Author's Note: This is my first "Hey Arnold!" fic, and I only recently started rewatching the show, so it's possible I've forgotten some details from the various seasons. Please let me know if I have. I used to loooove HA!, and I always adored Helga and cheered her on in her self-sabotaging pursuit of Arnold. I know what it's like to be a kid with a crush who expresses it in stupid, counterproductive ways, so maybe I identified with her. Anyway, I've recently rediscovered my love for the show, and I started writing this story after watching the movie for the first time. SPOILERS for HA!TM.

Helga Pataki was awakened by muffled noises coming from downstairs. She grumbled and looked at her alarm clock. It was after 11:30 at night. What was going on down there? Were Bob and Miriam arguing again?

If you can even call it arguing, she thought, her grogginess not hampering her resentment. It's not like Miriam ever really fights back. It's just Bob yelling at the Human Jellyfish.

She waited for the sounds to stop, but they only faded in and out as the voices rose and fell. Finally she couldn't stand it anymore. She slipped on the shoes that she had discarded nearby when she got changed for bed and stomped out of her room.

The farther she got down the hall, the louder the noises got. She could tell now it was her parents arguing, and her mom was actually throwing in her two cents this time. Despite her annoyance, Helga felt a little bit better knowing her mother might actually be standing up for herself.

She was halfway down the stairs when she spotted her parents in the dining room, her mother in the midst of shouting.

"…and what makes you think you can just order me around, anyway?! Just because I'm the woman and you're the man? I'm not just your wife, you know, I'm a person too! And if you can't appreciate that, maybe I should just pack up and leave!"

Before Helga could make a sound, Bob raised his hand and slapped Miriam hard across the face. She fell to the floor, holding her cheek in shock. The room went deathly silent.

Helga forgot to breathe.

Finally, she sucked in a ragged, involuntary breath. Her parents both whirled to look at her, stunned. They hadn't even noticed she was there.

"Olga," Bob said under his breath. "Olga, honey, it's not what it looks like—"

Before he could finish his sentence, Helga tore down the stairs and out the front door. She didn't know where she was going, but she wasn't going to stay there. Never again…

She fled blindly down the street, crying harder and harder, paying no attention to the dark and the cold. No one would care if anything happened to her, anyway. And it wasn't as if home was any safer than the street now.

I'm such a coward…I watched him hit my own mother and I didn't do anything to stop him…

…But I shouldn't have to!! I'm just a kid, and she's my mother! SHE'S supposed to protect ME!

She felt overwhelmed with fear, anger, and guilt. Not just because she hadn't stopped Bob, but because deep in the back of her mind, where she didn't even want to look, there was a part of her that understood wanting to hit her mother. She shook her head forcefully. That doesn't mean I'd ever do it, though. I am NOT my dad! I am NOT Bob!! I'm not I'm not I'm not…

Helga ran until her sides hurt so badly she couldn't breathe. Oblivious to where she was, she collapsed at the bottom of some steps and gasped for air. No sooner had she caught her breath than she started sobbing uncontrollably.

She lay in a heap on the dirty steps for who knew how many minutes. Does it even matter how long I stay here? she thought. It's not like I have any other plans...

Suddenly, a hand fell lightly on her shoulder. Helga gasped and pulled away from whoever was trying to grab her. She turned, ready to fight, only to see Arnold's angelic football-shaped face looking at her with deep concern. Her heart caught in her throat. Of all the people to run into, she would pick the one person she both most and least wanted to see right now…

"Geez, Football Head, what're you tryin' to do, give me a heart attack?" She tried to sound like her usual self, but her body hadn't yet gotten the message from her brain to stop crying, and her voice shook noticeably.

"Sorry, Helga. I didn't mean to startle you. Are you okay?" He knew it was a dumb question, but he didn't know what else to say.

"Do I look okay to you?" She cringed as soon as she said it. Now he was going to ask what was wrong. She should have lied…made up something about having taken up jogging. Late-night pajama-clad jogging…

"No, you don't look okay. Come on, come inside. It's too cold to be out here without a coat on."

Helga stood, still catching her breath, and glared at her unwanted rescuer. She wanted to say something sarcastic and get out of his sight as quickly as possible so she could suffer in peace. But there was a part of her that wanted exactly the opposite, and it was being incredibly insistent. She shivered.

"Fine. I guess I can come in for…wait a minute, I'm at your house?"

"Well, yeah. You mean you didn't come here on purpose?"

"Why on Earth would I do that, Arnoldo?" (Why DID I do that? she wondered.)

"I don't know, you tell me," he replied with a hint of annoyance. He hated to see anyone so upset—even Helga—but she was a very difficult person to comfort.

Suddenly she sighed and said the last thing he would have expected. "Sorry, Arnold. I don't know how I got here, okay? I just started running and then I had to stop, and I guess I stopped here. Can we go inside now?"

Surprised, he nodded and reached out to help her up the steps. She flinched almost imperceptibly, but she allowed him to chivalrously steady her at the elbow and open the door for her. He guided her to the kitchen and offered her a chair. She sat down silently and stared at the table, her hands fidgeting in her lap.

"You want some hot cocoa? I was getting ready to make some when I heard…well, when I noticed you were outside."

Oh, Arnold, how like you to be a gentleman and not point out that I was lying prostrate on your steps, weeping like a pitiful child, Helga thought bitterly. She scowled. "Sure, whatever."

As Arnold busied himself heating some milk and spooning cocoa and sugar into two mismatched mugs, Helga became increasingly anxious. She wished she were still out on the sidewalk, with no one paying any attention to her or her tears. At least when no one cared about you, you didn't have to answer anyone's questions. You didn't have to choose between revealing your weaknesses to them or further convincing them that you were a cold, unfeeling monster whom they could never love…

"Here you go." Arnold smiled as he placed a steaming mug in front of Helga. She hadn't realized how hungry she was until the delicious, chocolaty scent hit her nose. Her stomach growled, and she blushed.

"What, no whipped cream? Don't expect a tip from me, bucko," she said in an attempt to cover her embarrassment. But her usual venom was lacking, and Arnold seemed to notice. His worried smile didn't fade.

"You must be hungry. Grandpa made some cookies earlier tonight. Do you like chocolate chip?"

"What kind of question is that? Who doesn't like chocolate chip?"

Without another word, Arnold rummaged around in a cupboard and came back to the table with a tin full of slightly over-browned cookies. He took one and then slid the tin toward Helga, who grabbed it and devoured three or four cookies so fast Arnold wondered how she managed not to choke. Normally he would have rolled his eyes at such uncouth behavior and taken it as another display of her greedy selfishness. But he was starting to wonder if there was more to her behavior than met the eye. After all, she had been sobbing on his doorstep in the middle of the night, and she was obviously really hungry, as if she hadn't eaten dinner…maybe she wasn't trying to be selfish. Maybe her selfishness was more like…self-preservation.

"Do I have something on my face?" He suddenly realized Helga was glaring at him, her cheeks slightly pink.

"What?"

"You're staring at me like I just grew a second head."

"Oh! Sorry. I was just…thinking."

"Hmph." She slurped some of her cocoa and then grabbed two more cookies, but she nibbled one this time instead of stuffing it in her mouth. Her stomach had become less demanding.

"I'll have to tell Grandpa you really liked his cookies," Arnold said, smiling.

"NO!" He jumped a little at Helga's forceful response. "I mean…don't tell him I was here, okay? I don't need him callin' up Big Bob to ask why I was out here after midnight."

"Oh. Okay." Arnold's brow furrowed. If she was out this late, crying (something he had thought she was incapable of), and didn't want her parents to know where she was…was it because she thought she'd get in trouble, or were they the reason she was upset?

"Look, I know it's not any of my business," he said carefully, "but if you want to talk about anything, I'm here. And if there's anything I can do to help…"

"Well there's not, Football Head," she said with a scowl. "Even if I wanted to talk to you—which I don't, because there's nothing wrong—what would you be able to do about my problems? You don't know anything about how the real world works, buddy boy. Your world is all rainbows and sunshine, and whenever it's not, you don't give up until you've made it that way." That's what I love about you, she thought tenderly.

"Helga." Arnold glared at her. "Don't start that again. You know my life isn't any more perfect than anyone else's. I just try to be optimistic. It makes it easier to deal with the bad stuff."

"Pfft," Helga said dismissively. "Oh, well, if only I could be as optimistic as you, Arnold, I'm sure everything would be alllll better. I'm sure if I were optimistic I could just waltz home tonight and my parents would be waiting for me with nine birthday cakes and a stack of presents to make up for all the ones they forgot to give me over the years. If I were optimistic, my folks would win the lottery, my sister would stop being so perfect, my dad would remember my name, and maybe he'd even apologize for…" Helga suddenly bit her lip, cutting off her increasingly loud outburst. She squeezed her eyes shut and covered them with her hands, fighting back stinging new tears. Why had she said all that stuff?! She could feel herself shaking and cursed herself for it. Of all the places to have a breakdown, why here? Why now?

"Helga?" Arnold's voice was full of concern. She felt his hand gently squeeze her shoulder. She shuddered. No, she couldn't let this happen…

"Don't touch me, you freak!" she yelled, jumping out of her chair. She had to get out of there…she had to run…

Then Arnold's arms were around her, holding her firmly. His head tilted up to rest his chin on her tall shoulder. One hand rubbed her back soothingly. Her whole body went rigid, then shook uncontrollably.

Arnold…no, I don't want you to see me like this…I have to get away, let go…

She struggled with herself, wanting to throw him off of her, but it seemed no matter how hard she tried, she couldn't will herself to move. Arnold was holding her, trying to comfort her, making at least part of her fantasies come true… She didn't want him to let go.

One tear managed to escape her tightly closed eyes, and as it trickled down her cheek it seemed to take the rest of her resolve with it. With a shuddering sob, she leaned into Arnold's embrace and threw her arms around him, burying her face in his shoulder. Her loss of control fed her growing feeling of panic, and she cried harder. She had never felt so terrified. Any minute now, he's going to realize how pathetic I am. He's going to push me away and tell me to suck it up and get out of his sight. He's going to turn out to be just like everyone else…

But instead, he stepped closer to her and squeezed her gently. "It's okay, Helga. It's okay. I'm here."

She felt her knees go soft, and the two of them sank to the floor, still holding each other. The house was silent except for Helga's muffled sobs and quiet, comforting sounds from Arnold. They both lost track of time as they sat there together.

Arnold's head was spinning. This was not the Helga he knew at all. The Helga he knew was abrasive and mean and would sooner punch his lights out than cry on his shoulder. But a nagging thought reminded him of the last time she had had an emotional outburst in his presence, that stormy morning on top of the FTI building a few months ago. He had been so stunned by her declaration of love and her unexpected kiss that he had been unable to explain it as anything other than the result of an incredibly stressful situation. There was no way she could have meant all that stuff with the way she treated him day after day. And when he offered her an out, she took it gleefully and was back to her spitball-shooting, Football Head–hating self in no time. But still…ever since then, in the back of his mind, he had no longer been sure that Helga was who he thought she was. Even if she did go back to being a jerk afterward, she had helped him and Gerald so much as Deep Voice. If it hadn't been for her, their neighborhood would be a shopping mall right now. No matter how many spitballs he had to comb out of his hair, he would always be grateful to her for that.

In a strange way, her help with saving the neighborhood had made her asinine behavior since then both less and more annoying. On one hand, he had to smile every time he thought of what she'd done, and he thought of it every time he looked at her. But on the other hand, he couldn't understand why she would go to such great lengths to hide such unselfish actions, but make a big show of being a bully all the time. Why would anyone want to be known for their worst traits and hide their best ones?? It made absolutely no sense. She made no sense.

But it must make sense to her, a little voice in his head whispered. She clearly has feelings, even though she tries to hide them. Maybe she's just afraid.

Afraid of what? he asked himself.

Afraid that no one cares how she feels anyway.

His mind was silent for a moment. I have to admit, if what she said about her parents is true…that does make sense.

He suddenly realized that Helga had become quiet. She was still sniffling, but her sobs had stopped, and she was shaking considerably less. He found himself strangely hesitant to let go of her, though.

A few minutes passed before she pulled back from him stiffly. Her face was red and blotchy, and her eyes were swollen. She kept them focused on the floor.

"I should be getting home, Football Head. I'm really tired, and Bob and Miriam probably already have the cops out lookin' for me." She paused and laughed half-heartedly. "Who am I kidding, they're probably both passed out by now."

"You know…you can stay here tonight if you need to, Helga."

Her eyes shot up to meet his. "Really? I mean…don't be stupid, I—"

"It's okay if you don't want to," he said quickly. "But…if you don't want to go home right away, I have a couch in my room that Gerald sleeps on when he stays over. You could have it for tonight. Or not, if you don't want to. That's cool, too." He didn't know what had possessed him to make such an offer, but he found himself sort of hoping she'd accept. He didn't like to think of her walking home by herself this late…

She stared at him blankly, wondering whether she had heard him correctly. Did he just offer me his couch? In his ROOM? As in, to SLEEP on?

"Uh…thanks, Football Head, but…um…I really should get home…"

"Well…okay, if you're sure. But—"

"Fine, you big dork; if you're too scared of the dark to walk me home, I guess I'll stay." She managed to put some of her old spunk into her words, even though she was feeling pretty exhausted. Let him think he's doing me a big favor, she thought. He doesn't need to know how desperately I want to snuggle into that warm, comfy couch that so sumptuously reeks of his dirty socks…

"Great! I mean, fine. Come on, I'll take you up." Arnold stood and helped Helga to her feet, noticing the corner of her mouth twitching as if she were holding back a smile. He turned away quickly, afraid of being accused of staring again, and led her up the stairs.

She stood in the middle of his bedroom, gazing around at his shelves full of books and knick-knacks as he carefully made up the little couch. She had never been in his room with his knowledge and consent before. It felt very strange. She found herself crossing her arms nervously as if she were worried about getting caught. Old habits die hard...

"There you go," Arnold said, fluffing a spare pillow that he had tossed onto the couch. "Should be pretty comfortable."

"I should hope so if you're making me sleep on it," she retorted. She flopped down on the couch as if she owned it, turning over to punch the pillow once before she laid her head on it. The second she wiggled under the blanket, she felt her eyes begin to close.

Criminey, running across town in the middle of the night and then crying my eyes out with the love of my life is hard work, she thought with a yawn. She didn't realize Arnold was standing over her until she felt his hand on her shoulder.

"Goodnight, Helga." He smiled and gave her shoulder a pat before turning toward his bed. Her mouth opened, ready to throw a sarcastic barb after him, but she stopped herself. Can't you just enjoy him being nice to you and not punish him for it for once?

"Goodnight, Footba–…I mean…goodnight, Arnold."

Arnold smiled warmly at her from across the room before turning out the light. It was enough to turn her heart completely into goo. She snuggled in under the covers (which smelled like Arnold's fabric softener) and allowed herself a contented sigh, hoping it wasn't too loud.

Arnold lay on his side, facing the couch. He couldn't see Helga in the dark, but he heard her sigh quietly, and his smile lingered. She had actually stopped herself from calling him Football Head and called him by his name. That was progress.

He knew this couldn't last, though. Tomorrow, he hoped, she would feel better…and then it would be back to tormentor versus tormented. But then, wouldn't that mean he had helped? If she felt like her old self, maybe that was a good sign. He just wished she could be happy and actually act happy. He wished she could just act like a friend. Because if she could, she might turn out to be a really good one.

With that thought, he closed his eyes and drifted off to sleep.