A/N: I rewrote this chapter and reworked a few others. The ending is totally different from the previous version, so those of you that read this before might want to take a second look. I feel it flows better this way. Thank you all for the encouraging words!

The week seemed to fly by and at the same time drag to slowly. Marjorie and Ferb were still sneaking glances of each other from across the room, blatantly having sex with their eyes every time they caught the others gaze. Phineas was starting to attempt to befriend Marjorie, oblivious to the fact that Ferb was enamored with her, and Katrina just sat back and watched it all happen.

The boys started to walk with them in the hallways, well mostly Ferb since Phineas had classes in the Junior hallway. At lunch Phineas would either come over and talk to the girls or Marjorie and Katrina would find their way over to the boys. They still had plans for friday, Christine, Christine was playing at Panic!, per usual, and everyone seemed to be going.

By the time Friday rolled around they couldn't wait to get out of school, much like everyone else. Katrina found herself pushing through the throngs of students and over to Marjorie's locker, she stood there, amongst the chatting kids, putting away all the crap she didn't need for the weekend.

"Hey!" Katrina had finally made her way past the pushy people and to her best friend. "You ready for tonight?"

Marjorie turned and smiled at the girl before pulling a bag out of her locker and slamming it closed. "You bet."

They made their way out to the packed parking lot and over to Katrina's car, her brother Christian already waiting and tapping his foot impatiently. "Stop it, Christian." She smacked him across the head. Turning to Marjorie she asked, "You're spending the night, right?"

Marjorie rolled her eyes, "Yes, Katrina, I am."

Katrina smiled, "Good." And jumped in her car. She had a plan, a good plan. The ride was short, and they were home in no time. Christian jumping out of the car as soon as Katrina pulled into the driveway, and the girls shaking their heads at his exuberance. Marjorie glanced over at the Flynn-Fletcher house – the moment not escaping Katrina – before walking into the house that occupied her best friend's family.

It didn't take them all that long to get ready, well it didn't take Marjorie all that long to get ready, Katrina on the other hand was a different story all together. They had both taken showers, after that Marjorie just slipped into her clothes, letting her hair just dry out. Katrina had blow dried her hair, curling it, straightening it, pinning it, and did her club makeup, and now she was attempting to pick out an outfit she found suitable for tonight's festivities – a direct quote.

That was three and a half hours ago.

Marjorie was down in the den, playing Xbox with Christian, when she heard Katrina's shriek of her name. Marjorie rolled her eyes, standing up, "Keep it paused, Christian, this will only take a minute." She turned to run up the stairs to Katrina's room and yelled over her shoulder as his hand went to touch it, "Don't touch that controller Christian, I mean it." She walked into the room, and there Katrina stood, in her underwear, her hair and makeup finished, clothes surrounding her everywhere.

"Holy shit."

"I cant find anything to wear!" She whined.

Marjorie sighed looking around. She picked up a big fuchsia pink tank top and an electric blue bubble skirt and handed them to the blonde before walking out. She heard Katrina shriek "Thank you!" as she sat down on the floor next to Christian once again.

The teen club was dark, the only lights on where the stage lights and the bar. He watched as his brother's band played their favorite song, the crowd into it. Phineas had tried to make Ferb get up and sing with them, but it was to no avail. He wasn't up for singing tonight, he had other things on his mind. He didn't mind watching them though, they helped clear most of his thoughts as he watched the different reactions people gave to their music.

They were, interesting, that was for sure. Phineas – with his light wash skinny jeans and his raunchy old band t-shirt – Xavier, in his regular school clothes. Timmy and Andrew, the twins, dressed in black dress pants with white v-necks and red bow ties. And finally, Michael with his hawaiian shirt and shorts.

Ferb shook his head at their choice of apparel, but then again he couldn't really make fun of them.

Phineas had decided it upon himself tonight, that he would dress Ferb. He resisted of course, but it wasn't worth it in the end to fight with him. Phineas was going to have him dressed this way, one way or another, Ferb rather have it been with dignity that he go down then one of the numerous other ways it would've happened had he refused.

So, there Ferb stood in a pair of dark skinny jeans and a white button up. The sleeves were rolled up to his elbows and the first couple buttons undone to reveal his grey undershirt.

The band had ended for the night and Phineas jumped down from the stage to stand next to his brother. Ferb was leaning against the stage, his arms crossed, nodding in approval at him. Phineas smiled big, wiping the sweat from his face. "Really? You think so?" Ferb nodded once again, a smile on his face.

He turned his head back to the crowd, away from his brother who was standing next to him. It was when he saw her he stood up from where he was leaning on the stage. She was walking through the dimly lit room, smoke from people's cigarettes making it seem hazy in the dim light. She walked with more of a strut, one foot in front of the other, causing her hips to sway. Her black skinny jeans couldn't be any tighter, her black boots came up to her knees. She wore an oversized charcoal grey tank top, it was low causing the green lace of her bra to peek out from under it, and whenever she lifted her arms it could be seen as well. Her seafoam eyes were connected with his as she came closer and closer. She stopped in front of him, smirking.

"Wanna dance."

She grabbed the front of his button up and dragged him out on the dance floor. Phineas stood there, confused for a moment. He had been about to respond to her question of dancing when she grabbed Ferb and pulled him away. He had saw her sway over to them, he could've sworn she was looking at him, not Ferb. Who looked at Ferb?

Phineas sucked in a breath.

Did he really just think that?

Ferb was just as talented – if not more than he was. He wasn't ugly, he was charming, smart and creative. What girl wouldn't want him? He couldn't understand why he was being so selfish, he had so many girls at his fingertips and he was mad because one chose Ferb over him?

He felt a hand brush his shoulder, he looked up to find Katrina standing in front of him, a small smile on her face. "Come one rockstar, lets get you a drink."

Majorie pulled him into the dancing crowd, after Christine, Christine had stopped playing the DJ started the standard club music. She swayed her hips to the rhythm, meshing them with his. Her hands were still clamped down on his shirt, his hands awkwardly found her waist. They moved like that for sometime, getting comfortable with one another before Marjorie turned around. Her arm hooked around his neck, her back pressed to his front as her hips grounded into his. She felt the tightening of his grip on her hips and smirked. She could hear his ragged breath in her ear, it sent shivers up her spine.

They danced like that for a while, she was still in the trance of the overly stimulated grind that she didn't realize when he pulled out of their embrace to twirl her. She span widely for a moment, then was pulled back into his arms. He took both of her hands and started dancing with her.

The risque dance music was still playing, everyone around them grinding and twerking – as was the popular dance crazes. And here they were, swing dancing in the midst of it all. She couldn't help but smile at the oddness of it all.

"I hope you don't mind the change of pace."

She stopped at the sound of his deep voice, laced with a british accent. It was the first time he'd spoken since shed met him, and Marjorie couldn't help the gasp that escaped her lips at the sound. His voice was incredible – rich, deep, and melodic, with a hint of a growl which somehow seemed to add to its sensual quality. It was enough to send shivers coursing down her spine. And not at all what she expected from the shy boy in front of her.

She stared at him for a moment, eyes locked, mouth slightly agape. "Why is it you don't talk much?" They had started dancing again, oblivious to the others around them.

He shrugged a shoulder, "I believe if you don't have something intelligent or interesting to input to the conversation, then why bother."

"Then why me?"

He gently stopped twirling her, "I find you interesting. What's your excuse?"

"Why do I have to have an excuse to like you?"

"Because no one likes me, that's just the way it is."

She rolled her eyes, deciding to let the comment go and start a different topic. "How did you learn to dance like this?"

He smiled at her, "I'm English." She gave him a pointed look. "No, well before my da met Linda, he was dating an older gal who liked to dance, she elected me as her partner. And you?"

She seemed to know what she was doing just as much as he did, it was a safe assumption that someone had taught her also. "My grandparents." She said as he twirled her out, then back in. "They were dance champions in three states, back in the day. They own a studio now, and I just watched."

"When you do dance, I wish you
A wave o' th' sea, that you might ever do
Nothing but that."

She smiled, "The Winter's Tale."

He looked a little shocked, "You know your, Shakespeare."

"You seem surprised."

"I am. Most people our age don't even know how to spell his name."

She stopped dancing, "Well, I'm not most people." She grabbed his hand and started dragging him off the floor. "Come on, let's get something to drink."

They pushed through the hordes of grinding couples and made their way over to the crowded bar. Because it was a teen club they didn't serve alcohol, but because it was a teen club, they did. Marjorie smacked her hand on the bar, smiling at the foreign bartender. "Ernie!"

The man named Ernie was in his early forties, with dark hair and dark eyes. He had the a five o'clock shadow and wore expensive clothes. He was one of the co-owners of Panic! and bartended some nights. "Jorie!" His accent was thick, but his english was accurate. It was obvious he was from somewhere near Russia.

"Why is it that you 'ave naught come to see me in such a long time?"

She smiled at him apologetically. "Ernie, you know the fall is a busy time for me. I paint a lot of pictures in the fall."

He waved his hand at her. "Yes, yes. I remember. When is it that you are going to paint me the picture of me and my sheep?"

She laughed at him, "I'm working on it."

He nodded his head. "Good. And you remember that I want to be posed like this." He stood still, putting his fist under his chin and his other hand holding a staff.

"Of course, I remember. I have it all planned out, sheep and all."

He smiled brightly. "Then you and your friend can 'ave whatever you want."

She turned her head to Ferb, questioning. "I'll have a beer."

Ernie nodded and turned to Marjorie. "And I'll have a white russian."

She turned to him after Ernie left to make their drinks. "I didn't know you drink."

He smirked. "There are many things no one knows about me."

She let a slow smile cross her lips at his dry wit and usage of her former statement. Ernie returned with their drinks and she handed Ferb his beer. They leaned against the bar for a little while, just watching everything transpire around them. He looked down at her, watching as she observed the people dancing and talking, and kissing. He liked that she could just sit and observe with him, that she didn't have to fill the silence between them with lifeless chatter. She turned to him then, he could see her long waves starting to curl and frizz from the humidity from the club.

"I'm hot, let's go outside?" He nodded and followed her out, she pushed open the backdoor and they were instantly submersed in the cool autumn air. He let out a breath and watched it turn to fog, the cold air felt wonderful against his flushed skin. He looked over to Marjorie and found her walking in the direction of the old park. There really wasn't much left to it, just a few swings, a slide and a lone sandbox. She sat on one of the swings, putting her drink down on the ground. He stood in front of her, far enough away that she could rock back and fourth on the swing without hitting him. "So, tell me about you."

He took a sip of his beer, "What do you want to know?"

She rocked on the swing, looking at him with a content expression. "Something no one else does."

He let a laugh escape his mouth and a smile lit up his face. She couldn't help but think it was beautiful, she didn't even know boys could be beautiful, but, this one was.

"Well, that's almost everything about me."

She let an easy smile slip onto her face. "You're so...mysterious in this like, totally not mysterious way."

He cocked his head to the side, confusion on his face. "I'm not sure if I should be offended or what..."

She let out a laugh, "No, I didn't mean it like that!" She kicked his leg playfully. "I meant that, no one really knows anything about you. You never talk, so you tend to have this mysterious quality going on. But, your just...so not a mysterious bad boy with a dark past and cynical manner."

He scoffed and rolled his eyes, the smile that still lingered on his face effectively killing the offended look he was going for. "And who would ever want to be that cliche?"

She shrugged her thin shoulders, shaking her head. "I don't know...Jared Lithrow?"

He let out a grunt of disgust, "I absolutely hate that guy."

She let her face slip into a wide smile, "I'm totally in love with you right now."

He felt his cheekbones flush as he let out a nervous sigh. "And, why is that?"

"Because you have no idea how much I despise him." He smiled at her and looked down at his worn trainers. "So..."

"So..."

"You haven't told me a secret yet."

He ran a hand through his hair in thought, "Let's see, a secret no one knows about me – "

She cut in, "Not even Phineas."

Now that threw him off for a moment, Phineas knew all about him, they were brothers. There was something on his mind he'd like to tell her, but he was too shy to say it, instead saying something else.

"I honestly hate singing."

She looked at him aghast for a moment. "But, you're so good at it."

He sat down on the swing next to her, "I – just don't like doing it. Getting up in front of everyone, actually speaking. It's just something Phineas makes me do from time to time."

"I get it."

"You do?"

"Yeah." She nodded her head. "Unfortunately, I do. Katrina made me join dance team with her. I fucking hate it."

"Your turn."

She turned her head to him, surprised by his question. "What?"

"It's your turn to tell me something no one else knows." He started rocking back and forth. "Not even, Katrina."

She chewed on her bottom lip in thought. What could she possibly tell him that even Katrina didn't know? She couldn't really tell him about her mother, it wasn't the time. She decided to go with the flow of the conversation.

"I live with my grandparents. My mother died when I was eleven and my dad is away a lot."

He let the silence sit between them for a moment, "What does he do?"

"Fucks his secretary during his lunch break and jet sets off to whatever meeting he has on the agenda that day." She turned to look at him, not seeming to be broken up by it. "He was never all that father-figurey. Even before my mother passed away. He's always been a complete douche."

"How, ah – how did she die?"

"She killed herself." It was the way in which she said it that worried him, her total lack of empathy, the air of indifference. "She had problems, it is what it is."

He just nodded, not entirely sure what to say in the situation. He lost his mother too, he understood how she felt. "I never really knew my mum."

She looked over at him when he said that. He looked, interested, like this was the first time someone had ever engaged him on this level. "How old were you?"

"Four." He looked up at the sky and away from her alluring gaze. "I woke up one morning and she wasn't there."

"I'm sorry."

He turned to her then, "Don't be. I have Linda, she's my mother." He nodded at her, "And you have your grandparents."

He got it, he understood. It was a strange feeling, to be next to someone who knew the loneliness, the wondering. She nodded, "Yeah, I do. They're the ones I couldn't live without."

He watched as she wrung her fingers together and pushed her boots around in the dirt. He took a deep breath and a chug of his beer, just living in the silent moment with her. The loud music from the club drifting over to them, but otherwise, it was quiet. He saw the goosebumps on her exposed arms and for the first time realized just how cold it was outside. He unbuttoned the rest of his shirt and slipped it off, handing it to her. She looked him in the eyes and he peered into hers. No words were said between the two, none needed to. She just took his shirt and slipped it on.

He leaned closer to her, he wasn't exactly sure what he was doing, all he knew was that he needed this. In this exact moment, he needed this. He watched as she closed the distance between them, her eyes slipping closed, his doing the same. He smelled her before he felt her, she smelled fresh and smokey at the same time, acrylic paint ingrained into her sent. He didn't really have time to process what she smelled like for long, because in an instant her lips were on his.

She applied the pressure and moved her mouth against his with a gentle force. She realized that he wasn't exactly responding, not knowing what to do. She wondered if he'd ever been kissed before, from this moment she'd say no. The thought excited her. She moved her mouth gently over his, kissing his lips languidly with her own. Something seemed to click in his hazy mind and he attempted to move his mouth with hers.

In the back depths of his mind he was vaguely aware that he hoped she couldn't tell that he was new at this. He could feel the smile against his mouth as he responded to hers. His heart was pumping intensely in his chest, it was exciting.

They broke apart and just looked into each others eyes. Marjorie was breathing heavily, causing her chest to rise and fall rapidly. She pulled his button-up closer to her and rolled down the sleeves. Seeing her in his shirt did something to him that he hadn't expected – this whole night had been unexpected.

"Marjorie." She glanced up at him and smiled softly, he was nervous, she could tell. "I, ah," He cleared out his throat, looking away from her. "I feel strongly for you."

She couldn't help the small laugh that escaped her, a wide smile on her lips. He was so odd, she liked it. She was doing a little dance internally. Katrina's plan had worked, Ferb liked her. He just kissed her and confessed her liked her. She restrained the sigh that threatened to break loose.

"I feel strongly for you too, Ferb."

She had said it with a smile and a small laugh. He nodded, blushing. "Right, then. Good."

She stood from the swing and gestured for Ferb to stand as well. He stood, coming to stand in front of her, he looking nervous still, a blush staining his neck. She leaned up and placed a soft kiss on his lips, he leaned in, kissing her back before she pulled away.

"Come on, let's go back inside." She reached for his hand as she stood up and he took it in his larger one. She ran her fingers over his knuckles and down the length of his fingers. "You have the most beautiful hands."

He tried not to let the sensation of her fingers on his skin ignite a desire within him, he cleared his throat. "Thank you? I think."

She smiled up at him as they walked back to the club, "It's a compliment, take it."

"You have the brightest eyes." She looked up at him, "I'm captivated by them."

She wasn't expecting a compliment from him, especially not one as sweet as that. Most guys just told her she looked hot, or that her rack was tasty. There had been a few whispered words from her past relationships, but she had a feeling none would be as eloquent as Ferb.

"Thank you."

They walked back into the club, the noise overwhelming from the quiet of outside. They found Phineas dancing with Isabella – who was dressed in something that should not be worn outside of the bedroom – flanked by a thin blonde on his other side.

Marjorie looked around for Katrina, who was sitting next to the stage where the band's equipment was. Marjorie broke away from Ferb and went over to Katrina, Ferb followed behind, a worried crease in his brow.

"Katrina, you okay?"

The blonde looked up, a smile on her freckled face. Marjorie could tell it was fake, but she didn't press her friend. "Yeah! I'm good. Where were you off to?"

Katrina gave Marjorie a coy smile, to which Marjorie rolled her eyes. "Ferb and I went to get some air."

Marjorie watched as Katrina tried to contain her smile. "Oh, yeah?" She looked down at the shirt that Marjorie was now sporting, and the lack of shirt that Ferb was without.

Ferb was looking over the crowd, his side facing the girls, not really liking where this conversation was headed. He tried hard to act like he wasn't at all paying attention to them, and instead watching his brother basically have a threesome on the dance floor.

"Yeah." Her voice was a little harsh as she replied to the smirking Katrina. "We talked."

"Talked." She winked at Marjorie in a way that could only be described as the best Phineas impression she'd ever seen.

She narrowed her gaze at her best friend. "Yeah, talked. Like normal humans."

Katrina brought her hands up in a mock surrender, "Okay, okay."

Marjorie came to sit next to the blonde, talking loud enough for her to hear over the music, but low enough that Ferb couldn't make out what they were saying. "Isabella?"

Katrina looked down and then looked out onto the dance floor, a smile still in place but her eyes sad. "Yeah." She turned to Marjorie then, "Do you mind if we go?"

She nodded, "Sure. Come on, we have ice cream to go eat."

Katrina laughed and stood with Marjorie. "I'll go get the car, come out in a minute." She walked away, giving Marjorie a moment alone with Ferb to say goodbye.

Ferb turned after watching Katrina leave the club, his brows furrowed in confusion. "Where is she going?"

"We're heading out. She's not feeling great."

Ferb had a sneaking suspicion as to why that was, but he kept it to himself. He felt his disappointment wash over him as he prepared to say goodnight to Marjorie. "Well, I guess this is goodnight then."

She smirked up at him, leaning into his space and putting her hand down the left pocket of his jeans. She felt his sharp intake of breath at her action, feeling the slight hardness of his length pressing against his tight pants. She pulled out his cell phone, punching in her number before handing it back to him.

"Text me when you get home."

He took the phone out of her hand, nodding, his breathing a little harsh. "Okay."

She leaned up, kissing him gently, quickly before pulling away. She smiled up at him as she walked away and out of the bar. He heaved a sigh, what had just happened tonight?

He sat in the spot Katrina had been sitting in, Xavier coming to sit beside him, talking about some new song he was writing. He chatted with Xavier for a while, mostly watching the writhing bodies on the dance floor. After a while Phineas had manged to extract himself from the attractive girls that had held him hostage, coming over to sit beside them.

"Hey." He was out of breath, taking a deep drink of his beer. "What's going on?" He looked Ferb over, his shirt was completely unbuttoned, his hair mussed from running his hands through it nervously. "Where's the girls?"

Ferb nodded his head towards the door, "They left, like an hour ago."

Phin took another sip of his beer, "Why?"

Ferb shrugged, "Katrina wasn't feeling good."

Phineas looked around, taking a deep breath and leaning back on the wall. "Wanna peace out soon? I'm wrecked."

Ferb just nodded as Phineas jumped up to go pay his tab so they could leave. Xavier went to grab the twins so they could start breaking down their equipment and leave. Ferb helped until Phineas was done, bringing along a wobbly Isabella with him. Ferb just sighed. Great, just great.

He had a love for Isabella, he truly did. She had been a close friend for a particularly long time, and when she was alone and it was just the three of them, she was great. But, she had taken to the popular crowd and become uncomfortably annoying as of late.

He just sighed as they walked out into the parking lot, Phineas and Isabella giggling and kissing. It was making Ferb nauseas. He got in the driver's seat, Phineas – thankfully – up front, and Isabella in the back on the phone with someone. The drive wasn't long – thank fucking god – and they were on their street. He dropped Isabella off at her house, Phineas getting out and talking to her, he leaned in and told Ferb he'd walk over soon. Ferb just rolled his eyes and kept driving down the street to his own house. He pulled into his driveway and noted Katrina's car, and the light on in her bedroom.

He crept inside the house, it wasn't particularly late, but he didn't want to wake his sleeping parents anyway. He walked into the kitchen and turned on the light, opening the fridge and taking out some left over to eat. He pulled out his phone and looked at his new contact, she told him to text her, hadn't she?

He gulped down the slice of pizza he was eating, sending her a text. It was the simplest thing he could imagine, and he felt stupid after he sent it. It read simply:

Hey.

From: Ferb 1:14am

He felt his phone vibrate as he poured a glass of water, he took a sip and opened the new message.

Hello.

I'm assuming this means you're home, then?

From: Marjoriee 1:16am

I am.

From: Ferb 1:19am

It vibrated again quickly, he flushed as he read it and replied.

Come outside.

From: Marjoriee 1:21am

Alright.

From: Ferb 1:23am

He set his glass in the sink and went out the backdoor through the living room. He saw her coming around the side of the house to his backyard, he stood there with his hands in his pockets, unsure of himself or what to do.

"Hey."

She smiled and she walked over to him. She had changed, her jeans were replaced by yoga pants, her boots were now slip on shoes. She was wearing a form-fitting long sleeve shirt and her hair was piled on top of her head in a messy bun. She looked – natural, real. He liked it.

" 'Lo."

"Sorry we had to run out like that."

"It's not a big deal."

"Listen." She stepped closer to him, the natural upturn of her lips looking like a secret smile. Maybe it was. He was nervous for some reason, having her this near, in the dark, with his parents asleep. "I like you."

He flushed a bit, "Yes, we've established this."

She smirked at his snarky remark and pushed at his broad shoulder playfully. "I'm being serious."

"Well, by all means, go on then."

She continued to smirk at him, their gazes locked. "Do you want to go out with me?"

His brows furrowed in confusion as he looked down at her. "Why?" At her confused gaze he continued. "Why, ah, why would you want to go out with me?"

She rolled her eyes, "Because I like you. And you're interesting, and smart, and snarky." On the last one she swatted his shoulder again, smiling at him. "Why – do you not want to date me?"

He sputtered, "No, no – that's not it at all."

She placed her hands in his, entwining their fingers, stepping closer to him – their bodies almost touching. "Then say yes." She tilted her head up, her lips lingering right above his, her eyes lidded.

He choked out a – "Yes." – before bringing his lips down on hers. He was kissing her, in his backyard, in the middle of the night. He felt like Phineas. She leaned into him, her chest pressed against his, their hands still entwined. She bit down on his lower lip gently, causing a gasp to escape from within him. He could feel her smile against his lips at the sound, her tongue poked out and ran over his bottom lip, soothing the gentle bite she had place on it. He groaned then, a real groan and pulled her tighter to him.

She broke apart from him, moving to stand back, their hands still entwined. She smiled up at him, "A goodnight kiss for my, boyfriend."

He let out a deep sigh, a smirk on his lips. "I'm not going to regret this tomorrow, am I?" Her jaw dropped in mock-appall, pulling away from him. He pulled her close again, leaning down and kissing her for the first time. He pulled back and smiled down at her, "I'm only joking.

"Yeah, well you better be." She pulled away from him, untangling their hands. "I better get back before Katrina comes snooping around." She gave him a small peck on the lips. "Goodnight."

"Goodnight."

"Let's do something tomorrow."

He nodded, "Alright."

She started to walk away, back to Katrina's house. He watched her go, not moving until she was out of sight. When had this night become the best in his short life? He had a girlfriend. He had Marjorie Addams as a girlfriend.

He shook his head and went back inside, slipping up into his room and falling asleep with a smile on his face.