Freddie sat down at a relatively empty table in the cafeteria and pulled out his lunch. Carly was helping out in the library in hopes of getting extra credit (that she didn't really need) and Sam was probably off stealing some poor kid's lunch ('cause she was too lazy to make her own). Come to think of it, he hadn't seen Gibby yet and he was usually her 'donor' of choice…

"What up, Freddork?" Sam greeted as she sat down across from him.

"Think of the devil and she appears... No one to torture?" He handed her a ham sandwich from his bag; he'd taken to bringing an extra so he'd have a better chance of keeping his. When he'd asked her why she still stole from the other kids she'd said it was because she didn't want to fall out of practice. He wished she'd show as much dedication to her schoolwork...

Sam took the proffered sandwich with a lick of her lips. "You were thinking of me, Fredderlily?" she teased as she took a bite, wondering if he'd been thinking of her proposition.

"Thinking of sending a search party out for you and Gibby," he quickly explained. No need for her to think he was thinking dirty thoughts when he hadn't been. Not then, anyway. "I figured you were together."

"Aw, is widdle Freddie jeawous?" Leaning across the table to pinch his cheek, Sam pursed her lips and used his own words against him. "You know, if you're in love with me just say so."

Freddie knew she was baiting him but had to respond anyway. "I just figured you were off somewhere tormenting him and he needed saving," he denied with a shake of the head. "And if I were in love with you I wouldn't be here, I'd be checking myself into a mental facility."

"Nyeh."

"Nyeh."

Silence fell as they ate, Sam (unsurprisingly) finishing first.

Seeing her eye what was left of his sandwich Freddie guarded it with one hand and pushed his sliced vegetables toward her with the other. He laughed at the disgusted face she made.

"So, what do you say?" she finally broke the silence. Apparently the boy wasn't going to bring it up.

Freddie stopped munching on his carrot to stare at her curiously. "Say about what?"

Rolling her eyes at him she settled back into her chair. "About what I said at Carly's…"

"Um... what did you say at Carly's?" There was no way he was walking into this one. And a little confirmation that he didn't need to have his hearing checked would be nice, too.

Sam wanted to smack him for his intentional obtuseness but knew it wouldn't help her cause. Instead she sighed, "I know you heard what I said, Benson; it was written all over your face."

Freddie narrowed his eyes, torn between freaking out over having heard right and anger at her letting him take the fall with Carly. He decided to ride the anger because what she was suggesting was just crazy. "You let Carly think I was fantasizing about her!" he hissed.

"It is your pastime of choice," Sam retorted. "Besides, Carly went ballistic when she found out we kissed. How well do you think offering you my virginity would've gone over?"

He would tell her he didn't fantasize about Carly (as much) anymore but it was hardly the issue. Looking around to make sure no one was listening he leaned in and whispered hoarsely, "You're actually serious about this?"

Sam leaned in as well, face completely blank, then dropped the pretence and gave him a 'duh' look. "Of course I'm serious." Cracking a grin she added, "Though now that you mention it, it would have made a kick-ass segment of 'Gullible Freddie;' your reaction was priceless…" She wished she had thought to record it, even more so when he glared at her indignantly. "So?"

Freddie put some distance between them. "Um, I haven't really thought about it," he lied. He had thought about it, before last night even, often and at the most inopportune times. Like when he was doing a puzzle with his mom or in the locker room surrounded by guys. He was a hormonal teen and she was the girl he spent the most time with so he figured it was only natural. "But why?"

"It's like that kiss thing all over again. We're like the only ones left," Sam explained, motioning around the cafeteria. "It's not that I want you, I just figure we can get it over with, you know?" She mentally crossed her fingers that he'd buy it. And not think to bring Carly up as the obvious exception.

"You do realize you just insulted me and propositioned me in the same sentence?" She just shrugged at him, and Freddie decided he had to try to talk some sense into her. "This isn't like a kiss, Sam; 'Everyone else has' just isn't a good reason this time." Not that it was a good reason last time …

"Okay..." Sam realized that she was going to have to tell him the truth. Or a truth at least. Taking a deep breath she looked him in the eye. "Then how 'bout 'cause I know myself and my crappy decision-making skills?" She paused to look down at her hands on the table, playing up her vulnerability; he was a sucker for a damsel in distress. "Freddie, I don't want my first time to be in the backseat of some dude's car, or worse yet, with some random guy my mother brings home."

Freddie cringed; it wasn't outside the realm of possibility. But still. "Sam, your first time is supposed to be special, with someone you care about." He took one of her hands in his and waited for her to meet his eyes, trying to get her to understand why this was so much different than a kiss. "With someone who cares about you, you know?" It wasn't until she raised an offended eyebrow that he realized how it sounded.

"I thought that's what I was trying to do," Sam sighed, pulling her hand away. She picked up the rest of his sandwich and her backpack and got up. "Never mind. Just forget I said anything." She covered up her hurt with a smile and a shrug. "See ya around, Fredsylvania."

Freddie watched her walk away then let his head drop to the table. Maybe he should be checking himself into the nearest psych ward after all…


Rolling over to check his alarm clock Freddie groaned when he read 2:43. He couldn't fall asleep, his mind on a vicious loop, replaying the conversation with Sam and the look in her eyes when he'd implied he didn't care about her. Surprisingly the rest of the day had gone pretty much like any other, Sam treating him as though their (more than slightly awkward) chat had never happened. Apparently she'd meant it when she'd said to forget it; it definitely seemed like she had. But Freddie couldn't let it go. He tried to tell himself that it wasn't his responsibility to save Sam from herself, that he shouldn't feel bad because he'd told her no. Well, he hadn't actually said 'no,' it was very rare that he actually denied Sam anything (it just wasn't his nature), but his deflection was as much a rejection as if he'd told her 'not in this lifetime.' At least that was what it had felt like as he'd watched her walk away with her backpack slung over one shoulder and his half-eaten sandwich grasped tightly in her hand.

He hated that she felt rejected, even more that she was probably absolutely certain that his reasons included Carly. Freddie had given up his dream of being Carly's 'One' a long time ago (okay, last year), but a tiny (little bit bigger than small) part of him still held out hope that Carly would suddenly come to her senses and realize what was right in front of her. Not in a 'Wow, you saved my life' way, but in a 'You're my soul mate, how did I never see it?' way. The rest of him realized that this happening had about as much chance as Sam going a month without detention, so all of him figured it was time to move on (for real). The only genuine reservation he had regarding Carly was breaking their 'no more secrets' rule. He suspected Sam had had her fingers crossed when she'd made the promise but that wouldn't save her if Carly ever found out they'd kept this from her. But no, Carly wasn't the reason.

Freddie was feeling guilty because his reasons for not accepting Sam's proposal weren't completely selfless. Sure, he didn't want her to make another impulsive decision that she might regret later, but he was also worried that she would regret it. Regret choosing him. That thought bothered him more than anything. A close second was the fear that he'd suck at it and she'd have something else to add to her (very long) list entitled 'Freddie's Faults.' She had enough to tease him about as it was; he didn't need to add 'bad in bed' to her collection. Truth be told he didn't want to disappoint her at all, and he was 99% (more like 120%) sure that he would end up doing just that.

Five years in and Freddie was finally happy with the way things were between them. Well, not 'happy with' exactly, more like 'okay with' because he knew they could be worse. They had been worse. Maybe it was just him but he felt that over the years their relationship had become less volatile. Her modifications to his name now seemed more affectionate than cruel, her slaps and punches more playful than hostile. And when they spent time alone together, which was often because of the work they did on the website, he would actually mistake them for friends. He didn't want to ruin that by ruining her first time. But he didn't want to not do it, either.

Before he realized his intentions he'd picked up his PearPhone and chosen Sam's number to text. He laid like that for a while, fingers poised over the keys, trying to figure out if there was a protocol to follow in a situation such as this. Finding nothing he settled on 'Okay,' hit send, and sat up against his headboard, wishing for a split-second that he could take it back. And then he realized it was 3am and there was no way Sam would be getting his text tonight – she was probably busy dreaming of bacon and hobos. Or a hobo made of bacon, gnawing his own arm in a frenzy of cannibalistic self-mutilation. He didn't know what worried him more: the way Sam's mind worked or the fact that it didn't even phase him anymore.

The phone vibrated in Freddie's hand as he was putting it away, and he almost dropped it in surprise. He hit the button to check the text and realized his hand was shaking. Sighing, he read the message aloud.

"Ok what?"

Freddie rolled his eyes. Of course she had to make this harder on him; she wouldn't be Sam if she didn't. He quickly replied "Don't be difficult" before he lost his nerve. He waited for her response, his breath caught in his throat. A few minutes later (though it seemed like forever) his phone buzzed again.

"U serius?"

Chuckling, both at her lazy spelling and her suspicious nature, he sent back "As a ham shortage." Her response was quicker this time.

" :) Talk about it 2morrow?"

Freddie smiled. "K. Good night."

"Night, Nub."

He put his phone on the night stand and lay back in bed, a satisfied (and slightly petrified) grin on his face. His last thought before sleep claimed him was that he needed to do some 'serius' research.