Will knew two things for sure about his life; the first was that he was in love Emma Pillsbury, the second was that he didn't stand a chance. Emma was everything he wasn't. She was classy and beautiful. She took his breath away by doing the simple things, simply walking past him made him forget how to breathe. He sat in his classroom thinking about how much better everything would be if she was there. It was true, she was a 2 minute walk away, but his feet didn't know how to get up and find her. He was afraid of what she would say, and that his need to be closer to her would result in him losing the best friend he ever had.

A smile formed on his face when he thought about that night they spent together dancing. It was all he really wanted. He had a beautiful girl alone in his apartment and all he wanted to do was touch her hand. Good thing his high school buddies weren't here to see him like this; he'd never hear the end of this.

He closed his eyes, trying to block her from his mind, he had to get this set list done, he had to make glee club his first priority, it was a good distraction, anyway. He started looking though ideas that the students had given him, when he stopped. The perfect song was in his hands. He put the sheet music on his piano and began to play. It sounded beautiful; the only thing missing was the vocals. He began to sing, to test how it would sound at nationals.

But somehow I can't believe
That anything should happen
I know where I belong
And nothing's gonna happen
Yeah, yeah

He's never met anyone as high above him as Emma was.

'Cause she's so high...
High above me, she's so lovely

He wanted to kick himself for playing this song, when he knew how perfectly it related to his own life.

She's so high...
Like Cleopatra, Joan of Arc, or Aphrodite

He couldn't cry, that would be ridiculous, he had no reason to cry, he had Emma in his life, Emma was his best friend, it was selfish of him to expect anything more from her.

She's so high...
High above me.

"Wow Will." He heard from the door way.

He stopped playing immediately. "Emma. Hi."

"That sounded great, you don't have to stop."

"Oh no, I was just messing around, you know, trying to find some good stuff for the students to sing at nationals."

"Well that one sounded beautiful, Will."

He smiled. "Thanks."

"You got so into it." She sat down on the piano next to him. "That's my favorite part of hearing you sing, you sing every words, you give the song meaning."

"Most of the songs I sing do have meaning to me."

She smiled. "You really should have been a professional; your voice really is perfect."

He laughed. "I wouldn't say perfect. Very few things in life are perfect."

"I wish I knew how to play piano. I took lessons when I was eight, but I quit after a few weeks, I guess it just wasn't my thing."

"Do you want me to teach you?"

She laughed. "That might be a lost cause; I doubt I'd pick it up quickly."

"It'd be fun." He said. "I always wanted to teach someone to play."

"Okay." She straightened up.

He took her hands and guided them over the keys, teaching her what each note was and the way it sounded.

"How do you remember all the notes?"

He shrugged. "It takes time to get used to."

"I don't know if I can do this." She laughed, "Maybe piano isn't my thing."

"I'm sure you could do it." He said. "You can do anything you want. I bet you could be better then me in a week."

"Oh, I don't think so. I don't think I could ever be better then you when it comes to music."

She stood up. "I wish I could stay longer and hear you play, but I have so much work to do."

He frowned. "Well if you want to learn, I'm sure you'd do amazing."

She smiled. "Thank you."

"Anyway… um… I'll let you get back to work. I don't want to keep you."

She nodded. "Yeah, it's always crazy this time of the year."

There was something about her voice that put him in a trance. How was it that so many things about one person could be perfect? Was she really perfect, or was he just so in love with her that everything about her seemed perfect?

He wanted to ask her. He wanted to know if she was really so amazing, or if he just thought so, but then he would have to admit that he thought so, and that was the last thing that he wanted to do.

"I'll come listen to you again." She said. "I definitely think you should use that song for nationals though, you'll win."

He smiled. "Well I wouldn't be the one singing it."

She shrugged. "I'm sure you could work your magic on Finn."

"I'll see you." He said, trying to contain a grin.

She nodded, opening the door and walking back to her classroom.

Will sat, amazed by her, her smell still lingering next to him as her shoes clicked down the hallway. Even as she walked away she was perfect.

He wished that he could measure up to her, but the truth was that no man in the world was good enough for her, especially not him. He was nobody with nothing to offer her. She would probably end up with someone rich and sophisticated, someone who treated her like the princess she was, and didn't kiss other woman. She would be with someone who made her happy and didn't break her heart.

He knew that he didn't deserve someone as special as her, but he couldn't get her to leave his mind as the sound of her heels clicked in his mind. He wished that he could forget about her, but then again he wanted to keep her in his mind forever.

All he knew was that she was Emma Pillsbury, and he loved her, but she was too high above him, and he would be a fool if he ever thought he stood a chance at really being with her again.

Yet he couldn't get the sound of her walking away out of his mind.