A/N: There was a Hey Arnold marathon playing all week and I couldn't believe how I never noticed Helga and Pheobe's friendship seemed more like unrequited love than anything else. I mean their little dynamic was so damned obvious, no? So this story popped into my head. I hope you all enjoy it! Please read and review.

I don't know why I continue to do this to myself. For all the books I've read cover to cover, for all the facts I know. It's as if there is part of me that remains forever naive. Forever unaware. But I guess that has always been me. Phoebe Heyerdahl, the sweet, soft spoken brainiac who never could quite grasp the complexities of deeper emotions.

Like love.

I love her. I have to love her. Otherwise I could never allow her to treat me like a servant, a punching bag, a sidekick. I must love her. Why else would I stay? Why else this constant need to be around her? This constant need to do anything for her? Why else would I abase myself for her, alter my tone of voice when speaking to her, avert my eyes submissively when she looks at me?

Helga Pataki has always had that affect on me. From the day I met her. Kindergarten. She was everything I wanted to be. Toughness personified. The epitome of confidence. Take no nonsense. Never let anyone push her around. I think I appreciated the protection being stuck by her side provided even if the price meant becoming nothing more than a flunky. No one made fun of me for fear of her wrath. The only cruel words thrown my way fell from her lips. And that was okay. Being a short, four eyed nerd, I learned to count my blessings.

She was, she is a blessing.

I can't exactly remember when my feelings morphed from adoration to love. It could have been that time I was promoted to sixth grade for a week before returning to my fourth grade class. Maybe after I pretended my broken leg hadn't healed just to have her dote on me for a change. Or maybe it was after the class trip to the jungle and she and Arnold finally became a thing the summer before sixth grade.

She loved Arnold, still loves Arnold as much as I love her. I would have had to be an idiot not to have noticed. When she thought I wasn't looking, listening, or paying attention. Her melodic poems, her habit of sighing softly whenever he passed us in the halls. Her locket.

I remember wishing she had felt all of that for me. I remember envying Arnold for his obliviousness that he just so happened to let go of that summer that changed everything.

Years passed and now we are high school seniors and I can't help but look back on how much has changed. Despite the acceptance letters I've received from every college I've applied to, there is a hollowness there, an incompleteness.

Because of her. Because of them. Her and Arnold. They made it official in eighth grade. And have been together ever since. Ever since then, she has no need of me. Not really. They're always together. Walking together. Sitting together. Holding hands. Kissing. Planning their lives amd future in whispered discussions during classes when they should've been paying attention to lessons. City High School's 'It Couple', shoe-ins for prom king and queen, to the disappointment of Rhonda and Curly.

Of course we still talk. We are friends. I help her with her homework, helped her with college applications, help her study for exams. Snippets in time just because I need to feel useful. I feel the need to prove myself to her, prove that she still needs me the way I need her. Needs me in a way that she doesn't need Arnold.

She doesn't yell anymore. Not much. There's a playful, contented little smile that has replaced her usual scowl. And it drives me insane. I could never make her smile. But he does. Always.

I don't know what possesses me one night the week before finals to invite her over. Well no I know why I do it. She would have requested to come by anyway. While math and essay writing are her fortes, I have her beat when it comes to science and history. The thing she doesn't know just yet is tonight there will be no studying.

She arrives around seven, shortly after my parents leave for a night the opera. Having the place to myself fills me with a confidence that is utterly demolished as soon as I open the door.

For a girl who spent most of her pre-teen life envying the looks of her sister, Helga is far prettier than Olga Pataki ever was. She had traded her signature ponytails back in junior high for wearing her hair loose and wavy. It softens her face, all that thick golden blonde hair, falling past her shoulders, tumbling down her back. Her brows, joined in the middle, are thinned and neatly groomed, her dark eyes ever intense. She has filled out in places that I'm still waiting to fully develop despite being on the cusp of eighteen and though shades of her old tomboy self are evident in the track pants and tank top she wears, the matching jacket zipped down to her chest, one strap of a small leather backpack draped over her left shoulder, there is an undeniable femininity about her that would have to be seen to understand. She always could pull off the color pink better than most girls far girlier than her.

"Hey Pheebs, you gonna let me in, or what?"

I'm almost startled by the unexpected sound of her voice, realizing that I had been staring in silence for far longer than what would be deemed polite.

"O-of course, sorry Helga," I say in a high pitched rush, stepping aside to let her into my home. She enters with a sure strided familiarity, as if she owns the place, going immediately for the stairs that lead up to my bedroom, me following at her heels. I don't think I've ever walked in front of her before. Even when we walked side by side, I was always a pace or two behind her, always allowing her to lead even if I knew just as well as she did where our destination would be. There is a comfortability that comes with following her that I hadn't noticed until that moment.

She walks into my room, flopping down onto my bed as if that too is hers, slinging the backpack around to remove its contents.

Because I've invited her over to study.

" I'm not worried so much for Doberson's history test," she mutters, leafing through a small pile of crumpled notes, "I made a couple of those flash card things you suggested and Arnold's been quizzing me on 'em. That physics test Crazy Cramer's been threatening us with all month though, it's got me fucked."

Helga's always had a bit of a potty mouth, even when we were kids. A harshness to her tone that made her endless supply of insults hit so much harder. But hearing her casually swear for some reason makes my heart beat a little quicker. Her rawness, utter disregard for other's thoughts and opinions, it's she who has me...effed.

But I'm starting to panic as she fixes me with a pointed look of expectation. She doesn't have to say anything for me to want to jump up to complete whatever task she needs completed. But before I get to babbling, asking if she wants something to drink, a snack, me to give her back rub, I realize she doesn't see my textbooks out and open, my meticulous notes stacked on my desk. She's confused as to why I'm not chirping excitedly about the laws of physics and Marie Curie, even if that confusion isn't blatant, is silent, I recognize it.

"What's up, Pheebs?"

There is concern in her tone that does absolutely nothing to quell my nerves, if anything it makes me even more nervous, terrified really. For someone who plans things out to a T - a quirk that does wonders for my study habits and school work - I have no idea how to go about getting what I want to say off my chest.

"Phoebe?"

She's getting impatient but trying not to show, wanting me to just go ahead and spit whatever it is out already without having to say it. I allow my eyes to meet hers but only for a moment. I can't hold her gaze, I never could. Helga has a habit of staring through you, as if she can see clear into your thoughts and its unnerving. Intimidating. Even when she isn't trying to be.

I take a deep breath, trying to calm down but my chest is tight and a painful lump is forming in my throat. I'm afraid I'll start to cry if I don't say something as I stand there, fidgeting, shifting my weight from one foot to the other.

"H-how did you know you loved Arnold?" The question is small, quiet, hardly more than a whisper but she hears me.

She stuffs her notes back into her backpack, finally realizing we're not here to study at all, before leaning back on the palms of her hands, her head tilted as she regards me. A thoughtful expression on her face.

"I don't know, I just knew. I think I've always known I was in love with that football headed dweeb." She chuckles on the last bit, despite the jibe, an obvious fondness in the words, "Is that was this is about, you think you like someone?"

"I - I," I'm stuttering because though we are friends, we never really talk about the sort of things teenage girls usually do. We don't talk about makeup or boys or dates or periods. She's never had to tell me about her relationship with Arnold because it was always in my face. And part of me never wanted the finer details. Jealousy? Maybe.

"Aww c'mon Pheebs, you use to tell me everything. Who is it? Gerald? Iggy? Lorenzo?"

She keeps ticking off names, taking my stunned silence for 'no's'. I don't even know how to start trying to explain she's on the wrong path.

"It's not Eugene is it?" There's humor there and even I can't help but snort softly at the thought of being in love with that walking hazard. Besides, he's been dating Sheena for months.

"No, it's not Eugene," I say softly, trying to brace myself for her reaction when I say what I'm about to say, "It's a 'she' actually."

"Oh. Oh!" I don't have to be looking at her to know she's shocked. I can hear it in her voice. There isn't alot that can render Helga G. Pataki speechless. "I didn't know you liked, um...girls."

My face turns ten shades of red. How do I tell her that I don't like girls. I just like her. I just love her. I just want her. No one else. There is no judgment in her tone, no anger, no disgust though.

"Yeah," I whisper, wrapping my arms around myself in an attempt to keep myself together.

"Well who is it?" Helga asks, leaning forward on the bed, "Nadine? Katrinka? Lila?"

Even after all these years, the way she says Lila's name has an edge of hostility to it.

I shake my head, suddenly feeling as if the walls are closing in around me. My tongue feels numb, my heart throbbing painfully in my chest. My lungs feel as if they can't inflate. This forbidden truth I've guarded for so long, now its time to let it out.

But Helga mistakes my inner stuggle with shy hesitation or something. Probably thinking that I think she'll laugh if I tell her. But I'm not afraid she'll laugh, I'm afraid she'll hate me.

"Why can't you tell me who she is?"

I look up at her then, meeting her gaze and holding it as long as I can. "Because she is you."

For as softly as they are uttered, the words clap like thunder. Loud. Damning. My gaze falls to the floor as I silently pray for the boards to open up and swallow me whole. Save me from having to see or hear her response.

"Y-you like...me? Phoebe...w-what the -? Shit."

Giving how articulate as Helga is, its almost funny to hear her stutter and grasp for words. But I can't bring myself to laugh. I can't even bring myself to lie and claim I'm joking. Besides, I wouldn't want to. As sick as I feel, it's like a weight has been lifted off my narrow shoulders.

"How long?" she asks, a slight rasp in her voice, her tone still utterly bewildered, "How long have you...liked me?"

"Since forever," it's like a dam has burst within me and I can't stop the words from pouring out, "Since we were kids. I always wanted to be around you, with you. I think I love you. The way you love Arnold. I mean, I don't have a locket with your face in it but I don't need one. When I close my eyes I can see your face, hear your voice. I'm in love with you Helga and - and," I start to deflate, tears burning my eyelids as my voice falters, "I don't want you to hate me. Please don't hate me, Helga. Please."

I can't remember ever begging for anything in my life the way I'm begging her now.

"Pheebs," she sounds tired almost, sad, resigned, "Come over here."

My feet shuffle across the floor as I make my way to my bed and perch myself on the edge, a noticeable distance away from where she lounges.

"I don't hate you. I couldn't hate you. You're like a sister to me. You're my best friend. And I know sometimes I take you for granted. Sometimes I don't think about how you feel, me ordering you around. Telling you what to do. But - but I can't hate you for having feelings...for me."

I'm crying now and yet I can't bring myself to dry my cheeks. The tears are warm and wet, making my nose stuffy and my throat sore. I choke on my breath when I feel her thumb gently brushing away a rolling tear. It's the single most gentle thing she's ever done to me and I instantly miss her touch when it's gone.

"You know I'm with Arnold. I love Arnold. He - he's the one, you know? He's always been the one," the words are like punches to the chest, confirmation that she and I could never and would never be anything more than we are now, yet she shuffles closer to me and I try not to stiffen, "But I remember what it felt like. Keeping that secret in. Feeling like he could never feel what I felt for him. Scared that he would reject me if I ever came clean. So scared. Terrified."

It's strange hearing her talk about being afraid out loud. She's always seemed so fearless to me. Of course being so close to her I know she's afraid of spiders, afraid of the dark. But it's never something we talked explicitly about. To hear hints of old vulnerabilities in her voice now, it makes me feel better. Makes me feel trusted.

"So I know what you feel, Pheebs. And I'm glad you got that off your chest. I mean, criminy, I'm shocked you haven't exploded keeping that in so long."

My chuckle is a watery one that turns into a shuddering sigh when I feel her wrap her arms around me. She's hugging me. I can count on one hand how many times we've actually hugged. Helga doesn't do physical affection. But this feels different. It feels warm. Helga isn't warm. Not for anyone but Arnold maybe. She is all extremes. Cold. Hot. But not warm.

We part but we're still closer than we've ever been. I'm still crying. I'm sure my eyes are bloodshot and puffy beneath my glasses, my cheeks and nose red. But she's smiling at me, a crooked, almost embrassed smile that manages to reach her eyes. And I can pretend in that moment that she loves me back. I can pretend just for a moment that she is mine.

I can see her features up close for what feels like the first time. Her features which can be so hard, so tough. Yet they are softened. Not by her long and pretty hair, not by the her creamy complexion. But by the contentment in her expression. She hardly scowls anymore. She's changed. Mind, she's hardly rainbows and sunshine and flowers either. She can be coarse, crude, vulgar, and down right mean. But love has helped sand down the jagged edges and while she can still cut and cut deep, it takes more of an effort on her end where before it came effortlessly.

"Once," I whisper, feeling as I want to throw up and faint at the same time, knowing that this a request that she more than likely will reject. It's one thing to agree not to hate me, to still be a friend to me despite my unrequited feelings, another entirely to ask this of her, "Please. Kiss me. Just once so I know what it's like."

I close my eyes. Not wanting to see her face when she tells me 'no'. My breath shallows and more tears spill down my face as I wait. Wait for her to distance herself from me.

So when her lips hesitantly brush mine several moments later, an embarrassing low groan is pulled from my throat. The kiss is light, more a caress than anything else. But it sends me reeling. Like an errant spark of static electricity. Sudden, unexpectedly consuming. My heart is trying to hurl itself out of my chest. I can't think. All I can do is feel the thin skin of her mouth against mine and it is enough even when it ends mere seconds later.

My eyes flutter open and I see her looking at me. Her expression is pensive, her head cocked to one side as she watches my reaction. I realize then why she didn't reject me. Why she didn't refuse. Why she kissed me. It was a silent thank you for everything I've ever done for her. For putting up with her all those years before she had love to soften her well aimed blows that didn't have to be physical to hurt.

Maybe I am a masochist. But right now, to take a page out of Helga's book, I don't give a shit.

"So, are you going to help me with these physics notes or do I have to resurrect Sir Issac fucking Newton to do it?"

I shake my head, my lips tugging upward into a small smile.

"Helping..."