Summary: Spencer and Ashley are just friends. Ashley is gay, but Spencer isn't (just hasn't come into terms with it :P) Ashley wants to take Spencer to the masquerade ball.

Disclaimer:I don't own South of Nowhere, or it's characters.

A week before the ball

Aiden and Ashley were walking together, stopping at the bulletin board. Aiden notices a flyer about the masquerade ball the school was holding. "Hey Ash, are you going to the masquerade ball?" Aiden asked, pointing at the flyer.

"I don't have anyone to ask…" Ashley dazed out, as she saw Spencer walking towards them. Ashley would ask Spencer to the masquerade ball if Spencer wasn't straight.

"I'm going to ask Spencer," Aiden said dreamily. Ashley snapped out of her dream phase, to glare at Aiden.

Ashley said in a heavy whisper, "But you know I like her!"

"But she's straight… hi Spencer," he said greeting her, seeing that she finally reached them.

"Hey guys," she said smiling. She looked at Ashley, "you going to the masquerade ball?" Spencer knew Ashley was gay… well somewhere along the lines of that, Ashley sometimes did swing back to the other team.

"Nah, I don't think so. No one would ask the lesbian," she joked.

Spencer laughed a little, before directing her question to Aiden, "Are you going Aiden?"

Aiden suddenly became nervous, "Actually, erm… Spence, I was wondering if uh," Why am I nervous? Remember I'm the hotshot, the guy who gets all the girls, you can do it! Gaining some confidence, he spat it out, "I was wondering if you'd like to go to the ball with me?" he flashed a smile, hoping it'd add to the question.

Spencer was a little hesitant to answer, "Sure Aiden, I'd love to go with you."

Ashley sighed, and walked away. She didn't want to be around them, she hated couples… especially if one of the members of the couple, she liked. Ashley continued walking, until she sat on the bleachers.

Spencer glanced over to see Ashley leaving, and was going to follow her, until Aiden started babbling about the time he should pick her up, what they should wear, et cetera.

Well I can still go, maybe someone will ask me dance… but what are the likes of that when Madison spreads that I'm a complete full blown lesbian. I'm like 80 lesbian. I still like guys, but only certain ones. Ashley placed her chin in her hands, still trying to think of a way she could get Spencer to go with her, instead of Aiden. If only she was gay… I've never liked a girl this much, and it's scaring me a bit. She broke her thought process to look over at Spencer. I got it! I'll go to the dance, but not as Ashley, but as a guy… Ashley smirked to herself for her wondrous plan.

The night before the ball

Ashley collapsed on her bed. Everything was in plan. She rented a tuxedo, and bought a white mask, and a top hat to hide her hair underneath. She'd been practicing a manly voice, and she had to admit to herself, it sounded pretty convincing. She even got a wrap that'll compress her breasts, to be flat chested. Ashley's phone began ringing, and she rolled over to answer it. "Hello?"

"Hey Ash, it's Spence…" Spencer had that linger in her voice that she wanted to tell something to Ashley, but wasn't sure if she should.

"What's up?"

"Since no one asked you to the ball… you know you could come with Aiden and I, y'know a threesome," Spencer let out a small laugh.

"Nah, Spence, I don't think so… but thanks for the offer. I'm gonna stay home, and wallow."

Spencer sighed, she really wanted Ashley to come… she didn't want to be with Aiden, by herself. "C'mon Ash," Spencer practically whined.

"No thanks Spence. Listen just call me after the ball, kay? I'll listen to all you complaints about how horrible Aiden was," or how great that mysterious man was that you met, Ashley smirked to herself.

"Fine, Ash, you win this time. I'll see you tomorrow at school. Night."

"Night," Ashley said before hanging up the phone.

Ashley walked over to her desk, making sure everything she needed was there. Cologne, some fake hair for her face. Ashley couldn't help smiling, hoping her master plan worked.

2 hours before the ball

Ashley was so excited about the ball, she was almost finished getting ready, even though there was two more hours to go. The only thing left she had to do, was place the fake hair on her face. When she looked in the mirror, she admitted to herself she looked pretty manly.

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Spencer pulled her dress out of the closet, and placed it on her bed. Second thoughts entering her mind, she never really wanted to go with Aiden, but she honestly thought no one else would ask her, meanwhile about 15 more boys asked her out after Aiden had. Spencer sighed.

She let the towel that was wrapped around her drop to the floor, and began getting herself ready.

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Aiden laid on his bed, playing gameboy for a while, hoping it'd distract him somewhat. He was nervous about going with Spencer. He really liked her, even if she didn't return the feelings fully. Aiden's mind drifted to Ashley. He felt bad for betraying his best friend, taking the girl she liked. He turned off the gameboy, not even saving the game, and threw it across the bed.

Aiden walked over to his bathroom, and decided it was time to start getting ready.

The ball

Ashley walked up to the school, fully in costume. Shit, Ashley thought, if everyone's in costume, how am I supposed to find Spencer… why didn't I think of this sooner?

Ashley walked up to the front, and handed her ticket in, and walked into the gym. She searched the whole gym, but gave up realizing she wouldn't be able to find Spencer anywhere. Ashley found a table, and sat down. Someone approached her, "hey," she said. Ashley looked up, remembering those lips. They belonged to Spencer, that voice belonged to Spencer.

"Hey," Ashley responded in her best man voice.

"You date hasn't shown yet either?" Spencer asked sitting herself next to Ashley.

"No, I don't think she'll come. She was unsure of coming to begin with."

"Yeah, I think my date was just too nervous to show. Mind if I ate dinner with you?"

Ashley nodded her head excitedly, an evening with Spencer seemed pretty fine to her. Just for the masquerade ball, the school held dinner, before the actual ball. "Of course not," Ashley smiled.

That smile looks so familiar, but I don't know where it's from. Man he's really handsome… Spencer leaned back in her chair. "So if you're date doesn't show up, want to be my date?" Ashley's voice squeaked near the end, but she hoped Spencer didn't really notice.

Spencer beamed, "Yeah, I'd like that a lot. As matter of fact, even if my date shows up, I still want you to be my date." Why am I like this with this person? I've never met him my whole life, yet it feels comfortable around him.

Things are going better than I thought, Ashley thought happily. A waiter approached their table, "and what can I get you two this evening?"

Ashley let out a small laugh, their school trying to be fancy by having teachers as waiters, just made her laugh. Ashley stopped laughing, realizing she sounded too girlish. "I'm sorry, we haven't gotten a chance to look at the menu yet."

That laugh. That laugh was so familiar. The same with his smile. I had to have met this guy before. I just have to know him from somewhere.

Ashley looked down at the piece of paper in front of her. Cheap school. There was chicken, steak or fish, but of course these were probably frozen foods. "I'll have the steak," Ashley said finally decided.

The waiter turned his attention to Spencer. "I'll have the fish," Spencer said, "oh and just water."

"Coke," Ashley said, forgetting that she had to order a drink, "with no ice," she quickly added.

Ashley's the same way. She hates her soda with ice, always complaining how the ice melts and becomes water mixed with the soda, which ruins the soda. Spencer quietly laughed, she always thought Ashley's little quirks were funny.

"What's so funny?" Ashley asked leaning forward.

"Oh nothing, just that, my friend she doesn't like ice in her soda either, but the way she's passionate in describing why she doesn't like it."

Shoot, I can't blow my cover, I have to do non-Ashley like things…

Spencer's phone began ringing. "One moment," Spencer said. She picked up the phone out of her purse, "Hello?"

"Hey," Aiden's voice responded on the other end, "where are you? Sorry I'm late, I started getting ready a bit late."

Spencer froze, even though she agreed to have this guy as her date, she didn't exactly come to terms how she was going to tell Aiden. "Uh, Aiden, I'm with someone else at the ball. Sorry, you were late."

"What?" Aiden said with total shock. He'd never expect Spencer to do that to him. "So I shouldn't even come?"

"No, no, maybe someone else will be your date. So come anyways, Sorry," Spencer didn't even say goodbye, and hung up.

"Date?" Ashley asked.

"Yeah."

They sat there for a few moments in silence, just admiring each other's beauty. As handsome as he is, he has feminine characteristics, but he's still very attractive… even with that mask covering his face. Ashley looked right into Spencer's blue orbs, "You're eyes are so beautiful," Ashley spoke lost within her eyes. Spencer immediately blushed, and turned away.

A tall man approached the table. "Hey Spence," it was Aiden. Ashley turned away, Aiden has seen Ashley in many disguises, and she was hoping he wouldn't see through this one.

"Hey Aiden, this is my date," Spencer said motioning towards Ashley. Ashley did a small wave, still not looking at Aiden.

Aiden walked over to Ashley, and moved her face so she was looking directly at Aiden. "Sorry, just wanted to get a good look at the person who stole my date. I'll figure out who you are by the end of the night," Aiden said walking away.

"A little jealous?" Ashley laughed nervously, she was frightened that Aiden would find out, and tell Spencer.

"Yeah, he really likes me. I don't so much return it. I know secretly though he's still in love with Ashley, my best friend," Ashley smiled that Spencer called her, her best friend. The waiter returned with their drinks.

"Thank you," Spencer and Ashley said at the same time.

After he left, Spencer started the conversation again, "so just making sure, you go to King High, right?"

"Yes," Ashley responded.

"And are you a junior?"

"Yes."

"Hmm… I might know you then. What's your name?"

"Secret," Ashley smirked.

"No fair. You know mine… thanks to Aiden. Do you know who Aiden is?"

Ashley debated whether she should answer that question or not, she came with the choice to answer, "No, I don't really talk to many people."

"I'm glad you're talking to me," Spencer said moving her hand across the table to place it on top of Ashley's hand. "Wow your hand is really soft…" They feel like Ashley's hands. I love the way Ashley's hands feel.

"Thanks, your hand is soft too," Ashley responded, not really sure how she should've reacted. She made sure to take off all nail polish, and cut her nails short, but her hands were still very feminine.

"So, why won't you tell me your name?"

"Cause I want it to be a surprise to you who I am," Cause once you find out… you might hate me. Of course, if you ever find. Oh Spencer, my love, hopefully you'll fall in love with me, then you'll just have to accept me as a woman.

Ashley took a sip out of her coke, but noticing the waiter but ice in it. Ashley immediately scrunched her face up in disgust. The coldness against her teeth, made her shiver.

That's exactly how Ashley reacts to soda with ice. I'm starting to think this person would be the perfect mate for Ashley. I'm gonna go call her now to tell her about him. "Excuse me, I'm going to use the bathroom," Spencer stood up, and left.

While sitting there, Ashley felt her phone vibrate, and she pulled it out of the pocket within her tuxedo. "Hello?" Ashley answered the phone in her normal voice.

"Hey Ash! It's me, Spencer. I'm calling from the ball. I met this guy who would be perfect for you. So why don't you come?" Although, I'd rather him to myself, but Ashley is my best friend.

"I don't have anything to wear, Spence, I can't. Just call me after the ball, and tell me how exciting your date is, okay?"

"Alright," and Spencer hung up the phone.

"I knew it was you, Ash," Aiden said standing behind her.

"Oh please, please don't tell Spencer," Ashley begged turning around.

"You stole her from me," Aiden said coldly, "I had my one night to spend with Spencer, and Ashley you my best friend stole her."

"You stole her first!" Ashley fought back, "you knew I liked her from the very beginning. Look, Madison doesn't have a date, why don't you go ask her to be your date? Better than no one," Ashley shooed him away, before Spencer came back.

"Sorry," Spencer said before sitting back down. "Was that Aiden that was just here?"

"Uh, yeah, he just wanted to yell at me for stealing his date," Ashley spoke half the truth.

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Spencer and Ashley just finished eating. Spencer looked at Ashley, grinning, I'm falling for this guy. That's not normal for me… ugh why does he have to be so… so meant for me?

Ashley stood from the seat, holding her hand out, a gesture to dance. Spencer placed her hand within Ashley's and felt her heart skip a beat. Ashley brought Spencer close to her, able to smell the minty perfume on Spencer. He even smells wonderful. Ashley's hand on Spencer's hand, and her other on her waist. They danced smoothly, lost within each other's smell and their movement in perfect harmony. Ashley leaned her head towards Spencer, and Spencer filled the space between their lips.

The kiss started out slow, but it soon became heated. Spencer's tongue begged for Ashley's mouth to open, Ashley moved her jaw slightly moaning the second Spencer's tongue was within. That's it. I have fallen for this guy, and I need to know who it is. Spencer in the mist of the kiss, lifted Ashley's top hat, and mask off. Ashley stopped to stare at what just happened, shock filling her whole body.

"Ashley?" Spencer asked in disbelief.

Ashley unsure of what do, ran out of the door, racing to her car, wanting to get as far away from Spencer as possible. I can't believe this. Spencer is going to hate me now. Ashley reached her car, whilst opening the door, she saw Spencer chasing after her. Ashley pushed the key into the ignition, and drove away. Spencer stood there with a desperate look on her face.

The day after the ball

Ashley's phone rang for the 10th time, each time it being Spencer. She didn't want to hear what Spencer had to say to her, especially if it was rejection. This was the first girl she'd ever liked like this. Rejection would tear Ashley apart.

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Ashley why won't you answer? Don't you understand? I feel the same way, oh Ashley you only proved to me that gender doesn't matter. I've fallen in love with you Ashley, and you're not answering my calls. Spencer was becoming frustrated, and decided to just drive to Ashley's house. She walked over to Clay's door, and knocked. "Come in," a voice was heard from within.

"Clay, can I borrow your car? Please it's an emergency," Spencer practically begged.

"Sure Spence," he responded throwing her the keys.

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Ashley ran down the stairs to answer the door. She opened it only to see Spencer. "Spencer?" Ashley asked surprised, "what're you doing here?" Good job Ash, you know what she's doing here.

"Ashley! I-I don't regret yesterday. I love…" Spencer paused for a moment, unsure of what she might say, "I love you, Ashley Davies."

"I love you too Spencer Carlin," Ashley pulled Spencer into a hug, placing her head in the nook of Spencer's neck.

"Thank you for making me realize gender doesn't matter," Spencer said, bringing her head inches away from Ashley's. After a few moments, the closed the gap with their lips crashing into each others.