Disclaimer & Author's Note: Obviously I do not own Ugly Betty or any characters. I will not profit from this story in any way and wrote it simply for my own enjoyment, and hopefully for the enjoyment of other fans of the show.

I originally published this story beginning the morning of the Mode baseball game, but decided that was a bit too abrupt. This rewrite follows basically the same storyline but begins after Justin's school dance when Gio makes his declaration. There is some crossover with actual show events in the beginning, with some changes to fit in with the alternate ending to season 2. I apologize to those of you who'd marked as a favorite or added to story alert. Hopefully you find your way to this rewrite. Thank you for reading and please feel free to write up a quick review or send me a message to let me know what you think of it.

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Chapter 1 – The Rebound Guy

Betty and Gio stood at her front gate after Justin's school dance. Justin had already gone into the house and Antonella was waiting for her brother out on the sidewalk. Betty looked at Gio in confusion. She'd finally gathered enough courage to invite him on a date, only to have him refuse. He'd joked about being her rebound guy when he'd kissed her so suddenly in his deli, and he'd been so confident and sweet at the dance tonight. Had she misread the situation so completely?

Seeing her confusion, Gio explained, "Well see that's just it. I don't want to be the rebound guy. I want to be the guy."

Betty's POV

The words and sincerity in Gio's tone hit her like a sledgehammer. Her jaw dropped as his words sank in and memories flashed through her head. Dancing in Hilda's salon, arguing over sandwich toppings, phone calls just to say hello, random texts just because they saw something the other would like. She thought of the feelings he brought out in her. The shivers that ran down her spine whenever he'd sneak up on her and whisper a greeting in her ear, the way his mischievous grin alternately amused and infuriated her, the way that dimple could get him out of trouble in a heartbeat, even when she was ready to throw the nearest blunt object at his arrogant, know-it-all head. But most importantly, she thought of the way he'd chased away thoughts of Henry with his patient friendship and easy-going confidence, slowly pulling down the walls she'd carefully constructed around her heart.

She'd been living carefully these past months, oh so carefully, walking that fine line between friendship and something more. Henry had always been there to pull her back every time she wavered. Now that Henry was gone, and had been gone for some time, what was she waiting for? Earlier that evening at the dance she'd thought she'd felt guilty for betraying Henry when she'd nearly kissed Gio. But if she was truly honest with herself she realized she felt guilty for not feeling guilty. It had felt good to be in Gio's arms. She'd felt warm, comforted, protected. It was like coming home, and the intensity of those feelings scared her, because as much as she'd loved Henry he'd never made her feel that strongly.

Realizing that she was standing alone, Betty looked up to see Gio's back as he walked away, his arm slung casually around Antonella's shoulder. "Gio wait," she called. She held her breath hopefully, watching as he immediately stopped and looked back at her. His eyes searched hers for a moment before he smiled at her, leaned over to speak to his sister, then moved purposefully towards her.

Gio's POV

He'd done it. Laid his heart out at her feet with that simple declaration. He watched her reaction, feeling slightly smug that Betty Suarez was struck speechless. He loved watching her in action, slinging orders around the office, trading potshots with Amanda and Mark, doing her mother hen routine with Daniel. His Betty was never at a loss for words except when it came to him, Gio. He'd known he was in trouble that first day he'd seen her. It should have been just another day. Sell some sandwiches, ogle some models, and charm the ladies to pick up some extra cash in tips. Then a cute little brunette with an infectious smile and a surprisingly wicked sense of humor had thrown everything off. Their disagreement, over tomatoes of all things, had shown him just how tenacious she could be when she wanted something, and the friendship that had grown from that chance meeting had blossomed into something more. He knew it, he knew that she knew it, and now he just wanted, no, needed her to admit it. He'd watched and waited through her relationship with Henry, held her hand and given her a shoulder to cry on after it had ended. He was thrilled that she'd finally stepped out of Henry's shadow and come to him, but he knew himself well enough to know that he wasn't just after a casual fling. He'd thrown down the proverbial gauntlet, now all he could do now was wait.

He walked back to where his sister was waiting impatiently, hand on her hip as she gestured for him to hurry up. He hooked his arm around her shoulder as they began the walk home. They hadn't gone far when he heard Betty call out to him. He immediately stopped and looked back at her, hope flaring when her eyes locked with his and he saw the look on her face. He turned to 'Nella, who let out an exasperated sigh and grumbled "Oh go on already. I'll wait. It's gotta be better than homework anyway."

Gio walked quickly towards Betty, hope flaring in his chest as she smiled at him nervously. Her gaze flickered to his mouth and he grinned back at her, his mind made up as he reached for her. It was just like the stolen kiss at the deli, except this time she didn't pull away, and she definitely didn't slap him.

Betty's POV

Betty went willingly as Gio pulled her into his arms. His mouth descended on hers hungrily and she gladly returned his kiss, reaching for the lapels of his jacket and holding him close. He pulled back just enough to gentle the kiss, brushing his lips softly across hers. Betty's eyes popped open and they stood there staring at each other. Suddenly a devilish light glinted in her eyes as she leaned forward to whisper in his ear.

Gio's eyes closed as he groaned "You're killing me, Suarez."

She laughed quietly as she gave him a little push towards Antonella. "See you tomorrow, Gio. Goodnight Antonella," she called as they walked away.

Gio's POV

Gio dropped Antonella off at home and said a quick hello to his parents before jumping into his van and heading back to his apartment. Now he lay in his bed, arms folded behind his head as he stared up the ceiling and contemplated Betty's words.

"Too bad we've got an audience or I could have given you a real goodnight kiss."

Wow. Having witnessed a few of her temper tantrums firsthand he'd always wondered how that fiery, passionate nature of hers carried through to her personal relationships. Maybe he should be a hell of a lot more jealous of Henry than he thought.

One thing was certain: He was definitely looking forward to seeing Betty tomorrow.