Lilly had went after Oliver the previous night and headed home with him. Miley spent a lot of time with Ryan and they got along pretty well. Lilly had an okay time with him but was happy that he had hit it off with Miley. They even planned on going on a date.

Miley's cell began to ring.

"That's the Hannah phone isn't it," said Lilly excitedly.

"Yes, but I'm answering it," Miley replied but it was already too late.

"Hannah Montana line, Lola speaking," Lilly said happily into the phone. Miley rolled her eyes.

"Jojo! Of course I'll let her know, she'll call you back but I'm sure she can make it bye," Lilly spoke eagerly.

Lilly hung up and screamed. "Lilly who was it what did she say?" Miley asked her over excited friend.

"That was Jojo and she along with other celebs are going to a benefit concert, whatever that is, and you're invited to be in it," Lily told Miley.

"A benefit concert is a concert for charity," Miley explained, "It sounds like fun I'll let her know I'm going."

Lilly grinned at Miley. "You can come, Lola," Miley said.

After Lilly danced excitedly around the room, they headed to the beach.

Miley and Lilly were sitting at Rico's and Miley realized she grabbed the Hannah phone instead of the Miley one. So she headed back to her house. Meanwhile Oliver came over to Lilly.

"Lilly!" Oliver called.

"Oh, hey Oliver watsup?" Lilly asked.

"On Thursday do you want to go to the carnival?" Oliver asked. Since Miley usually had concert rehearsals on Thursday nights, Oliver and Lilly made it the night they hang out together, just the two of them.

"Sure, sounds good," said Lilly, "Miley should be back soon you want to hang out with us."

"I wish, my evil little cousin is coming and I have to baby-sit him," Oliver said.

He headed home and Miley returned.

"I called Jojo, and told her Lola and I would be going to the concert," Miley said.

"Awesome," said Lilly, "When is it?"

"Thursday," Miley said.

"Sounds good," Lilly said not realizing she had just made plans with Oliver.

Thursday came sooner than Lilly expected and she was getting ready for the night when her phone rang.

"Hello?"

"Hey Lilly, its Oliver, so is your mom bringing us or we meeting at the fair?"

"Wait, that's tonight," Lilly said.

"Yea, did you forget?" Oliver asked.

"Oh, no of course not and I'll meet you there," Lilly said nervously, "bye!"

Lilly didn't know what to do. Miley would be coming any minute to pick her up. Then she remembered the carnival wasn't that far from where the concert was being held. Maybe a block or two. She could make it back and forth on her skateboard. She hoped.

She heard the limo honk and almost fell off her bed. She grabbed her purple wig and headed toward the door.

When they arrived she began to act antsy. "Lola," Miley said motioning to Lilly.

"Hello?" Miley said again but her friend was preoccupied.

"Lilly!" Miley exclaimed.

"Huh," Lilly said.

"Are you alright cause you look like you're about the throw up and I paid a lot for this outfit," Miley said.

"I'm just cold but I left my jacket in the limo," Lilly said, "I'll go get it!"

Lilly ran to the door and went to the limo she pulled out her skateboard and took off her wig and headed to the carnival.

Oliver stood in front of the carnival checking his watch.

"Hey Oaken!" Lilly yelled to her friend. Oliver smiled.

"I thought I was going to be stood up, you want to buy some tickets," Oliver said.

"I left my money with my mom, I'll go catch her before she leaves," Lilly said as she ran and then skateboarded back to the concert.

"You can borrow mine," Oliver called after her.

Lilly got her wig and hid her skateboard. She headed inside to find Miley.

"Lilly, there you are," Miley said, "I've been looking everywhere for you, where's your jacket?"

"My jacket?" Lilly stammered. "I ran so fast I heated myself up and I didn't need it."

"Whatever," Miley said not wanting to know what she was up to.

"Hannah!" called a girl who was now coming toward them.

"Jojo, how are you," Miley said hugging the girl.

Lilly's mouth dropped.

"Hey, this is my friend Lola," said Miley nudging Lilly.

"Hey, how are you?" Jojo asked.

Lilly just stood there. "Say hi Lola," Miley whispered to Lilly.

"Hi Lola," Lilly said.

Lilly was having so much fun meeting Miley/Hannah's friends backstage she almost completely forgot about Oliver.

"Omigosh its Jesse McCartney!" Lilly said excitedly.

"Now Lola, don't go crazy like you did with Orlando just stay calm," Miley said to her overexcited friend.

"Hi Hannah, who's your friend?" asked the young star as he held out his hand to Lilly.

"I just touched Jesse McCartney's hand," Lilly said.

"So much for being calm," Miley muttered.

"Well I better go I'm up next and there's a crowd coming from the carnival a couple blocks down," Jesse said.

"Okay, bye Jesse," Miley said.

Oh no, Oliver! Lilly thought.

"I got to go use the little girls' room, bye!" Lilly said as she ran away.

"But the bathrooms that way," Miley pointed out to her.

Lilly headed out and grabbed her skateboard and rushed to the carnival.

"Lilly I've been waiting you for a half an hour!" Oliver yelled to Lilly.

"I know I'm sorry," Lilly said guiltily.

"Where have you been?" Oliver asked.

"And why are you wearing that wig?"

Lilly just stood there not sure how to answer his questions.

"So this is where you were running to," Miley said from behind Lilly.

Lilly turned around.

"What's going on?" Oliver asked.

"Yea Lilly tell us," Miley said.

Lilly took a breath. "Well Oliver asked me to go to the carnival but I had already made plans to go to the concert with Miley and it was the same night and I didn't want to say no to Oliver because I made such a big deal about spending time together but I really wanted to go to the concert and I'm really sorry to both of you."

"So do you forgive me?" Lilly asked hopefully.

Miley and Oliver looked to eachother.

"Look its Hannah Montana!" yelled a voice.

Soon a crowd of screaming fans went toward Miley. They three ran and headed to the concert by the time they got there the security guards took care of the fans.

"Now that we're all safe," Miley said from her dressing room, "Lilly why didn't you just tell us."

"I wouldn't have minded," Oliver said.

"I know it was stupid and I'm really sorry," Lilly said.

"I understand if you two never talk to me again," Lilly began putting her head down.

"Even though I am truly sorry and would never do it again," she continued.

"I'm leaving after apologizing with all of my heart," she started walking slower.

"We forgive you," Oliver and Miley said in unison.

"Geez it's about time I was almost at the door," Lilly said.

"So do you want to go to the carnival with Oliver or stay here at the concert," Miley asked.

"I have a better idea," Lilly said with a smile.

Oliver and Lily watched Miley from the audience. It was a small place and they sat at a table near the stage.

This is the life

Hold on tight

This is the dream

It's all I need

Never know where you'll find it

I'm still taking my time yeah

I'm still getting it right

This is the life

"WOOH!" Lilly cheered. The audience clapped. Oliver yelled, "Go Hannah!"

Oliver and Lilly took there seat.

"Time to get this benefit concert pumped up," said Miley into the mike

Hey get up, get out pumping up the party now

Oliver turned to Lilly. "Care to dance," he said jokingly.

"Love to," she said and they joined others on the dance floor.

At the end they met up with Miley backstage. While Lilly waited for Miley. She talked to Oliver.

"Lola I like the purple hair, its cute," Oliver said.

"Thanks total and complete stranger," she said.

"Look I got you something back at the carnival," Oliver said pulling something out of his jacket. It was a small stuffed bear. About the size of the palm of her hand.

"I was trying to win the big puppy dog but I lost," said Oliver.

"But I got this instead and I hope you like it," he said hopefully.

"I love it," she said. She said goodbye and got into the limo with Miley.

"Hey what's that," Miley asked pointing to the stuffed bear.

"Oh just something Oliver won for me at the carnival," Lilly said.

"Oh," Miley said giving Lilly a smile.

"If your thinking what I think your thinking you're wrong," Lilly said.

"Who said I was thinking anything," Miley said.

Lilly playfully punched Miley.

Then she looked back at the bear. She thought of Oliver and smiled. What was she thinking?