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Summary: During the pilot episode Dawson asks Joey to come to the movies with him, Jen, and Pacey so Jen won't feel awkward. So this is my way of spicing it up. 

Warning: Some parts may be racey, read at own risk.

Part 1 | Part 2 | Part 3 | Part 4 | Part 5 | Part 6 |
Part 7 | Part 8 | Part 9 | Part 10 | Part 11 | Part 12 | Part 13

“So the two of you are broken up and Billy is definitely out of the picture,” Pacey said summarizing the ten minutes of nagging that Dawson had just put him through. 

“Yeah but now Cliff Elliot is,” Dawson sighed heavily sliding two hands through his blond locks. “He’s a star on the football team and much more experienced then I am, who would ever pick me over him?”

“If it helps I would,” Pacey said tapping his pen on the aquarium filled with murky water and numerous different types of bacteria that were just reproducing millions by the minutes plotting their world domination over them all. After a moment of thinking he paused, “Do you think it’s safe to hold a habitat for deadly diseases?”

“Not all bacteria are bad, Pace,” Dawson groaned, “and no it wouldn’t help, unless you grew a pair of boobs or something.”

“Then you’d love my Uncle Manny, he’s got the biggest tits I’ve ever seen,” Pacey smirked, “I’ll never forget that summer up in Provincetown when he took us all swimming.”

“Can we get back to the crisis at hand?” Dawson pouted snatching the pen from Pacey.

“Right, getting Jen back,” Pacey nodded a few times, the more directed Dawson was towards the better. “Do you know of Jen and Cliff’s plans for this weekend?”

“I think their going to the carnival down on Hudson,” Dawson shrugged.

“Perfect, that’s where you’re going too.”

“Alone? Doesn’t that sound a little Slaughter High?”

“No, you double, bring a girl with you, make her feel jealous, make her realize what she’s missing out on.”

“Like Joey?” Dawson offered.

“No,” Pacey said much too quickly then he had planned.

“Why not Joey?”

“Well, because,” he thought, there had to be a logical reason some where, “Jen won’t get jealous of Joey, she’ll know that it’s just a plan to get her back you have to bring somebody different, someone who hasn’t appeared yet on your radar.”

“Like who?”

Scanning the room with his eyes he exclaimed triumphantly, “Mary Beth, right over there, she’s perfect. She has that sweet edge that’s subtle enough to pass under most people’s radar, but once you discover her, she’s a keeper.”

“You’ve put a lot of thought into this,” Dawson said eyeing Pacey strangely, “Do you have a crush on her or something?”

Biting back a chuckle he arched his brows, “No, me definitely not.”

“If you insist man,” Dawson replied with a wink.

“You will be getting you’re midterms back today,” Dr. Rand thankfully interrupts, “and those people who did poorly, you know who you are so see me after class!”

~*~

“Josephine Potter,” Pacey yelled from across the cafeteria running over to the empty table she was sitting at.

“Subtle Pace, real subtle,” she said dryly shading her crimson cheeks.

“Right now I really don’t care,” he dismissed sliding into the chair next to her. “Remember that midterm in marine bio that we took the other day in class?”

“Yes that rings a bell or two, I recall studying endlessly for it and you whining throughout the whole process.”

“Well all of our hard work paid off,” Pacey said slapping the paper onto the table, “I got a 92,” he exclaimed triumphantly pointing at the giant red numbers for good measure. “I’ve never gotten a 92 ever Potter, maybe a 29 here and there but a 92? Never.”

“See Pace you’re smarter then you think all you have to do is work a little and it comes to you,” Joey said smiling proudly.

“But nobody ever gives me a chance or thinks I’m capable but you, you wouldn’t give up on me.”

“That was rather smaltzy, Witter,” Joey said still biting at her smile as she reached for her juice bottle.

“I meant it.”

“Sure.”

“I wanna take you out,” he said abruptly.

“Like on a date?” Joey asked turning back at him with furrowed brows.

“We’ve been sleeping together for over a month and I’ve never properly taken you out.”

“Well there was that night at the movies.”

“Doesn’t count.”

“Okay, what did you have in mind?”

~*~

Bright lights illuminated Hudson Street as the church parking lot was filled with screaming children and grabby couples all committing less then holy acts.

“So,” Pacey said digging his hands deeply into his pockets.

“So,” Joey replied mirroring his gesture as they walked silently down the row of over priced games. “This is rather awkward, should we just pretend this is two friends going to the carnival except you’re paying for everything.”

“That doesn’t seem fair,” Pacey joked.

"Well you're the one who suggested it in the first place," Joey teased the sudden familiarity beginning to wash between them.

"That would follow the conventions of a normal relationship, you and I, we're all messed up, I think you should pay," Pacey countered.

"I could always go home if you wanted, and not open up an invitation for you to join me."

"Fascist," he mumbled under his breath.

"That's what I thought," she smirked hip checking him as they continued past the Tilt-a-Whirl.

“Fine what will it be, cotton candy, pretzel, nachos, funnel cake?” He offered digging out his wallet.

“Hmm, not in the mood for pretzel, nachos are nasty; I’ve never had funnel cake, so—.”

“You’ve never had a funnel cake?” He cut her off, “How could you have never had a funnel cake?”

“Every time I go to a carnival a certain someone is never willing to share,” she said eyeing him knowingly.

“That bastard,” he smirked pulling a few bills from his wallet and ordering a funnel cake. “Prepare to be amazed.”

Finding a suitable spot on a deserted bench Joey contently placed the cake on her lap inspecting it intensely.

“So what does it taste like exactly?”

“Crunchy donuts,” Pacey explained picking off a piece.

“Crunchy donuts?”

“Yeah, mixed with lots of oil and a helping heap of confectioner’s sugar.”

“And people voluntarily consume this and call it delicate cuisine?”

“No they eat it and call it carnival food, now quit your whining and try some,” Pacey said pulling off another piece and waving it in front of her lips.

“I’m scared.”

“Oh come on I just ate like three pieces.”

“Yeah well you’ll eat anything.”

He scooted closer to her pinning her flush against the railing of the bench taunting her with the small piece of oiled dough. “Don’t make me force you to try some.”

“Stop, Pacey!” She shrieked as he pushed it against her lips amused by her squirms.

“C’mon Potter, I thought you were adventurous.”

“Fine,” she surrendered parting her lips allowing his greasy fingers to slip into her mouth.

“See that wasn’t too bad,” he grinned as her tongue slipped across the pads of his fingers. “Be careful Jo, people will be onto us,” he whispered in a low rumbling voice as his eyes mirrored the desire that was milking into her own orbs.

“I don’t really care,” she replied with a small twitch of a smile.

“What are you guys doing here?” Dawson asked heading through the crowds towards them alone.

“We’re just here for backup you know if you screw up the plan,” Pacey said swallowing guiltily as he scooted to the other side of the bench.

“You know me too well, Pace,” Dawson sighed heavily as he sat down on the bench between them. “So what do I do now?”

“What have you done thus far?” Pacey asked trying his best to glue his eyes on Dawson.

“First Mary Beth was onto me and only came to hook up with Cliff, and then I forced myself onto the Ferris Wheel with Jen and she told me to fuck off.”

“Perhaps your stalker methods aren’t working out very well,” Joey threw in eyeing Pacey strangely.

“Do tell Jo, if you were pissed off at your ex-boyfriend, what would you want him to do?” Dawson asked turning to the other brunette.

“First off, I wouldn’t want him to be hurling himself at me, it’s not very appealing, perhaps play hard to get.”

“That’s what I told him to do,” Pacey defended, “He just messed up with his overly unromantic gestures.”

“Second, don’t do any boom box over the head Lloyd Dobler style plea for forgiveness, it has reached cliché value and is no longer romantic.”

“That nixes plan B,” Dawson said glancing at Pacey.

“Look stay home this weekend, don’t call Jen, don’t look out the window towards her house, if you see her outside don’t follow her,” Pacey suggested.

“That doesn’t make sense.”

“It’s called hard to get Dawson, girls love it, trust me,” Joey said attempting to get rid of the third wheel of their date.

“Don’t hate the playa D, hate the game,” Pacey added in.

“Then what do I do?”

“Wait for Jen to come crawling back,” Joey said standing from the bench abruptly. “Pacey, Ferris Wheel?”

“Why not?” 

“Wait where are you two going?” Dawson asked helplessly from the bench.

“To leave you to think about you’re avoiding strategies, you’re the film maker, make it creative,” Pacey said following his brunette accomplice.

~*~

“Not very slick,” Joey joked as they headed over to the Ferris Wheel.

“Not my best attempt I admit,” he nodded as they took a seat in the carriage. “What’s so great about the Ferris Wheel anyway?”

“For the view,” Joey said bundling her jacket tighter around her as the brisk autumn wind rushed around them.

“Yeah I guess you can see the entire carnival from up here.”

“And the stars,” Joey said gesturing upwards at the blanket of light.

“Those are nice too,” he shrugged throwing his arm over her shoulder.

“Though the best view is out at sea,” Joey added resting her head on his shoulder.

“Maybe that’ll be our next date, I’ll take you whale watching,” he said tilting his head on top of hers.

“Seeing as that’s the only means of transportation to the sea that we can afford.”

“Good, we’re already on the same wave length.”

“And assuming I would accept another date with you.”

“I’d say my odds are pretty good,” he said craning his neck so he could meet her lips with his as they continued to loop slowly around the wheel.

“I’m considering,” she smiled meeting his kiss as the nights firework show began.

“Wow that actually happens in real life?” Pacey asked with amused brows as he leaned in a kissed her again.

~*~

“So what other date like things do we need to complete before the night’s end?” Pacey asked as they headed past the row of games again.

“You have to win me a stuffed animal of course,” Joey said slipping her hands into her pockets, “Nothing too big, just something to fit in with my jumbo assortment of carnival toys.”

“Seeing as you have none I guess you’ll manage for this,” he said heading towards the basketball hoops.

“Pace, you suck at basketball,” Joey insisted.

“Yeah, well you only have to get one hoop to get one of those little lizards and I’m not loosing to a bunch of 8 year olds in those water races or whack-a-moles.”

“Doesn’t that make you sound like a stud,” she said dryly.

After three failed attempts at shooting a basket on the fourth it finally hit the rebound and bounced into the net, “See Potter I’m a natural.”

“Right,” Joey nodded watching the twelve year old next to them get four perfect shots and a giant panda for his ‘girl friend.’

“A lizard for you sweetheart,” he smirked handing the small plush toy.

“It’s what I’ve always wanted!”

~*~

“Sorry about the interruption tonight,” Pacey said walking Joey to her door.

“Dawson will be Dawson,” she smirked, “and honestly what are friend for but to offer… well horribly lame advice to their best friend so they could make out on top of the Ferris Wheel.”

“Well when you put it that way…”

“I had a nice time, Pacey,” she cut him off kissing him on the cheek.

“So what am I supposed to call you or something?”

“I’ll see you at school.”

“And other places,” he added.

“I’ll be over tomorrow.”

“That sounds like a plan,” he grinned circling his arms around her waist.

“Goodnight Potter,” he whispered brushing his lips over hers, she parted them allowing his warm tongue to trace across her cold lips as her hands snaked around his neck pulling him closer.

“Goodnight Pace,” she breathed breaking away and heading towards the door.

“Hey Jo,” he said digging his hands into his pockets, “I had a nice time tonight too.”

“Goodnight Pacey,” she repeated waving the little lizard he had won her.

“Yeah,” he mumbled heading back in the truck watching her as she slipped inside her house. She was so amazing and now he could only fear the day that Dawson would realize this and she would slip away.

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