This is my first iCarly fanfic so be nice please! (:

A/N: This story was inspired by the song Fall for You by Secondhand Serenade. It's and awesome song and you should listen to it if you haven't heard it before.

Where am I? That is the first thought in my head as I wake up startled, sitting somewhere both familiar and unfamiliar at the same time. And why is my pillow moving? My head is gently rising and falling, almost like the rhythm of inhaling and exhaling. Oh crap. I glance up with my groggy eyes at the face that owned the shoulder my head is currently resting on. Freddie. He's still asleep, his mouth curled into a little bit of a smile. This makes me smile as well. Then my thoughts run back to the situation on hand.

I glimpse over at the clock, which reads 3:29 A.M. This is not good. Even though I am grumpy and confused from the fatigue that presently overwhelms me, I try to replay the scene from about three hours ago.

"How could you do this to me?" Carly screamed in anger. It was weird seeing her like this – she was used to be such a bucketful of sunshine.

"I'm really sorry, I didn't mean to," I offered as a reply. "I swear!" We were getting into a fight over a guy. It was so stupid. Why were we even arguing about this? What about friends forever, boys whatever? I sigh, guessing that only worked when we were eleven years old. Now were sixteen. Too much had changed.

And now I stood in front of my best friend in only a camisole and Aeropostale monkey underwear, clenching my pajama pants in my fist. I had been in the middle of changing into my pajamas when we started arguing.

"You're just saying that!" Tears were streaming down her cheeks, and there was nothing I could do about it. I had caused it, after all.

"You know what?" I shot back.

"What?"

I just shut my mouth - I had nothing to say. I had completely and totally betrayed my best friend. How could I have done that? What kind of person was I turning into?

Then I just threw my pants in a ball on the floor and ran. Out of Carly's bedroom, down the steps, and out her front door. I didn't have to run much farther to get to where I was going – all I had to do was go right across the hall.

Tears welled up in my own eyes as I rang the doorbell and waited for someone to answer it. And as soon as that dork's tired face appeared in the door, I breathed a huge sigh of relief. He stood rubbing his eyes, which opened widely after a few seconds. I followed his gaze right to – you guessed it – my pants-less legs. Just a pair of blue underwear with a freakin' cartoon monkey smack dab on the front.

"Don't ask," I whispered, choking back tears and staring down at my feet. When did I become so weak? When did everything change so suddenly? Without a word, he wrapped me in a hug, which I was too upset to give back. All I could do was sob into his old, worn-in Ridgeway Junior High t-shirt. Slowly, he led me to the couch, which I took the opportunity to plop down on.

And now, looking up at a sleeping Freddy, I can't remember what had happened after that. I guess I fell asleep on his shoulder, blubbering like a baby.

"Thanks," I whisper sweetly, even though he can't hear it. It's all I can offer at the moment. Slowly I drift back off into a deep sleep.

When did she get so beautiful? Her long blond curls messily frame her sleeping face. Wait a second, Freddie, you don't like her. What about all those names she calls you? Fredweirdo, geek, dork, all that stuff. I think intently about it. Come to think of it, she hasn't done any of that stuff as much lately. Actually, she's been pretty nice. What's happened these past two years?

I look back up at Sam, remembering how I carried her from the couch to my bed when I woke up around four in the morning. My mind floods with a ton of different thoughts of last night – her showing up at my door at midnight, the pained look in her red, puffy eyes, and the lack of explanation. But I still knew what had gone on. And then when I woke up this morning – the dried tears on her face, and her slow, steady breathing.

Now she's lying on my bed, tangled in my navy blue sheets. I quietly sit in the old chair in the corner of my room, waiting for her to wake up. Everything's changed so fast, I think, when suddenly, Sam looks around at her surroundings, a confused look on her face. Then her gaze lands on me, and a groggy smile spreads across her face.

"Thanks, Fredweirdo," she chuckles softly. I smile back at her, knowing that now she isn't saying it in a cruel and taunting way. More of an endearing way. I never thought I'd say this, but I missed being called that.

"No problem."

"What do you want in your eggs?" he asks me. I survey his fridge for a moment before pulling out a package of ham. "Some things just never change," he laughs.

"Hey, old habits die hard," I reply as I watch him rip up the ham and throw in the pan with the eggs.

"What's happened to the three of us?" He turns around and gave me a serious look. Where did that question come from?

"I don't really know," I say slowly. "I guess once we started high school, we grew up a lot. We didn't see each other as much. We lost interest in iCarly. We always had work to do. I was surprised with myself when I actually started doing schoolwork. I even stopping playing pranks and bugging teachers for the most part. I almost miss detention."

"It's so weird how a school can change you so much," he adds coldly, sliding my eggs from the pan to a plate, and then handing the plate to me.

"These are really good," I say, devouring them at the speed of sound. "Where did you learn to cook like this?

"My mom," he rolls his eyes. "She thinks it's important for me to learn to cook just in case I marry someone who doesn't know how to."

"Like me?" I offer, and my cheeks immediately flush. I simply stare down at my plate of eggs, and then at the sweatpants that I was now wearing. They were Freddie's – he had lent them to me this morning. Then I get up to place my plate in the kitchen sink.

"Excuse me," I say sheepishly to Freddie as I attempt to squeeze through the small space between the kitchen counter and the island where Freddie was standing. Then out of nowhere, he grabs me by the waist and turns me around to face him, and pulls me into a deep kiss. I kiss him back and slowly set the plate on the counter behind me.

"Sam, you in here? I'm really sorry about last night." Carly. Freddie and I pull apart to see none other than Carly Shay, standing in the door of the apartment, her jaw practically down to her ankles.

"It's about time," she smiles.

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How was it? I know it was short, but it was my first story. Please review so I know people are interested in more stories from me!