The following is NOT a novelization or an actual script but a dry transcript of the aired episode that includes accurate word-to-word dialogues, settings descriptions, action scenes and/or camera movements where the transcriber felt they were necessary. This transcript is posted on "TWIZ TV.COM - FREE TV SCRIPTS DATABASE" in WORLD WIDE WEB EXCLUSIVITY by courtesy of HOLLY. "SOUTH OF NOWHERE" and other related entities are owned, (TM) and © by NOGGIN (THE N). This transcript is posted here without their permission, approval, authorization or endorsement. Any reproduction, duplication, distribution or display of this material in any form or by any means is expressly prohibited. It is absolutely forbidden to use it for commercial gain. For entertainment and educational purposes only. No infringement intended.
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TRANSCRIPT:
1X04 - PUT OUT OR GET OUT
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( Fade in:  First Scene – We see multiple flashes of LA eventually leading up to the neon GRAY sign outside of the club.  Inside, the camera moves through a dancing / laughing crowd of people over to where Spencer and Clay are moving towards the bar )

Spencer:  ( Watching the dancers ) Little secret… Girls who are dancing with their girlfriends would rather be dancing with a potential boyfriend.

Clay: Yeah, unless they’re together.  You know, like a couple?

Spencer:  ( Smiles ) Isn’t that every guy’s fantasy? Two girls at the same time.

Clay:  Don’t believe everything you read, Spencer.

Spencer:  Oh no, no. Oh no. I’m just going by everything that you read… Or at least what’s under your bed.

Clay: ( Stutters ) T-Those are Glen’s.

( They reach the bar )

Spencer: I need some water.  ( Leans on the counter, speaking to the bartender who’s busy with some scandalously clothed teenagers ) Hello? ( No response ) Hellloooo? ( Looks to Clay, irritated ) What do those two girls have that I don’t have?

( We see Kelly for the first time in the background checking Spencer out )

Clay: Low moral fiber?

( Spencer gives him a look and he laughs )

Clay: Just a guess.

Spencer: ( To the bartender again ) Excuse me? ( Starts to wave to get his attention ) Hey…

( Kelly walks up and stands between Clay and Spencer )

Kelly: ( To Spencer ) He always lets the Barbies in. What are you drinking?

Spencer: ( A little surprised, she smiles ) Water.

Kelly: ( Leans slightly over the counter to show off her semi-low cut shirt to the bartender ) Hey, can I get a couple of waters over here?

( The bartender finally notices and gets their drinks. Kelly straightens up and smiles at Spencer )

Kelly:  I’m Kelly.

Spencer:  ( Smiles back ) Spencer.

Clay:  ( Interrupting, holds his hand out to Kelly ) Hi, I’m Clay. ( Kelly shakes his hand )

Spencer:  Do you go to King? I haven’t seen you around.

Kelly:  That’s ‘cause I go to Westcott.

Clay:  ( Impressed ) Westcott?  Now, that’s a good school.

Kelly:  ( Small laugh ) That’s what the brochure says. ( Turning back to Spencer ) Anyway, I was going to get something to eat if you guys are interested, only… ( Looks to Clay ) I wasn’t having any luck snagging a table.

Clay:  Oh, wait.  No problem, I’ll grab one.

( Clay walks off, glancing at Kelly over his shoulder.  Kelly turns back to Spencer )

Spencer:  So hey, thanks for helping me with the bartender.  I’d still be trying to flag him down.

Kelly:  ( Rolls her eyes ) If you’re not half naked, you’re invisible.

Spencer:  ( Laughs ) Yeah, I bet.  But, you know, the way you handled the bartender, I’m sure you could have got us a table if you really wanted to.

Kelly:  Yeah, well… ( Glancing over to Clay ) Your boyfriend seems eager to please.

Spencer:  Clay? ( Laughs )  My boyfriend? No, he’s my brother.

Kelly:  Oh. ( Smiles ) So, you’re single?

Spencer:  Yeah, so far.

( Spencer turns to follow Clay’s path through the dancing crowd.  Kelly follows with a little smirk on her face )

( Fade out: South of Nowhere theme song - "Lift Me Up”, Gena Olivier )

( Fade in: Second Scene - More scenes of LA flash across the screen until we get to King High School.  Several students are running to get to class, to meet up with friends, etc. We see Ashley and Spencer walking together down a sidewalk )

Ashley:  So, you gonna tell me about your night out with your new friend?

Spencer:  She has a name, you know.

Ashley: ( Contemptuous ) Oh yeah, she has a lot of names, ones with like four and five letters.

Spencer:  How many letters does, “I’m allowed to have other friends,” have?

Ashley:  ( Waves off her question ) All I’m saying is she’s bad news.  I’d steer clear if I were you.

Spencer:  You know, some people might’ve said the same thing about you.

Ashley:  ( Gets defensive ) Whatever… ( Rolls her eyes ) Okay, who?

Spencer: ( Amused ) The entire school, but that’s not the point.  And, you know- It doesn’t mean that she doesn’t deserve to have friends.

Ashley:  You are so clueless sometimes.  You do know she’s gay, right?

Spencer:  ( Laughs ) What?  She is not.  You need to reboot your gaydar.

Ashley:  Whatever.  Don’t kid yourself.  It’s better than your breeder meter.

Spencer:  ( Astonished ) What is it that every gay person is so sure that everybody else is gay?

Ashley:  It’s not everybody else, just the gay ones. ( Changes the subject ) So, how was your big brother’s date with Madison?

Spencer:  Do you mean, “Will there be a second date?”

Ashley:  From what I hear she’s a pretty good first date.

Spencer: ( Grimaces slightly ) Yeah.

( Ashley stares off towards the parking lot )

Ashley:  Umm, do I look loaded to you?

Spencer:  ( Turns to look at her ) What?

Ashley:  ‘Cause I think it’s my mom.

( They both look in the direction of the parking lot.  Scene cuts to Ashley’s mom, Christine, walking through a crowd of students.  She waves and calls out to Ashley )

Spencer:  What is she doing at school?

Ashley:  ( Raises her eyebrows ) Call you later?

( Spencer walks off as Ashley walks over to meet her mom )

Ashley:  Did ya get lost?

Christine:  Very funny, sweetheart.  No.  I have a little favor to ask you.  You know that Rick and I haven’t been dating for very long, ( Giddy ) and I think tonight is the first night he’s going to stay over.  ( Pause ) And I haven’t actually gotten around to telling him that I have a… teenage daughter.

Ashley:  ( Whines ) Mom-

Christine:  ( Cuts her off ) -I just don’t want to scare him off.

Ashley:  So, I’m the one who should get lost?

Christine:  Just for tonight.

Ashley:  Fine.  ( Pushes her hair out of her face ) I’ll stay with dad.  I just have to swing by home and pick up a couple things.

Christine:  Oh, I packed a few of your things. ( Camera moves down to reveal the green bag Christine is carrying ) And I threw in that cute little sundress, the one that makes you more… feminine. ( Hands her the bag although you can see Ashley’s disdain for said sundress )

Ashley:  ( Frowns at her ) You really planned this out.

Christine:  Cheer up, honey.  ( Reaches up to caress Ashley’s forehead ) Fewer frown lines that way. ( Kisses her on both cheeks and waves ) Chao.  ( Walks back to her car, leaving Ashley staring after her )

( Ashley looks around and stalks off.  Scene cuts to Clay and Sean chasing after Spencer.  They slow down to a trot once they reach her )

Sean:  Hey, what’s up, Spence?

Clay:  Hey, you need a ride home?

Spencer:  ( Looks back at them ) Yeah, actually that-

( Spencer is interrupted by a car horn honking at them.  The three look over to see Kelly drive up in her stylish yellow convertible.  Kelly leans forward to look out the passenger window at Spencer; she waves.  Spencer smiles at her and turns back to the guys who are both staring with their mouths open )

Spencer: -won’t be necessary. ( Turns and heads off towards Kelly’s car )

Clay: Hey Kelly! ( Waves enthusiastically )

( Kelly gives him a half-hearted wave in return and turns away disinterested.  Spencer runs up to her car )

( Scene cuts back to Clay and Sean )

Clay:  ( Staring after them ) She was at the club last night, and she is fine.  What do you think my chances are?

( The car, now carrying both Kelly and Spencer, speeds off across the parking lot )

Sean:  Depends on how fast you can run.

( Clay gives him a look and walks off, leaving him behind )

Sean: ( Puts his hands up in question, smirking ) What? ( Walks after Clay )

( Scene cuts to flashes of LA traffic from the inside of Kelly’s car )

Spencer:  Thanks for the ride.  I owe you one.

Kelly:  No problem.  If you really want to pay me back, go with me to see DJ Money at GRAY tonight.

Spencer:  You kidding me? I thought they were sold out.

Kelly:  It is.  ( Shrugs ) I got us two tickets. Short notice, I know.  What do you say?

Spencer:  I’m definitely in.

Kelly:  Have you heard his new CD?

Spencer:  No, not yet.

Kelly:  Oh God, check this out. ( Pushes a button on her radio, and the music starts streaming out )

Spencer:  ( Nods her head to the beat ) All right! ( Looks around ) This is such a cool car! You think we can lose the top?

Kelly:  ( Raises her eyebrows at Spencer and smiles ) You want to go topless? ( Laughs ) Okay.  ( Lets go of the steering wheel and starts to pull her shirt off )

Spencer:  ( Shocked ) N-no-no-no-no-no! ( Reaches over to grab the steering wheel ) I meant the convertible top!

Kelly:  ( Laughs and pulls her shirt back down ) Oh, that top. ( Holds onto the steering wheel again and presses a button to put the top back )

Spencer:  ( Leans her head back ) Wow ( Claps ) Whoo!! Yeah.

( Both girls smile and laugh, enjoying the breeze )

( Scene turns to Aiden at another school’s, the Wildcats’, gym.  We see him stalking across the court before the away game starts )

Aiden: Hey! ( Walks over to Glen ) Why don’t you start chasing your own rebounds? ( Moves right up to face off with him ) Instead of mine?

Glen:  ( Smirks ) Last time I checked she was the one paying me the attention.  Of course, that was only after one date, so… who knows what happens when she comes back for seconds?

( Aiden shoves Glen who, in response, shoves him back.  They start to fight before the rest of the team runs over to break them up )

( The next part of the scene cuts to the cheerleaders after the team pulls Glen and Aiden apart )

Madison:  ( Speaks to the squad while she walks by ) It’s time for mamma sita to dispense a little discipline. ( Walks over to Glen and gives him a sweet smile.  Leans into him and moves up to whisper something in his ear )

( The next scene changes to Ashley sitting outside with a phone held up to her ear )

Ashley:  My mom just sucks.

( Scene then cuts to Spencer who’s on the other end of the line.  She’s standing in front of a mirror in her room with only a towel on.  She talks to Ashley while she holds up outfits, trying to figure out what to wear that night )

Spencer:  ( Sighs ) What’s wrong?

Ashley:  What’s wrong is that Dad #4 moved out, and now my mom’s having a sleepover with the new man candy.  And my dad’s new girlfriend, Jodi, is having a party at his place. ( Irritated ) So, I’m kicked out of there… I’m this close to sleeping in my car.

Spencer:  Ugh, no you’re not, you’re coming here.  I’ll tell my mom that you’re staying over.  Only thing is, umm… I’m going to see DJ Money tonight.

Ashley:  With who?

Spencer:  You mean “with whom?”

Ashley:  I mean “with whom” are you going?  And don’t lie, ‘cause I know that it’s Kelly.

Spencer:  ( Sits down on her bed ) Fine, you got me.  You know, I’ll just call her and tell her that you’re gonna join us.

Ashley:  No way.  Have fun tonight.  I’ll be fine home with your family.

Spencer:  ( Scoffs ) You’re not gonna be third wheel.

Ashley:  Damn right, I’m not.  You can find someone else to chaperone you on your big date.

Spencer:  Ash, it’s not a date.

Ashley:  Yeah, right.  Remind her of that when she’s trying to score! ( Hangs up her phone and smirks.  Spencer looks bewildered as she puts her phone down )

( The next scene is back at the Wildcats’ gym.  We hear the final buzzer and see the team starting to drag themselves back to the locker room, grumbling in defeat.  Aiden decides to confront Glen again )

Aiden:  You killed my momentum by missing that 3-pointer in the third quarter, you loser.

Glen:  I’m the only one that had momentum out there, you just walked through the game!

Aiden:  I didn’t see you grabbing any rebounds!

( Camera cuts to Madison listening in on their argument before turning back to them )

Glen:  Well, maybe if you had made some of the shots in the first place, I wouldn’t have to bail you out on the rebound.

( Glen stalks off, leaving Aiden behind.  Madison calls out to Aiden )

Madison:  ( Smiling ) Hey baby.

Aiden:  ( Narrows his eyes at her ) Baby? I thought Glen was your new slave.

Madison:  You know I get bored easily.  ( Gives him a seductive smile ) I could use a little break.

Aiden:  ( Walks over to her ) I’m listening.

Madison:  That’s because you still love me.  ( Smiles up at him )

Aiden:  No.  ( Smiles) It’s… because I’m a whore.

Madison:  I always liked that about you. ( Moves up to whisper something in his ear )

( Next scene:  Shows more flashes of LA, this time at night, before we return to the Carlin residence.  Ashley is sitting comfortably on Spencer’s bed, reading a magazine, while Spencer walks around the room half-naked, trying on different tops.  They’re both quiet in their activities before Spencer’s mom, Paula, comes in )

( The door opens and Paula leans against the frame.  She smiles at first to Spencer before she notices Ashley sitting on the bed.  Her smile fades )

Paula:  ( To Spencer ) You almost dressed, hon?

Spencer:  Uh, yeah.  Getting there. ( Pulls on another shirt )

Paula:  ( Nods and looks anxious ) Good. ( Turns to Ashley ) So, uh, Ashley?  Are you ready for the show?

( Spencer glances at Ashley while she answers )

Ashley:  ( To Paula ) Nah, actually I’m not a big… ( Catches Spencer’s glance ) … fan of the DJ. ( Looks back to Paula.  Spencer smiles to herself, amused )

Paula:  Well, then uh… Make yourself at home.  Dinner will be ready in about an hour.

Ashley:  Thanks. ( Goes back to reading her magazine )

Paula:  Okay. ( Gives them a tight smile and then moves as if to leave the room again, but she stops when her eyes fall on the brightly colored sundress Christine packed for Ashley, folded up on top of the green bag sitting on a dresser next to the door )  Ashley, this… is an adorable dress. ( She picks it up and holds it out in front of her to examine it.  Spencer looks like she’s trying not to laugh, and Ashley glances over at her, unsure of what to say.  Paula looks back to Ashley after checking out the dress ) Yeah. ( Smiles at her )

Ashley:  ( Looking horrified, forces a smile ) Uh, thank you.

Paula:  It’s really cute.  ( Smiles again and folds the dress up, placing it back where she found it ) Okay. ( Another smile, and then she finally turns to leave and shuts the door behind her )

( Ashley looks to Spencer and gives her a phony smile, and Spencer gives her a confused look due to her mother’s strange behavior.  Ashley laughs quietly but stops when they hear the door handle jiggling again.  Paula reopens the door and looks at them, giving them a little shrug and a smile; then she turns to leave again, leaving the door open this time.  Once gone, both Spencer and Ashley crack up )

Spencer:  You should wear it to dinner. ( Referring to the sundress )

Ashley:  ( Fake chipper-ness ) Ah, you should wear it on your date!

Spencer:  Ugh! ( Throws her hands up and marches over to wear her shoes are sitting on the floor ) It’s not a date!

Ashley:  ( Sits up ) Really?  Then why is that the millionth outfit you’ve tried on?

Spencer:  ( Sits down to try some different shoes on ) I just want to look nice.  You know, maybe some cute guy is there.

Ashley:  ( Sarcastic ) Aw, good, they can watch Kelly feel you up.  ( Spencer gives her a semi-outrageous look, and Ashley, smiling to herself, pauses for a second to regain her composure ) Right, it’s for the cute guys.  Then uh… why are you putting the platforms on that I let you borrow?  You know that they give you blisters.  And they’re the last thing the cute guys are gonna notice. ( Spencer gives her another look before turning her attention back to lacing up her shoes ) Look, all I’m saying is that you’re gonna be on your feet the whole night… ( Pause ) Wait. ( Spencer stops and looks up at her ) Unless you want Kelly to sweep you off your feet! ( Throws her arms up and falls back against the pillows in fake ecstasy )

Spencer:  It is not a date!  ( Throws a shoe at Ashley, fed up ) God, shut up. ( They both laugh )

( The next scene is back to the Wildcats’ gymnasium later that night.  We see the last school bus carrying the team back to their school, only Aiden isn’t on it.  And neither is Glen.  Glen walks up to Aiden who’s standing on the sidewalk )

Aiden:  Why aren’t you on the bus?

Glen:  ( Smirks ) Madison’s giving me a lift.

Aiden:  ( Laughs at him ) Not tonight.  She’s giving me a ride.  She wants to give us another shot.

Glen:  You’re lying.

Aiden:  ( Sarcastic ) Yeah, I’m uh- I’m standing out here because I like talking to you.

( They both stare at each other for a moment before looking at the ground.  Then they look around at the completely deserted school and parking lot.  Seeing there’s obviously no one coming, they come to the same conclusion.  They start to walk in the general direction of their school )

Glen:  Madison set us up.

( The next scene takes us back to the Carlin residence where the sound of their doorbell echoes through the house.  We see Spencer hurrying down the stairs to answer the door, but she stops suddenly when she reaches the bottom.  She calls back to Ashley quietly who’s following closely behind her  )

Spencer:  ( Trying to sound convincing )  It’s not a date.

( Ashley follows behind her as they move into the foyer with a big smile on her face.  We see that Spencer is all primped up before the camera shifts to reveal Paula opening the front door )

Paula:  Hi Kelly.

( Kelly walks in looking amazing, extremely dressed up.  She smiles widely to Spencer, but Spencer’s smile drops off her face suddenly when she sees what Kelly’s wearing.  Ashley quickly passes in front of Spencer and gives her a sideways glance )

Ashley:  ( Speaking softly so that no one else will hear ) It is so a date.

( Spencer glances at Ashley and then looks back to Kelly, mustering up a smile.  Paula closes the door behind her; she’s obviously excited to see that Spencer has a normal looking friend.  Ashley sits off towards the side, smirking to herself )

Paula:  So, Kelly. ( Spencer’s dad, Arthur, and Clay walk in ) Now, that is a terrific dress.

Kelly:  Thank you, Mrs. Carlin.

Paula:  ( Checks out the dress ) Who’s is that?

Kelly:  Actually, I’m not really into labels.  I made it myself.

Clay:  Wow. ( Stumbles trying to find the right word ) I-it-it’s really uh… terrific.  ( Grimaces at how lame he sounded )

Arthur:  You guys have class together?

Kelly:  Actually, I go to Westcott Academy. ( Paula looks impressed )

Arthur:  That’s an impressive school.  We looked at that for Spencer, but it was a little pricey.

Spencer:  ( Cuts in ) Kelly has a scholarship.

Arthur:  ( Impressed ) Is that so? That’s-

Clay:  ( Interrupts ) Does Westcott ever have dances or mixers?

Spencer:  ( Looks mortified.  Quickly grabs Kelly’s hand and pulls her towards the door ) We better bolt, or we’re gonna be late for the show.

( Clay stares after them. Spencer’s parents both move towards the door )

Paula:  Are you guys sure you can’t stay for dinner?

Spencer:  Gotta go mom.  ( Opens the front door and walks out, dragging Kelly behind her.  Ashley looks amused )

Arthur:  ( Calling out after them ) Kelly, you’re welcome anytime for dinner!

Paula:  Bye! ( They close the door.  Taking his wife’s hand, they walk back to the kitchen together )

Clay:  ( After the parents are gone, he walks over to stand next to where Ashley is sitting )  Hey, you think, uh… you think Kelly would be down with black guys? ( Leans against the wall )

Ashley:  ( Smiles ) Oh, I think it has nothing to do with being black.

Clay:  Well, does she have a boyfriend?

Ashley:  ( Obviously enjoying this, responds in all seriousness ) Um, I don’t believe so.

Clay:  ( Smiles ) Heh, sweet.  S’sweet. ( Smacks her on the arm in true guy fashion and starts to walk by in front of her, back towards the kitchen )

Ashley:  ( Smiles and stands up as he passes by ) Yee-eah. ( Stands there for a moment behind him ) Unless they, uh… changed the definition of being lesbian.  ( Smiles to herself and walks out of the room quickly.  Clay is left nodding to himself, soaking in this new information.  The smile drops off his face )

( The next scene goes back to Glen and Aiden walking down some foreign, darkened street.  Aiden’s trying to call someone on his cell phone )

Glen:  I hope Madison’s happy. ( We hear beeping noises from Aiden’s phone ) Any signal yet?

Aiden:  Nah. ( Looking down at his phone ) This thing’s got zero range.

Glen:  Ah!  Just like your jump shot.

Aiden:  ( Bitter laugh ) Where’s your phone?  Oh, that’s right.  You left it at home with your game!

Glen:  ( Shakes his head, annoyed ) Man, this is gonna take forever.

Aiden:  ( Sighs and walks out a little ways ahead of Glen ) We better move it.  ( Glances back at him ) That is if you can keep up. ( Starts running.  Glen runs after him )

( Next scene:  We’re back at the Carlin home, looking at all of the food set out on the table.  Ashley’s the first one we see.  She immediately picks up her fork and starts shoving food in her mouth.  Paula looks bewildered )

Paula:  ( Tries to get her attention ) Ashley.

Ashley:  ( Looks up at Paula and replies with a mouth full of food ) Yes?

Paula:  Would you like to say grace? ( The rest of the family left there, including Paula, Clay, and Arthur, reach out to hold hands )

Ashley:  ( Chews lightly on her food while she contemplates this ) Grace?  ( She looks around at the rest of the table.  Both Clay and Arthur look at her )

Paula:  ( Looking down at her ) Yeah.

Ashley:  ( Chews some more and then puts down her fork ) Okay. ( Reaches over to grab Paula’s and Arthur’s outreached hands.  Everyone except for Ashley bows their head while shutting their eyes.  Ashley looks around at them ) Um, I’d like to thank everyone for being here… And thank you for the food.  ( Thinking that’s it, she doesn’t say anything else.  She looks around at the family who, one by one, open their eyes to look up at her expectantly.  Realizing what she has to do, she quickly closes her eyes and starts to talk again )  And, uh… bless the s-starving children.  ( Clay looks like he’s trying not to laugh ) And bless the people giving the starving children food. ( Paula looks across the table at her husband ) And… thank you, G-G-God… Thank you, God. ( Smiles and opens her eyes, looking to the rest of the table ) We good?

Arthur:  Amen.

Clay:  ( Smiles ) Great. ( Ashley looks relieved and starts to eat again.  Paula watches her closely )

( The next scene we see a large crowded line of people trying to get into the club, GRAY.  Kelly and Spencer walk towards the front of the line )

Spencer:  I thought we were going to the show?

Kelly:  We are.  This is just the VIP party before.

Spencer:  We’ll never get in here.

Kelly:  ( Stops and puts her hand on Spencer’s shoulder ) Beautiful girls can get in anywhere.  ( They move up to the body guard who smiles and lets them right in.  They walk in, smiling )

( Scene goes back to the dinner table at the Carlin’s.  They’re all laughing about something funny someone has said )

Arthur:  ( Addresses Ashley once the laughter has died down ) So, Ashley? How was your day?

Ashley:  My day? ( Seems startled by the question at first.  Arthur nods ) Um, lets see.  Oh! My mom came by school today, which, of course, was only to tell me that I couldn’t come home, because it would interfere with her trying to dent in some new hottie. ( All of the Carlin’s look kind of surprised by this, but it only gets worse )  Which actually… guess that means the pool guy is gone.  Hell yeah, like he always put way too much chlorine in the pool.  So, I tried to go over to my dad’s and crash there, but that would mean having to hang out with his model girlfriend, who isn’t even a real model. ( Scoffs ) She’s a hand model.  So, that was my day.  ( Looks at Clay )  What about you?  What’s your story?  But I mean, like… isn’t it weird being black growing up in an all white family?

Clay:  ( Looks shocked ) Uh…

Arthur:  Wait… ( Looks at his son ) Clay… you’re black? ( Clay and Paula laugh.  Ashley looks confused )

Clay:  ( To Ashley ) Well, mom and dad adopted me when I was eight, and it’s been pretty great ever since.

Paula:  ( In response to Ashley’s question ) Uh, no, we’re color blind when it comes to family.  ( To her son ) Right, Clay?

Clay:  ( Nods ) Yeah.

Ashley:  No, no, I mean… I think it’s awesome.  There aren’t enough people like you guys out in the world.  You know, not caring about race, or religion… sexual orientation. ( Paula loses her smile and looks across the table at Arthur.  Ashley’s oblivious ) That’s what I love about you guys ( Takes another bite of food )

( Scene returns to the inside of GRAY with people dancing everywhere.  We see Spencer heading over to the bar.  Cat, the manager, comes over to serve her )

Cat:  ( Smiles ) Hi, what can I get you?

Spencer:  Um, Coke and a Cranberry juice.

Cat:  ( Works on their drinks ) So, you here with Kelly?

Spencer:  Yeah, uh, well not… with-with.

Cat:  ( Amused ) Does Kelly know that?

Spencer:  Sure. ( Seems a little uncertain )

Cat:  ( Hands Spencer their drinks ) Have fun.

Spencer:  Thanks.

( We hear the DJ talking through the speakers as Spencer makes her way back to the table with their drinks )

DJ:  ‘Bout time for us to flip the script on ya.  Guys grab a girl!  Girls grab a guy!  Girls grab a girl ( Smiles ) Lets get crunk and sexy. ( Starts playing a slow song.  Camera cuts back to where Kelly and Spencer are sitting )

Kelly:  ( Stands up ) I love this song, come on.  ( Holds her hand out to Spencer, and she takes it.  They walk out to the dance floor, and Kelly pulls her close.  They start dancing, but Spencer, obviously uncomfortable, looks around )

Spencer:  ( Looking back at Kelly, pulls away from her ) Uh, bathroom? ( Kelly smiles and nods slightly.  Spencer takes off in the direction of the bathroom.  Kelly, misinterpreting her signals, follows closely behind.  Spencer runs into the first stall and slams the door shut.  Kelly’s smile fades when she’s met with a closed door.  Spencer waits and listens for her to leave.  Kelly walks back into the club )

( We’re taken back to Glen and Aiden still running down a darkened street.  They both slow down and Glen stops when he sees a payphone.  Gasping for breath, he picks up the phone only to realize the cord is broken )

Glen:  ( Slams the phone back down, glaring at Aiden ) Great.

Aiden:  Those things never work anymore.

Glen:  That’s probably because they assume ordinary idiots would have normal cell phones that actually work.

Aiden:  ( Laughs quietly, trying to catch his breath ) Guess we’re not ordinary idiots. Besides, who were you gonna call… Madison?  You really think she’d come running?

Glen:  ( Gets riled up ) You think she’d come running for you?!

Aiden:  Who needs Madison? ( Smiles, obviously enjoying this ) When I got your sister?

( Glen punches Aiden who, in turn, tackles Glen )

( Back at the Carlin residence, we see Arthur and Paula cleaning up in the kitchen after dinner )

Paula:  Hope you got a good look in there, because that is a troubled teen.  Got no parents… no moral grounding.  No spirituality.  And Glen says she’s gay.

Arthur:  Honey, would you come on?  You’re overreacting.  I don’t see any harm in them being friends.  Besides, kids like Spencer don’t change overnight.

Paula:  Yeah, I know.  They change little by little.  The reality is that girl’s gonna be spending far more time with our daughter than we will.

Arthur:  Paula, we’ve done a great job raising Spencer, teaching her values.  And if she trusts Ashley, maybe we should, too.

( In the middle of their argument, they pass by the living room where Ashley and Clay are playing Scrabble, oblivious to their conversation.  Both Arthur and Paula quiet down as they walk by.  They stop in to listen just as Ashley jumps up during her turn )

Ashley:  ( Does a little victory dance before sitting back down ) Triple word score: Herpes!

Paula:  ( Turns back to give her husband a look as if that one thing supported her argument ) Well, at least Spencer’s in good hands with Kelly.

( Scene cuts to a darkened car with two figures curling up in one another’s arms.  We see through their driver’s window a little yellow convertible pulling up beside them.  Kelly has brought Spencer to an obvious make-out point )

Spencer:  ( Looks at the next car nervously as Kelly parks the car ) So… what are we doing here?

Kelly:  ( Reaches over and puts a hand on Spencer’s bare leg ) The club seemed too crowded to talk.

Spencer:  Ok so, what do you want to talk about?

Kelly:  ( Smiles softly ) This… ( Leans forward to kiss Spencer, but Spencer pulls away.  Kelly gets angry ) What are you?  A lesbian or a tease?

Spencer:  ( Shocked ) I thought we were just friends…

Kelly:  ( Rolls her eyes ) Oh, I get it.  This is your little straight girl experiment… You wanna take a field trip into what it’s like to be with a girl, but as soon as things get a little serious, you wanna jump back on the bus.

Spencer:  That’s not what this is.

Kelly:  No.  What this is is a waste of my time.  ( Moves back into her seat and reaches for the ignition )

Spencer:  ( Irritated ) So what?  Put out or get out?

Kelly:  ( Rolls her eyes again ) Ugh, whatever. It’s almost midnight.  Better get Spencer-ella home so she can turn back into a straight girl. ( Starts the car as Spencer turns to stare out the window )

( Next scene:  We see Ashley sitting by herself on the Carlin family sofa.  Clay walks in behind her and looks around )

Clay:  ( Walks towards the couch ) Hey, have you seen a chemistry book?

Ashley:  ( Small laugh ) Not in years.  ( Looks at Clay ) Sorry, me no study a lot. ( Turns back around and stares into space )

Clay:  ( Watches her ) You okay?

Ashley:  Yeah… Yeah, I was just thinking. ( Clay walks around to the front of the couch where she’s sitting ) You said the Carlin’s adopted you when you were eight?

Clay:  ( Still watching her ) Uh huh.  ( Moves to go sit on the couch beside her )

Ashley:  ( Looks at him ) Funny… That’s the same year that my father left me.  Glad it was a good year for somebody.

Clay:  ( Confused ) Well, you make my life sound like a picnic.

Ashley:  ( Raises her eyebrows at him ) You make your life sound like a picnic.  At least you did at the dinner table.

Clay:  Well, it is… sometimes.  Other times it’s just not.  Look… mom and dad did great.  But sometimes I wonder about my real parents, you know… who they were.  Did they abandon me, or did they know I’d have a better life with someone else? See… the messed up thing is I don’t know whether to hate them or to thank them.  And… I know your parents are all screwed up, but at least you know they’re your parents.  You still got a chance to make things work…  I had the choice made for me.

Ashley:  ( Looking down ) The thing that bothers me most isn’t that they don’t care about me… It’s the fact that I care that they don’t.  ( Clay nods as Ashley glances over at him )

( Scene cuts back to Glen and Aiden rolling around in the dirt, still trying to fight each other.  A car pulls up and a couple of girls interrupt them )

Girl:  Excuse me? ( Both of the guys stop long enough to look up at her ) Uh, sorry to interrupt ( Amused ) but we’re trying to get to a party on Kemp Drive, and we’re a little lost.

Aiden:  ( Moves to sit on his knees, trying to compose himself.  He points left ) Uh… It’s back that way.

Glen:  Yeah, like uh… like a mile and a half.

Girl:  ( Smiles ) Don’t you guys play for King High?

Aiden & Glen:  Yeah.

Girl:  Are you lost?  ( Glances at her friend briefly ) ‘Cause if you don’t have to be back anytime soon… you can come to the party with us?

( Aiden and Glen look at each other )

Glen:  Not a word to Madison?

Aiden:  Not a word to your sister?

( They shake hands and get up to head over to the car )

( Next scene:  Back to the Carlin residence - We see Spencer open her front door and step inside the dimly lit foyer.  She heads over to the stairs, not knowing that anyone’s down there, when Ashley stops her )

Ashley:  ( Leaning against the living room door frame ) So, how was your night out? ( Smirks )

Spencer:  ( Looks over at her ) You mean my date?  ( Turns to face her fully ) You were right.  She was into me ( Smiles ) I mean, she didn’t-

Ashley:  ( Cuts her off, waving her hand ) –Okay, okay I get it.

Spencer:  ( Laughs quietly and goes over to sit on a couch ) She definitely wanted to be more than friends.

Ashley:  ( Watches her ) So, do you like her?

Spencer:  ( Fake smile ) What’s not to like?  Being stalked into the bathroom, ( Ashley sits down next to her ) driven to make out points, and accused of being… a tease.

Ashley:  ( Smiles ) Did she kiss you?

Spencer:  ( Nods ) Tried to.

Ashley:  ( Small laugh ) Let me guess… She took you to Griffith park?

Spencer:  ( Nods ) Yeah.

Ashley:  Then put on her sexy little music and tried to make the big move?

Spencer:  ( Confused ) Yeah, how did you know that?

Ashley:  She pulled the same, lame maneuver on me last year.

Spencer:  ( Flustered ) Why didn’t you say something?

Ashley:  Uh, I seem to recall that I did?

Spencer:  ( Irritated ) I’m sorry I didn’t listen to you, but I just thought you were being-

Ashley:  ( Cuts in ) -Jealous.

Spencer:  ( Stops and looks at her ) No. ( Looks away ) I mean…

Ashley:  Well, I was jealous.  ( Spencer looks back over at her ) You know, like in a friend sort of way.  ( Gives her a little pout ) Forgive me for being so needy?

Spencer:  ( Smiles ) Only if you forgive me for not trusting you.

Ashley:  ( Gives her a warm smile ) Forgiven. ( Holds her arms out and they hug.  Ashley holds her close and they stay like that for a moment.  The camera cuts to Paula walking down the stairs, a blanket and pillow are tucked under her arm.  She slows to a stop when she sees Ashley’s arms wrapped around her daughter in a warm embrace on the couch )

Paula:  ( Interrupts them suddenly ) It’s getting late. ( The girls break apart and stand up as Paula makes it to the bottom of the stairs )

Spencer:  Oh. ( Leads the way to the stairs as Paula walks by them ) Um, we’re gonna go to bed now. ( To Ashley ) Come on.

Paula:  ( Heads toward the living room ) Yeah, actually um… ( Turns back to face them briefly ) I’m making up a bed for Ashley down here. ( Continues into the living room, leaving them behind )

Spencer:  ( Looks irritated after her mom. Ashley looks to her ) My parents can be so annoying.

Ashley:  ( Watches her ) At least they’re here. ( Spencer reluctantly heads upstairs and Ashley goes into the living room )

( We lastly see Ashley looking at some family photos of the Carlins sitting on a table next to the couch.  She takes out her cell phone and dials a number. Holding the phone up to her ear, we here it ringing on the other end )

Ashley:  Hey, Dad? Um, it’s me… Ashley. ( Her words become inaudible as she walks around the couch and the scene fades out )

-Final credits-

END OF EPISODE

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TRANSCRIBED BY HOLLY FOR
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