"You did what?"

Zach recoiled at Freddy's exclamation. He sighed, looked at the plate in front of him and wished to himself that he had never said anything to his friend. "I told Summer I would go to the prom with her"

"And why on earth would you go and do something like that!" Freddy asked. Zach sighed.

"Because she is my friend, and she didn't have a date" Zach began. Freddy sighed and dropped his fork so that he could stare at his friend.

"Because she wanted to go with you," Freddy replied.

"So what if she does want to go with me?" Zach began. "Maybe I want to go with her to"

"Fair enough" He picked up his fork again and dug into his potatoes. He was so hungry; the breakfast burrito that he had brought that morning was still sitting on Zach's dashboard. Zach would not be happy. "I just thought we were going to hang out that night and then meet up with the rest of the band for the after Prom gig"

"Well, change of plans" Zach replied. He could tell that Freddy was disappointed in him, but really, now that he had told her that he would go, he was looking forward to it. He could find a suit and he would have fun with Summer. Oh well, Freddy would get over it. Zach would find a way to make it up to his friend.

"Can I borrow your car that night" Freddy asked after a few minutes of silence between the two of them. Zach smiled, that was his chance to make it up to him. "I feel like cruising"

"Yeah man, go for it" Zach smiled. When Zach had gotten his license, his father had offered to buy him a brand new car. Zach refused, brought himself a classic Oldsmobile, a car that he fell in love with as soon as he saw it. Freddy was the only other person on the earth he would let drive that car.

"I can't believe you are selling out," Freddy muttered. "Now I am going to be all alone"

"How would that differ from any other time of your life?" a voice said from behind them. Freddy looked over his shoulder as Katie put her tray down and took a seat at the table. He could not help but roll his eyes. Katie was the only one who could cut him down like that. She was, most of the time, the only one that he would let shut him down. "What are we talking about?"

"The prom" Freddy sighed.

"Stop giving me shit about it man, so I am going to the prom with Summer, who cares" Zach replied.

"You know, she told me about that...she is really excited" Katie smiled, trying unsuccessfully to open her milk. Freddy smirked, took it off of her, stabbed it with a drumstick, inserted a straw and handed it back to her. Katie shook her head at his antics but thanked him anyway.

"Is she wearing pink?" Freddy asked. "Because Zach should get a matching tie"

"Yeah, her dress is pink" Katie replied. Freddy laughed. Zach just sighed.

"If I didn't know any better, I would think you are jealous" Zach accused his friend.

"Jealous" Freddy scoffed through a mouth full of food. Katie shook her head in disgust.

"Yeah, maybe deep down you want to go to the prom with Summer" Katie grinned.

"As if" Freddy replied.

Katie grinned again and looked between the two boys. "Fine you want to go to the prom with Zach"

Zach choked on his food and Freddy snorted milk through his nose. "Well..." Freddy said after pretending to consider for a few seconds. "I would rather go to the prom with Zach then with Summer"

"As interesting as this conversation is," Zach sighed, looking at his watch. "I need to swing by my locker. Bye guys"

Both of them said goodbye to their friend. Freddy turned back to his food, he was still starving, and Katie just sat there, staring at him. After about a minute, Freddy realised he was being watched and looked up at the girl. "What?"

"Stop begging Fred, you don't suit it"

Freddy looked at her as though she had gone crazy. "What?"

"Stop begging Freddy. I will go to the prom with you" Katie replied. Freddy looked at her and then burst out laughing.

He stopped laughing as soon as he realized that she was serious.

"You don't really want to go to that waste of time prom do you?" Freddy asked Katie, who was staring at the tabletop. "I mean, we all went to the lame ass junior prom and we all said the same thing, it was crap."

"Well, maybe this one will be different"

"And maybe it wont" Freddy replied. "Hey, better idea, lets not go together. I mean, I have Zach's car that night, we can cruise around, get some ice cream, hang out at Smithy's, I hear he has some new instruments that we can play...see how long it takes us to get kicked out."

Katie looked up at him, and he already knew he had said the wrong thing. Just by the look in her eyes, Freddy knew he was in trouble. "So it is ok for us to hang out at Smithy's, but we cant hang out together at the prom"

"It is not really our thing..." Freddy began.

"Speak for yourself Jones" Katie said quietly. "You think that just because we are friends you really know what I want. Ever thought that maybe I don't want to only be seen as a bassist"

Freddy was struck dumb by his friend's revelation, so Katie went on.

"I love being seen as one of the guys, one of the band, but you know what, I need to be able to be seen as a girl to. You don't look at me as anything more then one of your friends, a girl who you hang out with at Smithy's. Well guess what, I want to wear a dress, and I want to put on makeup, and I want to do my hair and I want to be seen as a girl by the losers at this godforsaken school!" Katie explained. "No consider yourself lucky I asked you first!"

"Katie..." Freddy began. "I am sorry"

"So that's a no." Katie sighed. "Ok, I will go with Jerry from the Audio Visual club."

Freddy watched as she stood, picked up her tray, and moved to leave the cafeteria. He had to stop her from leaving. He was in shock, she had just laid her feelings on the line and he had acted like an inconsiderate jerk. Truthfully, he had never known that Katie had felt that way about the way the band treated her.

"Katie" He called. Katie stopped at the door and turned back to him. A few tables in the room stopped in the conversation to watch them. "What color is your dress?"

Katie stared at him as though he was insane. "Blue"

"You don't expect me to dance do you?" He asked. Katie smirked.

"Five songs"

"Two"

"Four"

"Three" Freddy conceded to her across the lunchroom. "Three dances. Only one of them is going to be a slow song. Final offer, take it or leave it"

"Sold" Katie smiled at him. "See you at practice, Prom date"

Freddy groaned. What had he gotten himself into?

"Zach Dog, you wouldn't happen to have a blue tie I could borrow would you?" Freddy asked as the pair walked up the stairs to Dewey's apartment for their after school band practice.

"I have about a thousand blue ties" Zach replied. "What type of blue? Cornflower, Cobalt, ocean, sky?"

Freddy stopped dead in the hall and stared at his friend. Sometimes it was hard to believe that they were from completely different backgrounds, and then he would say something like that, and he would be reminded.

"Too preppy?" Zach asked.

"Just a touch" Freddy laughed as he pushed open the door to the apartment. On practice afternoon, Ned would leave the door open for them so that they could get in and warm up their instruments before Dewey arrived for their proper practice. "I can't believe she talked me into going to the prom"

"She guilted you into it more like it" Zach smiled, picking up his guitar.

"I think I would have gone anyway" Freddy sighed and then began taking his anger out of the drums. He paused after his improvisational solo, and looked at his best mate. "Tell it to me straight, does she have me whipped?"

"Don't you have to be dating to be whipped?" Zach asked. "Dammit Freddy, just tell her how you feel about her"

"I don't even know how I feel about her. She is like a sister, but..." Freddy paused. "If she is only a sister, then some of the thoughts that I have about her are incest"

"You think of her that way?" Zach asked.

"Thoughts" Freddy paused "Dreams"

"Who do you dream about?" Katie asked, entering the apartment.

The boys looked at each other, and then back at the bassist. "Liv Tyler"

"Boys" Katie groaned, and she moved to get her own instrument from the other room.

A few minutes later, after every one else was there, Dewey entered. "Hey guys...before we begin with the new, super cool song Zach wrote..."

"Brown noser" Freddy smiled, Zach gave him the finger.

"I want to work on an old one" Dewey smiled. "Step off"

There was a cheer from the back up singers. Freddy rolled his eyes, lifted this sticks and counted the group in. "One, two, one, two, three, four!"

"I had no allowance today, so I am really ticked off...I had to do my chores today, so I am really ticked off" Jack played the song that they had written so long ago.

He then paused, and then turned towards Freddy. "Freddy is getting a failing grade, so I am really ticked off"

And suddenly the music stopped. Freddy stopped his sticks in mid air and just stared at Dewey. He had gotten a d minus on his latest geography quiz, but he never expected Dewey to find out about it. Dewey was about to give him another lecture, he could feel it.

"How is geography going Freddy?" Dewey asked.

"Obviously you all ready know" Freddy sighed. "Can we just rock please?"

"There were always limitations on rock Freddy, you knew that!" Dewey replied. "You guys all agreed that if you are going to continue in the band, school came first."

"Dewey, I got a D on one quiz, I can make it up next time. We still have one more exam before the end of the year" Freddy told him.

"That is not good enough. You were only just scraping through on geography. You would have to get 100% on your next exam in order to pass the year"

"So what now?" Freddy asked, standing. "You always said that if one of us failed you would kick us out of the band! Am I out of the band?"

Dewey watched his drummer as he stared back at him. Was he out of the band? He couldn't honestly kick Freddy out of the band; not really, the kid was to good of a drummer.

"Probation" Dewey compromised.

"Stick it to the man" Freddy mumbled to himself. Dewey didn't hear the exact words, but it was obvious to him that he had said something.

"What was that Jones?"

"You always told us to stick it to the man" Freddy replied with no shame. "You are the man at the moment Dewey"

If there was one thing Dewey Finn hated, it was the man. And if there was one way to annoy him, it was to call him the man...or at least point out that he was the man. Zach looked between Freddy and Dewey, taking a small step back, because it seemed as though Dewey was about to explode. It would not have been the first time that Dewey had screamed at Freddy, but this one seemed huge.

But Dewey surprised them all when he simply said. "Go outside and cool off, come back when you are ready to play music"

Freddy shook his head at Dewey, kicked the high hat as he passed, and left the apartment.

Dewey watched the teenager leave. He could not be angry with him, not really, because Dewey knew he had been the same when he was growing up. Angry and bitter. His friendship with Ned was the only thing that kept him going crazy, that and the rock.

"Zach, go after him" Dewey said. Zach was Ned in that friendship, the cool headed one, the one that refused to snap, no matter what the circumstances.

"Katie has already gone" Zach replied.

Katie had no idea why she decided to follow Freddy out of the apartment. All she knew was that Freddy's moods were predictable. He would more be hurt then anything really. Not much fazed him, but when he had to lose his cool in front of other members of the band, it frustrated him.

"Freddy" she called as she stepped out onto the street. Freddy looked up when he heard his name. He had already opened Zack's car and found the hidden pack of cigarettes. Both boys started smoking at the same time, and both had quit smoking at the same time, but they still had an emergency pack, just in case. "I thought you quit"

"I did" he took a long drag.

"Freddy, you know that Dewey is only looking out for us" she began softly. Freddy shook his head, he could not believe that she was going to try and lecture him about this sort of stuff.

"Well, he is not my father" he snapped at Katie. Katie grinned.

"Now now, you don't know that for sure," she replied. Freddy laughed reluctantly.

There was one thing that not many people knew about the young drummer, and that was that he and his little sister, Ashley, were adopted. He had found out in his first year of junior high, and actually accepted it quite well. He knew his real parents names, but he had no intention of ever finding them. They had given up on him, so there was no point. Plus, he was happy with his adopted parents. Freddy was so comfortable with his life situation that he openly joked about it. The running joke was usually that Zach's father was his biological father, because that would explain why the two boys were so a like. Plus, it would give Mr. Mooneyham the shits to have a son like Freddy.

"I do know that for sure" he replied. "Its not my fault I suck at geography"

"I know" Katie sighed. "We all have our low academic points."

"Not you or Summer." Freddy pointed out. "You two are the main contenders for valedictorian"

"I would never get it" she confided in the boy "I cut gym to much"

Freddy chuckled, threw his cigarette to the ground, and looked back up at Dewey's apartment. "Should I apologies?"

"What do you think?" Katie asked. Freddy sighed.

"Ok, but no laughing while I am trying to be sincere."