Disclaimer: Sadly Bandslam does not belong to me. If it did I would have marketed it better than Summit did.

Author's Note: Sa5m is definitely no Gabriella Montez, that's for sure. I have no idea whether it will turn out well or not, but this is my attempt at giving Sa5m some much needed back story and fulfilling my wish for more Sa5m/Charlotte interaction. This plays off the scene where Charlotte "meets" Sa5m, and is meant to be after the Bandslam competition.

Summary: "Charlotte, if you're expecting me to be best friends with you, just so we can have girl talk and gossip about guys, then please let me out right now." They weren't exactly friends, but maybe one car ride could change that. Friendship oneshot.

Charlotte: Don't tell me you're the world famous Sam, the five is silent? For that alone you are my hero. I'm Charlotte, nice to meet you.

Sa5m: I've known you since fifth grade. You used to babysit me.

Charlotte: Oh.

……

……

……

Carefully taking a bite out of her twizzler, Sa5m wordlessly made her way through the dark streets of New Jersey, on her way to the nearest bus stop. Upon hearing a group of Glory Dogs' fangirls on the other side of the road, who were apparently distraught over their loss, she looked up. All the girls were dressed in cheesy band shirts that had the band members' faces printed on the front, with the American flag being used as a backdrop. Unable to resist, Sa5m rolled her eyes and let out a small scoff; any local band that thought that they were cool enough to put the American flag on their band merchandise deserved to lose.

Ben Wheatly and the Glory Dogs were cheaters. She didn't care whether or not Charlotte knew that they were going to play her song. Wasn't it fair to assume that if the person who wrote the song was no longer in your band, that using their song was out of line? Screw the fact that Ben probably thought singing Charlotte's song would be "sweet," that was their Bandslam song! They had a much better arrangement for "Somebody to Fall Back On," than they did anyway. And not that Sa5m was one to toot her own horn, but she was certain she would've sung it better than Ben too. If they had performed the song it wouldn't have sounded like a cheesy country song either.

Caught up in her own thoughts Sa5m hadn't even noticed that Charlotte had been slowly driving along side her. "Sa5m?" Charlotte asked, as she called out her passenger side window, "What are you doing?"

Sa5m stopped momentarily glancing at who was talking to her before she continued to walk. "Walking to the bus stop," she answered, as if it were the most obvious thing in the world.

"But why?" Charlotte questioned, as she continued to drive along side Sa5m.

Out of the corner of her eye Sa5m shot Charlotte a lazy look. "So I can get home," she replied, still not bothering to stop walking.

"No, I know why, I just thought Will and Karen were giving you a ride home."

Sa5m tilted her head to the side giving Charlotte a half shrug. "They were. Until I noticed that Karen kept giving me these looks," she answered, taking another bite out of her twizzler. "It was like she wanted to know what my 'intentions' towards Will were," she added, rolling her eyes slightly. Sa5m was fairly certain that Will wasn't a five year old boy disguised in an older boys' body, and that he didn't need his mother watching out for him every second of everyday. It wasn't like she was going to corrupt him or anything. What was the worst that she could do? Show him the wonders of 80's cult comedy/horror films, and teach him that life existed outside the realm of music?

Yeah, she was real life threatening.

If anything her presence was helping Will. It was just weird that someone who insisted on filming random life events and who created his own movies knew nothing about classic cult movies.

Charlotte let out a small laugh, "Yeah, well I know first hand how protective of Will Karen can be."

"Figured as much," she replied, still making her way down the street. "But all this parental involvement is a little too much for me," she continued, shaking her head slightly to show her distaste. "So I'm taking the bus."

Finally bringing her car to a halt, Charlotte leaned over and opened the passenger door. "Hop in."

Coming to a complete stop, Sa5m turned to look at Charlotte who offered her a kind smile. She considered her options; she could either take Charlotte's offer and would undoubtedly have to sit through an extremely awkward and potentially life threatening car ride; Will had told her about Charlotte's treacherous driving. Or she could continue towards the bus stop and could potentially have to sit next to an old perverted man, who would surely try to hit on her. Charlotte… Old man… Charlotte… Old man.

Surprisingly, this was a very tough decision.

"Come on, you'll get home faster if I give you a ride," Charlotte commented, sensing the younger girls reluctance. Still Sa5m didn't make any movements to get into the car. "I'd hurry and decide if I were you, because those Glory Dogs' fangirls up ahead look like they might try to bring you over to the dark side," she added in amusement, as she cocked her head towards the group of girls walking towards them.

Sa5m turned her head to where Charlotte was looking, and sure enough there was another group of Glory Dogs' fangirls. These girls were dressed similarly to the previous ones, only this time these girls seemed to be handing out flyers, and trying to get people to sign what looked to be a petition. Sa5m rolled her eyes, only fangirls would try and fight the decision.

Accidentally she caught one of the girls' eyes, and unfortunately unable to recognize her as the opposition, the girl called out to her. Deciding fast that Charlotte and her reckless driving was a better option than crazed fans, Sa5m hoped into the car. "Thanks," she murmured quietly once she had buckled her seatbelt.

Now the only sounds that could be heard were the screeching of Charlotte's tires, the soft melody of some band that Sa5m could not identify, and the quick snaps of the twizzler each time Sa5m took a bite. To say the car ride was awkward would be an understatement. Sa5m didn't think it was possible, but the car ride was potentially even more awkward than she had anticipated.

Whilst Sa5m had come to watch the band practice a few times before Charlotte had quit, the two had never actually built up a friendship. In fact, the pair had never really had a proper conversation. And whenever they did talk, Will had always been present and had served as a buffer between the two.

Not that they hated each other or anything, but Sa5m was just cautious whilst in Charlotte's presence. Unlike Will who had seemingly forgiven Charlotte for using them as an 'experiment,' Sa5m was still a little bit wary. She had been fortunate enough to experience what Charlotte had been like before the year began, and even though she appeared to have changed, Sa5m hadn't been entirely convinced. It wasn't just that however that made Sa5m so guarded in her presence. But it was also because Charlotte was the talented, gorgeous, older girl. She had been the head cheerleader, and had been the lead female singer in two of the schools' biggest bands. She was exactly the kind of girl that she would expect Will, and the rest of the male student body, to have a crush on. Even though Sa5m had forgiven Will for standing her up in favor of going to The Burning Hotels gig with Charlotte, it still didn't change the fact that it hurt to know that the one time she had put herself on the line and asked a guy out, that he had stood her up to be with Charlotte. Someone he claimed to just be friends with. Realistically she knew that it was more likely to be Will's obsession with music that caused him to forget, but just the fact that Charlotte was involved made her feel uneasy.

Girls who always had their noses in books and who spent their nights watching old movies didn't compare to rock goddesses.

Even if Sa5m did think she rocked out with the best of them tonight.

"So… you and Will huh?" Charlotte asked, abruptly breaking the awkward silence between the two.

The younger girl narrowed her eyes at the question. "What about us?"

Ignoring Sa5m's reaction, Charlotte gave her a bright smile. "You're together right? Or almost together? I knew you liked him!" she exclaimed happily.

Turning her head sharply, Sa5m shot Charlotte a menacing glance. Given the size of the younger girl, it was surprisingly intimidating. Had Basher seen the look, he would have been proud. "Charlotte, if by accepting this lift you're expecting me to all of a sudden want to be best friends with you, just so we can have girl talk and gossip about guys, then please let me out right now."

Charlotte rose one perfectly arched eyebrow, and bit back the amused smile that was now playing across her face. "Touchy subject?" she prompted jokingly.

"I don't do girl talk," Sa5m grumbled out, her voice sounding even lower than it usually did.

Removing one hand from the steering wheel, Charlotte gave Sa5m a mock solute. "Noted," she replied, the tone of her voice making it clear that she hadn't been offended.

Sa5m thought for a moment, normally she would have dismissed the conversation completely, but Will and Charlotte were pretty much best friends. Well, with the exception of Karen. And if she ever wanted for things with Will to move past the 'Friends' stage, she would have to make some sort of an effort to play nice with Charlotte.

Even if it was going to be excruciatingly painful.

The younger girl sighed and gave in, "It's just… I don't have many friends, especially not ones that want to talk about guys and gossip. This is kind of new," she spoke, hoping she hadn't sounded too pathetic.

Charlotte smiled back effortlessly. "Don't sweat it. I'll remember to stick to safe topics next time."

Immediately Sa5m felt more at ease and felt herself smiling back at Charlotte softly. She had her uncertainties about Charlotte, but it was easy to see why Will liked spending time with her. As much as it pained her to admit it, despite the fact that Will had ditched her for Charlotte, the girl was kind of cool.

At least for someone who used to be the head cheerleader and had her own Wikipedia page.

Seriously, who in the world had their own Wikipedia page? Only famous people needed Wikipedia pages, and Charlotte was hardly what Sa5m would classify as famous.

"You were pretty amazing up there tonight. Don't think I could have rocked out any better if I played it myself," Charlotte complimented, hoping she hadn't sounded too self conceded. "And the fact that you guys pretty much got it together on the spot, major kudos."

Out of the corner of her eye, Charlotte could see how apprehensive the younger girl was. "Seriously," she added with a wide grin.

"Um, thanks. It was mostly Will's idea though."

"Maybe so, but you guys got up on stage and performed it like you'd done it a million times before; couldn't tell that it had been your first time at all." When Sa5m didn't respond, Charlotte continued in hopes to keep the conversation flowing. "So, I never knew you could play."

"I'm not surprised," she replied simply, as she took a bite out of her twizzler and watched the flurry of houses fly by the window.

"I think I'm missing something here," Charlotte concluded, clearly confused.

Sa5m turned her head back towards the blonde. "You really don't remember any of it, do you?" she asked in disbelief.

Charlotte shook her head slowly, feeling as if she should have known exactly what Sa5m was referring to. "No, but I'm guessing I should know."

On the inside Sa5m wanted to laugh. Wow. Charlotte Barnes really did have absolutely no recollection of ever babysitting her, or meeting her before Will came along. Considering the fact that Sa5m had once upon a time idolized the older girl, this new revelation was slightly disheartening.

"So, what exactly should I be remembering?" Charlotte hinted.

Sa5m shrugged, no longer wanting to divulge the pairs past. "It doesn't matter anymore. Forget I even mentioned it."

"Okay now I really want to know," Charlotte exclaimed, as she waved her right hand around the air for emphasis. "Who knew your guitar skills could be such a touchy subject."

Maybe for you it isn't, Sa5m commented mentally. Sighing, she wished that for once that she could have stopped herself from making a snarky comment. Maybe she should have decided to brave the crazy fans and the perverted old man, and taken the bus instead. At least talking to either of them would have led to this conversation.

Once again she weighed up her options. She could continue to avoid the topic of conversation entirely, which truthfully sounded like the best option to her. But Charlotte was persistent; she wouldn't give up easily, and if she talked to Will about it, then he would be on her case too, and she'd eventually have to tell them both. Telling one of them was going to be hard enough, but telling both of them would just be plain torture.

There were some things she would prefer Will found out later.

Much later. Or not at all worked too.

Alternatively she could tell Charlotte the truth… after all, Charlotte had experienced some of it too, and now that Sa5m had sparked a memory, it was entirely possible that she could just remember exactly what had happened herself. Sa5m didn't think it was very likely, but it was possible. At least if she straight out told Charlotte the truth she could limit what Charlotte knew of the story.

But telling her would be the right thing to do if they were ever to become 'friends.' Mentally she groaned at the thought. This whole playing nice and making friends thing was beginning to sound like a real drag. Why did Will have to be best friends with the blonde again? Couldn't he have picked someone who didn't know details about her past?

Although, now that she thought about it, if anyone was to understand, it would be Charlotte. She may have been the leader of the peppy jumping jacks, or as they were more commonly known as, the cheerleaders, but she try to change for her father's health, that must've been a sign that she understood.

At least Sa5m hoped it was a sign.

Letting out a reluctant sigh, Sa5m prepared herself for the big confession. Feelings and emotions didn't need to be shared, as far as she was concerned. If she stuck to the facts, and told it like it was, the whole thing would be over faster, and be a whole lot less painful. "I used to love playing the guitar," she began as she continued to look out the window. "My dad had played it for as long as I could remember, and like the Daddy's girl I used to be, I wanted to be just like him. So I asked him to try and teach me," Sa5m said, reminiscing on the past.

"I remember the first time you came to babysit me. You had your guitar, and I remember being instantly in complete awe of you. You were so pretty, and nice, and you could play, so you were automatically one of the coolest people I had ever met. By then my dad had taught me a bit, so I tried to impress you with my skills. You never really paid much attention. You'd make snide comments about how maybe if I was older I'd be as good as you were and stuff like that, but it just made me want to try even harder." Sa5m gave a short laugh, "It was actually pretty pathetic looking back on it. I admired you so much, and you never really gave me the time of day. The only time you ever noticed was the first time I stopped trying to get your attention."

Charlotte winced at Sa5m's words, now regretting pressing the issue. It was no secret that before her dad had gotten sick, that she wasn't exactly the nicest person in the world, but to dismiss a ten year old like that was just plain cruel; especially one that had idolized her so much. "What happened?" she questioned tentatively, unsure whether to even wanted to find out the rest of the story.

Sa5m breathed in deeply and took a bite out of another twizzler before continuing. "My dad got hit by this idiot drunk driver. He was pretty broken up, but he was going to live. I guess like you did, I tried to do something that would make him better. In all my naivety, I thought that if I entered this talent competition and I won, that he'd get better. I learnt one of his favorite songs on the guitar and I played it at the competition. I didn't win. My dad said he was proud of me anyway, but then he got hit with his infection… He didn't make it. After that I didn't want to keep playing, and I haven't actually touched my guitar until now," she finished, her voice feigning disinterest, but Charlotte knew better.

Silence encircled the two as Sa5m's words sunk in. Hearing the whole story only seemed to further Charlotte's guilt. As if it wasn't bad enough to be a bitch to her, but to do it when her dad was sick just made her feel a whole lot worse. "I'm sorry. For your dad, for being such a bitch to you," she apologized sincerely. "I know it doesn't mean much now, but I am."

Inwardly Sa5m smiled, two apologizes from the girl in one day. That was definitely a far cry from the Charlotte she had known when she was ten. Maybe she had really changed, Sa5m mused. On the outside, Sa5m simply shrugged, not wanting to make a big deal out of it. "It's in the past, but thanks. And I'm sorry about your dad too."

Nodding Charlotte went back to concentrating on the road, tapping the steering wheel as she tried to remember exactly what she had been like to Sa5m, but she couldn't remember babysitting any little girls that played the guitar except for this one bright, bubbly girl with wild curls. Cocking her head to the side she took a moment to really look at Sa5m. The little girl she remembered could have been her. They did have similar hair, but Sa5m didn't exactly smile enough to be her. "Don't take this the wrong way, but the only kid I ever remember babysitting that played the guitar was this girl who used to always smile. She had this stutter; it was cute until she got so excited that you couldn't understand a word of what she said. That couldn't have been you right?" she asked carefully.

Rolling her eyes Sa5m took another bite out of her twizzler and looked directly into Charlotte's eyes. "I guess losing a parent can change a girl then," she confirmed monotonously, purposely replying ambiguously, knowing it could be applied to both of them.

Charlotte nodded thoughtfully. "I guess so."

Finally pulling up to Sa5m's house, Charlotte parked the car and turned off the engine. "Thanks for the ride," Sa5m said, as she made a move to unbuckle her seatbelt.

"Wait," Charlotte said as Sa5m halted her movements, and looked at the blonde curiously. "I know I don't remember him much, but your dad… I'm sure he was really proud of you up there tonight."

Sa5m couldn't help but smile back. "I hope so."

"And if you wanted you could come by and practice sometime. Maybe I could teach you a song or two," Charlotte offered trying not to seem too desperate to help.

"Charlotte, you know you don't have to try and make up for the past now. Its fine," Sa5m said, questioning the girl's intentions.

The blonde shook her head, "It's not like that," she paused when Sa5m looked at her pointedly. "Okay, maybe a bit. But I really feel bad, and I want to make it up to you. This isn't some pity thing. You enjoyed yourself on stage today, don't lie, you did. And I just think it'd be really sad to see your talent go to waste like that." She watched Sa5m consider the offer. "Your dad would be really glad to see you doing something you love again," she added softly.

Sa5m smirked, "That was a little desperate."

Charlotte laughed lightly, "A little, but did it work?"

Sa5m shrugged. "I suppose I could come around sometime."

"Great!" Charlotte responded enthusiastically.

"Charlotte, just because I told you everything about my dad doesn't mean that we're suddenly best friends or anything, I'm not going to-" the brunette began before she was cut off.

"Yeah yeah, I've heard it all before. Just 'cause you told me all this super private stuff and we're going to jam together doesn't mean you're going to go all girly on me, and gush about how much you're into Will, yada yada," Charlotte finished off.

Sa5m opened her mouth, slightly appalled and shot her a glare. "First of all, I'm never going to 'gush.'"

"You deny the gushing, but I noticed you didn't deny liking Will." Charlotte teased jokingly.

The slightly more menacing glare Charlotte received in response was enough to tell her to shut her mouth. "Okay, stopping."

Sa5m narrowed her eyes, but continued. "Secondly, I was going to say that yes, I'm not going to go all girly on you, but… thanks. For you know, listening to me talk about my dad and offering to teach me a few things," she said not wanting to seem ungrateful. "And I guess… I just wanted to say, that if you wanted to talk about your dad or anything, you know, to someone who knows what it's like… I'm here if you want," she added quietly.

Charlotte grinned. "Thanks, I'll keep that in mind." She watched the girl thoughtfully as she unbuckled her seatbelt and stepped out of the car. "You're not half bad at this girl talk, you know."

"Don't get too attached to it," Sa5m countered dryly.

"I wouldn't dare!" Charlotte called out the window as she started up the car and reversed down the driveway.

As she opened the door to her house, Sa5m turned back to see Charlotte waving her hand in goodbye, gesturing likewise, Sa5m entered the house smiling slightly to herself. She may have been apprehensive about Charlotte before the car ride, but now she was sure Charlotte had changed. After all, she couldn't hold a grudge on the girl for the past forever, and it wasn't like Sa5m herself didn't know what it was like to want to change yourself to help a loved one.

Maybe Sa5m would never be that girl that she was when she was ten; that girl who laughed, and smiled all day long. And maybe that would mean she'd never want to stay over at Charlotte's house, whilst they painted each others nails some horrid color, and talked about celebrity gossip and guys. But maybe they didn't need to ever be the classic best friends that all the books and the movies depicted.

Not that she believed that one conversation meant they would be best friends, but it was a start. In the very least tonight had proved that the two shared some common ground, and that they weren't as different as Sa5m initially thought. It wasn't much, especially given the fact that the chances of Sa5m willingly wanting to discuss her dad again, so soon after tonight, were very slim, but at least it was something.

And something jump starting their friendship was better than nothing. Maybe for now something was enough.

Author's Note: So… how was it? Reviews would be lovely!