Helga clutched her books tightly to her chest as she wandered, or rather stomped menacingly, down the hallways of the high school. She made sure to speed her stride up as she passed by Arnold's locker, but as anticipated, he didn't let her pass by without his traditional friendly greeting.

"Morning Helga." he chirped happily at her, shutting his locker door and turning to walk with her.

Why he continued to insist on being so darn chummy she couldn't be sure, but it made her want to crawl under a rock and cease to exist. His ever so perfect relationship with Lila Sawyer had ended somewhere in the region of six months ago and he hadn't taken it as harshly as expected. It was that factor, coupled with the knowledge that after Senior year she'd probably never see the beautiful boy again, that had possessed her to spend the following five and a half months mentally preparing herself to confess.

Confess she did, two weeks ago, and rejected she had certainly been. Rejected nicely of course, in the utmost of diplomatically handled ways, as could only be expected from the king of niceness. It had been exactly what she'd expected, and feared, he didn't feel that way about her but certainly wanted to remain friends.

"I don't want to walk with you, Football Head." she griped in return, making her feelings on the situation known.

Helga had immediately denied his plea to remain 'friendly' after her confession, but Arnold had been insistent on ignoring her wishes. He greeted her kindly every morning, tried to walk to classes with her and made a big deal about promising to keep in contact during college. He was only trying to be nice, but it was driving Helga insane.

"I know Helga, but I think it would be nice if you did." Arnold insisted, "Phoebe wants to meet you outside class anyway."

Helga grumbled a little, "Why does she want to meet me?" she asked curtly, not keen for any niceties during this discussion. Hell, she was hurt, she was heartbroken everything in life was crap why didn't he understand that?

Arnold shrugged, "She wouldn't tell me, she said it was personal..." he explained, "something about ice cream?"

"I don't want to discuss ice cream." Helga hissed.

He raised a brow at her, "You're angry that she wants to talk to you about deserts?" he questioned.

"Yes." she snapped, "Very angry. Now shut the heck up."

Arnold, as usual, ignored her comment and simply changed the subject, "So, are you going to be heading out to the football game tomorrow?"

Helga grimaced, the football game was the very last place she wanted to be tomorrow. Football games were absolute torture. Arnold's strong and athletic body moving around the field was enough to send her home with week's worth of tortured fantasies. Fantasies she'd never get to experience. Besides, her habit of licking her lips every time his biceps tensed tended to raise a few questioning eyebrows from time to time. Oh boy, those arms, to be able to actually touch them would be perfection.

"No way." she replied as sternly as possibly, trying desperately to wash the intense fantasies from her mind, she could literally feel herself getting all worked up. Now was certainly not the time for that.

"I don't know why you won't come Helga." he sighed, "Lila would love it if you sat with her."

Helga stiffened, she was so unsure how to react to Li-la anymore, being hostile and rude about her only served as a plainly obvious reminder of her love for him. She didn't want to talk about it and she didn't want him to be reminded of it. Hence, she'd somewhat decided she needed to keep herself sounding absolutely neutral about the girl whenever in Arnold's presence. "Eh, I don't mean to upset her but I'm just busy."

Arnold chuckled a little, "You don't mean to upset her?" he probed, "I thought you didn't like her?"

Shit. These were exactly some of the reasons she wanted to avoid contact with him. This was all too difficult.

"She's... okay." Helga struggled out, hoping to sound at least a little convincing. Arnold was dense after all, so maybe he'd take the bait.

"Oh, great." he smiled. Helga was pleased, the bait had been taken, but her pleasure quickly willed away when Arnold continued talking. "I wouldn't want there to be any... uh, hard feelings or anything, with you and Lila for any reason... you know, since Lila and I got back together a few days ago and all."

Helga's breath caught in her throat, her heart thumped a little loudly and it hurt, her chest hurt. If it wasn't enough to deal with the pain that he didn't want her, now she had to deal with the reality that Little Miss Perfect was back in his life.

"Since you're a good friend of mine, I'd really like for you and Lila to get along. I think you two could be close friends, if you gave her a chance." he continued sweetly, as though he had no idea what he was putting her through right now. Possibly he didn't.

Helga clenched her fists a little, looking down at her worn and torn shoes, "Right." she squeaked, "Maybe."

Thankfully, their classroom had come into view and Phoebe stood at the entryway. When she noticed that Helga was approaching, and who had decided to walk with her, she immediately flew over and tore her best friend away. Something Helga was incredibly thankful for.

"Oh Helga, I'm incredibly sorry, I should have waited by your locker." Phoebe immediately apologised as they made it out of Arnold's earshot.

Helga sighed, "No worries Phoebe, I survived only moderately scathed."

"Moderately?" Phoebe winced, eyeing Helga with great concern.

Helga frowned, "Li-la."

"Oh, so you know?" the small Japanese girl said softly, not bothering to wait for an answer before continuing, "I was hoping to be the one to break it to you first. How are you doing? I mean, do you think you're okay to go to class?"

Helga took a deep breath, "Phoebe, this is what I prepared myself for..." she began sadly, a few tears prickling at her blue eyes, "Arnold's an incredibly good looking football player and Lila's a beautiful cheerleader, it makes cosmic sense... or whatever. I'm nothing compared to her. I could never expect to live up to that."

Phoebe shook her head dismissively, "Helga! You're an incredible person..."

"I'm tall and scrawny, I have deathly pale skin and I'm always frowning. My hair is dull, I just chuck it into this messy excuse for a ponytail every day." Helga began, wiping away the first signs of the waterworks that were imminent.

Phoebe crossed her arms over her chest, "It would help if you bothered to eat a little more often Helga and your hair might be nice if you cared to brush it. Besides, those things don't make a person. It's about more than looks."

Helga wasn't sure what to say in response to that comment. Phoebe was correct, looks were trivial, but still, it was the truth, Helga was nothing special and her looks only served to confirm it.

Whatever response she was planning on giving her best friend was cut off when Phoebe's face paled before Helga's very eyes and the blonde girl turned to see what Phoebe had been looking at in such horror.

Across the hallway, Lila bounded over toward Arnold outside the classroom, giggling sweetly as he pulled her into his arms for a long and passionate kiss.

Helga wasn't certain what in particular made it happen... maybe it was the emotional turmoil, maybe it was the disgust or maybe it was the fact that she had hardly eaten in weeks... but she promptly blacked out and hit the cold hard ground with a thud.

A strange jolting sensation rocketed through her body and Helga bolted upright, gasping for air. Noticing she was now resting in a comfortable bed, illuminated by the moon shining through the skylight above her, Helga tried to think of where she could possibly be when she was distracted by a shuffling noise beside her.

Casting a curious glance to her side she saw that directly next to her, was Arnold of all people. Arnold next to her in a soft, comfortable bed. He was topless too – and he looked painfully delicious, hell, she could have licked him.

"Helga?" his beautiful voice echoed sleepily, his eyes fluttering open and his muscles flexing irresistibly in the moonlight as he propped himself up to look at her.

"Argh!" Helga screamed as his eyes searched her curiously, "Arnold! What are you doing here?"

"What am I doing here?" he repeated dubiously, suddenly looking a little concerned, "Helga, are you okay?"

Helga glanced around, only to fully realise she was in his room, so that certainly explained why he was here but not why she had woken up here. "Why am I in your room?"

"Helga, honestly..." Arnold began, moving slightly toward her, "are you sure you're feeling okay?"

He reached out to touch her arm and she immediately flinched, inching away from him in the bed.

"No, I'm not feeling okay Football Head, I'm feeling confused!" she hissed, her head hurt terribly.

"Okay, can you explain to me what you're confused about?" he asked softly, now sitting up further in the bed.

Oh shit, was he naked? Holy crap, she was certain he was. Helga suddenly panicked and looked down at her own body to realise she was in the very same state of dress.

"Oh god! Why am I naked?" she cried out helplessly, this was suddenly becoming a crisis situation.

Arnold raised an eyebrow at her, "Uh... well, because..." he began.

"Did we have sex?" she accused.

"Yeah?" he confirmed, like it was no big deal, "Uh, Helga, you're really starting to worry me."

Helga groaned and put her face in her hands, "I can't believe we slept together."

Arnold chuckled a little at this, "We do it a lot Helga."

"No we don't!" she practically screamed, she was becoming very annoyed by these senseless mind games he was playing and she was feeling very awkward in her current state of undress.

"Okay, now I'm really worried. What's the last thing you remember before waking up?" he asked slowly.

"When I passed out in the hallway after you wouldn't stop bothering me about coming to the football game with your ever so delightful girlfriend!" Helga snapped, now glaring at him with absolute disdain.

Arnold tilted his head to the side a little, "Helga, you're my girlfriend...and you've never passed out in a hallway."

"Oh, I'm your girlfriend, huh?" she scoffed, "When exactly did you break it off with Miss Perfect?"

"I think you had a nightmare." he said calmly, reaching out to touch her again, and this time she decided to let him, "You haven't called Lila 'Miss Perfect' in years, not since sixth grade and I've never dated her, well, unless you count that strange fourth grade 'written on the wall' fiasco."

Arnold moved to rest against the bed head, and pulled Helga in close toward him, wrapping his arms around her body.

"Never?" she almost whispered, feeling suddenly nervous at the close contact.

"Never." he confirmed, "You see, my pigtailed bully told me she loved me on top of a building when we were nine and I've kinda been crazy about her ever since.. even if it took me a long time to tell her that." he winked.

Helga's eyes went wide, she vaguely remembered something matching that description, "You mean, I can check you out on the football field?" she suddenly blurted out.

Arnold pulled back from her a little, looking at her with curiosity, "You check me out on the football field?" he enquired, looking rather pleased.

"I'm your girlfriend?" she spat out, everything suddenly falling into place around her.

"Only for four years, Helga." he smirked.

Helga gasped, "Oh god, I can touch you." she groaned as she let her fingers softly run over the muscles of his arm, after a few moments that wasn't enough and she moved to straddle him, "Oh dear god." she moaned as she brushed her lips along his chest and neck.

Arnold looked down at her with a little bit of confusion, "Phoebe did warn me about letting you eat those Pork Rinds." he recalled, "Although, she said it may cause you to sleepwalk... not to have nightmares and temporary memory loss."

"I can't believe you like me." Helga breathed in awe, still running her hands up and down his body.

Arnold grinned, "I can't believe you like me, Helga Pataki." he said, as he gave her a kiss on the forehead that made her swoon, "Now how about we get you a drink of water and figure out what's going to bring you back to the land of the coherent?"

"Oh." Helga mumbled, "Anything you say, you gorgeous love god."

Arnold chucked a little at her, slowly shifting out from underneath the covers and reaching around for his phone. Phoebe was certainly going to have a good laugh at this one... oh, and he was absolutely sure Helga was going to receive the lecture of the century for eating those bags of pork rinds.

A/N: I've had a few people getting confused about this so I just want to clear this up... the writing in italics is Helga's Pork-Rind-induced dream or rather NIGHTMARE, where she's imagining that she lives in a horrible world of rejection and heartbreak. The 'plain' text is what happens when wakes up from her nutty dream and is just not quite with it yet. Calm down, once Arnold gets her a drink of water and Phoebe yells into the phone at her for eating a shit load of Pork Rinds before bed, Helga's gonna snap out of if and all will be coooool.

Also... People keep sending me hatemail for how inconsiderate 'Arnold' is to 'Helga' in the italics part of the story - he's mean cause it's a nightmare! Helga's just trippin on Pork Rinds... Arnold would never be so cruel!