AN: I'm back!!! It's great because anytime I need inspiration to write Kate/Beth all I have to do is watch theatricss, Ever Ever After on YouTube and I can magically write again. I figured it was finally time to let you see what's going on inside Beth's mind.

Chapter 3

(Beth POV)

"Beth….stop it! Don't do that!" cried Kate.

"You might as well stop fighting Spencer, you know I always get what I want." I said while smirking at her.

She all of a sudden looks flustered and blushes like crazy. I laugh and think to myself that it's really hot when her mind is in the gutter.

"That may be true, but you won't beat me at Guitar Hero!! I am the master!!" Right when she said that she broke out into an extremely hard solo and to say I was impressed would be putting it mildly.

I've never seen anything sexier than Kate Spencer playing guitar, even if it is just a stupid game. I sigh and realize it's time to admit defeat. "Alright already, I give up….you are the master at Guitar Hero." It's a kick to my ego to say this but her satisfied grin is totally worth it.

"I warned you Beth…there is just no beating me." Huh who knew she could be so cocky? I should try to think of a way to knock her off her high horse….better yet, why don't I just tickle her until she admits defeat? Yeah, I like that idea. The minute she sets her guitar down I tackle her to the carpet, straddle her legs, pin her arms up with one of my hands, and begin to evilly tickle her with my free hand.

She squeals and tries to break free. "Beth…no!! Please stop!" Tempting but this is too much fun. The only thing she doesn't know is that I love this position I have her in for more reasons than just tickling. I can't help but think dirty even though she is my best friend. Trust me, if your best friend was as hot as mine, then you would be have impure thoughts too. It's a good thing she is so innocent because anyone else would be able to see the lust that is rolling off of me in waves.

"All you have to say is, Beth you are amazing and I could never truly beat you because you are a total stud, and I'll let you go." I laugh at what I told her to say because it is honestly ridiculous but that's the only thing my clouded mind could come up with.

She says it only because I think she would have died from laughing too much. I let go of her hands but I don't get up off of her just yet. Both of our giggles die down and now we are just staring at each other in comfortable silence. I all of a sudden have the strongest urge to kiss her. Despite my better judgment, I lean down to do exactly what my heart desires. Both of our breathing picks up and I am pleasantly shocked to see that she is leaning towards me as well. My heart is beating out of my chest as I can feel her breath against my lips. We are so close, still inching towards one another when all of a sudden the bedroom door flies open.

We jerk apart but not fast enough because Kate's mom is giving us a strange look….wait is she smiling? No she can't be….that would be crazy. No straight, sane mother would smile at catching her daughter almost kissing her girl best friend.

"Uh….sorry to interrupt! I really need to learn how to knock. Um I was just coming up to say good night…well see ya in the morning." And with that she booked it out of the room.

I'm embarrassed out of my mind but also ecstatic because I think Kate wanted me to kiss her! That can't be right…I had to have drawn the wrong conclusions. The best thing to do is back off a little and pretend it didn't happen.

Out of nowhere, Kate busts out laughing. I just stare at her because I don't find the situation amusing at all. "Kate, how can you laugh at a time like this. You do realize how embarrassing that was, right? Your mom is so gonna hate me now."

"Aww Beth, no she won't. I told you my mom loves you and I'm laughing because of her timing. I have no idea how we ended up in that compromising situation but that's regardless because she had to pick that exact moment to walk in." She continues to laugh and I start to chuckle when I actually think about the humor….it is kinda funny. At least she didn't kick me out, scream, or totally freak out…that's a plus, right?

An awkward tension started to settle in. I pray that Kate will break the silence so I don't have to. As if my prayers had been answered, she said, "I don't know about you but I am beat. We also have school tomorrow so it would be a good idea if we went to bed sometime soon."

"Yeah, I'm beyond tired." This is going to be the hardest part of the night…trying not to ravish Kate while we are sharing a bed. I must have self control!

We crawl under the covers and both stay at opposite sides of the bed. This is strange for us because we discovered a long time ago that we are both cuddlers, so we get along great in our sleep and always wake up comfortable, together, and completely rested. We both lie awake until finally I can't take it anymore. I roll over and snuggle towards her…hugging her stomach and putting my head in her neck.

I can sense her smile as she unconsciously strokes my hair. I'm lulled into a blissful sleep without a care in the world because I'm in the arms of the woman I love.

Oh yeah that reminds me, I never told you that I am head over heals in love with Kate Spencer and that she is the girl of my dreams. It's really too bad that she will never feel the same way. I would give anything to have her want me the way I want her.

An: There you guys go!! Beth's POV just cause it was needed in order to see if Kate's pining is a lost cause or not. It is actually a 4 day weekend so maybe I will write up a few more updates!! Please review….thanks!!