[A/N: Okay... So, I don't know how I feel right now lol But, a lot of questions will be answered after reading this chapter. I will warn you, it gets a little...umm... risque... so, prepare yourselves! (I don't think it's TOOO insane but... yeah...)

I don't own ANYTHING.]

Flashback

The snack table didn't provide much in the way of sustenance. A variety of chips, pretzels, and bite-size candies and chocolates were arranged in large serving dishes and a few teacher-chaperones were nearby, ready to replenish the bowls as they emptied. There was, however, a chocolate fountain at one end of the table and people were using toothpicks to dip marshmallows and cut up pieces of fruit in it.

Arnold stuck a toothpick into a strawberry and dipped it into the chocolate.

"Mmm, this is good," He mumbled after he took a bite. "Helga, you should try it,"

"Actually I'm allergic to strawberries," Helga said, sticking a toothpick into a marshmallow and running it through the cascading chocolate waterfall as other students reached around her.

"Oh," Arnold said, tossing his toothpick and the leafy end of his strawberry into a nearby trashcan. "I didn't know that. What happens?"

"Hives," Helga shrugged and ate her marshmallow in one bite, dropping the toothpick into the trash as well.

"Oh wow," Arnold said. "So I guess you can't have any of the other fruit either?"

"Considering they're mixed all in the same bowl and they've probably been like that for hours, that's a safe bet," Helga nodded.

"Arnold, hi!" Lila's sugary sweet voice interrupted the conversation, barely audible over the thumping bass coming from upstairs. "It's good to see you,"

Helga's face immediately fell into a scowl and she bit the inside of her cheek as she turned around to pour herself a cup of punch, her ears pricked to hear their conversation nonetheless.

"Hey Lila," Arnold said politely. He wasn't sure how to act around Lila and honestly, he was enjoying hanging out with Helga and was slightly dismayed at the interruption. "You, too,"

"Helga," Lila leaned in so Helga could hear her over her shoulder. Helga turned around, plastering the fakest smile on her face. "Do you mind if I steal him away for just a second?"

Helga looked at Arnold. Wouldn't be the first time. She thought to herself.

"Nope, he's all yours," Helga shrugged nonchalantly and turned back around.

Arnold's gaze lingered on her for just a second before following Lila over to the other side of the room. She sat down on a cushioned seat and Arnold sat on a loveseat perpendicular to her.

"What's up?" He asked, catching Helga heading back upstairs out of the corner of his eye.

"Well," Lila clasped her hands together, daintily folding her legs to one side. "I just wanted to make sure you're okay. I really do still want to be friends, Arnold. And I'd feel just, ever so awful if you… well, if you resented me for my decision,"

"I don't resent you, Lila," Arnold replied, trying to fight the urge to look and see if Helga had come back downstairs. "I'm okay; I understand. You don't have to worry about us not being friends," He smiled.

"Oh good," Lila breathed a sigh of relief. "Because I truly cherish our friendship, Arnold. And even if things didn't work out between us, you're still an ever so special person in my life,"

"Thanks, Lila," Arnold said, scooting forward in his seat to soon stand up. "That means a lot,"

"Great," Lila said, finally standing up and Arnold followed suit. "Well, I'm gonna go get some lemonade," Lila turned and paused, looking back at him. "Where'd Helga go?"

"I think she went back upstairs," Arnold said, taking a step to head in that direction.

Lila smiled. "I'm glad you two are finally getting along. She's really not so bad deep down,"

"Yeah," Arnold's lips turned up in a small smile. "I know. See ya around, Lila!"

Arnold consciously kept himself from jogging up the stairs to find Helga. Why was he so intent on hanging around her? Sure, she looked really pretty… and okay, yeah, it was pretty rare and awesome whenever Helga wasn't biting his head off. He didn't quite understand this strange, magnetic effect that Helga had on him but he didn't let himself think about it long enough to really figure anything out.

She'd always intrigued, mesmerized, frustrated, and perplexed him. No matter how many times she pushed him away or bullied him, he always came back. He was always there if she needed help, always interested in whether or not she was okay or simply ready to greet her with a kind hello. How was he so dauntless and persistent? And why?

Nevermind that inexplicable Freudian slip he had at the mall about saving a dance for her… Even if he wasn't fully aware of it, there was something brewing just below the surface of his consciousness. In simple terms, he just wanted to hang out with Helga. She wasn't being mean, he was actually having fun with her, and no seventeen year old guy could ignore the way she looked tonight. No, she wasn't your typical beauty queen but in a way, that made it better. She wasn't perfect; primped, plucked, waxed, highlighted, or tanned to the standards set by every other girl that was considered 'hot' at their school. She was pale, with thick eyebrows and a critical gaze. But she was perfect in her imperfections. A smile from someone who rarely smiled was like finding a buried treasure, locked away in the laugh of a person you've always cared about. Her eyes, normally shooting daggers with her infamous scowl, were bright and clandestine, holding secrets that one could only hope to scratch the surface of.

Phoebe and Gerald had taken a break from dancing and Helga was now sitting at a small table near the wall talking with Phoebe while Gerald went to the restroom.

"Hey, sorry about that," Arnold said, sitting down at the table with them.

Helga put her hands up, "No snot outta my nose," She said and rolled her eyes.

Arnold decided not to respond to her comment. He wasn't an idiot; he could always tell when something bothered Helga more than she let on. Some things were just kept simpler if he didn't investigate them. This he learned many years ago. How much simpler would things be if he'd never pressured her to tell him why she helped him save the neighborhood at FTi? Not that any substantial changes had happened as a result but it wasn't like he could forget something like that… even if she had taken it back. He knew it hadn't just been in the 'heat of the moment' and that thought terrified him back then. He'd spent a lot of time thinking about it, running through that whole scene over and over again in his mind, trying to understand how… why? He was glad in a way that they'd decided to sweep it under the rug because that kept things simple. Arnold didn't have to figure out how he felt about her, nor did he have to worry about anything changing.

"So, what's up?" Arnold asked, changing the subject.

"Gerald went to the bathroom," Phoebe responded as Helga picked at her fingernails. "Then I think we're going to go try the chocolate fountain. Helga was telling me about it and it sounds wonderful!"

"Yeah, it was really good," Arnold smiled. "I'm glad the prom committee actually convinced the administration to let us get it,"

"Hey man," Gerald slapped Arnold on the back when he returned to their table. "Ready when you are, babe," He said to Phoebe.

"We'll be back, you guys!" Phoebe said to Arnold and Helga as she stood up and walked arm in arm with Gerald downstairs.

There was awkward pause at the table before Helga finally looked up from her fidgeting and asked, "So, what's the deal with you and Ms. Perfect anyway? Weren't you two all ga-ga over each other last week or somethin'? What gives?"

"I told you, she dumped me," Arnold replied.

"Well, yeah…" Helga scoffed and let her voice trail off, wanting Arnold to tell her more but unwilling to say anything more that might reveal her uncomfortable jealousy.

"We're still friends," Arnold shrugged. "I was upset at first but now…" Arnold paused. "I'm okay with it. She just wanted to make sure I didn't hate her,"

"Hmm," Helga said, temporarily satisfied with this response.

"So," Arnold said, crossing his arms on the table. "Do you have plans after graduation?"

"Oh, hell yeah," Helga said, her mood lifting. "I'm getting the heck outta this city and away from—" She stopped, changing her original sentence. "Everything," She said simply instead.

"Everything?"

"Yeah, Footballhead," She crossed her arms. "I mean, you would, too if you had a family like mine,"

"So where are you gonna go?" Arnold asked, his full attention on Helga.

"I haven't decided yet," Helga answered. "I'm torn between Hereford State University and Columbia Colleg. They're both only a couple states away but the farther I can get away from Bob and Miriam, the better,"

"That's pretty awesome, Helga," Arnold said admiringly. "I think I'm going to Milford State. It's about an hour drive up the interstate so I could still come home and see everyone,"

Helga nodded. "Good for you,"

"Thanks," Arnold smiled. The song playing from the DJ's speakers changed and before Arnold could stop himself he asked, "Do you wanna dance?"

"Wha?" Helga stumbled over her words. "O-oh, umm, okay," She said, wide-eyed as she and Arnold stood up and moved to the dancefloor where other students had coupled up and were swaying back and forth to the somewhat slow song.

So long,
I've been looking too hard, I've waiting too long.
Sometimes I don't know what I will find,
I only know it's a matter of time,
When you love someone.

Helga's heart was pounding in her chest as Arnold wrapped his arms around her waist and her head was spinning just from the simple fact of being inches away from the guy. He was touching her and she felt stupid for how stunned into place it made her.

When you love someone.

She awkwardly moved her arms up to place them at his shoulders and she mentally shouted at herself to loosen up lest it appear she was some sort of awkward, blithering, Barbie-doll robot or something.

It feels so right, so warm and true,
I need to know if you feel it, too.

She looked so terrified and helpless and Arnold couldn't help but smile. Her face was soft and vulnerable, her eyes wide and searching.

Maybe I'm wrong.
Won't you tell me if I'm coming on too strong?
This heart of mine has been hurt before,
This time I wanna be sure.

"So," Helga blurted out in a voice slightly higher than normal. "Are you allergic to anything?" Brilliant, Helga. She mentally chastised herself. You are officially the most awkward human being.

"Umm," Arnold said, slightly taken aback by the randomness of her question. "I don't think so. Not that I know of, at least,"

I've been waiting for a girl like you,
To come into my life.
I've been waiting for a girl like you,
A love that will survive.
I've been waiting for someone new,
To make me feel alive.
Yeah, waiting for a girl like you,
To come into my life.

Helga was looking everywhere but at Arnold and the fact that he hadn't taken his gaze off of her was making her dizzy. Meanwhile, Arnold watched her through half-lidded eyes, completely amused at her nervousness. It was cute.

Wait. Arnold thought. I think Helga's cute?

As the song continued, Arnold couldn't help but feel comfortable and Helga slowly started to relax as well. It seemed that way, at least. She moved her arms up so her hands clasped behind his neck, though she still insisted on looking at the staircase, the floor, the crowd – anywhere but his face.

Now, I know it's right,
From the moment I wake up till deep in the night.
There's nowhere on earth that I'd rather be,
Than holding you, tenderly.

"Are you okay?" Arnold asked, still finding her behavior somewhat entertaining.

"Yup!" Helga said in a too-chipper voice. "Hehe, never better! Peachy…" She sighed.

I've been waiting for a girl like you,
To come into my life.
I've been waiting for a girl like you,
And a love that will survive.
I've been waiting for someone new,
To make me feel alive.
Yeah, waiting for a girl like you,
To come into my life.

As the song came to a close, Arnold and Helga slowly separated. Helga, ducking her head, had a pink tint across her cheeks.

"Okay, so," Helga said, forcing herself to be composed. "Thanks for the dance… I need to pee," And without listening for his response, Helga darted to the ladies' room, leaving Arnold mildly perplexed and intrigued as always.

"Get it together, Helga!" She coached herself, leaning forward into the mirror. The countertop was wet with water from the sinks. "It's just Arnold… oh, who am I kidding? It's just Arnold? Could more understated words escape my lips?" She heaved a sigh and turned around, leaning back against the counter. "I have to remember it doesn't mean anything," Helga said in a low, determined tone, her face in a frown. "He's on the rebound and it-it…things don't change this suddenly," She looked wistfully toward the door, the thumping beat and indistinguishable melody of a pop song playing loud enough to disturb what would otherwise be a silent bathroom. "It's just for tonight. Like… like Cinderella or something… everything might be great for a while but… but when the clock strikes midnight I'm still going back to that goddamn pumpkin…" She turned back around and looked in the mirror, settling her nerves. "It's just for tonight. I'm not invested," She looked herself hard in the eyes. "I can do this," She said, half trying to convince herself it was true.

For the rest of the night, Helga, Arnold, Phoebe and Gerald spent most of their time together – hanging out, talking, dancing, eating and generally having a good time. At midnight, the lights came on and chaperones started ushering the students out of the hall as the DJ began to shut down his equipment.

"My feet are killing me," Helga groaned when they got outside. "Hold on, I can't do this shit anymore…" She stopped walking and Phoebe, Gerald and Arnold waited as she plucked both of her heels off and continued walking barefoot.

"So do you guys wanna go get somethin' to eat or somethin'?" Gerald asked as they walked through the rows of cars in the parking lot.

"Dude!" Sid called from the other side of the parking lot. "After party at Rhonda's!"

"Or that?" Gerald added to his original question.

"Sure, why not?" Arnold shrugged.

Phoebe looked at Helga. "I'll go if you do, Helga,"

"Criminy," Helga rolled her eyes. "Yeah, make me the deciding factor...Okay, fine, I'll go but not dressed like this,"

"I can run you home to change," Arnold offered. "If you want,"

"That could work," Gerald nodded. "You guys could just meet us there. Do you wanna do that?" He looked to each of them for agreement and when they nodded, "Okay, cool. See you guys soon!"

It was awkwardly silent in the Packard as Arnold drove to Helga's house. Neither of them knew what to say to one another now that they were alone. The tension was palpable.

"Just wait here, I won't take long," Helga said before ducking out of the car when they pulled up in front of her brownstone.

Why… Arnold thought to himself as he waited in the car. Why do things seem so different? Helga isn't usually this… nice, but I like it…

He wasn't waiting longer before Helga returned, dressed in a pair of capri-style jeans, a pink tee and beat-up black Converses. Her hair was beginning to come unpinned but her curls still swooped over to one side and her make-up was still there, although it was starting to wear away. Somehow she was still just as magnetic as she had been when she first entered the prom.

"Step on it, Jeeves," Helga said when she plopped back into the passenger seat, earning her a small chuckle from Arnold before he pulled away from the curb and they headed to Rhonda's house.

A lot of kids from school had already gotten to the house and Arnold had to drive around for a little while to find a parking space. Arnold slipped out of his jacket and tie and tossed them in the backseat before locking the car up. Gerald and Phoebe were hanging out front when Arnold and Helga walked up to the front door. Gerald had also ditched his jacket and now wore only his dress shirt and pants. Phoebe hadn't changed out of her dress but had put on a pair of sandals and left her heels in Gerald's car.

Inside Rhonda's house, it was a lot more crowded than they had expected. The lights were dimmed and music thumped throughout the first floor as they fought to get through the crowd. There was a game of beer pong going on in the front room and in the dining room people were doing shots. At one point Helga caught sight of a couple making out on a loveseat with absolutely no regard for what was going on around them.

"Welcome," Rhonda smiled at them as she came over to greet them. "So glad to have you. There are refreshments in the kitchen – finger sandwiches, chips, pretzels, you know… and of course, you have your choice of alcohol,"

"You up for a round?" Gerald nudged Arnold as he grabbed a bottle of tequila and Rhonda, playing the good hostess, set up four shot glasses on the countertop.

"I dunno…" Arnold considered, watching as Gerald filled each glass.

Gerald offered a glass to Phoebe, "Babe?"

She studied it and Gerald started to reach to put it back on the counter but she grabbed it and downed it in one gulp.

"Phoebe!" Helga guffawed. "Look at you,"

Phoebe giggled. "That was… invigorating," She grinned.

"C'mon Arnold," Gerald said as he took his shot. "You've gotta let loose sometimes,"

Helga grabbed a glass for herself and handed the remaining one to Arnold. "Don't be a wet blanket, Football-head," She smirked. "Bottoms up!" Helga tossed the shot back and Arnold shrugged, following her lead.

As the night continued, everyone was having fun, dancing, snacking, and socializing with friends. After a few drinks and a few rounds of shots, they were all pretty tipsy. After a while, Gerald and Phoebe disappeared, leaving Arnold and Helga alone. Well, as "alone" as you could be in the middle of a house party.

Arnold was leaning against a wall drinking a beer and Helga was sitting sideways on the arm of a couch, a red plastic cup of vodka and orange juice in one hand, as they casually watched an intense game of beer pong.

"I wonder where Phoebe and Gerald went," Arnold spoke, taking a sip from his bottle. "They've been gone a while,"

"You know what would be funny?" Helga snickered and almost lost her balance. "If we went looking for them and caught them making out or something and then… then they'd… they'd be so embarrassed," Helga laughed, sputtering into her cup and slipped backwards off the arm and onto the seat cushion. Luckily, she held her drink up high so it didn't spill.

"You're drunk," Arnold laughed and reached a hand out to help her back up.

"Pfft, I'm not drunk. I'm just in a good mood," Helga rolled her eyes and instead of getting up, readjusted herself and leaned against the arm of the couch. "Besides, so are you,"

Arnold was quiet for a moment and Helga took another sip of her drink.

"We should do it," Arnold said suddenly and Helga choked, spitting her drink back into the cup. "We should go find them," He laughed.

"Oh," Helga reciprocated his laugh, hoping he was inebriated enough to ignore her peculiar response. "Yeah… let's go,"

The two of them wandered through Rhonda's house, excusing themselves through thick bands of their peers as they checked things out. There were three floors to Rhonda's house and on the second level they found several doors, some open and some closed.

"Arnold," Helga whispered as she put her ear against one of the closed doors, stifling her giggles.

Arnold looked at her then leaned against the door, also trying to listen. He didn't have much time before Helga abruptly opened the door only to find an empty study.

"Well that was anti-climactic…" Helga shrugged and shut the door again.

They continued to wander around, their desire to find Gerald and Phoebe turning into a general fascination at how fancy Rhonda's house was. Neither of them had much experience when it came to "the finer things".

"So," Helga said, spurred by her liquid courage. "You and Lila…"

Arnold turned to her as they continued down the hallway, poking their heads through open doors as they passed. "Yeah?"

"You think you'll get back together?" Helga asked. "Or, well…do you want to?"

Arnold shrugged and sighed. "Nah, I don't think so,"

He doesn't think so to what? Helga wondered. Both?

"Helga, check this out," Arnold disturbed her thoughts as he pushed open the door to a large bedroom with an attached bathroom. The décor was relatively generic so he figured it must have been a guest room. "It's huge," Arnold looked around once they entered.

The room was indeed quite large and a king sized canopy bed was the focal point. Off to the side of the room was another door and that was what Helga was investigating.

"Holy shit!" Helga exclaimed and Arnold came over. "This is incredible,"

The guest bathroom was also impressive with a spacious glass stand-up shower, marble flooring, and a big Jacuzzi bathtub that could probably fit four people comfortably.

"I think this bathroom is as big as my living room," Arnold marveled at the Jacuzzi bath as Helga checked out the twin sinks over by the shower.

As Arnold stepped around the bathtub, he didn't notice that a part of the floor was wet and he slipped in the puddle, sending him into the tub in a heap.

"Arnold!" Helga cried out when she heard him fall and the grunt that accompanied the 'thud!'. "Are you okay?"

She hurried over to the tub, slightly wobbly on her own feet and offered a hand to help him out but when he grabbed it, she lost her footing on the slippery surface and fell in with him.

"Ooph!" Helga grimaced but then started to laugh, barely aware that most of her body was on top of Arnold and their faces were incredibly close.

Arnold, however, was very aware. He wasn't analyzing his thoughts, he was barely thinking, really. The only things registering to him were his proximity to Helga, the great time they'd been having, her infectious laughter, the sparkle in her eyes when she was happy, the blonde curls gently wrapping around her shoulder…

They were in a haze and suddenly, nothing else really seemed important. Helga stopped laughing, opening her eyes to realize that Arnold was staring at her… staring at her lips… She became very aware of their closeness and a steady heat grew in her chest, accompanying the rapid beating of her heart.

Without warning, Arnold abruptly moved forward just close enough to kiss her lips, then lean back, leaving Helga stunned but only for a moment. The hormones swirling around them picked them up and spun them both in circles, making them dizzy and focused on nothing but one another, nothing but this moment.

Helga grabbed Arnold's head and pulled him back, capturing his lips in a fervent kiss, unlocking every feeling, hope and desire and pouring it into him. Arnold reciprocated, his own intensity growing as Helga slid an arm around him, gripping the back of his head and pulling him in even closer. Part of him was wondering how on earth this could possibly be happening while another part couldn't fathom how or why it had taken this long. She was captivating, a beautiful enigma that he could only hope to scratch the surface of.

Arnold gripped her sides, pulling her flush against him as his lips sought out the delicate skin of her neck. Helga sighed at the contact and grabbed one of his hands, pulling it to her breast and causing his eyes to widen in surprise. He grinned, a dark flash in his eyes as he gave her a gentle, experimental squeeze and kissed her again.

Helga didn't have the mental energy to swoon or even think about what was happening. She was dizzy with desire and only wanted him closer. She wasn't thinking about her actions or what his meant and even if her mind didn't remember this moment because of the alcohol, the memory of this would be etched in her heart. Every thought she'd had earlier that night about forgetting Arnold, getting over him, learning how to stop loving him… couldn't have been further from her list of priorities. She was in the moment, taking every action, every movement, every touch, every kiss, and willing her mind and body to lock it away somewhere inside of her to never forget.

Arnold's hands began to wander lower and lower until they reached the hem of her jeans, awaiting approval. Helga kissed him deeply, gripping his hair in one hand and trying to resist the urge to move her hips against his hand. He gently turned her over so he was on his side next to her, his hand slowly creeping beneath layers of clothing until he heard her gasp.

If her heart beat any faster, Helga was sure it would stop altogether. Her breath was short and she was just… so dizzy. Her head was spinning, thoughts racing faster than she could process, and colors danced behind her eyelids as she tried to understand how this could be possible. Was this even real? Was she at home, dreaming a dream that had so often haunted and teased her over the years?

When she couldn't handle anymore, she sat up, causing Arnold to frown in confusion and disappointment.

"Sit," Helga pointed to the edge of the tub where there was more space and a bowl of potpourri sat against the tiled wall. Arnold paused but obliged and sat where he was told. Then Helga positioned herself in front of him and began to slowly unbuckle his belt, studying his face for a reaction. His eyes widened and though she couldn't know, his own heart felt like it was beating out of his chest.

Neither of them had thought to completely shut the bedroom door, nor had they shut or locked the bathroom. As Helga pulled down the zipper of Arnold's pants, the only sound they heard was a slight creak as the bathroom door opened before—

"OH… My word…" Rhonda stood in the doorway, dumbstruck, unable to tear her eyes away from the sight of Arnold's partially undone pants and Helga kneeling in front of him.

[A/N: Phew... Holy cow... I hope all that made sense. I'm at a loss for words now lol. All I can say is... hormones + alcohol happened.

Also, to get an idea as to the mood I was imagining for this last scene, listen to the song "As long as you're mine" from the Wicked soundtrack. I think the lyrics go well with the situation. And please let me know if this was too detailed to remain a rated T fic. I'm pretty unsure about the limits and I tried my best to stay relatively tame since I don't want it to be an M fic, while still writing well and explaining what was happening so you KNOW the history...

I'm gonna go bury my head in the sand now.]