Marshall had said that he didn't want to have his heart broken again. He once had a girlfriend but somethings happened and they broke up. Only his six friends actually know what happened because he was deeply hurt about it. After he broke up with her, he could not date anyone else, he could not love anyone and he got cold and reserved. He didn't disturb himself about anything that has to do with girls. His friends noticed it and tried to find out what had happened. Jordy was the first to get the truth out of him because amongst all of his friends, he never really liked all the attention they got. He was more reserved and cold by nature but it all reduced to some extent after he started having feelings for Oliannah. After Jordy found out, Marshall told the rest of the guys. They all helped him through that phase and helped him return back to his former self even though he still never had anything to do with girls. Well not until after he returned from his trip and met Cruella.
After trying to convince Marshall to confess his feelings for Cruella to no avail. They gave the idea of asking her to be his 'fake' girlfriend so that he can find out if she liked or not and he agreed.
Now they were with the girls and he didn't know how to ask her (Cruella) to be his fake girlfriend in front of them all. He should have asked them how.
While he was drowning in his thoughts, Jason, Wyatt, Hilda and Elizar where communicating through their minds. It was one of their powers. It was almost like a group chat just that it was with their minds. They were planning on how to excuse them to give Marshall the chance to ask Cruella without making it look suspicious. After they found they perfect solution, they decided to give it a try.
"Let's go to the monster house" Elizar said with a mischievous glint in her eyes. Marshall and Cruella were wondering what they were up to as everyone else agreed.
They arrived at the ticket stand to buy the ticket but the ticket seller said "the ride through the monster house is meant for two people in each carriage" and that was when Marshall knew that they were trying to get him the space he needed for which he was grateful.
"Since the both of you don't have somebody to go with why don't you go with each other" Hilda said earning a blush from Cruella making Hilda and Elizar giggle playfully.
They all went inside in two's and when Marshall couldn't take the silence anymore he decided to just ask her and get over with it.
"Uhm, can I ask you a question?" Marshall finally spoke up.
"Huh, yeah you can ask me a question" Cruella replied.
"Will you be my girlfriend?" Marshall popped the question. Cruella's face turned red. Her eyes shone and even though she looked like she wanted to, he knew she wouldn't agree. He wondered why girls, no females in general were so complicated. The girls had told him that.