"Shut up you motherless little brat!" Winry yelled as loud as her seven year old lungs would allow her. "Don't you ever say anything about my mom!" Lilly yelled back just as loudly.She pushed Winry onto the floor and ran out the door of the Rockbell home. Red hot tears poured from behind her tiny glasses and down her freckled cheeks.

Alphonse stood beside the fallen Winry staring at Lilly's retreating form. "Ugh,mn...LILLY WAIT!" he yelled running after their friend. Edward stood looking from his fleeing brother to Winry, finally he spoke "You didn't have to say that Winry" and took off after the other two.

"LILLY!". She could hear their yells of "Stop" and "She didn't mean it, honest" but she wasn't about to stop. She slid down the hill her tiny hands being scratched by the jagged rocks, she would run until she was out of Resembool, or at least that's what she kept telling herself. She ran to the train station and started over the tracks when she tripped and scrapped her knee. By this time she gave up on running and picked herself up and walked to the other side of the platform and sat down under a large oak tree. She heard the panting brothers reach the opposite side of the tree.

"Finally you stopped" Alphonse panted wiping his forehead with the back of his hand. "Go away Al; You too Edward, I know you're with him..." she stated in her tiny voice. "Come on Lilly, you know Winry didn't mean that, she's just mad that's all" he said sitting down beside her under the tree. "Come back home with us, your hands are bleeding...so is your knee, Mom can clean it up for you" Al said smiling at her. Lilly looked at him with sad gray eyes and nodded picking herself up off the ground and followed the boys back up the road to their house.

"Hi kids, oh my Lilly what happened to you?" Trisha asked when the children walked into the house. "Winry upset her, she ran off and scraped herself up" Alphonse answered for her. "Lilly is this true". Lilly nodded and wiped her eyes with the back of her hands. "Well you come and sit right here and we'll clean you up alright?" Trisha said warmly patting one of the dining room chairs. Lilly pulled herself onto it and got comfortable, she swung her feet back and forth while waiting for Trisha to return. "Here we are, we'll have a talk with Winry won't we boys?" she said as she began cleaning Lilly's knee and wrapping it with bandages. "Yes Mom" Ed and Al said nodding. "There we are, good as new" Trisha said, "Thank you Mrs. Elric" Lilly said throwing her arms around Trisha's neck in embrace.

Three Years Later

"Mom!" Ed screamed dropping the basket of vegtables he carried. Alphonse followed suit, Lilly stood in the doorway in shock not knowing what to do, she turned and ran, not from fear, she ran to get Winry and Pinako they would know what to do.

"We'll just have to wait and see what happens" the doctor told Pinako. Edward, Alphonse, and Lilly stayed at Trisha's bedside. Lilly had become almost like her daughter, especially after Lilly's father died at war. Lilly helped Ed and Al write letters to every address on thier father's letters, she was there when Trisha passed on. She cried as much as the brother's at the funeral. She was as lost as they were without her.

"Ed, this isnt' right"Lilly said as she, Ed, and Al sat in the 'forbidden' room in thier home. "We'll find a way around it all..."Edward said. Then, not long after, they went off to training and Lilly stayed with Pinako and Winry, she had wanted to go with them, to help them, but they, Edward mostly, wouldn't allow it.

The night they returned Lilly was there, unbeknownst to the brother's she watched through a crack in the door. She witnessed it all, the form their mother took, Ed missing his limbs, and Al in his armor. She mad her presense known soon after and helped Al fix Ed's bandages and ran ahead to warn Pinako and Winry, but it was to no avail, they didn't believe her until Alphonse showed up at the door with his bloodied brother in tow.

She sat in the hall with Alphonse when Ed was getting his automail. Soon after she decided it was time to get away from Resembool, too many things had happened there. Too many things she wanted to forget. She had her bags packed and the only thing she had left to do, was say goodbye to the only two friends she'd ever had.

"EDWARD! ALPHONSE!" She yelled from where she stood watching their sparing match. "Lilly!" They both yelled waving. "I'm leaving today, guys" she said hanging her head. "I've come to say goodbye" She sobbed throwing her arms around Ed and hugging him, then in turn hugged the armored Alphonse. "What? Why?" the brother's asked. "Let's just put it this way, some memories aren't meant to leave traces" Lilly said smiling sadly. Then she left, and that was the last time, they feared, that they would see her. But little did they known that fate often has a way of bringing friends you once thought were lost, back to you...