La la la, this is my first story. It's full of everything that is Spashley and some sweet fluff, and even though it's kind of a classic-type story I hope you still like it!

**I do not own South of Nowhere or the characters. If I did then "interruptions" would never happen.

Review and let me know if you like reading as much as I like writing =)

Spencer's POV

I'm so stupid. Dumb. Unintelligent. Do you need any more adjectives? Focus those adjectives on common sense, not on books. Okay, maybe I shouldn't say common sense, because you have to be really naïve to not have some common sense. Anything other than books and school, I wasn't up there

If I were smart in the ways of people and "common sense" I would have enough of this "common sense" to not look at my best friend for longer than I should. I would be smart enough to not let her activities with other girls bother me. I would be smart enough to not be affected when she holds my hand, a simple gesture that seems to send butterflies through my stomach. I would be smart enough to stay away. I surely am not smart enough.

"Spencer, stop it." I hear from across from the wooden table.

"What are you talking about, Kyla?" I look across to my friend who is picking out the peas from her salad.

"You're scrunching your eyebrows again." She pauses for dramatic effect. "That gives you lines on your forehead you know."

"Obviously I don't know. I'll stop when you stop getting a salad with peas in it only to pick them out." I say, maybe a little too meanly, maybe a little more caustic than I had meant.

I receive a glare for my statement. "I like the challenge." Kyla says calmly, still glaring at me.

I glare back, imagining her head exploding. But then I feel bad, so I imagine her head exploding but then being put back together.

"Whatever" is whispered from my mouth just loud enough for her to hear. She ignores me.

I hear a familiar voice coming towards me and I turn my head. "…I don't get it, all I did was just throw a small piece of paper at the board and I get yelled at and sent to the office while Madison is sitting there with her huge ass hanging out of the seat and no one says anything."

Ashley is just a few feet away from me now, speaking to Chelsea. I take this moment to look her over. Her tight jeans. Vest with basically nothing under it. Curly brown hair shining in the La La Land sun. It's good. Oh, it's very good.

Dammit.

"Hi Spence." She says as she sits next to me, giving me an adorable smile and despite myself I can't help but give her a bigger grin back.

My mouth is obviously not controlled by my brain.

"You can't stay out of trouble, can you?" I tell her as I laugh and turn my head forward.

Ashley straddles the bench and scoots a little closer to me. "Of course not." She says with a sly grin. "Oh, hi princess." She says focusing on Kyla. Kyla does not seem amused with her sister's sarcasm.

"Oh hi asshole." Ashley doesn't seem affected by the insult, not even enough to say something back. The bickering between the two Davies sisters is like a game, like volleyball, kind of. Back and forth, back and forth. It gets boring until one of them spikes the ball at the other. This usually being Ashley's job.

Kyla gives me a look. A look that says both why are you friends with this douchebag and please tell her to be nice to me. Kyla puts up a rough front but I know that all she wants is for them to get along. Ashley thinks differently.

Ashley takes a couple of grapes from my lunch and pops them in her mouth. "How was your day?" When she asks me this her features soften and her eyes take mine in, half her mouth titled up in a smile. And I can't help but notice that her knees are touching me. Grazing me under the picnic table.

"Alright." I think for a second. "I won a debate!"

Ashley rolls her eyes at me. "You're such a dork, Spence."

I shove her shoulder lightly. "You love it though." I say with a grin, because I know she does. She told me.

Ashley swings her leg around so that she's sitting normally and turns her head towards me and says "Always." Then she winks at me and I beg, plead, myself not to blush.

"Hey, do you guys want to go to Slant tonight?" Chelsea asks me, Ashley, and Kyla. I inwardly groan. Slant is the new Grey. I'm not much for partying. I can't hold my liquor and I tend to say stupid things. Drunken words are sober thoughts. So true.

Ashley perks up. "Hell yes!"

I look at her and am about to say I think I'll pass. I make it to "I think I-" before being cut off by Ashley. "Come on Spence! It'll be fun."

I give her an angry look. "Fun, like last time?" My mind brings me back to last time at Slant. Images of me falling on the dance floor, almost dancing on the bar, and lots and lots of shots run through my mind.

"That was pretty funny though, you have to admit." A gruff voice says as a guy sits down next to Kyla.

"Shut up Aiden." I spit at him, although he is looking highly amused.

Aiden can easily be described as handsome. He's good-looking in that way where there is no effort involved. It would be quite easy to be attracted to him, to find his stupid remarks charming. Hell, I like the rainbow and I think he's hot. But his touch doesn't do anything for me. Not like hers does.

"I promise I won't let that happen this time." Ashley says gently and my anger immediately dissolves.

"But Ash.." I whine.

"Please, Spence." She does that thing where she pouts and sticks out her bottom lip. I force images of me biting it out of my head. I squint my eyes at her.

"Fine." I give in.

If Ashley pouted at me while asking me to sky-dive I'd say yes in a second. If Ashley pouted at me and said "Eat this spider, it's really good." I'd take it from her and swallow. Ashley could pout at me and tell me to run into the streets with my eyes closed, and I would not hesitate. It's so very pathetic but at the same time I just can't help it. Part of me thinks that she knows exactly what she's doing when she uses her charm on me. And when she does all I want to do is push her hard up against a wall and press my body to hers and kiss her until I can't breathe and rip off- Stop it!

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I am sitting at my desk, staring blankly at the screen, when my vision is suddenly blocked. Insanely soft hands are over my eyes and a head is on my shoulder. Lips inches from my ear.

"Guess who?" One raspy voice says into my ear. It takes all of my power to not shiver.

"Santa?" I ask, turning my chair around to face her.

Ashley takes her hand off my face and steps back, mocking insult. "You think I'm a fat man with a beard?" She says dramatically while pointing to herself.

I chuckle. "Sometimes."

"Spencer!" She yells and I'm laughing now. She's smiling, so I know she's not mad.

She takes a step towards me, probably about to tickle me as punishment, which really isn't punishment to me at all. Anything involving Ashley's hands on me is nowhere near punishment. But my mom then walks into my bedroom.

"Oh, Ashley. I didn't know you were here." She says, looking at her and then me.

"Hi, Paula. Yeah, Glen let me in, he said something about locks…" Ashley tells my mother.

My mom's expression immediately changes to pissed off mode, knowing my brother probably took off the lock to the front door again so it would be easier to sneak out. "That boy is going to be the death of me I swear." She mumbles to herself and leaves the room. A second later, her head pops through the door and she leaves it cracked open, giving me a tilted-head-mocking-smile. I curse her to silently acquire new grey hair in the middle of the night.

Ashley's head snaps back to the door as she does this and when my mother leaves she gives the door a once over. Then she looks back at me and grins evily. I swear, for a second, I swear, she looked down at my lips.

"So Ash, about tonight…" I start, prying myself out of my own imagination. I try and break it to her easily that I will not be going.

"Spencer!" She says loudly and waves her hands in the air like a fool. "You said you would come! And I promised nothing bad would happen, I'll protect you, I swear. Plus, you can't leave me alone with Aiden, you know how annoying he gets when he's drunk and Kyla is such a huge pain in the ass that…" She continues to ramble but all I am thinking about is how she said she would protect me.

Images of Ashley wearing armor and holding a sword float through my mind. Armor that accentuates her upper-body, of course.

"…stupid whore!" Ashley exclaims.

I interrupt her. "You're rambling, Ash. Okay, okay, I'll go." I guess I will accept defeat, but only because she said she'd protect me.

She starts to jump up and down and dance around like a five year old. I let her do it for a second because I think it is too cute, too cute for words and too cute for bad-ass Ashley Davies.

"BUT," I say loudly, stopping her dancing. Unfortunately. "if something bad, embarrassing, disgusting, or or bad happens, then, well, then there will be no snuggling tonight." I say as seriously as I can and give her a pointed look.

Ashley looks serious now. "Well, what about if something out of my control happens, can we still snuggle then?" You would think she asks this with a grin on her face, like a joke. But she is dead serious.

Ashley is serious about snuggling, and obviously, I have no problem with it. Come on. But I was told that I was the only person on the face of the Earth allowed to know Ashley Davies secretly loved to cuddle. "If anyone finds out Spencer, there will be consequences." It took everything I had not to laugh at her when she was telling me this, with the most serious expression on her face. I just nodded.

I focus my attention back to her. I turn my chair back around to my computer and glance back her, hands on her hips. "We'll see." I say and immediately turn around to hide my smile.

I hear her grunt behind me and then see her make her way into my closet, probably looking for something for me to wear.

"Do you have anything besides church clothes in here, Spencer? Seriously." I hear her say from the closet.

"A V neck t-shirt hardly qualifies as church clothes. Don't you get cold wearing a napkin as a skirt, sometimes?" I ask her laughing hard to myself.

She walks out of the closet with some things in her hand.

"Oh ha ha." She mocks and throws the stuff on my bed. "I'm gunna go, I'll pick you up later?" She says as she lingers by my desk.

"Yup." I say and smile softly up at her. Our eyes are locked and even though this is her cue to leave, she never does.

"What are we doing here?" She asks me, pointing to the computer screen as she plops herself down in my lap. I close my eyes for one tiny second, thinking of how nice it feels to have her this close. I can smell her vanilla body wash.

"Research." I tell her. "I have a paper due next week in history." She's looking at my face the whole time, studying it closely. I feel extremely self conscious. All of a sudden her hand goes to my cheek and wipes something away. It stays there momentarily and it takes everything in me not to close my eyes and lean into her embrace. "Eyelash." She says and looks back at the screen.

I feel all tingly.

"Yeah, I should probably start thinking about doing that." She sighs, leaning into me.

"We've had the assignment for like a month, Ash." I tell her smiling and she looks back at me and shrugs.

It is then that I put my hands around her waist, leaving them to rest softly on her stomach. With my head resting lightly on her shoulder she scrolls down the page. These are the times that my heart surely should be exploding out of my chest with everything I feel for this girl. My fingers have a mind of their own as they scratch playfully at her t-shirt covered stomach. Ashley tilts her head down to mine and smiles wide, her nose crinkling and eyes sparkling. It is in moments like these that I try my very hardest to convince myself that even if I will never be with her; this genuine affection and pure love that we elicit from each other might be enough.

It never works.

Eventually Ash leaves and I am feeling like a loser because I miss her even though I'll be seeing her in like three hours. So I take a shower and start to get ready. Of course, Ashley has picked out the tightest jeans she could find for me and a shirt that should barely count as even being defined as a shirt. I get ready and all of a sudden I'm running late, it's already nine.

"Spence?" I hear as I rustle around in the bathroom connected to my room.

"Be right there!" I finish putting on my necklace quickly and walk out to find Ashley leaning against my door frame.

"Geez, go slower." She smirks. Then her eyes travel down and back up my body as I move towards her. She does it again. I feel self conscious, I do have pants on, right?

"What?" I ask her as I grab my purse and motion for her to come down the stairs with me.

"Uh nothing. You look good, I mean- not that you don't always look good, nice, in those church clothes, but you look- good." She's adorable as she's flustered and trying to explain why she just basically checked me out.

"Thanks, you did pick my clothes out, remember?"

"Yes. Good job me, if I do say so myself." She chuckles at herself as she follows me to her car parked outside my house.

"You just did," I laugh, "you're so full of yourself."

"Part of the charm, baby." She answers as we get in the car.

I smile to myself.

Definitely, definitely, definitely, part of the charm.