A/N - I am working on this and I will have the next chapter up as soon as I have finished a few more chapters to give myself a buffer and to organise my plot a little better . Thank you everyone for reading and taking the time to review. Also thankyou for forgiving the editing, which I might add, i didn't really do except skim over.

Chapter 10

Sitting here, on this lonely dock

Watch the rain play on the ocean top

All the things I feel I need to say

I can't explain in any other way

I need to be bold

Need to jump in the cold water

Need to grow older with a girl like you

Finally see you are naturally

The one to make it so easy

When you show me the truth

Yeah, I'd rather be with you

Say you want the same thing too

Now here's the sun, come to dry the rain

Warm my shoulders and relieve my pain

You're the one thing that I'm missing here

With you beside me I no longer fear

I need to be bold

Need to jump in the cold water

Need to grow older with a girl like you

Finally see you are naturally

The one to make it so easy

When you show me the truth

Yeah, I'd rather be with you

Say you want the same thing too

I could have saved so much time for us

Had I seen the way to get to where I am today

You waited on me for so long

So now, listen to me say

I need to be bold

Need to jump in the cold water

Need to grow older with a girl like you

Finally see you are naturally

The one to make it so easy

When you show me the truth

Yeah, I'd rather be with you

Say you want the same thing too

Say you feel the way I do

Id Rather Be With You - Joshua Radin

Hoping to catch Joey before his shift began, Pacey made his way into Hell's Kitchen. He offered a smile to Melanie as she stood polishing glasses behind the bar. Surveying his surroundings Pacey noted Joey's absence and sidled up to the counter opposite Melanie.

"Hey Mel, Jo not in yet?" Melanie shook her head. Noting Pacey's face fall she smirked at him. "What?"

"No-thing." She sing songed, turning to stack the polished glasses into the fridge beneath the bar, chuckling at Pacey's narrowed eyes. "She's quite the popular girl today" She spoke as she swiped the bar down with a wet cloth, Pacey's brows furrowed at her admission and tilted his head to the side.

"What's that mean?" He asked her. Melanie's jutted chin drew Pacey's gaze to the direction of a man sitting by the window, he eyed the man, exhaling as he recognised him. "Eddie right?" Melanie nodded.

"Yeah, his friend was asking for Joey." Pacey looked back to Eddie, noticing he sat alone.

"He left though, it's not the first time he's asked about her either."

"Who was he?" Melanie only shrugged, turning to pull at the overflowing bin liner in the corner. "He seems like he knows her though. Maybe they're dating?" Melanie tossed over her shoulder, catching the scowl on Pacey's face before she turned back and tied the bag off. "Watch the bar while I take this out?" Pacey nodded as Melanie moved off to the back and through the exit. Pacey frowned and looked back over to Eddie as he sat staring out of the window.

Moments late Melanie made her way back and sat beside Pacey, he leaned in to her and spoke. "Do you think she's dating someone?" Afraid of the answer, yet still feeling compelled to ask the question. Melanie laughed and shook her head, standing to make her way behind the bar once again to serve a burly man with a scruffy grey beard. After placing his drink down she moved back over to Pacey and placed her elbows on the bar, her eyes catching his and a serious expression now on her face.

"No. Jo and I have become pretty close. I don't think she's dating anyone. As far as I know Eddie was the last date she's been on." Pacey let out a breath in relief, unable to hide his appeasement at her statement. Shaking her head Melanie moved over to serve another patron. Pacey frowned as he watched Melanie while she gave him knowing looks. Pacey sat with a dejected expression as he waiting nursing a soda and waiting for Joey to start.

Pacey watched as Eddie stood from his stool and made his way to the door, he cast a look at Pacey, his eyes narrowed briefly before slipping through the glass entrance door and disappearing into the busy street.

Pacey had waited until the very last moment before he regretfully decided he needed to leave, Joey had called the bar to apologise that she would be late. He sighed and waved goodbye to Melanie before leaving Hell's Kitchen and heading for the fire house.

Pacey and his crew were first on scene to a house fire on Straitt Street. A large home set between two large homes of wealthy families. Pacey barked orders to his men, evacuating surrounding homes as he made his way into the blaze.

Smoke filled every and all available space, the fire looked to be started on the first floor where his crew was busy putting out the flames in the back where the kitchen was. Pacey made his way up the staircase which appeared to have not been affected by fire.

He searched each room, given it was almost midnight so the residents would certainly be in bed if they were home.

A woman stood bashing on the door of a bedroom frantically, trying desperately to gain access.

"Ma'am" Pacey called to her. "You need to get out." He said, tears streamed down the woman's face as she shook it vehemently.

"My daughter, she's in there..." Her eyes pleading with Pacey's. He turned to find Trent standing behind him and nodded to Pacey as he reached for the woman's arm. Trent was slowly able to coax the woman out while Pacey turned back to the bedroom door, he dropped his shoulder and put his weight into getting through. It took him a few attempts and he finally found himself in the bedroom of a teens bedroom, he looked around within the darkness, with only the streetlights to illuminate the room. The bed looked to be unslept in, Pacey looked around, in the walk in and the private bathroom, there was no sign of the girl. Pacey noted the window was open slightly. Pacey frowned and made his way back down the stairs. By now the fire had been put out and the surrounding neighbours were allowed back into their homes. Pacey removed his mask and helmet as the woman came over to him.

"My daughter?" Pacey shook his head.

"She wasn't there, perhaps she is staying at a friends place?" He asked. The woman frowned and shook her head.

"She would have told me, unless..." Her eyes narrowed as she thought about it. "She's with that boy." Pacey hid his smirk behind his water bottle.

"Well perhaps you might like to make a call to check for certain." Pacey motioned to the house "Because she is not inside."

Trent, Pacey and the remaining crew finished off work at the house on Straitt St before making their way back to the fire house.

Matt looked up from the paper to the sound of Pacey slumping his body down next to him in the common room.

"Hey Oz." He said, leaning back and closing his eyes.

"Hey Mate." He spoke, his eyes falling back to the article he was reading. Matt noticed the exasperated sigh escape from between Pacey's lips, his head thrown back and his eyes closed. Matt raised an eyebrow in question as he watched Pacey cross his arms and lean forward against the uneven table dejectedly.

Pacey looked to Matt and frowned at his friends amused expression on his face.

"What?" He asked him, pushing himself back to sit straighter in his chair. Matt shook his head at his friend, flicked his newspaper out and sat it back on the table, smoothing the paper out with his hands. "Matt?" He asked, waiting for further elaboration. Matt simply smile knowingly at his friend. "Am I missing something here?" He asked, Matt shook his head.

"Someone." He replied.

"Huh?"

"So, you ready for Saturday?" He asked Pacey, avoiding his question easily. Pacey's face paled momentarily while he swallowed visibly, nodding his head slowly. Matt regarded his friend in amusement, knowing while Pacey would not admit the leggy brunette occupied his thoughts on many occasion Matt could see through his friend's nonchalant facade easily. Pacey sighed as he attempted to ignore his friend's scrutinising gaze, he had hoped to catch up with Joey earlier to confirm with her the time they would be picking her up before the Ball. While he tried telling himself the only reason he wanted to see Joey was to confirm details for Saturday he knew deep down he simply wanted to see her.

Trying to hide his growing feelings for Joey was proving difficult. If Pacey were to be completely honest with himself his feelings were beginning to scare him, he had all these strong feelings for a woman he had never felt before, not even for Andie.

For a time he had thought Andie was the one, the one woman he was to spend the rest of his life with. Now when he could admit that he had stronger feelings for someone he barely knew it was overwhelming.

He had no idea what to do, he had feelings for someone who thought him to be a complete jack-ass, feelings that were most certainly unrequited.

Matt slapped him on the back knowingly, pulling him from his thoughts.

"You ever going to say anything to her?" He asked his friend. Pacey's eyes widened in disbelief and while he never expected his best friend would be oblivious he certainly didn't figure he himself to be so transparent. Matt chuckled at Pacey and shook his head, turning back to his paper to leave Pacey with his thoughts, to ponder his next move if he would infact make one. Pacey felt completely out of depth with his situation, he had never had an issue with women, Pacey Witter; friend to women. Joey's eloquent statement had certainly proven an apt description for him. Joey was different, she didn't fit into the typical mould of women Pacey usually associated with, she was almost an enigma for Pacey and he found himself more than only mildly intrigued.

Joey Potter filled his thoughts almost constantly of late, first he tried desperately to will them away, not willing to allow himself the luxury of possibly falling for someone. Eventually he gave up, knowing his attempts were futile.

He could think about Joey because he was not going to fall for her.

He was not going to fall for her so it was okay to think about her.

Matt kept an eye on Pacey, smiling to himself as Pacey pulled his cell from his pants and hit a saved number in his phone.

"To what do I owe the displeasure of your call Witter?" Pacey grinned into the phone, Joey's voice beautiful music to his ears. Matt looked up as Pacey spoke.

"Just wanted to hear your beautiful voice" He spoke, throwing a scowl toward Matt who offered his friend 'kissy' faces.

"Ha, i'll bet Pacey" Joey laughed uneasily, knowing that his compliments, while she knew he wasn't being serious still made her feel a little embarrassed by them.

"You sound disbelieving?" Pacey feigned shock "You know I think your voice is beautiful and you are a freakin' goddess who must be worshipped." Pacey grinned, Matt chuckled behind his hand and shook his head.

Joey coughed in surprise, there was a waver to her voice as she spoke which caused Pacey to shake his head at her. He still did not understand how she could be so self conscious about herself.

"Ummm, yeah okay Pacey. Look unless you had something you needed to say, um, I really need to get back to work." Pacey frowned.

"Er, yeah. Just making sure you'll be ready by six yeah?" Joey rolled her eyes .

"Yes Pacey, we've talked about this and I have spoken to Melanie too."

"Er. Right. Okay Potter, well see ya then"

"Yeah, see ya Pace."

Joey slipped her cell into the back pocket of her jeans and returned her attention back to cleaning the bar down, her mind wandered to the conversation and how differently their conversations were lately. Gone was the acidic, biting words. Now to be replaced with playful banter laced with hidden innuendos, mostly of a sexual nature.

Joey didn't quite understand why Pacey was acting the way he was lately, Pacey insulting her and being the all time asshole she thought him to be was not what she wanted, but it was what she had become used to. Pacey being sweet, caring and flirting with her?

That was disconcerting, she did not know how to react to that. Most of her knew he was only doing it because he knew it made her uncomfortable and for some twisted reason it appeared to amuse him to see her squirm.

That's all it was, it was not as though he truly found her attractive. Not someone like Pacey who was quite possibly the most attractively sexy man she had ever laid eyes on, a man like Pacey would never find someone like Josephine Potter attractive or desirable.

She knew that.

She had known that for years, Adam had explained it to her.

Adam had told her that she was awkward and shy. She was too tall and too intelligent. Guys did not find that an attractive quality, he said she wasn't completely hideous but she certainly wasn't someone a guy would take a second look at, she was average.

Men didn't want average. They wanted sexy, and she was not sexy at all.

Joey spent the remainder of her shift making drinks and joking with Melanie. The shift was busy, with quite a few out on the town.

"He was here waiting for you, you know?" Melanie spoke off handed, watching carefully for Joey's reaction. Joey shrugged and looked at her friend.

"Who?"

"Pacey." She answered, noting the smile tugging at the corner of Joey's lips.

"Oh. He rang earlier, just making sure I wasn't backing out of the ball no doubt." Joey flipped her hand about with indifference "I mean otherwise he'd have to go with Lacey." Joey lifted her eyebrow in amusement. Melanie chuckled at how both Joey and Pacey were trying to hide what they felt for the other.

The tapping of fingernails on the rich wooden surface of the bar caught Joey's attention.

"Hey Joey."

"Hey Eddie, how you been?" She asked, offering her one-time-nice-date a genuine smile.

"Good, you?" He asked her, smiling back. Joey shrugged. "can't complain, what brings you out?" She asked him.

"Catching up with my cousin from Pennsylvania." Eddie motioned to the small table by the window, Joey looked over to the man sitting.

A solid lump formed in Joey's throat as all of the moisture left her mouth. Joey could feel her heart beating within her chest at the sight of the man from her past, a man she was desperately trying to forget ever existed. "Joey, you okay?" Eddie asked her with concern, his eyes flitting between her and his cousin at the table behind him.

Joey's only response was a brief shake of her head in disbelief as she retreated to the back room, desperately trying to find air as she opened the door to the store room and flinging the back door open. Joey could feel the contents of her stomach threaten to make an appearance out in the dimly lit alley behind Hell's Kitchen. She leaned against the rough brick exterior of the bar, her eyes closed. She hadn't been there long when the door opened an a concerned Melanie poked her head out.

"Jo?" She asked her with caution. "You okay?" She asked.

"How long has he been here?" Joey questioned, mostly to herself. Melanie shook her head in confusion.

"Who Jo?"

"Adam." Joey pushed her self off the wall and made her way to Melanie. "He was sitting with Eddie." Melanie nodded.

"Err a few weeks at least Jo." She said.

"What?" Joey asked in disbelief. Melanie made her way back to the bar and began to pour a drink for a patron, she shrugged. "I mentioned it to you before yeah?" Joey chewed on her lip in recollection before finally nodding.

"Yeah you said a guy came in looking for me a couple of times." Joey's eyes roamed the crowd, noting he was no longer sitting at the table. " You said an average looking guy with beady eyes was looking for me." Joey smirked. Melanie grinned.

"Well, I mean he is average Jo, I'm comparing him to guys like Matt, Pacey and Jack." Joey nodded her agreement, looking around the crowd. "He left." Melanie spoke, sliding a glass down the bar. Joey let out a breath in relief, her shoulders visibly dropped as her body relaxed. "Who was he?" Melanie didn't want to pry but clearly his presence had upset her friend. Joey shook her head and finishing a drink order before turning back to Melanie, not knowing if she really wanted to get into it with her.

"Someone from my past, someone I really wish would just stay there." She said, tucking a strand of hair behind her ear and turning back to the small group who had gathered around the bar waiting to be served.

Pacey Witter and nervous around women did not go synonymous, they really didn't. Pacey was never nervous around women, ever. Not Tamara Jacobs; his high school English teacher. Not Sara Martyn the stripper down in Florida. He could talk to women easily, he could charm them and flirt with them like it was second nature to him.

Because more often than not, it was.

Women didn't make him nervous.

Josephine Potter, however, was something else entirely.

Pacey sat, waiting for Jen, Jack and Joey to arrive and join him for lunch.

It was Saturday and Pacey was nervous.

It was only lunch and he began to wonder; if he was nervous now how was he going to be later when they would attend the Auxiliary Ball. Pacey was beginning to feel nauseous and wondered if maybe he should just call the whole thing off, bow out now.

Pacey's head snapped up to the sound of Joey's laughter as it sounded through the cafe. Pacey knew he was in big trouble, he was slipping deeper and deeper and while he knew he couldn't get out he also wasn't sure he wanted to. He had never quite lost his footing this way, not so quickly and not so completely.

Joey was grinning at Jack and Jen was rolling her eyes, a trait she had inherited from Joey along the way. Pacey found himself smiling as the trio approached. Trying desperately to ignore the flutter of butterfly wings within, taking flight because of nerves or perhaps as he was in close proximity to the leggy brunette with the acidic tongue.

Jack clapped Pacey on the back heartily in greeting, Jen leaned down to place a soft kiss on Pacey's cheek, licking her thumb and wiping the lipstick off his skin cheekily. Pacey looked over to Joey and smiled, a smile of genuine affection he kept only for her, not that he would outwardly admit it. Joey's reply was a soft 'hey' as she tucked an errant lock of hair behind her ear.

Pacey noted she wore her usual Worthington t-shirt and a pair of jeans. Her hair pulled back loosely in a ponytail at the nape of her neck, strands of chestnut strands escaped the band and framed her face. Pacey allowed himself to exhale a breath in satisfaction. Even when she was wearing casual, almost sloppy attire, void of make up and perhaps only mildly enthused effort of pulling a brush through her hair she looked devastatingly beautiful.

She was mostly definitely the kind of beautiful to give you butterflies.

Once everyone had exchanged greetings and sat themselves down they were able to slip into comfortable conversation. Jen and Jack both talked about their jobs at a new trendy restaurant downtown, lucky for them the management of Soleli was in the mood for a two-for-one deal. Jen was hired as a hostess and Jack tended the bar. Joey frowned at them and said she should have applied for a job but would have to put up with sticking with the ruffians who frequented Hell's Kitchen. Pacey gave her a pointed look and she grinned at him devilishly with a glint in her eye.

Topic of conversation moved to the inevitable end of summer and the approaching last year of their college experience. They sat and allowed the appropriate amount of silence to mourn the loss of the summer, they would start up back at their respectable colleges in two weeks time.

Pacey simply shook his head, he would think they would be excited to get into the last year of college, knowing it would all be over with soon. Clearly he was missing something, never having the college experience he surmised might be half of the issue, and the other half could be because he hated high school so much he didn't even finish so he was hardly going to get all teary over missing out on college, he was more than happy to work and leave the academics to those more inclined.

Joey noticed Pacey looking at her with a look of adoring amusement, her cheeks flushed and she attempted to hide it. Pacey smiled at her and the pink staining her cheeks deepened. In an attempt to gain control of the situation, however fleeting Joey turned to Pacey.

"So, excited about tonight?" She surprised herself with an unfaltering voice, Pacey however coughed and thumped himself in the chest, took a drink from his glass of water in the hopes of stalling. Joey eyed him hopefully, with an eyebrow raised and a small smile of uncertainty.

Pacey swallowed the lump in his throat and grinned widely, finally able to regain his faculties. "I have been waiting to see you dressed up for months Potter." He winked, he hoped she understood he was trying to come across as lighthearted, in doing this she would not see the complete and utter truth behind his words. Yes he was looking forward to the Ball but it was not to see her dressed up it was simply to spend time with her.

Joey smiled and chewed on her lip nervously, Pacey smiled back.

In that one moment the world may have dropped away and left them as the only two remaining. Joey could feel her heart beating in her chest and wondered if Pacey could hear it, the thumping sounded almost deafening to her.

The group of four continued lunch, slipping into easy conversation as they spent the early afternoon together. Jen stood and gripped Joey by the wrist, jerking her unceremoniously to her feet and earning herself a death glare only Joey Potter could deliver.

"Time to get Cinderella ready for the ball" She spoke to Pacey and Jack, ignoring the red flush staining Joey's cheeks. Jack chuckled and shook his head, P{acey only smiled and nodded his head as he stood.

"I actually need to to go and pick up my tux." He spoke as they made their way out of the cafe.

Pacey and Joey stood awkwardly on the sidewalk.

"I'll see you tonight" He said, Joey nodded and turned to follow Jen and Jack. Pacey stood watching Joey move off down the street before finally turning and making his way up the sidewalk in the opposite direction.

Joey stood in the doorway to her bedroom, wrapped in a towel, her hair hung down her back dripping onto the floor below her. She eyed the dress that lay on her bed, an overwhelming wave of nausea came over her. Joey shook her head in disbelief, what the hell was she doing?

Joey moved to the bed, fingering the soft fabric of her dress, never in a million years would she have ever thought about wearing something like this, let alone purchasing it. She wasn't herself where Pacey was concerned, when she thought about Pacey or the way he looked at her it made her feel desired, even if she knew he was doing it to humour her.

He didn't really find her sexy or desirable, she knew that; deep down.

Lost to her own musings she jumped as a hand rest upon her shoulder.

"Fuck!" Joey yelped, clutching at her chest.

"Sorry" Jen grinned, unapologetic. "I think we should work on getting your hair dried first, oh I picked this up for you too." Jen grinned, holding up a set of red, barely there lace bra and panties for Joey. "I know you wont be able to wear the bra, but you can save that for another time." Joey stood in silence, her eyes wide like a deer caught in headlights.

Joey did not own lace panties, or lace anything. Joey wore black or nude underwear and nothing else, no lace, no bows or other risque embellishments. Jen was now standing with her eyebrow raised holding out her Victoria's Secret purchase. Joey worried her bottom lip with her teeth before reaching out tentatively for the matching set. She sighed, knowing there was really no point in arguing, Jen would not have a word of it.

Joey spent the better part of three hours allowing Jen to poke, prod and manipulate her physical form under the guise of primping and not torture as it felt to Joey. Joey stood before the full length mirror in her bedroom and regarded her reflection.

Joey smoothed her hands down over her dress, erasing invisible creases down her sides to the outside of her thighs. A rich red, the neck line was respectable, the back however dipped low, dangerously low, an inch or so lower and a bra would not be the only underwear forfeited.

Her hair pulled back into a low pony tail on the side, it's strands fell in large curls over her left shoulder. She wore makeup, an alien concept to her save for a colourless lip gloss or chapstik. Her eyes made up of smoky greys perfect for evening and her lips a sexy shade of very berry.

It was thrilling to see herself like this, even if it was for one night. She did see herself for what she really was, a clueless woman simply playing dress-up. To Joey, a stranger looked back at her.

Joey felt the moment her heart stop, coincidentally it was the same time the door bell rang. She was fastening the buckle on her strappy red heels, praying to a higher power she get through without breaking her neck when Jen's head grinned at her from the doorway, Joey's head snapped up at Jen's voice.

"Your date's here." She beamed, Joey tried to hide her smile, wanting to roll her eyes and groan at her friend, not wanting Jen to know how excited she really was. Jen smiled at Joey knowingly, Joey's attempt at indifference not holding up one iota. Joey took a breath and followed Jen into the hallway and down the stairs.

The sound of footfall on the stairs pulled Pacey's attention away from the scuffed and worn floorboard in the entrance. He stood with his hands thrust deeply in his pockets, an act of casualness he hoped. In truth he was nervous and he had needed to stop his hands from fidgeting somehow.

Pacey rocked on his feet waiting.

It was Jen's chuckling which drew Pacey's attention to the top of the staircase, she was chuckling over the absurdity of her two friends, of how they were both acting like nervous teens dipping their toes into the dating pond for the first time.

Pacey's mouth fell open, his throat felt dry and the lump in his throat had swelled to epic proportions he thought he would choke. He watched Joey move with slow and deliberate steps, holding the skirt of her dress up away from her descending feet. Her brows knit in concentration as she made her way down to where Pacey stood; stunned, speechless and un-Pacey-like.

Jen watched with amusement and secretly longed to be sharing this event with Jack, who had to work that night.

Joey moved toward Pacey, her bottom lip caught between her teeth, she brought her hands up to play with her hair, pushing back imaginary strands as she stood with doubt. Pacey, still speechless managed to close his mouth, take a breath. Before he could comprehend speech, Joey spoke.

"I knew it. I look ridiculous. I'll go change. I'll, um." Joey could feel the tears well in her eyes. "Maybe you should just go without me." She said finally.

"What?" Pacey choked out finally, his eyebrows gathered in disbelief at what Joey was saying. "Jo, you- you look-"

"Like mutton dressed as lamb." It was a statement, she didn't bother asking Pacey a question she clearly already knew the answer to. Pacey's eyes widened and he shook his head.

"No Jo. God no. You are breathtaking Joey, you are stunningly beautiful and you have left me speechless." He smiled playfully. "Which, I might add Potter, is no small feat." Joey, pausing in mid retreat, stared at Pacey in surprise. Now swiftly bare and speechless her mouth dropped open, noting the softness in Pacey's eyes she allowed a lopsided smile to slowly tug at her lips and light her face up with elation.

Pacey took a tentative step forward and held a single red rose out from behind his back. Joey took it shyly and allowed her eyes to roam over her 'date'. Pacey wore a black tuxedo, white shirt with wing tip collar and a black silk bow tie. His hair, recently trimmed and he was freshly shaven. Joey could feel her heart fluttering in her chest, he was incredibly sexy, while she had admitted to herself on numerous occasion he was the real word recreation of Adonis; tonight was different.

Tonight he was with her.