I do not own Glee or anything to do with it. That belongs to Ryan Murphy and FOX

Just a little one shot I thought of instead of the boys doing `What makes you beautiful` as good as that is, what if Will sung it to Emma at prom. Thanks to Krystin (rockgal) for the idea and happy birthday also.

What makes you beautiful

(Will Schuester whistled down the hallway as he made his way to his fiancées office. Prom season was now in full swing and he wanted to ask Emma to prom, since she had never gone while at high school. He smiled as he saw her working on college manuscripts and tapped lightly on the window)

"Will" Emma breathed deeply as she saw her wonderful fiancée entering her office "Come in" she grinned as Will closed the door behind him

"I won't be long I just wanted to ask you something" he grinned "You know prom is coming up soon" he replied sitting opposite Emma

"Yes….." Emma said slowly wondering where this conversation was going

"And I am helping out along with the glee kids" Will added on. Emma nodded sweeping her long red hair behind her neck "Would you like to be my date for the prom" Will finished looking at Emma with those deep eyes Emma loved. She gasped, bringing a hand to her mouth and Will wasn't sure if she was crying

"I mean if it's too dirty or the kids too crowded I won't mind I just thought Dr Shane, you have improved so much" Will started to say but was interrupted by Emma smashing her mouth on him and kissing him deeply. The kiss lasted a few minutes before Emma let go, still crying

"I would love to" she grinned blushing deeply "Happy tears" she smiled and Will breathed a sigh of relief, also grinning

"Let's hope Figgins doesn't keep us apart from one another" Will smiled and Emma nodded having stopped crying for now. She smiled at Will and Will could see the happiness in her eyes "I'll pick you up at 6" Will carried on trying to keep the prom lingo going but Emma gave a small smile

"Will we live with one another" she gave a sharp laugh.

"Shoot I forgot" Will laughed "What about we go in not our cars. Something special" he glanced at her and Emma slightly nodded. She was better in going in cars that wasn't hers or Will`s, if Will was with her that is. "Great" Will grinned "I better get going the glee kids want to run through a few songs with me. I'll see you later" he blew her a kiss from the door and Emma caught it slightly laughing. Will then exited the office and walked to the choir room where Rory, Sam, Finn, Mike, Blaine, Joe, Artie and Puck were stood talking among themselves

"Guys I need your help" he looked at the guys who gave a nod towards their choir director "It's for Emma. I need to make this night special and I need a song I can sing to her"

"Well you're in luck" Sam grinned "We were just talking and I think we have the perfect song" he gave a meaningful look towards Mike and Rory who also leaned towards Will and the threesome started talking to Will

(Emma glanced around the room looking for Will. Her long pink dress filled her body as she glanced at the chattering couples. Will had been there but he had disappeared for a few moments and Emma missed him she pulled her white cardigan around herself and smiled as she saw Sam standing on the stage)

"Sorry" he grinned goofily "But let's welcome our own director Mr Schuester" the crowd applauded as Will appeared on the stage and Emma stared at him. What was he doing performing?

"This song is to my beautiful fiancée" he smiled and people turned looking at Emma who slightly blushed as the start of a pop song started to play, one Emma hadn't heard of before.

"You're insecure
Don't know what for
You're turning heads when you walk through the door
Don't need make up
To cover up
Being the way that you are is enough"

(Will smiled at Emma who slightly blushed as he started to move around the stage)

Everyone else in the room can see it
Everyone else but you

Baby you light up my world like nobody else
The way that you flip your hair gets me overwhelmed
But when you smile at the ground it aint hard to tell
You don't know
Oh Oh
You don't know you're beautiful

If only you saw what I can see
You'll understand why I want you so desperately
Right now I'm looking at you and I can't believe
You don't know
Oh oh
You don't know you're beautiful
Oh oh
That what makes you beautiful
(Will then moved through the crowd until he was near Emma and started to sing to her)
So c-come on
You got it wrong
To prove I'm right I put it in a song
I don't know why
You're being shy
And turn away when I look into your eyes
(Will then stared straight at Emma to prove the lyrics right. Emma blushed, not believing this was happening)
Everyone else in the room can see it
Everyone else but you

Baby you light up my world like nobody else
The way that you flip your hair gets me overwhelmed
But when you smile at the ground it aint hard to tell
You don't know
Oh oh
You don't know you're beautiful

If only you saw what I can see
You'll understand why I want you so desperately
Right now I'm looking at you and I can't believe
You don't know
Oh oh
You don't know you're beautiful
Oh oh
That's what makes you beautiful
(Will then left Emma and moved back onto the stage where he was joined by the glee guys minus Kurt)

Nana Nana Nana Nana
Nana Nana Nana Nana
Nana Nana Nana Nana
(Will then moved nearer to Emma and looked straight at her whispering the words to her)
Baby you light up my world like nobody else
The way that you flip your hair gets me overwhelmed
But when you smile at the ground it aint hard to tell
You don't know
Oh Oh
You don't know you're beautiful
(Will then lifted his voice back up but stayed closer to Emma on the floor)
Baby you light up my world like nobody else
The way that you flip your hair gets me overwhelmed
But when you smile at the ground it aint hard to tell
You don't know
Oh oh
You don't know you're beautiful

If only you saw what I can see
You'll understand why I want you so desperately
Right now I'm looking at you and I can't believe
You don't know
Oh Oh
You don't know you're beautiful
Oh oh
You don't know you're beautiful
Oh oh
That's what makes you beautiful"

(The song then finished and the crowd whistled and cheered. Emma glanced up at Will and a small smile started to appear on her face)

"That was the most romantic thing anyone has ever done for me" she whispered as she gave a soft kiss back but nothing too over the top so that Figgins couldn't tell them off for PDA. The band then started to play another song but to Will and Emma they could play what they wanted as they were in their own little world.

Hope that was ok. Thought it would be just a little cute fic for prom tonight. Looking forward to it especially because wemma are going to be there thank goodness.