Odd, William, and Jim were in the scanner room, while Delmas was in the computer room starting up the scanners.

Two of them opened, and William stepped into it. Jim forced Odd into the other one, shoving the teen into it.

"Hey!" Odd retorted, glaring at him. The doors shut, trapping him. The cylinder shaped area lit up.

"Let me outta here!" he yelled, pounding on the doors desperately.

The light glew brighter, and he felt his feet leaving the ground. There was nothing he could do now. He was on a one way train to Lyoko.

He shut his eyes as there was a rush of wind, and then he and William were gone.

xoxoxoxoxo

Both boys were virtualized, and they appeared in the desert region of Lyoko, landing on their feet. Immidiately after hitting the ground, 2 Krabes and 3 Cubes appeared.

"So, you brought some friends, eh?" Odd asked.

William smirked, and his large sword appeared in his hands.

"Alright, let's get this show on the road. Lazer arrow!" Odd shot a spear at one of the Cubes. He hit his mark, and the monster exploded. Odd jumped out of the way of William's sword, the blade barely missing him. He jumped back again and again as the black haired teen kept swinging the weapon at him.

"This is new, normally you would've already devirtualized me." Odd commented.

'But why would he bring me all the way to Lyoko just to send me back?' he thought as he dodged another blow. William jabbed at him, but Odd jumped and landed on the blade of the sword, and jumped again, soaring over the monsters, and shooting Lazer Arrows at them in mid air. He landed on all fours, like a cat, as the monsters exploded.

He took off, hearing William's footsteps behind him, coming after him.

'Jeremy, Ulrich, guys, hurry up and get here...' he thought.

xoxoxoxoxo

"We haven't gotten a call from Odd, I hope he's alright." Aelita sighed with worry.

"I tried his cell, but it's going straight to voicemail." Jeremy said as he pulled his phone away from his ear.

The class had FINALLY gotten back to the school. The group had searched the dorms top to bottom for Odd, but couldn't find their missing friend. Fortunantly no one had noticed his absense, yet.

"Let's try Lyoko. Maybe William took him there. That would explain why we can't reach him by phone. Let's get to the factory." Jeremy said.

Everyone headed for the woods, where the short cut to the factory was.

After gettiing their skate boards and scooters, they took off towards their destination.

As soon as they reached it, they climbed up the ladder towards the manhole cover.

Jeremy lifted it, but suddenly let it back down.

"Guys! Jim and Principal Delmas are in front of the factory." he whispered fiercely.

"What? Why would they be here?" Yumi asked.

"Maybe Xana possessed them to help William catch Odd. They're probably guarding the factory so we can't get in." Aelita deduced.

"So how do we get past them?" Ulrich asked.

"Hmm...I think I've got a plan. Alright listen up everybody." Jeremy started.

xoxoxoxoxo

"Ok, let's do this." Jeremy lifted the cover, and climbed out of the manhole. He didn't look behind him, so Jim and Delmas would think he hadn't noticed them. He replaced the cover, then turned around. He faked a shocked expression. Jim and Delmas glared at him, and started towards him. He backed away, and the two teachers passed the manhole. Focused on Jeremy, they didn't notice Yumi and Ulrich quietly climbing out the manhole, skateboards in hand. They raised them over their heads, then brought them crashing down across the backs of the two adults heads.

They collapsed to the ground, unconcious.

"Well, whattya know? It worked." Yumi smirked.

"Alright, let's get in there." Ulrich said, already heading for the elevator. The other 3 caught up, and they rode the elevator down.

They reached the computer room, and Jeremy took a seat in the chair in front of the super computer. After typing on the keyboard, a grid looking thing appeared on screen.

"He's in Lyoko, and so is William." he stated. A green dot blinked on the screen, moving fast. A red dot was behind it, a beeping sound indicating a threat was heard. "He's running, and William's close behind. You guys better get to Lyoko fast."

The trio of Lyoko warriors headed for the scanner room.

"Scanner Yumi, scanner Ulrich, scanner Aelita," Jeremy said as he hit the keys, he hit a large enter key, "Virtualization."

xoxoxoxoxoxo

Aelita, Ulrich, and Yumi appeared in Lyoko, landing on their feet.

"How far is he, Jeremy?" Aelita asked.

"Not too far, he's coming up behind you." Jeremy replied.

"Got it. Let's go." the trio took off.

xoxoxoxoxoxo

Odd was panting as he hid behind a rock.

"Odd, do you read me?" Jeremy asked.

"Hey Einstein, bout time you showed up. When're the others getting here?" Odd asked.

"You should see them in about a minute or two. Are you ok?"

"Sure, never been better."

Suddenly, the tip of William's sword poked through the rock.

"Hold that thought, Jeremy." Odd jumped away and landed a few feet away from William. The black haired teen glared silently at him.

"Odd, I'm sending the Overboard, get ready." Jeremy informed as he loaded up the aircraft.

The purple board appeared, and Odd hopped onto it.

"The others are a few feet away, get going."

Odd flew off, William staring after him.

xoxoxoxoxoxo

"Look! It's Odd!" Yumi pointed at the sky. Odd flew down and landed beside them.

"Hey guys, long time no see."

"You ok?"

"Perfectly fine, so, let's go deactivate that tower."

"What happened toWilliam?" Aelita asked.

"I left him in the dust."

"Uh, then whose that?" Ulrich asked as he pointed behind Odd. He turned around, and saw William.

"Well, I thought I did." Odd chuckled.

5 Cubes showed up, and began firing at them. The warriors dodged the lazers as they came up with a plan.

"I'll get Aelita to the tower, you guys handle tall, dark, and creepy and his pets." Odd said. He hopped onto the Overboard, Aelita following.

As they flew off, Ulrich and Yumi prepared to fight Xana's friends.

But something strange happened. The monsters turned away and scrabbled after Odd and Aelita.

"What's going on?" Yumi asked.

Before Ulrich had a chance to answer, William lunged at him, and his sword sliced through him, devirtualizing the brunette immidietely. Yumi pulled out her fans and attempted to fight off William, but was quickly defeated. William smirked, then turned into purple smoke and glided after the remaining warriors.

xoxoxoxoxo

In the scanner room, Ulrich and Yumi stepped out of the scanners. Both were winded.

"Well that went well." Yumi muttered.

xoxoxoxoxoxo

"There's the tower." Aelita called, pointing ahead of them.

"Aelita, Odd, both Yumi and Ulrich were defeated, it's up to you two to stop Xana's plan, whatever it is." Jeremy said.

"Lemme guess, our friend William's coming after us now?" Odd asked, already knowing the answer.

"Yep, he's behind you, along with Xana's monsters. Aelita, you need to get to the tower. Odd, can you hold em off?"

"No sweat, Einstein." Odd replied, landing the Overboard near the tower. Aelita jumped off.

"Be careful." she warned, then started towards the tower.

Before Odd could get into the air, a lazer hit his ride, destroying it and sending him skidding across the ground. He got up, and aimed at the Cubes.

"I gotta give you credit, you catch up pretty fast. Lazer arrow!"

A spear flew at one of the Cubes, and hit it's mark. The monster exploded. While Odd was firing at the rest of the monsters, he faile to noticed William materializing behind him.

"Odd! Behind you!" Jeremy shouted in warning. Odd jumped out of the way of the oncoming blade.

Aelita ran towards the tower. She was almost there.

"Hurry Aelita, I don't know how long Odd can last." Jeremy said.

"Don't worry, I've reached the tower." Aelita replied as she entered the white tube. She walked to the center of the platform, and floated upward to the second one.

A blue screen appeared, and she placed her hand on it. Her name appeared on screen, but something was wrong.

"Jeremy, something's not right." she murmered.

The red aura around the tower returned to blue.

"Wha?" Jeremy stammered in confusion.

"Xana's deactivated the tower. What's going on?" Yumi asked.

"I-I don't know."

Odd jumped back, avoiding the sword again.

"Uh, guys? Is there a reason nothing's changing?" he asked.

"Something wierds goin' on. Odd, get to Aelita." Jeremy explained.

"Wish I could, but I'm kinda busy here."

"Why would Xana activate and deactivate the tower on his own?" Ulrich asked.

"It doesn't make sense." Yumi put in.

"I don't get it either-wait, what's that?" Jeremy asked, looking at the screen. A red dot appeared, coming up behind Odd, and moving pretty fast.

"Odd! Behind you again!"

Odd dodged the sword once again, and turned around. What he saw made his blood freeze.

A Scyphozoa was floating there, waiting.

"Uh oh." Odd muttered.

"Odd! Get out of there!" Jeremy yelled.

"Don't have to tell me twice." Odd turned around, but William blocked his way, a smirk on his face.

"Aelita! You have to help Odd!"

"Alright, I'm on my way!" Aelita left the tower, and took to the air using her wings.

xoxoxoxoxo

Odd ran. He hadn't felt this afraid since Nurse Yolande had been possessed by Xana and chased him down.

"Guys, not that I want them to be, but why are they after me instead Aelita?" he asked.

"I don't know, but you better change directions, you're heading straight for the digital sea." Jeremey replied.

"Great, any more good news, Einstein?"

"Aelita's on her way."

"Tell her to pick up the pace a little."

Odd paniced as he reached the edge of a cliff, and down below was the digital sea.

"Uh, guys, a little help please." he begged as he turned to face William and the Scyphozoa.

Meanwhile, Aelita had reached the spot Odd had dropped her off at.

"Aelita, Odd's cornered. You need to get there fast." Jeremey stated.

"Right, I'm on it." Aelita replied as she flew in the direction Odd had run.

"Jeremey, why would Xana be after Odd?" Yumi asked. She knew this question had been asked multiple times already, but due to the confusion, it was the only thing she could ask.

"I don't know. I just don't know."

"Guys." Odd's panic filled voice called from the computer.

"Hang on Odd, Aelita will be there soon. Try to hold em off." Ulrich said.

xoxoxoxoxo

Odd had been trying to hold them off. But William's sword deflected all his attacks. The Scyphozoa closed in.

"I got a choice between the digital sea, and William and one of the most powerful monsters Xana has. Yeah, this is not my day." Odd muttered as he took another step back. He was on the edge of the cliff, and there was no way out.

"Odd, run!" he heard Jeremey yell.

"I can't." Odd replied defeatedly.

Aelita landed a few feet away and started running towards them.

"Odd!" she cried. William turned toward her as she fired an Energy Field at him. He deflected and sent it back at her.

She had no time to move out of the way, and it hit her, devirtualizing her.

She returned to the scanner room, and collapsed out of the scanner. Yumi came out of the elevator and ran to her side, helping her up.

"Aelita." she called worriedly.

"I'm sorry..." the pink haired girl murmered, looking at Yumi. "I tried."

xoxoxoxoxo

The Scyphozoa wrapped two of it's tentacles around Odd, lifting him into the air. Two other tentacles were placed against his temples, and another on his forehead.

"I'm sorry guys..." he murmered, shutting his eyes.

If anyone was there and looked closely, one could see a single tear slip down his face.

xoxoxoxoxo

"No!" Jeremey yelled. Yumi and Aelita ran into the room.

"We gotta do something!" Ulrich said.

"There's nothing we can do..." Jeremey rested his elbows on the keyboard, his head in his hands.

xoxoxoxoxoxo

A few minutes passed, then the Scyphozoa dropped Odd. He landed on the ground, then fell on his side unconcious.

William walked over to him, sword resting on his shoulder. Using his foot, William shoved Odd over the side and he fell into the digital sea. The Scyphozoa vanished, and William jumped into the digital sea.

xoxoxoxoxoxoxo

"We'll have to do a return to the past, but it won't bring Odd back." Jeremy stated.

He hit the keys needed, and then pressed enter. "Return to the past...now."

A bright light came from the factory, and expanded outward, enveloping the school, and the two teachers outside the factory who were still out cold.

xoxoxoxoxoxoxoxo

The class returned from their fieldtrip, and headed for their dorms.

The group gathered in Jeremey's room, and all was silent.

"We gotta find a way to bring Odd back." Yumi said, finally breaking the silence.

"But how?" Aelita asked.

"I don't know, but I will find a way." Jeremey said determinedly.

"But I still don't get it, why would Xana take out Odd? What was he accomplishing, aside from bringing us down?"

"I don't know, but we will get him back for it."

"Right." everyone joined hands, looks of determination and sadness on their faces.

They would take Xana down, and it was beyond personal now.

xoxoxoxoxoxo

The end...for now.