A/N: ok so this chapter is like a continuation of the last chapter, and it's the longest chapter I've ever written so far (: it's pretty much James Centric, and then the next chapter is going to be a Kendall and Carlos chapter *cough special preview at the end of this chapter cough* hope you all enjoy! (: xoxo


"All the moments of my life flashing right before my eyes, save the ending" - Ellis, 'Brace Yourself'

James went down to the basement after his and Kendall's…conversation if you will. He skillfully avoided Carlos, which was good on his part since he was still crying. His heart and chest ached with sobs and general heartache. But he wasn't going to dwell on the fact that even though he was technically dead, Kendall could still manage to break his heart. Instead, he was going to take a pad of yellow lined paper, his dad's keyboard, and write some music. James was an avid song writer. Whenever inspiration came, he just started jotting down words and lines until they became something. Right now, James was sure enough he had the inspiration.

When James entered the basement, the force from the door slamming shut and him clomping angrily down the steps, he managed to knock some books off of the table by the staircase. One of the books he knocked over was No Fear Shakespeare: Romeo + Juliet. Sighing, the tall brunette bent down and picked up the book; as he did, a piece of paper fell out. Curiously, he picked it up and looked at it, feeling new tears well up in his eyes. Scrawled on the paper, in Kendall's handwriting, was the song the two of them wrote in 8th grade. James looked at the words written on the paper, fighting back his tears.

It's like one for the haters,
Two for all of those who try to shut us down.
They don't really know.
There ain't nothing they can do that can tear us apart.

Despite the fact that he didn't want to, reading those lyrics triggered a memory in James's mind.


"This is so stupid!" Kendall complained, laying upside down on the old couch in James's basement. "Mrs. Alven is stupid. And Shakespeare is stupid. And Romeo is stupid. And Juliet-"

"Lemme guess." James cut in. "She's stupid?"

"Very!" Kendall pouted. He rolled over so he was laying down on the couch, his legs resting on James's lap. The brunette raised an eyebrow at him to which Kendall replied with an all to adorable sideways smile.

"Ok, other than you thinking everything is stupid, what do you think we should do for the project?" James asked.

Kendall sighed. "What're the instructions again?"

James reached over and picked up the instruction paper resting on the coffee table. "Based on Shakespeare's famous play Romeo + Juliet, write an essay, song, poem, etc. about the two star-crossed lovers."

"That's stupid." Kendall muttered. James rolled his eyes and tossed the paper back to the table.

"C'mon, this'll be easy, I write songs all the time." James said.

"Yeah, you do. I don't." Kendall protested.

"Don't worry, it'll be easy." James pulled Kendall up into a sitting position and looked at the blonde boy. "Just think… have you ever liked somebody that nobody wanted you to be with?"

Kendall paused in thought. After a few moments he replied, "Kinda. I like somebody that I know people won't want me to be with."

"Who?" James asked.

"Don't worry about it, what about you?" Kendall asked, his face turning a shade of pink.

James chuckled lightly and looked down, his face going pink as well. "S-sorta. Well I like s-somebody."

"Somebody that people won't accept you with?" Kendall asked.

"Yeah, pretty much." James muttered.

Kendall sighed. "Sucks doesn't it?" he said softly.

James nodded. "So um… that's pretty much what Romeo and Juliet had to deal with, people not wanting them to be together I mean." James said after a moment, shuffling awkwardly in his seat. "But I bet we could turn that into a song."

Kendall sighed again. "Sure, let's give it a shot." he laid back down again, taking a notebook down with him.

"Ok, when you think of people who don't want you to be together, what's a word you associate that with?" James asked.

"Haters." Kendall replied after a moment.

"That works." James smiled at him.

"Ok so one for the haters…" Kendall muttered as he wrote on the note book. "Hey, that actually makes sense. It's like one for the haters." he sang with a small smile on his face.

"Two for all of those who try and shut us down." James sang after thinking for a moment.

Kendall chuckled, writing down James's line. "That's perfect." he said. "Really just… perfect." he smiled shyly and looked down. James smiled in return.


James sniffled, wiping at his eyes, still reading what was written on the paper.

Cause the world stops when I put my arms around you, around you.
And nothing even matters.
And nothing even matters.
They can all talk, say what they want about us, about us.
And nothing even matters.

'Bullshit' he thought, tossing the paper aside. James could still remember thinking that Kendall was talking about him back then, but that was obviously not true. James walked over to the keyboard, the pad of legal paper still in his hands, and took a seat in the stool that stood before the keyboard. For a while, he just started playing scales until he reached the end of the piano, where the keys were really deep. They sounded almost angry. James liked that sound right now. He pressed the keys again, over and over until the deep angry sound was filling up his ears. James stopped playing for a moment to write down two lines of a song.

I hate everything about you
Why do I love you?

James sighed and tried to think back to a time where he could actually believe he hated Kendall. It was hard, but he actually could remember a time.


"James, come on talk to me." Kendall was banging on the brunette's bedroom door. "You haven't talked to me all day!" Kendall heard some rustling behind the closed door and then it flew open, revealing James wearing a pathetically fake smile. Kendall sighed. "You know, it's ok to be mad at me."

"I'm not mad at you Kendall." James said, grinning like a Jack-O-Lantern, talking through his teeth.

"That's bull and you know it James." Kendall rolled his eyes.

"I don't know what you're talking about Kendall." James denied.

"You don't want to be mad at me because I'm sick."

"I'm perfectly fine."

"So you're perfectly fine that Gustavo Rocque- the Gustavo Rocque- thinks I have more talent than you?" James's smiled faltered but Kendall kept going. "And you're perfectly fine that this is your dream and I'm the one who gets to live it out? You're perfectly fine that I got chosen to go to Hollywood with a famous music producer and become famous?" Kendall's reply to all of that was James shoving him roughly to the floor and slamming his door in his face. Kendall laid there, stunned for a moment, before getting up and cautiously pushing open the bedroom door, walking inside to see James laying on his bed, his back facing him. "Tell me what you're thinking James." he said softly.

There was a long pause before James said almost inaudibly, "I hate you."

Kendall closed his eyes briefly before saying, "I know you do. It's ok." James let out an annoyed sigh but didn't say anything. "Um, is there anything else you wanna get off your chest?"

"Yeah, get the hell out of my room." James said almost immediately. Realizing how harsh that sounded, he added in a softer tone, "I just need to be alone for a while." Kendall nodded and walked out of James's room without another room. James, still having anger seeping through his veins, reached over to the picture of the two boys resting on his dresser and chucked it across the room. It the glass shattered and the frame cracked upon the impact; the picture itself just laid face down on his carpet.


James could hear the angry sound of the piano again even though he wasn't playing them anymore. James thought he was so angry at Kendall back then, but it turned out to be more jealousy than anger. Everything Kendall said to him was true- it was James's dream to be famous but Kendall was the one who got to live it out. Gustavo had told him he wasn't good enough and apparently Kendall was. That just killed him. He was really mad at Kendall for the first part but then he was just jealous that it wasn't him. And the two boys had made up later that same night, but for a brief moment James actually believed he hated Kendall.

James wasn't going to lie- it was possible to hate Kendall, with his inability to handle certain situations the proper way and his unforgettable temper and the fact that the boy was so damn persistent. But James always, always found a way to look past Kendall's imperfections every time he thought of that dimpled smile, or those blue-green eyes. The only thing was now that whenever James thought of those things now, it got him sad.

Sad. James could write a sad song. Everybody loved sad songs. James lifted his right hand and fingers began delicately playing some keys on the keyboard… G, F, G, B Flat, G, F… he lifted his left hand and began playing some other keys… C Minor, A Flat… the tall boy smiled lightly at the sound of a song being made. After about ten, fifteen minutes messing around on the keyboard, James started to write some lyrics. Picking up his pen he wrote down what he figured could be the chorus.

That should be me holding your hand
That should be me making you laugh
That should be me this is so sad
That should be me, That should be me
That should be me feeling your kiss
That should be me buying you gifts
This is so wrong
I can't go on
'Till you believe
That that should be me

If that wasn't a sad song, James didn't know what one was. Even though it was good, James didn't want anybody to see that. So he crumbled up the paper and threw it across the room, where it hit the small window that was on the wall. If anybody saw that, they would know that it was about Kendall and James didn't feel like dealing with that.

James needed a new song now. He needed something else to write. But what? He sighed softly to himself and tapped the pen on the side of the piano, thinking about something that could spark inspiration.


"James, it's ok." Kendall whispered.

"It's ok that you're going to die and there's nothing any of us can do about it?" James asked him, lifting up his head to send Kendall a teary-eyed glare. Kendall shrunk back upon seeing the look on James's face. James was pretty even-tempered and seeing him get so mad was kind of scary.

"James has a point you know." Carlos said softly, fighting back tears of his own. "It's not ok anymore Kendall."

"It is ok because I'm going to be ok." Kendall tried to sound confident and sure but his voice was breaking as a result of tears starting to build up in his eyes. "You guys have to believe that I'm going to be ok."

"How can we believe that when you're so sick that you can barely leave your house anymore?" James demanded. Tears were spilling down his cheeks and he threw himself up into a standing position, starting to pace. "I mean, you're always talking about how you're going to be ok but you don't know that Kendall. You don't know that it's all going to be ok so stop patronizing us for once and open your eyes to what's going on!"

"You think I don't know?" Kendall shakily stood up and positioned himself in front of James, forcing the taller boy to halt in his walk. "What do you want me to say then James? Do you want me to say that I'm going to die and there's nothing you guys can do about it? Is that what you wanna hear?"

"No." James choked back a sob.

Kendall's expression softened and he wrapped his arms around James, pulling him into a tight hug. "Then what do you want James?" he asked.

"It's not what I want, it's what I don't want." James replied, his voice muffled as a result of him pressing his face into Kendall's shoulder. "I don't want you to be sick and I don't want you to die." his voice broke on the word 'die' and his body started shaking with sobs. Kendall gently led him over to the couch and forced him to sit down next to Logan. Carlos climbed up onto the couch and seated himself on the other side of Kendall. He and Logan were silently crying as well.

"Ok, all three of you- listen to me." Kendall said. He wiped the tears from his eyes and looked from Carlos to James and Logan. "What did I promise you guys in the second grade?"

"You promised that we'd be bestest friends forever." Logan replied, sniffling.

"Exactly. And I intend on keeping that promise. When I said forever, I meant it."


That seemed to be good enough inspiration for James, who started writing a new set of lyrics.

I'll keep you locked in my head
Until we meet again
Until we
Until we meet again


James had never been so afraid before in his whole life. One minute, Kendall was perfectly fine- laughing and joking around with his friends, skating up and down the ice rink just as he had wanted to- then, just out of nowhere, he dropped. Hit the ice like a pile of bricks. He laid the unmoving as Logan called his name, hoping to get a response out of him. To their horror, they didn't get one. Then, a moment later, Kendall's body jerked forward and a stream of blood shot of blood shot out of his mouth. James couldn't move or breathe; Kendall was throwing up blood right now. Blood for God's sake. That wasn't even near normal.

James was pretty much numb the whole ride to the hospital and while they waited for Kendall's doctor to tell them that it was ok for them to see him. James worked on autopilot as he walked down to Kendall's hospital room. The blonde boy laid in his bed, eyes closed and face pale. James didn't say anything, he just stared at him with teary eyes. After a few moments, Kendall woke up and looked at James, not saying anything.

"You lied to me." James said.

"I didn't." Kendall replied weakly.

"You said you were fine, you're not fine Kendall. That was a lie." James's voice cracked on the word 'lie' and more tears streaked his cheeks.

"I hoped I was fine. There's a difference." Kendall said. James sniffled and closed his eyes tightly. "I'm sorry Jamie." Kendall whispered.

James cracked a weak smile. "Only you would be sorry for puking blood Kenny." he replied in a broken voice.

Kendall smiled slightly and uttered a soft, "Yeah." there was a moment of silence before James rushed over to Kendall's side and hugged his sick friend, repeatedly crying, "I love you." in Kendall's ear.

"I love you too Jamie." he had said back.


And I won't forget you my friend
What happened

James soon found himself crying again as he started to write some more of his song.


"No."

"James-" Logan had sighed.

"I don't believe you, you're lying."

"James, we're not lying." Carlos said desperately.

"It's not true, Kendall doesn't have cancer." James was clearly in denial about the whole thing but would you want to believe that your best friend since Pre-K had a practically incurable disease?

"James." Logan placed his hands on the taller boys shoulders. "Listen to my words. As much as I hate to admit it, Kendall has cancer."

"NO!" James pushed Logan away from him. "He doesn't, he's going to be fine!"


If someone said three years from now
You'd be long gone
I'd stand up and punch them out
Cause they're all wrong

James stopped writing after that. What could go next? James didn't want to sit there and think about all the times Kendall was sick; he needed to think about something new now. But what? James wracked his brain for an almost decent flashback and after a while of thinking, he remembered when he first started liking Kendall, and the moment that caused his crush.


"Can I ask you a question?" Kendall and James were laying on the air mattress set up in James's room. It was about two in the morning and the two boys had been mindlessly talking for hours.

"Sure." James replied.

"Who was your first kiss?" Kendall asked. James's face heated up after Kendall asked him that. James was about thirteen when he realized that he was gay, or at least bi, after he had been out with numerous girl and hadn't felt that spark with any of them. Girls were always kissing his cheek and he hadn't felt the 'fireworks' from any of them. But he had felt the fireworks one day after gym class when he had seen Kendall changing out of his gym uniform.

"Uh well… no one." James admitted.

"Really?" Kendall sounded surprised.

"Is that so hard to believe?" James asked.

"Well, yeah. I mean, girls are always throwing themselves at you. You haven't kissed any of them?"

"Not a one." James said. "What about you?"

"Not really." Kendall said. "I mean, Jenny Tinkler gave me a peck on the lips one time but no I haven't had a real first kiss."

"Oh." James and Kendall were quiet for a moment.

"Can I ask you a different question?" Kendall asked.

"I guess so."

"Will you be my first kiss?"

James choked on the air after Kendall asked that question. "What?" he sputtered out.

"Well you know, just so the two of us can get it over with." Kendall was looking like a tomato right now. "I mean, you haven't had your fist kiss, I haven't had mine… don't you wonder what it'll be like?"

"W-well…. Sometimes."

"So…"

James took a deep breath in an attempt to calm his rattled nerves. "S-sure."

Kendall's eyes widened. "Really."

James nodded, sat up on the mattress, and then said the words he never thought he would say. "Kiss me Kendall."

A minute passed before the blonde boy sat up as well and leaned forward, pressing his lips against James's.

It was the best first kiss James could've asked for. And even though Kendall never admitted it out loud, he liked it too.


James's shaky hands picked up the pen once more and wrote the remainder of his song. The words just started to flow out now.

That last kiss, I'll cherish
Until we meet again
And time makes it harder
I wish I could remember
But I keep your memory
You visit me in my sleep
My darling
Who knew?

Sniffling, the brunette boy put his pen down and wiped his teary eyes. The sound of wind hitting the old basement window caught James's eye and he lifted his head up. When he did, a stream of sunlight shone through, hitting his face. James smiled softly.

"Thanks for listening, Kendall."


A/N: so before I go off on my usual rant, im just gonna say that I took the events from BTAudition and changed them, so they would've been this year (the year Kendall died) but over the summer instead of winter. And towards the end when James is writing Who Knew, the first three flashbacks are of when Kendall was sick but they're at slightly different periods of time. Hope that clears things up(:

ok, so I liked this chapter but it just seemed to… wordy to me, if that makes sense :p oh well, it wasn't horrible lol. And since I'm still taking some time to plan out my next chapter, I decided to provide my amazing readers and reviewers with a little snippet just incase it takes me longer to type it out. So here's part of Carlos and Kendall's conversation for the next chapter:

"Kendall, are you going to Heaven?"
"Yeah, that's where I'm going."
"Do you think it's nice there?"
"From what I know, it's beautiful Carlos."
"Are you scared?"
Kendall shook his head no. "Heaven doesn't scare me. Leaving you guys does, but going to Heaven… not so much."
Silence followed that statement.
"Kendall?"
"Hmm?"
"Do you think I'm gonna go to Heaven?"
"Of course you're going to Heaven Carlos."
"Do you think I'll get to bring my helmet?"

So that's all I got, hopefully it'll get everyone hype for the next chapter! :D BTW, I don't own any of the songs used; and incase you were wondering, they are "Nothing Even Matters" by Big Time Rush, "I Hate Everything About You" by Three Days Grace, That Should Be Me" by Justin Bieber (if you want to hear how James played this one on piano check out mbermanis12's video on YouTube of him playing this song on piano), and "Who Knew" by P!nk.

oh and don't forget… i love you all so much :D