Disclaimer: I own Grace and Jess. That's it. If I owned Transformers, movie version or otherwise, I'd be the happiest girl in the world.

Enjoy!

Chapter 3: Sam Witwicky

The late morning bell echoed in the hallways of Tranquility High School as students rushed to their homeroom classes. Among them, a girl was leaning against a vacant wall, effectively avoiding the crowd and looking over the schedule in her hand.

"Alright…"she murmured to herself. "Homeroom 223 is…that way."

Re-adjusting the bag strap on her shoulder, she quickly walked down the almost empty hall, glancing at each door for the number. The remaining students stared at the girl walking past them. Tranquility wasn't that small of a town, but they could tell this was a new student. She was kind of cute as well.

But the reason they stared was a scar, vertically etched down the left side of her face, just barely skipping her hazel green eye.

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It was a typical Monday morning in homeroom to Samuel Witwicky. The morning announcements blurred into the usual senseless buzz as his attention focused on other, more important, matters.

Particularly, the girl sitting a few mere seats away.

Mikaela Banes.

No matter how many times he saw her, whether at school or around town, Sam would still manage to forget to breathe properly.

Only two small problems kept Sam from asking out the goddess-like being out.

One; she was so far out of his league it wasn't funny.

And two; she was already dating the star of the football team and Grade-A Jackass of the Year, Trent DeMarco.

The voice of the homeroom teacher broke though Sam's train of thought and above the voices of other students.

"Alright people, settle down," When the scarce chatter finally died down, he continued. "Thank you. Now, I'm pleased to announce that we have a new student joining us. Who, apparently, is running a li'l late…"

That really got Sam's attention, along with that of the rest of the class.

New student?

Was it that girl, Grace?

She did say she was starting school today.

"Now, she's from New York, but she moved here from England. So-."

Before the teacher went on any further, the classroom door was practically ripped open, promptly cutting him off.

"Sorry I'm late!"

Every head in the class simultaneously turned straight to the doorway, all eyes, including Sam's, wide with surprise.

Standing there with a sheepish grin was a girl around his age. Hazel green eyes looked around bright and alert, meeting those of the class. Long light brown hair was pulled back into a ponytail with a few loose strands framing her face. A copper-orange, Chinese-style dragon was drawn with marker on the left leg of faded blue jeans decorated with a black belt with silver studs. A short-sleeved, army-green jacket was worn open over a white long-sleeved shirt that stopped just above her wrists. The only jewelry she was wearing was a jade beaded bracelet on her right wrist, a watch on the left, three silver studs on each ear and an emerald amulet on a gold chain around her neck. White sneakers squeaked a little on the classroom floor as she walked to the front of the room. Looking around the room, she nervously adjust the strap of a black messenger bag slung over her right shoulder.

What caught everyone's eye, especially Sam's, was a pale scar etched vertically down the left side of her face, starting just above her eyebrow, barely missing her eye and ending at the jaw.

"Right. Everyone this is Katherine Godwin. If you go by anything else, let me know."

"I prefer my middle name, Grace." Sam swore he hear a very faint accect.

"Alright then, Grace. I believe there's an empty seat next to Sam. Sam?"

The teen blinked out of his stupor and waved his hand.

"Thanks." She walked to her desk, ignoring the stares, and sat down on the only available seat to Sam's left. Almost immediately, one of Mikaela's friends turned in her seat and spoke to Grace.

"So, you're from England, huh?"

Grace blinked in surprise before answering. "I moved here from England, yeah."

"Really? You don't sound like it."

Sam thought he saw the new girl tense up. The knuckles on hand holding her bag began to turn white and her jaw clenched. She looked like she was about to knock the other girl's teeth out. Thankfully for everyone, Mikaela noticed and turned to her friend.

"Jess, Mr. Stuart just said she lived in New York then moved to England before coming here."

"Oh, right. Whatever," Shrugging, Jess started talking to Grace again. "Hey, you wanna sit with us at lunch?"

Grace gave a polite smile that didn't reach her eyes, one that clearly screamed out 'I'd rather drink acid'. Aloud, she said evenly. "I'll think about it."

Then she faced Sam.

The smile she gave him and the tone she used was a friendly one that simply said 'Hello'.

"Hi."

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The rest of the day up until lunch went by quickly. The new girl, Grace, was in almost all of Sam's classes, sitting near or next to him. It was lunch when he finally got to talk to her. When she entered the cafeteria, she walked right past the table that held the chattering group of girls, blatantly ignoring Jess' waved invites, and made a bee-line right over to Sam.

"Anyone sitting here?"

He looked up from his lunch. The new girl was standing right in front of him, a tin lunchbox held loosely in her hand.

"FanGal92?" he asked.

"I believe I told you, and everyone else in class, its Grace, LadiesMan," She replied with a slight smirk "Again, is this seat taken?"

"No, go ahead."

Sliding into the chair across from him, she pulled out an apple from her lunchbox.

"So, you moved here from England?" Sam asked, trying to make conversation.

"Yeah, for about the twentieth time in my life" she answered before biting into the apple.

"Twentieth?"

Grace shrugged and swallowed before answering. "I move around a lot. Hopefully, this'll be the last time."

"Just you or…?"

"Just me. It's okay. I've got family scattered all over the place," she answered simply. "Well, except Antarctica."

Sam let out a chuckle. "So, who're you staying with?"

"My aunt and cousin just moved here, so I live near them."

This time Sam stared. "Wait, by yourself?"

Grace shrugged again. "Whenever I move, I'd stay with relatives or by myself." She answered casually.

Sam watched in some disbelief as Grace continued to eat, acting as though they had just talked about the weather.

"Right," he said with a hint of skepticism. "What about your parents?"

"They're in England. I write to them loads of times."

"What about school?" he asked. "With you moving around, it had to be kinda confusing."

"Not really," she replied. "Went to two private schools, dropped out of both."

"Why?"

"First one, headmistress was an undeniably uptight bitch who pretty much hated my guts and was gonna kick me out anyway."

"And the second one?"

"Headmaster died."

Sam winced a little. "You left because of that?"

"He was a family friend." Grace answered quietly.

"Oh," Sam mentally slapped himself before stammering an apology. "I-I'm sorry. I shouldn't have asked."

"It's okay. You didn't know. It was a while ago, anyway," Grace gave a slight wave of her before changing the subject. "The rest of the time I was home schooled."

"Huh. Sounds cool."

Grace snorted. "Yeah, right. One of my uncles is a college professor. You can imagine what that'd be like."

Sam gave a small chuckle. "Okay, maybe not so cool. So what's Eng…lan…li…" he trailed off, dark brown eyes focused on something else.

"Sam?"

Nothing.

Grace waved her hand in front of his face. "Hellllloooo. Earth to Sam. You there, man?"

Still nothing.

Looking around, she quickly found what had captured the young man's full attention.

Walking right past them was the girl who helped her out in homeroom and was also in most of her classes, Mikaela Banes.

Grace couldn't help but raise one eyebrow as she did the math.

'Ah.' Aloud, she asked casually. "I take it you like her?"

"Huh?" Sam was still in his temporary daze.

Grace smirked to herself. "I'll take that as a yes."

The look on Sam's face should've been obvious to her. After all, she's seen it God knows how many times on the features of most of her 'relatives'. Hell, even she's been on the receiving end of it. She was just a little bothered that she didn't notice in the first place. 'Meh, I'm probably just a li'l tired.'

After a minute, she snapped her fingers in front of Sam. "Yo! Witwicky!"

Sam jerked himself out of his self-induced trance. "Huh? What?"

"Y'kinda zoned out on me there, dude." She stifled a giggle when his face went slightly pink.

"Oh. Sorry 'bout that."

"Happens all the time. Trust me."

The two resumed eating their lunch in silence when Grace swallowed the remaining bite of her apple and examined the core before speaking.

"So, you like her?" she asked again.

"Huh?" Sam looked up from his lunch. "Who?"

"You know. Mikaela Banes. She's in like almost all of our classes. You stare at her long after she answers a teacher's question," she said with a grin. "You like her, don't ya?"

"Well...yeah, a little." he muttered.

"Have you tried askin' her out?" she prepared to throw the core into the trash can a few feet away.

"Well, I've thought about it," Sam admitted. "But…"

"But what?" she drew her arm back, the rim of the waste canister dead in her sights.

"I can't."

"You ever tried?"

"No."

"What?" Grace seemed so startled by his answer her normally astounding aim was off as she threw the core. The two watched as it flew right over the trash can before hitting a head of dirty blonde hair.

"HEY!"

It was Jess.

"Oops."

Grace quickly turned in her chair and kicked Sam under the table, who promptly looked back at her with surprise. Before he could open his mouth to speak, a loud voice echoed over the usual lunchroom chatter.

"HEY! WHO THREW THIS?"

Sam looked up again. Standing and glaring at her fellow classmates, Jess held the remains of the apple in her hand. Everyone had turned facing her, including Grace with some feigned surprise, before resuming their lunch or whatever they were doing. Looking back to the girl across from him, Sam asked, "What was that for?"

"What?"

"You kicked me after you threw the apple at Jess."

"Okay, first of all, that was a misfire," she explained. "Second, if you were still looking at her after I threw it, she would've automatically assumed you threw it."

Sam raised his eyebrows. "So, you kicked my leg to make me look at you so no one thinks I threw something."

"And so when she yells about it, you look around like everyone else and no ones the wiser. And sorry about the kicking your leg part." She finished.

"Uh...huh," Sam did see some logic in that. "Has something like this ever happen to you before?" he asked.

"Ah, I think four or five times," she answered casually. "Now back to my question; why haven't you asked Mikaela out?"

"I told you, I can't." Sam answered, hoping she'll let the matter drop.

No such luck.

"Sam, c'mon. What's holding ya back?" Grace asked.

"What are you? My personal Cupid?"

To his surprise, Grace slapped her hands over her mouth, muffling her laughter. If they were alone, she probably would be falling out of her chair.

"Well," she said in between giggles. "That's something I haven't been called before." She calmed herself down before asking again. "Well? What is it?"

"You're still gonna bug me about it?"

"Yep." Grace answered with a cheeky grin.

Sam blew out a sigh of defeat before speaking. "Alright. You're gonna think it's stupid though."

"I won't. And I think I've heard worse."

He took a deep breath before answering. "His name's Trent DeMarco."

She stared at him with her mouth agape. "Trent DeMarco?" Grace asked in apparent disbelief. "As in the bone-head who sits two seats away from me in Health?"

Sam let out a small chuckle. "Yeah. They're dating."

Grace grimaced before casting a glance over where Mikaela was sitting. Sure enough, said 'bone-head' was sitting next to her, one arm over her shoulder.

"Hm, poor girl. I didn't think she was dating already. I mean, I did, but not him," Grace observed. "She doesn't seem too happy about it, if you ask me."

"How would you know?" Sam asked. 'What, is this girl psychic now?'

Grace smiled coyly. 'Oh-ho, if only you knew, Sammy. If only you knew.' Aloud she said. "When you've been all over the place an' around different people, you get a feel for this kinda th-."

Anything else Grace might have said was cut off by the bell. Looking down at her wristwatch, the girl's eyes widened.

"Holy shit, that was quick."

The two gathered their things and threw away their trash before heading to the lunchroom door.

"What's your next class?" Sam asked.

"Let's see…um…" Grace quickly searched through her bag before pulling out her schedule. "Next class is Art, then I have History with Mr. Hosney after that," she faced Sam, who had a strange look on his face. "What?"

"You sure you're not stalking me?"

"Yeah, pretty sure," she answered. "Why? You have the same class?"

Sam nodded. "Yeah, except for art class."

Grace looked at her schedule again, then back up at him. "Okay, this is getting li'l weird." She muttered to herself.

"What?"

Grace shook her own head. "Nothing. Just thinking out loud. C'mon, we're gonna be late."

Don't worry, Gracie. Thing's always get weirder.

Especially around you.

Next chapter; A prank from old friends have Grace temporarily moving out of her permanent home and looking for yet another place to stay for a few days.

Just for the record, I enjoy giving her a hard time once in a while.