.:7:.

"Thank you so much for helping me study, Cody," Sadie said, closing her history textbook. She smiled a little, resting her hands atop the book, tapping her fingers. "I swear, I'd fail if it wasn't for you."

"Well, you won't know until you take your test," Cody politely reminded her.

Sadie shook her head, still smiling and said, "No, I know. History's not my best subject. I'm terrible at it. The only way I've been able to pass is because of someone else helping me study." She rolled her eyes. "Drew hasn't been any help lately, not that that's any surprise. And you know, Zack used to help me study…"

As she trailed off, Cody had to try hard not to let his sarcastic thought, You sure you studied? escape his lips. That would've been rude and the last thing he needed was to be rude. She'd asked him, honestly, for some help and he gave it to her. He didn't need to be snarky about it. Still, Zack was his brother and despite being the younger brother, he was protective of him. Sadie's already done enough damage to him and his reputation, she didn't need to be around more.

But…she'd asked him repeatedly for help to study and he didn't like to turn anyone down and even more tutoring would look good on his applications, especially for the internship he was going for. Besides, he believed in the adage of keep your friends close and your enemies closer, the more he could keep an eye on her, the less likely she was to mess with Zack again.

Sadie must've noticed Cody's uncomfortable silence for she cleared her throat and sat up straight. "So, I'll let you know what grade I get. But I think it'll be fine. Better than how our planning for this dance is going, anyway," she said.

The mention of it made Cody roll his eyes. Zack's idea for another homecoming had been popular, but logistically, he knew it wasn't going to work. Not enough money, not enough people who would come back, it was too cold to get dressed up. However, he did agree that the idea of putting an event somewhere around a day where all the sports teams had a home game was the best way to get people there. There'd be enough students and parents around.

"Even with all the stuff that Zack thinks we should do, I don't think it would work," Cody said slowly. He stretched out his legs beneath the table and crossed them at the ankle. He looked around the library though, knew no one else was there. The librarian had let them stay late after his basketball practice, she always had a soft spot for him. "We could always put a cover charge on the stretch of home games we've got coming up; boys' and girls' junior varsity and varsity basketball and the swim teams…there'd be enough people there. I'm just not sure how many people would go for it."

"How much would it bring in?" Sadie asked.

"Five dollars a person could do bring in a good chunk of money we need for our senior trip," Cody relented after a long moment of silence. "But that's for lodging. We'd still need transportation and that'd be a lot."

"Okay, so…" Sadie rested her chin in her hands. "What if…" she tilted her head and scrunched up her face. She rhythmically drummed her fingers on her cheeks. Cody watched her movements, suddenly noticed the gentle curves of her cheeks and eyelashes. She was attractive, he knew why Zack had gone out with her, yet there was something familiar about her he couldn't quite put his finger. "What if we…"

Then her eyes lit up and she slapped her hands to the table, making him jump. "What if we did a beauty pageant?"

Cody's eyebrows shifted together, causing a crease in his forehead. "A beauty pageant?" He repeated.

"Yeah! It'd be brilliant!" Sadie reached out and grabbed onto Cody's hands. "Think of it! We've already had you boys dress up and be bid on, why not have the girls do a beauty pageant? We'd do hair, makeup, gowns, swimsuit, and personal interviews like all the real ones! And then we'd have tiaras and crowns and sashes and stuff for prizes."

Cody felt his upper lip start to curl as it always did whenever beauty pageants were mentioned around him. He could still remember how itchy the wig and pantyhose were. Not to mention, he did find it a little bit demeaning to women. Zack, their dad, and many other men drooled over the beauty pageants that were broadcasted on TV.

"I don't think the teachers would like to have a swimsuit competition at school, Sadie," Cody said slowly. "Or the parents, for that matter. The last thing we need is for the parents to descend on the school. And having it be focused so much on beauty, I'm not so sure about."

"That's what the talent and interview section is for," Sadie continued. She squeezed Cody's hands and gushed, "There's more to girls than the way they look and that proves it. The winner would be crowned Miss. Cheevers. And Mr. Forgess and Miss. Tutweiller can be the hosts and other teachers, or maybe even students can be the judges. What about the president of every class?"

Cody listened as Sade continued to speak rapidly. "I mean, if we were ever going to do this we'd need to get Mr. Forgess' permission." He looked down, noticing Sadie's hands clasped against hers and pulled his back. He almost had to force her to let go. Her nails scratched over the skin on the back of his hand, causing raised welts. "And I sincerely don't think he'd say yes."

"You won't know until you try," Sadie insisted. She clasped her hands together. "Please, can I talk to Mr. Forgess about it? Please? Please? Please?" She fluttered her eyelashes.

Cody held up his hands, leaning back. "Okay, you can ask, but don't hold your breath about it."

Sadie squealed, leaping to her feet. "Oh, thank you, Cody!" She leaned over and gave him a tight hug. "I promise I'll let you know as soon as he says something. Bye! And thanks again!" She swept up her books and flounced from the library.

Gathering his things, Cody shoved them into his backpack then pulled out a moist towelette from the front pocket. He wiped it down over his neck and arms, then in his armpits before running it over his hands. The price you pay to be nice, he thought. Never come between a man and his personal hygiene habits. He'd missed out on taking a shower after basketball practice and he was certainly not going to skip out on one before going to Crystal's house to go swimming with his friends.

Plus, he needed to disinfect the wounds Sadie no less gave him. Funny how much it looked like she was making a mark on him.

Max backed away from her locker, tucking her basketball under her arm. She had all her things together, after doing a quick check. All she had to do was get back home, take a shower, then head over to Crystal's house to go swimming. That's what she kept telling herself all day. She had to get through classes, practice, and then she could hang out with her friends.

Anything to take her mind off…no point in dwelling on it now. What's done was done, and it really was a good thin, right? Yeah, right, Max, how many times does someone get rejected from college and think it's a good thing? With a sigh, she closed her locker door and took a step back to drop her basketball into her backpack.

"What are you still doing here?" Max looked over to see Drew walking her way, his own basketball tucked under his arm. He looked her up and down as he approached. "Aren't you and your band of losers usually gone by now?"

"That's where I'm going," Max said. She cradled her ball against her stomach and regarded him with a raised eyebrow. "What are you still doing here? Planning a senior prank?"

"Maybe," Drew replied. He lifted his chin, so far that Max could see up his nose. "I've had things planned for a while now and you know I've got the money for it."

Max felt her temper flare as soon as the word 'money' was mentioned. Of course, money was the crux of everything. She should've understood that from the very beginning. "And, of course, you always have to brag about it, don't you? You know no one cares how much money you have, right?"

The corners of Drew's lips pulled back, eyes lighting up with mirth. "What's the matter, Max? You look like you just lost your best friend."

"What do you know about best friends? All of yours only care about your money. Some friendship."

"Well, money makes the world go 'round and all that." Drew spun his finger in the air and rolled his eyes. "I can't believe you guys don't understand that yet." He took a step closer to her. "Or did Ringworm break up with you?"

"His name's Tapeworm," Max reminded him.

"Whatever. I'm just saying when you get bored with him you could always go out with me," Drew drawled. He leaned against the lockers next to her and reached out, tucking her hair behind her ear. "I've certainly got more to offer than Ringworm does and I can get you whatever it is you want."

Max shoved Drew's hand away from her ear then thumped him hard on the chest. "Get away from me, you creep!" She jabbed him in the chest with her fingertip, causing him to back away, holding his hands up defensively. "You have nothing I want."

Drew smirked and violently grabbed his crotch before thrusting it towards her. Max recoiled and threw her basketball at him. He held up his to knock it out of the way then reached out, grabbing her wrists. "Oh come on, you know you want me." Max hunkered down and struggled to pull backwards from his grasp. Drew's face suddenly screwed up into a grotesque mask and the tightened his grasp around her wrists, making her cry out in pain. "You stupid bitch! You've already gone through half your little friends, what makes me any different?"

Max shot up her foot and kicked Drew between the legs, making him drop to his knees as he groaned in pain. "Having class, Drew." She stood over him and grabbed him by the front of his t-shirt. "If you ever touch me again, I swear I'll knock your teeth out," she growled.

Drew merely laughed and, shakily, got back to his feet. He grabbed his ball and bag and walked away. Max sighed, turning to press her back against her locker. She closed her eyes, tilting her head back, bringing up her basketball to press against her forehead. She had no idea what he'd done to get Drew's attention on her but it certainly was the last thing she wanted. Things were much easier when all he thought her of was a nerd and a nerdy boy at that. Ever since last year when she broke up with Zack he'd done nothing but bother her.

As if she'd want to go out with him. What a joke! And yet he kept continuing to come after her…

"Are you okay, Max?"

Max opened her eyes at the sound of Cody's voice and smiled, lowering her basketball from her face. "Just, thinking," she said. "Of some of the new plays we're working on for our team. We've got a good lock to get to the state finals and I'm sure we can win. It's just…" she laughed nervously. "A lot of pressure you know? Being captain and everything."

"Co-captain," Cody reminded her. "Semantics matter."

"Yeah, and Crys would kill me if I didn't give her her props," Max added. "She's amazing and has helped me more than I could ever imagine." Especially after the last few weeks, Max thought. She froze, seeing Cody bend down to pick up something from the floor, instantly recognizing it. Her heart sank as he looked over the logo and the top sentence on the page. He glanced at her and quietly handed the paper to her.

"I didn't mean to read it." His voice was laden with sincere apology. "I just…I wasn't sure what it was. I'm sorry, I…"

"You don't need to apologize," Max said. She blew out a long breath of air, her bangs flying off her forehead. "It's not your fault I didn't get into UMass." The moment she said it out loud, a crushing weight moved through her body, forcing her shoulders down and a lump in her throat to form. "It's not anyone's fault other than mine. I guess I was just…too stupid to go." Tears came to her eyes, no matter how hard she tried to keep them at bay.

"No, Max, you're not stupid." Cody quickly moved to Max's side, looping his arm around her shoulders. "You're one of the smartest people I know. If UMass didn't take you, then they're crazy. You have the grades and the extracurriculars—"

"—Yeah, and that doesn't mean much." Max wiped at her eyes and sniffed. "Even if I got in, it's not like I could afford it anyway. We don't have the money, I'd need a lot of financial aid and after that…" She trailed off, noticing Cody move to her front and look her in the eye.

"You've thought of this before," Cody surmised. "About being able to go. You really wanted to go."

"I've had enough time to think about it," Max said. "I…uh…I got the letter weeks ago. I still haven't told my mom and dad." She sniffled and folded her arms. "I took it from the house before they could see it. But they won't stop asking me and I don't know what else to say. I haven't applied to many other places and I don't know what to tell them. Or what to tell Tape or our friends…"

"You don't have to tell them anything until you're ready," Cody reassured her. He grasped her shoulders, gently rubbing them up and down. "But you really do have to think about how where you're going to go from here."

Max let out a humorless chuckle. "I'm not going anywhere, remember?" The tears came back to her eyes once more and as hard as she tried to keep from bursting into tears, they slipped down her cheeks. Her shoulders shook and she pressed the heels of her palms to her eyes. It wasn't just the whole college thing it was that and Drew and…how badly he scared her and how she could still feel his hands on her. And how badly he continued to make her feel about what had happened with her and Zack and…

Everything.

Just everything.

Cody winced, realizing his mistake. He rubbed Max's shoulders. "Max, I'm sorry."

She tried to say, 'it's okay' in response but continued to cry. Every time she opened her mouth she found herself unable to form any words. The sounds of her quivering sobs came out until she dropped her head and started to cry. Cody quickly wrapped his arms around her, hugging her tightly. Max moved her head under his chin and snuggled into his embrace. She wanted to tell him everything that was going on but couldn't allow herself to do so.

It hurt too much.

It took a half hour for her sobbing to subside down to small whimpers. Then it stopped all together. Cody reached up and wiped her tears away before giving her a hug once more. "If there's anything you need to me to do, even if it means writing a strongly worded letter against the guys that didn't let you in, let me know."

Max laughed quietly. "I don't know, maybe you can help me get a basketball scholarship or something."

"As long as I can help," Cody agreed. He shoved his hands into the pockets of his jeans. "As long as I'm able to help someone."

Max dabbed at her eyes. "Zack still?" Cody nodded. "Ah, Cody, you know he can get really stubborn about this sort of thing. It's not you that's the problem." She ran a hand through her hair, gently pulling her ponytail. "Even I had trouble getting him to open up."

"It's not that, it's…he told me that Mr. Forgess and Miss. Tutweiller don't really think he can get into college and it's really taking a toll on him. I mean, people have told him that before but he's—"

"—Always brushed it off?" Max chuckled at the irony. "Who would've thought me and Zack would've ended up in the same position."

Cody tilted his head as he looked at her, eyes filling with concern. "Max, you're going to go somewhere. I promise." He reached out and grabbed her hand, squeezing it tightly. "I know you and I haven't been close over the years but I see a lot of good things coming your way." He dropped her hand and thought for a moment. "You know what we need right now?"

"A touchup of makeup?" Max asked, dabbing at a spot of mascara that trailed down her cheek.

"No, to go swimming," Cody said. He smiled warmly. "It's the weekend. We need to some time to sit back and relax, right? Not worry about so much stuff all the time."

Eyes widening in surprise, Max took a step back and looked Cody up and down. His face was the same. The way he carried himself was the same. But with his dyed black hair—which she was surprised he kept up with—and his less academic clothing style he certainly looked different. But with this new attitude added on top?

"Who are you and what you done with Cody?" She asked him.

Cody smiled. "I'm trying to change a little bit, remember? Who says Cody Martin can't turn off his academic brain over the weekends?"

"You," Max pointed out. "You haven't taken a break since the day you were born. When you first moved here you had all of your homework assignments up until college worked out." She placed her hands on her hips. "And already had your bid for being school president and how did that turn out again?" She tapped her finger against her chin.

Cody smirked back at her. "You taunted me, I won and I'm still president in high school, too."

"Oh yeah." Max smiled sheepishly then smoothed her hands over her hair. "Cody, honestly, thank you for what you said. I'm still bummed but, I'll figure out something to do. Right now, let's just have fun. But, please don't tell Tape."

A grimace erased Cody's smirk. "Max, he's my best friend, I can't lie to him."

"I'm going to tell him, Cody, just not right now. He's already gotten into MIT early decision, I don't…I don't want him to pity me or anything."

"Well, if I know Tape as well as I think I do he won't. But if you don't want me to say anything, I'll keep quiet." He tilted his head back down the hallway and held out his arm. "Let's go swimming." Max smiled and looped her arm through his. Scooping her backpack off the ground the two walked out of the school and towards the bus stop. When the bus arrived, they climbed on.

Max looked over as Sadie climbed on and moved to the very back, pulling out a notebook and started to scribble in it. She looked up and smiled towards Max—which looked very much like a smirk—and went back to her writing.

Lifting an eyebrow, Max turned to Cody and said, "I didn't know Sadie lived near here."

Cody looked over his shoulder towards her then frowned. "She doesn't, she lives across the city and normally takes her own car. Well, if Drew doesn't drive her."

Max shuddered.

"Is everything okay?"

She forced a smile. "Everything's fine."

A/N: Sorry it took me some time to get back to this story, I was focusing on getting some more chapters of Final Fate done, since it's almost done. I am still working on some more Zack-centered stories, they should be up soon. Hope you all enjoyed this one!

Cheers,

-Riles