Brooke stared at the notes she had jotted down for her English assignment. Even she had to chuckle. First of all, it was a hoot in itself that Brooke Davis was even paying attention in class long enough to annotate anything. And secondly, it was basically unheard of that she was actually considering starting a school project weeks before it was due instead of her usual last minute procrastination that most always resulted in a desperate phone call to Mouth begging for some last minute assistance. Sighing, she looked around. Yep, they were still at it…all of them. To her left, Jake and Peyton were making out and to her right, Haley and Nathan were exchanging a sickeningly cute gaze of googly eyes in lieu of studying U.S. History. And there was Brooke all alone with only her text and notebook for comfort. So she buried her nose in it. Anything was better than having to witness the grotesque love fest brewing in front of her. Even studying.

"Oh gee, what do you know? Look at the time", she cleared her throat. "It's getting late. Curfew will be here before you know it. I guess I'll be on my way…"

Haley frowned.

"Tigger, you just got here and it's barely after seven", she said, using the nickname she had bestowed upon Brooke over a year before. "And since when do you have a curfew?"

"Uh, you see…"

Nathan smirked.

"Come on, Brooke. Don't be such a stick in the mud. I mean, you could at least stick around for the free food. Mom said dinner will be ready any minute."

He did have a point. Deb Scott was a pretty decent cook and so was her husband. Plus it beat greasy fast food or takeout or whatever she could manage to find in the cupboards of her house considering her parents were gone…again.

"Um, okay. I guess I could stay for a while seeing as you guys are absolutely dying for my company and all", she tried to joke.

But it didn't even matter. Within seconds Nathan and Haley had gone back to their staring contest and Peyton was trying her best to contain giggles as Jake nibbled on her neck. Placing her pencil down, Brooke stood. Her friends didn't want her to leave but they didn't seem to notice when she stayed on. Being a fifth wheel was rather lonely. In fact, it downright sucked. She hadn't had that problem before. Before it had always been the six of them, three couples. Nathan and Haley, Jake and Peyton and of course Lucas and Brooke. But times had changed and Brooke found herself wandering towards one of the mansion's many exits seeking a much needed breath of fresh air.

"Dude, you alright?" Peyton asked, wiggling away from Jake and following her best friend.

Brooke managed an unconvincingly weak smile.

"Right as rain, P. Sawyer."

"Brooke…"

"I was just gonna go walk around and be nosy. You know, see what new ridiculously expensive doo dads Tree Hill's very own version of the Rockefeller's have acquired since the last visit."

Peyton shoved her hands in her pockets.

"You don't have to go. Really. Stay. We could study or talk or…"

Brooke chuckled.

"You and Jagielski seemed pretty busy."

Peyton blushed.

"Sorry about that."

"Don't apologize, Pey. He's your boyfriend."

"Yeah but I feel bad."

"Why?" Brooke asked her point blank. "Because I don't have one anymore?"

Peyton's face froze.

"No. I mean, I, I…"

"It's okay."

Peyton took a deep breath.

"It's not okay. Yeah you and Lucas are way over but I know sometimes you can't help but have a hard time with it. We're your friends and we brought you over here to hang out and now it's a really shitty thing to do to make out and basically ignore you."

Brooke shrugged.

"Hey. Those are the breaks, right? Shit happens. Life's a bitch and then you die. At least that's what they say. Anyway, I'm fine. Don't sweat the small stuff, Friend."

"Brooke…"

"It's cool. Now don't leave that hunk of burning love in Converse over there all by his lonesome. You guys hang out or make out or do whatever it is you do. I'm just gonna walk around for a minute by myself, get some air. I'll be back soon, I promise. Then we'll pig out at the dinner table until we gain five pounds and bitch about it the next few days when we're killing ourselves at the gym."

"But Brooke…"

The brunette just winked and quickly flashed the peace sign as she headed out the door. She made it a few feet away out of sight before taking a seat on a nearby lawn chair that overlooked the sprawling pool. Sometimes life did suck, especially in the unenviable world of teenage angst. Poor Brooke felt like she was in a bad episode of Dawson's Creek, minus all that 50 year old college professor dialogue. But sometimes she did miss Lucas. And then as quickly as the very thought entered her mind, it was replaced by the thought that maybe she didn't miss him at all. Maybe she just missed the idea of him, the idea of having a boyfriend, the whole concept of having someone to love and being loved back. Then usually came the anger, just a well earned twinge. After all, the dirty rascal had cheated on her with a girl she had taken under her wing, no less. The wounds would become fresh again and Brooke would feel herself propelling back to that dark place when all the drama first unfolded. She closed her eyes then opened them again. Not even worrying about her perfect make up job, she leaned over and splashed some of the chlorine filled water against her pretty face. There was no more room for animosity and regret. Every once in a while Brooke had to remind herself of that.

"Whoa. Am I too early for the skinny dipping or too late?"

She looked up, startled.

"Cooper…"

"Tell me I'm not too late. It'd break my heart, kid", he joked, those gorgeous eyes twinkling.

"Well, well. If it isn't the world's sexiest uncle. How's it going, Coop? And FYI, you just scared the doo doo out of me."

Cooper laughed.

"Sneaking up on beautiful women is my specialty or so I've been told. But I apologize if I scared you."

"This is your house…sort of, for the moment anyway. I was just walking around."

"Yeah, so was I. I see Nate has the whole gang in tow. Ah, I remember the high school days. You crazy kids look so cute in your little study group."

Brooke rolled her eyes.

"Whatever."

"Studying not your forte? Don't feel bad. It wasn't mine either. Besides, I'm sure you have cooler, more important girl things to worry about."

Brooke crinkled an eyebrow and cocked a half smile.

"Girl things? And what would you know about that anyway? What kind of girl things?"

He grinned, pulling up a chair beside her.

"You know. Hair curler things and make up and lip gloss and cheerleading."

She couldn't help but laugh.

"See how much you know", she sighed. "Men!"

"Okay, okay. You got me. So maybe I'm not fine tuned to the teenage girlie world but I bet I know something you are excited about."

"You're about 0 for 3. Feeling lucky? Go for it."

"Formal", he announced with knowing pride.

Brooke cringed. The dreaded "F" word.

"Oh. Yeah. That" she stated in a flat voice. "Formal. Yippee."

"Now I guess I'm officially 0 for 4. Ouch. But you can't blame a guy for trying, right? I mean, aren't those things supposed to be fun. Lame deejays, stale refreshments, spiked punch…"

"Sounds lovely", Brooke smiled sarcastically.

"But there's a bright side."

"Like what?"

"Like wearing a pretty dress and getting all dolled up. And like hanging out with your friends and your date, whoever the lucky bastard is."

Brooke looked away.

"I don't have date."

"Oh. I get it", Cooper nodded. "Making them wait, huh? I bet the dudes are just lined up and you have your pick."

Brooke cursed to herself as she fought back at the salty tears stinging at her eyes.

"No. There's no waiting list. I, I mean just what I said. I don't have a date."

He could see the sadness in her eyes and hear it in her voice.

"Come on, Brooke. A pretty girl, like you? You can have any guy you want."

Any guy? Yeah, any guy except the one guy she had trusted her heart with…twice.

"It's not that easy, Coop. Besides, it's not worth all the trouble. One stupid night where you spend an insane amount of cash to dress up and hang around the stupid teachers you hate and the geeks at the locker next to you who like to pick their noses."

"True. But you also get to hang out with your friends and enjoy these last few days of being a kid and just have fun. That's what it's all about. Live it up, Brooke. These are the days."

"Are they really?" she looked right at him skeptically.

"This is about Lucas, isn't it?"

She shrugged.

"Maybe."

"He's a cool kid and I like the guy but what he did was a real dick move. In fact, that's the problem…he was probably thinking with his dick. But what can you expect? He's 17 years old. That might sound like a weak cop out or whatever but it's the truth. And yeah you got your heart broken and that sucks and I'm real sorry about it but that's just a part of growing up. Unfortunately, it'll be broken about a hundred more times before you find Mr. Right. But when you do, it'll be worth it. And even if it doesn't happen right away, that's okay, too. You're young and you've got all the time in the world. No matter what, I guarantee in a few years when you're living it up at Mardis Gras doing the whole Girls Gone Wild thing with your horny, drunk sorority sisters, none of this crap is even gonna matter. You'll forget all about it. You'll be like, Lucas who?"

Brooke smiled, the evening breeze blowing through her hair. She appreciated what he was trying to do.

"Thanks, Cooper."

"No problem. You know what else?"

"What's that?"

"There's one more totally awesome thing that is a surefire way to get you to Formal."

"Tim Smith streaking across the football field?" she made a face.

"No but that's a scary yet strangely entertaining thought. Anyway, you get me."

"You?"

"That's right. Me."

"I don't understand."

"Deb talked me into chaperoning your little dance."

Brooke laughed.

"I see. I was wondering who would be the new Formal Nazi. Dan has a partner."

"Hey, you know I'm cool. Don't even put me in the same category with my stick stuffed up his ass brother in law. I do have a reputation to protect."

"I bet."

"Then I'll see you there?" he got serious for a minute.

Brooke looked away.

"I, I don't know…"

"Come on. What don't you know?"

"I don't have a dress yet."

"So. Buy one. Girls love to shop, right? I do know that much. And your parents are loaded so that's no excuse and didn't I hear you're like a regular Betsy Ross on the sewing machine?"

"I prefer Vera Wang but okay."

"Okay, Vera. Problem solved, case closed."

"I don't have a date."

Cooper shrugged.

"So? Trust me, that would not be a problem. Go with a friend or make the nose picking geek's year and ask him to the dance. Or better yet, go by yourself. Nothing wrong with a beautiful lady showing up at an event stag. In fact, it's kind of hot."

"Really?"

"Come on, babe. Would this face lie to you?"

She smiled, hugging her knees to her chest.

"Thank you."

"Dinner, kids!" they heard Deb yell throughout the house, summoning the growing brood to the supper table.

"I guess that's us", Cooper stood, helping up Brooke as well. "Now thank me for what?"

She shrugged.

"For talking."

"Anytime. I'm a smooth talker but a great listener, too. Glad I could help if I did. So that means you owe me and I'm willing to cash in right now."

"I'm listening", Brooke folded her arms.

"Promise you'll save a dance for me at Formal."

Her mouth went dry. Cooper Lee. Hot uncle Cooper who she had been crushing on forever. But for the first time she saw past the quick wit and the good looks…not that the good looks certainly weren't noticeable. He was a hottie but at the same time a sweetie. Just a few minutes of attention and an ear to listen had made all the difference in the world. Brooke nodded as they entered the house together, butterflies churning in her stomach.

"You bet", she whispered. "You bet."