CODE LYOKO VIRTUAL SEASON

EPISODE 1

'DERAILED'

CONCEPT BY VCHAT20

MODIFIED AND WRITTEN BY TB3 (RHYS DAVIES)

DISCLAIMER: Code Lyoko is not my property – it belongs to Moonscoop!

LET'S START!

INT. CARTHAGE LABOROTORY

FADE IN

Water drips as we track past wiring and machinery to reveal a collection of people gathered around what looks like a tanning bed. They stand in the bottom of an underground room, and from a balcony above silhouettes can be seen watching.

CLOSEUP – TECHNICIANS

The cathode-ray lights of the 'tanning-bed' illuminate the white labcoats of these figures as they work, but not their faces.

One man is holding a drum with a nozzle on one end, and slowly he is pouring a stream of fine grey power into the flat interior of the device. Other technicians use brushes to spread it about evenly.

A hand suddenly enters and interrupts, motioning on how to do it correctly.

CUT TO NEWCOMER

Like the other workers this man's face is also in darkness, but the faint light traces the outlines of a thick-beard on his face, and eerily reflects in his thick glasses, creating two large glowing eyes.

He turns as the work is completed and motions with his hands. He is clearly in charge.

CUT TO

The tanning-booth is slammed shut

CUT TO

The bearded leader walks to an industrial-electrical-junction-box and grasps the main switch, pauses, THROWS IT!

CUT TO

Massive transformers thrumming with energy as the LIGHTING DIMS!

CUT TO

The sealed tanning-bed humming and crackling with voltage, small bursts of plasma erupting from the gaps between the two halves, whiting out the camera in fits and starts.

ABOVE…

The flashing plasma-bursts light up the lower bodies of the observers – the man nearest to us is most notable, wearing a military jacket with a row of medals on his breast.

CUT TO: CONTROL PANEL

The whining tanning booth reaches the pitch of its hum and suddenly GOES SILENT. The plasma bursts cease and the dials and gauges on the walls slowly rotate back to 0 with a dwindling hum and a hiss of steam – a string of red lights switch to red with a series of clicks.

BLACKNESS, which is suddenly split horizontally as the tanning booth (which the camera is inside), opens and a pair of heavily-gloved hands reach down towards us.

CUT TO:

The leader, back to us suddenly turns into camera, proudly holding a one-by-three-foot panel of GLOWING GOLDEN METAL, which lights up his face to reveal he is FRANZ HOPPER – and he smiles. Behind him the tanning booth – in truth a forge, clicks and hisses as it cools.

CUT TO:

His staff cheering silently, and the shadowed figures above clapping their hands.

CLOSEUP – METAL

Trailing a string of steam the metal bounces as Hopper walks around the room with it, multiple hands reaching in to touch its now cool and perfectly smooth surface. As the metal is carried further it's glow fades, and the lighting fades with it. Before we vanish though, a voice from out of time can be faintly heard.

FRANZ (whispered): Lyoko.

FADE OUT:

ROLL OPENING CREDITS

INT. ILE SEGUIN COMPLEX

JEREMIE (VO): Franz Hopper.

FADE IN

A photograph of Hopper appears tacked to the side of the control console as the monitors blink into life. PULL BACK past the chair as JEREMIE BELPOIS climbs into it and begins to type.

JEREMIE (VO): A troubled genius who designed and built a secret facility to destroy the military project that had sponsored his research.

The holosphere flashes into life and we get a full view of Lyoko.

JEREMIE (VO): And part of this complex was the virtual reality Lyoko, a world without danger where Hopper intended to escape from his enemies, along with his child.

DISSOLVE TO

On the monitors a XANA-symbol rotates as Jeremie types away.

JEREMIE (VO): Unfortunately the AI Hopper had designed as his weapon, XANA, betrayed and attacked Hopper – entrapping and isolating him within Lyoko. And after that…

CUT TO:

EXT. ISHIYAMA RESIDENCE (NIGHT)

A car flashes past as we push in on the warmly glowing windows of the two-storey residence.

INT: KITCHEN

A young girl dressed in a pink night-gown is washing dishes with her back to us.

JEREMIE (VO): XANA went after Hopper's daughter.

AELITA STONES/HOPPER, hums along to the radio by the sink as a tune by 'The Subsonics' plays, bouncing on her heels a bit, clearly enjoying herself.

PULL BACK SLIGHTLY as MRS. ISHIYAMA walks towards her, carrying a stack of plates.

CUT TO THE SINK AREA:

Mrs. Ishiyama (MIYUKI) puts the plates down next to Aelita, who smiles up at her. Behind them both we can see Mr. Takeyo Ishiyama sitting at the table with a briefcase of paperwork spread in front of him.

MIYUKI: There's the last of the dinner plates (turns to her husband with a bit of venom in her voice) shame on you Takeyo – making our guest work like this.

TAKEYO (irritated): 'I'M' trying to work, thank you!

Miyuki opens her mouth to bite back when Aelita giggles cheerfully.

AELITA: Oh it's quite all right – I enjoy this kind of work.

The two parents blink at each other and then Miyuki smiles down at her.

MIYUKI: You are too perfect dear – Yumi'll only do these chores at the point of a katana, and as for Hiroki…

The image suddenly SHAKES as a crash and echoes from upstairs, followed by a frustrated yell.

YUMI: HIROKI!

Takeyo grits his teeth and Miyuki groans – Aelita blinks in surprise and turns as HIROKI ISHIYAMA, giggling comes running down the staircase, laughing annoyingly.

HIROKI (gloating): WANNA TALK TO YOUR PRECIOUS ULLLRICH!

He runs around the table and tosses a cell-phone to Aelita as a furious YUMI ISHIYAMA comes charging down behind him.

YUMI: Give that back you brat!

She grabs him and pins him down to the table, dislodging Takeyo's paperwork onto the floor and he yells.

TAKEYO: YUMI! HIROKI! Explain yourselves!

CUT TO AELITA:

Takeyo can be heard cursing in Japanese as the phone in Aelita's hand crackles.

ULRICH (over phone): Hello – hello? Yumi – are you there?

Aelita puts the phone to her ear.

AELITA: Please hold.

She puts the phone down by the radio and steps in to help Miyuki pick up the paperwork as Yumi and Hiroki get beat-down by their father.

CLOSE-UP ON TAKEYO:

He finishes his tirade and turns, blinking in surprise.

TAKEYO'S POV:

Aelita holds all of his work up to him, on top a large flder marked with a triangular 'CC' logo.

AELITA (respectfully): Here you are Ishiyama-san!

CUT TO:

INT. KADIC COLLEGE

ULRICH STERN leans against a wall, deadpan, listening to the radio through the cell-phone pressed to his ear.

CUT TO:

INT: ISHIYAMA KITCHEN

Takeyo takes the work from Aelita with a muttered "thank you" as Miyuki takes over disciplining her children.

MIYUKI: Hiroki – go to your room and finish your holiday homework, though it should have been finished weeks ago! Yumi – you can help Aelita with the dishes. I swear, she's been more help round the house these holidays than you! Now apologise to each other.

HIROKI (cheerfully): Sorry Yumi!

Yumi shoots Hiroki a dark look as he grins cheekily.

YUMI (mutinously): Sorry Hiroki.

Miyuki sighs in exasperation and points Yumi to the dishes where Aelita has been watching.

CUT TO:

INT. KADIC COLLEGE

Ulrich, still on hold and listening to the Subsonics, suddenly he hears Aelita's voice through the phone.

AELITA (through phone): So, what was Ulrich calling about?

CUT TO:

Yumi has picked up a teatowel and is drying the dishes Aelita has cleaned. She's also forgotten about the phone on the shelf next to her.

YUMI: Not much – he's back at school from his family.

AELITA: Ah-ha, and Odd back yet?

YUMI: He's coming home on the train tomorrow.

Aelita smirks.

AELITA: So Ulrich's home alone tonight – wanna go see him?

Yumi starts and drops a plate, catching it before it hits the ground.

YUMI: Wha – uh, maybe.

AELITA (sighing melodramatically):

Ah, when are you two going to tie the knot and ask each other out?

YUMI: Well it's not that I don't want to but…ah…Ulrich's…(suddenly bolting upright), I'm sorry I've gotta go to the infirmary, uh, the bathroom!

She bolts upstairs, blushing like a tomato. Takeyo stares in confusion and Aelita chuckles.

CLOSEUP ON AELITA'S HAND:

As she reaches up and presses the 'End' button on Yumi's discarded cell-phone.

CUT TO:

INT. KADIC COLLEGE:

Ulrich, phone to his ear, blushing just as much as Yumi.

FADE OUT:

EXT. ILE SEGUIN

FADE IN:

It's sunrise and the river is flowing placidly, early morning traffic echoes in the distance and the old Renault factory glows warmly in the dawn-light.

INT: CONTROL ROOM

The doors between the elevator and the control room crackle and clunk mechanically as they open, revealing Yumi and Ulrich inside the car. Pull back to reveal Aelita, who puts a finger to her lips, motioning for silence and points to the control seat, where Jeremie is asleep and snoring. The three grin devilishly, walking either side of him and taking a deep breath.

TOGETHER: GOOD MORNING!

Jeremie starts and slides off his chair, landing on the floor with a yelp.

JEREMIE (indignant): Hey! Are you guys trying to compensate for Odd or something!

Yumi rumples his hair and Aelita kisses him on the cheek – he blushes slightly.

ULRICH: Compensate for Odd? We couldn't do that without bloating ourselves on food – more than the human body can handle.

YUMI: I still don't see how he can pack it all away and still be so…scrawny.

TOGETHER (mimicking Odd): I'm not scrawny! I'm svelte!

They all laugh, together as a group for the first time since school broke up.

AELITA: So what have you guys been up to over the holidays?

ULRICH: Huh – my Dad chewed me up over my GPA and booked me a tutor – some reward for saving the world huh?

Yumi sniggers as the camera tracks to Jeremie.

JEREMIE: I actually spent a lot of the time surfing the internet…

Ulrich shrugs his shoulders as if to say 'that's no surprise'.

JEREMIE (cont): Looking for XANA.

There's an uncomfortable silence – track around the group as Jeremie speaks.

JEREMIE: He's out of the computer now and I reckon he had to go somewhere, so I've been monitoring the major websites and forums for news of a 'super-virus', as well as trying to write a program to locate your father in Lyoko Aelita.

YUMI: And?

Jeremie shakes his head.

JEREMIE: Nothing – XANA's been quiet ever since he escaped.

ULRICH: Well maybe he's just settled down and started a family.

They all look at him in disbelief.

ULRICH (defensively): Well you'd have laughed if Odd said it!

AELITA: Speaking of which – when's he due back?

Jeremie turns the computer and types, narrating.

JEREMIE: I've had the computer in standby mode over the holidays, I spent last night bringing all the systems online.

The logo of SNCF – the French National Railway, spins onscreen and then a map of the city appears - a red line marks the railroad and a red dot blips several miles out of the city.

JEREMIE: There's his train – he'll be arriving in an hour.

Aelita leans in.

AELITA: Hacking the railway network – you've learned some tricks from XANA.

JEREMIE: Yeah, and (hits button), that's the modems online – all of the systems are ready to go!

YUMI: Well come on then – Odd's gonna want a welcome party at the station.

As one the group board the elevator car, Jeremie's laptop satchel slung over his shoulder.

INT. SUPERCOMPUTER ROOM

The unit thrums deeply as its ambient glow brightens to normal operating appearance, and XANA's theme hums in the background.

EXT. LYOKO - DESERT SECTOR

Track across the familiar plateaus to one of the cables…and then RACE ALONG IT! as a familiar set of impulses streak down the cables – as we and XANA's signals accelerate the sound of rattling train wheels at high speed reverberate through the virtual world.

CUT TO

EXT. RAILROAD

The train from which the sound originates blurs past the camera, which tracks with it, watching it speed round a corner and out of sight.

INT. FRONT CAR (ODD'S POV)

A hand scribbles on a sketch-pad and then the camera tilts up to focus on a man on the other side of the car – it then tilts down again as the finishing touch is put on the caricature of the man.

CUT TO ODD DELLA-ROBBIA

Who hums 'Break-break-break-dance' to himself as he works, several suitcases of baggage piled on the seat beside him. One bag moves slightly and he placates it quietly.

ODD: Sush Kiwi – good boy - not long now and then I'll give you a doggy biscuit.

The bag stops squirming and Odd smiles, going back to his doodles.

TRACK OVER Odd's shoulder to the door to the engineer's cabin.

INT. CAB

The driver, a young woman, has her eyes fixed on the rails ahead.

CLOSEUP – CONTROL PANEL

She moves a lever and a digital display notes the speed increasing to 80mph – the throttle.

EXT. DESERT SECTOR – TOWER

The signals reach the tower and it glows red.

EXT. TRAIN WHEELS

The wheels spin madly when suddenly there's a shrieking noise and sparks pinwheel from the bearings.

INT. CAB – ENGINEER'S POV OF THE CONTROL PANEL

One gauge suddenly twitches – the needle dropping and climbing back up – as it does the train jolts slightly.

CUT TO:

The driver noticing the fluctuation and frowning – she taps the glass.

DRIVER: That's weird.

CUT TO

INT. BUS

Jeremie and the others kick their heels as they trundle through the city.

CUT TO THE GROUP:

Jeremie's bag suddenly vibrates and he reaches in, expecting it to be a phone-call from Odd.

Aelita, Yumi and Ulrich are laughing together when…

JEREMIE (quietly): XANA.

They instantly stop laughing and look at him, his laptop open in front of him and bleeping urgently.

JEREMIE: We have to get back to the factory now!

CUT TO:

EXT. CLOSED STATION

Odd's train rolls into the platform of a disused station in the city's suburbs and comes to a halt with a wheeze.

INT. CAB

The driver picks up her intercom and speaks into it.

DRIVER: Ladies and Gentlemen we have a minor malfunction with our braking system.

She taps the gauge we saw earlier, now returned to normal.

INT. FRONT CARRIAGE

Odd and the other passengers look up and listen to the PA.

DRIVER (over PA): We have stopped to make minor repairs. We hope to be moving again shortly.

Odd shrugs and turns back to his doodles as we see the driver walk past his window.

EXT. STATION

The driver walks to the gap between the first and second cars and jumps down to track level.

EXT. UNDER TRAIN

She shines a torch into camera and looks for the fault when SUDDENLY SHE GASPS!

ZOOM IN RAPIDLY ON HER.

INT: FRONT CARRIAGE

Odd notices something out of the corner of his eye and pushes his face to the window.

ODD'S POV – THE GAP BETWEEN CARS

Just for a second we see a black tendril lash violently between the cars.

CUT TO ODD

As he frowns slightly and looks around – no one else notices. He reaches for his cell-phone.

EXT. TRAIN

There's the sound of gravel crunching and the driver crawls out on the other side of the train from Odd.

CLOSEUP

As she stands up and smirks, her pupils change shape to that of the EYE OF XANA

The driver turns and looks at the brake assemblies around the wheels, reaching for them and TWISTING A VALVE.

CLOSEUP ON VALVE

Air hisses from it like a bike-tyre and a small light changes from green to red.

A SERIES OF RAPID CUTS;

We see the possessed woman repeating the same motion on the other brakes – turning the valves and releasing air.

EXT. PLATFORM

She climbs back onto the platform, now at the rear of the train and the train's conductor leans from his compartment.

CONDUCTOR: We good to go?

DRIVER (smirking): Full steam ahead.

The conductor, satisfied, closes the door and the driver walks up the side of the train – at the gap between each carriage though she pauses and pulls a lever on each carriage.

As the XANA-emblem flashes again in her eyes she chuckles darkly.

INT. FRONT CAR

Odd has his back to the window and his cell-phone to his ear.

ODD: XANA's attacking?

JEREMIE (over phone): Yes, the super-scan's detected an active tower in the desert.

ODD: And I've got a good idea what he's possessed – this train!

Behind him and unnoticed the driver walks past, heading for her compartment.

JEREMIE: What! Then he's targeting you! Odd, get everyone off that train as quickly as possible!

THE IMAGE JOLTS and Odd falls to the ground.

INT. CAB

The driver rams the throttle forward and looks down.

CLOSEUP ON THE CONTROL PANEL

The speed indicator begins to climb, and we track over to the brake gauge, which now registers ZERO.

INT. FRONT CAR

Phone still to his ear Odd sits up and looks out the window, sees that the train is moving.

ODD (deadpan): I think that train has left the station Jeremie.

FADE OUT

EXT. ILE. SEGUIN - BRIDGE

FADE IN

As the familiar music plays the kids sprint across the bridge.

ULRICH (panting): XANA's never been able to possess something more than a few miles away!

INT. CATHEDRAL ROOM

The four of them swing down the cables and land outside the elevator car.

INT. ELEVATOR

Jeremie hits the plunger and the car begins to descend.

JEREMIE: Right – which means that once again XANA has found a way to boost his power.

FADE OUT

INT. TRAIN – FRONT CAR

FADE IN

The scenery outside is blurring past now and passengers are murmering nervously. Odd meanwhile is banging on the door to the cab.

ODD: Hey! Lady come on! Fight that thing!

He backs up and attempts to drop-kick the door, slamming into it and succeeding in nothing.

Odd slides to the floor nursing his foot as a shadow looms over him – the large conductor.

CONDUCTOR: What's the meaning of this huh!

Odd points behind him to the door.

ODD: I don't think she's at home right now.

Confused the conductor knocks the door.

CONDUCTOR: Alex, are you alright in there?

No response, he bangs the door a few times and then looks at the emergency alarm, pulls it.

INT. CAB

A strident alarm begins to sound but the possessed Alex doesn't react, instead she holds her hand over the onboard computer screen and reprograms it mentally. Sparks of purple power fly between her palm and the screen and the alarm cuts out. She smiles in satisfaction.

EXT. RAILROAD

The train speeds into a tunnel with a thunderous roar, red tail-lights vanishing in the dark.

CUT TO

INT. SCANNER ROOM

Ulrich, Yumi and Aelita stand outside each scanner.

AELITA (to herself, but aloud): Here we go again then.

Yumi and Ulrich look at each other – Aelita looks dejected and no-wonder given what happened the last time they visited Lyoko.

JEREMIE (VO): The destination is the desert sector – keep your eyes peeled for monsters.

The three kids each step up to their machine.

TRANSFER! SCANNER! VIRTUALISATION!

EXT. LYOKO – DESERT SECTOR

The three teens appear as wire-frames and then virtualise 100 into Lyoko – dropping out of the sky and landing straight onto their vehicles – an Overboard for Aelita.

The three blink in surprise.

ULRICH: That's…new.

JEREMIE (OS): Well I have learned some new tricks haven't I?

YUMI: Impressive, most impressive.

JEREMIE: Thanks Darth, now come on guys – twelve degrees east!

EXT. DESERT SECTOR

The three machines fly over an elevated pathway high above a plateau.

ULRICH'S POV TO THE LEFT

The scenery flies by, rocks, sand, cacti, but no monsters.

ULRICH: This is weird.

YUMI'S POV TO THE RIGHT

The exact same.

YUMI: Not a monster in sight.

CUT TO:

JEREMIE: Don't get lax guys – XANA might have mounted a trap to get rid of Aelita – she still has half the keys to Lyoko after all.

EXT. DESERT-SECTOR-THE TRIO

Pan across from Yumi to Ulrich as they share a concerned look, and then back to Aelita in the centre as she points ahead.

AELITA: There's the tower!

PAN BACK to show Ulrich and Yumi looking ahead, and then zoom back across the desert to reveal the tower, standing on top of an outcrop connected to plateaus by a trio of land bridges.

The tower hums with activity, and possesses the usual red corona, but has no protection.

EXT. TRAIN WHEELS

The wheels thunder like an avalanche of rocks and vibrate worryingly.

INT. REAR CAR

Odd is directing passengers from the train into this rear car, where they're most likely to survive. They're lying down on the floor and adopting crash-positions.

The train leans violently into a curve and Odd flies across the compartment, catching himself on a hand-rail.

ODD: Ugh! XANA doesn't even care how we crash as long as he runs us off the tracks!

INT. CONDUCTOR'S CAB

The speedometer on the wall is at 80mph as the conductor yells to railroad control through his radio, occasionally his voice is drowned out as the train rushes under bridges.

CONDUCTOR: No Frank, the train's not a runaway – no it looks like she's trying to commit (bridge)! No I have no idea why the (bridge) wants to (bridge) herself and the passengers!

Odd scrambles round to the door to this cabin.

ODD: That's everyone! Can't we do anything?

CONDUCTOR: No kid, get your hands over your head and get…

Someone on the radio cuts him off and Odd freezes to listen.

CONDUCTOR (talking and listening): Who's here?…Just some kid…you want me to do what?…FRANK!

The line is hung up. The conductor looks at Odd, who holds his gaze.

CONDUCTOR (pause, and a sigh): Come with me kid.

EXT. TRAIN WHEELS

CLOSEUP on the brake assemblies and the red lights that were activated earlier.

CONDUCTOR (VO): The brake systems need air to operate, and she's vented all of it – that's keeping the brakes released.

CLOSEUP on the levers between carriages.

CONDUCTOR (VO, cont): She's also isolated the braking systems on each car – she herself can't apply the brakes now.

DISSOLVE TO

INT. 2ND CAR FROM REAR

Odd and the Conductor are in this empty coach, and the Conductor is lifting a fire-extinguisher from the wall as he finishes his explanation.

CONDUCTOR: But if the lever on each car could be reset, I could inject air into the line from my cab and apply the brakes.

Odd's listening closely.

ODD: So you want me to climb outside, in the 85mph slip-stream, get between the cars and pull off these levers?

The cars bump slightly and the conductor looks forward.

CONDUCTOR: We're over the top – downhill all the way to the city now. And it's not something I want to do but these windows are only small enough to let a scrawny kid like you out.

ODD: Not scrawny – svelte! And don't worry about it – I'm like a cat – I've got nine lives!

CUT TO

EXT. RAILROAD TRACKS

Looking straight down the rails blurr past, thudding like a heartbeat.

CUT TO

EXT. DESERT SECTOR – NEAR TOWER

Yumi, Ulrich and Aelita peer out at the tower from behind a rock, suspicious.

YUMI: I don't like it…it's too quiet.

Ulrich nods while Aelita stares straight ahead with a focused expression.

AELITA: I don't feel anything – no monsters, no pulsations – I don't even feel XANA.

Yumi and Ulrich turn to her.

YUMI: But how! There's an activated tower right in front of us!

JEREMIE (OS): I'm with Yumi – it doesn't make any sense – for now hold tight.

ULRICH: But what about Odd? We can't just leave him when time might be running out, right Ael…

He trails off as Aelita zips behind him on the Overboard, heading for the tower.

JEREMIE (OS): AELITA!

YUMI (shaking her head): She's gotta be channelling Odd through the Overboard.

INT. CONTROL ROOM

PULL BACK from Jeremie as he puts a hand to his chin and furrows his brow.

JEREMIE: Talk to me XANA – what are you hiding?

He leans forward and begins to type as onscreen Yumi and Ulrich's icons begin to follow Aelita.

EXT. DESERT SECTOR

Each vehicle crosses onto one of the three land-bridges, headed for the tower, engines straining to the max.

PULL BACK past a short ledge to another rock, where a silver/white head bobs. The TARANTULA chirps quietly.

FADE OUT

EXT. TRAIN

The rear window on the 2nd from end car suddenly smashes outwards as the fire-extinguisher is tossed through it.

The roar of the wind is now phenomenal and getting faster as the train accelerates downhill.

Odd sticks his face into this wind and instantly regrets it, the slipstream nearly ripping him from the side of the train.

Hands protected from the glass fragments in the window by a pair of gloves he grabs hold of the frame and looks back.

ODD'S POV

The end of the car is only a few feet away, and the lever is just out of sight.

CUT TO ODD

Odd leans forward to swing himself out of the window, when suddenly the conductor grabs hold of his shirt and holds him back. Odd looks to the front of the train and his pupils shrink.

ODD'S POV

A freight train rushes towards him on a parallel track - its black locomotive seemingly lunging for him and about to wipe him off the side of the train like a bug.

CUT TO ODD, as he pushes himself backwards through the window as the freight train SLAMS by.

INT. CARRIAGE

Odd falls back onto the conductor and they both cling to the floor as the suction between the two trains depressurises the car.

EXT. BETWEEN THE TRAINS

The two trains continue to pass, their collective power shaking the camera.

CUT TO:

INT. CAB

We focus at the possessed driver in profile. She coolly stares forward, unfazed by the roar of the freight cars pounding by just behind her.

CLOSEUP OF DRIVER:

The last car passes and her eyes flick sideways to her rear-view mirror.

HER POV:

In the mirror Odd can be seen climbing onto the side of the cars towards the end of the train.

CLOSEUP OF DRIVER:

Her eyes flash XANA for a second as she snarls.

FADE OUT

EXT. DESERT SECTOR – TOWER

Aelita sweeps around the tower in a tight arc and comes to a halt, jumping off and instantly 'phasing' through the wall.

INT. TOWER

Pushing through the wall Aelita briskly walks to the centre of the room as the rings in the floor light up. Tipping her head back she closes her eyes in concentration and begins to levitate upwards.

EXT. TRAIN – BETWEEN CARS

Shivering and shaking Odd scrambles into the tight gap between cars, feet on a tiny ledge only a few inches wide.

Looking around he spots the lever across from him and reaches for it.

INT. REAR CAR

The Conductor anxiously taps his as he waits for the sound of the braking systems re-pressurising.

He looks into camera suddenly.

CONDUCTOR: ALEX!

WHITE OUT AND THE SOUND OF A PUNCH!

INT. LYOKO - TOWER

Aelita reaches the top platform and lands gracefully, stepping up to the screen.

INT. TRAIN – REAR CAR

The conductor flies back from the knockout punch the possessed driver just delivered him and slumps to the ground.

EXT. BETWEEN CARS

Odd struggles with the lever, but it refuses to give.

INT. FACTORY – CONTROL ROOM

Jeremie tersely gulps.

INT. LYOKO-TOWER

Aelita puts her hand up to the panel and inputs the prompt.

CODE: LYOKO

Aelita steps back as the data streams slow to a halt and the screens around her collapse down into a point, which fades away.

AELITA: Tower Deactivated.

INT. CONTROL ROOM

Jeremie sighs in relief and reaches to press the 'Return' key and trigger off an RTTP.

CLOSEUP: JEREMIE

A flashing in the corner of his screen catches his eye and Jeremie slowly looks round.

JEREMIE'S POV

The readout monitoring the train's speed continues to increase: 108, 109, 110.

And one letter at a time, a message scrolls out on the screen.

YOU DIDN'T SAY 'PLEASE' – XANA

CUT TO JEREMIE:

His face drains of all colour as Yumi's voice crackles over the interface.

YUMI: Uh Jeremie…

EXT. DESERT SECTOR – TOWER

Aelita phases back out of the tower with a grin on her face, which vanishes instantly as Ulrich and Yumi take up defensive positions around her.

YUMI: We've got a problem here!

PULL BACK

To reveal six TARANTULAS! Two stand on each land bridge, blocking escape.

INT. CONTROL ROOM

Jeremie pounds his fist on the console.

JEREMIE: XAAAAAAAAANAAAAAAAAAAAAAAA!

FADE OUT

INT. BETWEEN CARS

Odd strains at the lever with all his might, oblivious to what is going on inside the train, and suddenly it gives!

Odd stumbles back and grabs hold of a railing for support.

CLOSEUP: WHEELS

The lights on the rear car's brake assemblies switch back to green – the brakes are operational.

INT: REAR CAR

The passengers look up at the possessed driver as she hears the hissing of air beneath her feet. She points to the conductor's cab.

DRIVER (menacing): If you want to live pull the brake lever.

As she finishes she steps back into the passageway between cars and ROARS, swinging her fist down with an almighty punch that pierces the floor.

EXT. BETWEEN CARS

Odd stares towards the source of the Incredible-Hulk-esque yell and then looks down.

ODD'S POV:

A shower of metal falls to the track and the COUPLING DISINTERGRATES!

CUT TO ODD

As his front portion of the train pulls away from the rear car he reaches for safety but THE DRIVER'S ARM punches through the wall behind him and wraps around him, pinning him to the wall!

EXT. TRAIN

Travelling at 116mph the train separates with a ghastly sucking sound and a twisting of metal.

INT. REAR CAR

A passenger grabs the brake lever and hauls it over.

EXT. REAR BRAKES

They clap down on the wheels with a screech and a shower of sparks.

EXT. TRAINS

Odd, trapped on the runaway watches helplessly as the rear car rolls to a halt, and the driver releases him and sticks her head through the hole torn in the rear of the train.

DRIVER: All Aboard!

She chuckles and walks back towards the cab – whether he falls off the train or dies in the inevitable crash Odd is now doomed, and she needs to make sure the train keeps running until that happens.

EXT. LYOKO – NEAR TOWER

Ulrich and Yumi are shielding Aelita as they walk her around to the back of the tower and out of the line of fire.

ULRICH (as he blocks a laser): The train didn't stop!

YUMI (blocks a blast with one fan and throws the other): How's that possible!

Her fan collides with one Tarantula, destroying it and flies back to Yumi's hand as she looks up.

JEREMIE: Because XANA has moved control of his spectre to another tower – the Carthage tower immune to the super-scan.

Aelita is staring at the ground, hands slowly balling into fists.

YUMI: Can't you just trigger a Return to the Past Jeremie?

JEREMIE: Yes! But the motors of the train are running at such a high voltage they're scrambling Odd's brain signals – the computer isn't registering him!

ULRICH (somber): And that means he'll come back...

He leaves the question hanging.

JEREMIE (quietly): Yes. No matter what we do…Odd's…

Aelita looks up, eyes furious.

AELITA: XANA!

She swings an arm around in a massive arc, her scream carrying through into one of her 'songs', but this one is edged with hatred.

CUT TO THE TARANTULAS

They look around at the scream and themselves chirp in alarm as the land-bridges tremble and then QUAKE IN A MASSIVE UPHEAVAL, ripping them loose from the plateaus and dropping them into the Digital Sea!

CUT TO AELITA

Who trembles, pants and then slumps into Ulrich's arms.

YUMI (reverently): The keys to Lyoko…

There is a pause.

JEREMIE (OS): QUICK! TO SECTOR 5!

FADE TO:

INT. SECOND CAR

The driver is about to cross into the front car when suddenly a shout distracts her.

ODD: Hey, Casey Jones!

She turns.

HER POV

Odd stands behind her, arms akimbo and a cocky smirk on his face.

ODD: I've got one thing to say to you.

A pause.

ODD: SICK HER KIWI!

A furious barking responds as Kiwi ERUPTS from Odd's bag in the font car and charges up the corridor, sinking his teeth into her ankle.

She SCREAMS and her ankle collapses, giving Odd enough time to run past her and into the front car, slamming the door behind him.

He continues running, up the corridor and into the cab, where he instantly looks frantically around the switches.

ODD: Coupling controls! Here it is!

He flips off the switches and feels a series of thuds as the train splits into multiple sections, all of which will roll to a halt…

…except for Odd's which is still accelerating, and ahead of him he can now see the skyline of Paris – the end of the line is only minutes away!

ODD (scanning the controls): Oh, I've been working on the railroad, all the live-long day!

INT. 2ND CAR

The driver kicks Kiwi away from her and stares after the runaway unit – knowing that Odd will stop it XANA bellows in total rage!

XANA/DRIVER: AAARRRRRGGGGGHHHHHHHHH!

The spectre that possessed her erupts out of her body ad she collapses unconscious. The spectre however flies down into the rails and bolts after the lead unit, conducting through the metal into its wheels.

INT: DRIVER'S CAB

Odd has found the 'EMERGENCY SHUTDOWN' button and smirks, reaching for it.

ODD: Oh I've been working on the railroad just to pass the time ah-WAYYYYGGHGHHHH!

His song turns into a yell as the spectre erupts from the panel and flips him away from the button, pinning him to the computer screen!

As sparks fly from both the panel and the spectre Odd screams, the car bucks on the rails and the computer screen whites out.

INT. FACTORY – CONTROL ROOM

Jeremie's console starts to flash urgently and he looks at it.

JEREMIE (frustrated): WHAT'S GOING ON!

EXT. DESERT SECTOR

Ulrich and Yumi (who also has a weak Aelita on her Overwing) reach the edge of the sector and stare.

A trio of Blocks has already taken the space where they need to be to access Carthage, and overhead three Flying Mantas screech as they orbit.

It's a standoff. Slowly, the kids begin to retreat.

INT. TRAIN – CAB

The spectre boils away as Odd collapses next to the speed-indicator (123mph) – his body lies limp across the panel, fingers splayed out, head slumped to one side, face pale.

He's dead.

EXT. PARIS TERMINUS

The single runaway carriage thunders at full steamaround the final corner, wheels lifting slightly off the ground as it tilts, before levelling out into a straight mile of track, ending at the station.

INT. FACTORY – CONTROL ROOM

Jeremie puts his head in his hands and groans – around him all the screens he was using to monitor the train's onboard computer have collapsed into static, hissing feebly – the computer equivalent of a flat-line.

JEREMIE: We've run out of time – Odd we failed you.

ODD (OS): Now why would you say that?

Stunned Jeremie looks up, and multiple virtual Odds look at him through the computer screens – like Aelita used to in S1 (note, Odd appears in CGI, but with his human face, due to residual self-image). Jeremie jumps back from the screen.

JEREMIE: ODD! You're in the TRAIN'S COMPUTER!

ODD (on-screen): Yup – XANA didn't want me pressing his buttons (his voice turns slightly sad) – looks like I'm at the end of the line – sorry guys.

Ulrich's voice echoes through the speakers. At this point he's oblivious to Odd's semi-presence.

ULRICH: Jeremie – we're out of options here – even with Odd here I don't think we'd win.

Jeremie suddenly stares at Odd on the screen.

JEREMIE: With Odd here…(he grins and begins to furiously type)…brace yourself Odd this is gonna' feel weird!

Odd makes a puzzled expression.

EXT. PARIS TERMINUS

The train thunders into the platforms with the force of a hurricane.

CUT TO:

Police evacuating the last people from the area. The station is deserted.

CUT TO:

Odd's body lying across the control panel, through the windows the stop-blocks loom.

CUT TO:

The station control room where monitors display the disaster-in-making, XANA's eye flashing on screen.

CUT TO:

The train's wheels pummelling the rails!

CUT TO:

The train's POV looking forward, as it dives into the stop-block.

And, travelling at 126mph, the train reaches the end of the track…

TOTAL DEVASTATION!

The body rips free of the wheel-sets and flies into the air, striking the high roof overhead before crashing down and crushing itself into an unrecognisable ball of metal.

The wheels on the other hand, still attached to their axles, barrel across the station concourse in various directions – one destroys a staircase, another bursts through the windows of an evacuated restaurant, while several collide with abandoned trains with horrendous impact, the diesel-driven locomotives EXPLODING!

Slowly, a third of the roof collapses, iron girders groaning and buckling as THEY COME CRASHING DOWN, followed by a hailstorm of GLASS FRAGMENTS!

Pause, looking across the station…the burning trains, the wrecked masonary, the smoke and fire…

ODD (VO): Am I in Paradise?

DISSOLVE TO:

INT. LYOKO – TOWER (CRANE SHOT)

Odd, staring up at the camera, lying inside a Lyoko tower as a CGI human, his head in Aelita's lap as Ulrich and Yumi smile down at him.

Odd looks up at Aelita's smiling face and smiles back.

ODD: Yup, I'm with the angels now (looks at Ulrich), but I never thought they'd let you in.

ULRICH (smiling): Jerk.

Everyone bursts out laughing as the tower shakes from multiple impacts.

CUT TO:

EXT. TOWER

Outside the Tower (the Forest Way Tower), a bunch of monsters are firing at it, futilely trying to bring it down.

JEREMIE (OS): I think it's time we ended this huh?

INT. FACTORY – CONTROL ROOM

Jeremie stabs the Return key and smiles.

JEREMIE: Return to the past now!

EXT. ILE SEGUIN

A column of white light pierces the sky and vanishes. For a second there's silence, and THE UNIVERSE BOILS AWAY, the white-bubble of non existence racing through the factory, and then swelling to engulf it and its island.

EXT. PARIS TERMINUS

The carnage XANA enacted with his runaway train is swallowed up, erased from existence.

EXT. 2ND CAR

Several miles away Kiwi sniffs Alex, the unconscious driver, and she groans before the white wall overtakes their halted car.

WHITEOUT WITH PLAYBACK EFFECTS

INT. PARIS TERMINUS

FADE IN:

The same concourse that XANA devastated now bustles with life, and we track along a row of commuters as Jeremie and Aelita's voices begin to make themselves heard.

AELITA (OS): Will he be alright?

JEREMIE (OS): Yeah – his brain patterns were inside the computer after all – he'll have no ill effects.

(Pause)

ULRICH (OS): You do realise how close we cut it today don't you? XANA's grown in power again.

YUMI (OS): And he won in a way – he didn't get Odd, but he succeeded in wrecking the train, and we didn't deactivate his real tower.

JEREMIE (OS): The tower won't be a problem – I haven't bought the computer out of stand-by mode yet, so XANA won't have a reason to activate it.

As we track along the group begin to come into view, seated on a bench.

YUMI: So he still needs the towers to attack, even though he's out of the computer.

ULRICH: Couldn't we just turn the computer off permanently?

JEREMIE: Do that and we loose any way of monitoring XANA if he finds another way to attack.

AELITA: And we also loose my father.

The camera tracks past Aelita to reveal Odd seated next to her with Kiwi on his lap – the others haven't noticed him yet.

ODD: So it's the lesser of two evils – huh, I can live with that.

A pause, and then they all look at him in shock.

TOGETHER:ODD!

He grins and waves.

ODD: Hiya!

YUMI: But the train hasn't arrived yet!

ODD: Train! Are you kidding – after all that happened I walked!

They blink, and Odd motions behind him.

THEY TURN AND THE CAMERA TRACKS WITH THEM

THEIR POV – THE TRAIN

The Runaway Train idles in the platform, and Alex, none the worse for wear steps down from the cab and stretches.

ODD (nonchalant, OS): You were at the wrong platform!

CUT TO THE GROUP

They all blink and begin to laugh – all five of them.

PULL BACK to reveal the kids all seated at the bench laughing, the train behind them. In the foreground is a railing, and a man steps up to it, his back to us. We can only see his suit and trouser leg, nothing else.

HIS POV

Focus on each of the laughing kids, one by one.

CUT TO THE MAN

A close-up on his mouth as he smiles coolly, but with an element of menace.

DISSOLVE TO

EXT. TRAIN STATION (BIRD'S-EYE-VIEW)

The station seen from above as we zoom out, the kid's laughter carrying through and suddenly stopping.

ODD: But I really did walk.

END