The title and chapter names are from the fabulous song Falling Slowly from the Academy Award winning movie and Tony Award winning musical, Once. It is a song about hope.

This AU fic is rated T for now, but that could change. I can indicate which chapters are more 'Mature'—I'll see based on the feedback I get. While I don't believe that this story is any darker than the show was, it is not pure fluff. All themes and story lines touched upon in the show are fair game, including direct references to: child abuse, underage drinking, bad language, rape, illegal drug use, sex and violence.

I began this story over a year ago. It's my first attempt at writing. I was toying with the idea of a fluffy piece when this took hold and wouldn't let go! I think, by the end, I found my writing voice, so hang in there with the first few chapters!

*** A few notes about this world…We are in an AU that begins in October of Veronica's Freshman year at Hearst. Most everything will be explained. Lilly didn't find Aaron's sex tapes (and therefore wasn't killed), but she had a short affair with him…and everyone else (including Weevil) most of which she managed to keep a secret from her best friends. Veronica's mom still left sophomore year of high school about the same time that the Fab Four decided that they were all better off as friends rather than dating one another (before the question of Veronica's paternity ever even came up). ***

Falling Slowly

I don't know you
But I want you
All the more for that
Words fall through me
And always fool me
And I can't react
And games that never amount
To more than they're meant
Will play themselves out

[Chorus]
Take this sinking boat and point it home
We've still got time
Raise your hopeful voice you have a choice
You'll make it now

Falling slowly, eyes that know me
And I can't go back
Moods that take me and erase me
And I'm painted black
You have suffered enough
And warred with yourself
It's time that you won

[Chorus]

Falling slowly sing your melody
I'll sing along

Chapter 1 – I Want You All the More

Veronica arrived on campus early as usual. She didn't like to be rushed, and spending a little extra time with Logan before class didn't hurt either. She parked her car in a far lot and grabbed her bag from the backseat of her Saturn SUV. She paused for a moment at the edge of the parking lot to adjust her pink cardigan and clipped back her hair. Her long, blonde hair always seemed to get stuck under her bag's strap, so she'd recently begun pulling it up with a clip Lilly had given her.

She found herself smiling at the prospect of seeing a familiar face as she entered the quad. She was happy at Hearst. She'd always been so determined to go to Stanford, but after her mother had left them, staying close to her father had become more appealing. And Logan deciding to got to Hearst as well just made it all that much better.

Even though Veronica and Logan were on very different tracks academically, they both needed to take the same general education classes. Back in the summer when planning their schedules they had signed up for the classes together so they would know at least one person in the big lecture halls. This semester it was Psych and Freshman Seminar, both of which were on Tuesdays and Thursdays. Veronica would never admit it to him, but those classes were the highlight of her week because Logan was there.

Barely paying any attention to where she was going, she unexpectedly ran into Dick, who was standing in the quad with frat letters written on his bare chest. She glanced up in annoyance, rolling her eyes at Logan's friend.

"Dick," she acknowledged with a sigh, turning away from him.

"Ronnie, dude, glad I ran into you. Logan wants you to take notes for him," Dick said, jogging backwards away from her toward Fraternity Row.

"What?" Veronica yelled after him, confused.

Already halfway across the quad, Dick turned away from her as he called over his shoulder, "Logan's got a girl over still. Super hot. Redhead. Big tits. Wants you to take notes!"

Frowning, Veronica hollered, "What am I, his messenger?"

"No, dude! I'm his messenger! You're his note-taker!" Dick said. With a wink and a wave goodbye, he disappeared behind a group of girls who were holding a huge banner that read 'Take Back the Night'.

Veronica stood there blinking after him. Sighing, she frowned and took out her phone. Her finger hovering over 'Logan', Veronica scowled. She sorely wanted to call Logan and give him a piece of her mind, but the longer she stared at the screen, the more she realized she had no business calling him about ditching class. They weren't dating; they were only friends. She couldn't rag on him for not going to class or being with someone...even if she really wanted to.

So Veronica decided on the next best thing. She called Lilly. With a three-hour time difference between them, Lilly and Veronica had to work at finding a minute to talk to each other. But Veronica thought it might be a good time to catch her friend, and getting to class early didn't matter if Logan wasn't there. Thankfully, Lilly picked up on the second ring.

"I knew you missed me," Lilly purred into the phone.

"I just ran into Dick—"

"Poor you."

"He told me Logan wasn't coming to class because he's with a girl!" Veronica did her best to sound annoyed rather than jealous, but she knew Lilly would probably see right through her.

"But it's like eleven in the morning there! Is she still there from last night?" Lilly asked, sounding impressed.

Veronica scowled. "I'm calling to complain to you! Don't be amazed at how long his sex marathons last."

"They always did have lasting power," Lilly said dreamily.

"You're not helping."

"Sorry. Well, I have news that will distract you—"

Veronica sighed heavily and chuckled softly as Lilly began rambling on and on about her newest boy toy. Veronica knew that this kind of conversation could easily go on for over an hour. She loved her friend, but Lilly wasn't always the most perceptive person in the world. It didn't bother Veronica usually; Lilly meant well. But today, after ten minutes of Lilly's constant wordstream, Veronica was weary of listening to Lilly talk about all the boys she'd slept with, left, fooled around with, led on and then left in the dust. It often amazed Veronica how, despite their differences, the two of them had stayed friends for so long. Even after Lilly graduated from high school and moved across the country to Vassar, the two had remained the best of friends. Veronica had always told Lilly almost everything and vice versa, making the relationship seem more sisterly to Veronica than anything else.

Veronica waited for Lilly to take a rare breath, ready to interject.

"Lilly…" she managed to quickly sneak in.

"Ver-On-I-Ca," Lilly sang in answer, giggling as she always did when she said Veronica's name that way.

Veronica didn't know what to say now that she had her friend's attention. She always tried to keep the topic of Logan to a minimum. Lilly was about as subtle as she was shy. And while Veronica knew that Lilly was aware of her crush on Logan, Veronica tried not to make it too obvious. With Lilly as a best friend, it was sometimes best to keep some things—the most special things—to oneself.

Veronica heard shuffling on the other end of the line. "I need your advice," Veronica began tentatively, taking advantage of Lilly's distraction.

"About what? If it's anything school-related, talk to Duncan; I'm sure he'd be a bigger help than I would be—"

"Should I call him?" Veronica interrupted.

"Who? Duncan?" Veronica frowned at Lilly's response. "Oh my God, Veronica! Did you finally meet a boy?" Lilly squealed in excitement.

"What? No! What do you mean 'who'? Logan, of course. I'm happy to take notes when he is sick, but he can't seriously think that I'm going to be his personal note-taker while he's in bed with some big-titted bimbo."

"So, tell me, Veronica Mars, what is bothering you more: the fact that he's getting some and you're not, or that he's getting some with someone other than you?" Lilly asked.

Leave it to Lilly to break everything down to its lowest common denominator. Veronica realized she'd paused too long.

"That's what I thought!" Lilly declared, obviously proud of herself.

"Well—"

"Well nothing, Ronica. Can we finally admit that we've been dancing around the topic of you and Logan for far too long?"

Veronica arched her back and threw her eyes heavenward. "Fine, Lilly, fine. I'm jealous of Logan Echolls in bed with another girl." Veronica dropped her bag onto a bench and flopped down next to it, feeling defeated.

"Well, kudos to you for finally admitting it out loud. It's only taken years!"

Veronica could hear Lilly clapping mockingly through the phone.

"It could be both, you know. I could be jealous of him getting some too. I feel like everyone is but me. Not that I want to sleep around; it's not my thing. But it would be nice to…I dunno, date?"

"No, Veronica, we've finally reached honestly, let's not water it down. It's Logan."

"Fine, it's Logan!" Veronica admitted a little more harshly than she'd intended. Lilly started to giggling and Veronica was annoyed for a moment and then found herself laughing too. "There! I said it!" she said loudly, happy to finally be able to blatantly state it.

"Thank God! Now we can stop pretending," Lilly said. "What a relief! Okay, so since this revelation took you over two years to admit to your best friend, can I assume you'll be ready to tell him when you're around….thirty?" Lilly snarked.

"You've known all along?" Veronica asked, only mildly surprised.

"Honey, everyone's known all along. I'd be willing to bet that Backup has figured it out."

Veronica momentarily panicked. "So then Logan knows?"

"Jury's out there. I've never asked him about it on purpose. I only hinted, but the way he looks at you—"

"You mean like a pesky little sister?" Veronica surmised.

"No. Not that…that would be how Duncan looks at you." Lilly snickered.

"That's disturbing since we dated for over a year." Veronica grimaced.

"You're telling me! I had to watch it!"

They both laughed at that.

"Just tell him how you feel and then you can be the center of his world—oh, wait! You already are!" Lilly exclaimed.

"As a friend, maybe. No, I don't think I'm ready to tell Logan yet," Veronica said.

"Then don't tell him and find a new guy. What about that cute guy in your Criminology class?"

"He's not that cute," Veronica muttered before adding, "So what do you think I should do?"

"What do I think? I think you're always too serious, Veronica! You always think too much. All thought and no impulse is making Veronica a dull girl. You have been at college for almost two months! You need to have some fun. Even Duncan and Meg, the virgin, are having more fun than you are.

"Logan is a boy. He's a simple creature. He might never get it without you showing some interest. And, I think that if Logan is too much of an idiot and missing what's in front of him, then it's time to up the volume a bit. Don't give him a chance to notice anyone else."

"Logically, I know that you're right, but it's hard for me," Veronica complained quietly.

"I know it is. But eventually you need to take control of your own life."

"I know, I know…we've been through this. And I've tried, but, Lilly, maybe you're wrong. Maybe I'm not 'red satin' after all. Maybe I really am just...mauve," Veronica insisted.

"Well, it's a step up from pink, at least. Prog-ress!" Lilly sing-songed.

"Very funny. I'll think about it, okay? Think about telling him. But I wish there was an easier way. A way for him to notice me without me having to come out and just say it," Veronica admitted.

After a short pause, Lilly spoke up again. "Maybe there is. Maybe there's something that will make him take notice, but it's going to require you to let go a little and step out of your comfort zone."

Veronica sat up on the bench, intrigued. "I'm listening."

"Halloween is coming up. Remember that box of mine that we hid from Celeste in your closet when I left for Vassar? Did you ever look in it?" Lilly asked, sounding sly as a fox.

Veronica laughed. "No. To be honest, I'd actually forgotten it was even there."

"Here's what you need to do. Halloween is coming up. I'm sure that you'll find something in that box to have fun with—"

"Oh, Lilly, I'm not going through a box of your sex toys. I'm still scarred from the last time I found them," Veronica said dryly.

"No, silly. I wouldn't leave those behind. Blasphemy. No, those are in my bedside table. The box is full of clothes, Ronica. Pull it out and find something that makes you feel sexy. Something that will make you stand out. Halloween is a free pass to be a little daring. Wear something irresistible and see where your newfound courage takes you."

Veronica began to speak, but Lilly shushed her. "If Logan doesn't show some kind of reaction, you can consider him a lost cause and start looking for someone who is more worthy of your time."

Veronica was surprised to find herself actually contemplating Lilly's words.

"Just consider it," Lilly pressed.

Veronica nodded. "I will. Thanks, Lil."

"Great!" Lilly squealed and clapped for real this time. "Start with the box and see if there's anything….inspirational in there." There was a pause, and after some muffled words, Lilly suddenly groaned, "I have to go. My roommate just saw the holes I put in one of her shirts. I'll talk to you later." And then the call disconnected.

Lilly's timing had been perfect. Veronica only had a few minutes to get to the lecture hall before class started. She quickly gathered her bag and began walking the rest of the way across the quad. Lilly's words had piqued Veronica's curiosity. A lot of what Lilly had said made sense. She did think too much. Veronica didn't know if she could pull off sexy Halloween wear, but something had to change. At least she had a few weeks to consider it.

Logan sat in his apartment playing Halo; he knew he should have gone to class after he'd kicked out whats-her-name, but Halo was way more fun than his boring professor. And besides, ditching meant he'd get to spend more time with Veronica outside of class. He was imagining her scolding him when he heard the front door open. He was just about to call out to whomever it was when he heard Dick's distinct belch.

"Well make yourself at home, Dick!" he shouted over his shoulder, not looking away from his game.

"Where's the redhead?" Dick asked as he sprawled on the couch next to Logan.

"Gone," Logan said, glancing over at Dick who offered him a beer. Logan shook his head. "Nah, man, I'm going to go over to Veronica's later."

"Dude, you're so whipped. Just have one beer. She won't notice."

Logan glared at him and then turned back to his game.

Changing the subject, Dick eagerly asked, "So...how was she?"

"The redhead? Like everyone else," Logan said with a shrug, still not bothering to look up from his game.

"So she was good?" Dick tilted back his beer.

"No."

"Was she bad?"

"She was just like everyone else," Logan said, beyond tired with the conversation.

"Dude! Tell me what other girls are like. I need to live my single life through you. Now that I am off the market I gotta get all my action vicariously."

"I feel like Mac would have something to say about that," Logan said, smirking.

Dick smiled. "Hey, at least I can man up and tell a girl when I like her."

Logan threw Dick a warning look.

Dick's grin widened. "You should've seen Ronnie's face when I told her you were with a girl. Dude, she likes you. Just go balls deep in her. Stop pining and just fuck her. Get it out of your system so you can continue living the single life."

Logan stopped the game and glared at Dick. "I am not pining for Veronica Mars."

"Hell yeah you are, dude! Everyone within a fifty-foot radius can see it! I don't see why you have to be such a pussy about it. When I was wooing Mac I told her how I felt and she loved that crap. Girls like talking about feelings and shit. Just do what I did with Mac; ask her out," Dick said, downing his beer and letting out a loud belch.

"Wooing? What, did you offer her a handkerchief as a token of your affection, too?" Logan quipped, hoping for a distraction. When Dick only smiled, Logan stared at him for a minute before getting off the couch and going to the wet bar. "It's different with me and Veronica."

"How? You like Veronica. Veronica likes you. What's so different about that?" Dick asked.

Eager to put some space between himself and his friend, Logan got himself a water and Dick another beer.

"Veronica's…different. She's not like other girls. She's…just Veronica," Logan said, keeping his back to his friend. He didn't know how to convey how he felt about her to Dick, a guy who had about the emotional depth of a doorstop, or a teaspoon...thanks JK.

"Man, what does that even mean?"

"She's just good, okay? She isn't ready and she's not like me. She's not…not fucked up. She's out of my league," Logan exclaimed, throwing the beer at Dick.

"Dude…whatever," he said, catching the beer. "You're insane. It's not like she's pure or anything. She dated Duncan for a while in high school. Then Casey and Troy," Dick said, laughing at Logan.

Logan scowled. "Don't remind me."

"I bet she's not even a virgin," Dick said, smirking at the angry look on Logan's face. "Dude, you're totally loaded and the son of two movie stars. Every girl on this campus wants a piece of you. No one is out of your league." Dick opened his beer and took a long swig.

Logan shook his head, his thoughts on Veronica…her big blue eyes trained on him, her soft blonde hair blowing in the wind, and the look of utter trust she gave him every time she met his eyes. She was too good for the likes of him. Maybe that was why he screwed every girl he could just to get her out of his head. He would never admit that every time he was with someone new he envisioned Veronica. Once he had even called out her name while having sex. To Logan, it was easier to sleep with other girls; at least then he couldn't fuck her up. His life was a mess, but if he brought Veronica down with him, he couldn't live with himself. She deserved so much more than him.

Unaware of his friend's musings, Dick changed the subject once again. "There's a huge Halloween bash, by the way. The Lamdba Kappa Pi guys are throwing it. We should go." Dick quirked his eyebrows. "Bring Veronica. Maybe you'll stop acting like a pussy."

Logan shrugged and glanced down at his phone. His background picture was of him and Veronica from graduation day. Her blue eyes stared up at him.

"A Kappa party? Yeah, maybe I will," he muttered, stuffing the phone back into his pocket. He strode over to the fridge to grab a beer of his own. After a conversation like the one they'd just had, he needed something stronger than water to take the edge off.

Special thanks and shout outs to my cheerleaders:

LVFangirl: beta extraordinaire! You always seem to know what I'm trying to say even when I don't. Thanks for all the hand holding, gentle nudges and, most of all, for your friendship - which now goes well beyond the bounds of the Veronica Mars universe.

kmd0107: my partner in crime who can finish my thoughts for me, and who is always ready with questions…questions that make me dig deeper, think harder and write better. Our late-late night conversations keep me going when sometimes I'm running on fumes. Thank you, thank you!

Psych0gurl0: who got me started writing this story in the first place!