Author's Note: This is a Crossover between The O.C. and One Tree Hill. It is AU.

Brooke and Seth have been dating for 7 months.

Brooke's best friend is Peyton.

Peyton and Ryan used to date, but split when they realized they were better friends than a couple.

Brooke, Seth, Ryan, and Peyton were all close friends, though they have grown apart a bit.

Peyton had some trouble with alcohol as opposed to drugs.

They live in Orange County.

"Seth! Seth? Where are you? You were supposed to pick me up half an hour—" Brooke gasped, horrified at the scene in front of her. There in Seth's room, in Seth's bed, was her best friend in the entire world.

Peyton and Seth scrambled around trying to retrieve the shedded items of clothing they had violently removed in their haste to the bed.

"Brooke! Brooke! I'm so sorry! I can explain…" started Peyton as Seth just sat there dumbfounded and unable to speak.

Tears had sprung into her eyes and were fastly threatening to spill. "I never want to talk to either of you again." She said quietly, but with more venom behind her voice than either had ever heard from her.

By that time, Seth had snapped out of his stupor. "Brooke, please just wait! Let me explain, this isn't what it looks like," he said as he reached out to grab her arm, forcing her to stay. Brooke wrenched her arm out of his grasp. "Don't you ever touch me again!" She cried and ran out of the room, leaving Seth and Peyton to sink to the ground regretting what they had done to the girl who meant so much to them.

Brooke ran like she had never run before. She flew down the stairs and out of the house, scrambled into her car, and screeched out of the driveway. Ryan, who had been on his way to see Seth, had seen the beautiful brunette run out of the house, sobbing as she went. He heard the screech of tires and decided to follow her and see what was wrong. He grabbed the keys off the hook by the door and bolted to the Range Rover he and Seth shared. It was difficult keeping up with her, but she finally reached her destination and stopped the car at the secluded beach.

Ryan got out of his car and walked over to the stunning girl sitting in the ice blue Beatle, who had been first his girlfriend's best friend, then his best friend's girlfriend, and then just simply his best friend, one of the more prominent figures in his life. "Brooke?"

She looked up at him, deep hazel eyes filled with tears. She was gripping the steering wheel so tightly that her knuckles were turning white.

Ryan opened the door, and gently pried her hands away from the wheel. He held out his hand, and, confused and a bit lost, Brooke grasped it and they walked towards the beach. He led her to the lifeguard house and they slowly sat on the floor, sitting side by side, her hand still in his.

"How did you find me?" She finally said after moments of silence.

"I saw you running out of the house and you seemed upset, so I followed you to see if you were okay. What's wrong, Brooke?"

"Oh, Ryan…" she gasped for air and then proceeded to tell him the awful sequence of events. "…And that's when I ran out. Oh god! Oh I'm so sorry, Ryan, I didn't even stop to think about you and Peyton. And I just blurted it out."

Ryan was amazed at her kindness. Here she had just seen her boyfriend cheating on her with her best friend, and she stopped to think about how he was feeling. "Hey," he said softly, "don't you even think about worrying about me right now. Peyton and I are over, remember? Have been for a long time."

"I know, I just…"

"Brooke, honestly, I swear, do not even worry about it. I can't say I'm not surprised, because I'm shocked. And I'm pissed. I can't believe they would do that to you. I'm just so sorry." He pulled her to him in a protective hug, trying, hoping, to make it better.

Brooke melted into his strong arms, and cried. Brooke had always prided herself on her strength, but knew that her wall had crumbled the closer she had gotten to Seth and Ryan. They sat there, Brooke clinging to him and Ryan resting his chin on top of her head. The sun had set by the time she stopped crying. Her sobs had turned to cries, which had turned into tears until finally there was only the occasional trembling breath.

"Ryan, thank you. Thank you so much for being here for me. I don't know what I would have done if you hadn't been here. I think I wanna go home now." Ryan stood up, holding out a hand for Brooke to pull herself up. Together they started walking back to their cars.

"Are you sure you're okay to drive home? I can take you and we can get pick up your car tomorrow."

She looked down at her hands, playing with her fingers. "You've done so much already, I can't ask you to do more."

Ryan stepped closer to her. "Hey, look at me. You didn't ask I did. Come on, get in." she climbed into the car, her hands folded in her lap. She and Ryan had only recently become very close, but it felt really great to have him there.

They slowly pulled into her driveway and Ryan put the car into park. Brooke reached for the door handle. Ryan put the car into reverse, but he found Brooke's hand had abandoned its search for the handle and was now on top of his own. "I um, was wondering if you wanted to come in for awhile. We could watch a movie or have something to eat or something.

Ryan nodded. "Sure, just let me call home to tell them I'll be awhile." Brooke's eyes pricked with fresh tears at his statement. "Don't worry, I won't tell them where I am, Seth won't get to you, I promise."

They went inside and as Brooke went to get something for them to eat Ryan used his cell phone to call sandy.

"…Yeah, I'll talk to you later. Bye, sandy." Brooke walked back into the living room carrying a tray complete with chips, salsa, and a pitcher of margaritas.

"I made some fresh margaritas. I figured I deserved some tasty alcoholic goodness after the disgusting scene I had to witness" She said with a wry smile on her face.

"Are you sure that's how you wanna deal…" Ryan trailed off when he saw the glare he was receiving from the brunette. He gulped. "But hey, you know, that's cool, you do deserve a little fun, I just…"

"Ryan, I'm not Peyton, okay? I promise I'm not gonna go all alcoholic on you or anything, I just need to not remember this, at least not for tonight."

"I know, I just…care about you, Brooke, I don't want you to fall into that destructive habit. I've seen it happen too many times."

Brooke's eyes softened. "Ryan, I promise, I'm not like that. If you really don't want me to, I won't."

"No, I realize you aren't like Peyton, or my mom, or Kirsten. Now come on, pour me one." He said to lighten the mood.

"Ryan, are you sure? Cuz you don't have to…"

"Yeah, come on." He laughed and reached over to pour them each a glass.

Four margaritas later (for Brooke, Ryan was still slowly working on his second) Brooke seemed to have pushed the incident out of her mind, with lots of help from Ryan. They talked about their favorite funny movies, reciting particularly funny lines that stood out, and it was refreshing to just have fun. Lately, it seemed that they had been dealing with a lot of drama surrounding their little group, and though Brooke had been shocked earlier that day, she was enjoying her time with Ryan.

"Okay, I know what it's time for!" Brooke jumped up to her feet and wobbled over to the stereo, and Miley Cyrus' Party In The USA began to blast out of the speakers. She started dancing around the living room, Ryan smirking at her the whole time. Noticing Ryan watching her, she leapt onto the coffee table and began to sing even louder. She held out her hands, beckoning him to join in her fun, but Ryan stayed planted on the floor.

"There is absolutely no way I am dancing to Miley Cyrus. Seriously, Brooke, do you know how many man points I would lose if anybody ever found out about this?" Ryan remained in his position among the throw pillows on the floor, despite Brooke's attempts to pull him up.

As Brooke struggled to pull the stronger, heavier boy to his feet, she lost her balance atop her perch on the coffee table and came crashing down on Ryan's hard chest. She erupted in giggles at her clumsiness, but soon realized how close she was to Ryan's full mouth looking far more sensual and enticing than she had remembered. Brooke found her lips subconsciously leaning towards his.

As Ryan felt Brooke's body fall onto his, he wrapped his arms around her waist to keep her from falling on the floor. Her petite curvy body felt right settled in his masculine arms, and he felt his breath catch in his throat as he realized her lips were getting closer to his own, and without his realizing it, he had been moving towards her as well.

Just as their lips were about to meet, Ryan sat up, bringing Brooke with him and crossed the room to sit on the loveseat, trying to put some distance between them. "Geez, nice move there Brooke, you almost broke your neck, but at least you looked graceful doing it," he chuckled a bit awkwardly.

Clearly Ryan was trying to pretend like nothing happened, but the more intoxicated Brooke didn't want to ignore their almost kiss. "Uh… are you seriously going to pretend that we didn't just almost kiss?" She demanded as she took a step towards his seat on the couch and placed her hands on her hips. "I didn't realize that kissing me would be so repulsive to you."

"Brooke, you know I don't think you're repulsive, you're the most beautiful girl I know-" Ryan stopped short as he realized how deeply he meant those words. Ever since he and Peyton had broke up, he and Brooke had grown closer, and in that time, he realized that her personality only made her magnificent beauty that much more stunning. Though she could seem to have a tough exterior to outsiders she was fiercely loyal to her friends, willing to do anything to make them happy. She was really funny and tons of fun to be around. Ryan wasn't exactly known for being crazy and fun, he was usually stoic and the voice of reason for their little group, but Brooke was able to break him out of his shell with her bubbly personality. It dawned on him that over the past few months, he had really fallen for the girl who was dating his best friend. Up until now he had buried his feelings so deep, he would never do anything to sacrifice his friendship with Seth. But now that his idiot best friend had royally screwed the brunette over, Ryan finally allowed himself to realize what his heart had been trying to tell him all along- he was in love with the girl standing in front of him.

Brooke could see Ryan's mind working overtime as she stood with her hands on her hips, only slightly wobbling as she leaned her weight on one leg as she sobered up in the realization that something between them had just changed. His silence and the deep look in his eyes were intense, and Brooke decided to sit down as well, on the sofa directly opposite the brooding blonde. She too had enjoyed the past few months of getting closer with Ryan. Though she and Seth had been very happy once upon a time, lately she had felt more of a connection to Ryan. Seth could be extremely selfish and self-involved. He also seemed to talk more to Peyton, she thought it was about their crappy emo music and their mutual love of drawing, which she realized could have been the things that ultimately were the reasons she found them in bed together. Not that it gave them any excuse for what she witnessed, and who even knows if that was the first time it had happened?

Hey guys, let me know if you want me to keep going! Hope you enjoyed it =)