Cooke: All right my readers, here's chap 3 out on the same day as 2. 2 was too short so I felt bad...just cause im ms. mope-mope today doesnt mean I cant upload. *sighs* so...

COMMENT/VOTE or FAN!! thanks! :)

Dedicated to xxEmeraldskye17xx for being such a nice fan...an listening to me whine. lol XD

Ps.: Thats Austen on the pic by the way-----------> more yummy pics of him later XD

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(Fay's POV)

I blinked again. "Austen who?"

He rolled his eyes at me. "How many Austens do you know, Vals?"

"Well there's Austen Powers..."

He laughed again, causing some people to look at us. I didn't blame them. He was something to look at.

"Vals, its me, Austen McKennzie, the guy who lives right next to you, the one you've known almost all your life."

"Prove it," I blurted, still not convinced that this guy was who he said he was. I mean come on, him? Austen McKennzie? My geeky little Austen? I let my eyes travel from his head to toe and back again. No, this guy was way taller than Austen. Austen was 5'4, this guy looked like he was 5'11. Austen couldn't have changed this much over summer break. It was impossible.

"Prove it?" He barked, "prove it? You've got to be kidding me, Vals. Ok, fine. Your birthday is on December 24th and you have a fear of heights. When we were ten I gave you a little ring from a vending machine because I had no money and you still have it locked in that 'secret' diary you hide under your dresser. At age fourteen you beat up some guy on Valentines day for teasing you about your last name and got suspended. You're whole name is Fayonette Gal..."

I quickly covered his mouth, sqeaking. I so didn't want to hear my full name said out loud again.

"Okay, okay, I get it, I believe you."

I felt him smile under my hand. I felt myself shiver. What the hell?

"So you believe me now?" He grinned down at me, putting my hands down slowly. I stared up at him, completely amazed. I never had to look up at Austen, he'd always been the same height as me or an inch shorter but now...

"Vals?"

I stared into his eyes. Blue as the clear sky. Austen's eyes were always hidden behind his gigantic glasses but I've always known how pretty they were. These were Austen's eyes. I reached out and touched his cheek, awed. Yes, those eyes belong to Austen.

I ran my hand thru his wavy hair that had a hint of curls. It was a little longer but this was definitly Austen's hair. Though his hair had always looked like a tornado had run thru it, it had always been baby soft.

"Vals?" He looked down at me, frowning. "You alright?"

This voice wasn't familiar though. It was a mans voice. He brushed a hand against my cheek and I grabbed it, holding it onto mine. This hand felt familiar but it was also different. It was a mans hand.

"Austen?" I shook my head. "What the hell happened to you?"

It was Austens turn to blink at me. "What do you mean what the hell happened to me?"

I stepped back a little. I had suddenly become aware how close he was. "I mean what happened to you? You look so..so...different."

He shot me a goofy smile. The old Austen's smile, but not the same. "I have changed, haven't I? That's why I came a little later than expected, I still had a couple of things to work on but now I'm here. It's good to see you, Vals."

He grabbed my hand and pulled me to him, engulfing me into a hug. I froze. This body pressed against mine was familiar...but not familiar. I mean it was Austen but his body was more hard, solid. Muscled and toned.

I pulled away and poked his stomach. "Hey, you have a six pack!"

Austen chuckled. "Yeah, I had to work like hell to get these."

I squeezed his biceps. "You have muscles!"

He grinned. "Yeah, worked hard on those too. Wanna feel my abs?"

I grinned back. "Hell yeah I do, let me feel." He knew I always had a weakness for sexy abs.

He pulled up his shirt, letting me bask in all his glory. Whoa, Austen had certainly been working out. He had killer abs.

"Mommy what's that guy doing?" A little girl passed by us, eyes wide.

I blushed. Oh crap, look at us, this was no time to be checking out his newly developed assets in the middle of the airport. Austen pulled down his shirt, grinning and shooting a wink at a couple of girls passing by, ogling at him.

I frowned. This new Austen was surely more confident than the old one. He was oozing charm, sex appeal, arrogance and self confidence. The old Austen never had those. My old Austen.

"Come on," he grabbed my hand and dragged me to the exit.

"Where's your bags?" I asked him. I didn't really give a damn where his bags were but I had to distract myself because my mind was going way past the normal speed limit.

"It's already in a cab," he replied, smiling down at me. "It really is good to see you, Vals."

"Uh huh," I mumbled, staring at his manly hands holding mine. It was sooo weird. Weird I tell you!

My old Austen's hands were never this firm and manly. It had been soft and fragile.

"Sorry," he heard him say as we walked outside, still holding hands. I was never the holding hands type but I was still to shocked to even pull away from his grip. I let him lead the way and I stared at his back. Broad shoulders...tones muscled back...a nicely filled out butt snuggly hidden behind tight blue jeans. Sweet baby Jesus, he almost looked as good from the back as he was from the front.

I gulped.

"Vals, are you listening?" He stopped walking, causing me to trip and slam into his back...that nice hard back...warm and inviting...I had the sudden urge to touch it. Son of a bitch, where the hell were these thoughts coming from?

"Vals?" Austen patted my cheek. "Hey, you don't look so good, what's wrong?"

My geeky bestfriend turned into a major hunk, thats whats wrong. Instead I said, "Nothing, I'm perfectly fine. It must be the heat."

"Yeah," Austen nodded, running his free hand thru his hair. "The weather's different in England compared to California. Hey, there's our cab."

Again he I let him lead the way, staring at the way his hips swayed confidently as he moved, attracting attention to his butt. I felt my eyes grow big. My old Austen never had ass like those. Those babies were buns of steel!

"Come on," he opened the back door of the cab for me, "get in before you pass out. You really don't look good, Vals. You sure it wasn't something you ate while waiting for me in the airport?" I climbed in, scooting over to make room for him. He slid next to me, slamming the door close. I inched closer to the other side, as for away as I could from him. He was making me nervous.

"What are you trying to say?" I snapped at him, trying to hide my discomfort with anger. "You picking on me about my eating habits now?"

He held up his hands, grinning. "No, I like that you have a healthy appetite, you know that."

I ate like a pig and we both knew it but Austen had always said that he didn't mind. He liked that I was secure with the way I ate without worrying about my weight. It was assuring that the old Austens views hadn't changed at least.

"What happened to your glasses?"

Austen shrugged. "Contacts."

"You didn't like to wear contacts. You said it itched."

"Yeah but my aunt said it looked better this way."

It did but still..."How the hell did you get so tall?"

He laughed at my accusing glare. "Luck maybe, I don't know. I guess I had hit my growth spurt. Puberty has its perks."

"Why the sudden change?" I barked. "Why now?"

He frowned at me. "I thought you wanted me to change. Weren't you the ones always trying to drag me away to a make over?"

Yeah but still...I didn't think he could change this much. I slumped against my seat, glaring straight ahead but not seeing a thing.
Austens sudden change disturbed me. I snuck a glance at his profile on the corner of my eye. This new Austen was too...too different. Too good looking. I could imagine the girls in school going ga-ga for him and that didn't set too well with me.

Austen was talking now, telling me something about his experience in Europe, the places he's been to. I wasn't really paying attention though. I was in full pout mode.

"Okay," I heard him sigh, "what is it?"

I crossed my arms. "What?"

"You're brooding. What are you thinking about?"

"None of your business."

Austen opened his mouth but shut it again. Instead he settled back in his seat ad remained silent through the whole drive home. I didn't blame him. I knew I was being a bitch but I couldn't help it. His change was too much for me right now. He went form the ugly duckling to drop-dead-gorgeous. I could imagine the girls throwing their bras and panties as him everywhere he turned in school.

I frowned at my reflection on the car window. Why was I so upset by that thought? Shouldn't I be happy for him? Happy that he changed and would have a good high school experience. No more bullies no more defending him at every turn. I should be glad right?

Right?

Than why the hell did it make me furious?

"We're here," Austen said as the cab stopped in front of his house. My house was right next to him, our small room balconies facing each other. I had missed talking to him there. I got out the cab, silently helping Austen and the cab driver with the luggage. Janice, Austen's mom attacked him as soon as she opened the door. Like any mother fond of their children, she cooed and pinched his cheeks, saying how much she missed him and how much he changed.

"Fay's been so worried about you," his mother was saying when I returned with his last bag. "She kept asking if you were doing okay."

Austen glanced at me but didn't say anything. I felt my cheeks turning red. Damn it! I never blushed. EVER.

"Why don't you help him bring his bags to his room, dear," Janice patted my shoulder. "I know you two have a lot of catching up to do." She left us alone in an awkward silence.

"You don't have to help me," Austen offered me a quick get-a-way. "I can take care of them myself. You probably have other plans right?"

I could have lied and told him yes, could have walked right out to sort my thoughts but the look on his face...that familiar wounded look the old Austen sometimes gave me when I hurt his feelings stopped me. No matter how much he changed, he was still my Austen and now I was being an ass to him after not seeing him for so long.

"I don't have any other plans," I found myself picking up a couple of his bags, headed up the stairs. "I can help."

He hesitated before following me, carrying two bags of his own. I knew where his room was since I've been to his house dozens of times. I walked in thru the open door and placed his bags by his bed. I took a look around. His room was simple, clean, books piled on his desk. The small balcony window in his room was directly across from my own. It was literally just a couple of steps away from each other. We'd always have conversations there in the middle of the night when we couldn't sleep. I couldn't keep myself from smiling.

"I missed this view," Austen said from behind me, making me jump. He walked over to the balcony and leaned against it, gazing out. "I missed it...and Vals," he glanced at me from over his shoulder, "I missed talking to you more."

Crap...if he didn't stop being all mooshie I was going to start crying. No one knew this but I was a cry baby...damn I could feel my eyes burning. I had missed him too. Who would have guessed that I'd miss him this much? Not me.

"I missed you too," I blurted out, "I guess."

He straightened and gave me a blinding smile. Whoa, those braces he had to wear in middle school must have been worth it because he had a perfect smile. "So...you're not mad at me for leaving and coming back late?"

I snorted. "Oh no, mister, I'm still pissed about that. Not only was my mother there when school started, making me take pictures, but your mother was there too."

He winced. "Sorry, Vals, I really am. It must have been really embarrassing huh?"

"Uuh, ya think?"

Austen pulled me to him with a smile and hugged me. This time I was prepared with the feel of his arms around me, my body pressed against his. He was firm and warm...he smelt nice too. I felt awkward like this so I just stupidly patted his back...well it started out as a pat but than my treacherous hand started to roam, sliding back and forth against his back muscles through his shirt.

Ooh, mama likes...

Wait, I froze. What!?