Keely Teslow slowly made her way through the bustling hallways of H. G. Wells Jr/Sr High School. Inside she felt like an empty shell of the girl she had once been. 'What's happened to me?' she wondered as she trudged along. When she reached her locker, she was greeted warmly by a close friend.

"Hey Keely!" a sharp English accent called out.

Keely looked up, plastered on a fake smile, and replied, "Oh, hey there Via. What's up?"

Via inspected her for a second. Something didn't seem right, but she just shrugged it off figuring it was probably just the change of weather. "I was wondering if you wanted to go to the mall after school today. I hear there's going to be tons of sales!" she said excitedly.

"Oh Vi, you know how much I'd love to but I already promised my mom that I'd help her bake like ten dozen cookies for this open house party thing for tomorrow," Keely lied.

Via eyed her skeptically as Keely put on her most convincing face. "Are you sure you're not just avoiding me to spend time with Tyler?"

Keely winced at the sound of his name. She quickly cleared her throat and responded, "Of course I'm sure. You know I'd never choose some bromidic guy over you."

Foolish heart, looks like we're here again
Same old game of plastic smile
Don't let anybody in
Hiding my heartache, will this glass house break
How much will they take before I'm empty?
Do I let it show, does anybody know?

Just as Keely distractedly pulled her history book out of her locker, the morning bell rang signaling that it was time for first period. She placed the book under her arm and slammed the locker shut. "Well, got to go. Don't want to be late. See ya in chem," Keely said as she rushed away.

Once she was safely to her history class, she went to go take a seat but soon discovered there was only one empty chair left. It was next to the person who had once been her best friend. Next to the person she had shared many deep, dark secrets with. Next to Phil.

She inwardly groaned. The thing is, Keely and Phil had grown apart all because she had started dating Tyler. Phil hadn't been too fond of him, but she hadn't cared. Tyler was fun, and exciting, and in the moment. But since then, things had changed. Big time.

Keely walked over and took her seat. It felt sort of awkward sitting there knowing how a stupid choice had broken their friendship, torn them apart.

Phil looked over at her, examining her. He bit his lip. He could tell something was wrong but didn't know how to approach it. After all, the last few conversations the two had shared were not the prettiest. Finally he asked, "Are you okay, Keely?"

She looked at him but avoided eye contact. "Yeah, of course I'm okay. Why wouldn't I be?" she retorted.

He knew her better than that to believe this but simply said, "Look Keel…" Her heart skipped a beat. "…I know we haven't been on the best terms lately but I want you to know that I'm here for you if you need to talk."

But you see the real me
Hiding in my skin, broken from within
Unveil me completely
I'm loosening my grasp
There's no need to mask my frailty
Cause you see the real me

She sighed. "I'll keep that in mind." Then she turned and focused in on the notebook that lay open on her desk.

He whispered, "I do still care," and turned and focused on his own work.

Her breath stopped short. Why was she being such a jerk when he had been right all along? He had only tried to protect her from that fool but she had only pushed him away. And now, even after had Tyler had broken her heart and left her out in the cold, she was still rude and careless.

But the real truth is…she missed him.

She stood from her chair to make her way to the pencil sharpener when suddenly it hit her. She needed this boy that sat next to her. She wanted him. She loved him.

As this new reality dawned upon her, Keely began to lose control and fainted.

Painted on, life is behind a mask
Self-inflicted circus clown
I'm tired of the song and dance
Living a charade, always on parade
What a mess I've made of my existence
But you love me even now
And still I see somehow

Keely began to stir. Her eyes fluttered open. She looked up to see students, and teacher, and Phil all standing around her. She sat up slightly. "Wh-what happened?" she stammered.

The crowd surrounding her began to dissipate back to their seats after seeing that she was okay. Phil reached out a hand to help her stand and answered, "You fainted."

Mr. Messerschmidtt then suggested, "Mr. Diffy why don't you escort Miss Teslow down to the nurse's office so she can lie down for a bit."

"Yeah, sure," Phil mumbled and with that he lead a shaky Keely out the door.

While walking through the hallways, Phil commented, "So you were okay. Hmm…last time I checked, people don't usually faint when they're perfectly okay."

"Fine, you got me. I guess I wasn't as good as I thought I was," Keely mumbled.

"Mmhmm," Phil replied in a 'yeah, no kidding' sort of way.

When they reached their desired location, Keely notified Nurse Grensky of her current situation. "I…uh…fainted in class. Mr. Messerschmidtt suggested I come here and lie down."

"Okay dear, but just out of curiosity, do you have any idea why you fainted? Or was it just out of the blue?" Nurse Grensky asked.

Keely hesitated. Surely she couldn't give the real reason with Phil standing right next to her. "Uhh…I guess I just got up too fast and felt lightheaded," she improvised.

"Alright, hun. Well you just go and lie down in there for a while." She motioned towards a small room with a bed in it.

"Thank you," Keely murmured.

But you see the real me
Hiding in my skin, broken from within
Unveil me completely
I'm loosening my grasp
There's no need to mask my frailty
Cause you see the real me

Keely entered the room with Phil close behind her. She sat down on the bed. "Umm…thanks for walking me here." She looked up at him. "I appreciate it, but I should probably let you get back to class now."

He sat down next to her. "Yeah, you're probably right."

"But I take it you're not leaving so soon…"

He looked at her seriously. "You wanna tell me what's going on? And don't tell me it's nothing because I know better than that. Tell me why, when I look, I see hurt and pain in your eyes."

Keely closed her eyes and took a deep breath. "You were right."

"About what?" Phil asked cautiously.

She opened her eyes and looked directly at him. "Everything," she whispered.

He gazed into her eyes but now saw not only hurting but also regret and…something else. When he could not take it any longer, he looked away. They sat there in silence for a few moments.

Phil was hoping she would elaborate a little more specifically. When she didn't, he cleared his throat.

She got the message but was too ashamed to speak just yet. Looking down into her lap, she finally spoke, "Tyler broke up with me."

Even though Phil had had a hunch that Tyler wasn't the one for his best friend all along, he couldn't help but feel sympathetic. "I'm so sorry, Keel."

She scoffed, "Why are you sorry? I'm the one that should've known better. You told me it wouldn't last but did I listen? No. And not to mention, my stupidity pretty much made chopped liver out of our friendship!"

"You're not stupid. Everyone makes choices they regret later. It just means you're human. And anyways he's the idiot for breaking up with someone like you," Phil replied, trying to calm her down.

Wonderful, beautiful is what you see
When you look at me
You're turning the tattered fabric of my life into
A perfect tapestry
I just wanna be me

"How can you be so nice to me when I was so horrible? You were only trying to protect me and I just didn't want to listen. I feel like you should hate me," she breathed.

He smiled mysteriously. "I could never hate a girl I care for so much…a girl I love."

She glanced at him nervously and swallowed hard. "What did you just say?"

"Keely, there is a reason why I'm here. There's a reason why I have been completely miserable since we stopped talking to each other. There is a reason why I can always tell when something is wrong with you. And I believe there's a reason why you and Tyler weren't meant to be. It's because of you and me…I love you Keely."

She was speechless. "But how? Why? How can you forgive me?"

"All I need is just to see you smile," he said.

But you see the real me
Hiding in my skin, broken from within
Unveil me completely
I'm loosening my grasp
There's no need to mask my frailty
Cause you see the real me

"You want to know the real reason why I fainted?" Keely asked

He nodded, "Sure."

"I realized what a mistake I had made. I missed you, I needed you. I realized that you were better than any other guy around and I realized that I love you too," she confessed.

Phil grinned, amused. "Life works in funny ways, huh? We get torn apart and it only brings us closer together," he said as he took her hand in his.

Keely looked down and admired how their fingers laced together perfectly. "Thanks Phil…for everything," Keely said sincerely.

"Would you mind if I, uh, if I kissed you?" he asked hoping she wouldn't.

She smiled. "I wouldn't mind at all."

And you love me just as I am

Phil gently leaned forward until his lips lightly touched hers in a sweet but breathtaking kiss. When they broke apart, Keely sat in awe as Phil voiced a very pleased, "Wow!"

Off in the distance, there was a faint sound of a ringing bell that could be heard. Keely snapped out of her trance and glimpsed at a clock on the wall. Giggling slightly, she poked Phil in the side and then informed him, "Maybe we should go back to class now because we definitely just missed the rest of history and all of chemistry it might be kind of bad if we miss anymore classes today.

Phil looked at the clock and then smiled sheepishly. "Heh heh yeah…school, right."

They stood up and left the nurse's office together. They walked back to Mr. Messerschmidtt's classroom, to retrieve their things, hand-in-hand. When they were walking through the door, Messerschmidtt said, "Nice to have you back Teslow…and Diffy. Although Philip, when I said escort, I really didn't mean for you to stay there with her."

Phil looked around nervously, "Uh…yeah, sorry about that."

"I'll let it slide…this time," their teacher replied. "Now gather your things and get to class!"

"Sir, yes sir," Phil saluted.

Keely snickered and grabbed her books. Phil quickly grabbed his also and then they departed.

A few feet away, Via stood by her locker arguing profusely with Owen about some insane rumor he had heard. "Owen, don't be ridiculous. Phil and Keely haven't even talked to each other in the longest time, there is no possible way they could be together! Plus don't you think Keely would have told me if she had broken up with Tyler and was readily accessible to date other guys?"

Phil and Keely quietly snuck up beside their two friends. "Wow, some news sure travels fast," Phil said, commenting on the current gossip being spread around the school.

Owen and Via quickly turned to face the unexpected voice behind them. Owen spied Phil and Keely's hands fused together and then pointed and laughed in Via's face. "Hah! I told you so!"

Via gasped. Keely remembered what Via had been saying just moments before and quickly pulled her off to the side. "Hey Vi, sorry I didn't tell you about the whole Tyler thing. I just really didn't want to think about it this morning."

"Oh, it's okay. I just can't believe that Owen knew about you and Phil before I did," Via said.

Keely laughed. "Well, it's not like any of us could have seen it coming. I mean, it blew me away when it happened!"

Via smiled. "You guys are totally perfect for each other, in my opinion. I'm very happy for you."

"Thanks Vi," Keely replied as they walked back over to join Phil and Owen.

Keely stuffed her books into Phil's already opened locker and smiled. Grabbing another book and piling it onto the stack Phil currently held, she then slammed the locker shut. "Ready to learn?" she asked excitedly.

Her friends just groaned and followed her as she skipped down the hallway to their next class.

Wonderful, beautiful is what you see
When you look at me

Owen turned and faced Phil as they walked. "Dude, she really likes you! You're so lucky."

"Yeah, I guess I am," Phil answered smiling.

---

A/N: wow, that was kind of a lame ending. Oh well. I ask that you please review (because you are amazing!) Thank you. :)

Oh, and the song was The Real Me by Natalie Grant.