That's all I can think about lying here in bed. I mean, what would it have hurt? It's not like the rest of my life is going according to plan. Of course, that's a pretty crappy reason to have for kissing him. It's better that I didn't.

I should have kissed him back.

It felt good. His lips on mine, however briefly. They were warm and wet, just a little from where he'd licked them, obviously nervous. I pulled away in shock, not disgust. I mean, it wasn't disgusting. I wanted it to be disgusting.

It would be easier if it had been disgusting.

I mean, if he'd tried to force his tongue down my throat or something, I might feel differently, but it felt like it was just going to be a soft, tentative kiss. I never thought he'd be like that. I mean, he's got all this experience that none of the rest of us have, so I figured he'd "porno" out and try tasting my tonsils or something.

It felt good.

I keep wondering what it would feel like if it had gone on longer, if I'd let it. Would he have opened his mouth at some point? Tried to slide his tongue between my lips? Would he have pulled me closer? Framed my face in his hands, stepped closer and tilted his head more? Would I have parted my lips and invited him into my mouth, would it have been hot? Passionate?

I think he'd be passionate.

But it was so gentle and…frightened almost. As if he knew how I was going to react before I did. As if he knew it was completely stupid, but just couldn't help himself. As if he couldn't control the urge to kiss me.

I should have kissed him back.

He looked so sad when it was over. Like he'd expected and accepted it, but wanted a different outcome. I was tempted, no matter what I said. It wasn't just surprised. It was attracted. I was attracted. I looked when he stripped off his clothes, stood on tiptoe to peer over the edge of the truck, see the curve of his butt. As irritating as he is, I couldn't help but want to see.

When he came out wearing Bodie's too big clothes, I admit that I wondered what he'd look like out of them. And I jumped at the chance to go out with him. I know he thinks it was because of Dawson and the fact that he'd be there, but it wasn't. Not completely. Some of it was him.

We rode the Ferris wheel. And the Octopus. And other things that he forced me to go on in some effort to see if I'd vomit all over myself. That's what he said anyway, but it wasn't that. I knew it wasn't that because after each ride, he'd ask me how I was doing, joking with me, but I could see the concern in his eyes.

And he bought me cotton candy.

We had a good time and I never thought about Dawson. Even though we saw him, I didn't have any desire to hang out with him or do stuff with him. I was having fun with Pacey.

With Pacey.

We rode the carousel and he sat on the horse next to me, goofing around like he was racing the little five-year-old next to us. He said he was just flirting with the kid's mom, but I know the truth. I could see the light in his eyes as the kid started laughing.

"You're just a kid at heart," I told him.

"Nah." He slid off his horse and offered it gallantly to the kid's mom, walking over to me. We weren't supposed to move around, but he didn't care as he slid behind me onto my horse. "I'm just a kid. Period."

"I'm not talking IQ, Pacey."

He chuckled and I could feel it as he grabbed the metal bar just above my head. "You havin' fun, Potter?"

"I'm miserable, Pacey." I'd turned my head so he could see me smile. "I'm with you, aren't I?"

He'd laughed again, not saying another word until the music ended and the ride came to a stop. We'd hurried off, not wanting to get yelled at, and he'd taken my hand and pulled me back to the row of tents that formed the far end of the carnival. Fortune-tellers and freak shows.

He hadn't said anything as we walked along, neither of us commenting on the fact that my hand was still in his, maybe neither of us really noticing.

Except I noticed.

We saw Jen and Cliff and he steered us the other way, heading toward the food booths. I got my cotton candy - green for our snails - and he had a Coke and we kept walking. I think we walked forever. We even left the carnival, walking down to the water and sitting on the sand, passing the cotton candy and the Coke between us.

He wrapped a small segment around his fingers and held it in front of his mouth, licking it off them like a lollipop. "You about ready to head home, Potter?"

No. I'd wanted to say no. "Yeah."

We drove in silence, and I could feel him tensing up beside me. I hadn't known what was coming. I hadn't known he'd slide out of the car and walk me toward my door. Hadn't known he would kiss me.

And that I should have kissed him back.