Pacey sat in his lunch chair with his right hand feverously taping at the table and his feet bouncing off the ground in an attempt to cool down. As hard as he tried to mask it, everyone could tell that he was angry. Dawson, Joey and Jen walked into the cafeteria together. They sat around Pacey and Joey and Jen kept talking. Dawson, however, noticed what Pacey looked like.

"Are you okay Pacey?" Dawson asked.

Pacey turned his head slightly. "I'm fine," he said coldly.

"Pacey, is this about…"

"Yep. Do you think you could leave me alone?"

"Someone's cranky, huh Pace?" Joey said with a chuckle.

Pacey crossed his arms over his chest.

"Oooo so funny. I almost peed in my pants," he said sarcastically in a high pitched voice.

"Whatever. So what's wrong with you today?"

Pacey rolled his eyes and threw his arms in the air.

"Ugh! Jo, you're a smart girl. If I told Dawson to leave me alone don't you think that applies to you too?"

"Why are you being such an ass Pacey?" Joey said a little fired.

"Why are YOU being so annoying?" he responded.

Joey slid out her chair.

"Fuck this. I'm leaving. Sorry for caring about you Pacey." Joey walked away.

Pacey watched Joey walk away and then put a hand in his hair.

"Err!"

"That was a little harsh, don't you think Pacey?" Jen said looking at him.

"I know it was."

"She's just worried about you…we all are."

"I know Jen. It's just…god, I have to go to court tomorrow morning."

"For what?"

"The divorce," Dawson chimed in.

"Why do you have to go Pace?" Jen asked.

"It's the child custody battle. I get to go and specify who I want to live with. My asshole of a father is actually the one taking my mom to court."

"Pacey I'm…"

The bell rang.

"I really don't want to talk about it but um, thanks Jen," Pacey said before walking out.

It was the last period of the day. Pacey kept shifting his eyes back and forth between the teacher and the clock. Two Minutes and 12 seconds…two minutes…he kept counting in his head.

When he was at 20 seconds, Pacey felt a piece of paper fall on his arm. His teacher, Mr. Marco, had placed it there. Pacey flipped the paper over and looked at the front side.

58.8 F+ see me after class

As soon as Pacey finished reading that sentence, the bell rang. He banged his fist against the table then walked up to Mr. Marco's desk.

"Mr. Witter. Care to tell me what happened?" Mr. Marco said from his seat.

"Well, I did badly on the test and I got an F…or an F+. Do they even have F+s?" Pacey said taking a seat.

"I knew all of that already Pacey. What I was asking was why you got an F. Your chemistry teacher said you have been slipping too. You're a smart kid; you wouldn't be in honors science if you weren't. I'm going to give you another chance. You will complete a project for me over the weekend. All you need now is a lab partner."

"So we have to wait here until a brainy person from one of your classes comes in?"

"Pretty much. In the meantime, what's been troubling you? Parents? Siblings? A girl?"

Pacey chuckled. "All of the above."

"Really?" Mr. Marco said interested. "How so?"

"Um, my parents are getting a divorce and tomorrow I need to go to court for child support or some crap like that. I have three sisters and a brother. Morgan lives in California with her husband. Stacy lives a few towns over with her husband and three kids. She occasionally would come over every month when her and Brian are fighting. I never talk to them.

"Gretchen came back a few weeks ago but now she went back to college and Doug, well Doug is Doug. He is the prized deputy son of Sheriff Witter which leaves me as the troublemaker of the family. They only like the fact that I got smarter when I hit high school but I know they are just waiting for me to screw up. My father though, he expects me to go to Harvard. Not really my school of choice.

"O yes, the girls…or girl as it really is. She was my first girlfriend. Well, I dated this girl Sara for a week but that doesn't count. I dated this other girl for two months. I thought every thing was fine them Wham! She dumps me. It's been about a month now but we've…gotten together a few times," Pacey ended with a smile.

"Gotten together as in…" Mr. Marco questioned.

Pacey shook his head. "As in kissing, that's it. She's not like that Mr. MARCO."

"I wasn't saying that she was…what is her name? In the whole conversation you didn't mention a name."

"Her name is J…"

"Mr. Marco can I talk to you?" Joey said walking in.

"Ah, Miss Potter. How may I be of assistants?" Mr. Marco said leaning back.

"I need to talk to you about my grade on this test. It is too low and…"

"Great! Joey, Pacey…meet your new lab partner."

Joey and Pacey looked at each other. "What!" they said in unison.

"Mr. Marco I cannot work with Pacey. He's too stupid!" Joey said in a huff.

"Fine," Mr. Marco said coolly. "Then you don't get any extra credit."

Joey rolled her eyes and sighed. "Fine. Pacey, you better not do anything stupid or else," she said before stomping out the door.

Dawson walked down the hallway, ready to leave the wonderful world of Capeside high for another weekend. As he approached the final doors, he saw Jen, in all her beauty, waving goodbye to a very smiley Cliff. Curious, Dawson rushed over just before Jen was about to leave herself.

"Jen…Hi," Dawson said stepping in front of her.

Jen jumped a little then giggled. "Dawson, you scared me. What's up?"

"Um…nothing much. You?" Dawson said walking with her.

"No, nothing's up with me," she said quickly.

"Oh, uh, how's Cliff?"

"Cliff? He's…good."

"Good good. What are you doing tomorrow?"

"Um…I'm busy actually Dawson."

"What are you doing?"

"I don't know if we should be talking about this Dawson?"

"Why? We are friends aren't we?"

"Yes but…"

"But what Jen? Just because we dated shouldn't hold us back from being good friends."

Jen shook her head. "Fine. I have a date with Cliff tomorrow."

"Oh um…" Dawson looked away, "I have a date too."

"You do?" Jen said surprised.

"Yeah I do. We are going to the fair."

"So are we," Jen commented.

"Really? Why don't we a… why don't we all go together?"

"I don't think that's such a good idea Dawson."

"Why not? It'll be fun Jen."

"Um…okay. See you tomorrow at five at the fair," she said before walking away.

Joey sat on her dock behind her house thinking about things and cutting apart the bunches of leaves she gathered for her project. Her feet dangled off the side of the dock and almost touched the water. A slight breeze blew in and she took a deep breath in. this was one of Joey's favorite past times as of late. She would sit at the end of her dock and take in the fresh air. It helped calm her…mind, body, and spirit.

Joey felt as free as a bird, ready to take off for flight any second now. The weather had started to change. Winter was approaching and the coldness swept over Capeside. This upset Joey. No longer could she lay in her rowboat at night and run her fingertips in the silky water. This didn't upset her as much as it did scare her. The winter had started to take over her days too.

No longer could she feel free. No longer could she feel relaxed and soothed. No longer could the pain float away with each wave of the creek.

The pain was what scared her.

Everyone knew Joey Potter was a strong girl. Didn't cry when she cut herself. Didn't faze her when a movie was sad. She didn't even get upset when she got yelled at. Yeah, everyone knew Joey Potter was a strong girl.

If only they knew the truth.

But they did. The inhabitants of this small coastal town did know the truth about Joey Potter. It just took them a while to realize it. Some had sawn it first hand, with the few breakdowns she had here and there. They tried to sooth her, make her feel better…but they never really succeeded. That job was up to Joey.

There was an old pain that pumped through her veins. It had found a spot in her heart and never wanted to give it up. The pain had subsided after a while, but it never went away. It lingered in the darkness, waiting to pounce again. And it did. Over time, though, the pain had mutated. It was as powerful as ever but the feeling was different. She started feeling unwanted. The pain of losing a family had turned into the pain of losing a father.

That's what let her new pain hit her so easily. The stench of not being wanted floated around her constructive heart. It slowed down the process of building back up the walls that came crumbling down. Her soul was left unguarded and vulnerable to anything.

That's how he got in.

Joey didn't think it would happen so fast, but it did. Pacey had knocked down those walls and seized her heart so fast. But he was greedy. He couldn't just have her heart. He needed more. Pacey never gave up. He kept pushing and pushing until he had gotten to where he had wanted…her soul.

That may sound a little cliché, someone getting into another's soul, but that's how it was. It's strange how fast it can happen. You can be with someone for a long time and not even notice it. But when the other is hurt, so are you. Of course, this phenomenal type of bonding usually happens to hearts of well…more experience. The young cannot even begin to comprehend this type of feeling, let alone cope with it. But they were young. She didn't know what to do. So, she did what her father had taught her…she ran away.

Joey didn't know at the time how hard it would be. Getting away was the easy part. The hard part was not being able to come back. She tried being okay with that, hell, she even tried ignoring Pacey. It didn't work. They ended up together again, only to separate, leaving one or both of them shattered all over again. Luckily, with all great pains, they tend to subside for a while. This time, though, Joey wasn't going to let the pain come back. She wasn't going to give it a chance. She needed to be tough, like a rock, and not let anything get even remotely near her heart again. She needed to hate Pacey.

Pacey is going to get me a bad grade, I know it. I can't stand him! Joey said to herself while she was cutting up the leaves. Still, after such a long time of saying bad things about Pacey, she couldn't get herself to fully hate him. She was determined to change that.

"Hi Joey," Dawson said from the grass.

"Hey Dawson," Joey said before walking up to him with the cut up leaves. "What brings you over here?"

"Um…What are you doing tomorrow?"

Joey rolled her eyes. "Ugh, don't remind me. I have to spend the whole day with Pacey. We have to work on a project. I'm going to the ice house now to work on it."

"Crap!"

"Why are you upset?"

"I told Jen that I would go on a double date with her and Cliff but I …"

"Don't exactly have the fourth of the foursome," Joey laughed. "You're supposed to get a date before you make one Dawson."

"What am I suppose to do now?"

"Deal with it or call in a mail order bride. I'm sure she'll go out with you," Joey smirked.

"Very funny Joey. I'm gonna get going. I need to go find a date," Dawson said before leaving.

Dawson walked into the library and saw the exact person he needed. He sat down at her table and she looked up.

"Hi Mary Ellen."

"Um…Hi."

"I'm Dawson."

"I know. Can I help you?"

"I was wondering if you wanted to go to the fair tomorrow."

"Why?"

"I want to go on a date with you."

"I don't know Dawson."

"Why not?"

"Who would go?"

"Me, you, Jen and…"

"Jen? As in your ex girlfriend Jen?"

"Yeah but…"

"If this is your way of trying to get back with her then…"

"Its not! It is more like a double date. You and I and Jen and Cliff."

"Cliff? I guess I can go. What time?"

"I'll meet you here tomorrow at 4:30. See you then. Bye."

"Bye Dawson."

"Don't touch them Pacey!" Joey yelled at Pacey from across the room.

"Okay! Gees," Pacey said sitting back down.

"The snails get scared if you touch them then they won't come out," Joey said moving around the tank.

"Yes mother," Pacey said rolling his eyes.

Joey huffed. "You can't be trusted to be alone for one SECOND can you?"

Pacey sat forward. "If you let me do ANYTHING I wouldn't be so bored and want to touch the snails."

"And let you screw up the project? I think not!"

"I won't screw up the damn project!"

"Yes you will Pacey! Just like everything else!"

"What the Hell are you talking about Joey?"

"O! I'll tell you the hell I'm talking about!"

At that moment Dawson walked in on the two arguing.

"What is going on?" he asked.

Joey turned to Dawson.

"Pacey! He wants to DO something!"

"Why don't you let him?" Dawson said.

"You're siding with him? Fine then. Pacey, you watch the snails for the rest of the night. Let's see how much you can fuck up in a few hours!"

"I won't fuck up!" Pacey yelled back.

Joey started to walk out of the room. "You are so lucky that you have to do something tomorrow morning because I don't want to see your sorry ass!"

Dawson followed her outside. "What happened in there Joey?"

"Nothing. Pacey is just being dumb ass Pacey," Joey said.

"You should be nicer to him. He's having a rough time right now."

"Yea well, aren't we all? I got to go," she said before huffing off.

The Next Day

Pacey sat at the edge of his bed. His eyes were fixed on the digital clock that read 10:04 but he wasn't reading it. Pacey was somewhere else. His mind was racing a million miles a minute. Today was the day of the great custody battle. Pacey couldn't get over the fact that his dad actually wanted him. Of course, he wouldn't go with him, but it was nice to know that his Dad did care about him. Pacey blinked once more then stood up and walked downstairs to get his suit.

"Hey Mom," Pacey said giving her shoulder a little squeeze before walking to the closet.

"Hello Pacey. What are you looking for?"

"My suit. I need to look good for court today."

"Um…Pacey. You aren't going to court today."

Pacey walked in front of his Mom at the table.

"What? Why?"

"Last night we settled the custody. I'm going to have full custody but you Father can see you whenever he wants."

"Really? It was that simple?"

"Yes. All I had to do was give him his chair," Mrs. Witter said with a chuckle.

Pacey's smile faded. "He traded me for a chair?"

"O Pacey it's not…"

"That's okay Mom. At least I know now where I stand. I um…I have a project to work on with Joey so I'm gonna go," Pacey said before going back upstairs.

Joey sat on the counter next to the tank tapping her fingers. Pacey walked in.

"Hey Jo," Pacey said monotone.

"Pacey," Joey said biting her lip hard and giving him an evil stare.

"What did I do now?" Pacey said not wanting to get into it.

"You put the snails by the vent," she said slowly.

"And?" he responded slowly.

"The snails died! You killed them! How the FUCK do you kill snails!"

"I see you're in a great mood."

"Now we need to get new snails and start over. This is your entire fault!"

"I know! Let's just go get the snails okay?"

Joey picked up a bucket from the floor.

"How do you expect to get there Pacey?"

Pacey rolled his eyes.

"I have a car Joey."

"Pacey Witter the juvenile delinquent saves the day again. I can't believe the sheriff lets his fifteen year old son, who doesn't have a license, drive whenever he wants," Joey said walking past him.

Pacey followed Joey out to the car.

"He doesn't! I just borrowed the car without his knowledge."

"Even better! You stole the car."

"Hey! I did not steal anything! I do plan to return it you know."

Joey got in the car and strapped on her seatbelt before rolling her eyes meanly at Pacey.

"Don't kill me alright?"

Pacey did the same thing.

"Us…Don't you mean us Josephine?"

Joey gave Pacey a snarl.

"First of all Witter, don't call me Josephine. And secondly, no, I meant me."

Pacey started the car.

"Okay Joey, I'll make sure that when I get into that fatal car crash that includes us and a fish carrier, you will walk away without a scratch because I'll throw my worthless self on top of you and take your four scratches so I can die a slow and miserable death. Does that sound good enough for you?"

"Splendid! Now drive!" Joey said before Pacey took off fastly.

Dawson walked into the crowd of people at the fair with Mary Ellen close to his side. Even though there were probably hundreds of people, Dawson could only see one face in the crowd, and that was Jen. Dawson grabbed Mary Ellen's hand and dragged her into the crowd.

"Hey Jen," Dawson said with a big smile.

"Dawson hey," Jen turned to Mary Ellen. "I'm Jen."

"Mary Ellen," she responded.

Cliff walked up behind Jen.

"O, Mary Ellen this is…" Jen began.

Mary Ellen extended her hand and smiled wide.

"Cliff. Hello."

Cliff gave her a strange look

"Um...Hi. You are Suzie right?"

Mary Ellen sighed.

"Eh, close enough."

"Mary, why don't we go on a ride?" Dawson said pulling her back a little.

"But what about Cliff…and Jen?"

"They'll come too. Come on," He said tugging at her.

Joey picked up her bucket which had everything they needed for the project. She walked over to Pacey that was leaning against a tall plant.

"We're done Pacey," Joey said touching his shoulder gently.

"Okay let's…uh oh," Pacey said before turning to Joey with a small smile.

"What?" Joey looked ahead of Pacey then made fists when she looked at him.

"Pacey, Is that our boat floating down the creek?"

"Do you really want to know?"

Joey pushed him into the water.

"Now we have to get all wet! You couldn't even watch the damn boat Pacey!"

"It's only water so chill! Let's go get the boat."

They both went into the water. The boat ended up floating to the shore by itself so they didn't have to get it. Pacey was ahead of Joey. The creek came about waist high on Joey so they were able to walk slowly. When they were about 3/4ths of the way to shore, something slithered across Joey's leg.

"AHHHHHH!" Joey wailed waving her arms around.

Pacey heard her and quickly came to her.

"Jo, what's wrong?" he said concerned.

"A snake! There's a snake by me!"

"It's probably just a fish Joey."

"Pacey, I know what a fish feels like. That was no fish. It was long and slid across me!"

Pacey smiled and turned around.

"Get on my back. I'll carry you."

Joey shook her head.

"I'm not getting on your back."

Pacey faced her and shrugged. "Fine. You know snakes usually travel in packs so…" He turned around.

"Pacey wait!" he turned around. "I'll go on your back just, don't leave me."

Pacey smirked and picked up Joey. He started walking again.

"I knew you couldn't resist Potter."

Joey rolled her eyes and gripped Pacey's neck a little tighter.

"Please Pacey. I'm only doing this because YOU lost the boat."

"Back to that again Joey. Can't you just leave it alone?"

"You did lose the boat though."

They hit land and Pacey let go of Joey.

"I know! You don't have to keep drilling it," he said as they walked back to the car.

"I'm not!" Joey got handed a blanket. "What's this?"

"A blanket," Pacey said walking to the other side of the car. "Take off your wet clothes and put on the blanket."

"You just want to see me naked."

"Jo, get over yourself. If I wanted to see you naked I wouldn't give you a blanket. I don't want you to get sick."

"If I see you looking…" Joey said taking off her pants.

"I won't look!" Pacey started taking off his clothes. "I don't understand you anymore Joey. Why are you so mean all the time?"

"I am not," she said unbuttoning her shirt.

Pacey finished getting undressed and wrapped the blanket around him. He looked at her who was looking back. "Yes you are. To me anyway. All you've done lately is bite my head off. I'm tired of it! I know I'm a fuck up and you hate me so you don't need to remind me all the damn time. All I've done was try to be nice to you and you've torn me down. I'm tired of it…I'll be in the car when you're done." He went into the car.

Joey watched him get in. she bit her lip and finished changing before going into the car.

"Pacey…"

"Stop, just stop Joey," Pacey said not even looking at her before driving off to his house to change.

Dawson was stuck going on the Ferris wheel with Jen because Mary Ellen had dragged Cliff off onto another ride. They were stuck at the top. Dawson couldn't find a better time to talk to her.

"Jen I…" Dawson began.

Jen shook her head. "Don't Dawson. I know what you are doing and it needs to stop."

"I miss you Jen. I want you back."

"Dawson…"

"I know I messed up. I messed up badly. But I need you. You were the only relationship I have ever had and I miss it. I miss you. Do you really want a guy like Cliff?"

"No but…"

"See! You said it yourself. Will you give me another chance?"

Jen sighed at Dawson. "Dawson, you don't want me…"

"Yes I…"

"No, no you don't. You want the idea of me. You want someone who will be the girl you want them to be. I don't want you. Someday you'll find that right girl but I'm not her. I only want to be your friend. That's all I can offer. I'm sorry."

"It's…its okay. I'm a little heart broken but I'll be fine."

Pacey stopped the car right in front of Joey's house. It was already dark outside so the lights from the house were easily seen. Neither of them dared to move. The radio was still on. What am I to you by Norah Jones was playing on the radio.

Yeah well if my sky should fall

Would you even call?

Opened up my heart

Never wanna part

I'm giving you the ball

When I look in your eyes

I can feel the butterflies

I love you when you're blue

Tell me darlin' true

What am I to you?

Pacey looked at Joey and smiled slightly before looking back at his steering wheel.

Joey licked her lips and moved away from the window.

"Um…Thanks for the clothes Pacey," Joey said softly.

"You couldn't put back on your wet clothes," he said turning towards her.

"Still, it was nice of you to give me some of your clothes," she smiled and he didn't smile back. "I'm sorry Pacey."

"About what?"

"About everything. I have been mean lately and I'm sorry. You didn't do anything wrong and I just snapped at you."

Pacey looked back at his steering wheel and there was silence.

"Do you want to know why I came in this morning?" he said looking back at her.

Joey shook her head.

"I was supposed to go to court this morning for my parents' divorce. My Dad was trying to get custody of me from my Mom so I had to go and tell a judge that I wanted to stay with my Mother. When I came downstairs today to get my suit my Mother told me that I didn't need to go anymore because my Father gave her custody for his chair. He traded his own son for a shity twenty year old chair. But that's not the thing that confuses me. The thing that confuses me is how I had managed to get everyone to hate me. My father, you, my brother, the people at school. I don't know what I did that is so terrible…"

"They don't hate you Pacey. I don't hate you," Joey said getting closer.

"They have a funny way of showing it."

"I'm really sorry about that Pacey. I'm not going to lie to you. I tried to hate you. I tried so hard but nothing worked. You kept me from hating you."

"Why would you want to hate me?"

"I was…I was afraid to get hurt again. When we were together you were able to get to my heart so fast. I never felt like what I did when I was with you with anyone before. You woke me up and I could have flown. But then we broke up. I know I ended things but I have never been so miserable. It got easier but when we kissed after that, the pain just lingered on. I thought that if I hated you then you wouldn't be able to get to me ever again. Obviously, it didn't work," Joey lowered her head.

"Jo, I was affected by the break up too. I was really hurt. You were the first girl to ever wreck me. In a good and bad way of course. But seriously, it was hard. And then those times we kissed, they made me feel worse. You gave me a taste of what I couldn't have and it made me want you even more. I regret how things ended between us but I can't change the past."

Joey opened her door. "I have never regretted anything so much in my life. I have to go," she said before getting out.

Joey walked around the car to Pacey's window.

"I want you to feel better Pacey," she said before leaning in a giving him a kiss. It was a soft kiss, sweet and short, and ended in a smile. Joey opened her eyes and touched foreheads with him. "This is goodbye Pacey," she said before walking away.

As Joey reached her door she felt a hand on her arm. She turned around to see Pacey holding onto her. "Pacey…"she whispered.

Pacey stepped onto the porch with her and cupped her face. His thumb wiped away a tear. Joey's hand grabbed onto his.

"Jo, I don't want to say goodbye."

Slowly, he leaned down and gently brushed his lips on hers. His other hand joined the one on her face and lifted up her chin more. Her hand let go of his and ended up around his waist, pulling him closer. They stayed like that for a while, letting the world pass them by because all that mattered was them.

Did you enjoy? I'll update as soon as I can. Please Review! Only two more chapters left…then sequel 