A/N: I want to thank you to the ones who reviewed Chapter 1. I really like reviews because they motivate me to write more.

Spencer's POV:

I feel like the school day has been forever. I just wish it was seventh period already. Not to be weird but I'm kind of excited to be going on this 'date' with Toby. I know, I know. I shouldn't get excited when talking about an un-popular, but I just can't help it. He's so nice, funny, smart, and kinda hot too. I love his eyes too, they remind me of the ocean.

Right now, it's lunch. I'm sitting over at the table with the girls, ignoring their conversations and my half-eaten salad wrap. I'm thinking to myself, maybe I could turn Toby into a popular. I mean, he's definitely got the looks, just we got to work on the altitude. Although, I don't want to turn him into a snob, like Noel Kahn. But, he could be like me and the girls, not like freakin Naomi Ziegler and Riley Wolfe. They are bitches.

"Hey guys, can we turn someone into a popular?" I suddenly asked, interrupting Emily's talk about this guy she met in the store Otter at the King James Mall yesterday.

"Uh, it depends on who it is." Aria sneers, biting her fingernails, in which were freshly painted with turquoise polish.

"Toby Cavanaugh." I stammered, leaning back in my chair.

"Well, maybe. He is kind of hot." Hanna said, shrugging off her brown leather jacket.

"That's sounds like fun!" Emily cheers, clapping her hand over her mouth. "Oo! And we can take him to Otter and pick out some clothes, and get rid of the hair! Ug, that thing just ruins his whole new look."

"Hahahahaha." Everyone laughs at Emily's excitement.

"It's not nice to laugh..." Emily sighed, pulling a Chap-stick out and rubbing all over her full lips.

I continued to stare at Toby. "Be right back." I said.

"K." Aria blubbered.

I jogged past a table full of jocks, nerds, and then I finally found Toby's table. He was sitting next to a boy with black hair, Lucas Beattie. "Hey."

"What, um. Are you doing over here?" Toby mumbled.

"I wanted to invite you to officially meet my friends."

"Okay." Toby said.

He sets his bagel down on his tray and follows me to my lunch table. The cafeteria was so noisy, and so annoying. So, I had to talk really loud when I told him why I was taking him to my table.

"I WANTED TO ASK YOU IF MAYBE AFTER WE GET COFFEE OR SOMETHING, WE COULD GO TO THE MALL?!" I asked, dusting an invisible piece of lent off my patterned blouse.

"I guess." Toby whispered.

"What?!" I questioned.

"I GUESS!" Toby screams in my ear.

"Okay!" I laughed, while sitting down in my chair.

I pull another seat out and allow Toby to sit down. "Guys, this is Toby. Toby, this is Hanna, Aria, and Emily."

"I know who they are." Toby chuckled, shaking his head, to fix his swoop.

All of us snickered.

(AFTER SCHOOL)

"Okay, where are you taking are you taking me?" Toby argued, peeking through his hands that were covering his eyes. "I'm not that much of a shopping kind of guy."

"It's a surprise. Now, shh." The other girls and I cackled while guiding Toby into Otter.

"Here we are!" Aria was obviously physicked, she started to push Toby into the clothes store.

"Hey Aria, are you okay?" Hanna notices how Aria's face fell as soon as she walked into Otter.

"Yeah, fine."

"If you say so..." Hanna plunges into the mens department with Emily and I could hear the screaming and the laughing from the other end of the store.

"Toby, let's try this for you." I stuttered, while walking over to Toby, who was sitting on the white table that was covered with button ups and dress pants.

I held up a yellow and white striped button up shirt.

"Uh, do you want me to look like a my younger sister?" Toby smiled, setting the shirt down and picking up a random thing he saw off the table.

"How about this?" Toby beamed, holding up a pair of light brown cackies and an off-white button up.

"Gorgeous!" Emily comes up behind me and has a huge grin on her tan-skinned face.

"Defs, how about you Spence? Wanna come with us and try and find something for Tobes, while he tries on his outfit? Oo! And you could even do like a fashion show and show us everything you try on. We'll be the judges." Hanna sang, rushing over to pat Toby's shoulder.

All I am thinking is, Tobes? Really?

""Tobes? I didn't know we were giving me a nickname..." Toby declared, getting ready to go try on his outfit.

"Oh, whatev's. It's cute." Aria winked at Toby.

"Here, um. I'll judge Toby's outfit, you guys go and look for more." I said, "C'mon Toby."

"Okay."

"You almost done in there? It takes a boy longer to get dressed than a girl. And plus, Hanna found six outfits for you already!" I smirked to myself, imagining Toby in a dressing room naked. I quickly shook the thought out of my head.

"Yeah, give me a sec!" Toby said, stepping out of the room, he had a half-smile on as I gazed at him up and down.

The light brown cackies just went with his hair color, UH! HE LOOKED AMAZING!

"Beau, just beau...!" Hanna shouted, walking over to Toby giving him a hug.

I have this weird tight knot in my stomach when she goes to hug Toby. I suddenly move towards them and hug him as well.

"Whoa, a little touchy-feely today, Spence?" Aria smirks, and then flips a piece of hair out of her face and throwing a couple more clothes to try on at Toby.

"Let's get started, girls. If we are really going to getting him an all new wardrobe, then we gotta start! I only have till about ten. My mom has been super over-protective lately." Emily smiles, while throwing more clothes at Toby and walking off with Hanna and Aria.

"Looks like I'm getting a new wardrobe?" Toby uttered as he strolled into the dressing room for the second time.

"It's not a bad thing. Oh, and don't forget. We're going to Harry's after." I laughed, holding up my elbow so I can rest my chin on it.

"Harry's?"

"Harry's hair salon." I responded, standing up and looking into the three-way mirror.

"I've never heard of it." Toby exclaimed. "And just why would you be doing all of this for me?" He toddled out of the dressing room and gawked at me.

"You look good. Now, hurry up. Our appointment is at five-thirty." I prattled, clearing my throat.

"Okay, pushy-pushy. You're the one that wanted me to do this in the first place." Toby pestered walking into the dressing room, once more.

It took about another half an hour in the changing room because Emily, Hanna, and Aria kept bringing in more and more things to have Toby try on.

But, we were finally on our way to Harry's. "So, this is it!" Emily announced as we made our way to the other side of the mall.

"Alrighty then." Toby mumbled, with a worried expression on his face.

"Who's cutting my hair?" Toby wondered, slamming his butt down on the waiting room couch.

"I am." A woman said.

All of us turned around to find a blonde washing her hands and clicking her heels to extend her hand to Toby. "The names Alison."

"Toby..." Toby hummed. It was obvious he was astonished from her impeccable beauty, because his eyes were distracted by her humongous boobs.

"Let's get started, shall we?" She smiled and her crystal-blue eyes glittered as she trot away with Toby right behind her.

Rage, filled me. I know, I shouldn't like him. But, there was just this little crush inside me. My eyes lit up every time I saw him. And, I wish I could just express it more easily. Maybe, after he is done with his transformation, we could. Date... HA! NO! He would never date anyone like me. He probably thinks of me as some jerk or a popular. There is no way! He could possibly like me.

It felt like an eternity, sitting in the corner on the crappy pleather couch, watching my dream boyfriend laugh with another woman. Ten minutes later, there done. Alison turns his chair around so he could see himself and he gasps. His hair looked incredible. It was already, but, this, was OMG!

Toby had a Zayn Malik styled hair-cut. Basically, he looked gorgeous.

He sauntered over to the girls and I with a huge grin on his light face. "How do I look?"

"Wonderful!" Aria shrieked, Emily, Hanna, and Aria all jumped up and down, enthused with his transformation.

"okay, now what?" Hanna asked, dropping her purse back down on the couch.

"We go home, to finish our project." I said, starting to gather my things and tossing Toby his.

"Well, this was fun." Emily answered, flashing us some pure-white teeth covered in braces.

"Yeah." Toby muttered.

"Let's go." I ordered, pulling on Toby's hand.

When we got to my house, we went upstairs. After a phone call to Pizza-hut, we started working on our oral presentation.

"So, what's you're favorite color...?" Toby chuckled, clearly not knowing what to ask first.

"C'mon, we should think of something better than colors. Like, for example, maybe what's our favorite bands, or what do you do when you get home from school." I replied, sipping from my water glass with precisely four ice triangles in it.

"Okay than. What's you're favorite band?" Toby blurted, getting ready to type.

"Well, I like Blue Foundation and Five Seconds Of Summer." I smooth out my shirt and watch him type away on his computer.

"Now, what do you do when you get home from school?" Toby gurgled, furrowing his brows on the computer screen.

"What is it?" I questioned, looking at the computer, but not finding anything.

"Nothing, just a misspelled word is all." Toby commented.

"Uh, I normally go to the mall or one of my friends houses to do homework. Most times, I just go to the grille. Or, don't tell anyone but, my secret hiding place. It's this little tree house my dad and I built when I was younger." I noted.

"See! That's interesting!" Toby phrased, punching things into his keyboard.

"What is in this, special tree house?" Toby asked me squinting his cerulean eyes.

"Nothing. It's just where I go when I want to think about things. Like, after I I got so mad, I went up there and lit some things like pictures of us together on fire. You know, the normal girl break-up kind of thing." I responded , chewing on my pinky nail.

"Okay. Um... How about you're favorite book?" Toby quizzed.

"Easy. The Fault In Our Stars." I said, smiling at the thought of the book.

"Cool."

"Thanks for having me over and basically, for everything." Toby beamed as he grabbed his shopping bags off the floor.

"You're welcome. You know I'm glad we got this report over with, now, rather than later. Oh! And don't forget to style your hair the way Alison told you too. K?" I grinned, giving him a knowing look.

"K. Bye Spencer." Toby winked at me before shutting the door, on his way out.

"Bye." I stammered, after he shut the door.

A/N: Please leave a little review or something. I just want to know how you feel about the story. IN THAT CASE, review! I will be updating soon! Thanks for the people who tell me their thoughts! Oh and should I make Alison become an obstacle in Spoby's relationship to be?

-Lindsay