"Well," Carly breaks the silence that crept on after Freddie left. Sam reluctantly pries her eyes away from the building door that Freddie disappeared through. She shakes her head violently, as if to clear away the thoughts she might have been having.

"What?" She asks Carly, and Carly gives her a duh kind of look.

"Follow him."

Sam's eyes widen, "What? No! Why do I have to follow him?"

Carly puts her hands on Sam's shoulders and stares her straight in the eyes, "Sam. As your best friend, it's my job to have your back, but also, to tell you when you're wrong. And this time, you're wrong. You know you are."

"But Carly!-" Sam whines.

"No but's." Carly says sternly, "This has been going on long enough and it's time for you to end it. The least you could do is apologize for what happened tonight and thank him for being there for you."

"I am not-"

"Sam."

Sam stands up straight and glares at Carly, "Carly."

They stare at each other for a few moments. Carly crosses her arms over her chest and Sam does the same. They continue to stare each other down until Carly breaks the silence.

"I'm going to tell your AA leader that you drank tonight."

Sam's eyes almost bug out of her head, "CARLY! How could you do this to me?! You're supposed to be my best friend!"

"I AM your best friend, Sam. Which is why I'm sticking to my ground on this one. Go upstairs and talk to Freddie, or I'm going to call the woman up right now." Carly says, pulling her phone out of her pocket as proof.

Sam's jaw drops and she stares at Carly for a moment, but Carly remains serious and defiant.

After a moment, Sam frowns deeply and twists her lip into a pout.

"Carly Shay." Sam says, folding her arms over her chest, she sighs, "You are one tough chick." And then she stomps past Carly and toward the door to the building.

"Yay. I'm a bad girl," Carly smiles to herself, and then turns around and follows after Sam.

.

.

.

.

"I'm going to be in my apartment if you need me..." Carly tells Sam as they part ways in the hallway.

"No eavesdropping." Sam tells her.

Carly feigns a gasp, "Me? Eavesdrop? How silly of you to think that."

"Carly." Sam warns. "I mean it." She points her finger in her face until Carly gives a small smile and disappears inside of her apartment.

Sam stands outside of Freddie's door and takes a deep breath. And then curses herself for being so nervous. Carly had told her that Ms. Benson was working the late shift that night and had left a couple hours before she had called, and normally, Sam would have just opened the door and came in, but judging by the state of her and Freddie's (friendship? Frenemieship? Relationship?) she decides it would be best to just go ahead and knock, which she does. She waits a moment as he, presumably, looks out the peephole and argues with himself on whether or not he should open the door. When he finally does open the door, he looks at her with a cold, angry look on his face.

A face of no forgiveness.

"What do you want?" He says, no emotion in his voice. She's taken aback by his abruptness. He's never been so rude to her, even after she'd screwed up.

"I-I..." She stuttered, and it occurred to her the roles were reversed, he was the indifferent one and she was the stuttering fool. "I just wanted to... um, thank you... for coming tonight."

"Yeah well, It's not like I was doing anything like, oh, I don't know, having a life." He deadpans in a sarcastic tone.

At this she scoffs and any sense of fear evaporates as she succumbs to her knee-jerk reaction to insult him, "Oh yeah because I'm SO sorry to have pulled you away from your action figures and model trains."

His expression breaks into one of anger, "For your information, I had a date." He hisses. Her mouth nearly drops to the store and he starts to smirk but his face falls into a grimace.

"Yeah," He continues, "I had a date. A date, with Tiffany Steele. A nice, smart, and attractive girl!" He rants, more to himself than her as he paces in his doorway, "I had a date. And it was going well. She liked me and she didn't insult me or argue with me, or make me feel bad about myself. She touched my arm and she looked like she actually enjoyed being with me."

He abruptly turns to face her, his face nearly inches away from hers as he glares, "And then, my phone rings and I excuse myself and next thing I know Carly is telling me that once again you've gotten yourself into trouble. And you know what I do?" He asks her, but doesn't wait for her to answer as he launches back into his tirade, "Rather than tell Carly I can't make it and go sit back down and enjoy my date with Tiffany, Rather than do the sensible thing, I didn't hesitate to go back to that table and tell Tiffany that I had to go. And then I ran, I ran out to my car and I drove off. I left. I left Tiffany Steele sitting in Pini's, knowing full well that this was my one and only chance, and I gave it all up. I left, and I went to find you..." His voice softens and drops down to a near whisper, "And I don't know why"

He turns to face her once again and their eyes meet. His eyes are genuinely confused, but sincere. Not full of regret or anger as she suspected. He puts his arm on her shoulder and his eyes begin to portray pleading- like he's begging her to understand. "I don't know what's wrong with me." He says and at this she drops her head (and his eyes) and looks at the ground, studying her feet. He continues on, "All I know is that I was on this date with a girl-a girl who didn't eat through my wallet or call me names, or argue with everything I said- this girl who really and truly liked me and wanted to be with me, but all I could think about the whole time is that I'd rather be sitting in the Groovy Smoothie with you trying to see who can drink the most smoothies without getting a brain freeze. Or aiding you in one of your hilarious yet creatively thought out plans, or being dragged out on yet another one of your crazy adventures." At this, she smiles, but doesn't look up

"You know what was wrong with that girl? That girl who seems so perfect. Do you know why I can't be with her?" He asks her. She still won't look at him so he takes the other hand that isn't on her shoulder and lifts her chin with his finger until she is looking him in the eye. When they're looking directly into each others' eyes like that he realizes how close they've gotten, only a few inches between them. And as he looks into her eyes she stares back at him, her blue eyes looking like the ocean during a thunder storm- chaotic. But he sees something else there, this barely concealed emotion, one that he's never seen on Sam before- he sees vulnerability. And it's at that moment that he realizes that Sam had let him in. She had let her walls down a little bit and let him get a foot inside. He knew that it would take much more to get her to open all the way up and let him all the way in, but just cracking the door is a big step for her.

It's that emotion from Sam that allows Freddie to continue, "I couldn't keep seeing her because, while she was just the kind of girl I always thought that I would be with- she was incredibly boring. It was like being on a date with a sibling of mine. And that's the same way it was with Carly. It never felt quite right. I was sitting there, trying so hard to enjoy it, but I couldn't. It just felt like there was something missing. She just wasn't..." He pauses and stops himself just short of saying you. Her blue eyes pierce into his brown ones and he continues on, "Right. She wasn't the right girl for me.

Her breath catches and she forgets for a few moments that she has to be strong and mean and closed. Suddenly, her walls are down and there's nothing to stop her from letting go and feeling everything; heat radiating off of his body as his brown irises pierce into her blue ones. The way that their faces are merely inches away from each other, their breath mingling in the air. She can smell the familiar scent of laundry detergent and cinnamon radiating off of him.

He's staring down at her with those chocolatey brown eyes, saying these words that are sweeter than anything anyone has ever said to her before, and it's by sheer willpower that she doesn't close the small space between them and kiss him. The desire to do so fills her body and shocks her. She's overcome with the desire to breathe him in, to touch him, feel him, have him. In that moment, she wants him so bad it almost hurts. It is then that she realizes that she is completely in love with a nub.

It happens suddenly. And she doesn't know if it's the alcohol or the intensity of the desire she feels for him then, but next thing she knows his lips are on hers and her lips are on his and she can't handle it. Her heart is beating, her heart is beating louder and harder than it ever has before and she loves it. She's never felt so alive and the feeling is... wonderful. Because she's never felt so complete before. And she knows it's a cliché, but their relationship is one big cliché. But the feeling coursing through her body is wonderful, and it's not the alcohol anymore. The alcohol, it made things pretty; the kiss, it made things real.

Her hands wind their way into his short hair and his hands are gripping her waist hard. He's pulling her toward him as if he can't get her close enough and she collapses into him. The alcohol in her breath mixes with the taste of his after dinner mint. As the kiss becomes more intense, their tongues begin to battle for dominance and his hands are moving up and down her back, always trying to pull her closer. They lose themselves in the kiss, it goes on for what feels like forever but was probably only a few minutes. Finally, they pull apart for air.

There's silence as they both catch their breath and stare at each other with shocked, yet lust filled looks. He runs a hand through his hair and she bites her lip as he does so. Their eyes never stray away from each other. The ever present sexual tension between them is so thick in that moment that it could choke them. He struggles to find something to say to fill the silence. He has no such luck and instead, says lamely,

"Do you want to talk about it?"

She shakes her head, "Nope."

"So what do you want to do?" He asks, quite obviously staring at her lips.

She gives a small smile and, before he knows it, she's pressed up against him again, her lips meeting his in a hungry and passionate kiss. They continue their tongue war for several moments before pulling away for air. She breathes haggardly and mumbles against his lips, "Is your mom home?"

He shakes his head and reaches behind him to open the door, capturing her lips again as he does so. They stumble backwards into the apart, never breaking away and she pushes the door closed with her foot. They rip each others jackets off as they stumble down the hall way into his bed room. She pulls his shirt off and pushes him back onto his bed. He stares at her hungrily as she climbs on top of him, straddling him and pulling her own shirt off. He takes her upper body in and licks his lips as he admires her. She gives a seductive smile as she watches him eye her. She leans down to begin kissing her again before his paranoia gets the best of him. He holds her back and looks into her eyes curiously, not masking the lust also present in his eyes.

"Are you sure this is okay? This isn't just the alcohol talking?" He asks and she rolls her eyes.

"You're such a nub," She says. As he begins to protest and demand a better answer, she leans down and kisses him, much slower and more passionate before. A kiss not of lust but... something bigger. Her lips on his and her hands grazing up and down his chest silence him as he drops his worries and happily kisses her back.