A/N: Wahh I haven't written a oneshot for a while. This one is Soul/Maka/Kid :)

Enjoy~!

.:Over My Shoulder:.

As I closed my locker, I glanced sideways at Soul Evans who was talking to a group of girls. They all giggled and flirted with him, though he didn't seem interested. He was known as a player – he chose any girl and dated them for a while before he dumped them. I didn't believe it though. I saw Soul as a very handsome person who would be a perfect boyfriend. He would make me popular if I were to become his girlfriend. If only…

Soul suddenly broke out of the group of girls and began heading my way. I fretted, glancing around to see if he was coming to me – Maka Albarn – one of the nerdiest girls in the school. It was cliché of me to like someone as popular as Soul. But I felt like I had a chance. Even a flat-chested girl like me can win the heart of someone as popular as Soul Evans, right?

"H-Hi Soul!" I stuttered as he walked right past me. He raised his eyebrow as he looked at me then rolled his eyes. Soul went up to the girl who was behind me and hugged and kissed her. I enviously glared at her, but she didn't see me. I stomped away from my locker and went to my class.

I set my backpack down on the ground and unzipped it to pull the books out. I saw a pair of feet stop in front of me and I looked up – seeing my good friend Kid.

"Hello Maka," Kid greeted graciously, sitting in the desk in front of me, "how is your morning?"

I sighed. "Depressing."

Kid tilted his head to the side and frowned. "Does it have to do with Soul?"

"Yeah. I said hi to him but he completely ignored me and went to make-out with this girl behind me." I made a face but then sighed again. "Does he even know I exist?"

"I'm sure he does, Maka." He reassured. "Soul just doesn't have the brain capacity to pay attention to more than one girl at a time."

"Yeah, but I bet he's gone through every girl in this school except for me." I pouted. "What makes me so different?"

Kid's face was stoic. "You and Soul are very different people, Maka. You don't care about what most girls do – hair, makeup, clothes, etcetera. Soul is all about the looks of his current girlfriend, and I don't think you're his type."

"Wow, thanks a lot." I said sarcastically.

"You know that's not what I mean." Kid frowned. "You're putting too much thought into it. Soul is just a guy who wants a fling with everyone. He'll come around."

My eyes lit up. "Really?"

Kid hesitantly nodded. "I'm sure of it; after he gets through all the cheerleaders and athletes, who's left?"

"The nerds and the outcasts." I huffed, resting my head on the palms of my hands.

Kid sighed helplessly. "You say it as if it's a bad thing. Look at how much better off we are compared to him. You can't–"

"'Better off'? Kid, I get made fun of for being flat chested and being a bookworm almost every day. Soul, on the other hand, has girls swooning over him all the time and has a new girlfriend every two days! And you say he's better off than us?"

"Popularity isn't everything, Maka. I thought you of all people should know that." Kid suppressed an agitated huff. His face turned compassionate as he tried to reassure me. "Instead of arguing with me about what Soul thinks, why don't you ask him yourself?"

"Wh-What? Are you crazy?!" I exclaimed, earning some glances from my classmates around the room. They quickly got distracted with something else more interesting. "How would I even do that?!"

"You can always leave a note in his locker. You said he always goes there before lunch, correct?"

"W-Well yeah…but–"

"Then why don't you?" Kid smiled at me. "The worst that could happen is he rejects you."

I glared at Kid. "Yeah, right."

He chuckled. "Come on, Maka. It wouldn't be the end of the world if he doesn't like you. There's other fish in the sea."

"Yes, but those fish aren't Soul." I pouted, "I'll never find a guy as good as him."

"I'm not sure 'good' is the correct word to use," Kid muttered, unbeknownst to me. "Just try it. I'll even wait for you at the front gate."

"You'd do that for me?"

Kid nodded. "If I see things went well with you and Soul, I'll leave to you alone then. There's no harm in leaving him a note saying to meet you after school, is there?"

I was silent for a moment. "I…guess not."

"Then write it right now before you chicken out." Kid suddenly slapped a piece of paper and a pencil on my desk. I quickly pushed them away, embarrassed.

"N-No! I can't write it right now!"

Kid gave me a look and I wrinkled my nose.

"Fine…whatever."

My hands were trembling as I stood behind the school in the dark corner. This was usually known as the 'confession corner' at our school, so if someone was asked to come here then it meant that someone was going to confess their undying love for you. It was sort of that way for me. I wouldn't say I had 'undying love' for Soul, but I was rather infatuated with him. I could only hope and pray that he liked me back.

It was 2:45 on the dot when Soul rounded the corner, his hands deep in his pockets. My heart skipped a beat when his eyes met mine. As he stopped in front of me, I lost all speech abilities.

"Was this note from you?" He asked, handing it to me. I shakily took it and opened it I reread the neat handwriting that had taken me at least four times to write it perfectly since I had been so nervous.

Soul,

Meet me at the back of the school at 2:45 . . . I need to tell you something.

-Anonymous

"Y-Yeah, it was."

"What's your name again?" He asked. My eyes narrowed the slightest bit.

"Maka…"

Soul seemed confused for a moment before something clicked. "Oh right, you're the bookworm that has straight A's and has a flat chest," He glanced down as he said that, making me almost scoff, "got it."

I dismissed his rude behavior. I had to think of the positive here. Well, for one, I had Soul Evans here in a dark corner with me. Two, we were alone. Three, Soul was actually here. And four…I couldn't think of any more reasons I was so ecstatic and my heart was beating a million miles a second.

"Uh, yeah. That's me," I laughed nervously. Soul tilted his head down so shadows casted across his face, elucidating the irritation that was quickly spreading across his features.

"So what did you want to tell me?" He asked evenly.

"Um…well…I–" I stopped abruptly and looked at the ground. This was surreal! There's no way I was here right now – about to confess to Soul! Kid must've been crazy!

Soul started to drum his fingers on his leg, though I didn't notice. His face seemed to become more contorted with every second longer I took.

I suddenly looked up at him defiantly. I was here now, so I had to take every advantage of the situation!

"Soul, I–"

"If you're going to confess, I'll tell you flat out right now that I'm taken." He interrupted. My hands turned cold.

"N-No, I–!"

"What, you weren't going to confess? Then what did I come here for?" He took a noncompliant step forward, making me take a precarious step back.

"No, Soul, I was going to confess…! I just…didn't know how to say it!"

Soul paused for a moment before his shoulders went slack and a mocking smirk appeared on his face.

"Oh, I see. You were going to confess." He said it more as a statement than a question. My blood ran cold as he took another step forward, leaning closer to my face.

"So? You like me?" He asked. I only stared at him for a long moment, my lips quivering, before I nodded.

"Right. That's a given. Who doesn't like me?" He smirked and took his hands out of his pockets. Soul took my chin in-between his fingers and leaned closer to me so that our breaths were mingling. I had backed up enough so that I was now pinned against the wall with no escape.

"Well," Soul said, the smirk never leaving his face. "what do you want me to do? Say that I like you back?"

I feared that I would say something dumb, so I stayed silent. Soul kept talking.

"Like I said, I'm already taken. And besides," The smirk on his face dropped to an irritated gaze, "I wouldn't ever like someone like you. You're a nerd and not even pretty. I couldn't ever be seen with someone like you in public." He stopped as his phone vibrated in his pocket. Soul backed away from me and took it out, checking the message and replying quickly before he looked back at me.

"You sure go after people who are way out of your league. You expected me to like you, let alone even know who you are?" Soul asked in disbelief. He scoffed. "Don't ever leave me a note again. And stay with your little pack of worms. I don't want to be affiliated with any of you."

Soul walked off, leaving me there frozen solid. His words were still registering into my brain. No, I didn't even hear them. My mind had stopped listening after he said he would never like someone like me. The insults he had said to me had just been muffled words, though they rang clearly throughout my mind.

You're a nerd and not even pretty.

I felt stinging tears gather at the rims of my eyes. Before I knew it, I was sobbing on the ground. All of my muscles had given out on me and I didn't even know what was happening anymore. The world around me seemed to be in slow motion. My tears wouldn't stop falling, and the pang in my heart wouldn't stop aching. Is this what it feels like to have a broken heart? The feeling of being rejected so harshly that you feel you can never love again? Feeling so incompetent to others around you? Feeling hollow inside and being constantly reminding of the pain? Feeling like such a loser? A failure?

I'm not sure how long I wept behind the school. I barely noticed when a worried voice cried out to me and someone bent down and put their hands on my shoulders. They called out my name a few more times before I wasn't sure where I was.

All I saw around me was black.

I awoke to someone or something stroking my hair gently. As I stirred, the person immediately took notice and backed off, allowing me space to awaken.

I sat up and stayed there for a moment before opening my puffy red eyes. I blinked away the blurriness and I saw Kid sitting next to me. He looked relieved, though his eyes were bloodshot.

"Maka, you're awake." He said, letting out a shaky breath.

"Yeah, I am." I said rubbing the sand out of my eyes. I opened them back up and looked around, not recognizing where I was. "Where am I?"

"My room," Kid answered. "I took you here after–" He stopped abruptly and frowned. My chest hurt at the thought of what happened.

"Why here?" I asked, not wanting to talk about it directly.

"It was the closest. I called your parents and told them you were staying the night. They trust my father enough to allow nothing to happen."

I sighed and laid back down on his pillows. I glanced at the clock that was on his nightstand and it read 4:23 AM.

"Kid, how long have you been awake?" I asked, disquieted that he might have not gone to sleep yet.

He seemed hesitant to answer. "Since I've brought you here I haven't slept. I'm fine though. It's you I'm worried about."

"Kid, you need to tend to your own needs once in a while." I sat up and looked closer at his eyes, resting my hand on his cheek. It was hard to see in the dim light that was cast from the moon through the windows. Kid pulled away and pushed my hand down.

"No, Maka. What happened yesterday–" He stopped again, seeming to gather his thoughts together before he spoke. He didn't want to say something that would make me cry again. "…Will you tell me about it?"

"I don't want to talk about it." I said whelmed.

"As much as you don't want to, you have to. You can't keep feelings like that bottled up forever." Even as Kid spoke, my tears began to come back. I hastily wiped them away before they could fall down my cheeks.

"I-It's stupid really," I said sarcastically and smiling harshly, "it shouldn't even be a big deal. I should've expected it, though I was cocky and I believed that it would actually work." I wasn't making anymore sense to myself. I started rambling without actually addressing the direct issue. Kid listened patiently as I kept venting. My sentences soon became incoherent as I was overcome with overpowering dejection.

"H-He…said I-I wasn't pretty…a-and that I w-was a nerd…n-not that it isn't true…but…but it hurt how h-he said it. H-He wouldn't ever like someone like me…a-and he would never want to be s-seen in public with me." I wiped my sleeve across my face, hoping to make all the tears go away, but they kept streaming down. "I-If Soul s-said something like that…then w-what do others think of me? D-Do they think the same way he does? Is there even anyone who would e-ever like me?!"

Kid stayed silent as I began my denial-cycle over again. After a couple minutes of letting me calm down, Kid held my hand gently.

"Maka, I promise you that there is someone who likes you a lot. He just hasn't known how to tell you because you've liked someone else. He's been too shy to even bring up the topic, since he feel that he doesn't even have a chance with you."

I wiped my eyes with my free hand and frowned. "T-That has to be impossible. There's no one who could ever like me."

"There is, Maka." Kid squeezed my hand.

"If so, then who?"

"Me."

My blood ran cold for a moment and my hold on his hand loosened. I slowly pulled it out of his grip and I pulled his blanket up around me further.

"No…you're just saying that to make me feel better from what happened."

"No, I assure you I'm not Maka." Kid seemed irked at the fact that I would think that. "I've liked you ever since we became friends, though I didn't know I did until Soul came into the picture." He seemed bitter, but the emotion disappeared seconds later. "There were times that I got very jealous of Soul since you liked him so much, but I saw how he changed you."

"Changed me? How?" I dwelled on his comment and it began to all make sense. When I became friends with Kid in the first place, I was even nerdier than I am now. I didn't necessarily care about boys – it was all about school and reading. I loved school because I got to learn so many new things. I loved books because I could be in an entirely different world than the one I lived in. So many things had changed when I first saw Soul from my locker. My infatuation grew and I soon stopped caring as much about school or reading. It was all about Soul and what I could to do get his attention. All the while…Kid was there through the whole thing. Just watching.

Waiting.

Kid was about to speak but he held his tongue. He shook his head and smiled sadly. "It doesn't matter now. The important thing is what are you going to do about this?"

"About what?"

"Soul."

"Oh," I furrowed my eyebrows and shifted my position, now musing about my decisions that I could choose from. I had learned a lesson…though it had to be the hard way. Now that I had been rejected…what was I supposed to do? "I…don't really know."

"I see. I really hate to ask, but did you learn anything from this?"

"You sound like a teacher." I grumbled, but then I sighed. I had come to a conclusion, though it was hastily decided. "Yeah, I did. I was missing out on something great that was in front of me the entire time."

Kid raised an eyebrow. "And what's that?"

"My best friend."

There was only one person in the entire world that I could be talking about – and it was Kid. He stayed silent for a moment, not knowing what to say. There wasn't anything to say though. I had learned my lesson and knew all of the things that I had cared about the past couple months didn't matter in the end – just like Kid had said to me yesterday. Popularity, looks, clothes, intellect, and talents…it shouldn't define who you are. They're all something that is temporary. What is permanent though: is the heart.

I may or may not have been thinking correctly since it was now 4:45 AM and my heart was still aching, my eyes were puffy, and my mind was still fuzzy, but I don't ever regret what I did. I slowly leaned towards Kid and pressed my lips to his. I could've done that because I was feeling emotionally vulnerable and I wanted to feel like someone cared, or it could've been that I actually liked Kid back but I hadn't realized it until now. What happened though, is he did kiss me back. It wasn't very long, but it was long enough to make my head spin even more when I pulled away. Kid then smiled fondly and put his hand on mine, caressing it with his thumb.

"You should sleep now, Maka." He whispered; his voice laced with exhaustion. He kissed me on the forehead and stood up, leaving his room and closing the door behind him.

I complied, and fell asleep once more, but this time in a peaceful state of being.

END

A/N: This turned out a little longer than I expected but I'm still pleased with it regardless.

Please review! ^-^

~Kir