Gwen had been walking down the hallway with Cory until they both stopped when they saw Jill Howager talking with Shawn. Jill was way out of Shawn's league. Gwen was honestly surprised when she saw Jill talking with Shawn and she was even more surprised when she overheard that she agreed to Shawn asking her out. Gwen knew that Jill hung out with the rich popular girls and most of the girls in that group were mean, but Gwen had to admit out of those girls she thinks Jill is the nicest one. 

"Jill Howager." Cory said with surprise as Jill walked away and he and Gwen walked over to Shawn. "Wow. This is a whole new type of girl for you."

"I know." Shawn grins. "She's got style, she's got elegance. She's got...Parents." 

Gwen looks at him with offense. "I have parents. One is a drunk and I never really see her and my dad is my favorite, but I got parents." She crosses her arms, raising her eyebrows. "Are you saying I don't have style or elegance?"

Shawn's eyes widen and he panics. "You do." He quickly said. "You have a great style and you got elegance, but you know, she's...A-and you're..."

Gwen chuckles lightly and interrupts his rambling. "Relax, Shawn. I know what you mean. She's from a different social class than me." 

Shawn sighs with relief, glad that he didn't upset her. He never meant to do that. "You really do have a great style and you got elegance." He complimented her, smiling softly at her and she hated how that smile made butterflies swarm in her stomach.

Gwen returns the soft smile. "Thanks, Shawnie."

"Look. Baby geeks discovering the female of the species." Eric joked. Eric and his friend, Jason, stood by the railing of the steps the trio was by and they were looking at the boys with amusement.

"I saw we tag them and return next spring." Eric's friend chimed in.

"Why don't you return never?" Cory asked.

"They attempt to protect themselves by puffing up." Eric continued.

Gwen rolls her eyes. "You're not making me want to punch you any less."

"The female of the baby geeks is getting annoyed and threatening to attack." Jason chimed in. 

"I don't see you guys with any girls." Shawn spoke up, grabbing Gwen's arm to pull her back when he noticed out of the corner of her eye she was heading towards Eric and Jason with her fist clenched.

"Oh, please." Eric laughs and Jason joins him on laughing. "We only hunt when we need to hunt." Eric commented.

Eric's and Jason's attention was turned to a pretty brunette-haired girl walking by. Jason makes the sound a rabbit makes and he grins. "Wabbit season." 

Gwen rolled her eyes and she pulled her arm out of Shawn's grasp when Jason playfully hit her on the head before he did the same with Shawn and Cory. He winced whenever Gwen elbowed him roughly and quickly followed Eric.  

****

"Topanga, you're biography's about who?" 

"Someone I really admire-Katie Couric." Topanga answered Jonathan Turner in class the next day.

Cory rolls his eyes. "Oh, please." He smiles and imitates Katie Couric. "'I'm so perky! I have such a big smile!'" His smile fell as he looks at Topanga. "She's a phony. At least pick someone real."

"Okay, Cory, who are you picking?" Topanga turned to look at him with raised eyebrows.

"Captain James T. Kirk of the USS Enterprise." Cory smiled.

"Seriously?" Kamden asked with surprise. He thought Cory wouldn't say someone like him, but he guessed he should've expected that. 

Gwen snickers. "Uh, Cor, he's a fictional character."

Jonathan nods. "Come on, Matthews, real people. The assignment is biography, not fiction. Captain Kirk-"

Cory covers his ears, pretending he can't hear his teacher. "La la la la."

Jonathan raises his voice as Cory continues to make loud noise. "Captain Kirk is a made up TV character."

Topanga reaches over, grabbing Cory's arm and pulls it down. "It's the truth."

Cory lowers his other arm, looking offended. "No, it's not."

"Matthews, come on. The guy's sixty-three years old. He wears a tribble on his head." Jonathan said. "He doesn't have to be famous, just somebody real. Anybody you like."

"Anybody?" Cory questioned.

Gwen grimaces and she rests her elbow on her desk, resting her chin on her hand. "I can see where this will go wrong." 

"How?" Kamden asked her.

"Anybody." Jonathan nodded.

"Absolutely anybody?" Cory smiled.

"Absolutely anybody." Jonathan confirmed.

With a grin, Cory points back at Shawn. "I pick Shawn."

Shawn grins, pointing at Cory. "I pick Cory."

Gwen nods, gesturing to the two boys as she glances at Kamden. "Like that." Kamden nodded in realization. 

"You know, you walked right into that." Topanga told Jonathan, who looked annoyed.

"I did, didn't I?"

****

Gwen was in the bathroom whenever she heard some popular girls walk in. How did she know they were popular girls? Because they were gossiping as they walked in. Gwen quickly stopped fixing her hair and hid in one of the empty stalls. The bathroom had been empty besides her and she didn't want to have to see the girls even if it was just her walking by them. She avoided those girls every chance she got. Gwen stayed quiet as she listened in on their conversation, her heart dropping when she realized they were talking about her. 

"Can you believe it?" One girl asked and Gwen recognized her voice, knowing she was Mindy.

"Believe what?" Another girl responded. Gwen didn't recognize this girl, but she could care less. 

"I heard Kamden Friar is going out with that loser what's her name...Quinn?" Mindy said with disbelief, sounding confused at the end like she couldn't remember Gwen's name.  

"I'm pretty sure her name is Gwen." A different girl chimed in and Gwen knew this was Jill by the sound of her voice.

"Well, whatever her name is. I can't believe someone who's in a low class like herself is going out with Kamden." Mindy scoffs. "He's way out of her league." 

"Maybe she's just going out with him for popularity." The girl Gwen didn't recognize giggled. 

"Or maybe she just so desperate for some attention from someone who's popular that she follows Kamden around like a lost puppy." Another girl chuckled.

 "That's so lame." Mindy comments. "She should just stick with her trailer trash best friend and not go for someone who's above her in the social class."

Gwen's heart sank, hurt by their words. She stayed quiet, determined to gather her strength. Gwen heard Mindy's friends voice their agreements and giggled with her, but she was relieved that she didn't hear Jill. Maybe Jill didn't think Shawn was trailer trash which was good since that would mean she actually liked him. Okay, sure, it made Gwen beyond upset and angry that these girls were talking about her like this behind her back, but the fact they were calling Shawn trailer trash? That was the last straw. 

She clenches her fists, taking a deep breath to calm herself down. She decides it's time to confront the mean girls and stand up for herself. Gwen made a bold decision and left the bathroom stall she was hiding in, causing the other girls to let out a surprised gasp. She walks over to them with a glare in her eyes. "Don't you dare talk about my best friend like that."

Mindy raises her eyebrows at her. "Were you hiding in there this whole time listening to us?"

"What a weirdo." Her friend Gwen didn't recognize rolled her eyes.

"Okay, maybe I was hiding in the stall and listening to you guys," Gwen admits and she rolls her eyes as the girls (besides Jill) looked at her with satisfaction that she admits to that. "But the fact that you guys were talking about me behind my back shows just how lame you are." She crosses her arms, shaking her head. "I mean, at least say it to my face."

"Okay, we will." Mindy smiles sweetly. Then she moves to stand in front of Gwen, glaring at the brunette. "Someone like Kamden would never willingly go out with you. You are nothing but a loser who should stick with her loser friends."

"First of all," Gwen sassily said, feeling her blood boil each second Mindy and her friends talked. "Kamden and I aren't dating. We're just close friends, but even if we were dating that would be none of your business. And second of all, if anyone is a loser here it's you mean rich girls who look like the bad version of Barbie." 

Mindy and her friends look at her with offense which made her smirk since that meant she got under their skin. Gwen steps towards them with an intimidating stare and points at them, not missing the fact that Mindy and her friends had took a step back. "And if I ever hear you call Shawn trailer trash again I will not hesitate to punch you." Mindy and her friends looked like they were scared, but Mindy was quick to replace her scared look with an annoyed one and scoffed.

"Okay, whatever." Mindy gestures for her friends to follow her as she starts to leave the bathroom. "Let's go, girls." 

Jill stays behind while her friends leave, looking at Gwen with regret. "Gwen, I'm sorry for my friends. They can be a real jerk sometimes." 

Gwen glances at her with surprise. She didn't expect Jill to apologize and look like she meant it. "Thank you." She smiles slightly. She tilts her head to the side. "Can I give you a piece of advice?" Jill nods, but looks confused at why she asked that. "I suggest that you get better friends." Gwen tells her with a soft smile on her face. "You're honestly a lot better than them and deserve better friends." 

"Yeah, maybe..." Jill's voice trailed off as she looked down in thought.

"Jill!" Mindy's voice is heard from the hallway.

"Coming!" Jill replied and gave Gwen another apologetic glance before she walked out to the hallway. 

****

Kamden isn't one to usually listen to gossip. But whenever he overheard a group of girls laughing and heard Gwen's name being mentioned while they walk down the hallway, he couldn't help but listen in to the conversation. 

"I can't believe she thought she scared us by threatening us to not call Shawn trailer trash again." Mindy chuckled.

Her friend with black hair beside her looks at her with a slightly scared expression, nervously fiddling wtih the end of her sleeve. "But she did scare us. W-Well, at least she scared me."

Mindy looks like she agrees with her at first before she looks at her friend with a glare. "No one needs to know that." 

"Guys, I feel bad about talking badly about Gwen." Jill admits, looking at her friends with regret. "And I didn't even say anything." 

"Someone needs to talk about Gwen that way." Mindy shrugs. "She acts like she's the best and has it all so someone needs to put her in her place." Jill rolled her eyes and shook her head. Jill knew that wasn't true, she knew her friends knew that as well, they were just jealous of Gwen.

"I honestly don't believe her when she said she wasn't dating Kamden." Her friend who had dark brunette hair admits. She rolls her eyes. "It's obvious that they're together. They have been hanging out all the time and it's like she follows him around like a lost puppy." She laughs. "She's so pathetic." 

"Gwen is not pathetic." Kamden defended Gwen as he walked towards them with a glare in his eyes and his jaw tightened.

The girls look over at him with surprise. "Kamden!" Mindy smiles sweetly at him, acting as if she wasn't just talking trash about Gwen which made Kamden's blood boil. "We were just talking about you." 

"Yeah, I heard." Kamden responds, glaring at him. "How dare you talk about Gwen like that!" This angered look on him was rare for someone as sweet as him, but when someone was talking badly about people he cared about he got angry and upset and would do anything to defend them. 

"What are you talking about?" Mindy pretended to act clueless which made Kamden roll his eyes.

"Oh, please." Kamden scoffs. "You know exactly what I'm talking about." He crosses his arms. "I thought you guys were better than talking badly about someone, but I guess you're just a typical group of mean girls."

Mindy gasps, looking at him with offense along with her friends. "So don't you dare talk about Gwen or even Shawn badly ever again or else." Kamden threatens. As much as he wasn't exactly a fan of Shawn, no one deserved to be made fun of.  "And you know what, Mindy? Your jealousy is showing. Gwen is amazing, and I couldn't care less about her background. She's real, unlike you and your shallow judgments."

Mindy and her friends are taken aback by Kamden's outburst, leaving him feeling triumphant, but Mindy still looked like she didn't really believe Kamden would do something to get them in trouble.

"What if we don't stop talking badly about them?" Mindy challenged.

"I'll tell the principal how you guys cheat on almost every test."  Kamden responded. He knew that they did this because he had noticed them cheating. He didn't say anything about it at first, but now he was very tempted to tell the principal. 

Mindy and her friends looks at him nervously. "Okay, okay." Mindy raises her hands in defense. "We won't talk trash about Gwen or Shawn anymore." She then walked away with her friends. 

Kamden finds Gwen by her locker, where she's putting away her books, still visibly upset. "Hey," Kamden softly said, glancing at her with concern. "Gwen, are you okay?"

Gwen looks up, surprised to see Kamden standing before her. "I... I heard what you said." She smiles softly. "Thank you for standing up for me."

"Gwen, you don't have to thank me. I mean every word I said. I care about you, and those girls don't know what they're talking about." Kamden told her, smiling softly at her.

Gwen's face turns a light shade of red as she smiles. Her heart fluttered, touched by Kamden's sincerity and the soft smile he sent her. "It means a lot to me, Kamden. You see me for who I am, not where I come from."

Kamden takes Gwen's hand gently, offering comfort and support, his face a light shade of pink as he held her hand. "That's because you are you and you're extraordinary, Gwen. Don't let anyone make you believe otherwise."

****

"Now, where are you from?" Cory asked Shawn at lunch that day. Gwen sat by the boys, eating her lunch and watching Cory ask Shawn questions about the biography Cory had to write about Shawn. 

"I'm from here." Shawn smiled.

"Uh huh." Cory nods and begins to write something down in his notebook. "'Shawn was raised by wolves'."

"That sounds about right." Gwen joked, laughing when Shawn playfully shoved her.

Shawn howls when he saw Jill walk by with Mindy. Gwen chuckles and turns her attention back to her lunch as Shawn stands up. "Hey, Jill," Shawn gets Jill's attention, causing her to stop and look at him. "It's too bad Friday's all the way at the end of the week, huh?"

"Um, look, Shawn, about Friday, I can't go out with you." Jill confessed.

"I'm free Saturday too." Shawn nervously said.

Jill apologetically smiles. "I can't Saturday or any day."

Shawn looks at her with confusion. "Why not?"

"I just can't, okay?" Jill replied in a defensive tone before she walked away, leaving an upset and confused Shawn.

"What was that about?" Cory asked.

"I don't know." Shawn frowns. "She just totally blew me off."

"Yeah, but yesterday she couldn't wait to go out with you." Cory remembered.

"It doesn't make sense." Shawn sighs. "Something's wrong."

"Look, just wait here." Cory said, walking over to Mindy. Gwen stayed with Shawn, putting a comforting hand on his arm as she looked at him with sympathy and he sent her a small smile, appreciating her comfort.

Gwen and Shawn tried to not make it look obvious they were listening in on the conversation as Cory asked Mindy why Jill won't date Shawn. "Come on, Cory. I think it's pretty obvious. Like her parents would ever let her go out with him."

"They have a problem with Shawn." Cory said with confusion.

"Only a lot." Mindy sassily says. "Shawn and Jill don't exactly belong to the same...You know, circle. Same thing goes Kamden and that girl you guys always hang out with. What's her name? Quinn?"

"That girl's name is Gwen." Cory spoke defensively, glaring at Mindy. Mindy didn't seem fazed by him and just rolled her eyes. 

"Whatever. Same thing goes for her and Kamden. Kamden is way out of her league and Jill is way out of Shawn's league." Mindy shook her head.

"What do you mean circle?" Cory asked in confusion.

"Hello?" Mindy puts emphasis on the word, raising her eyebrows. "His family, where they live, what they do. I mean, yuck." She said in disgust and then looks bored. "May I go, please?"

"Yeah, go." Cory frowns slightly. As Mindy walks away, he looks at Shawn with a frown at seeing how sad he looked. He realized he must've overheard Mindy. "Hey, come on. What does she know, right?"

"Shouldn't have asked her out." Shawn grumbled, sitting on the edge of a nearby table.

"You bet." Cory agrees. "I mean, if she's a snob like that..."

"What was I thinking?" Shawn scoffs. "Like I had a shot with a girl like that."

"Don't think like that, Shawn." Gwen sighs and then mutters, "But I guess I'm in the same boat as you, Shawnie." 

"Hey, she doesn't know what she's talking about." Cory spoke, trying to cheer up his friends.

"Yeah? Look at where I live." Shawn said.

"You live in a great place." Cory smiled. 

Shawn stands, shaking his head. "Cory, I live in a trailer park." 

"But what a trailer park!" Cory cheers, following Shawn along with Gwen when he started to walk to the exit of the cafeteria. He grabs his things before they make it to the door. "I mean, it's got all sort of things like a pool, you know, when it rains." 

****

Later that night, when Gwen got home from school, she noticed empty beer cans scattered across the living room floor and her heart sank. That meant her mother was home. She always dreaded when her mom was home. She noticed her mom passed out on the couch, the tv playing some soap opera. She quietly made her way pass the living room and heads to her bedroom. She closed her door softly to not wake her mom up, letting out a breath of relief once she was safely in her room.

She then noticed a note on the back of her door, smiling when she saw it was from her dad, but she frowned when she saw that he would be gone a few days because of work. She was very proud of her dad for being such a good lawyer, but his job often made him be away for a few days. Usually when her dad was gone, her uncle was in charge of her. Her dad never had his wife be in charge of her since he never knew when she would be home and he didn't trust her to take good care of their daughter and unbeknownst to her, her parents had planned to get a divorce soon...But that's another story for another time.

She dropped her backpack by her door, kicking her shoes off and putting them in her closet. Just as she was done with that, she heard a knock on the window. She jumped, startled at the sudden noise. She turned around, relaxing and smiling when she saw her best friend standing outside the window. She walked over to the window to open up, seeing Shawn on the fire escape, smiling at her.

"Hey, Shawnie." Gwen greets with a soft smile. "Whatcha doin' here?"

"Wanted to check up on you." Shawn replies. "You seemed kinda quiet at school today." He glances at her with concern. "Are you okay, Neve?"

Gwen shakes her head, her smile faltering. "It's those mean girls. They've just been gossiping about me saying how Kamden is way out of my league and stuff. So, yeah, I'm in the same boat as you with your situation with Jill." 

Shawn frowned, his jaw tightening at the mention of the mean girls talking badly about Gwen. He didn't understand how anyone could talk badly about her. What was there to talk bad about? She's intelligent, creative, sweet, loyal, beautiful, protective, outspoken...He could literally go on for hours about her. By the way, did he mention beautiful? 'Cause she's just...Wow. 

After realizing he got lost in his thoughts and hasn't spoken yet, Shawn shakes his head and sighs. "I hate it they talk about you like that. Want me to do something about it?" He asked, raising his eyebrows. If she wanted him to, he would get revenge for her some way. He'd do anything for her. 

"Thanks, Shawnie, but it's already taken care of." Gwen reassures him. "I stood up for myself." She smiles proudly and in return Shawn smiles fondly at her, thinking it was cute how proud she was of herself. He was proud of her too for standing up for herself. "But apparently the mean girls kept talking trash about me, and thankfully Kamden stepped in and stopped them." She smiled, her face tinting pink.

Shawn falters slightly at hearing that, feeling a pang of jealousy hit him. While he was glad someone helped her out, he wanted to be that someone. "Kamden helped you?" He shakes his head, trying to mask his jealousy with a forced smile. "That's great, Neve. But if things like this happen again, you know you can tell me, right?"

"Of course." Gwen nods and smiles. She then looks a bit guilty, fidgeting with her hands. "Sorry I didn't tell you about this before...I was just a bit overwhelmed." She smiles reassuringly. "I'll be sure to tell you if this happens again...And I really hope it doesn't happen again."

Shawn nods in agreement. "Me too. But good, I want you to always know you can come to me with stuff like that." He froze, his eyes wide with surprise and face turned pink when Gwen suddenly leaned forward and kissed his cheek.

Gwen pulls back with a slightly red face. She smiles shyly. "Thank you, Shawn. I can always count on you for anything."

"O-Of course." He stutters before he composes himself, trying to act cool and pretend h wasn't a flustered mess seconds before. "I'll always have your back."

"And I'll always have yours." She reassured him and they both shared a smile. 

When they both realized they've been staring at each other probably for too long, they quickly look away, their face growing more red. Shawn clears his throat, rubbing the back of his neck. "Um, I'm gonna go. I'll see you tomorrow."

"Yeah." Gwen nods nervously. "Good night, Shawnie."

"Good night, Neve." Shawn gave her one last soft smile before he left.

****

The next day at school, Gwen was walking in the hallway with Cory when Shawn called them over. The duo walked over to the lockers Shawn was standing by and Gwen couldn't help but notice how excited he looked. "There you are. You okay?" Cory asked Shawn.

"Yeah, we've been looking for you." Gwen added.

Shawn smiles from ear to ear. "I'm great."

"Good. We were worried when you missed first period." Cory smiled.

"I had a conflict." Shawn grinned.

Gwen's shoulders drop in defeat as she sighs in a bit of annoyance. "Of course you did." She muttered. It was too early for having any kind of conflict in her opinion.

"What were you doing?" Cory questioned, furrowing his eyebrows. 

"Wait for it. Wait for it." Shawn instructed excitedly. 

A few seconds later, Mr. Feeny walks into the hallway, stopping a group of girs from heading around the corner. "Not that way. The lower hallway's flooded."

"But we have to get to the library." One of the students said.

"Right now, Miss Barnett, the library is only accessible by canoe." Mr. Feeny told her.

"What happened?"

"We're sinking!" Mr. Feeny shrugs as he starts walking away. "Janitor Bud, get your big mop!"

Gwen stares at Shawn with wide eyes. "Wait, you flooded the hallway?"

Cory's eyes widen, glancing at Shawn with shock. "You?"

"I also freed all the rats in the biology lab." Shawn adds with a proud smile. "And get this, I turned all the clocks ahead twelve hours." Just as he said that, the bell rings. "Yeah, sure." 

People began walking into the hallway as Cory talks. "Shawn, naturally I'm impressed and all, but what do you think you're doing?"

Shawn wraps an arm around his shoulders. "Just giving you good stuff for your bio."

"Shawn." Gwen tried getting his attention, looking at him worriedly. She knew he was acting like this for a different reason and she had a feeling she knew what it was which made her heart ache. 

"I'm fine, Gwen." Shawn reassures her, causing a frown to tug on her lips. Lately he has just been calling her by his nickname he had for her. Normally when something was wrong he would use her name. Shawn begins to guide Cory and Gwen follows them. "'A mild-mannered youth until seventh grade, Shawn realized he was nothing but trailer trash so he blew up the entire school.'" 

"Oh, this isn't gonna be like the movie Heathers, is it?" Gwen nervously asked as she groaned. She remembered during the movie that JD went to blow up the entire school just because Veronica wouldn't go out with him, but in this case Shawn implied he might blow up the entire school because he thought he was trailer trash. She thought both scenarios were equally bad and was going to do everything she could to knock some sense into Shawn's head. She just hoped Shawn wasn't actually going to do something as stupid as blow up the entire school. 

"Shawn, look, is this about that girl Jill?" Cory inquired.

"No, this is about me being who I am." Shawn points at himself. "Jill did me a favor. She showed me where I stand with all the Jills of the world."

"Shawn." Gwen frowns, eyes filed with concern while she locks eyes with him. "This is not who you are and you know that." 

Shawn falters slightly at her words, but he shakes his head his attention turning to Harley, Joey, and Frankie who were walking by. "Hey." He greeted.

Gwen's frown grows deeper and she moves to stand b Cory, who had moved to stand off to the side. She was worried about Shawn, she felt like he was just digging himself in a bigger hole that he would have trouble getting out later. She didn't want him to go down this path. "Hey, yourself." Harley replied.

"So I guess you heard about all the stuff I've been doing around the school, huh?" Shawn grinned.

"Why, what'd you do, color outside the lines?" Harley raised his eyebrows.

Joey laughs. "That's a good one! Color outside the lines. Listen, squeak, we ain't impressed with your piddlely little monkeyshines." 

"Yeah." Frankie agrees. "When you got something for a grand jury around, then give us a jingle."

"Hey, it's my first day. I'll do bigger stuff." Shawn reassured them.

"And what's the source of all these new aspirations?" Harley asked.

"Well, I thought maybe I could hang with you." Shawn responded, putting his hands on his hips.

Joey laughs. "Like it's so easy, right?"

"We simply make it look effortless." Frankie chimed in. 

"Come on, now. Gentlemen, we always need to be on the lookout for new, promising talent." Harley commented.

"So am I in?" Shawn inquired nervously.

"No." Harley shakes his head. "See, see the membership committee, they're just not impressed enough to make you a full-fledged thug. But we do however offer a nice internship program."

Frankie smiles. "That's how I started. And today I'm a thug."

"So you want to come sit in the parking lot with us?" Harley offered.

"And do what?" Shawn curiously questioned.

"Ain't I just said?" Harley furrows his eyebrows. "Sit." He shrugged and walked off with Joey and Frankie. 

"Okay," Shawn calls out to them. "You got yourself a sitter."

"Shawn, wait." Gwen stopped him, quickly walking over to him and blocking his path which made him frown.

"Shawn, why do you want to hang out with these guys?" Cory questioned, standing by Gwen.

"What's wrong with that?" Shawn furrowed his eyebrows, looking at him with slight offense.

"Listen, whatever your problem is, these aren't the guys to help you." Cory responded.

"Oh, so you think I have a problem?" Shawn scoffed.

"Shawn, that's...That's not what he meant." Gwen stammered, trying to find a way to defend Cory and not offend Shawn but at the moment it was hard. She hated it when she had this problem. She glanced up towards the bell when it rang.

"Class starting," She glances over at her uncle when he stepped out of his classroom to get the trio's attention. "Door shutting. Calloway, Matthews, Hunter, this means get in."

"In a minute." Gwen waved at him but didn't turn to look at him, earning a heavy sigh from her uncle.

"Look, I just think you're gonna have a problem if you hang out with guys like that." Cory continued. Jonathan walked out into the hallway that was slowly getting empty as the heated conversation continued between the three best friends. 

"Yeah, well, they happen to be my kind of guys." Shawn snaps. "Okay? We're part of the same circle."

"Wait, Shawnie." Gwen quickly grabbed his arm, pulling him back when he started to walk away and Cory did the same thing with his other arm. 

"Shawn-"

"Gwen, Cory...." Shawn pulls his arms out of their grips, looking at them both with a glare. "Let go."

"Hey." Jonathan calls out to Shawn when he started walking towards the direction Harley, Joey, and Frankie were at. He looks at Cory and his niece, pointing at Shawn. "Where's your friend going?"

"I don't know." Gwen sadly replied.

"I wish we knew." Cory frowned. Jonathan watched with worry etched on his face as they walked into his classroom and then he glanced in the direction Shawn walked before heading into his classroom.

"Hey," Kamden said to Gwen when she walked into the classroom with Cory. He looks at her with concern after seeing the sad look on her face. "Are you okay?"

"Yeah, just great." Gwen forced a smile and nodded. Kamden knew she was lying, but also knew she didn't want to talk about it so he nodded and sent her a small smile. 

****

The next day at school Gwen and Cory were walking in the hallway together when they crossed paths with Shawn. They both perk up at seeing him. "Shawn, we've been looking all over for you." Cory explained.

"Yeah, we miss hanging out with you." Gwen adds, glancing at him with a small frown. "So where have you been, Shawnie?"

"Nowhere, guys." Shawn shook his head. He honestly had to admit he missed hearing her call him that and he missed hanging out with his friends too but he wouldn't admit it out loud.

"Come on, Shawn." Cory frowned.

"Uh, listen, guys, I've been thinking, it's time we both just face the facts." Shawn suggested.

"Facts?" Gwen furrows her eyebrows. "What the heck are you talking about?'

"Yeah, what facts?" Cory asked with confusion.

"Cory, Gwen, the three of us are different. And sooner or later we're gonna end up in different places." Shawn replied.

Cory shakes his head. "Says who?"

Gwen frowns, hating that Shawn thought that would happen. "Yeah, Shawnie, what if we won't? What if we stick together?"

"Why don't we all just do us a favor right now and call it quits, okay?" Shawn avoided eye contact with her after he caught sight of the heartbroken look on her face. He knew if he kept looking at her he would cave in so he turned and went to walk down the hallway, but stopped when Cory talked.

"What has gotten into you?" Cory asked in disbelief, raising his voice. 

"You just don't get it, do you?" Shawn questioned in annoyance.

"Of course we don't, Shawnie, 'cause you don't tell us what's wrong." Gwen chimed in.

"Exactly!" Cory agreed.

"Look at your house, guys. Look at where you live. Look at where I live. Look at your parents. Look at my parents. I know where I'm gonna end up, just let me get there now."

Gwen punches his shoulder, causing him to wince. "Ow! What was that for?" He winced, rubbing his shoulder.

"For talking badly about yourself." Gwen replies with a small glare and he sighs heavily in response, his gaze going to the floor. "Shawn, you and I aren't that different. Have you even seen my parents lately? My mom is barely ever home and when she is she's a drunk mess." Shawn glances at her after hearing that, sympathy in his eyes. He and Cory both knew how bad her mom was. "And I love my dad, but he's not home much because of work so I mostly live with my uncle and we live in an apartment. I don't have a great life either, but that doesn't mean I'm gonna end up going down a bad path. You make that choice yourself and I don't want you to do that. You are meant for much better things than that."

Shawn's heart fluttered as she finished her speech. The fact she had that much faith in him made him want to get out of the hole he dugged himself into, but it wasn't enough. He still had that nagging feeling that he knew where he was going to end up in life. "Neve, just let me get there now." He finally spoke, almost speaking in a pleading voice with tears in his eyes. 

Gwen frowns, her shoulders dropping in defeat. She felt tears building up in her own eyes and she takes a step closer to him. "Shawnie-" She reached out to put a comforting hand on his arm, but he quickly stepped away before he walked down the hallway without another word. Gwen stood there in the hallway heartbroken as Cory angrily walked away, slamming a locker out of anger while walking down the hallway. 

Gwen didn't even realize her uncle had walked down the hallway during the fight the trio had. He walks over to stand by his niece, looking at her with concern. "Gwenny?" 

She glances at him, revealing the tears in her eyes. "I'm not okay, Uncle Jon." She admitted and the sight of her in tears broke her heart. He pulled her into a hug and she hugged him back immediately.

****

Gwen walked with Cory out to the parking lot after school. After they both found out where Shawn was at, they knew they needed to stop him before he made a mistake he would regret. They both saw that he was about to hit Gwen's uncle's bike with a baseball bat when they walked out to the parking lot.

"Hey, guys, what's up?" Cory greeted.

"Cory, Gwen, come on, get out of here." Shawn rolled his eyes.

"Shawn, that looks like a bat." Cory noticed.

"You weren't gonna hit my uncle's bike with it, were you?" Gwen raised her eyebrows. She knows full well that he was about to do that, but she wanted him to admit it.

"Yeah, I was," Shawn replies in annoyance. "Now would you leave?"

"Nah, this kinda looks like fun." Cory responded.

"Yeah, that's why we came over. Wanted to join." Gwen added, earning a look of disbelief from Shawn.

"Here. Let me go first." Cory went to take the bat from Shawn.

"Cory, let go." Shawn pulled the bat from him. The boys then go back and forth with trying to get the bat.

"No, I wanna try it."

"You're not even supposed to be here!" Shawn exclaims angrily, his gaze trailing over to Gwen. "Neither are you!"

"You're not supposed to be here either!" Gwen snapped, snatching the baseball bat from both boys. 

Shawn sighs in annoyance, running a hand through his hair. "Would you guys just let me do this?"

"Look, if you're gonna do it Shawn, then we're gonna do it." Cory told him. 

"No," Shawn takes the bat from Gwen. "This is not your place, okay?"

"What, you think this is yours?" Gwen raises her eyebrows. Her eyes soften. "Shawnie, this isn't your place either."

Shawn falters for a minute at what she said, but his attention is turned to Cory when he asks, "What, are you saying we don't belong here?" 

Shawn nods. "Yeah, that's what I'm saying."

"Look, you belong here then we belong here." Cory informed him.

"Where you go, we go." Gwen added.

"Hey, baboon, Gwen," Harley steps in between the trio, pushing Cory and Gwen to the side. "Look we got some serious business here. Alright, so I suggest that you walk away while your legs still bend only once."

"Listen Keiner, this is between us and Shawn." Cory glares at him. "So take your greasy head," He points at Joey, who stood behind him and Gwen. "And your rat faced thug and get away from our friend." As Harley stared at him intimidatingly, he chuckled nervously, backing away as Harley started walking towards him. 

"Harley," Gwen chimes in, knowing he will most likely listen to her since he had a soft spot for her. She stands near Shawn, watching worriedly. "Wait-"

"Alright, Harley, you got one punch but you better make it good 'cause chances are it's gonna kill me." Cory said nervously.

"Not on my watch." Gwen spoke in determination, walking over to them and stood in front of Cory quickly, grabbing Harley's wrist to stop him from punching Cory.

"Gwen, get out of the way. I don't wanna have to hurt ya." Harley told her. 

"You hurt one of my best friends then you hurt me." Gwen replied, staring at him with a fierce look in her eyes that even made Harley slightly intimidated by her. 

Jonathan enters the parking lot before Harley could say or do anything else. "Hey, fellas." Gwen lets go of Harley's wrist, moving to stand by Cory as Harley and Joey step away from her and Cory when Jonathan walks over to them. "Hey, phew, well, thanks for looking out for my bike!" He says to his niece and Cory. "From my window up there it looked like some  clowns were about to mess it up." He turned to glare at Harley.

"Yeah, well, I'm just glad that we got here in time." Harley shrugs, playing it off that he wasn't the one who tried to hit Turner's bike. "Come on, Joey. We got some appointments." He then walked off with Joey. 

"Alright, you three," Jonathan stands between the trio, Shawn on one side and his niece and Cory on the other. "You want to tell me what the problem is here?"

"No problem." Cory replied.

Shawn shrugs. "Everything's great."

"Shawn doesn't think he's good enough to be friends with us." Gwen replies, being the only one who revealed what was going on. She was sick of this and she just wanted Shawn to realize that he belonged with her and Cory and that he shouldn't go down this path. "Which is so beyond stupid."

Jonathan nods in understanding. He walks over to Shawn, furrowing his eyebrows. "What's with you, Hunter? Why do you want to hang out with these low lives?"

"Maybe I'm a low life, too, okay?" Shawn replied.

"Is that what you think?" Jonathan raised his eyebrows. 

"That's what everybody else thinks." Shawn mumbled.

"Oh my gosh how stupid are you?" Gwen groans in annoyance, earning an offended look from Shawn. "Have you not been listening to Cory and I this whole time? We don't think you're a low life."

"I wanna know what you think." Jonathan pointed at Shawn.

"Hey, I'm out here with a bat, aren't I?" Shawn retorted. 

"Yeah," Jonathan snatches the bat from him. "But you didn't swing it."

Shawn puts his hands on his hips, shrugging. "Just 'cause Cory and Gwen came along."

"Oh, you think that's an accident?" Jonathan raises his eyebrows, pointing at his niece and Cory. "Huh? That you have two friends who thinks so much of you that they're willing to put their own neck on the line?" He stands by his niece and Cory, wrapping his arms around their shoulders. "I don't think lowlifes have friends like that, do you?"

"I don't know." Shawn admitted, tears building up in his eyse.

"They don't." Cory answered.

"I don't know anything!" Shawn exclaims. "I don't even know who I am."

"Neither do we!" Gwen points out. raising her voice to the same level as Shawn's while her uncle stepped to the side. "You think we know who we are? Shawn, we're all still figuring out who we are and that's okay. But besides that point, Cor and I know who you are. You're Shawn Hunter. Our best friend."

Cory nods in agreement. "You were raised by wolves. You're our friend. It says so in your biography. I mean, what else do you need to know?"

"I need to know what's going to happen to me." Shawn responds. "And you guys can't tell me that."

"Hey, Hunter," Jonathan speaks up. "All Matthews and Gwenny can do is be your friend. And so far they've been doing a real good job." He smiles. "All I can do is teach you whatever I can and hope that you leave my class a little better than when you came in."

Shawn scoffs. "Can you drag the trailer park trash up to decent society?"

Before Gwen could speak up, her uncle beat her to it. "Hey, if you don't know deep down inside that you're alright, then I haven't taught you anything at all."

"You think I'm alright?" Shawn questioned in a quiet voice.

"I think you need to think you're alright." Jonathan told him.

"You think I'm alright." Shawn repeated.

"I think if you put your mind to it and get back inside that school and never, never go near this Harley or that Harley, yeah, I think you'll be alright." Jonathan nodded.

Shawn doesn't say anything, but he locks eyes with Gwen and her heart aches at seeing him so sad. His eyes were red from crying and she so badly wanted to give him a hug, but right now all she did was give him a soft smile. Her heart skipped a beat and she was relieved as he gave her a small smile before he went back inside the school.

"Mr. Turner," Cory speaks up. "Do you really think he'll be okay?"

Jonathan smiles and nods. "Sure."

****

Later that night, Gwen was working on homework when she heard a familiar knock on her window. She knew it was Shawn which made her smile. Her and Shawn had made this specific knock so they would know who it was. She wasn't surprised that Shawn was at her window and not at the door. Climbing through the window was his signature way of entering her room. She got up and walked over to the window to open it. She smiled at him.

"Hi, Shawnie." She greeted.

Shawn smiles at her. "Hi, Neve. Can I come in?"

"Of course. You know you're always welcomed here." Gwen reassured him, stepping to the side.

Shawn's heart fluttered at her comment. He knew that, but it made him feel better hearing her say it. He nods and smiles. "Thanks." Shawn climbed through the window, but he accidentally lost his balance and fell on the floor with a groan. 

Gwen couldn't help the small laugh that left her lips. She teasingly smiles at him. "Smooth entrance, Romeo."

Shawn chuckles. "Hey, at least I didn't fall flat on my face this time." He gladly took Gwen's offer to help him up when she reached a hand down to him. Gwen chuckled, remembering the time Shawn fell when he climbed through the window. 

They both pull away as Shawn stood. Gwen crosses her arms, smiling softly at him. "So, uh, how are you doing after everything?"

"I'm okay." Shawn admits, sending her a small smile, putting his hands in the pockets of his leather jacket. Then he suddenly looks apologetic and guilty. "I'm sorry, Gwen. I've been a jerk to you and Cory. I've been acting out and pushing you and Cory away. I feel awful about it."

"It's okay." Gwen nods. "I know you were going through a tough time. But you should know that we're your best friends." She smiles softly at him. "We'll always be there for each other, no matter what. And as for any girl who can't see the amazing person you are, well, she's not worth your time. Living in a trailer park or having not so perfect families doesn't define you." 

Shawn looks at her fondly, a tint of pink highlighting his face at her words. "Um...Thank you, Neve." He stammers. He sighs. "I've just been feeling like I'm not good enough for anyone or for anything for that matter."

"Shawnie,  don't ever think that." Gwen tells him gently but still has a firm hint to it. "You're so much more than where you come from. You're meant for greatness."

"The same goes to you." Shawn smiles shyly, looking down as the blush grew. This time a light shade of blush forms on Gwen's face when he said that. "I found out from Kamden what Mindy and her friends said about you." He reveals and she sighs heavily at remembering that. "You shouldn't let what they said get to you. They're just jealous that you're so much better than them." He said softly.

She smiles softly at him, butterflies swarming in her stomach. "Thank you, Shawnie." She pulled him into a hug, ,resting her head on his chest and wrapped her arms around his waist. His arms wrapped around her waist and he rest his chin on her head, sighing in content.

"I'll always be there for you, Shawnie. Remember that." Gwen told him.

"And I'll always be there for you." Shawn reassured her.  

A/N this episode was such a tense episode to watch, i felt so bad for shawn. but omg you guys gwen & shawn are so cute