AUTHOR NOTE: Sorry it's taken me so long to update, I've been swamped with finals. Plus my dear BF thinks this pairing is creepy and wildly inappropriate so it works best to write it when he's not around. I think this chapter is probably my favorite to date. Everyone should do themselves a favor and download My Love by Sia. I wrote most of this while listening to that song. I keep forgetting to put a disclaimer out that I don't own glee. So.. DISCLAIMER: I don't own Glee or the characters, or Matthew Morrison's incredibly sexy body, sadly. Enjoy and please review!

Will pulls into the McDonald's drive through and is a little worried when he doesn't see Quinn's car. He hopes she didn't decide to skip breakfast. He's a little embarrassed that he couldn't pull off something as simple as eggs and toast. She laughed it off though, so maybe she didn't mind.

He orders himself a breakfast sandwich and hesitates on whether or not he should pick one up for Quinn too. Then he thinks about how it might look a little weird if he showed up with breakfast for her. He imagines himself delivering it to her during her first period with some remark on how it's not good for the baby if she doesn't eat. Yeah, definitely weird. He sticks to ordering breakfast for himself.

As he drives to school he starts to get a little nervous. He's still not completely clear on where he stands with Emma. True, she'd told him that he needed time for himself, but she hadn't told him what she wanted. He decides to try talking to her after Glee rehearsal.

Once he gets to school, the day lurches on in a fairly normal fashion. His enthusiasm for conjugations of irregular verbs is met with glares and yawns from most of his students. Even Rachel, his most diligent student, is not paying attention. Instead she's looking longingly at Finn, whose eyes are fixed in a narrow glare at Quinn.

For the first time Will realizes how so many others treat this girl he'd let sleep in his bed last night. Hardly anyone talks to her, but they all stare. Even the teachers seem to shun her, deeming her as just another teenage slut who's unworthy of respect. It's funny, how pregnancy on a girl in her late twenties, who has a ring on her left hand, is viewed as breathtakingly beautiful. But on a 16 year old girl it's about as ugly as you can get. Will thinks that Quinn is still breathtaking, no matter how old she is. She definitely had that glow that people talk about pregnant women getting. He'd never noticed that before either.

Will knows that he and Quinn can relate to one another in a way that others can't. They've both had their lives turned completely upside down in the past few months. Their expectations of their most cherished love ones have been completely obliterated. Both of them are trying to rebuild what's left of their devastated lives. He's a little sad that Quinn won't be around to share in his misery any longer. What's that phrase again? Misery loves company. Well, once Quinn moves in with Puck he'll have to face the cold hard fact that he's alone.

Still, he's not completely sure that Puck will take Quinn in. He seems too concerned about his own image to be really worried about anybody else. But sometimes people can surprise you. He hopes this is true because he honestly doesn't think Quinn can stand another rejection. As he watches her silently fill in the worksheet he's handed out he makes a promise to himself, and secretly to her. If Puck rejects her, he'll be there to pick up the pieces and offer her a place to stay.

Glee rehearsal serves as a fairly good pick me up. That's the great thing about music; it allows you to express yourself in a way that is so completely fulfilling. After the first two numbers, he's starting to feel a bit better. He even writes and then underlines the word hope on the board for next week's theme. Quinn makes some snide remark about how they aren't children; he can tell them the theme without writing and underlining it. He looks at her a little surprised. Hadn't they grown closer over last night? Then he realizes how the others are treating her and it all begins to make sense. Quinn's snide remarks are just her way of pushing people away, keeping up her tough exterior. She's secretly afraid to open up her heart. Will looks at her sympathetically and her eyes soften apologetically. He smiles at her, assuring her its okay. She smiles back. He notes that it's the first genuine smile he's seen from her all day.

Once Glee is over he goes to track down Emma and give Quinn a chance to speak to Puck without any witnesses. When he finds Emma she is neatly arranging everything on her desk before leaving for the day. Her eyes light up at first when she sees Will, and then she looks a little uncomfortable. She speaks first.

"Oh, hi Will," she smiles at him tentatively. His heart melts a bit, but not as much as it normally does when he sees her smile.

"Hey Emma. How are you?"

"Oh good, good." She responds. He finds it funny that she repeats words when she's nervous. It must be a bit of her OCD carrying over into her speech patterns. "You know, just helping out the kids with their problems. Did you know Brittany and Santana are uhm," she glances around nervously and whispers the last bit "romantically involved."

Will laughs. He's honestly not surprised. They are attached at the hip. He's curious how Emma came by that information though. "I kind of figured. How'd you find that out though?"

"Brittany came in to ask me for advice. She wanted to know if you could get pregnant by kissing another girl." That question also doesn't surprise him. He sometimes wonders if Brittany is really all there.

"Speaking of glee kids," he smiles at her. "You should come watch one of their rehearsals next week. They're really getting fired up about regionals. I think they've finally got some confidence now," he sits on the edge of her desk. Emma looks up at him, doe eyed. It's difficult for him to tell what she's thinking, which is odd considering all of her emotions are typically spelled out in her eyes. It's a quality he adores about her. She wears her heart on her sleeve.

"I don't know Will. I don't think that's such a good idea," she sighs and begins fiddling with the placement of her stapler. "I meant what I said about you having time for yourself. I just don't think we should be encouraging our feelings for each other. I don't want either of us to get hurt."

He stares at her. "You mean you're afraid I'll hurt you." Emma nods back at him. He feels a little angry with her for thinking he would ever do anything to hurt her. "Don't you know me at all by now? I care about you Emma, I would never intentionally hurt you. I want this to work. I want to give this a try." He pleads with her.

"Do you want to know what I think Will?" He nods hesitantly. "Okay. I think you're hurt by what happened between you and Terri. I think you're secretly afraid to be alone, because like you said, you really haven't experienced life without her in it. I don't want you to run to me out of fear. I want you to want me because you love me. Do you love me Will?"

He stares back at her. He wants so badly to tell her that he does. But something tells him he's not really capable of loving her right now. Will has a hard enough time loving himself.

"That's what I thought." Emma sighs and gets up from her desk. Will hesitates for a minute and then follows her out.

"Emma, wait," he grabs her arm. "Give me a chance to love you."

"I'm sorry Will," her eyes well up with tears. "I can't." Will watches as Emma walks away. She looks over her shoulder at him once, cheeks stained with tears. He doesn't go to move after her. Instead he goes to get his bag from the choir room so that he can go home and escape this horrible day. He pauses at the door as he catches the last bit of Quinn's conversation with Puck. He's shocked to hear Puck tell her she was just an ultimate goal. Will wants to agree with him that women aren't really that trustworthy, but he knows this isn't true. Just the musings of men who have been hurt one too many times. He's smart enough to realize that Puck probably does have feelings for Quinn, but is too afraid to admit them. Rejection is all the same to Quinn as she stands there, tears silently streaming down her cheeks.

Will stands there staring at Quinn, his heart breaking as he watches her let the rejection sink in. He agonizes over when to let her know he's standing there. He has this uncontrollable urge to take Quinn in his arms to erase the pain she feels. She didn't deserve the words Puck spoke to her. She didn't deserve his cruelty. Will's suddenly shocked at the depth of emotion he feels for his student. Sure, he feels vested in the lives of each and every one of his students, but he doesn't internalize their pain in the same way he does Quinn's. He's relieved when she finally looks up and notices him.

He goes to her immediately. Pushing all his fears about the rush of emotion surging through him aside. She needs him. Didn't he promise to be there to pick up the pieces? He did. He has to keep that promise. He holds her tightly against his body as sobs wash over her tiny frame. He pets her hair and whispers silently that it's going to be okay. Shhh.. Calm down… He assures her he's there. Once the sobbing quiets down, and he feels she's composed enough to speak he pulls away. He makes sure to keep a hand on her back for comfort while she opens her mouth to speak.

"How much did you hear?" Quinn asks him through her tears.

Will hesitates. He's not sure if he should tell her how much he heard. She might feel embarrassed. "Everything," he sighs, deciding that honesty is always the best policy. "You didn't deserve that Quinn. That guys a jerk."

Quinn smiles slightly. "He's one of your students, aren't you supposed to be supportive and all that?"

"I'm supposed to be friendly. That doesn't mean I have to mean it. He's a jerk. Plain and simple. A jerk who clearly doesn't deserve you or the baby," He pulls Quinn's chin up to look him in the eye. He wants to make sure she understands what he's said. Will watches as a myriad of emotions play over her face, gratitude, sadness, embarrassment, and something else he can't quit place his finger on.

"Alright kid, let's go home," He says to her, walking over to grab his bag. She protests that she doesn't have a home. Will assures her she can stay with him as long as she needs. He means it. Quinn's gratitude is written all over her face. He smiles, glad he can put her worry about where she's staying to rest.

They wave goodbye to each other in the parking lot. Which really isn't goodbye at all, it's more of a hello, or I'll see you at home. Home. Over the past few weeks, he'd stopped considering his apartment as a home. As he's pulling out of the parking lot, he realizes with Quinn there's a real chance it will be again.

He gets there before her. He takes a quick inventory of the kitchen. There's nothing that could be remotely fashioned into a meal. Will searches for the number of the pizza place down the street. Pregnant women can eat pizza can't they? Maybe he should order something more healthy for her. He decides to wait until she's there to ask her.

Seconds later Quinn knocks and Will lets her in. He's really going to have to get her a key if she's going to be staying there. He helps her with her bags and takes them into his bedroom until he can get the spare room cleared out. When he comes back out he finds Quinn sitting on the couch.

"Is pizza okay? I don't really have anything to eat here. We'll have to go shopping tomorrow."

"Pizza's fine Mr. Schue." She smiles at him.

"Alrighty," He reaches into his pocket and pulls out his phone then stops. "You know Quinn, you don't have to call me . You can call me Will when we're at home. " He watches as she grapples with this thought. Hopefully she won't think his request is awkward. How are they going to live comfortably if she continues to call him Mr. Schue?

"Sure thing…," She pauses and smiles up at him. "Will." He smiles back, pleased.

He phones in an order for half pepperoni for him, and half cheese for her. They sit in silence while they wait. Quinn mutters something about homework and retrieves some books from the bedroom. Will decides she has the right idea, and pulls some papers to grade out of his bag. It doesn't take long for the pizza to get there. The day has made them hungry so at first they only concentrate on the food. Will starts to think about what Puck said to her earlier that day. It's still nagging at him, so he brings it up to her.

"I'm really sorry about Puck, Quinn." He glances at her, pizza in hand.

"It's okay. I didn't really expect anything from him. Honestly, at this point I'm used to people letting me down." She sighs and sets down her slice of pizza. Will does the same, suddenly no longer hungry.

"I meant what I said earlier. You didn't deserve that. Someday you will find a man who will love everything about you, even the parts you find annoying about yourself." It's more or less the same thing he'd said to Rachel after she had developed a school girl crush on him. "Like the way you continually protect your heart. A high school guy will lose interest after a little while. But a man will welcome the challenge. Or the way you smile. When you smile at him he'll feel completely at ease. And when you pretend not to care what people think about you, even though you really do, he'll appreciate your strength but also the soft side of you."

He notices Quinn has started to cry again. At first he's petrified he's hurt her in some way. He moves to sit next to her on the couch.

"Thank you Mr.. Sch.. I mean Will," she smiles at him. He realizes he's right about what he said; he does feel completely at ease. "That's probably the nicest thing anyone has said to me, ever."

"I mean it. I really do." And he does. He's a little shocked that he chose to elaborate as much as he did. Rachel didn't get any elaboration, although he had plenty to say about her more annoying qualities. For the second time that day, he's shocked at the depth of emotion that Quinn arises in him. He's not quite sure what that means. Something tells him he doesn't want to find out.

They sit in silence for a few more minutes. It's not uncomfortable. Words just aren't needed. With the noise of the day behind them, it feels good not to talk. Quinn breaks the silence first.

"I have to ask you something, and I want you to be honest with me, okay?" Quinn looks at him nervously, and Will's stomach tightens.

"Okay. Sure, anything. Shoot."

"Did I ruin your marriage? I mean, did my decision to give the baby to Terri ruin your marriage?"

"What?" He's shocked.

"I basically provided a baby for her so she could keep the secret going. I let her hurt you," She looks down at her hands. "I'm so sorry Will."

"Are you serious?" He looks at her, mouth slightly open in confusion. He moves closer to her on the couch and puts his arm around her, pulling her closer to him. "Quinn… No… Is that really how you feel?"

"Pretty much. I was surprised when you offered to let me stay here permanently after what I did. It seems all I do is hurt people. It's just that I didn't think about it at the time."

She starts to cry and lays her head down on his chest. Will doesn't know if it's the pregnancy making her so emotional, or if she really is this distraught at the prospect of causing him pain.

"Terri was only trying to protect herself. She was selfish. That was what caused the marriage to fail. She misled me. She hurt me. You didn't do any of these things. That's all on her," he sighs, feeling relieved to get it all out. He hasn't really had anybody to talk to about it, at least not so candidly. His parents were only pushing him to make it work between them.

"I was selfish too. I just wanted someone to take care of my daughter. I wanted it all to go away. You can't say I was completely innocent," Quinn counters.

"Quinn, you are in a tough situation. You did what any normal teenager in your situation would do. I can't fault you for that. And you are definitely not responsible for Terri's actions. She used you." He pauses remembering the words Quinn had spoken to him earlier that day. "Besides, I think you were trying to help me in a way. You said yourself that you thought I'd be a great father," he says softly. She is still in his arms. He feels her relax a little bit.

"Now it's my turn to tell you that I meant what I said," she smiles. "I honestly couldn't think of a better father for my baby girl." She places a hand on her stomach lovingly. "I'm sorry Will."

"I'm sorry too. But none of it is your fault," he kisses her softly on the head. Being this close to a student should feel incredibly wrong. But Quinn puts him at ease. Everything about her makes him feel comfortable. He's both baffled by this, and grateful. Reluctantly he releases her and pulls away.

"How about a movie? I think we need a little distraction," he says jokingly. Quinn nods and gets up to peruse his DVD collection. She makes the decision carefully, continually going back to one or two DVDs. Finally she returns to the couch and presents him with her pick. Will takes the DVD from her and glances at the title. Enchanted. Great… He silently wishes Terri had taken all of her DVD collection with her. He'd actually never seen the movie, which irked Terri to no end. She had tried to get him to watch it many times. He always found something to busy himself with.

"I think we could use a little fairy tale magic," Quinn quips. Will laughs a bit, nodding his head in agreement. "Besides, I've always had a little secret crush on Patrick Dempsey."

"Right. McDreamy lives up to his name huh?" He jokes with her. "I've never really understood his appeal but I'll let it slide just this once." He rises and goes to put the DVD in the player. Once he's done he sits down in the chair across from her, they've had enough close contact for one night. He has to stop trying to be the white knight. He knows Quinn's a sensible enough girl, but he can't risk another Rachel repeat. That turned out better than expected, but he's not taking any chances with Quinn.

"You know, Amy Adams reminds me a little of Miss Pillsbury. Kind of funny, don't you think?" Quinn looks over at him. Wills heart sinks at hearing Emma's name. He nods slowly. His pain is most likely evident all over his face but Quinn doesn't say anything if she notices at all.

They watch in silence as the movie plays. As much as he hates to admit it to himself, he actually likes the movie. It reminds him a little of musical theatre. And the jokes about Disney movies are just too good to hate. Will actually finds himself laughing here and there. Quinn smiles each time he does. It's good to see her so happy and relaxed.

As the movie ends, Will looks over at Quinn. She's fallen asleep. Just like last night, she looks so peaceful. The incident with Puck is pushed far out of her mind as her lips curl up slightly while she dreams. Her breath is steady, not panicked. Will watches as her chest rises and falls. He finds it oddly comforting and feels fatigue begin to pull at him as well.

He's hesitant to wake her, but just like last night she's settled into a position she'll regret in the morning. Will rises and walks over to her. He crouches down so he's on her level, careful not to have to raise his voice too loudly and startle her. He gently tucks her hair behind her ear revealing her devastatingly gorgeous face. Student or no student, he has to admit she's amazingly beautiful. He can see why all the guys lust after her. That's not creepy right? That's just stating the obvious.

Quinn stirs a little. She lazily opens her eyes and mutters something about wanting to stay asleep. She calls him Finn and Will feels sorry for her, but not angry for the mistaken identity. He doesn't correct her.

"Come on Quinn, let's get you to bed… Quinn?" No response. She's fallen asleep again. Will sighs, it's clear she's not going to get up on her own, at least not easily. He gently places both his arms underneath her and lifts her up. She lazily wraps her arms around his neck mumbling something about him being so strong. Again, she calls him Finn. He's a little glad she's in a dream like state and hasn't noticed that it's her teacher carrying her off to bed, not her once high school boyfriend.

As he makes his way down the hallway to his bedroom something about carrying her reminds him of Terri. He used to do this many times early on in their marriage. And then later when she'd had one too many martinis. His heart aches again, but at the same time it feels good to have another woman in his arms. To be needed. He lays her down gently on the bed and goes to the closet to find a spare blanket. He gently covers her up and kisses her forehead out of instinct. He's done it to Terri so many times before. Quinn stirs slightly and Will watches as her breathing again returns to its sleep like pattern—slow and soft. He smiles, tells her goodnight, and walks out closing the door behind him.

He tries to settle down on the couch. It's just as uncomfortable as last night and he resolves to go looking for a bed this weekend. Eventually his eyes begin to feel heavy and he drifts off to sleep. As he starts to dream he's transported to an oddly familiar place. He realizes when he feels the warm sand beneath his toes that he's at the beach. Terri's running off towards the ocean. Her summer dress looks oddly familiar, he's seen it before. Then it dawns on him that he's revisiting the memory of when they'd traveled out west for her cousins wedding. She looks beautiful, carefree, her blonde hair bouncing in the wind as she shrieks in delight when the ocean crashes over her feet. She's running back to him now. He pulls her in for a kiss, holding her tight. It feels good. Suddenly as he's kissing her, Terri's lips take on an unfamiliar softness. She's never tasted this good before and he responds urgently. She pulls him tighter and he revels in the moment. When he finally finds the strength to pull himself away, he realizes with shock that it's not Terri he's holding. It's Quinn.