Disclaimer: Ryan Murphy & Co./Fox Broadcasting owns Glee. I definitely do not. At all. Nor am I recieving any form of compensation for this.

A/N 1: I know, I know, I know. This'll be 3 parts max. Outlined already so I know this for sure. Stumbled across this prompt on Tumblr (by cx7171) completely by accident. "Puck doesn't have a badass job (ie: bartender, musician, firefighter, police officer, etc.). Rachel isn't a singer/performer/teacher/dancer. He's not a single Dad. She's not a single Mom. They didn't meet in High School." I have to admit; I was intrigued because it forced me to really, really think about it.


He can't help but let out of an aggravated sigh as he shoves his cell phone into the pocket of his jeans after ending a call with Finn. It was the exact same late-Sunday afternoon phone call he had been having with the man, who was also his oldest friend, since he had moved back to Lima just over seven years earlier. Noah was hoping that eventually his repeated answer would sink in but he wasn't about to hold his breath either.

"Are you okay Mr. P?"

Noah looked up and smiled tightly before nodding and accepting the cup of coffee from over the counter, "I'm fine Stacey. How are you?"

"I'm good," the blonde, a senior at McKinley, who sat front row center in his sixth period AP Calculus class replied. "Do you know when you're going to give back Friday's test? 'Cause if I did well my parents are going to pay my cell phone bill this month for me."

Noah thought for a moment and mentally went over the stacks of tests he had graded that morning; internally cursing his policy of giving a quiz every Friday and a test once a month in all seven of his classes. While it meant a better chance of success for his students since the more tests they took the less each was worth in the overall average; it also meant that much more work for him.

"Probably on Tuesday. I have a few more to do and my freshmen Algebra class also had their test Friday. I wouldn't worry about your grade Stacey; you haven't gotten less then a ninety-five on anything you've handed in to me in four years of taking my classes."

"Cool! Thanks Mr. P," Stacey responded with a bright smile and Noah couldn't help but return it as he waved and walked out of the coffee shop. Stacey Connors had been one of his best, and favorite, students since she was a freshmen; she was also one of the only girls in the school who didn't try to hit on him. The blonde was probably the smartest girl in the school and had always been one year ahead in her math courses. Her goal was to get into MIT and Noah had been working with her after school once a week since she was a freshmen in pursuit of that very thing as he had gotten his Bachelor Degree from the university. He still found it amusing to think of her sophomore year when she had been assigned into another teachers junior level math class and her father had come down to the school raising holy hell until she had been transferred into Noah's class. The Principal hadn't made that same mistake the following year and the teacher was positive Figgins was grateful that Noah was the only teacher who offered the AP college level classes of Calculus and Statistics; classes that hadn't even existed until Noah had both suggested and offered to teach them after his first year at the school.

That thought brought him back to the phone call from a few minutes earlier and all positive thoughts about his star pupil flew out of his head as his frustration once again crashed down on him. He just couldn't process why his friend's didn't understand his life and schedule. It didn't matter how much Finn wanted to go out drinking on Sunday night, since he had the day off from his step-father's garage on Monday's, Noah still had a weekly staff meeting at six-thirty in the morning every Monday and as a result was in bed by eleven at the latest every Sunday night.

"We're thirty-one fucking years old," he mumbled to himself, not for the first time, in exasperation. "It's not my fault I'm the only one who apparently grew up."

That was the biggest problem when it came to his friends from high school that were still in Lima; which seemed to be most of them. Only he, Sam, Kurt and Santana had left Lima to go away to college. The others, if they had even gone to college, had all done as expected and attended OSU's Lima Campus and settled very quickly into whatever careers they fell into.

The four friends, strangely close by senior year once they realized they would be the only ones leaving Lima, had all taken off for the east coast by the end of August following high school. Kurt and Santana to New York for NYU and Columbia respectively. While Sam and Noah had been in Boston attending school at Boston University and MIT. The four hour train ride between the two cities had kept the friends connected, especially when they moved out of dorm life for their sophomore years and realized that paying for rent and plane tickets home wasn't going to be easy. Thanksgiving and Spring Breaks were spent trading off visits for the next five years and trips home to Lima became short and nearly non-existent. Six years total and Noah had spent more time visiting New York from Boston then he had spent visiting his own mother and sister. Instead, he had an actor, an almost lawyer and a journalist as best friends and pseudo-family. Things were pretty damn perfect as far as he was concerned at that point in his life.

Until the day his mother had called him and told him the news that she had breast cancer; the next thing he knew he was apologizing to Sam about having to leave him without a roommate so suddenly (especially considering the favor Sam had done by letting him move in after Noah's personal life had gone to hell six months before that) and was moving back into his childhood bedroom in Lima. And very quickly realizing that everyone he had known who had stayed in Lima had been essentially stuck in a time warp of some sorts and acted like they were still sixteen. It didn't matter what they did for a living they still partied hard and looked at him like he was insane when he turned them down.

Now just over seven years later and most of his friends still do not understand why he won't go out and party on week nights and why he gets aggravated when he gets a phone call at three in the morning to pick them up at a bar because they can't drive home. It didn't help at all that they also regularly scoffed at his profession; not the job itself, just that he's the one who has it. That was usually followed by some type of comment regarding the fact that they all thought he'd try to be a rockstar and then come home with his tail between his legs. He knows one of these days he's going to lose it and point out that if he had tried to be a rockstar; then he'd have been a damned famous rockstar. He didn't realize until he came home again how completely blind they had all been to the real him in high school. He loved music, loved it, but it had never been his dream. His father had left their family to pursue music and if for only that reason, he couldn't see himself doing it as a profession. It was a stress reliever, his most practiced hobby and what he hoped to base his thesis off of; but, not his dream.

Through all the stress, a small part of him can't help but think that if he hadn't bought his house three years earlier, and he didn't love his students - even the freshmen that he's only had for a month so far, he'd be on a plane back to Boston and begging Sam and Amy to let him crash in their guest room until he had himself set up again. Just so he could be around people who understood him. Finally being able to get his Ph.D. requirements would be a bonus too.

A car horn blared in the street and he shook off the bitter, and familiar, thoughts as he continued down the sidewalk towards the parking lot that served the small shopping district he had stopped at while he ran his usual weekend errands. Thinking of the friends he had back east wasn't going to do him any good when he had a stack of papers to grade in his office at home; he had just split a month between Boston visiting Sam, Kurt, Santana and their significant others at the end of the summer anyway. It wasn't like they had lost contact. That thought brought his mother's familiar harping about his own single status to mind; which brought to mind her birthday.

"Fuck," he groaned and stopped walking. He had two days to find her something so perfect that she wouldn't realize she wasn't getting a gift from a daughter-in-law as well; which would bring up Ziva and how 'he' screwed that relationship up. His mother didn't seem to care that she had cheated on him; just that he had been engaged to a nice Jewish girl and now he wasn't married to her. He really didn't want to get into that argument again. It didn't help matters that Finn was the only one of his entire group of friends (in Lima and on the east coast) that was single either.

He determinedly looked around to see what shops he was standing near, all the while racking his brain to see if his mother had brought up wanting anything specific since the woman was anything but subtle, and blinked a bit when he realized there was a new store on the corner. The store in question had been empty since before he was in high school; it was a large space that he remembered had once been a 'mom-and-pop' video rental place when he was a child before everyone was using services like Netflix instead of renting in stores. It had been cleaned up significantly and the huge windows were no longer boarded up revealing, as he got closer, that it was now a bookstore.

"Well Read," he muttered, reading the old fashioned sign heavy wooden sign mounted above the doorway. "Used and New Books - Bought and Sold," he added under his breath, eyes skimming a smaller sign pasted in the front window as he entered the building.

The store itself really drew him in; whoever the owner was certainly had an interesting sense of style. The windows themselves had been beautifully painted around their edges with fall seasonal colors and images, making the large windows appear to frame whatever was being looked at through them, and a glance around the inside of the actual store showed old, but comfortable, looking furniture scattered among two levels of cleverly mismatched bookshelves that all seemed to somehow match in a strange antique shop way. It immediately reminded him of the old shops you could find on tiny side streets in Boston and he felt an immediate sense of homesickness; which was slightly disturbing considering he was supposed to be home.

The downside to the atmosphere of organized chaos that made up the shop was that it was also sending his inner mathematician reeling. It wasn't something he liked to push the boundaries of and was part of the reason he had always been a fairly neat person. Clutter had always made him see geometry, making him want to do math in his head and had been the cause of one too many, essentially, zone outs over the years. His Mom had always pointed out, especially as he got older, that she was pretty sure those incidents were why people got the impression he wasn't that bright.

He thought it was more because he wanted them to think that he was a dumb jock; but whichever made her sleep better at night was okay with him.

"Hello!" a bright, but quiet, voice greeted him, and interrupted his thoughts, causing him to look around until he found the source of the voice. "Welcome to Well Read."

"Hi," he replied only semi-intelligently as he stared down at one of the most stunning women he had ever seen in his life, and considering Santana was currently dating a lingerie model who had lots of friends that was saying a lot. "Umm, when did this place open? As far as I knew it's been empty for years."

"Two days ago," the woman replied, still smiling and he almost laughed as she stood, from where she had been sitting on the floor going through a box, and brushed her hands off while making a slight face at the dust. "Sorry," she added. "I just bought those from an elderly gentleman who was cleaning out his garage. He didn't really have anything worthwhile, but I felt bad so I didn't say no. Anyway, can I help you?"

He blinked a bit as she rambled for a second and couldn't help the slight laugh that he let out as he nodded, "Yea, I need something for my Mom's 60th birthday. She's really hard to shop for, but she loves to read. Do you have anything really special or different that I wouldn't find in some major chain store?"

He watched as the woman raised an eyebrow and gestured around at the, very full, stacks and he could almost picture her calling him a dumb ass in her head as he realized that it was mostly a used and antique book store; rather then the type of store that would only carry the latest publications. Though, he did see quite a few of those on the front racks.

"Sorry, dumb question."

"No question is dumb," she insisted, walking around and closer to him. "I was just going to ask if you knew what your mother was most interested in."

"She really loves Dickens," he replied immediately. "Do you have any really old copies of his?"

"Quite a few in the back actually," she answered with that same, stunning, smile. "Anything in particular? It'd be from my own collection." That answer had him widening his eyes but she continued before he could say anything. "Don't worry about it; I knew when I opened this place that I'd need to part with some volumes. Anything that will help me pay the bills and my student loans is essential. Northwestern sort of bled me dry and Lima might be cheaper then Columbus, but it's not free," she said with a shrug.

"My sister went there," he replied and almost smacked himself in the head because he had no idea why this woman would care about where his sister went to college. He couldn't help but be grateful that there was no one around to witness Noah Puckerman floundering around like a thirteen year old with a first time crush; it had been far, far too long since he had needed to interact with a woman he didn't know socially beyond a bar setting. "She had a full scholarship."

Open mouth. Insert foot.

"Oh," the woman replied softly and he kicked himself again. "Anyway," she continued quickly. "I have the Riverside Edition of Charles Dickens complete works? It's, pricey. But it's in 28 volumes and it was published in 1874. I stumbled across it and the person I bought it from had no idea what they had."

"I'll take it," he said quickly, not even caring how much it cost at this point and really just wanting to get out of the bookstore that looked like a smaller, quirkier version of Henry Higgins office from My Fair Lady (his mother loves the movie) before he completely blew any chance with the woman in front of him for the future.

"Are you sure?" she asked carefully and he didn't even take offense when she looked him up and down, somewhat, critically. Mostly because he could imagine how much the book cost and he was standing in front of her in an MIT t-shirt, ripped jeans, old sneakers and a hoodie. "It was appraised at fifteen hundred dollars for the condition it's in. I have the antique certification as well for proof."

"Yes," he replied simply. "I know I don't look it; but I'm a really good saver," he joked to lighten the tension.

Santana worked for a law firm that represented half of Wall Street; needless to say Noah had made more then a few decent investments over the last few years. He wasn't overly wealthy, but he wasn't hurting either. Especially not for buying his mother an awesome birthday present that he knew she would love.

"Okay then," the woman whispered, with a shocked but thrilled smile on her face. "Just give me a moment. I keep the more delicate pieces locked in the back. Feel free to look around," she added and hurried around the large counter and through a door that he assumed led to an office.

He laughed to himself, so he wouldn't curse his own stupidy, and let his eyes wander the store. He once again got caught up in the angles and colors of the room and between the math he began to see music notes which had his fingers itching for his guitar and some staff paper (and brought to mind some more thoughts for his half finished thesis that discussed the relationship between music and mathematics) as he waited for the store owner to come back.

"Sir?"

Noah jumped as her voice cut through his rambling thoughts and he turned around with a mild blush that he could feel and he hoped she couldn't see and quickly threw out a joke, "Sorry. Didn't mean to go all beautiful mind on you there."

"It's alright," she waved his apology off and gestured at the large wooden box in front of her on a dolly. "You looked deep in thought, but I only called you the one time."

"That's it huh?"

"That's it," she agreed and lifted the top to show him the books. "I don't keep the nicer collections in cardboard, so it's quite heavy. Would you like to look at the books first?"

"I probably should huh?"

"Probably," she responded with a musical laugh and stepped back so he could crouch down and check over the volumes as well as the paper work she presented him proving that the books were exactly what she said they were.

"Hey," he broke through the silence that descended over them as he inspected the books, not really knowing exactly what he was looking at but mostly making sure the stamp that was pictured on the paperwork was present on the volumes. "What's your name anyway?"

"Oh!" she gasped and looked incredibly embarrassed. "Rachel. Rachel Berry. I should have told you that already."

"Rachel? That's pretty. I'm Noah Puckerman," he replied flashing her his most charming smile. "Welcome to Lima. Do you take Visa?"

She nodded with a laugh, blushing darkly and Noah mentally patted himself on his back for a strong finish.


Rachel couldn't help but sigh quietly to herself as she wandered around her store on Monday morning double checking that the organizers she had hired to unpack and stock the store had done so according to her business plan. So far not one single thing was out of place; which, she supposed should be a good thing. And it would have been if she hadn't been busting at the seams from being bored.

Apparently Lima's shopping district wasn't a bustling metropolis at ten in the morning on Monday's.

"Talk about a change," she whispered and smiled softly, once again feeling the excitement that everything in the store belonged to her. She was in debt up to her eyeballs; but, she was no longer managing a cold, impersonal Barnes & Noble in the middle of Columbus and being forced to adhere to a corporations rules, regulations and decisions on what should be available for the general public to read. "I will miss the forty-thousand a year, no matter what my store makes, salary though," she added with a snort.

Rachel knew she had put herself in a tight spot by opening Well Read, or as her Daddy said, 'dug herself into a hole she probably wouldn't be able to get out of;' but, she was happy. She finally had the one thing she had dreamed about since her grandmother had given her a first edition of 'Alice in Wonderland' by Lewis Carroll when she was eleven. Before that Rachel can remember being put into dance classes that she vaguely enjoyed and singing lessons and being told by her father's that she would be a star when she grew up; then, she touched the hand bound leather, smelled the heavy parchment paper and devoured the words painstakingly printed so many years earlier and still looking nearly brand new.

Suddenly all her parent's plans for her didn't seem all that important. She had always loved to read; but she had never known that such beauty existed in books before. She stuck with her lessons all through high school because her father's didn't give her much of a choice; but when it came time to choose a college Rachel found herself nearly running to Chicago to attend Northwestern with her best friend from High School Quinn. She let her father's assume she was studying at their prestigious theatre school and instead immersed herself into a dual major of English and Art History while adding a minor in Business Enterprise for her own peace of mind.

Even if it was the stupidest decision ever, and many people had told her it was over the last few years, Rachel was going to have her dream.

"And I got it," she half squealed as she stared around her book store that specialized in rare and antique books. She mentally gave herself a pat on the back for utilizing Quinn's degree in Computer Science by having her friend set up an auction house online for the store a year earlier; both girls were fairly certain that Rachel would make most of her money that way, but it was still nice to have an actual location to call hers. "It would just be nice if people came in to my store too."

That made her think back to the one sale she had made yesterday; admittedly said single sale had paid her monthly rent on the storefront so she couldn't complain too much. And thinking of the man who had made the purchase definitely made her think she shouldn't complain at all.

She had spent six years in Chicago getting her Bachelors and a Masters in Education, just in case on Quinn's insistence, so Rachel was no stranger to attractive men but no one had ever unnerved her quite the way Noah Puckerman had. The call she had placed to Quinn, who had never gone home to Columbus (even when Rachel had after she finished her schooling) from Chicago, had made her friend laugh from the description the brunette gave and ask if the Holy Grail of Men had come into the bookstore.

She couldn't help it; there had been something about him and it hadn't just been the enchanting hazel eyes hidden behind a sexy pair of glasses or his stellar body that the somewhat lazy attire hadn't quite hidden. It had been far deeper beyond the physical and whatever it was just bled off of his person.

She remembered a comment he had made about a 'beautiful mind' and thought it described him perfectly. There was almost something strange about him; like he wasn't quite all there as he spoke to her and was constantly thinking about something else, but not in any way that Rachel had felt insulted. Quinn had once told Rachel that the brunette's biggest turn-on was intelligence like it was a bad thing and Rachel couldn't help but disagree with that sentiment. Her favorite thing to do was talk, she wasn't going to deny that, and if the person you were talking to couldn't hold up their end of things then a relationship would get old very fast.

Something told Rachel that the man she had met yesterday would never run out of things to discuss with her; even if he didn't strike her as the 'talking' type exactly. Strong and silent was more like it; but Rachel somehow knew he had the brains backing that act to at the very least follow and appreciate what she was saying.

She couldn't help but think that he had also seemed almost uncomfortable which made her frown. He didn't look like the type of man who would ever have trouble talking to a woman but she could remember forcing herself not to laugh as he tripped over his tongue a few times and had tried to mask embarrassment. Their few parting words, if anything, proved to her that he could be suave and charming when he needed to be; so she doubted it had been her that had thrown him off. After all, hadn't she been told by enough men over the years that she wasn't anything special?

The strange discomfort had only seemed to lift whenever she wasn't directly engaging him, at least until right before he left, and he was looking around her store; and, thinking back on it she recognized the look with a snap of clarity. She saw a version of it in the mirror daily as she barely connected with her father's anymore, hadn't seen Quinn in months and didn't know anyone in Lima.

He hadn't really been awkward and uncomfortable; he was plain old lonely. It was the type of nervousness that comes over you when you just aren't used to talking to people you don't absolutely have to. She hadn't been hit with it because she had approached the situation as a store owner with a customer; he had probably been expecting the same type of shopping experience you would get in a chain store. She didn't know why a man like that even had reason to know that feeling; but she also knew it wasn't her business and tried to let it go from her mind.

With that mystery solved Rachel dropped into an arm chair and let her gaze wander her store; immediately losing her battle of pushing away thoughts of Noah Puckerman and wondering what had intrigued him so as to take away that loneliness as he had looked around. All she saw was the brightly colored spines of beautiful leather covered books, mixed in with the newer jackets of mass produced novels from the last decade or so. To her the beauty of the store was what was contained inside those pages, not in the decor around her. Though, she supposed every person was different and remembering the slight look of wonder and barest hint of sadness that had crossed the Noah's face Rachel wished she could see it through his eyes.

She had a feeling she'd love to see anything from his perspective; and if she was being honest with herself, to see him again.


A/N: This is very (very) AU for our kiddies. This will be 3 parts and this time I actually mean that 'cause it's got a full and complete 5 page outline. It will be very cerebral and narrative. This version of Noah and Rachel are very much people who live inside their own heads. You'll see where the differences to canon lie and how they came to be these early-30s versions of themselves.