Lord Maximus: I don't own Code: Lyoko.

Summary: It started with the final battle against Xana when a seemingly new foe appears out of nowhere. Now the gang must continue to fight when they discover the origins of Project Carthage.


Will walked walked through the bright blue corridors of Sector 5. As he walked he sometimes wondered how digital beings like Xana and Project Carthage were able to stand living in such a place. The sector was strange enough to drive others mad. The entire structure was constantly shifting.

Blocks, pillars, columns, beams, and bridges shifted endlessly. He walked into a large chamber and noticed the countless glowing screen on the walls. There was also two rows of pillars that led up to a pedestal that held a white glowing orb which held Carthage's icon. The icon was glowing light blue.

"I fought the Lyoko Warriors like you asked of me. Several times in fact and still you have not done anything that could get them off our backs. Is there even a plan going on here?" asked Will.

There's no need to be so impatient, Will. I will indeed keep my word.

"And how do you plan to do that?" asked Will.

It's actually very simple. Just watch and you will see.

With that said the icon of Carthage glowed bright blue. Walls shifted, pillars rose from the ground and the very floor shifted and disappeared as it fell to the lower levels. Now the room was supported by three bridges that came together and led right up to the pedastal.

In the Forest Sector a tower that was glowing white was replaced by light blue with white streaks. The shifted with pulsations only this time the pulsations kept on getting louder and harder until the most unexpected thing happened.

The tower exploded.

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Access virtualization database

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Download character design

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Create New Character Design

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Launch Program

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Will looked on in shock and awe at the glowing orb that was his new boss. The orb convulsed as it glowed bright white and started to shape itself. It formed into a roughly human shape. Two arms, two legs, a torso, and a head.

The icon which served as the symbol of Carthage was absorbed into the chest of the still forming shape. The figure began to move and test its new form as it was still completing its process. The white light began to fade and Will could see what looked like skin. The eyes were colored sapphire and seemed to glow. Blue robes befell the body and hair fell across the face.

The light faded and there stood Project Carthage in its new form. The form it chose was that of a young female that was perhaps around the same age as Yumi. Her skin was pale and she wore blue robes which were the same color as the sector she controlled. Her long white hair extended down to her waist and on her feet she wore simple sandals.

Her face had similiar features to that of Yumi but her hair was white and long instead of black and short.

"Carthage?" asked Will,

"Why, yes, I am Project Carthage." replied the new virtual humanoid.

"So, now what?" asked Will,

"The extinction of the human race." said Carthage.