Peyton stood in front of her full length mirror, dressed and ready to go to the prom at 6:56. At around 6:57 she decided not to go. What had she been thinking saying yes to Lucas' proposal? She was trying to stay out of their relationship, trying to make things right with Brooke and trying to keep from sharing her feelings with Lucas.

Her choice of dress was almost fitting for tonight. She was in a strapless black evening dress that was not unlike the red dress she wore for Haley and Nathan's wedding. Her hair was swept back, much in the same manner and silver strappy sandals adorned her feet. Her makeup was pretty natural aside from her eyes which were smoky and dark. She looked like she was going to a funeral, an incredibly trendy funeral, but a funeral none the less.

"What are you doing Peyton?" She asked her reflection. This is a bad idea. She had begun wringing her hands and jumping from foot to foot when Lucas knocked lightly and entered her room decked out in a tux.

"Oh, Luke," Peyton said, unenthused.

"Oh Peyt," Lucas mimicked, his eyes taking her in from top to bottom. He smiled gently. "You look amazing. You also look like you're about to vomit."

Peyton laughed despite her nervousness. "Thanks Lucas, you sure know how to make a girl feel pretty."

"Yeah well," Lucas shrugged and pulled the red rose he had from behind his back. "When my words fail me…" He chuckled a little as Peyton made a little sound and stepped forward to touch the rose.

"I don't think I'm gonna go Lucas," she blurted. The smile had faded immediately from his face.

"What?!"

"I-Well I was just thinking that maybe this isn't such a great idea with-you know with Brooke and…stuff."

"Oh come on Peyton, give me a break. We've been over this."

"I know! I know, but I ran into Brooke shopping for this dress and well, she was really mad at me Luke and I was mad too, but now I don't think we should go together."

"What did she say to you?"

"It doesn't matter what she said to me Lucas. Brooke is my best friend and your girlfriend, doesn't that-this bother you?"

"Of course it bothers me. I'm fully aware of her position in our lives, but she hasn't exactly won any awards in those departments recently. I won't even tell you the out there stuff she threw at me the other day."

"What did she tell you?" Peyton asked, dubiously. Lucas looked at her for a moment and then shook his head.

"It's nothing-It doesn't even warrant repeating. Peyton I just want us to make the best of our prom. You only get one and I'm not gonna let you sit here alone and listen to DeathCab. We deserve this Peyton. We deserve to have fun tonight."

Lucas sighed and dropped his arms to his sides. "After the year we've had, we deserve it more than anyone. I know that Brooke is upset about what went down in the library, but there is so much more going on under the surface and you know we'll get to that. We'll deal with it, but tonight…" Lucas took two long steps towards Peyton and took her hands in his.

"Tonight, I just want to forget all that bullshit and go to my prom with my friend Peyton Sawyer. It's you and me here Peyt. It's us. And if you don't go, I certainly am not going."

He saw her beginning to falter in her resolve. He grinned. "We can sit here and drink beer and play gin instead. But I personally feel that that would be a shame, because frankly you Peyton Sawyer look stunning and I have to say I look pretty damn sexy myself." Peyton laughed and punched him in the shoulder.

"Yeah I guess it would be a shame to let all the ladies of Tree Hill down."

"I'm not going for the ladies Peyt. I'm going for you. Now come here and lemme pin you."

All of Tree Hill High was decked out and ready to party as Tric quickly filled to capacity. Despite her unease she still felt a thrill at seeing so many people in her club. The feeling was still there after a year of being open.

She felt Lucas tense up on her and looked over to see Brooke scowling at them. She wondered how it was possible to look mad as hell and totally hurt at the same time.

She started to unhook her arm from Lucas's, but he tightened his hold on her and looked down at her.

"Hey, where you goin' date?" Peyton gave him a wobbly smile. Despite his joking, she could tell that he desperately wanted to go over and say something to Brooke.

"Go talk to her Luke." But Lucas shook his head.

"I don't abandon my dates." He turned and put his hands on her shoulders. "Tonight is your night too." With that they commenced with the merry making.

They talked to friends and danced and after awhile Peyton was actually having a good time. They were dancing beside Nathan and Haley. Nathan and Lucas were laughing over something that made Haley blush and roll her eyes.

At the perplexed look Lucas saw on Peyton's face he leaned in and whispered the dirtiest joke, she'd heard in a long time. Peyton turned bright red and squealed as Haley nodded and said "Thank you! SO gross!"

Lucas and Nathan laughed clearly amused with themselves. Peyton shook her head and managed to swat them both at the same time.

"Oh like you don't know any dirty jokes, Peyt," Lucas said.

"Oh let's see. What did the dick say to the PI?"

"OH MY GOSH!"

"Okay I think Haley might have a coronary," Lucas laughed.

"Whatever Luke, you told me that one."

"I did not!"

"Liar!" Peyton laughed shoving him slightly. Lucas laughed and the song suddenly slowed. Lucas instinctively pulled her closer and placed his hands on her hips. Peyton felt herself flush and thanked God for the low lighting.

He grinned at her, oblivious of her discomfort.

"I've never told you a single dirty joke, Peyton Elizabeth Sawyer. What kinda guy do you take me for?" Lucas said continuing the joking.

"Promiscuous," they both sang at the same time. They laughed and Peyton answered his question with a smirk.

"Oh I don't know. How about one that's full of shit," Peyton jabbed, laughing. Lucas chuckled and threw his head back.

"Oh-Ouch," Lucas feigned a blow to the heart before pulling her back to him. Their merriment suddenly stopped as abruptly as a car crash. Neither could look away.

Haley looked nervously from the couple to Nathan, who merely raised a brow at her and then to Brooke, who was watching the whole thing from Mouth's arms.

Peyton was the first to look away. It was like forcing a magnet apart. Lucas's brows furrowed and he pressed his chin against her forehead and rubbed her back, comfortingly. He was torn between wanting to stay with Peyton and going to talk to Brooke.

Peyton's gaze blurred and then suddenly rested on Brooke who was two feet away with Mouth. There was something in her eyes as she watched them that Peyton couldn't read. It made her want to shrivel up and die.

She pulled away from Lucas, murmuring something about the restroom and left him in the middle of the dance floor feeling very confused.

One minute they were laughing and joking and the next minute Peyton bolts. He looked briefly at Haley and Nathan before going after Peyton. Something had passed between Peyton and Brooke and he was pretty sure it had to do with him.

Why don't you just walk away? Lucas had asked himself. Brooke was his girlfriend after all. He had more of an allegiance to her, but he couldn't walk away from Peyton. Not tonight.

Lucas followed Peyton outside.

"Peyton?"

"I just needed some air Luke. Go back inside." Peyton said all this without turning around, arms wrapped around herself, he knew that pose well. She was protecting herself from the big bad world, because she'd spent her entire life doing it.

Lucas knew that if he went back inside now she would leave. She would run away like Cinderella at midnight. Brooke wouldn't let him be her Prince Charming so tonight he would be Peyton's.

"I'm not goin' anywhere Peyton. What's up?" He rubbed her back and felt her tense up for a moment before relaxing back into him.

"I just-You should be here with Brooke." She turned on him and regarded him with serious, guilt stricken eyes. "It should be Brooke in there joking around with you and dancing like that, not me." Lucas suppressed a scream of frustration.

"Says who?" He demanded. "Brooke? Because I seem to remember her blowing me off at every fucking turn. And she doesn't get my dirty jokes so I don't tell them to her. Peyton. Are we friends?"

"Yeah, Luke. We're friends." Lucas stared at her for a moment because of the peculiar way she said those words.

"And I've never been dishonest with you."
"No you haven't."

"Then trust me when I say, Peyton Sawyer that there is no one else I would rather be here with. No one." Peyton looked up at him, eyes shining.

"Really?"

"Yeah." Lucas hugged her and Peyton hugged him back. After a moment Lucas began to sway with her, dancing to the strains of music they could here coming from inside.

"What can I do to make you smile right now Peyton?"

"You make me smile Lucas," Peyton amended. Lucas hummed a response and then pulled back to grin at her.

"We could sing some Journey." They had been on a Journey kick the month before. Lucas would come over and they would fire up a cd and sing at the top of their lungs.

"No," Peyton was grinning and before she could get the next word out Lucas was holding a fake microphone in one hand her body in the other as their swaying became more exaggerated and he began a loud and horrible rendition of "Don't Stop Believin". He started swinging her around and she couldn't help but start cracking up.

"Come on sing with me-" Peyton rolled her eyes and started singing along. Lucas grinned from ear to ear as they sang, happy to see her happy. Neither of them were gonna win any contests. For two people who loved music so much they couldn't carry a tune in a bucket, but it was them.

"A singer in a smokey room! A smell of wine and cheap perfume! For a smile they can share the night, it goes on and on and on and on."
For the moment, Lucas was happy with his initial decision to stay with Peyton instead of go after Brooke. There was no one else who he'd rather be with, no one else he could be this crazy with.
"Strangers waiting up and down the boulevard, Their shadows searching in the night. Streetlights, people Livin' just to find emotion!"

As they danced and sang Peyton began to realize something. There was no one else she could do this with, no one else she would want to do this with…except Brooke. Peyton suddenly remembered the other reason she didn't want to come-her heart.

Peyton's eyes suddenly burned with tears and she stopped singing abruptly, causing Lucas to stop and look at her with concern.

"Peyton?"

"I-" She looked into his eyes full of concern and caring. She couldn't think of anything else to do, but run. So she did.

"Peyton!"

Walking in heels looked like a daunting task to Lucas, but the way Peyton was running in them, made him rethink his thoughts. Peyton slowed when she got to the beach and kicked off her shoes.

"Peyton!" Lucas grabbed her arm and spun her around. "Seriously. What's wrong? One minute we're dancing and laughing and the next minute you-"

Lucas had a hold of her arms and watched as she began to cry and shake her head.

"-you're crying. Peyton." Lucas pulled her into his arms and held her. For a long time they just stood like that while Peyton cried.

"I can't Luke. I can't. I can't help it."

"Can't help what? Is there something I can do? I know you aren't having your period and it's scary that I know that," Lucas added trying to lighten the mood. He even new her monthly cycle. He knew it better than he knew Brooke's. That's how close they were and that wasn't right.

"Peyton, please tell me what's wrong so I can help you. There isn't anything you can tell me that we can't try and get through together."

"You can't help me with this Lucas," Peyton had said pulling away from her safe place.

"Peyton it can't possibly be that bad that it's upsetting you like this. Is it Brooke? What did she say something to you? What did she say to you?"

"Lucas just drop it please."

"No! This is our prom night and you're crying and I hate seeing you cry! I'm here Peyton. Don't push me away, I want to be here for you. Let me help you!"

"You can't!"

"Why!?"

"Because-because.."

"Peyton? What!"

"I love you!"

That silenced him and Peyton was mortified. This was horrible! She tried to bite back the sob with hand. Pure mortification, if not for the fact that she just told her best friend's boyfriend that she was in love with him, than for the look of disbelief plastered across his face.

And then he had kissed her. He'd kissed her and if she'd had any doubts about leaving Jake and jeopardizing her relationship with Brooke, they flew out the window when Lucas slipped his tongue into her mouth and held her the way she had always dreamed he would.

And then he spoke and she was the bad person again. She was the 'other'.

Peyton shook her head and looked down at the record in her hands. Journey.

"Great," she murmured. Impulsively she stood and put the record on. As the guitar strains began Peyton leaned against the counter and thought about the night before after Lucas admitted his feelings for her. He never actually said I love you too, but she was still in his heart. And then there was the note he left for her when she woke up. She'd almost missed it.

It read -Hey Peyton, I had to get home. I'll talk to you later. Luke. And that had been it. So now she was left to wonder what last night meant for them. Did he mean to bury it? Or was she truly in his heart still in any real way?

Even if it was true and she was, he was still with Brooke and she wouldn't be that person again. Even if her friendship with Brooke was over, she wouldn't be that person. Even so, she allowed herself a moment to remember how it felt to sleep in the cocoon of his arms the night before.

She was so caught up in her thoughts that she didn't hear Haley coming up behind her. "Oh Lord," she groaned. Peyton jumped slightly and found Haley behind her, with her hands on her hips.

"Is it Journey again?"

"Oh no," Peyton amended. "I just-I dunno. Hey do you remember when Lucas, Nathan, you, and I went out to sing karaoke?"

Haley threw a hand to her face and laughed. "How could I forget. Just when I thought I couldn't be any more mortified, after you three butcher a perfectly good Pink Floyd song, you go on to murder Journey-"

"Hey wasn't it worth it to see the two Scott boys make asses of themselves," Peyton laughed.

"You aren't winning any contests either."

"Hey we can't all be recording artists Hales."

"Well, I suppose not."

"So what's up?"

"Oh I came by to see if you needed any help with the clean up, you know just to see, what you-"

"Oh well thanks, but the clean up crew did a great job….So why are you really here, Haley?" Peyton fixed Haley with a knowing look and Haley sighed.

"Okay, um….I saw Lucas and you last night. I saw the kiss."

Peyton slapped a hand to her head and sighed. "You weren't supposed to see that. That-that wasn't even supposed to happen, none of it was."

"Look, Peyton, I'm not here to judge you. I saw Lucas start the kiss and he also told me he said some pretty mean stuff to you."

"Yeah well, I guess I deserve it huh? I'm the big fat slut who is trying to steal my best friends boyfriend right?"

"Are you?" Peyton shrugged.

"He told me I was still in his heart Haley, but then the next morning he left and the note he left was-no no no," Peyton cried seeing the look on Haley's face. "It was nothing like that. I mean we didn't even kiss, it was-We just held each other, Haley. I swear. He was gone before I woke up."

"So, now what?"

"So, now nothing. Haley he's still with Brooke and-and I don't even know if he feels the same way about me as I do him."

"But, you said-"

"He said I'm still in his heart, Haley. That doesn't mean anything." Haley raised an eyebrow and once again cursed Lucas for putting her in a bad situation. Lucas didn't tell her how he felt.

"Peyton, for what it's worth, I know Lucas really cares about you. You're the one person in his life that he could never let go of. I mean he knows you better than any of us do, even Nathan and Brooke and that says a lot. I mean you guys are like the Bobsy twins," Haley finished lamely. Peyton smiled and threw an arm around her.

"Thank you Haley, but there's no point." She shrugged and smiled, dismissing the topic all together. "How's Brooke?"

"Oh well, she's Brooke. Still holding onto the grudge, still hurt. Are you in love with him?" Haley asked, not ready to let go of the conversation yet.

"Yes, but like I said, there is no point in discussing it."

"Just, don't give up on him Peyton. Scotts can surprise you."

"Um, aren't you on team Brooke?" Peyton asked jokingly.

"Nope. I'm on team luv."

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