Disclaimer- you know the drill

Rated M because it wants to

(A/N) I think i'm going to turn this into a songfic and change the chapter names... this chapter's song is "What Hurts The most" by Rascal Flatts. Filler chap btw. P.s. The 'this' is music and song lyrics. enjoy

"Why do we have to move here?" A brunette boy sitting in the back of a blue convertible asked, roof up. It was raining today and it fit the day this boy was having nicely.

"Because you got kicked out of your old school in the other town" the bleach blond woman on shotgun replied angrily while doing her makeup.

"But why this small town of all places?" The boy asked again, more impatiently this time and rolling his eyes.

"Maybe because this town is far enough from our old town so we can have a good reputation and start anew" the also brunette man in the front driver's seat said frustrated.

"Whatever, but this is really fucked up" the boy sighed.

"Excuse me young man! How many time have I told you not to swear!" The woman looked back at the boy angrily and snatched away a bag of some kind of snack. "And no more of this disgusting fattening food!"

"I hate these people" the boy mumbled quietly as they passed a sign saying 'Denver 1,000 miles'

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When Everything Goes Downhill

By midnight harvest moon

Chapter 5-

the pain of losin' you

(Kenny POV)

I walked through the 7th grade hallway, I loved middle school way more than elementary school. More freedom, different teachers every period, more chicks, bigger boobed chicks, older chicks, I could go on. But when I think about it, so much has changed since 5th grade, especially after... Cartman left.

I haven't changed much, except I haven't died in the longest time, thankfully! Sometimes I do miss Satan but I really don't care all the other times. I started to take my hood down a few times a week and realized I got more chicks looking at me so I started to take it down all the time. And overall, I am now the player of the group to sum it up

Stan didn't change a lot, but still more than me. He is now the jock of the group, playing foot n' all. I just sounded like god damn Butters for a second. He started to take his hat off also and let his black hair drape in his face, which some girls -cough-wendy-cough-, find hot. Actually, because of Wendy wanting to spend to much time with him, he no longer is with Kyle 24/7. Really, he's barley with him anymore, well, not nearly as much as he used to be.

And with that, brings me to Kyle freaking Brofloski, who is pretty much now my best friend. Out of everybody I know, even outside of our little group, has changed the most. Where should I start? Well after Cartman left he especially seemed... different. He seemed to try his best to act normal and happy that Cartman left but Stan and I could see through that. Especially with the fact that I found him crying his ass off on the street, poor kid. And every time we speak of Cartman, he cringes and doesn't talk. Figures Kyle never really hated him. But now we learned to never speak of his and he seems to be over it. To tell the truth, I was a little sad when he left, but I got over it. Anyway, back to Kyle. Unlike me, Kyle has really good grades. He is the fucking top in our class for Pete sakes! I really don't care about my grades.

One of the few things that haven't changed is his 'jew fro' as Cartman used to call it. He still wears the same old green hat. He was the odd one of the group dare I say.

I remember one time when we got lost in the woods. This is really random but one of the most important stories of our friendship. This was when Stan was just starting to hang out with Wendy a lot more...

----------------------

"Dammit! Where the hell are we?!" Kyle exclaimed, in the middle of miles of trees.

"I don't know! I lost the fucking map!" I said, hitting my head on a tree.

"That you couldn't read! Hey! Stop beating yourself up!" He walked over to me and pulled me away from the tree.

"Yeah I bet Stan could read it couldn't he?!" I commented angrily. I didn't even know why I said that. I just felt angry for some reason.

"What are you talking about? Stan has nothing to do with this!" He quietly yelled, if that makes scents at all.

"Not now, but it will eventually!" Then I realized, I was jealous of Stan. It built up inside of me until just now.

I guess he realized that to. His angry face turned to guilt. "Y-you're jealous aren't y-you?"

I sighed and sat down on the woods floor. "Yeah I guess I am, and It's stupid. I'm sorry. I'm just tired of being the third wheel since Cartman left." I saw him cringe two feet when I said the name.

He sat down next to me. "You have a reason to and I'm sorry" He pulled me into a tight hug. After a few seconds he pulled away when I didn't hug back.

"Dude, you know I don't do hugs" I said, almost blushing for some reason.

"No I don't know, I guess we have a lot to learn about each other" he got up and started walking away.

"Where are you going?" I asked, standing up.

"Well it's almost nighttime and we've been trying to get out for five fucking hours. Might as well rest for the night. I'm getting fire wood. You stay here." I did as I was told and he walked away.

I looked over at his backpack and decided to check again to make sure if he had a cell phone or not. While looking through I came across something interesting, Cartman's school picture from elementary school. You know, the one where he tries to act cute. I put it back. He probably didn't want anyone to see that.

Ten or so minutes later he came back with a bunch of lumber. He put it down and started rubbing two sticks together over it.

"Are you sure you know how to light that shit?" I asked.

"Positive"

Soon we had a fire. "Whoa that was cool!" I exclaimed and sat near it. He sat next to me.

"Holy shit! It's colder than I thought it was out here!" He said.

"You got that right!"

For awhile there was just silence. So I decided to break it. "So do you want to know more about me or what?" I asked.

He looked at me. "Well... yeah" he said.

"Well you know how poor I am. I only have this hoddie to wear cause it's the only thing I can get other than the clothes under it. I used to cover my face mostly because I had a scar from my dad but I got something to make it not show..."

"Whoa, whoa, whoa!" Kyle cut me off. "Your dad?" His face was in shock.

I sighed. "Yes my dad beat me a lot, and still does." He looked really scared when I said it so I forced a smile, even though that was one of the hardest things I could say out loud.

"Kenny, th-that's... horrible! And fucked up!"

"No. It's nothing. Please don't freak out, I'm fine." I tried to calm him down, even if I wasn't fine I had to say something.

"But-"

"Why don't you tell something about you?" I said.

He sighed. "Well I hate my hair. I'm Jewish. My mom is as strict as hell..." He rambled.

"Something I don't know, please."

He sighed again and went to a whisper, "Can I trust you with something that... that Stan doesn't even know?" He said looking worried.

I had to hear this. Stan doesn't even know it? "Yes, anything"

"I'm gay"

And the rest of the night we became best friends, telling each other everything

-----------------------------

So that was the beginning of 6th grade. I wasn't really surprised when he told me, I have some thing that I can point out gay people easily, I don't know what it is. I asked him who he liked but he wouldn't tell me, even though I think I knew. In the beginning of 7th grade he came out of the closet to the whole entire school. Luckily, most people accepted him. A select few didn't but that's their problem to hate someone as awesome as Kyle. To bad he can't tell his mom.

Anyway speaking of the devil...

"Hey Brof" I greeted, running into Kyle.

"Hi Kenny" Kyle sighed looking down at the floor.

"Aw not happy to see me?" I joked. He glared. Maybe not a good time for jokes. "Okay really, what's up?" I asked more seriously.

"Nothing" he ran off to his next class. Now I was worried, he always told me what was wrong. I frowned and walked along to my next class.

My next class happened to be math, which was good, I had a great view of Bebe's ass. That could've gotten my mind off of Kyle, if Butters didn't sit in front of me.

"Well, hey Kenny" he greeted cheerfully. God damn his always cheerfulness.

"Hi Butters" I choked a smile, not in the mood for his mood.

"Did you hear about the party tonight?" Kenny asked. I perked up a little.

"Party? Where?" I asked.

"Tonight at Bebe's place" He answered.

I threw my arms up "Woohoo!" Party's were two things for me, a way to blow of steam, and a chance to get laid by yet another girl.

"So you going then?" Butter asked.

"Well, aDUH!"

"RING!" went the bell and class started. Then came an hour of solving for X

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After school I was looking for Kyle and I bumped into someone very familiar...and sexy. I grinned my devilish smile. "Hey Bebe, sorry about that" I said, looking at her on the ground. I extended my hand and helped her up.

"It's okay, as long as you come tonight" she replied seductively.

"Count on it" I winked.

"See ya then" she walked away and I gave her a smack in the ass. She chuckled and went to catch up with Wendy, who was with Stan. Well I got my girl of the night, not that I haven't fucked Bebe many times before. Which I have.

I walked out of the school and finally found Kyle. I ran over to him. He still looked sad. "I know what will cheer you up!"

He looked over at me, just realizing I was walking with him. "Nothings wrong" he stated, faking a cheerful tone.

I rolled my eyes, "well, there's going to be a party at Bebe's tonight. You in?" We were now walking on our way home out of habit.

"I don't know. It sounds like fun" he said.

"Hell yeah it's going to be fun!"I exclaimed, mostly thinking about me and Bebe. I chuckled.

"Well I guess I'll go" he agreed, a smile hinting on his face.

"Great!" I did a small jump. "Want to hang out at my place til then?" I offered.

"Sounds good to me, I get to kick your ass in Assassin's Creed" he taunted. Kyle was awesome enough to get me a ps3 for my birthday since my parents couldn't afford anything except socks for me.

I rolled my eyes, "Well I bet I could beat you in a race to my house!" I taunted back.

"Your on! Ready. Set. Go!" We both started sprinting toward my rat den of a house. Kyle was ahead of me for part and I couldn't help but look at his butt. It looks like a girls, kind of sexy. DID I JUST THINK THAT ABOUT MY BEST [guy] FRIEND?!

"Almost there I'm going to win!" He exclaimed. Not if I could do anything about it. I went into full on running mode and got ahead of Kyle, then across the train tracks, and then soon enough I was under the wheels of a 18-wheeler and on my way down to hell. Just lovely.

Hell was just as I remembered it, full of fire and dead people. When I got to the entrance I had to go through this whole "welcome to hell, you did not make it to heaven, your here for eternity" speech that I almost new by heart by now. I watched Satan get off stage and followed after him to see why I died this time, because there always had to be a reason.

When I finally caught up to him he was already in his house, making tea. I knocked on the door and moments later it opened to the big red ruler of hell himself. "Hello Kenny! Long time no see! Come in and sit down!" He let me in and I walked over to his flowery sofa and sat down.

After a minute or two he walked over with two cups of tea and put one in front of me on the coffee table. "Thanks" I said as he sat next to me and took a sip out if his tea cup. I took a sip out of mine. I really didn't like tea but I could deal, it's better than anything I ever could have at home.

"Hello Satan how have you been?" I greeted.

"Hi Kenny. I've been pretty good lately, got a new boyfriend" he stated proudly.

I raised an eyebrow, "again? Who this time?"

He smirked. "His name is Adolf Hitler. He may be a little rough on the edges but... heck hes rough on the inside to! But he can be sweet and understanding. But he is a Jew hater all right."

Go figure. My best friend's nemesis and my best friend's enemy's hero. Dating Satan. "Well that's great!" I said, sounding happy for him. Weather I was really happy for him or not I really don't know.

"Speaking of Jews you're not getting out of why you are here" He said.

"Yeah I haven't been here in two years. Why am I here now? And what do Jews got to do with anything?" I questioned.

"Kenny, I know you like Kyle." He stated like it was the most obvious thing in the world.

My breath hitched. "Wh-what did you just say?" I didn't like him more than a friend! Heh..heh... He had to be kidding me!

"You know what I said" he took another sip of tea.

"I don't know what you're talking about" Kenny looked at the ground.

--------------------------------------yaay flashbacks------------------------------------------------------------------------------

Stan, Kyle and I were just hanging out one Sunday afternoon just being...well... us. Just for the record, my hood was up today.

"Yeah? Well I'll bet you ten bucks Kenny made sweet love down by the fire with Chef!" Kyle bet Stan and laughed.

"Dude! That's sick!" Stan exclaimed but laughed along with him.

I flicked both of them off.

"Yeah you're right. Kenny only does chicks with huge tits and massive asses" Kyle commented and they both continued laughing.

"Yeah!" I exclaimed. They laughed harder. "Wait, hey!"

"You know it's true" Kyle stated matter-of-factly and looked at me.

"Okay, it's true" I agreed and just laughed with them. Our laugher stopped when massive ass herself came walking over. "Hi Bebe" I winked. I had a good time with her down by the fire if you catch my drift.

She looked at me and did a small wave then her gaze went toward Kyle. "Kyle, can I talk to you for a second?" she asked.

"Sure, I guess" he answered.

Bebe beckoned him to stand up. Kyle stood up and followed Bebe to behind some bushes. I looked at Stan and we both got the same idea. We stood up and hide behind the other side of the bushes.

"Do you remember that you time in the tree house in elementary school?" She wondered. We couldn't see them, just hear their voices. One thing I heard that wasn't them was Stan puking next to me. I elbowed him in the ribs.

"Uh..." He hesitated for a moment, probably thinking. "Yeah" he finally responded.

"Well I had a great time, didn't you?" her voice was going more toward flirty, the voice she does when she wants to have sex with me. What the hell was she planning. I felt my face heat up a little under my hood.

"Uh, kind of" he just sounded pretty awkward, thats a good sign.

"I was wondering, there is this dance Friday..." she rambled.

"You want me to go with you?" Kyle finished. My breath hitched. Kyle better not say yes... hold on a second was I, Kenny McCormick, jealous of Kyle Brofloski?

"Yes! So you will?" Bebe sounded really excited.

"No" Kyle stated. I slightly put my fist up in the air and pulled it down. Stan gave me a 'what the hell" look.

"What? Why?" Bebe now sounded sad, almost angry.

"Because I don't like you in that way" Kyle said.

"You don't have to like me. But you could act like you do" Bebe pushed.

"Bebe, I said no"

"Pleeeeeeeeeeeeeaaaaaase" Bebe pleaded. God this woman never gives up. Then again, she is Bebe.

There was silence for a few moments. Then someone cleared their throat, "Bebe, I'm gay" Kyle just pretty much admitted to the whole school he was gay. I looked at Stan, his eyes were was wide as the moon. 'Holy shit' he mouthed.

After five minutes of silence, I peeked through the bushes. Bebe was still standing there, mouth wide open, but Kyle was gone.

I sat back turned from the bushes for awhile, thinking about what just happened and what I felt. By the end of the day I figured one thing out; I wasn't jealous of Kyle, I was jealous of Bebe

-----------------------------------------end of flashback--------------------------------------------------------------------------

"What were you just thinking about?" Satan asked.

I sighed, "You're right, but what do you want me to do? It's obvious who he loves! And I'm just a fucken man whore" I mumbled the last sentience.

"Do you know what happened on this day two years ago?" Satan asked.

I thought for a second, wondering what happened that could be at all relaivent. "No" I concluded.

"Someone let for good"

"Oh" Cartman. Should have known.

"Kyle knows. He's never forgotten. And today is going to be the hardest for him. You need to stay with him at all times at the party, and who knows, maybe make him totally forget about Cartman and, you can figure out the rest" Satan crossed his legs.

"Well, okay" Oh wait, what about Bebe!? "Um I think I have plans tonight I forgot..."

"Kenny!" Satan glared at me.

"Okay, okay!"

"Well you better get going, the party has already started" Satan said and got up.

"Crap, cya Satan!" I ran off toward the portal before he could reply and hopped in. The portal was always so creepy. It was red and black and filled with a bunch of dead faces and screams rang throughout the whole thing.

I finally got through the portal and appeared outside Bebe's house. Lights were flashing through the windows and the music was almost literally making the house thump up and down.

'Oh baby dont you know I suffer?
Oh baby can you hear me moan?
You caught me under false pretenses
How long before you let me go?

You set my soul alight
You set my soul alight'

It was the beginning of the song (A/N if you readers can guess the song you get a... free story request for me to write for South Park, more details at the end of this chapter.) I would know the song anywhere.

I walked up the door steps and just walked in. There was people drinking, and dancing their asses off. There was somebody dancing with only their underwear on on the snack table. They were swinging their pants above their head. I walked over to get a closer look. It was... "Butters?!" I exclaimed. Butters was the one on the table.

"Woo!" Butters yelled. He was so drunk. It's about time that kind got loose. I started laughing hysterically on the ground.

After a few minutes of laughing so hard I was crying, I got up and decided to look for Kyle. I wiped a tear away from my eye and started walking.

On the dance floor I came across Stan dancing with Wendy. Stan looked completely sober. Wendy... not so much.

"Hey Stan, have you seen Kyle?" I asked him, he looked at me, He stopped dancing for a second.

"I saw him earlier. I tried to get him to dance but he shook his head and walked away. I couldn't figure out what was wrong" he said.

I sighed, "well okay. Thanks anyway." He continued dancing and I walked away.

I looked a little more. Near the punch bowl I got stopped by Bebe. "Hey Kenny" she breathed.

"Hi Bebe, have you seen Kyle?"

She frowned. "No I haven't. Why are you worrying about him? Don't you wanna have a good time?" She winked.

"Not tonight Bebe" I started to walk away before I got pulled into her god dammed DD boobies.

She stepped in front of me. "Aw, come on Kenny. You know you want to"

"I said no Bebe" I was getting angry now.

"Kenny!" She pleaded.

"Move!"

"No!" She pushed me to the ground. I could feel eyes on us.

I had no choice. I took my fist and planted it on her face. "Get away you fucken c*bleep*" I pushed her off and ran.

"Kenny I'm going to kill you!" I heard Wendy scream behind me. I'll deal with that bitch later. I just kept running.

I heard a new song start as I ran out of Bebe's house. I new exactly where Kyle would be.


'I can take the rain on the roof of this empty house

That don't bother me'

"Kyle!" I yelled as I grew nearer to Stark's Pond. I didn't see anyone from where I was. I really hoped he was there, especially since it started to rain.

'I can take a few tears now and then and just let em out'

I got to the pond and found him. Thank god! He was up in a ball and no noise was coming from him. "Kyle?" He still didn't move or make any noise. I sat down next to him. I lifted his chin up to make him look at me. His usual green eyes were red and his face were streamed with tears, more coming down by the second.

'I'm not afraid to cry every once in a while even though
Goin' on with you gone still upsets me''

I let go of his chin and he buried his head into my hoodie. I put my hood up as the rain started to get worse.

'There are days every now and again I pretend I'm okay
But that's not what gets me'

I put my arm around him. This is how I wish it could be all the time, me and him, but without the crying. "Kyle, it'll be okay"

'What hurts the most
Was being so close'

He looked up at me. "N-no it wont, you dont know how much this thing hurts" he sniffled.

"I know this is about Cartman and yes, it will."

'And havin' so much to say
And watchin' you walk away'

"There was so much I wanted to... tell him" his voice cracked. "And he just left and said he never wanted to see me again."

'And never knowin'
What could've been''

(Kyle pov)

I sniffled and held my chest as Kenny pulled me closer. The scene from so many years ago repeated in my head for the first time since last year.

--

"Kyle!" I heard Cartman call. I looked over to him. "You told, didn't you? I hate you! I hate you, jew! I never want to see you again you piece of shit!" That's when Cartman got shoved into a cop car. It started to drive away.

- -

'And not seein' that lovin' you
Is what I was tryin' to do'

Kenny patted my back as I let out a cry of pain. Kenny was such a good friend to me. But I wish I knew why he even bothered. I'm hopeless.

And why do I even try? Eric's not coming back. Why can't I get over him. He never wants to see me again and he hates me. If only he could have seen how much I really did want him to stay...

'It's hard to deal with the pain of losin' you everywhere I go
But I'm doin' it'

I looked at Kenny again and he smiled at me. "Why don't we go to Denver tomorrow?" He suggested. "To... you know... get your mind of of...er... things?"

I forced a smile back. "Well I guess."

'It's hard to force that smile when I see our old friends and I'm alone'

He hugged me. He always knew how to make things better. Just like Stan used to do. I hugged back.

"How about tomorrow morning I'll pick you up?" He asked when we released the hug. "I would say you could sleep over, but my parents are kinda... um... never mind"

'Still harder gettin' up, gettin' dressed, livin' with this regret
But I know if I could do it over
I would trade, give away all the words that I saved in my heart
That I left unspoken'

I smiled, this timemore genuine. "Okay I understand. See you then." I got up and walked away. I just felt like being alone the rest of the night anyway.

What hurts the most
Is being so close
And havin' so much to say
(Much to say)
And watchin' you walk away

And never knowin'
What could've been
And not seein' that lovin' you
Is what I was tryin' to do, oh
Oh yeah

What hurts the most
Was being so close
And havin' so much to say
(To say)
And watchin' you walk away

And never knowin'
What could've been
And not seein' that lovin' you
Is what I was tryin' to do

Not seein' that lovin' you
That's what I was trying to do, ooo

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A/N- And end of chapter. I finally got it up! Happy? I am! And going to Florida for a week... so I wont be able to update until after. Hoped you like this chapter anyway, it took 4ever to write. I actually wasn't to happy with it... maybe because there was no Cartman there -tear-. I know the next chapter will be better for reasons... mwhahahahahahaahha

About the authors note earlier... okay so if you can guess that 1 song right you can request any ideas for a south park story and I will make it no matter what! And if you dont feel like guessing or u get it wrong... you can still request a story but im not sure if ill do it or not but I WILL try. Anyway

please review with your guess and/or thoughts on this chapter! Thank you!