Heh, I consider Hillwood a place that would be like, on the outskirts of New York, now… if Helga and Riley live in Chicago, and they're going towards New York… heh, it's a 12-hr drive… SO we're gonna ignore this detail that was screwed up in chapter one, and just, smile and nod :) Next chapter soon. It'll be chuck full of angst and excitement :) R&R! Hope you enjoy!

(Scene 1)

"I'm going to kill her." Helga shut her eyes tightly. Silently begging some higher being to make this go away. She reopened her blue eyes and stared at the man with the cornflower hair.

"Kill who?" He asked. Helga's insides twisted as his voice filled the small hallway.

"Phoebe." She said the name with as much anger as she could muster.

"…Why?" Helga stared at him. She was giving him way too much credit. He had no clue who she was. Phoebe and Gerald didn't tell him.

"Are you serious?"

"I'm sorry?" He was mildly confused, ok, extremely confused. This was exactly why he didn't want to baby-sit. He should have known something was up when Gerald winked at him and told him surprises were in store for him.

"You don't know who I am."

"…I don't know who you are." She looked familiar, very familiar. But he just couldn't put a name to the face. A beautiful face at that.

"You were always the densest out of all of us, weren't you, Football head."

His eyes grew wide as his jaw dropped.

Helga couldn't help but smirk as he grabbed the table next to the stairs for support. She mused that in a perfect world there would have been hugging and toothy smiles. But this was no perfect world.

"Helga G. Pataki?" Not a perfect world indeed.

"Dr. Helga G. Pataki, thank you very much." She straighten out her jacket, further avoiding eye contact.

"Oh my god, it's been… years."

"Ten, Arnold, ten long, distant years." Helga said, her voice flowy.

There was a pause.

"You look great." She looked up surprised as she saw his eyes move up and down her body. He smiled as he caught her eyes. "You look so different, I mean, I don't know."

She found this amusing. She had never, ever forgotten him. She could pick him out of a crowd of three hundred people, hell, more then that. She would recognize his voice without hesitation. Her hair is slightly longer, a few smile wrinkles, some expensive clothes, and she's a complete stranger.

"Good to know Arnold." She sighed as she shook her head. "You look pretty good yourself. How are you?"

Arnold stood somewhat still confused. He remembered Helga; she was like a dream that never left him. She looked different. Through out their lives she was never one to dress so nicely or to wear more then just lip-gloss. But here she was, in the flesh. Ten years had changed her, at this point from the inside out.

"I'm good. Gerald asked if I would baby-sit, I had no idea that you were here. I might have to hurt him." Helga nodded.

"I was going to come over and see you… later this week." She nodded her head. She knew perfectly well that she had planned to avoid him if it meant hiding in garbage bins.

"Really? It would have been great to see you. You know, on our own terms." He smiled. His earth shattering, weak in the knees, "I truly care" smile.

Helga felt her lips curl slightly. She loved those smiles.

"Watch it Football head!" Helga marched past him, slightly shoving him off to the side.

Arnold looked at her and fixed his shirt. If the girl wasn't any pushier. Gerald smiled as he leaned against his locker, allowing his overly long legs to stretch out.

"Damn these growth spurts. I wish I were a girl. Look at them, in sixth grade a practically done with all there little hormonal changes crap."

Arnold turned to him and shook his head. "You really weren't paying attention in Health, were you?"

"Not my style man, not my style." Arnold shook his head and began walking in the direction Helga had disappeared in.

He wandered around until he heard soft sobs coming from one of the small hallways. He walked slightly faster and then stopped suddenly as he saw the girl with the choppy blonde hair and badass attitude, crying.

"Helga?" She turned and stared at him, another sob escaping her dry lips.

"Go away." She said, turning so her face was hidden from him.

"What's wrong?" He was panicked. Helga did not cry. Helga was the one who made other people cry.

"Nothing!" Another sob. Arnold gently put his hand on her shoulder.

"You can tell me, I won't tell anyone else." Helga looked at him slightly. He noticed how red her eyes were. "I want to help."

Helga looked at him and shook her head. "You can't."

Arnold looked at her, and did the only thing he could. He gently took her in his arms and hugged her. He was expecting the girl to push him away and beat him close to death.

However, she surprised him.

Helga rested her head against his shoulder and just cried, wrapping her arms around his waist.

Arnold whispered meaningless words, as he gently stroked her head and patted her back. Somewhere in the back of his mind he was being screamed at. He was comforting his bully from childhood.

The late bell for the buses rang.

She pulled away, wiping her eyes. She looked up at him, ready to apologize, or insult him, anything. But she couldn't.

Arnold looked at her and gently pushed some hair off her face. Then he smiled, one of his earth shattering, weak in the knees, "I truly care" smiles.

It took all of what little strength Helga had left not to kiss him, or jump into his arms.

"Come on." He stood up and held out his hand. "I'll walk you home."

"Mom?" She snapped out of her thoughts as a new fear entered her mind.

"What?" She shouted up the stairs in instinct. She looked at the shocked expression Arnold was wearing. She chose to ignore it.

"Can I watch TV in the guest bedroom?"

"Yeah, sure. Where's Lilith?"

"She fell asleep!" She heard a door closed. She would have been mad that he was yelling at her instead of coming downstairs to ask her, but right now, she was beyond relieved.

"Mom?" She looked at Arnold and her eyes again avoided his.

"Um… yeah, I have a son." She looked up at him.

"You're married?"

"No, I actually haven't been in a serious relationship in a while." She said, her voice soft.

"Well I'm assuming you were in one if you have a kid." She bit her bottom lip as she looked back at Arnold. She was going to give him too much credit again.

"Riley isn't from some beautiful love affair, he's pretty much from a one night stand." She felt her body tense as the words slipped from her lips.

"Oh, well, um… I'm sorry?" Arnold said, now nervous. Helga looked at him, dropping her mouth open a bit. She regained composure and shook her head.

"It's ok."

"Is the father at least still in his life?" Arnold asked. Curiosity killed the cat.

"…Um… no not really. Or well not actually." Helga bit her lip again. She saw Arnold's mouth open. "I'm really, really tired, can we continue this, later."

"Yeah sure. You want me to leave?" Helga looked at him.

"No, of course not, you can stay."

"Really?"

"…No. I'll deal with the kids, and I'll be sure to thank Gerald and Phoebe for us." Helga smiled as she walked over to the door.

Arnold grabbed his jacket and smiled. "I'll call you later this week. I would love to get together."

"…Uh huh." Helga smiled back slightly and gently closed the door as Arnold headed down the street. She leaned against the heavy oak and sighed. "I swear to… I'm going to kill her."

(Scene 2)

"I'm sure you're exaggerating." Phoebe stated as she continued to do her laundry.

"Look you, I had to converse with him. After ten freakin' years." Helga growled as she sat on the dryer.

"You are such a baby. Did he meet Riley?"

"Only the essence of Riley. Thank god my child likes TV." Helga sighed in relief.

"You are going to eventually have to tell him Helga." Phoebe said, folding random articles of clothing.

"…No I won't." Helga decided.

"You're joking?" Helga looked at her and made a face. Phoebe glared at her, eyes like daggers. Helga's shoulders slumped.

"Yes. I'll have to tell him." Helga sighed and placed a hand over her face. "I shouldn't have come."

"Bite your tongue. I haven't seen you in months, and Riley loves it here." Phoebe stated, on to towels.

"This is getting to complicated. You know, I should have told him when I found out I was pregnant." Helga was close to the brink of insanity.

"Why didn't you?" Phoebe asked, she knew so little about anything Helga did or why she did it. Hell, she was slightly blurry on how Riley came into existence.

"Because the whole thing was a mess. It was a mistake; he went so far as to say that it never even happened. Come on, we were eighteen. Who wants a kid at eighteen? What if he made me move back to Hillwood? After I fought so hard to get out? I couldn't do it Pheebs. And now, jeez." Helga put both hands over her face. "That's it, I'm jumping off of your house. Raise Riley right for me, ok?"

"Sweetie," Phoebe put a comforting hand on Helga's shoulder. "Everyone has to make decisions in their lives. Whether or not what you did was good to everyone else, it worked out for you. You have an amazing child, who's smart, polite, sweet, nothing like you as a child. You not only finished college, but also got your Masters and Ph.D. while raising Riley. You did it all without any help. Not many people could do that. Yet, you always could." Phoebe smiled as Helga's hands gently fell from her face. Helga looked at her best friend.

"I loathe you."

"I know."

"I'm suppose to be the psychiatrist here."

"I know."

"I'll invite him to dinner tomorrow." Helga jumped off the dryer and began walking into the kitchen. "I'll tell him everything."

Phoebe looked at her and threw her a small smile. "No you won't."

Helga nodded as she continued. "Yeah, no I won't"

(Scene 3)

Riley shot the basketball and then began jumping up and down as the ball slid into hoop.

"YES!" Sid smirked and gently patted the boy's head.

"Wow, for a nerd, you're pretty good with a basket ball."

Riley smiled brightly. "Mom taught me."

"Go figure." Helga stated as she sat on the bleachers, smiling. Sid patted Riley's head one more time before walking over to the blonde beauty.

"So?" Sid smiled as Helga leaned her head against his shoulder.

"I'm happy you're not mad at me." Sid kissed the top of her head, gently wrapping his arm around her shoulders.

"Me, be mad at you? It be a sign of the apocalypse." Sid laughed. Helga joined in.

She watched Riley run around the hoop, re-enacting some game he had seen on TV. She smiled.

"He's a good kid." Sid said.

"Make's you wonder if he's really mine."

"Yeah, it sort of does." Helga laughed.

"I'm so sorry I left, barely two words to you."

"Eh, no worries. I mean, come on, I wouldn't expect it any other way. You wanted out of here more then any of us. You got out. Besides, the Christmas cards, random pictures, random phone calls, I think you tried better then any one else did." Sid smiled.

Helga nodded a bit. She relaxed against Sid's shoulder and smiled.

"Pass it to ME!" Sid shouted. He was 6'3", think black hair covered by a baseball cap, gorgeous features (smile, muscles, and face), and was currently shouting at his long time best friend.

"Shut up Sid!" Helga yelled back. She threw the ball through Stinky's long legs and shouted, throwing her arms up as Sid grabbed the ball and made a three point shot.

"We are the CHAMPIONS!" Sid shouted as he pulled Helga into a bone-crushing hug.

"Ah shucks you guys, it's just a game." Stinky said as Harold panted behind him.

"And we're still the winners!" Helga smiled walking over to her bag. Sid stuck his tongue out to the boys and then plopped himself on the grass next to the courts.

Helga looked at him and smiled as she gently patted her face.

"Good game partner." Sid smiled. Helga nodded.

"Back at ya!"

"You still coming to my house? We're never going to graduate if we don't finish this damn History Report."

"Of course I'm coming to your house. I've been going to your house every Sunday since fifth grade." Helga smiled as she zipped up her bag. "I think your mother would be scared if I didn't come over."

"She'd probably blame me." Sid smiled; taking a sip from the water bottle Helga handed him.

"So, we still going to prom together, or did you find a bimbo?" Helga asked. Sid looked at her, and stood up. He wrapped his arm around her shoulders as they began walking to his house.

"I promised we'd go to prom together if neither of us had a date by March. It's April. We're going to prom together, and I wouldn't have it any other way." Sid smiled. Helga laughed.

"It would be weird showing up to prom with out each other."

"Considering the entire school thinks we're getting it on." They laughed.

"If I remember correctly… ever since that day I saved you from Big Patty and we started becoming friends, everyone thought we were getting it on."

"Those perverts." Sid laughed. "Phoebe, you, and me, the movies tomorrow after school, right?"

"Right." Helga smiled.

"Good, we need to get in some personal time before graduation comes and goes and you fly away." He smiled.

"You're being dramatic." Helga laughed.

"Nah, I know you're gonna make something of yourself." Sid smiled, which in return, made Helga smile.

"Helga, wohoo." Helga looked at Sid and smiled apologetically.

"Sorry."

"No problem space cadet." Sid laughed as Helga elbowed him.

"What were you saying?"

"Whose the lucky guy?" Sid motioned over to Riley.

"You'll never guess."

"Oh, trust me I could." Helga looked at him and sighed.

"How did you know?"

"How didn't I? Does he know?"

"No… I have a dinner date with him tomorrow though. Should I tell him?"

"Yes." Sid said without hesitation.

"You think so?" Sid sighed and looked over at Riley.

"Let's just say, that if I had a son like him and the heart of a woman like you, I would want to know. Not only would I want to know; I would never, ever, let you go again."

Helga looked at him and smiled.

(Scene 4)

"You look amazing." Riley smiled as his mother twirled around. Phoebe sat on the bed nodding her head.

Helga looked at them and back to the mirror. She was wearing a simple black dress that went to about her thighs, and then a thick-ish sheer flowy material fell from the hem of the dress to her knees. It had spaghetti straps with silver sparkles all over it. She was wearing a simply necklace and earrings. Her hair was loose, curls and waves down her back. She was wearing strappy sandals and a sheer black shawl.

"I can't do this." Helga said dejectedly.

"You need a boyfriend, this is ridiculous." Riley said. Helga looked at him, he had know clue that after tonight his life was about to change, whether it be good or bad. She looked Phoebe who smiled reassuringly.

"You look gorgeous."

"Eh." Helga looked back at the mirror and sighed. She so did not want to face him.

"So, you went to high school with this guy?"

"She's known this guy all her life." Phoebe smiled at her godson. "He's Gerald's best friend."

"Really? Cool!"

"Yeah." Helga smiled.

"Guys! Arnold's here!" Helga's stomach did a flip. She scolded herself.

Riley was about to head downstairs when Helga grabbed his shoulder.

"You have summer reading to do, you can meet him later." She said sternly.

"Oh come on mom." Riley slightly begged, trying to look down the stairs and to the front door.

"No." Helga turned him in the direction of the office. "Go read."

"You slave driver." Riley mumbled.

"I heard that." Helga said as she descended the stairs.

Arnold looked from Gerald to the blonde at the bottom of the steps.

"Wow." He said, and smiled. "You look great!"

"Thank you." She smiled as Gerald nodded approvingly, and Phoebe came down behind her.

She looked over Arnold; he was wearing a black suit with a red tie. He looked so sophisticated.

Helga's smile faltered as she figured out that after tonight, much like Riley, her life would never be the same again.

"Shall we go?"

"Yeah." Helga smiled and followed Arnold out of the house and towards his car.

"I think you'll like this place." He smiled. Helga nodded.

It didn't really matter at this point. She was about to break a grown man's life. Probably get burned in the process herself.

(Scene 5)

Dinner had been going smooth enough. They talked about college, jobs, people they met, people they wish they never met, etcetera.

Helga was impressed. Arnold was an English teacher at one of the local high schools, and took care of the boarding house. He had graduated from NYU, and had done a correspondence program to get his masters. He lived at the boarding house and had two dogs, Bernard and Abner Jr. Jr., named after his late pig of course. His life was a trip.

Lila and him had gone out exclusively for a few years, but she broke it off with him and married Brainy two years ago. Other then a few casual girlfriends, and the one or two "girl of his dreams" he was right now concentration on the boarding house.

Helga had sat and listened, hanging on ever word. She made her usual comments and smiled every once and a while.

She told him about the University of Phoenix and how she had gotten a scholarship and had graduate top of her class. She talked about Riley, and the things she had to go through for them. She told him about the random guys, who didn't want kids, or at least someone else's kid. She graduated with her Ph.D. three years ago and was hired by a private institution. She was one of the most popular psychiatrists, dealing with depressed housewives and rebellious teenagers. She talked about the large paycheck at the end of the week.

She found herself talking the most about Riley. It was just force of habit.

Arnold enjoyed it all. Riley just seemed like such a great kid.

Now, they were drinking their coffee as Helga talked about Riley's naked phase when he was five.

"He sounds like an amazing kid." Arnold laughed.

"He is." Helga smiled taking a sip of her coffee.

"It's a shame he doesn't have a father figure." Arnold shook his head. "Can I meet him?"

Helga stared at him. Arnold was dense, Riley wasn't. While it went over one's head, the other would be furious. Helga would be in the middle and she wasn't use to the middle.

"Look, before you meet him, I have to tell you something."

"Shoot."

Helga looked at him. Her heart began pounding. "Remember… that night…"

"What night?" Arnold asked confused. Helga's head was reeling, this was going to be difficult and she was, again, giving him too much credit.

"When we slept together." Helga whispered.

Arnold looked at her. His eyes began to dart around the restaurant.

"Arnold… please."

He looked back at her and nodded. Helga stared at him, she knew he remembered, his reaction was to spastic for him to have forgotten.

"Ok, the was the last time I ever had… ya know." Helga said, her conservative personality coming back.

She looked at Arnold. His mouth was slightly ajar, and his eyes staring back at her. She could see the wheels turning in his head, but maybe she was giving him too much credit.

Suddenly, Helga saw him move slightly, and then fall to the ground in a heap. She looked to the side of the table. Maybe she didn't give him too much credit.

She placed a hand over her face.

"Oh crap."