A/N: Hello readers. This is going to be a fairly long fic, longer than any I've done before. It's AU, set in an English secondary school, partly because I'm English, so it's easier for me than setting it in an American high school, but also to make it more interesting for any American readers. The main pairing is going to be Roxas/Demyx, the rating is M because I have planned at least two sex scenes between the guys, and at least one between Paine and someone else (all I'm saying is that it's a girl), plus I've set the swearing to my normal standard, which is lots. There will be angst. I'm saying nothing about it at this point, apart from the fact that Roxas's back story is interesting. The events I have planned are basically from my year (I'm in year 13, not year 12, but the same events apply) - but none of the horrible angsty things that will occur in this fic happened to me. If enough people are baffled, I'll explain the English secondary school system to you in the next chapter, which will be up sometime next week. Oh, and I amost forgot - Disclaimer - I don't own Kingdom Hearts or any of its characters. I don't own the school either, as it's kind of based on my own. So there.


Sharp ringing pervaded the crisp autumn air, violating the ears of the small blonde who stood, lost and bewildered amongst strangers, looking around for something familiar and knowing that he wouldn't find it. Not here, in this noisy, crowded place where empty crisp packets and sandwich crusts littered the grass just a metre away from the bin. Not here, where just two metres away from him three rough looking boys played catch with a shorter, weaker boy's backpack.

In a response to the bell that was almost Pavlovian, several hundred children simultaneously began to make their way inside. Last minute homework was shoved into bags, mobile phones were snapped shut, conversations ended, and the weak looking kid's backpack was thrown into a tree. Soon, he managed to grab the strap and pull it free, leaving the blonde standing in the grass alone, looking miserable. Or so he thought.

"Are you lost?"

Spinning around, the blonde turned to see two boys leaning against the wall, sharing a cigarette. The shorter one had grey hair that covered half of his heavily made up face. He wore tight black jeans and a t-shirt with the name of a band the blonde had never heard of. The other boy was much taller, with unruly red hair that stuck up in all directions, baggy jeans and a faded t-shirt two sizes to big. Taking a drag of the white stick he held casually in his right hand, he said,

"He's new. I can tell."

His voice was deeper and rougher than the one that had originally spoken, so the blonde guessed that the emo kid had been the first one to speak.

"Why isn't he wearing uniform?" the emo wondered. The redhead shrugged.

"Beats me. He can't be old enough to be a sixth former. Maybe he's retarded." He leaned closer to the blonde, who was regarding him with fear. Were they going to beat him up? They seemed like the crazy type who would do that without reason.

"Are you retarded, kid?" the redhead asked, pronouncing his words clearly and slowly. The blonde whimpered.

"Stop patronising him, Axel." The emo scolded, grabbing the redhead's arm and pulling him back. "He's terrified of you, can't you tell?"

Lifting one eyebrow, the redhead – Axel – watched the blonde tremble in fear, blinking rapidly and swallowing hard. Passing the cigarette to the silver haired boy, he turned up the corner of his mouth in a grin.

"Isn't that just adorable? Look Zexion, he's cowering. Lets steal his lunch money." The emo – Zexion – whacked him around the back of the head before throwing the cigarette to the ground and stamping it out. He leaned forward and stuck his hand out, a few centimetres in front of the blonde's face.

"I'm Zexion, this is Axel, he's a prick, but you can just ignore him-"

"I was only joking…" Axel muttered, rubbing the back of his head and ruffling up the spikes a little.

"You must be new here." Zexion continued. "What's your name?"

Tentatively reaching out to shake the slender hand with nails painted black, the blonde finally found his voice. "I'm R-Roxas." He stuttered. Axel laughed.

"Nice to meet you, R-Roxas." He mimicked, but as soon as he caught sight of Zexion's angry glare, he leaned back against the wall, scowling.

"What year are you in?" Zexion asked, smiling encouragingly.

"Year 12." Roxas replied, playing with the zipper of his hoodie nervously. "This is my first year. I was in private school up until now, but they didn't have a sixth form, and I didn't want to go to college, so I ended up here…" A second bell rang, making him jump slightly. Neither of the other boys even blinked.

"Well, R-Roxas," Axel grinned, slapping him on the back and shepherding him into the main building, "We don't want you to be late for your first day, now do we?"

"It's just Roxas." The blonde corrected nervously. He was still a little scared of the redhead, although Zexion seemed harmless. Still, he wasn't sure if he wanted to be friends with either of them. They seemed like bad influences.

"Roxas it is." Axel replied, slapping him on the back once again. Roxas could tell he was going to have a bruise by tomorrow morning. He felt his timetable being taken from his hands, and reflexively clutched at it, but it was too late. Zexion had it in his hands and was reading it with interest.

"Maths, Biology, Chemistry, Physics… you're taking maths and all the sciences? What, are you some kind of nerd or something?" Roxas tried to grab the timetable away from him, but the emo held it just out of reach.

"My parents made me take them." He protested, arms flailing wildly, trying to reclaim possession of his stolen timetable. Zexion smiled at him, one eyebrow raised.

"Do you always do what your parents tell you?"

"N-no-" Roxas jumped and snatched the piece of paper out of the grinning emo's hands. "But I couldn't do anything about it." He could feel his cheeks turn red and he tried his best not to cry, blinking back tears furiously. "You don't know my parents."

"Hey, calm down Blondie." Axel said, grabbing his shoulder. Roxas sniffed loudly and the two older boys looked at each other, worried that he was going to start crying.

Sighing, Zexion stuck a hand into his pocket and brought out a half eaten bar of chocolate. Thrusting it into Roxas's hands, he said, "I'm sorry and all that shit. Come on, you've got Biology first period. We'll get you to your lesson. Kay?"

Roxas nodded silently and took a bite of the chocolate. He followed the two boys through the brightly lit corridor. Graffiti adorned the walls, most of it illegible, punctuated infrequently by a muddy boot print where some bright spark had tried to see how high up they could kick the wall.

Zexion and Axel were having a conversation, but they kept their voices low, so Roxas had to strain to hear them. He heard Zexion mutter something about chocolate, then both boys stopped so suddenly that Roxas almost ran into the back of Axel's hair. They had reached an older part of the school, which smelled of gas and chemicals.

"Room 35." Axel announced, gesturing to the door that they had stopped in front of. "Please exit the train in an orderly fashion. No pushing, no shoving, no biting…"

"Shut up." Zexion told him. Axel shrugged. The silver haired boy studied Roxas's face. "Nervous?" he guessed. The blonde nodded. "Nothing I can do about that." Zexion told him. Roxas bit his lip.

"Oh, just piss off already!" Axel grinned, shoving the younger boy through the door and into his lesson, which had already started.


"That was a little bit mean." Zexion scolded as the two of them sauntered through the corridor, not having anywhere to go until second period.

Shrugging, Axel lit up another cigarette. "He wasn't gonna get there on his own. I just gave him a gentle nudge in the right direction. What's mean about that?"

Zexion smiled quietly to himself, imagining Roxas standing in front of a class full of strangers who had known each other for five years, too nervous to say anything. "So." He said.

"So?" Axel echoed.

Zexion pouted and fluttered his eyelashes. "Can we keep him?" he asked.

Axel scowled, crossing his arms. He was trying to stop himself from laughing at this ridiculous display. "Do you even realise how gay you are?" he teased. "Hey, what was that for?" he asked, rubbing his arm where his friend had just punched him. "OK, OK, we can keep him."

Realising he was talking to himself, he ran to catch up with Zexion. "I didn't mean it, you homophobe."

"Fuck off."

"Don't start with me, you emo freak!"

Zexion stopped so suddenly that Axel took a couple more steps and had to backtrack. They glared at each other furiously for a few seconds.

"I'm not a freak."

Axel snorted and covered his mouth to hide his laughter. He didn't want Zexion to punch him again with his fist full of rings. That had fucking hurt.

"You're not a freak." He agreed. "So what are we gonna do with him?"

Zexion smiled thoughtfully. "The kid needs to learn how to rebel."

Lacing his fingers together and pushing them away from him, Axel cracked his knuckles, delighting in Zexion's wince. "This is gonna be fun."


Three rows of faces, fourteen kids in all, stared at him as he stumbled into the classroom. The teacher, wondering why they were all suddenly so interested, turned to see what they were staring at. Her light brown hair was tied loosely back in a ponytail, a few rebellious strands framing her petite face, which was currently shaped into a smile.

"And who might you be?" she asked, her voice friendly and amused. The usual lump failed to form in Roxas's throat, and he found it easy to speak, despite the fact that in this situation he would usually only be able to squeak helplessly.

"Roxas." He said, eyes darting around the room. "I'm, um. I'm new."

"It's nice to meet you, Roxas. I'm Miss Gainsborough. You can take a seat with these three girls, I'm sure they'd be happy to look after you."

Nodding nervously, Roxas slipped into the seat she had indicated, in the front row. Next to him, a manically cheerful blonde with hair in plaits grinned at him. Her two friends leaned forward so that they could take a better look at him. Sitting next to the blonde, who he soon learned was called Rikku, was a quiet looking brunette called Yuna, and the next seat along was an expressionless goth called Paine. Rikku was the one who did all the talking, describing herself in great detail without letting Roxas get a word in edgeways. Occasionally, Yuna would add something to the conversation, although she mostly concentrated on making notes. Paine just listened to the one sided conversation, head resting on one hand, bored, not even bothering to make notes. Roxas got the feeling that she was evaluating him, analysing whether he was worth making the effort to get to know. In contrast to Rikku's ditsy naivety and Yuna's considerate friendliness, he saw real intelligence in her eyes. They were a mismatched trio indeed, but somehow they fit together perfectly.

"So what's your next class?" Rikku asked as the bell rang, finally ending her monologue about her favourite places to shop. Roxas fished the crumpled timetable out of his pocket, where he had hastily stuffed it at the start of the lesson.

"Maths." He replied, his stomach sinking. He really hated that lesson. At least the sciences were pretty interesting, with the possible exception of Physics, but the only was he had managed to scrape a B in Maths was by almost killing himself with revision. The other kids in his class were bound to be smarter than him.

"Boring!" Rikku giggled, breaking him out of his train of thought. "Me and Yunie have R.E. It's much more fun!"

"I have Psychology, so I can take you most of the way." Paine spoke up. This was the first time Roxas had heard her voice. It was smooth and low and conveyed so much apathy that a sudden urge to give up on life came over Roxas. Mentally shaking it off, he thanked her as he stood up and shoved his pencil case, textbook and paper into his backpack.

"Don't forget the homework! Five properties of water, for Wednesday!" Miss Gainsborough called as the class filed out of the classroom, spilling out into the hallway. Yuna and Rikku went off to the right, heading towards the Humanities block, but Paine was headed straight on, towards the main part of the school.

The goth didn't make any attempt to start a conversation, so Roxas was forced to speak up. The very fact that she had offered to show him to his next lesson was so obviously out of character that he couldn't pass up this chance to get to know this fascinating girl better.

"You're the second person I've seen today with silver hair."

She turned her head, making him blush. This seemed to amuse her, and she slowed down to let him walk by her side.

"You must have met my brother."

"Zexion?" Roxas guessed.

"That's him. What did he do to you?"

"Uh…" Roxas looked puzzled. "Nothing. Except take my timetable. But he showed me to class."

Paine lifted an eyebrow. "Interesting. He must be up to something. Be careful."

"What's that supposed to mean?" Roxas asked.

Shrugging, Paine gestured to the left. "That's your class."


Maths passed painfully slowly. As he had guessed, everyone in the class was smarter than him, and this time no one wanted to talk to him. He sat right at the front, at a table by himself, as the teacher, a boring man called Mr Vexen, who seemed more interested in numbers than his students, talked for the entire hour about how demanding the course was going to be and how hard they would have to work to avoid failure.

As soon as the bell rang, Roxas was out of there, following the other students towards the sixth form common room, where most year 12 and 13 students hung out during their free periods. He saw no sign of Axel or Zexion, but the waving blonde in the shorts and top so small it was practically a bra, was hard to miss. He headed over to the other end of the common room, where the three girls were sitting.

"Hi Roxas," Yuna greeted, smiling as Rikku hugged him as if they'd been friends for years. "How was maths?"

"Boring. Tedious. Horrible." He replied, flopping onto the squishy, comfy chairs and throwing his backpack onto the floor.

"I told you so!" Rikku grinned, sitting down next to him. Yuna and Paine occupied the seats opposite, so that the four of them had their own corner of the room to themselves. "You should have picked R.E. We're learning about Buddhism and stuff!"

Smiling outwardly, Roxas's insides were cramping up. The mention of Buddhism brought back memories he would rather keep hidden. Rikku and Yuna were oblivious to his discomfort, but he noticed Paine watching him carefully.

"We should go to the library." Yuna was saying, "Get that homework out of the way."

Rikku frowned in disgust. "Traitor!" she joked, sticking her tongue out at her friend, who looked to Paine for support. The goth shrugged, and Yuna turned her attention to Roxas. "We shouldn't let it pile up." She told him, eyes pleading with him to agree with her.

"OK." He agreed. "Five properties of water, right? Shouldn't take too long."

"Wrong!" a voice said from behind him. Seeing Paine roll her eyes, Roxas turned to see Axel leaning on the back of his chair, Zexion standing just behind him. "Hey there, Yuna. Changed your mind about that date yet?"

"Stop hitting on my sister's friends, you wanker." Zexion grinned, shoving Axel to one side and grabbing Roxas's arm. "Come on, kid. We're blowing this joint."

"What?" Roxas asked, grabbing his backpack before he was dragged away. He looked at the three girls helplessly. Yuna was looking away sadly, Rikku glared at Axel angrily and Paine's face was expressionless, as always.

"We're leaving the school premises." His captor elaborated.

"Isn't that against the rules?" Roxas asked as Zexion released his grip and he was allowed to walk on his own, between the two older boys.

Axel chuckled. "Yeah, but so what? You've got third and fourth free, plus lunch, and we'll bring you back fifth."

"What about you? Don't you have lessons to go to?" They were walking down the path at the front of the school, headed for the gates, which nobody ever bothered to lock.

Zexion shrugged. "No one's gonna miss us."