Lucas stayed at Brooke's all night. They laughed and for the first time in a long time, they were both genuinely happy. Brooke couldn't help but realize that Chase didn't make her feel like this. She had to end it with him. It wasn't fair to pretend that he was the right guy for her.

"Remember the time where we ran into Deb at the convinence store?" Lucas laughed. They were buying condoms and whipped cream, and Deb had seen them.

FLASHBACK:

"Don't you think it's better to buy in bulk? And for dessert." Brooke smiled as she held a pack of Trojans and whipped cream.

END FLASHBACK.

Brooke began to giggle. "That was so great! You were so nervous your mom was gonna find out!"

"I was not!" Lucas laughed.

"Yes you were! If there's one thing you're weak for, it's your mom!" Brooke playfully hit his arm.

"And maybe one other thing..." Lucas thought to himself. He knew Brooke made him weak. If only she'd see it...

They kept reminiscing about old times for a few more hours.

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Peyton laid in her bed. What was she doing? Faking being pregnant to win Lucas back!? If Lucas wanted to be with her, he would be. And clearly, there was a reason he left. Otherwise, if he did have feelings for her, he'd be laying in bed with her that moment. Tears began to form in her eyes. When did everything come to this? Her best friend, well, ex-best friend, hated her for betraying her, she was faking pregnancy for attention. This wasn't Peyton at all. She began to sob in bed. At that moment, a figure appeared in her doorway.

"Hi Peyton." he said.

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Nathan's new apartment was a collection of basketball memoribilia, trophies and pictures of him and his wife. His bed was a king so that whenever Haley wanted to sleep over, there'd be plenty of room. But, when Nathan woke up in the middle of the night, there was no sign of Haley. He saw a piece of paper on his desk that said 'Nathan' on the front. He unfolded it... It was a letter from Haley.

'Wasn't feeling good and didn't wanna wake you so I went home. Sorry baby, I'll call you in the morning. xxx, Hales'

This was very unlike Haley, but Nathan knew that it was her handwriting and trusted her. With a sigh missing his wife laying next to him, he fell back to sleep.

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Haley hopped into her car at 3AM and had no destination. She just wanted to drive. She left a note behind for Nathan saying she didn't feel well, but she knew it wasn't true. The only feeling she had was a knot in the pit of her stomach and she didn't know what was causing it.

After driving for a little, she found herself at the River Court.

3AM, and Chase, Brooke's boyfriend was sitting on the bench with his skateboard. He looked upset.

"Hey Chase." Haley said sleepily.

"Hi Haley." Chase seemed distracted.

"What's wrong?"

"I was just thinking about Brooke. She's great isn't she?"

Haley didn't know where he was going with this. But she did know that Brooke was crazy about Lucas, and that Chase was just something to help keep Brooke's mind off Luke.

"Yeah she is pretty great."

"Haley, if I tell you something, can you promise me that you won't be upset with me, or tell Brooke?"

"Sure..." Haley was nervous. Another guy about to break Brooke's heart?

"Brooke is incredible, and she's funny, and she's talented. But I just don't feel it. You know, like I'm not crazy about her."

"Oh Chase... Well, maybe you should talk to her..."

"Yeah, I'm going to tomorrow. Thanks for listening Haley."

"Anytime."

Haley realized what the cause of the knot in her stomach was. She said a quick goodbye to Chase and got back into her car and drove back to Nathan's.

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"Pretty Girl..." Lucas whispered as he stroked Brooke's arm, trying to wake her. It was 3AM. They had fallen asleep while watching a movie. Lucas couldn't help but wait a few minutes to wake Brooke up. She was resting on his chest with his arm around her. Everything was perfect... Until Lucas realized that Brooke had a boyfriend.

"Mmmmm?" Brooke said sleepily. Even in her sleep, she couldn't help realize he called her by her old nickname, from when they were together: Pretty Girl.

"I think I'm going to go home. It's really late."

"Do you have to?" the words came out before Brooke could stop them. She instantly regretted it. There was no way in hell that Brooke was going to be weak for Lucas again. She was so much stronger now, and she wasn't willing to have her heart broken again.

"Do you want me to stay?"

"I mean, if you want to... Then I have no problem, I mean, but you can go home if you don't wanna stay. Either way is..." Brooke started waking up. She couldn't let Lucas know how she felt.

Lucas cut off her rambling. She did that when she got nervous. "Brooke, I'd love to stay." He smiled at her.

Brooke looked up at him from where she was laying on his chest. Lucas looked down at her. Before they even realized what was happening, as if two magnets were attached to their lips, they both leaned in and began to kiss.

A few seconds into possibly the best kiss of Lucas's life, Brooke pulled back.

"Luke..."

"Brooke, I can't, we can't run from this anymore."

"I think you should go." Brooke couldn't believe what she was saying. She knew she was crazy about Lucas, so why was she saying he should leave? Tears started to form, but she turned away so Lucas couldn't see. She got up and walked to the door. She opened it as a signal for him to leave.

"Brooke..."

"Lucas, I can't do this. You hurt me so badly a few months ago. You cheated on me with my best friend! I'm not putting myself in that situation again. I'm not letting myself feel vulnerable because of you, I learned my lesson. You had me 10 months ago and you left! And not only did you leave, you left me for my best friend. Wait, no, you went for my best friend and left me after you realized you couldn't cheat forever." Brooke said angrily.

Brooke broke down. She began sobbing. Floods of memories from the past few months began playing in her mind.

"You never let me in Lucas," she continued, "And now I'm not going to let you in. It's too hard. I won't do it to myself again. I have a new boyfriend, I'm happy." Brooke lied through her teeth. The truth is she wasn't really happy until Lucas had come over that night. But he couldn't know that.

Lucas put a hand on each of her shoulders.

"I know I hurt you Brooke. But you can't stand here and tell me that you felt nothing."

"Of course I felt something Lucas!"

"So why can't we be together?!" he asked angrily.

"Because Lucas, I have spent a lot of time building these walls, the walls that YOU forced me to build, and there is no way in hell that one great night with you knock them down so easily." The tears were pouring out. She wanted to let him in so badly, but she wouldn't. She was too strong and too stubborn.

"Why not Brooke? What are you so afraid of?!"

"I'm afraid of getting my heart broken Lucas! What don't you understand? And now you're having a baby with Peyton! I think you should go..."

"Brooke... Please..." Lucas pleaded as he stepped closer to her.

He put his hand on her face.

"Lucas... Please go," she said softly as she lifted his hand off.

"You'll see. I said it a few months ago, and it's still true, I'm the guy for you Brooke Davis. And I'm going to do whatever it takes to prove it to you." He was so determined. He left the apartment with a distraught and upset Brooke standing at her door.