Author's Note: I think one of my reviewers was asking for a "present-day" update! (I know who you are! ;)) My guest reviews thank you so much! I was near tears! Will there be a kiss in this chappie? I don't know, but if not there will be soon! I hope Oncie is still in character. It's tricky writing for him sometimes. Real love takes time to develop so it may not be as fast as you'd like. Trying to be real folks! Hey, if you guys want you can give Marie/Once a shipping name. I know it sounds silly, but it's fun to do and I'd like you to have some participation with my work! Polls, fan art, shipping names etc. you're more than welcome to. Did somebody add me to a community?! Whoever did that thank you and bless you! I feel so loved now in this fandom. I was so scared moving from my comfort zone and nobody wanting to read this!

(The Lorax and The Once-ler do not belong to me. They're Dr. Seuss' and Illumination's. Same goes for his family shown in the film. You know who they are! Marie and her family are only mine.) I don't even own the term cherry cola! updated as of 02/09/2013.

Chapter 13

Next Step

"You're not in love," she kept whispering to herself. "It's nothing! If it's nothing then why do I feel breathless?"

Marie was in her bed after the prom night. Once-ler walked her home, such a gentleman, and asked her if she would tell him what happened to her the next morning. She promised. She went to bed feeling light on her pinched up feet. Those high heels were terrible! It reminded her of why she only wore flats. She went to bed thinking about what had happened. It seemed like one minute Once-ler had been her best friend and then he was…

"His hairstyle, his eyes, his smile, and his arms! Oh mercy!" she thought.

Then she snapped out and felt humiliated. She was feeling a crush grow on Once-ler and it made her feel like she had pulled off a crime. Her mind kept going back and forth over how she felt. She felt torn; part of her wanted to cry because she felt she had ruined their friendship just when it was okay again. The other part was dreaming of him with blissful sighs and a rampaging heart.

"Maybe it will go away tomorrow," she thought before she closed her eyes. She fell asleep with calm dreams. When morning came she told her father, Betsy and Rufus what happened. Of course they panicked, except for her parents, but there was nothing to fear with Frankie ever again.

Frankie Stanford was arrested that prom night, hours later, for trying to take advantage of another woman. Turned out that he was not sixteen, he was eighteen. He started kindergarten late, was held back in second grade and continued from there. He had done his crimes towards Marie to other women. He was in jail. His parents were in trouble as well since they were drunks. The Stanfords were no more of Palmer.

Once-ler heard it on the radio morning news. He thanked God that Uncle Ubb played the radio on Saturdays and he heard it. When he arrived at Marie's she was finishing breakfast and was embarrassed to still be in her nightdress. Once-ler waited for her while she dressed, but he wondered why she took so long. They weren't going to a gala.

Marie went back and forth rubbing lotion on her hands and fixing her makeup. She looked and smelled good. Her lotion smelled like wildflowers, her lip gloss tasted like vanilla frosting and her breath (after furiously chewing 2 sticks of gum) smelled like cherry cola. Once-ler acted like nothing was wrong, but her scents were hypnotizing. Thankfully, he could push his feelings aside and act like nothing had changed.

"Once-ler," Rufus whispered before they went out. "Look out for her. You're the only young man we trust with her."

"I will," he promised. "I'd never let some meathead hurt her." He would keep that promise without a doubt.

"So you heard what happened to your "boyfriend" in the slammer?" he asked as they walked to Misty Hideaway. He and Marie were glad that they were allowed to go.

"Yes, radio's a great communication device," said Marie. She hoped she didn't stutter and then inwardly frowned at how ridiculous her saying sounded. She felt like she was seeing stars dance around Once-ler. "Hey, do you think you could help me with something?"

"Knitting?" he joked. "You've tried that a lot already."

"No, can you help me with how to handle Melvin?" she said nearly laughing.

"You-you want to-why?" Once-ler was astonished Marie had asked.

"I feel like I haven't given him much of a chance," she said. "If you have to travel for a while or so who would take care of him? I think he would feel more comfortable with someone you personally knew."

"If you say so," Once-ler agreed. Though he found it almost bizarre that Marie wanted to go near the gluttonous, grumpy mule, he would show her the ropes.

The truth was that Marie wanted to learn more about Once-ler. It almost seemed impossible to believe she had to learn more, but things she didn't like that he liked, she wanted to understand. That included the not so gorgeous mule. She learned that food was a great way to get him to do work, he would kick if annoyed or to get attention and felt comfortable if led with a touch of the neck when walking.

Finals came up and classes celebrated summer. Marie barely had time to celebrate because she had her traditional summer trip. She left very early in June and would be gone until August. She was upset about it. She wanted to spend time with Once-ler. Junior and senior year was coming up and those would be the toughest years. She had to see him when possible.

Thrush Towne was beautiful as usual, but Marie found it hard to focus on activities. Swimming, treks, picnics and lawn games were not as interesting. She missed Once-ler. She also felt horrible for him. Summer meant jobs for him, not vacations. That and she was hiding something from him. She thought of him all the time. She found it only cute and innocent, but it changed from a dream one night. It was only two weeks before she would go home when it happened.

Marie had a fitful night trying to sleep. Her body felt too awake. When she finally slept it was three in the morning! That was when the dream came in. She dared to never tell anybody about it!

Marie rested on her bed. She noticed rose petals scattered among the sheets and she was wearing a black ball gown. She felt weight by her side. She turned over not knowing what it was. Laying at her side and dressed in a tux was Once-ler. He looked dreamily through half lidded eyes. Marie smiled and blushed.

"You look beautiful," he whispered.

Oh, his voice; so sweet and yet edgy! Marie inched forward to kiss him, but he avoided her movement and instead pushed her gently to her back. Slowly he lay on top of her. Marie gasped when she felt his bangs brush over her eyes. One of his long fingers traced her face. They went down to her neck and where they stopped he gave a light kiss. Marie inhaled from the touch.

"Once," she moaned.

Her hands ran through his hair. His kissing continued up her jaw, her cheek and her nose. Her eyes half closed and she felt his warm lips kiss her eyelid. She heard him sigh and a hand brush over her ear to keep her hair back.

Her hands moved to his shoulders and she sighed feeling his hands go under her back. He rested his head in the crook of her neck which only sent shivers of pleasure. He was so warm and light on her. She nuzzled her face against him. The one part on her face that wanted a kiss so badly. It was like he had avoided it on purpose. She could feel his breath quicken and hers as well.

She blushed again feeling their legs intertwine. It was almost too much, but she needed more. She felt greedy for him. Nobody else could have him. Just she for him and only he could have her. A hand left his shoulder and fiddled with his collar, to one of the buttons. Once-ler groaned when a finger accidentally touched his neck. It sounded amazing and Marie could barely grasp that she had made it happen.

"Marie…" he whispered.

She loosened one, enough to catch a glimpse of skin. She leaned in to kiss it. He tensed up in desire. Then he dove back in, attacking her neck with kisses. They felt hot and fast. It felt breathtaking!

"More Once-ler," she panted. He continued and pushed her closer to his body. Marie extended her neck out for more. Once-ler ran a hand up her side to her strap and pulled it down exposing her shoulder. He kissed it as well. His rough fingertips made it all the more better.

Finally Marie pushed him up a little and grabbed him by his collar to…

"Young lady it's time to get up. We have a trek today." Her mother had interrupted her dream.

Clarisse left her room after the order. Marie sat up and realized she was sweating. She looked around her temporary room; the old maple furniture, the marble fireplace and her bed of burgundy covers were still there. There weren't any rose petals or Once-ler and she was in her nightgown.

"What-what did I-" she gasped in horror.

She hadn't slept well and just when she had begun to have a fantasy, she had to get up! While the fantasy had felt good, she did feel a little guilty. This was Once-ler. Her own best friend, was in a dream of hers, kissing her. She had never dreamed about her past crushes like that. It wasn't love. It was too fast to be love!

"He won't feel the same way," she thought. "He'll always see me as a friend. He seems too naïve to see me as something more. Plus he's a future business man. He doesn't have time for love. He's said that!"

If she told Once-ler how she felt, then he may be disgusted by her. However, if they really were friends they would still remain that way. It didn't have to be awkward. Chances were the feeling would go away. It could happen and maybe Once-ler would feel the same over time. That didn't sound like a real guarantee. It was frustrating to be thinking over it during vacation. Friendships had honestly, but Marie wasn't being honest. Was this something okay to lie about? She didn't want to ask anyone for advice. Betsy and Rufus would think she was insane and had ruined it all! Her parents? She might as well should've been talking to walls when a word was said to them.

Marie knew though that she wasn't being honest by acting like she didn't have feelings. She needed to be honest in their relationship, platonic or not. So with much courage, she sat down one afternoon and typed out a letter for him.

Marie and Once-ler would write to each other since Thrush Towne didn't have a telephone. So far letters had been simple. Nothing but updates of what was happening. This time Marie would be serious. Slowly her fingers clicked over a simple letter which was intended to be longer, but all that came out was:

Dear Once-ler, how's your summer been?

I have something important to talk to you about when I come home. I can't tell you now, but it's serious. I'll be home on August 7th.

Sincerely, Marie.

It took her hours to go down to the post office to send it, but she finally did. The envelope slipped from her fingers and it was gone. As soon as she sent the letter, part of her wished she hadn't. The other part was glad she had. How bad could it possibly be? Only a couple of days later, at breakfast, she got a letter from Once-ler or more like a note. Written in his handwriting was a reply.

I'll meet you at our place.

"Our place," Marie sighed. She was alone when she read it. She tried rehearsing during the last few days before arriving home. It was harder than she thought. She kept tripping over her words and pausing for thought. Before Marie knew it, she was home around the evening. She left home still thinking of what to say. The worst that could happen was that Once-ler said "no." That was it. She kept telling herself that as her footsteps carried her to their place. She took a longer way, only so she could plan more on what to say.

The long cut led her to a smaller patch of trees. She hadn't been there. It was more like a grassy pathway with trees for an arched canopy. The sky seemed more of navy than black that night.

"What's the worst that can happen?" Marie kept thinking. "Just take it in little steps."

She looked up to hear footsteps and saw Once-ler coming her way fiddling with his fedora. He looked nervous as nervous as her.

"Hey," Marie said casually.

"Hey," he replied back. "I-I think I wandered too far from our place." There was a tension in the air since neither of them raced to each other for a hug.

"Too deep in thought?" she asked.

"Yeah," he rubbed the back of his long neck. "Well we're both here."

"I guess so," she chuckled nervously. "I do need to talk to you about something."

"Am I in trouble?" asked Once-ler.

"No," said Marie. "I've been thinking of you a lot." With that Marie fell down under one of the trees. Once-ler joined her. "Oh, you finished your jeans."

"I did." he smiled. "I finally got it done."

"They look great. They make your legs look nice." Marie was a little embarrassed to say it.

"Huh. Thanks Marie."

Marie looked down and pinched the hem of her dress. Her throat felt dry. Once-ler thrummed his fingers against his knee.

"Marie I need to tell you something," said Once-ler. "I've been meaning to tell you for a long time."

"Oh, what is it?" asked Marie. She wasn't ready to talk yet. Whatever Once-ler had to say could be focused on. No, she was stalling. It was best to get it over with. "Actually can I tell you something first?"

"Sure," Once-ler looked relieved. He sat back against the trunk and took a deep breath. He put his fedora to the side and he looked into her eyes. He looked serious and still nervous. Marie felt her heart pound, but she took a deep breath and started.

"I like you…a lot," said Marie shyly. That was it.

"What?" Once-ler sounded shocked. Marie suddenly regretted she had told him.

"Yes I do!" Words just came to her out of frustration. "I've liked you ever since the prom night! I started feeling it when you danced with me and I've been thinking about you all summer! I'm-I'm not a good friend if I'm not honest to you. So there! I really like you! Hate me all you want!" She felt tears brim her eyelids.

"Really?" His voice came after a pause. It sounded kind, not bitter.

"Yes it's true. You don't feel the same right?" Marie rubbed a fist to her eyes.

"I-I do." Once-ler said shakily. He sounded timid as he gave his confession. "I've liked you for a long time. I thought it would go away, but…it never did. I didn't know how to tell you."

Marie locked eyes with him. Both of them didn't move.

"You like me as in dating like?" she asked. Once-ler inched closer to her face. He nodded with a genuine smile. "Why didn't you tell me earlier Once?"

"It's kind of hard to tell your best friend you've fallen for her," he almost whispered. "Especially if she has a boyfriend. I couldn't…I was worried."

"I've been worrying too," said Marie before she gave a sigh. She suddenly felt terrible for her past romances. She couldn't imagine how Once-ler had felt. "So we've both…"

"Fallen for each other," Once-ler finished. He pulled his knees up to his chest. "Is that bad?"

"Maybe not," she said. "It's mutual so neither of us is crazy." Both gave a weak chuckle. Marie shrugged her shoulders and bit her lips. "Now what?" Marie leaned up against his side, head on his shoulder. She felt Once-ler lean his head on hers. Neither spoke for a few minutes.

"The next step?" asked Once-ler hesitantly. "Try dating?" Marie's fear was revealed after he asked.

"What if it doesn't work out?" Marie blurted out. "What if we aren't meant to be and we lose each other because it failed? I don't want to lose you!" She sat up to lock eyes again. "I didn't have a real friend until I met you! I don't want to lose the closest friend I have!"

Once-ler contemplated what Marie said. The feeling was very mutual for him when he thought of their bond. He didn't want to lose her either. Yet, if they had a change in feelings, then maybe it would be alright. Everything could work out.

"How do we know if we don't try?" Once-ler asked after another pause. He took her hands in his. Marie almost forgot how long and lean they were. She wasn't used to him towering over her in such a great height. "I'll never lose you. I'll always be here for you. Even if it doesn't work out we'll always stay close. I promise Marie."

"Alright," Marie whispered smiling a little. "We'll try." She pulled him into a hug. No kissing yet, that needed to grow. A hug was enough for now.

"How bad can it possibly be?" said Once-ler smiling.