Disclaimer: I don't own iCarly. Sorry. But what I do own is this plot.

Warning: OMG SEX. YARLY.

Pairings: Spencer x Freddie.

Spencer sat quietly in his apartment, working on a new, yet bizarre, sculpture. It was quiet around the apartment while Carly was off at school and her other two partners in crime were with her. Most of the time, the older man lounged around in a pair of shorts working on his art with a few interruptions from the not-so-great Mrs. Benson. He let out a sigh of relief and started to relax on the couch but just as he tilted his head back, Sam came stampeding into the apartment.

"Hey Spencer. I think you need to knock some sense into that sister of yours. She's honestly thinking about going out with that loser Freddie!" Sam exclaimed, pacing back and forth across the floor.

Spencer groaned and then asked, "So what if she is? Freddie's a nice kid, ya know."

"No! Okay, okay, okay. Carly cannot date the little nerd. Have you met that crazy bitch of a mom he has? Carly will be sucked into her wrath and be made to get her name sewn in her underwear too! Okay?!" Sam yelled then turned around and saw Carly walk through the door.

"Oh hey, Carly. Don't date Freddie, m'kay?" Spencer said bluntly.

Sam stared over at Spencer and threw her arms up in the air. "You are such a moron, you know that?" The blonde sighed and grabbed a hold of Carly's shoulders. "You musn't go over to the nerdy side, my friend."

Carly laughed and said, "You guys, I don't care. Freddie has wanted to go out with me for a really long time and now I might like him." She rolled her eyes and threw he books on the table and walked over to the Benson apartment. She knocked on the door and Freddie appeared at the door. "Hey, Freddie. I need to ask you something."

Freddie smiled and let her inside of the apartment, closing the door behind him. He made small talk with Carly and was eventually led into the conversation he never wanted to have. The one about dating. Sure he liked Carly. That was until he realized something about himself. It wasn't Carly who he was attracted to and it wasn't Sam he was attracted to. It was Spencer. Spencer was the reason that he continually went back to the Shay apartment. Spencer was the reason he stayed long after Sam left and spent time with Carly.

"I was afraid you would ask that, Carly. I love you as a friend and I liked you a lot Carly, but I think the one who I really wanted was... Spencer," Freddie replied softly as he placed his hand over the other girl's.

Carly wasn't disappointed, sad, or even mad, she was shocked. "What?!" She exclaimed and stood up from her chair. "You like Spencer?! Oh my gosh... That... is... so awesome!"

A puzzled look appeared on the teen's face. "What do you mean, 'That's so awesome'?" He asked questionably.

"Well, I was doing a little bit of surfing around on the internet and well, I kind of like the idea of you and Spencer together. But you can't tell Sam, okay? She'll never let you live this down," Carly replied then ran over to Freddie and hugged him. She kissed his cheek and ran back over to her apartment and looked back before leaving. "I'll work some magic, m'kay?"

Freddie laughed and just shook his head. He was glad his mother wasn't home at that particular moment. Freddie felt as if all of the forces of gravity had been lifted off of him and he was a new person. Little did he know, Carly was in the other room spilling everything.

"Okay so get this, Freddie says he likes you, Spencer!" Carly exclaimed, laughing with Sam on the floor.

Sam was laughing and crying at the same time. "I can't believe I was right! Freddie's a fag!"

Spencer sat still on the couch and looked down at the two girls on the floor. "Hey. That's mean. I though Freddie was you guys' friend," Spencer said disappointed. Freddie was Spencer's favorite friend of Carly and although he never thought about the teen like that, he felt his heart drop.

"Of course we are but this is just hilarious!" They both said together, still laughing.

Spencer frowned and walked over to the Benson's apartment. Freddie lay on his bed and stared up at the ceiling, still smiling, thinking nothing was going to go wrong. He heard the door open and sat up. 'I didn't think Mom was supposed to be home yet...' Freddie thought to himself. He hurriedly pulled a polo back over his naked chest and walked out into the kitchen, only to find Spencer peering around the empty apartment. He felt his heart stop when he saw the older man. "S-Spencer?" the teen asked.

"Oh hey little Fredward," Spencer replied calmly then began to walk towards the younger boy. He jammed his hands into his pockets and gave Freddie a crooked smile. "I don't really know how to say this."

Freddie's heart dropped when Spencer began searching for the words he wanted to use. 'Oh my god. Oh my god. Oh my god,' Freddie thought to himself as he began to have trouble breathing. His instinct told him to reach for his inhaler and his heart told him to suck it up and listen.

"Well, you know, hmm... I, well, uhh," Spencer began to stutter but then remembered the old saying, 'actions speak louder than words'. The older man cleared his throat and then leaned into kiss Freddie. His lips met the other's and he felt the smile appear on Freddie's face when Spencer pulled him closer, wrapping his arms around him.

Just in the heat of the passion, the two didn't hear the door open but what they did hear was, "Fredward Benson!"

OMG. WHO IS IT?! It should be obvious. I mean seriously, who calls him Fredward on a regular basis?

Anywho. It's been awhile since I've written anything and I figured fanfiction was lacking much Spencer x Freddie. I quite like it. My name for them is Spreddie. xD I LOVE IT. It's just funny. That's the only reason.

By the way, I love encouragement. ;D