Disclaimer - I do not own Code Lyoko.

CODE LYOKO: Nocturne of Shadows:
by Pika53

Prologue:

On a parallel plane of existence, a strange mind performed analyses and calculations as lines of binary code flickered rapidly across a nonexistent surface, interrupted occasionally by coherent lines of text that resembled remnants of the thought processes of something biological. After an indeterminable amount of time had passed a swirl of thick, dark matter began to move fluidly, shaping it's substance from within the nonexistence. The cloud swiftly began to condense, forming a recognizable shape. Arms emerged from the mass followed by hands, legs, a torso, and finally a face, with shadowed, still-transparent features creating a twisted, grimacing visage within the swirling black mass.

"Yes…" A deep hissing whisper of a voice sprang into existence, moving with it's new embodiment and issuing forth as visible lips turned upward in a strange show of satisfaction. The swirling black fog within the figure continued to thicken, becoming more dense, more solid… more human. The being gazed down at his new body as the black transparency began to fade, giving way to a solid tone of flesh. His eyes were green with a light crimson glow, blinking through hanging locks of dark brown hair and highlighted with remnants of the blackness. Strange, elongated ears poked their pointed tips out to the side of his head. Then a peculiar mark appeared on the figure, ominous in it's familiarity. It settled in the center of his forehead like a third eye, burning its existence into the newly formed skin.

Lifting a hand, the figure began curling the fingers experimentally and tightening them into a hard fist. Fingernails dug into the skin, creating an odd sensation. When he unclenched his fist, small red crescent marks remained on his palm. The voice spoke again, slithering through wicked, grinning teeth.

"The time has come, little heroes… let the games truly begin."

Standing among a forest of trees, the girl instinctively knew where she was. How she had arrived in this place or where her friends were at didn't really cause much concern to her. Her attention was completely focused on the only other being in the area. Standing across from her, the figure appeared to be roughly humanoid but all distinguishing features such as the face were obscured by a thick black fog. The figure also cast off a malicious aura that seemed oddly familiar to the girl. For reasons she couldn't comprehend the girl felt compelled to attack this strange being.

Without thinking, the girl felt herself charging at the stranger with incredible speed. With a lunge, that she thought could have resulted from a leap, the girl hurled a punch at her opponent. The figure however, sidestepped causing the blow to miss. Undeterred, the girl threw another punch at her adversary. The stranger meanwhile, countered by simultaneously grabbing the girl's outstretched arm and twisting it. He followed up by quickly striking the girl in the face and kicking her across the chest and back before flipping her onto the ground. Upon impact, the girl felt intense pain throughout her entire body and her vision faded out.

With a start, Aelita awoke gasping. A quick glance around told her that she was safely in her dorm room and not on Lyoko. As she sat, Aelit tried to make sense of the bizarre nightmare she'd had. Failing to reach a satisfactory conclusion, she got up and prepared herself for another day.

Chapter #1:

At the sound of doors banging open and the hallways became cluttered with noisy, happy children, the school bell rang for the final time that day, indicating the end of classes. The din of animated conversations and crowded clusters of youths were all too typical of the normal school day. In a corner of the courtyard, a girl with pink hair sat among a trio of boys and contributed to the conversation they were having.

"That sounds like quite a dream you had." Jeremie commented.

"But what does it mean?" Aelita asked worriedly.

"Hey, maybe it's a flash vision like the one's I sometimes get while on Lyoko." Odd spoke up.

"I hope not." Aelita countered. "What I saw was so horrible, that I wouldn't want such a thing to occur to anyone." she continued while sadly glancing downward.

After a short pause, Ulrich spoke up. "Where's Yumi?"

"Uh, I don't know." Jeremie replied uncertainly. "It's not like her to be this late." he added with a hint of concern.

"Hey, have you heard about the new students that recently started attending classes here?" Odd asked.

"Yeah, so what's your point?" Ulrich retorted.

"Maybe she's giving 'em a tour of the campus." Odd replied casually.

"That seems possible." Aelita said thoughtfully.

"But it doesn't sound like something Yumi'd do." Ulrich argued.

"Since when have you been so interested in the attendance of new students?" Jeremie asked.

"I've heard that the new students are twins." Odd shot back cheerfully.

The others stared at Odd in confusion in response to his last statement.

"What?" Odd asked.

"You are quite a mystery, Odd." Aelita commented as she shook her head.

"That's for sure." Jeremie agreed.

"Between his insatiable appetite and bizarre fascination with twins, when is there any time for him to be productive?"

"Hey, I have plenty of time to be productive." Odd protested.

"Oh, really. Like doing your homework?" Ulrich teased.

"I can't help it if I'm so productive that homework isn't such a problem for me." Odd shot back with a grin.

"We know, Odd," Jeremie interrupted with a wry smile.

"Besides..." Odd began.

"...twins are always nice to have around." an unfamiliar voice spoke up nearby, finishing the statement.

Everyone turned to see a slim, muscular boy with light brown hair and blue eyes standing nearby watching them.

"May I join you?" he asked politely.

"Uh, sure." Jeremie replied as he and Aelita moved aside and made room for him.

"Who are you?" Ulrich asked suspiciously.

"My name is Jaden Lombard, and I just started attending classes here." the boy replied.

"In that case, shouldn't you be with Yumi?" Odd asked.

"Who?" Jaden responded confused.

"Never mind." Ulrich replied as he, Jeremie, and Aelita glanced at Odd skeptically.

Odd merely shrugged in response.

"If you're waiting for someone, it's possible that they are with my little sister." Jaden spoke up.

"In that case, it would probably be a good idea to wait here until they arrive." Jeremie replied thoughtfully.

"Yes. What better way to make new friends then to be in the presence of a familiar face." Aelita added with a warm smile.

"Speaking of familiar faces..." Odd spoke up as he glanced over Ulrich's shoulder. "Ulrich, it seems your fan club just arrived."

As if on cue, a sickeningly sweet voice sounded from nearby. The long vowels were drawn out in a high-pitched, girlish swoon.

"Ulrich dear, can I talk to you for a minute?"

Ulrich visibly winced at the sound as Sissi sashayed her way prissily towards the object of her affections, giving a characteristic hair toss and know-it-all smil as she did so. Upon arriving, she stood before him with her arms crossed in the usual fashion and eyed him like a predator that was about to make a kill.

"What do you want, Sissi?" Ulrich grumbled.

"Well, Ulrich." she began, the intonation in her voice still swaying up and down like waves.

"Are you ready to go?"

Ulrich blinked up at her, one eyebrow cocked. "Come again?"

Sissi ran a hand femininely through her dark hair.

"Oh, come now, Ulrich darling. I know you'd never intentionally pass up a chance to join me for a study date." she continued sweetly.

At the mention of the word 'date', Jaden suddenly smirked. Jeremie and Aelita exchanged
intrigued glancesas he casually strolled over to where Sissi and Ulrich were standing.

"What are you talking about?" Ulrich asked confused.

Before Sissi could reply, Jaden spoke up startling her.

"Looking for a study partner? I can help you with that."

"Who are you?" Sissi demanded.

"My name is Jaden and I just wanted to say that I've heard about you and wanted to get to know you better." he replied.

Everyone stared at him in surprise. After overcoming shock, Sissi blushed slightly before speaking.

"I appreciate you're interest in me, but my interest lay in Ulrich."

"Ulrich? Why worry about him?" Jaden replied.

"Careful dude, she's the principal's daughter." Ulrich warned.

Jaden merely shrugged in response. "Hey, can I borrow a quarter?" he suddenly asked.

"What for?" Sissi replied in confusion.

"I want to call Cupid and tell him that I've lost my heart."

Sissi gave him another confused look. "How do you feel?" Jaden asked quickly.

"I'm fine. Why do you ask?" Sissi responded flatly.

"You must be tired because you've been running through my mind all day." Jaden answered.

Over a chorus of snickers, Sissi groaned in annoyance and began to turn away.

"Hold on a second." Jaden called out stopping her. "Does that mean if I followed you home, you'd keep me?"

"No, I don't want to keep you!" Sissi growled.

"Oh, well I was wondering was your father a thief? 'Cause someone stole the stars from the sky and put them in your eyes." Jaden continued.

"What!" Sissi stammered in irritation.

"Ah, Sissi. The only girl we know who can say 'yes' to her date and insult him at the same time." Odd chimed in with a grin.

Sissi turned and shot Odd a withering glare.

"You're so childish, Odd!" Sissi snapped before turning around and lifting her nose in the air to try to look maturely superior.

"I know." Odd replied with a chuckle.

"Ulrich! Aren't you going to defend me?"

At this, Ulrich cocked his eyebrow and gave a wry smile, unable to resist the opportunity to poke fun at her comment.

"What for? You're stuck up enough to stick up for yourself!"

Sissi gave an involuntary growl of frustration, glaring at each of them in turn.

"You think you're all so clever! But just you wait… someday, Ulrich, you'll come crawling to me!"

With another hair toss, she began to leave.

"Wait, I thought we had a date!" Jaden quipped.

"Shut up!" Sissi shouted as she angrily stormed away.

A slight pause settled over the group before it was interrupted by the sound of laughter.

"What was that about?" Aelita asked curiously.

"I'll explain later." Jeremie replied as Odd lay beside himself in a fit of laughter and rolled on
the groundtrying his best to release all the humorous tension that was building up inside of him.

"Thanks." Ulrich spoke up with a chuckle.

"No problem." Jaden replied cheerfully.

"You just can't help yourself can you?" a feminine voice spoke up from nearby.

Turning in the direction of the voice, everyone saw Yumi casually strolling in their direction.
Beside her walked a girl with similar hair color and facial features to that of Jaden.

"What?" Jaden asked incredulously.

"I can't take you anywhere can I?" the girl snapped as the pair reached them.

"If it's all the same to you sis, she's not my type." Jaden replied.

"Gee, I didn't know you even had a type." the girl retorted.

"You know, those two remind me of a certain couple I know." Odd gasped in between bouts of laughter.

Aelita stared at him in confusion while Ulrich and Yumi stared blankly at him. Jeremie meanwhile, gave him a
amused snort in response. Seeing his friends reactions, Odd burst into another uncontrollable fit of laughter.

"So, what's going on?" Yumi asked as the siblings continued to argue with one another.

"Not much really. Sissi's just being 'Sissi'." Ulrich replied.

"And Odd's just being 'Odd'." Jeremie chimed in.

"I see what you mean." Yumi agreed amused.

"Where have you been?" Ulrich asked.

"I was just showing Rinoa around campus." Yumi answered.

"I bet you can't go a week without hitting on girls." the girl spoke up.

"I have no idea what your talking about but this sounds like a dare to prove you wrong." Jaden replied.

"That's a double dare!" the girl shot back.

"Alright, if I take a hiatus from dating for a week then you have to forgo sweets for the same amount of time." Jaden countered.

"And the loser has to do the winner's homework for a month." he added quickly.

"You're on!" the girl quickly countered.

"Now that the issue has been resolved, have you guys settled into your rooms?" Jeremie asked startling the siblings.

Both of the twins blushed furiously when they realized the true nature of Jeremie's comment and had to turn away from each other to avoid any further embarrassment. Odd meanwhile, picked himself up off the ground after receiving his recommended dosage of laughter for the day.

"Uh, yeah but I haven't had time to properly familiarize myself with the layout of the campus." Jaden replied sheepishly.

"Who's fault is that?" Rinoa snapped.

"Bite me!" Jaden shot back.

"I'd be happy to show you around." Odd volunteered.

"Thanks. I'd really appreciate that." Jaden responded.

"No problem."

"Oh, by the way, in case you didn't know already, my name is Jaden and the closet sugar freak is Rinoa."

"Thanks for that brilliant introduction, dear brother." Rinoa replied sarcastically.

"In the meantime, I've got some things that I need to check on over at the factory." Jeremie spoke up after a pause.

"I'll go with you." Aelita said cheerfully.

"I think I'll head for the pool." Yumi declared.

"I'll join you." Rinoa chimed in.

"Hey, Ulrich want to come with us?" Yumi asked.

"I can't." Ulrich replied. "I've got a test to study for."

"Have fun." Odd called out as the group began to split up.

"Don't forget to give us a call if you need anything." Ulrich said to Jeremie as he turned toward the dorms.

"I will." Jeremie responded as everyone went off in separate directions.

Sitting at the computer located inside the factory, Jeremie rapidly typed buttons on the keyboard as he searched
for anything out of the ordinary. Aelita meanwhile, stood beside him and happily watched him work.

"Find anything interesting?" she asked lightly.

As he skimmed through lines of code, Jeremie's eyes narrowed as he spotted something unusual. He glanced up at her as he inquired,

"Hey, Aelita? What do you make of this?"

"It looks like there have been some recent changes to the materialization program." she answered.

"And several partial profiles have been created." Jeremie said. "I don't remember making any changes, do you?" he continued.

Aelita blinked at him in confusion. "No, why?" she asked.

"If neither one of us did anything, then where did the changes to the program come from?" Jeremie answered nervously.

"Do you think Xana's behind this?" Aelita asked worriedly.

"It's possible I suppose." Jeremie replied. "And if that is the case then we're in for some serious trouble." he went on as he began accessing communications.

"I'll contact the others and let them know what is happening."