Disclaimer: I don't own any of the characters but I do own the song (Yay go me lol).

A/N This is a song fic that I wrote and I felt like posting it. It's from Grace's point of veiw after the season finale. Ray has realized that he still loves Lily and has broken up with Grace. Anyways hope you like it.

Looking At Her Over My Shoulder

I walk home through the night thinking. Thinking about the fact that Ray, the guy I thought loved me had just dumped me for Lily Randal. Lily Randal, the girl who I thought was my friend. I guess you can't really assume things like that can you?

I don't see why I even tried

to get to you cause it was so obvious

that you didn't want to get to me.

And that you only really saw

the girl standing right behind me.

I don't know why I didn't see it before? Why didn't I realize that Ray's heart would always belong to Lily? I think as I look up at the sky. It's so beautiful tonight sparkling with stars that shine like diamonds. I wish that Ray was here with me so he could put his arm around me and tell me one of his jokes but I know that he's probably somewhere with his arm around Lily.

I guess it was so obvious

but not obvious enough for me.

How could I be so blind

That I didn't really see

that it was just a stupid crush

for you and not for me.

A tear escapes my eye sliding slowly down my cheek. I don't bother to wipe it away because I know that another one will fall again. I guess I never should have thought that Ray cared for me. All those times I caught him looking at Lily with that look in his eyes that was never there when he looked at me. I guess he was just using me as a way to get Lily jealous and I guess it worked.

You were looking at her over my shoulder

while I stood there oblivious to it all.

Why was it so obvious,

I was so oblivious

so stupid

cause I didn't see

what you really wanted

wasn't really me.

I wrap my jacket tighter around my shoulders against the chilly evening breaze. I look up at the sky again and see a single white snowflake falling. It drifts down to land on my hand. I watch as it melts. It's just like my relationship with Ray. It suddenly fell from the sky and seemed so perfect until I realized what he was really doing. I laugh out loud through my tears into the night air at the fact that I'm comparing almost everything to Ray. Why can't I just forget him. Maybe I can but I know it will take a while and that it won't be easy.

But now that I've figured it out

Don't expect too see me anytime soon

cause I'm not going to wait around

looking at you over her shoulder.

Cause its not worth being with you

when you don't really want to be with me at all.

I arrive at my house and smile. It looks so beautiful with the colourful christmas lights that my dad put up and the lights of our christmas tree shining through the window. I stop on the side walk and tilt my head back catching a snow flake on my tongue before I continue to walk up the path to my house. I brush away the tear that is still on my cheek because I know that no more tears will fall over him because I won't let them.

You were looking at her over my shoulder

while I stood there oblivious to it all.

Why was it so obvious,

I was so oblivious

so stupid

cause I didn't see

what you really wanted

wasn't really me.

she was standing over my shoulder

while I was looking back at you.

thinking that you wanted me too

wishing that you wanted me too

hoping that you wanted me too.

But I was wrong so it doesn't really matter.

that I felt so much for you.

A/N Yeah I know it's short and it's kind of fluffy but I just found this little song I wrote a few weeks ago and I thought I may as well write some words for it and see what you guys think (and when I say guys I mean girls too). So that's your que to click on that little purple button. 1-2-3 click. Happy reviewing.