Hi! This'll be my last update till next monday about but I made it nice and long! I actually have almost the whole story writen on Word but I dont want to update all I have and then leave you hanging if I get stuck on the end, so I'm strategizing! Oh and I forgot about this: Disclamer-I do not own code Lyoko or any of it's characters, however, I do own Lilly...and other characters but if I mention them yetit'll give away the story. So dont Steal Lilly! Read and Review Please!

(Narrator)

"Saturday, O sweet Saturday!" sang Odd under his breath. He was walking through the park taking his time and daydreaming. "Odd?" said a voice behind him. He turned around and saw Lilly standing behind him in the path.

"Lilly!" he said brightly. She let him get fairly close to her and then she took a step back. "I- I wanted to… tell you something." she said.

"I'm all ears!" said Odd "You can tell me whatever you want. You already know I-"he was cut off by Lilly clamping a hand over his mouth. He stiffened and blushed, this was the first time he'd seen Lilly within four feet of someone.

"What's that?" she asked taking her hand away from his mouth and stepping back. At first Odd heard nothing. Then mechanical grinding and the snap of branches reached him. He peered cautiously through the brush and gasped.

It was a robot, like to ones X.A.N.A. had used before only bigger. It saw him and ran towards him crushing brush and grass flat as it went. It broke forward onto the trail and grabbed for Odd who dodged and dipped away.

The robot came towards him again when its head was whipped to one side as a rock struck it. The Robot turned and faced this new opponent. Lilly was already poised with another rock which took out one of its glowing eyes.

"GO!" she yelled at Odd "GO GET HELP, I CAN HANDLE THIS TIN CAN!" Odd had no choice, he called the others and soon Jeremy was sitting at the super computer and the three fighters were entering the scanners.

Lilly was out of rocks and the robot knew it. Its eye glowed bright red with a symbol she didn't recognize. "Come and get me!" she called and ran. Odd was right about her legs, they belonged to a runner.

She led it deeper into the park and it followed always just a step behind her. I can't run forever. She thought I think this thing can though.

Odd, Ulrich and Yumi landed lightly on the virtual moss of the Forest region. Aileta stepped out from behind a tree to meet them. "Hi Aileta, any sign of Monsters?" asked Yumi. "Not yet," Aileta replied "The tower is this way."

They followed her down the trail on there guard. They came to a clearing with the red tower in the middle. "Hold on this is to easy." said Ulrich. "Ya, we should have at least met some roachsters by now." said Odd.

He raised his wrist to his eye and carefully looked around ready to shoot. "I'll go with Aileta to the tower since I need to be close to use my weapon." said Ulrich. "You two stay and cover us." Aileta and Ulrich ran towards the tower.

Lilly's breath ran ragged in her chest but she still ran. Behind her the robot showed no signs of slowing.

She stopped abruptly and cried out as she saw she had run strait into a dead end, right into the wall which separated the grounds from the city beyond.

Odd saw the mega tanks first. "Ulrich look out!" he yelled and shot an arrow killing a Tank. Two more emerged from their hiding places. "Aileta get to the tower!" Yelled Ulrich and drew his sword.

The mega tanks fired and Ulrich was devertualized. Yumi and Odd kept fighting. Odd was only aware of the red laser hitting him and then the familiar swooshing sensation of leaving the virtual world.

He left the scanners and ran to the computer room. "Did she-"he began. "Not yet." said Jeremy before he could finish. Come on Aileta, come on! Odd thought.

The robot approached Lilly like a cat would a cornered mouse. It stretched one steel hand out and before Lilly could twist away, grabbed her neck and chest and squeezed.

Lilly felt the breath leave her and tried to gasp another breath of air but her chest was being squeezed to tightly. Black flowers began to bloom in front of her eyes. She needed air.

This is how it ends. She thought calmly. You survived The Bad Man to be crushed like a moth by a robot.

Lilly's world started to go black, black except for the robots red eyes, the remaining one on his face and the bright red one on its forehead.

"Come on, come on, come on!" Odd heard Ulrich say under his breath. Then there was a flash of white light.

"Yes!" yelled Odd punching the air and then the white light engulfed him.

Lilly's darkness was pierced by the white flash. This is dieing. She thought and then the robots eyes went dim and his grip went slack dropping her to the ground. She dew in one sweet breath of air and then the light swallowed her.

"Saturday, O sweet Saturday!" sang Odd softly. The birds and bees hummed in the trees around him and the dirt of the path crunched softly under his feet. "Odd?" said a voice behind him. He turned around and saw Lilly standing in the trail.

Ignoring the feeling of de-javu he walked towards her. "Hi!" he said. He was surprised that this time she walked towards him until she was face to face with him. "I- I want to tell you something." she said.

"Ok." Odd said. Her face had made him drop his normally funny/sarcastic attitude. "Come on." she said. She took him by the arm and led him to a bench out of the usual traffic of the park. She sat next to him on the bench and he was still blushing.

That he had seen, she had not been with in four feet of another person if she could help it. Almost as if she was afraid. "I can't be your friend Odd." She said. He opened his mouth to say something but she placed a finger on his lips to stop him.

His blush deepened but she seemed not to notice. "But I can tell you why I don't trust ANYONE. Just brace yourself." she paused and looked at him waiting to see if he would leave or stay. He didn't get up only stayed and watched her.

"Promise not to tell!" she said sharply. "Swear!"

"I swear. I won't tell a soul." said Odd. "Ok." said Lilly she took a deep breath and began.

"Two years ago, I met a boy in the park near my house, a park that really wasn't that different from this one. He was new in town and we became very close friends. I trusted him with my deepest secrets with my weaknesses.

He trusted me with his." she paused. "I come from a very powerful family Odd. Do you know what that means? It means that there were lots of people who wanted to get back at my father.

He owned a company which bought out lots of other businesses. He put a lot of people out on the streets. As much as I hated that, he liked what he did so he didn't stop. It also meant that a lot of people wanted my father's money.

Others wanted him dead".

"I trusted the boy and he betrayed me. A gang of men wanted something bad to happen to my family. My "friend" told them everything about my family and me. He told me to meet him in the park, that he had something important to tell me."

She started to cry. Odd reached out to comfort her and she moved away. "No, let me finish." She took a deep breath and continued.

"Two of the men took me in the park and brought me to a building. I don't know where it was, I couldn't see anything. When I could I was in a dark room. There was a man in the shadows, a Bad Man.

He told me he had been planning to let me live unlike my family. I said he was lying." She stopped and closed her eyes as the tears ran down her cheeks. "He wasn't lying!" she cried. She held her face in her hands and sobbed.

This time when Odd went to comfort her she either couldn't or didn't want to move away so she cried on his shoulder. He held her close for a moment more as her sobs quieted. Odd couldn't think of anything to say to what she told him.

How can I comfort something like that? He wondered briefly. But she was now taking deep breaths and wasn't sobbing anymore and she didn't move from his shoulder. She hugged him briefly back for a second and then pulled away.

"Thank you Odd." she said. "Do you see why I can't trust anyone yet?" He nodded. "But you know," he said "My friends and I, we would never EVER do that to you. We'd never hurt you."

She nodded "I want to believe you. But, that's what the boy said too." she replied. "What was his name?" asked Odd

"Ben, his name was Ben." She spoke Ben's name with such venom that Odd was almost sorry he asked. "I'm going to go now." said Lilly. "Thanks again Odd." She said. Then she turned and walked up the trail.

She turned back to him briefly, "You know Odd," she said. "I want to trust you." And then she was gone.

That night Odd lay in bed thinking about what Lilly had told him. And about what had happened between them. He touched the place on his shoulder where her head had laid. He felt the flutter in his stomach again as he thought about it.

Do I like her? He wondered. He pictured the way she had looked when he first saw her. The way her eyes had locked with his, the way her skirt had swished against her legs.

Then about the tears in her eyes the first time she said she couldn't be his friend, her bravery against the robot. She probably saved my life! He realized. All the while the feeling in his chest and stomach was growing. Holy cow I do like her!

Then smiled a broad, beaming grin. Wait a minuet, I don't like her, I think I'm in love with her! Oh my gosh I love her! I love Lilly! He sung happily in his mind.

With those thoughts he slept.

(whoot! another chaptere down! Had to add just a little fluffy moment between Odd and Lilly, couldnt help m'self ;) And... remember Ben's name, you may hear about him more... maybe...:)