Valentine's day was only a few days away and Marinette couldn't stop thinking about last year. She and Cat Noir had kissed while fighting Dark Cupid. Marinette absolutely hated that fact that she couldn't get the memory off her mind. "Hey girl!" She looked up and saw Alya, her best friend, walking towards her and taking her seat in class. "Hey Alya. Did you finish the homework?" Marinette asked with a smile. "Yup. I was up pretty late though." Alya replied. "Alright everyone take your seats class is about to start!" The teacher said as she walked in.

The day dragged on and nothing very exciting happened as usual. Marinette had been thinking about Cat Noir a lot. She may have had feelings for him ever since they kissed but she didn't want to feel that way. Marinette felt like she would be betraying Adrien. She'd been crushing on him for almost two years now but she still barely ever speaks to him. Her and Adrien were definitely talking more than they did last year and they were closer friends now. But still not there yet.

As soon as Marinette got home she ran inside, said hello to her parents and then rushed upstairs to her room. She was tired and just wanted to relax. "Are you still thinking about Cat Noir?" Tikki asked as she flew out of Marinette's purse. "Yeah." Marinette sighed "I just can't get his stupid face out of my head." She sat down at her desk. "Maybe you should talk to him and tell him how you feel." Tikki suggested as she sat on Marinettes head. "I don't know.." She mumbled.

Suddenly, a loud crashing sound came from outside! Marinette ran to the window and gasped from what she saw. There was Cat Noir fighting a woman dressed in a purple suit with bright red vertical stripes along with white gloves and boots. Her short black hair was wild and she was carrying a black clip board.

"You can't defeat me!" she screeched. "Soon all of Paris will be in my order!" She laughed in Cat Noir's face.

"Looks like that kitty needs my help. Tikki spots on!" Marinette transformed into ladybug and sprang into action!

"Glad you're here my lady!" Cat Noir said when she ran next to him, ready to take on another akuma. "This woman named Nathalie got yelled at by her boss and was akumatized!"

"I think the Akuma is in her clipboard." Ladybug yelled as she threw her yo-yo in her direction in hopes to grab it from the woman.

..

After the akuma had been defeated lady bug was about to swing away when Cat stopped her. "Ladybug wait!" He called as he grabbed her arm. She looked back at him. " I- uh...Well valentine's day is coming up a-and i was just wondering if you-um maybe wanted to go o-out together?" She stared at him with her wide, sapphire eyes. "I-it's ok if you don't want to-"

"NO, uh..I mean yeah..er wait..maybe?" She barely got the words out.

Beep. beep. Ladybug looked back at Cat. "I only have a few minutes left before I detransform. Can we talk about this tomorrow? I'll meet you at the Eiffel Tower during lunch for patrol." Cat looked at her with a shy smile. "Yeah okay. See you tomorrow." Ladybug swooped off into the distance.

..

Marinette was pacing in her room with a worried look on her face. "You should really be getting in bed. You have school tomorrow." Tikki was sitting on her bed. "I just can't stop thinking about him." She sighed as she climbed up the stairs leading to her bed. "We can sort it out tomorrow. Just get some rest." Tikki curled up on her head. " Yeah okay. Goodnight Tikki."

"Goodnight Marinette."

..

Meanwhile Adrien was still wide awake. "How should I ask her?" Plagg yawned and looked up. "Just tell her you looove her. You never got to last Valentine's day." He replied sleepily.

"WHAT?! I can't do that!"

"Why not?"

"BECAUSE!"

* Yawns* "Goodnight Adrien."

Adrien sighed. He lay on his bed with Plagg. "I guess I"ll worry about it tomorrow then."

Plagg was already asleep. Adrien smiled

"Goodnight Plagg."

..

"Marinette! Marinette wake up! You're late for school! WAKE UP!"

Marinette bolted up from her bed and grabbed her phone. "Oh no school started fifteen minutes ago!"

"I tried to wake you up." Tikki sighed.

Marinette hurried to get dressed and pack her bag. "BYE MOM! BYE DAD!" She yelled as she ran out the door.

..

"Sorry for being late!" Marinette shrieked as she raced into the classroom. She nearly tripped over her own feet and almost fell on Adrien. "Arg sorry, sorry!" She blushed and ran up to her seat next to Alya.

"Girl, did you sleep in again?" She whispered. "Um maybeee…" Marinette replied sheepishly. "You have stop or you'll fall so far behind that I won't even be able to help you with homework."

"I know. I'm planning on going to bed early tonight anyways."

"Marinette! Alya! Pay attention!" Madame Bustier snapped.

"Sorry" They both mumbled together.

"Lets talk during lunch" Alya whispered. Marinette smiled and gave her a thumbs up.

She turned back to the front and then realized that she had somewhere to be at lunch. She was meeting with Cat Noir! A look of panic swept over her face. She turned to Alya, who was staring at her with a worried look. She gave her a look 'what's wrong?' Marinette could tell she was curious so she just shook her head and smiled.

She couldn't focus. She couldn't stop thinking about seeing Cat. 'My sweet kitty' She thought. ' 'WAIT no, no what about Adrien?' Marinette looked over at the blonde boy sitting in front of her. He was working very diligently. He was helping Nino too. 'He's so kind.' She sighed at just tried to forget about everything.

Marinette lay her head on her desk. She was so lost in thought that she didn't feel the tapping on her shoulder. "Marinette?" She heard Alya's worried voice as she poked her shoulder repeatedly. Marinette's head shot up. Madame Bustier was looking at her with a stern look. "Can you repeat what I just said Marinette?"

"Uh..I-I mean um well I d-didn't quite hear you?" She heard a few people giggling in the back and she felt the blush coat her cheeks. "Next time pay more attention please!" Madame said as she turned back to the board.

..

After class, Marinette ran out of school as fast as she could to avoid Alya. She knew that she was going to ask her what was wrong but she also knew that she couldn't tell her that she might have a tiny crush on Cat Noir! 'No that's not right!' Marinette keeps telling herself. 'I can't. I won't.'

Marinette ran to the back of the school and hid in some bushes. Tikki flew out of her purse. "Isn't Cat Noir going to be waiting for you?" "Yes. that's why we need to go. Tikki, spots on!"

Ladybug zoomed out of the school yard as fast as she possibly could. 'I need to see him' She thought over and over again. Ladybug soon arrived at the Eiffel Tower. There was no sign of Cat Noir. " He must still be coming." She said to herself.

Suddenly, two black, leather arms were wrapped around her waist. " Why hello my lady." Cat purred into her ear. She gasped and pulled away from him. "There you are." She looked at his beautiful face. 'wait..BEAUTIFUL FACE?!' She screamed in her mind. "Ladybug, are you okay? You don't look the best." Cat just stared at her. 'I never noticed how gorgeous his eyes are.' her heart was racing. She just kept looking into his deep emerald eyes. She felt a lump in her throat Ladybug snapped out of it. "Uh y-yeah I'm fine! Just tired from last night." She gave him a wide grin.

"Ok…" He didn't sound like he believed her. "So anyways I wanted to ask you something."

Ladybug just stared at him like she was in a trance. 'God, why is he so beautiful?' She thought. She was lost in his eyes of concern. She couldn't focus on him properly. She then realized he was touching her shoulders. He gripped them tight and shook her slightly. "My lady? Can you hear me?"

"What….oh OH sorry! I was just lost in thought." Cat Noir let go of her and turned away. "We should probably start patrol." He said. Marinette didn't want to. She wanted to feel Cat Noir touch her again. He was so soft and gentle… The warmth of his hands spread across her body. "Yeah ok." She replied.

The two jumped off the Eiffel Tower and swooped into the streets of Paris. "What did you want to ask me?" Ladybug asked as they jumped over an alley, onto the roof of a building. "Well ..uh" She noticed a slight blush on his cheeks. "Would you um like to hang out or do something this Valentine's day?" Cat looked at her. Ladybug was staring at him again but this time it was different. She looked as if she wanted to tell him something. "Don't we already have a patrol scheduled for that day?" She suddenly spurted out? "I mean w-we can also do something else..uh if you wanted t-to but you don't have to if you don't want to do anything..um."

Cat looked at her with a smirk. "Of course my lady. I'd love to hang out with you. It sounds absolutely purrfect." Ladybug rolled her eyes. "Maybe we can just hang out on the Eiffel Tower and talk." She suggest. Cat grinned at her. "Yeah and you can open the amazing present I'm going to give you." He winked at her. "Amazing gift?" She asked. "Oh, that's ok kitty. You really don't need to get me anything." She waved her hands at him and gave him a smile. "But my lady, this is going to be the best gift you've ever received. His smirk grew bigger. "You'll love it so much that you'll fall helplessly in love with me and beg me to be yours." Ladybug giggled and pat him of the head. "I'm pretty sure that won't happen. Besides.." He looked up at her. A mischievous grin was curled at her lips. "...My gift for you will be 100 times better than your gift." Cat immediately stood up at those words. He hovered above her face. "Does my lady think she can beat me?" His voice was so soft as the words purred from his lips. "Of course she can." Ladybug replied almost instantly. "You wanna make a bet?" Cat's eyes were glowing. They were beaming down at her and she suddenly felt a little dizzy. "What kind of bet?" She sounded breathless. Cat grinned as he backed up and gazed at her. "If my gift is better than yours, you have to kiss me." He declared. Ladybug saw that memory of them kissing replaying in her mind again. "And if I win?" Ladybug eyed him suspiciously. "Then I'll stop with all cat puns." Cat winked again. "DEAL!" Ladybug answered almost instantly. Cat Noir stared at her. His jaw dropped and his eyes wide. "Wait...really?!" He sputtered. "Um….Yes?" she said quietly.

"We should probably finish up patrol.." Ladybug said as she jumped off the roof. Cat ran to catch up with her. "Wow my lady! You must be feline purretty tired of my amazing cat puns. Or.." He grabbed her wrist and she stopped running. Her eyes met his. "..maybe you just really wanna kiss me." He leaned towards her face but she swooped out his way. He noticed her face was red. "In your dreams kitty." She yelled as she continued running across rooftops.

'Maybe she really does like me' Cat thought. His eyes were sparkling.

..

Back at school, Marinette was bombarded with questions from Alya. "Where did you go during lunch? You totally ditched me! Where you dealing with whatever was bothering you this morning? Also what was bothering you? Oh girl, did someone hurt you? Who do I need to kill?" Marinette looked distracted. "Are you even listening to me?!" Alya shrieked. Marinette glanced at Adrien before looking at Alya. He looked so busy writing something down. She had heard Nino ask him whats got him in such a good mood and he just said that he has something extremely important to work on. He was so concentrated on whatever he was doing.

"Yes, Alya I'm listening." She finally said as she turned to her best friend. "Sorry i left you at lunch. I ended up going home to finish some homework." "Ok just call me or something next time. OK?" "Ok." Marinette gave her a smile and turned to her work but she couldn't focus. She kept thinking about her bet with Cat Noir. 'Would it really be that bad if I lost?' She thought to herself. Her mind wouldn't stop replaying that kiss they shared last Valentine's day. She remembered his sweet lips against hers as she released him from his trance. 'My kiss conquered his hate. My kiss.' She kept thinking it over and over. 'What does that mean.' She looked at Adrien and sighed

..

After school Marinette was talking to Tikki while she did her homework. "What do you think would be better?" She asked Tikki, who was happily nibbling on a chocolate chip cookie. "Would you rather kiss Cat Noir or not have to hear another cat pun ever again?" Marinette looked at Tikki for a moment before saying "Definitely not hearing another cat pun ever again." Tikki giggled. "Although…" Marinette looked back at Tikki. "I also wouldn't mind kissing him." Tikki stared at her with wide eyes. There was silence. "I think I have a crush on him…" Marinette declared.