By Ladililn

Disclaimer: Not mine. Blah blah blah.

Okay, so I got this idea from two things: one, the story Up All Night by I would walk 1000 miles (thanks so much for the inspiration—and people, go check out that fic!). Two, my own experiences with all-nighters, none of which were admittedly as fun as the PCA girls' will be, but memorable experiences nonetheless.

Things are pretty random and pointless in the first chapter, and I apologize for that. There will be a plot later on. But I'm trying to be realistic here, and I know what it's like near the beginning of the night at sleepovers—craziness. Randomness. Pointlessness. For now, they're just having fun…but all the sleepover classics (Truth or Dare, pranks, popcorn, etc.…) will come later, along with a healthy dose of romance, comedy, secrets, drama, and…well, you get the point.

Also, this is going to follow canon up to Rollercoaster. It won't fit into Chasing Zoey canon. Chase is not yet back.

One more thing—for readers of Logan's Girlfriend, I am not giving up on that fic (and for very unlikely readers of Stupid Cupid, I'm not quitting that one either). I'm just taking a little break to work on this one because it came up and bit me on the bum and wouldn't leave me alone. :)

-end Author's Note now-

Chapter One/Hour One

"Let's Stay Up"

Zoey's POV

8:00 PM

Of course, Zoey knew, it was common knowledge that teenagers never got enough sleep. They went to bed too late and got up too early in order to make it to class, where they promptly fell asleep during slideshows.

Zoey knew that a ton of teachers must have complained about the slideshow-sleeping-students for Dean Rivers to do something about it. But do something he did. He announced Sunday that though he couldn't make the students sleep, he could at least try. So, he was experimenting. For one week, starting that night, everyone had to be in their dorm rooms by eight o'clock PM, unless with express written permission that they needed to be elsewhere.

This announcement was met with general outcry, but the Dean stood firm. He refused to listen to the please of students who swore they could never go to bed that early. He told them it was for their own good. And all the next week students were more alert in class than they'd ever been. The Dean was pleased, as Zoey could tell whenever she saw him on campus. Sure, some students would never change, but some learned their lesson and would continue to go to bed earlier long after Sleep Week was over. Sleep Week was even extending into the weekend—the last night was Saturday—so students could catch up on as much sleep as possible.

Which is why it seemed like such a good idea to stay up all night.

Sure, Zoey had had her fair share of sleepovers. When you had two roommates, practically every night was a sleepover. And Zoey had had her late nights, as well.

But she'd never stayed up a full night, from dawn till dusk. Now, however, she would.

Quinn had gotten the idea Wednesday while researching insomnia, and Lola and Zoey had quickly agreed. They planned for it the rest of the week, making lists of snacks to be procured and movies to be rented and activities to be prepared for, researching techniques to keep themselves awake for twelve long hours, choosing the best night to do it and the cutest pajamas to wear, digging out Lola's video camera, assembling together enough makeup and clothes to sustain Fashion Week for a year…

They didn't tell anyone of their plan, not even the guys. They knew Michael, Logan and James would want to join in if they knew, and for the main part Zoey, Lola and Quinn wanted it to be just a girl's night. That wasn't to say the boys wouldn't be getting a surprise visit or two, of course…

In preparation for their twelve-hour no-sleepover, the girls slept in late Saturday and took catnaps throughout the day. So when eight o'clock came and they bid Coco goodnight, the girls were wide awake and ready for their Big Night In.

8:00 PM

Zoey held her breath as she slowly closed the door, hearing the locks click. She turned back to face the room, and Quinn and Lola inside it.

"Are you READY?!" she shrieked. All at once they started jumping up and down, screaming, laughing, and hugging one another.

"Come on, let's change," Zoey said after they hopped and shrieked and laughed their way to Zoey's bed and flopped down on it.

"'Kay," Lola agreed excitedly. Quinn grinned. At this time, the very beginning of their fun, energy was bubbly and infectious.

Zoey quickly changed into her blue silk pajama pants and a white cotton tank top—her best pjs. She brushed out her hair and slipped on her bunny slippers and sat cross-legged on her bed while she waited for the other two.

Soon they were ready, Lola in a cute little yellow nightdress-slip and Quinn in her pink and orange striped pajama shorts and light blue shirt. Lola had put her hair up in a messy chignon, but Quinn left hers exactly as she had been wearing it lately—waving down her back.

"Sleeping bag time," Zoey said, and they instantly picked up their rolled-up sleeping bags from among their pillows; and grabbed some extra blankets and cushions. Lola brought her teddy bear. On the floor of their recently cleaned-and-tidied room they rolled out their sleeping bags in a three-pointed star, so their heads were all facing into a little circle. Lola immediately snuggled down into her sleeping bag. She gathered her pillow in her arms and set her chin on it, lying on her stomach, ready to hunker down for eleven more hours and forty-five more minutes. Zoey grabbed her nail-care kit and sat Indian-style on her sleeping bag.

Quinn went over to the mini fridge and pulled all of their supplies out of it and from on top of it, gathering them into her arms. Her arms were so full of overflowing snacks that she nearly dropped the Doritos on Lola's head before she dumped it all in the middle of the circle.

"Junk food," she announced, then sat on her sleeping bag like Zoey.

"Excellent," Lola said satisfactorily. Zoey rolled her eyes but smiled, and leaned forward to organize the giant pile a little.

"Chips, unmicrowaved microwave popcorn—with plenty of butter and salt—s'more stuff, all kinds of cookies, four kinds of pop, twelve kinds of candy, napkins and a popcorn bowl," Quinn listed. "The ice cream sundae stuff I'm leaving in the cooler for later. But first,"—Zoey swatted Lola's eager hand away from the package of Ding-Dongs—"dinner," Quinn finished. "Sushi Rox take-out, specially ordered for each girl." She grinned as she passed the small cardboard containers out.

"Thanks," Zoey said happily, taking her dinner and a pair of chopsticks from Quinn. "Yum."

For several minutes there was silence, but for the sound of the girls chewing.

"Well," Zoey said eventually. "What do we do now?"

This struck them all as ridiculously funny, considering the many hours that lay ahead of them, and they all burst out laughing. Lola spewed a little Sunkist out of her nose and Quinn inhaled some rice, choking and laughing.

"Ew!" Zoey giggle-shrieked, whipping a napkin at Lola. Quinn's eyes were watering from a combined inability to breathe and uncontrollable laughter.

"Okay, okay," Zoey said, trying to calm down by taking deep breaths. "We're good. We good?"

"Right," Lola giggled. "We're good." She took a bite of sushi, then spoke through her mouthful. "Let's paint our toenails," she suggested.

"All right," Zoey agreed, pulling her nail kit onto her lap. She unzipped the bag and began pulling out tubes and bottles of nail polish. "We have…Orange Crush, Pineapple Berry Splash, Royally Cherry…"

"Are these snow cone flavors or nail polish colors?" Quinn asked with a giggle.

"…Queen's Purple, Cyan Blue, Teal, Aquamarine, Sunny Day, GoodDaySunshine, Glambitious, Blonde Ambition, Peach, Snow White…"

"Oh, just shut up and give me sparkles," Lola cut in.

"Fine," Zoey laughed, dumping the entire contents of the bag into the middle of the circle. "Just grab something, then!" They all did, and after a bit of fighting over who got the Blueberry-Scented Finishing Gloss, they settled down to paint their toenails, focusing all of their attention on not getting any sparkles on their sleeping bags, or worse, the carpet.

"Oh, my God," Lola said ten minutes later, while her toenails were drying and after she had just put the final coat of quick-dry polish on her fingernails for good measure. "We forgot the video camera!"

"I can get it," Zoey offered.

"No, I got this," Lola said, and carefully stood up, touching the wall for support. She shuffled over to her bed, trying to avoid getting any nail polish on the carpet as she walked. She carefully picked the camera up from her bedspread, fumbled it, and saved it just before it hit the ground.

"There we go," she said when she had placed the camera in the circle and sat back down.

"Don't turn it on yet," Zoey warned. "It'd be a very boring first five minutes of our movie if it's just watching our nails dry."

"So let's take pictures!" suggested Quinn, bouncing a little. "My cell has a great camera."

Zoey looked at Lola and shrugged. "Sounds good to me," she said.

"Yeah," Lola said. "More interesting than blowing on my pinky nail."

They spent a very hyperactive ten minutes while their polish dried jumping around the room, on the beds, taking random and silly and fake-modeling pictures. Zoey blasted music from the speakers and they sung along as loudly and badly as they wanted, dancing in front of mirrors and belting into their hairbrushes. And since nobody was allowed out of their rooms, nobody came to tell them to turn it down.

Finally they collapsed back on their sleeping bags, exhausted and breathless with laughter, smeared nail polish all over the room where they had forgotten to be careful.

"Oh, God," Lola laughed. She was looking over Zoey's shoulder as Zoey scrolled through all the crazy pictures they had taken.

"What now?" Quinn asked, turning the video camera on. "It's only been forty-five minutes."

"Seriously?" Lola said with surprise. "Wow. It feels like it's been so much longer!"

"And we've still got eleven hours and fifteen minutes to go!" Zoey said.

"Time'll start to fly…eventually," Quinn said. Zoey shrugged an agreement and started tapping an unopened Pixy Stix against her leg. An impish smile came over her face.

"Let's…" she started to suggest.

"Makeovers!" Lola sang.

"Yes!" Zoey said, springing up. "Exactly." She gave Lola a high five.

"Um," Quinn said, sounding apprehensive. "Do you mean—"

"C'mon!" Lola practically shouted with glee, grabbing Quinn's arm and tugging upwards. "Let's make you look like a supermodel."

"You mean a clown?" Quinn said, but allowed herself to be deposited in front of the mirror.

"I swear I won't do that," Lola said seriously, meeting Quinn's eyes in the mirror. Quinn rolled her eyes.

"Fine," she relented.

"Yay!" Lola squealed, and began brushing Quinn's hair with a paddle-brush. "I love the curls," she mused.

"Yeah, much better than the feathers," Zoey said. "Here." She shoved a copy of 17 Magazine into Quinn's lap. "Entertain yourself."

"You know," Quinn remarked as Lola brushed and Zoey sat on the edge of the bed. "The video cam is currently filming the wall."

"Oh, you're right!" Zoey said, rushing to pick it up. "Whoops." She turned it onto her face and smiled. "Hey. I'm Zoey Brooks, and along with my roommates Lola and Quinn, I'm pulling an all-nighter." She winked at the camera and then started laughing at herself. She sounded like a game-show host.

"Film me," Lola said, sticking her tongue out, so Zoey turned the camera onto her.

"Do a dance!" Zoey said. "Sing a song! Be silly! Say something!"

"All right, already," Lola laughed. The three of them joked around with the camera while Lola brushed Quinn's hair till all the snags were long since gone.

"Our movie isn't going to have a plot!" Quinn said, giggling, after Lola finished singing "I'm a Little Teapot" while Zoey zoomed in and out on her as fast as she could.

"Anh, it doesn't need a plot," Lola said dismissively, accidentally bopping Quinn lightly on the head with the brush. "It's a documentary. The plot is having fun. Now close your mouth so I can gloss you."

Quinn did as instructed, then looked up, correctly predicting Lola's next instruction as she came forward with the eyeliner.

"Done," Lola pronounced her charge a few minutes later. "Say hello to the world, gorgeous!"

"Hello!" Quinn sang jokingly into the video camera.

"Strike a pose, beautiful!" Zoey said through her giggles. "Fashion show! Model those pajamas!" Obediently, Quinn started walking up and down the room as though it were a catwalk.

And thus, unbeknownst to them, eight fifty-nine turned into nine o'clock. The first hour is always full of anticipation and laughter and energy and plans to play "Light as a Feather, Stiff as a Board" next and the feeling that you need to pack everything you can into every second…

But in the second hour, things get a little more organized. Things calm down.