A/N: Sorry, I haven't updated in a few days, but I've just started school, so thing are already getting a bit hectic! This is kind of done in a rush, too, but it's longer than I expected, although there might be boatloads of typos. :S Lots of fluff and sort of smut, so hopefully this gets the tears flowing and eyes widening! Maybe we won't want to slap Sam as much this chapter...Replies at the bottom! (:

Disclaimer: If I owned iCarly, I wouldn't be writing FanFiction, now would I? I'd just make whatever I want to happen become canon. Enough said.


I tap on his window, attempting to get his attention.

I'd climbed up 8 floors on the fire escape just to get to his bedroom window, and I was tired as hell, but I wasn't going to risk explaining to his mother as to why I was here. Not to mention that it warmed me up a little from the cold.

I watch as he slowly stirs from his sleep, rubbing his eyes as he shift himself up into a sitting position. He's not wearing a shirt despite the weather, but he probably has the heat on. He sleepily gazes around until he spots me waving at him through the window, and furrow his eyebrows.

"Sam?" he mouths. I nod, and gesture for him to let me in.

A toasty bout of air sends pleasant tingles running through my body.

"Thanks." I say, plopping down onto his bed.

"Is everything okay?" he sits down beside me, engulfing my torso with his arms, his chin resting on my shoulder. I sigh contentedly as his body heat surrounds me.

"Yeah, I'm fine." I mumble, resting my head against his.

"So…you just felt like paying me a visit at…" he picks up his clock from the bedside table. "three in the morning?" he raises his eyebrows.

I sigh inwardly. I consider talking to him about what Carly mentioned, but something about it doesn't sit well with me.

If you just wanted to make out with him then what's with the constant movie dates? And you're getting up early to let him drive you to school these days? You never get up early. Her words echo through my head like the Grand Canyon.

"Freddie, let's just…not talk tonight, okay?" I say quietly, pushing him down onto the bed.

He looks up at me with dazed eyes, but nods as I lower myself to kiss him, playing with a loose thread on the waistband of his boxers. He smiles into my mouth, flipping us over to run a hand up my shirt. I push him off slightly, unzipping my jacket and pulling my shirt over my head in one swift movement, then pull him towards me again in a heated liplock, my arms around his broad shoulders.

His right hand moves to the hem of my jeans, a thumb massaging my hip bone while the other has reached under my bra to play with the nipple. I moan softly, moving my lips to his neck. He smells faintly of lemons and lavender, both refreshing and relaxing at the same time. I breathe his scent in deeply, gripping at his shoulders.

He begins to pull me away from his neck, returning the favor by planting warm, soft kisses down my torso. Shoots of bliss travel up from my navel to my neck, and I throw my head back, my hands running through his hair. I start to grind into his chest, feeling the need for him increasing. I feel him tugging at the waistband of my jeans, his eyes looking up at mine, searching. I practically rip the button and zip apart, hurriedly pushing the thick material down past my ankles.

He sits up, unsure of what to do. I take his hand and guide it to push aside the thin fabric of my boyshorts, rubbing his fingers against my moistened folds. His eyes widen, and he bites down nervously on his bottom lip as I remove my own hand, nodding for him to continue. I bring his lips to mine again, breathing heavily.

"Is your mom home?" I whisper, playing the hair on the back of his neck.

"No…" he gulps, his free hand stroking my cheek with his thumb. "Why?"

"I…I…don't want her to hear us when I ask you to…kiss me." I blush slightly, pressing my lips to his own, just feeling the need to be in contact with him. His fingers are working magic against me, his thumb massaging my clit.

"We've kissed tons of times. Why are you worried now?" he says, daringly sliding a finger inside of me. I gasp sharply, biting down softly on his collarbone.

"Not like this…" I inhale harshly, grabbing his face closer to mine, attacking his mouth. He eagerly kisses back, our tongues caught in a tangle as he slides another finger into me, curling them against my rapidly tightening walls.

"You mean…you want me to uh…" he pauses, deep in thought for a moment. "…perform cunnilingus on you?"

"Do you have to use nerd terminology even for oral sex?" I scold, though having difficulty sounding intimidating as he plunges further into me with his fingers.

"If you're want me to do it, then yes, we're going to get technical here." He mutters, his free hand squeezing my left breast.

"Just…please…" I push his head down as his tongue leaves a trail down my torso.

When he reaches the waistband, he pulls his fingers out of me, and shyly pushes my boyshorts down, pulling them past my knees and ankles, then discarding of them onto his desk chair. He comes face to face with my now throbbing core, staring at it in wonder.

"Do I get to name her?" he chuckles softly, his breath tickling me.

"What?"

"Well, you named my...'friend' Mr. Twinkie….so…"

"I…I don't know. What do you want to name it?" I roll my eyes—at this point, I really don't care that much.

"Um…how about...Niagara Falls?"

"What? How is that fitting?"

"I don't know, my hand could tell you that it's pretty damn wet in there."

"Oh for fuck's sake."

"You asked!"

"Whatever. I said no talking, remember?"

"Right. Sorry." He says, and returns his gaze to where it was before.

He takes a deep breath and runs his tongue up my folds, sending a wave of shivers through me. He takes my lack of complaint as a sign to continue, and begins planting feather-light kisses on me, sucking slightly every few kisses. I squirm under him as I cry out, gripping his hair lightly.

"Oh jeez…Freddie..."

He takes another swift lick upwards, and with no warning, shoves his tongue inside of me and begins to explore, as if to lap up every bit of moisture that I was yielding from within. I feel myself gripping his hair tightly, and my legs turn to jelly, giving out beneath me.

"Freddie…I'm…." he doesn't pull away, but merely continues to penetrate me with his tongue, his hands gripping my thighs. As my fluids explode into his face, he sits up, grabbing a tissue from the bedside table.

"I…sorry about that." I barely whisper, pulling up the covers around me. He shakes his head, smiling as he wipes at his chin.

"It's more than okay." He climbs under the covers with me, pulling me closer to him until our faces are merely inches away from each other. "I'm glad you let me do that." He smiles at me softly. "I love you." he whispers, gazing at me with his irritatingly beautiful eyes. I struggle to tear my gaze away from him, feeling hot tears stinging my eyes.

"Sam…? Are you crying?" I turn away from him, burying my face in a pillow.

Oh god…You're really falling for him, aren't you? ..Sam? Carly's words haunt me a I sob into the pile of fluff.

Realization had never hit me harder than it had now. He timidly puts a warm hand on my back, softly rubbing my shoulders. I shiver under his touch, feeling a tinge of cold seeping through the crack in the not-quite-closed window.

"I'm sorry, did I hurt you or something? I didn't mean to; I was just doing what you—"

"It's not your fault, okay? I just…you're so damn perfect." I manage to choke out. His eyebrows furrow in confusion, and he takes my hand in his, rubbing circles in my palm.

"And I'm not…and…I don't get it, Freddie. Why do you even like me?" I turn to face him, eyes red and puffy. "I'm a mess. I beat you up, I constantly insult you, I'm indecisive, and I can't even accept that...I may just be falling for you…I…" he silences me with a kiss, wiping at my face as I sob into his mouth.

I can taste the slight bitterness of my own fluids on his lips, but a this point, I don't care. He breaks away, and pulls me towards him, pressing my forehead into the crook of his neck.

"I don't care, okay? If you ask me why I love you, I couldn't answer you either, because I don't get it. I just…I know that I do."

I pull back, reaching up to brush a lock of hair off his forehead as I stare at him. Fredward Karl Benson. The nerdishly sweet kid who I'd sort of fallen for.

"We're so fucked up." I finally say, laughing as I place my hand back in my lap.

"Mm, but it kind of works for us, doesn't it?"

"Not if you've made me cry twice in the last two weeks, you nub."

"Sorry about that. But to be fair, you're the only girl that's made me cry before, too. And I intend for it to stay that way, if you'll let me. We'll make each other cry, you can punch me, and I'll just tell you I love you anyway."

If I hadn't been crying before, Niagara Falls would be a more appropriate name for my eyes right now.

"Shit…you've ruined every other guy for me for life, idiot." I half-laugh, punching his bare chest lightly.

"Planning on leaving for someone else already?" he looks at me skeptically.

"Well, yeah, I mean, your performance today…it was only A- material…" I joke, running a finger down his smooth chest.

"Can I retake this test?" he leans in closer, placing a kiss on the corner of my lips. I can't help but smile, and nuzzle my lips against his as we share our most timid but contented kiss yet.

The click of the front door is heard, and we immediately spring apart.

"Uhh…bathroom! Get dressed, and then go through the window!" he whisper-yells, and starts picking up my clothes, handing them to me.

I pull on whatever I can at lightning speed, looking an utter mess, but not really caring. He helps me zip up my jacket as I head towards his bathroom. Turning around, I grab his face close to mine as we hear Crazy approaching his room slowly.

"Good night." I whisper, kissing him quickly before opening the window wide enough for me to crawl through and onto the ledge, a fire escape not too far away. The boy certainly knew his escapes.

"Good night, Sam." I look up as he waves from the window down at me, before he runs back into his room, probably diving under the covers.


A/N: I don't really have much to say about this chapter...so yeah.


Replies:

Flutter360: Hahaha my friends don't really say anything about anyone's appearance anyway, but LOL. You're a sweetie (: Thank you!

pigwiz: I've...already replied to you, haven't I? xD

MissSeddie: Haha thank you! 3

MissJuniorMinty: Gawd, I know, right? Well, hopefully we all said "About damn time, Sam." for this chapter xD And thank you, haha you flatter me so. :P

crybaby452: ;) Best friends will be best friends...and Sam's always been a cheeky one, hasn't she? ;)

Moviepal: Haha I'm glad you found that amusing. :P And lol at your pun...

chasingfireflys: Oh! I did not know that...O_O LOL I don't know, I just found it awkward to write "December the 26th" so I put what I call it there...haha maybe I'll make Freddie have some British relatives...who knows...:P Oh my...that must have been quite a discussion for your friend xD Thank you for reviewing! (:

babygirl669: Haha I don't think they intentionally name snack cakes that way, but yeah, I found it amusing :P

PurpleJerk: HAHAHAHA you are funny, my friend xD LOL I just figure that Sam would be like that. She's very entitled to her own opinion unless her argument is shot down very blatantly. And I like Carly when she's being a good friend for Sam and Freddie. (: I wish she would get a nice boyfriend for herself. :/ And haha I'm glad I make you laugh :P

x-EMP-t: Thank you! Haha I do try to update as often as I can, so hopefully I do get around to finishing this eventually!

StandaradNostalgia: Haha this is pretty much how me and my best friend talk (I'm usually Carly), so it comes easy to me, I suppose xD And oh yes, we always knew that Sam was a ball of mischief ;) HAHAHAHAHA I just flailed laughing at that rhyme...because I can totally picture her saying it.

timmituba: Not anymore, but I do try to update as often as I can!

renzooboi: Haha hopefully this chapter made you happy, then! :D

crazy-apple94: hahaha I don't know, I just figured that Pam would be the kind of person who, while is not exactly the best mother in terms of hygeine and financial terms, she does genuinely care about her daughter's emotions, and so she's creepy for watching them, but she only does it because she wants to make sure that Freddie really does love Sam :3

Jarik Kiray: HAHA I'm glad you liked those scenes! Hehehe I have surprises in store for these two...

iBloodBenderSeddie: LOL it's fine, I don't beg for reviews; they appear if they so wish to xD And hopefully most people are going "Finally!" with this chapter. And thanks!

Daisy215: Thank you! :D

irishfan62:

Chocolate Thunder: Right? Well, we'll probably start seeing some of that soon!

Nameless Wonder: aite, thanks bro.

die-hipster-die: HAHA sorry if this is moving really quickly for you xD I'm spreading out my updates to every few days now, so it should be better :P And thank you! :D

: LOL I know, right? She can't just get a clue until it hits her in the face. ==

KeyLimePie14: :O Another one of my favorite authors reviewing? I should invest in an autograph book..And oh gawsh, thank you so much ;A; Hopefully this chapter didn't have too much fluff for Sam and Freddie, despite that they've matured slightly over the years...

deathrosekitty: ;) Haha thanks for all the reviews!

: Thank you! :D

cherry55: hahaha I'm getting on it! :P

cheez: Haha it'll probably be every few days from now on because I have school, but I'll try! :D


Review if you so please :3