Heey, hey there everyone! So, this is chapter two of my Victorious story :) I hope you like it!

***So, just to clear everything up: Beck and Jade broke up; Cat likes Beck; Beck doesn't know his feelings yet, he doesn't know who he likes right now and Rachel is Beck's ex girlfriend and she still has feelings for him.***

Thank you all of you are: reviewing, following, favoriting and reading! I really do appreciate it a lot, thank you! ^_^

Please comment/review and let me know what you think of it, thanks!

I OWN NOTHING; I DO NOT OWN VICTORIOUS.

Chapter two-

. . .

Have you ever had that feeling of regret that just eats you up alive? It tortures you? It makes you just want to run away and never look back? It makes you want to just rip all your hair out of your head and scream?

Have you ever had mix feelings about a certain person or thing? That feeling where . . . you actually don't understand or know your feelings?

Or what about that feeling that you know something bad is going to happen and you did nothing about it? You did nothing. Nothing.

. . .

The room fell quiet and Rachel is smirking at Beck. Cat is just standing in the doorway, staying quiet and her eyes are wide.

Sikowitz waves his hand away and walks up to Rachel, "Okay, okay let's finish our lesson. Hello, I am your teacher, Sikowitz. Well, Rachel, Cat, both of you take your seats. Rachel, pick whatever seat you want."

Cat sighs and sits down next to Beck and Rachel sits down on the seat behind Beck's seat.

The rest of the lesson continued on and it was quite interesting. Sikowitz made the class do the funniest and weirdest acting exercises. Each student went up onto the small stage that's in the class room and whatever emotion Sikowitz tells them to pretend to act and feel, that's what they did.

"Okay, the bell should be ringing in about a minute so for the final emotional acting lesson we're doing; I want Cat and . . . Beck to do it. Cat, you have to pretend you're mad about something and Beck you have to pretend you're feeling regret and sorrow." Sikowitz says then watches as Cat drags herself up onto the stage and Beck walks slowly behind her.

Once the two are up there, Sikowitz claps his hands together and shouts, "And, begin!"

"Ugh! You're always doing this to girls! You're always toying them around and you think you could do whatever you want to them! It's sick and pathetic, Beck!" Cat out of nowhere begin yelling.

Beck looks down and has a sad expression on his face, "Cat, listen, I'm really sorry. I never wanted you to feel this way about me; I really care about you and I want you to be happy."

While Beck is saying this, making it sound very believable, Rachel is slouching in her chair and has her arms folded across her chest; she has a pissed off and annoyed expression on her face.

"You're sorry?! Wow, look at this . . . the Beck Oliver is actually sorry?!" Cat starts with a sarcastic tone in her voice, "I cannot believe it. Who knew that you could actually be sorry and have feelings?!"

"Cat, please understand where I'm coming from." Beck begins, his voice is shaking and his eyes are watery, "I'm sorry; I regret ever hurting you. I regret and hate the fact that I made you think that I was just using you and that I didn't care about you."

"Save it!" Cat cuts him off with a very harsh tone and fire in her eyes, "I don't care what you have to say! I'm done! I hate you!"

Everyone's eyes are open; they can't believe that Cat could act so . . . so angry and filled with hate. Usually Cat is happy and filled with love and peace and whatever else. They're surprised that their little red-headed bubbly friend . . . can act like . . . like . . . almost as worse as Jade.

Right after Cat yelled that last line the bell rings and everyone starts to leave the room expect for the gang, Sikowitz and Rachel.

"Um . . . wow, Cat, that was something." Tori begins, rubbing the back of her neck.

"Thanks." Cat simply replies with a shaky voice.

Rachel puts one of her hands on her hips and she smirks at Beck, "Wow, Beck, you were amazing! You did a wonderful job!"

Beck nods his head slowly and runs his hand through his hair, "Um . . . thanks." Beck then turns his attention to Cat who is trying to sneak away, "Wait, Cat!" Beck runs up to Cat and pulls her to the side so they could have some privacy.

"Yes?" Cat asks as she cocks her head to the side and bats her eyelashes at Beck.

"The acting lesson we just did, did you mean it? The things you said I mean . . . do you think I'm just a player and I'll hurt you?" Beck asks Cat; it's obvious that he's trying to keep a normal tone in his voice.

"N-no. I-I was just acting; that's all." Cat says with an unsure voice and her eyes grow wider.

"Cat, about what happened before, I'm really sorry. I should have never yelled at you like that and I know you don't like fighting and yelling and- . . . and I'm sorry. Please forgive me." Beck says as he takes a step closer to Cat; now he's only a few inches from her.

"I- I . . . I don't know." Cat finally chokes out . . . tears in her usually happy brown eyes.

"Please, Cat . . . please? I'll buy you cupcakes if you forgive me." Beck says with a small smile and his eyes are sparkling.

Cat chuckles and then her face becomes completely serious, "Are they going to be red velvet cupcakes?"

Beck laughs and nods his head, "Of course; so . . . you forgive me?"

"Yay! I love you, Beck!" Cat cries out and jumps into his arms. She wraps her arms around Beck's neck and she presses her small body against his. Beck buries his head into her red hair and he wraps his arms around her waist.

"Oh . . . and isn't this really sweet?" Rachel says with a hint of annoyance in her voice as she makes her way over to Beck and Cat.

Beck and Cat immediately pull apart and they both begin to blush. "Oh . . . uh, um, we were just . . . hugging . . . that's all." Cat tries to come up with something believable and she tries to make her voice sound normal.

"Mhm, okay well I have lunch now; same for you guys?" Rachel says with a smile on her lips and she bats her eyelashes at Beck.

Beck rubs the back of his neck and nods his head, "Yeah . . . we all do. You want to sit with us, Rachel?"

Rachel smiles and nods her head, "Yeah, of course! Oh and Beck? I would really like to talk to you later on . . ." Rachel looks at Cat then she looks back at Beck with a smirk, "alone."

Beck nods his head, but before they all begin to walk away he also adds, "I just need to talk to Cat first."

Rachel eyes Cat, but slightly nods her head, "Sure . . . fine, whatever."

Cat cocks her head to the side once she sees Rachel leave to lunch with the rest of the gang, "What do you need to talk to me about?"

"Cat . . . ever since I broke up with Jade . . . I've been thinking." Beck begins and runs a hand through his hair.

"About?" Cat questions as her eyebrows knit together.

"Cat . . . you're funny, you're pretty, you're fun to be around, you're always happy, you're not selfish, you're caring and loving and Cat . . . I really, really like you. I know what you're going to say; you're going to say that I just broke up with your best friend and I don't know what I'm talking about and-"

Before Beck could finish his sentence Cat did something that she and no one else would ever think she would do. She jumps into his arms and slams her lips against his.

Beck's eyes shoot wide open, but then he slowly closes them and kisses the red-headed girl back.

While the two are kissing they don't realize that Rachel's right about the corner, listening and watching them.

After what seems like forever the two finally break apart and they smile at each other. Both of their eyes are glued together and are sparkling. Love . . . love is in their eyes as they stare at each other.

"S-so what does this mean for us now?" Cat chokes out; her breathing is a bit uneven.

Beck smiles and holds Cat close against his body, "I-I don't really know. Are we-?"

"Why don't we figure it out later?" Cat suggests with a smile, "I could stop by your R.V. after school."

Beck thinks about it for a minute then he smiles and nods his head, "Sounds like a plan."

"BUT, make sure you have my red velvet cupcakes when I stop by later! You promised." Cat says as she is giggling and Beck laughs, "How could I ever forget?"

Cat blushes then they both listen to the sound of Cat's stomach growling.

Beck chuckles then grabs her hand in his, "Why don't we head to lunch and get something to eat?"

Cat giggles and nods her head, "Yes, please."

They both start to head to lunch and that's when they see Rachel 'just' walking out of the girls' bathroom. "Oh, hey guys. Are you heading to lunch now?" Rachel says with a fake smile.

"Yeah, we just finished our talk." Beck says as his and Cat's hand slowly breaks apart and now they aren't holding hands anymore.

"Well, now that the two of you finished your talk, can you and I have ours?" Rachel asks as she places one of her hands on her hip.

Cat and Beck share a look and before Beck could say anything, Cat nods her head, "Yeah, go ahead. I'm going to go to lunch, see the both of you later!"

Cat then skips down the hall and heads outside and to her lunch table where the gang is; leaving Rachel and Beck alone.

"Hey, Beck. Finally, we could have some privacy and some alone time." Rachel says with a slight chuckle and a smirk on her lips.

"Alright, Rachel, what do you want?" Beck says; going straight to the point of this conversation.

"I want to know where you and I stand." Rachel simply answers her former boyfriend.

"Friends. That's where we stand, as friends." Beck says a bit harsher than he was intending to.

Rachel folds her arms across her chest and she pouts, "Oh, why, Beck?"

"We broke up for a reason, Rachel!" Beck snaps, but then quickly says sorry to the girl who is a bit shocked he could act this way.

"Yeah, but it was a stupid reason!" Rachel slightly raises her voice as well.

"You cheated on me! I walked in on you and one of my best friends lying on my couch having a make-out session!" Beck yells as he throws his hands in the air.

"Oh come on, it wasn't like that; you're overreacting." Rachel simply says, glaring into his eyes.

Beck raises an eyebrow, "I'm overreacting? You then threw a chair at me and blamed me for it! You said I made you cheat on me!"

Rachel can't help herself, she slightly chuckles, "Oh come on, later on I said I was sorry! Give me a break!"

Beck completely ignores that last comment and he sighs, "What do you want from me?"

"I want you, Beck. However, if you just want to be friends . . . than fine. I'm glad I get to be your friend." Rachel says with the most fakest smile, however, it looks very real.

Beck smiles and nods his head, "Thank you, Rachel."

Rachel smiles and shrugs her shoulders, "Anytime, buddy." She playfully winks and they both laugh.

"Now, come on and let's go to lunch. I'm starving." Beck says and then the two of them head outside and to their lunch table.

The lunch period goes by rather quickly. The gang has their conversations about random things as usual and they all talk about a play that is coming up that they all want to join.

"So, Rachel, what's your talent?" Tori asks Rachel with her usual smile on her pretty face.

"Oh, me? I'm a dancer. I love to dance and I'm pretty good at it." Rachel says with a smile and a shrug to the shoulders.

"You know, you should think about doing the play we're doing. It also goes for extra credit for Sikowitz's class. We need some more dancers anyway." Andre says with a smile as he bites into his last bite of his sandwich.

Rachel nods her head and smiles, "Sure, sounds like fun!"

After a few more minutes of talking, the bell rings and lunch is over. The gang and everyone else cleans up their tables and while they all head to their next classes, Rachel grabs Cat's arm and pulls her into a private corner.

Cat gasps and her eyes are wide, "Why are you kidnapping me?!"

Rachel raises an eyebrow, but instantly she disregards that comment Cat made and she continues, "What do you think you're doing?"

"What am I doing?" Cat asks with confusion in her voice and her head is crooked.

"With Beck. Do you seriously think Beck wants someone like . . . you?" Rachel says with a slight chuckle and a smirk on her lips.

Cat looks at her confused and a bit . . . shocked that her new friend would say something like that to her, "Wh-what? I thought you were my friend."

"Oh, we're friends . . . just as long as I get Beck and you back off." Rachel says then laughs evilly, "Oh and if you don't back off . . . I'll make sure you live to regret it . . . and that's if you live at all."

Cat's eyes widen even more, "What are you implying? Are you threatening my- my life?"

Rachel pats the top of Cat's head and mockingly replies, "It implies whatever you think it does. Just, Cat? Be careful . . . there are crazy people out in the world who would just do anything for a guy. Now, do we understand each other?"

Cat stays silent and completely speechless so Rachel rolls her dark eyes, "Oh and if you tell anyone then I'll make everyone who knows . . . pays a very big and horrible price. I will not let anyone ruin things between Beck and I and I will not let anyone get in my way. Understand?"

Cat could feel her eyes become watery and she just slowly nods her head; not really knowing what to say and not even knowing if she could find her voice to say something even if she wanted to.

"Now that's a good kitty. Well, gotta go! See 'ya later, bestie." Rachel says as she skips away with a smirk on her lips; leaving Cat completely still and even . . . scared.

"What am I going to do . . . ?" Cat whispers to herself then falls to her knees and stares at the ground with wide eyes.

Okay guys, that's it for this chapter!

I really hope you all liked it and enjoyed reading it! :)

Next chapter should be up soon!

Please comment/review and let me know what you thought of it, thanks!

Thanks for reading! ^_^