Daring not look at the clock, Karl Davis knew class was almost over, and that shortly thereafter he would once again be set to face the same pair of bullies he had since as long as he could remember. There were times when he, fairly intelligent for his age, had been able to outsmart his tormentors, William Sully and George Romero, by talking his way out of a few incidences. Less often they had been interrupted, and Karl had walked free unscathed both physically and emotionally. More often than not, however, they duo of Karl's dread won the upperhand.

Over the years, Karl had endured countless bruises, hidden away from a world and people that would not likely care even were they to know. He had lost more money than he could care to remember- his small frame a testament to the many lunches he had foregone without the money to pay. Karl dared not tell his mother; the last time he had mentioned anything to her only succeeded in finding him a beating from the bullies he was in no hurry to forget, even after the years that had since passed.

With his father long departed of this world, Karl had found no real male mentor to teach him better ways of coping. Surely he was unwilling to resort to violence, but neither had he learned any other method of managing his problems.

And so Karl endured. He took his unfair beatings when they came, but he often tried to reason instead. The bullies lacking remorse rarely let him be.

If history provided any insight into his future, today would be no different.

The bell rang signalling the end of the school day. Everyone rushed from the room, each in quite the hurry to begin the weekend. Karl, however, sighed and took his time in hopes that today might grant him a respite from the normal routine. The sight of William and George standing at his locker offered the grim reality that his life was no fairy tale.

Karl took a deep breath, lifted his head high, and continued into yet another confrontation.

"Karl, old buddy," said William, towering over Karl. There was no question that William was the one in charge. From a young age he had been taller than all the other boys his age, and he was one of the first to fill out as well, earning his place among the football team from the start. He thought that made him cool and tough, and had no problem showing such. Karl had heard rumors long ago that there had been some issues at home- though he knew better than to ever bring them up- that caused William to act as he did. William added, "We missed ya this morning."

"Came in early today," Karl responded. "Putting some final touches on my term paper before it's due."

"Is that so? And you didn't wanna let us know?"

"Funny thing," Karl said as cooley as he could manage, "I don't seem to have your number." He knew it was not the thing to say to avoid any pain, but Karl often found the bruises could be well worth getting in a few words of his own. And not that he would ever tell either of them, but Karl had slowly been growing used to the pain. There are only so many places on the body one can be hit without the public seeing, and these two had used them all again and again.

"You watch that mouth of yours," George said through gritted teeth. George had by far the bigger temper of the two. Usually- and now was no exception- he was kept in check by William. At least out in the open.

"Ya know, Georgie here nearly starved at lunch today," William said.

Karl yearned to comment, saying how he had missed his share, or perhaps chiding George into action with a simple, "And that's my problem, how?" But he easily kept his wits about him and merely said, "Well I'm glad to see he didn't." He could see the rage begin to build in George's eyes.

"No thanks to you," George said angrily, clenching his fists and grinding his teeth.

Knowing he ought to remain quiet, Karl said, "And isn't that a shame." George's fist hitting the locker startled Karl, but what was said was said. Even if he could take it back, Karl was sure he did not wish to. Certainly his comment would collect a few fresh injuries, but at least today he would be proud of them.

"I think we ought to take a walk," William said, tightly gripping Karl's arm. "I'm sure there's a few things George would like to talk to you about in private."

The three had scarcely taken a few steps, when out of nowhere sounded a voice Karl found vaguely familiar: "Karl? Karl Davis? Karl, is that you?" The trio stopped and turned; the voice continued, "Karl, it is you!" The voice belonged to a guy Karl recognised from one of his classes the semester before but whose name he could not place.

"Bob?" George said surprised.

The new-comer, Bob, gave a half-nod to George, but never took his eyes from Karl. "Karl, my man, I have been looking all over for you!" He let a smile cross his lips that, Karl thought, looked more like a grin.

"You have?" Karl was confused.

"Sure have. Man, you are a hard one to find."

"You know," William said, "We were just on our way..." he trailed off, his eyes focused behind Bob. Karl shifted his eyes to follow William's gaze; another was on a bee-line straight for the group.

"Bob, you found him!"

"Sure did," Bob said with that same smile-grin.

This new one spoke again, "Hiya, Willie."

"Sam," William replied, his face growing sour. Karl assumed it was being called "Willie" that did it.

Sam spoke again, this time to Karl, "I'm glad we found you! We've been lookin' everywhere for you!"

"You have?" Karl asked raising one eyebrow. He was confused; why would either of these two be looking for him?

Bob said, "I told him the same thing."

Sam ignored his friend and responded to Karl, "Yes, siree! I..." He trailed off and looked at William and George. "You two still here?" The pair glared but said nothing as they turned and walked away, more quickly, Karl thought, than usual.

"Well," Bob said, "that went pretty much how I expected." It seemed he would never stop grinning. Sam nodded.

Watching his usual bullies depart, Karl inquired, "You were looking for me?"

"Sure," came Sam's answer. "Found you, didn't we?"

"I don't know how else to say this," Karl said, relieved, "but thanks."

Bob threw his arm across Karl's shoulder. "Tell ya what man, join us for dinner and we'll call it a fair trade." Boy, did he grin a lot! "My treat."

How could Karl refuse?

*** ***

He looked around at the quaint little diner in which he now found himself. It was an out of the way pizzeria not too far from the home Karl and his mother shared. Guessing by the way his new pals Sam and Bob referred to it as "Mom's," Karl suspected it was not too far out of the way for them.

"So you've really never been here?" Bob was asking of Karl. He shook his head. "Oh boy, you're really missin' out!" Bob- whose full name was Robert Smith- claimed to be the town's biggest fan of pizza. Sam had thrown in, while Bob was placing their order, that Bob was the town's biggest fan of food, a claim Karl had assumed unfounded.

That is, until he watched Bob devour two salads and a bowl of pasta just prior to the arrival of their pizzas. Sam's claim proved true when Bob had downed another full plate, this time a slice of each pizza and three breadsticks. Before either Sam or Karl had finished his first slice. Bob excused himself for what Karl thought was the fourth- or was it the fifth?- drink refill.

"It's a wonder he's not bigger than he is," Karl said to Sam. He had quickly found himself opening up to the new pair, glad to have a few guys willing to talk to and joke with him.

Sam nearly choked on his food laughing. He had not known Karl for all that long, but it would seem he would fit right in. "You know," Sam said with a glance toward Bob, "every day I tell myself the same thing." He chuckled and took another bite.

"What's so funny?" Bob had returned, drink full.

"Absolutely nothing," was Sam's reply. Bob shrugged and sat back down, digging into his new slice. Sam and Karl exchanged glances and smiled. Bob was oblivious, fully focused on the food in his hands.

Between dinner and the walk to the diner, Karl had found his new companions to be quite the pair. Sam and Bob had practically grown up together; even as different as they had sounded, they still wound up eerily similar. Sam been in football through most of school, from the first moment he had thrown a ball until fairly recently- the start of this year, as it turned out. He had known William- and later George- as a result, but had always bested him. They had been rivals from the start, with Sam always coming out on top. In a way, William had been afraid of Sam but was never willing to admit such.

It also did not help that Sam was grossly the more popular of the two.

Bob, on the other hand, was not popular. It was not that people did not like him, for none ever spoke ill of him. He was just a bit hard to handle for common folk- so said Bob himself. He had never been much of an athlete in the world of sports, instead finding his own niche in more extreme activities- skateboarding being his forte- and of all things, band.

Sam had never been sure why they went so well together, as far as he could recall, but he always suspected it had something to do with not always being in the spotlight in which popular kids always seemed to find themselves.

Bob felt it was his wittingly good humor and charmingly good looks. Sam offered his agreement by jabbing Bob in the shoulder.

Whatever it was, Karl was glad to have met them.

"Well I'll be!" exclaimed Bob, who had apparently taken his mind from his food. He was looking toward the door; Karl followed his gaze. Coming through the door was a group of four- three girls and a guy. "Joey, you old dog!" Bob said to the guy. "What a fine bunch of ladies!"

"Now don't go and get your hopes up," said one of the girls. She was taller than the other two, and just shy of Joey. Blonde hair neatly framed her fair-skinned face before flowing mid-way down her back. "Ain't none here to see you," she teased Bob, flashing a grin that could- and likely had- put any guy under her spell. Karl liked her style.

"Now Bob," Sam said standing. "Don't you go and frighten these young misses away." He made his way to the door and stepped between the two girls who had yet to speak and offered his arms. The one on his right, a brunette roughly the same height as Bob, immediately took hold. The other, a red-head closer to Karl's own height, blushed, but also took the offer. "If you'll excuse us," Sam said to Bob. "Ladies," he escorted the pair toward the table where Karl remained.

"Yeah, yeah," Bob said. "Go on." He and the other two new-comers followed.

Karl stood as Sam and his escorts neared. "Karl," Sam said, "meet Emily and Julie." He nodded toward the brunette and red-head respectively. "Ladies, Karl."

"Well hello there," said the brunette, Emily, extending her hand.

Karl met her hand with his; "The pleasure is all mine." He moved to Julie next and she offered her hand in return.

"Karl, meet Belinda and Joey," Bob offered. "Belinda, Joey- Karl."

"Nice to meet you," Joey said. "If you'll excuse me," he said, beckoning toward the counter. Everyone else sat down.

Karl caught a glimpse of Belinda looking at him. She smiled, and he returned one of his own. "Sorry," she said, "but for a moment I could have sworn I knew you from somewhere."

He thought but a moment. "No, I think I'd recognise a pretty face like yours." She smiled again but said nothing more on the subject. Karl turned to face the others, unaware of the gaze Belinda still gave him, contemplating something of which he could never imagine.

Soon after, dinner was over and the group, now seven, stood together a small distance outside the doors of the pizzeria. "Hey," Joey began, "so I don't know what everyone has planned this weekend, but if you'd like, we were thinking of having some people over tomorrow night and this seems to be a fair enough group to have around. Save this one." The last phrase was thrown at Bob; he responded with a joke of his own- a playful shove.

"Yeah," Belinda agreed, "music, movies, food..." She was cut off by Bob.

"Food?" A grin crossed his face. "I'll be there for sure!"

"You'll go anywhere there's food," Emily teased. Karl had noticed something of an interest between the pair; Emily never missed an opportunity to tease Bob, and she was the only one who could get him to quiet down.

Belinda added, "And don't worry girls, there are enough rooms to keep these rascals away."

"Sounds good," Julie said. Karl was almost surprised; Julie had been quiet through most of dinner. Not entirely, but mostly.

"Everyone just wanna meet here then? Say seven o'clock?" Joey finalised the time. Everyone agreed. "Seven it is then."

"It's a plan, Stan." Who else but Bob. Emily playfully hit his arm.

Karl smiled and thought to himself, So this is what it's like to have friends.