Justin sat miserable on the couch in the back of the room, his lips puffed out into a pout, his eyes closed and his hair a tangled mess. Kelsie hadn't spoken to him in three long days except during their rehearsals, and even then, her tone was filled with much animosity and melancholy. He had tried desparately to get her to talk to him, but she refused to speak to him no matter what he did or what he said. It wasn't fair, if you asked him. He should at least be allowed to explain and defend himself. She shouldn't shut him out like she was doing. He opened his eyes and his breath caught in his throat when he saw a figure looming over him.

"Are you okay?"

Oh, it was only Joey. Justin inhaled deeply through his nose and ran his fingers through his hair. His voice was strained when he spoke. "No man, I'm so definitely not."

Joey sat down next to him and patted his back. "I'm sorry, man. I didn't think she'd take it this hard, but I guess she liked you more than we both thought, huh?"

Justin shrugged, not really wanting to talk about it. Joey's next question made him pick his head up and look at him.

"You really like her, don't you?"

Justin stared at his friend for a minute, his eyebrows merged in thought. He sighed. "I don't know, man... I mean, yeah I like her, I'm attracted to her a whole lot if that's what you're asking, but I can't say that I really have feelings for her because Chloe is always gonna be there and I'm in love with her..."

Joey paused for a second and then raised his eyebrows and stood up. "Hey, look, I know you're confused about everything that's going on, but I think it's time you started being honest with yourself." He walked over to the door when he saw Kelsie walk in to greet her.

Justin watched him leave and then sunk back into the cushions. "Be honest with myself?", he groaned and rubbed his temples which were throbbing in pain. His eyes drifted over to see Kelsie, where she was talking to the guys. He wished he knew what they were telling her...

"How are you holding up, sweetheart?", JC smiled at her.

She shrugged. "I'm okay...I think.", she smiled slightly. "I just need to get past my shock and anger and realize that he's out of my league anyway."

Chris rubbed her back. "Hey...I warned you when you first met us not to fall in love with him, remember? He's dangerous...he ruins all the fun!!", he joked.

Kelsie chuckled softly. "Yeah, but I guess hell froze over because I promised myself I wouldn't. Guess I'm not too good at keeping promises, huh?"

Joey grinned. "Guess not. But look, maybe you should let him explain his reasons, huh?"

"Yeah, he deserves at least a few seconds, I guess. I'll talk to him after rehearsal..."

"That's our Kelsie!", Lance grinned.

She smiled and then raised an eyebrow. "Okay, come on guys, we've got a lot to do in a little time."

They all groaned and trudged over to the floor, where they knew they're feet were about to start bleeding again. Justin joined them two seconds later and looked at Kelsie. She was looking a lot better, while he was looking a whole lot worse. He looked at her hopefully and she caught on to his gaze and stared at him. He smiled, hoping for one in return, but all he got was the same stare. His shoulders slumped and he almost took his eyes off her when he saw her nod slightly and mouth, "After practice."

He grinned. Maybe she really was softening up.

______________________________________________________________________

Kelsie wiped her face with her towel and squirted some water in her mouth to bring herself back down to reality. That was one good rehearsal, she thought to herself. All the guys danced with everything they possessed and each of them put fifty percent more effort into their dances than they usually did...and they usually put a WHOLE lot of effort into their rehearsals, so she was extremely impressed with what she saw today. They practiced three of Kelsie's dances four times each, and then they went over Wade's dances to "Bye, Bye, Bye" and "It's Gonna Be Me" for their own benefits. Jamal worked with them for "It Makes Me Ill" and another choreographer, Tony Michaels, did "Digital Getdown" so she didn't much worry about those two. But she was definitely impressed with the guys' stamina and perserverence for the songs to be flawless.

She turned off the stereo and put her towel and water bottle inside of her bag. She wasn't really looking forward to being here longer than she had to be, but she supposed Justin should get a little bit of time to try to explain himself. She knew that if she gave him more time than she could handle, she would flip out on him, though. To say that she had gotten over this whole situation would be the understatement of the millenium, but she was doing her best to get past it.

"Kelsie?"

She closed her eyes. Here we go... Taking a deep breath and warning herself to stay calm, she turned around to look at him. One look and she almost cried. He stood there, his weight shifted onto his left leg, his hands thigh-level where he was picking at his fingernails, his shirt sweat-soaked through the fabric and his pants clinging to his strong legs. His eyebrows were raised slightly in anxiousness, his perfect teeth held his soft lips captive in a gentle bite, and his eyes glowed in an apologetic manner. He looked so unsure of himself, so insecure, and so ... so vulnerable, but at the same time there was just something about him that gave off that 'I'm here to defend myself' vibe. But Lord, was he gorgeous...

"Justin.", she nodded slightly, acknowledging his presence.

"Um...can, can we talk?"

She sighed dramatically. "I'll give you a few minutes, I guess."

He half-smiled and looked at the door for a second before looking back at her. "Can we go for a walk?"

She thought for a second, blinked, and started walking towards the door. He followed after her, hoping that this would go as well as he wanted it to, trying to disregard that lingering feeling of uncertainty in his gut. They had walked for about five minutes and neither had said anything before Kelsie started to get agitated. When they passed the dock where the Jet Skis were parked at, she sucked in her breath and folded her arms across her chest. "What do you need to say to me, Justin?"

He exhaled. This was the chance he'd been waiting for, he better not blow it. "W...well, I um, I just want to clear up this whole thing about my girlfriend and..and the feelings that we share..."

"Can you explain to me why I would want to hear about how you and your girlfriend get your freak on every night? Because that is NOT something that I would like to talk about, Justin."

"We...we don't do th--"

"I don't CARE, Justin! I don't care WHAT goes on between you, I don't care about her, I don't care about your relationship, I..."

"Well, Kelsie, what is it that I'm supposed to be explaining then?"

She gave him a hard look and threw her hands in the air. "How could you not have TOLD me that you had a girlfriend, Justin?! THAT'S what I want to know, damnit!"

"Kelsie, I'm sorry...I just..."

She shook her head in disbelief. "No, Justin. Were you just going to wait until I HUMILIATED myself by telling you that I was in love with you??"

"No, I...", he paused, his eyes widening. "Wait...you're in love with me?"

"No!", she shot back defensively, and then slumped. "Yes! May...No, I don't know, Justin... That's not the POINT!"

He smiled slightly at her defensive attitude, knowing that she just admitted to him how deep her feelings for him ran. So that's why she took this so hard....God, I'm an ass! "Look, I'm really sorry...I just didn't --"

"You didn't want me to know, huh? Why? Because you're a PLAYA?!"

He was getting a little irritated that she wasn't letting him say what he wanted to. "Come on, Kels, stop acting like this. You're being stupid."

If he could have said anything, that was the worst thing he could have said. Kelsie's eyes bulged and her heart began to race. He had decided the WRONG time to pick a fight because she was already mad before...now she was just outraged.

"I'M BEING STUPID?! I'M BEING STUPID?!! OH HELL NO. DON'T YOU DARE CALL ME STUPID! YOU'RE the one who pushed me away for months on end, YOU'RE the one who acted like a jackass, YOU'RE the one who led me to believe that you might be harboring feelings for ME, YOU'RE the one that hid the secret of your GIRLFRIEND, and now you have the GALL to call ME stupid?! I don't THINK SO."

He could have sworn he saw steam come out of her ears. He swallowed hard. Whoops. He winced at her angry tone and fought to come up with something to say. "Oh God, I'm sorry. I'M SORRY! Okay, Kelsie, listen to me...you're right, I was stupid. I was SO stupid and I'm so sorry that I didn't tell you about her from the beginning. I should have told you, but I'll tell you why I didn't -- the honest answer. The answer that I just recently figured out..."

She flexed her jaw muscles repeatedly and crossed her arms, bouncing her leg up and down. "Why?"

He sighed loudly and walked over to sit down on a chair near the lake. She followed after him and stood in front of him. "I'm waiting. Don't assume I've got all day here."

Her tone of voice was so irritating, he couldn't take it anymore. His tension blew up inside of him and he glared at her, yelling out the honest truth that hit him as suddenly as it hit her. "BECAUSE I LIKED YOU, KELSIE!! I WAS DAMN ATTRACTED TO YOU AND THAT SCARED ME!!"

She stopped breathing for a second and her eyes grew huge. Her body relaxed a tiny bit and she put all her attention on him as he began spilling his guts.

He blew out a long breath of air and calmed himself down. "Look, when I first heard about you as a choreographer, I didn't want anything to do with you. I hated the idea of you coming here to teach ME how to dance to MY songs. I wanted Wade and Darrin to teach us, because they weren't some young girl who 'didn't know anything about dancing'. But then I met you and saw you dance, and I was proved totally wrong because I haven't seen anyone dance as incredible as you can. I didn't want to open up to you because I knew from the moment I saw you that if I did, if I trusted you, I would be able to tell you EVERYTHING and there would be nothing to hold me back. So I bottled that up and covered for myself with hatred and arrogancy. I convinced myself that everything you did was wrong, everything you said was not acceptable, and all of your dances were non-performable..."

She raised an eyebrow. "Where does your girlfriend come into play here?"

He put a finger to his lips. "Shh, I'm getting there."

She swallowed and put her weight on her left leg while she watched him. He was spilling his guts to her right now...who was she to interrupt him?

"When I first saw you, I thought you were...", he looked at his hands in a way to stall. "...I thought you were beautiful...just perfect. I saw you as a woman that I could easily, EASILY fall in love with and that scared the CRAP out of me. You were someone that I could let myself open up to, someone that I knew I could let myself care for in a way that shouldn't even have crossed my mind, Kelsie. The only problem there was that I COULDN'T let myself have those feelings because I had a wonderful, wonderful woman already...a girlfriend that I loved with all my heart. So, my head came into play once more and I convinced myself that you weren't as beautiful as I thought, that you were only out to make me miserable, and that if I fell for you, you'd hurt me like so many of my ex's have done in the past. If I fell for you, I would have felt like I wasn't being faithful to my girlfriend... that I wasn't fulfilling MY part of the bargain, ya know? And even now, I feel completely guilty for allowing the attraction that I hold for you to run as deep as it does...", he drew in a breath when he heard his slip. "I...I mean...God, I don't even know what I mean.. I am so confused to what I feel for anyone anymore...", he sucked in a gulp of air and went on.

"I didn't tell you about my girlfriend because I didn't want you to...to lose interest in me.", he sighed. "I know that it sounds terrible and it sounds like I tried to lead you on purposely, but I swear I didn't. I just didn't want to lose you...and I thought it would be just a huge mess if you knew, but it turns out that I made a bigger mistake than I had bargained for...I'm sorry, Kelsie, really I am." He finally looked at her and was relieved to know that the anger had faded from her eyes and she only watched him with confused and shocked eyes. She sighed.

"I'm sorry, too, Justin. But I don't think it's something I can just forgive and forget, just quite yet.", she paused and looked at the ground. "H...how strong are your feelings for her?"

He was hoping she wouldn't ask that, because he didn't want to hurt her, but he had promised himself to be completely honest. His voice was quiet. "I love her."

She figured he would say that, she just hoped he wouldn't. She swallowed and licked her lips, nodding slightly. "O...kay.", she took a deep breath. "Well, I...I have to go. I'll see you around..."

She started walking towards her car slowly, trying to hold back the tears. He had been honest, she couldn't be mad at him for that. At least he admitted that he was attracted to her...at least there was SOMETHING there. She sighed and shook her head. "Forget him, Kels. Just forget him."

If only she knew that there was SO much more there than she figured. If only she knew that she had left Justin sitting there even more confused and even more attracted to her than he EVER would have figured.

_____________________________________________________________________

Justin sighed loudly and closed the door behind him as he entered his large house. It had been a long day and he was looking forward quite a bit to some sleep. That is, if it was possible to GET sleep. There was SO much going through his head and pounding against his skull, he really didn't think it was possible at all. He rubbed his temples as a way to comfort the seizing pain he felt, something he had grown quite accustomed to doing in the past week.

As he passed the small coffee table on his way to the staircase, his eyes rested on a picture of himself hugging Chloe. He picked it up and stared at it for awhile, studying the expression on her face. She seemed distant, even though her face was pressed up against his. She kind of looked deviant, too. He merged his eyebrows and set the frame back down and jogged upstairs to get a shower.

The steam from the hot water that rolled off his tense body helped immensly to clear his head and when he was ready to get out, he was so much more relaxed than he was when he got in. As soon as he stepped out, he heard the doorbell downstairs. His eyes widened. "Shhhit!", he yelled to himself and when he heard it echo throughout the house again, he tightened the towel around his waist and scampered down the steps to the door. He peeked out the peephole and relaxed when he saw who it was.

Justin unlocked the door and opened it slightly so she could slide inside. When her eyes rested on the sight she saw before her, she lit up right away and a devilish smirk slid onto her lips. "Oh baby, is that what you wanna do tonight?", she mumbled, her voice slightly slurred as she rocked back and forth on her heels. "You shoulda tol' me to leave these at home...", she tugged on the material of her clothing.

He stared at her incredulously and cupped her face in his hand. "Are you drunk?"

She threw her arms around his bare, damp shoulders and leaned into him, pressing her lips against his, doing her best to push his lips wider with her own, searching for his tongue. He pulled away from her and grabbed her face with both of his hands. "Chloe."

"Mmm?", she sputtered, her eyes half open, a smile on her lips.

"Chloe, you are drunk. How many drinks did you have?", he looked at the window at his driveway. "Where's your car?"

"Six...no maybe seven...I think it was nine...", she giggled. "Car? Oh silly, my man drove me here...he takes caaare of mee."

Justin struggled to get her to look at him and when she kept trying to either kiss him, pull the towel off his waist, or wrap her arms around him, he finally brought her inside to his couch. "Stay RIGHT here, Chloe. Don't move."

"Why are you leaving me, JuJu?", she smiled and reached out for him.

"I'll be right back." He kept his eyes on her until he got to the foot of the stairs and then he ran as fast as he could up the steps to throw clothes on. He was back downstairs in less than a minute.

"Hey baby...what took ya so long?", she slurred out.

He knelt down in front of her and took in the sight that she was. Her clothes were hanging out all over the place, like they had just been thrown on carelessly in a rush, her hair was tousled and her lipgloss smeared a touch across her face. It made him extremely uncomfortable that she had been out drinking and was now looking like she had been stuck inside a hurricane. He touched her cheek and she immediately bent over to kiss him. The scent that was on her breath made him sick and he pulled away before she could go too far.

"Juuuustin, why won't you touch me??", she yelled impatiently.

He sighed and closed his eyes for a second. She had the power to make him do anything, he swore to it. He opened his eyes and pulled her into his arms for a hug. His voice was quiet when he spoke into her ear. "Please be careful when you drink, Clo...please."

Her arms tightened around his neck and she burrowed her head into his shirt with a smile. He breathed in her scent but pulled back as soon as it filled his nose. This wasn't right...what was going on?

"What's wrong, Jus?"

He stiffened up at the nickname and looked at her curiously. "Chloe, why are you wearing Tommy Boy cologne?"

She blinked a few times and squinted at him. "I'm not."

He sat down on the couch next to her and stared straight ahead of him. "Yeah. You are." He sighed and then looked at her. "Listen, I want to go to bed so..."

She grinned. "Okay! Let's go!"

He rolled his eyes. "Chloe, I'm taking you home, come on."

She puffed out her lips and gave him a pouty look. "But Jussty, you tol' me to come over tonight an--"

"No, I didn't.", he said, not remembering if he told her to come over or not. He couldn't remember anything beyond his talk with Kelsie today...

She nodded furiously. "Yesss you did. This morning! You said to come over 'cus you didn't see me in a while."

"Chloe, you're not even talking straight. I need sleep, I have rehearsal tomorrow and you are drunk. I can't handle that right now. Let's go." He stood up and reached for her hand, but she pulled away.

"I want to stay with you. Don't you love me??"

Ohhh, the dreaded words. Of course he loved her, but damn was she being annoying. He was so bored with her, so annoyed and he honestly didn't know why...

"Of course I love you, but I think you need to be at your house and get some sleep. You're not going to be feeling so hot tomorrow and I want you to be better soon. It's all out of love, sweetheart. Come on."

He watched her stare into space for a second until she said the words he didn't want to hear. "I think I'm gonna puke."

He groaned quietly and picked her up, carried her to the bathroom and closed the door when as if on cue, she immediately began to vomit.

He leaned back against the bathroom door and closed his eyes. "Gonna be another sleepless night.", he sighed in frustration. His head throbbed when he tried to piece everything together. She had gotten a ride here by "her man", was completely wasted, was wearing men's cologne that was definitely NOT his, and was extremely disheveled looking. What the HELL was going on?

______________________________________________________________________

A slamming of the door was heard echoing throughout the silent suburban house as footsteps were heard walking up the staircase. Kat stiffened up in her bed. Who the hell was that? She turned down her music and slowly crept towards her door but gasped in horror when she saw the doorknob already turning by itself. "Oh my God", she whispered. Her eyes bulged in terror and she bit her lip as the door swung open.

"You are NOT going to believe this!"

Kat let all her breath out in one exhale, as her brown haired friend barged into her room. She smiled and grabbed Kelsie into a big hug. "Kelllls! I haven't talked to you in forevvver!"

Kelsie smiled. "Hey, Kat. Now, listen. I have so much CRAP running through my head right now, so you're going to have to act as my pychologist." She flopped onto the bean bag cushion in the middle of the floor and groaned.

Kat smiled. "I have something to tell you, too. It's very important, but I'll let you go first."

Kelsie sighed and rubbed her temples. "Justin...just spilled his guts to me.", she rubbed her face and looked up again. "He told me that the reason he didn't tell me about his girlfriend was because he didn't want to lose ME. How retarded is that? He said he has always been very attracted to me but he wouldn't let himself succumb to the 'growing feelings' because he felt that in doing that, he wasn't being faithful to his girlfriend..."

Kat nodded. "He's got morals."

"Then he said that he didn't want to trust me and open up to me because if he did, he would be able to tell me everything. Just like you said. He told me that I was someone he could fall in love with very easily... He basically was telling me that if it wasn't for HER, he would be m...mine..", she felt a tear roll down her cheek and she rubbed it away with the back of her hand. She looked up at Kat. "He would be mine, Kat."

Kat bit her lip. The girl was crazy head over heels for this kid. "Did...did he mention his feelings for her, Kelsie?"

She nodded in pain. "He loves her." She sighed. "That's all he had to say to let me know that I don't have a chance, Kat. It's done."

"Did he even tell you who she was? Kelsie, I have some information that's going to open a whole new light to you...you DO have a chance and I swear that if he doesn't dump her and get with you in the next week, my name is not Kat Montgomery."

"That's nice of you to say, Kat, but he won't break up with her. He loves her too much."

"Kelsie...", Kat smiled a touch. "His girlfriend goes to my school. She's a sophomore, a year older than he is. She's a model. Her name is Chloe Andrews."

"Yeah, so? A model...should have known. I bet she's absolutely gorgeous."

Kat jumped off her bed and knelt down in front of Kelsie. "She's using him."

Kelsie's head shot up. "What?"

Kat nodded. "She's using him, she's CHEATING on him, and she doesn't give a rats ass that she is."

Kelsie swallowed the lump in her throat. "H...how do you know?"

"I overheard her talking to one of her friends. She said that she was dating Justin Timberlake and her exact words: 'How do you think I snagged so many modeling gigs so fast?'"

"Justin has connections, hello??"

Kat rolled her eyes. "Let me finish! Her friend said something like 'Oh, because you slept with your agent?' and she was all 'Yeah, I know, but besides that.' I heard her say that all she's gotta do is tell the people that she's Justin's girlfriend and they flip out and ink her on the spot! Kelsie, don't you see? This girl is a cheating, using, flirting bitch!"

Kelsie's mouth was bone dry, her eyes were as wide as basketballs and her heart pounded in fury. "Oh God."

"I see her everyday, Kels. She's ALWAYS up on some upperclassmen, hanging ALL over them. It makes me SICK. When I first found out about her ways, I threw up for like two hours straight, I swear."

A hand came up to cover her gaping mouth. "Ohhh GOD." She picked her eyes up to look at Kat. "He doesn't know...he has no idea, does he? How...how do I tell him? Do I tell him? I can't let him get hurt... wh...what do I do?" So many questions were running through Kelsie's mind, she didn't know which one to comprehend first.

"Relax, Kelsie. Yeah, you should tell him...although I can't say he's going to believe you..."

"I can't hit him with this NOW...the TOUR is just about to start!!"

"It's still two weeks away, tell him now and give him a few weeks to get over it..."

Kelsie stood up and paced the room, her stomach churning with nausea. How could she just go up to him and tell him that the girl that he was in love with was cheating on him without him getting angry with her or without him being completely heartbroken? It was impossible. She figured this must have been the same kind of thing that JC had thought about before telling her about Justin's girlfriend, and she now realized how hard it must have been. Kelsie had always been the kind of person that when someone she cared for deeply got hurt, she felt the same pain. She remembered one instince, when herself and Kat were in the tenth grade. That was the year that Kat's parents split up. Kat had run to Kelsie, utterly devastated and she remembered that when Kat left her house that night, Kelsie had cried like it was HER parents that were getting divorced. She supposed that she had too much empathy for people. This situation with Justin was kind of the same way. From the magazine articles that she had read, Justin had gotten cheated on by ex-girlfriends since he was like, twelve. The poor guy, she thought. "I'd never do something like that to him..."

She sighed and sat down on the bed. "I guess. Maybe I'll stop by his place tomorrow morning before rehearsal."

Kat smiled slightly. "It's for the best."

______________________________________________________________________

Yep, it had been another sleepless night.

Justin stared at the wall in front of him blindly, sipping his warm black coffee slowly. He didn't even like coffee, but he drank it anyway in an attempt to keep his eyelids from shutting. He needed to stay awake SOMEHOW. He had done an ENORMOUS amount of thinking while the hours had ticked away on the clock last night. In fact, that's basically ALL he had done all night -- thought. Of course, his thoughts would get interrupted every once and a while by the WONDERFUL sound of gagging and throwing up.

That's the main thing he had thought about -- his beautiful, wonderful, drunk as a pig girlfriend. After what seemed like hours of her in the bathroom, she came out looking even worse than she did when she got there and he eventually caved in and pitied her. He had brought her upstairs and put her in one of the spare rooms to get some rest. Yeah, he was a good boyfriend.

However, there was something about her...something that made his skin crawl in disgust as he thought about it again. He had sat there for HOURS piecing together all the little facts he knew and he had eventually came to the obvious truth -- although it wasn't that hard to figure out. He just didn't want to believe it. It was the little things that had given her away, the things he had been so blind to. How she was always out late or could never swing by because of some "modeling thing". Riiiight, like a meeting for something like that really took all day and all night. How she never let him kiss her or touch her like he used to be able to do. How she always made excuses. How she always seemed so distant. How she told him she loved him so carelessly. And now last night, the way she had another man's cologne all over her body, how her hair and clothes were all messy, how her lipstick was smeared, how she was completely smashed and how "her man" who "takes care of" her drove her here because she was too drunk to get behind a wheel.

For God's sake, last night as he tucked the sheets in around her body in bed, she had called him Ryan. Ryan? Come on, who the hell was Ryan?

He scowled and gulped down more coffee. Knowing the truth hurt incredibly bad and his heart ached in pain, but he supposed he should have known. But he had given so much of himself to her, he had given her time that he didn't have, love that she was only wasting. He had loved her so much...and he knew that even though she had done this to him, he wouldn't be able to let her go...

Chloe wasn't the only thing he had thought about last night, though. He smiled as her image became vivid in his mind...her warm smile, her soft hair, deep hazel eyes...

Kelsie...his sweet, beautiful Kelsie...

He had been thinking about her so much lately, dreaming about her at night, and anxiously awaiting the next time he'd see her. It was like she was ALL he could think about and that tended to give him a jolt of fear. Was thinking about her so much healthy for him...?

He had spilled his guts to her yesterday. He had just started talking and couldn't stop...which is what he was afraid of. He knew that he wouldn't be able to stop if he started because she was just the kind of girl that would always listen to him, no matter how angry or busy she was. He was a little disappointed that she hadn't responded much to his outburst except with a simple "Okay". Even though that kind of saddened him, it still felt right that he had told her. He felt so incredibly right with her. With Chloe, he felt a huge sense of complete boredom, and when that feeling set in, he would wish nothing more than to be with Kelsie instead. He always had so much fun with her.

But Kelsie wasn't very happy with him right now. He looked at his watch and exhaled a frustrated breath. It was about ten... rehearsal wasn't until one today. He had to wait three long hours until he could see her again. He groaned in disappointment, wishing the clock would go faster, and slumped as deep as he could into the couch.

A rapping at the door suddenly made him jump and pulled him back into reality. He trudged to the door in exaggeration. "Clo, Ryyyan's here to give you a riiide!", he mumbled under his breath sarcastically, rolling his eyes at the realization that it had a double meaning behind it. The knocking sounded again and he shook his head. "I'm coming, I'm coming!" He pushed his eye up against the peephole to make sure it wasn't those crazy fans again. He felt his heart stop beating in his chest for a second or two when he saw the person on the front step.

He swung the door open with a wide smile. "Kels!! What are you doing here?"

She smiled slightly. "I needed to talk to you about something and I didn't want to make a huge deal of it at practice..."

"Is something wrong?", he asked cautiously, noticing the anxious glint in her eyes.

Her voice was soft. "Yeah...kinda."

He crossed his eyebrows. "What is it?"

She sighed and walked to his kitchen and sat down at the table. He followed her in and sat down across from her. "What is it, Kelsie?"

"Justin, first of all, I just want to say that I'm sorry I kind of left you at the lake yesterday. That was rude on my part. I appreciate everything you said though, and that you were honest with me."

He nodded in acknowledgement and urged her to keep talking with his eyes. Whatever she had to tell him was making her pretty nervous.

"I need to ask you something before I tell you."

"What?"

"Does your girlfriend go to UCF? And is her name Chloe Andrews?"

He stared at her for a minute and swallowed. "Yeah. That's her."

So, it was definitely true. She pursed her lips and watched her hands. "Look, Justin, I know you might not believe me when I tell you this, but I swear it's true. Kat is a student there too and she has the proof..."

He knew what was coming and he smiled a touch. She was getting so worked up over this, and it showed him that she cared. "Yeah?"

"Chloe is...well, she's cheating on you."

Hearing it from another person made the knife slide deeper through his heart and he winced at the words. He drew in a breath and looked at his hands.

"How DARE you say that? I love him very much and I would never do something like that!"

They both jumped at the voice and their eyes grew huge. Kelsie turned around slowly knowing that she was about to come face to face with "the girlfriend". She wasn't surprised at what she saw. She was incredibly beautiful, although she did look pretty disheveled...like she was having a major hangover. Except she saw right through the beauty and could tell by the way that she said she loved him that she was lying. She also recognized her from the girl that had been at the studio a few times...the one that had stole her bracelet. "I only speak the truth."

"You have NO way to prove that I would cheat on Justin. I can't even believe you are saying that.", she combed her hair with her fingers. "Who the hell are you anyway and why are you in my boyfriend's house?"

Kelsie stood up defensively. "Oh, don't mind me. I'm only one of the people that treats Justin with RESPECT...something that SOME PEOPLE don't know anything about..."

Chloe's mouth dropped. "Oh yeah? Well...well, you can't give him the things that I can give him..."

Kelsie pretended to be hurt. "Oh, you're right..", she paused long enough to let Chloe bask in a moment of triumph. "I guess I'm not too great at cheating on people, or using people for celebrity status and such things like getting modeling gigs...I guess I'm just not good enough for him if I can't do that..."

Chloe took an angry step forward, as did Kelsie until they were standing in each other's faces. "I bet you can't make him moan and scream your name like I can."

"I guess not, considering he's FAITHFUL to you and doesn't CHEAT like some people do.", she folded her arms across her chest and glared.

Justin had stood up at Chloe's last comment, his eyes wide. He couldn't believe this was happening. He walked up behind Kelsie and started to speak. "Girls, come on...I do--"

"Justin, stay out of this.", said the both in unison.

He backed up slowly and held his hands up in defense. "Oookay."

Chloe was a lot taller than Kelsie and she looked down on her in spite. "At least I HAVE a boyfriend..."

Kelsie stared at her in disbelief. She couldn't take much more of this.

"What? What are you staring at? You're jealous, aren't you?"

Kelsie raised an eyebrow and grabbed her bag from the kitchen table. "Actually, I'm just trying to imagine you with a personality." She gave her a cold look, turned to Justin and smiled. "See you at rehearsal, J."

She began to walk to the door, but turned around to find Justin staring after her. "Oh, and Justin, I hope that you take my word...", her gaze moved to Chloe. "...and that you realize the TRUTH."

With that, she was gone. And Justin had just fell for her. Hard.

______________________________________________________________________

(next night, JC's house)

It was the last night before the guys left their houses and went down to Lakeland to rehearse full time for the tour that was just about to start in two weeks. They had all gathered at JC's house to talk about a few things and to give themselves pep talks to make sure that they stayed focused throughout the whole ordeal. It was getting down to crunch time and they were hardly prepared for the twenty hour days they were going to have to put in until the opening night.

Joey had left a while ago to visit his girlfriend Kelly since he hadn't seen her in awhile. Chris and Lance were chilling on the couch watching an old movie and Justin and JC were up in JC's room playing video games...

"Ya know, this is kinda funny.", JC asked, pressing the button on the green controller furiously.

"What is?"

"It's just like the old days...when we were like, twelve...well, when YOU were twelve.", he laughed. "We'd always come up here and play video games."

Justin nodded absently. "Yeah. Sure is."

Justin had had a hard time the night before with his girlfriend, whom he was becoming more and more irritated with. She just BUGGED him. But he hadn't broken up with her...why, he didn't know. He supposed he just couldn't get the fact through his head that she was manipulating him. Maybe he had just loved her too much and couldn't let go. But he also came face to face with his feelings for Kelsie last night and they slapped him in the face so hard that he could have sworn that he had red marks on his cheeks. She had been so great last night with Chloe, he couldn't help but to laugh at some of the comebacks she slammed Clo with and the faces that Clo made. Kelsie was awesome.

JC groaned and tossed his controller aside when "Game Over" showed up on his screen. JC had most definitely noticed the change in Justin's attitude towards both Kelsie and Chloe and it made him curious. "Justin...can I ask you something?"

Justin never took his eyes off the video game. "Yeah, what?"

JC reached over and pressed pause. "Dude, you already won.", he yanked his arm. "Come on, I need you to look at me."

Justin groaned. "You sound like my girlfriend.", he said, dragging out the word girl.

JC stared at him for a second. "Are you in love, Justin? Honestly?"

Justin looked surprised at the question, and put all his focus on JC. He took a minute to think hard about it and came to the honest answer quickly. "Yes..."

He didn't miss the way JC's eyes darkened in disappointment and how his shoulders slumped in just the TINIEST bit. He groaned and began his little "lecture" about the meaning of faithfulness. "Why? Don't you see that she's usi--"

Before he could continue, Justin interrupted. "C, I said yes. I'm in love."

"I know you said that Justin. I just don't understand WHY you can't see that Chloe Andrews is a cheating, manipulative bitch!"

Justin groaned. "...with Kelsie. I'm in love with Kelsie, JC."

He sighed, repeating the truthful words to himself out loud. "I'm in love with Kelsie and I think I might have already lost her."