Disclaimer - I don't own school of rock -- and only own the additional characters. Don't sweat it - this is no mary sue. Eventually the pairings will be - Freddy/Katie and Zack/um…I dunno.

First -- tell me who you think would be perfect to go out with Zack. Review Review REVIEW!

Chapter one - Wide Awake

It was nothing more than another hollow night all alone. Billie knew this nights all too well. They were the nights that she punished herself…but they were also the nights that her father 'may' come home…they were the nights she dreaded…she feared….

"Billie, honey." The sweet melodious voice tore into Billie's thick thoughts like a hot knife through butter. "Please come here, honey…"

Billie rose to her feet and headed for the door of her bed room. Her mother waited patiently. She'd previously been sitting on the ground, in front of her bed, just staring off into space. She rarely ever did that, the ground was hard. Billie used to sleep on it frequently when she was younger…it was all she ever had to sleep on it. But the harsh conditions had done something to her back, and she had to go to a few doctors to get it sorted out, so Billie preferred to stick to other things -- such as beds.

Billie stumbled into the kitchen like a drunken fool. "It's that time of year again, Billie…I can't help but think…oh I can't go through this again, sweetie… I don't want him to hurt you and you know the only way to keep you safe is to send you to a friend's house. It'll only be temporally…unless you want to stay…The wisest choice right now is Robert Mooneyham's house. You father had actually always liked good ol' Robby…until he went all abusive…of course." Billie just stared at her mother numbly. This didn't really worry her mother at all, Billie hadn't spoken a single word since…the event. "Please…honey…please…talk to them…"

A ring erupted out of the silence. Billie Ann groaned loudly, lifting her enormously heavy head to glare at the phone on her bedside table. Her shaky hand soon landed weakly on it and she brought it to her ear. "'Ello?" Billie heard herself mumble into the receiver.

The voice on the other end was male, it was wary and rough. Despite Billie's previous relationships, or lack there of, she could sense that his voice was drenched in pain. Emotional or physical, she couldn't tell.

"Zack Mooneyham there?" Silence crept into the no conversationness, as Billie rested her head on her pillow.

"Do you realize what time it is?" Billie asked in a harsh tone. What moron would call this early?

"Sure," the voice seemed to gasp. There was a pause, as Billie presumed to be him looking at his clock. "3:41."

"Right. So if he wasn't here, where else do you think he'd be?" Billie's tone wasn't increasing, as her eyes slowly drooped to a close.

"Can I speak to him, then?" Was that annoyance in his voice? Oh the nerve of him!

"Sure," Billie answered in fake sweetness. "But I think he's asleep right now."

"Wake him up." It was a short and simple request that the voice seemed confident enough to believe she'd comply to.

"Why?" Billie asked stubbornly.

"Um…I need to talk to him?" Sarcasm…how annoying.

Billie groaned loudly. "And who are you?"

"Freddy Jones," a triumphant, yet resentful voice. More groaning from Billie's end before the barely coherent mumbling of hang on. Freddy could hear the phone dropping onto the table, and a person dragging herself out of the room.

Moments later Zack was on the phone. "Jones? What the hell, man?" Zack lifted a hand to wipe the sleep out of his eyes.

"I need your help…" Zack couldn't help but notice the reluctance in his best friend's voice. Zack waited a moment longer for Freddy to continue. In which he did. "Just tell me I can crash at your place. Just for a few days…"

"What? I can't! Why?!" Zack hated how his voice sounded. Selfish, mean.

"I can't explain it now, Zack. Please. I really need you now. It won't be for long." Freddy was pleading now. It sounded weird coming from the bad boy.

And now, Zack found himself giving in. "Fine." Freddy was still arguing. "Fine!" Silence. "Do you need a ride over or --"

"I'll walk." And with that the line went dead.

Zack slammed the phone down and looked up, getting the odd feeling that he was being watched. He was. Billie stood in his doorway, leaning against the frame. "You won't tell, will you?"

"Nah, I'm not snitch, Mooneyham." Billie's voice was light yet sleepy. "How are you gonna hide him here, though?"

"Easy, he's gonna stay in your room," Zack said subtly. While it was taking time to seep in, Zack decided to quickly change the subject. "I think you'd really like Freddy. He's sorta just like you are but --"

"Did you just say he's staying in my room?" Billie interrupted. "No fucking way."

Zack glared at her. "C'mon, Billie. It's the only room that they don't check." Zack's voice was sleepy but the urgency in it was clear as crystal. "They're so worried about your privacy and your fucking feelings, they won't enter it without your consent. They don't wanna be disappointed. Please, you won't share a bed, and he doesn't have that much 'items'. You'd barely notice he's there."

Zack watched for Freddy out of his window on the second floor, and when his blonde haired friend came into view Zack bounded down the stairs. It was still only 4:27, and Zack's parents were still asleep. Billie was now laying on Zack's bed, snuggled deep in his thick covers, apparently snoozing lightly.

Zack returned with Freddy to his room just mere minutes later. Freddy wasn't looking so good. His hair was a mess, which wasn't really surprising, but his face was paler than usual and there seemed to be a permanent grimace taking over his dry lips.

Freddy collapsed onto Zack's bed, ignoring the sleeping figure in it, and likewise, the figure didn't acknowledge the boy sitting on the foot of the bed. "What happened?" Zack asked, dropping down into a chair beside his desk -- which was beside his bed.

Freddy opened his heavy eyes to stare at his concerned friend. "It's nothing. I just had an argument with Josh, that's all." Zack had met Josh once. Josh was Freddy's step father, and like usual - his mother had gone off and married some sleezeball without Freddy's consent. Josh was rude to Zack that one occasion he had met him and he could tell back then how Josh treated Freddy. But Freddy never backed down…not until now.

"You never run away because of an argument, Jones, what happened?" Zack's voice was more demanding now, it was almost unnerving. But then again, the appearance of his best friend was a little unnerving as well. Freddy didn't answer. "Does he hit you, Freddy?"

Even though Freddy knew Zack would suspect this, the question still surprised him. He'd never shared his home life with anybody. And somehow, in his idiotic stance, Freddy had invited Zack over. Well, really Zack had demanded it. So now Zack had snuck by Freddy and right into the castle. How could he lie to somebody like that? "Not a lot," Freddy shuddered. "Only when he's angry --"

"He's a very angry guy, Freddy," Zack interrupted. But then a thought hit him. "Where does he hit you? I've never seen any…marks…"

Freddy nodded childishly. "Yeah, that's what he wanted. He only hits my chest, stomach or back. Never the face or arms, he rarely hits my legs. He doesn't want any body to suspect."

Silence, and then, "Let me see."

"Let you see what?" Freddy asked, almost a little too fast.

"What do you think! Let me see your bruises," Zack demanded.

"Zack, c'mon now --" Freddy began

"Just get on with it, if he'd stop yelling," Billie mumbled sleepily, sinking further into Zack's pillow.

Freddy looked down at Billie as if he hadn't seen her there. He then stood to his feet and raised his shirt, exposing his back to Zack. Zack's eyes seemed to triple the size. There were long, and seemingly deep gashes that covered the width of Freddy's fragile back. They had scabs and seemed to be a few days old.

"Oh my god," Zack heard himself gasp. "What the hell did he do to you?"

Freddy dropped his shirt and turned around to face his friend. "He had this whip right. It was like from his father who got it from his father and so on. He wanted to see if it worked as good as did on the slaves." The sarcasm and hatred was finally back in Freddy's voice.

"Oh, I'm so sorry." Zack uncharacteristically hugged Freddy. Freddy made a face and slowly hugged Zack uncomfortably back. "You can definitely stay here," Zack reassured, breaking the hug. "For as long as you want to." His forehead wrinkled with thought. "Do you need anything?" Silence. "Like food or…clothes?"

"Why? He can't fit in your clothes," Billie mumbled, rolling over to glare at the two of them. "He's like a foot taller."

Freddy shrugged. "Or just a few inches…" He was always modest about his height - or at least in front of Zack.

Zack glared at Billie who glared back evenly. "You can fit in her clothes though," he muttered quietly.

Freddy chuckled. "You're not making me wear a girl's clothes."

Zack shook his head. "Of course not! She shops in the men section, Freddy." His voice was triumphant. Freddy opened his mouth to argue. "We have no other clothing line! You guys have the same height and around the same weight. Plus you both have the same style. So you're gonna share the clothes whether either one of you like it or not!"

Billie and Freddy had fallen silent, but they both had the same look on their face. "So, what about food?" Freddy finally asked.

Zack nodded, stopping himself before he could say the classical line - oh you must be staving. "Stay here with her, I'll be right back with something." With that Zack nearly ran out of the room.

Freddy sat gently down in Zack's chair as Billie curled up underneath the blankets. "Did he s ay where I'll be sleeping?" Freddy finally asked.

"In my room," Billie answered unemotionally. "You can take the bed," she added after a beat.

"There's only one bed?" Freddy asked.

"Yup," Billie answered shortly.

"Well then I don't want to 'deprive' you of it." Freddy's voice actually sounded a little sincere.

"It's fine, it looks like you need the bed more than me," Billie insisted. All her memories of being forced to sleep on the cold hard ground now came flooding back.

Freddy shrugged. "Alright, if you insist." Then the silence fell between them once again. In that silence they both could hear Zack bounding up the stairs and shuffling to his room. He had two plates in his hand. Pancakes. How nice.

Zack handed Freddy a plate with three pancakes on it, he'd already pour the syrup and spread the butter. Then he handed, to both their surprises, Billie a plate with three pancakes, and syrup and butter on it.

"Thanks," Billie said sheepishly, dragging herself to a sitting position. She picked up her fork and dug into the pancakes before settling on Zack with a hard stare. Freddy seemed to be staring at him the same way.

"What?" Zack demanded, leaning against a wall beside the bed. "What!?" he demanded once again, before giving either one of them a chance to answer.

"Where's your food?" Freddy asked slowly.

Zack shrugged. "I wasn't hungry."

Freddy seemed to gasp. "You're not anorexient are you!?" His sarcasm was as thick as the syrup on his plate.

"Ha ha, wow, is there a joker in the house or what?" Zack replied solemnly.

As soon as Billie and Freddy were done eating Zack offered to take their dishes down, but Billie insisted on taking them down herself, so the two could have some time to talk alone. When she returned up stairs she went to her room instead of his. There she pulled out an extra mattress and laid it on the ground in a corner. She threw some thick blankets on it and added a few pillows to the mix. Now it kind of looked like Dewey's bed.

But instead of laying back down in that bed, she grabbed a few articles of clothing from the mess of a closet she proudly claimed as hers and headed for the bathroom that connected to her room. She took no more than thirty minutes to take a shower and change into fresh clothes. She brushed her wet hair in the bathroom then head back to her room to put on her classical black and white high tops. She had on a pair of baggy black jeans and a black shirt with a single word written across it in white letters - Metallica. Her long wet hair had been pulled back in a tight bun. She didn't wear make up or perfume so she didn't have to worry about that. And today was Saturday, so again -- no worries.

Now that all that messy business of the morning was out of the way, it only being 6:17, Billie collapsed on 'Freddy's' bed and turned on the TV that extended from the ceiling with the remote.

When Freddy and Zack entered Billie's room Freddy stopped in the door way, staring at the sleeping form of Billie. Billie had curled into a ball and now was snoozing, once again, quietly. "Geez, is that all she does?" Freddy asked sarcastically.

Zack shrugged, pulling a pair of her larger jeans and a large t-shirt out of her closet. "She's been sleeping a lot ever since she's got here," he added thrusting the clothing at his friend. "Ma said something about her being deprived of it or something back when she was at home…or whatever…Those are your close for tomorrow, unless you wanna change now…?"

Freddy shrugged. "Nah, it's cool, I haven't taken a real shower in weeks."

Zack made a face. "Ah, that's a little too much information for my liking." Freddy chuckled lightly. "You can use Billie's…well I guess it's yours too…now…It's right there." Zack pointed to a large white door. "Just lock it, but I'm pretty sure Billie will get the hint when she hears the water…and sees the light."

Freddy grinned inwardly and headed for the bathroom that connected to Billie's room. By the time Freddy came out of the bathroom Billie was awake, she was laying snuggling under her blankets watching a classical show - Teen Titans (A/N: haha…greatest show ever!) She had on a blank expression, as if she'd already seen this episode a thousand times before -- and yet she still laughed at the same jokes.

Billie looked up when Freddy exited the bathroom, closing the door behind him. "Oh hey, enjoying my shower. Boy, let me tell you about all the sex that goes on in there." Billie gave a whistle, then a chuckle at Freddy's expression. Freddy eyed the clock on the bedside table. 2:37. "You look kinda tired there, buddy." How observant.

Freddy returned his gaze back to Billie. "Well I guess I am…a little bit."

Billie hoped off of his bed, and practically threw the remote onto the table. "Well then, sleep away. I was just getting up anyways."

"You don't have to --" Freddy began to say but stopped quickly, a wave of dizziness overcoming him. He swayed slightly, leaning towards Billie.

"I don't have to, buddy, it looks like you do." Billie pulled back the blanket and helped Freddy to the bed. She covered him up before he could and handed him the remote. "Get some rest, Jones." And with that, Billie left the room.

When Zack left the Kitchen he found her curled up on the couch. "where's Freddy?" he asked her, setting the water she had asked for down on the table.

"Upstairs," Billie mumbled. "Think he's asleep, he didn't seem all that well after his shower."

Zack nodded and said his thanks before heading up the stairs. Freddy, as it turned out, hadn't been able to fall to sleep. Lately he'd been having pretty freaky nightmares that were all too real for his liking. He didn't really get all that much sleep at home anyways, so he was alright with that. But lately every time he'd been able to sleep, his nightmares kept him up.

"Freddy?" Zack asked, pushing open Billie's bed room door. Freddy was curled up in the bed, his eyes closed tightly. But somehow Zack was pretty sure his friend wasn't sleeping. "Freddy, man, we have a performance in two days, you think you're gonna be up for that? We have to crame at least ten hours of practice into these two days coming up."

"I can take it," Freddy mumbled into his pillow. Why did his head hurt so much? He never got hit in his head before.

"Alright, we have practice in two hours, I persuaded Dewey to push it back a little, for your sake." Zack, like usual, sounded concern.

"Thanks," Freddy grunted without looking up. After a moment's thought he added, "Thanks for everything."

Freddy tried his damndest to stay strong during the practice session, they did after all -- really need one. Billie had tagged along with Zack and Freddy, and it was her idea to have Freddy wear earplugs after he claimed that the noise was killing his head.

At the end of the session - nearly four hours later, Freddy was almost back to his regular self. He began making sarcastic comments toward Summer and Marta, and shared rather funny jokes with Zack and Katie. Zack and Billie never shared the whole thing about Freddy's father with the band, Freddy was a little relieved due to this. What badass drummer got smacked around? By a preppy snob, no less.

Zack and Freddy had stated, very briefly, what had happened to Dewey, and they had to physically hold Dewey back while he tried to leave the apartment to go 'kill Freddy's pappy'.

Freddy collapsed down onto one of the few couches in Ned's apartment, beside Billie who was reading a book. In the rare times they had together, Freddy soon came to notice, this gal sure did read an awful lot. Despite Freddy's hatred for books, he still asked the all familiar question - "Whatcha reading?"

Billie looked up from the book to look at Freddy. "Cirque Du Freak," she answered simply. Freddy nodded a blank nod, telling her bluntly that he'd never heard, read, nor seen that book. "It's a book about vampires," Billie began. "Written in first person -- Darren Shan's point of view. It sorta recreates the whole vampire mythology, but not entirely…it's intriguing…I like it…"

Freddy chuckled. "Sounds like a good book?"

Billie nodded but decided to change the subject anyways. "So, you're a pretty good drummer, huh?" Alright…stupid question.

Freddy chuckled again. "Yeah…I guess so…you play any instruments?"

Billie shrugged solemnly. "I play the radio…it plays music -- very instrumental music," a knowing nod. Freddy smirked at her sense of humor. "I'm not too shabby at keyboard…I'm not too good at it…but I don't suck." A pride grin.

"That's cool. How'd you get into keyboarding?" Freddy asked. He was trying to make small talk to pass the time, how sweet.

"Well, I guess it all starts when I got into computers?" Billie began. "Got into computers at a friend's house…when she got a computer. Fell into a chat room, a digimon chat room." Freddy smirked at the word -- digimon. "It was a great show, you know you loved it…least the first two seasons…anyway - Seem in chat rooms, you have to type at least as fast as everyone else to ever keep up. So I taught myself. Incorrectly sure -- but now I type at least two hundred words per minute…we took a typing test in freshman year. I don't go to that chat room anymore, I still instant message, so I don't get rusty, of course. Well, my friend suggested that I get into music. And I told her I couldn't play an instrument. She, noting my already reflexive fingers suggested I learn keyboard, and told me I could borrow hers. And I did. And I learned…most likely incorrectly, but then again, it doesn't matter how you learn, or what strategies you use -- as long as you play it…not suckily."

Freddy nodding, seeming to be in taking everything Billie was saying. "And why are you here?" Alright, now that's a little mean. "I mean, how come…" he tried to go back and fix it, but Billie was already smirking at him.

"Guess the same reason you're here."

Hey Teacher. Leave them kids alone.