Lily and Emma had met twice in childhood. Once Emma had been an unloved orphan. She had run away from yet another foster home. Her foster mother hadn't been a mother, she'd been more of a collector. she kept the kids piled in bunks in two rooms. All the boys both bigger and meaner than her. So, Emma took off, she figured that life on the streets was just as 'safe' as the home. Same chances of eating and she was just as safe from the boys as she was from homeless people. Maybe she was more safe out there. At least that had been the thought when she ran off. She just didn't realize how dangerous and hard it was out there. The other kids stole all the time but they were bigger and faster than her.

…and they never really taught her how hard stealing could be.

That's how she met Lily. And Lily had lied to her after days spent together. She lied to her and said she was an orpha. Maybe in the most technical sense of the term, she was, but she had a family that had loved her and looked for her.

Emma literally dreamed about that, so she refused to have anything to do with her. She was throwing away opportunities that Emma never had.

Then when they met again, Emma HAD that opportunity until Lily ruined it. One stolen envelope and then the wrong words out of her adopted father's mouth made Emma run off again. Maybe she had been rash but she was determined to hurt them before she'd been hurt. But as far as she was concerned, Lily had ruined that chance too. IF not for her, Emma would've never had to remember the fact they didn't see her as part of the family.

But there was something that she felt drawn to, she didn't understand it. It wasn't like a light, not like she thought she had with Neal. But more a pull, like she felt something missing in her gut when Lily had been close by.

It didn't matter though; Emma had left her behind twice. She didn't think about her again.

Until a day about a year after getting released from the prison, she stopped in a diner to try and beg for something to eat. She hadn't eaten in 3 days; her food ran out and the money had been spent on gas. There had been a job opportunity and then it fell through and Emma wasn't sure now what to do.

Then she went in the diner and saw her. she was older, and more tired, but Emma knew those brown eyes. She remembered them quite well actually. From the look the diner waitress gave her, Emma knew she recognized her too.

Lily was quiet when Emma came in and slid into the barstool. She dumped her bag on the floor beside her with a thud.

"Hi Emma," Lily greeted quietly.

"Lily," Emma said slightly more clipped. Could she still be mad at her? Could she really? They'd been kids when it all happened.

But maybe if she hadn't ruined Emma's chance, then she might've not run away, she could've kept her family.

She might not have ended up a prison teen mom.

"You look like hell," Lily told her.

"You always look like hell."

Lily stopped and smirked, "I'm surprised you came in."

"I almost didn't," And Emma hesitated, almost hating to look weak, "I haven't eaten in a while, Lily. Can I have some food? I mean, I can work for it…"

"Sure," Lily started and hesitated, "you don't have to work for it, I have money."

"I can't ask that."

"No, I noticed you were driving a car. You can pay me by giving me a ride home. It's a creepy walk to the bus at night….and it looks like it might rain"

Emma hesitated, "That might not be so bad. Okay."

"Grilled cheese and onion rings, right?"

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Lily didn't believe the man on the bus that night when he came to her and told her about her past. Well, that night she had. But she grew up, she talked herself out of it. She wasn't the daughter stolen by a Snow White and Prince Charming, what kind of nonsense was that?

A child's fantasy. Everyone wanted to be a princess. Everyone wanted parents that loved them.

It never happened.

Emma ate, and slept in a booth until it was time for Lily's shift to end. Lily watched her from time to time, her boss didn't like it but as long as Emma wasn't causing trouble, she ultimately didn't care.

Lily wasn't sure if fate existed or not, but there was something that drew her to Emma. She had hurt her, twice. Here she was back here again. She knew that and she could never make up for it. But she could at least try.

Emma took her home without a word, Lily stared at the empty apartment as it started to sprinkle, "Would you like to come in?"

"Not really?"

"Where else do you have to go?"

Emma looked at her, "We're not friends, LIly."

"I don't expect us to be," LIly muttered, "I'm just…..I don't know."

"What?" Emma asked in exasperation.

"I'm trying to make up for what I did to you," Lily finally admitted, "You can get some sleep, move on in the morning."

"And how do I know I won't wake up to find you've stolen my car?"

"Yellow's not my color," Lily told her and opened the door.

"You have a couch?" Emma asked.

"No, it'd be a pain in the ass to get up the stairs, you're going to have to sleep in the bed with me."

Lily thought Emma was so pissed at her that that would be the dealbreaker. She expected to hear the car start up and Emma would drive away. But then she heard the car door close and Emma wasn't far behind.

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The tension could be cut with a knife. Lily lay in bed with just a T-shirt and short shorts, Emma lay in bed with a tank top and threadbare pajama bottoms that had been Lily's. She didn't have pajama pants; the old ones had been discarded when they got holes in them.

So, they lay in bed, side by side, completely tense, listening for the rain hit the window outside.

"What happened to you after we parted ways?" Emma asked.

"Lived on the streets until Pearl saw me in the diner and got me a job so I could be fed," Lily looked at her, "Not an easy life."

"No."

"I went back to my old house once," she confessed and shifted to make herself more comfortable, "but they were gone. They moved out. I don't know if they moved out because they wanted to make sure I couldn't follow or what. But mother dearest talked about moving for years, I guess they finally got their motivation when they kicked me out."

"I'm sorry."

"Don't be. It wasn't your fault."

A few more moments of silence passed, "I have a son that I gave up for adoption."

Lily looked over, "What?"

"I was in prison," Emma spat bitterly, Lily could hear the anger and grief in her voice, "My son was probably about a couple days old when I got possession of stolen watches that my baby daddy stole first. They caught me with one. Eleven months in minimum security. Enough to give away my son like I'd been given away."

Lily felt her heart drop. Emma would've had no choice. She had no home, no family, no job, no prospects…what could she prove to show she was a fit mother? Her son would drift around the foster system until she could prove it and that was impossible unless someone took mercy.

"I couldn't even look at him when he was born," Emma whispered, her voice thick with grief, "I couldn't fail him. If I looked at him, I'd want to keep him and then where would we all be? I don't know how to be am other, I never had an example. I don't know what stability is. I'd just hurt him, so I gave him away like I'd been abandoned."

Lily rolled on her stomach and watched Emma start to break down. Quietly she reached out to caress her face, "Emma, you gave your son his best chance, you know that."

"Do I? Is that program his best chance?"

"Maybe," she stroked Emma's hair back, "And that…knowing when to do what's best for your son? That's a mother. And that's more than what either one of us got."

That seemed to calm Emma down slightly. She stared at the celling, "I don't feel anything. I push it all back and I keep pushing it and pushing it until I don't feel it anymore. It's easier that way and now I can't find my way back."

Lily watched her, "I thought I did the same…but….when I saw you again, Emma. I felt a twinge in my stomach. I'm not an expert but it could be construed as emotion."

Emma lay there quietly, "I felt it too."

Lily crept up a bit, she didn't want to be left alone, she wanted….she wanted a connection, even if it was just for the night. Because she knew what it was to be abandoned by people you were supposed to trust. She knew what it was to be alone. She knew how it felt to search for some kind of love only to have it backfire over and over again.

Emma tensed, "Lily…"

"It's okay," Lily fidgeted and suddenly felt stupid. She went to kiss Emma, expecting Emma to shove her away. that would be that.

Emma tensed, but relaxed. She returned the kiss. Lily drew closer, something spread in her belly as she lay there making out with Emma. It was something she hadn't felt in awhile, like something felt complete. She hadn't felt that since before she met Emma, she'd been alone for a long long time.

"This doesn't mean I forgive you," Emma pulled Lily's shirt off. Lily returned the favor and wrestled Emma out of her own pants and Emma's underwear.

"Fine," she smirked and kissed her again, "It'll add some spice to your flavor."

"That's the dumbest pick up line, I've ever heard," Emma told her and looped her legs over Lily's shoulders.

"Somehow I doubt that's true," Lily snarked, interlinked her fingers with Emma's and went to make love to her…sort of friend. She heard Emma mutter 'just for tonight'.

But when Emma went over the edge, she doubted that was true either.

"Shit," Emma muttered when Lily eased her down.

"Hmm," Lily rested her chin on Emma's belly and watched her, "Again?"

Emma lifted up her head and smirked, "Hell yeah"

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By the time they had both indulged each other, it was so early in the morning that both were tired….but at the same time they were wide awake and not very eager to leave the embrace yet. Emma sat up with her back against the footboard, Lily straddled her lap and gripped the footboard. They had spent what seemed like an enternity staring in the other's eyes, unsure of what to say.

"How did you know how to do that?" Emma asked, "The streets?"

"Nah, I watched porn."

Emma blinked, "Oh."

They measured up the other for a few more moments before LIly spoke up again, "You could always stay a few more days. Get rested up and get back on the road."

"You should know better than to offer that to someone, everyone knows you offer that to a friend, you'll never get rid of them."

"Fine, you can stay," Lily shrugged, "We could use some help at the diner."

Emma blinked at the charity, "Why are you doing this? The sex was fun, but…"

Lily brushed a knuckle down Emma's face, "Because I feel drawn to you. I have since I met you. I can't explain it, I don't even believe in fate, but I think there's something about you…"

Emma gripped her hand and kissed it, "I feel drawn to you too."

"Well then," Lily pressed closer and kissed her, "At least we feel something after all."