Disclaimer: I'm so sorry, I don't own iCarly. I've let you down.

A/N: This was... actually pretty hard to write. I'm still not quite happy with it. I couldn't seem to make Spencer angry, just sad and hurt. Let me know how I did... whether it's a success or a flop. Constructive criticism only please.

Spencer paced back and forth in front of us, whirling at us every now and then, mouth open to say something, only to go back to pacing. I shivered on the sofa, regretting my choice of a tank top, and Sam looks over at me. I heard the snick! of a zipper and saw Sam taking her hoodie off. Spencer jumped, pointing a finger at Sam. "What are you doing!"

Sam rolled her eyes, "Dude, she's cold."

Spencer relaxed. "Oh." He whirled and kept pacing.

Sam helped me slip into the hoodie, warm from her body heat. I snuggled into it and breathed in her scent. Spencer suddenly stopped, sighing and dropping into a chair, his hands running through his hair.

"How long?" His voice is hard, and I feel my stomach drop.

"How long what?" I say softly, trying to see his face.

He gestures, "How long have you two been..."

"Fucking?" Quipped Sam.

Spencer groaned and put a hand to his heart. "Yes, that."

Sam and I looked at each other. "Um, about a week?"

Sam shrugs, "Yeah, about that."

Spencer groans louder. "And are you two..."

"Fucking?"

Spencer makes a choking noise.

"Together?" I say, mouthing no at Sam and shaking my head. She shrugs as if to say – what?

"Mmm."

"Yeah, we are."

Spencer nods slowly, standing. He sighs. "Carly, I'm really disappointed in you right now. I-I can't look at you."

I nod softly, a tear spilling down my cheek. Sam looks at me, her face looking agonised, then growing angry. She jumps up. "Look, you're being a really shitty brother here Spence. So what? We were having sex! It's not like we forced you to spy on us! What the fuck were you doing out there anyway?"

Spencer folds his arms, turning his nose up, "Not that it's any of your business, but there were some unpleasant people waiting for me in the lobby. They had fire." He turns back to Sam, jabbing a finger in her chest, "And so what? Carly's my little sister! She shouldn't be doing things like that!"

"Don't tell her what to do!"

I raise a hand meekly, "Little sister right here."

Spencer turns to me, "You're my little sister Carly. I don't want you... doing those kinds of things. In fact, I forbid it!"

Sam grabs Spencer's arm, forcing him to turn back to her. "Look, Spencer, I get that you're worried about Carly. I worry about the kid too. But you can't protect her forever. You can't save her from everything." Spencer sighs and looks over at me, his face sad. "And you know I'll never do anything to hurt her. I love her. And you know me Spence, I protect the things I love."

Spencer sits down beside me, "I know."

Sam nods enthusiastically. "And it's not like I can knock her up or anything." Spencer groans again, and I join him. I love Sam, but sometimes she needs to stop talking a sentence before she actually does.

Spencer takes my hand, holding it with both of his, "Look, Carls... I'm happy for you and Sam, really, I am. I mean, Sam's here so much she might as well be my little sister too. And it's not seeing the two of you... together that bothered me." Spencer swallows hard, shuddering, "Although that will replace the killer ponies in my nightmares now. Ugh." He holds a finger up, "Just give me a minute." Sam rolls her eyes at me, and I shrug, smiling. Spencer nods, "Okay, I've repressed it." He nods again, opening his eyes and turning his face back to me. "Like I was saying, it's not that... although it was sort of, but not the biggest thing... it was more the shock and 'Oh no, what are you doing to my sister! Get off her!' and it was cold and I was hungry and..."

I squeeze his hand, reminding him gently, "Spencer, you're rambling."

"Oh right, sorry." He sighs heavily, "Why didn't you tell me? That's what hurts the most. I'm your big brother Carly, I would've understood."

I lower my head, somewhat ashamed. Spencer deserved better. I should've told him, as soon as I was sure. I feel a hand on my shoulder and look up. Sam sits down beside me, "It was my fault Spence. Carly wanted to tell you, but I told her to wait."

Spencer looks hurt and confused, "Why Sam? Why didn't you want to tell me?"

Sam bites her lip, looking away. "'Cause Carly said you wouldn't let us sleep together in her room anymore and that I wouldn't be able to do all that stuff she likes all the time. Y'know..." Sam makes a suggestive gesture with her fingers and I wince, "And I really wanted to keep doing- Spencer? Are you okay? You look kinda green."

Sam's right, Spencer's gone all pale and sick-looking. He takes a deep breath and swallows hard. "No," He gasps, "No, I'm okay. It was my fault, I shouldn't have asked Sam anything."

Sam looks offended, her nostrils flaring, "What's that mean?" I pat her hand sympathetically, but I admit, Spencer had a point.

"Okay... okay. I'm good now. Whew."

I chew my lip, "I'm sorry you had to find out that way. I was gonna tell you tomorrow, because Freddie knows now and-"

"You had... sex in front of Freddie?" Spencer's face is shocked and horrified.

I pause for a moment, just to stare at him in disbelief. "Um... no! We just... y'know... told him."

Spencer's eyes went wide, "Oh... so that's why he was all mopey at dinner. I thought he was still upset over his bowl turning out wonky."

I nod, "Well... he was, but... he was upset over us too. I think he's okay now though. I hope."

Spencer takes a deep breath and stands, looking slightly more relaxed. "Look guys, I'm happy for you, really. I'd rather it be Sam than some guy I don't know, and I know Sam can protect you better than any guy..." He looks at Sam questioningly, "Seriously though, how are you so strong? It's unnatural!" Sam shrugs, looking pleased. Spencer yawns, "But all this mental scarring and repression has really drained me. And we," Spencer points to me, "Are gonna have an uncomfortable, in-depth talk in the morning that I really don't want to have with you."

Sam furrows her eyebrows, "Then why not just not have it with her?"

Spencer smirked, straightening up, "You'd like that wouldn't you? Oh, and if some people come looking for me, I never lived here and you've never heard of the Clown's Parade."

I raise my eyebrows, "Spence... what did you do?"

He looks at me seriously, "I learned that inflammable means flammable. And that clowns can run pretty fast in floppy shoes."

He heads for his bedroom, and I stand, stretching. Sam stands with me, taking my hand. "Well that was easy." Sam says brightly.

I stare at her. "Sam, he caught us having very obvious sex, passed out and fell through my window and woke up to you giving him naked CPR, passed out again, and then we dropped him on the way down the stairs. It wasn't easy. Not at all. Not even a little."

Sam looks down, chastened. "I meant easy for me." She mutters, toying with my hand. She perks up suddenly, a wicked grin on her face. "Hey, he didn't say I couldn't sleep in your room."

Spencer walks past us with a sleeping bag under his arm and we turn to look at him. "Uh, Spence, where you goin' with that?" I say, smiling.

He stops, "Oh, I'm camping outside your door tonight Carls. Sam, there's ham in the fridge." He tosses her a blanket and she catches it reflexively, a dismayed look of confusion on her face, though she cheered up a bit when she heard the ham part. Spencer sees Sam's confusion, "In case you get cold on the couch." He heads up the stairs, calling after me, "C'mon Carls, say good night to Sam!"

I shrug apologetically, "Toldya Sam."

She sighs, growling. "A girl can hope. There better be a lot of ham in that fridge." She turns to go, but I grab her arm, the smile fading from my face.

"Sam... did you mean what you said to Spencer?"

She turns back to me, looking confused, "Which part?"

I flick a glance at her face, "When you said... you loved me?"

Sam frowns and I feel butterflies smashing against the walls of my stomach, making me nauseous. "Of course I did Cupcake. You know I do. I always have."

I shrug, "I know, but that was before... as a friend."

Sam grabs my shoulders, forcing me to look at her. Her blue eyes are serious, a softness in them that makes me quiver. "Carls, I've always loved you. As a friend, as more... as everything. I thought you knew that."

I feel my lips tremble, and Sam stills them, pressing her own lips softly against mine in a long, wanting kiss. "I love you Sam." I whisper into her lips as we part, our foreheads resting against each other. I can see Sam struggling to wipe this big, cheesy grin off her face and I laugh.

"Shut up Shay, I can't help it!" Her arms slide around me, hugging me close to her, and I bury my face in her blonde curls, taking a deep breath of her Sam smell. Spencer's yelling at me to come up, and I let her go reluctantly. Sam's hand slides up my tank top, cupping my bare breast softly. I laugh, "Sam, what the hell?"

She rubs softly, and I feel my nipple harden under her fingers. Sam sighs, "One for the road." I pull her to me, giving her a soft, teasing kiss, running my tongue along her bottom lip, touching her tongue lightly. Her grip tightens but I shrug her off, saying firmly, "Good night Sam."

She glances at the couch sadly, "Yeah. 'Night."

I smile softly at her. She's so adorable, and I love that I can read her so easily. "Tell you what, there's chicken wings in the fridge too. They were supposed to be Spencer's but..."

She grins at me, winking, "Gotcha."

I go upstairs, finding Spencer outside my door. "Oh thank God Carly, I did not want to go down there to get you."

I push Spencer lightly in the chest, slipping past him into my room. "We do have some control Spence."

"Hey," Spence's voice is soft and I turn to him. He pulls me into a hug, "I really am happy for you and Sam."

I feel my heart melt and my eyes start to prickle. "Thanks Spence. It means a lot to me." He musses my hair, grinning, "What are big brothers for kiddo!"

I push him off, protesting, "Spence!"

We say goodnight and I head into my room, hearing Spencer settle down across the doorway. Despite myself, I can't be mad at him for that, because I understand. He's just trying to protect me. It's just too bad I don't want to be protected. I sigh at the sight of my messy, empty bed. It was going to be a long night.

A/N: This turned out surprisingly long. Thank you to all of my reviewers, you are the wind beneath my wings. Oh, and I'm a bird now. Please keep up your great work, and I'll keep up with the updates. Also, you know what's weird? I've only been on FF for a little over a fortnight. *sigh*, time flies when you're writing smut. Speaking of smut, it'll make it's triumphant return in Chapter 13.

Also, I became aware that my author's notes are hilarious. And that one poor reviewer was injured with hot coffee because of this. I apologise sincerely and issue this warning.

Please put down all hot beverages and pointy objects when reading. And for those of you drinking knives... I guess it applies doubly to you, but... I think you probably have bigger problems, so follow your heart.