As they ran into the woods they saw Odd, tn a tree.

"Wow, trying to climb like the monkeys?" Ian called out to him

"Oh. Haha. for your information I'm running from them" Odd said pointing to the small crowd not that far ahead. "I'd get out of here if I was you"

"Whats wrong about the people?" Jessie asked confused

"look in their eyes"

They attempted to before the people started to run towards the 3 new students.

At the same time on Lyoko, Aelita, Yumi, And Ulrich's forms where suspended in mid-air for a few seconds and then dropped to the desert floor.

"Jeremie, Which way is the tower?" Aelita asked as the sprout her wings.

"Northwest" As he said that the Overbike and Overwing was vertrulized. Yumi got on the Overwing and Ulrich got on the Overbike.

"Any news from Odd?" Ulrich asked

"Yeah, he said that X.A.N.A had possessed a number of students and chased him into the forest. He won't be able to join you"

"Lovely" Yumi said to herself.

On earth, Ian got odd down from the tree and where running towards the tool shed

"How often has this worked?" Odd asked him

"It only failed twice, I think" Ian told him

"Think?" Odd then began to worry as the tool shed came into sight.

"I hope You know what you're doing"

"Me too"

They ran inside seeing there was no way out

"Uh-Oh" Ian said as he turned around to see the X.A.N.A.-fied right in front of them. All of a sudden the door shut behind the people and the girls pushed 2 giant barrels in front of it.

"Now what?" Odd asked Ian as Ian was climbing

"C'mon. If you can climb trees you can climb out a window." Odd looked at the people right in front of him and followed Ian.

As they dropped they saw the girls in front of them.

"Nice" Ian told them.

Cheyenne looked at Odd "Tell us what that was about right now or we will throw you back in there with them" She said in a threatening tone.

"I can't" Odd said not wanting to show fear

"And why not?"

"Uh.."

The door was pushed almost open with a giant slam.

"Better hurry" Ian told him knowing from experience that the door wouldn't hold for much longer.

"Alright come with me" Odd said not wanting to be killed by those people.

On Lyoko Aelita, Yumi and Ulrich had taken cover from the 15 Tarantulas shooting at them. No one had lost life points yet.

"Now what do we do" Ulrich asked

"Odd's coming with some help, hopefully" Jeremie told them

"What do you mean 'help'?" Aelita asked as the threw another energy field at a Tarantula.

"3 people followed him they might have to help in Lyoko."

You've gotta be kidding me! Yumi thought to herself.

In the sewers Odd them all about Lyoko and the situation they where in with X.A.N.A..

"You expect us to believe that?" Jessie asked him

"You told me to tell you"

"Alright where is this factory?"

"Right up there" Odd said pointing to the latter.

On Lyoko Yumi was devirturlized as Aelita had 40 life points as Ulrich only had 20 they only beaten 6 Tarantulas.

"Where Is Odd? Uh!" Ulrich said right before he was devirturlized.

Before Jeremie could answer Odd Ian Cheyenne and Jessie came out the elevator.

A/N: Review If you like it so far, I need our opinions