Almost achieving one of the three (she was Miss Arizona 2002), still isn't reason enough to go back to Dominican Academy, a prestigious Catholic prep school for girls in New York City.

"I couldn't have been less 'in' in high school," says the 27-year-old Phoenix lawyer. "I had almost no friends and was universally regarded as the class geek."

Sporting "big, buck teeth," acne and giant glasses with pink frames, Lawless says she tried to fit in, fixing her hair the way other girls did and slouching her socks. Her efforts were mocked by the popular girls who, despite their mandatory school uniforms, were able to exclude those who didn't have the right earrings or shoes.

"Girls can be brutal," she says. "But I learned that one or two good friends are so much more important than 15 to 20 superficial friends."

'A FALSE YOU'

It's a lesson that not everyone who tried to fit in, and couldn't, learns, says Annie Fox, an author of teen coping books and a cyberspace version of Dear Abby for teens. Being unpopular in school can, at best, bring on sad memories, Fox says, or at worst, insecurities and doubts that stand in the way of happiness and success.

"It forces you to suppress who you really are because you may be too much or not enough of what these other (popular) people think is valuable," says Fox, host of www.theinsite.org. "You go through school with a false you out in front, and you lose that piece for good."

That's especially true for girls, she says.

"Girls are so (much more) advanced socially and emotionally than boys their age," Fox says. "For girls, their group of friends is like their lifeblood. With boys, they bond for specific tasks, and when it's over, it's over."

Girls are more worried about being made fun of — something that doesn't happen to popular people — than they are about anything else, according to a 2003 survey.

"Feeling Safe: What Girls Say," a report from the Girl Scout Research Institute, says girls fear being teased more than they do terrorist attacks, natural disasters or being kidnapped.

"I get so many e-mails from girls who have popularity issues, and I worry that they don't quite get that's not what's important," says Meg Cabot, a popular teen author.

GOAL TO BE POPULAR

Some of history's most admired people didn't give a hoot about being popular.

You'll never convince most middle school and high school students of that, because being popular for some is more important than math, English and acing the SAT combined.

Cabot makes the point that popularity is fleeting in her new novel, "How to Be Popular" (HarperTeen, $16.99). It's a tongue-in-cheek story of a teenager who — finally! — gets popular, only to find out it's not all that.

"She's an allegory for me, because she's good at managing things, and she becomes popular by doing that," said Cabot, who wasn't among the in crowd at her high school in Bloomington, Ind. "I became popular because I do what I love."

In Bloomington, as most everywhere, cliques fell along socioeconomic lines. Your family either had money for clothes and cars, things that made you popular, or they didn't.

"But I didn't want to hang with these guys because I didn't have anything in common with them," says Cabot, who has yet to attend any of her high school reunions.

Sometimes, your perception of your own popularity is a little off.

"I wasn't invited to the private parties on weekends that people would talk about on Monday, I was not part of the social clubs and I wasn't written up in the student newspaper," says Marlene Northrup, a 1961 graduate of Hoover High in San Diego.

But at reunions Northrup has been attending for 25 years, the Phoenix woman has gotten a different vibe. Maybe it's because the top tier of popular people haven't kept in touch and don't come to the reunions, for reasons she can't identify.

"All the hang-ups and egos are gone," says Northrup, 63, currently planning the 45th reunion. "People come up to me and speak to me as if we had classes and lunch together."

Perhaps there's hope for the geeks, the out crowd, the invisible high school students after all.