Hi, everyone! You know how sometimes things never come out the way you expect them to? I've been planning Five for years and I can't write a word for it, while I've only had this idea for a month and suddenly I know what to do with it! Granted, it's far smaller in scale, but...ANYWAY. I had this idea and the inspiration to write it, and I hope it chills you as much as it chills me. And I hope it makes you like CL, even three years after it ended. C:

Be sure to read the Interlude! That's where the plot actually starts.

Disclaimer: If I owned Code Lyoko, you probably wouldn't watch it.

Notes: This fic takes place between Music To Soothe The Savage Beast and...the episode after it. For the less refreshed, that's near the end of Season 4. It contains little swearing, but a lot of innuendo and some naked. So, basically, exactly like CL.

A Code Lyoko Fanfiction
by Carth

Chapter One
A Straight Face

The Digital Sea was a lovely shade of blue that evening.

It was never a very good place to be at any time of day, but it was somewhat safer when it was blue than when it was red. When the sea was red, there were likely monsters roaming in it looking to kill any humans they came across, but when it was blue, only the water was very deadly. Of course, safe behind the shields of a ship like the Skidbladnir, as Ulrich, Odd, Yumi, and Aelita currently were, the Digital Sea was like the open road – easy for travel and only potentially murderous.

None of the Lyoko Warriors, save Aelita, were doing much of anything at the moment. Aelita was, of course, busy driving the Skid back to Lyoko. Yumi was sitting sideways her seat, flicking her fan open and closed in a bored manner. Ulrich was leaning back, drumming his fingers on his armrest. Odd looked slightly more alive than the others – he was sitting forward and scanning the area outside his windshield, grinning deviously.

"Okay, I spy with my little eye…" He tapped his claw against his chin. "Something…blue!"

"It's the wall," Ulrich's voice deadpanned back to him through the Skid's speaker system.

"Okay, then I'll have another turn." Odd tapped his NavSkid's interface this time. "I spy-"

"It's the wall," Ulrich repeated, annoyance not even bothering to creep into his voice. "We've been through this a hundred times, Odd-"

"Actually, you've only had five rounds," Yumi corrected. The flick of her fan was audible behind her voice.

"Same difference," Ulrich said. "All that's here is walls. Don't you have anything better to not do?"

"If I did, I wouldn't be playing I Spy, would I?" Odd flopped back in his seat, whining under his breath. "Jeremie, are we there yet?"

"I don't know," Jeremie's voice cut in from out of nowhere as usual, layered with cheerful sarcasm. "Do you see anything that looks like Lyoko?"

"How should I know? All of the balls look the same to me!" Odd shrugged in his seat. "Why did that Replika have to be so far away?"

"What, didn't you know? XANA put it there just to spite you." Even though Odd couldn't see Aelita, he could practically hear the jeering smile he knew she had. "It's not so much that it was far away. There weren't any network access points nearby…"

"Don't you have a ship to drive, Princess?"

"I can drive and make sarcastic comments at the same time. It's one of my many special skills."

"I don't know about that, Aelita," Ulrich cut in, sounding slightly more amused than he had before. "Can you spy things like Odd can?"

"Settle down, guys," Jeremie interrupted, just before things could get any more involved. "I know we've all had a long day, but it'll just be a few more minutes."

"It'd better be," Odd said. "I'm bored stiff! And I thought I was going to get a little beauty sleep tonight…" He closed his eyes and shook his head, but he couldn't get to sleep if he tried. Voluntary sleep was impossible on Lyoko, though unconsciousness was negotiable.

"Odd, it's only…what, eight?" Ulrich said, grinning from ear to ear. "What's the rush? Are you going to be up all night with girlfriend number…what is it now? Sixty-four? Sixty-five?"

"Thirty-seven," Odd said, his voice suddenly edgy. Ulrich responded with a low whistle.

"Already?" Yumi said, finally interested in the conversation at hand. "Who is it this time? Eighth grader? Seventh grader?"


"At least tell us you know her name," Jeremie insisted.

"Why is it any of your business?" Odd retorted, trying his best to keep his tone light.

"You don't know her name, do you?" Ulrich was holding back giggles the entire time he was talking. "You might want to start having conversations with these girls before you let them suck…your face."

He burst into laughter, and Jeremie and Yumi couldn't help but follow suit. A small "Uh…" could be heard from Aelita in their midst. Odd folded his arms and shook his head again. "I do know her name, alright? I'm not that much of a floozy! I just don't see why you have to know if you're just going to make fun of –"

"But you admit you're a floozy." Ulrich wasn't going to let the topic die.

"I believe the term you're looking for is "Casanova," good buddy."

"I don't think that's what you said, Odd."

"But it's what I said later, Yumi. So it's more truer."

"Yep, that's right. A guy can date as many girls as he wants and get all the praise in the world for it. Nothing unfair about that, not at all…"

"Says the girl who hasn't had her first kiss!" The Skid's cabin grew deadly quiet.

"…Shut up, Odd!"

"You haven't?"

"Why, do you have anything you want to tell us?"

"Wait, you have?"

"No, what-?"

"Wait, who's doing what to who now?"

"Guys, honestly! It's nothing, Aelita," Jeremie said, hardly hiding the fluster in his voice. "Boys will be boys, and…" He paused for a second, and then went on with a vastly different tone of voice. "Uh oh…!"

"Huh? Jeremie, what is i-" Ulrich didn't have to finish his sentence – before he was done, the Digital Sea faded from blue to red. The tone of the conversation switched immediately from taunting to professional. "Oh. Now I see."

"Yeah. Speaking of boys, we've got fancy-pants at ten o' clock!"

The Skid swiveled to the left. Sure enough, the Rorkal, a smaller, spiny Navskid expy, was rushing toward the Skid at top speed. None of the Lyoko Warriors could see through its windshield at that distance, but they all knew who was inside.

"William? Really? That's the last thing we need right now." Yumi shook her head.

"I'll say!" Odd whined, looking out the top of his Navskid at the oncoming ship. "Now we'll never get home."

"Not if we let him have his way, anyway," Jeremie replied, clacking keys. "He doesn't seem to have any monsters with him. It's just another attempt to waste our energy reserves. And maybe kill us, if he's lucky."

"In that tiny ship?" Ulrich snorted. "What does he think he's going to do, ram us?"

"…Probably. Aelita, do you think we can outrun him?"

"In the Navskids, maybe…" Aelita pushed a few buttons on her console with one hand, and put the other on the Navskid release levers. "But the main body? Probably not. Should we attack him?"

"He's not gonna stand around."

"I'll take that as a yes. Navskids deployed…" Aelita pressed down three of the four levers in front of her. "Listen, you guys hold William off while I get closer to Lyoko. You can rejoin me when you're done, so…finish this quick!"

"You don't have to tell me twice!" Odd shouted back. With small clicks, Yumi, Ulrich, and Odd's Navskids detatched from the main Skid. The main Skid sped off one way, away from William and toward Lyoko, while Ulrich, Odd, and Yumi sped to join William. They surrounded the Rorkal in a circle, following it as it sped ahead.

"Unwelcome as usual, aren't we?" Ulrich jeered, even though he knew William couldn't hear him, much less understand him. "Torpedoes –"

Odd fired his before he'd even finished saying the command. At first sight of the torpedoes, the Rorkal dropped out of sight, sending the weapons spiraling toward Yumi, who ducked under and out of the way just in time.

"Great!" Odd shouted. "Now I've wasted my weapons!"

"That's not the only thing we've wasted," Yumi said. "Look up!"

The boys followed her command, and each winced as they saw. In the time that the Navskids had wasted on William, three Rekin had crept out from behind walls further ahead, and were now pursuing the main body of the Skid.

"Wait- Aelita, watch out!" Jeremie's voice called just in time. "Three Rekin have just appeared! They're chasing after the Skid!"

"Oh, just what we needed," Aelita said so all the Navskids could hear. "I don't think I can maneuver this to –"

"I'll be right there," Ulrich cut in. "Yumi, keep William occupied. I'll go back and help Aelita."

"Sounds good, just fine, perfect," Yumi said, a little too fast.

"What about me?" Odd whined. "I'm useless!"

"Yes you are," Yumi replied with a smile. "Head back with Ulrich and distract a shark or two."

"Wait, so I'm shark bait?"

"Shark bait, un ha ha."

"Oh, it's a choice between sharks and your jokes? I think I'll take the sharks." Ulrich and Odd sped away. Yumi realigned her ship to look down where William had fallen, just in time to see one of his torpedoes rocketing up in her direction.

"Everything always attacks me!" she shouted to herself as she dodged them. The Rorkal rocketed up after the rockets, stopped, and swiveled to lock on Yumi. At this distance, she could see William grinning at her through the glass of the ship – but she couldn't see the faint Eye of XANA that she knew was on his forehead.

"What, what do you want?" she deadpanned, again as if William could hear. William only laughed. Yumi fired her torpedoes while he was distracted. One missed, while the other hit the side of the Rorkal's body, sending it spiraling away from Yumi. Without a moment to lose, she chased after him. If she could just get him to waste his last torpedo, she knew, he'd disappear.

"Stupid sharks! Follow the bait already!" Odd's voice crackled in from the other battle. Yumi tuned them all out – that wasn't her fight. She reached the Rorkal just as it oriented itself – and predictably, it sped off in the other direction. Yumi chased the ship through two corridors until she realized this was its plan – lead her on a chase until she was too far away to reach the main Skid again. She had to end the battle quickly. Putting on an extra burst of speed – above that of the damaged Rorkal – she swerved to sit in front of the ship's mirror again.

The two windshields slid against each other. Yumi could see the whites of William's eyes – and their Eye of XANA pupils. The sight filled her with unimaginable rage.

"Well?" she shouted through the glass. "Hit me!"

Yumi's Navskid rocketed backward as William's second torpedo hit its side. Now frantic, she dropped out of the Rorkal's range, turned around, and tried to navigate her way back to the main fight. "William's out of ammo!" she shouted to the others. "I'm heading back. How are you guys?"

"We're waiting at the entrance to Lyoko," Aelita said. "Two Rekin are gone. I hit them both –"

"We both hit one of them, Aelita –"

"You wish. We're still waiting on Odd with the third."

"Okay, I'll – oh, no he isn't!" A beep on Yumi's radar told her what she had feared – the Rorkal was following her again. "Jeremie, I think you were right about the ramming."

"Yumi, I'm right about everything. Can you shake him?"

"Once I get back to the Skid, I can."

"Hurry! Your Navskid's almost out of power!"

With another burst of speed, the main body of the Skid came into sight, sitting just outside a giant sphere – Lyoko. Ulrich and the empty Navskid were attached to it, while Odd was doing a loop-de-loop pattern with the third Rekin, which was firing at him without success.

"Finally!" Odd shouted, speeding away from the still-looping Rekin. "Me and my partner over there were getting kinda dizzy."

Yumi just "humphed" back. The two of them reattatched to the main body, which sped into the entrance to Lyoko before the Rekin could realize it had a mission. With all the whoops and hollers of a job well done, Aelita burst the surface of the Digital Sea, realigned the Skid, and maneuvered the ship back to its hangar in Sector 5.

Looking over, Yumi couldn't help but notice that she was parked right next to the empty Navskid. She tried not to stare at it too much.

"Woo!" Odd hollered, slapping hands with Ulrich as he walked past him. "Did you see us out there? We got to teach fancy-pants a lesson two times in one night! I think that's a record!" He sauntered past Aelita, who was sitting on the holomap console with Yumi, and gave her a high five. "Ah, I love my life. Jeremie, can you say goodnight already?" He held his hand up for Yumi. She gave it a bit of a push.

"Just a little more, Odd…there!" Jeremie turned the monitor off, spun around, and stumbled out of his chair. "Great work, guys. Another Replika cleared, another step closer to beating XANA…"

"One small step for a Warrior…" Yumi mumbled.

"One giant step for mankind," Jeremie finished in a chastising tone. "And Odd, don't say my nicknames like they were your idea."

"But most of them are my idea. Don't get your kangaroos in a twist, Jeremie. I respect your creativity, however little of it there is." Ulrich and Aelita giggled. Aelita tried to give a glum-looking Yumi a smile, which she returned with hardly any enthusiasm.

"Ha ha. Didn't you say you had a date? Or sleep? Or a date with sleeping involved?" Jeremie walked toward the elevator, and the rest followed him. Ulrich could hardly hold in his laughter.

"Can we not start this again?" The elevator closed, moved up a story, and then opened out onto a dark factory and, as they all could see as they moved closer to the ropes, a near-cloudless night, more full of stars than it had been all spring.

"Beautiful, isn't it?" Aelita said to Yumi, in another self-righteous attempt to cheer her. "I always liked seeing the stars. They always remind me that I'm home."

"Oh…yes." This time, the smile was real. As Aelita climbed up her rope, Yumi turned to Ulrich, who was only partway up his. "Beautiful, right?"

"What? Uh…" Ulrich slipped a bit, and then looked up. "Oh. Yeah…" He smiled back. "Yeah, they are."

Yumi smiled back up at him, but frowned as he turned away. When they all reached the top, they walked off across the bridge. Odd bounded to the manhole and jumped down. Ulrich walked off after him, shaking his head. Jeremie and Aelita held hands together, walking just a little bit behind Yumi, who was setting a bit of a slow pace. Aelita gave Yumi a bit of a worried look. "Uh, Jeremie…"

"Go ahead. It's not like Ulrich will talk to her anytime soon." He smiled at her. She gave him a kiss on the cheek, and then walked up to join Yumi.

"Anything you want to talk about?" she said.

"Anything you'd care to ask," Yumi mumbled back.

"I don't know what to ask about," Aelita replied, confused. "Is it what Odd said? You know not to take him seriously…"

"Not really." Yumi didn't look up at Aelita once. "I just don't know how much longer I can keep a straight face about this."


"Everything. Everything we're responsible for."

"You mean-"

"I'm trying to be general. I just – I don't know how we can keep smiling even when we're looking our own failures in the eye."

Aelita was silent for a long time. The two of them stopped two-thirds of the way to the manhole. "Well…I think we're just trying to stay hopeful. We want to think that we can solve everything that's in front of us. We know how to defeat all the monsters, and we've got every means to destroy the Replikas and free William and find…"

"But what if we can't?"

Even Aelita's smile faltered a little. "We can't win if we don't try," she mumbled meaninglessly. Then, she went on in a stronger voice. "Hope may seem like a silly thing at the worst of times, but…I don't know. It keeps me sane. I mean…" She paused. "Sometimes, it seems like seeing my father again is impossible. But then I remember…I'm a Lyoko Warrior. And that's what a Lyoko Warrior does. They do the impossible."

Yumi was silent for a time, as if she didn't know how to respond. When she did, it was hardly expected. "Uh, Jeremie?"

Jeremie had wormed his way between the girls, looking very confused. He was holding Aelita's hand again. "Uh…am I interrupting something?"

"Yes," Yumi said without hesitation.

"Well, Ulrich and Odd are probably waiting for us, and I didn't want to leave you guys behind…"

Aelita's smile returned to her face. "Then we won't keep you waiting! Come on, Yumi. I think we all need some sleep."

"Yeah, sleep," Yumi said, almost dreamily. She was the last one in line, and watched the others disappear down the manhole. "The best way to forget things."

Cryptic is cryptic indeed! Anyway, be sure to read the next chapter. If I'm right, it should be up in a few if it isn't already. Buh bye! Here's hoping I stick with this!

- Carth