Author's Note: I do not own Code Lyoko, etc.


Chapter Eleven – The Last Resort

"Finished, Jeremy. The second tower is deactivated."

"Good job, Aelita. Head for the final tower, it is in the mountain sector."

"See you soon." She smiled and winked. He blushed deeply, thinking of the return kiss that he will receive after this is all over.

Minutes later, the group exited the way tower into the mountain sector. Aelita placed her hand just above her eyes as she scanned over the area looking for the third tower.

She smiled, "There it is, not too far."

A beeping noise echoed through the laboratory as Jeremy typed on his keyboard, "ah, guys. XANA has sent some friends your way."

Aelita looked to see three tarantulas guarding the tower.

"We were so close to a clear coast on Lyoko."

Ulrich drew his sword, "Don't worry, princess. That's why you have bodyguards."

The tarantulas spoke to one another. Their short conversation ended with two of them walking toward the group. Odd prepped a laser arrow and Yumi drew out her fans.

Ulrich dashed forward, "Super sprint!"

He ran toward his target in a serpentine pattern to avoid getting hit. He jumped into the air.

"Impa…" He was interrupted when he was hit with laser fire. He fell on his backside as continuing fire from the tarantulas made it difficult to defend in his prone position. Odd and Yumi ran forward hurrying to protect their friend. The tarantulas' aim was more precise as they were hit twice rushing to Ulrich's aid. They knew this was going to be a fight for their lives.


Amelia stepped back to give her brother the room they both needed to perform their last resort. XANA calculated the possibilities of their last resort and decided not to take chances. He ran brandishing his sword, but Amelia positioned her arms as if firing a bow. She aimed and charged the light arrow. She released it as it soared through the air, XANA was about to strike Derrick when he saw it and knew it was too late to do nothing about it. He was hit with the full force of the arrow and flew back several feet.

"Thanks, Amelia. Are you ready?"

She lowered her arms to her sides, "Yes, brother."

He took a deep breath and brought his arms in front of him. Closing his eyes, he gripped his wrist with one hand as he focused his energy. Amelia brought her fingertips together as her hands formed a triangle, she too closed her eyes as she focused her energy.

Derrick looked within him and saw nothing but darkness, "Come on, I need to use it now." There was still darkness, "Damn it, come on, I need the energy." He saw a small flicker, which grew into a campfire, then it spread around him as he felt the hellfire raging into an inferno around him, "Yes, I got it."

Amelia also saw the darkness, but soon she felt a comforting breeze and she was surrounded by a beautiful lush field full of white flowers, "I got it."

Their eyes opened in unison. XANA began to stand as he looked upon his opponents, "What are they doing? Meditating in the midst of battle?"

Derrick started first, "Darkness of my heart sustain me for this is a gift from the Crimson Lord! Demon form!"

He slammed his fist to the ground and he was wrapped in a pillar of flame. The ground beneath his feet seemed to boil as the solid dirt turned into hot mud. The flames soon dispersed and Derrick stood before XANA, his body covered in thick red scales, his head was monstrous as he smiled with pointed black teeth and brought one of his claws in front of him as if daring XANA to charge. His one bat-like wing unfurled to its full span before relaxing back down.

Amelia said, "Oh the divine above, guide humanity towards a brighter future! Angel form!"

She spread out her arms and a circle of light appeared at her feet. It bore celestial runes that formed the symbol as light shined upward from it, bathing her in a blinding light. XANA had to cover his eyes once again and when his sight returned, Amelia was in a white glowing robe as her hair turned to white and her eyes shimmered with light.

"Brother…" Amelia's voice was different, it had sounded her voice echoed in a lofty manner, "…I shall fight him first. You summon Er'Kathas and ready to join me."

"Hmph, very well, Sister. You go first." His voice sounded the same, but the echoing voice was much lower and darker.

Amelia smiled and jumped high into the air. She pulled her arm back and several light arrows instantly appeared and she released them into XANA's body.

"Troublesome, little witch." XANA shouted in frustration.

Amelia just smiled.


Ulrich deflected the incoming enemy fire as Yumi and Odd got around him on their vehicles. Yumi threw her fan and missed whereas Odd jumped off his overboard and landed on the tarantula's back.

"Yee-haw! Ride 'em on cowboy."

Ulrich rolled his eyes, "Odd, quit clowning around. We got a job to do."

Odd rolled his eyes in return, "Jeez…" He fired his laser arrow into the eye on the tarantula's head and landed perfectly on the ground before the creature exploded, "…I was only having my fun. Ahh!" He screamed before being hit and devirtualized.

"Okay, Yumi. Hit him hard and fast. We don't have time to lose."

"Gotcha. Aelita, get ready when we give you the signal."

Aelita nodded and looked to the sky, "Jeremy, any news from our friends?"

"No, nothing yet. But since the possessed Mordred isn't here to kill me, we should assume they are still fighting him."

Aelita smiled, "That's nice to hear. Now only if we could do away with these tarantulas, everything would be perfect."

Yumi swooped in from above and threw her fan. The tarantula ducked down and it flew harmlessly overhead, "Man, what is with my aim today?"

Ulrich laughed, "Now you sound like Odd on a bad day."

"Ulrich, look out."

Aelita's warning came too late as he turned to the laser that devirtualized him.

Yumi panicked, "Not good…not good at all."

Yumi headed back to defend Aelita as the two remaining tarantulas closed in on them.


Derrick continued to focus his energies as Amelia fought XANA. In her angel form, she had remarkable speed. She continued to fire light arrows, but her enemy was getting smarter and learning how to deflect and dodge them. Her brother knew that he had to hurry and summon Er'Kathas.

In his mind, he walked the inferno that represented his demon form. The flames moved passed him and he remained unscathed. One of the few perks of being fused with a half-demon was immunity to fire.

"Er'Kathas would be in the center of the inferno. So he should be here…"

He looked around through the searing flames and saw a small glint in the distance. He ran over to it as fast as he could, though he knew this was all in the spirit world and rules of the physical world don't apply. But he found what he was looking for. There stood a blade stabbed into the charred earth. It was monstrous in appearance especially when the eye in the hiltguard opened and stared angrily at Derrick.

"So mortal, you have returned to use my power."

"Yes."

"Ha! What makes you think I will lend you my power?"

"Because I am not the demon who was sealed inside a sword by monks since time in memorial, so I know that you don't have a choice."

The sword growled, "Damn you, human! Very well, my power is yours to have."

Derrick gripped the hilt and with several tugs, the sword was freed from the ground. Then Derrick opened his eyes onto the battle between XANA and his sister. Swirling his arms around, he drew the energies to perform the summoning.

"Sister, I'm coming."

She turned to look at him, "Brother?"

XANA smiled, "Now is my chance."

He lunged forward and left a large gash in Amelia's stomach. She fell backward as XANA prepared his finishing blow, but Amelia rolled away in time as the wound she just received started to heal. Derrick cursed himself for taking her attention away from her opponent. Then he clasped his hands together and the summoning was complete.

Amelia was getting slower, her movements grew more sluggish. Even with the healing powers of her angel form, the exhaustion of the day took its toll and she knew it. Her vision blurred as she reached her limit. Collapsing on her knees, she waited for death's sweet release.

Though he didn't show it, XANA was getting weaker too. With only one of the three towers still active and the link he needed to order his troops, he was going to lose control. But not before he took care of a few things. Raising his blade, "Die!"

Then a spark flew across the air, XANA grimaced at Derrick.

"Sorry to ruin your attack, but no one touches my sister and gets away with it!"

He overpowered XANA and slashed his sword away. XANA jumped back and floated down to the ground.

Without taking his eyes off XANA, "Amelia, are you all right?"

"I'm fine, brother."

"Okay, can you summon Aerisha?"

"My bow? I don't think I have the strength, but I could try."

"Don't stress yourself. Let your big brother take care of you." He smiled.


"Yumi, we can't keep this up."

The two tarantulas let loose all their firepower on the last bodyguard. Yumi went completely on the defensive and blocked every incoming attack. She was too busy to reply to her pink-haired friend as she continued with her shield wall.

"Jeremy, is there anything you can do?"

"Okay, Aelita. I am sending the Overwing."

The vehicle materialized behind them and Aelita jumped on board, "Yumi, get ready."

Yumi nodded and prepared for what Aelita had planned. She drove around the entire battle, heading toward the tower. The tarantulas now seeing the vulnerable target, aimed their fire at Aelita. Seeing them distracted, Yumi ran up and jumped on one of their heads. She threw her fans down onto the eye and jumped away before the tarantula exploded. Landing with perfect balance, she threw her fans at the last tarantula it hit it twice, but didn't destroy it.

Aelita swerved back over the catwalk path. The tarantula turned to her and fired two bolts, they hit the back of the Overwing and it exploded, sending Aelita flying forward. She rolled across the path and got back on her feet. She kept on running, not worrying about the incoming laser fire.

Yumi focused her energy on destroying the last tarantula. She ran toward it with both fans unfurled. With a long jump into the air, she threw them at he enemy. The tarantula was hit with both fans, then turned to Yumi who realized she couldn't dodge or block anything and with a barrage of laser fire, she was devirtualized.

Aelita noticed all her friends were devirtualized and she was still some distance from the tower. The tarantula moved toward her, Aelita kept pressing on toward the tower, hoping for the best.


Derrick blocked the sword swing and continued to attack. XANA was showing no signs of weakness or slowing down despite losing two of his three towers. He swung the Ebon Sword with such ferocity that only Derrick's demon speed could keep up with.

All the while, Amelia witnessed this and felt herself getting better. She stood up and started thinking of ways to help her brother.

She thought, "XANA, he is in control of Mordred and is lending him power. If there was only way to block the connection or maybe some way I could…wait! That's it!"

She walked slowly around the battle. She was getting behind XANA and readying herself for the moment she needed to attack. She leaned against a tree recovering her strength while she waited.

"You can't win, demon. I am too strong."

"Then why are your eyes flickering so much?" He commented on the XANA symbol blinking on and off from the possessed's eyes.

Their blades deadlocked and he felt Mordred's will trying to be free, "No, not now!"

Then the symbol faded away, "What? What is going on?"

Derrick threw him back and Mordred fell on his back. Slowly getting to his feet, Derrick stood over him and placed a foot on his chest, "It is over."

Mordred looked at his blade which was just out of reach, "Damn it."

XANA smiled as he spoke telepathically, "You need me now, don't you?"

He thought in reply, "To kill my enemies, yes."

"Then give me control!"

Mordred sighed in defeat and felt XANA's specter became active again and taking him over. The specter's hand turned back into digital energy and stretched out grabbing the sword. He sliced it upward leaving a huge gash in Derrick's chest. The demon fell backward, crashed up against a tree and slid down to the ground.

XANA stood up and walked. He smiled getting prepared for the final blow.

"You two are worse than those damn kids!" He raised his blade.

Amelia knew this was the moment, she jumped up and grasped his head with both hands. Focusing whatever energy she had left, she opened her eyes and they flickered yellow.

At first, XANA felt nothing. Then a surge passed through him.

"What is happening?" He ran a diagnostic on himself and realized his memory files were being corrupted.

Derrick knew what she was doing, "A Memory Erasure…complete amnesia."

XANA screamed in pain as the spell prolonged.


The tower was in reach, but the tarantula was in reach of her. She pushed herself as harder as she could to get to her goal. Now and again, the tarantula would get on two legs and fired at her. These shots were poorly aimed and she had no problem dodging them.

It was so close, Aelita could feel it. She spread her arms wide open as she ran through the tower's threshold. Running to a halt in the center of the lower platform, the symbol of XANA that was etched on the floor lit up as she was bathed in an aura and lifted up toward the upper platform.

"Good going, Aelita." Jeremy said.

She smiled and back-flipped so she could land on the upper platform. When her feet touched the ground, she walked toward the center where a digital screen appeared. Pressing her hand against it, it flashed her name on the screen a few times. Then it waited for the code. She inputted the Lyoko Code.

"Tower deactivated." She said as the digital screens that encircled the inside of the tower fell toward the darkness below.

XANA's pain came to an end for without the last tower, he could no longer control Mordred and his attack was foiled. Mordred was now the one in pain as the spell was now affecting him. His memories were being erased one after another as the days were fading away. Amelia could no longer hold onto the spell and let go of Mordred. He flopped down on his knees and collapsed on the ground.

"Amelia, are you okay?"

"Yes, Brother. I am just tired. What do we do with him?"

"Mordred will soon disappear as he always does. He will fade into shadow and appear elsewhere in the world. Until we find a way to kill him for good, we just have to keep the book out of his hands. At least this way, our new friends will be safe from both him and…us."

"Brother…we are leaving, aren't we?"

"I know it is painful, but this is the life we chose. We remain forever immortal due to the beings fused with us. Once we are rid of Mordred, then we will decide what to do then."

"As if we could ever have friends, get married, and have kids. It is hard being thirteen years-old forever. I will never know what it is like to get older or having a family."

"Remember what Merlin said, every life has its benefits and its consequences. We may not ever get to experience all the things you just described, but neither will we experience being helpless or death by old age."

Mordred seemed to fall into his own shadow and disappear, "See, he did it again."

Amelia smiled, "There is also something else we should remember…we always have each other."

He smiled in return, "That's true. Do you have enough strength for Euphoria?"

"I might. But first, we have other things to do."


In a few hours, the morning started to rise. Amelia and Derrick had their new friends erase Amelia Warren from the Kadic database as Derrick using his shadow walking powers to remove and destroy her handwritten file. Without those two crucial pieces, Amelia was no longer a student.

The Lyoko Warriors saw the sunrise with Derrick and Amelia who were still in their alternate forms.

Odd smiled, "So Amelia, what happens now?"

She giggled, "Wait and see…"

She rose into the air as she spread out her hands. The one wing on her back also spread out to its full span as she began to sing. A glittery dust seemed to rain down over the entire area and the Lyoko Warriors smiled as their eyes felt heavy.

"What is happening?" Odd said and fell asleep on the ground.

"Aelita…I feel…so good." Jeremy smiled.

"Come here…Jeremy." She grabbed his collar and moved him closer. As they fell to the ground, they shared a kiss before falling asleep.

Yumi and Ulrich noticed this and smiled, "Hey Yumi…they fell down."

She laughed, "Very funny, Ulrich…but I think...we're…next."

"Yep." With all he could say before falling asleep peacefully on the ground next to Yumi. They were positioned as if they were sleeping next to each other in the same bed. Soon Amelia stopped singing as she shifted back into her human form. Derrick shifted back as not to hurt her with the red-hot scales of a demon, She fell from the air and he grabbed her.

"Is it complete? The Euphoria…"

"Yes, the spell is complete. Everyone here will forget the last couple of days and no one will remember us or Mordred. Thanks to the spell I cast earlier, XANA has also forgot about us, so life for everyone here will return to normal. It is just sad that I can't see him anymore." She motioned toward Odd with a nod of her head.

"At least, you went out on a date, which is more than we normally do. But don't worry, I think you will bounce back from this easily and besides, I don't think he could come with us seeing as his life is tied here for now."

"Yes, brother. Should we get going?"

"Yes. But first, we have to get them back to their beds. It would be suspicious if they woke up together in the middle of the forest."

Amelia got to her feet. They flew all five of the Lyoko Warriors back to their beds. Amelia held Ulrich and Yumi as Derrick held the other three. He placed the three he had back into their beds. Amelia, however, had a different idea.

She placed Ulrich on the group's bench facing him upward toward the sky. He placed Yumi on her side next to him and positioned her arm on his chest.

Derrick flew next to her, "What are you doing?"

"Speeding things along for them." She said with a girlish smile.

"Where should we go to next?"

"Well, I have an idea." She said with a smile.

He rolled his eyes, "I know that look. Okay, southward it is."

They headed to the airport to catch their flight. It was doubtful that they would ever return to Kadic Academy and even if they did, the Lyoko Warriors wouldn't remember them. They walked out of the front gate, knowing what they were capable of doing and the fun that they enjoyed along the way. Derrick lifted his hand and flagged down a cab. He entered it and Amelia stared back at the front gate again and smiled.

"Amelia, we have to go. What are looking at?"

She got in the cab and sat next to her brother. He held onto the burlap sack that held the Septurim Arcanium within.

"I was looking at all the memories we had here. That's all." She smiled gladly.

He smiled, "Okay, let's go."

The taxi drove down the street. She rested her head on his chest, catching some rest before their flight. Derrick was still smiling for it was a long while since Amelia had been smiling so much. Kadic was a good choice after all. For in his eyes, an angel should never frown.


Yumi woke up feeling warm. She started scratching with her hand.

"Hey Yumi, that tickles." Ulrich laughed as she scratched his chest. She opened her eyes and realized that the warmth she was feeling was Ulrich. He opened his eyes and they both just stared at each other.

"Yumi…" He blushed.

"Ulrich…" She blushed.

They drew their lips closer and closed their eyes. With a passionate kiss, they sealed their love for one another. Time stopped as the kiss prolonged, this was the moment they had both been waiting for.

"Woo-who! You go, Ulrich!" Odd shouted.

They pulled away from the kiss and looked over at their friends who were standing there smiling.

"So Ulrich…do you have a date set yet?" Jeremy teased.

Aelita added onto his joke, "Oh Yumi, should we get you measured for your dress size now? I think I hear wedding bells ringing."

They made several more quips about their friends finally getting together. But the two new lovebirds looked at each other and continued to kiss despite their friends watching.

It looked as if everything was right with the world as the kiss seemed to be all that mattered to them. They soon stopped before they could attract any more onlookers and went back to the school hand-in-hand.


A week later, Ulrich and Odd walked back into their dorm room. They flopped down on their beds feeling tired from the soccer practice they just endured. Ulrich's cell phone rung and he lazily groped his nightstand feeling too tired to lift his head. When he gripped it, he clicked the call button and brought it to his ear.

"Hello?"

"Hello, Ulrich."

He sat up onto his side, "Oh Yumi, do you need anything?"

"I was wondering if you weren't busy. If you would like to come over and study for a bit? Maybe do some extra credit afterwards?"

"Extra credit, um…sure. I will be over as soon as I can. Good bye, Yumi."

"Extra credit?" Odd asked.

"That's our code word for making out. She must have been close to her parents or she wouldn't have used it."

"Dating for a week and you already have code words? Man, you guys are sure picking this up kinda quick."

"Well, we've had feelings for each other for quite awhile now. If it wasn't for sleeping next to her on the bench, then this wouldn't have happened."

"It is still strange, no one can remember what happened over the last couple days before then."

"I don't know, but since nothing bad happened, I don't mind. Anyway, Yumi is waiting for me, so I gotta go."

"Good luck, good buddy."

"You, too."

Odd flopped his head back into his pillow as Ulrich closed the door behind him. A few seconds later, he heard a tap at his window. He stood up and saw Amelia in her angel form looking down at him. She smiled and phased through the window. Odd was still looking at her tiredly. She giggled and gave him a kiss on the cheek, "Thanks, Odd."

Then she suddenly teleported into particles of light and faded away. Odd stood there confused, "What was that all about?"

He returned to his bed and laid down, "I must be dreaming, that's all."


This has been a wonderful story. Thanks to everyone who read and special thanks to those who reviewed. I really appreciate it and hope you enjoy my other stories as well. I have more stories on the way, but I will be working on the ones I already have first, so expect updates soon.

Also for those who enjoy 'Wandering Hearts', I will be thinking of new chapters for that story and hope to update that as well. So I haven't forgotten about you, it has just been busy for me lately. Actually I will be graduating sometime next spring, so pray for me.

I wish you a good day(or night) and hope you guys get some sleep if it is late in the night because you'll need it. Trust me. :)