Carly Shay tapped her foot against the pavement, way past antsy and moving towards annoyed. Finally a beat-up old Toyota squealed softly to a stop at the curb in front of Buschwell Plaza. "Finally!" she huffed, hopping into the front seat. "Freddie, you live in the same building I do, why did it take you so long to get here? You move faster when you're walking."

"I didn't have to come get you." he retorted playfully.

"You know how cool it is to finally have a friend with a car?" she said. "Now c'mon, show me what this baby can do."

Freddie gaped at her. "You make me wonder sometimes, Shay," he said, shifting into drive and pulling away from the curb.

"So how does it feel to finally have your license?" she said, stroking the buckle of her seatbelt and glancing around the car in admiration, even though it was a clunker.

He shrugged, unimpressed. "It's okay."

"UGH! How can you be so nonchalant about this?" she said. "You're a licensed driver, Freddie, you're practically an adult! Me, I don't even have my permit!"

"Your birthday's in a week isn't it?" he asked.

"Mhmm," she said, abruptly switching gears and saying in an almost seductive tone, "soooooo, what're you getting me?"

"Like I'm going to tell you."

"Please?"

"This isn't going to work, Shay, so just give it up."

"Awww," she pouted, but she couldn't stop the smile playing at the corners of her mouth. "You're no fun, Benson."

"You got that right. So, where is it you want to go? We have a full tank of gas and the whole afternoon free."

"Anywhere I want?"

"Anywhere you want."

"The mall," she said decisively.

"Not the mall!"

"You said anywhere I want!"

"Anywhere but the mall," Freddie amended, shaking his head. "C'mon, Carly, you spend every waking moment of your existence at one of five locations. It's either home, school, the iCarly Studio, the mall or the Groovie Smoothie. This is our first afternoon of true freedom. We can go *wherever we want*, and you want to go to the mall?"

"Well, when you put it that way it sounds stupid. So...hmm...how about a drive up the coast? We'll stop off at a 7-11 and get some snacks, and it'll be a nice, scenic drive."

"That actually sounds like a good plan. Remind me to write that down in my potential date ideas book."

"The day you go on a date is the day I put on black lipstick and start dressing Goth."

"Very funny!" Freddie said, annoyed. "I go on dates!"

"You haven't been on a date since Sam three months ago,"Carly pointed out. "Tenth grade, Sam Puckett? Your third -and last- girlfriend."

"Thanks for the reminder," he answered. "As I recall, you're we both thought it would be best if we could all stay friends."

"No one kisses my hero but me," she said.

He gave her a sidewise glance. "I'm a hero still?" he repeated.

"Yep."

"Oh."

"A hero who needs to watch the road."

"Watch yourself, Shay, or I'll turn this car right around."

"You've been waiting sixteen years to say that, haven't you," Carly said.

"You know it."

They pulled into the 7-11 parking lot, jumped out, and ran inside. They were the only patrons, and took full advantage of it by running around the store, yelling at each other, and tossing things over the partitions between the aisles. "Barbeque chips," Freddie announced, flinging the bag at her head. At the last second, Carly snatched it from the air.

"Ewww, I hate barbeque," she said, tossing it back to him. "Can't you get something else? Sour cream and onion?"

"You want onion breath?" he questioned.

"We'll get some mints to go with it."

"Fine, fine," he conceded with a sigh.

Carly giggled, and wandered into the aisle with the giant fridges, pondering what to drink. She was suddenly really looking forward to this afternoon. Freddie's schedule was packed with advanced placement classes, so she never saw him in school except for lunch, and even then, they hung out with a group of people, mostly Sam, Gibby and Carly's other friends. So Carly almost never got to see Freddie alone anymore. It was a good thing they lived right across the hall from each other and did a web show together. Carly would have been driven crazy not seeing Freddie on a regular basis.

She still considered him her best guy friend. In fact, they were probably closer friends now than they'd ever been. They talked on the phone nightly for marathons, and Carly felt such a deep connection to him. It was something that seemed to even transcend the bounds of friendship, like the whole soul mate theory. Maybe she and Freddie were meant to be "together forever." Not that she was *interested* in him or anything. Not like that. Not after the whole "hero" thing right?

...She didn't think...

Although sometimes being around him made her feel sort of tingly, in a good way.

"Maybe there's something on another channel," a voice over her shoulder suggested, and Carly snapped to it, realizing she'd been standing with the door open, staring at the neat rows of soda bottles surrounded by rising steam.

Having Freddie so close to her was actually sort of unnerving, and despite the cold air blasting on her, she started to sweat slightly.

"Carly?" He moved around in front of her, gazing at her with concern. "Are you okay?"

"What?"

"If you're not feeling well, we can go home. Rent a movie or something. I'll take a rain check on our drive, no problem."

"What..? Oh! No! Freddie, I'm sorry. I'm not sick. I was just spacing out. I'm okay."

"Are you sure?"

"Yeah."

"If you say so. Peppy Colas okay?" he asked, grabbing two bottles in each hand.

Carly nodded stupidly. "Yeah, sure, good." She was acting like such an idiot all of a sudden. She thought she'd moved past that silly maybe-crush on Freddie she'd had after he saved her life. I mean, it was crazy. It was *Freddie* again. His friendship, his very presence in her life was way too important to take for granted.

But still...it was Freddie. And he was her best friend. And she wasn't supposed to fall for her best guy friend.

Freddie took the stuff up to the counter and paid. Carly helped him carry the bags to the car. "How much?" she asked once they were on the road, fumbling through her purse.

"Don't worry about it."

"We've got three bags of junk food, Freddie, that's not cheap. C'mon, I'll pay half."

"No you won't."

"I always pay half."

"Not this time, you won't."

"At least let me give you gas money."

He shook his head firmly. "Nope."

"Benson!"

"Shay!" he mocked. "Seriously, don't worry about it. Today is my treat to you. I drive, I pay, all you have to do is sit back and relax."

He pulled onto the highway, and they drove for awhile in light traffic, the windows down, the radio blaring. The wind was doing wonders with Carly's hair, blowing it all over the place, sometimes as far as into Freddie's face. "Sorry," she'd yell repeatedly, trying to tame it, but he gave no sign of complaint, just concentrated on the road.

Finally he pulled off the highway to one of those scenic overlook stops on the side. Despite the warm day and the light, soothing breeze, it was empty except for them. "Look at this view," Carly said excitedly, rushing to the railing and peering over.

"Watch yourself," Freddie said, pulling the bags out of the car and emptying the contents on the lone park bench.

"Why's that?" Carly called. "Think I'm going to go tumbling over the side?"

Suddenly her center of balance was thrown off, and she was lurching dangerously over the low guardrail. She shrieked, flailing her arms about, but not more than a second later, Freddie's arms were snugly around her waist, holding her in place. "C'mon, did you really think I was going to let you go down?"

"Did you...you did! You pushed me! I can't believe you. I thought you were over there!" she panted frantically, pointing at the bench on the opposite side of the car.

"You thought wrong."

He let go of her, and she practically collapsed on the ground, breathing heavily.

Freddie rolled his eyes. "Don't be so melodramatic, Carly. It was funny."

"Funny for *you*, maybe. *I* almost had a heart attack."

"You know, the best cure for heart attacks is Doritos," he said, offering his hand to her with an apologetic smile. Fine, fine, he was just playing a silly joke. She'd let it go - this time.

She took his hand, and he hoisted her to her feet. She was surprised at how much touching Freddie -even slightly- bothered her. She shouldn't feel this way, right?

They sat there for an hour, eating Doritos and talking about inconsequential things. She loved talking with Freddie. He was so smart and insightful, and what she used to think of as his arrogant intelligence was just a desire to spread knowledge. He loved knowing things and wanted everyone else to learn and love learning, too. This side of him still annoyed Sam, which ultimately led to their breakup, but Carly had grown to appreciate it. Lately she'd been experiencing the same drive, the same quest for knowledge, and was excelling in school because of it. She had Freddie to thank.

She was gazing off the cliff at the view, mulling this over, when Freddie said, "About the whole hero thing..."

That certainly caught her by surprise. She turned to look at him sharply. "Excuse me?"

"It's been a while since the whole hero thing,'" he explained.

Carly felt the rush of warmth in her cheeks. She'd been hoping he wouldn't have picked up on that. But this was Freddie.

"I remember," she said blandly.

"If you don't want to talk about it, that's okay. I was just curious, is all."

Oh, now he was guilt-tripping her into it. And the thing was she knew he wasn't even doing it intentionally. He was just being his normal, considerate self. She was the one making herself feel guilty for no good reason.

"You know me," she said flippantly. "Talking without thinking all the time."

He obviously wasn't buying it, but he was sweet enough to let it slide. "Y'know, Carly, you're the only one who ever thinks badly of yourself. Everyone else I know thinks you're really incredible."

"And what about you, Freddie? What do you think?"

He blinked at her a second. "You know what I think."

"No, I don't."

"Carly..."

"Don't play shy with me, Freddie Benson," she said. "All you ever do is say what you think I want to hear. This time, tell me the absolute truth." She wondered why this was suddenly so important to her.

"Anything I say to you *is* the absolute truth, Carly. You're perfect. I'm not lying to you. I think you're the nicest, the sweetest, the prettiest, and the most fun person I know. The second smartest person I know after myself, I fell in love with you for a reason remember?"

Carly had to smile at that. "I remember but... really?"

He rolled his eyes. "Of course. I don't say things I don't mean."

"Hmm."

"I showed you mine, show me yours," he said. "What do *you* think about *me*?"

She didn't know what to say to that. "You're my best friend in the entire universe, and you're the one person I can tell anything to," she said slowly. "In fact, I trust you so much that I'm willing to admit that I had a crush on you in eighth grade," she said in a rush of words.

Now it was his turn to look surprised. "Really?"

"Um, yeah."

"Oh...wow?"

Carly glanced at the scenery again, blushing. Why was she so nervous about this? That was eighth grade, and Freddie was her best friend. She'd had a crush on him in fourth grade and told him several years after the fact...no, wait, she'd told Sam. Well, in any case, it was Freddie, and he wouldn't think any less of her because of it.

"Wow? What's wow?" she said irritably.

"Nothing."

"Liar," she said quickly. "I mean, we're both mature enough now to handle this."

"Yeah," he said slowly, staring at her. Carly was concentrating so intently on the laser beam stare of his brown eyes that she hadn't even noticed that he had leaned across the tabletop and was pressing his lips to hers. It was brief, but powerful. Not to mention putting Carly at a loss for words. Embracing the moment, Carly had only just started to kiss him back when he broke it and sat down again, wearing a self-satisfied smirk. "There. Now you've kissed your hero once more."

Lost in thought, not entirely sure what to do, Carly continued to gaze at him unwaveringly. He flapped his hand in front of her, trying to get her attention. "Yo, Shay. Talk to me."

"What?" Carly said, shaking her head and breaking out of her reverie.

"You're zoning again," he said unnecessarily.

"Sorry," she replied dryly.

Carly took her time to think. Hadn't he just kissed her? Or maybe it only meant something to her. Maybe, maybe, maybe...

Before long, they settled back into their casual conversation, and dusk faded into evening, darkness descending upon them fiercely. "We better get back," Freddie said, "don't forget the under-18 curfew."

"God, won't I be grateful when *that's* lifted," Carly said.

"Yeah, then we can hang out at highway rest stops well into the morning," he cracked.

Carly giggled and tossed the remainder of their garbage in the trash can. It was much cooler now, so the windows were rolled up and the car was silent. Freddie hummed to himself as he drove, going at exactly the speed limit even though they were late. "You're not going to get in trouble, are you?" Carly asked worriedly as they pulled to a stop in front of her house.

"Not if I don't get caught sneaking in after parking the car in its space," he said breezily, leaning across her to pop the door handle. Carly half-flinched at the sudden contact and wondered for the hundredth time that day what was wrong with her. She undid her seatbelt and swung her legs out of the car. She was just shutting the door, when she thought better of it, and ducked her head back in. "Freddie? I take it all back. You're not my best friend after all," she said, kissing him swiftly. "You're my boyfriend."

Unbeknownst to Carly, a smile crossed Freddie's face as he watched Carly walk into the Buschwell plaza lobby. He revved the engine. "And you're mygirlfriend."