Attack on Tooth Palace.

Odd sat down after she had finished bowing to her audience, she had noticed Jack going off with North so she was waiting for them to come back. Bunny was off sulking in the corner after his beating from Odd, Sandy was hovering by the fireplace, and Tooth was flying around and giving instructions to her mini Tooth-Fairies on where to get teeth.

Odd mused about what had happened to her, it was crazy even for her group. It seemed that she not only kept her abilities from Lyoko but she also gained animal instincts; possibly from being a cat. She wondered how long it would take for the Guardians to find out her secret, when she could get back to the factory, could she turn back to normal, and if she did would she see Jack again?

Odd was brought out of her musings by a hand on her shoulder, it was Sandy.

"What's up, Sandman?" Odd asked.

Sandy made two symbols above his had, the first was a question mark, the second…XANA's mark.

"Oh," Odd said. *Well, that didn't take long.* she thought.

Sandy showed in dreamsand that he'd seen her dreaming about battling monsters under the control of the mark; she and a few others had them too often for it just to be imagination.

Odd sighed. "May as well tell you." Odd then explained to Sandy about her and her friends' battle against XANA.

Sandy created warning signs and silent alarm bells when he heard the danger that the Lyoko warriors, a group of children, put themselves in to save the world.

"It's okay, Sandman. We've come across plenty of life-threatening dangers at XANA's hand but we've come out alright in the end. And I'm sure we're close to defeating XANA once and for all." Odd told him. *Though, if I was anyone else I might need therapy for all that I've been through.* she thought. "Sandman, please keep this a secret from the other Guardians until I want to tell them."

Sandy reluctantly nodded his head but his face showed that this wasn't the end of the conversation. Sandy then made words over his head to tell Odd to call him Sandy.

Tooth suddenly gasped. "My fairies!" She then darted out a window.

"We've gotta warn North." Bunny said, then ran off in the direction North and Jack went.

Sandy followed him with Odd in quick pursuit; Odd had to ignore her instinct to run on all fours. They found Jack and North just outside of North's office.

"We have a problem, mate." Bunny told North. "Trouble at the Tooth Palace."

"To the sleigh!" North ordered.

North took off with Bunny and Sandy following. Odd looked like she was going to sneak a look into North's office before Jack grabbed her hand and dragged her along with him as he tried to get North's attention. This carried on until they reached the docking bay for the sleigh.

"North! North! I told you I'm not going with you guys!" Jack kept trying to tell North while he and Odd dodged yetis, causing them to separate hands. "There is no way I'm climbing into some rickety old…"

Alarm bells sounded as two yetis heaved open two large doors.

"…sleigh?" Jack finished his sentence.

Large reindeer came out from behind the doors, bucking and rearing violently. Jack laughed while Odd stared at them in awe, fascinated by how awesome they looked.

*Note to self, ask if every childhood character that exists is more awesome than the stories make them out to be.* Odd made a mental note.

After the last of the reindeer came out they were followed by the sleigh, which looked like a hotrod version of the classic sleigh.

"Pinch me, I'm dreaming." Odd whispered under her breath.

An elf who was standing next to her heard her comment and gladly pinched her ankle. "Ow!" Odd said. She then kicked the annoying elf away.

Jack, who was staring at the sleigh, gave a reluctant sounding, "Okay. One ride, but that's it." He then hopped into the sleigh and sat down, Sandy following soon after.

"Everyone loves the sleigh!" North remarked, climbing into the sleigh as well.

"Can I come?" Odd asked, not wanting to miss out on a chance to ride in the real Santa's sleigh.

"Sorry, to dangerous for child." North protested.

"Aw. Please?" Odd put on her best puppy dog pout.

"You must stay at workshop for now, it safer with the yetis." North's resolve crumbled a bit when he saw the look on Odd's face.

"Sure, North." Jack said. "Leave a child that you know almost nothing about and who beat up Bunny, in you workshop with all of the dangerous things toys around and where the elves can use her to get what they want. I mean, it's every child's dream to get to be in Santa's workshop, why wouldn't she be curious as to how things work."

Odd caught on to Jack's plan. "Oh, what does that do?" She started to walk off in a random direction.

North panicked. "Find, you can come along. Just don't leave the sleigh." he said reluctantly.

"Yay!" Odd cheered and climbed into the sleigh and sat down beside Jack.

"Bunny, what are you waiting for?" North asked Bunny, who was still outside the sleigh.

"I think my tunnels might be faster mate," Bunny tapped the side of the sleigh with his foot. "And safer…"

North grabbed Bunny by his holsters and lifted him into the sleigh. "Get in." he told him. "Buckle up!" he told everybody.

Bunny searched around the sleigh. "Whoa, whoa, whoa! Where are the bloody seatbelts?" he cried in alarm.

North laughed. "That was just expression. Are we ready?" he asked a yeti to the side. The yeti shook his head but North didn't listen. "Good. Let's go! Clear!" he shouted to elves on the runway.

North snapped the reins and the reindeer shot forward. Bunny dug his claws into the sleigh, trying to anchor himself while he yelled in fright. Odd meanwhile clung to Jack while enjoying the wind whipping her face. The sleigh shot down a tunnel, twisting and turning. Odd stopped clinging to Jack and just held his hand, balancing on the sleigh with almost the same expertise as Jack; being the one to ride the over-board really paid off.

"Slow down! Slow down!" Bunny screamed.

Just to spite bunny Odd yelled, "Faster! Faster!"

North laughed and did as Odd asked as the sleigh entered some loopty-loops. "I hope you like the loopty-loops." North laughed.

Odd screamed with joy, showing that she did.

Bunny meanwhile looked like he was going to be sick. "I hope you like carrots." he threatened.

Sandy threw his arms up into the air like he was on a rollercoaster.

"Here we go!" North shouted as they neared the end of the tunnel.

The sleigh charged off a ramp and into the sleigh, going higher and higher. Odd and Jack looked over the edge and yelled in delight, Bunny was still yelling in fright.

North laughed again. "Blast-off!" he yelled.

With the sleigh no longer going extremely fast and moving from side-to-side, Odd let go of Jacks hand and sat down in front of Sandy while Jack jumped to the back of the sleigh to watch the North Pole disappear behind them. Bunny groaned, and Jack got an idea.

"Hey, Bunny." he called to the Guardian. "Check out this view."

Jack suddenly screamed as a gust of wind swept him off the sleigh. Bunny panicked, Sandy did nothing, Odd didn't worry because she knew Jack could fly but she still felt a small ting of worry in her heart when she saw Jack go over the edge.

Bunny tried to get North's attention. "North! He's…"

Bunny gathered up enough courage to look over the side of the sleigh, only to find Jack lounging on one of the skies.

"Aw." Jack said. "You do care."

Bunny got annoyed. "Rack off, you bloody show pony!"

Jack climbed back into the sleigh as North spoke up. "Hold on, everyone! I know a shortcut."

"Oh, strewth, I knew I should've taken the tunnels." Bunny cried out.

North held up a snow globe. "I say Tooth Palace." he said, then he chucked it in front of the sleigh.

A vortex opened up in front of the sleigh and the sleigh flew through it.


The sleigh emerged from the vortex into a mountain range, heading towards one of the tallest mountains.

Black streaks suddenly became visible.

"What?" North said.

The black streaks zoomed past the sleigh as North tried to dodge the ones coming straight for them.

"What are they?" North shouted.

Odd yelped when one of the streaks zoomed very close overhead, causing her to duck out of the way. Sandy created a umbrella out of dreamsand to block a black streak that would have smashed into him. Odd saw that what ever these things were; they were made of black sand.

Jack looked over the side to see that the black sand creatures took the form of horses. The horses were chasing after Tooth's fairies and gobbling them up. "They're taking the tooth fairies!" Jack cried out in alarm.

Jack jumped out of the sleigh and rescued a mini-tooth that was about to get eaten by one of the horses, he then landed back in the sleigh.

"Hey, little Baby Tooth, you okay?" Jack asked the fairy in his hands.

Baby Tooth squeaked to say yes. Jack then placed her in his hood.

The sleigh continued on now that in was past most of the horses, flying into the mountain. North caught sight of a lone horse flying through the mountain and steered the sleigh after it.

"Here, take over." North said, handing the reins to Jack.

Jack looked surprised but gladly took them. "Hyah!" he shouted, snapping the reins.

North jumped to the front of the sleigh and drew one of his swords, slashing the horse apart as they went past it. Some of the black sand and some golden canisters spilled into the sleigh.

"They're stealing the teeth!" Bunny cried out, picking up one of the canisters.

Sandy picked up some of the black sand that had spilled onto his robe to examine it, he gave Bunny and Odd a look to indicate that he didn't know what it was.

"Jack, look out!" North said, jumping back into the sleigh.

Jack managed to steer the sleigh enough to just miss a tower that they were heading for. The sleigh landed ungracefully on a platform that was just below them.

"Jack," said Odd. "You're never driving the sleigh again."

Bunny groaned in agreement.

Everyone looked up to see Tooth buzzing overhead, panting and flying in circles.

"Tooth! Are you all right?" North called out as everyone jumped out of the sleigh.

"They…they took my fairies." Tooth cried. "And the teeth! All of them! Everything is gone! Everything."

The Guardians gathered around Tooth as she sank to the ground on a higher platform. Odd and Jack walked forward slightly but didn't leave the first platform. Baby Tooth popped out of Jack's hood and flew to her mother.

"Oh, thank goodness. One of you is all right." Tooth raised her damp eyes to the fairy.

A voice boomed through the cavernous room. "I have to say, this is very, very exciting." everyone prepared themselves for an attack, Odd disguised the loading of her arrows as rubbing her arm. "The Big Four, all in one place. I'm a little star struck." the voice continued on, they were finally able to pinpoint the voice as coming from the platform above them. A gray skinned man with black hair and robes stood above them. Odd didn't need three guesses to know that this guy was the infamous Boogeyman. "Did you like my show on the Globe, North?" Pitch chuckled. "Got you all together, didn't I?"

North stomped his foot in frustration when he realised what Pitch had tricked them into doing.

"Pitch!" Tooth demanded. "You have got 30 seconds to return my fairies!" She tried to fly after Pitch but he had disappeared into the shadows.

"Or what?" Pitch reappeared on another platform. "You'll stick a quarter under my pillow?" he mocked.

North pointed one of his swords at Pitch. "Why are you doing this?" he asked.

"Maybe I want what you have," Pitch said "To be believed in."

Odd looked over to Jack to see his expression had softened.

"Maybe I'm tired of hiding under beds." Pitch continued.

"Maybe that's where you belong." Bunny suggested.

Pitch appeared under the platform the Guardians were standing on. "Go suck and egg, rabbit." he then faded back into the shadows before Bunny could grab him.

"Hang on. Is that Jack Frost?" Pitch asked, laughing. "Since when are you all so chummy?"

"We're not." Jack answered, keeping his staff at the ready.

"Oh good," Jack spun round to face Pitch who had appeared behind him. "A neutral party. Then I'm going to ignore you. But you must be used to that by now."

Odd suddenly realized Pitch would have noticed her and probably speak to her next.

"And who is this?" She was right. "Didn't know you babysat, North."

"Hey, I don't need a babysitter." Odd shouted indignantly.

"And the child believes in me." Pitch appeared not far from Odd, she swung around to face him and kept on guard. Pitch then saw how old Odd actually was. "Aren't you a little old to be a believer?"

"None of you're business." Odd snapped.

Odd's instincts were on high alert, if she didn't fight them down she would be arching her spine and hissing at him.

*I just had to be a cat on Lyoko, didn't I? My Lyoko form just had to link to an animal, didn't it?* Odd complained in her head.

Bunny broke up the conversation. "Pitch, you shadow-sneaking ratbag, come here!"

Bunny leaped after Pitch, but one more her disappeared and reappeared elsewhere. Tooth spotted him first. She grabbed one of Bunny's boomerangs and flew at Pitch in a rage.

Before Tooth could reach him however, one of the horses of black sand appeared, causing her to back away and Baby Tooth to hide in Jack's hood again.

"Whoa! Hey!" Pitch said to the horse, making it calm down. "Easy, girl, easy." Pitch took some of the black sand off of the horse and turned towards the Guardians "Look familiar, Sandman?" Pitch asked. "Took me a while to perfect this little trick. Turning dreams into Nightmares."

The Guardians grouped together as Tooth fluttered back down to the platform, Jack only stood a little to the side of them. Odd didn't realize that she was standing a little far from the group.

Pitch chuckled. "Don't be nervous, it only riles them up. They smell fear you know."

"What fear?" Bunny laughed, taking his boomerang from Tooth. "Of you? No one's been afraid of you since the Dark Ages."

Pitch smiled as he began to reminisce. "Oh, the Dark Ages. Everyone frightened. Miserable. Such happy times for me. Oh, the power I wielded. But then the Man in the Moon chose you to replace my fear with your wonder and light. Lifting their hearts and giving them hope. Meanwhile, everyone wrote me off as just a bad dream! 'There's nothing to be afraid of. There's no such thing as the Boogeyman!'. Well that's all about to change.

A crackling sound filled the room as everywhere colour and the beauty of the palace began to crumble away.

"Oh, look. It's happening already." Pitch stated smugly.

"What is?" Odd asked.

"Children are waking up and realizing the Tooth Fairy never came." Pitch said. "I mean, such a little thing. But to a child…"

"What's going on?" Jack asked.

Tooth looked disheartened. "They…they don't believe in me anymore." she said sadly.

"Didn't they tell you, Jack?" Pitch asked. "It's great being a Guardian. But there's a catch. If enough kids stop believing, everything you're friends protect, wonder, hopes and dreams, it all goes away. And little by little, so do they." Pitch laughed. "No Christmas or Easter, or little fairies that come in the night. There will be nothing but fear and darkness. And me. It's your turn not to be believed in."

Bunny threw his boomerang at Pitch, but he dodged and climbed on to his Nightmare.

"Odd, look out!" Jack suddenly noticed the other Nightmare that Pitch had sent at her to kidnap her.

Odd leaped incredibly high into the air, as the Nightmare went under her she twisted her whole body 'round and fired a laser arrow at it, the arrow hit the Nightmare in the head and it turned back into black sand. Odd then landed on the ground on all fours. During the quick jump her hat had fallen off to reveal her ears and her tail come loose and was now swinging stiffly behind her.

Everyone stared at Odd, she used this as a distraction to fire a laser arrow at Pitch. This action snapped the other Guardians out of their trance and they resumed attacking Pitch. Pitch rode his Nightmare over the side of the platform and the Guardians jumped after him. Jack grabbed Odd and they jumped off after the Guardians. Bunny tried to stop Pitch with his egg bombs but Pitch disappeared into the shadows.

The Guardians, Jack and Odd landed on the ground trying to find him but he didn't return.

"He's gone." North said.

The Guardians then looked over to Odd, who's cat ears were now flat against her head and tail was hanging limply between her legs.

"I guess I've got some explaining to do, huh?" Odd laughed nervously.