Arnold, Phoebe, and Gerald crouched below the kitchen window in silence. None of them knew what to say. Arnold's head was spinning.

"I knew Helga's family was complicated," Phoebe finally whispered, "but I had no idea it was like this."

Arnold stared blankly at the wall in front of him. "Poor Helga," he murmured. "No wonder she's…the way she is." He thought of the many times he had missed his own parents and been jealous of all the kids who had it so much better than he did, including Helga. He had never understood how she could talk so snidely about her family, why she didn't appreciate what she had...

Phoebe looked at him intently. "You know, Arnold, you've never understood how I could be friends with Helga because she's so rude and pushy. The reason is because I knew she didn't mean to be that way. She's different when she's not around other people. She's done a lot of kind things for people, Arnold. She's even done kind things for you."

"She has?" Arnold looked at Phoebe in confusion. Was she talking about Deep Voice? Did she even know about that? Maybe there was something else...?

"Yes, she has. But it's not my place to tell you about them. I've said too much already. I just…I wanted you to know, even though she doesn't want you to."

Arnold moved toward the street and looked around for Helga, but she had already disappeared. He took a step, but felt a strong grip on his arm.

"Where are you going?" Phoebe demanded.

"To find Helga."

"Arnold, I really think she wants to be alone right now. You should really just—"

"No, Phoebe. She shouldn't have to be alone. She needs to know that somebody cares about her right now."

Gerald cleared his throat. "Are you sayin' you care about her, Arnold?"

Arnold gave him a defiant look. "Yeah, Gerald, I do. She's my friend. Or at least, I'm her friend. If she wants to yell at me and tell me to get lost, fine. But I have to at least try to talk to her."

With that, Arnold ran off in the direction of the wharf. Without really thinking, he had an idea of where Helga might be.

…………………………………………………….

Gerald and Phoebe watched him go, Gerald looking bemused, Phoebe looking hopeful.

"Mmm-mmm-mmm," Gerald grumbled, shaking his head. "That boy is too nice for his own good. He has no idea what he's gettin' himself into."

"Perhaps. But doesn't that also mean he could be getting into something good?" Phoebe smiled at Gerald and blushed when he grinned back at her.

"You're too nice too, you know. But maybe you're right." He bumped his fist lightly against her arm, and she smiled wider.

"I usually am."

................................................................

Arnold was out of breath by the time he reached the pier. This was the place where he and Helga had both come to get away from their families the previous Thanksgiving. There was something about the view of the water that was calming and comforting. It was constant; the details might change from day to day, but you could always come back and know that the sky and the water were still going to be there, reaching for each other.

He looked toward the end of the pier, squinting against the glare of the midday sun. He could see a dark shape against the horizon.

"What do you want, Football Head?" Yep, the shape was definitely Helga.

Arnold walked out to where she sat on the edge of the pier. Her legs were kicking aimlessly out over the water.

"I just wanted to make sure you were okay after--" He suddenly decided it was best if she didn't know he and the others had been spying on her. "--after this morning. I know I was...kind of rude to you before you left. I was going to come back and apologize, but you were already gone."

"Why bother? You know I'm just gonna call you a dweeb for tracking me down just to apologize." Helga normally would have let him think she deserved his apology, but this time it felt like if she did that, she'd be admitting he had hurt her feelings.

Arnold sat down beside her, leaving a good foot of space between them. "Listen, Helga...about last night--"

"Criminey! You're never gonna let me forget about that, are you? I bet you think that just because I had something in my eyes and couldn't get them to stop watering, that I'm not really as tough as you thought. Well, listen, Buster--"

"No, Helga, you listen," Arnold interrupted. "You shouldn't be ashamed that you were upset. It's okay to be upset sometimes. But since it matters so much to you, I promise not to tell anyone else about last night. You can trust me, Helga."

"Wait a minute...what do you mean, 'anyone else'?"

"Um. Well...I kind of told Phoebe."

Helga groaned. But it's just Pheebs, she thought. I probably would have told her anyway. Still, it was my secret to confide, not his!

"Oh, so I can trust you, huh? Didn't take you long to go blabbing to Pheebs though, did it? You expect me to believe you're not gonna tell your old friend Geraldo? Why don't you go announce it over the school loudspeaker while you're at it?!"

"Okay, I might have mentioned to Gerald that you were at my house, but he's my best friend, Helga! And I was worried about you! I needed him and Phoebe to help me look for you."

"Well, you found me, Football Head. Now you can buzz off and leave me alone." Inside, she sighed a trembling sigh. He was worried about me! Ahhh...

Arnold took a deep breath and let it out slowly. He had to focus on what he wanted to say. Don't let her distract you with her temper...you know she's just trying to get you to leave...

"Helga." He held up his hand before she could say anything. "I won't tell anyone else, I promise. But that's not what I wanted to say." He inhaled deeply. "I wanted to tell you that no matter how mean you may be to me most of the time, I know that you still have feelings. You can still be hurt, even if you hate to admit it. That doesn't make you weak; it just makes you human."

He expected Helga to interrupt him at any moment, to smack him in the back of the head, maybe even shove him into the frigid water (which he glanced at nervously). But she remained silent. He looked up to see her staring at him with an unreadable expression. He quickly plunged ahead while he had the chance.

"Helga, you're pretty much the strongest, toughest person I know. But you still need a friend sometimes, just like anyone else. And even though I might be crazy for saying this...I'll always be here for you if you need me."

Helga was stunned. She knew Arnold was kind and caring beyond belief, but deep down she had convinced herself that he would never actually see anything beyond her blustery exterior. She daydreamed, sure, but with all the times he had shown disgust at the very idea that she might like him like him—the way he had wigged out when she finally confessed her deepest feelings and kissed him—she had pretty much given up hope. Her first instinct was to tell him to take a hike and toss him into the nearest trash can for daring to stir her heart to hope again. But after everything that had happened, she realized she really didn't want to do that at all.

She stared out at the water, feeling her cheeks grow warm. Okay, she wasn't going to clobber him. So what was she supposed to do?

Arnold glanced at her warily and saw that she wasn't even looking at him anymore. He wondered if she had even been listening.

"...Thanks, Football Head."

A smile crept over his face as he turned to her. She kept her eyes on the water, but the corners of her mouth were turned up just slightly. The sun lit up her blue eyes, and he noticed that her hair looked shiny and soft. Wow, Helga...I'm usually too busy getting out of your way to notice how pretty you are. His stomach flip-flopped at the thought, but the moment was so unexpected and pleasant, he couldn't be bothered to feel weird about it.

Helga cleared her throat. "You never asked me why I was...c-crying."

The weight of her admitting to that was not lost on Arnold. "I figured you'd tell me if you wanted to. But it's okay if you don't."

"Good. Because I don't."

"Okay."

Part of her ached to tell him. There was no one in the world more trustworthy, besides Phoebe. But if she told him, she might cry again, and then he might start to think she really wasn't so tough after all, and then who knew what would happen? No, her heart was too raw to expose to him now, after fighting so hard for years to protect it.

"Not gonna happen, Football Head. Wouldn't want to ruin my air of mystery." She smirked.

Arnold rolled his eyes, but it was just for show. He found himself hoping that someday she'd trust him enough to open up to him—and a strange little part of him felt thrilled at the prospect.

"Whatever you say, Helga."

Thanks so much for all the reviews and for sticking with me through this story! I love writing Arnold and Helga, and I'm certain I'll be writing more of them in the future. ;)