AN: Still not mine; but if they were Sam and Freddie would be together, and Gibby would be a merman.
Now please enjoy a double-length chapter. Couldn't be helped, nowhere to cut it. Not that I think you guys are going to complain...

How I See It

Freddie and Sam were still laughing and dripping as they entered the lobby of Bushwell Plaza. Lewbert's cries, lamenting his floor getting wet, were only met by more laughter. Freddie briskly shook his head and Sam wrung out her hair, causing the distraught doorman to go into another fit.

Their chuckling died and they fell into a comfortable silence as they made their way onto the elevator. Freddie pushed the button for the eighth floor. Sam smiled, reliving the last few hours in her head. She didn't notice Freddie's eyes on her the whole elevator ride.

With a ding of the doors they reached his floor, and they went directly to his apartment. "Mom?" he yelled into the space. When there was no answer he frowned in thought. "That's odd. I didn't think she was planning on going anywhere tonight."

Sam followed him as they wandered to the kitchen. "Hey, Frednubs." She pointed to a handwritten note on the table.

He snatched it up and started reading it aloud. "Dear Freddibear." He glanced at Sam and she grinned at his mother's name for him. "An old friend from college called saying she was going to be in town tonight so we're meeting to go out to dinner. I left food in the fridge and I want you in bed by ten. I may be late. I love you, Mom."

"Ten, Benson? You still have a bedtime and it's ten?" Sam's eyes crinkled from a withheld laugh.

He rolled his eyes at her. "She just thinks I go to bed at ten. She doesn't need to know what I do at night."

Sam's mind took another detour into flashback land. 'Standing at his door, he's in his chair moaning.' She broke herself out of the vision to answer him. "Bold talk, kid. Bold talk." She clapped her hands in front of her. "At least I won't have to deal with Crazy while I'm here."

He sighed with a smile and shook his head. "Come on, I think I have something in my room you can wear." She cocked her head oddly at him so he continued. "What? You want to stay in your soaked clothes?"

She shrugged and followed him to his room. She'd been in his room many times before, but it'd been a while. The last time she was here she hadn't able to see much due to the dim lighting, now she could see there were boxes all over the floor and suspicious holes on the walls where pictures used to hang. Seeing it this way caused an ache in her chest she didn't want to define.

"Here." He thrust what looked like sweatpants and a T-shirt at her. "You can change in my bathroom if you want."

She grinned and poked him in the chest. "What? You don't want me to change out here?" He blushed a lovely shade of red, trying not to look at her. She burst out laughing and grabbed the clothes from his hand. "Calm down. I'm just joshin' ya."

She spun on her heel and made her way into his bathroom. She shut the door as she kicked off her shoes. Freddie's bathroom was as neat and orderly as the rest of the house. She scoffed at the arrangement of shampoo and conditioners on the shower shelf, but something by the sink caught her eye; a razor and a bottle of shaving cream. She had no idea the nub shaved. She wondered how he'd convinced Crazy to let him use a real razor.

Sam pealed off her wet socks and tried to shimmy out of her soaked jeans, which proved more difficult than she first thought it would. Finally they came off and her shirt soon followed, but she kept her underwear and bra. She grabbed one of the towels that hung near the shower to use on her hair. As soon as the cottony article was close to her head she was assaulted by the overwhelming smell of Freddie. She froze and buried her face in the towel, smelling him. She had caught whiffs of him many times but this was like the concentrated version. It smelled like soap and clean water, also something that was completely him and, dare she think it, masculine. She liked the smell, she liked it allot.

Waking herself from her stupor she proceeded to dry her hair, it took quite a bit of effort to get the majority of the water out of her hair with just a towel. She found one of his combs but decided her fingers would work better on her tight curls.

She picked up the shirt he'd given her and had to laugh, it was big enough both her and Carly could fit in it at the same time. Is Freddie this big or is this one of his oversized T's? Sam shrugged, her mental question unanswered, as she slipped it over her head. It hung loose on her lithe frame, reaching down to just above her knees.

Next she tried the sweatpants, they too seemed ridiculously large for her. She pulled them up by their elastic waistband only to discover this wasn't the type with drawstrings. As soon as she let go they crumpled to a pile on the floor. She shook her head with a grin. "This won't do." She gathered the gray puddle from around her feet and headed back to talk to Freddie.

She saw him sitting on his bed staring off into space. He'd changed into a pair of navy sweatpants and taken off his shirt, but hadn't gotten as far as putting the dry one on, it was still lying on the bed next to him.

Sam sucked in a breath and the sweatpants fell from her hands, forgotten. She'd have to learn to stop walking into his room without knocking. She almost turned around but she couldn't believe what she was seeing. She was mesmerized. Freddie must've subscribed to the Taylor Lautner School of Bodybuilding Magazine, he was cut in all the right places. She had no idea that was hidden under his double layered shirts. Holy chiz on a cracker.

He must have heard her gasp because he immediately stood up and locked his eyes on her. The thoughtful look that had been on his face was quickly replaced by one of uncertainty. Her eyes, in contrast, lazily raked across the planes of his chest trailing down to his abs, which weren't quite a defined four-pack, but close enough. His pants hung low giving her a hint of the dip of his muscles over each hip. She had to swallow several times to regain her composure.

He seemed to notice her scrutiny because he arched his back and squared his shoulders to stand a little straiter. It reminded her of a wacky rhyme his mother had taught him. When he'd first recited it in her presence it'd made her do a spit-take, now the words made her think something else entirely. She didn't want to go there. (*cough*-yes she did)

As if in a trance she walked towards him, something on his shoulder had caught her eye. She traced her fingers lightly over the four small marks that marred the front of his right shoulder, noticing him shiver slightly at her touch. "Scars, Freddie? Where... when...?" she asked with a amused smile.

He surprised her when he let out a choked laugh. "Don't you remember?" His eyes sparkled when he looked down at her.

She shook her head, tossing her curls against her cheeks, tickling his chest. She was sure her face displayed her confusion but she kept her smile.

He chuckled again before he clarified. "Does the name Ginger Fox ring a bell?"

It took a minute before the recognition lit her mind, when it did she threw back her head and laughed. "The fork?" He nodded and joined her in the laughter.

When they fell silent her gaze drifted back to the marks. Her finger had still been tracing the white spots automatically. Her eyes flickered up to his for a second and his breath caught. Something washed over her she couldn't explain, with agonizing slowness she leaned down and placed her lips on his shoulder, giving it a gentle kiss. She felt him shudder as her tongue slipped out and ran across the raised spots.

She didn't know why she was doing this, it just seemed right, and she was never one to argue with her impulses. She continued staring at his shoulder when she spoke. "Mama likey," she murmured. That broke him from his frozen stated and he gripped her shoulders hard, groaning out her name. She looked up at him again but his eyes had changed. There was desperateness in them now, similar to what she'd seen a couple weeks ago in the studio, it made her tremble again. "Freddie, I..."

She couldn't really complete that thought, but she didn't have to when he spoke. "I tried so hard to fight this, but I can't. I really like you. I have for a while now. If you don't feel the same I understand but I had to tell you. You're drive me insane, Sam."

She pushed away from him. "You've liked me for a while now? Why'd you never say anything?" she demanded hotly.

His voice was quiet and he touched her shoulder lightly. "How do you feel about me?"

His hand burned on her like a brand. She knew what he was asking, but it was all new, something she hadn't considered. Okay, she'd considered it, but she hadn't come to any definitive answer yet. "I don't know."

"That's why I never said anything. I knew how I felt, but I also knew you didn't know how you felt." He ran his fingers through his hair and let out a long breath. "Let's face it, I'll be leaving after graduation. I didn't want to start something I couldn't finish."

She looked down at her hands. "Oh." That stung, it really did.

He took two fingers under her chin and tipped her face back up. "Not that you aren't worth it, because you so are, but because I couldn't help what I was feeling. I had tried to deny my feelings for you as just a stand-in for Carly-love, but it turned out to be so much more. Once I realized that, coupled with the fact I was going away, it hurt. God it hurt. That's when I decided not to tell you. I could handle the pain, I'd been conditioned to pain," he smiled distantly, "but you didn't need a share in it."

She pounded on his chest weakly. "You freak'n, pansy-ass nub."

"I know." She caught a glimpse of his almost sad smirk before he pulled her to his chest. She didn't resist, just laid her head in the crook of his neck and let him hold her. It felt good to be in his strong embrace, like the world couldn't reach her there.

"You know..." his voice took on a lighter tone, "you didn't sound all that surprised when I said I liked you."

She knew she was blushing and she hoped he couldn't see it with her face buried in his neck. Unfortunately when she didn't answer he untangled himself from her to look at her face. "Sam?"

He was worried and curious, she knew, but how could she tell him? She could lie, she was good at that. "I followed you after you pushed me up against the studio wall couple weeks ago." Great! What was that? That wasn't lying! She glanced at him, not able to maintain eye contact for long. He still bore that confused/curious look, she could stop here and walk away. "I saw you." I guess walking away and lying are out, she bemoaned her big mouth.

"Saw me? Doing what?"

Did he seriously not remember? Because she was sure it was etched into her memory with a tattoo needle. "Um –" She looked away. Please don't make me say it.

"Sam, tell me." His voice held a note of pleading and he wrapped his hands around her upper arms to bring her attention to him. As if she needed that.

She squeezed her eyes shut and took a deep breath. "I saw you jacking off," she whispered.

He instantly let go of her and took a step back, or he would have if the bed hadn't been there. He sat down woodenly, tripping down, his eyes and mouth wide.

"I honestly didn't mean to watch. At first I was shocked frozen, then I was... um..." she babbled.

He buried his crimson face in his hands for a minute then her words sunk in and he snapped his eyes to hers. "You watched me?" He swallowed. "All the way?"

She nodded slowly, her eyes pleading for him to understand. She gripped her wrist with her other hand and twisted it nervously at her back.

"Oh." He looked away. They were both silent in the thick air filling the room.

She felt she needed to do something, she was going to lose her friend, and she didn't think she could deal with that again. "I didn't not like it, if you were wondering," she said quietly.

The look in his eyes was glassy. "What?"

"It wasn't horrible. I mean, yeah, at first I was majorly wigged out, but I dealt with it."

He stood up. "Gee, thanks. That totally boosts my confidence."

She frowned and recoiled from him slightly. "Hey, I'm just trying to be honest. This isn't easy for me you know."

He instantly looked stricken and repentant. "I'm sorry, I know. You'd never even look twice at someone like me."

She blinked, trying to figure out what he was saying. Suddenly the light went on and she softened. "No, no. I meant sharing my feelings – that's what's hard. Sure, having these feelings scares the chiz out of me, but not because it's someone like you, it's because it is you!" She poked him in the chest with her finger.

He rubbed the sore spot. "Why's that?"

Her eyes got big and her heart started to pound. "Because you're Fredward. You're one of my best friends. I don't have many of those. In fact I can count them on one hand." She held up two fingers.

He moved forward and took her raised hand in both of his. "Oh, Sam."

She shook her head. "I don't know what it is but lately I've felt a pull towards you, like you were a juicy steak or something." He arched his brow at her and she pulled her hand free. She started pacing. "The more we spent time together the more I wanted to hang out with you." She paused, taking a breath. "Then you did that great thing for me yesterday," she smiled at him.

His one in return wasn't so bright. "I don't want you to be with me because you feel obligated."

She shook her head again, he was so frustrating. She walked back over to him. "What I mean is I've been thinking about you in a different way. Yes, the thing that set it all off was your little 'solo performance'," she loved the way his ears got red, "but it's not about that. And it's not about how nice you are to me. I guess, I sorta, kinda like you."

She looked up into his brown globes, watching as her words sank in; she could tell when they did, his eyes lit up and his smile became warm. He brushed his hands up and down her arms as if he were afraid to touch her. "Are you sure, Sam?" he asked hopefully.

She was done talking, and the heat suddenly rushing through her at his touch wasn't making it easy for her to form words anyway. She stepped closer and placed her hands on his bare chest. She tilted her head up to him and he watched her cautiously. She smiled and in a low, sultry voice she said one word: 'lean'.

He smiled and bent down to have his lips meet hers. She almost sighed at how right it felt and her lids slipped closed. After a few seconds of his mouth gliding softly over hers she wanted something more. She slid her hands up to his shoulders and lifted up on her toes, pressing them more closely together.

Freddie purred his approval in the kiss, she thought it was the cutest thing she'd ever heard. His arms slid reflexively around her back, lifting her further towards him. She'd never felt like this with a guy. She knew, and she knew he knew, that she could knock him out if she wanted. But in his arms she felt – delicate, almost girly, without trying.

That warmth she'd been feelingly the last few weeks exploded through her. Freddie tilted his head, gaining a better angle on her mouth. Sam shuddered and opened willingly to him. She'd never been docile like this but he was making her head buzz. His thumbs started to trace slow circles on her back. Her mind screamed at how much she was enjoying this. One of her hands cupped his neck and she could feel his pulse race, she knew hers was pacing to match. He tasted and felt so good, she never wanted it to end.

Slowly Freddie pulled back. Before he'd gone too far he nibbled her lower lip, which caused her to giggle. They were both breathing heavy and he rested his forehead on hers. She was spent, she felt like a crayon left in the sun too long, all her colors were running.

He gave her a smug grin. "Did you enjoy that?"

She didn't have it in her at that moment to be sarcastic. "Yeah. Remind me again why we haven't done that before?"

He chuckled. "We have."

She lifted her head to look at him. "It was nothing like what we just did," she protested.

"No argument," he hummed thoughtfully. His eyes seemed to be memorizing her face and she stayed reverently silent for him. He pulled her into a warm hug, burying his face in her still damp hair. "I love you."

She instantly stiffened at his softly spoken words. He released her enough to see her face, but not enough so she could escape. He brushed one of his thumbs against her temple and tried to hold her eyes. "I... I can't," she choked out. This was too much too soon. She gripped his wrist like a lifeline.

"Hey, hey. Shhh, I know you can't say it, I don't expect you to. I didn't say that to freak you out or pressure you. I just wanted to get it out there. I didn't want you getting the wrong idea about my feelings for you."

Sam took that to heart, she'd wondered if what he had for her was purely physical. It made her heart skip a little that he loved her and found her so attractive.

He smiled again like he could see what was going on in her head. He cupped her face and leaned in for another kiss, this one was slower and full of unspoken promises to her. Whereas the other kiss had lit her on fire this one smoldered hot and slow. She could feel it extend out her body to the tips of her fingers and toes. Freddie pulled back again and she whimpered despite herself. She mentally cursed at how he made her so weak, like a daffodil.

He must have said her name several times because by the time it worked its way into her clouded brain his voice had risen to a shout. "Yes?" she asked innocently. He chuckled and she felt the rumble in his chest under her hand.

"As much as I'd like to continue this I think we should get dressed and go eat something."

She rubbed her hand across his chest again, this time letting it dip a bit lower to the planes of his stomach. "Are you sure?" she asked, mocking and echoing his question from earlier.

He flinched, grabbing her wrist and pushing it away. "Yes, Sam. I'm sure."

Her eyes snapped to his, surprised by the sudden, almost pained sound to his voice. His pupils were so dilated his eyes were almost completely black. She sucked in a breath. He was looking at her like he could devour her whole. The raw need in his expression shocked her.

He wanted her that badly and he was willingly withdrawing. She didn't know of many guys who could do that, or would do that. It made her heart flip over again. "Alright," she said quietly.

He looked her up and down when she stepped back. "You know, I've had quite a few fantasies that involved you in one of my shirts." His smirk was unavoidable.

"Oh, really? Do tell, perv boy."

He pulled her close again so he could lean down and whisper in her ear. "Without going into explicit detail lets just say you always end up in one of my shirts. And only just my shirt."

She couldn't suppress the shiver that racked her body at those evocative words. She knew he felt it since he had a hold on her spine. "Bastard. What if I want to see you in one of my..." The rest of her statement was cut off by his insistent lips on hers.

It was a short kiss, and she suspected that he only did it to shut her up, but she found she didn't care, as long as his lips were on hers.

"Lets go eat," he said huskily. "Besides, we still have your project to finish."

She ran her hand up the back of his neck and into his hair. "My nerd," she purred and they both smiled.

A/N: This was supposed to be the end but there will be more. 8D

*If you're not familiar with the term "joshing" it means joking or poking fun at.
*I'm sorry to say The Taylor Lautner School of Bodybuilding Magazine is not a real publication. For those who don't know who Taylor Lautner is he's the actor who played "Jacob" in the Twilight movies. If you don't know what he looks like I highly suggest you Google a picture of him immediately!
-On a side note I'll probably always remember him as Sharkboy.
*Also, to refresh your memories the rhyme Sam alluded to was: "You won't get respect if your back's not erect." ;)