Disclaimer: I do not own the Scott Pilgrim series or any of the characters mentioned in this story. All original characters and lines belong to Bryan Lee O'Malley. This story is for entertainment purposes only. Any similarity to persons, living or dead, is completely coincidental. No tanookis (seriously… did anyone ever know what the heck a "tanooki" was? What the heck, Nintendo?) were harmed in the writing of this fan fiction.

A/N: Thanks to all who read my little prologue to this story. Now, we get into the meat of the project… the actual story of Lily Pilgrim. Sit back and be ready to be amazed… or confused. That was the response my wife had. Yeah… okay… I'm gonna stop talking now…

Lily Pilgrim vs. Their World

Chapter One:

Patel

Lily Pilgrim (Age: 4, Status: Amazed) sat on her bed, no longer even trying to put up the pretense of being sleepy. That was because her father, Scott Pilgrim (Age: 31, Rating: Awesome Storyteller) was recounting one of his adventures to her as a bedtime story.

"So we played this awesome song that Stephen Stills wrote and just as we were about to go into the second verse… BOOM!" Scott jumped into the air and landed hard on the corner of the bed, bouncing a giggling Lily into the air for effect. Then, he quickly slicked his hair down in front of his face, and pointed at Lily, who still couldn't help but smile.

"Mr. Pilgrim! Consider our fight… BEGUN!" he said in a strange voice which made Lily giggle even harder.

"So then, he was flying at me, ready to take me out, but at the last second I threw my guitar to your uncle Neil, blocked the punch he threw and reversed it with a sock right to his jaw!" Scott said as he jumped up and pantomimed everything he was saying.

"Who was he, Daddy?" Lily exclaimed, wanting to know more.

"I'm getting to that," said Scott with a smile. "We fought and fought, and finally, I asked him who he was."

Again, Scott slicked his hair down in front of his face and struck an odd pose, which made Lily laugh even harder. "My name… is MATTHEW PATEL! And I am Ramona's FIRST… evil… ex… boyfriend."

The mention of her mother's name stopped Lily's giggles, and she was wide eyed once again. "Mom was there?" she asked.

"Of course Mom was there," said Ramona Flowers-Pilgrim as she walked into the room. (Age: 32, Occupation: American Ninja Delivery Supervisor) "Your father didn't have many adventures before I showed up. Or at least none we can tell you about right now."

"Was it cool?" Lily asked, her attention now squarely on her mother, who walked up and put an arm around Scott.

"It was most definitely cool," Ramona said, smiling at Scott. "Scared the daylights out of me, but it was cool."

"So what happened next?" Lily pressed.

"Well… we fought for a while, and then suddenly, he flew up in the air and called forth his demon hipster chicks!" Scott said as he pointed to the sky.

"Demon hipster chicks?" exclaimed Lily.

"Yeah! Demon hipster chicks that could throw fireballs and everything!" Scott said, obviously getting more excited as the story reached its climax. "There were hundreds of them!"

Ramona's expression dropped for a moment. "Honey, I'm pretty sure there were only four," she said in a monotone.

"Four… hundreds… what's the difference?" said Scott with a shrug. "Anyway, they threw their fireballs at me, but I flipped out of the way! And then all of the sudden, Kim and Stephen were beside me, and Stacey and Wallace jumped in front of me. Neil even threw my guitar away and joined us!"

"Everyone was there?"

"Yep… it was very weird. They struck some strange pose," said Ramona, shaking her head at the memory.

"That's right. We used the power of friendship to stun Matthew and his demon hipster chicks," said Scott. Then he crouched down and acted like he was going to give a massive uppercut. "Then, I jumped up to where Matthew was, and BOOM! Knocked him out with one big punch to the jaw!"

"Wow…" said Lily, still wide eyed in amazement. "Then what happened?"

"Well, that's when me and your mom got on the bus back home, and she agreed to date me. Only if I defeated her seven evil ex-boyfriends, of course," Scott said.

"Exes, but let's not get into that," said Ramona as she walked towards the bed. "Anyway… time for bed, Lily. I know you're excited, but you've got to get some sleep."

"Awww Mom… can't I hear just one more story?" Lily whined as Ramona tucked her back in bed.

"Not tonight. Maybe your father will tell you the story of the skateboarding actor tomorrow night… or maybe he'll finally remember something about the time he dated your aunt Kim in high school," Ramona said with a bit of a smile.

"YOU DATED AUNT KIM! Did you kiss her! Did ya'll get married!" Lily almost jumped out of the bed, but the covers had been tucked and she was fairly restrained.

"Well obviously we didn't get married… do we have to talk about this?" Scott said with a worried look on his face.

"No Lily… your father only married me. Now get some sleep," Ramona said as she tried to soothe her daughter with a kiss on the forehead.

"Good night, Lily," Scott said as he walked with Ramona out of the room and turned out the light.

Lily laid in bed for a long time, thinking of Matthew Patel and his demon hipster chicks. She also thought of how much her dad reminded her of Prince Charming, slaying the dragon for the hand of the princess. She didn't know about that kind of love, but she really hoped there would be someone that would do that for her one day…

IN THE BAND…

It was a beautiful day in Toronto, Canada. The sun peeked out from behind some small clouds, shining on the bustling city. It shined on the skyscrapers of downtown. It shined on the mossy walls of Casa Loma. Finally, it shined on a house across the street from what looked like a military bunker.

The lawn was still covered in snow, though the sidewalk leading to the door was clear. The house had a tower like structure to the side, giving it the interesting appearance of a fairy tale castle mixed with suburban Toronto .

Inside, Scott Pilgrim (Age: 45, Status: Concentrating… Leave him alone!) was hunched over his DS, frantically pushing buttons even as Ramona Flowers-Pilgrim (Age: 46, Status: Annoyed but Loving) put a plate of toast in front of him.

"Honey… I don't know why you're still playing that thing," Ramona said as she walked over and set another plate of toast on the table. "Didn't Neil get you a new system for Christmas?"

"Yeah, but I can't get started on that one till I beat the original!" said Scott, still looking at the DS screen.

Ramona sighed as she set down a third plate of toast and sat down to eat. She was happy with her family, though at this point, it seemed one of them was a little late getting out of bed…

"I don't have time to stay for breakfast… I'm late!" said Lily Pilgrim (Age: 18, Status: Late… but still cooler than both her parents) as she zinged down the stairs. She was dressed in her Loretto College uniform, a dark blue sweater and a plaid skirt, her hair somehow unkempt looking and neat at the same time, with a pink streak down the side (Note: You WISH you had her stylist). Before Ramona could even open her mouth, Lily rushed into the kitchen, grabbed her piece of toast and Subspace purse, and was headed out the door. "Me and the guys are playing Lunchapalooza today and we wanna go over the set list one more time."

Scott looked up from his DS. "You know… me and…"

"I know, Dad! You and Aunt Kim and Aunt Lisa played Lunchapalooza when you went to St. Joel's!" Lily yelled as she ran out the door.

The sound of the door slamming echoed through the apartment as both Ramona and Scott looked at each other in mild confusion. Then Scott saw his toast, began eating and tuned everything out yet again.

TANOOKI DREAM…

Lily let the final cymbal crash echo through the empty auditorium for a moment, letting her band mates soak in just how awesome they had just sounded. The auditorium was obviously very old, just as Lily had suspected.

"That sucked," said the skinny dark haired kid playing the guitar. (Name: John Jacobs, Fun Fact: Writes All of the Songs for Tanooki Dream). He nervously looked down at his guitar as he continued strumming nonsense notes.

"Oh shut up, John. It sounded great and you know it," hissed a brunette girl with a black sweater over her school uniform (Name: Kayla Simson, Fun Fact: Lead Singer for Tanooki Dream, Other Fun Fact: Doesn't care what John thinks… most of the time).

"Yeah… I thought it sounded really cool. Echo-y too," said the small black haired Asian kid standing next to Lily's drum set (Name: Little C, Real Name: No one knows, Occupation: Bass player of Tanooki Dream).

Lily just smiled. Of course, she thought they had sounded great, but she didn't really need to jump into this particular argument about the quality of Tanooki Dream's sound. She just enjoyed playing music, period.

"Well Lily… let's go again. Count us in!" said John as he stomped the distortion pedal for his guitar…

LUNCHAPALOOZA…

That's why I just have to come out and say…

You never ever ever really loved me anyway!

Again, Lily let the final cymbal crash ride throughout the auditorium, but this time, it was accompanied by loud cheers and whistling as the student body of Loretto College poured out their adoration! Then, Lily remembered her Aunt Kim had asked her to do something. She raised her drumsticks high in the air.

"WE WERE TANOOKI DREAM! THANK YOU!" she yelled at the top of her lungs. It wasn't actually as easy as Aunt Kim had made it sound, but she was out of breath from the adrenaline anyway.

Later on, the students were milling around in the old auditorium while Lily and Kayla packed up the equipment. Suddenly, John ran up onto the stage in a fit of excitement.

"You guys will never guess what just happened!" he exclaimed.

"Canada just launched a hostile invasion of the U.S?" said Lily, barely concealing her smile.

"Aliens have arrived and want to take Tanooki Dream to play opening night at the Chaos Theater on Mars?" Kayla added, not turning her head away from packing up Little C's bass guitar.

"What? No!" said John. "I just got done talking to Lindsey Pam! She's having a party tonight and apparently the band she had scheduled broke up at lunch yesterday and she needs a replacement and she asked if we would want to do it!" John had not paused to take a breath.

"Whoa man… slow down," Lily said as she put out a hand to try and calm John down. Meanwhile, Kayla became very angry with her packing of Little C's guitar, throwing the pick and distortion pedal into the case with seeming malice.

"So what do we think?" John asked as he looked over his shoulder. A blonde girl in the St. Joel's uniform waved at him with a smile (Name: Lindsey Pam, Fun Fact: She has TWO first names! Not So Fun Fact: Kayla hates her).

"I mean… I'm up for it. What about you, Kayla?"

Kayla slammed the guitar case closed and picked it up. "Nice to see that if I think we're awesome, nobody cares, but if that skank thinks we're good, everything's all sunshine and rainbows!" she yelled as she walked away.

John looked after her in confusion. Lily, in an effort to defuse the situation, jumped in. "I'd say that's a yes… or at least as close to a yes as we're gonna get from her."

"Okay. Same set list okay?" John said with a smile. "Gotta stick to what got us the gig."

"Right."

MR. LEE'S CLASS…

"So we're really gonna play at a Lindsey Pam party?" whispered Little C.

Lily shushed him. They may have been at the back of the classroom, but if Mr. Lee heard them talking about anything besides Canadian History, there would be trouble. "Yeah… same set list as this afternoon. You can make it, right?"

"Of COURSE I can!" replied Little C, just a touch too loudly for Lily's detention hating tastes. "But what did Kayla say? I thought she hated Lindsey."

"She seemed okay with it," Lily said (No she didn't). "Maybe she's over the whole thing now." (No she isn't)

AHEM!

Lily flinched as she turned and looked at Mr. Lee. He was a skinny Asian man with wire frame glasses and black hair in a bowl cut. It wasn't his physical stature she was afraid of, but his abilities with a pen and a detention slip.

"Miss Pilgrim? I DID enjoy your performance today at Lunchapalooza. However, could you please keep your discussions on the topic of French colonial Canada at this particular time?" he asked.

"Yes sir," Lily said as she sank down in her chair, for once trying to avoid the eyes of everyone around her.

READY TO PARTY!

"So how did your Lunchapalooza go?" asked Ramona.

Lily looked up from her homework and smiled. "It went great! So great even that we've got another gig! Tanooki Dream is going to be playing tonight at Lindsey Pam's party!"

Scott walked into the room and sat down next to Lily at the dining room table. "Sounds like you're getting pretty big!" he exclaimed. "Mind if we come watch you guys? You know… 'former band member critiquing new band' type thing?"

"You guys at a party?" Lily asked, a touch of sarcasm in her voice. "Yeah… that'll go over well."

"I wouldn't say that… we used to party all the time with Julie. Just as long as there isn't any drinking at this party," said Ramona, trying to put on her best motherly face.

"Mom… Dad's told me lots of stories about how you guys used to drink all the time at Sneaky Dee's. You even gave alcohol to Aunt Knives when she was, like… 17."

Ramona turned to Scott, her face a shade of annoyed. "Oh he did, did he?" Scott suddenly became very interested in his DS again.

"Yeah. Trust me though Mom… no drinking at this party. Besides… we can't play drunk," said Lily.

"Any experience trying?" asked Ramona, raising an eyebrow.

"No Mom gee look at the time I gotta go get ready see ya!" said Lily as she rose from the table and ran upstairs. In what seemed like a matter of seconds she was down the stairs again dressed in a t-shirt and jeans and out the door.

She was immediately met by Little C, who was dressed in pretty much the same way with a Maple Leafs baseball cap on his head. "Are you ready, Lily?"
"Do I look ready? I am SO ready," Lily responded as the two started to walk down the street toward Lindsey Pam's house.

"I mean really… this is the big time. This girl's parties are so epic, a few of them have been on MTV," said Little C.

"The cable network?"

"No. The public access channel. One even showed up on Channel 10 news."

Lily started to see more and more cars parked on the side of the road as they approached the house. Then, they turned a corner and saw it… the biggest house she had ever seen, with the most people she had ever seen milling around it. There was even a stage set up to the side where she could see the tiny figures of Kayla and John getting ready for the show.

"Like I said… the girl throws epic parties," said a wide eyed Little C.

Lily just gulped.

HISTORY REPEATING ITSELF…

A few minutes later, she was putting the finishing touches on setting up her drum set. John and Little C had gone off to find Lindsey, and so it was just Lily and Kayla finishing up the set up.

"This is pretty crazy, isn't it Kay?" asked Lily as she looked once again at the gigantic house they were set up in front of. There were literally people everywhere. There was NO WAY Lindsey Pam knew this many people.

"Pretty crazy as in I wanna throw up. How ridiculous is this? We're just like these other sheep. Lindsey Pam snaps her fingers and we jump to do whatever she wants," muttered Kayla as she finished plugging in the microphone.

"Hey… like Uncle Stephen says… a gig is a gig is a gig," Lily said, looking at Kayla for a shared laugh. None came. Kayla was glaring off in the distance at something. Lily turned and immediately saw it.

Lindsey and John walking together.

Lindsey with her arm around John!

Lily quickly turned back to where Kayla was, but she was already gone. With John and Lindsey approaching, Lily just bit her lip and tried to smile.

"Hey… where's Kayla running off to?" asked John as they approached the drum set.

"Oh you know… girl stuff," Lily lied, trying to cover for her friend.

"Well… good thing to get that out of the way before show time, right?" John said as he glanced back at Little C, who was coming out of the crowd. He took one look at John and Lindsey and then immediately searched for Kayla.

"I'm gonna go make sure the guests are doing okay," smiled Lindsey. "I can't wait to see you guys perform again. Ya'll are gonna make this the best party ever. Maybe we'll even be on the REAL MTV this time," she said as she walked off the stage.

Little C inched closer to Lily. "Where's Kayla?" he asked.

"You know where she is," she replied.

"Does she know we go on soon?" John interjected himself into the conversation.

"Of course I do, Jacobs," Kayla suddenly appeared at her keyboard. "Now let's get this over with before that girl puts me in a diabetic coma. Lily?"

Lily smiled for a moment, and then remembered… her Aunt Kim had said to do the whole screaming thing BEFORE they played. So, still grinning ear to ear as the guys rushed to pick up their instruments, she raised her sticks to the heavens.

"WE ARE TANOOKI DREAM! ONE TWO THREE FOUR!"

Suddenly, a jet of fire shot up from in the middle of the bustling crowd! Everyone backed away from a woman standing in the middle of a ring of fire as John, Little C, Kayla and Lily froze on stage.

"MISS PILGRIM!" the woman yelled.

"Huh?" Lily gasped. The crowd continued to back away from the mysterious woman even as the flames died out. She started to walk towards the stage as men and women practically dove out of her way. There was something familiar about this entire sequence of events, but Lily couldn't quite put her finger on it.

"Who the hell are you?" yelled Kayla over the crowd, vocalizing the question that was on Lily's mind.

"My name… is SANDRA PATEL!"

Sandra Patel? PATEL!

Lily found her voice as she stood up from the drum set. "Patel? What do you want?"

"You know what I want, little girl," growled Sandra. As she approached, Lily could make out more about her. She was wearing a tan jacket over a reddish shirt. She had long, flowing black hair, which covered half of her menacing face. "It's time you pay for the sins of your father."

"Sins of my father? What are you talking about! He's the manager of the Happy Avocado! He never did anything EVIL!" Lily screamed as she hopped over her drum set to get a better position.

"Your father killed my dear third cousin at the Rockit 22 years ago!" Sandra screamed.

"Wait," Lily stood up straight, cocking her head to the side. "Your third cousin?"

Sandra stopped for a moment. "Yes… Matthew was my third cousin… once removed… NOW YOU'LL PAY!"

Sandra jumped up into the air and sailed towards Lily with blinding speed. Amazingly though, Lily blocked the kick, spun around, and nailed Sandra with a kick of her own, throwing her into the ground so hard it kicked up a dust plume! Suddenly, the crowd that had backed away from Sandra began cheering, although conditions were becoming like a mosh pit quickly, churning up the perfect lawn.

"Hmm… so you're not a pushover. This makes things more interesting," said Sandra as she pulled herself out of the ground and began circling.

"I still don't know what you're talking about. My father didn't kill your third cousin! It was just some bedtime story! It wasn't REAL!" Lily screamed, still freaked out.

"Bedtime story? I'll show you just how real it was!" Sandra yelled as she again rushed the stage. This time though, as she got close to Lily, she was suddenly slammed in the face with a bass guitar! Again, Sandra flew off the stage and landed on the ground. Lily looked around, confused, as Little C, Kayla and John all took fighting stances around her.

"Hey pirate skank!" yelled Kayla. "You want to mess with Lily Pilgrim, you're gonna have to go through Tanooki Dream!"

"Fine!" Sandra jumped to her feet and suddenly flew into the air (Note: The crowd thinks this is already the most awesome party on the planet… and now there's a flying pirate chick!). Lily, remembering the story (Lily Pilgrim Note: Was it really a story?), knew what was coming next. She shoved all of her friends to different directions as fireballs rained down on the stage! Again, the crowd went insane!

"How does THAT suit you?" yelled Sandra from her position above the crowd. She blew a kiss toward Lily, which erupted into more fireballs, forcing her to cartwheel away to the edge of the stage.

"Fireballs: check. What's next? Gonna call your demon hipster chicks on me!" Lily said through her teeth.

Sandra paused. "Demon hipster chicks? What are you talking about?"

"My dad told me the story, and he said Matthew Patel called forth his demon hipster chicks," Lily said, wondering why SHE would know more about the whole thing than Matthew's alleged third cousin (Sandra Patel Note: Once Removed).

"I don't know anything about that… I only knew about the mystical powers… but maybe…" Sandra appeared lost in thought. Then, she clinched her fists and scrunched her face tightly. It looked like she was about to explode when suddenly… *POP*! A small, grayish imp-like creature dressed in a tight shirt and pants appeared over her shoulder. Sandra looked at it in wonder. "I… I don't believe it… my first demon hipster chick!"

"So happy for you," said Lily sarcastically as she suddenly appeared next to Sandra in the air.

"HOW DID YOU- -"

Lily began punching Sandra left and right, over and over again before winding up for one huge final punch…

Which Sandra blocked…

And countered with one of her own!

Lily hit the ground hard as someone in the crowd yelled "Combo Breaker!" Sandra and the mini hipster chick landed right in front of her.

"I've waited 22 years for this… now, I will kill you, daughter of Scott Pilgrim!" she screamed as she prepared to throw a fireball at the defenseless Lily!

"NOOOOOOOO!"

Suddenly, there was a blue sword protruding from Sandra's chest! The sword flickered, looking almost more like a 16-bit graphic than a real sword, but its effect on Sandra Patel was definitely real. She fell to her knees, revealing a man with shoulder length brown hair and a pair of glasses (Name: Unknown, Hotness Factor: Off the Charts).

"What?" Sandra asked as she looked down at the sword. The mini hipster chick poofed out of existence as the unknown man pulled the sword, still clean, from Sandra. She turned her head to see her attacker, and her voice was suddenly pitiful and sad. "You… but… you…"

POOM!

Lily looked on in utter shock as Sandra exploded into a pile of shimmering coins. The crowd stood in stunned silence. In fact, the only person to say anything at all was the mysterious man.

"Hey," he said as he stretched out a hand to help Lily to her feet. "You okay?"

"I… I guess," Lily stammered. "Who are you?"

The sword drew back into his hand until it was merely a small metallic ball. He put it in his pocket and adjusted his glasses. "Name's Sean." (NEW INFO UNLOCKED! Name: Sean, Hotness Factor: Even MORE off the charts.)

Lily just stared at him, but was suddenly brought back into reality by the sound of Lindsey Pam. "What… happened… to… our LAWN!" Lily looked. The places where Sandra had landed during their battle had deep trenches. Dirt was everywhere. Lindsey started to run from rut to rut, trying to kick the dirt back in. "My parents are going to KILL ME! You guys are SO gone!"

Kayla quickly appeared next to Lily, who was still gazing at Sean. "Well, as much as I love how we just ruined that tramp's party, we might wanna get out of here. Lily… c'mon Lily!" she said as she pulled Lily away from Sean.

"My name's Lily Pilgrim!" Lily yelled back to Sean as she finally remembered her name.

"I know. Don't worry… I'll find you again, Lily Pilgrim!" Sean called back.

IT WASN'T A DREAM…

"So what was that all about?" asked Little C, as soon as they were safely away from the party and back in the Pilgrim basement.

"Waffle?" said Lily, still lost in thought.

"She's gone," Kayla said with a smile. "All swept up in Mr. White Knight with the Blue Sword."

Little C looked down at the floor, shuffling his feet off the couch. John, meanwhile, was pacing the floor. "That was an absolute disaster! We didn't even get to play a song! What happened!"

"Weren't you there? Pirate chick showed up. Big fight. Oooo… ahhh…" said Kayla, obviously still bitter at having to spend the afternoon at Lindsey Pam's house.

"Lily… what was that woman talking about? Did your dad do something?" asked Little C softly.

Lily paused for a moment. She had believed that her dad's stories were nothing but elaborate yarns meant to entertain a young child. It had never crossed her mind that they might, in fact, be real. And if Sandra Patel had tracked her down through the years to try and make her pay for the "sins of her father," (Lily Pilgrim Note: Whatever the hell that means) then could it be possible that others would follow? How many would she have to defend herself against?

She noticed abruptly that everyone was looking at her, obviously expecting an answer.

"All I know is… if those stories were real… maybe I need a refresher course."

TO BE CONTINUED…

What will happen next to Lily Pilgrim and her awesome high school band, Tanooki Dream? Will the past of Scott Pilgrim and Ramona Flowers-Pilgrim continue to haunt their daughter? What strange relationship will the next attacker have to an ex? And who is the mysterious (Lily Pilgrim Note: And hot!) stranger, Sean? Find out in the next installment of "Lily Pilgrim vs. Their World!"