Hey guys, I've never done songfics before but I've read quite a few before and I want to try because it seems fun. :D Review!

Song- Fall For You by Secondhand Serenade. I don't own it! And if you don't know it, check it out! (:

Freddie's POV:

Carly was in the hospital. Spencer was with Carly in the hospital. They were testing to see if she had cancer. Sam and I were in the Shays' apartment, just sitting on the couch. Both of us were so hurt, so worried.

Best thing about tonight's that we're not fighting

We were both so upset, and it was so silent but we were talking with our eyes. This was the first time in a while that we weren't fighting.

Could it be that we have been this way before?

The silence reminded me of the fire escape, the time where we really just didn't fight. That was the time that we kissed, and everything was different after that.

I know you don't think that I am trying.

I know you're wearing thins down to the core.

Something was different that I couldn't put my finger on. Sam was crying. That was one thing. But her attitude toward me, and my attitude toward her were different. With tears in my eyes, I wrapped my arms around her and held her, trying to comfort her. She didn't know how hard I was trying to make her feel better.

But hold your breath

Because tonight will be the night that I will fall for you

The way there was so much silence in the house except for our quiet cries gave me such a different feeling. The way I held Sam and she held me back made me realize how much of a good, sensitive person Sam really was.

It was night and we were both going to stay the night at Carly's. Spencer invited us to, but he said he might not come home and he might stay with Carly at the hospital.

But, I hoped Sam was ready. Because something told me that tonight, I was really, truly going to fall for her.

Over again, don't make me change my mind

As much as it hurt to know that Carly wasn't well, I wanted everything that was happening between Sam and I to stay how it was. I wanted her to stay how she was acting now, because I knew that was the real her. I think when she acts aggressive and mean to me, she's putting up an act. I don't want her to make me change my mind about how I feel about her now by being mean again. What I wanted the most was a call from the hospital to know that Carly was okay, and for Sam and I to be happy about it. Together.

I won't live to see another day

I swear it's true

Right now, with all of this hurt, if Sam broke my heart I don't know what I'd do with myself. It was also nearing the anniversary of my father's death. And Carly was my best friend. Everything was hurting me, and Sam was the only person who could help.

Because a girl like you is impossible to find

You're impossible to find

"Freddie… I'm sorry," Sam said, obviously holding back sobs. "For everything. in times like this I realize what really matters… and the people I don't want to lose… and you're one of them. I'm sorry for hurting you… no matter how I've always acted, you're one of the best friends I've ever had…"

"Sam," I said softly. "Believe it or not, but I was never that hurt by anything you've said to me because I know that no matter what, we're still great friends. A girl like you is impossible to find, Sam."

This is not what I intended

Coming here, I did no expect to fall for Sam, but I was falling for her. I couldn't help myself.

I always swore to you I'd never fall apart

You always thought that I was stronger

With all of the thoughts going through my head, I broke out into tears, just sobbing and sobbing, holding Sam tightly. I know that she never thought to see me like this, but I was a mess.

I may have failed but I have loved you from the start

I held her more gently and put my face in front of hers. Looking into her eyes, I realized that everything I've ever felt for her wasn't hatred. It was love. I've always loved her.

Oh, but hold your breath

Because tonight will be the night that I will fall for you

Over again

Don't make me change my mind

Or I won't live to see another day

I swear it's true

Because a girl like you is impossible to find

It's impossible

So breathe in so deep

It was dark in the living room of the apartment, and it was getting late. Sam and I were both tired. But I knew for a fact that neither of us would be able to go to sleep. Nor did we want to. My arm was still around Sam's waist as we sat on the couch that we hadn't gotten up from for a while. Her eyes closed every once in a while and sometimes she unconsciously leaned her head on my shoulder. All I could hear was her breathing. Sometimes her breath was calm, but when it became shaky I knew that she wanted to cry and I just held her even more tightly.

Breathe me in

I'm yours to keep

And hold on to your words

'Cause talk is cheap

And remember me tonight

When you're asleep

I watched Sam slowly fall asleep on my shoulder. A calm smile was on her face as she whispered, "I love you, Freddie." I just didn't know if she was asleep or not.

Because tonight will be the night that I will fall for you

Over again

Don't make me change my mind

Or I won't live to see another day

I swear it's true

Because a girl like you is impossible to find

I slowly fell asleep, leaning my head down to the top of her head. But then, I heard the soft voice of Sam say, "I really do, Freddie." I opened my eyes to see that Sam was actually awake, her blue eyes open with tears in them.

"Sam," I whispered. "I knew that tonight would be the night that I would fall for you."

Tonight will be the night that I will fall for you

Over again

Don't make me change my mind

Or I won't live to see another day

I swear it's true

Because a girl like you is impossible to find

I was holding Sam tightly, letting her cry into my shoulder, when I heard my phone ring. I took out my phone and looked at the Caller ID. I looked at Sam and whispered, "It's the hospital."

Sam slowly took my hand and squeezed it. "Take it… we can get through this… together."

You're impossible to find.