Disclaimer: I do not own St. Trinian's, 'Imagine Me and You', 'Lost and Delirious', Piper Perabo, the British monarchy, Cosmo magazine, 'The L Word', Leonardo di Caprio or 'Macbeth'. I do, however, own my bemused self-satisfaction at having managed to get all the aforementioned into a fanfic... somebody should make it a challenge. Anyway, here's the... second fic I've written in last three years, and might be the last I manage for another three. I'll admit, I thought for a while I'd "outgrown" fanfiction, until I watched St. Trinian's again and suddenly I found myself two thousand words into this. Apparently I was just lacking time and inspiration. It's amazing how writing a comparatively short 3000 word essay can feel like pulling teeth, but writing 3000 words of femmeslash can be done in an afternoon. I should also note that I don't know a damn thing about star signs, so if you're a Libra and feel misrepresented, I apologise profusely.

A lot has changed since I last wrote a fanfic. Nevertheless, this is dedicated to two friends in particular: one who has continued asking me to write fanfiction again throughout my long, long creative dry spell and another who, like me, felt that the dire experience of St. Trinians 2 was made worthwhile by Gemma Arterton.

Achilles' Heel

For what had to be the twentieth time, Kelly wondered why she bothered coming here.

Though she is a woman of many talents, some further outside the law than others, sharing her feelings is not among them. Try as she might, she cannot quite help being slightly disdainful of people who feel the need for constant emotional interaction; perhaps due to having not been brought up in a family where problems and feelings were discussed as a matter of course. Coming to St. Trinian's aged eleven, she had found her niche outside the cliques formed by her peers, and while well-liked still mostly kept herself to herself. Even after many ritual games of Truth or Dare, the other girls had barely scratched the surface of Kelly's personality – not that they hadn't tried, with the aid of various forms of alcohol, but all to no avail. Some speculated that she had trust issues, others that she had spent the last seven years undercover at St. Trinian's as part of a Government sting, while some simply accepted that Kelly Jones was enigmatic by nature and didn't go digging for answers.

Kelly herself never saw a problem with her attitude. If she were to fall into any serious trouble then, of course, she would talk to somebody; admittedly more out of necessity than choice. But the everyday stress and chaos of life at St. Trinian's was, and always had been, nothing she couldn't handle.

But this time...

This time, the situation was dangerously close to becoming something she couldn't handle, and the final straw for Kelly was when her mood began to affect her performance as Head Girl. Her sleep deprivation had been noticeable, as the usually unruffled Kelly was more prone to tetchiness and positively insufferable without her morning coffee. When her wan appearance and irritability persisted beyond what could be justified as premenstrual tension, the other girls began to worry that their Head Girl might be losing her touch. Many suggestions had been bandied about, many of them based loosely on rumours surrounding Flash Harry dealing in something other than home-distilled vodka on his nocturnal visits to the school. Kelly, fully aware of this, was careful to give away nothing. The real reason behind her late nights spent lying awake or listlessly pacing her bedroom was something even she was struggling to comprehend; goodness knew how the other girls would react. One of them in particular.

But now that no amount of careful make-up could hide the bags beneath her eyes, Kelly had to admit to herself if nobody else that yes, her crush on the headmistress' niece really was getting out of control. And no, she hadn't a clue what to do about it.

For all her bravado, for all her renown within the walls and grounds of St. Trinian's and her notoriety to at least five Government agencies beyond, Kelly Jones is useless with matters of the heart. Fortunately, she knows three girls who aren't.

So here she is, eyeing the pink walls with distaste as she flicks her foot to detach what appears to be the world's fluffiest, tackiest under-bed restraint from the tip of her stiletto; feeling like she's wandered accidentally into a Playboy mansion, or perhaps died without noticing and entered the deepest circle of Hell. In other words, she is in the Posh Totty's room.

Their brains may be made up primarily of the same pink fluff and rhinestones that cover their inner sanctum wall-to-wall, but from the snatches of gossip she's heard – whether from their own heavily glossed lips or increasing in scandal as it worked its way along the grapevine; the most recent rumour being that Prince William had asked Peaches for a threesome – and their fanatical zeal for the horoscopes and romance columns of the many magazines neatly stacked beside the vanity unit, Kelly is hopeful that between the three of them, they can give her advice. She is furious with herself for having to ask in the first place, but out of everyone she knows the Posh Totty are best placed to assist her with this particular, Annabelle-shaped conundrum.

She had, of course, considered her options. You don't become St. Trinians' Head Girl by recklessly confiding in anyone, but with this particular delicate issue Kelly is stuck for where to turn. Polly would crack open a textbook and explain the biochemistry behind human infatuation. Andrea and the emos would probably write her a poem. Taylor would shout her feelings for Annabelle for everyone to hear - "to save time, innit?" - and probably recommend some 'bling' on the off chance Kelly should wish to express her affection through a layer of cheap gold plating. And the first years just wouldn't have a clue. Annually, after Matron finished giving her questionable version of the 'birds and the bees', Kelly would drop by the first years now frantically attempting to knit themselves chastity belts and kindly tell them that changing feelings and bodies are a normal part of growing up - but, should anyone feel that they were growing up in a different direction to some of their friends, to under no circumstances accept web links to "educational videos" from the older girls and instead to take their confusion to the AV room with a DVD copy of "Imagine Me and You". (Personally, she preferred "Lost and Delirious", but she felt a positive spin on sexual identity was healthier for any confused younger students - plus, Piper Perabo had only improved with age).

So, after another sleepless night spent tossing and turning and feeling like a leering pervert after missing an easy shot on the hockey pitch because Annabelle's skirt had blown up in the breeze, she has swallowed her pride and come here. Peaches and Chloe are both "otherwise engaged", and the head of their student body knows better than to ask for details – she's having enough trouble sleeping – so it was Chelsea who let her in, shooed away her subservient Totty In Training (nobody had seen fit to point out the rather unfortunate, if appropriate, acronym) and is now perched side-on to Kelly, curling her eyelashes as the Head Girl poured her heart out.

"Well, you are a Libra" she comments, wincing as she plucks a stray eyebrow hair. "You're proud, given to bottling up passionate emotions to save face. You want people to think you're untouchable."

Kelly snorts with contempt. "I'm Head Girl. That's not written in the stars, that's written on my badge. I have to be untouchable."

"But you don't want to be. Not to Annabelle, anyway." There is a definite hint of innuendo in the blonde's words as she meets Kelly's eyes in the mirror and winks.

"Don't start," the other girl snaps, exasperated, abandoning her composure to flop backwards onto the pink satin bedcovers. "I'm not meant to fancy anyone! I don't mix business with pleasure, and St. Trinian's is my business."

To her credit, Chelsea is handling Kelly's emotional outburst well. She has, after all, grown up with Kelly; still able to recall the days before Kelly Jones was a name that inspired awe, admiration and a certain amount of arousal. She remembers when they shared a dorm and the young woman currently pummeling the duvet was a flat-chested, mousy-haired girl who first put herself on the St. Trinians' map at the age of thirteen when, to avoid a Chemistry test, she had smashed a main pipe during a freezing winter, causing the main corridors to ice over and three days' lessons to be cancelled to the joy of all the student body and, it had to be said, most of the staff.

Even Miss Fritton had admired her ingenuity, and from that day forward Chelsea remembers Kelly carrying herself a little differently, smiling a little more coquettishly, seeming a little more sure of herself. Everyone becomes a St. Trinian in their own way, carving out an image as distinctive as their silhouette in their artfully customised uniform, and that first act of anarchy was as integral a part of Kelly's transformation as the first smudge of crimson lipstick she started experimenting with – unsuccessfully, if Chelsea remembers correctly – the summer of their second year.

And it has all led her here, to this point – part-time criminal, full-time leader. At least, when she isn't mooning over Annabelle.

"You're only human, Kelly" she answers, patient but not patronizing. After all, Kelly is still Head Girl... and she still has the photos of a much younger Chelsea's first disastrous hair-bleaching escapade hidden away somewhere. Green would never have been her colour of choice; there was far too much yellow in her skin tone. "Everybody has needs. You can't turn off your feelings just because you're in charge around here."

"She's younger than me," Kelly shoots back. "It's indecent."

"She's legal. The age gap is only the same as the one between Andrea and Taylor, and it certainly doesn't stop them."

Kelly sits bolt upright, incredulity momentarily outweighing her emotional turmoil, as Chelsea covers her mouth with an immaculately manicured hand, mortified at her indiscretion.


"You mustn't tell - "

"I'll keep quiet if you do?" challenges Kelly. Chelsea nods quickly, though she'd had no intention of sharing this gossip. Quite apart from anything else, she knows that the other girl would keelhaul her if she breathed a word - plus, she likes Kelly, and being trusted by the Head Girl is rather a privilege. If she plays her cards right, bats her eyelids at just the right moment, she might even wheedle those photos back before they fall into the yearbook...
"Anyway," she says emphatically, before the curious brunette can press her for further details on Andrea and Taylor's sleeping arrangements, "the point is – the only thing keeping you from having Annabelle is your own head. You're out of your comfort zone. You're used to being chased, not doing the chasing."

Kelly has no answer. She knows – against her every will, because nobody wants to admit that a Posh Totty knows more than they do - that Chelsea has a fair point; and Flash Harry would almost certainly back her up, provided such a blunt question with regard to his feelings for Kelly didn't cause him to stammer himself into selective mutism. She stares, marvelling at the back of Chelsea's head, wondering there can be room for even a gram of common sense or emotional intelligence, alongside an encyclopaedic memory for gossip and Cosmo's "Position of the Week". Perhaps Polly's theory that years of chemical build-up from hairspray and fake tan had addled the Totty's brains somehow (pending scientific investigation if one of them died unexpectedly, and the Geeks got them into the art department's formaldehyde tank in time) was flawed. Here was Kelly, streetwise and easily intelligent enough for university if her MI5 application fell through, clueless. And there was Chelsea, whose biggest mental challenge was wondering whether matching her nails to eyeshadow would be too much even with a contrasting clutch bag to offset the colour, apparently able to see right through Kelly's detached demeanour to the mousy-haired, insecure first year still trapped inside somewhere. With a sigh, Kelly remembers why she subjected herself and her corneas to this garish décor and the inanities of a heart-to-heart with a Posh Totty. Through all her air-headedness, Chelsea is a good listener, a loyal friend, and a surprisingly helpful agony aunt.

Plus, you couldn't get information from any better source. Andrea and Taylor? No wonder they were so often at each other's throats. Kelly makes a mental note to adjust the angle and resolution of Polly's night-vision camera when she next gets a moment.

"So what do I do?" she asks. "I like her, but do I even have to do anything about it?" The panic creeping into her voice betrays her real question: would telling Annabelle be worth letting her defences down for? Fortunately, Chelsea is engaged enough with the conversation in between expertly applying rouge, and her eyes meet Kelly's in the mirror once more.

"That all depends how much you like her, and in what way. Would you want a quick bit of -" here, she coughs lightly but significantly, as if her meaning wasn't already painfully clear to the other girl "- you know, nookie-cookie, or a serious relationship?"

The Head Girl swallows, caught off her guard. The conspicuous pause is enough to make Chelsea turn around on her make-up stool, mouth slightly agape.

"Don't tell me it's love?" she squeals, ever the romantic. Kelly grabs one of the pink, fluffy pillows piled by the headboard and buries her face in it to spare her the continued humiliation of blushing.

"No, it is not love!" she answers, muffled, raising her voice to be heard through the pillow and over Chelsea, now drumming her feet on the floor in excitement. "I just... this is new, that's all."

Chelsea ceases her pantomime, eyes widening as she reaches over to yank away the pillow shielding Kelly from view. The Head Girl is nearly as pink as the paint on the walls.

"You have so totally been with girls before!"

Kelly allows herself an eye-roll as her cheeks cool. "I know. You know," she adds, with a smirk as Chelsea gasps indignantly.

"We were fifteen!"

"You were well up for it."

"Is it time for another gag deal?"

"Oh, you would ask for a gag, you nympho-" The tail end of Kelly's words are lost in a yelp of surprise as the pillow Chelsea wrested off only moments ago her hits her full in the face. The two girls stare each other out, Chelsea the picture of outraged innocence, Kelly gleeful at her own wickedness. The blonde breaks the staring contest, glancing in the mirror as she scrunches up a few locks of hair to add volume to her curls.

"You should tell her. Not right away. But she was a Cheltenham girl and they don't... well, they're not as open about things as we are."

"You mean that they don't shag one another," Kelly clarifies.

"Precisely. So she'll be slow to catch on, but highly suggestible. She's already completely smitten with you - "

"How do you know?" Kelly cuts in, voice higher than she'd like. Chelsea just smiles as she reapplies her lip gloss before answering.

"You're Kelly. Everybody knows your name, everyone admires you, and for some it runs deeper."

"That's just hero worship - "

"She's not a first year. Besides, I've read her diary." Chelsea adds matter-of-factly, as Kelly's jaw slackens, before she catches sight of her gormless visage in the mirror and her pale features arrange themselves once more into an expression of intrigue. "It was very interesting. You should really be more mindful of how close you stand to the window when you're getting undressed, by the way. Your room may be high up, but backlighting leaves little to the imagination, and Annabelle's probably not the only girl who likes a moonlit stroll when she wants to clear her head."

"You're joking."

"And you're blushing. Again. I have some powder here, if you'd like to borrow it?" Chelsea offers helpfully, as Kelly suddenly becomes absorbed in her own fingernails. Shrugging, the Posh Totty occupies herself sifting through her earrings, glancing occasionally at the mirror where she has a clear view of Kelly. Even in her carmine lipstick and pencil skirt, all of a sudden the usually cocksure Head Girl looks much younger, much more vulnerable, and supremely uncomfortable with it. Deciding on pearls, Chelsea gracefully rises, brushing some powder or another off her blouse before settling herself on the edge of the bed next to Kelly. It is disarming to see her friend looking so confused, and Chelsea wonders whether their dalliance three years ago would make it awkward now if she were to put an arm around her. Kelly answers the question for her as, tired and defeated, she leans against Chelsea's delicate shoulder.

"I'm sorry about all this. I – it's just – I don't know how I got in so deep. And don't say the 'L' word," she warns pre-emptively, raising a hand like a traffic warden.

"That was a good programme, though..." Chelsea mumbles. Kelly manages a smile.

"It feels weird, you know? It's like... like she's my Achilles' heel."

"Oh, I wouldn't go that far," Chelsea responds airily. "I mean, she's pretty enough, but an Achilles heel? I'd say a nice Marco Tozzi at best if we did some work on her – something to take the frizz off her hair, perhaps a good push-up bra..."

"Shut up," groans Kelly, trying her best not to think about Annabelle in underwear, particularly given the Posh Totty's predilection for lingerie so flimsy you could floss with it. The whole school had been treated to a free show (a fact that Peaches had repeatedly bemoaned: "We could, like, be on satellite or alien television, and we won't even have the rights to our own images if they get a good angle!") during the last early-morning evacuation after an errant cigarette butt and a spillage of Trinski vodka saw the basement go up in flames. Kelly was certain that, through the smoke and probable methanol poisoning, a few of the more impressionable younger girls had shifted a few points up the Kinsey scale at the sight.

Chelsea smiles as she smooths her pinafore. "It's nerve-wracking, I know; but you're Kelly Jones. If you want her, you'll get her, but you need to tell her first. Bare all so that she will, if you catch my drift." The last pointed remark earns her a glare from Kelly, but she continues.

"What was it Shakespeare said?" Chelsea wonders aloud. "Ooh! 'A heart to love, and in that heart, courage to make's love known?' It fits, doesn't it?" The fair-haired girl beams, clearly pleased with herself. "That was Macbeth, you know. Probably."

Kelly frowns. "Since when do you know Shakespeare? When we did Romeo and Juliet the only bit you paid attention to was the film – and that was only because it was Leo di Caprio."

Chelsea blinks innocently. "I'm offended, Kelly Jones. I won School Challenge, don't forget. Besides, even a washed-up slapper can learn a few lines of Shakespeare". Standing, she smiles in the face of the other girl's suspicion. "It's all about putting them in context."

"I don't believe a word," Kelly retorts. "Come on, what are you up to? Tell me!"

"Nothing to tell," Chelsea answers, simply, before bursting into ill-concealed giggles. "Perhaps it's lovesickness, making you see things?"

"It is not!"

"Kelly's in love..."

"Am not!" snaps Kelly stubbornly, before realising that the other girl is poised with one hand on the doorknob. "And just where d'you think you're going?"

"Believe it or not, I do have other commitments aside from playing Cupid to you and Annabelle..."

"You can't leave!" Kelly splutters indignantly. "I'm your Head Girl! You can't just waltz off when I've come up to your tart's boudoir for answers on a – a personal matter."

"Sorry, Kel," replies Chelsea, hint of a smile still playing around her lips as she glances back over her shoulder. "I'm already late. Miss Dickinson's giving me some extra English tuition. You can see yourself out, right?"

An outraged flush creeps unbidden to Kelly's cheeks as the Posh Totty sweeps out of the room. And perhaps it is lovesickness leaving the usually sharp Sixth Former slow off the mark, though she'd never admit it, but the echo of Chelsea's heels on the stairs has faded into silence before Kelly registers a single, puzzling detail - a bemusing but telling fact, just as mystifying as Chelsea's sudden dedication to the study of literature...

"But - it's midnight!"