Jeremy wins a contest to take a flight in an armed fighter jet, even though it is Odd who entered him into the contest. However, just before takeoff, X.A.N.A. possesses the jet and sends it to destroy the factory and kill Jeremy by forcing it to crash. As it closes in, Aelita, Odd, Ulrich, and Yumi struggle against William, who devirtualizes them one by one in his attempt to throw Aelita into the Digital Sea. Ulrich is the one to come out on top in a blade to blade fight with William, and Aelita is able to deactivate the tower. A return to the past is launched before the factory is destroyed, and Odd gets his chance to ride in the jet afterwards.