A/N As promised, this is the 'Lemon on the side' one-shot to my other story iHave a secret. Thought it would be appropriate to post it today. Warning: this gets really intense, so it's rated M for a reason, if you're not into major lemonyness turn back now. Everyone else, ENJOY!

Disclaimer: I don't own iCarly, Sam & Cat or these characters, but wouldn't it be fun.

Freddie was moving to L.A. to attend Caltech and be close to Sam. His flight landed at LAX and he headed for baggage claim. At the bottom of the escalator, he spotted Sam, wearing a black leather jacket and a pair of faded, oh-so-tight jeans that hugged her curves perfectly.

He barely got two steps from the bottom of the escalator when she jumped into his arms, threw her arms around his neck, wrapped her legs around his waist and hissed him full on the lips. If the sight of her didn't do it, the feel of her body pressed against his and her legs snaked around his waist made his manhood spring to life.

As their lips separated, he panted "God, I've missed you!"

By the time they got back to the apartment, they had stopped three times, once for a snack and twice so they could make out. Inside the apartment, Cat was busy with two boys about 8 or 9 years old, trying to keep them from tying her to a chair.

Meanwhile, Freddie had taken his bags from the car and sat them in the corner of the living room next to the boxes he had mailed to Sam. He took a seat on the couch and Sam flopped down next to him and put her head on his shoulder as he wrapped his arm around her and pulled her tight.

"I thought you had something to do?" Cat asked in her signature innocent tone while making the two boys a snack.

"Snuggling with my boy, here." Sam replied. "I haven't seen him in four months, so consider yourself lucky I don't have my tongue in his mouth."

"La,La,La,La, can't hear you." Cat began to sing as she sat down at the table with the boys.

As soon as the boys had been picked up, Sam asked Cat to give her and Freddie a little one on one time, so the red head went out to visit her Nona at the retirement home. She was barely out the door when Sam was on Freddie like white on rice. Their hands explored each other's bodies and before long both were shirtless and panting.

Unfortunately, time had slipped away from them and they heard Cat's key turning in the lock. Sam, with nothing on her top half but a sexy red bra, quickly grabbed her shirt and sprinted for the bedroom, leaving a shirtless Freddie sitting on the couch with a raging erection. He grabbed a pillow and covered his lap as Cat entered and immediately covered her eyes at the sight of the shirtless young man sitting there.

"Cover yourself up, man." she screeched as she parted her fingers to peek at Freddie's bare form. "Saa-aam, your half-naked boyfriend is sitting on our couch." Cat yelled as Freddie began pulling his shirt on, his back toward her to hide the bulge in his pants. Sam soon emerged from the bedroom, where she had re-dressed herself.

"Cool your chiz, kid." Sam told her. "Besides, he looks good without a shirt." She whispered to Cat

"You're telling me." Cat whispered back. "Mmm-mmm."

"Stop making yummy sounds about my boyfriend." Sam snapped at her young roommate.

Over a week later, the couple was again involved in a heavy make out session. This time they had sought sanctuary in the bedroom. They thought they'd have some time to themselves because Cat was on a double date with Robbie and Jade and Jade's boyfriend.

Freddie's hands ran over Sam's hips and grabbed at her ass as she straddled his lap and ran her fingers over his abs, making him stiffen beneath her. His hands moved closer to her bra strap and he began to fondle with the hooks. Soon, her gorgeous breasts were free and he began to gently caress them as Sam kissed his neck and ran her hands through his hair. Their desire for each other was almost overwhelming and Sam's center was growing hotter and wetter by the minute as she ground into him.

"Freddie, do you think we should slow down, maybe just a little?" She panted.

"You're right, Sam, I'm sorry, I didn't mean to . . ." Freddie responded.

"It's not you, I'm just afraid that if we don't slow down now, we're going to take this too far, too soon."

"I understand, baby. I just missed you so much." He responded, holding her hands trying to cool himself off a bit.

Sam's response was to kiss him deeply again. "I didn't say we had to completely stop, you nub. Just maybe keep things to second base for a while."

"Second base is good with me." He said as his hands returned to kneading her big, firm boobs.

Again, their passion was interrupted by Cat's voice calling for them from the living room. Sam quickly pulled on her baggy sweatshirt that was laying nearby and Freddie hurried to put his own shirt back on.

"Now, aren't you glad we only had our shirts off?" Sam asked him quietly.

Even though they had agreed to take it slow, Sam and Freddie wound up making out every chance they got. While Cat and some friends were out trick or treating, they were in the bedroom again, with the lights out. Sam had been wearing a black lace bra and a thin white t-shirt, revealing lots of cleavage over it that evening. Freddie could hardly keep his hands to himself from the second he saw her. As soon as they were alone in the bedroom, she ran her hands ran under his shirt, and he began to feel her beautiful breasts. Sam peeled off the t-shirt and Freddie set about unhooking her bra, something he had become quite good at, as he nibbled and sucked on her neck. Soon Sam's breasts were free and Freddie trailed his kisses toward her hardened pink nipples. The feeling of his lips and tongue against her peaks made Sam gasp with pleasure like she had never felt.

Her response was to run her hands continually closer to his hardened manhood, eventually caressing it through his pants. Freddie had never felt a woman's touch to that part of his body and he nearly finished before she got started right. Before long, his pants were removed to give relief to the discomfort the tight material was causing him. Shortly after that, his hands found the button on Sam's jeans and she too, was down to her underwear. Typically Sam wore less sexy boy short style panties, but this time she was wearing a sexy black thing that matched her bra perfectly.

An hour of kissing and fondling later, Sam had nearly brought Freddie to completion twice by rubbing him through his boxers before he stopped her. He had also found her sensitive spot and gently rubbed it through the thin material of her thong before finally pulling it aside, giving him unobstructed access to her folds. Being a typical curious teen, Freddie had looked at internet porn on more than one occasion and he had some idea what girls found pleasurable. He touched and probed at her sensitive region before sinking two fingers deep inside her dripping wet vagina. Sam took advantage of his aggression and bucked her hips to get the most from his touch. She was nearing the edge and grabbed his hand to slow down his movements as she again began stroking his hardness with her free hand, which she had now slipped beneath the waistband of his boxers.

Within a few minutes, Sam was again nearing an orgasm. This time she left it go, her soft moans and quaking made it clear to Freddie what was happening and this sent him over the tipping point, spilling his semen everywhere. Neither had ever experienced an orgasm in the presence of another person before, and for a short few seconds, neither knew what to say to the other. Soon they realized just how damn good they felt and snuggled together passionately. Sam's pussy and thighs were dripping wet, and Freddie's abdomen was all sticky as well as Sam's right hand.

"I think we'd better get cleaned up before Cat comes home." He suggested before kissing Sam's neck again and running a hand down her stomach and tickling a spot just above her clit.

"Ugh, don't do that or I'll need some more." She stated as she stood up and dried her hand on a tissue she had pulled from the box on her nightstand.

As Sam made her way to the shower, Freddie cleaned up himself with a handful of the tissues. By the time Cat returned home, the couple was on the couch watching a movie. Rather, Sam was watching a movie, curled up against a sleeping Freddie, whose feet were propped on the coffee table. She had most definitely wore him out.

"Glad to see you two fully clothed when I come home for a change." Cat, dressed as Raggedy Ann, sarcastically said on her way past the couch, carrying her sack of candy. Cat wasn't really upset to see the two of them so happy together, in fact she found it romantic, a word she never thought could be used to describe Sam.

"Nyeah." was Sam's response as she stuck her tongue out at her young friend.

A few weeks later, Cat was visiting relatives in San Francisco with Nona for Thanksgiving and Freddie and Sam planned their first sleepover as a couple. They had plenty of sleepovers at Carly's when they were kids, but they were adults now and sleepovers had a whole new meaning.

After they had been out to a nice dinner, the couple began their make out session on the couch and soon made their way to the bedroom, where they left the lights on this time. When both had completely shed their clothing, they finally looked at each other's bodies. Sam's full breasts, pink nipples and curvy hips made Freddie harden more than ever. Not to mention the first good look he got at her beautiful pussy. It was perfect, shaven on the lips with just a modest tuft of blonde hair above. Freddie had seen pictures of naked girls before but none were as beautiful as the sight before him. He had to be the luckiest man alive to be here with her, like this, right now.

Sam was able to finally get a good look at Freddie, as well. She had seen his bare chest plenty of times, but his toned buttocks and well endowed manhood made her nearly drip at the sight. Freddie was big, well she thought that he was big, though she had nothing to compare him to, other than pictures she had seen online. Either way, he looked good to her. He was a good seven inches, fairly thick and straight as an arrow and he had just the right amount of hair, not too much that he looked like a cave man, but not so little that he looked like some porn star, either.

After kissing for an eternity, Freddie made his way down to Sam's chest and nibbled away at her boobs, making her gasp with pleasure for a few minutes before he continued further south. As his face reached her core, she giggled at the feeling of his breath on her sensitive spot. Freddie placed soft kisses on her clit before beginning to lick her folds. Soon, she was soaking wet and he probed one and then two fingers inside her, rubbing at the sensitive spots inside her as he sucked and licked at her hardened clit.

Sam climaxed quickly and rode out the strongest orgasm she ever had. Sure, she was no stranger to pleasure, she had been masturbating since she was thirteen, but this was like nothing she had ever felt before. After she caught her breath, she pushed Freddie onto his back and began to plant soft kisses down his neck and into his chest. Before long, she had her hand wrapped firmly around his shaft. By the time Freddie realized what was happening, Sam had lowered her face toward his hard cock and had taken the head into her mouth.

As Sam's head slowly moved up an down, Freddie ran his fingers though her silky blonde hair. Sam soon maneuvered her body so that Freddie was able to again touch her damp folds. He plunged his fingers inside her once again and rubbed her clit gently with his thumb. Sam began to buck her hips and soon came again. Fortunately for him, Freddie was able to hold out. Sam moved her head away from Freddie's mid section causing him to groan.

She made her way up his body and their lips met again. "I want you inside me, Freddie."

"Sam, are you sure?" he asked, hoping to God the answer would be yes.

"Of course, I'm sure Freddie. I want you to be my first." She answered, looking deep into his eyes.

"Sam, you mean you're . . . um, you're a. . . "

"Yes, Freddie, I'm a virgin and I want you to be my first." She whispered into his neck as she kissed just below his ear.

"I want you to be my first, too, babe." Freddie responded.

"You've never done, . . . er I mean " she stuttered, looking at him with wide eyes.

"Sam, I've never even touched a girl's boob before yours." He confessed.

"Do you have any protection?" She asked. "I'm on the pill to regulate my periods, but just to be safe I think we should."

"Uh-huh, in my bag." He answered. Sam crawled off the bed and grabbed his backpack. "In the front pocket, with my phone charger." He said.

Freddie slipped the condom on and Sam pushed him onto his back and straddled him, rubbing her wetness against his body. Freddie quickly flipped them over and rubbed his throbbing hardness against her folds and her entrance. He paused for a second before she silently gave her permission for him to continue. Soon her face took on a look of sheer pain, like she had been stabbed in the stomach with a dull stick.

"Sam, are, are you OK baby? You want me to stop?" He said

"Just hold still a sec." She said with her eyes pinched shut in pain.

Soon her pain subsided and Sam gave permission for him to continue. He moved slowly at first, gradually picking up his pace and going a bit deeper. After a few minutes, Sam flipped them over so that she was on top, taking every millimeter of him into her. She ground in slow circles, enjoying the feeling of him rubbing at the sensitive areas deep inside. Sam was nearing the edge once more and the combination of her tight pussy riding his cock and those luscious tits bouncing in his face was bringing Freddie there as well.

"Oh my God, Freeddie, Freddie I'm gonna, I'm gonna. Oh, Oh, OH, FREDDIE!" Sam screamed as pleasure overtook her and she began to shake uncontrollably.

That was all it took, Freddie's cock began to throb and spew it's load. "Ah, SAM, SAM, I'm coming!"

Sam collapsed on Freddie's chest and the two lay frozen in place for a few minutes as they caught their breath. Soon Sam rose and Freddie was able to remove the full condom and drop it in the nearby trash can. Sam's orgasm had drenched his entire groin with pussy juice and he considered taking a quick shower before Sam announced her intent to do the same.

She was barely in the shower when Freddie decided to join her. Their joint shower led to yet another sex session before they fell asleep holding each other at almost 3 am.

Over the next three days, the couple had used nearly all of the twelve condoms in the box and both were feeling very satisfied, and a bit sore. Cat was due home on Sunday evening, so Sam decided they had better wash the bedding, since the sheets were damp from their juices and making the whole room smell very much of sex. Freddie lit a few scented candles and soon the musky aroma was gone, just in time for Cat's arrival.

Sam seemed different somehow and Freddie acted a bit shy around the younger girl, like he was guilty of something, but the redhead had no idea why they were both acting so funny. Being a bit on the innocent side, she never imagined what Freddie and Sam had been doing that weekend, many times. Fortunately, she didn't notice how tidy Sam's bed was for the first time since she moved in or least she didn't act like she noticed.

Less than a week later, Cat was at school, practicing for a Christmas pageant one evening and the couple were at it again in Sam's bed. Freddie had become an expert at pleasuring Sam orally and she was a natural at doing the same for him. Sam had came twice with his tongue lapping at her pussy and she was now very busy sucking away at Freddie's throbbing hard cock. She gently massaged his balls as she licked and sucked her way up and down his shaft and over the head. Freddie was getting close and warned Sam that if she didn't stop it was going to be too late. She simply continued and soon his cum shot out into her mouth and dripped down her chin. Sam giggled as she tugged on his dick, getting every last drop. Freddie was spent, he was unable to move for several minutes as Sam went into the bathroom to brush her teeth and use plenty of mouthwash.

Freddie thought he heard a noise coming from the living room and slowly began to put his clothes back on. Sam returned to the room and did the same, pulling on her favorite fuzzy sweatshirt that felt so good against her braless nipples and a pair of dark blue leggings. About the time Freddie had pulled his shirt down and began to tuck it into his pants, the bedroom door flung open and Cat hurried in, frantically looking for her phone, which she had left on her dresser.

"Oh, hey guys, what are you doing in here?" Cat asked while Sam was straightening up her bed.

"Um, nu . . . nothing." Freddie stammered. "Hey, we're going to watch a movie, want to join us?"

"No, I need to get ready for bed, I'm tired." Cat replied. "Oh, here it is." She said picking up her phone. "Hey, does it smell funny in here to you guys?"

Sam and Freddie glanced at each other and headed for the living room, leaving the younger girl to get ready for bed.

"We have to get a lock on that door." Sam announced as they reached the kitchen. "If she had been three minutes earlier, she would have caught me with your schlong in my mouth, the poor kid could have been scarred for life."

"It wouldn't have been pleasant for me, either." Freddie responded. "I'll go to the House Warehouse after class tomorrow and see if I can get us some kind of lock before I come over."

The next day, Freddie was busy installing the lock on the bedroom door as Cat and Sam were watching a couple of little girls. "All done." He announced as he walked out the hallway, screwdriver in hand, proud of himself for tackling his first home improvement project.

"I still don't understand why do we need a lock on our bedroom door?" Cat asked him.

"Um, it's just for, uh, it's for your protection. Um, in case someone breaks into the apartment, you'll have a secure room you can get into. Right, Sam?" Freddie replied.

"Yep, it's for your protection, kiddo." Sam replied.

"But I have you to protect me. You can beat anyone up if they break in." Cat was quick to point out.

"Cat, you know how sound she sleeps." Freddie replied. "Someone could break in in the middle of the night, kidnap you and she'd sleep right through it."

"Well, she does sleep like a rock." Cat conceded. "Alright then, I just hope I don't end up locking myself in there and being late for school."

"Come on, kitten, I'll show you how it works." Sam told her. "Just remember, you can't lock me out, they haven't invented the lock that can stop a Puckett."

Once the girls had returned from the lock demonstration Freddie and Sam left for dinner. "Now we don't have to worry about her walking in on us going at it." Sam told him as they reached the parking lot where her motorcycle was.

"Yeah, but she'll still know what we're up to if she comes home and the door's locked." He said as he wrapped his arms around her waist and kissed her.

"Nah, she's so naive, all we'll have to do is tell her we were testing the lock and she'll believe us."

"As long as she doesn't catch us with our clothes off again." Freddie said.

"Speaking of which, Mama needs some action." Sam told him as she ran her hands under his shirt and kissed his lips. "Let's get this shirt off."

Freddie felt himself stiffen and he grabbed Sam's ass. "Mmmmm, Maybe we can find a nice quiet spot out along the PCH where we can be alone for a while."

"Mmmm, Mama like." She replied as she nibbled at his neck. "But first we eat."

The two kept themselves composed while they had their dinner and before long they were parked along a deserted dirt road about ten miles outside of town. After a half hour of kissing and fondling, Sam's shirt and bra were off and she had Freddie's dick in her mouth. This time he stopped her before she finished him off and suggested she be on top this time. Sam straddled Freddie, who was sitting on the bike and pumped up and down on him as he rubbed at her clit.

Soon, she was swept away with pleasure and Freddie came deep inside her at the same time. The two pulled their clothes back on and made the drive for home, his arms wrapped around her waist, occasionally letting one hand slip up to her chest for a quick grope. Sam could hardly believe she actually fucked on her bike, but it was so exciting, she was almost ready to go again.

Freddie's roommate at the dorm had went home for spring break and the two wound up spending the week in his room, not only going at it as often as possible, but enjoying spending the night together and having the chance to snuggle after sex, not hurry up and get dressed before they were caught.

"Sam, I've been thinking." Freddie started while Sam was wrapped around him, her naked body felt so good against his.

"Mmm, baby, I want to, but I need a nap." Sam said, barely half-awake.

"No, not just yet." He said. "I know this realtor, I put together a website for her back last fall. Maybe I should talk to her about finding an apartment."

"Uh-huh" Sam replied, nearly asleep.

"I mean, I'm just really getting tired of the sneaking around. Don't get me wrong, it's kind of exciting, but I swear if Shawn walks in on us one more time . . . It's like the dude doesn't understand the 'code', if there's a tie or a shirt or something on the doorknob, don't come in. And, Cat, how many times have we locked that poor kid out of her own room just so do it. And when we come out of the room and she's just sitting there, looking at us like she knows we've been . . . well you know."

"Fucking." Sam quietly replied.

"Exactly"

"As long as we can have sleepovers, I'm all for it." Sam said. "Now that I'm awake, give me some sugar, baby." Sam kissed his lips, trailed kisses down his neck and slowly made her way toward his growing cock.

Freddie and Sam pleasured each other again that night before finally drifting off to sleep. By the next week, Freddie started apartment shopping. Soon, he and Sam would have an apartment all to themselves and could have as much sex as they wanted, without risk of a dorky roommate or ditzy high school student catching them.

So that's my Seddie lemon one-shot. Sorry if I made it seem like they're total horn dogs, but it seems to me that there's a lot of built up sexual tension between them and after waiting till they're 20 or so to do it for the first time, I sort of think they would want to make up for lost time. Let me know what you think.