At The Wall in front of Ille Seguin, the armies of North Paris were lined up ready for the final orders. On the island itself, many of the citizens, armed to the bone and ready to fight, were standing in defiance as they focused on the soldiers. Immediately, out of the Artemis, came the leader of the war effort and the leader of North Paris himself: William Dunbar V.

"Greetings, slumrats of South Paris." Will said. "Here you stand on the brink of destruction, ready to defend your poor land. Little do you know that your efforts are all in vain. For you see, I come bearing grim tidings: Caleb Stern is dead!"

The soldiers just cheered as the South Parisians looked on in shock.

"The leader of your once-proud rebellion is now no more!" Will continued. "With your savior gone, your only hope is to die mercifully and quickly. Only now do you understand your lack of value without your once proud leader."

"You're wrong!" A voice shouted from the crowd. The South Parisians turned and noticed that it was Caleb's messenger boy who had spoken up.

"Caleb only represented a physical manifestation of our pride and unity, we still possess it in our hearts."

"Kid, stand down before you get killed!" One citizen shouted.

"Caleb stood for everything we ever believed in." The messenger boy said. "Maybe we will die, maybe our city will fall, but wouldn't it be fair to Caleb if he looked down and saw that a mere thousand of volunteer fighters gave their last breath to defend it?"

The crowd just murmured in agreement as Will shot a mocking grin.

"Don't you see, Will? Caleb's death hasn't weakened us! It has only inspired us!" The messenger boy said. "And you know it, don't you?"

Will said nothing. After a few seconds, he spoke up.

"Wipe out all of them."

Immediately, the soldiers descended from The Wall and made their way to the armed citizens. Behind them were the several bombers firing heavy weapons at the citizens below as the Artemis stayed at its vantage point above The Wall.

As two bombers made their way past the island, members of the resistance waited inside an abandoned building and charged one of the stolen artillery cannons.

"Position!" General Sarrazin ordered.

The gunner peered through the scope and adjusted the angle of the shot until the ship was in range.

"Fire!"

The cannon then shot out a large blue beam that pierced the hull of the ship. At the same time, a cannon perpendicular to that one shot out a similar beam and blasted through the other bomber. Both ships immediately lost control and crashed onto the ground below. The gunners and commanders just cheered.

"Don't celebrate too hard." Sarrazin said. "Remember, we are to leave the flagship alone until we're sure no innocent lives remain."

"We've just gotten a few espionage reports that a prison rebellion is taking place inside the Artemis as we speak." One of the commanders said. "They seem to be heading to take out the Provincial Leaders."

"Excellent." Sarrazin said. "We should be aiming for them in no time. Now keep firing."

"Yes sir."

Back on Lyoko, Caleb, Olivia and Isaac finally reached the lower platform. With a better view of their surroundings, they saw what looked like a large hangar bay. There were several airships with the soldiers beginning to board.

"How are we supposed to find the core in this mess?" Isaac asked.

"I'm sure one of these ships is programmed with a map of the sector." Olivia said. "If I can hack one and decipher it, I should be able to steal it and take us to the core."

"Sounds like a plan." Caleb said.

"But what about XANA and Zoltan?" Isaac asked.

"Leave that to me." Caleb said. "Once the attention's on me, you two run to the nearest ship."

"Yes, my Prince."

Caleb then ran down the hangar bay. The loud echoing immediately caught the attention of one of the soldiers.

"Intruder alert. Intruder alert." The solider called out.

Zoltan immediately drew his swords upon noticing Caleb.

"Eliminate him, Zoltan." XANA said. "And bring me his skin when you're done."

Zoltan just nodded as he ran after Caleb.

As Caleb continued to run, he turned and saw Zoltan charging towards him as she was shoved through the wall and knocked down.

"That's our cue." Isaac whispered as they ran towards the ships.

In an adjacent room, Caleb slowly got back up and regained his composure as he stood face to face with Zoltan. After staring him down, Zoltan just narrowed his eyes and drew his swords. He then dashed towards Caleb.

"Not this time." Caleb said.

As Zoltan swung his blades down, Caleb drew two knives and deflected the attacks. Zoltan just kept swinging and swinging as Caleb stayed on the defensive. After only a few seconds, Caleb found himself backed against the wall as Zoltan kept going. Caleb just focused and focused on the movements of the swords and arms of his opponent. Once he found an opening, he made his move.

Caleb back flipped onto the wall and pushed off with his feet, sending him flying all the way to the other side of the room. With him and Zoltan on other sides of the room, the two then charged towards each other and clashed blades. They then bounced back towards the walls and rebounded back towards each other and continued to clash and rebound from the walls to the center of the room. With the last bounce back, Caleb planted his feet firmly on the ground as he tried to regain his composure. As was expected, he was showing signs of tiring out, but his opponent could very well go on for an eternity. After all, that's what he was programmed for. With nothing holding him back, Zoltan just charged.

Back on Earth, a group of soldiers in HAZMAT suits had convened on the north side of The Wall. One group was planting metal boxes covered in an adhesive substance on the surface in a square shape while another group was wiring the devices and spreading back.

"Stand by…" The squad commander said as the rest of the troops scrambled to safe positions. "Stand by…"

Seconds passed.

"Fire!"

A detonator was pressed and a large section of The Wall was destroyed. Immediately, ground troops began pouring in and took over the battlefield.

Back in the gunner outpost, Sarrazin was ordering more rounds to be reloaded and fired at the bombers. However, before the gunner could continue, he noticed something.

"Sir, you might want to see this."

"What is it, ensign?" Sarrazin asked looking out the window.

From where he was standing, he could see ground troops planting more sticky bombs on the base of other buildings serving as outposts. Once they were placed, the bombs were detonated and the buildings collapsed.

"We need to evacuate!" Sarrazin said. "North Paris now has the ground advantage and are ready to destroy the posts."

"Yes sir!" The troops said as they took what ammo they could salvage and fall back to the next nearest gunner post.

Back on Ile Seguin, the messenger boy was already wandering the floor of the abandoned factory. Although the troops had marched forward, he noticed something was out of place. After the orders were given out, Will didn't go back on the ship. It was as if he was waiting for something. He continued to look around until…

"Going somewhere?" He heard a voice say. There stood before him was the leader of North Paris himself armed with his ornate sword.

"Will." The messenger boy said. "Why aren't you hiding where it's safe?"

"You think I'm a fool? A coward?" Will asked rhetorically. "I have too much faith in my people to think of sheltering myself. Besides that, after your little outburst, I thought it would be fair to teach you respect, personally."

"Don't try it." The messenger boy said. "You'll only make it worse for yourself and your city."

"Then you have nothing to worry about." Will grinned as he swung his sword down. The messenger boy just dodged as he ran off. Sheathing his sword, Will climbed up the scaffolding and got himself a better view of the area around him.

"Doesn't matter where you run, coward." Will said. "I will find you and I will kill you."

He then drew his sword.

"South Paris is mine!"

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