Kay, today Shelby finds out about what was up with April! Oh, and we added the long awaited Wicked song, Popular!

DISCLAIMER: Do I have to tell ya again? NO! there would he so many changes on the show, April and Shelby being bffs just to start! And as always, the Hoo Hoo song.


Shelby's POV

April continued to cry into my shoulder. Her body still shaking from nerves.

"April, please tell me what happened?" I begged pushing her hair behind her ear.

Finally she stopped crying enough to tell me even though her voice was barely a whisper I heard every word.

"She knows Shell, Sue found out about Will and me and now she is going to tell the whole school. Unless I let her beat me up in front of the whole school. And I'm not meaning just a few hits but blood and everything."

April continued to sob and I felt my anger rise.

So that's why Emma kept following me everywhere. She was distracting me so Sue could get April alone to threaten her.

"Oh April what are you going to do?" I asked pulling her to face me. Her makeup was running, her cheeks stained from tears and her lip quivered with worry.

She shook her head with stress. "I don't know Shell. What choice do I have?" she asked in worry.

I sighed wishing I could give her a good answer but all that came out of my mouth was, "Let your hart decide. In the end it will do what's right."

April looked at me and surprisingly she smiled. "Shelby, that's the best advice you could give me." she said pulling me into a hug.

"Glad I could help," I said,, shocked but happy I did actually say something right.

"Oh and by the way, Kyle and you. TOOO CUTE!" April chirped with a soft smile. And of course April was back to normal.


April's POV

It was a few hours since the Sue and I was feeling a lot better after a game of bowling with Shelby. We were at the mansion when I suddenly got an idea.

"Shelby, I got an idea," I said.

"What?"

"I'm going to make you my new project."

"WHAT?"

I laughed at the look on her face and continued, "Well you helped me, so I'm gonna help you. Sweetie, you really need a makeover, no offense."

"Um, all right?" Shelby said with a slightly uneasy look.

Sure we were like sisters to each other, but that doesn't mean that she'd whole heartedly trust me for a makeover so I begin to sing instead.

Whenever I see someone less fortunate than I,
And let's face it, who isn't less fortunate than I?
My tender heart tends to start to bleed.
And when someone needs a makeover,
I simply have to take over!
I know, I know exactly what they need!

And even in your case,
Though it's the toughest case I've yet to face,
(Shelby gave me a glare that was only half joking.)
Don't worry, I'm determined to succeed!
Follow my lead,
And yes indeed, you will be…

POPULAR!
You're gonna be popular!
I'll teach you the proper poise,
When you talk to boys,
(I did a bit of a wink at that as Kyle came into mind.)
Little ways to flirt and flounce,
I'll show you what shoes to wear!
How to fix your hair!
Everthing that really counts to be…

POPULAR!
I'll help you be popular!
You'll hang with the right cohorts,
You'll be good at sports,
Know the slang you've got to know.
So let's start,
'Cause you've got an awfully long way to go!

Shelby gave me another annoyed look at the way I was putting things. Yeah, it sounded a bit snobby but what do you expect from me? I may have been lonely a lot at home but I know these kind of things. I began to search through my stuff and found a heap of clothing that's way to big for me but would look great on Shelby.

Don't be offended by my frank analysis,
Think of it as personality dialysis,
Now that I've chosen to become a
Pal, a sister and advisor,
There's nobody wiser!
Not when it comes to…

POPULAR!
I know about popular.
and with an assist from me,
to be who you'll be,
instead of dreary who you were…
Well, are.

(I recieved another annoyed look as I continued,)

There's nothing that can stop you,
from becoming popu-ler… lar…

Wow, blonde moment, why did I say "lar"? I thought and began dancing around the room a little as I sang a little bit.

la la, la la!
We're gonna make you pop-u-lar!

When I see depressing creatures,
With unprepossessing features,
I remind them on their own they have
To - think - of
Celebrated heads of state,
Or specially great communicators!
Did they have brains or knowledge?
Don't make me laugh!

They were POPULAR!
Please!
It's all about popular.
It's not about aptitude,
It's the way you're viewed,
So it's very shrewd to be,
Very very popular
like ME!

I know I probably made myself look like an idiot running around the room the way I was but I had a ton of stuff I had to try on Shelby and I was determined to do it. That and I was adding a bit of a dance into it at the same time.

"You really think this will work?" she asked. "Some people just seem to not like me."

"Come on, that's just those stupid Cheerios!" I said, shoving some of the clothes I'd gathered into her hands. "They're the first people I know to hate ME! Now put this on."

"Why, Miss Corcoran, you look great!" I said with a smile.

I had redone Shelby's clothes, makeup, and hairstyle. She was originally in some kind of loose fitting plaid sweater to a much tighter shirt (partly because it was too big for me) and a clip pulling the hair back from the right side of her face, letting the hair on her left side flow down to her shoulders. For her face I just added some of my own makeup.

She was a new Shelby.