It was all a nightmare. It had to be a dream. If she wasn't dead, then it must be a dream.

But still that incessant ticking kept on.

The weightlessness that she had felt before had faded, until she felt so heavy she couldn't move. Even her eyelids were heavy.

"I shouldn't have walked into that tower," she muttered into the darkness, her lips feeling glued together.

She could feel again.

That fact jolted her eyes open. Her lips parted in a gasp of pain. Everything came rushing back. Her vision whirled, her head pounding.

"Stop. Please. Stop." She shut her eyes again, feeling tears sting. "I should be dead. I don't want to hurt. Daddy, make it stop."

Beginning for your father to end the pain you created, muttered a voice in the back of her head. How pathetic.

"I finished what he tried to stop, I ended what he fought against," she countered, her voice squeaking. "I became what he made, and destroyed that." Her words wavered, then her vocal chords failed her, turning her voice to a whisper.

The ticking sound pressed in on her ears, sounding slower and lower in pitch than before. It was like the clock was dying, slowly running out of service. The pain eased in her body until she could breathe without wanting to scream.

As her vision stilled, she focused on a carving above her, shaped as the floor at been in the likeness of the Virtual Timepiece. The image was cracked now, the stone stained dark and rusted. It looked as if it had been burnt.

"Did you do that?"

Aelita jerked at the sudden voice next to her, and she winced as wounds decided to remind her that they were still there.

"Y-yumi?!"

Face pale and scratched, Yumi certainly looked worse for wear. She was already sitting up, trying to fix a hole in her ruined skirt. Her eyes were dark, more shadowed than before, and she narrowed them sightly at Aelita as if she didn't trust her.

"Did you do that, Aelita?" She jerked her head sharply up, towards the ruined ceiling. "Or was that Xana?"

"You're alive," Aelita gasped in response, sitting up slowly. "I thought that the activation of the-" Her eyes wide, she glanced around. Hope and joy started to bubble up in her heart. "You're alive, so that means that the others..." A chill went down her spine.. If her friends were alive, all those monsters and thugs could have survived...Xana could have too...what if...

Yumi stood up, watching Aelita stare around. "You knew we might survive, that is what Jeremie said. But you knew that you might not." Aelita looked up at her, unsure what she was getting at.

"Yumi, we're alive, what are you-"

"You could have killed yourself, Aelita! Taking in all that power from that thing. You said you had become the TImepiece. How? Why?"

Yumi expected her friend to react as she always had. She'd bit her lip, look away, and not answer. Or become angry. She didn't expect Aelita to look her straight in the eyes.

"This was bigger than me, Yumi. Then anything, even the fear of losing the ones we care about." Her voice was quiet. Yumi stared in surprise at the gentle, sorrowful strength that radiated from her. "It may not be totally over. I can still hear the clocks. All that matters now is that we are alive. I am sorry I had to not tell you everything. You would have stopped me otherwise."

Yumi opened her mouth, then shut it again. "I...I..." She hesitated, then shook her head. "This is all..."

Suddenly a hard hand grabbed her shoulder, yanking her back.

"Yumi!" Aelita was on her feet in moments, staring in horror at her friend. Or, more correctly, what was behind her friend.

The ticking sound that Yumi had barely heard before was suddenly pounding deafeningly in her ears. The cold clasp on her arms held firm even as she fought. There was no weapon to reach for now, nothing to do to get free.

"Escape."

A harsh voice hissed from behind her, and suddenly the grip on her loosened. Gasping, Yumi retched free, and spun around to face the enemy.

Her heart lodged into her throat.

"W-Will...William..."

The nightmare solider that had once been William Dunbar stared down at her, looking as frightening and half-human as he had before. Yet, when the blue lips moved, the message was different, the voice changed slightly.

"Escape. Now."

Aelita started towards her friend, panicked. "Yumi! Get away! It's a-"

"No." Yumi couldn't move. Frozen in spot by a gaze she could barely see. His eyes were hidden under his cap, yet they glittered at her in the shadows. "William. Can...can you hear me? Do you know who I am?"

"Escape from here. Now."

"Why?"

"Yumi, come on, they're just-"

"I can see you...and hear you..." hissed the solider, the gears in his joints jerking and spinning unsteadily. "The sacrifice has saved me. Us. We are free. Yumi."

"The Timepiece," Aelita breathed softly, watching her friend and the strange half-man. "It must have broken the hold that Xana had on their bodies. But how...how is he still surviving?"

Neither of the other two acted like they heard her.

"Yumi. Now that you can go free. Go. Escape." The cold hands that once hurt her now seemed to try to reach out to her gently. "Explosions. Set off. No humans to watch the fires."

Panic caught in the back of Yumi's head, yet she couldn't move. All the things she had imagined saying to him, the furious accusations, the screams and insults at betraying her, at lying to her those few years ago. They seemed unnecessary. It all came in one question.

"Why did you lie to me?"

William's head cocked to one side with a soft click. A shudder went down Yumi's spine as she saw another wheel whirl where his skin had been torn away. "Ulrich Stern had you without...knowing. But they knew. They watched you, heard the promises."

Her memories mixing with dreams, Yumi stared at him. "Who knew...knew what? Ulrich had never..." she blushed and looked down. "Not with words, he never made a promise."

"They saw." William's head nodded jerkily. "Told me that if I helped them, I would be saved if I died. I would become a greater fighter. Salvation, Yumi. A solider would betray all for it. We kill." HIs eyes glittered, and Yumi felt a tear flicker down her cheek. "We loose. If you lost Ulrich, they said, you would be saved. I could not kill him. Even then. So I lied." A small smile, a twist of his lips, pulled a hint of the human man he had once been back onto his face. "But my salvation is this. A hell. Can I save you now, Yumi? Let me?"

Yumi glanced behind her, saw Ulrich laying on the ground, his face calm and pale. He was still alive, she knew. "I can not let you just save me, William."

"All of them. Please. Escape." William moved his hand up until it touched her chin. "Go. Let me save you now."

Yumi's lip trembled. "But if the building is going to burn, William, you must get-" The man was shaking his head.

"I will stay. You are here, alive. With the one you are meant to be with. Ulrich...my friend. He trusted me, and all I could to do to save him was lie. Tell him...no." William shook his head slightly. "Tell Stern nothing. It will hurt him less."

Yumi glanced back again at Ulrich. He had stirred slightly, and she could see he was breathing deeply. William seemed to follow her gaze, and nodded. "It would be better if he does not see me. I have caused him enough pain." He looked back at her, his actions more jerky and unsure than before. "Salvation is something that I can not have, but I can give. Escape."

"How?"

Yumi jumped. She had forgotten that Aelita was even there.

"The way out is through the fourth floor." William nodded slowly. "Wake your friends. And go."

"Where are you going?" Yumi reached out a hand, then dropped it, feeling numb.

For a moment, William smiled and his eyes met hers. "To dream of you, Yumi Ishyama." He turned on his heel and walked away, the ticking sound of his gears fading into silence.

"Yumi?"

For a moment, Yumi didn't move. Slowly, she turned, and her gaze met Aelita's. A tear ran down her cheek, but her face was set. "Wake the boys. We have to get out of here."

101010101010101

"Damn and blast my head hurts like the devil."

"Since the last time you felt your head, it was hit by a rock the size of your fist, I imagine so," Aelita muttered, trying to ignore her cousin. Odd was the first of the boys to be woken up. Like she had felt and Yumi acted, Odd seemed groggy, out of sorts, like being woken from a very surreal and deep dream. None of them had spoken about what had happened after Aelita had opened the Timepiece.

Aelita sighed, and glanced over her shoulder at Yumi. Ulrich was slowly sitting up, rubbing his scarred eye. Yumi watched him closely, keeping a hand on his shoulder as if she expected him lie right back down again. The gentleness between them tugged a small smile to her lips.

To her right, she heard a soft sound, a moan of pain or annoyance, she couldn't tell. It came from Jeremie, who had been lying quite still since she woke up. He hadn't moved at all, and only made tiny sounds, his lips barely moving. She went to his side and knelt, watching him closely. HIs eyes darted about under his eyelids, as if he was still dreaming.

"Jeremie." Aelita leaned a little closer. "Jeremie, wake up. We have to go." She hesitated, then pushed at his shoulder. Jeremie just groaned again. Concern began to meld into fear, and she leaned closer. "Jeremie, please, we have to get going. We're in danger here, we have to get out." Her mind beginning to spin, she wondered vaguely if Odd and Ulrich could carry Jeremie together. He was so thin, he probably wouldn't have weighted much. But what if-

This time, Aelita could have sworn there was a word on the sound that Jeremie made.

"Princess, are you gonna snog him or wake him up?!"

Aelita jumped about a foot, then glared up at her cousin. "Give me a minute, and don't be annoying," she snapped, her heart pounding. "He could be in a coma."

"If he was in a coma, then he wouldn't-" Ulrich's explanation died on his lips at the look on Aelita's face. He winced, and looked up at Yumi, who shrugged, frowning. Ignoring them all, Aelita turned back to face Jeremie and leaned down until her ear was almost touching his lips.

"oo..."

"Jeremie?" Her voice was barely above a whisper. "Jeremie, can you hear me?"

"yok..."

Aelita blinked. "What?" She gently shoved his shoulder again. Heat radiated through his tattered clothing as if he had a fever. He started muttering again, and she held her breath to hear.

"Lyoko...lyoko...lyoko..."

"Jeremie?!" With a gasp, Aelita jerked back slightly. How on earth did he know that word? "Jeremie..." she leaned closer again. "What is it? Tell me. Lyoko. Where is it?"

Suddenly, with a shout, Jeremie sat upright, his eyes flying open.

"The information must transfered! The timepiece must be deactivated!"

Aelita stared at him, her heart in her throat. His blue eyes were quite wild. "Wh..what? Jeremie?!"

He seemed to hear her, and looked at her. "Aelita..." There was a strange expression on his face, strained and excited. It changed as they stared at each other. "Aelita..." Her name was barely a whisper. "I saw you. As an angel. You were dead." He reached out a hand. "Or I was. But you were there...in the window. And Lyoko...You're not dead, Aelita. The angel was you. You saved me. The angel was you."

Aelita turned as pink as her hair. "Jeremie..." she spoke quietly, trying break him out of his trancelike state. "There were no angels, I'm not..."

"You are." Jeremie nodded. His eyes seemed to glow as he looked at her. "You always have been. I know now."

Warmth fizzled down her spine, and Aelita had to force her mind to continue working. He was leaning awfully close now, his nose touching hers. She tried to pull back, away from the emotions, from the man. "JEremie, you are quite-"

Anything she was about to say was cut off when Jeremie closed the distance between them, kissing her softly on the mouth.

What...thoughts melted away into confused wonder. Why he...he was doing this. It didn't matter. The warmth came back, gentle now, like soft lightening. Her heart pounding, once, twice. Seemed to stop all together.

Then he pulled back. The look of his eyes could have melted butter, and did the same to Aelita.

"Well, I can say that it is about time that that happened," came a soft voice right above Aelita's head.

Both of them jumped this time, and Jeremie looked up. His face slowly turned red, and then he looked back at Aelita. Sanity was turning the warmth in his eyes back to a calm cool blue.

"Uh...Hullo everyone. Good to see you're still alive."

"Whist you too are snogging, the building's about to turn us into ashes," Odd quipped. Aelita winced, then went to her feet as Jeremie gasped and chocked out a "What?!"

"It's a long story," she told him gently, helping him up. He staggered slightly, leaning against her. "But Oddric's right, we have to go."

"There was an explosion," Yumi said softly, looking up at the ceiling. "The production fires are going to get out of control, there is no humans here to watch them."

"And we know this how?" Ulrich muttered, not for the first time. Yumi winced, and shook her head.

"She knows, Ulrich." Aelita said to him, not unkindly. "Just trust us, please. We need to get out of here." She glanced over towards the door.

"What about the Timepiece?"

Aelita blinked at Jeremie. "What about it? It's-" Jeremie pointed, and the other four followed the direction.

The Virtual Timepiece lay on the ground next to an overturned table, still ticking softly. A chill ran down Aelita's spine.

"I thought the ticking would stop after the portal was opened," Ulrich said, frowning. "It was counting down to that, right? Like a bomb."

Aelita nodded slowly. "That's what I thought." Confused, she walked over and picked up the Virtual Timepiece. Despite the power that had blasted around it, it looked totally unharmed. A small spark of energy raced up her hands as she touched the cool metal of the thing. No words were etched around the edges, yet it still ticked as if nothing happened.

Suddenly, she whirled around. "Jeremie, what were you talking about when you woke up?"

Jeremie blinked and blushed. "Uh...well.."

"Before or after he melted your brain, there, cousin?" Odd asked, grinning, and Ulrich snorted. Aelita glared at him.

"When you woke up, you said something about information and the Timepiece." She stared down at the Virtual Timepiece in her hands. She could still feel the energy it had transfered into her own body. It was like she was carrying lightening in her veins.

"You activated when you opened the portal," Yumi said suddenly, also staring at the Timepiece. "You shouted something about activating it. And then he..." she nodded to Jeremie. "Was yelling about deactivating it."

Jeremie blinked. "I did? I..I was?" He pushed his cracked glasses up the bridge of his nose. "Well, I imagine it would make sense to attempt to deactivate it, if possible. Other wise what ever went through the portal could come back."

"Xana," Odd and Ulrich muttered at the same, then looked at each, no longer smiling.

"Yes, even him. But how do we-"

Aelita gasped softly. "It's so simple. Here." She thrust it out in the center of the group, holding only the bottom of the thing. It balanced on her palm. The other four stared at her like she was mad. She sighed in frustration. "Just touch it. They needed our energy to open it, they must need it too close it." She smiled sadly. "It's the kind of simple puzzle my father would have done."

"He created it, so that makes sense," Jeremie told her gently, and Aelita's smile brightened.

Yumi hesitated, then placed a finger on the same end of the Timepiece that she had stood at during the ceremony. "If it works..." she looked at Aelita, her eyes unreadable. "We must leave quickly." Aelita nodded.

"I know."

Odd winced. "Oh, here we go again. What if-"

"Oddric!" Aelita and Yumi snapped together. Odd made a face, then put his hand on the Timepiece. Ulrich and Jeremie copied him.

"Please don't blow up the room this time," Ulrich muttered, but Aelita ignored him. Energy from the Timepiece hissed over her skin. Her vision wavered, and the image of black shadows against a grey sky flickered in her mind. She took a breath.

"I opened this portal, and now I close it. We shut this door, and let it not be opened again ever in this world and time." As one, the five of them gasped as a white light beamed from the center of the Virtual Timepiece. Pain flickered with the sparks, but Aelita ignored it.

"The Virtual Timepiece..." she gasped for breath, trying to continue standing. "Is deactivated!"

A loud crash of noise, almost like thunder, blasted around the room. Wind blew back against the five of them, coming from the Timepiece in the center.

Then, just quickly as it started, it stopped. With a clang, the Virtual Timepiece slipped from their grasps, and fell to the floor.

Her heart pounding, Aelita opened her eyes.

"Virtual Timepiece...deactivated."

A warm hand slipped into hers.

"It's over, Aelita. We've done it, you did it." Jeremie pulled her close to him, letting her catch her balance. "We're safe now, and-"

BOOM!

What ever Jeremie was about to say was cut off by massive sound of explosions from above them.

Yumi cursed in Japanese as the others stared horrified at the ceiling.

"We're not safe yet," Odd yelped.

Shaking, Aelita picked the deactivated Virtual Timepiece back. To her surprise, it disintegrated in her fingers.

"Now no one will open it again," Yumi said softly, and patted her shoulder. Aelita raised her eyes, and looked at the four of her friends.

"Let's go."