DISCLAIMER: Still own absolutely nothing!

(A/N: Graduation! *fist pump* Time for our two friends to blow that joint. Oncie also has a surprise for Clem... ;) Hope I kept everyone in character!)

Chapter Three: Crossroads

Hundreds upon hundreds of graduation caps rained down from the sky, mingling with the cheers of ecstatic graduates and families.

The Once-ler and Clementine Valentine were amongst them.

"We did it!" The Once-ler cheered while holding his diploma up for Clementine to see. "My family was SO wrong about me!"

"What a shocker," Clementine mused while straightening out the gold sash that hung over her shoulders, which was given to all the smart kids. "Are you sure it isn't fake?"

Once-ler gave her a flat look. "Ha! You're a riot, Valentine!" he said. The smile returned to his face as he held up his diploma and gave it a few smooches. "This is like our pass to a better life, Clem!" he explained excitedly. "No more school! We're part of the real world now."

Clem nodded and gave her friend a smile. She didn't want to ruin his mood by being a downer and complaining about her suitor, who was flying into town in about a week. He was on his way to achieving his dreams and she was happy for him.

"I knew you could do it, Donkey-boy," she said while placing his graduation cap back on his head. She gave him a lopsided smile, which he easily returned.

"Oh, Oncie, I'm so proud of you!"

A familiar, high-pitched voice squabbled out at the two from the distance. Oncie was instantly tackled by his mother, who was followed closely by the rest of his family.

His Uncle Bubb threw his hands up and pointed at him. "Hey!" he cried. "I love this guy!"

His mother sniffled and dabbed away nonexistent tears using the scarf animal wrapped around her neck. "I always knew you had a chance at graduating from high school!" she sobbed.

"Uh, thanks, Mom," Once-ler said, deciding to take his mother's words as a compliment.

His mom turned her attention to Clem, who was watching the family with an amused expression. She gasped as her hands flew to her cheeks. "Oh, I didn't notice you there, Clementine, darlin'!" she cooed. "Why, it does my heart good to see you and Oncie together. You two are still going to be good, good friends after this, aren't you?"

Once-ler rolled his eyes, feeling embarrassed, while Clem simply smiled.

"I would like to, yes," she admitted with an easy shrug. Her gaze fell to the ground and her expression turned sad. Before Once-ler could say something, he heard a stern cough. He looked over and saw Mr. and Mrs. Valentine staring at their group from a short distance away. Mr. Valentine was giving their family a disgusted glare while Mrs. Valentine barely ordained them with a glance.

"I think the royal family wants you, your Highness," Once-ler joked while nodding his head towards the stiff couple. Clementine's eyes widened. She quickly started heading towards them but Once-ler's words stopped her.

"Hey, can you meet me tonight?" he asked.

Clementine raised an eyebrow. "For what?" she wondered curiously while placing her hands on her hips.

He gave her a mischievous look. "Well, it's a surprise, actually. Anyway, can you?"

Clementine glanced at her parents, who looked appalled to see her still talking to the tall, skinny young man. They were never quite fond of Oncie. When one says 'not quite fond of' they mean that her parents literally hated him.

She looked back at him and shook her head. "I don't think tonight's a good night. We're supposed to have a bunch of my relatives over for dinner to celebrate. I can't just leave them there."

"Oh-oh, you could, Clem," Once-ler informs her while tapping his lips with his index finger. "It's called 'breaking the rules'. Something you should do more often."

"Uh-huh," Clementine dead-panned. "As fun as a night escapade with you into the great unknown sounds... I'm afraid I must pass."

"Aw, come on, Clem!" Oncie begged. "It'll be fun! I'll pick you up at 11, okay? Okay!"

"Wha-?" Clementine barely had time to debate the verdict before her parents practically dragged her away from Once-ler and his family. She sent him a glare over her shoulder, to which he responded with a happy wave and grin.

Her parents set her aside and immediately went on a rant about her friendship with him, which seemed to be a favorite topic of theirs.

"Now that you're a graduate, you have to surround yourself with people of your same status," her mother quipped as she carefully pulled some of Clem's curls behind her ear.

"He's my friend," Clementine muttered while softly batting away her mother's sharp nails.

"He's a filthy, common country bumpkin!" her father snapped. "We allowed you to be his acquaintance because you were so incapable of making friends, but now, everything's changing. You will be a married woman, expected to be at your husband's side at every event he attends, not strolling around with a beanpole!"

Clementine glared at her father. "That's not what I want to do with my life," she said from between gritted teeth. "That's what you two want me to do!"

"This is what you were born to do, Clementine Valentine!" Her mom's lips were pressed tightly together, a sure sign that she was angry and was trying to retain her regal posture. "You will be looked after and have every comfort you could ever dream of! What more do you want? What other dreams could you possibly have?"

Clem's eyes dropped to the small bracelet tied around her wrist. She never had the chance to think about what dreams she had, thanks to having false dreams shoved in her face day after day. She wished she had a dream she was so passionate about, just like Once-ler did.

"I...I don't know," she admitted.

Her father gave a hearty harrumph. "Well, then, don't speak of things you know nothing about! Come, we have dinner to prepare for."

Clementine's head hung low as she followed her family to the white limousine they owned, feeling heavy-hearted. As she went to climb in her limo, she looked up and caught sight of Once-ler, who was still taking pictures and laughing with his family. She bit her lip and looked away. Her mother pulled her into the limo and they drove off without speaking another word.

Meanwhile, the Once-ler's mother had just finished taking her last picture.

"Alright!" she announced. "That should be enough to remind myself that you actually graduated!" She and the rest of the family guffawed together while Once-ler politely laughed along, although his laughter was dry and humorless. He could not WAIT to prove all of them wrong. He wasn't just some failure that everyone could laugh at when they wanted. He was more than that, even if no one else could see it. Not his family, not the kids at school, not Clementine's parents, that's for sure...

Every time they saw Clem and him together, the way they watched them made him feel like he should run for cover before they ripped him apart.

Clem was practically the only one who didn't laugh at him when he mentioned his thneed. Of course, she might tease him, but she didn't really mean it. He hoped.

It sure was gonna be hard saying goodbye to her tonight.

-0-

It was exactly 11:00 when the Once-ler and Melvin rode through the golden gates of the Valentine manor. The lights were all out, save for the few that lit the gushing fountains at the front door.

He knew better than to try knocking there. He'd tried that once before and it had earned him several bites from huge guard dogs. Yeah, he'd pass on that.

Instead, he hopped off of Melvin and guided him towards Clementine's window. It was the only one with light illuminating from it. Once he had properly positioned himself below her four-story high window, he leaned back against Melvin and strummed a few notes on his guitar.

"Oh, Clementine~!" he sang. He strummed a few more notes and then waited for her to emerge from behind the pink curtains. He grinned when he saw a figure appear behind the curtains. Wow, maybe it was just him but Clem sure looked bigger than usual...

Suddenly, a big, burly man threw the curtains open, wrapped only in a towel and a shower cap.

"Oh, ugh!" Once-ler cried while covering his eyes from the hairy monstrosity above him.

"That was a nice song, kid," the man complimented him with a nod. "Very nice. I'm Clementine's uncle, by the way. Her window is one more to the right."

Oncie nodded. "Oh. Uhhhh... Thanks." He scooted over a few more inches and tried again, hoping there would be no more burly uncles awaiting him.

"Clementine," he sang. "Oh, Clementine~!"

He was relieved when the curtains drew back to reveal Clementine. She looked much different than she usually did. At school, her hair was usually yanked up into a bun and she only wore the most formal of dresses. Right now, she was dressed in a pair of silky, blue pajamas and had her brown, curly hair down.

He blinked out of his stupor, realizing that she was speaking.

"Look who came." She smiled down at him while leaning her elbows on her windowsill. "I don't recall giving you an answer earlier, do you?"

"Well, of course your answer is yes! Who in their right mind could resist a night out with me?" he joked with a playful wink.

Clementine gave him a blank look. He laughed nervously.

"Okay, okay! Would you please come hang out with me tonight? We can celebrate!" he begged. He watched as her eyes bounced back and forth, considering her options.

"Let's see," she hummed. "Go out with you and your smelly donkey or stay in and sleep in my warm, soft bed... What a difficult decision!" she cried with a smirk.

Melvin grunted, miffed by her comment. Once-ler pouted and gave him a reassuring pat before glaring up at Clem. "Hey! Melvin does NOT smell!" he growled. "And you can stay up in your 'castle' if you want! You're probably just too afraid to break mommy and daddy's rules, right?"

The smirk vanished from Clem's face. "I am not," she hissed. He could see her nails digging into her windowsill.

"Oh, Mommy!" Once-ler cried, making his voice as high as he could make it. "Is it already past my beddy time?" He struck a feminine pose before making crying baby noises. "I'm too much of a baby to break curfew! Waa, waa, waa-OW!"

The Once-ler cried out in pain as a bunny slipper hit him on top of his head. Melvin snorted out a laugh as he watched his companion rub at his sore head. His laugh was cut short when a pair of dainty feet landed close by. The donkey looked up to take in the form of Clementine Valentine. Her arms were folded over her narrow chest and she did not look pleased.

She sauntered over to Oncie. "You were saying?" she said while flicking the edge of his fedora.

Oncie gave a nervous laugh before hiding behind Melvin. "Okay! You're not afraid of them nor, apparently, of jumping out of windows..." He hopped on Melvin before holding his hand out to her. "Alright, milady! Climb aboard my trusty steed!"

Clementine gave Melvin a disgusted look before she took Once-ler's hand and allowed him to help her up on Melvin, who was not pleased at all, to say the least. He gave a loud whinny, causing Clem to squeal and wrap her arms around the Onceler's narrow waist. Once blushed and cleared his throat. Now was so not the time for these stupid butterflies to start up.

"He's not gonna bite, if you're worried about that," he assured his frightened passenger.

"He smells," Clementine noted, while pinching her nose closed with one hand.

Melvin whinnied in protest, ready to have the prissy girl off his back but Once-ler calmed him down with a soft pat to his mane.

"Don't listen to her, Melvin," he assured his pal. He glared at her from over his shoulder. "Could you try to be a little nicer to him? Melvin's my friend, okay?"

Clementine looked away before sighing. "Fine. I'm sorry, Melvin. You smell...great!" Oncie could tell by the gagging and tears in her eyes that she wasn't being truthful, but at least she tried. Melvin seemed pacified. He began trotting along, heading to the place Once-ler had already told him about earlier.

"So," Clem said after recovering, "where are we going?"

"Oh-ho! I believe I said that it was a surprise, didn't I?" Oncie said while batting his eyes.

"Can you at least give me a hint?" Clem begged.

"Let's see...uhhhh...nope! You'll have to wait and see, Clem!"

Clem groaned but he could see her big smile out of the corner of his eye.

After a few more minutes of riding and listening to Oncie sing about whatever object his eyes came across, they finally made it.

"Here we are!" he announced while hopping off of Melvin. He held his hand up to Clementine, ready to help her off, but she was too busy staring at the place he had brought her that she barely noticed as she placed her hand, absent-mindedly, into his.

"This is... Wow." It was all she could say as her green eyes took in the beautiful hilltop he had taken them to. It was high and cerulean blue, covered in small white flowers that danced beneath the moonlight. The full moon seemed so close to the hill, so close Clementine felt as if she could touch it if she tried hard enough.

She blinked out of her awe and gave Oncie a smile. "This is beautiful, Once-ler. How'd you ever find this place?"

"There aren't too many places a guy can go to knit and sing without getting teased for it," he admitted with a sad smirk. His smile brightened as he took hold of her hand before he began running with her to the top of the hill. She laughed and tried her hardest to keep up with her tall friend.

"Woop!" Once-ler gave a happy cheer before he threw his arms up and fell down at the very peak of the hill. He was surprised when, after a moment of hesitation, Clementine fell down beside him, despite the dirt and bugs, which she so hated.

They stared up at the bright moon together, smiles on their faces.

"Can you believe we're finally out of that madhouse?" Clementine said, referring to Seusville High School. "If I had to listen to another one of those Christmas plays the Whos put on, I think I may have just quit."

They shared a laugh. Oncie's died away first. His face suddenly turned serious. "I finally have the chance to prove all of those kids who laughed at me wrong," he said. "They're all going to see. I'm leaving as soon as I get packed to make my dreams come true!"

Clementine looked over at her friend and felt sad seeing the pitiful look on his face. She reached over and gently entwined her fingers through his. He blinked in shock before he turned his head to look over at her. She gave him a smile.

"Hey," she said. "This is something you should do for yourself, to make yourself proud. If it makes you happy, who cares what those other losers think, right?"

Oncie nodded, but he didn't smile. Finally, the smile came back to his face as he sat up and looked down at Clem. "Hey, what about you?" he asked curiously. "What are you planning on doing now?"

Clem's eyes darted away from him and her smile shriveled away. She pulled her hand away. "I, um... I don't know yet," she admitted.

Oncie frowned. "Hey, it's no rush! You have lots of talents! You can sing, you can dance...well, you can't cook, but you're an awesome debater... Heck, you'd make a great... Singing... Clown Lawyer!"

Clem's smile lasted only a second before it vanished. "My parents think its my duty in life to marry some old guy and to be rich. I just wish I had that choice, you know. Like you."

Oncie's mouth dropped in disbelief. "You wish you could be like me?" he asked.

Clem nodded and rolled her eyes. "A nightmare, right?" she joked while pulling herself up so that she was also sitting. Her eyes focused on her bare feet as she wrapped her arms around her legs. "I want you to make me a promise, okay?"

"A promise?" Oncie blinked, still in shock at Clem's admittal. He rubbed his hair from under his fedora. "What kind of promise?" he asked in a slow, drawn out voice.

"You'll make your dream come true and be happy for the both of us." Clem finally looked at him. He felt guilty seeing her green eyes so sad.

"Clem..." he began, brows furrowed.

She shook her head and smiled. "Just send me a postcard when you're all famous and rich, if you don't forget about me, that is."

"Clem, I'd never forget about you..."

As soon as the words were out of his mouth, he instantly regretted them. His eyes widened and shifted back and forth as he felt Clementine's stare on him.

"Er, what I meant was..." He laughed nervously. Alright, that was dumb. Taken the wrong way (which it definitely was), Clem might think that he actually liked her, which he did, but j-just not like that...

Thankfully, her next sentence put him back at ease. "I won't forget about you either, Donkey-boy," Clem said, while raising her eyes to meet his. He rubbed the back of his head before also raising his eyes to meet her green ones.

Okay, this had to be the fifth time this month that he thought they were going to kiss. They literally (at least in his eyes) got to this point nearly every time they were around each other but something always seemed to happen. At prom, there was that girl, Margie. The time before that, they had went to see a movie. He'd gotten scared at a scary part and she had let him hold her hand. They had been so close but then the guy behind him had to go and lose his lunch all over them both.

Yeah, so when Melvin suddenly started chewing on his hat, Oncie probably shouldn't have felt that surprised.

"Hey, quit it, Melvin!" Oncie scolded him while swatting the donkey away. Clem giggled into her hand while Once-ler mentally cursed his pal.

"We should call it a night," Clementine suggested as she climbed to her feet and straightened out her pajamas. She helped a pouty Once-ler to his feet as well before giving him a smirk. "It's way past my beddy time."

Oncie was about to go into a new round of teasing but every thought in his mind flowed out of his brain and turned to mist when Clem hugged him. Alright, this was...unexpected. Clem rarely showed anyone any kind of affection, even her parents. It's not how she was raised. It was unexpected but certainly appreciated by the Once-ler. If only she could do that more often instead of hitting him in the head with bunny slippers...

Clem suddenly felt embarrassed. She quickly pulled away and went to playing with her curls. She cleared her throat and gave him a light punch on his shoulder. "Make sure you write me once you make it to where you're going, alright? I'll write you, too. If I remember."

He smiled down at her. Even though he was on the road to making all of his dreams come true, he suddenly felt kind of...empty.

(A/N: There ya go! So, just to let you know, this story will be following the plot of the movie for the most part, but I tried my hardest to make it interesting despite that!

I'll probably post the next chapter next week if I get the chance! I appreciate any feedback you have to give! And thanks for the fav, HeartQueen! :) You're a doll!)