A/N: So from your reviews I'm getting the feeling that you all want Freddie to meet Charlie? In that case this chapter should make you really happy. :)

Chapter Three

Crib, playpen, car seat, more clothes, shoes, bottles, pacifiers, toys that don't make her cry at the sight of them…

Sam listed down the things for Charlie that she still needed to buy, it seemed to be never ending. Who knew that babies needed so much stuff? She had decided that she was going to convert her spare bedroom into Charlie's room and that was a whole other project.

Sam looked down at Charlie where she was contentedly lying on the blankets she had spread on the floor of the living room, pillows surrounding her.

"I don't suppose you're going to help me, are you? Are you are you?" She cooed, tickling the baby's tummy who gurgled back at her.

A knock came at the door and Sam started.

"Who is that?" She asked Charlie, who of course had no answer. But Sam had a few guesses.

She thought about not answering the door and pretending she wasn't home. But she couldn't hide from the world forever and, more importantly, she couldn't hide Charlie now that she knew for sure that she was keeping her.

"Stay there," Sam pointed at Charlie and got up.

She took a breath before opening the door and on the other side was a very worried looking Julie.

"Sam! Where have you been? Are you still sick?"

"Not exactly. A…family crisis came up."

Julie looked at her in concern. "What happened?"

Sam opened the door wider and stepped aside, letting Julie see the chaos that was the apartment and the baby in the middle of it all.

Julie's head went back and forth between her and the baby, her mouth open. "Okay, how long have you been gone?"

Despite herself, Sam smiled. "That's Charlie, my niece."

"Your niece? Then that means that's Melanie's kid?"

"Right in one."

"I thought Stuart said Melanie was the smart one? Or in his words, the more uptight one?"

"She was. Apparently she loosened up just enough to let something in and for something else to pop out."

Julie's lips quirked up but she didn't say anything, just kneeled next to the baby. One of the things Sam liked about Julie was that she was more hard edge than she looked, she could appreciate a lot of Sam's crudeness that shocked or disgusted Carly, Freddie, and Spencer.

"So you've been baby-sitting this whole time?" Julie asked. "Where's Melanie?"

Sam sat down in her spot by Charlie's feet. "She's gone."

"What do you mean gone?"

"I mean, she left her baby here and took off. I'm assuming she's back in New Jersey now. She disconnected her phone so that I can't contact her."

"Wait…You're telling me she just left her baby here with you and what? She's never coming back?"

Sam looked down, grabbing hold of one Charlie's little sock covered feet.

"I guess so," she said.

"But who's going to take care of the baby? Who's going to raise her?"

"I am," Sam said simply.

"You are?" Julie gaped at her. "Sam, you can't raise a baby."

Sam bristled. If there was one thing she didn't like, it was being told that she couldn't do something.

"Why not?" She frowned.

"You're nineteen! You're in school, you have the restaurant…Sam, have you thought about this? It's a commitment you're making for the rest of your life."

"It's all I've been thinking about for this whole week, okay? You think I don't know all of that, Jules? You don't think it's been going around and around in my head how impossible this is? But what choice do I have?"

Julie backed down. She was quiet for a moment, seeming to give that some serious thought.

"Well, what about your mom?" She finally asked.

It was so ludicrous that Sam could almost laugh. "You're kidding, right? My mom could barely raise me! I know you haven't met Pam Puckett but you've heard the horror stories. They're not exaggerated."

"You didn't turn out so bad," Julie pointed out.

"Yeah, because I had Carly, Spencer, Freddie, and Gibby. You can only hope for that kind of luck," she said softly.

Julie was quiet and Sam picked up Charlie, placing her head by her shoulder and cuddling her. She could see Julie watching her carefully.

"Your mind's made up, isn't it?"

"Yes." She said seriously. And Sam realized that it was. She was going to raise Charlie like her own kid, she was essentially going to become a mother at nineteen. It was absolutely terrifying, but also strangely thrilling. Sam had always liked challenges.

"Can I hold her?" Julie asked.

Sam carefully placed Charlie in Julie's arms, making sure her head was supported.

"Wow, she really looks like you."

"She looks like Melanie," Sam corrected.

"Who looks like you," Julie grinned. "Who's the cutest baby in the world? Who?" She cooed at Charlie.

"Oh," she said, pulling back slightly. "I think her eyes are going to be green."

"What?" Sam leaned forward. "They're blue!"

"Yeah, but all babies eyes are blue when they're born. Most change color. Hers have some greenish tints when you look close."

Sam brought her face close to Charlie's, she could kind of see what Julie was talking about.

"Must be the dad," she shrugged. "Me and Melanie have blue eyes."

"Where is the dad?" Julie asked.

"Mel wouldn't tell me his name. She said he bailed as soon as he found out she was pregnant."

Julie made a face.

"Us Pucketts do know how to pick the winners," Sam said.

"What's that?" Julie nodded her head towards Sam's notepad.

"A list of baby stuff I still need to buy."

Julie's eyes lit up. "Shopping?"

Charlie was crying again and Sam was running around trying to do five things at once. She took Charlie's bottle out of the microwave and set it on the counter to cool.

"I know, I know you're hungry, baby," she called out as Charlie screamed her head off from inside her playpen. "It's coming."

She had her own backpack and Charlie's baby bag sitting next to each other on the counter and she was packing her books as well as the baby's things so that she could stay with Julie for the afternoon. She groaned when she realized that she packed some diapers in her own bag. Maybe she was losing her mind a little.

After a few minutes she thought that the milk should be cool enough and quickly tested it on her arm. Satisfied, Sam made her way over to Charlie and picked her up.

"Here you go," she said, placing it at her lips and Charlie sucked at it eagerly.

Sam was about to sit down when the phone rang. She looked down at the baby in her arms and at the phone on the kitchen counter. She tried to balance Charlie in her arms and the bottle against her chest so that she could free up one hand to answer the phone without Charlie losing contact with her bottle. She managed to succeed for half a second, just long enough to knock the phone off its stand and press the speaker button.

"Hello?" She said.

"Sam!" Julie answered back. "Emilio's sick."

"What?" She cried.

"His wife called, he has the flu. Picked it up from one of his kids."

"But that means…"

"I have to go in," Julie finished.

"Who's going to watch Charlie?"

"I'm sorry, Sam." And Julie did sound truly apologetic.

"It's not your fault," Sam said. "I just…I can't miss this test."

"Can you get one of your friends to watch her?"

A little over a week had gone by since Melanie left and while the staff at the restaurant was now updated on Sam's situation, she hadn't gotten around to telling Carly, Freddie, or Spencer yet. She knew she couldn't keep them in the dark forever but if she was honest with herself, their reactions to Charlie and her newfound motherhood scared Sam the most. She didn't think she could make it through this without their support but she was afraid to ask for it, afraid of how they'll react.

"Maybe I can ask Gibby?" She said. Gibby, by virtue of being involved with the restaurant, was the next person after Julie to find out about Charlie and Sam had asked him not to tell their friends.

"He's here at the restaurant. Remember it's time for our yearly health inspection next week? He has a crew going through this place with a fine toothed comb."

Sam closed her eyes. Normally, she'd be the one taking care of all of that, but she had been pretty much stuck at home for the past week. She felt guilty about neglecting Gibby's but her hands were tied. Today was going to be her first day to venture outside on her own post-Charlie, and only because she had an exam at school that's worth forty percent of her grade in that class.

"Okay, okay. I'll think of something. Thanks Julie."

"Good luck, Sam!" She said.

Sam looked down at Charlie, who was over halfway done with her bottle and released it, indicating that she was full. Sam set down the bottle and then placed a towel on her shoulder and adjusted Charlie so that she could burp her.

"What am I going to do?" she asked futilely.

She had only three options, really. Carly, Freddie, or Spencer. She put Charlie down and started to finish packing up their things. She was heading to Bushwell Plaza.

A half hour later Sam opened the door to Bushwell and pushed Charlie's stroller ahead of her. She had a sick, nervous feeling in her stomach but she pressed on, knowing that she had no choice. The lobby was mercifully empty, Lewbert nowhere in sight. Sam guessed he was probably in his office taking a nap.

She decided to take the Shays' private elevator, afraid of running into Freddie in the hall. She knew that leaving a baby alone with Spencer Shay for several hours was probably not the greatest idea but Sam was desperate. And she didn't really feel up to facing Carly and Freddie just yet.

The doors opened and Sam pushed the stroller into the living room, expecting to see Spencer, but instead it was Freddie sitting at the counter in front of the computer.

He turned to her and his eyes gravitated to the stroller.

She tried to be casual. "Oh hey, Freddie," she said. "Where's Spencer?"

"He's out with Socko. Sam, what's in the stroller?"

"What are you doing here, then?"

"I…uh, live here. Sam! Stop deflecting the question," he said, raising his voice.

Charlie let out a short cry.

"Indoor voices," she glared at Freddie and hunched down to soothe the baby.

Freddie came up beside her and looked into the stroller.

"Who's baby is that?"

"Mine," she said simply.

Freddie looked at her. "Sam, give me some credit. I think I would have noticed if you'd been pregnant these past nine months."

"Melanie gave birth to her but decided that's all she wanted to do so now she's mine."

Freddie looked hopelessly confused and Sam couldn't blame him, so she told him the whole story, starting with Friday night when Melanie showed up at her door. He listened and when she was done he just sat back down on the stool. She gave him a few minutes to digest it all, fussing with Charlie to occupy herself.

"So Melanie just left…Forever?" Freddie asked.

Sam shrugged. "She said she doesn't want to be a mother."

"But…" He shook his head. "That's amazing though, that you're taking her in."

"What else can I do?"

"I don't know," he said. "Put her up for adoption? You wouldn't do that though."

Sam sighed, feeling tired but relieved. Freddie was reacting far better than she expected him to.

"You said you live here?" She asked, wanting to take the focus off of her for a moment.

"Oh. Yeah, I got into a fight with my mom and I moved out."

"Well, finally, Benson," Sam said, nodding in approval. "Didn't go far though, did you?"

"This is just temporary. I'm trying to find an apartment. Why were you looking for Spencer?"

Sam started, she'd almost forgotten about her exam. If she didn't leave soon she was going to be late.

"I was going to ask him to watch Charlie for a few hours. I have an exam that's like, forty percent of my grade."

Freddie raised an eyebrow. "Spencer, really?"

"I'm desperate, Benson! Julie was supposed to do it but Emilio's sick so she's stuck at the restaurant."

"Well, I can do it," he offered.

"You can?" She asked hopefully.

"I don't have class so I'll just be here all afternoon. I'll watch her."

Sam was so relieved she could have kissed his feet but then she remembered something. "Come here a sec," she told him.

Freddie hopped off the stool and walked over to her. She grabbed the back of his head, fisting her hand in his hair and pushed his head down in front of Charlie.

"Ow ow… Sam, what are you doing?"

Charlie looked up at him, gurgling and waving her little arm. Sam let him go.

He rubbed the back of his head, patting down his hair.

"What was that?" He exclaimed.

"Just making sure she doesn't hate you like your cousin Stephanie."

"My cousin Stephanie does not hate me," he paused. "…Anymore." He added reluctantly.

"Okay, I have to go but all of her things are in her bag," Sam pointed to the bag tucked into the space of the stroller beneath the bassinet. "I just fed her before we left but she didn't finish her bottle so she might get hungry again in a couple of hours, make sure to burp her after she eats, she doesn't like things being waved in front of her face…What else?"

"Sam!" Freddie took her by the shoulders. "I've taken care of babies before, I have cousins. Go, take your test, we'll be fine."

She tried to fight the warmth in her chest at being this close to him. She turned to Charlie instead, bending down to kiss her forehead. "Be a good girl for Freddie," she murmured. "I'll be back soon."

Freddie pressed the elevator button for her.

"Thank you," she said to him as the doors opened.

He smiled at her. "Go kick ass on that test."

Freddie was in baby hell.

Who knew that a baby that was barely a month old could be so much work? He thought all they did was sleep! He barely heard a peep out of his youngest cousin, Albert, when he was this age.

But then he had had his mother near him at all times from what Freddie could remember. Charlie had seemed to feel Sam's absence about fifteen minutes after she left and started crying her heart out. Freddie picked her up and rocked her and danced around the apartment with her. He finally got her to stop crying after half an hour of rocking and soothing. But then every time he put her down in her stroller she started crying again so he had to keep holding her.

He'd also had to change her diaper twice. The first time wasn't so bad. The second time was awful. The smell was terrible and Freddie was convinced that the contents of the diaper had been toxic. All she eats is milk, how does she produce all of that? Babies were such a mystery.

After that he'd brought her up to Carly's room and set her down on the bed, figuring that he could find something in there that was nice and girly and baby safe. He found a small pink bear and forgot about what Sam had said about not waving things in front of Charlie's face. She had let out a cry and kicked out her foot, hitting the bear squarely in the chest, knocking it out of his hand and into his eye. He was lucky it was soft but the little bear hand had hit his cornea and it stung a little.

After that he'd taken Charlie back downstairs and fed her. She had sucked her bottle eagerly and almost finished it but he guessed she got too full because when he burped her she ended up spitting up instead. The regurgitated milk and drool had somehow ended up largely on his shirt sleeve and his neck instead of the towel he had put on his shoulder.

He couldn't put her down long enough to clean up and change his shirt so now he was just lying down on the couch, Charlie on his chest, finally asleep. The drool and gunk had dried, making him feel dirty and stinky but as long as the baby was asleep, he wouldn't complain.

This was how Sam found him when she opened the door. He looked up at her, immense relief filling his body.

"You're a mess," she grinned.

"Really?" He asked, sarcasm coating his voice. "Cause I feel so fresh and well rested."

Sam took out her phone and started snapping pictures.

"Hey, Sam!" He whisper yelled, trying not to wake the baby. "Stop that!"

She laughed. "You should see yourself, Benson. You look like a truck ran over you."

"Again," she added.

"Haha," he said.

Sam kneeled down next to the couch and carefully lifted Charlie from his chest, making sure not to wake her. Freddie sighed blissfully as the weight lifted from his chest. He sat up, flexing out his aching arms that had been holding the baby for far too long. There was a wet spot in the middle of his chest where Charlie had been drooling as she slept and he grimaced. He took off his shirt and walked to the kitchen, rinsing out the dried drool and gunk on his neck at the sink.

He didn't notice Sam flush red as she watched him take his shirt off. She pretended to be busy with the baby as he walked by her, but she couldn't help gawking at his naked chest out of the corner of her eye. It had been so long since she had seen him without a shirt and while he had already been pretty impressively built when they were dating, it seemed the past two years had been very good to Freddie. His chest was toned, and the muscles in his arms were built but not overly big, just how she liked it. Heat filled Sam's stomach and she had to force her eyes away.

She sat down on the couch with Charlie in her arms just as Freddie walked back in from the kitchen.

"I'm gonna go grab a shirt," he told her. He climbed the stairs up to the third floor, where he was staying. Spencer had told him that he could sleep in Carly's room since she hardly ever came home and didn't spend the night even when she did. But Freddie felt kind of weird about taking over her room. For one thing, even though Carly had moved out, her room still stayed largely the same. All of the furniture and most of the decorations were still in place so it was still hopelessly girly. But more than that, he felt like he would be intruding on Carly's domain if he slept there.

So instead he moved into their former studio, which also stayed largely the same except that Freddie had taken all of his camera equipment when they ended iCarly. He and Spencer set up a cot underneath the window and Freddie actually felt right at home. This place held many good memories, he couldn't ask for a better temporary home. He quickly put on a new shirt and ran back downstairs.

Sam was still on the couch with Charlie. He sat down beside her and just looked at them, it amazed Freddie how natural Sam looked with the baby, her eyes full of tenderness and love as she gazed down at the bundle in her arms.

"What are you staring at, nub?" Sam asked, snapping Freddie out of his thoughts.

"Nothing. I just…I never thought I'd see you like this, with a baby and all."

That was a lie. He had imagined Sam with a baby a few times before, and it had always been his. He didn't think she would appreciate hearing that though.

Sam stood up and placed Charlie in her stroller. She then flopped back down onto the couch, groaning in exhaustion.

"You okay?" Freddie asked.

She glared at him. "Do I look okay?"

"Come here," he said, motioning her closer to him. "Turn around."

Sam must have been tired because she did what he said without complaint. Freddie placed his hands on her shoulders and started massaging them, he could feel her muscles so tight and tense. Sam moaned as he kneaded her back.

"Oh yes…"

Freddie adjusted his seating position a little, her moaning was doing things to his…lower regions. He really didn't think this through.

"I don't think I can do this," Sam said.

He started panicking. Did she feel that? His lower half wasn't even touching her. Was she talking about them?

She moved out of his reach and lay down, her head on the opposite side of the couch.

"I can't raise a baby, what am I thinking?"

Oh. She was talking about that.

"Of course you can, Sam," he said. "You can do anything."

She sat up again quickly and faced him. "No, I can't! I can't get Charlie to sleep normally. I can't pay any attention to the restaurant because I have to stay home all day with the baby. And I'm pretty sure I blew that test today so I can't do school either."

She stood up and started pacing near the door. "I hate Melanie! She's the one that screwed up and yet somehow I'm the one that has to clean up after her. It's always been that way, first my mom, now her. I make mistakes, I have to deal with them. They make mistakes, they just run away and expect me to deal with it all. I can't do it!" She cried out. She picked up a pillow and threw it at the floor.

Freddie knew that what she really wanted to do was punch the wall or something but that would wake Charlie.

He stood up and pulled her into his arms, she resisted, trying to push him off but he refused to be pushed and used all his strength to pull her in and wrapped his arms tightly around her. Her body tensed against his and he thought she might pull away and punch him, he braced himself for it, still not letting her go. Eventually, she seemed to give up struggling and leaned into him, wrapping her arms around his middle.

"You can do this," he said into her ear. "I know you can."

She pulled away and shook her head. "I think I'm going to have to give up school for awhile."

"What? No! No, you can't do that."

"Well, I'm going to fail anyways if I keep missing class! And there's no one to watch Charlie."

"I'll watch her," he said quickly.

She let out a chuckle with no mirth in it. "You should have seen yourself when I came home, Freddie. We both know Charlie isn't an easy baby. She ran you down in a matter of hours."

"I'll get used to it."

Sam looked at him skeptically.

"I will," he defended. "Look, you're right, Charlie is high maintenance."

"She's a Puckett," Sam interjected.

"And you do have a lot on your plate," he continued. "But I meant when I said that you can do it. You'll just need a little bit of help." He looked into her eyes. "Let me help you."

Sam looked back at him, her eyes tired, the circles beneath them were like bruises.

"I…I should go home," she said softly.

Freddie felt stung, she was rejecting him again. Why is that Sam Puckett seemed to accept help from everyone but him?

She moved forwards and he stepped aside to let her pass but instead she wrapped her arms around his neck.

"Thank you, Freddie," she said. "But I can't do that to you. This is my screwed up family mess and my problems."

And that did it, that gave him the resolve he needed.

"I'll walk you home," he said when she pulled away. He took his jacket off the hook and put it on before she could even protest. He picked her backpack up from the floor and slung it over his shoulder while Sam got Charlie ready.

Freddie knew what he had to do now. He knew that Sam needed his help, but wouldn't say it. But more than that, she probably wanted it but wouldn't admit it. He was just going to have to wear her down and let her know that he wasn't going anywhere and that she doesn't have to do this alone.

They walked the short distance to Sam's apartment building. When they got to the door, Freddie saw Sam look longingly in the direction of Gibby's. It was only a few more blocks away, he could see a crowd on the sidewalk up ahead as groups of people exited the restaurant and some entered. Her shoulders slumped and she went into her own building.

"I know it's a mess," Sam said as she turned the key in her lock and pushed open the apartment door. It was a mess, baby things scattered all over the place.

"I'm going to go put her down," she told him and pushed the stroller into her bedroom.

Freddie moved to sit down on her couch but had to pick up and fold several blankets first, and move plastic bags full of baby clothes. Sam came out and saw him cleaning up and sprawled out on the couch.

"You can keep doing that," she said. "Maybe you can do the kitchen after you're done in here.

He smiled and sat down beside her.

"You haven't me hired me yet. You don't get the full nanny service until you give me the official word."

Sam sighed. "Do you really want to do this, Freddie?" She asked.

"Yes," he told her seriously.

She leaned her head against the back of the couch. "Fine," she grumbled. "I could use the help."

Freddie grinned.

"I'm going to make the second bedroom into Charlie's room, it's going to be so much work."

"I'll help with that too," he said.

Sam looked at him. "I haven't told Carly about Charlie yet," she admitted.

"Why not?"

She shrugged. "Carly knows Melanie. I think that out of all people she'll be…"

"Disappointed?" He finished. "That feeling won't extend to you, Sam. What you're doing is nothing short of heroic…"

"Or stupid," she interrupted.

"It's not stupid. You love your family, Sam. You go out of your way to stand by them no matter what."

"God knows why," she muttered.

He brushed back her hair, tucking a piece behind her ear. "Because that's who you are."

He looked into her eyes and down to her lips, he was so close, all he had to do was lean in a few more inches…He saw the look in her eyes, the same one he saw that night in her office, the one that told him that she wanted this too. She leaned in, almost closing the distance between them.

The baby started crying and Sam moved back. She started to get up but Freddie pulled her back down.

"I'll get her," he said.

"You sure?"

"Yeah, it'll be practice for when I'm alone with her again."

He walked to her bedroom and made his way to where Charlie whimpering inside her bassinet.

"You are a mood killer," he muttered as he lifted her up and cradled her in his arms.

He started rocking her and made soothing sounds. She stopped crying and looked up at him with her big baby eyes that made him melt.

"But a really cute mood killer," he conceded.

"You're not so bad yourself, Benson."

He jumped, tightening his hold reflexively on Charlie, and turned to see Sam watching him from the doorway.

"Sam! Don't do that when I'm holding the baby!"

"Relax," she smiled. "I know you won't drop her."

"She really looks like you," he said.

"Why do people keep saying that? She looks like Melanie."

"And by default that means she looks like you," he pointed out.

She rolled her eyes. "Whatever."

"Why don't you take a nap? I'll watch her for a few hours."

Sam looked at him in disbelief. "Haven't you had enough for the day?"

"I've recovered. And you look like you could use some rest."

"Is that your way of saying I look like a mess?"

"You're beautiful," he said sincerely. "You always are."

She blushed and looked away. "Yeah yeah, whatever. I actually could use a nap."

"We'll just be out in the living room."

Sam stopped him as he walked by her and placed a kiss on Charlie's head. She looked up at him and kissed his cheek.

"Keep her quiet, will you?"

"I'll do my best," he smiled.

Freddie settled himself on the couch with Charlie in his arms and turned on the TV.

"You better get used to me," he said softly. "I love your Aunt Sam very much and I'm not going anywhere."

Her hand clutched his shirt and her lips turned up in a little smile. He took that as approval. Satisfied, he settled back to watch the Science Channel with Charlie.

A/N: Next it will be Carly's turn to meet Charlie. The story's going to start to pick up its now and we'll be getting to the real meat of the story. Thank you so much for your reviews. As always, keep 'em coming. :D