The next chapter has arrived. I can't say anything else, don't want to ruin the surprises. I hope you enjoy.


An explosion snapped Ulrich out of the little sleep he had been enjoying.

"Incoming!"

Ulrich rubbed the sleep out of his eyes and sunk down into the hole he was in. The explosion landed closer and kicked a layer of dirt over him.

"What's going on?" Ulrich yelled shaking the dirt off and grabbing for his rifle.

"Someone is using us as target practice!" Odd yelled from the hole he was hunkered in with his arm wrapped tightly around JJ to keep her down. JJ laid very still, crying softly, her head buried in Odd's side.

Nic poked his head out from behind the tree he had been able to crawl behind.

"Guys, it's a tank, just one, looks like a replacement spotted us on its way to the front." Nicolas yelled.

The squad hunkered down and tried to show no signs of life. The tank eventually stopped firing.

"Oh good, I think it…" Odd was cut off by a bullet that whizzed mere inches from his face.

"Shit we got to go, get out of here now!"

Everyone jumped out and started running from the three squads of enemy soldiers quickly coming towards them.

As they jumped out, Nicolas who was already out of the hole started running, but his leg gave out.

"Go on! Get JJ out of here!" Nic yelled as the others stopped to grab him.

"Fuck!" Odd said as he grabbed JJ and ran full speed towards the woods. Bullets were kicking up the dirt at his feet and he cringed knowing that any moment that one bullet would end his life.

Ivan and Ulrich turned to grab Nicolas but a barrage of bullets caused them to dive for cover. Odd turned once he reached the woods and set JJ down and grabbed his rifle.

"Stay behind me ok?" He said and the little girl nodded cowering behind her protector, hands over her ears.

Odd aimed and started giving covering fire. What he saw next would stay with him the rest of his life.

The enemy opened up with a machine gun and the bullets tracked towards Nicolas who was crawling as fast as he could. The bullets chewed through his legs and the young man collapsed in pain. He lay there writhing in pain.

Chance and Jesse grabbed Nicolas by his vest and dragged him on the run. A trail of blood stained the grass as the soldiers dragged their wounded comrade. They were almost there. Odd was unloading as fast as he could. That's when everything completely broke down.

"Damn it!" Jesse yelled as he was thrown to the ground grabbing his shoulder. He pulled his hand away and found it covered in blood. Ulrich and Ivan came running out and Ulrich grabbed Nic's vest and helped Chance drag him the rest of the way. Ivan grabbed Jesse and pulled him to his feet and half dragged the stunned soldier to cover.

Vladimir and Artur seeing their friends in danger snapped into action. As the enemy soldiers raced after the others, they turned around and ran back diving to the ground. The stunned enemy hesitated for a moment and Vlad got the machine gun set up.

The steady firing of the two Russians on the machine gun sliced through the oncoming soldiers. The surprise of a counterattack caused the enemy to panic. Many stood there as the bullets ripped through them. The enemy soldiers panicked and the few who survived fled.

"Good work Art and Vlad." Odd cheered.

A distant puff of smoke caught Ulrich's eye. "Vlad!"

The round from the tank landed next to the two brothers.

"Vlad, Artur?" Ivan yelled as he sprinted to his brothers.

A fighter jet flew over and fired a missile that reduced the tank to so much rubble.

The skirmish was over, and the plane flew off, waggling its wings as it flew over the squad.

None of them noticed. Chance was busy trying to stop the bleeding on Jesse's shoulder. He was working frantically and eventually he got his best friend patched up. Jesse moaned in pain, but sat up and looked over to where Nicolas was lying.

"How is he?" He asked.

Chance's face was a twisted array of grief and anger, "He's dead, Jess, the machine gun did it's work."

Jesse looked again at the dead soldier. Nicolas looked so still; his face was locked in an expression of horrifying agony.

Jesse sagged back down and Odd walked over to him. He was careful to hide Nicolas from JJ, and the girl ran to Jesse's side.

"Monsieur? She asked looking at Jesse's wound

"I'm fine little one, I'll be ok." Jesse said, and the little girl sat down next to the wounded man and snuggled up against him. Jesse wrapped his good arm around her and held the trembling girl close.

Odd saw that everything was ok and ran to Ulrich and Ivan.

He saw the situation was hopeless as soon as he arrived. Artur was already dead, his lifeless hands clutching at a gaping hole in his stomach. He had bled out before Ivan made it to them.

"I….I'm sorry bro…brother." Vladimir gasped as he tried to suck in another breath.

The large Russian cradled his brother's head with tears streaming down his face. "For what brother, for what?"

Vlad, sucked in another desperate breath. "For…not…saving Artur."

Ivan let the tears flow and looked his younger brother in the eyes. "You both saved us all, I'm proud of you both. Thank you Vladimir."

Vladimir smiled and then gasped for air. A panicked look came over his face and he squeezed Ivan's hand tightly. His eyes glazed over and the young Russian went to join his brother and Nicolas in the afterlife.

Ivan just stared at the broken bloody bodies of his brothers he finally reached down and closed the Vladimir's staring eyes.

Ulrich laid a hand on the large man, "Come Ivan, we can't stay here, we need to bury them quickly."

Ivan looked up with sad, hateful eyes, "I know, help me bury them."

Odd and Ulrich each grabbed an arm and pulled Ivan up. They both picked up one of the brothers and carried them back to the others. Chance seeing what was happening took JJ away into the woods until the others had buried the three.

Chance along with JJ came back as the squad stood around and said some final words. Ivan said his farewell to his brothers and walked away to gather his emotions.

Odd walked over to Nic's grave and knelt down by the fresh dirt. "I know we had our differences over the years, but you were like a brother these last few months. I will miss you man." Odd bowed his head in respect and then went to keep watch.

JJ walked in front of the graves, her tiny blue eyes, watering. "Anges gardiens." She whimpered and walked back to Chance's side and clung to the American's leg.

"Guardian angels in deed." Ulrich said somberly.

They laid each soldier's helmet on his rifle that was stuck in the ground next to their grave. A dog tag hung on each rifle to identify the dead. The soldiers with JJ in tow walked away, leaving behind three of their brothers.

The town was dead, no one except the most stubborn stayed to defend their homes. The town was all but empty. Only a few dozen remained. One band of defenders set up inside the factory, to make a final stand.

"Yumi? Do you think we have a chance?" Millie asked looking at the older girl.

"There's always a chance." Yumi said smiling.

"Do you think Chance is ok?" Yumi felt for the girl, she was worried about Ulrich. Every little moment she wasn't busy preparing for the attack, her thoughts were on Ulrich. 'Millie must feel the same for Chance.'

"I'm sure he is." Yumi said, hoping for the redhead's sake that her words were true.

"The army is outside the city, they seem to be setting up artillery." Hiroki said stepping out of the elevator.

"Will the hornets take the hits?" Yumi asked Kasey.

"We'll find out soon enough."

Hades stood overlooking the city before him. 'this is true power, having your enemies flee before you fire a shot.'

"Sir we are ready." A young soldier said to the leader of AMEA's army.

'This is for you Mahib.' The man said remembering his former second in command's death in this very town.

"Open fire." Hades said calmly, without hate or anger in his voice. It was the cold smooth murderous nature that scared his troops the most.

Tanks and field artillery opened up on the town and school. Building after building crumbled in the onslaught.

An explosion shook the factory. Everyone inside gasped. Another explosion shook the building, but everything was still in one piece.

"I think it's working." Kasey smiled.

"Remember your promise." Xana warned from the computer screen.

"We remember." Kasey sighed as another explosion rocked the building.

"Sir we can't hit the factory."

"What?"

"Um…look sir." The soldier said handing his leader a pair of binoculars.

Hades growled at the sight. What appeared to be drones were intercepting every shell that headed towards the factory.

"Damn, cease fire."

The barrage stopped. Hades gave the signal and the tanks and infantry marched forward.

AMEA soldiers flooded the town and most of the resistance was slaughtered in a bloody street battle. The only place the soldiers had trouble penetrating was the mysterious defenses that protected the factory.

"Oh I almost forgot." Xana laughed from the computer screen. "I have some weapons for you in the scanners."

Yumi looked at Kasey who just shrug and gave a 'what the hell' look.

Yumi and Hiroki headed to the scanner and found three large crates materialized in the room. They opened them to reveal, high powered assault rifles, grenades, body armor, and what appeared to be food.

"Uh….Kasey do me a favor and ask Xana how he did this?"

Kasey asked and the evil grin on Xana's face grew even wider.

"Well dear momentary allies, I knew I could create monsters and other objects in lyoko, so I figured I'd create some supplies and send them to you."

Kasey relayed the answer and Yumi picked up one of the assault rifles that was unusually light. She pointed it at the far wall and squeezed the trigger. The wall exploded into fragments as a couple dozen bullets fired in a few seconds.

"Oh and I made some modifications of my own." Xana continued.

Kasey relayed that as well and got a very distraught Yumi and a very awed Hiroki on the other end.

"We can do some damage with this." Hiroki laughed and grabbed a gun for himself.

Gunshots were heard outside and monster began unleashing lethal lasers on the enemy soldiers. Unfortunately the monster had to recharge their lasers and were soon overwhelmed by the continuous waves of soldiers.

Everyone in the factory grabbed weapons, strapped on armor and hid in the scanner room, control room, or the ladder ways in between. The soldiers breached the top level and a squad entered the elevator.

"They're in the elevator." Kasey said calmly to Xana on the screen.

The soldiers inside saw a black gas appear in the elevator and they soon couldn't breathe. When the doors were finally pried open by their comrades on the outside they were dead.

"Sir the soldiers still have not breached the lower levels of the factory."

Hades turned to the messenger. "Why the hell not?" the man yelled furious at the slow progress.

"Um…it's….cause the place is booby trapped and well we're losing lots of soldiers."

"Tell them no excuses, if they don't capture the factory they better not come back, cause I will personally kill them myself." Hades hissed at the soldier who rushed to the radio to relay the order.

"Fuck!" Hades yelled and the command staff around him cringed as their leaders left his cool and calculating mentality for one of utter rage.

Omega squad limped their way to the edge of town only to find it swarmed by enemy soldiers.

"No…not now." Odd said hitting his knees in despair.

Ulrich scanned the city from the hill they were on and noticed that the factory was still standing. "Odd I think they are alive, look." He said handing the binoculars to his friend.

Odd saw soldiers all around the factory, but they all seemed hesitant to enter.

"Let's make these bastards pay." Ivan muttered from where he set holding the huge machine gun in his arms.

"We will, but we can't rush blindly, or….damn!" Ulrich said as a bullet whizzed by his head and they all dove to the ground.

Jesse was furiously scanning the battlefield through his scope. "Chance I can't shoot take the shot, he's five yard's to the left of the third tree in sector eight."

Odd and Ulrich exchanged confused glances and Chance fired, dropping the enemy sniper in one clean shot.

"Wait a minute, how the heck do you know what sector eight is?" Odd asked Chance as the squad grabbed gear, JJ, and headed for cover.

"As kids we played war games and one thing we did was develop our own sectors that we could use for any location."

"You had one really weird childhood."

"And saving the world from a computer virus for years is….?"

"Weird…ok…I give." Odd sighed.

They were within a hundred yards of the factory when the soldiers at the main entrance saw Ivan ducking behind a wall. All hell broke loose and the squad once again found themselves in a fight for their lives.

"come here JJ, sit with me." Jesse said motioning for the girl to climb into his lap as he sat rifle at the ready.

Kase looked at the camera feed she was getting and saw the enemy soldiers turn and start firing in another direction. She saw one soldier on the receiving end of the enemy's fire poke his head out.

"Odd?" Kasey gasped as she saw the figure duck his head back down.

An explosion behind her made her turn, as the door to the control room caved in and enemy soldiers rushed in. Millie and Kasey unloaded on the enemy cutting them down where they dropped into the room. The gun stopped firing and Kasey popped in another clip.

'We can't last forever.' Kasey thought as she and Millie continued firing.

Yumi heard an explosion and saw the doors of the scanner room disintegrate.

"Hiroki!"

Hiroki heard his sister's voice and turned a rifle in each hand and unloaded on the two soldiers as they entered in through the door. The brother and sister dove behind the scanners and opened up on anything that entered the room.

The crew was running out of time, as more and more soldiers were pouring into the upper levels of the factory. On the outside the remnants of Omega Squad stayed pinned down by a barrage of bullets. If nothing changed, Omega Squad and those in the factory would be wiped out for good.


Thank you for reading. I'll try to update as soon as possible. Please review cause I really need to know how you feel about this chapter. Thank you so much to my faithful readers. You all rock.