DISCLAIMER! I do not own Hannah Montana or any of the characters mentioned in this story. It is pure fiction just for my entertainment.

A/N: this is my first fanfic. It's a one-shot obviously. Please review but don't be too harsh. I've honestly never written a fanfic before and this was my first attempt.

Lilly Truscott was late. If it wasn't for Oliver's timely call, she would have missed Miley's concert completely. She had a bag on her back that contained her Lola disguise, but Lilly was still in her shorts and tshirt. Uurrghh, I wish I was still napping. she thought to herself as she jumped over a low barrier back onto the sidewalk. It was too tiresome running on the beach and there were way more people there than the sidewalk. "Eeep!"Lilly cried as she dodged a baby carriage, running down the sidewalk towards the beach. Miley was having a fourth of july concert on the beach not too far from Rico's.

Lilly was starting to get sick of Miley's concerts. Sick of the whole Hannah Montana fiasco. Sure, it was fun to dress up as Lola and get to meet A list celebrities, but Miley insisted that 'Lola' and 'Mike' be at every show, and even more, most events. It was as if Miley wasn't able to keep the secret on her own or something. Lilly spent a lot of time thinking about it but she could never really figure it out. Either way, she missed her old life. Hanging out at the skatepark on a Saturday afternoon followed by a movie with Oliver and MIley. She wanted things back to the way they were before Hannah Montana became the biggest tween star.

Lilly finally made it to the beach near Rico's and slipped into one of the boardwalk stores to change into her Lola disguise. She emerged, slinging the bag back over her shoulder and hurrying down past Rico's. She flashed her backstage pass at the security guard and ran down the hallway to Miley's changing room. Oliver was waiting outside and smiled when he saw Lilly running towards him. "Is she mad?" Lilly asked quickly. Before Oliver could even answer Lilly had slipped inside the changing room and the door clicked behind her.

"Hey Miley.." Lilly said as she dropped her bag by the doorway and made her way over to her best friend.

"You're late" Miley said angrily, turning to look at Lilly. She had a brush in her hand and her wig looked a little messy.

"I know, I know" Lilly replied as she took the brush from Miley's hand and turned Miley back around in the chair, rolling her eyes slightly in frustration. Lilly started combing Miley's hair, wishing she really wasn't there at the moment.

About twenty minutes later Miley was onstage as Hannah Montana, singing to over a thousand screaming fans. And Lilly? She was sitting back in the changing room with Oliver. Lola wasn't needed onstage, and she'd seen Miley sing the same songs hundreds of times; she really didn't need to watch.

Lilly moved a little on the couch so that her legs were resting across Oliver's lap, and her back rested on the arm of the couch. "You woke me up from a nap, you realize that Oken?" she muttered as she leaned her head against the back of the couch and closed her eyes. She liked the feeling over sitting with Oliver. It felt comfortable, right. She had been having lingering thoughts about her relationship with Oliver, and she was starting to get the hints that maybe Oliver was starting to feel something for her too.

They spent nearly all their time together. With all the Hannah events and concerts, school, and other things. It didn't make things different, though. Lilly and Oliver had stayed the same, down to earth people. Miley on the other hand.. she was starting to become, to put it simply, a brat. A spoiled, annoying brat. Both Lilly and Oliver were sick of it. Which is why, after a short conversation, they decided to leave the concert and head back to Oliver's house.

Lilly was laying across Oliver's bed, her hands on her stomach as she looked over at Oliver. He was sitting next to her, sitting up with his back against the wall. They had changed out of their disguises and were wearing their own clothes. They weren't talking about anything in particular, and some old movie was playing on Oliver's tv. It was only second before that Oliver had pushed Lilly's hair off her forehead. Lilly had to catch her breathe, and now she couldn't tear her eyes away from his face. Was she really feeling this way towards Oliver? That was her stomach growling.. not butterflies, right?

"What's wrong Lilly?" Oliver asked curiously. He too had been thinking a lot about their relationship and wanted to take it to a higher level, but he was too afraid of how Lilly would react if he brought it up or kissed her. He didn't want to lose her. And if that meant keeping his secret just to stay friends with her, he'd do that.

Lilly quietly looked away, back to the TV. She slowly took Oliver's hand in her own and entwined their fingers. It felt normal, like her hand was made to fit in his. She looked down at their hands and then up at Oliver. Oliver had been looking at their hands as well but when he felt Lilly's gaze he looked down at her. He didn't say a word and neither did she. Oliver leaned down and their lips brushed softly against one another. They kissed slowly, tentatively. Oliver's hand slid under Lilly's chin and behind her ear as he held her close to him.

It was then that the door to the room slammed open. The two jumped apart. Lilly quickly hid her face for a second. What had just happened?

"What the hell?" Miley muttered.

"Shit" Oliver mumbled. Lilly sat up on the bed and looked over at Miley with an apologetic sort of smile. But before she could even open her mouth to apologize or explain, Miley was yelling.

"First, I find out you two left my show, and then I come here to find you and you're kissing each other?!" Miley asked angrily before turning and slamming the door behind her without waiting for any explanation.

Oliver looked over at Lilly with a sort of questioning look. Lilly shook her head quietly; they wouldn t follow her. Miley wouldn t listen to them anyways. She didn t care what was going on between them, she just cared that they hadn t been at her show. Once again, it was all about Miley.

Lilly trailed her fingers across her still tingling lips before looking at Oliver. She smiled slightly. Sooo she mumbled as she let her hand drop back to her lap. Oliver smiled back before leaning back towards her, his lips finding hers as he lay her back down on the bed.