A/N: thank you for all the response this has been getting! this chapter is a little sad :-( enjoy.

CHAPTER SIX

Twenty eight weeks later

After Carly knew about the pregnancy, Leah spent a lot of time with her and Spencer. It was awkward having to go to the Shay loft for the first time since she started showing. But Carly welcomed her with open arms once again. Leah had a full blown baby bump and always complained that she was fat and ugly. Whenever she went out with Spencer, she always got worried that he was looking at other girls.

"You don't want to be walking around with a whale when you can have a stick thin model by your side!" she cried once.

Spencer had gotten used to her mood swings and raging hormones for he had read all the baby books with the help of Carly. In fact, she was a lot of help during this time. She helped Spencer keep track of appointments and even went to lamas class with them.

On one occasion, Granddad made an unexpected visit to the Shay loft while Leah was over and although Spencer wanted to come up with another excuse to avoid confrontation, Carly made him do the right thing and just introduce Leah and explain everything. Granddad was well…sort of mad. He called Spencer and Leah "irresponsible for their actions" but later on he cooled off and congratulated the both of them. He knew Spencer would become a great father judging by the way he took care of Carly.

Meanwhile, Freddie kept on going to detentions only to watch Sam run off with Duke ever so often. With in the few minutes that Sam actually sat in detention, Freddie would always build up the courage to tell her how he felt. He had written letters. Dozens of them actually. Enough to make a novel. But those letters never came to Sam. They ended up in the trash. On a Monday, Freddie walked the hallways and turned that same corner where he spotted Sam and Duke kissing but as he turned, he found Sam alone. Acting nonchalant. Like she seemed to be hiding something.

"Hey" Freddie said coming to her.

Sam glared at Freddie and then turned her back to him "Hey."

"What's going on? Uh, you wanna come to Carly's for rehearsal?"

"Don't talk to me right now okay?" she walked the other way. Freddie was at first confused but then he had heard from word of mouth that she and Duke had broken up. It was actually because Duke wanted to be seriously committed to her but she just enjoyed the no strings attached fooling around. That's just the way Sam Puckett was. It would take someone special to break her.

Tonight, Danica and Joey invited Spencer and Leah over to their place for dinner. They wanted to get to know Spencer better since Leah had spent all of her time with him and Carly.

"So what do you do, Spence?" Danica asked taking a swig of her water.

"I'm an artist." Spencer replied.

"Spencer and Harry Joyner collaborated on that mouth sculpture at the dentist." Leah added in smiling at him.

"Ah, so you've worked with Harry Joyner? Pretty impressive." Danica smiled. Leah could sense the touch of sarcasm in her tone.

"Yeah, it's very impressive, actually. Washington Socialite just did a feature on him." Leah defensively shot back.

"Washington Socialite? That's awesome, bro!" Joey's tone was more warmer than Danica's.

"It's nothing. I'm just hoping it'll rake in more work." Spencer calmly said trying to lighten the sensed tension.

"So have you always wanted to be an artist?" Danica kept hitting Spencer with questions.

"I have. It's always been my passion. Well, I did try law school-"

"Law school?" Danica raised her voice smugly "Now that's impressive. Don't you think that could have been a more profited venture than art?"

Leah bit her lip knowing that Danica was trying to rip Spencer apart by pestering him with questions and testing his worth as a father and a boyfriend.

"Well" Spencer replied "See, I believe that you could be much happier following your heart and my heart wanted to do art. I wasn't into being a lawyer. I can't explain it. Its not me…"

"I see" Danica crossed her arms.

After dinner, Leah played with the kids Monica and Trent, Joey did the dishes, and Danica and Spencer sat on the couch drinking coffee.

"So Spencer" Danica turned to him "Do you intent on marrying Leah?"

The question blew Spencer away. The thought of marriage had flown around in his head a couple of times but he had intended for things to go slow just like Leah wanted "Well, we figured that it could wait."

"Joey married me when I got pregnant. I think it's the most important thing you can do."

"See, I understand that but she's young and I'm young. We kinda wanna do our own thing."

"Spencer, you seem like a smart guy. And I'm just gonna tell you this…Leah is a beautiful young lady. Of course you know that. And she just got promoted. Once she looses that baby weight and everything…she's gonna be moving up. So I'm just saying that it's best to marry her now before she might wanna leave you for someone who compliments her."

"So you're saying that I don't compliment her?"

"I'm not saying that. I'm just saying…you should try and go for commitment…"

And those words stayed with Spencer for awhile. He had to do something about it so two nights later; he was bent down on one knee in front of Leah holding his mother's wedding ring in front of her in his living room.

"Leah, I love you. No, let me re phrase that. I am in love with you. And this ring…it's a promise. A promise that I want to be with you forever and take care of you…"

Leah looked at him completely stunned. She caressed his face "Spence, I love you, too."

He smiled and was ready to put the ring on her finger.

"But…"

"But? What do you mean 'but'?"

"But I think we could wait on getting married. Its just…its all going so fast. And I kinda just wanna get to know you more. We can't rush this or else it'll fall flat."

Spencer sighed and sat beside her "I know. My thoughts exactly but…I talked to your sister and she suggested that we had to get married. She made me feel like such a loser, you know?"

"Spence, I'm really sorry she did that to you." She rubbed her back "Danica is a little stuck up so you shouldn't listen to her."

"Yeah but she's your sister. I mean, how can I not listen to her? She's known you her whole life and I've only known you for about seven months now…how do I know you're not gonna run off with some hot shot business guy once the baby comes and you start to get your figure back again?"

Leah looked at him like he was crazy "I really don't get anything you're saying…"

"Yes you do. Don't pretend. I'm a loser, Leah. I really am. Danica was right. I can't support you and the baby being an artist…" he stood up and started pacing.

"Spencer! You are really starting to scare me, you know that?"

"I'm scaring you, huh? What is it? The fact that I'm stressing over how your sister completely ripped me apart? Or is it the fact that I'm a struggling artist who can't take of you? You're going to leave me, I just know it."

Leah swallowed hard and stood up "You know what? Forget it. I don't care about any of that. You've been so good to me these past months and I believe in you. But if that's what you think then fine. Why do I even bother?" she went towards the door. "Call me when you've got your head straightened out, alright?" she opened the door and left.

Spencer sighed as he watched the door for a good two seconds then retreated to his room to sulk.

Back at school, Freddie walked the hallways nonchalantly once again. But this time he felt a hand grab him into the janitor's closet. He was beyond frightened but as the light was turned on, the familiar face relieved his tension.

"Sam?"

"Shut up, Benson! You're killing this moment here…" she grabbed him by the shirt and kissed him. This was the Sam he missed. Secretly wanting him. It was the confidentiality of her affection that made her great at kissing.

"Wait" Freddie broke away for just a second "But I thought you said you didn't want to talk to me?"

"Can you just stop talking and kiss me?" she reached out for him but he pulled away.

"Sam…I need to talk to you, okay?"

Sam groaned "Ugh. What? I hate talking!"

"I know that what I'm about to say will end up with me having your fist in my face but…I really like you. I don't wanna hide it. I really like you."

There was no expression on Sam's face except for looking rather bored. Like she had heard this before "Yeah, um, I wanted to make out with you but after that, I just completely lost it…" she turned away.

"That's the thing…you're afraid to be in a relationship with someone! But I saw how comfortable you were with me when we did our Home Ec project…"

"That was not comfort, dorkwad! That was just getting over the project so that I wouldn't have to work with you ever again!"

Hearing that, Freddie was beyond the point of hurt. He was crushed. He wanted so much to get out of that closet but Sam's coldness just completely paralyzed him.

"I gotta go…later." Sam got out of the closet not even feeling the least bit sorry for him. Freddie followed about ten seconds after she left. Things were definitely getting out of control.

A few days without seeing each other, Spencer and Leah were miserable. After she left the Shay loft that night Spencer purposed to her, Leah went to talk to Danica.

"Why did you say that to him?" she said angrily.

"What do you mean?" Danica faintly asked.

"You filled Spencer's head with all of that 'you're a loser!' talk and told him to purpose to me…"

"I was only trying to help, Leah. You're my sister and I want the best for you!"

"Ugh, will you please stay out of it? Only I know what's best for me!" she stormed back to her place.

Spencer tried calling Leah but she never picked up. He had been so embarrassed about his behavior that night and wanted to make right between them. But after a few more days of not being able to get in contact with her, he just gave up.

While on his way to get Carly from Sam's, Spencer ran into a familiar face in the lobby.

"Spencer! Hi, do you remember me? It's Cathy! You helped my daughter Emily sell Fudge Balls a few months back?"

Spencer immediately remembered her "Hey! How are ya? How's Emily?"

"She's great. Thanks so much for helping her win that bike."

"Oh no problem!"

"You know what? I never really got to thank you for that…can I take you out to dinner?"

Spencer had to really think about this. He couldn't have dinner with her. He had Leah and she's pregnant with his child for god sakes! But then again, she wasn't talking to him. And how was one dinner with another woman gonna hurt? He went with his male instincts and agreed to it "Yeah, sure! How about you come over this weekend?"

"Sounds fabulous! I can make you some dinner."

"It's a date!"

It was wrong. It was very wrong. He was about one more step closer from ruining everything he and Leah had but Spencer was desperate. A few days without Leah were killing him. He had to have some sort of female attention and jerking off in the shower wasn't going to cut it anymore.

That weekend, Leah was at home lying on her bed with a bag of chips by her side and a small little bowl of bean dip resting on her engorged belly. She flipped through channels trying had not to think about what Spencer could possibly be doing at this very moment.

"Hey Hey…" Danica came into her bedroom. They had not spoken for a few days, too.

Leah rolled her eyes at her "What do you want?"

Danica sighed and sat beside her "I know you're still mad at me and I'm sorry. I was really dumb for trying to interfere in your relationship…"

"Gee, you think?" Leah sarcastically replied.

"Its just…I want to make sure you're okay with this guy. I don't want him to hurt you. You're my little sister. I'm gonna protect you no matter what."

Leah smiled a little and then hugged her "I promise Spencer is a great guy…"

"Have you talked to him?"

"I've been avoiding him. Ugh, I don't know why…I just have."

"Go over there right now! He's probably as miserable as you are. Go over and surprise him!"

"I should, shouldn't I?" Leah slowly got up from the bed "Let me just get dressed and I'm gonna go over there and hold him and kiss him and just love him!"

Meanwhile, Spencer was sitting across from Cathy in his kitchen alone. Carly was on her way to Jake's so they had the whole house to their selves.

Spencer looked down at his plate of cannelloni "Wow. This looks great." He said then smiled back at her.

"It made it special for you" Cathy smiled back "So how are you and your sister?"

"We're great. Carly's got a boyfriend now so I'm looking out for her well being…"

"Aww! That's cute. I bet that someday, you could be a great father. Speaking of which, do you have anyone in your life?" she was smiling at him hinting that she could be one to fill that void in his life.

Spencer started to sweat. He knew he had to tell her that he was taken. Very much taken. But never in his life have he had more than one girl vying for his attention. But then again, Leah was the girl he's had the longest relationship with. And yeah, they had to be together because she decided to keep the baby but Spencer's love for her ran deeper. He had fallen in love already.

"Yeah, there actually is someone." Spencer replied feeling much better "In fact, she's having my child. It's a long, long, crazy story but I'm really in love with her. You're a great woman, Cathy. Really. You are. I'm sorry I led you on like this…"

Cathy sighed "I should be calling you scum right now but you're just about the sweetest guy I have ever met. Could we at least just make this a friendly dinner? I wouldn't want to come between you and your girlfriend…"

"Absolutely!" Spencer smiled as they two began to eat their dinner. Two minutes later, there was a knock at the door. Spencer excused himself from the table and went to answer it.

Leah stood there in all her pregnant glory with a vulnerable look on her face "Hey Spence…"

"Leah, hi!" he closed the door behind him. Spencer was happy but at the same time nervous. If she wanted to come in, how would he explain Cathy to her?

"I know you've been trying to talk to me and I've been such a bitch about things. But I just…can I come in? I have to sit, my feet are killing me…"

"Uh…no."

"No? What do you mean no?"

"I'm working on a sculpture…for you! And I don't think it would be much of a secret if you came in and saw it…"

"I don't care! I want to see it!"

"You don't like surprises?"

"Spence, come on…just let me in…"

"Uh…" and just before he could say something. Cathy opened the door. Leah's jaw dropped seeing the busty blonde in her black dress standing behind the door "Hi, I'm gonna go. This is obviously a bad time…"

"Yeah, just uh, go ahead and take the elevator…"

As Cathy left, Spencer looked back at Leah who looked less than pleased "I'm sitting at home, big as a whale, carrying your love child and you're already trying to fuck other women?"

"Leah, she's just a friend. I helped her daughter sell Fudge Balls before I met you. She was cooking dinner for me as a thank you." Spencer explained and already, he was digging the hole deeper "I would never cheat on you. I was telling her how very much in love I am with you!"

"That's not the point, Spence! You're not supposed to be hanging with other women while I'm pregnant! It makes me feel fat and ugly and un-loved!" Leah cried as tears streamed down her face. There her hormones went again "You're just supposed to support me and make me feel like the only girl you'll ever want to look at…"

Spencer pulled her in and hugged her "She's just a friend, Leah. Plus, you wouldn't even talk to me no matter how many times I called…"

"I don't think we could do this…" Leah sniffled and pulled away from him "Maybe your Granddad is right…maybe we are irresponsible…"

Spencer couldn't believe what he was hearing "What do you mean?"

"I feel like we're totally different now. What's gonna happen after this baby? We rushed into this too fast one of us might end up being unfaithful. And I don't want to hate you and I don't want you to hate me. I mean, come on, we promised each other we wouldn't mess each other up. And look at us…This pregnancy is making me into some sort of monster and you're talking to other women…"

"Leah, I told you! She's just a friend!"

"See? I don't want to control your life…I think I can raise this baby on my own. I'll be okay financially. And I don't want you to think you can't be in the baby's life. I want you to be there all the way. I hope you do…"

"So that's it? You're breaking up with me? Leah, I know you don't mean anything you say…"

"I have to go, alright?" Leah sobbed as she left.

Spencer sighed as he stood there watching her leave. He felt like he had walked through a buzz saw. It was a night he wanted to forget. Losing the love of his life and his child.

(to be continued!)