Jeremie ran out of the factory, into the night air. 4:00 am, the supercalculator screen had said before he had left. It was still very dark out, the only light coming from some streetlamps across the river in the industrial area and the stars and moon overhead. And, of course, the two pinpoints of red light that appeared in the factory entrance belonging to the Nightmare that Rem had sent to the real world.
Jeremie ran across the bridge and down the manhole. He scootered back to the school as fast as he could, and took refuge in a tree in the park, hoping that Aelita would deactivate the tower soon, and that the Nightmare wouldn't find him. If it did, then it was all over for him.
-----------------
Yumi, Odd, and Ulrich put their weapons in a ready position, while Aelita stood behind them, unafraid of the virus who had kept her as an unknowing captive until recently.
"We got away from your army." Ulrich said to Rem bitterly. "What makes you think that you can beat us?"
"Dear child, I do not think I can beat you. I know I can beat you. I have destroyed hundreds of brave warriors just like yourselves all by myself." Rem said, while at the same time readying the sneaky trick he planned to use.
"Then let's go!" Odd shouted at Rem, and without waiting for an answer, fired a barrage of arrows at Rem. Quick as lightning, Rem pulled out the giant key he used as a weapon with one hand and used it to block the incoming arrows. With the other hand, he fired a bolt of black energy at Odd. Odd dived out of the way, but instead of passing by him, the bolt of dark energy followed him, moving much faster. It struck Odd in the center of the chest. Odd prepared himself for the momentary pain that came with a loss of life points, but it didn't come.
The dark energy seemed stuck on his chest, pulsating slightly. Odd stared at it, wondering what happened next. Without warning, the dark energy spread, enveloping his entire body.
"ODD!" Ulrich shouted, but it was already too late. The darkness grew and formed into a cylindrical shape. The energy solidified into a clear black tube, with Odd inside it.
"What the...?" Odd said, tapping the inside of his new prison. "Hey! HELP!"
Ulrich ran over and started hacking at the cylinder with his sword, but it did no damage whatsoever.
"Fool. You'll never get him out that way." Rem said.
The only reply was a pair of fans which sliced their way through the air. Rem didn't react quickly enough. Each fan hit him, going right through him and returning to Yumi. There was no visible wound, but Rem started sparking with electrical energy the way they did when they lost life points.
Rem clutched the affected areas, grimacing.
"You'll pay for that." He said darkly. He unleashed another bolt of energy at Yumi, who dodged it. But she didn't expect the bolt to boomerang back to Rem, and when it did, it struck her square in the back of the head. Like Odd, she was soon enveloped in a clear black cylinder.
"NO!" She shouted, pounding her fists on the inside of the tube.
"You lose, children! These cylinders are unbreakable, and once you, Ulrich, are imprisoned, Aelita will be all mine! I've got one bolt left, and one target." Rem said, looking at Ulrich in triumph. "And I don't miss."
Rem fired.
Ulrich stared at the incoming bolt, knowing that he couldn't dodge it, and doubting that his sword could block it. He braced for impact, just as a figure jumped in front of him and took the force of the blow.
Aelita rolled on the ground, dark energy sparking on her chest. It enveloped her, and soon she was trapped in a cylinder like Yumi and Odd. But she merely gave Ulrich a thumbs up, with a smile.
"What?" Rem said in disbelief, trying to take in what had just happened. "NO! This can't be!"
"What's the matter, Rem? All out of cages? Looks like you won't beat us so easily!"
There was a momentary silence, as Rem stared at Ulrich with hate in his eyes.
"Yes. All out. But that doesn't mean I can't beat you." He said, before charging at Ulrich, waving his weapon in the air.
Ulrich raised his katana, and there was a loud clank and sparks flew as the key and the sword clashed together. Rem and Ulrich dueled furiously around the tower, parrying, thrusting, each trying to get the other by surprise, while the others, still trapped, cheered him on.
They returned to their starting positions, each sweating with the effort it took to engage in combat. Their stillness didn't last long. Rem charged at him, bringing his key down hard, eager to cleave Ulrich in half. But Ulrich merely smiled, and then did something totally unexpected; he dropped down and kicked out with his foot. Rem tripped over, and as he fell, Ulrich grabbed the key from his grasp. He kicked Rem away from him, now holding both their weapons, and with that, it looked like Ulrich had won.
Rem got up slowly. He looked at Ulrich, first with anger, then with amusement. Slowly at first, then faster, he started laughing hysterically, while Ulrich watched him, wondering if Rem had just lost his already twisted mind. No such luck.
"You think you've won?" Rem said, a grin on his face. "You forget that I'm a shapeshifter, just like my Nightmares. I've held the form of Mr. Puck for a long time now, but its time to change. And I have just the form to take on for you, Ulrich."
He raised his arms in the air, and then he turned silver in color. He lost his form, and he became a silver puddle on the desert floor before transforming again.
The mass pulsated upwards, forming silver legs, then a torso with twenty arms. A gaping hole appeared in the front of the mass, and the last thing to form was a misshapen head. It turned to its natural colors, just as a hundred eyes opened on the milky white mass of the head. Poison dripped out of the hole, which turned out to be a gaping mouth with many sharp teeth. The twenty arms clenched their claws into fists.
"Do you recognize me, Ulrich?" Rem said.
"No... no... YOU CAN"T BE REAL!" Ulrich screamed, as he stepped back from the creature that had plagued his dreams for weeks, and every shred of courage left him.
"You had better recognize me! I want to savor every moment of your terror. Now, fight me!"
Rem's twenty clawed hands flared, and twenty huge swords appeared, one in each hand. The towering form brought them down, swinging and swiping at Ulrich. Ulrich, who was only armed with his Katana and an oversized key, barely survived the first strike, as the twenty swords crashed down around him and on his two resisting weapons. Rem advanced, bringing each of his arms down one by one, as Ulrich desperately parried the blows.
Ulrich found himself by Yumi's cylinder. He fell to one knee, panting heavily, all strength gone.
"Ulrich! You can't give up! Please! You're the only one who can save us now!"
"Its no use, Yumi." Ulrich said tiredly. "I can't fight him. He's too strong."
"I believe you can do better than that, Ulrich. The only way to get rid of your nightmares is to fight them head on. Do you want that ugly face to be the last thing you ever see?"
"Touching scene." Rem said, grabbing the two's attention. "But utterly useless."
Rem charged at Ulrich, but the Lyoko warrior had been heartened by Yumi's words. He ducked the swinging swords, and then thrust upward with the key and the katana, each one taking off one of Rem's twenty arms. Rem howled with pain, then lunged at Ulrich with his remaining weapons. Ulrich stepped on one of the severed arms, which caused the sword still clutched in the claw to swing upward and block the incoming blades.
Ulrich saw his chance. He dropped both his weapons, grabbed the giant sword with both hands, and thrust it straight into the gaping mouth hole in Rem's torso. It pierced the other side, and Ulrich pulled it out and slashed more of the other arms off before jumping away.
Rem had a gaping hole in his belly, straight through to the other side, and most of his arms were cut off. Nevertheless, he charged at Ulrich again, screaming bloody murder, determined to kill him. But Ulrich was ready. Still holding one of Rem's giant swords, he jumped up into the air, and sliced the multi-eyed head clean off.
Rem gave a gargled cry, and what remained of him dropped to the ground, unmoving. For a few seconds, nothing happened. Then, the body simply turned to dust, which was blown away in the desert winds.
--------------------
Jeremie's eyes widened as the Nightmare came into view, looking from side to side, searching for him. Jeremie gave the slightest of involuntary gasps, but it was enough. The nightmare whirled around and fixed him with its two glowing red eyes. With one swipe of its sword, it chopped down the tree that Jeremie was in.
Rem's cylinders disintegrated, and Yumi, Odd, and Aelita were released.
"You did it!" Odd said, giving a loud whoop and jumping in the air. Yumi embraced Ulrich, nearly on the verge of tears. None of them saw Aelita run into the tower. She stepped to the center of the bottom platform, the rings of Xana's eye lighting up beneath her. She rose up into the air, towards the top platform.
The Nightmare loomed over Jeremie, who was lying tangled in the tree's foliage. He looked up into the monster's eyes, still glowing red malevolently. It brought the sword down, stopping just inches from Jeremie's face, as back on Lyoko, Aelita entered "CODE: LYOKO" on the panel, and the tower changed from Rem's black to a neutral blue. The red eyes of the Nightmare went black, then it disintegrated.
Jeremie let out a huge sigh of relief.