A/N: Hi guys! It's me again. I finally finished writing my side story of how Sofia realizes that she is falling for James! This story takes place a few years after my fan-fiction "Potion Commotion" where James realized his feelings for Sofia. Both of these stories eventually lead up to my story "The Shoemaker's Daughter", so if you want to follow up on their story, feel free to read them all! You don't have to have read the other stories to understand this one though. I do hope you guys enjoy the story and write reviews if you feel so inclined! They make me happy :) but no mean reviews please! If you don't like don't read, but I hope you like it!

Playing Hooky!

"Alright, I think that's enough studying for tonight," Sofia told herself, giving in to a yawn. "Maybe I'll actually be able to get some sleep in tonight!"

She glanced at the clock in her room – 4 am.

So much for getting sleep, Sofia thought regretfully. This had been the third night in a row where she had gotten little to no sleep. She had been so busy lately with everything that was going on. The past few weeks she had been dedicated to planning her 16th Birthday Ball which had taken place just a few days earlier. Normally, she wouldn't spend so much time worrying about it; after all she loved to keep her parties small. However, Amber hadn't stopped bugging her about adding more, saying that this wasn't just any birthday, this was her 16th birthday! She had to make it special. And Amber still firmly believed that 'Bigger is Better', although she might deny it if you asked her straight out.

Since the birthday preparations had taken so much planning, Sofia had started to fall behind in her school work. Of course, she still finished everything on time, but she liked to be ahead just in case something came up and she wouldn't be able to work on it later. Not to mention the fact that she liked to study up on a subject before they went over it, so she would better understand the lessons. Contrary to what her classmates thought, school studies did not come easily to her. The only reason why she did so well in class was because she would put so much effort into every lesson.

And now final exams were coming up, and Sofia spent every minute of her free time preparing for them. But between flying derby practice, violin and dance lessons, helping out with the school play, and now the exams she hardly had time for anything else. To make things worse, her parents were out of town for a tri-kingdom meeting, so her and her step-siblings had offered to help complete some of the King and Queen's duties as well. Sofia was at her limit. She felt ready to drop at any moment, but of course she would never tell anyone this; she didn't want them to worry about her.

"Princess Sofia, it is time for breakfast," Baileywick called through the door.

Sofia didn't even remember falling asleep, but she realized she must have because the clock now read 6:30 am and she had drool on her desk.

"Right…I'll be right down," Sofia called back to the door, and she quickly got ready for the day.

Down at breakfast, Sofia was barely functioning. She kept dozing off while eating her bowl of berries, and James was afraid she would face plant right into them. In fact, both twins were greatly concerned over their younger step-sister. They hadn't seen her this exhausted in, well…ever.

"Sofia…are you sure you're doing all right?" Princess Amber asked worriedly.

"Yeah Sof, you look like a zombie," James added in, which earned him a good kick in the leg from his blonde sister. "Ow! That hurt!"

Amber rolled her eyes, "What he means is that you shouldn't push yourself so hard. You need your rest; and it doesn't do the country any good to have a stressed out princess."

Sofia smiled brightly at them, "I'm fine, really! I appreciate the two of you worrying about me, but you really don't need to."

"If you say so…" Amber resigned. She still wasn't convinced, but she knew that her step-sister was stubborn as a mule sometimes, and there would be no changing her mind. At least, not today.

James, however, was not as willing to let the matter go as Amber was. He knew Sofia had been working herself late into the night far more than she should, and he couldn't stand to see her this worn out. But he had a plan, and like it or not, she was going to take a break whether she wanted to or not.

The trio arrived in their flying coach to their school, Royal Prep Academy. After they said goodbye to the driver, James put his plan into motion.

"Oh man! I completely forgot!" He called out.

"What is it James?" Sofia asked, suddenly worried. "Did you leave something at the castle?"

"No, that's not it. I forgot that we had signed up for a flying derby race today so we won't be in class."

"We did?" Sofia asked curiously.

"Of course we did!" James assured her, "Amber, can you tell the teachers we won't be there all day? Thanks, you're the best!"

Amber gave him a suspicious glare. "Why do I get the feeling you're hiding something from me?"

"I'm not!" James denied, "You can even ask Zandar, he'll tell you the same thing."

"I still don't believe you, but fine. Don't do anything stupid," Amber dismissed, starting her walk into the school building.

"Wouldn't dream of it!" James called back to her, before turning his attention back to Sofia. "Ready to go?"

"James, what derby race do we have today? I don't remember anything about it. I mean, I didn't bring my racing clothes, or my helmet, and I haven't even told Minimus! He's going to freak for sure…"

Before Sofia could finish, James shushed her and pulled her to a hidden spot behind the school. After checking to make sure no one was around, he smiled mischievously at her.

"Oh, we don't have a derby race today," he told her.

Sofia stared at him blankly, "Then why did you tell Amber…"

"Because you and I are going to play hooky today and ditch school."

Sofia went pale. Ditch school? Her? That was crazy! There was no way she could do that, there was too much to do!

"James, we can't ditch school, it's wrong. And lying to Amber was not nice."

James' face suddenly got serious, "Sofia, you have been working non-stop for the past week. I'm not going to sit around and watch you stress yourself out to the point of you getting sick. If you're worried about being caught, don't be. I got Zandar to cover for us. As for lying to Amber, I had to. You know she can't keep a secret. Come on, one day off from school won't kill you. Now, are you going to come with me, or are am I going to have to force you?"

"I-" Sofia started to protest, but she was far too tired to argue too much about this. After all, he was only doing this for her. Besides, if she went back now, she would have to explain to Amber that they had lied… "Okay," she said finally. "I'll go with you. But what are we even going to do for a whole school day?"

"Oh, you don't have to worry about that. I've got it all planned out," James assured her, giving her a wink.

Sofia felt heat rush to her cheeks and her heart skipped a beat. That's weird, she thought, why do I feel so strange all of a sudden? She shook her head frantically, believing she was just imagining it, and in the next moment, James had returned with his flying horse all saddled up.

"This will be the easiest way to get around," he explained, leaning down to help her up onto the horse.

"I can take my own you know…" Sofia tried to tell him.

James frowned, unconvinced, "I don't think so. Minimus looks pretty happy snoozing in his pen. Plus, you don't know where were going. We'll just take my horse."

"Okay…" Sofia agreed nervously.

She had James help her onto his horse and in no time at all he had joined her, sitting right behind her. Sofia felt her heart race again and she didn't understand why she was feeling so nervous. It must be because I'm worried about skipping school, she told herself. Yeah, that must be it.

James grabbed the reins and they took off into the skies. After a bit of flying, they had reached the village of Dunnwiddie, where Sofia had grown up. James landed his horse and walked him to the stables to rest while they walked around.

"First things first, we should get out of these clothes," James stated casually.

Sofia was now bright red. "What?!" she yelled, as a million thoughts ran through her mind that she couldn't comprehend.

James gave her a confused look. "What's the problem? We stand out too much in our royal attire, so we should go buy some villager clothes to change into."

"Oh…"Sofia realized. She felt so foolish now. Of course that was all he meant by it! She reprimanded herself. Stop thinking weird thoughts!

James laughed, "You should have seen your face! You are too cute. Come on, let's go."

Did he just call me cute? She thought, cheeks turning just the lightest shade of pink. She didn't have time to wonder about it for long, though, as James was already heading toward the Dunnwiddie clothing store.

When they arrived at the store, Sofia couldn't believe her eyes. It had been years since she had last set foot in the village's clothing store, and it hadn't changed one bit. She smiled to herself as memories from her childhood flooded back to her. Meanwhile, James had already started looking for a good pair of trousers and a shirt for himself, so Sofia decided to do the same. She carefully browsed through the dresses near her until she found one that interested her. She looked to James and pointed towards the dressing rooms. James nodded, seeming to understand, and told her he would wait here for her.

Sofia quickly went to the back to change. She looked at herself in the mirror and smiled. It was a very cute dress. It was a little shorter than she was used to, since her princess gowns normally reached the floor. The dress reached to her knees, which to Sofia seemed to be more practical. She could move around a lot easier with it shorter like this. The dress was purple, of course, with cap sleeves covering her shoulders and a lighter purple ribbon decorating it. Sofia had to ask a store worker to help her tie the corset top up, but then she was ready to show James.

"So?" Sofia asked sheepishly, coming out from behind the curtain. "How do I look?"

James' mouth fell open. "Wow, Sof. You look…amazing."

Sofia felt her cheeks burn at the compliment. What's wrong with me? She thought. He's just giving me a compliment. The maids say the same thing to me all the time, so why do I feel different when James says it?

James turned towards the store clerk. "We'll get that one. I'll also take this outfit for myself. Do you mind if we wear these out the store?"

The clerk shook his head to say that he didn't mind, and James took out a few gold coins from his pocket and put them on the counter.

"Oh, and one more thing," James told the clerk after he had changed into his own commoner outfit. "Would you mind keeping this visit a secret for us? It's for a good reason, I assure you."

The clerk smiled, "Not at all. Enjoy your day off Your Highnesses."

"Thanks," James replied, returning the smile and tossing the man an extra gold coin for his secrecy. "Shall we go?"

Sofia nodded, and the two grabbed their royal garments and headed out the door. They walked back to the stables where they had left James' horse. There, they gave their clothes to the stable boy to keep secure for them while they were out.

"I promise I'll pay you back for the dress when we get back to the castle," Sofia told James as they left the stable.

James shrugged, "Don't worry about it, Sof. Remember, today is my treat! Now, off to the first item on our list…the circus!"

James had led her to a large tent and Sofia gasped, "The Goldenwing Circus! It's in town?!"

James grinned victoriously, "Yep. I found out about it the other day from Zandar. I remember how much you loved it when we saw them as kids, so I thought you might enjoy seeing the show. They're here for a special event, so today is actually their only day in Dunnwiddie."

"So that's why you wanted to ditch school today. You just wanted to see the circus!" Sofia giggled. James still loved silly things like this even after all these years.

James ran his hand through his hair in embarrassment. "That's not the only reason…"

"Come on," Sofia said cheerfully, grabbing James' hand and pulling him into the tent, "Let's go find some seats before the show starts!"

The two bought some peanuts and found a few open seats in the second row of the audience. The show was even better than Sofia remembered. There were monkeys wearing tutus, purple and blue elephants, and an amazing fireworks show. Not to mention the juggling jesters, who reminded James that he still had to try juggling with his feet some time.

"Just remember not to try it inside the castle, alright?" Sofia reminded him as they left, the show having ended with a grand finale.

"Alright," James laughed. "The next thing I have planned for us is in another village a few towns over. We'll probably have to take my horse to get there."

Sofia nodded. "Okay, so where are we – AHHH!"

The next thing Sofia knew, she was being pinned against the wall by James. He had his arms by both sides of her head, blocking her escape. When she looked up at him, she saw his face had turned serious, unlike the boyish smile he had worn just seconds earlier. Sofia couldn't help but think of how grown up he looked, and…handsome.

Wait, what am I thinking! I can't be thinking that my step-brother is handsome! She scolded herself. What is going on?!

"Sofia…" James said, leaning his face in closer to hers.

Sofia shut her eyes tight. Oh my gosh, James is going to kiss me! How did this happen? Why would he try to kiss me? What do I do, what do I do!

But instead of heading towards her lips, like Sofia thought, James instead leaned in to whisper something in her ear.

"Don't move," he told her huskily.

Like I could! Sofia screamed in her head. She was holding her breath, afraid that if she moved even an inch she would regret it. Her heart was racing so fast she thought it would burst right out of her chest. She waited for what seemed like forever, but nothing happened. After a few moments of painful anticipation, James moved away from her.

"Looks like the coast is clear. That was a close one!"

Sofia opened her eyes to see her blonde companion smiling like before, not seeming to think anything of what had just happened. Sofia slowly unfroze from her position of being glued to the wall and tried to comprehend what James had just said.

"What…what do you mean?" She asked weakly.

"Oh, as we were leaving I saw Baileywick walking through the crowd of people. I knew he would recognize us if he saw our faces, so I tried to hide us," he turned to her and laughed when he saw her face bright red like a tomato. "What, did you think I was going to kiss you or something?"

At this Sofia's face turned an even darker shade. How embarrassing! She thought. I can't believe I actually thought he was going to kiss me! Like he'd ever want to kiss me…wait, it's not like I want him to kiss me in the first place! I don't…right? Argh! This is so frustrating!

"I can't believe you!" Sofia said angrily, playfully punching her step-brother in the shoulder. The attempt made James laugh harder which only made Sofia more embarrassed.

"Come on, Sof!" James said between laughs. Then a lot quieter, he mumbled, "Like I'd be that lucky."

Sofia stopped, not sure if she was hearing him correctly. "What was that last part? I didn't quite hear it."

"N-nothing!" James replied frantically. "Let's just get going. We have a lot to do today!"

They headed back to get to the stables to get there stuff. Once their horse was fed and ready to go, James started them off to their next destination. After about 15 minutes of flying, they reached the place James had been telling her about. It was a cute little town, probably just a little bit bigger than Sofia's home town.

"Why are there so many people here?" Sofia inquired to James as they made their descent. "It doesn't seem like they could all live here."

"Very perceptive, Sof! Most of the people you see down there are here for the carnival."

"There's a carnival?!" Sofia asked excitedly and James laughed.

"Yep! You missed the one when we were younger because you were helping out Aunt Tilly, so I thought we could spend the rest of our day goofing off around here." They landed, and James handed his horse and their stuff to another stable boy. "So, what do you want to ride first?"

They spent a few good hours of their time going on carnival rides, since James thought they should do that before eating or else their lunch would end up on their shoes. They rode the roller coaster, the teacups, the Ferris wheel; James even convinced her to go through the haunted house, although they weren't very scared since they both were friends with Sir Max, who was a ghost himself.

Finally, at around 1pm, they decided it was time for lunch. They ate some corndogs, which Sofia had never had before and thought were delicious, and grabbed a bag of cotton candy to share while they walked around the game booths. They were happily walking in step with each other, eating their sugary treat when a woman came up to them.

"I'm sorry for interrupting, but I just wanted to tell you that you two are the cutest couple I have seen all day. Have you thought about entering the couples contest?" She asked them innocently.

Sofia's face was bright red. She thinks we're a couple? Sofia looked back and forth between James and herself and noticed that they really did look like a couple. They were walking very close to each other and sharing food. Not to mention they looked nothing alike since they weren't really related. Anyone would think we're together! Sofia realized.

"Oh, we're not a couple," James corrected the women and Sofia's heart dropped. She knew James was only telling her the truth, so why did she feel so upset when she heard him say those words?

"I'm terribly sorry!" The woman replied apologetically. "I hope I didn't make you feel uncomfortable."

"Not at all!" James answered, brushing her apology off like it was nothing. "Right Sof?"

Sofia couldn't look either of them in the eye, so she just nodded instead. "R-right."

After they waved goodbye to the woman, James noticed Sofia's down-heartedness and frowned. He hated it when she wasn't smiling, and right now she looked like she would cry at any moment. He looked around for anything that could make her smile again when he saw it.

"Hey, Sof!" He said cheerfully. "You see that stuffed rabbit up there?"

Sofia looked up and sure enough, there was a plush toy of a rabbit hanging from the roof of a game booth. "Yeah?"

"Well I'm going to win it for you!"

Sofia gaped at him and he gave her a huge grin. "W-what?"

"Just wait!" He called as he dragged her to the game booth. He spent coin after coin trying to win, but was having no luck. "Argh, this game must be rigged!"

Sofia giggled. "Or maybe you're just not very good at this game?"

James frowned, "No way. I'm winning this game if it's the last thing I do!"

With that, James tried one more time and, through some luck of the universe, this time he actually won. James did a little dance and held up a victory sign. Sofia was shocked, to say the least, but happy none the less. James pointed to the bunny and the man handed it to him. James in turn handed it to a dumb-struck Sofia.

"Here! This is for you. It's a commemorative gift to remember today by," he told her, smiling brightly.

Sofia blushed and laughed a little at the ridiculous thought. "Like I could ever forget today…"

"Oh man," James sighed, looking up at the sun's position in the sky. "It's getting pretty late. We better head back."

"Yeah, you're right..." Sofia agreed, but it made her sad to think about this day ending. She wished it would go on forever.

They slowly made their way back to the castle, talking about all the fun things they did and what their favorite parts were. James kept going on and on about the roller coasters and how awesome he was when he won that carnival game. Sofia couldn't help but laugh, clinging happily to her prize that James had won for her. There was so much she wanted to tell Clover about. What she wanted to tell him exactly…well she was still trying to figure out if she should leave out some details.

When they arrived back at the castle stables, James helped Sofia down and she noticed they were still wearing their common clothes. "James, we forgot to change back into our royal attire! What happens if Amber sees us looking like this?!"

"Don't worry, Sof," James assured her, clapping her on her shoulder. "We'll just change here before we go in. Look, the stalls are tall enough that we won't be able to see the other changing, so you go in that one by Minimus, and I'll go in one over here. Okay?"

Sofia felt her face flush. "O-okay…Promise you won't look?"

James laughed at this, "I promise! Same goes for you though!"

He winked at her and Sofia stuck her tongue out at him. They each went to their designated stalls and changed as quickly as they could. James was right, the stall doors covered everything, so there was no worry about anyone seeing anything they shouldn't. When they were finished, they headed back into the castle together. Sure enough, they ran into Amber on their way in, who had been having tea in the parlor.

"There you are," She called over to them, sounding exasperated. "I've been waiting forever. How was the race?"

"Race?" Sofia asked. She had completely forgotten about their excuse for why they weren't in school today.

Amber raised an eyebrow, clearly waiting for an explanation or boy were they in trouble. Luckily, James chimed in before Sofia could make things worse. After all, she was a terrible liar.

"We won, of course." James answered confidently. "Was there ever any doubt?"

"Humble as always, I see," Amber replied sarcastically to her twin. Then she noticed that Sofia was holding something in her hands. "What is that, Sofia?"

Sofia looked down at the stuffed rabbit that was in her hands. "Um…this is…"

"Our prize, for winning the race," James cut in.

Amber frowned. "That's a weird prize for a derby race."

James shrugged, "What can I say? They heard Sofia was going to be there and they wanted to make sure they had a prize that a girl would like in case she won. Now, if you'll excuse us, it's been a long day."

"Oh, yes. Sofia you poor thing, you must be so exhausted." Amber stated, remembering her step-sister's condition earlier this morning.

"Actually, I'm feeling a lot better, thanks to James," Sofia told her truthfully.

"Huh?!" Amber asked, confused, but Sofia had already James out of the room.

James walked Sofia all the way up to her room, even offering to carry her dress for her. He had been so considerate to her all day, and it made Sofia think of him in a different way than before. She used to just treat him as a really good friend. Even though he was her step-brother, she never really thought of him as her brother. Just a really close friend. But now…

"Thank you for walking me back to my room, James. That was really sweet of you."

"Aw, it was nothing. I'm glad you're feeling better. You have to make sure to take care of yourself too, alright?"

Sofia smiled, "Alright, I promise."

"Good. Now, I better get working on my homework. I haven't even started studying yet! See ya, Sof," James said, bending down to give her a kiss on the cheek. "Today was fun, let's do it again sometime, okay?"

He waved back to a stunned Sofia as he headed back to his room. Sofia just stood there frozen for a good 5 minutes, blood rushing to her face and ears, turning her bright red as a cherry. James had kissed her. He kissed her! On the cheek, but…what did it mean? And why was she so happy?

She couldn't hold back her smiles any more as she skipped happily into her room. She jumped right onto her bed and hugged her stuffed rabbit tightly to her chest. Her best animal friend Clover came hopping up next to her, waiting anxiously for the good news of the day.

"Hey, Princess! So what happened today?" The rabbit asked cheerfully.

"I like James…" Sofia mumbled with a smile of her face.

Clover was shocked. Did he need to clean his ears or did she just say… "I'm sorry, what?"

Sofia looked Clover right in the eyes, the biggest smile he had ever seen plastered on her face. "I like James."

Before Clover could ask anything more, Sofia's eyes had drifted to a close and sleep slowly took over her. That night she would have only pleasant dreams of carnivals, the circus, and James.

Who knew playing hooky would be that much fun! She thought happily as she fell fast asleep.

THE END