A/N – Ok, this is my first fanfic so please go easy on me.

Disclaimer: Nope. Don't own The Class or the characters. Nothing.

--Also, this story takes place when Kat finds out Ben was cheating. It's what could have happened.

Ethan stood staring blankly at the smooth chestnut wood of Kat's apartment door. He had nothing to do but gaze at it and realize how fake it looked. He actually reached out to touch the glossy surface just to make sure it was really there. He then sighed and ran his hand through his hair.

"Ethan? Uhm… what are you doing?" Kevin had just walked up to Kat's apartment when he saw Ethan running his hands over her door.

Usually, Ethan would have nervously tried to explain his own strange behavior, but now he simply stood with his head hung, eyes downcast.

"I told Kat that Ben was cheating. She nearly broke my wrists, then threw me out of the apartment and locked herself in."

"Wow…she's taking it well" Kevin offered jokingly. Ethan didn't laugh or smile. He simply remained unmoving in front of the apartment door.

"Are-are you ok?"

Ethan suddenly became animated, "Of course I'm not 'ok'!"

Kevin walked over to his friend and put his hand on his shoulder. "Calm down. You know how Kat reacts to things… I bet she's upset, but she'll be over it tomorrow. It's not your fault Ben cheated on her."

Ethan didn't answer. He slumped against the door and closed his eyes, wondering if Kat would ever speak to him again. Kevin was surprised that Ethan was taking this so seriously, but he didn't press him any further. He sat on the hard floor with his back against the wall. This was going to take a while.

Ethan knocked on the chestnut apartment door for the seemingly millionth time in the past hour. "Kat? Please come out… You have to come out eventually!" He sighed again in defeat when he was answered only with silence from behind the door. Kevin was beginning to grow impatient. "Just give it up! She needs time and if we give her space she'll come out on her own"

"No…I'm calling her sister, Lena"

"WHAT!? You are so not dragging more people into this." Kevin yelled, suddenly jumping up.

Ethan ignored his friend's pleas and dialed Lena's number.

Within minutes, Lena came bounding over to Kat's apartment with Richie in tow.

Lena seemed frantic, "she really won't come out?"

Richie was just out of breath. "Could you have run any faster?"

Lena started pounding on the chestnut door- the door that Ethan had been staring at for the past 2 hours.

"Kat, honey, it's Lena. Please unlock the door! We're worried about you! Uh…" she looked around anxiously for help. Nobody could think of anything to say. "…Ethan has been waiting here for hours, Kat!" Ethan looked up slowly at the sound of his name, but surprisingly, didn't retaliate.

All of a sudden, they heard Kat's voice from behind the door. Everyone lurched forward to hear the first words that Kat had spoken since locking herself up.

"Ethan… Ethan is an ass."

Lena's pounding fist stopped in midair. Richie turned to stare at Ethan. Ethan's jaw was practically on the floor. "Wait-wait-what? Why are you mad at Ethan?" Lena yelled incredulously at the door.

No answer.

After a few more minutes of knuckle-hitting-wood, Lena gave up and sat down on the floor. Richie sat beside her and put his arm around her awkwardly.

"I…I've never seen Kat like this. When she's upset, she mouths off at everyone. Now she isn't even talking. It's just so weird." Lena sighed, closing her eyes.

It was then that Richie's cell phone rang.

"Duncan?"

"Hey Richie. Nicole and I are bored…so…we were just wondering what you're up to."

"Oh it's exciting. We're staking out Kat Warbler's apartment-"

"Richie!" Lena admonished.

"I mean…it's really terrible and sad and stuff. Her boyfriend was cheating on her," He glanced at Lena for approval, "-and we are all deeply sorry."

Lena rolled her eyes at how unconvincing Richie sounded, but she let him ramble on for a while.

"Hey…you guys should come over here. Maybe it would help?" Richie suggested.

There was no protest, so Duncan accepted and he and Nicole soon arrived at Kat's

apartment.

"You're kidding right!?" Ethan was the picture of shock and disgust when he saw Nicole and Duncan walk in, their arms burdened with shopping bags.

Nicole grinned thoughtfully, "Well we figured you guys would get hungry so we got some food".

"Oh my god! THANK YOU!" Richie dove into the shopping bags and started pulling out food. Kevin grabbed a bag of chips and Lena started devouring a sandwich.

"C'mon guys! Kat is in a very delicate mental state right now and you guys are gorging yourselves- Kevin!! You're getting chips on the ground!!!" Ethan started picking up the mess they were making.

It was 1:00 AM and the entire stake-out team had fallen asleep on the floor outside Kat's apartment.

Nicole had her head on Duncan's shoulder and Richie and Lena were locked in an awkward embrace.

2:00 AM.

Lena woke with a start, realizing suddenly that she had Kat's spare key! Carefully as not to disturb Richie, Lena pulled the key out of her pocket and threw it at Ethan's head.

"Wha-What? Lena?" Ethan sat up groggily and saw Lena beckoning him.

"This is Kat's spare key. Go in their quietly so you don't wake anyone else up."

"Wait…why do you want me to go alone?" Ethan whispered.

"I think Kat needs you more than anyone else right now." Lena smiled knowingly.

Ethan didn't exactly know what Lena meant by that, but he was tired and nervous enough to not realize what he was doing. He gripped the key with sweaty fingers and for some reason, he was surprised that it clicked and Kat's apartment door opened.

As Ethan's eyes adjusted to the darkness, he saw a figure lying on the couch. He slowly walked over, and not being able to control himself, lightly touched her face. Kat's eyes shot open and she struggled to sit up. Ethan pulled his hand back abruptly and jumped back. Kat shrieked and fell onto the floor, a blanket wrapped around her.

Ethan ran over to the light switch and flicked it on.

He had to admit, Kat looked cute. She was only half-awake and freaked out beyond belief, but her hair was even more mussed than usual, and when she managed to unravel herself from the blanket, he saw she was wearing an over-sized T-shirt and pink shorts. Pink shorts? He hadn't expected that.

Ethan was still a bit dazed as he watched her struggle to stand up but he came right back down to reality when Kat stumbled over to him and slapped him across the face.

"OW! WHAT WAS THAT FOR?" His brain lapsed, forgetting it was 2 in the morning, and he shouted.

Kat obviously had no regard for what time it was or who could hear her, because she started yelling back at him.

"What was that for??! I should be asking you the same thing! You broke into my apartment and started groping me while I was asleep on the couch! Haven't you done enough for one day? OH, NO. You had to spread the misery!"

By now Ethan was fully awake and he managed to pull himself together enough to think rationally. "Kat please calm down. Lena gave me the spare key. I've been waiting out there for hours, ok?"

Kat stopped shouting to glare at him. She looked prepared to throw another slap his way.

An unsettling silence passed over them both. Ethan finally ran his hand through his hair and sighed, "Why are you mad at me?"

Kat turned around, and to Ethan's surprise, her voice changed to reveal emotion that he had never seen from her before. "I liked him. I actually liked him." She turned back around to stare at him, with tears glistening in her eyes. Ethan was absolutely shocked. Kat didn't cry. Kat never talked about crying, she never looked like she was about to cry, she even made fun of people who cried. But here she was, right in front of him, her eyes watering and glistening in the dim light of her apartment.

Ethan felt the urge to hold her, tell her not to cry. The last time he'd touched her hadn't turned out so well though, so he thought better against it.

Kat eventually leveled her voice enough to speak. "Do you know that every time I like someone, something like this happens? That's why I don't want to 'like' anyone. I keep thinking, 'maybe if I keep my distance, if I don't get attached, I won't get hurt'. That feels terrible. It feels empty. And here I was, thinking that maybe I could like this guy. Maybe things would turn out differently, but it happened again. It always does."

Ethan opened his mouth to say something, anything to comfort her. But he had never heard Kat speak like this, and he wasn't exactly sure how to react.

Kat kept going, "So you came in. All giddy and happy because, woohoo! Kat's boyfriend is cheating. This is so damn funny! Hey, let's make it even worse. I'll be even more of a jerk and get all of my friends to hang around her door until she comes out! That'll show her!"

Suddenly Ethan realized. He had been a total jerk. If a girlfriend had cheated on him, he wouldn't want Kat to be acting all happy- and he sure as hell wouldn't want her telling everyone what happened while they staked out his apartment.

"Wow…I'm really sorry Kat." She simply looked up and shot daggers at him.

"No! I'm serious! I'm a total ass and … I'm a terrible friend."

"You've got that right" She snorted, "Now get out."

Kat was just pushing him toward the door when Ethan spun around. "Wait, could you please let me explain?"

She remained expressionless but allowed him to proceed. "Ok, I'll admit I shouldn't have acted as excited as I did when I told you what happened, at least for your sake…But, I was really happy when I realized your relationship was over."

Kat's eyes widened in horror and her voice rose once more, "What kind of sick person are you!? It's not like I was dating Palmer or somebody annoying like you did. What was your problem with us!?"

Ethan finally lost control of his words and he blurted out, "I was happy you were single again because I wanted to ask you out! Ok!? Are you happy now?! I want to be more than just 'friends'! But you obviously hate me so much now that that's not going to happen! In fact, it was probably never going to happen! So you know what, I'm sorry I caused so much trouble! I'm just going to leave!" Ethan was out of breath from yelling when he realized the ramifications of what he had just said. 'Crap.' He thought, thoroughly humiliated and heart-broken.

He turned around and started walking briskly out the door, his face flushed and unable to face Kat. He heard himself slam the door as he left, he heard the people on the floor stir as he kept walking. He heard several voices call his name in confusion, but he kept walking. He let the elevator doors close even when he saw his friends rush after him. He burst out of the elevator into the lobby, knocking over a potted plant in the process. He walked through the doors into the seeping rain. He stumbled through puddles of filth and water but he kept on walking.

It was about 2:30 in the morning, the streets were not filled with their usual din and bustle of people. He kept on walking. The rain came down on him hard and mercilessly, his clothes were drenched and sopping, he kept on walking. He did not hesitate, he didn't look back, and only did he pick up his pace when he heard a familiar voice call his name desperately.

"Ethan!"

He lowered his head and continued on his path. Where was he even going? He only knew he had to keep moving forward.

"Ethan!"

The voice was louder, closer this time. His walk started to pick up and formed a run.

"Ethan!" The voice called out one last time. He was now sprinting down the wet and dreary street. He thought to himself how stupid he must look, running away.

"Ethan…" the voice was too close to him now. He didn't look back, but he slowed to a halt when a hand reached out to grab his arm and spin him around.

Kat pitched over, still grasping his arm. She looked up at Ethan, gasping for air. When she finally caught her breath, she couldn't think of anything to say. Ethan's face was expressionless when she caught up with him, but Kat looked like she was about to fall over, so he put his arm around her waist, firmly, to keep her up.

"Damn…you're fast." She said, grinning up at him. Ethan finally let a smile creep onto his face.

Kat looked down awkwardly. She looked amazing to Ethan, even with her hair floppy and wet and her T-shirt clinging to her, her pink shorts darkened and dripping.

He realized he still had an arm around her waist. After what seemed like an endless moment of rainy silence, Kat gazed up at him. "You know, it's a crazy idea."

Ethan figured he knew what she was referring to, and for once, he didn't bother confirming what she was talking about. He didn't have to either.

Kat let her hands slide up to rest on his shoulders.

"But...I like crazy." She said, matter-of-factly.

He cocked his head to the side, questioningly. Kat entwined her arms around his neck. He seemed unsure for a second, like he didn't believe her.

"And I like you."

So she tilted her head and let her lips reach his.

Ethan suddenly felt relief, as did Kat, who felt as if she'd been somehow waiting for this moment without even knowing it. His other arm wrapped around her and pulled her closer as they kissed, the rain pouring down on them even harder. They didn't seem to notice though. As their lips collided again and again, they didn't even hear the footsteps behind them.

"I knew it." Lena grinned. Richie, Duncan, Nicole, and Kevin turned to look at her. "I knew it from Halloween when they couldn't keep their hands off each other."

Nobody really knew what she was talking about, but they all went their separate ways.

Even as the rain began to dwindle into a trickling drizzle, two figures remained plastered together on the sidewalk, at 3 AM that morning.

That was only one of many similar mornings to come.