A/N: This is a re-edit of the original story I made to fix some continuity errors between this and my other story 'A Shoulder to Cry On.' That story happens during a several month time jump in the middle of this one and was written after this one. During the re-edit, I also fixed a ton of proofreading errors. I still have the original story, so if you want to read that, feel free to send me a PM.

POV Sissi

After I sat down, Ulrich took Yumi's hand in his and my heart sank.

"Yumi and I are officially together. You are welcome to this table as a friend, but could you please stop trying to flirt with me? I think you knew this was eventually going to happen, and that you and I were never going to be more than just a dream. I think you're too smart to have ever really believed otherwise."

I felt tears starting to come to my eyes. I couldn't bear letting them all see me cry, to see me weak. "Ok. I've gotta go." Was all I said and after I left the cafeteria I ran to my room and started soaking my pillow with tears.

'Knock knock.' I heard someone at the door, I ignored it.

'Knock knock knock' they were persistent, so I persistently ignored them.

'POUND POUND' "WHO IS IT!" I screamed.

"A friend" was the only answer.

"Go away!"

"No." The voice answered gently but firmly.

"Oh fine!" I got up and unlocked the door to see none other than Odd Della Robbia! "Why are YOU here, you've ALWAYS hated me!" I screamed through my tears. I tried to slam the door in his face, but he must have been expecting it because he already had his foot in the door. He didn't try to force his way further in though.

"I don't hate you, and I never did." He said calmly from the other side of the door. "Can I come in."

Clearly, he wasn't going to just leave, so I angrily whipped open the door. He just stood there and held out a box of tissues. "I figured you could probably use these." I couldn't help but be touched by the gesture, and I didn't have the energy to argue. I felt my expression soften, took the box, let him in, and closed the door.

POV Odd

I watched Sissi get up to leave, I couldn't help but feel bad for her. A month ago, I would have probably thrown some more barbs her way, but after she helped me out when XANA turned the whole school against me during my film premiere made me try to see her differently then I always had. Sure, she was still obnoxious, but we'd always been obnoxious to her too. It always went both ways, and I see that now. It wasn't fair to put all the blame on her.

What was happening to her now with Ulrich was necessary, but it didn't make it any less sad to see her so heartbroken. "I'm going to take off." I said to the group.

"Where are you going?" Asked Aelita.

I glanced towards the retreating form of Sissi and she nodded in understanding, though there was definitely some surprise in her face. Ulrich and Yumi were too wrapped up in each other to really notice, which I thought was good. They needed this. Jeremy was also a couple steps behind which as far as social cues go was normal and rather welcome right now.

I stopped at my dorm to pick up some tissues as I was pretty sure they were going to come in handy.

When I got to the door to Sissi's room I thought to myself 'why am I here again? Sissi doesn't even like me!' Then I listened at the door for a second and heard her crying. 'Oh, that's why. she really needs a friend right now, and I'm the only one here. Ok, here it goes.' I knocked twice... no answer. I knocked again three times... no answer. I sighed then pounded on it with my fist a couple of times to be sure I got her attention.

"WHO IS IT!"

"A friend" if I told her it was me; she was sure not to open the door.

"Go away."

Not going to happen right now. "No" I said as calmly as I could.

"Oh, fine!" I heard her get up off the bed and come to the door.

As soon as she opened the door, I stuck my foot in it expecting her to try to slam it in my face. You don't live with four older sisters without learning a few tricks.

She looked a mess. Her normally perfectly groomed hair was all over her face, and she had black smears where her mascara was running from the tears. "Why are YOU here, you've ALWAYS hated me!" She shouted before trying to slam the door.

For all the torment I'd given her over the years, I kinda deserved that. "I don't hate you, and I never did. Can I come in?"

She flung the door back open and glared at me, but before she could say anything, I held out the box of tissues. "I figured you could probably use these."

I looked like she was about to start crying again. Defeated, she backed away from the doorway and I walked through, then she shut it behind us.

I took a seat on her bed and said, "We don't have to talk if you don't want to, but I've heard crying is always better on a friend's shoulder."

She sat down next to me and quietly sobbed on my shoulder for the next 10 minutes before calming down and backing away a little bit.

"You're not going to tell anyone about this, are you?" She asked nervously.

"I won't tell anyone. Even if I did, who would believe it?"

"Your friends would believe you."

I smiled. "Our friends."

"I guess. You guys are just so close knit I still feel like an outsider even when we are all together."

"We've been through a lot of life together. You'll get there."

She smiled a little at that. "So why did you come?"

"Because that's what friends do. They care for each other when things get hard."

"I guess I never thought of you and me as friends. When did you start caring about me?"

"Umm..." I knew it actually started happening during that XANA attack, but I couldn't tell her that... "I'm not really sure." I said looking away. I'm sure she knew there was something I wasn't telling her.

She sighed. "This is what I mean by being an outsider. You guys just always seem to get quiet about some things when others are around."

I just kept looking at the floor because I knew she had a point.

"It's ok. I just hope one day I'll be a good enough friend for you guys to trust me too." She put her hand on my shoulder.

I looked up at her but could only give her a halfhearted smile. One thing I knew was that if she was going to become a good friend, keeping our secret was going to become very, very difficult.

Suddenly I had a sinking feeling and looked at the time on my phone. "Ahh! We have only 15 minutes to get to class!"

Sissi's eyes got wide. "Oh no! Your shirt is covered with mascara"

"So is your face!"

"And my hair is a mess! You've got to get going! I'll see you in class!"

I got up and bolted to the door

"Hey Odd!"

I stopped and looked back at Sissi.

"Thanks for coming, it really means a lot to me."

"You're welcome." I bolted to my dorm room to change into a clean shirt and then to class.

POV Sissi

Odd was right, a shoulder was better for crying than a pillow. But I couldn't believe that Odd of all people was the one to come. No time for all that now, I had to get ready again in record time! Looking in the mirror I realized I would barely have time to fix my hair and would have to just wash my face and go without makeup, yuck! I couldn't believe I had let Odd Della Robbia see me like that! Unfortunately, I was already doing poorly in Ms. Hertz's class and couldn't afford to add tardiness to my record!

I made it to class with about one minute to spare and ran straight into Jeremy and Aelita.

"Jeremy, I'm going to sit with Sissi today. I hope you don't mind."

"Erm, no. That's fine I guess." he replied.

Aelita and I took our seats. "It looks like you're feeling a bit better." She whispered.

"Odd told me he wasn't going to say anything!" I hissed!

"He didn't."

"Then how did you know?" I asked bewildered.

"I saw how you left, and I knew Odd followed. Between your lack of makeup and him having changed his shirt, I think I can guess what happened."

I just stared at Aelita my mouth slightly agape. How could this be the same naive girl I tricked into the boys shower last year!?

"Don't worry, I'm not telling anyone either. I just wanted to make sure you were ok."

"I'm still a little shook up, but I'll be ok. Surprisingly Odd coming helped a lot." I said regaining my composure. "How is it you all care so much when I was so awful to you for so long?"

"In all fairness, we were pretty awful to you too. I guess I'll be the first to say this, but I'm sorry."

I thought I just might cry again. "I'm sorry too." It's been an emotional morning so far.

Aelita smirked a little, "Apology accepted, but I would wait for a bit before trying that with Yumi or Ulrich."

"That's probably a good idea." I winced a little. I definitely felt better, but bringing up Ulrich still hurt.

"Ok now class, pay attention..." Ms. Hertz began.

POV Odd

The following Thursday we were all at the rec room during our free time. It was Aelita and I vs. Yumi and Ulrich on the foosball table, and Jeremy was doing some programming on his laptop. Despite XANA being defeated, he still couldn't seem to pull himself away from it. Sissi was at the TV watching some stupid soap opera

"Was Jeremy like this before we found Lyoko?" I whispered to Ulrich as I realized I hadn't even met him before my first virtualization.

"Yeah, pretty much."

Then Ulrich scored the game point. 10 to 3, a rather demoralizing defeat.

Aelita called out to Jeremy "I think you need to take the place of one of our opponents!"

"But I'm terrible at foosball, I'll just hold you back!"

"Well that's the point Einstein!" I retorted, "We need a handicap"

"You can take my place," Ulrich chimed in. I've got some homework that I wouldn't mind getting a jump on.

The TV turned off and I saw Sissi getting up from the couch. "Actually Ulrich, I was wondering if I could talk to you for a minute."

Yumi looked at her with a look full of jealousy and mistrust.

"I'm not going to try anything stupid, I promise. I just need to talk to Ulrich for a minute. If it makes you feel better, we won't leave sight of the window."

Yumi and Ulrich looked at each other before Ulrich whispered something in her ear, then her expression softened a little. "Ok, let's go."

We watched them walk out the door and stand in front of the windows just like Sissi had promised while we started our game. Between Yumi's distraction and Jeremy lack of skill we easily won the game quickly right around the same time that Ulrich and Sissi walked back in. Ulrich went straight to Yumi's side "how did the game go?"

"We lost, badly." Never losing the mistrusting look at Sissi.

"Let's go for a walk and I'll tell you about it." Ulrich said calmly. Then they both left.

Aelita gave me a look that questioned 'should we go too?' I looked at Sissi and nodded back to Aelita. "Let's head out for a bit." I think Jeremy got the hint this time and they both left leaving just me and Sissi.

"You know, you and Aelita really seem to be able to read each other's thoughts. You seem a little close for cousins…"

I almost choked at what she was insinuating, "You've got to be joking! We just 'get' each other, that's all. Besides Jeremy is the only one Aelita has eyes for anyway."

"I don't get it."

"Take my word for it, they're nearly perfect for each other." I gestured to the foosball table. "All the other competition left. Care for a game?"

"Sure, but it's been a long time since I've really played."

I fed the ball into the table and before I could react her hand twitched on her midfield line and sent the ball immediately into the goal! My mouth dropped open "WHAT WAS THAT!?"

"Well, I used to be really good." As she flashed me an evil grin.

"What do you mean 'used to be!' Ok, next time we all get together, you're on my team!" I exclaimed. In short order we stopped keeping score as there was no point with the way she was stomping me.

Eventually my curiosity got the better of me and I asked, "What did you talk about with Ulrich?"

"I was wondering when you were going to ask that. I told him that I am glad that some of you guys have really shown me what having real friends is about. I've never really had that before."

I looked at her expectantly. "Well I'm really glad to hear that, but there's something else. Isn't there?"

She took a deep breath before continuing. "I also told him that I'm not over him yet and that it's going to take time, but I'm going to try. It'll definitely be easier with friends to talk to. I didn't name anyone but he guessed it was mostly Aelita."

"How did he take it?"

"He appreciated the honesty. I asked if he could tell Yumi what I told him, I'm not ready to talk to her yet..."

"She probably isn't ready to talk to you yet either. In any case, I'm proud of you for telling him."

She beamed a little bit, it was actually kinda cute. "It's strange."

"What?"

"You're probably the last person in the entire school I would have ever expected to start confiding to, but here we are!"

"Yeah, it is kinda strange when you think about it. That's ok though."

"Yeah."

POV Sissi

I couldn't believe how much things changed over the next few months! Occasionally Odd would come up to my room before lights out and check on me when he thought it seemed like I was down throughout the day. More than once he found me crying over Ulrich and each time he refused to leave. But over time, my tears shed for Ulrich started happening less and less. After about a month he started coming over just to visit and talk. Anymore he was coming up almost every evening. He could still be as obnoxious as ever, but when you got through the jokes and the silliness, he was kind, smart, and really cared about his friends. He talked a lot about his family and the difficulty of growing up the youngest of 5 and being the only boy. This probably benefited me a lot as he really knew how to give comfort to a girl having so many sisters, and I had definitely needed it from time to time. I told him about how my mom walked out on daddy and me when I was still little. I also told him how daddy didn't really have a lot of time for me growing up and made for a lonely childhood. I had always known I could be a stuck-up brat, but I had never known the kind of friends I could have had but was driving away. I knew that person was also still inside me, but I never wanted to go back. I found myself happier than I'd ever been and was getting more comfortable with the group as well. I'd even been able to have a few one on one conversations with Jeremy and Yumi. Talking with Jeremy was awkward because we really didn't have much in common, and I still didn't know what Aelita saw in him. Talking with Yumi on the other hand was downright terrifying at first but we warmed up to each other quicker than I expected. Amidst all of this and against all expectation, Odd had become my closest friend and confidant and I loved spending time with him.

"Yoo Hoo! Are you done daydreaming?" Said Aelita. Odd had suggested I get some help from her. She had been willing, and very able, to help with my homework for Ms. Hertz's science class. I couldn't believe she was a year younger than me too!

"Yeah, I'm sorry. I'm just thinking about how much has changed recently.

"You and Odd really seem to be really getting along well too." She said with that knowing smile of hers.

I knew that Odd started having feelings a couple of months ago, but I hadn't been able to return them. Thankfully, he seemed to be ok with this and valued our friendship higher still. "What are you talking about? Odd and I are just really good friends."

"You know who I heard that from for a very long time?"

"Who?"

"Ulrich and Yumi."

"No really, Odd and I are..." it was that moment that realized that I finally no longer felt any jealousy towards Yumi, nor did I want Ulrich anymore. It was strange, but very welcome.

"Did somebody just realize something?" Aelita teased.

"Yes, but not what you're thinking." I couldn't wait to tell Odd... realization number two of the evening: the biggest reason that I couldn't consider returning Odd's feelings was because I was working through my feelings with Ulrich… and that wasn't an issue anymore! I'd even caught myself noticing that despite his flamboyant fashion sense, he really was kinda cute… Maybe Aelita had a point.

"Oh really?"

"Oh yes really!" I've got some serious thinking to do.

"If you say so."

Ok, fine. Two can play this game. "What's with you and Jeremy? Odd says you two are meant for each other!"

"That's a longer story than we have time for right now but let's just say before I came to Kadic he and I spent an incredible amount of time getting to know each other in a long-distance sort of way."

"How much time?"

"A few hours every night, just the two of us, for over a year."

I gasped, "What! Wow! When you met in person, was he everything you hoped he be?"

"He's not perfect, but pretty amazing. I'm certainly very lucky that he came along."

It sounded like she was cutting most of the story out on purpose. I couldn't help the feeling that this was part of all the secrets of the group.

POV Odd

"Study time with Einstein, my favorite part of the day!" I exclaimed sarcastically.

Ulrich and I were in Jeremy's room

"You guys need math help, Simple as that. Besides, Yumi's in class and Sissi's getting help from Aelita so it's not like you guys have much better things to do!"

"What does Sissi have to do with 'better things to do?'" I demanded. I knew what they were getting at, and they were right. I definitely had liked Sissi for a while, and she had been showing signs that she was starting to like me back.

Ulrich replied, "oh come on Odd, anymore you guys spend pretty much every chance you get with each other!"

"Yeah, So? We're just good friends!"

"Odd, even I can see it. Besides how long did Ulrich say that about Yumi!" Argued Jeremy, while Ulrich squirmed a little.

"Yeah, but this is Sissi that we're talking about! The one girl I swore I'd never go out with!" It kinda hurt to say that… but necessary at this time.

"Yeah, but that was before you started hanging out all the time. Though I have to admit she's changed a lot recently." Said Ulrich.

"Even if that were the case, I'm not sure she's entirely over YOU 'Ulrich Dear!'" I retorted. That was not a lie, but I didn't know how she still felt about that. It was one of the things keeping us from considering being more that 'just friends.'

"I don't know Odd. She seems to be looking at me less and less and you more and more."

Time to change the subject. "It's getting harder and harder to keep Lyoko and Aelita's past from her. I really don't like it."

Jeremy responded this time, "Odd, you know what's at stake and how she's responded in the past."

"I know, but it's not like she went screaming to the police or her dad every time. Besides, you said it yourself, she's changed."

"I get it. You've gotten really close with her, but this isn't something that we can just decide here anyway. It needs to be a unanimous group decision."

I knew Jeremy was right. I guess I needed to somehow get everyone onboard. "Maybe we can all talk about it at dinner"

"How about after dinner we all meet in my room instead, it'll be more private." suggested Jeremy.

"Ok, I'll tell Sissi I'll be a little late this evening."

"Odd, you've got it bad."

"Thanks Ulrich 'DEAR!'" He just glared at me.

Jeremy just sighed, "I'll send a message to the girls."

POV Sissi

After getting my food, I headed to group's table. Almost immediately I knew something was off. Earlier, Aelita had gotten a mystery message that she didn't want to talk about, and now when I approached the table everyone's conversations stopped, and they were all glancing around at each other.

"Um, hi. W-what's going on guys?"

After the usual rounds of 'nothing much' conversation went back to normal stuff about school and current events. Something was off though, and after dinner, I was proven right.

When we were done eating and leaving the cafeteria, Odd came up. "Hey Sissi, I'm going to be a little late tonight, is that ok?"

POV Odd

"Hey Sissi, I'm going to be a little late tonight, is that ok?"

"Where... are you going?" She asked hesitantly.

"Over to Jeremy's room. I've got to talk to the others about something."

I saw the pain of feeling mistrusted yet again in her eyes, and it made my heart sink. "And I wasn't invited, right?"

I just looked down.

"More secrets then, even after all this time we've spent together!? You say that I'm your best friend, but if you don't trust me yet I'm starting to think you never will!" She started to turn and walk away, tears welling up in her eyes.

"Sissi, wait!" I tried to put my hand on her shoulder. but she just brushed it off. It did get her to turn around again though.

"Tonight, I was looking forward to telling you that I realized that I was finally over Ulrich!" She took a breath, looked down and said quietly, "And there's something else we need to talk about..." I had waited for so long to hear that, but the stupid secrets I was keeping about Lyoko were breaking her heart. Which in turn was breaking mine.

Before she could turn away again, I blurted out, "There IS a secret!" Even though she knew that we were hiding something, this was the first time I'd ever confirmed it. She stopped and looked expectantly. "I want to tell you. But I can't make that decision on my own." She looked disappointed. "But I'm headed to Jeremy's to try to convince the rest of the group to let me tell you."

"Why can't you just tell me on your own?"

"Because this secret is bigger than you, or me. Much bigger." I reached out and took her hands in mine. "I'm not going to give up easily, so I don't know if I'm going to make it to your dorm tonight."

"Do you think you'll be able to convince them?"

"With just me, probably not." Her expression sank and I gave her hands a squeeze. "But I think Aelita will vouch for you. That should get Jeremy's vote and will certainly help with Ulrich and Yumi. Yumi especially, they're like sisters."

For the first time, she looked hopeful. "Ok. Good luck."

As I started heading to the dorms she called out, "Odd!" I turned back. "However this ends up, thanks for trying. That means a lot."

"You're welcome." I turned away again and hurried to Jeremy's room.

Because of my stop with Sissi, I was the last one there. When I walked through the door everyone turned and looked at me. "Umm, hi guys."

Yumi spoke first. "I know why we're here, but why do you want to tell Sissi about Lyoko so much?"

I sort of looked around at everyone's feet not making eye contact. "Well, it's not about telling her about everything that happened as much as it's about trust and keeping secrets. For two years Lyoko and fighting XANA was the most important thing in our lives, unless we were detained for some reason, we dropped everything when we got the call. Not being able to talk about something so important to someone I… I've really come to care about just hurts." I looked at Yumi. "Imagine that you couldn't bring your family up to Ulrich, and whenever it started coming up you had to steer it away. That's kinda what it's like."

She thought for a minute, "you know, I get it. I always did hate lying to my family about it. I guess it's kind of the same isn't it."

Aelita chimed in. "I've experienced it too while helping Sissi with science homework. I can't talk about my past at all, or even how Jeremy and I met. I'm with Odd on this." I smiled at Aelita and mouthed 'thank you.'

"And you trust her?" Asked Jeremy, to Aelita as much as me.

"Yes, I do." Said Aelita cheerfully. Bless that girl!

Jeremy looked at Ulrich. "You've been pretty quiet, what's on your mind."

He took a deep breath as if to clear the air. "I've known Sissi longer than the rest of you, and she'd always been a stuck-up little princess." This didn't sound good... "but she's always had some good qualities. When she ratted is out just before the very first Return to the Past, she had good intentions. She went to get help. After that I snubbed her hard. I felt bad after that, but things always just seemed to escalate. But for every time she's got in our way, there was at least one more where she genuinely helped out." He looked straight at me. "She's definitely changed lately and I think it's for the better. If you and Aelita trust her then I'm on board."

Jeremy clapped his hands together. "Well, I guess that settles it! Now the only thing left is getting her to believe it!" He said with a laugh!

I had to sit down, I couldn't believe it worked! Jeremy was right though, the truth sounded crazier than most any lie! In any case, I needed to let Sissi know that she was in!

"So Einstein, any ideas that DON'T involve booting the supercomputer back up?"

"I've got a couple. Today is Friday so we'll be able to show her the proof tomorrow morning. Worst case scenario, the timeframe will be short enough that we can Return to the Past, though obviously that's a last resort. For now, I think you should just bring her down."

I rushed to Sissi's room excited to finally have the weight of keeping the secret off my chest. When I knocked on the door, she answered almost immediately and let me in.

"That didn't take very long, easier than you..."

Before I realized what I was doing, I had kissed her full on the lips! When I did realize what I was doing, I immediately stopped in embarrassment and worried about if I went too far. "Sorry. they said yes and I got a little excited."

POV Sissi

I'm not sure which shocked me more, the kiss, or how quickly the group decided to trust me! Then I gave Odd a coy look, and kissed him right back, and let it linger for a minute. It was much better than any of the rare few that I'd ever gotten from Ulrich! "I kinda got a little excited too." Odd face lit up, and I felt mine do the same. I was ready to finally have the weight of being mistrusted go away.

"You know," began Odd, "a few months ago, neither one of us would have believed what just happened."

"I know." I wasn't sure why he brought that up, but I kinda wanted another one.

"But as unbelievable as that would have seemed, what you're going to hear in a few minutes is even more so. Come with me."

"Where are we going?" Darn, I guess another kiss will have to wait.

"To Jeremy's room, everyone is still there."

Odd opened the door and everyone was there with the most serious expressions on their faces I'd ever seen. I turned back to Odd for a moment and even he had lost all trace of the playfulness we had shared in my room. This was big. This was intimidating.

Odd gave me a pillow and led me to sit down on the floor before he did the same next to me. "Get comfortable, it's a long story."

After we sat down, it was Jeremy that spoke first. "Sissi, what we're going to tell you is without a doubt the biggest secret you will ever hear. I say that with full confidence without hyperbole." I'd never seen Jeremy so intense about anything. The goofy nerd was gone and in its place was this commanding persona. I was finally seeing some of what Aelita saw in him. "Sharing of this secret takes a unanimous group decision. You don't need to make any silly vows or promises, but you do need to understand the gravity of it." I gulped "It's also entirely unbelievable. We have proof to back it up, but we'll have to show you tomorrow because of how short notice this has all been."

Yumi spoke up next. "Do you trust that what we're going to tell you really is the truth about what we've been doing the last two years no matter how unbelievable it sounds?"

I felt Odd take my hand, lacing his fingers in mine, and gave it a squeeze, he'd never done that before. I looked to him and he smiled a little.

"Yes, I do."

Jeremy continued. "It was two years ago that I first went to the factory to try to find spare parts for my miniature robots. That's when I found the supercomputer..."

They were right. It was truly an unbelievable story, and it lasted through most the night.

It was 2AM before Aelita, Yumi, and I left for the girl's dormitory. Though I was extremely tired, I didn't think I was going to get any sleep. Aelita and Yumi on the other hand looked like they were used to sleepless nights. "Yumi, aren't your parents going to wonder where you are?

"I told them I was spending the night here and was going to sleep in Aelita's room. It's nice to be able to stop lying to my family."

"I don't think I'm going to be able to sleep tonight after hearing everything. It's just all so incredible and overwhelming."

"Would you like some company tonight?" Yumi asked warmly.

I was shocked! I might have expected that from Aelita, but not Yumi!

"You're one of us now, and I don't mind." Said Aelita. "I would suggest we all stay together, it neither of our rooms are big enough for all three.

"How am I one of you? You all lived through it."

Yumi spoke up, "So did you. You just don't remember, but we do. There were times you helped a lot. Besides, it definitely looks like you're over Ulrich!"

I blushed remembering how Odd held my hand throughout the whole story. "Yeah, I am." I didn't have the energy to sort that out right now though. "Aelita, I see what you meant when you were talking about Jeremy when we were studying. He is pretty amazing, don't let that one go!"

"I won't."

We got to our rooms and Yumi grabbed a sleeping bag from Aelita's room and came to mine.

"Yumi?"

"Yeah."

"Thank you for your trust."

She didn't say anything for a little while. "Your welcome, goodnight. You've got a bit of a day ahead of you." I was glad she offered to stay.

POV Odd

"I thought that went pretty well all things considered." Sissi had found out several times before, but her reaction tended to depend on what was going on at the time. I flopped on my bed dog tired and almost landed on Kiwi. It had been a little while since we'd done one of these late nights and I didn't miss them!

Ulrich turned to me. "Yeah, I guess the hard part is over. She took it pretty well all things considered. I guess tomorrow we go to the factory. I know you were denying it earlier, but you two looked pretty cozy sitting together. Have you two gotten together now or what?"

"No, but we've been a little busy lately." I grinned; thankful the room was dark as I remembered the look on Sissi's face when she kissed me back.

"That's true."

"Let's get some sleep" I said, cutting off further questions while I nodded off almost immediately.

Morning came way too soon, and I was woken up roughly by a frustrated Ulrich shaking my shoulders. It was about 6:00.

"Ok! I'm up!" I was dreaming about Sissi and I really didn't like the interruption.

"Hurry up and get ready! We're headed to the factory remember."

"I know, you just woke me up out of some very pleasant dreams, and I'm not too happy about it!"

"I figured, you were saying Sissi's name in your sleep!"

I blushed. "It's still strange that only a few months ago her name was practically a curse word, and yesterday... umm..." I was thinking about the kiss again, but Ulrich didn't need to know about those yet.

"Cool it lover boy, you've got time. Just don't wait as long as Yumi and I did."

"Not a chance!"

We all met at the entrance to the sewers. "We only had like 4 hours of sleep last night, how do you all look so awake!" Sissi was clearly not used to late nights. She had dark circles under her eyes.

"Eventually you just got used to it, this used to be normal." Said Ulrich.

"I'm surprised you slept at all given everything you heard yesterday." Added Aelita.

"Yumi slept in my room, it was nice having company." Sissi shot her a look of gratitude. "It was her idea." Ulrich looked at his girlfriend with surprise.

"She said she wouldn't be able to sleep so I offered to keep her company. Why are you looking at me like it's a big deal?" She said, looking at her boyfriend.

"Um, No reason." He responded. I was just glad to have good friends who were willing to listen.

The rest of the trip was pretty uneventful, but Sissi looked really nervous so I stayed close anyway. "Hey Einstein, this trip is a lot more relaxing when you don't have world on your shoulders, isn't it!"

"It is pretty nice. Kinda surreal though." Said Ulrich. Soon enough we reached the path at end of the tunnel.

POV Sissi

We reached a point in the tunnel that was blocked off by bars and had a ladder heading up. Ulrich climbed up first followed by Yumi, the Odd. I went next. When I reached the top of the ladder Odd helped me out. It was then I got my first look at the factory looming right in front of me. It was huge and quite abandoned looking. I couldn't help but wonder how it was that such a building held something as important as a quantum supercomputer.

"Here we are!" Said Jeremy. He came up last and closed the entrance to the tunnel. "Our second home for the last two years."

The group led me to a collapsed staircase and before I could ask how to get down Jeremy jumped for one of the cables hanging from the ceiling and deftly slid down! I would have never expected him to be able to do that, and again I caught yet another glimpse of what Aelita saw in him. Odd must have seen my nervousness at jumping down a twenty foot drop. "There's a staircase around the corner if you'd rather take that."

"I... think I'd prefer that."

"Ok then, I'll see you at the bottom!" And then he jumped off!

"HEY! Are you just going to leave me up here!" Then Aelita, Ulrich, and Yumi all did the same! "REALLY! Come on guys!" Ok fine, I'll do it! I ran to the edge, jumped and successfully grabbed the cable! As I was sliding down, I realized it wasn't so hard, just kinda scary the first time. Even so, when I got to the floor, I was quite irritated!

Odd was the first want to speak, "that wasn't so hard now was it?"

"That's not the point, you left me up there!"

"Uh oh, lover's quarrel" joked Ulrich.

"And you shut up too!"

"Well there's the old Sissi we know and love!"

I stopped dead in my tracks. "Aelita, you're right. That was exactly like the old me. I don't want to be that person anymore." I looked away from everyone, ashamed.

Odd walked up and took one of my hands in his and put his other hand on my shoulder. "You are not that person anymore. You got upset, and rightfully so. I should have stayed up there with you." He got really close and whispered in my ear, "I would have never been able to feel about the old Sissi like I feel about you. You have become a wonderful person that I have come to care for a great deal."

I shivered a little as he pulled away and said quietly. "We'll talk more later." And winked.

Suddenly I got really embarrassed and felt my cheeks get hot as I looked around and saw the rest of the group was watching...

"I'm not judging" Said Ulrich, shrugging.

"I approve!" Chimed in Aelita.

"All right everyone, come on." Jeremy said as he headed for some sort of freight elevator.

Everyone piled in and as the door closed, I could feel my nerves starting to get the better of me as we descended. Soon enough though, the elevator stopped, and the door opened to a large room with a what looked like a circular trap door.

Before I could move, Jeremy grabbed my arm and said quietly "just wait for a minute."

Confused I watched as Aelita walked forward to the trap door she knelt down touched the door reverently with traces of tears in his eyes. She started talking to it. "Hi daddy, my memories have been starting to come back clearer now so I remember you better. I miss you."

Jeremy whispered, "that is the trapdoor to the mainframe. It is also the final resting place of Waldo Franz Schaeffer, Aelita's dad. Aelita and I come back here from time to time."

Seeing Aelita kneeling there, any remaining doubts I may have had vanished like a vapor in the wind. "I don't need to see any more. I believe everything."

"I'll still show you the control center and scanner room."

"Ok. Should we leave Aelita here?" I whispered back.

"Bye daddy. I'll visit again soon." Aelita then got up and walked back to the elevator and Jeremy held her close for a minute before starting the elevator back up.

We went up one level to what Jeremy called the 'scanner room.' "They look like some sort of high-tech coffins." I remarked."

Odd chuckled. "That's what you said the first time you saw them."

I started to laugh, but stopped when what he was saying sank in. "So, I've been here before?"

The group nervously glanced around. "Come on guys, no more secrets... right...?"

Ulrich answered without looking at me. "Jeremy found this place first, and I was the second person he showed. Before I was willing to get in the scanner, I tried to take Kiwi and use him as a guinea pig. You and Odd followed. Due to some confusion, Odd got scanned in instead of Kiwi and then I went in to help. You never got scanned because you were afraid to get in the scanner."

Of everything I heard in the last two days, I think this was the worst. "So, I was almost in on the whole thing? But I wasn't because I was scared." I felt like I was about to cry. I could have been a part of something that actually mattered and made a difference. But because I had chickened out, I had missed out on not only the chance to do something meaningful, but also wasted two years antagonizing the best friends I'd ever had. "And because I never got in the scanner, I never remembered anything after these 'Return to the Past' trips, right?"

"Yeah, that's right."

Now I did start crying a little.

Odd put his hands on my shoulders again "You're not that person anymore. We have seen you be brave time and time again."

Yumi spoke, "It's like I said last night, you don't remember the things you did that helped us out a lot, but we do. You've saved Ulrich's life quite a few times and helped me out of several jams."

"And saved my life at least once too. I'll tell you about it later." Said Odd.

I felt a little better, but I still couldn't believe how close I had been. It hurt. "Ok."

"Well, we've got one more stop, then we head back to Kadic." Jeremy said stepping into the elevator.

"Actually, I think I'd like to go back now. I've got a lot to think about. Last night it was late and I'm glad you've trusted me with all this, but now I just need to wrap my head around all of this."

"Um, ok." When everyone was aboard the elevator he hit the button to take up back to the factory floor.

POV Odd

The walk back to Kadic through the sewers was quiet. This trip really was for Sissi after all and now she had a lot to process. Both about us, and herself.

When we got to the edge of the forest Sissi spoke. "I'm gonna go to my room. I have a lot to think about."

"I'm going with you."

"I appreciate that Odd, but I think I want to be alone right now."

"You know that hasn't stopped me before."

She exhaled in defeat. "Yeah, I know."

Before we left Ulrich grabbed my arm.

"I'll be there in a minute." I called out to Sissi, but she hadn't stopped in the first place.

I turned to Ulrich. "Ok, what's up."

"Yesterday when you left, we were talking and we just wanted to let you know that even without you in the room standing up for her, we trust her enough to share this. That's what this is all about, isn't it? Trust?"

"I'm don't think that's what's upsetting her right now, but thanks for telling me."

I didn't end up catching up to Sissi before reaching her room. I knocked on the door a few times and called out gently through the door. "Sissi, are you in there?" No answer. I tried the handle and found it was unlocked so I opened the door and poked my head in.

Sissi has changed into more comfortable clothes and was just sitting on her bed. Not crying, just looking into the distance.

"You don't need to say anything, but I am always here for you."

She looked over and weakly smiled. "I know, come in."

I sat down next to her and put my arm around her, and she laid her head on my shoulder.

"What did Ulrich have to say?"

Encouraged that she was talking, I replied, "that when I came up to get you last night, they decided that they still trusted you even without me there to stick up for you."

"I'm glad to hear it, but I think I already knew that."

We sat in silence for a long time. My arm around her, her head on my shoulder, and her hand in my other hand. Eventually she said softly, "I'm glad you came, even though I said I wanted to be alone."

"I know, you say that every time."

She picked her head off my shoulder and brushed a few strands of her hair out of her face. "Why wasn't I told after the first return to the past?"

I looked at her, "huh?"

"Ulrich said I was too scared to enter the scanner, and so the Return to the past made me forget everything. I get that, but why didn't you guys bring me back into the loop after? Just being scared shouldn't have been enough to cut me out entirely, was it?"

I groaned. This was going to hurt. "During the first XANA attack you were knocked out by a ball of electricity XANA created. When you came to, you were in the infirmary and revealed to your dad and Jim where we were after promising you'd keep the secret, but you were only trying to help. That was when Jeremy did the first return to the past. After that we never brought you back into the fold because we thought you couldn't be trusted.

She looked like she wanted to curl up under a rock and stay there. "I see. I can't say I blame you guys, I backed out of a promise."

All right, I needed to change the subject to something a little more uplifting! "You asked me once when I started caring about you, do you remember that?"

She thought for a minute. "Not really. When was that?

"The first day I came to your room when Yumi and Ulrich first got together. I told you that I didn't know, but that was a lie."

She looked a little more interested.

"Do you remember that film debut where I described you as a lovely butterfly?"

She chuckled slightly. "Yeah, I always thought that was really strange."

I smiled at the memory. "There was a XANA attack that day. Everyone's phones rang at the same time and though them XANA made everyone think that I needed 'lethal punishment'. Your phone was broken so you weren't affected. I made my way to the kitchen and was almost caught but you knocked some heads around with a frying pan. You didn't have to help, you weren't being targeted at all. If you hadn't helped, I wouldn't be here now, but you did. You put your own life on the line to save mine. Now that you know that story, I can finally say thank you for that."

Sissi didn't say anything for a while again. "Odd."

"Yes Sissi?"

"Thanks for telling me that. It makes me feel not so useless." She smiled a bit more at that and put her head back on my shoulder looking a little happier.

"I might not have liked you much in the past, but you were never useless."

We sat for a while longer in what was now a much more comfortable silence.

"Odd?"

"Yes Sissi?"

"Do you remember yesterday when I told you that there was something else that I wanted to talk about?"

My heart pounded as I was pretty sure what she wanted to say. "Yeah."

"Well…" She picked her head off my shoulder and she looked right at me. She squeezed my hand, and I looked back into her eyes. We sat there just gazing at each other for a few minutes. I brushed a few strands of her silky hair out of her face, and gently kissed her while caressing her face.

POV Sissi

I saw it coming, but it still stole my breath away anyway. After a couple minutes he broke the kiss. "You may have already figured, but over the last few months I have really come to love you a lot."

I started tearing up a little. "I've come to love you a lot too." He laid down on his back, and I laid next to him with my head on his chest while wrapping my arm around his middle. We let the fatigue of staying up late last night and the stress and worry of the morning overtake us in sleep.

I woke up some time later and was confused for a moment. When I remembered that we fell asleep together, I blushed a little. I was a little embarrassed, but he was warm and felt nice, so I snuggled closer anyway.

Then I heard a weird noise under my head. I looked around for a moment and then I heard it again! I laughed out loud a little bit when I realized it was Odd's stomach! I looked at the clock and saw it was 11:45. Almost lunch time and we had skipped breakfast!

"Wake up sleepyhead."

Odd groaned a little before opening his eyes. He looked down and said "Am I still dreaming? If so, I don't want to wake up."

"No dream, I'm really here."

Just then his stomach growled again. "What time is it!?"

"Uhh, 11:45"

"Ok, I'm up, I'm up! I'm starving"

I stared blankly bewildered at how fast his mind went straight to food!

He stopped and calmed himself for a moment. "Sorry about that, old habits, you know! Are you feeling any better?"

I felt my expression soften. "Yes, much better. Thank you."

"Good, I'm really happy about that. Before we go, could we clarify something?"

"Sure."

"Umm, are we together now? I really don't want to be how Ulrich and Yumi were sort of stuck between..."

I giggled before giving him a sly look "do you want to be?"

"Elisabeth Delmas, would you give me the honor of being your boyfriend!"

I put on some mock irritation "First off, It's Sissi! Second, Absolutely! Now let's go get some lunch!"

POV Odd

By the time we got to the cafeteria my stomach was growling constantly.

"Can you shut that thing up?" Joked Sissi

"Only when I get something to eat!" I responded cheerfully!

After we got our food we sat down with the rest of the group.

"How are you doing Sissi?" Asked a very concerned Aelita.

"I'm doing much better. I still have a lot to chew on, but certain company made it a lot easier." Sissi said as she looked at me and smiled.

"Glad to hear it!" Said Ulrich. "After lunch were going to hit the rec room and play some foosball, want to come?"

I gave Sissi a knowing look that she returned, "I think we can pop in for a game, but Sissi's on my team!"

We gathered around the foosball table. Yumi and Ulrich vs Sissi and me. Sissi took forwards and I took defense. Ulrich fed the ball and CRACK! The ball was immediately in their goal! Sissi and I laughed as Ulrich and Yumi's mouths hung open!

I went to kiss Sissi on the cheek and suddenly there was a blinding flash!

"AAAAHHHH What a SCOOP! BITTER FUED TURNED SHOCKING ROMANCE!"

Sissi and I looked at each other surprised, looked at Milly, and looked at each other again. Then we kissed right in front of Milly and really didn't care if it made the front page!

A/N. Whew, it's finally done! I had planned on doing an OddXSissi in continuity with my UlrichxYumi but this one was definitely a lot more work. With Ulrich and Yumi the chemistry and character attraction were already established in the show so it was a much easier setup. With OddXSissi though, it's entirely on the author to make this pairing believable. I think I had accidentally set up Odd as a little more thoughtful in the last story than in the show, but it ended up paying dividends in this installment.

I sincerely hope you enjoyed it, and please rate and review. Harsh criticism is welcome, flames are not.