The doorbell brought them out of the bubbles they had been dwelling in and set off an immediate reaction. Justin jumped. "Oh...pizza's here." He got up to get the door, but Kelsie beat him to it. "Eh, eh, eh. I'm sure you don't want all the little girls to find out where you live. Go hide or something."

"Good point." He stepped into the other room while Kelsie payed the delivery girl. As she closed the door, the house was immediately filled with the aroma of a freshly cooked pizza -- the smell that had the power to draw almost anyone in. She set the box down on the floor as Justin sat down next to it. "Mm, mm! I lovvve pizza, baby!"

"Whoa there superstar, slow down. You look as if you haven't eaten in a YEAR!", she joked, watching as Justin unconciously flinched when the word 'superstar' left her mouth. Weakness! , she thought.

Justin smirked. "I have a hollow stomach, sorry."

Kelsie laughed and looked down at the china that was getting spotted with grease drop by drop. She plopped down the slice and picked up her silverware. "You know. If we are supposed to be eating 'in style' like you said, we should use our manners, don't you think?"

He looked at her strangely for a minute, not comprehending what she meant. "Manners? How else do you eat a pizza?"

"I was being sarcastic. I guess it wasn't very funny.", she snickered to herself. "I meant we should go with the theme and cut our pizza into little pieces and eat them with a fork and knife."

Again, Justin looked at her like she had three heads. "What, are you kidding me?" She watched as he stuffed a huge piece into his mouth and chewed carelessly. "You actually think I'm going to CUT my pizza?"

Kelsie rolled her eyes. "Okay, forget it. It WAS a joke, but ya know, some people just don't GET things around here..."

His words were muffled as he talked with his mouth full. "Are you insulting me?"

She shrugged teasingly. "Maybe. Maybe not.", she took a bite of her slice. "Guess you'll never know."

Silence took its presence among the two again, presenting an awkward situation on the table. After a few moments of the unbearable quiet, Kelsie broke it. "Justin?"

He looked up, almost as if he were surprised he was being talked to. "Yeah?"

She paused, trying to see as deep as she could into his eyes. "Justin, why do you hate me?"

He was taken by complete surprise and stumbled on his words as they came out jumbled. "Uh, I um, I don't know... um, are you finished with your pizza?"

"Don't change the subject. I want to know the truth. Why do you hate me, Justin?"

"I'm not changing the subject. I just wanted to know if you were finished so I can start the dishes..."

"Do them later."

"I...no, see, they'll get crusty if I wait..."

"Justin --"

"Look, Kelsie, I'm not really in the mood for talking..." He got up abruptly and walked down the hallway to a door leading downstairs to the basement while Kelsie was left sitting on the floor. She sighed. It wasn't going to be as easy as she thought getting him to talk. As if she was left with any other choice, she got up and followed him downstairs to the basement, wondering what she would find when she reached her destination.

Soft light lit the room as she reached the foot of the stairs. Immediately her attention was drawn to the enormity of what was down there. Off to one side was an incomplete studio, obviously still under construction, and a wooden door blocked what was on the other side. A window was built into the side of that wall and her curiousity growing, she peered in only for it to cause her jaw to drop and her eyes to widen. What she saw was almost an exact replica of the rehearsal room at the WEG Compound, but smaller. There were five full length mirrors hanging against the wall, the wooden floor extending all the way to the back of the room. A large stereo sat on a table in the back next to a leather sitting couch. Her eyes latched onto the door knob and her hand followed. It was locked.

"Pretty impressive, huh?"

Kelsie jumped and spun around on her heels. "Holy...Jesus, Justin, next time you're going to scare me, warn me first!"

He picked up the bottle of Windex next to him and sprayed the window. "What's the fun in that?" Wiping off the liquid with a paper towel, he smiled at her, "Next time you want to see a room in the house, ask. Don't breathe on the windows."

She rolled her eyes. "I can't believe you just cleaned that because I breathed on it. Oooo, I've got cooties!"

Justin smiled. "I only did it to piss you off." He unlocked the door, opened it and walked in, Kelsie trailing behind him. "This is beautiful, Jay. How long did it take to put it in?"

"Few months. I'm down here a lot...it really is a great help having one in the house because I can practice for as long as I want without interruptions. People know that if I'm in here, I don't want them to come in. It helps me concentrate a lot."

She watched as he moved his feet to a routine she didn't recognize. Her respect for his perserverance grew by the second. "Justin, you're quite the perfectionist aren't you?"

He looked at her through the mirror, his eyes boring into hers. His voice was quiet, like he didn't understand how she could pick up these things about him. "What makes you say that?"

She shrugged. "You're ALWAYS practicing...whether it be dancing, singing, or anything else you call a hobby. You don't stop until it's perfect...I think that's --"

"What's wrong with wanting to be the best at what you're good at?"

"Would you let me finish?", she rolled her eyes. "I think that is incredible about you. No matter how long your practice day with me is, you probably come home and practice it more. Not a lot of people could probably take that. You have stamina."

He was never really good at accepting compliments when he got them, and he got them a LOT, but no matter how many times he heard them, he didn't really know what to do in response. His eyes found an interesting spot on the floor to stare at until he found it in him to mumble a quiet thanks. She smiled to herself thinking, "Ahh, so there's another weakness. Compliments."

"Justin?"

His eyes peered at hers through the mirror again in response.

"I'm going to ask you again. Why...do you hate me?"

His eyebrows merged in frustration as his mind raced with the answer. I'll tell you why I hate you! I hate you because you're not fighting with me! I hate you for being nice and complimenting me when you should be fighting with me! I hate the way you make me feel when those feelings should be directed at my girlfriend! And I hate you because I am not hating myself for asking you to come over!

"Justin?"

He exhaled loudly, knowing that he couldn't say what he was thinking and that angered him. "I...", he groaned. "Why are you so content on knowing why I hate you?"

She raised her eyebrows and sat down on the couch. "Because I don't really think you hate me."

He turned around to face her. "What makes you think that? Just because I invited you over? That doesn't mean ANYTHING."

"Chill, Jay. I hadn't even thought about that...but listen, just give me one reason and I'll get off your back about it.", she stifled a laugh. "And for God's SAKES get that scowl off your face."

His scowl got even nastier and he racked his brain to think of a reason that she would believe. Her looks? No, she was beautiful. Her personality? No, she was a lovable person, she was even funny. Her choreography? Nope, it rocked. He groaned quietly and rubbed his forehead. After a long pause, he looked back at Kelsie who was sitting on the couch smiling at him. "Okay! So I don't HATE you." He saw her smile get bigger. "But that doesn't mean I'm your best friend all of a sudden."

She held her hands up in defense. "Hey, I just wanted you to admit to yourself that you didn't hate me, I didn't ask to automatically become your BEST friend." She grinned. "But now that you got that off your chest, do you want to show me how good you know my dances?"

Her spunky attitude was enough to make him smile. And for once in a long while, it was a REAL smile.

_______________________________________________________

(an hour later)

"Glad to see you pay attention when I'm attempting to teach you.", Kelsie laughed as the two headed back upstairs after an hour of dancing.

Justin wiped the sweat off his forehead and tossed his wet t-shirt over his shoulder. "Actually, I don't. JC teaches most of it to me after you leave.", he joked.

She didn't miss the sarcasm in his voice, or the bounce in his step, and she definitely didn't miss the way the muscles in his arms rippled as he stretched them above his head. A bead of sweat escaped down the side of his face and she watched it roll carelessly down the soft skin following the form of his jawbone to the bottom of his chin, eventually dissolving away with the others as it reached his neck. She swallowed the lump in her throat and tore her eyes away from his very well developed body, trying her best to focus on anything besides him.

He knew she had been looking at him, and he could tell that she wasn't looking at him in a 'Hey, you're my friend!' way. He saw the sparkle in her eyes, he saw the smile that was hidden in her lips. He watched as she hurried her steps and ended up in front of him. Each step he took he hated himself more and more for allowing her into his life because he knew without a doubt that he would fall into her trap.

"Justin?"

He jumped at her voice and focused in on her. "Hmm?"

"Can we talk? I think you need to get some things off your chest."

He looked confused. "More things? Like what?"

"That's for you to decide. I just think you need to open up more because you look awful tense.", she said, her voice laced with concern. "I'm not trying to get you to spill your guts to me or anything but I think there's some things you need to just TALK about whether it's me you talk to or someone else." She looked up at him, avoiding the way his bare chest was rising up and down as his breathing got heavier.

"What if I don't want to talk? Why do you always do this?"

"Do what? I just think that you're going to have a huge break down if you don't talk about it now and I don't want to see you hurting!"

"Do this! You always ruin this! We're having a good time, laughing and all and then you go and get all serious about how I have to talk and open up to you. That just gets me mad and you know it -- especially when I'm perfectly FINE!"

"Justin it gets you MAD because you don't know how to let go of your emotions and put them into words! I'm not doing this to try to force you into talking to ME! You can go talk to one of your 'boys' or your MOM even, but I'm here now, willing to LISTEN, and by watching you lately I can tell you are hurting. Please, Jus, don't fight this. You need to let go."

His eyes glazed over in spite. The nickname he hated. The nickname Chloe used when something was wrong. He tightened his jaw. "DON'T call me Jus."

She rolled her eyes. "You're trying too hard. I've been watching you on and off stage and I can tell that you're putting on this kind of arrogant act that --"

"What are you TALKING about?"

Kelsie stood with her eyebrows raised in concern. "Justin, you're trying too hard to become someone that you're NOT. You're pushing yourself to be EVERYTHING that the people around you expect from you and that is not a good way to live. You can't push that hard. This act that you carr--"

His eyes were blazing when they finally turned on her. He spread his arms and looked up and down the length of his body. "THIS is what I am, Kelsie. THIS is not an act. THIS is me... the full package." He dropped his arms and shook his head. "You know, you can't just come here and do this... you can't just come here and change my life.", he paused and then quickly corrected himself. "...I mean, change the way I am."

He strutted over to the window and took a long breath, staring out the pane of glass, while his hands were balled into fists at his side. "I am who I am...and, and...what you see...", he turned around to face her again before finishing his sentence, the pain in saying it apparant in his sparkle-less eyes. "...is, is what you get."

Kelsie watched him for a full two minutes before slowly shaking her head in disagreement. She walked towards him, sighing, and grabbed his shoulders, pulling him close to her face. He loomed over her, but that didn't stop her from staring so deep into his eyes that he had to pull away. "No. You see, you're wrong. Because I can get so much more out of you than what I see right now. Do you know what I see? I can see PAST that arrogant side that you put to show for the whole world and I can see the vulnerable side of you. YOU ARE SCARED, Justin. Do yourself a favor and admit it to yourself because if you don't, eventually those walls that you have built inside of you are going to come crashing down one day when you least expect it and you are going to have a break down. A BREAK down. I'm a lot smarter than you might have thought I was, and I can see right through you."

He crossed his arms. Who does she think she is trying to tell me what I am and what I'm thinking? "Oh yeah? If you're so smart, what am I thinking right now? And what could I possibly be SCARED of Kelsie? Explain to me those two things because I'm not SEEING them clear enough right now."

"Fine. You are wondering how the HELL I am hitting all this right on the NOSE. You are thinking that she must be crazy because she knows all these things that I have kept hidden away in me for so long in the past.. the things that NO ONE has been able to discover. You are so worried that right now you're letting all your defenses go because you're about to break down right here in front of ME, your 'strictly business' choreographer, the person you would least want to talk to about all this. Well guess what, Justin? I am a lot more than strictly business...whether you like it or not, I'm a FRIEND. Yes, that's right.. I just used the word FRIEND in the same sentence as both of our names."

She watched for a split second as his facial expressions told her that she was slowly tearing down those walls. He was crumbling.

"And I'll tell you what you're scared of. You're scared that you can't handle all this stardom that is hitting you in the face. You're scared of the fact that you won't be able to take much more of it, but that you know you have to keep pushing yourself to be better than you ever were before because that is what your fans and your peers expect of you. You're scared that you won't be able to maintain this bad boy slash totally down to earth, perfect being image that the media has created for you for much longer because you just might pass out from it all ON STAGE no less and that would give away the fact that you're not perfect.", she paused. "And don't even try to tell me that's not true because I see you flinch everytime I call you 'superstar'. And while I'm on it, I'll tell you what ELSE you're scared of. You are scared of OPENING UP to anyone besides the guys and your family. You're scared to let any new people into your life because they might just figure you out and you can't let that happen.", she took a breath and continued. "You are scared of YOURSELF, Justin. You forgot how to BE yourself."

He remained quiet for a few minutes, trying to figure out what to say to that, shaking his head furiously in disagreement. "I...no, you...that's not...no, yo-you're wrong." His voice was quiet as he tried to put out his last defense. "You can't force me to be someone I don't want to be."

"Oh, I think you DO want to become the person I want to see, but see, you can't let me know that.", she sighed. "But you're right, Justin. I can't force you..." She looked up into his eyes and watched with satisfaction as he began to crack under her stare. Tightening her jaw and smiling a touch, she finished her statement. "But I sure as hell can TRY. And try I will until you realize that I am right."

He was shocked. Shocked. How she could figure all that out, which all was absolutely honest to God true, he had not ONE inkling. But she had, and here he was, on the brink of dropping to his knees and begging for her to help him. He had completely under estimated the effect that her words would have on him, because never in his wildest dreams did he think that Kelsie Meyers, of all people, would be the one that brought him to his knees in a situation like this.

The truth that had been spoken through her words brought too much pain to his heart for him to bear, and he fell to his knees, closing his eyes as her words pounded in his head repeatedly. Two tears slipped down each cheek and he rubbed them away violently. He couldn't let her see him cry. He never cried. And to let her see him cry would be like surrendering in World War II.

Kelsie's eyes widened and she took a step back. She never thought that she was hitting it at the exact right spot, which obviously, she had done. She also never expected it was this bad in his heart, that he'd have a reaction like this. Her heart pitied him and she wanted so badly to reach out and hug him but she didn't know what he'd do if she did. A gentle tugging at her pant leg caught her attention and she looked back down to see Justin gripping the material, his eyes still closed, tears still rolling down his cheeks. She felt his pain and knelt down to him. "Justin? Are you okay?"

He picked his head up reluctantly, took one look at her concerned expression, her big green eyes staring down at him worridly and that was it. He broke. His arms came up and reached around to pull her close to him in a comfort hug. The force his arms had on her was so strong, she went tumbling to the floor next to him, giving him better access to a stronger hug. She smiled cautiously and wrapped her arms around him tightly, resting his head on her shoulder as she rocked him back and forth gently. "Let it out, Justin. Let it all out."

Her voice was so soft, it sounded like an angel whispering in his ear and the tears came more and more freely. Before he knew it, he was crying so hard his whole body was shaking. Everything that he had been putting up with in the past and everything he had experienced in the past was all being released. All the times that he had hidden his fear of the instant superstardom was being washed out, all the times he had had to put on a fake act to please fans or paparazzi was let out and every single one of his deep seeded emotions came out and was washed away.

He tried talking, but it only came out in a fragment. "Ev...eve...ryth-thing...", he sniffed. "I....t's all exac...actly..."

She pulled him closer to him. "Shh, Justin, you don't have to tell me anything, I already know."

Kelsie's body vibrated as his head buried into her shirt and his sobbing echoed in her chest. She ran her fingers through his hair as a tear fell down her own cheek. "It's okay, Justin. It's okay, I'm here." _______________________________________________________

"Can I ask you something, Kelsie?"

Kelsie took her attention off of the movie that they were watching and looked at him. He was sitting next to her on the couch in sweatpants and a white t-shirt. He looked a whole lot better since he had gotten a shower and scrubbed the tear stains off of his face. He smelled a whole lot better too. Smiling, she nodded and waited for him to ask what she knew was coming.

"How did you...how did you know all that? I mean, you got it perfect... I don't understand it half the time but then you go and get it right away."

Her eyes sparkled. "Observance and just by the way you talked. Kat helped me a lot too, she's awesome at knowing what people are thinking. She understood a lot about you just by meeting you a few times."

His eyebrows raised slightly. "Wow." He opened his mouth to say something else, but at the last minute he decided against it and put his attention back on the movie. They remained quiet for awhile, until the phone next to Kelsie rang.

Justin turned to look at it. "What does the caller ID say?"

Kelsie bent over to look at it. "Um, Chloe Andrews? Someone you know or a fan?"

Justin's heart hit the pit of his stomach and his face paled a little. He took a deep breath. To pick it up or not to pick it up. Kelsie doesn't know about Clo...I don't want her to know about Clo. What do I do?

He looked at Kelsie. "Um, just let it ring."

She nodded and looked back at the movie. Two rings later, the machine picked up. Before Chloe could finish "Hi...", Justin had leaped across the couch and picked up the phone.

"Hello?"

"Justin? Hi..."

Kelsie sucked in breath. Justin had threw himself at that phone, like he didn't want her to know who it was, and he was now lying on top of her lap, the phone attached to his ear. "Uh, Justin? You're kinda heavy..."

"Justin, is someone over?"

"No, I'm watching TV. What do you want?"

"I got finished early and I was gonna come over but I just wanted to make sure you weren't sleeping. I think I might take you up on that offer to sleep over." Her voice was filled with a teasing provocative tone that made him half sick to his stomach, half giddy.

He looked back down at Kelsie, who was stuck underneath the weight of his stomach. "Look, Clo, it's not a good time right now. We'll do something tomorrow after my rehearsal okay?"

"But Justin, I..."

"I gotta go, Clo. See ya." He hung up without another word. His heart hurt after the phone was back in the receiver, but he couldn't have her come over and run into Kelsie. She would get the wrong idea and then Kelsie would find out about Chloe. Plus, in all honesty, he just wanted to chill and watch the movie with someone that wasn't as...well, as loud as Chloe. He had had a long night and he just needed a break.

"Justin, can you please get your heavy ass off of me now?"

He shook himself out of his train of thought and looked down to still see Kelsie under him. Wow, she looks gorgeous right now. He stared at her for a second and almost, just ALMOST had an urge to kiss her.

"Justin?"

"Oh...my bad, sorry." He crawled backwards off of her and sighed.

Kelsie pulled down her shirt which had been riding up her stomach from his weight and straightened out her hair. She was a little disappointed...she had seen that little spark flicker inside his eyes telling her that he wanted to kiss her. There was something holding him back, and she didn't know what it was, but she despised it.

He looked at her again. "Kelsie?"

She kept her stare at the TV. "Yeah?"

"Look at me."

She turned her head and looked at him. "Yes, your majesty?", she joked.

He smiled a grin full of teeth. "Thank you." He leaned towards her cautiously and kissed her cheek gently. "I owe you a lot."

Her cheek burned in the place where his soft lips had touched her and she smiled. "You're very welcome." With every minute that passed, her emotions grew stronger towards him. The same him that she vowed never to even like...EVER. She didn't know what it was...maybe it was how he had finally allowed himself to open up to her or maybe it was that damn t-shirt that outlined his chest so perfectly. She took a deep breath and scolded herself for allowing herself to fall for him.

Because that's exactly what she had done. She had gone and fallen for him.