In the wee small hours of the morning,

When the whole wide world is fast asleep,

You lie awake and think about the girl,

And never ever think of counting sheep.

When your lonely heart has learned it's lesson,

You'd be hers, if only she would call.

In the wee small hours of the morning,

That's the time you miss her most of all -- Frank Sinatra


He rolled over and looked at the clock. 2am. His bed was the messiest it had ever been, and it was all her fault. All because of her and that stupid argument. It was a stupid argument, and maybe he shouldn't have said what he said, but she made him so angry sometimes. And now he was even more angry at her, because now he couldn't sleep.

He finally gave up and went to his desk. At least he could try to get some work done. He reached to turn on the lamp and knocked over a picture, his favorite picture. It was the one with the three of them in the iCarly studio last month. He picked it up and looked at it. Carly was on his left with her perfect straight hair, her impeccably matched outfit and her perfectly white beaming smile. Sam was on his right side with her wild blond curls, her (what was she wearing, anyway), and her lopsided grin. Of course, who could miss the "Dork" sign she held up behind his head. It was just another reminder that he should never turn his back on Sam. Sam, the reason he was still awake.

Why couldn't she be more like Carly, he wondered. Carly would never call him names, or humiliate him, or pick arguments with him "just because." "Carly has never kept me up until 2am thinking about her," he muttered aloud. Hmm, Carly has never kept me up until 2am thinking about her. But Sam, I can't get out of my head.

Sam was obnoxious, self-centered, insensitive, infuriating, unpredictable, intriguing… intoxicating, endearing, honest, fiercely loyal, scrappy. "Scrappy? What are you, 80?" He laughed at how much he reminded himself of Sam. Face it, he thought to himself. Carly is LOL and Sam is ROTFL. Carly is safe and Sam is…

His thoughts were broken when his cell phone began to ring. He quickly picked it up, more to quiet it from his mom than to answer it. It was Sam.

"It's late." He sounded more annoyed than he intended.

"Oh, I…sorry, I thought I'd get your voice mail." She stammered.

Silence

"I'm sorry about this afternoon," They both said at the same time.

"Sam? Apologizing?"

"Yeah, well I didn't know you were so passionate about cheese."

"I'm not really. I guess I just felt like arguing." He said with a sigh.

"Really?" She sounded surprised. "Why would you want to argue?"

He took a deep breath before he could answer. "Truthfully, I guess it's our thing. If you're arguing with me, you're not ignoring me."

"Freddie, I may not always pay attention to you, but I always know you're there. I can never really ignore you."

He didn't quite know how to take this, but for now he chose it as a good thing. It was his turn to apologize.

"I'm sorry I compared you to Carly."

She was quiet for a moment. "I'll never be like her, even if I want to."

"I know. I guess I'm glad you're not."

"You are?" She didn't sound convinced.

"Yeah. To be honest, you're one of the few things in my life that are completely unpredictable. You keep me on my toes Puckett. I just wish you'd lay off the teasing once in a while."

"Does it bother you that much?"

"Sometimes"

"Then I can't. Not yet," she said firmly.

He narrowed his eyes suspiciously, "Why 'not yet'?"

She sighed deeply, "Well, I guess since you're being all truthful tonight, I can be too."

"I'm listening"

"Before iCarly you were just some dork at school. I thought you were a weak mama's boy who was easy to push around. You didn't cower all the time like the others, though. Once we started working together, I saw a little pluck in you."

"Pluck?" He laughed.

"Potential. You've changed since I've known you, too. You don't just take it anymore. The more you insult, argue. or let me have it back, the more I respect you. It's like I don't have to worry about you, I know you're going to be ok…despite you're overprotective mother."

"So…you're saying you insult me because you care," he said with a grin.

"Something like that." She sounded uncomfortable. "Don't let it go to your head, though. You're still a dork." This sounds more like her.

"But I'm your dork?"

"Exactly!"

"Okay…" he said, laughing.

There was silence for a few moments. He listened to her soft breathing on the line until she finally broke the silence.

"It's starting to rain again."

He reached up and opened his curtains to see a nice little drizzle outside. "Yeah, it's going to be a wet day tomorrow. We should probably leave early for school."

"Mrrr…School." She yawned. "Goodnight Benson."

He laughed a single quiet laugh. "Goodnight Puckett…Sam?"

"Hmm?" She sounded tired.

"I'm glad you called."

"Me too, Freddie."

He hung up the phone and set it on the desk. He reached up to close the curtain but stopped. The city lights were glowing through the mist on the window. The sound of the rain was quieting the noise of the street below. The whole city was being washed in this glorious shower and for this quiet moment all seemed right with the world. Maybe I'll leave them open, just for tonight. He smiled to himself as he nestled under the covers. "See you tomorrow, Sam," he whispered and he drifted off to sleep.