It was another afternoon in the iCarly studio, and the three best friends were planning for the next show. They were supposed to be, anyway. Carly sat on a beanbag chair shaking her head at the sight before her. Freddie was bent over backwards, his back and upper body leaning on the hood of the car, and Sam stood over him, threatening to beat him senseless with a large salami stick if he dared move. She was screaming at him, and he was whining for Carly's help.

"YOU guys!" Carly finally screamed, irritated. "We're supposed to be working on the next iCarly!"

Sam dug her knee into Freddie's leg, not allowing him to escape while she turned her head to reply, "Yeah, well, there's a lot I'm supposed to do, but you don't see that getting done, do you?" After a hard glare from her friend, she added, "Relax, we'll get it done."

Carly rolled her eyes. "Well, I sure hope so because there's gonna be a lot of disappointed fans when we don't. Tomorrow's our last chance to practice, and we're going to spend the whole day planning what we're supposed to rehearse instead of actually rehearsing!"

With that, she turned around, opened the door and slammed it behind her. Sam dropped the salami and let go of Freddie. He pried himself off the car front, and they both shared a confused look.

"Do you think she's really mad at us?" Freddie asked, worried.

Sam rolled her eyes. "No, dumb butt, she just stormed outta here and slammed the door behind her because she's excited. Yes, she's mad at us, you idiot!" Her voice calm now, she added, "She's been like that all day. I wonder what's going on?"

Freddie shook his head. "I don't know, but I think we owe it to her to at least try and plan out some acts for the rehearsal tomorrow."

Sam nodded and took a seat, opening a notebook to jot down ideas.

- -

Downstairs, Carly took a seat in a wooden chair at the kitchen table and put her head in her hands. Spencer looked up from his latest sculpture to see her. Quietly, he walked into the kitchen, made some hot chocolate, and poured it into two mugs. He placed one in front of Carly, and took one for himself. After taking a seat across from his little sister, he put a hand on her shoulder. She looked up.

"Is there…something you wanna talk about, Carls? You've been like this all day," Spencer said gently.

"Like what?" She snapped.

Spencer hesitated. "I don't know…just, well, you seem upset. Like something's bothering you."

"Well I'm fine!" She yelled.

Carly got up, picked up the mug of hot chocolate and poured it down the drain. She headed to the bathroom, leaving Spencer sitting alone and speechless.

"…That was my favorite hot cocoa," He pouted to himself, reaching towards the sink as if he could bring it back.

- -

When she got out of the bathroom, Carly's attitude was totally different. Instead of irritated, she was now panicked. She wanted to scream, but that would only attract Spencer, and that was the last thing she needed right now. She ran up the stairs, hoping her friends were still in the studio. Peeking into the window, she saw them sitting on the bean bags with a notebook open. Without pausing, Carly wrenched the door open and ran to her blonde friend.

"Sam! I need you, get up!" She yelled.

Sam could tell something was wrong. She handed the notebook to Freddie and allowed her other best friend to grab her by the wrist and yank her to her feet. Carly ran, pulling Sam behind her. They left the room leaving a confused Freddie behind. Carly shut the door and let go of her friend's wrist before taking a deep breath.

Sam raised her eyebrows. "So you wanna tell me why you're freakin' out?"

"I…I think I started my period," Carly said in a panicking voice.

"Uh, you think? How can you think you started your period?"

Carly threw her hands up. "I don't know! Give me some slack, here, you started when you were eleven!"

"All right, all right," Sam said in a calm voice. "Well…how are you gonna tell Spencer?"

Carly hit her palm against her head in frustration. "I have no idea. I mean he buys me bras and stuff, but this…this is different."

"Well, you could borrow some of my stuff until you talk to him about it."

Carly hugged her best friend. "Thanks, Sam, you're the best. And I'm sorry I was a jerk to you and Freddie earlier."

Sam nodded. "Eh, I think we'll get over it."

The girls walked back into the studio as if nothing had happened. They sat on their beanbags, and Sam opened the notebook. Freddie stood behind his laptop in confusion. Sam pointed out a funny scene and Carly laughed.

"Uh, hello?" Freddie called out.

Sam looked up and waved sarcastically. "Hey, dork-brains, what's up?"

Freddie ignored her. "So, are you gonna tell me what's going on or what?"

"There's a reason she pulled me out of the room, stupid. If she wanted you to know, she would've just said it out in the open."

Carly laughed. "Girl stuff."

"Uh, no, that would mean we could've included Freddie," Sam said pointedly.

Freddie rolled his eyes. "I'm tired of you calling me a girl!"

"And I'm tired of you looking like one!" Sam retorted.

- -

The next day was a Monday. Carly still hadn't told Spencer anything, and today was a school day. She had to admit, she was scared to go to school like this. Maybe if she stayed home a day and got used to it, she'd feel more comfortable. But how was she going to explain that to her brother?

Down in the kitchen, Spencer had breakfast ready. He set a plate down in front of Carly and took the seat opposite of her.

"I hope you're ready for school, I made your favorite breakfast…" And then he realized something. "Hey, wait, you're still in your pajamas!"

Carly bit her lip and blushed. "I'm not going to school today."

Spencer's eyes widened. "Oh. Are you sick?"

She had planned on telling him the truth, but this was an easier option to stick with.

"Yeah. Yeah, that's it," She said quietly.

Carly hated lying to her older brother. He knew everything about her…well, except for this, of course. And it made her feel guilty, especially knowing how much he trusted her.

"All right, I'll make you some soup for lunch then, but you better go upstairs and get some rest!"

Carly managed a smile. "Try not to catch anything on fire," She teased.

Spencer smiled. "You know what to do if it happens."

"Run around the house screaming until we find something to put it out?"

"Exactly!" Spencer said.

Carly went upstairs and got under the covers. She felt terrible about it, but she couldn't tell him. It was too embarrassing. She had to wait until she thought of exactly how to say it, or at least how to bring it up.

- -

After school was out, Sam and Freddie came over. They came in through the front door and found Spencer in the kitchen.

"Hey guys!" Spencer called.

"What's up?" Sam replied.

"Where's Carly?" Freddie asked.

Spencer frowned. "Oh, she didn't tell you? She was sick in bed all day."

"But she was fine yes—" Freddie started, but Sam clapped a hand over his mouth before he could finish.

"Oh yeah, she said she was feeling a little weird yesterday. We're just gonna go bring her homework up to her," Sam covered for her friend. The homework part was true, though. Her teacher had given it to Freddie when she realized Carly was absent. Sam also had another package for Carly, but she wasn't about to tell that to Spencer.

"All right, what is going on?" Freddie demanded as soon as they were out of Spencer's earshot.

Sam sighed, not knowing whether or not to tell him. She decided against it. "Nothing, just shut up and forget about it."

- -

A couple hours later, the three friends were downstairs watching TV.

"Hey, there you guys are. How do you feel, Carly?" Spencer asked.

"Oh, um, I'm all right, thanks. I think we're gonna go rehearse for iCarly."

Spencer shook his head. "No you're not, not if you're sick. I don't want you to make it worse."

"But Spencer, I'm fine!" Carly insisted.

"You were in bed all day today! It's not like you to miss school. I don't want you to have to miss tomorrow too."

"I won't!" Carly protested.

Spencer shook his head. "Sorry, Carly, but you've got to get better. Doing crazy stunts you do on iCarly is only going to upset your stomach."

Carly stood up. "Spencer, I'm fine, I really am! Have you seen me throw up once today? I'm not sick, okay?!"

Spencer was shocked by something in her tone. "Wait. You mean…you're not sick? You…you lied to me?"

Carly sighed. "No…well, yes! But—"

"You've never lied to me before…" Spencer shook his head and turned around.

He was walking away when Carly, close to tears, blurted out, "I got my first period!"

Spencer stopped, halfway up the stairs.

"Whoa. I did not see that coming," Freddie announced from the couch.

Spencer turned around. "Y-You what?"

Now she really felt bad for upsetting her brother. Guilt rushed into her, and the whole story came out. "I got my first period," She repeated. "I…I didn't know how to tell you, so Sam let me borrow some of her stuff until I was comfortable enough tell you, but I didn't want to go to school like this today, and I was gonna tell you this morning, but you asked if I was sick and I thought it would be easier if I just said yes…and I felt so bad for lying to you, but I just couldn't tell you. I'm sorry, Spencer. I really am."

Spencer was speechless. Finally, he spoke up. "Until you were comfortable enough to tell me," He repeated. "But, I thought you could trust me with everything!"

Carly plopped back down onto the couch, covering her face with her hands and trying to hide the tears that rolled down her cheeks. "I can! It's not that I don't trust you, it's that it's embarrassing! I hate lying to you, Spencer. I'm sorry…I'm so sorry."

Sam kicked Freddie in the shin and motioned to him to follow her. They left silently, giving the brother and sister their privacy.

Spencer sat on the couch and put an arm around his little sister. "Don't be sorry. I understand. Just…I want you to know you can tell me anything, okay? Don't let it embarrass you. I wouldn't have made a big deal."

Carly looked up at him. "'Oh, you're going to the store? Make sure to get me some tampons!' You're telling me that wouldn't have given you a heart attack?" She asked in disbelief.

"Well…maybe a minor one, but Carly, you're my sister, I'm supposed to take care of you. I know you're growing up, but how can I do that when I don't even know what's going on in your life? Maybe I could've made it easier by talking to you about this kind of stuff, though. I'm sorry, Carls." He looked at her and smiled. "No more secrets?"

"No more secrets," She agreed.

Spencer wrapped his arms around her, and Carly hugged him back.

"So, um, Spencer…how bout those tampons, now?" She said, with a slightly embarrassed smile.

"Right, I'll be back!" He said with a grin. "Love you."

"Love you too," She said as her brother walked towards the door. "Oh, and Spencer?"

He turned to face her. "Yeah?"

Carly smiled. "You're the best brother in the world."

"Ohh, come here!" He called, smiling. "You're the best sister in the world!"

And they hugged tightly, each with a bright smile on their face.