(AN: Yeah, I'm not sure what's up with the italics at the end. There's none before I upload…)

"Can you believe it? Tasha Whittling is pregnant!" a girl whispered to another girl next to Helga's locker. She gave a soft snort. The girls walked away and Derek looked at her.

"The amount of times we've done it on a whim, I'm surprised you never have," he whispered.

"Mirena," Helga said.

"My-what?"

"It's a device that works as contraception. I was allergic to the pill," she told him. "Why are we talking about this?"

"Poor girl," he said. "Her boyfriend was a real dick. Not the type to stick around".

"I'm just happy the topic is off me," Helga said. "I know that's a mean thing to say, but it's true,"

Derek nodded. It took a few days for the gossip about Helga and Derek getting back together to die down. Helga rolled her eyes. So many more girls were swooning for him now, and she'd heard more than a couple of girls go on about how wonderful he was to "forgive her for such a horrible thing". Helga admitted, he was awesome. She smiled. Awesome and hers!

…...

Half way through English that afternoon someone knocked on the door and asked for Arnold. He needed to report to the principal's office. He looked over at Helga, who gave him a small smile and nod. She'd drop by with his homework. He got up, collected his stuff and left the classroom.

His heart was beating hard and fast. He couldn't think of any reason to be called out of class.

Until he entered and saw his mother sitting in the office, her eyes red rimmed and a little puffy.

"Oh, Arnold," she said, coming over to wrap her arms around him. "Your grandmother's in the hospital".

Arnold's heart stopped. Hospital?

"I need to get you over there. It's not good," she told him. He stepped back and spoke to the principal for a moment. Arnold didn't hear a word she said. There was a buzzing in his ears. He didn't even realize he was at the hospital until he looked up when the car stopped.

"Come on, Arnold. This might be our last chance to say good-bye," she said, taking in a ragged breath.

Arnold got out of the car and followed his mother into the hospital and through the wards.

…...

Helga walked up the steps of the boarding house and knocked. She waited a moment before Arnold finally answered the door.

"Your homework," she said, handing him a folder. "Not just from English, either."

Then she noticed his face.

"Jeez, who died?" she asked, thoughtlessly.

Arnold looked up at her as a tear slid down his cheek.

"My grandmother".

…...

Helga didn't want to be there, but she couldn't not be there. He needed support and hadn't yet gotten around to calling anyone else.

"What about Lila?" she asked.

"Definately not Lila," he said. "Girl has a story for everything, and though her heart might be in the right place, I really don't feel like listening to her prattle on about the time her friends auntie's cousin's classmates grandma died, or whatever".

Helga chocked back a laugh. It really wasn't an appropriate time to laugh, but he had a point.

"I just want company. But quiet company. Someone who will sit there, but not say anything," he explained.

"I can do that," she said.

"What about Derek?" he asked with a slight bitter tone to his voice. Helga blinked at him.

"I'll give him a call, explain what happened. He'll be fine with it," she said, not really believing her words, and she could tell Arnold didn't either. "I should probably go call him."

She went up on the roof .

"Hey," he answered.

"Hey," Helga said, unease in her voice, "Um, something's kinda come up,"

"What do you mean? wait, were we supposed to be doing something?"

"No!" Helga said. "No, uh, I just dropped Arnold's homework off to him,"

"Okay," he said, an edge to his voice.

"Um, he got some pretty bad news," she said quietly.

"Well, why isn't Lila or someone there?" he snapped.

Helga was quiet for a moment, as was Derek.

"Look, I'm sorry," Derek said. "I have to get to work".

"You got a job?" Helga asked surprised.

"Yeah, at that skate shop," he told her.

"That's so cool!" she squealed. "Why didn't you tell me earlier?"

"Because I just got the call. I need to go in and do orientation or something," he told her. "I'll call you tonight. And pass my sympathies on to Arnold," and then he hung up. Just like that.

Helga looked at her phone for a moment, then put it in her bag. What should she do? Go home and leave Arnold? Or stay here for company, and support him? She was torn inside. She wanted to be friends with Arnold, but she didn't want to upset Derek.

"Back," she said with a smile.

"Was he angry?" Arnold asked. Was it evil that he was hoping she would say yes?

"Well, he wasn't impressed, but understands," she lied. "And he passes on his condolences."

Arnold nodded. "Wanna watch a movie or something?"

"Sure. I can go out and grab snacks," she offered.

"No, its ok. I'll bring something up from the kitchen. Trust me, everyone becomes a chef and baker when someone dies," he said, getting up and leaving his room.

A couple seconds after he left her phone went off.

Derek.

"Hey," she answered.

"Hey, listen, I'm sorry about before," he said.

"It's fine. I'd probably be the same if you told me you were hanging out with Lila," she said. At that she felt anger rising in her. She really, really wanted to hit that girl.

"Well, I'll see you tomorrow, okay?"

"I love you," Helga said.

"I love you too," Derek finished, and hung up.

"Back," Arnold said, carrying a plate with biscuits, cake and muffins.

"Wow!" Helga exclaimed.

"Yeah, we have stews, soups and cassaroles and pies galore. Mom's talking about driving around giving them to homeless people," he told her.

"Nice," Helga said, picking up a piece of cake. They ate in silence for a while, neither saying anything. For the first time since summer Arnold was thinking about someone other than the girl in front of him while she was in front of him. He was thinking of his grandma and all their misadventures together over the years.

"Gonna be strange without your grandma around," Helga said suddenly.

"What do you mean?" Arnold asked.

"She's always been there, you know? Like a historic building that you see everyday but don't really take much notice of unless something is either happening there, or its suddenly gone," she explained.

"I spose," he said, trying not to cry.

Helga laid back on the floor and looked up at the passing clouds through the skylight.

…...

Arnold opened his eyes when he heard a strange ringtone going off. He looked around and saw Helga, lying on the floor, hands behind her head, asleep, was responsible. He went over and tapped her shoulder.

"Helga, your phone," he whispered. She reached into her pocket and handed it to him without opening her eyes. He looked at the screen

Derek.

He had three options. Answer and cause waves, ignore the call and cause waves, or wake Helga up and let her answer it.

He didn't feel like confrontation at that moment, so he chose ignore. Placed the phone beside her and went and sat on his bed.

"Who was it?" she mumbled, finally opening her eyes to look at him.

He stared and thought. Should he tell her?

"No number," he said finally.

"Ugh, telemarketers probably. Hate those guys," she told him, picking up her phone and looking at the time.

"Oh, shit!" she yelled. "I have to go". she looked over at him.

"I'll be fine," he said.

"You sure?"

"Yeah," he answered. They were both quiet a moment.

"Okay, cool," she said. "Um, yeah, call if you need to talk or whatever,

"I will". Helga nodded then left.

Arnold sat back and sighed. They hadn't watched the movie…

…...

Derek tossed his phone on his bed and sighed angrily. Okay, he normally wasn't a violent or angry person, but at this moment he was more than a little pissed off. Of all people for Helga to show sympathy to, Arnold. Lila's words came back to haunt him.

To top it off he'd tried to call her and she didn't answer. It didn't even get to "leave a message". it just cut off meaning she's hit ignore. And she hadn't sent a text or called him back. He was really beginning to wonder if he could do this? Was it always going to be this way when she was around Arnold? He hated the feeling of jealousy - and yes, he was man enough to admit that that was what it was - and suspicion. His phone went off and he answered it quickly without looking to see who it was.

"Hi, Derek," Lila's voice said.

"Lila?" he asked. "I mean, hi . . . Lila".

"I just saw Helga leaving Arnolds house," she blurted.

This was another thing. He could see it coming. Lila was always going to report to him now when Helga spoke to Arnold, or looked at Arnold. He wouldn't be surprised if the girl learned to read minds so she would know when Helga even thought about Arnold.

Lila was really ticking him off. And to think a couple months ago they were best friends.

"Yeah, I know," he said.

"Oh".

"Yeah. His grandmother died," he told her.

"Oh no," she said. "Maybe I should give him a call or something".

"Yeah, maybe you should," Derek said, and hung up on her.

He was not in the mood.

…...

"Hey," Helga said, wrapping her arms around Derek. Derek looked at her and smiled, but Helga could tell he wasn't happy. "Are you mad about last night?"

"Wouldn't you be if you called me while I was with an ex, who I cheated on you with, and instead of answering ignored your call?" he whispered in her ear. Helga pulled back and looked at him confused.

"What are you talking about? I answered your calls," she said.

"I called a third time to let you know I got away early and to see if you wanted to catch a late night snack and you didn't answer," he told her. Helga looked at him a moment, then it dawned on her. She sighed.

"Sorry," she said. "I got Arnold to answer it and he told me it was a No Number," she explained. Derek's jaw clenched. He was answering her phone now?

"Uh huh," he said absent mindedly.

"I'm sorry, I wont make that mistake again," she said.

…...

Lila found Derek at lunchtime walking away from the school.

"Derek?" she called, chasing after him. He stopped and turned and gave her a smile. Lila couldn't help but feel it was forced.

"Hey, Lila, what's up?" he asked,

"Not a lot. Are you eating out today?" she asked.

"Yeah, not really feeling like eating with the rest of everybody," he told her, running his hand through his hair.

"Um, would like the company of at least one person?" she asked.

Derek thought about it for a moment.

"Sure, why not?"

…...

Helga caught Phoebe and asked if she'd seen Derek.

"No, sorry, I haven't.," she said. "Is everything alright?"

"I don't know. I think I stuffed up again. Jesus, you would think I'd be a little more considerate about sensitive issues," she told her.

"Why? What's wrong?" Phoebe inquired.

"I . . . Arnold's grandma passed away yesterday," Helga told her.

"Oh, my!"

"Yeah, and I went around with his homework and he was feeling down so I said yes to hanging out. Then I called Derek to let him know where I was. You know, in case someone said something to him or something. He wasn't happy, but called me back and seemed ok," Helga stopped for a breath. "But then he called and Arnold answered the phone, only he didn't. he hit ignore and told me it was No Number. So I didn't call him back".

Phoebe shook her head. How did Helga get herself into these situations. Though she had to admit, she'd missed this.

"Have you told Derek?" Phoebe asked.

"Of course! But that seemed to make him ever madder, and now I cant find him and he's not answering my texts," she said, near hysterical.

"Well, first of all, Helga, calm down and take deep breaths. Your getting hysterical," Phoebe told her. "Second, I think we should go for a short walk, clear our heads".

Helga nodded. A walk would do her some good.

…...

"I already told you, Derek," Lila said, stirring the sugar into her coffee. "Arnold was Helga's first love, and the saying is you always go back to your first love, given the chance".

"I hate feeling like this," he said. "It's making me physically ill".

"Maybe it's time to end things?" she asked, hope blooming in her heart of hearts.

"I know. I just…" he trailed off as he saw Helga and Phoebe across the road. He froze for a moment. Would they look this way and see them?

"Think about it," Lila said. Reaching out and touching his hand with hers. "She cheated on you with Arnold, then she hangs out with him, knowing how you feel about things".

Derek was regretting saying anything to Lila. How could he have been so stupid, especially knowing how she felt about him. Of course she would be keen for him and Helga to break up.

But then, she wasn't saying anything he hadn't been thinking anyway.

He looked up and saw Phoebe look at them, then she wrapped an arm around Helga's shoulders and walked away with her. Great, now Helga had seen them.

…...

Helga sighed as she left the school building. She hadn't spoken the Derek since that morning. Not even in shared classes. He was avoiding her.

"Helga?" Derek said. She spun around and went to hug him but stopped when she saw the look on his face. Something was wrong.

"Yeah?" she asked, automatically crossing her arms in self defence. Another old habit crawling to the surface.

"Look, I can explain about lunchtime and Lila," he said. Helga didn't show that she didn't know what he was talking about. She just nodded.

"Go on," she said.

"I just needed to think, and get away and she caught up with me and went along. It was coffee and we talked about some things, that was it," he said.

"What kind of things?" she asked.

"Just … stuff,"

"About us?" she demanded.

"Well, yeah," he admitted.

"After everything you know now?"

He was silent.

"Look, we need to talk," he said, taking her hand. She snatched it back.

"Fine let's talk," she said, walking out ahead of him.

…...

Arnold had just finished dinner and sat down when Erine came in to tell him a girl was at the door. He rolled his eyes, thinking it was Lila.

Instead it was a tear stained, puffy eyed Helga standing there. She wasn't crying now. But she had been. He waved her in and they went upstairs to his room.

"I don't feel like going home," she explained.

"What happened?" he asked. Helga shook her head.

"I don't want to talk about it," she said. "How are you, anyway? And the rest of your family?"

"Grandpa . . . he . . . isn't coping to well," Arnold admitted. "Dad's dealing with both grief and guilt. Mom is doing her bit to help, but Dad is being stubbourn, and grandpa . . ."

"It must be hard. Loving someone and being with someone for so long, having them always be there, then suddenly they're not," she said.

Arnold looked over at her.

"So what about you?" he asked again. Helga sighed.

"He broke up with me," she said. "Said he couldn't trust me and that it was making him sick, just the idea of me hanging around you and he hated feeling jealous and distrustful blah blah blah".

"I'm sorry, Helga," he said. She smirked at him.

"No your not," she accused. Arnold said nothing. She wasn't lying.

He didn't feel bad about it.