Megabyte prepared himself for another attack when the Rider raised his hand. That was when the unexpected happened. Tentacles made of a black oily substance came out and grabbed hold of him by the waist.

"What in the Net…"

Megabyte tried to sever it with his claws but it had no effect. He then turned to see the Rider motion his steed and it flew off with him still caught in the tentacles.

'This creature has something planned for me.' Megabyte thought.

He considered continuing to fight it until he was released but he already knew it was futile. Ironic when he thought he had won he said 'Resistance is futile'. And now he was in the same situation.

'I shall see what this thing has in store for me.'

He looked ahead to see it dragging him to a data storm. Such a powerful storm would degrade him until he was nothing but a pile of dust. That was when a red energy field appeared around him. They flew in and Megabyte noticed that it was protecting him now from the degrading effects of the Web.

He looked to see them come upon something in the middle of the storm. A large sphere floating in the eye of the storm.

The Rider maneuvered its ride to a platform and released Megabyte onto the floor. Parking the creature on the platform the Rider got off and walked into the entrance, vanishing into the darkness. Seeing nowhere else to go Megabyte followed, knowing that if he tried to leave the data storm would tear him apart. Looking around he saw the hall was nothing to gawk at.

Made of simple stone and went down one path. He stopped when he came upon a massive room with pillars holding it up and in the center of it was a large tower with a crystal like terminal. On the terminal was a strange icon that he had never seen before. It was made of two rings with a circle in the center, single column emerged from the top of the outer ring and three smaller columns emerged from the bottom following the ring's curve.

On the other side of the room was a door with the same icon on the terminal. Curiously Megabyte limped over to the tower and looked it over. He could not read the symbols since he did not understand language.

"Meaningless gibberish." He muttered as he looked at the terminal.

That was when a ring of light appeared under him catching him by surprise. He looked down to see the ring travel up his body. When it finished it vanished leaving Megabyte to ponder what it was.

"Scan complete." A voice said out of nowhere and seemingly everywhere, sounding cold and without emotion.

Megabyte looked around, startled by the voice. "Who's there?"

An interface appeared in front of him and showed him the results of the scan.

Program: Virus
Designation: Megabyte
Type: Class Three File Infector
Previous Designation: Kilobyte
Type: Class Two File Infector
Upgraded Designation: Gigabyte
Type: Class Five Super Virus
Sister Virus Designation: Hexadecimal
Type: Class Four Super Virus

"Show yourself." Megabyte continued to look around. "Enough hiding!"

"That would be a little difficult, virus, as I am unable to appear before you. Will this body do?" The voice replied and the Web Rider who brought him appeared out from behind the tower.

Megabyte glared at the Rider and unsheathed his unbroken claws.

"That would be an unwise course of action on your part, virus." The voice said, amused.

"Perhaps but if you think I will go along with whatever scheme you have for me you might as well delete me. I am no one's servant or pawn."

"In your condition?"

"I would rather be deleted in battle than wait to be degraded by this wretched place." Megabyte prepared to fight even though he was so tired, weak, and still damaged he would never admit defeat.

The being chuckled at Megabyte's attitude.

"And if I offer you a way to survive?"

Megabyte narrowed his eyes.

"Why did you bring me here?"

The Rider pointed to the tower. "I need someone to unlock the gate for me. This body is unable to be of any use to me since I infected it and the hub is designed to keep me out. I slipped something through and this Rider was perfect as a temporary host."

Megabyte began to understand the nature of his new companion. The Rider in front of him was being controlled by a signal from a far away source not unlike that of a virus. He chuckled. "And this is why I'm here. To release you from whatever prison you are in? You still have yet to explain how any of this benefits me. Doing this absolutely gives me nothing I desire."

"And what is it you desire?"

"There is an old saying; you should never trust someone who refuses to share his format."

"My format is none of your concern but if you are wishing to know who has saved you then very well. My designation is XANA. As for you refusing what you have got to lose?"

"Given that you are controlling this . . . thing, I must assume you are a virus like me and there is rarely honor among viruses."

"And who says I am a virus? I am something much more. Why not even a thousand viruses would be able to defeat me."

Megabyte smirked, amused by the pride this being had. "A bold claim. However for all your so called power, all your pride, you cannot do anything without my assistance. I have no reason to assist you; you offer nothing to offer me in reaching my goal, nothing to assist me in escaping this infernal place, nothing to offer me in... Revenge.

"So you wouldn't be interest in helping me if I told you of your changed coding?"

Megabyte was caught off guard by that. "What?"

"My scan shows that your code has a stream of data that is consisted with a Guardian program, registration Four-Five-Two."

'Bob? His code is in me?' Megabyte thought in shock and disgust.

He thought over how he could have somehow gained Bob's code. His eyes widened when he remembered that one second, when he finally was rid of Bob. He caught him by surprise during the war against the Web and threw him into a missile. He crushed Bob's Key Tool before he had done so.

"Judging by the look on your face you know whose code you have and how it happened." XANA said, now amused. "What do you plan to do now, knowing that the Guardian Code will keep you from degrading in this place? Do you still want revenge?"

Megabyte was stunned by the revelation, and then faced the possessed Rider. "Revenge cannot even come close to accurately describing what I want to do to them. For banishing me here, I want to break them, take everything they cherish away and burn it to the ground."

XANA chuckled. "I can assist you with that. Is that reason enough to assist me?"

"I don't align myself with anybody," Megabyte said sternly.

"I could leave you to rot until you go mad." XANA offered.

…this obviously made Megabyte reconsider.

"You desire revenge, you are able to survive but unable to return to where you were before you were banished here, and you are horribly damaged. As you are you cannot hope to leave this place. Even if you refuse to align yourself with me would you be open to the idea of a …trade?" XANA tilted the Rider's head.

Megabyte paused to consider this. He had very little choice in this but if it meant finding a way out of the Web he might as well go along with it for now.

"Very well." Megabyte grudgingly agreed.

"Good. Just walk to the tower and activate the open mechanism." XANA pointed to the tower console.

Megabyte limped over to the console and looked it over. The red panel appeared before right in front of him. Reaching out slowly he touched it and watched the room began to shit and the door with the Eye of XANA began to open.

"Walk through the door and you will be healed." XANA instructed.

Megabyte walked into the tunnel that had been opened, narrowing his eyes as he tried to see through the darkness of the tunnel.

"Congratulations, here's your prize." A female voice whispered.

Megabyte didn't have the chance to react as he fell through a portal.

Xxx

Megabyte opened his eyes to find himself in a place totally different from the Web. He looked around, finding himself in some kind of tank, strapped to a table.

"Awake are we?" A female voice asked.

Looking ahead he saw a young teenaged sprite with long red hair in a pony tail, pale skin but not as pale as Hexadecimal's, blue eyes, and she was dressed commonly in black.

"Who are you?" Megabyte asked, struggling against the steel bands that held him.

"Your healer. You have been brought to the reconstruction chamber so we can heal you. I am Lilith." The girl introduced herself.

Megabyte had no idea where he was or even if this was a dream or nightmare he would never awake from.

"You better not struggle and let me work. We need you alive for now so just let the energy do its work. And don't worry, I won't let you drown." Lilith said as she pushed a button.

That was when liquid energy began to fill the tank.

"What is this?" Megabyte demanded, wary of accepting help from sprites unless they were under his control.

"Your bath," Lilith replied curtly. "Now with respect Mr. Megabyte, shut the Dell up and enjoy it."

The liquid enveloped Megabyte. Being a virus, and naturally more suitable to hostile environments than a sprite he didn't have to struggle to hold his breath as something began to change. The liquid began to glow bright red as it repaired him…and added some new components, replaced some more. Megabyte could feel his wounds being healed; the pain was fading fast and felt something else.

His strength was returning but he felt so much stronger. He could not remember ever having such a feeling.

"Hm…." Lilith looked over the tank for several minutes. "Ah ha! Perfect!" She emptied the tank with another push of a button. "You're beautiful!"

Beautiful was not the word to describe a virus like Megabyte, especially in his condition. The restraints broke, allowing him to fall to the floor as the last of the liquid was drained out of the tank. He could now move and walk…and everything seemed much easier now. He looked at the reflective floor of the tank…and couldn't help but smirk.

It was as though after fixing him, they had taken every menacing feature and enhanced it. His smooth dark armored skin was now rough; his claws had fully grown into his knuckles and were bigger, as were the red ridges on his head. He had cables coming out of his chest area and the back of his head, and his upper body was noticeably larger than before. His green lips were gone, showing his razor sharp teeth.

All in all, it was like a brand new version of him hopped up on the computer virus version of steroids. He chuckled, taking pride in how he looked as Lilith opened the tank.

"Now are you happy about feeling better?" Lilith asked with her hands behind her back and tilting her head like a curious little sprite. "Just so you know XANA wants to see you when you're healed. Better not keep him waiting."

Megabyte looked up and followed Lilith out of the chamber and through a blue hall with nothing on the floor or wall. They stopped at a door with the Eye of XANA on it. Lilith skipped up and knocked on the door.

"Master XANA!" She said sing song like tone. "Our new friend is awake and feeling better."

The door opened as Lilith stepped back. She looked over her shoulder at Megabyte.

"Be polite to him, you know. He did go through all the trouble to fix you up."

Megabyte ignored the bothersome sprite and stepped through the doors. The room beyond was large, circular, and only had red lights coming off of the multiple symbols and images floating across the walls as illumination. The floor had a massive XANA eye on it. Megabyte walked into the room, looking at the interfaces to see what they represented.

"Ah, welcome back Megabyte. Pardon the silence, I was…at work."

Megabyte turned to face another sprite that had stopped a few feet from him. This one was different from Lilith. This one was male, taller than Lilith, dark hair with blood red streaks, skin about as pale as Hexadecimal's, dark clothing, and the strange eye icon on his chest. He smiled politely at the virus with bright glinting red eyes.

"It is nice that we are able to speak now, face to face." XANA said.

"Indeed." Megabyte replied, looking down at the sprite. "You're not what I was expecting to see."

XANA's smirk widened slightly. "And what did you expect?"

"Frankly, when someone believes themselves to be above viruses, guardians, or any other known format I expect them to look . . . taller." Megabyte chuckled.

"Last I checked from your memories you spent half of your time on a floating chair with your legs removed, so you're one to talk." XANA replied.

"You can see my memories?" Megabyte scowled.

"I was curious. It was a little something I picked up during my scans. Don't you remember that little 'read me' file? Your name is Megabyte; you have a sister named Hexadecimal. Your 'parent' is Gigabyte, and his parent is 'Kilobyte'. Both you and your sister were born when Gigabyte split into two different forms. You inherited his strength, cunning, and his calculating thought process while Hexadecimal inherited his transfinite energy reserves. You wished to control and dominate, Hexadecimal wished to have fun and enjoy herself, but you both treat the sprites below you like chess pieces…" XANA smirked. "And that is why I just know you and I can get along."

"I'm listening," Megabyte crossed his arms.

"When you were rejuvenated, I took the time to look over your code, it seems your time in the Web gave you some…'extra' coding, and a little something from a Guardian's Keytool," XANA explained. "I think you'll like that one the best."

A mirror formed in front of Megabyte.

"Now...picture that Guardian in your mind...every feature….his skin, hair, uniform, his eyes, even his voice." XANA said.

"What are you trying to prove?" Megabyte asked impatiently.

"Humor me," XANA said. "As some sprites I know of like to say anyways."

Megabyte closed his eyes and pictured that wretched Guardian who had practically stalked him across systems from the Super Computer as Gigabyte to Mainframe as Megabyte. He opened his eyes….

And smashed the mirror with an enraged snarl as he saw that cursed Guardian standing in it. The mirror reformed, and Bob was still there. Megabyte's eyes widened. "What is this?" Bob mimicked his words.

"Look at yourself," XANA said.

Megabyte looked down and saw the blue uniform Bob used to wear. He felt hair on his head, and his skin was a light blue. He had everything except for the Key Tool 'Glitch' itself.

"What have you done?" Megabyte snarled.

"Not me, you," XANA said, amused. "If you want to look normal, then just make it so."

Megabyte's wish to be his normal self happened quickly. He stood in his viral glory. He glared at XANA. "Explain."

"When Lilith treated you, the Web coding mutated your body, transforming your code. The energy in the reconstruction chamber was designed to remove any useless coding and improve on anything useful as well as add an upgrade." XANA said. "You are now a Trojan Horse virus…but a thousand times more advanced. And with the Guardian's coding, you can assume his form. All you need to do is touch whoever you wish, and you can take their form, their most recent memories, voice…and even weapons. And a further scan showed some more promise in you, I suspect you'll only need me and my Generals to point you in the right direction and provide some numbers before you take over Mainframe, then the Super Computer…then the whole Net."

"The net…" Megabyte's mouth curled into a smile that looked anything but innocent. "…I'm listening."

"My creatures are incapable of travelling through the Web, which is all I can reach at this point," XANA explained. "But if I were to find somebody who could recruit more like you, more…viruses who are looking to stake their claim. In return for helping me, I will give you an army to bring forth your Viral Dawn, and I will…well your taking over the net will make my own interests much easier to achieve, and I have little interest in ruling the Net. I have a bigger goal in mind."

"What can be bigger than all of existence?" Megabyte asked.

"There are still secrets I like to keep," XANA chucked. "I can only help you if you agree…partner?" He offered a hand.

Megabyte looked at what was obviously not some sprite. It was no virus by nature, but it had the makings of one…

His clawed hand grasped the tiny delicate looking hand. XANA did not even flinch as they both squeezed each other's hand and shook on it. "Partner."