A/N: So, I really should be writing a paper right now, but I couldn't concentrate and remembered that I've had this written for a while. I know it's kinda out-there, but I felt like we never really got any sort of conclusion about Rebecca. I always thought there was something besides jealousy of Zoey that drove her to be mean, so this is my exploration of that. I know not everyone is going to like this, and I'll probably get a flame or two, but I'm ready for it, so… yeah.

Also, I don't know if the flashbacks are accurate, since I'm going from memory.

I also have a fic rec for "Think Twice" by Rose Garden Twilight. She basically predicted Chasing Zoey, except about a thousand times better. I love it, and I promised ages ago I would let everyone know how much I liked it.

Disclaimer: Marry me, Sean Flynn?

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Rebecca really didn't have anything against Zoey; honestly she didn't. Hell, she thought Zoey was cool and maybe someday they could be friends. Rebecca meant it when she said she thought Zoey, Lola, and Quinn were pretty. They were all nice people, Chase's friends. But it didn't make it any less wrong that Chase was still going to be friends with Zoey. After the chance she took going in to this relationship, she couldn't just let it fade to dust before her eyes, as she looked on helplessly.

When she was fourteen, Rebecca had a ridiculously silly schoolgirl crush on her next door neighbor. His name was Landon, he was a year older than her, and she was smitten. He had the classic surfer-look to him; blue eyes, blonde shaggy hair, and an amazing tan. Whenever she saw him, Rebecca lost her ability to speak coherently and usually made an idiot out of herself. She had grown up with him, and although he was always kind to her, including inviting her to hang with his friends, she always felt Landon never really saw her as more than just a neighbor. For years, since she hit middle school, Rebecca prayed he would notice her.

Come freshman year, it appeared her prayers had been answered. Landon had broken up with his girlfriend, Melanie, and he started talking more to Rebecca more. When Landon finally asked her out, Rebecca fell head over heels, and for a while, everything was perfect. He was her first boyfriend, the first boy she had ever kissed, and the first boy she had ever cared for. He introduced her to the Beatles, the Who, and Nirvana, and to this day she still listened to them. Landon was a great boyfriend, and they had a solid relationship. Rebecca almost thought she was in love with him.

And then Melanie came back. She said she just wanted to be friends with Landon, but Rebecca noticed the way they looked at each other. Landon began to blow her off, and Rebecca didn't need him to tell her to know he was with Melanie. Every time she tried to talk to him he told her to take it easy, that they were just friends. It got to the point where it seemed Landon always chose Melanie over Rebecca. Their relationship deteriorated as they spent more time apart. Rebecca told herself that it wasn't a big deal, that their relationship would be so much stronger after this, but in her heart she knew it would only weaken. Her heart was right, of course.

Landon kissed Melanie at a party to which he hadn't told Rebecca he was going. It seemed he still had had feelings for Melanie, after all, but hadn't talked about it at all with Rebecca. She took the betrayal really hard. Their breakup was particularly devastating.

"I don't understand why you would do this to me." Her face was flushed from the effort of trying not to cry.

"Listen, Rebecca. I liked you a lot, but a part of me has always liked Mel, even when I was with you." His words cut across her heart as sharply as knives.

"So what was I? A distraction? Did I remind you of her? Is that why you talked to me in the first place?" She knew she was being dramatic; she had a tendency to overreact when she was upset. Landon flushed with guilt, and Rebecca cracked.

"You used me?" she asked, tears falling down her face.

"I'm sorry, but I just don't care for you that way," he said softly, trying to soothe her.

"You never cared for me," she said angrily. "I can't even look at you right now. Go away." He did as she asked, and from that point onward their friendship was destroyed.

Chase seemed so different from Landon the first day she met him, so Rebecca immediately liked him. He went to PCA, the school her mom let her transfer to because she wanted to get as far away from Landon as possible, and he was really funny when he answered her questions. Rebecca has avoided most guys all year, for fear of getting close to them only to get hurt, but within a week she found herself attracted to Chase. He was cute for sure (and that he was cute and didn't look like Landon was a bonus), but he was also intelligent, genuine, and incredibly sweet. Case in point: three weeks after they first met, on her birthday, she answered her door to find Chase with a guitar, singing her the birthday song. How could you not love someone like that? Chase began to tear down the walls that Rebecca had so carefully built up. Slowly but surely, he had won her over, and when he asked her out she said yes without having to think about it. She loved how he called every day just to talk about a new movie he wanted to see, loved how he got all excited when he talked about his friends, how he became so much more animated when he told a story; most importantly, though, was that she loved how he liked her for her, and didn't expect her to be anyone. When Rebecca fell asleep at night she thought of Chase's goofy grin; when she woke up, what they would do that day.

Unfortunately, the relationship she had grown comfortable with was just as fake as her relationship with Landon. She knew the minute Zoey walked into the room that to Chase, she wasn't just another friend. She knew they had something special when she ate breakfast with everyone. She had tried to be nice, but it was so difficult to sit there calmly, all the while knowing that this girl, that seemed so far away back home, was definitely still on Chase's mind. And the rumors, spoken of by all of the girls in Fulton Hall, that Chase was in love with Zoey, almost sent her over the edge. She felt like she was losing control of something that had been so perfect in the summer. She had only been at the school for a few days; she didn't want this to happen again.

Maybe it wasn't too late. Rebecca had come to believe, during those first few months after the breakup with Landon, when she pondered all the what-ifs, that maybe she hadn't been assertive enough to either Landon or Melanie to stop their obvious affair. Maybe... maybe if she told Zoey how she felt, things would be alright?

She came in with the best intentions, determined to just talk it out, but seeing Zoey looking so pretty and in her element, in a perfect room with perfect roommates, in a routine that worked so well for her, kind of freaked her out. In comparison, Rebecca felt like a twiggy, out-of-place new girl, still adjusting to California and PCA, someone who had no friends, whose only friend was about to leave her. Of course, he hadn't said so, but she knew. She just knew. Everything would fall apart, and she couldn't handle it. Rebecca was always one who needed control, and as she grew older it grew worse.

"So, I hear you and Chase are really good friends," Rebecca said, sitting down.

"Yeah," Zoey answered happily. "We're really close. He's like my best guy friend." That was what Melanie had said about Landon.

"Well, not anymore."

"What?"

"You heard me. I know what people say."

"What are you talking about?" Zoey asked, obviously confused.

"You had your chance, Zoey. Just stay away from him, got it?" Rebecca said, as she walked out the door.

That wasn't how she wanted it to go at all. She couldn't believe how horrible she'd been. That wasn't like her, but now she would be stuck with that reputation. At least she still had Chase. That was all that mattered to her. Or so she thought.

"You can't be friends with her anymore. I know you used to like her," she warned threateningly.

Chase looked shocked, and a little guilty. "I'm...I'm over it."

She snorted. "You'd better be. You can't be friends with someone you used to like! It's her or me."

There was a tense pause, as Chase stared at her like a deer caught in the headlights.

This wasn't happening. This couldn't be happening. God, how could she get stuck in another situation like this? She had tried, so damn hard, to hold it all together, but everything had fallen apart on her. The events of the previous year were repeating themselves this year. She was completely, royally screwed, and now she had no chance of rising above it.

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A/N: Meh. I would've liked it to have been a little better, but there. That's what I've imagined her story to be since last September. Please let me know what you thought! Any comments are appreciated.