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Paolo San Pablo sat in his chair. They were auditioning some backup dancers for the play Fanny Girl. But hard as he may try, his mind was stuck on the young girl they had chosen for the part. Racheal Berry. She was pretty and quite different from the girls he would be seen with. She was outgoing and a risk takes. Not many show up to rehearsals, saying they got a new haircut, then confess it was a wig all along. Chuckling to himself, he looked down. He still felt her hands in his, the smoothness of her skin on his lips. If only they hasn't stopped the rehearsal before the kiss. Shaking his head, he glanced back up, surprised to see a whole new group. 'Damn that girl.'

Racheal sat on her couch with Kurt. They had popcorn and ice cream on one side and on the other books about weddings. The wedding was only days away and they had much to do. Racheal was his maid of honor there for must help with everything. Yet she couldn't focus, her mind was on a certain man. Tall, dark and handsome. With a smooth deep voice and curly short hair. Paolo was much older than her, but the way he held her on the rehearsal. His lips on her neck. Hands on her waist. Just having him close, sent her into a whirlwind.

"Earth to Racheal." Kurt laughed. "You alright there?"

"Yeah." Racheal closed her eyes for a moment. "Kurt when you met Blaine what did it feel like?"

Kurt exhaled sweetly. "It felt…like floating in clouds. I was dumbstruck at first. It was so embarrassing. Everything he did made me laugh. I couldn't think straight when around him and I assure you I looked like a blabbing idiot. But every touch, brush or closeness sent me spinning in circles. Just knowing I was going to see him, had me freaking out." He lost himself in his own thoughts.

Racheal cursed herself. 'So, I have a crush on him. Who wouldn't? The man was gorgeous.'

"Why do you ask?" Kurt asked.

"No reason." She knew she was blushing.

Kurt gasped. "Oh my god! Who is he? Do I know him? Where did you meet him? I want details."

Racheal shook her head. "It's nothing like that Kurt, but what you just describe is what I have going on."

"With who?"

"Paolo San Pablo."

Kurt was stunned quiet. "Oh my, the man with the director…what's his name…that Paolo?" Racheal nodded. "Honey how old is he?"

"I don't know 30 something. But what I want to know is why him? Why now? I am not ready to fall for someone and get rejected."

"Racheal, what makes you so sure he would reject you? You are a beautiful young girl." Kurt tried to reassure.

"That's it. I am a girl. A 20-year-old girl, who is looking to make it to the big stages. He is a world known performer and Tony awards. He would reject me the moment he found out I like him." Racheal took in a deep breath. "listen let's forget about the whole Damn thing and focus on the wedding. We only have three days to finish the list. And tomorrow we need to pick up the suits and dresses."

Kurt didn't want to let it go but humored her. "I need to recall everyone and assure everything is right on track."

Paolo was of no help tonight. He simply couldn't get his thoughts straights. "What the hell is the matter with me?"

"What's that?" Rupert asked. He had noticed his partner distracted. "You've been spacing out all night. Everything alright?"

"Yes." Paolo mumbled. "Nothing a good night's sleep can't take care of."

"That is going to have to wait, my dear friend." Rupert draped a hand over the taller man's shoulder. "We have dates."

Paolo rolled his eyes. "Rupert I appreciate the thought, but I really just want to get some sleep."

"Listen tomorrow is a very long day, we must get the decorations and props for the play ready. Not to mention prepare Racheal for the show. We must go out tonight."

Paolo sighed, he was not of this country. He was from whales for crying out loud! But he needed a distraction from his mind. "Very well. Who are they?"

"Yes!" Rupert hauled him. "They are two beautiful Latin singers. One asked for you personally."

Racheal was waiting in line for the bathroom. Kurt, along with Blaine, Savanna and Mercedes had dragged her out to a club. Although it wasn't one of those crazy teenager's techno clubs. This one was calm and homey. Easy to talk with each other and the drinks were amazing. Washing her hands, she walked back to her table. Only ones there were Kurt and Blaine.

"You two not dancing?" Racheal asked, sipping on her third drink.

Kurt eyes her carefully. Racheal was not a drinker and was drinking heavy. "No, not feeling the music. You?"

"Not in the mo-" She stopped mid-sentence. Her mouth was jaw dropped and eyes widen. "Oh, my god!" Crouching down she hid behind Blaine.

"What is the matter with you!" Kurt laughed.

Racheal glared at him, well attempted to. "He just walked in!"

"Who?" The couple asked in union.

"Paolo."

As if the man had heard the whisper of his name, he turned towards their table. Leaning over he whispered something to Rupert and walked towards them.

"Oh Lord." Kurt whispered. Blaine was trying to sit till but was having trouble not laughing.

"What?" Racheal whispered. "He's gone?"

"And here I thought you enjoyed my company." Racheal gasped at the sudden voice. Jumping up She fixed her hair and looked away. "Why do I get the feeling you were hiding from me?"

Rachel gawked at him. "I wasn't. I was simply laying down."

"That tired I guess." Paolo gave her a grin.

'God please give me strength.' She wasn't sure how to respond to that. Luckily Blaine jumped in.

"Hello. I am Blaine and this is my fiancé Kurt."

Paolo shook hands with both. "Pleasure meeting you and congrats on the wedding."

"Thank you." Kurt grinned, giving Racheal a look he spoke again. "You should come." Rachel snapped her eyes towards him. "Rachel still needs to bring a plus one and we have plenty of room. Your friends can come as well."

Paolo glanced back at his table. "The only friend on that table is Rupert. The ladies are friends of his." He wasn't sure why he was explaining himself. It might have been the death glare Rachel was sending the redhead. "I appreciate the offer, but I am sure Rachel has her plus one. And I would not like to intrude."

"No, I don't." She spoke before thinking. "I mean, Kurt invited you and I wouldn't mind taking you as my plus one." Behind the smile, she was thinking of ways to kill her BGF and get away with it.

Paolo stared at her for a bit, before dropping his gaze down and smiled. "Very well. When is the wedding?"

"The twelve." Blaine answered, giving Kurt a loving smile.

"The day after tomorrow." Paolo paused for a moment. "I should be there." He reached for his cellphone and handed it to Rachel. "I need your number. So, I can pick you up."

"Oh right." Saving it quickly she handed it back to him.

"I look forward to seeing you then." Paolo grabbed her hand and kiss it. "Until then Ms. Berry." Giving the boys a bow of the head he walked back to his table.

Rachel had to smile. He sat on the other side of Rupert and away from the red head.

"So, that is Paolo San Pablo. Handsome man." Blaine complimented. "Love the accent."

"I know it's so…so…ughh!" Rachel dropped her head on the table. "Kurt I am going to kill you."

"I did you a favor. You weren't going to ask him out. I simply gave you a push." Giving her a sly smirk he sipped on his drink. "You'll thank me later." Putting his drink down he jumped to his feet. "For now, let's dance." Pulling both his fiancé and best friend with him, they met up with the rest of the group. Rachel danced with Mercedes to daddy Yankees 'shaky shaky shaky'.

Paolo watched her dance, the way she moved her body to the song have him chills. He wanted to the one with her on the dance floor, but he wants sure how she would react. Feeling a certain area of his body tighten, he shifted uncomfortably. The things she did to him.

"He's staring at you!" Blaine yelled over the music.

"What?!"

"He keeps staring at you!" To prove his point he gestured towards the man. "Ask him to dance!"

Rachel shook her head. "I can't!"

"You can." Kurt jumped in. "Don't even ask! Just pull him onto the floor!"

Rachel shook her head but was pushed by the two queens. "I hate you both so much!"

"Aww boo, we love you too!" Kurt teased, disappearing into the crowd.

The song had changed to a pretty sexy pop song. One by Ricky Martin called 'Adrenaline'. Rachel sucked in a breath and made her way to Paolo.

The man had turned away and was on his phone when he saw a figure over him. Looking up he smiled, which quickly turned to a frown as she just stood there. "Rachel?"

That snapped her out of her daze. 'god, that accent!' "Come." She held her hand out for him.

Paolo frowned even more. "What?"

"Come with me." Grabbing his hand and pulling him to his feet. She hauled him onto the dance floor, unaware her friends have gone to the table. Or that Kurt and Blaine were recording them.

Paolo allowed her to lead. He wasn't sure what she wanted but had an idea. He just hoped he could deal with the heat.

"Dance with me?" She asked.

Paolo smiled. "With pleasure." Turning her around he held her by the hips and pulled her against him. Her ass was grinding in circles against him. Her arms were wrapped around his neck and eyes closed. He followed her rhythm. His own hips moving in circles, smirking at the small gasp she gave. Paolo knew He was not to be in control for long, so digging his fingers into her hips, he pulled her closer. Allowing her to feel just how much he was enjoying this.

Rachel moaned softly at the hardness she felt. Turning to face him, she kept her arms around his neck and swayed her body against him. At one point, she allowed his leg to slip on between hers and grind against her. Sliding down sensually her hands touching everything and anything, before heading back up. By the time the song was over both she and him were hot and breathless.

"Can I buy you a drink?" Paolo asked, still fighting to keep his breathing checked.

"Yes please." Letting him take her hand, she followed him to the bar. "I am sorry." She blurted.

Paolo raised an eyebrow. "Sorry for what?"

"It was wrong to pull you out like that and in front of my boss." Rachel covered her face in shame. "I don't usually do this. In fact, I never have."

Paolo chuckled. "Rachel you have nothing to apologize for." Taking her hands in his he winked at her. "I enjoyed it and allowed me to see a whole new side of you." Leaning over he gently kissed her on the cheek.

Looking down, she fought to hide her blush. Luckily the bartender appeared with the drinks. "Thank you."

Paolo glanced at his watch. "Oh dear. I must get going. It's past midnight and I have an early morning tomorrow." Glancing around he turned back to her. "Would you like a ride home?"

"No thank you. I'll leave with my roommates." Seeing his hesitation she giggled. "I just need to make sure Kurt doesn't drink too much."

"Very well." Standing he began putting his Jacket on but stopped. "It will be chilly out. Take this." Draping his coat over her shoulders he, kissed her once more on the cheek.

Rachel shook her head. "No, you'll be cold. Paolo."

"Keep it. You can give it to me the day after tomorrow." He grinned. "Have a good night Miss. Berry."

"You as well Paolo."

Racheal and Kurt helped a drunk Blaine into the apartment.

"And here I thought we would be hauling you into apartment drunk." Racheal laughed.

Kurt giggled. "Funny I thought the same, but Blaine was having too much fun." Dropping his fiancé on the couch he turned to Racheal. "You seemed to have some fun tonight."

Racheal shrugged. "Yes, but I don't think I am ready for something Kurt. It…it still hurts."

Kurt looked down, he knew what she meant. It still hurt everyone. Finn's death was a hard blow to everyone. Even bigger to Racheal. "I know sweetie, but we have to move on. We don't forget, but we cannot keep holding on."

"Kurt I loved him. I don't see myself with another man. Not right now." Racheal walked away and into her bedroom. standing before her mirror she lifted the hem of her shirt and stared at the small tattoo. Running her finger over it, she whimpered. It was still too fresh. It hurt to think or even speak about him. He was her true love and friend.