Disclaimer: I don't own Degrassi or any of it's characters.

A/N: This is a short fic based on something that's been kicking around in my mind ever since Season 2, and I finally got around to writing about it. It has to do with Manny Santos, and specifically what happened between her and Craig Manning at the end of Take My Breath Away. After Craig said that he didn't like her, especially the way that he said it, Manny looked like she was totally crushed. I think that moment played a major part in Manny's later personality change. You could start to see that change as early as How Soon is Now?. When Paige tried to warn Manny to stay away from Dean, Manny responded with a very uncharacteristic, at least up to that point, response. Anyways, here's how I think Manny's new personality that she showed in U Got the Look could have started.

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This story picks up right at the end of Take My Breath Away with Manny and Craig standing at his recently re-decorated locker…

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"It's not the locker I don't like…it's you."

Manny heard the words coming out of his mouth but she couldn't, rather she didn't, want to believe them. Craig, her Craig, was telling her in no uncertain terms that he didn't feel the same way for her that she felt for him.

"You don't mean that?" Manny said, hoping that Craig had only misspoken.

"I'm sorry, but I do." Craig answered.

"If you didn't like me, why did you even bother to go out with me?" Manny asked him, as her eyes began to sting from the tears that were quickly welling up within them.

"It's not that I don't like you as a person or as a friend, you're a really sweet kid. It's just that I don't think we would work out as a couple." Craig said to the pretty young girl, who was now starting to cry in front of him.

He didn't want to hurt her because he really did mean what he said. He thought that Manny was a very warm and caring person. But, he also knew that he couldn't continue to lead Manny on when he couldn't return the same love that she obviously felt for him.

Meanwhile, one word that Craig had said to her had caught Manny's attention.

"Kid?" Manny thought to herself, "That's what this is all about."

"Is it because I'm younger than you?" Manny asked Craig as tears streamed down her face.

"That's part of it." Craig replied.

"I can understand it if you're embarrassed to have a girlfriend that's a year younger than you. But, Sean and Emma went out for a little while last year, and I don't think anybody really gave him a hard time." Manny tried to point out, hoping that her observation would change Craig's mind.

"I'm not embarrassed of you, or anything like that." Craig responded, "It's just that I'm looking to be with somebody that's a little more…mature."

"You mean somebody like Ashley." Manny replied, as she tried her best to wipe the tears from her eyes. She was sobbing so heavily that they were starting to blur her vision.

"Not really. It's like I said before, me and Ashley are just friends. We're in the same class together and we're both interested in some of the same things." Craig said as he searched for the perfect words to explain things to Manny, without hurting her any more than he already had, "You and me are at different places right now, we just don't have that much in common."

"Maybe we can go out again, and then you can see if you still feel the same way? Maybe we can go someplace different?" Manny pleaded.

"I don't think that would be a good idea." Craig told her as he tried to show that his decision was final. In a way, he did have some regrets about dumping Manny because she was so nice, but deep down, he knew he was doing the right thing.

At that point Manny quit trying to make her case, she simply took off without saying another word. Craig watched as she made her way down the hallway and disappeared around the corner.

As Manny hurried forward, she saw her best friend Emma Nelson up ahead. Emma was talking to another student at Degrassi, Kendra Mason.

"So, are you thinking about trying out for the floor hockey team too?" Kendra asked Emma, as they both looked at a newly posted flyer that announced tryouts were going to be held in a couple of months.

"Yeah, Manny and me both said we were going to sign up." Emma replied.

Just then, Manny quickly rushed by the both of them.

"Hi Manny." Kendra greeted her, but Manny continued on unabated.

"Manny, what's wrong?" Emma asked, but Manny didn't respond to her either. She just continued on and ran into the girls' washroom.

"What's wrong with her?" Kendra asked.

"I don't know, but I'm gonna go find out." Emma replied as she followed Manny into the girls' washroom.

"Manny!?" Emma called out as she entered the washroom, "Manny, what's the matter?"

"I'm like this, total idiot, is what." Manny replied as she sat in one of the stalls, crying even harder than before.

"Come on, just tell me what happened?" Emma asked as she talked to her best friend in the entire world, from the other side of the stall door.

"You were right, as usual. And of course, I don't even have a clue." Manny continued.

After hearing that, Emma knew there was only one thing that could affect Manny this way.

"This has to do with Craig, doesn't it?" Emma guessed.

"Yeah." Manny answered.

"What'd he do?" Emma asked her.

"Basically, he told me to quit living in some fantasy world about me and him being together." Manny revealed.

"Craig said that?" Emma asked.

"Not those exact words, he was a whole lot nicer than that, Em. But that's what he meant." Manny said as she finally opened the door of the stall.

Emma looked at Manny's face and saw that her eyes were red and puffy from crying. Emma got some facial tissue and helped Manny to dry her eyes.

"I don't understand, I thought we had really clicked. Craig and me seemed so perfect together." Manny said, as she willed herself to stop crying for the moment.

"It'll be all right." Emma said as she put her arm around her friend, and gave her words of support.

They stood there together, looking at their reflection in the washroom mirror. After talking to Emma for a little while longer, Manny eventually felt like she was ready to go back to class.

After lunch and throughout the rest of the day Manny continued to see Craig in the hallway, but she couldn't bring herself to look at him for any significant amount of time. Doing that just hurt way too much right now, especially when she noticed that one of those times he was talking with Ashley. After school had ended, Manny walked home by herself despite Emma's offer to join her. Right now, she just felt like being alone.

Manny opened the front door of her house and walked inside. She noticed that her many siblings were all at home as well. Most of them were watching TV or were distracted by some other activities, and they didn't seem to notice her arrival. All of them, for the exception of the youngest Marisella, whom they called Sellie for short.

"Manny," Sellie called out to Manny as she walked up the stairs to her room, "Are you gonna play with me?"

"Not right now." Manny replied as she continued her climb.

"Why not?" Sellie asked.

"Because, I have some stuff I need to think about." Manny answered.

"What kinda stuff?" Sellie inquired.

"Just something personal," Manny told her, "go tell Carmen to play with you."

Manny opened the door to her room and quickly closed it behind her. She threw her book bag and purse onto the floor and plopped down on her bed. She then found herself in deep thought, thinking about what had happened that day.

"Man, this so completely sucks," Manny started, "I totally thought Craig was the one for me. I was even thinking about bringing him over to meet Momma and Poppa, even though they said I wasn't old enough to date yet. I can't believe that I risked my friendship with Emma, just for him. We were both so shocked when Craig asked me to dance with him that night, after he snuck us into the retro '80's dance."

Manny grabbed one of her favorite stuffed animals that was sitting on her nightstand and held it close to her as she continued on in thought.

"I must've looked like a complete fool today," Manny continued, "First, I think me and Craig are this really hot couple, and it turns out to be some sort of figment of my own imagination. Then, I make myself look like an even bigger moron in front of him and Ashley, when I asked them if G.M. foods were like some sort of health food? Come to find out from Emma, G.M. foods are actually really bad for you. No wonder Ashley just walked away so quickly, she probably wanted to bust out laughing right there."

Manny then sat up on the bed and let out a sigh to herself, still clutching one of her favorite stuffed animals, 'Horsey-Horse'.

"Ashley should be the last person to laugh at anybody, especially after the way she acted at that party she had last year." Manny recalled to herself, "After J.T. invited me, Emma, and Liberty over to the house, we were all shocked when Ashley answered the door and started acting like a crazy person. It wasn't until later on that night, that we found out that Ashley had gotten high on drugs. We stood there and watched her as she totally wrecked the house, and her life, all in one night. I mean, she had this super hot boyfriend in Jimmy Brooks, and she just threw their relationship in the garbage can. She cheated on him with Sean, the last person I'd expect to do something like that with her. Sean had been telling us for weeks about how much he was sorry for pushing Emma down, when he and Jimmy were fighting outside of the school. He kept telling Emma how much he cared about her and wanted to work things out. When Em went upstairs that night and saw Sean making out with Ashley, she was hurt so bad that she hardly said anything to anybody for the rest of that night. I guess that's a feeling that we can both relate to now. Seems like yet another guy is totally caught up in Ashley."

Manny got up from her bed, leaving her stuffed animal Horsey-Horse behind. She then went to the mirror in her bedroom and stared at her own reflection.

"What has Ashley Kerwin got, that the rest of us girls don't?" Manny thought as she continued to gaze at herself, "I mean, besides the teen-model, cover-girl, good looks. But, it's just not fair. First, 'Miss Popularity' acts all horrible to her boyfriend and the rest of her friends. Now, there are more people just lining up to take their place. Even Em, who should still be mad at her, is talking about working on some kind of project with her to ban G.M. foods from the cafeteria."

Manny then looked at an outfit that she had tossed on the floor earlier that morning while she was getting dressed. She had decided not to wear it because it had seemed so 'last year'.

"Look at this." Manny thought as she picked up the outfit and held it in front of her at the mirror, "I can't believe I would wear something so dorky and have the nerve to think I actually looked cool in it. No wonder Craig thinks I'm a little kid, I'm still wearing the clothes that 'Mommy' picks out for me."

Manny then made an observation about her wardrobe as she was staring at the outfit in the mirror.

"You know, with a few alterations, this outfit could actually be pretty hot." Manny continued, "Just cut the bottom of this blouse off and turn it into a halter-top, that would show everybody that I'm not some little kid anymore."

As she was imagining her new look, Manny made another self-observation about herself.

"Who am I kidding? I don't have even have half the bod to pull off something like that. Besides the fact that my Mom would totally freak out if she found out, all of the other students would probably laugh their heads off if I came in there looking like some sort of 'Paige-clone'. Still though, Paige has attitude and she knows how to get what she wants. I guess a girl could have a worse role model."

Manny then threw the outfit back down on the floor and sat back down on her bed, holding Horsey-Horse tightly once again.

"It doesn't matter what I do now, it's not gonna win Craig back. He's made it perfectly clear how he feels about me." Manny thought to herself as she fought back new tears that wanted to start flowing again, "All I know is that I don't ever want to feel like this again…"

The End. (And a new beginning, for one young lady…)