A cold breeze filled Aelita's room, and she sat up with a jolt. She looked at her alarm clock and sighed. It was only 4:32 AM, February 10th. A Sunday. Had it really been that long since she turned the Supercomputer back on already?

"Hiding XANA is too much, I'm losing so much sleep," she grumbled. Her skin had grown pale, her frame a bit too thin, and her eyes were surrounded by perpetual bags. She hated that she was losing her health. Aelita had been forced to deal with several more attacks, alone, over the past few weeks. Papers were strewn all over her floor, binders stuffed haphazardly with no rhyme or reason. Her grades were another thing slipping, and so were her friendships. She plopped her head back into the pillow. They can never know.

A small mercy came to Aelita, because when she opened her eyes again, it was dawn. She didn't even realize so much time had passed; she was too busy replaying scenarios and XANA attacks in her mind. Again she sat up and this time, she managed to make her way out of bed and to her door. She opened it, and there Odd was, standing fully clothed and ready for the day in contrast to her bare feet, messy hair and long pajama shirt.

"Aelita, I want to know what's wrong," he demanded as she let out a brief startled squeal, "you can tell me. We're family."

She sighed, rubbing her eyes. I don't have time for this crap. "No, we aren't, Odd. I have no family left except my mother and I have no idea where she is. You're not my cousin and you know it! Just leave me alone. I have to get ready for yet another day." Aelita shoved past him and disappeared into the girls' communal bathroom before he could follow or say anything else.

Odd scowled and crossed his arms. He walked back to the stairwell and down a floor to the boys' dormitories, where he found Jeremie. "No dice. Is there anything you can do, Einstein? What about a grandparent or a cousin? She's gotta have some family."

"Don't you think I've tried? Franz and Anthea were lone children, and their parents are dead. She doesn't have any family left," Jeremie explained with a shake of his head.

"Well, then search the Hermitage again or comb the internet and find something on them. Pictures, documents, something, Einstein. I really think she's developed depression. Have you seen her lately? She's pale and I think she hasn't been eating." Odd recalled the way she sat alone, not even a tray beside her, with her head on the table every single morning as of late, if she showed up at all. If anyone talked to her, she'd ask them to go away or leave herself.

"She eats. I know she ate lunch on Friday," Jeremie answered wistfully as though it were months ago.

"So more than a day ago?" Odd clutched his stomach. "I can't bear to imagine how hungry I would be! How horrible!"

"I guess," Jeremie frowned, starting to worry now. He had been worrying earlier, of course, but not too badly. "I knew Aelita was mad at me for refusing to turn the Supercomputer on but I didn't think she would take it this hard."

"Do something. I'll try to talk to her again later. Right now, she might slap me if I do. I bet she's still mad about a bit ago," Odd winced at the thought.

"Like you aren't used to angry girls slapping you," Jeremie quipped.

"Hey, she's different, Einstein, she's the Princess." Odd smiled. "Kimi is great, sure, but everyone else is an ex. Aelita is the exception."

"Everyone?" Jeremie raised an eyebrow.

"Well, not everyone." Odd's smile grew wider. "Don't need you mad at me for the Princess. Don't need Ulrich and William mad at me for Yumi. Ashanti prefers being single. And Sissi, well…"

"Has gotten better. Admit it. She's actually seemed human for the last semester. She hangs out with us pretty frequently now and only insulted your hair twice this semester. And she doesn't call me 'Ulrich dear' anymore," Ulrich interrupted as he came out of his and Odd's room to stand beside his roommate.

"What, you keeping your eye on her?" Odd pressed.

"No, I was just talking to her. Since we defeated XANA and have been able to be normal kids she's been acting differently."

"No more running off for the Factory and acting all secretive," Jeremie smiled then. "I have work to do." He opened his door and stepped in, closing it behind him.

"So, talking to Sissi? What about Yumi?" Odd raised his eyebrow at Ulrich as Varric and Ludek both came out of their room.

"Morning," Varric greeted shortly while passing the two.

"It's nothing like that. I'm just friends with her." Ulrich spat, retreating to his own room.

"With which 'her'?" Ulrich ignored Odd's stupid comment and equally stupid cackle, responding only with a slam of the door. "What a downer. Where're you going, Varric?"

"Gym for my morning routine. You should come too. Your metabolism won't keep up with you forever," he answered, turning briefly.

"You kidding? It's Odd, he'll be scrawny for the rest of his days," Ludek laughed.

"Svelte!" insisted Odd.


It seemed that the day was over in a few short hours. At dusk, Aelita was just making it back to the girls' dorm when she caught view of Jeremie sitting in front of her door with a manila folder and a smile as wide as his face. "Hi Aelita!" He pulled himself off of the floor and handed the folder over to her. "Check it out. I think you'll like it."

"What is it?" Aelita turned the folder over, regarding it suspiciously. If this was some stupid project with his new computer parts or some notes for a class she didn't need or something…

"I know you miss your family, so I looked up as much as I could. There's some cool information. Your grandparents Russian on your mom's side, and on your dad's side they both were from Liechtenstein. I found a couple of pictures of them on an old archive section of the UN database. I also found a couple pictures of your parents in the Hermitage you didn't notice…" Aelita flung the folder at Jeremie's face, and papers and pictures fell out as he scrambled to catch it.

"I don't want pictures or paperwork! I want my parents!" Tears welled up in her bottle green eyes and she tried to get around Jeremie to lock herself in her room.

"But Aelita, your father is gone. And there's more information I found on your mother, that stuff could help us find her again. Anthea Hopper Schaeffer actually worked for the KGB before…" Aelita ignored him, shoving him aside and slamming the door behind her before he could follow. "Aelita, it's important! Please listen to me."

"Leave me alone, Jeremie!" Aelita's voice was choked with tears. Jeremie leaned against the door.

"Please, Aelita, I'm worried about you. You know how much I love you. Please, let me help you," he insisted as he gingerly knocked on the door.

"Leave me alone! I don't want to talk to you!" Aelita laid down on her bed and grabbed Mister Puck. She was no closer to finding either parent and XANA was only getting stronger. On her monitor across the room were several open boxes of code. Among those she had compiled, she had deleted several programs to give power to her father. She had restarted work on those programs in an attempt to make things easier on herself, but even then, she was alone. The gang had finally gotten to live normal lives after so long, make friends, prepare for the bac and university and careers. If the others knew what she'd done, it would ruin their lives again, and they would hate her forever. She had to pay the price for her own actions by herself, and she would find her father again, and help him destroy XANA.

"But Aelita, I did all this for you! It could be therapeutic to learn about them…!" Jeremie begged as he crouched, gathering the papers and photos.

"I don't have a parent here to love me so what's the use? You refuse to help me look, you'd rather waste your time finding information we already knew!" Aelita grabbed and threw the closest thing to her at the door, a little gold bracelet that had been sitting on her bedside table next to her alarm clock. It thumped against the door and fell to the ground with a clatter.

Jeremie sighed and tidied up the folder and papers so everything sat inside it neatly. He slid it under Aelita's door, then slunk away without another word.


The next morning, Aelita couldn't help herself. Once she was dressed, she picked up the folder and began to rifle through it. She was one of them. She worked for them, and that's how she met my father. Aelita carefully read through a particular page with several paragraphs, combining it with the info she had learned the day her father shut off the Supercomputer. She did research for KGB and joined Project Carthage thinking it was the peaceful project her superiors told her it was, but she fell in love with him and had me, and they ran off together with everything they could take when they learned the truth.

Aelita wanted to know more about the events surrounding the KGB and Men in Black between then and the present, or perhaps some additional information on Project Carthage itself, but the document ended there. It didn't do them any good. She was still taken, then my father had to hide on Lyoko and I had to go with him while they forced her to work and gave her to Tyron. She listlessly threw the documents on her bed and exited the room.

In the cafeteria, Aelita walked over to the others and sat down next to Kimi, the nearest open seat at the table. She had been avoiding them all since turning the Supercomputer on, but she had been quite lonely. And she did miss her friends. The least she could do to repay Jeremie for his efforts was sit with them.

Odd saw her and smiled. "Hey Princess. Kimi, mind trading seats with me so I can talk to Aelita for a minute?" he asked his girlfriend sweetly.

"No, I don't mind at all." Kimi slid her tray over and scooted into her new seat as soon as Odd got up to sit. She leaned over to Sissi and whispered scandalously. "You know how President Sarkozy just got married to his third wife? I've already heard rumors he's cheated on her with some intern."

Sissi gasped and angrily set her orange juice down. "Between that and the smoking ban, I don't know what this country is coming to."

"The smoking ban is a good idea," Varric grumbled cynically. "People can still smoke outdoors or in privacy, they just don't get to force everyone else around them to inhale their smoke anymore."

"I don't think losing any freedom is ever good," Ashanti disagreed, leaning forward thoughtfully.

"Yeah, what's the harm if they aren't hurting anyone else?" said William.

"But it can hurt others..." Tomas trailed off, and Varric and Kimi nodded in agreement.

"Glad you could join us!" Odd put an arm around Aelita's shoulder and squeezed her in a friendly side hug for a moment. "I was starting to miss you." He looked at her plate pleadingly. "Going to eat that?" He reached for a croissant, obviously having learned nothing over the years.

"Yes!" Aelita growled. She yanked the tray into the air away from him, plucked the croissant off and licked all sides of it to ward him away.

"Oh, Aelita, don't you know? Living with my sisters means I'll eat any food, no matter what you do to it." Odd laughed and continued staring at the croissant. Ludek looked at Yumi across from him.

"How does he eat so much and stay so scrawny?" he asked her wonderingly. Yumi opened her mouth to reply, but Odd did the job for her.

"I told you I'm not scrawny!"

Ulrich and Jeremie caught view of Odd and Aelita and approached with their trays. "Hi Princess." Ulrich greeted while he sat down next to Yumi, while Jeremie sat at the other side, across from Aelita. "How are you feeling?"

"Good. Why?" Aelita answered.

"We're worried about you." Jeremie reached across the table and took Aelita's hands in his. "I'm sorry for upsetting you yesterday, Aelita."

"Don't be, Jeremie, it's okay. For what it's worth, I appreciate that you tried to do something nice for me." Aelita pulled her hands away from him awkwardly. "I'm hungry." Aelita took a bite from the croissant she had licked a moment ago so she wouldn't have to talk.

"It's so nice to have you back, love. We've been worrying about you!" Ashanti came to her rescue.

"We were afraid you didn't like us," Kimi added, beaming.

"Aelita disliking us? Never, she likes everyone. I'd know; we've been friends for years and always will be." Odd assured her.

"So, you never told us how did you all meet?" Varric looked from person to person. Aelita chewed her croissant, Ulrich and Yumi both sat with their lips sealed, Odd was suddenly interested in fixing his hair to the perfect point and William had started doodling.

"Yeah, why did you all start hanging out, anyway?" Sissi added. "You just started one day. Sure, Ulrich shares a room with Odd and does Pencak Silat with Yumi, but where does Jeremie come in to that?"

Again, they were answered with shrugs and silence.


XANA was watching from the small black security camera situated by the door that offered a pretty wide view of most of the cafeteria. The red eye focused on Aelita in particular. He knew he couldn't risk the attention of the whole group, not now. He had to wait for Aelita to be alone to try and take her out.

In Lyoko, on the Ice Sector, red pulsations began to travel down the paths and across platforms of ice scattered over a small lake of artificial water, and converged on a Tower in the middle of it, causing it to take on a sinister red aura with a mechanical growl.

Aelita now got up, speaking and waving at her friends, and exited the cafeteria. It was safe to assume that she was headed towards her room to get a bit of work on some programs done before class, and as such XANA followed her from camera to camera. He briefly lost sight of her between the courtyard and the inside of the dormitory building, but found her again going up the stairs.

As she opened her door, a black mist burst out from her room, wrapped around her and pushed her in, all in the blink of an eye. "What the?" She turned around to face the door and saw the spectre hovering there. "XANA!" It lunged at her, trying to suffocate her, and she began to cough in an attempt to gag the amorphous cloud out, but it exited her throat on its own after a moment. It flew about the room making a mess of her belongings while she breathed heavily, trying to get the dizziness to go away.

She turned and bolted for the door, barely stepping out of the room when she Sissi and Yumi come out of the stairwell, chatting. No! I can't let them see the spectre! She darted back into her room and slammed the door shut. "XANA, if they see you, you're in as much trouble as I am!" The black mist paused at that, then drained into her lamp and disappeared as Sissi knocked on the door.

"Aelita? It's almost time for class, what's taking you so long?" she called.

"Uh, well…" Aelita opened her door slowly, and Sissi, with Yumi behind her, saw the mess in the room and gasped.

"What happened?" Yumi looked around, her mouth agape. XANA! No, wait, he's gone. Guess she's just disorganized. Maybe Odd was right about developing depression…

"I don't know. The window was open and this is how I found my room." Aelita pretended to go back to cleaning up. "I don't know where my class stuff is, um… I'll be down in a little bit." She found the folder Jeremie had made for her and stuffed some of the photos and documents back into it.

"We can help you, Aelita," Yumi kindly offered. "You won't be late that way."

Aelita snapped back at Yumi. "No! This is my room and my stuff." She remained still, every muscle in her body tense, still fearing XANA might pop back out of that lamp and blow her cover just to cause strife.

"Well, sor-ry," Sissi snorted derisively as she and Yumi left the room to go to class.

"Guess she's still in her funk after all," Yumi sighed as the two of them walked back toward the stairwell.

Aelita waited a few moments, watching the lamp, then turned around, approached her computer and wiggled her mouse to wake the monitor. The Superscan showed that a Tower had been activated, but it deactivated itself just as she checked it. She sighed, then ducked out the door. She'd just have to clean later.


That day after classes, the majority of the student body, as well as a fair amount of unfamiliar kids and some parents, were congregated in the bleachers outside of the science building. Kadic's football team was playing against Lycée Diderot, the rivaling school from which Ashanti and Kimi had transferred and which Kadic played every year.

The girls of the group plus Tomas were congregated at the top of the bleachers, cheering madly as Ulrich, Kadic's star center striker, kicked one more goal right at the halftime buzzer, giving Kadic a lead of 6-1. Although Aelita barely mustered a smile, Sissi, Kimi and Yumi all stood and rejoiced, high-fiving and hugging. Kadic's team trickled over to the sideline on their side of the field where Jim stood, lining up for the break. Mathias, Christophe and Nicolas were the first to arrive, while Ulrich, Julien, Theo and Alexandre joined next. Romain, Pierre, Varric and Ludek brought up the rear, and the team huddled together in a tight ring.

As the cheering died down, Kimi said something about needing to go pee, and she stood, passing the others as she slipped away.

"Let me know if you see Mat," Ashanti called after her.

"Will do!" Kimi replied, glancing over her shoulder before disappearing around the corner to enter the science building and use the restroom.

"Mat?" Tomas asked, raising an eyebrow.

"An ex of mine. He plays football, I'm not sure where he is but I'm not complaining either," she explained, glancing at the field. "Last thing I'd want is for him to see me."

"Oh. Is he why you transferred?"

"Not quite," she laughed.

Tomas nodded before turning back to the field. The ring of Kadic players had dispersed, and now that he had a clear view, he found himself entirely enraptured in one of the players. The tall blond Russian held his hands behind his head, showing his massive arms as he breathed deeply. His pectorals rose and fell with each breath, stretching his blue jersey which also clung to his abs from sweat, and his matching shorts showed off his toned legs. He opened a bottle of water and chugged it, causing several droplets of water to run down his thick neck and wet his jersey further. Tomas sighed dreamily, taking in every bead of sweat and water on Varric's lovely body. What he would give to have those big, strong arms wrapped around him…

Ashanti leaned over to Tomas. "Now, let's talk about you. As one of your new best friends, I have the authority to know he's more to you than just your best best friend. Have you asked him on a date yet? Or even talked to him?"

"No," he said, probably too quickly, because she cast him a withering look. "Have you talked to him yet?"

She rolled her eyes, "It's not the same, don't be silly."

"Sure it is."

"I'm not in love with him," she pressed, grinning. "It doesn't matter what I would do. And you know what I mean when I say talking to him. I mean talking about how you feel." She narrowed her eyes, wordlessly daring Tomas to challenge her observations further.

"I'm pretty damn confident he likes girls."

"And I'm pretty damn confident that no man that obsessed with the male musculature is straight," Ashanti snipped playfully.

"Yes, actually, I think it doesn't mean anything," Tomas shot back, tugging on the sleeve of his jacket. "He likes straight guy things. And he's Russian. How many gay people from Russia have you heard of?"

"Those things don't mean anything. When is the last time Varric had a girlfriend? I'm curious. You've known him much longer than me or Kimi."

"Well, never. I haven't even seen him flirt. But he's more shy than you think he is. That's part of why he works out so much, to build confidence."

"Or, he's not that shy at all and he just doesn't talk because he doesn't like people. Maybe he works out so much for a different reason. Perhaps he's super paranoid about his health. Look, Tomas, he watches Happy Days while he works out, for god's sake."

"No, he… does he really?" Tomas asked, gaping. "I try to avoid going in the weight room when he's in there because I'm afraid I'll stare and he'll notice."

"He totally does, love," Ashanti assured him, nodding with wide eyes. "I like to get a little exercise in myself, and I've seen it. He only does it when he thinks he's alone."

"Well, he is a shy person. But I never hear him laughing when he's in the gym and who doesn't laugh at Happy Days? Oh, damn it, now I have that song in my head," he muttered, scowling. She simply smiled at him knowingly and looked back at the field. Tomas sighed, considering her words. Would he even be good enough for Varric? He glanced over at Aelita to get a second opinion.

"Aelita, do you think it's at all possible Varric would go out with me?"

"Sure, ask him. It's not like he'll hate you for asking. He's nice," Aelita replied, then looked at her cell phone. She then abruptly stood up and began to run off.

"Guess she isn't a football fan."


In the dormitories, William rolled his eyes at the din of the cheering outside. He was sitting on his bed, playing his old guitar. Finally he had time to return to his hobbies, but this constant background noise was awful. He was holding the black pick up to his lips, trying to remember the chords to a Subdigitals song.

"I realize my time is now and here, being sensible is just not sensible…" He strummed again just as the red drape fell from the nearby easel, revealing a half-finished portrait of Yumi. He set the guitar down and got up to put it back, and had just sat down again when a black smoke swelled up behind him before lunging, surging around his head and into his ears and nostrils.

"Oh, god, no! XANA!" William struggled, falling and convulsing. He hit the ground and rolled about, knocking the easel over. His portrait of Yumi fell face down, and he went limp. His entire body flickered grey and twitched, then his eyes opened with the Eye of XANA in them before fading to their normal color.

Outside he went, striding to the bleachers with a purpose. "Yumi!" he called just before the buzzer rang to signify the end of halftime. She looked around before catching sight of him, frowning, but got up to approach him.

"What's up?" she asked, crossing her arms.

"Where is Aelita?"

"She just ran off. Again." Yumi flicked her hair aside, rolling her eyes listlessly. "You know how she's gotten."

"I know." He reached to draw her into a hug, and she stiffened as he pulled her in.

"William, I..." she trailed off as a wave of nausea wracked her. "I don't feel good. William, stop!"

She pushed him away, and he gave her a hurt look. Just then, though, Kimi approached, opening a can of cola from the vending machine.

"What was that about?" she asked innocently as she plopped a little bendy straw into the can, swirling it around as she glanced back and forth between the two. Yumi didn't say anything, instead simply eyeing William suspiciously.

"Nothing. I have to go," he blurted, turning and storming off. As Yumi and Kimi turned away to rejoin their other friends, he could hear them talking.

"Are you okay? Was he bothering you?" Kimi asked quietly, casting a glance at him over her shoulder.

"I'm fine," Yumi insisted, shaking her head.

A thin smirk spread across William's face as he passed into the treeline of Kadic's park.


Aelita had just climbed out of the sewers onto the bridge when she caught view of a silhouette sitting in the Factory entryway, legs dangling over the edge by the ropes. She approached slowly and cautiously, her heart beginning to pound. She couldn't afford to waste time like this! She was about a quarter of the way down the bridge when recognition clicked. "William?"

"Aelita?" William glanced over his shoulder at her before standing, and she looked down at her feet. "What are you doing here?"

"Um, I was just, um, wanting to get away from everything." Aelita's voice wavered. He can't find out! She walked slowly towards William, antsy as she was becoming. "What are you doing here?"

"Waiting for you." William's entire body flickered. "And you came right to me!" Red electricity crackled around him as bright light shone from his eyes. His entire body glowed bright, forcing Aelita to cover her eyes, and when the energy and light subsided, he wearing his old Xanafied uniform, complete with his Zweihander covered in twisting black roots.

"It's over, Aelita!" William exclaimed with a swing of the Zweihander, but she flung herself backwards and out of the way. Coming to her feet as he leaned forward from the force of the swing, she unleashed a scream and barreled at him. He couldn't bring the Zweihander up in time to defend or to attack, and she shoved him with all her might toward the supports of the bridge, dazing him. Even slowed by the impact, he followed her as she sprinted into the Factory. She jumped and started to swing down the rope, but William caught up and swung the Zweihander, cleaving through the rope and sending Aelita crashing down to the Factory floor. She landed badly on her left leg and felt pain shoot through it, spreading from her knee.

"You can't get away from me, Aelita! Go ahead and flee to Lyoko! I'll be waiting!" William taunted, dissolving into black smoke and disappearing into the ceiling.

"I have to make it." Aelita limped over to the elevator, relieved William had decided to face her on Lyoko. Her knee was throbbing with pain, and she knew that she wouldn't have been able to get away. In a way, though, she found it suspicious that XANA could have killed her right here and now if he really wanted to, and wondered what exactly he was hoping to do by leaving her alive and allowing her to go to Lyoko.

Jeremie approached Aelita's room and rapped his fist against the door. "She still won't answer her phone and Sissi said she left the game early. I was hoping this morning was a sign she'd be getting better..." he trailed off, shaking his head morosely before slinking away.

Aelita started up the timed transfer, her ID Card blinking on the screen next to the timer, and hobbled to the elevator, knowing she couldn't use the ladder with her injured knee. As soon as the doors opened, Aelita forced herself towards the left Scanner and limped in, gritting her teeth through the pain, mere moments before the Scanner doors closed.

She landed on Lyoko in the Ice Sector, not too far from where the pulsations began. If I have to fight William and XANA isn't going to decide a location, it's gonna be near the active Tower. She passed her hand over her bracelet and her wings burst out from her back. I better hurry before anyone decides to look too hard for us.

Now, Jeremie sat in his room on his computer, trying to get some work done. "This thing is so slow. If I could use the Supercomputer to run these calculations I'd probably be done by now," he muttered, typing in another calculation, then froze, his eyes wide. "Supercomputer!" He launched out of his chair, leaving it spinning, and dashed out of the dorm room.

"Hello, Jeremie," Varric greeted as Jeremie crashed into him. He had just come out of the dormitory showers after the football game ended, with a towel wrapped around his waist. He hadn't styled his hair again yet and his entire body was still dripping wet. "Where are you going in such a hurry?" His tremendous frame inadvertently blocked Jeremie's path.

"We can talk later, I gotta go!" Jeremie circled him and took off before he could be asked any more questions. Varric shrugged and was just about to go back into his room when Tomas came into the hall from the stairwell. The tall Russian smiled and waved.

Tomas offered a kind of grimace-smile. "Hi. Um, can I talk to you?"

"Of course, my friend. What do you need?" Varric closed the distance, looking down at Tomas, who found himself at eye level with the hirsute blond's solar plexus and flushing deep red as a result. Tomas knew his best friend was only nearly eighteen (his birthday was coming up in less than two weeks), but the Russian was almost two meters tall, and his height combined with his musculature and body hair, as well as his mature face and demeanor, made him appear as if he were in his early twenties at least. Being in this proximity to him while he was wearing only a towel was much more awkward than he thought it'd be.


Aelita soared above the winding path of ice toward the lake where the Tower rested, but found her focus broken when a laser whizzed past her from behind.

"Hornets!" she mumbled, turning to see a squad of five gaining on her. "Energy Fields!" She threw two, but only hit one Hornet. The remaining four were very close now, firing lasers, and one hit her square in the chest, causing her to nosedive.

Aelita closed her eyes and concentrated, singing softly. Her Creativity created a large arch of ice above her, and she managed to upright herself a small ways under it. Two more Hornets crashed into the arch while the other two came to a stop at either side. She glanced at both, waiting. When they both fired, she waved her hand over her bracelet and dismissed her wings, sending her falling just as the lasers shot through the air she'd been hovering in and hit the Hornets on each side.

Aelita smiled at her success and reactivated her wings once more, taking off again. The Tower was in sight now.

"I was wondering…" Tomas laced his fingers together anxiously. "Do you… want to… go somewhere with me? Like…"

"Certainly!" Varric clapped his hand onto Tomas's shoulder. "Where do you want to go and who else do you want to invite?"

"No, like, I wanted to go alone, and…"

"Ah, we can do something with just us. Like we used to do all the time, right?" Varric smiled again, trying to be accommodating.

"Hey!" Ludek called from down the hall as he exited the communal showers as well. "Your towel is slipping in the back, big guy!" Varric swore quietly and pulled it up while their friend approached. Tomas sighed, embarrassed by both that and his inability to articulate what he wanted.

"I have to go. We can talk more about it later, Varric. Bye." He turned and ducked into his own room before he could suffer more embarrassment.

"Okay, friend. I look forward to hanging out!" the Russian called back as he shut the door.

On Lyoko, Aelita had finally flown enough to near the activated Tower and William in front of it. "Energy Field!" She lobbed one at him but he blocked it effortlessly with his Zweihander. "William, you must defy XANA! What did he do to make you this way again?" Aelita urged as another energy orb formed in her hands.

"Didn't you wonder why that last Scyphozoa controlled me directly instead of letting me go?" William laughed, then sprung into the air, sword pointed directly at Aelita.

"You don't have to listen, you know you can resist! You've done it before! Energy Field!" Aelita threw one, then another at William, trying to keep him from reaching her. He blocked them with the flat edge of the Zweihander as he fell, then, when his colossal leap got him close, he slashed at her. She quickly veered to the side and threw an energy orb up close as he landed. At such close range, and unable to dodge, he collapsed to the ground. Aelita flew over him towards the activated Tower.

"Super Smoke." William dissolved into black mist and sped to the front of the activated Tower. He appeared right before Aelita got to it, swinging at her, but she ducked.

"Energy Field!" She threw it and William was just barely fast enough to block it, but the force pushed him backwards, making him lean against the Tower. "Energy Field!" She flung another orb but this time he blocked it fully, then flung himself at her and slammed the flat edge of the blade into her.

"Nobody will save you this time!" William extended his hand to her; black smoke and mist sprayed out, enveloping her and lifting her into the air.

"No, William, don't!" He ignored her, taking Aelita close to the edge of the Sector. "Please William, don't do this! You're a Lyoko Warrior, XANA cannot control you if you fight him enough!" Aelita struggled but couldn't break the smoke's hold. "Energy Field!" She managed to form one and flick her hand enough to fire it, but missed William.

Aelita tilted her head back, closing her eyes and humming. Her Creativity broke William's hold, allowing her to move again. "Energy Field!" She landed and threw it in a split second, and William barely sidestepped it. It hit the Tower and made a strange twanging sound, enveloping it in pink plasma briefly. William turned at the noise, giving her the chance she needed. "Energy Field!" This time Aelita's aim was true and it hit William in the back of the head, sending him back to Earth.

She quickly passed her hand over her star bracelet and her wings formed again. She vaulted into the air and began to soar back to the Tower. A pair of Krabs materialized in front of it and began to fire at her as soon as they landed, but she was ready. She barrel rolled, gracefully dodging the barrage of lasers, and formed two more orbs in her hands, launching them and destroying both Krabs handily. With that, Aelita flew right into the activated Tower and dismissed her wings, touching down gently in the middle of the bottom platform. She levitated up to the second platform and summoned the panel.

"Tower deactivated." She then sent herself back using the panel and saw William passed out in front of the rightmost Scanner. "I better hurry." She set him fully in the Scanner again, then climbed the ladder.

"Scanner William," she murmured, pulling up his avatar and investigating for any sort of anomaly. Sure enough, a red dot began to flash in the back of William's head on her screen. She began typing, trying to remove it, but exclamation points popped up. "Access denied? I don't think so. We'll just start from scratch."

With that, Aelita deleted his entire avatar altogether, then let the Scanner whir to life below her. William's wireframe appeared on her screen once more; much to her surprise, his avatar had been restored back to his original blue uniform that he'd only ever worn once before becoming XANA's prisoner. Satisfied, Aelita looked over the avatar, making sure she hadn't broken anything and that XANA's meddling hadn't lingered, but found nothing. With a grin, she closed all windows and turned off the interface before going back to the Scanner Room to drag the unconscious William into the elevator.


Climbing up the end of the sewer passage, Jeremie stepped onto the bridge, closing the sewer hatch and coming to his feet. He ran across the bridge just in time to see Aelita with her arms wrapped around William on the Factory floor, her head to his chest.

"Aelita!" he gasped in horror. She looked up and saw Jeremie, her jaw dropping with equal shock.

"Jeremie, I, um," Aelita stammered, immediately realizing how bad this must have looked to him. "It's not what it looks like, let me explain before you do anything rash!" Her mind raced to formulate an excuse that would keep him from finding out about XANA.

"I can't believe this." Jeremie spat. He turned and ran away, obviously trying not to cry. Aelita unceremoniously dropped William to the Factory floor.

"It's not what it looks like, damn it! Get back here and listen to me!" Aelita felt tears well up and fought the urge to cry too as she went to chase after Jeremie. By the time she had gone around and made it up to the Factory entrance, Jeremie was long gone. She whipped her cell phone out and called him, but he didn't answer, and she let out a frustrated groan as she continually called to try to get through to him, but to no avail.

After giving up, she sighed and swung back down to the Factory floor, waiting for William to wake up as she continued to call.

Then, finally, he opened his eyes, and she wasted no time. "William, this is bad."

"Uh, what happened?" He propped himself on his elbow and looked at Aelita, blinking with confusion.

"You fell and hit your head. I was trying to help you when Jeremie saw me. Well, I was trying to make sure you were breathing. I guess it looked bad to him, and he ran off before I could explain."

"Oh. Um… I don't know. Uh, what do you want me to do?"

"Tell Yumi and Ulrich what happened, and I'll tell Odd. Hopefully they believe us and maybe they can tell Jeremie since he won't answer his mobile when I call."

"I guess I can tell them… Yeah, sorry."

"Don't be. He saw something and wouldn't wait. I want to tell him but he won't listen. It's not your fault. Are you okay, though? You weren't bleeding or anything, so I didn't call for help."

"I feel okay." William rubbed his head, frowning when he felt no bump or soreness or anything. "Are you sure I fell off the edge?"

"Yes, I was so scared," Aelita lied, smiling all the while. "But I guess your hard head saved you." She giggled.

"Yeah, I guess." He pulled his mobile out and dialed Yumi's number, and Aelita followed his lead with Odd's number.

"Odd, I'm sorry," Aelita blurted as soon as the ringing stopped.

"Princess, it's okay. I don't know what it's like to be missing someone like that. Are you okay?" Concern etched his voice, even through the mobile.

"Mostly. I wanted to go somewhere alone and went to the Factory. I wasn't alone, though. William was already there. We were talking, he was goofing off and fell off the edge near the ropes and hit his head. I was trying to help him when Jeremie walked up."

"So?"

"I was trying to see if he was breathing, and, um… I guess it looked bad."

"Oh. Einstein saw something that wasn't there?"

"Nothing was there! But he didn't give me a chance to tell him! He just ran away and won't answer his cell phone."

"That's not good. How's Will-I-Am?"

"He's fine now, or at least he says he's okay. But could you try to talk to Jeremie? William is calling the others. We're hoping maybe he will listen to them."

"Okay." Odd said cheerily before hanging up.

"I hope he gets through to Jeremie," Aelita murmured. She bit on her lower lip again, sinking deep into thought. After all, she possessed strong feelings for Jeremie. The last thing she wanted was to lose him, especially over something so stupid. To lose him over seeing her with William, while she was really trying to keep Jeremie from finding out about what she did… If Jeremie learned she turned the Supercomputer back on… She didn't want to consider the thought.