A/N: This is centered around Shelby and Rachel's relationship, but it will include many of the Glee characters. Finn and Jesse St. James will play big roles. It is somewhat AU starting during Funk. Rachel's dads died in a car accident when she was thirteen. She didn't have any living relatives so she was placed in foster care. Other than that, the characters' backgrounds are the same as in the show. Rachel's relationship with Jesse and Shelby progressed just as it did in the show with minor changes. When Rachel and Jesse were looking for clues as to who her mother could be, she just had one box, not a basement shrine dedicated to her. She didn't tell him about her dads. When Rachel asked Shelby for help with the Gaga costume, she just said she needed a mom right now, not that her dads couldn't sew.

Chapter 1

Though only 5'2 and fifteen years old, Rachel Berry's feminine curves make her look like a woman, not a girl. She's not classically beautiful. With wavy auburn hair and brown eyes, her looks are exotic, sexy. She knows what she wants and will do whatever it takes to get it. She wants to be the female lead in a Broadway production. She's been taking vocal lessons since she could talk, dance classes since she could walk. She's poised and confident, motivated and determined, a type-A perfectionist. She doesn't have any vices that will jeopardize her future. She doesn't drink or smoke. But, she doesn't play by the rules either. There's nothing she won't do to get what she wants. There's no authority figure she won't argue with or defy. The only two people she listened to, no argument, were her dads. She would have done anything to make them proud. She was the perfect daughter. Talented and intelligent, compliant and eager to please, spoiled yet grateful. An only child, her dads showered her with attention and love. Everything changed when they died in a car accident two years ago. She's now in foster care. She has no living relatives. At least none who want her. Her mother abandoned her at birth and then again a week ago. Granted, she didn't tell her mother that she didn't have anyone else. She didn't want her mother's pity; she wanted her mother's love. None of her foster parents have encouraged her or appreciated her talents. Instead her singing and flair for the dramatics is an annoyance. She doesn't get the attention she craves unless she acts out. Even then, the attention of her foster parents is divided among a full house of foster kids. If anything, losing everything only makes her want to make it to Broadway that much more.

Shelby Corcoran may be in her mid-thirties, but she looks more like Rachel Berry's older sister than her mother. She's about two inches taller than Rachel, but that's where the differences end. She has the same wavy auburn hair, the same brown eyes, the same skin tone, the same physical features as her daughter. She once wanted to be the female lead in a Broadway production. There was nothing she wouldn't do to get what she wanted. She would have sold her soul. Sometimes she thinks she did. All she had to do was carry Rachel for nine months and Hiram and Leroy Berry would pay her enough to live in New York for two years. They got a baby and Shelby got to live her dream. Shelby only saw her baby for a second when the nurses were cleaning her off. She will never forget that second. She tried to forget, she wanted to forget. But, the memory of her daughter haunted her in New York. She couldn't leave her daughter behind in Ohio and never look back. Her dream didn't come true. Maybe deep down she didn't want it to anymore. Maybe she wanted an excuse to go back to Ohio. She wanted to be close to her daughter. So, she returned to Ohio and took a job that was beneath her, teaching English at Carmel High School and coaching their glee club, Vocal Adrenaline. Every time she listened to a student sing, she wondered what her daughter's voice sounded like. Then, she was at Sectionals scouting Vocal Adrenaline's competition for Regionals and she heard her daughter. She knew it was her daughter before she looked at the program and saw that Rachel's last name was Berry. Her daughter had her voice, her talent, her stage presence. Shelby couldn't stay away anymore. She found a way around the contract she signed that explicitly prohibited her from contacting her daughter before Rachel's eighteenth birthday. Rachel would have to come to her. When Rachel did come to her, with a little help, the reunion didn't go according to plan. Rachel felt sad, not good. And that was the last thing Shelby wanted. So, she said goodbye even though she wanted to hold on to her daughter and never let go.

The rivalry between Vocal Adrenaline and New Directions runs deep. It's not all fun and games. Vocal Adrenaline will stop at nothing to win Regionals. Their star, Jesse St. James, infiltrated New Directions under the guise of transferring to be with Rachel. He knows their strengths and weaknesses. He uses their weaknesses against them. He knows Rachel the best. He hurt her the most. That's why Rachel Berry tagged along when Finn and Puck went to exact revenge on Vocal Adrenaline for trashing their choir room. The only four tires she slashed belonged to Jesse St. James. And that's why Rachel is called to the principal's office during fifth period algebra.

Rachel slowly packs up her notebook and textbook and walks to the main office. The door to Principal Figgins' office is open. She's not surprised to see Finn and Puck sitting across from Principal Figgins or Will Schuester standing behind them. She's not even surprised to see Sue Sylvester standing beside Will. But she is taken aback when she sees Shelby standing in the corner, hands on her hips, glaring at Finn and Puck. And she's horrified to see Finn's mom, Carole, and Puck's mom, Lauren, standing directly behind their sons. She reluctantly takes a seat in the remaining chair, knowing her foster mom, Rebecca, will probably be joining them. She didn't want Shelby to know that she's in foster care, but there's nothing she can do about it now. She feels Shelby's eyes burning a hole in the back of her head, but she doesn't look back.

The tension is palpable in the cramped office. No one breaks the silence. The adults are waiting for Rachel's guardian and the kids don't dare say a word. After a few minutes that feel more like hours, Rebecca hurries into the office and takes her place behind Rachel. Rachel wrinkles her nose when the smell of cigarette smoke hits her nostrils. Wondering who the woman filling the role of parent for her daughter is, Shelby stares at Rebecca, her brow creasing in confusion.

"What the hell did you do this time?" Rebecca asks.

"Who are you?" Shelby asks, an edge to her voice.

"This is Rachel Berry's mother. Now that she's here we can get started," Principal Figgins says.

The response confuses Shelby even more. She looks at Will for answers. He shakes his head slightly, knowing this isn't the time or place to give Shelby the answers she needs.

"She's not my kid. She's my foster kid," Rebecca corrects.

Perplexed, Shelby wonders how her only child ended up a ward of the state. One of the reasons Shelby said goodbye to Rachel was because her daughter already had two parents who loved her. Rachel didn't need another parent. Rachel didn't need Shelby. Shelby was a third wheel. Unwelcome and unnecessary.

"What you are doesn't matter just as long as you are here. You're here because these students are in trouble," Principal Figgins says impatiently.

"Look, I know why we're here, but Rachel didn't do it," Finn says quickly, wanting to protect Rachel. He knows foster parents have kicked Rachel out for less serious offenses.

"Don't waste your breath. We know you're responsible. The security cameras at Carmel caught you three juvenile delinquents red-handed," Sue says, smirking.

"While I appreciate your attempt to protect me, I'm proud of what we did," Rachel says, smiling gratefully at Finn.

"Yeah," Puck agrees. "I did it and I'm proud. All I did was step up and be a man. They got what was coming to them," Puck says.

"A few of my students TPed your choir room! You slashed the tires on the Range Rovers of all twenty-six of my performers!" Shelby yells. "Those Range Rovers were gifts for our win at Sectionals. That's 200 times 26 times 4 equals…I don't have a calculator," Shelby says, frustrated.

"I'm sorry. You bought all your kids Range Rovers?" Will asks.

"We have a very active booster club," Shelby explains.

"Look, nobody got hurt. It was a harmless prank," Will says.

"That's what they said about a young man in Chicago who thought he'd play a harmless prank on a dairy cow of one Mrs. O'Leary. He successfully ignited its flagellants and a city burned, William. That young terrorist went on to become the first president of the United States," Sue says.

"Enough! These students have committed a felony. They are hereby expelled," Principal Figgins says.

"Look, I don't want anyone to get expelled. I'm not going to press charges just as long as you pay for the damage. You can take it out of the Glee Club budget," Shelby suggests.

"That'll bankrupt the Glee Club. We don't have that kind of money," Will says.

"We'll get jobs. Give us a month. We'll pay you back, Ms. Corcoran. I promise," Finn pleads.

"Fine," Shelby agrees.

"Ms. Corcoran, you are as wise and magnanimous as you are beautiful," Principal Figgins says.

The group shuffles out of the office. Shelby is looking at Rachel, but Rachel avoids eye contact, looking anywhere but at her mother.

"Rachel, I need to talk to you," Shelby says.

Need, not want. Shelby doesn't want to talk to Rachel. Rachel wants to talk to her mother. About Glee Club, clothes, boys. But she doesn't want to talk to her about her dads' deadly car accident. Last time they talked, Shelby said goodbye. Now she feels like she needs to talk to Rachel. Rachel is a burden, an obligation, a responsibility Shelby doesn't want to take. Rachel doesn't want her mother to see her like that. She finally looks up, meeting Shelby's gaze.

"I think you pretty much said all you needed to last time we talked," Rachel says.

"Rachel, let's go," Rebecca says, anger and impatience causing her to raise her voice. "Now, Rachel," she adds when Rachel starts talking to Shelby.

Rachel turns on her heel and follows Rebecca to the parking lot. She doesn't look back at Shelby.

Shelby turns to Will, who watched the scene unfold before him. "You need to tell me why the daughter who doesn't need me is in foster care," Shelby says angrily.

"Can we talk in private?" Will asks, not wanting to have this private conversation in a hallway where Rachel's peers will overhear. He puts his arm around Shelby's shoulders and guides her to his office. They sit down facing each other. "Rachel's dads died in a car accident two years ago," Will says.

Shelby stares at him. Her mouth twists into a look of horror. She covers her mouth with her hands. "She was thirteen. My baby was thirteen," Shelby says.

Will nods. "She didn't have any relatives she could live with," Will explains.

Two years ago Shelby wanted her daughter and her daughter needed her. Shelby was dreaming about being a mom to her baby. Her dream could have come true. This hurt more than her shattered dream of starring on Broadway because she wasn't the only one that got hurt.

"Why didn't she tell me? Why didn't you tell me? How could you let me think she didn't need me?" Shelby demands.

"I was worried about Rachel. Look, do you have any idea how many foster homes she's been in?" Will asks, knowing Shelby doesn't. "Three foster homes in two years. She wants everyone to think it rolls off her. But it doesn't. She has a show face, but I can see the pain in her eyes every time her foster parents decide they don't want her. I didn't want to see the pain that you not wanting her would cause," Will explains.

"I want her!" Shelby yells, frustrated.

"I was worried that you weren't as committed to your reunion as she was. And I was right. You told me you wanted a baby. You told me Rachel's an adult now. But she's not. She's just a kid. I didn't want you to give up on your relationship with her. I just wanted you to talk to Rachel, manage her expectations," Will says, defending his role in Shelby and Rachel's goodbye.

"I have to help her," Shelby says, determined.

Will studies Shelby for several seconds. Her jaw is set in determination, her fists clenched. She looks like a mom who is ready to fight for her daughter. He turns to face the computer on his desk and pulls up Rachel's information. He writes down her address on a yellow sticky note and gives it to Shelby.

In her car, Shelby enters the address into her GPS. She follows the directions. They take her to a bad part of town. Rachel's foster home is run-down. The lawn is overgrown. Trash litters the walkway and yard. Cigarette butts, crushed beer cans, a discarded couch. The paint on the house is chipped. It's a far cry from the beautiful home Hiram and Leroy Berry provided for Rachel. Shelby knocks on the door, resolved to get Rachel out of this house.

Rebecca opens the door a fraction of an inch, regarding Shelby suspiciously. Shelby can smell the alcohol on Rebecca's breath. Rebecca's drunk and its not even 3:30 in the afternoon.

"Is Rachel here?" Shelby asks. But, her question is drowned out by the sound of a toddler crying and two small children fighting over a toy.

Rebecca looks over her shoulder. "Shut up!" Rebecca yells. She turns back to Shelby and Shelby repeats the question. Rebecca turns around and yells in the general direction of the stairs. "Rachel!"

A small boy that looks about seven or eight years old runs to the doorway. "She's not here," he announces.

"Where the hell is she?" Rebecca asks.

"Probably with Jesse," the boy says, smirking.

Shelby kinks her eyebrows. She didn't know Jesse still had a relationship with her daughter.

"She's not here," Rebecca concludes, already starting to shut the door in Shelby's face.

"When will she be home?" Shelby asks quickly, cringing as she refers to this house as her daughter's home.

"I don't know," Rebecca says, closing the door. Shelby can hear the locks click into place.

Shelby gets in her car and turns the stereo on. She listens to music while she waits for her daughter. She'll wait as long as she has to. She already waited fifteen years.

Minutes turn into hours. It's starting to get dark. At long last Shelby sees her daughter walking down the street.

Shelby turns the car off and gets out to meet Rachel in front of the house. When her daughter gets closer, Shelby gasps. Rachel is covered in egg yolk. Her auburn hair is coated with yellow goo.

Rachel puts her show face on. She flashes a polite smile. But, even years of acting won't help her hide the embarrassed blush creeping across her cheeks. Shelby sees the unshed tears filling her daughter's brown eyes.

"What's all this?" Shelby asks.

"I got egged," Rachel replies, stating the obvious.

"Who egged you?" Shelby demands, remembering the young boy said Rachel was with Jesse.

"Vocal Adrenaline," Rachel replies in an accusatory tone.

Rachel sees ready violence in her mother's eyes. She expected Shelby to jump to the defense of her precious performers. They're obviously more important to Shelby than her daughter.

"They'll pay for this," Shelby says, already thinking of ways to torture her students at practice the next day.

"Finn and Noah will make them pay," Rachel says.

"No. This has gone too far. I'm going to end it once and for all," Shelby says, confident that her students will never go near Rachel again after she gets through with them.

"It will end when we win Regionals," Rachel says cockily.

Shelby smiles. Her daughter is competitive. Shelby has always been a fierce competitor. "I'm not going to let you win," Shelby says. Her tone is teasing, but she takes the competition seriously.

"No. Don't. I want to beat you fair and square," Rachel says.

When did they become adversaries? Was it the day Shelby accepted a job at Carmel? Or, was it the day Shelby said goodbye to her daughter? Did Rachel now consider her nothing more than the coach of her competition?

"Rachel, why didn't you tell me about your dads?" Shelby asks.

"You're my mom. You should want me because I'm your daughter, but you don't. I don't want to be the poor orphan Annie that you feel sorry for," Rachel replies.

"I do want you, but I didn't think you needed me. You told me that story about your dads and how they bring you water when you're sad. I thought you had two loving parents. They made you happy. I just made you sad," Shelby explains.

"No, you know what made me sad? It made me sad that you missed over a decade of my life. It made me sad that you didn't even want to go to dinner with me! And it made me feel awful that you said goodbye to me!" Rachel says, gaining steam as she lists her mother's transgressions.

"I've missed too much. I'm not going to miss anymore. Get your stuff. You can come home with me where you belong," Shelby says.

"No. I think we should just be grateful for each other from afar," Rachel replies, throwing her mother's words from their goodbye back at her. She turns on her heel to storm away.

"Rachel, I didn't know. I thought you had two parents. I thought anything we shared would be confusing for you," Shelby says defensively.

Rachel spins around to face Shelby again. "What's confusing for me is that you decided it was the right time for me to find you and then you decided it was all wrong. And now you think it's right again. You're hot then you're cold," Rachel says.

"I'm so sorry, Rachel," Shelby apologizes, realizing for the first time what she's done to her daughter. "I really want this to work," Shelby says. She's almost pleading and Shelby Corcoran doesn't beg.

"No. I'm not going to keep wasting my time with you," Rachel says firmly. She sees the flash of pain in her mother's eyes. She didn't want to hurt Shelby. She just doesn't want to let Shelby hurt her. Never again. She softens. She doesn't have her show face on anymore. Her expression shows the raw emotion swirling around inside her. Anger, sadness, hurt, confusion. "It hurts too much," Rachel admits.

Shelby watches helplessly as her daughter walks away from her. She hears Rebecca yell at Rachel when the girl steps into the house.

"What the hell happened to you, Rachel? Don't get egg on my carpet!" Rebecca yells. Her voice is cold, uncaring.

Shelby doesn't know what to do. Should she go in there and drag Rachel away kicking and screaming? Or should she listen to her daughter? She wants to right a wrong. But she doesn't know how or if she even can. So, she goes to Will's apartment, hoping he'll know what to do. He knows Rachel better than she does. A teacher should never know a child better than that child's parents, but he does.

Will looks surprised when he opens the door. He invites Shelby in. "Can I get you anything to drink?' Will offers politely.

They sit down on the couch with mugs of tea. "My talk with Rachel actually made things worse," Shelby admits.

"Having any kind of relationship with a teenage daughter you don't know isn't going to be easy," Will says.

"I'm not one to back down from a challenge," Shelby says. She sets her mug down on the coffee table. "But Rachel is," Shelby says.

"No, she isn't. But, she won't stick it out if she doesn't think she can win in the end," Will says.

"I told her I wanted her to come home with me and she said no. Her foster home was awful. I don't understand how she can actually want that," Shelby says.

"Are you 100% committed to her?" Will asks.

"Yes," Shelby says firmly.

"If you're ready to be a parent to her, then you need to be her parent. She's just a kid. She doesn't know what she wants. She just knows that she doesn't want to get hurt. Look, would you let one of your kids perform a solo if you knew it was all wrong for them?" Will says.

"Of course not," Shelby replies, understanding the comparison Will is drawing. She thinks about her kids, the members of Vocal Adrenaline that she knows well. They don't always know what they want or even what they need. She thinks of the freshmen that don't want to wear sunscreen on stage and then get burnt by the hot spotlights. She thinks of the seniors that are good, but nowhere near good enough to make it as singers. When they asked her for letters of recommendation for college music programs, she none-too-gently pointed out how many people want to be musicians and how few people are successful. She thinks of the students that forget books or neglect to study for tests. How could she have thought Rachel was grown up? Rachel is no more grown up than her performers. They need an adult to coach them and Rachel needs an adult to parent her.

Shelby knows what she has to do. Rachel is a child. Shelby is an adult. The final decision is Shelby's, not Rachel's. Shelby tried the soft-handed approach earlier. Now she's going to use the hard-handed approach she uses more often than not with her performers. As a coach, she can get her kids to do anything. Even the most defiant teenagers know that when Ms. Corcoran talks, they better listen.

When Shelby gets to Rachel's foster home, there aren't any lights on. She looks at the clock and realizes it's almost midnight. She'll have to wait until tomorrow. As she drives away, she promises herself that this is the last night Rachel will spend in that home.

Shelby knows she won't be able to sleep. So, she gets a bottle of white wine out of the refrigerator and pours herself a glass. She needs a drink after the day she's had.