This is gonna be a long one. But it's important, and possibly my favorite to write so far--at least, the first part :-) Enjoy, my pretties.

I weaved my hand through her tangled curls, and she did the same to my cropped brown hair. Her scent was infesting my nose, and I inhaled deeply. We stayed kissing for a long time—or, long to me.

I never expected to be choosing Sam like this. Even after Carly and I split, I never thought Sam and I would end up as a couple…more or less. But, man, it felt so right! And skyrockets…yep, the skyrockets were popping and cracking; dozens of beauteous colors flashing. It was like heaven to be here, kissing Sam.

Suddenly she pulled from me, and something flashed in her eyes: fear. Why was she afraid?

"Freddie…" she whispered, "No, we can't…" She pushed away from me and stood, going for her own bed again. I didn't move straightaway; the warm sensation of her lips still tingled, and the shock of her pushing away lingered too.

"What can't we?" I asked, standing also, "Can't kiss?" She shook her head furiously, and lifted her face to look at mine, and there was a little anger mingled with the fear in her expression.

"No, Fredpus!" she whispered, regaining the old Sam-tone I hadn't heard for awhile. She even used one of her old nicknames for me, which, strangely, I liked. "It's more than that! Much more." I stepped nearer to her, but we were still a couple feet away.

"What, Sam?" I asked, extending my hand out as if to touch hers. "What is it?"

"Freddork…" she said, shaking her head, "It's obvious. Remember a little brunette named Carly Shay?" My heart almost stopped beating. Carly. Man, she would not approve of Sam and me together. If it had happened sooner I wouldn't have been scared, but now she was with Crusher. My stomach still bubbled with acid when I remembered his face, filled with malice, after he hurt Sam. I started feeling my hands shake as I longed to punch him again.

"Oh…yeah." I muttered, "But…but Sam, surely she's gotten over it—" Sam let out an angered laugh.

"Which is exactly why she has a jerk boyfriend who's out for our blood!" she spat, "Yup, she's definitely over it." I knew what I said had been a lie; I was just trying to convince Sam, but mostly myself, that it was safe to love. But it wasn't.

"I don't care," I whispered, taking another step, "If they do anything, I'll…they won't keep us from each other." I moved right in front of her. I realized I had grown so that I was a good bunch of inches higher than her; she had to tilt her head a little to see into my eyes. I took her cheeks in my hands and moved even closer.

I put my lips against hers again, tenderly kissing her. I began to slide my hands to her waist when she put her hands on my chest and shoved me away again.

"Freddie, I don't want you hurt," she said.

"I won't get hurt," I said, backing up a bit for I respected her want for space. "I don't want you to—"

"Fredweird, how many times have I whooped your butt?" Sam said, a small tug at the end of her lips happening. "I can handle myself." I smiled too. This Sam had been rare since we split from Carly; this was the Sam who I missed, loved, and wanted. Badly.

"I don't doubt that," I said, "but I want to be there for you, just in case." Sam grinned lightly, and moved closer to me. I gladly stepped nearer to her too; if she was letting me, I'd get as close to her as I could.

"Stop, your sweetness sickens me," she teased. I laughed, putting my hands on her hips. She placed hers around my neck, and kissed me. I held her tightly to me.

I had never had the urge to be so near someone before; not even with Carly. The urge to kiss Carly, hold her hand, etc. was there, but never so much that I craved it like caffeine. Sam gave me the feeling of wanting to be near a girl; I happily accepted the feeling.

There was suddenly a grumbling noise. Sam yanked her face from mine, and she cursed under her breath. I asked her what the problem was as the grumbling became a moan.

"My mom!" Sam whispered, already pushing me to the window, "She's coming in to check on me! Hurry, out, out, out!" As she demanded me gone, she was literally shoving me into the window. I quickly opened it. The window made a squeaking noise, which made me swear too.

"Hurry, Freddie!" Sam said, footsteps from the hall echoing, "She can't see you in here!" I carefully rested my foot on the ladder and moved as fast as I could downward. I looked up to see Sam watching me go.

"Best get in bed," I said, "so she isn't suspicious." Sam nodded and turned to go, but another thought crossed my mind and I told her to stop.

"What?" she said, glancing at the door repeatedly. My throat instantly dried. I parted my lips but nothing came out. I was fearful of saying what I was about to. I'd never told a girl what I wanted to say to Sam before.

"See ya'," I decided on saying instead. She rolled her eyes, making me grin a bit, and shut the window. I heard a door open right after a thud, which was odds-on Sam's body hitting the mattress.

I descended the ladder swiftly, hoping Mrs. Puckett hadn't seen it. After that I ran away from their house. After racing about seven feet, I slowed my pace.

My throat lessened in the dryness. I had acted on a whim by telling Sam to stop. I thought I'd actually say it, until I realized how powerful the statement was. Upon realizing this, I stopped, afraid of myself.

How could those words make you feel so great yet so afraid? I had never said them, and didn't think I would ever. I didn't realize how hard it was to say, though it was so easy to feel. In but a minute I felt the urge to say those words. Part of me was thankful I'd changed my mind—my other hated how I chickened out.

Three months spent with Carly and those words never wanted to slide through my lips. But three minutes with Sam caused me to want to express them, say them so many times.

I had never even witnessed it. My dad died when I was little so I rarely saw him and my mom together. Spencer wasn't married; my friends were never in love, only infatuation. I didn't know how to declare it, when to, or how…just a few simple words that rested willingly on my tongue. But, no matter how simple, they were so hard to say.

I love you.

'~**~'

Later that day I had a question lingering in my mind. I knew who to ask, but it would be risky to go over there. What if you-know-who was there? Carly?

After the event with Sam, my heart had been pumping twenty extra miles an hour even after a lot of time passed. Imagining her face smiling at me caused my stomach to flip and my face to grow hot as I blushed. Then I'd grin absentmindedly. It kind of felt idiotic to grin because I was thinking of Sam; I didn't want to be the lovey-dovey dude. But I couldn't help feeling so…so…in love.

I checked my peephole as I heard movement: Carly was leaving the apartment. I waited a few minutes until her footsteps disappeared, and I hurriedly exited my apartment and entered hers.

Inside was Spencer, watching a Shelby Marx fight. He didn't look like he noticed me, and I was glad, for I was having second thoughts. I wanted advice from him about love. A little odd, for Spencer wasn't exactly the "Love Doctor", but it'd help to get a guy's perspective. Even if that guy was a little weird and girlfriend-less.

"Er, hi, Spence," I greeted uncertainly. He tore his eyes from the T.V. and rested them on me; a grin spread across his mouth. I hadn't seen or talked to Spencer a lot after that fight where I chose Sam. I was too afraid to risk visiting him, for he lived at the same residence as Carly, who would kill me if she saw me there. I missed the old guy a lot—he was basically my closet male buddy.

"Hey, Freddo!" he said enthusiastically, "C'mere, what up? Haven't seen you in awhile." He patted the spot next to him. I sat as a crack echoed from the television speakers, which was no doubt Shelby breaking her opponent's rib.

"Yeah, well…it's been complicated," I replied, "But I just thought I'd hang out here. That okay?"

"Yeah, you're always welcome." Spencer said, reaching for a bowl on the table. He lifted it close to my face. "Nacho?"

"Nah." I said. He placed the bowl back down with a shrug and propped his feet up on the coffee table. Shelby just kicked another girl into the wire fence and Spencer cringed. I shifted position uncomfortably; it was nerve-wracking being there when Carly could return at any moment.

"So…how's it been?" I asked. Spencer shrugged.

"Carly's different," he said, "She hangs with that Mathewson kid—"

"Cletus." I said. Spencer gave me an odd look, and then returned attention back to Shelby Marx as she punched the other gal.

"Yeah, well…I don't know why, but she's suddenly hanging with the bad crowd," he said, "Well, as in not the nicest group of hombres. There's probably worse out there…anyway, it's weird. Since she split with you, and Sam too, she's been so mean and rude. Totally un-Carly." I nodded, for I sadly understood.

"Speakin' of Sam…" He suddenly changed subject. "How is she?" I could've sworn my face had just grown crimson. Just hearing her name made my skin crawl happily. But what could I tell him? Definitely not that I loved her…but that was why I had come.

"Nice," I answered, "Good, good…Spence, I need to ask you something." He became a little more alert at that. He tried to be nonchalant by eating a nacho, but he ended up dripping molten cheese on his shirt.

"Uh, what about?" he said whilst wiping the cheese off and licking his cheese-doused finger.

"Well…you know Carly and I broke up, right?" I asked. He nodded. "You see," I continued, "I found…someone else…she's really nice, and I like her a lot…maybe even love…no, definitely love. But…how do I tell her?" At first Spencer was just giving me a blank stare, but then he got a small, melancholy grin. He cleared his throat shakily, still grinning in a stupid way.

"Well!" he exclaimed, putting a paternal arm round my shoulders, "You see, dear Fredward, it's very rare when a woman causes a man to feel so…so…uh…"

"Nauseated?" I offered, "Nicely nauseated?" Spencer snapped his fingers like it was a "eureka" moment.

"Yes!" he said, "So, anyway, when you do get that feeling…you want to tell her right away, right? Well…that's what you should do."

"You mean…just outright and tell her?" I asked. Obviously Spencer had never been in my position because it wasn't that easy to admit you loved someone without feeling like vomiting from the stress.

"Yep." he said proudly, "Glad I helped—"

"No, dude," I said, "Sorry, but…one more thing." There was another thing gnawing at my sides that I needed to ask. I knew it might make Spencer suspicious but I needed help.

"Shoot." he said. I took a deep breath. Should I? I thought. It was chancy, but I'd already said it, so I sucked t up.

"What if…what if someone doesn't want us together?" I asked, "She doesn't think we'll be able to publicly express we're dating because there are…people…who dislike that idea." Spence's face fell. His eyes had a glint to them that held fear and sadness, like Sam's. It made me anxious.

"Um…" he said, scratching the back of his head, "It's…well…it's difficult—"

"You can say that again," I murmured bleakly. He let out a strained breath and chewed on his upper lip in thought. It was painful in the quiet. I knew it was a bad idea to tell Spencer me and my girl couldn't be together because he knew she was Sam, and the "people" who disliked us were Carly and company.

"Freddie, I think…think you should go for it," he finally said, "If you really, really love her—"

"I do." I said right away, absolutely no hesitation in my voice.

"—then I say stand up to these bullies." Spencer continued, "They can't run your life."

"But, Spence." I said. Maybe he didn't know it was them because he'd be batty to approve of me, 5' 1 ½" Freddie Benson, standing up to 6' Cletus "Crusher" Mathewson. "These kids are major trouble. They'd kick my butt if—"

"Sam's good at butt-kicking." he interjected with a smile. Quickly the smile dispersed and he tried to cover that comment up. "Uh, you know, you could get her to, like, help you and…your girl pal." I chortled at Spencer; even though the conversation was serious, I couldn't help but think it was funny how he tried to keep me from knowing he knew it was Sam. Like it wasn't clearly obvious.

"Yeah, you're right," I said, "Sam could help me and 'my girl'—I moved my fingers like quotation marks—"get through it. Thanks, Spencer, you're awesome." I moved for the door, happier now. Spencer smiled in relief and waved me off.

"Glad to help, Freddo," he said, "Now, I'll watch Shelby knock someone's teeth out." I chuckled and said "Bye" as I closed the door.

He was right: I couldn't let anyone run my life, no matter how big or how scary. I didn't care if he was six feet and muscle-bound, or three feet and lanky (though I'd prefer the latter); I loved Sam, and no gang member, no pack of kids, and no ex-girlfriend/best friend would stand in the way.