DISCLAIMER: I do not own CCS…CLAMP does. I also don't own She's all That, A Walk to Remember and The Notebook.

NOTE: Words in Italics mean the characters thoughts. Please read and review! This is my first fanfic! The storyline is based on the movies She's all That, A walk to remember and The Notebook.

Summary:

He was a typical teen…conformed and popular…she didn't belong and was misunderstood…their paths are thrown together and their lives are changed forever.

It all comes down to who's by your side.

Chapter 1: The bet and recognising

Syaoran Li attended Tomoeda High School and was starting his last year of senior high there. He was 17 and was not looking forward to this year. He hated being talked about even though he was popular. He couldn't deny the small clusters of people that had gathered and would stop talking every time he came near. At least I know what they're talking about. Meiling was Syaoran's long time girlfriend and had broken up with him that summer. In high school (especially year 12) this was unbelievably big news and would be talked about for weeks. Syaoran groaned at the thought.

"Hey little cousin...why the groan?"

His cousin Eriol appeared by his side with what seemed to be a smirk and a twinkle of laughter in his eyes.

"Don't call me that Eriol. I'm just as tall as you are."

"Whatever little cousin. Anyway why the groan?" Something in Eriol's cobalt blue eyes told Syaoran he already knew but Syaoran told him anyway.

"Didn't you hear? Meiling broke up with me!"

There was silence

"And you're sad why? I thought you hated her! But then let me think…how did you get her to break up with you? Did you finally do it my little cousin? You probably scared her off with how bad you are in bed!" Eriol laughed heartily. He often laughed at his own jokes. Syaoran however thought it was lame. Eriol thought if you thought it was funny why shouldn't you laugh?!

"Oh shut up! She didn't even give me a proper reason! She just said

"I don't want to go out with you anymore…"

I had my mouth hanging open when she told me. I mean I should be breaking up with her, not vice versa. I only dated her because it was expected of us. I mean we're popular Eriol! Popular people date popular people! I'm going to go way down on the high school food chain…"

"So now you're humiliated? Ha-ha!" Eriol gave another snort of laughter.

"Looks like we're going to have to find you a new missus eh?!"

"Yeh. I better find a new one quick. Otherwise the whole school's going to think I'm pining for Meiling!"

"Alright then lets go through all the popular female species shall we? Now how about Chiharu? She's hot and she's pretty nice."

"Nah. I can tell she likes Yamazaki. He's good at making up lies and even though she acts annoyed she'd scratch out anyone's eyes if they hit on him. I mean Yamazaki would probably bash me if I hit on Chiharu."

"Well what about Naoko? She's not that hot but she's still pretty popular."

"No way! I mean she kinda freaks me out. She's obsessed with supernatural stories and I heard she communicates with ghosts."

"Well they're the only popular girls left. We'll have to move on to unpopular people now…"

"What? No way!"

Eriol laughed. "Is everyone beneath you Syaoran?"

"No. No. It's not that. There's just one more person who's a really good candidate!" Syaoran was preparing himself for his cousin's reaction.

"Who else is there?" Eriol asked.

"Tomoyo!" said Syaoran. He nearly doubled over in laughter as his cousin's blue eyes widened to an unusually large size behind his black glasses. Eriol started to look panicked and started to have sweat beads form on his forehead. It was obvious that Eriol liked Tomoyo but he always denied it.

"You can't go out with Tomoyo. She's not your type and you're not her type! It'd be a horrible relationship!"

Syaoran loved seeing his cousin squirm.

"Look Eriol…why not? I mean its not like you like her or anything, she's hot and she's single. Plus any girl would love to go out with me. I'm popular and good-looking. What more could a girl want?!"

"Maybe a brain or a smaller ego?"

However Eriol had to admit that Syaoran did have a point. With his chestnut brown hair that fell cutely over his amber eyes and a toned and tanned body Syaoran was revoltingly unbelievably handsome. Girls had flocked over him, cryed when he broke his arm and carried his books at a click of his fingers. Eriol wouldn't be surprised if they would be willing to die for Syaoran as well…it was ridiculous. In truth Syaoran had never really loved a girl before. Syaoran had only dated Meiling to maintain his 'popular' status but he had never loved her. Eriol wasn't short of suitors either. With his unique navy hair, cobalt blue eyes and mischievious smile a lot of girls liked him but he never had the courage to ask out the one girl he liked most: Tomoyo.

"Syaoran…are you saying you could make ANY girl go out with you?"

"Yeh. ANY girl. I could make her look pretty AND get her to go out with me."

"I don't think you can do that! Want to make a bet?"

"Are you challenging me Eriol? Fine I'll do it. I'll even let you pick the girl!"

" This should be interesting! Well then. I'll pick a girl and you have to make her pretty AND have her agree to go to the formal with you."

"Agreed. This should be easy. Okay…If I win the bet you have to ask out Tomoyo for me and get a yes and if I lose I'll be your slave for the week. How's that?"

Syaoran wanted to laugh out loud at his cousin's expression. He knew Eriol didn't want to agree to the bet in case Syaoran won but Eriol couldn't back out because then he'd have to come out with his feelings about Tomoyo. Syaoran didn't actually want to go out with Tomoyo; he just wanted to torture Eriol. Eriol looked like he had been hit on the head with a club.

" So Eriol. How about it? Is that fair?" asked Syaoran

" Yeh okay Syaoran. Let me pick the girl that's going to have the bad luck of being hit on by you…I feel sorry for her already!"

Syaoran scowled, "Eriol…"

"Maybe Rika would be good…"

Syaoran's eyes glittered. That would be easy. Rika's already pretty and she's a good friend of mine…Eriol doesn't know what he's doing!

"Actually nah…too easy and she's already with Terada!"

Syaoran felt panic. He hoped Eriol wouldn't give him someone impossible!

"How about Ms. Miziuki?" Eriol laughed again. "I think that would be classified as student teacher relationships."

"Eriol man hurry up and choose someone would you!"

"Ok hang on to your horses. Hhhmmm…how about Eunice?"

"Are you kidding me?...she should just get nerd stamped on her forehead!"

Eriol got his finger at wagged it at Syaoran as if he was a little kid.

"Now, now Syaoran be nice! Well then how about MingMei?"

"Eriol why are you torturing me?!"

"Look little cousin…I shouldn't even be asking you if the person is okay. I mean I get to choose the person! That was the deal!"

"Yeh but MingMei?!"

MingMei was in Syaoran's grade and was completely obsessed with him. There was a period of time where he considered getting a restraining order. MingMei is quite deluded. I remember when I first started going out with Meiling she would put cockroaches in Meiling's lunch and would send me love cakes everyday. MingMei must have heard the news by now. She's going to attach herself to me when she's found out Meiling and I have broken up! Syaoran smacked his head and groaned.

"I'm not torturing you. Going back to this. MingMei would be way too easy. I mean she'd go "Oh my gosh Syaoran! Like we're going to be together forever now. This is like so cool. We've got to coordinate our clothes and we can cook together, shop together…do everything together…I love you Syaoran and we're going to have lots of babies!" Eriol said this in a high pitched voice and fluttered his eyelashes and pouted his lips in a prefect imitation of MingMei.

"Hahahahahahahaha!" Eriol's ears went bright red and his face turned around to meet the person who had laughed at his imitation. Staring at Eriol and Syaoran was a breathtaking girl. She had grey-black hair, amethyst eyes and a slender but curvy body. It was none other than Eriol's beloved Tomoyo. Eriol's whole face turned red and Syaoran thought he saw steam come out of Eriol's ears. Syaoran grabbed on to the railing of the stairs for support. His cousin's expression and the situation was so funny he couldn't help but laugh.

"How long were you standing there Tomoyo?" asked Eriol

"Long enough to see you're great at imitations! I'd say that was MeiMing in response to Syaoran asking her out…am I right?"

"Yeh you are…so you look good today…you're boobs…I mean boots are nice!" Eriol replied.

"Eeerrrmmm thanks Eriol…" replied Tomoyo.

"You've got a very nice laugh Tomoyo! It's uumm very sweet and tasty…"

"Uuhhh…okay thanks Eriol."

There was an awkward silence and Syaoran knew he had to save his cousin before he made a complete fool out of himself.

"Well it was good seeing you Tomoyo…Eriol and I should get going." said Syaoran.

"Yeh okay I better get going as well. I promised Sakura I'd meet her at her locker. Bye Syaoran. Bye Eriol!" With that Tomoyo walked off.

Syaoran pulled Eriol away by the hand to the drinking fountain.

"Have you gone out of your mind?! What happened to smooth Hiiragizawa?? I mean you said boobs instead of boots!?"

"I know! I know! It's just when I'm around her I can't talk properly. My brain stops functioning!" said Eriol.

"Well that's the first thing I've heard from your mouth that's actually true for ages! You don't like her or anything do you?" asked Syaoran.

"Of course I don't!" Eriol protested.

"Alright then…your loss. Here…wake up already!" Syaoran squirted some water at Eriol. Eriol growled and quickly rubbed his glasses on his shirt.

"Then again even if you did like her I think you might have lost her due to your smooth talking!" Syaoran laughed.

"Oh shut up!!" said Eriol.

"But I can't…It was so funny…like why on earth did you say tasty?!"

"I couldn't help it…I said sweet and the only word I could think of was tasty…you know like cakes?! Oh man I'm so embarrassed!" exclaimed Eriol.

"Yeh you should be!" Syaoran laughed again at his cousin.

"Stop laughing! You won't be laughing after what I tell you next." Eriol said then smirked.

"Well what is it then?" Syaoran asked.

"I know who the girl is for you…you know for the bet?"

"Finally you decided on one…so who is it?"

"Kinomoto Sakura!"

"Who's that? Eriol are you talking about an imaginary friend?!"

"Oh shut up! You know the friend Tomoyo was going to meet?" asked Eriol.

"No I don't know who she is…show me!" said Syaoran.

I wonder who Kinomoto Sakura is…The name sounds familiar but I don't seem to remember what she looks like!

"Okay I'll show you…follow me." Syaoran followed Eriol to the locker area. Eriol crouched behind a locker with Syaoran behind him.

"You see Tomoyo there?" Eriol pointed to Tomoyo at a locker and another figure. Tomoyo looked like she was laughing. Syaoran nodded.

"The girl next to her is Kinomoto Sakura. That's the girl." Eriol smiled at him.

Syaoran saw the girl turn around and nearly fell on his head.

Syaoran gasped when he saw the girl. He remembered her from primary school but he had never really noticed her. Oh man Eriol is so cruel! That girl is U-G-L-Y! What am I going to do! This is so hard!! Syaoran looked closer at the girl. She had unkept eyebrows, auburn hair that was tied in a loose bun (she looked like a granny), thick glasses with a huge black rim, daggy clothes (loose pullover and baggy grey pants), really gross braces (he usually didn't mind braces but they made the girl look so bad!), old scruffy shoes, a humungous calico bag filled with what looked like rubbish and to top it all off she seemed quite clumsy and looked majorly dazed. Eriol looked like he was having the time of his life. Syaoran on the other had started to have doubts on what he was going to do…he didn't even know where to start! He sighed. What am I going to do?!