AN: Spoilers through 3.05.

Quinn was beyond uncomfortable having this conversation with Rachel.

"Just wait. Look what happened to me." Quinn felt like that was her strongest argument. If she could keep this about herself –"look what happened to me" – she could maybe scare Rachel out of it without making the girl think she actually cared about her. God forbid.

She was profoundly relieved when Santana launched into her diatribe about how horrible Finn was in bed – all sweaty and gross and quick.

Rachel intervened. She had come prepared to argue in Finn's favor. She wanted to have sex with Finn. She felt they were ready. He loved her. It seemed like it was time.

Quinn wanted to say it once more: Just wait. Yet Santana kept rattling on about how insufferable Finn Hudson was in the bedroom. And in life. Quinn considered mentioning his "think of the mailman" mantra, but Rachel probably knew about that.

Santana really didn't want to stop talking about Finn's poor performance and Quinn – already queasy and suddenly dazed – used that moment to excuse herself. No one seemed to notice.

No one but Rachel.

Quinn rushed outside for air, placed her hands on her hips and swayed side to side so as to regain her composure, and swore the cold autumn air was the cause of the tears now stinging and straining at the corners of her eyelids.

She recoiled backward at the sound of Rachel's voice. It was always that patient, soothing tone that Rachel used with her. It sometimes grated her – like the mental equivalent of hearing chalk clash against the board in such a way that it made her teeth ache.

"Tell me why you want me to wait."

"I already told you. Look what happened to me. You could get pregnant."

"I'm sure we will use protection, Quinn."

She arched her eyebrow. "Is that a slam against me?"

"Of course not! Tell me, please, why you don't want me to sleep with Finn."

"It probably won't be very much fun. You heard what Santana said about him."

"Santana said all that after you asked me to wait. So you can hardly use an excuse made after the fact to justify your initial remark."

Quinn felt like Rachel was pulling her into a mind trap. It didn't help any that Rachel was now circling round and around Quinn. It was like a weird magic trick. Everything was too dizzy. It was probably just the wind picking up, again, and flinging Quinn further out of sync.

She decided to match Rachel's methods by circling this back round and around to her original response to Rachel's question.

"Because…look what happened to me. How can I make this any clearer?"

Rachel was now inches away from Quinn. So maybe this was some type of illusion. Only seconds ago, Rachel was merely walking nearer to her. Now she was practically upon her.

"Tell me, Quinn… the truth."

Quinn lifted her head to the sky as if searching for answers from the God she no longer believed could offer her the salvation she craved. Or maybe she looked up to force – to will - the tears still gathering in her eyes to not fall downward across her face.

"Did you know he…uh…he doesn't last long?"

"Learn this from Santana, huh?"

"Not exactly. She told me that, of course. But I know from personal experience. Neither of us even had our clothes off and he…he…"

"He what? He came?"

"Honestly, Rachel, must you be so vulgar?"

"Why are you so prudish?"

"I'm just polite and lady-like."

"You're repressed."

"I've had a child, Rachel, I hardly consider that repressed."

Quinn was getting flustered now. Rachel started up with her round and around routine again. This time, Quinn didn't budge. Not with her body. Or her eyes. She didn't pivot to match Rachel's movements. She wouldn't meet Rachel's stare.

"Tell me why I should wait."

"It'll hurt. Your first time."

"Lousy excuse. No matter how long I wait, the first time is likely to hurt."

"Rachel, if I'm so prudish and repressed…why does it matter why I think you should wait?"

"You seemed to care more than the other girls."

"I think you are confusing me with Santana."

"No, you started speaking first. And Santana dislikes Finn. She has her motives."

"And I don't? He broke up with me – twice! – over you."

"And your motives are…?"

"You must think I'm trying to get you to not sleep with Finn so that I can, what, re-claim him as my own? Is that what this is about?"

"Do you still have feelings for Finn?"

Quinn bent to tie the laces of her shoe. She blinked and a couple of tears fell, unnoticed, before she straightened up and faced away from Rachel.

"I do not have any feelings for Finn. Absolutely zero."

"Tell me, then, why do you want me to wait?"

"Why are we still having this conversation?"

"You appeared so shocked when I mentioned it to you and the girls. The others? They seemed to know it was coming."

"I thought you wanted to wait until you were twenty-five?"

"That was an unrealistic thought. And, anyway, at that time in my life…I honestly didn't think anyone would ever really want me."

Quinn glanced up at the hazy sun to shield the tears gathered at the corners of her eyes. If they trailed down her face, it was only because the sun was too bright for this late in the year. She blinked past the intrusion.

"He's pretty naïve in a lot of ways, Rachel."

"You dated him as well…did you think of him that way when you were his girlfriend?"

"How do you think of him? Did he rescue you from a life of high school obscurity? Does he make you feel safe from slushie attacks and bullying?"

"He certainly doesn't refer to me as Man Hands and Treasure Trail."

"I fail to see the point in your comparison."

"Perhaps you are as naïve as Finn."

It was as if Rachel was mentally going round and around her head: Trying to confuse her and make her misstep.

"Did you know he called Brittany an idiot the other day? He can be such a douche."

"Were you not listening when I listed off the horrible things you've said about me? I could add others: RuPaul, that one would be among them."

Quinn was in a crazy hall of mirrors now. She was seeing all these reflections of herself in different sizes and shapes. Various moments of her past blended together in some hellish flashback. Myriad versions of Quinn floating round and around and staring back at her. All controlled by some mechanism set in motion by Rachel.

She dug in the pockets of her purse. She put the bag right up to her face and covertly swiped at her eyes. More tears were looming.

God, it must be the wind. Or her allergies.

"Tell me. Stop deflecting. Tell me why you want me to wait."

Rachel carried on with her round and around movements, but this time she was dangerously close to Quinn. She could picture the scene in her head so perfectly: There were really only two distorted funhouse images in her head. One was Rachel…inching closer. The other was Quinn…running out of space. Something was going to have to give to crack this mirror.

"I want you to wait because you have a lot on your mind right now: West Side Story, college applications, senior year, and your mom is back in town…do I need to continue?"

"You keep changing your story: Look what happened to me. It'll hurt. Finn would be awful in bed. Finn is a bad guy. There is so much other stuff in your life that requires your attention."

She was barely aware, through the numbness that settled painfully over her body, that Rachel ran her fingertips against her cheek and across her collarbone – dangerously close to her breasts – before tracing a line down her arm. She blamed the cold air for the numbness. And the wind for the tears. It was probably the blustery weather and lack of jacket that caused goose bumps to tingle on her skin at Rachel's touch.

"Tell me, please, why do you want me to wait?'

"I don't have any more answers for you, Rachel."

Quinn watched as Rachel leaned into her and whispered against her ear. She was sure it was only because she was so cold by this point that Rachel's warmth caused such a physical reaction of comfort and longing to envelop itself round and around her entire body.

"I'll be thinking of you the whole time, Quinn. I'm pretty sure that's the only way I'll be able to enjoy it."

As Rachel walked away, Quinn couldn't figure out any reason to justify the tears that now freely streamed down her face. And she was out of things to blame.