A/N: Trigger warnings: mentions of past physical abuse, implied past rape.


"Did it work?" Mr. Mago asked, leaning against the back of the chair, fingers digging into the headrest as if imagining it was XANA's neck.

Or mine.

Hera lowered her eyes. The fear that always accompanied his presence coiled down her spine, cold and slow. When that AI had stepped in to protect her, she hadn't been able to feel any gratitude. Only deep-seated terror. Maybe XANA had thought he was doing her a favor, but no one was able to defy Mr. Mago. He would get back in power. He had. And her punishment would be horrendous, the kind that sometimes left her unable to move.

Still, she couldn't muster up any anger towards the AI. Mr. Mago would make him pay for his insolence, and it would be every bit as painful as one of her punishments.

"Materialization successful," she said softly.

Mr. Mago smiled, his gold teeth gleaming. "Excellent."

But when they opened the security footage of the scanner room, all three were empty. "Where is it?" Mr. Mago demanded. The guards looked at each other. Hera felt herself tremble. Who would be blamed, her or Jeremie? Probably Jeremie, and the trickle of relief that brought made her disgusted with herself. He was just a boy. She should speak up for him.

Fear glued her mouth shut.

Jeremie cleared his throat. The poor boy's face was pale and his forehead glistened with sweat, but Hera envied his bravery. "It's possible there was a malfunction along the way."

"A malfunction?" Mr. Mago repeated icily. "What kind of malfunction?"

"I-It would be in the materialization itself! Lyoko is completely empty...there's no doubt XANA's gone, even though his tower is still activated. But something might have gone awry in the data-to-DNA conversion, and he might have been scattered throughout the Internet again, or…" Jeremie stopped suddenly, like he'd had an epiphany.

"Or?"

"He might have come out at the Hermitage scanner," he said slowly. "It's never happened before, but-none of us have used it before, either. If XANA entered the First City through that scanner, it's only logical he'd come out of that scanner, too."

"But it entered from the factory," Mr. Mago said, scowl deepening.

"The one from Lyoko did. The one from the Mirror might not have." Looking nervous at the unconvinced look on Mr. Mago's face, Jeremie pushed his glasses up. "Granted, this is all guesswork. But I think it's the most likely explanation: that, because the two XANAs entered through two different scanners, the materialization could have sent him to either one."

Hera tensed. Mr. Mago would either be satisfied by that, or he would deem it a pathetic excuse. And if it was the latter...She glanced at Jeremie's bruise, then at Mr. Mago's hands. Trying to gauge his mood through his face was a waste of time, she'd learned. He rarely let it reflect his actual emotions. It was his hands that told her when to brace for a blow.

Those same hands were relaxed and loose. "So luck saved it...for now. Well, no matter. We'll get it soon enough."

Mr. Mago turned to Hera, lips curling up. She shivered involuntarily. "Hera, there's one more person you're going to rematerialize. And make sure she comes out of one of our scanners, this time."


When Sissi spoke, it was for them all. "What the hell just happened?"

Aelita stared at the spot XANA had been only seconds ago, trying to work that out for herself. "It...It looked like he got materialized, the way I used to. But that doesn't make sense, we're not in a tower, and I don't even know if XANA can be-"

"He can be," Mr. Belpois said. "Three guesses who just fell out of the scanner, and the first two don't count."

"Damn," William said. "Guess it was too much to hope he was gone for good."

"Is he alright?" Aelita asked. Anxiety wriggled through her stomach. Even for her friends, the materialization process hadn't always been perfect-look at the time Yumi and Odd switched bodies, or Ulrich came out invisible.

"He's-"

A familiar sensation, a soft tingling, spread throughout her. The rest of Mr. Belpois's words disappeared. She had enough time to register William and Sissi's surprised faces before her world pixelated, shrunk, and pressed in. The next thing she knew, she was leaning something smooth, curved, and metal-the inside of a scanner. Bafflement stunned her. For a moment, all she could wonder was, is the supercomputer glitching again?

The doors opened. She looked up, vision still a little blurry. She had enough time to make out dark clothes and what looked like guns before rough hands grabbed her. Suddenly she was four years old again, kicking against the strange adult who'd scooped her up, wailing for Mommy, for Daddy, for someone to save her from the men in black-

Someone cuffed the back of her head. Her ears rang. Her mouth snapped shut-she hadn't even realized she'd screamed.

"Look at me, girl."

The voice was low and guttural. Aelita blinked rapidly, struggling to pull herself back into the present. Awareness of her surroundings slowly returned. She was on her knees-no, forced on her knees, she corrected, with her arms twisted behind her back. The men around her were wearing dull gray military uniforms. Not the men in black. But then her eyes zeroed in on the insignia on the lapel-a bird in flight.

The Green Phoenix. It had to be.

She quickly looked away, heart pounding, but that just brought her attention to the man in front of her. He was wearing a navy three-piece suit, a matching hat, and enough rings to give a jeweler envy. He smiled at her, and his incisors flashed gold.

"Hopper's little girl. I must say, you really do look like your mother."

"Mago," she breathed.

He smiled again. Aelita knew he was mocking her, taunting her, but that wasn't why she was suddenly overwhelmed by fury. This man-this, this bastard-he had-! "Where is she?! Where's my mother?!" Another precious face rose to mind. "Where's Jeremie?!"

"Sadly, they couldn't attend this little meeting. I thought it...unwise."

Aelita grit her teeth and tensed her muscles, preparing to throw herself at her captors. It would be futile, she knew; she was an unarmed fifteen-year-old girl and these were trained, criminal soldiers. But she simply could not listen to this man taunt her about-!

Mago's eyes darkened. "It would be a shame if Jeremie or your mother had to pay the price for your insubordination, my dear, so I suggest you think twice before attempting anything."

Anger warred with fear and common sense. Anger lost. Aelita let the fight drain out of her body.

He patted her cheek. Insects of disgust crawled across her skin. "Good girl. Now, you're here to do me a favor. I trust you're intelligent enough to understand you're in no position to refuse?"

Begrudgingly, she asked, "What's the favor?"

A slow, satisfied smile spread across his face. "Oh, nothing much. I just need you to deactivate a tower for me."


Hera's fingers were pressed to the computer, her eyes glued to the window showing what was happening in the scanner room. It wasn't supposed to be open. But when she'd heard that girl's name, pulled up that girl's Avatar card to rematerialize her, she'd just…

She'd just been stricken with this deep-seated desire. To see that girl in the flesh. But Mr. Mago had forbidden it. He'd told her to stay up here. And Hera had wanted to protest, but she'd never protested before and it would be the height of foolishness to try.

She'd thought that would be the end of it. Yet, it was like resisting gravity. She just couldn't stop herself, wasn't even thinking, as she opened the security feed to spy on what was happening in the room below. Two of the soldiers had already left to bring Jeremie back upstairs, and two more were standing guard at the elevator. It was just a quick peek. It wouldn't hurt. But now she couldn't look away.

As if spell-bound, her fingers traced the girl's face as she stepped back into a scanner.

"Hera! Begin the virtualization!"

She almost fell out of the chair as Mr. Mago's voice boomed from the direction of the elevator. Suddenly realizing what she was doing, Hera quickly exited out of the security camera program. Her heart raced like a jackhammer.

What am I thinking?

It was-madness. That was the only thing she could think of. Madness had gripped her and made her sneak around Mr. Mago's back. And when he found out-

He stepped up beside her. His hand dropped on her shoulder. She flinched. "Hera, my dear, is there a reason you haven't started the virtualization?"

"N-No, sir," she stammered. "I'll do it right away, sir."

He didn't know. He didn't know. He didn't know.

So why didn't she feel better?


"Alright, that's it." Mr. Belpois said as Aelita vanished. "I don't know what's going on, but I'm pulling you two out."

William opened his mouth in protest-weren't you the one who rematerialized her? What about the mission? What's going on?-but true to his word, Mr. Belpois had already started the process; he couldn't speak. His avatar was peeling off in strips, melting away, spiralling away, and his consciousness was going with it, until-

He staggered out of the scanner. "What the hell is going on?" were the first words out of his mouth. "Where's Aelita?"

"Hold on," Yumi said, ushering him aside. "Let's get Sissi out first."

A few moments later, she too was stepping out of the scanner. "Why'd you take us out? We need to find Aelita and finish the mission!"

"Schaeffer's gone," Fox said bluntly. "Ms. Ishiyama thinks the Green Phoenix rematerialized her, and I agree with that."

He turned to William and his friends then, raising an eyebrow. "What I'd like to know is why none of you warned us about that possibility."

William could see shame etched on his friends' faces, and knew his own matched. "I guess...we were just so used to having the factory, we never thought about what it meant for someone else to have it," was all Odd could offer.

"I'm concerned with why the Green Phoenix waited until now to pull one of us out," Yumi said. "Ulrich and I were there for days. So why now?"

"Maybe it has something to do with him," Professor Hertz said, turning.

William followed her gaze. There, propped upright against the wall, was XANA. His head was down, his eyes closed, his breathing even. His skin was pasty, his hair still jet-black, his face still an exact copy of William's. His clothes were, obviously, different: a plaid shirt and jeans that both looked a tad too big.

Anger and hate boiled his blood. "Why is he here?" Why did XANA get to be safe, but not Aelita?

"I don't know," Mr. Belpois said. "Like I said, he just...fell out of the scanner."

"He came out wearing that?" Sissi said, wrinkling her nose.

"He came out wearing nothing," Professor Hertz said drily. "We dug up some of Waldo's clothes."

"Explains why they're a fashion disaster."

"Priorities, people," Fox said. "To recap: XANA came out of the scanner as a human by methods unknown, but suspected to be related to the Green Phoenix. Schaeffer was rematerialized and did not emerge from the scanner, also presumably because of the Green Phoenix. There are no signs of the XANA in Lyoko, so technically our mission to remove him from power is complete. Our next step should be figuring out how to stop the Green Phoenix, as well as rescue Schaeffer and Belpois."

At that, the room erupted with the sound of a dozen voices arguing at once.

"Then we need to start preparing for a siege-"

"No, if XANA could use those towers-"

"Right, they could probably turn away any attack-"

"Then how are we supposed to stop them?"

"Maybe a virtual assault?" Yumi mused. "XANA used William to destroy Lyoko's core, once."

"So we, what, build another scanner and send you kids through it?"

"We'd have to build a Replika and a Skidbladnir too," Ulrich said.

"Without Jeremie?" William asked. His foot was tapping against the floor, jittery, insistent, full of energy desperate to go and do. "That'll take too long! We need to do something now!"

"What if we attack so quickly they don't have time to stop it?"

"What can do that?"

"XANA's tried to nuke the factory a couple of times," Odd said flippantly. "But I mean, that's insane."

To William's horror, Fox looked like he was actually giving the idea some merit. "You can't be thinking of doing that!" William protested. "All the people here-"

"I don't relish the thought of civilian casualties, but Dido wants us to do whatever is necessary to destroy Carthage. Now that terrorists have it-"

"Perhaps we could put out an evacuation order?"

"That would alert Mago that we're planning something. If he was distracted, maybe-"

"What could distract him?"

"The supercomputer has a limited scope of range, he can't use it to protect his resources in other countries-"

Professor Hertz's voice rose about the din. "Regardless, we're too deep in enemy territory to be safe and we won't solve any problems now. We need to retreat, reevaluate our situation, and then plan our next move."

As if on cue, XANA groaned. The whole room turned, the agents all training their weapons on him, as he stirred and opened his eyes. They were still red. "Really rocking the vampire look there," Sissi snarked.

"What hap…" His eyes drifted around the room lethargically, like they weren't really seeing the wary faces or the half a dozen guns pointed at him. He blinked a few times. "Wait. What?"

"Hold fire," Fox muttered. The guns were lowered, cautiously.

"Sir?" Lynx-who William had learned by now was the agent who'd fetched him and the others in the sewers-said.

"Too many civilians here. And he's human now; we should be able to subdue him without guns."

XANA was patting himself down, staring at his shirt and jeans as if he didn't know what they were. At Fox's words, his pale face took on a gray tinge. Smug satisfaction coursed through William. Yeah, how's it feel to be the powerless one now, you bastard? "Welcome to humanity," he said, sarcasm dripping off his words.

The gray in XANA's face changed to red. He staggered to his feet, looking equal parts afraid and furious. "Put me back in," he demanded, glaring at the Lyoko Warriors.

"Yeah, I'm thinking no." Odd said.

"Put me back in! You don't understand, I can't be-" He stopped short. Stared at the Lyoko Warriors. Looked around the room again. "...Where's Aelita?"

Still watching him warily, Fox said, "We think the Green Phoenix rematerialized her."

XANA's face drained of all color. "Oh no. No."

He lurched at the computer awkwardly, pawing at the controls. An alarmed Mr. Belpois pushed him back. In the moment it took XANA to regain his balance, the two agents closest to him had grabbed and pinned him to the ground. He struggled against them, looking mutinous-and maybe a little afraid. "Put me back in Lyoko! I can save Aelita!"

William scoffed. As if he cares. Fox crossed his arms. "I wouldn't trust you to save a baby from a house fire. My organization will rescue Schaeffer and Belpois."

"You don't have time to rescue her without me! Put me back in!"

The agent's eyes narrowed. He stepped closer. "We don't have time? Do you know something?"

XANA was staring at the scanner, desperately, hungrily. He didn't look away as he answered, "What do you think Mago did with that memory device until now? Sit on it? Of course not. He's used it to steal the memories of hundreds of people and enslave his enemies...and the first person he used it on was Anthea. He calls her Hera now. The things he does to her-" He broke off. "I can't let that happen to Aelita! So put me back in!"

A stunned silence descended on them. Taking advantage of it, XANA threw himself against his captors. For a moment, it seemed as if he might escape-but then, recovering from their shock, they wrestled him back into submission. William curled his lip at XANA, torn between disgust at XANA's fake terror and his own terror for Aelita.

Professor Hertz whirled on Stern. "You helped Mago wipe my best friend's mind?!"

"It's not my fault! I didn't know he was going to use the device for that!"

"What did you think he'd use it for?! You no-good son of a bitch-"

"Enough." Fox's voice cut through the argument like a blade. He was lowering his radio. As they looked at him, he licked his lips, took a deep breath, and said, "The blizzard's down. We're under attack."

Exclamations of "Say what?" "How?" and "What?" greeted this news. "Oh shit," William said.

Fox ignored them all, barking out orders. "Everyone, get moving. We need to get the civilians out of here and take them to Brussels."

Lynx glanced at XANA. "Including-?"

"Yes, including it...him. Dido will want to question him."

A look of horror dawned on Yumi's face, even as XANA glared and spat some defiant response. "XANA's not on Lyoko. He wouldn't be able to defend the tower he's using to create the blizzard. So Mago must have taken Aelita to make her-"

And then blackness descended on the room.


His radio crackled. "Power's cut."

Grigory smacked his lips in satisfaction. "Nowhere to run, kids."

He bent down and stroked Hannibal and Scipio's heads. They'd picked up on his mood and were quivering with anticipation, tails a blur, just waiting for the word. "Almost, boys."

He led them up the stairs, out of the sewers, and into the day. Amazing, how quickly that blizzard had dissipated. Not fifteen minutes ago it was storming like the end of the world, and now it was a clear, sunny day. The snow was waist-deep, granted, but then this had been the side of the Hermitage that faced the winds; it would be shallower on the opposite side, where the building acted as a buffer against the blizzard.

He crouched for cover and surveyed the scene. Half of his men were engaging Dido's agents, covering the handful he'd sent to cut the power. The other half were hastily using the snow to build makeshift fortifications, like some demented game of snowball.

Grigory joined the second group and took stock. Some of their original fortifications-sandbags, barbed wire-were being uncovered as they shifted snow around, and added to their defenses. The munitions they'd originally brought hadn't made an appearance, either buried too deeply or confiscated by the men in black. He'd expected that, and his group had brought an arsenal of weapons with them.

Mago's original orders indicated he didn't care whether the kids were alive or not. His update, from just a few minutes ago, had added that XANA might be with them-either in guise of a dark-haired boy or that blonde girl-and that while a confirmed death was acceptable, a capture would include a bonus.

Usually, Grigory liked dragging his prey back alive. Their sheer terror was intoxicating. But he'd seen what that thing could do. He could make an exception for it.

From a box, Grigory reverently selected a molotov cocktail and a lighter. He nodded at his troops to do the same.

"Light 'em up."


XANA couldn't decide what he hated most about this-this unfortunate transformation into a human. At first, it had been the total loss of power. Then, it had been the absolute silence in his head. He had a single brain and a single train of thought. His attention could only ever be on one thing at a time-at most, two or three. And the realm of ideas, analyses, calculations? Barred to him. He couldn't divide theories and possibilities amongst himself, or evaluate multiple information at once, or invent and discard plans in nanoseconds.

He couldn't think properly.

But right now, what he despised the most about being human was how sharp everything was. He thought he'd known smells and textures and tastes while possessing Eva, then Odd and Aelita. How wrong he was! His senses were being blasted from all angles: The scratch of denim against his skin was torturous. The dusty basement smells were noxious. When the lights had been on, they'd been almost blinding-but now, even the darkness seemed oppressive, overpowering in its absoluteness. He barely paid attention as they crawled out of the secret room, single file, alternately trying to suppress his inner panic and recoiling from the cold stone scraping the skin of his bare hands.

Oh, his skin. How could he even describe how restrictive that felt? His true form was something insubstantial, a thing of spark, smoke, shadow. He could mold himself into whatever contours he needed, burrow his way into any databank and stretch out there. Even when he'd taken direct control of Eva, Odd, and Aelita, he'd still been somewhat separate. He could have left them, though he probably wouldn't have survived long without electricity.

Now he was cramped in some bag of flesh and meat. Unable to extend himself outwards, limited to one perspective, trapped in a fragile shell of mortality.

Unable to do a thing to rescue Aelita.

Aelita. That was what drove him on, more than fear for himself or fury at his situation. Mago would wring Aelita's mind like a sponge for all useful information, and then wipe it. She would be amnesiac. Abused. Sitting next to Anthea on Mago's trophy shelf.

Those fools are just like Hopper! If they'd just trusted me to protect her, I'd be back in Lyoko, Mago would be dead, and she'd be safe!

Why should they have trusted you, though? A quiet voice whispered. Everyone knows you would have continued your war against them.

He shook his head, brushing the voice off. Without being able to think properly, he wasn't able to dissect the statement, weigh its truth and logic, and decide whether to discard it or accept it. Thus it was just another pointless distraction.

"They've set the house on fire."

XANA blinked, pulled away from his internal agonizing. Briefly, he cursed-again-this weak human brain that was unable to multitask. Were he in his true form, he would have been able to simultaneously analyze the deficiencies of the human form while paying attention to what-

Agh, not AGAIN.

"Go back," he commanded, masking his confusion in imperiousness. "The Green Phoenix did what? How long ago?"

The humans looked at him with various expressions of contempt and incredulity. He took the moment to refresh himself on their surroundings. They were still in the basement, moving through a hall-a glance back over his shoulder revealed the room they'd come from was still in sight. So he hadn't been in his head as long as he'd thought.

Hertz and Fox were at the forefront of their little procession, the other agents encircling the group. Yumi's father was holding her hand, his face ashen. Sissi was gaping. The other Lyoko Warriors, he realized with a start, had been staying within arms' reach of him-ready for any attack he might make. As if I'm foolish enough to-no, FOCUS.

"Just now," Fox answered, lowering his little radio. "Threw a bunch of molotovs. All the papers here, the wood, the old furniture-the place has gone up fast."

"How could they?" Belpois' father erupted. "We're still inside! Teenagers are still inside! Those-those monsters!"

Hertz's face was grim but unsurprised. "I spent years gathering information on them, trying to find Mago and Anthea. This isn't the worst of what the Green Phoenix would do to get what they want. We need to hurry."

So they did. They ran like...well, like they were on fire was probably not the simile XANA wanted. Surreptitiously, he sniffed the air, and then sneezed. Yes, that was smoke, alright, and even from here, the smell felt like it was blasting his face.

They came to the basement's intersection-the stairs led up to the living room, the hallway to the garage and, from there, outside. With a cry of relief, Stern started towards it. Fox grabbed his arm and yanked him back. "Hold on. The backyard is filled with Green Phoenix troops."

"Well the upstairs is filled with fire!"

"Yes, I'm quite aware," Fox said drily. "This is our only avenue of escape, but it's a dangerous one. So we need a proper plan. When we step outside, Belpois, Ishiyama, you and the kids run. Get to the city and find a way to get to Brussels. Steinback, Agent W, you and the rest of my surviving team will cover them."

Stern's face went white. "M-Me? I'm not-oh no, I'm not-"

"Fine," Professor Hertz spat. "You run. You'd probably be useless in a firefight anyway."

"Everyone ready?"

No, XANA barely bit back, even now unable to admit any weakness. But oh, he was not ready. Aelita was in danger and he couldn't help her, he was having trouble concentrating and he felt cramped in a cage of blood and bone, and now he was supposed to run into a-

"Go!"


The moment Aelita emerged from the scanners, she was restrained again. Mr. Mago lifted his radio. "Knock her out and bring her upstairs. We'll start preparing her for the memory wipe."

Hera inhaled, foolishly wanting to warn Aelita-but it was pointless. As soon as Mr. Mago gave the order, one of the soldiers in the scanner room raised his pistol and slammed its butt against Aelita's head. She crumbled immediately.

Hera watched this play out on the computer screen, feeling iller by the second as they lifted Aelita's body and walked towards the elevator. Soon, the room was empty.

A few moments passed. The elevator opened behind them. Mr. Mago nodded at Hera. "Come."

Swallowing, she rose and followed him into the elevator. It took every ounce of her self-control not to look at Aelita's prone form, slung over a soldier's shoulder like a bag of rice. If Mr. Mago discovered she was…

She was what? She didn't even know herself. But whatever it was, if Mr. Mago found out, he would do his best to destroy it.

But he wasn't watching her. He was just smiling to himself, heady on the taste of victory.

The elevator reached the factory level. They stepped out. Hera didn't know the specifics of the memory-wipe procedure, but she did know Mr. Mago. Now that he'd finally gotten rid of XANA, he would return to his tent to celebrate his victory with a glass of champagne, load up his laptop, and assess the damage XANA had done to the Green Phoenix. He would give out the necessary commands to fix it, and then he would begin using the supercomputer to conquer the underworld and terrorize everyone else. As for that girl, when she was memory-wiped, she would probably be kept as a hostage to deter the Lyoko Warriors. Once they were defeated, the girl would be disposed of, if she was lucky. If she wasn't, she would probably be used in some weapons' experiment, trafficked off, or even given to one of Mr. Mago's favored officers. It was his way to spite those he felt had truly wronged him-especially if the victim had done nothing but be related to the wrongdoer.

What better way to hurt my enemies, than to attack the ones they love? He'd said once, while drunk, before continuing to bruise her ribs black and blue.

Hera would never dare ask, but she suspected she was one of those unfortunate enough to be related to the wrong person. So she'd always felt a special affinity towards the people Mr. Mago claimed as hostages. But this time the urge to act out, to stop it, was so strong it was surprising.

Hera glanced up at Mr. Mago. Her hand rose to her cheek. If I try to go against him, he'll...

But...but if I don't do something...that girl will…

Why? Why was it so important that nothing happened to that girl? She should be worrying about herself. Mr. Mago was going to be so cross with her for XANA's interference earlier. The punishment would be-

The girl's face sprang back to mind.

The punishment would be…

Not...as bad...as not protecting her?

Her heart was a worn, beaten thing. She squeezed every ounce of courage she had out of it. "Shall I prepare Jeremie for his own mind wipe?" she called ahead.

Her voice shook. Fear shot through her. He'd know. He'd recognize her duplicity, he'd spin around and yell in her face. Then the blows would come. Kicks. Backhands. She'd be bruised to her bones and nothing would remedy it. If she wasn't careful, if she cried in pain too much, he'd enjoy it, and then...then he'd do the other things she didn't want to think about, and when that was done he'd laugh at her for thinking she could do-do what? She couldn't do anything. She was foolish and stupid-

"Yes, you do that," Mr. Mago said dismissively. "We'll get to him once we're done with Aelita."

Hera stopped short. He kept walking. The soldiers kept walking.

They all...kept walking.

So stunned and afraid was she that she stood there not just until they were out of sight, but until their footsteps had faded. Then, on shaky legs, she turned and headed towards Jeremie's closet.


XANA could not remember what followed Fox's order. He just knew it had been chaos. An eruption of noise as the agents and Green Phoenix engaged each other, a blur of colors and faces as he ran, a tableau of senselessness. And then-suddenly, trees, snow, rocks. The forest.

And silence, broken only by one other pair of boots, rhythmically thudding against the snow.

He took a moment to collect his thoughts. It was highly likely, XANA hypothesized, that the 'civilians', as they'd been deemed, had lost sight of each other and been scattered in the firefight. So, right now, it was him and one other person. He looked.

Ulrich Stern.

Oh, that was wonderful. Not because XANA had any particular distaste for the boy-he didn't care much about him either way-but because Ulrich Stern was one of the most athletic Lyoko Warriors.

Meanwhile, XANA had, technically speaking, never run a day in his life; his newborn human body was entirely unprepared for this level of physical exertion. He was so desperate for breath he actually felt dizzy. His limbs felt like they were going to fall off. His teeth chattered as cold fingers gripped his limbs through clothes unsuited for winter. The snow drifts made movement slow and challenging.

Even pushing this frail, stupid human body as hard as he could, XANA could barely keep Ulrich in eyesight.

And that was a problem, because there was a human idiom he vaguely recalled encountering on the Internet which was quite fitting for the situation. You don't have to outrun the bear...you just have to outrun the last person...something like that.

He grit his teeth. He could not be food for the bear. He had to rescue Aelita.

Somehow, he forced himself to move a fraction faster. It felt like having nails stabbed through his feet and legs. It felt like being ripped apart by the anti-XANA program. But he refused to be-

Ahead of him, Ulrich suddenly tripped and fell. Had twisted his ankle? No, it seemed to be stuck in some hole in the ground, one that had been hidden under the snow, if the way he was fruitlessly yanking his leg was any indication. Perhaps an animal den.

Excellent.

XANA ran past him. What did he care about these kids? In fact, Ulrich would be excellent bait for Nictapolous. Surely that would buy him time. He could get somewhere safe, get a laptop, code a Replika, activate a tower, and save Aelita.

And would she thank you for it? Would she thank you for abandoning one of her friends to die?

"Son...of a bitch," XANA wheezed, spinning on his heel and running back.

At least the shocked look on the Lyoko Warrior's face was something. "What are you-" Ulrich started.

He grabbed one of Ulrich's arms. "Just shut up and...help me get...you out, unless...you want...both of us to die here."

Seeing the sense in his words, Ulrich didn't question his unusual graciousness further. XANA shuffled around until he felt somewhat confident that he wouldn't slip on snow or ice, set his feet as firmly as he could, and pulled.

...He had no idea what he was doing, but it must have been somewhat correct. Between his pulling and Ulrich pushing at the ground, they were able to free the boy's trapped-slash-stuck foot. But when Ulrich tried to stand, he immediately winced and shifted his weight to his other leg. "Yeah, that's twisted, alright."

For a moment-a stupid, wasted moment-the pair simply looked at each other.

Then XANA sighed, thought What was that other human phrase? In for a pound…?, and slung Ulrich's arm over his shoulder.

"Slow me down and I'll drop you," he grumbled, already knowing the threat was empty.


She didn't look at the guards as she walked right up to the closet and opened it. Jeremie was curled up on the floor, looking defeated and miserable. Someone had taken his laptop away-smart. He sprung to his feet when he saw her, the bruise on his face gleaming in the light. "Where's Aelita? What happened to her?"

"I'm sorry, that's classified information," she said, trying to figure out how she was supposed to convince him to help her without alerting the soldiers. "Mago has new orders for you."

He scowled. "What now? I've already...taken care of XANA for you people."

"But we don't know that for sure." A plan was taking shape in her mind, details clicking into place one after the other. "XANA's gone, but we don't know if he's destroyed. Mago wants you to run a few scans on the supercomputer to try and detect his presence."

His eyes lit up at the word 'supercomputer' for a brief moment; then he immediately tried to wipe the eagerness from his face. So she was right…! He did have a way to use it to stop Mr. Mago!

She grasped Jeremie's elbow and tugged him out of the closet. He came compliantly. The two men moved to flank her, and she waved them off. "Go take a break…" She quickly glanced at the names stitched into their fatigues. "Millhouse, Zimmerman. You've been guarding this remote little corner of the factory for hours."

"He could still try something," Zimmerman said.

"If he does, he won't get far-and he knows Mago will take it out on his friend." She glanced at Jeremie, beseeching him with her eyes to be sensible. If she could just get him alone for a few minutes…! "Nobody wants that, right, Jeremie?"

"No," he grumbled.

That was good enough for his guards. With extreme relief on their faces, they turned and headed towards the camp's cafeteria area. Heart in her throat, Hera led Jeremie in the opposite direction.

They rounded the corner, and she cast a furtive glance around. The double doors at the far end of this hallway opened into the main floor of the factory, where the camp was. There were several regular doors lining the hallway, but she knew from the factory's plans that they led to various storage rooms, closets, and dead-ends. And they were close enough that if she screamed, someone would come to investigate.

If she could look at their surroundings and realize that, she could only hope Jeremie would too. If he did, then he'd be likely to hear her out. If he didn't, and tried to run or fight...

Stopping short, she whirled, covered Jeremie's mouth with her hand, and leaned in. "I want to help," she breathed.

His eyes widened, then narrowed.

"Please don't scream if I uncover your mouth. Or attack. Or run off. Do you promise?"

He nodded.

Taking a deep breath, Hera withdrew her hand. True to form, Jeremie stayed still. Suspicion was etched on his face, along with the barest beginnings of hope. "Why?" he whispered.

She darted a glance towards the double-doors at the end of the hall, then hastily pulled Jeremie into a side room. "I...I don't know myself," she confessed. "I just know I can't let anything happen to that girl."

His brow furrowed-then, his eyes widened. Some expression, something like understanding mixed with horror, dawned on his features. "Anthea?" he whispered.

She frowned. The name sounded...familiar, just like Aelita had. "Who's that?"

"Never mind. There's no time to explain." Jeremie chewed his lip. "But I think I can trust you. And even if I can't-well, I'm desperate."

"But you have an idea? What is it? Are you going to use a tower, like XANA, to save her?"

He balked. "I...I'm not the best at programming spectres or clones," he admitted in a low voice. "They tend to have defects-and now isn't the time to try learning how to reverse gravity or possess people."

Hera felt hopelessness swallow her up, a great swell of a tsunami. "Then...there's nothing we can do?"

"No, I didn't say that. I can't stop Mago right now, but I can buy us time, at least."

She took a deep breath. "What do we need to do?"


XANA had actually started to get used to the fire in his veins, the weight on his lungs, and the lead in his limbs. He would have preferred it to still be bothering him, honestly. At least the pain of running had purged all unnecessary distractions from his mind. Now he couldn't stop turning over what he'd just done.

Saving that harmless adult Richard Dupuis was one thing. Imprisoning the kids was one thing. Allying with them was one thing. But now he'd actively rescued Ulrich, when abandoning him would further XANA's chances for survival. And what was his reason? He hadn't wanted to hurt or disappoint Aelita.

What did that imply for his conquest? When would this infection of-of what, conscience, stop? How was he supposed to-

This is really not the time to think about such things, he scolded himself as he almost tripped over a rock in his inattention. Curse the limitations of this human brain and body! When would this infernal forest end? Where was-

There was a blur of black, a shriek from Ulrich, and suddenly the weight that XANA had been supporting on his right side disappeared. It was so sudden, he stumbled. Quickly regaining his bearings, he spun around and scanned the forest. He soon spotted their assailant-a large black dog, which Ulrich was struggling under.

Again, XANA thought of running away. Again, XANA ran over to help, cursing himself, Aelita, and everything in existence as he did.

Before he'd gone more than two steps, a second dog burst from the underbrush in front of him. It spotted him, barked, and charged. Surprised, XANA swore and raised a hand to electrocute it.

Unfortunately, XANA had forgotten something-or rather, wasn't used to it yet. He was not controlling someone through a spectre. He wasn't even directly possessing someone. He was a teenage human boy and teenage human boys could not shoot lightning.

The dog tackled him. Its teeth crunched down on his outstretched hand. Bones cracked. Blood spurted. A shriek of pain flew from his lips as he fell backwards. The snow cushioned his fall, but the dog crouched on him, its weight driving the air from his lungs. Teeth grinded against his hand. Frantically, his other grabbed at the beast, scrambling for a purchase. They found it in one of the ears. He pulled-

The dog's head was pulled back, but it held fast to his hand, unwilling to relinquish its chew toy. XANA gasped for air as his eyes scrambled across the landscape, looking for a stick, a rock-

Boots crunched on snow. "Nice catch, Scipio. Drop and sit."

His hand fell from the dog's maw and landed at his side with a wet thump. The dog settled itself on his chest, nose millimeters from his own, eyes black and hungry.

Still struggling to breathe, XANA craned his neck to inspect his right hand. Nausea swelled. It was-well-a lot of blood and mangled skin. Some of the fingers were twisted or bent. Looking past it, he saw several men and women wrestling Ulrich into submission, holding him at gunpoint, tying him up with rope. The first black dog stood nearby, poised to attack again.

"Scipio, heel."

The dog got off him-oh, how precious air was!-but he was roughly hauled to his knees before he could capitalize on it. He didn't know if he could have; too many things were flooding him now, pain in his hand and ragged gasps for air leaving his mouth and blood and hormones rushing through his veins. How did humans stand this? It was so vivid he was actually losing his sense of surroundings. He was nothing but pain and light-headedness and useless, overwhelming adrenaline.

"Alright, prisoners," a voice yelled out, and that sound almost knocked him over. "Your fates are sealed. But if you try to fight back, then after we kill you, we will find your family and friends, and we will kill them. So I suggest taking this gracefully."

What was going on? Concentrate! Pick something-anything-and focus on it. Use it as an anchor.

His breaths. That would work. He could count them. Somehow, he forced his racing lungs to slow down. Inhaled, deep, slow, long. Let it out. One. Now repeat. Inhale… Exhale. Two. ...Three… Four…

Slowly, the onslaught receded, allowing him to become aware of other things. The cold, dry texture of snow against his knees. His arms twisted so they were behind his back, rope burning against his hands. His bangs sticking to his forehead-he shook them loose impatiently. Voices and the sound of people moving around him.

Nine...ten…

Still counting breaths, XANA blinked several times. His vision was returning-or had it ever left? He looked up and around-

And his stomach dropped to his feet.

Men and women in the Green Phoenix's colors filled the forest-when had they arrived? Some of them had set up a perimeter-some faced outward, some inwards. Some of them were shoving forward prisoners-Fox, Hertz, Belpois' father-and forcing them to their knees in the snow. Ulrich was immediately on XANA's right, and beyond him was Odd, then Yumi's father…

We're set up like a firing squad.

The crunching of snow nearby dragged his gaze back to the front. Nictapolous was pacing in front of them, scanning them like a wolf deciding which rabbit to devour first. "Looks like we've got all the survivors." His eyes passed XANA, went to the end, did a double-take. "Oh, now that's interesting."

He pointed. "Sanchez, Anderson-bring those two over here."

XANA craned his neck. Two women were dragging William and Stern up, pressing guns to their heads to keep them cooperative. They did as Nictapolous said, shoving them down to XANA's left.

"Walter Stern," Nictapolous said. His predator's smile grew as the man trembled. "This is an unexpected pleasure."

Stern's Adam's Apple bobbed. Once, twice, three times. After several stuttering starts, he managed to say, "G-Grigory, please."

Nictapolous just kept smiling. He was enjoying the man's terror, XANA realized. "You betrayed the Green Phoenix. You know what the price is."

"I-I h-had no ch-choice. D-Dido was g-going to-"

"You shouldn't have been scared of Dido. Dido, she's got rules she abides by. The worst she can do to you is make you disappear. We, however, can make your life a living hell.

"Don't worry, you're not going to die here. You will be dragged back to Mago, though. And you know what Mago does to his enemies."

Walter stared at him for a moment, face bloodless, eyes wild, chest heaving.

Then, suddenly, he lunged.


This is foolish, Hera thought to herself as the elevator descended. There was no way they could pull this off. Mr. Mago was the most powerful person on the planet. Nobody could stand against him, much less her. This had to be some test to see if she was stupid enough to try, and when the elevator doors opened, he'd be there, waiting, scowling-

The elevator stopped. The doors opened. The room was empty save the two soldiers on duty. When they glanced at her, her heart stopped as if held at gunpoint. She almost fell to her knees as possibilities and that scary, scary emotion known as hope stared back at her.

If-if this wasn't a test-if Mr. Mago genuinely had no idea, and there was a genuine chance this could work-

What if she messed up? Jeremie would be tortured. Mr. Mago would learn about her treachery. And-

I should stop this madness right now. Turn myself in. Maybe if I begged, he'd forgive me.

Aelita's face came to mind. Steel shot through her slacking spine. She took a deep breath and said the line she'd been mentally rehearsing non-stop. "Mago has decided that not confirming XANA's death is foolish. He wants the boy to try several more programs to discover what happened to him."

The soldiers grunted and waved them forward. Hera trailed Jeremie as he sat in the chair, a little gingerly. "Don't try anything," she said. "I'm watching you, and if I give the word, these men will-"

"Drag me out and beat me for my disobedience," he said. "I know the drill."

One of the soldiers stepped forward at that and pistol-whipped him across the face. His glasses flew off and skidded across the floor. "Watch your mouth, boy."

Wordlessly, Hera retrieved the glasses and placed them back on Jeremie's bruised face. "Please just do as you're told," she said, because she had never scolded the soldiers before and couldn't do so now. "You're very smart, Jeremie; if you obey Mago, you could go far in the Green Phoenix."

"Is that what's in store for me?" he asked, and there were genuine fear, resentment, and morbid curiosity in his voice. "Recruitment, after I've probably been mind-wiped?"

It was. She hadn't thought about that before-or rather, she didn't let herself think about it. But now, the reality of Jeremie's possible fate slapped her across the face like one of Mr. Mago's backhands.

How many times have I stood by and done nothing? Jeremie was young, and that was partially why his capture had struck her so deeply. Mr. Mago's enemies had always been adults before, and even when he did take hostages-even if those hostages were children-Hera usually hadn't been around to meet them personally. But she'd still known.

A scarier thought came to her then: what if this is some fluke? Jeremie said I'd forget everything that happened. What if this is some fluke and Aelita gets captured again and I just watch as-

"Just proceed," she said tightly.

Jeremie lowered his head, sat in the chair, and swiveled towards the monitor. Hera stood at his shoulder, held her breath, and waited.


XANA's ears exploded as the caterwaul of machine guns filled the forest. Stern jerked and twisted, hands still tied behind his back. The children screamed. Something wet splattered on XANA's face. He blinked-and when his lids lifted, Stern was lying on the snow in a pool of blood.

XANA threw a glance at Ulrich, but the boy was completely frozen. Of the Lyoko Warriors, he alone hadn't made a sound. His mouth worked noiselessly as he stared at his father's body. His breathing was erratic and shallow. Like XANA, a few errant spots of blood had gotten on his face.

The AI-turned-human craned his neck to gauge the reactions of the other Lyoko Warriors, but they were all equally stunned. Sissi was sobbing openly. He couldn't make out the adults from here, but overall, the fight seemed to have gone out of everyone. Not out of any fondness for Walter Stern, but out of how suddenly and harshly they'd been confronted with mortality.

Maybe Aelita had been right. Maybe there was something different about watching a person die, versus risking your own life every day. ...Though if there was, XANA couldn't feel it, and for a brief moment, discomfort stirred in him.

Nictapolous scowled down at Stern's body. "Did you really think you could escape, or were you just trying to die? ...Eh, doesn't matter. Your wife can take your place."

Sanchez spoke. "You want us to kill his kid next?"

"No. Number two on the agenda is more pressing."

XANA clenched his jaw and lifted his head as Nictapolous turned back to him. The hitman looked between him and William for several long, drawn-out seconds. "Well, this is a dilemma. I remember that face from the factory..."

If XANA could go back in time and hit himself for being so arrogantly stupid as to taunt them in his avatar...

"...but the question is, which one of you is XANA?"

"Him," William said instantly. XANA glared, but frustratingly, couldn't even be angry. It was dawning on him, vaguely, that he had done evil to William by possessing him. If his autonomy had been stolen from him, he'd want vengeance too.

"Rhetorical question, kid. I know Mago wants to spend a couple of weeks torturing XANA, but I'm a little more practical. That thing's too dangerous to keep alive, and I'm not taking chances either way. Nothing personal." He looked at them again, pulled out a coin, and flipped it. It seemed to hang in the air for an eternity, sunlight glinting off it as it spun and spun...

Nictaplous caught the coin, glanced at the face, pulled out a heavy pistol, and pointed it at… Typical. "Looks like you're first on the chopping block, kid. Any last words?"

"Go to hell," XANA spat. Human, pinned, one-handed, and weak, he didn't care-he would die before he became a sniveling coward.

I'm going to die anyway. The thought was a cold splash of water to his face. And in such a stupid way too. Unbelievable. This isn't how I want to die!

It took several seconds for XANA to smooth the fear from his face. But Nictapolous didn't notice his lapse-he'd thrown back his head and laughed. "Fiery one, whichever you are. I like your spirit, kid."

He wasn't really paying attention. I don't want to die at all! I need to rescue Aelita-I need to-

Get up. Move. Run. Go down fighting, at least. But this damnable human body was failing him again. The fear that had driven his flight earlier now locked his limbs in place, and he couldn't make it go away.


A green exclamation mark popped up on the screen. The Return to the Past was ready.

Just like that? Hera thought, almost hysterically. It's as easy as that?

What would happen afterwards? Well, it didn't matter, not when she wouldn't remember.. She'd probably never even discover why Aelita's safety mattered to her. But even that was fine. Aelita would be safe for now. She would just have to trust that the kids would figure something out with the time she and Jeremie had bought.

Jeremie pressed ENTER.


Nictapolous stepped closer and pressed the cold metal of the gun barrel to XANA's head. "Anyway, dasvidanya."


"Return to the Past, now!"


Everything was engulfed in white.


From Hopper's experiments with temporal reversion, XANA knew that death and a Return to the Past intertwined like this:

A person who died prior to a Return to the Past would be brought back to life, but only temporarily. Once the day and time of their original death arrived, they would simply drop dead, as if from an aneurysm. If the deceased was registered in the Supercomputer, a Return to the Past would not bring them back at all. Of course, Belpois had worked around this to save Yumi and Aelita once each. But XANA doubted any such courtesy would be extended to him.

Which made it all the more fortunate that whoever fired off that Return to the Past did so before the bullet killed him.

He was cut in two again, one half in Lyoko, one half in the Mirror. But his halves were no longer at war; they both remembered their past, they both accepted it, and they were both only just losing the fear caused by their brush with death.

And they were both furious.

Furious at the Green Phoenix, yes, but also furious at himself. XANA was furious that he'd overestimated his abilities and dismissed Mago as a threat. His pride and arrogance had almost killed him, permanently. And even worse, it had almost gotten Aelita mind-wiped and enslaved.

In nanoseconds, he took stock of multiple things:

The supercomputer's clock displayed the date as two days ago, as far back as the RTTP could jump. So this was after the men in black had arrived, but before the assault on the Hermitage.

Aelita was in the Mirror, seeming dazed, but alright. The XANA there instantly went to her side.

His tower had been forcefully deactivated, which meant that not only was his blizzard gone, he'd need to wait a while to let the supercomputer "recharge".

Eva was still under his control and sleeping somewhere in the Digital Sea.

XANA's fury settled into a deadly, icy calm. He pulled Eva out and materialized her. The scanner opened. The guards startled.

He didn't even want to waste the milliseconds it'd take to deal with them. He just stalked towards the elevator, letting the bullets pass harmlessly through Eva's body. Stormed out into the factory's main floor, not bothering with stealth. Surprised soldiers shouted and chased after him as he marched into Mago's tent.

Mago was sitting on the floor, at his table, cutting into an ortolan. His head jerked up at the sudden intrusion. "What is the meaning of-"

XANA grabbed Mago by the neck and hoisted him into the air. "I should have done this from the start," he hissed.

Then he crushed Mago's throat.


A/N: My understanding of the RTTP is that it returns everyone and everything to their original position. I've heard varying theories on whether it's actual time travel or just universe-jumping, and I'm not going to try to explain simply because that's all a bit beyond me XD I will say that the universe-hopping theory is depressing to me, since it means that Aelita and Jeremie would suffer the fates mentioned earlier in the chapter while the rest of the Lyoko Warriors and XANA would be dead. To say nothing of how often they would have died in the show...

I had a hard time deciding where to end this chapter. I thought about just doing it at the RTTP, but I felt bad for taking so long to get this one out. Plus I had a lot of thoughts/writing process stuff I wanted to share and couldn't until Mago was dead. And now that he is, buckle in!

While Mago was always intended to be XANA's kill, it was never intended he would be XANA's victory. That honor belongs to Anthea, and was another thing I planned in advance. If I had to pick one question to ask the novels, it would be: why was Yumi the one to confront Mago?! Anthea and Aelita were the ones whose lives he ruined! And of the two of them, I felt it made more sense for Anthea to be the arbiter of his downfall. Partially because, well, she deserves it, and partially for narrative reasons:

Mago played a part in destroying Aelita's life, yes, but he was always a much more impersonal foe to her than XANA and the men in black. They've never even met before this chapter! That would have made for a tonal elephant in the room if she'd been the one to undo him. So when I was plotting his defeat, I set it up to involve the three characters he's interacted with the most: XANA, Jeremie, and Anthea. Anthea's courage let Jeremie save the group, and then XANA took the kill.

...I did contemplate having him destroy Mago's mind by throwing him in Lyoko and then letting him live as a "be careful what you wish for" type of thing, but while I find that fate quite poetic...I simply couldn't justify XANA doing it. Mago's the one who likes to keep living trophies around; XANA's always gone for the jugular in the show. And more importantly, it would massively undercut his whole epiphany about being too arrogant and underestimating humans.

Finally, not coincidentally, the characters I chose to be involved with Mago's death are also a reflection of him or history. XANA is Mago's mirror, an arrogant and ambitious antagonist who cut his way to power, kidnapped and has a personal relationship with a pink-haired Schaeffer, felt "crossed" by Hopper, and made the (near) fatal mistake of underestimating people they thought they'd crushed utterly. And yet, despite being an AI, he's ironically the more human of the two.

Jeremie is a second Hopper, a genius who could be a tad obsessed with the supercomputer, but has noble goals. A genius who fights to save the world, but could be neglectful of personal relationships. A genius whose relationship with a pink-haired Schaeffer would have been exploited by Mago to keep him under his thumb. A genius who was faced with an AI showing humanity (Aelita back in Season 1 for Jeremie, XANA for Hopper) and had to decide whether to kill them to prevent possible future evil.

Aelita is Anthea, caught up in the machinations of other people and made a victim because of it. They lost years of their lives, lost their memories, were trapped by their enemies, and were powerless for a long time. Both of their lost memories are reawakened, in some form, by a long-lost figure from their past (XANA for Aelita, Aelita herself for Anthea). In some ways, Aelita was luckier; she had friends to help her escape her situation and her enemy has a genuine soft spot for her. On the other hand, her memories were lost because her father betrayed her, and that's a sting that's not going to go away soon.

...There are a few more parallels, but I'll wait 'til later to share those ;)