The group left for Rush Valley. The Elrics wanted to continue their search for a way to restore their bodies. Now they added Winry to their list. They wanted to restore her humanity and bring Den back.

Winry was back to her old happy self when she saw the various automail parts at the mechanic hub. She was racing from window to stand admiring all the workmanship.

It was midday, they noticed a crowd converging in the street.

"Hey Ed, what is going on?" Winry asked.

"I dunno. Let's go see." He answered.

"Doesn't anyone want to try and beat Jumbo in an arm wrestling match?" A skinny man said.

A very large man with very large automail arms had a malicious grin.

The Elrics and Winry watched as one by one the contestants were defeated and the tables broken.

Winry looked at her automail arm. Then she decided to try to arm wrestle the big brute.

"We have a challenger! Good luck Miss!" The referee set the wrestlers. "Ready? Go!"

Winry felt the strain on her arm. Her suspension whined. The champion's arms didn't sound that great either, but he was beginning to push her arm down towards the table.

She couldn't let him win. Winry shut her eyes and tried to focus all her strength into her arm. Unknown to her, Winry tapped into her beastial strength.

In one fluid motion, she pulled her arm to the other side and took the big man with it.

The crowd stood in silent awe for a few moments, then began cheering.

"Yeah! Go Winry!" Alphonse cheered.

"Yay Winry!" Ed cheered as well.

Winry blushed.

"What a jackpot!" Ed said. "Let's get us a nice room and meal tonight!"

Winry agreed.

They got a large room in a nice hotel and ordered a large meal. For once, everything seemed almost back to normal. Ed and Winry ate their dinner as Al decided to talk a walk while they ate.

After a while towards then end of their meal Edward had decided to ask some thing that was bothering him.

"Winry, what happened? Why did-?" his second question was interrupted when Al burst into the room.

"Brother! You will never guess who I found in town!" he yelled.

Then an all too familiar face came up from behind Alphonse. A face that sometimes came across in their memories and right now, it wasn't a happy face.

Edward nearly choked on a fork full of food when the man came in behind Al. Then another thought occurred to him. Wherever he is….that means…A sinking feeling was in his gut now and he suddenly tried to run across the table and out the window. Ed was grabbed by his collar and stopped in his tracks by a woman.

That next morning the Elrics were tied together and on a train bound for their teacher's hometown of Dublith.

"Dammit these are tight," Edward shifted uncomfortably. He was tied tightly to his brother's armor.

"You guys have really pissed her off haven't you?" Winry asked, stating the obvious.

"Damn, she also took my watch…Edward said almost ignoring the question. "She is probably angry with the fact that I joined the military. She hates dogs of the military." He grumbled.

The door to their train room slid violently open and their teacher was there with a look of absolute hatred at the boys. The brothers cowered in fear. Then she looked to Winry.

"It has been quite a while. You have grown too." Izumi commented bringing a little smile to her face.

"You remember me?" Winry asked.

"Of course! These too always spoke about how what they were going to show Winry when they got done with their training." She said. "Please, come sit and eat with my husband." Izumi invited.

"Will you guys be okay?" Winry asked.

"They'll be fine." Izumi answered, despite Ed's grumbles. She offered Winry a hand to help her up out of the seat.

Winry obliged and put her right hand in Izumi's. Like a static shock from person to person, Winry got a little shock from Izumi's hand and the alchemic shock snapped the bracelet off. Neither one of them noticed.

Winry sat with Izumi and her husband in the dining card where they had ordered food and charged it to Edward's State Alchemist Tab.

Izumi noticed Winry's automail arm. "You are so young for an automail arm…What happened?" She stopped and thought about it for a while. "I apologize that was rude of me…"

"No, it's….okay. It was…an accident…." Winry stumbled through quietly.

They ate and made quiet, idle conversation about a few things that have happened since the Elric brothers left Izumi's care. Winry careful not divulge too much to the boys' teacher. Izumi careful to not bring up the automail subject again…

They later arrived Dublith. Izumi was greeted by a couple of kids. She was apparently a little bit of a town celebrity.

A boy brought up a toy train that he had broken. "Teacher, can you fix it?"

"Well, let's see…The axle is broken." She said turning the train upside down.

A thought occurred to Winry and she dug in her coat pocket. "Here this might help." She handed Izumi a long metal screw and a nut that she had in her pocket.

"This is perfect!" Izumi replaced the broken axle with the screw and nut.

The boys ran off with their fixed train. "I guess you really are a mechanic." Izumi said with a smile. Then she got more serious. "Is Ed's arm and leg automail?"

The question caught Winry off-guard, but she remained silent. She grabbed her own automail arm. The cold metal provided little comfort.

"I see…Anyways, come inside it's almost time for dinner." Izumi said.

Winry was given the guest room and the brothers shared a couch and the floor. Thankfully, Winry's room had a bathroom in it. Winry was very sick that night.

She felt better the next morning. Winry awoke to find Izumi, Ed and Al gone to some undisclosed location. Izumi's husband, Sieg, didn't answer any of her questions.

"Hell, the man barely speaks at all…" Winry muttered to herself.

She sighed and kept herself busy by assisting the large man in his butcher shop. Winry fixed his refridgeration component (After taking it apart.) and it ran better than ever. She gained a smile from the large man.

Izumi returned later in the afternoon without the Elrics. She had informed them all that she left them on the training island that they first started out on.

Winry expressed her concern for the brothers.

"They'll be fine. They've done it before and they can do it again." Izumi said.

They ate their dinner sans the Elric brothers. They were cleaning up the table as the sun began to set.

A pang hit Winry in the stomach causing her to drop her dish. It broke.

"Winry are you okay?" Izumi asked with concern.

"I'm fine….just a little indigestion….Excuse me…" Winry dashed for the bathroom in her room.

Winry had thrown up everything in her stomach and still gagged. She washed out her mouth and then laid down on her bed. Izumi knocked on the door and opened it ajar.

"You okay? I brought something that may help settle your stomach." She said letting herself in.

Winry groaned. She rolled off the bed and landed on her hands and knees.

Izumi ran to see if she was okay. She moved Winry's blonde hair, and then she saw the mark that covered her back.

"What the…" Izumi said, recognizing what it meant.

"Get back…"Winry growled.

Izumi saw Winry's hand crack and grow the long white claws. It surprised her and she took a few more steps back.

Tears ran down Winry's face. Her left automail arm began to glow and change in shape. Winry's body mass began to grow. Winry turned in pain. Izumi saw the profile of Winry's face stretch out into to a muzzle. Her nose bled. Winry roared loudly in pain. Her teeth realigned in the canine muzzle causing her to salivate excessively. The dark brown fur began to spread across Winry's growing body. The changing girl began to sob as the pain grew worse. White fur covered Winry's muzzle and grew longer down her neck and chest. Winry's feet became clawed and digitgrade. The white fur covered her feet and right clawed hand. Winry's ears pointed, grew and moved towards the top of her head. The white tipped ears stood for a moment then went backwards as Winry winced in pain. Tears still streamed out of her blue eyes. Winry grabbed the bed with her clawed hands to help steady herself as she stood up. Her spine arched and her muscles expanded a little more. A tail grew out from the seat of her pants it also had a white tip. Winry roared again. Her blonde hair grew out into a wild mane that stopped in between her shoulders.

Winry whimpered as the pain subsided. She let go of the bed and fell backwards and slid down against the wall. Her tail curled in between her legs. Winry panted, then she slipped from leaning against the wall down to the floor. She blinked out a few more tears. Her pants were torn past the knee and her tank top was stretched to its limits.

Izumi was amazed at the transformation. She was in shock and awe that such a powerful beast could reside in such a small young woman. She felt pity for the creature. Winry was a very dear friend to the Elrics.

Winry shifted and lifted her head to Izumi. "I'm…sorry…" she said quietly.

"It's okay, dear." Izumi walked towards Winry.

Tears began to seep out again. "I'm a monster," Winry sobbed.

Izumi hushed her. She sat down next to Winry against the wall. "It's okay…Just rest. You are exhausted."

Izumi let had Winry rest her head on Izumi's lap. Izumi stroked the soft fur of Winry's ears and blonde mane and she hummed softly. Soon Winry began to lightly snore. Then Izumi allowed herself to rest…

A/N: YAY! Yeah I hit writer's block with my Riza story, but I got a good idea for this one. I hope you enjoy. I tried to stay closer to some episodes in the series, but I changed them. LOL Anyways I hope you all enjoy!