Keely didn't show up for the rest of the week. Phil had to take her homework to her.

Ding dong the door bell went and Keely's mom answered.

"Hello Phil, how can I help you?" She said.

"Hello, I came to drop off Keely's homework." Phil said.

"Oh, why thank you Phil. I'll tell her you came by."

"I was wondering if I can see her??" Phil asked.

"I'm sorry Phil, but she's sick right now." She replied.

"Oh, ok, Bye" Phil said. Kind of disappointed.

Phil started on his way home. Little did he know, Keely was watching him go from her bedroom window.

It was a Friday night. YES! Sleepovers, TV, music, staying up late and doing what you want.

Phil was in his room when he heard a knock on his door.

"Come in!" Phil yelled, who was reading a magazine on his bed.

The door opened and who should stand in the doorway.

"Keely!" Phil quickly stood up.

She stood there, then all of a sudden ran towards him, threw her arms around and started bawling. Tears flooding her eyes.

They both fell to the floor, Keely still in Phil's arms.

"Keely, Keely, shh it's alright, it's okay." Phil said rocking her back and forth.

They sat there for about a hour. Phil just holding Keely, still having no idea why she was crying.

"It was a pity date" Keely suddenly said.

"What" Phil asked.

"It was a pity date. Austin doesn't like me at all, he thinks I'm a freak." Keely said.

"Okay, come on, lets get up and you can tell me okay?" Phil said and he helped her up onto the bed.

Keely sniffed a bit.

"Okay, tell me from the beginning, Keel, I saw you run out of the dance. I tried to get to you but I couldn't. Then I could never see you because you were…are…sick." Phil said

"After you left, I went to look for Austin and I found him out in the hall with another girl. He said I was a freak and that he hated that squeal I do and…" She couldn't finish what she was saying. She started to cry again.

"Oh, Keely, Keely, shh, I'm so, so sorry" Phil said, pulling her into a hug.

They sat there in silance until Keely was ready to speak.

"Know what the worst part is?" Keely suddenly said.

"What?" Phil asked, who looked at Keely. Her head down a bit and looking at the floor.

"He kissed me." She said, still looking at the floor.

"He kissed you?!" Phil said.

"Keely was about to cry again.

"Keely look at me" Her head stayed down.

"Keely, look at me." She finally picked her head up and looked at him. Phil put his hand under her chin.

"I think you just need to talk, sleep and eat. Don't dwell on this Keel." Phil said.

"Do you want me to see if you can spend the night so I can help you clean yourself up?" Phil asked.

Keely nodded as she wiped away some tears.

Phil laid her down on the bed and went out to the hall and called to his mom form the stairs. He came back in with good news.

"My mom stays you can stay. Are you hungry at all? Do you want something to eat?" Phil asked her.

Keely shook her head. Phil sat on the side of the bed, looking down at Keely.

"Keely you should really eat something. I mean look at what this has done to you. Phil ran his thumbs under her eyes.

"You look extremely tired and…" Phil slid her shirt up a bit and ran his fingers down her stomach, feeling each and every rib.

"Your clothes are practically falling off you now"

"Keely, you can't do this just because some guy doesn't like you. Any guy has to be crazy not to like you."

Keely gave a faint smile.

"Hey, a smile, I haven't seen that in a while." Phil said smiling.

"Are you sure you don't want anything to eat?" Phil asked once more.

"Honestly Phil, I'm not hungry." Keely said

"Well, then I think you should get some sleep. You can take my bed, I'll be on the floor if you need me okay?" Phil said.

"Wait, Phil?" Keely said in a quiet voice.

"Yeah?"

"Will you…will you lay with me a while?" Keely asked. She was kind of embarrassed asking him.

"Sure Keel"

"I mean, you don't have to if you don't want to, I just want someone to be with and…" Keely started to say really fast.

"Keely, it's okay. I'll lay with you. You don't need to explain." Phil told her in a comforting voice.

Phil got on the bed and laid right next to Keely. Keely turned on her side and put her arm over his chest.

She closed her eyes and went to sleep.

In the middle of the night, Phil laid awake.

"Keely?"

Keely moaned a bit.

"Hum?" Phil turned over to face her.

"How come you came over here…why didn't you go to your mom or family about this?" Phil asked.

"I dunno, I guess I knew you would help me" She said groggily, with her eyes still closed.

Later on, Keely startled Phil with her voice.

"Phil?"

"Yea?" He said, opening his eyes to find Keely looking at him.

"When…at the dance, when you said, I was beautiful. Did you really mean it?" Keely asked timidly.

Phil made a kind of confused face, he would never lie to her.

"Of course I did, forever and always. Now, go to sleep, you need it." Phil said, pushing a piece of Keely's hair behind her ear.

Next Chapter coming!! This one was getting long.