This is my first Glee fic - I haven't written anything in almost a year. Will and Emma are my obsession, so I couldn't help myself. Natalie this one's for you since half of it was your suggestion!

Hope you all enjoy, let me know what you think!

Emma watches from the sidelines as Will and New Directions celebrate their win at regionals on stage, smiling as he sees him high five and clap a few of his students on the back. They bested Vocal Adrenaline with a heartfelt, show stopping performance. Now, as the kids shout and shower each other with praise, Will beams with more pride than she has ever seen on his face. When he turns and his eyes fall on her, the glimmer that she sees in them is enough to melt her heart.

It's been almost two months since he filed for divorce, and she knows it's a bit desperate, but she's been counting each day. The couple of weeks that they had together, as naïve as they had been, left her wanting more of him than ever before.

Waiting for his divorce to be official, which has proven difficult due to Terri's many objections, has been a mess of stolen glances and awkward moments.

But she's still waiting for him (she'd wait as long as he needed, really), because he is the only thing she wants. By the way he looks at her as he separates himself from his students and quickly makes his way over, she thinks for a moment that maybe he still feels the same way.

He throws his arms around her without hesitation, lifting her clear off the ground and laughing as she squeals his name in playful protest. Her hands unravel from around his neck as he puts her down, and she cups his jaw for a moment in one of her delicate hands.

"I'm proud of you." She says warmly. Her words clearly resonate with him; the euphoric grin he has plastered in his face quickly turns to a soft, modest smile. He catches her fingers as they slip from his face, entwining them with his own.

"Thank you." He says, sounding a bit breathless.

Finn calls out to him as the judges present them with a massive trophy, and Will gives Emma an apologetic look before going back to join the kids. She continues to watch from backstage as they shake hands with the judges and take a few pictures, committing their victory to memory.

"They're pretty good." She barely hears a voice come from behind her. She shifts her focus from Will and turns to find a brunette, with a stiff look of seriousness on her face, walking up next to her. Emma suddenly feels slightly unnerved.

"Um, yes. They're wonderful." She replies.

"He," the woman motions toward Will, "is unbelievably good looking."

A pang of jealousy shoots throughout Emma's body. She mentally berates herself for feeling possessive over someone who isn't technically hers to claim. Nodding curtly, she stares at the floor for a moment while the woman continues.

"And just between you and me… he's a really good kisser."

Emma's mouth falls open and she stares blatantly, feeling a full spectrum of emotions. So many thoughts rush to her at once that they're impossible to process, making her speechless. She barely notices as the woman walks onto the stage, joining Vocal Adrenaline as they're congratulated for being the runner-ups. It takes a moment for Emma to realize she, who apparently knows Will a little too well, is their coach.

The next school week is spent with Emma avoiding Will at all costs. She arrives for work early, leaves late and schedules all her appointments during his free periods. He notices. He's not stupid, and he's always been a bit more intuitive when it comes to her. He's tried calling her, to no avail. He doesn't leave a message; he aches to see her and tell her things that he's been waiting months to say. It's a conversation he doesn't want to have with her voicemail.

Will finally manages to corner Emma on Friday. He's just dismissed the Glee club from rehearsal and spots her making her way down the hallway. When she stops at the door to pull an antibacterial wipe from her purse, he picks up his step and calls out her name with a little more desperation than intended. She freezes, drops her bag and winces as it hits the dirty floor with a clatter. He bends as he reaches her and picks up the scattered items from the floor, knowing she would hate to touch them now.

"Hi…" He breathes, facing her. She averts her gaze and mumbles a greeting. "I've been trying to call you. I haven't seen you all week."

She does nothing but nod, staring down at her hands folded in front of her.

"Is something wrong, Emma?" he asks unnecessarily.

"I don't know, Will…" she says vaguely, nervously biting her bottom lip. He feels the urge to reach out and ease it from her teeth, but refrains.

"I was hoping we could talk tonight, if that's alright with you." He doesn't wait for an answer, fearing what it might be. "Can you come to my place around 8?"

She sighs, mulling over her decision. He boldly extends his hand and brushes a stray strand of hair from her face.

"Please." He whispers vehemently, his tone making her heart flutter.

"Fine."

She's prompt, knocking on his door at precisely 8 o'clock. He answers in record time and she almost giggles at his enthusiasm.

"Come on in." He says with a wink, making it that much harder for her to be mad at him. He offers her something to drink and she politely refuses. They soon find themselves sitting on the couch. The lights are dim, just as the last time they were sitting there. The air is suddenly thick, as if they're surrounded by memories. They both find their lips burning and their breath bated for a silent moment as they remember. Will takes her hand and squeezes it gently, staring into her eyes with a conviction that she has rarely seen in him.

"I have something to show you." He says finally, taking a stack of papers from the coffee table in front of them and placing it in her lap.

It feels like an eternity to him as he sits there while she studies what he's given her. She merely glances at the words petition for divorce and his elaborate signature at the bottom before she comes to a conclusion.

"You're, um-"

"Divorced, as of this week." He interrupts, grinning in a way that lights up his entire face. He scoots closer to her, putting the papers back on the table before again taking her hands in his. His thumbs run idly across her knuckles and she sighs. "Emma… I know it hasn't been long, but I'm not tied down anymore. I've been alone, and it's given me clarity. What I know is that I want us to have a real shot. I want us to be together."

She closes her eyes tightly, suddenly feeling tears pooling in them and exhales sharply.

"Emma…" he murmurs without reason, coaxing her to look at him with his index finger on her chin.

"How does the Vocal Adrenaline coach know you're a good kisser, Will?" she blurts out unintentionally, but she immediately feels lighter. His eyes widen considerably and his mouth falls agape.

"W-what?"

"Shelby," she says (she had looked up the name in a bout of jealousy early on in the week), "we met for a minute backstage last weekend, and she said that to me. She seemed pretty sure of it, too."

He retracts himself from her, burying his face in his hands in frustration. He shakes his head and mutters something incoherent under his breath. She takes that as her confirmation and suddenly feels suffocated. Her stomach knots and her chest throbs in pain. When he finally speaks, it sounds a mile away to her.

"We met a couple of weeks after sectionals. Things escalated and we, um, we made out." He doesn't dare say that it was mere days after he had kissed her in that same place: the place she had told him a detail about herself she had never shared with anyone. He knows she'll do the math. "I promise you, it meant nothing to me. It only happened once, and I stopped it before it went anywhere."

There's a long, agonizing silence when neither of them know what to say.

"I, um- I have to go." Before he can process what she's said, she's bolting to the door with as much grace as she can muster in a pair of three-inch heels.

He calls out to her in a desperate tone, following as she makes her way out the door and through his apartment complex. As they find themselves outside, he notices that it's started to rain heavily. Immediately his clothes are damp and he frantically feels the compulsion to bring Emma back inside and shield her from the mess that will probably soon have her in a panic.

Surprising him, she stops abruptly when they're halfway through the parking lot, turning to face him as he once again pleads with her. He freezes a few feet away from her, unsure of what exactly he should do.

"I thought," she gestures wildly between their bodies, "this… whatever it was, meant more to you than that, Will."

"It did, Emma… It still does." He sighs, running a hand through his now wet hair. "I don't know what I was thinking."

She nods, averting her gaze from him and staring intently and the pavement below her. Puddles are forming at her feet, but she can't bring herself to care when the only thing she can think about is swallowing back the painful lump that has formed in her throat.

"Maybe you weren't." she says finally, her voice thick with emotion. Suddenly, she's no longer able to fight back the tears gathering in her eyes. They stream steadily down her tired face, mingling with the rain that continues to fall.

His expression fills with a mixture of guilt and sympathy, and he tentatively takes a few steps towards her. When she doesn't protest, he decides it's an indication to come nearer. He closes the distance between them, hesitant to reach out to her. His hands are kept in his pockets and he looks at her sheepishly.

"You're right. I guess I just…" there's a pause and their eyes lock. His pulse throbs throughout his entire body; he can feel it in his ears. "I was scared."

Her brow furrows, creating creases in her immaculate skin. He fights back the urge to let his fingers run along the expanse of her cheek.

"What do you have to be afraid of, Will?"

Stepping away from her slightly, he brings his hands to rest on his hips. He looks away for a moment, seemingly in contemplation. When their eyes meet again, he heaves a breath and then purses his lips.

"You."

"So I led you straight into that woman's arms?" She shouts, and he's speechless for a minute because he's never even heard her raise her voice. Even in her most frustrated moments she's always quiet, controlled Emma.

"That's not it…" His body suddenly aches to bring her into his arms and let her know just how he feels about her and how sorry he is.

She gives him a pointed look through the tears in her wide eyes, as if to say, "well?"

"When you told me you'd never… been intimate," his tongue trips over his words, "you know, I hadn't even filed for divorce yet and I felt like I had no control over my own life. So I was confused, and I was a mess." He can't find it in himself to look at her as he speaks, his voice suddenly lowering to a shameful whisper. "I did something that I wish I could take back. I was just afraid."

"Why?"

"Because, I was in such a mess back then, but the only thing that I was sure about were my feelings for you… the last time I let myself feel this way about someone, it didn't work out too well."

She whispers his name thickly and he can no longer fight his conviction to reach out to her. He palms her cheeks, wiping away the traces her mascara has left with his thumbs. He brings their foreheads to rest against each other, letting their ragged breath mingle. He hears her sniffle and feels a pang in the depths of his chest.

"I love you, Emma."

With a sharp intake of breath, she finds herself unable of looking at him and casts her eyes downward. Her nose brushes against his lips in the process and he can't believe how much he wants to kiss her.

"Will, you- you can't just say that." She pulls away slightly, shaking her head in disbelief and sniffling back the last of her tears.

"I mean it." He says, gently angling her chin so their eyes lock. He takes one of her delicate hands into his, entwining their fingers and holding them to his chest. "I'm in love with you."

There's a moment of painful silence between them. The only things to be heard are droplets falling to the puddles around their feet and a few gusts of wind. He takes a contemplative breath and continues.

"For the last two months, I've been waking up and going to bed alone. I know you wanted me to find myself, but the only thing I found was how much I wanted you with me." Her grip on his hand tightens, still held to his chest, and she finally raises her gaze to let their eyes meet. He smiles softly, that lopsided grin that she secretly adores. "Seeing you all the time was painful, Emma… I'm tired of pretending that I don't want to touch you or hold you."

His free hand grazes the length of her side before it finds her waist. Without warning, he gathers her in his arms, feeling himself slightly relax when she buries her face in the junction between his neck and shoulder. Her body trembles against him: whether from the cold or the multitude of Will's words, neither of them know. He pulls away just slightly, enough to able to look into her eyes, his arms still at her waist.

"I'm tired of pretending that I don't want to kiss you every time I see you."

For a second, she forgets how to breathe. She blinks and her eyes involuntarily fall to his mouth. Her lips part and he leans in, stopping himself when he becomes painfully close. His breath is sweet and she relishes it as it cascades across her face.

"Kiss me." She says, her shaky voice betraying the conviction of her words.

Finally, his lips meet hers with an urgency that neither of them has felt before. A soft sound emanates from his throat and she pulls him closer by the nape of his neck, her fingers tangling in his wet hair. When they break apart, their breathing ragged, she hums softly and feels the tension in her body slowly begin to dissipate.

"Come on, let's go back inside." He murmurs, stepping away from her, taking her hand and beginning to lead her back to his apartment.

The moment that she loses the warmth and haze that his body against hers causes, she suddenly feels anxiety rush through her. She's standing directly in a large puddle of water, drenched from head to toe, her clothes and damp hair clinging to her.

"Will!" she says frantically, her every muscle suddenly frozen. He turns to face her, worry etched in his face. When he sees her eying the condition around them anxiously, he smiles sympathetically and pulls her a little closer.

"I know." He whispers, his hand stroking her shivering arm. His touch manages to soothe her slightly, so he places an arm around her shoulder and coaxes her through the parking lot and back inside.

He brings her to his bedroom, pulling some clothes from drawers and handing them to her. He kisses her forehead reassuring.

"They're clean, I promise. We can dry your clothes. Take your time, I'll wait for you."

She agrees, watching as he retreats to the bathroom to get changed and closes the door behind him.

She takes much less time than either of them expect; when he exits the bathroom, she's standing in the threshold of his bedroom, leaning timidly against the doorframe. Her hair is beginning to dry in natural waves that he didn't know she had. Her small frame is nearly swimming in the shirt and baggy pajama pants he's lent her and she's wiped the remnants of her makeup away from her face.

"You," He pauses, walking over and placing his hands on her hips, his eyes drinking her in. "are gorgeous."

She blushes profusely, ducking her head to hide the beaming grin on her face. When she finally feels the heat start to leave her cheeks, she looks up at him to find him gazing at her with an unnerving amount of seriousness.

"I want you to know how sorry I am, Emma." He whispers, his voice thick. His eyes close for a moment and he lets out a shuddery breath. "Hurting you was the last thing I wanted to do."

She purses her lips, nodding her head just slightly. Slowly, she lets her arms wrap loosely around his neck, bringing him a nearer.

"I know, Will." she says softly, an understanding tone in the way she speaks. "and I know we weren't exactly together when this all happened, but I just…" She trails off, not exactly sure of where her point was headed. She looks at him, his face full of uncertainty and remorse, and then she finds realization. "I just need to be able to trust you."

Her words clearly move him as he gazes at her with a look of painful guilt, she can see his muscles tense before her eyes.

"I hate that I gave you a reason not to. I… I want you to look at me the way you used to."

"I still do." she sighs before he pulls her closer and leads them slightly into the bedroom. A sudden magnetism pulls his lips to hers and they crash together forcefully. Her hands venture into his now unruly hair and she lets her fingers tangle there.

He breaks the kiss, a groan escaping from the depths of his chest, and presses his forehead to hers once more. His touch dances hesitantly at her sides and he stares at her questioningly for a moment. She looks back at him through hooded eyes, her breath bated. Finding no protests, he slowly guides his hands to the hem of her shirt, his fingers lightly brushing against her warm skin.

His lips press to her neck in a succession of kisses. Her pulse point throbs when his mouth sweeps across it. He pays special attention to her collarbone, exposed by the large size of his shirt, and his name spills into the air. He's never heard her voice in such a tone; it awakens something heated within him. He takes her into his arms, lifting her clear off the floor, and her legs wrap around his waist. He carries her to the bed, gently placing her in the center of it. Hovering above her, he places a sweet kiss to her lips and tucks a strand of hair behind her ear.

"Is this okay?" he asks softly. She nods and bites her bottom lip. "Are you sure, Em?"

The desire in her warm eyes gives way to adoration and she cups his cheek in her hand, her thumb running along the stubble on his chin. She smiles at him tenderly.

"I want to be with you, Will. I want this."

It isn't long before clothes find themselves gently disregarded. Their tentative hands and lips passionately explore areas of undiscovered, heated skin. Their breathy moans quickly create a haze in the atmosphere around them. His agile fingers stroke her in places that cause her to nearly unravel in his arms. He's almost unable to pace himself when she calls out his name and gently digs her nails into the muscles of his back.

There's a moment of stillness when their bodies finally join; she jolts in shock and winces slightly. He soothes her with gentle kisses to her face and soft words of encouragement, and soon they find a rhythm that while unrehearsed, carries a sense of bliss and familiarity. They connect in a way that makes them both wonder why it took them so long to get to this point. He lets out a guttural moan and buries his face in her neck, breathing her in. Her name escapes his lips in a way that makes every pore on her skin burn.

She reaches the peak of her pleasure before him, and he raises his head to watch her in a moment of complete abandon. The way her cheeks flush and lips part as her body quivers beneath him is enough to make him lose his control. He soon collapses at her side, quickly pulling her into him. Her legs entwine with his and she sighs contentedly. Her fingers play in the indentations of the taut muscles of his torso, tracing patterns that only she knows.

No words are spoken and they fall into a comfortable silence. He closes his eyes as she continues her ministrations, relishing in her light touch. He's almost dozed off by the time she gently whispers to him.

"Hmm?" he exhales sleepily.

"I just realized I didn't say it back to you earlier…" she says vaguely.

"What?"

"That I love you too." She grins, a blush creeping steadily onto her cheeks. "I'm in love with you."

Tears spring to his eyes and he has to blink them back before speaking. He hugs her tighter, whispering those same three words back to her before bringing her into a kiss that leaves both of them only wanting more.