Need some more advice on my friend? I'm so confused by her, and just need some thoughts?

Everyone has powerful insecurities, even (and maybe especially) the "popular" kids. Keep this in mind, and be compassionate toward your friend. Whatever she's going through, you can't really understand it or control it. You can only be kind. That being said, don't let yourself be taken advantage of. If she's being distant, allow yourself to be a little more distant too so that you won't be so hurt by her behavior. She can decide and act on it if she wants to be closer. Don't spend time with people who put you down. You don't need to make it a big confrontation; just excuse yourself if you aren't having a good time. If she asks you about it, be honest that you don't appreciate the way she's treating you. She'll learn to value you better, and if she doesn't, then that's okay and you will move on. Most importantly remember that you deserve people who love you and treat you well.