You don't really need popularity in my opinion.
I'd be considered moderatly popular in my school cos i hang out with only the cool popular people, but also the people who arent as popular who i enjoy spending time with.
I haven't befriended ALL the popular kids, only some of them. This is cos these guys actually are ****S. I dunno if this goes on in your school, but loadsa kids in mine have started mc'ing and their songs contain lyrics about 'how they're going to shank my mom', these arent the guys i want to associate with, rather the people who are popular for just being themselves and not trying to be a bit of a g-star.
Anyways, how i befriened the popular guys. I just piss around with people all the time during school, always laughing, I can make pretty much anyone laugh. People love someone who can make them laugh, so just improve your sense of humour till everyone finds you funny and you'll have **** loads of frends, popular ones too.
"Make sure you want to hang for the right reasons..that these are really good people you actually like, and you are not just trying to hang to score popularity points... that's just a fast ride to Nowhere." - Senor Fingers