Here's chapter 2. Enjoy!

I own nothing.

Rachel was sitting on the floor of a cast mate's living room when she heard Noah Puckerman's second single. The summer weather had faded and Rachel had packed away her shorts with a sigh the day before. The summer had been filled with laughter and music, especially after Blaine and Sam moved into the loft with them.

"I'm auditioning around," Her friend Amy announced from her place on the couch behind Rachel. "With all of the uncertainty, I think it's probably best to hedge my bets."

Rachel briefly considered choir room theatrics before sighing and nodding. She couldn't blame her cast mate for doubting Funny Girl. The opening night had been pushed back three times now and they'd switched theatres twice. It was starting to look like maybe her dream role wasn't going to happen.

"I know what you mean. I just can't afford to hope things will work out. They pay us next to nothing right now." Chimed Stewart, one of the supporting actors.

Rachel sipped at the beer she'd been handed and ran a hand through her hair. Money had been tight during rehearsals and she was just barely helping make ends meet. Sam and Blaine moving in had certainly helped with expenses but she was definitely beginning to understand the term "Starving artist".

She tuned in and out of the conversation around her as she considered the offer she'd been made this morning. She'd just stepped out to the lobby of the theatre for a break when she'd been introduced to an influential Broadway director. She'd never been a fan of his work but she'd listened as he'd offered her a supporting part in his new musical. He'd handed her a card and told her to think about it. He left but not before telling her how large her salary would be.

"Wouldn't it be nice to be like Paolo and Rupert? They can afford to be dicking around." Amy whined.

Rachel hadn't thought about the offer until now. She'd placed the card in her purse and gone back to practice. Practice hadn't gone very smoothly, an air of impatience and tension invading as the cast went through a play they'd perfected long ago. Rupert had ended practice early after announcing that it looked like opening night might be rescheduled yet again. This news was the reason that Rachel was now sitting on the floor, half-drunk with several cast mates.

Her fingers slipped into her purse and closed around the business card. The play itself sounded pretty lame. She'd be mainly in the background singing about beaches and California. Images of her dancing around in a bikini, holding a beach ball caused her to visibly shudder. Could she really afford to turn him down though? If Funny Girl went nowhere, she'd be broke and full of regret.

"Turn on some music will you?" Amy crowed and one of the chorus members complied.

A light piano intro filled the room and Rachel felt her eyes close. She had no idea what to do.

Making money, it isn't easy
And it sure won't make you happy

Rachel's eyes popped open as she recognized the voice of the singer.

"Turn it up!" She snapped.

So I think it's funny
We're so concerned with making money

It seemed that he had finally released his second single. She tuned out all conversation this time as she listened to the song floating through the apartment.

And money won't keep folks from grieving
And it won't stop love from leaving

A smile graced her lips as she realized what he was singing about.

So here's my two cents
What's the use in making money

"Cool song."

"Oh! I think this is that really dreamy Puckerman guy!" Amy squealed.

And I know that life ain't cheap
And not all good things are free
But there is no enough and no too much

Rachel wiped at her wet eyes as her friends commented on Noah Puckerman and his music. He had always had perfect timing.

and it seems so strange to me
I just think it's funny
We're so concerned with making money

A memory pulled her from the present as she hummed along.

She brushed at the tears streaming down her cheeks. Her watery brown eyes stared across the field at the place where the football game had been played just an hour before. Finn hadn't acknowledged her as she cheered on the team. She'd thought that the two of them would be together after the truth about Quinn and Noah came out. Things had gone well for a few days before he became distant. She shouldn't have been surprised when he broke up with her in the hallway to date the two Cheerios. She sniffled and bit her lip against the cold.

"What are you still doing here Berry?"

Rachel looked up to see Noah Puckerman looking down at her with what might have been concern. He'd climbed the bleachers and she'd been too distracted to hear him. She stared up at him and he stared right back. Whatever he saw seemed to distress him. He mumbled something under his breath before shuffling up to her and dropping to sit next to her. Her eyes moved over the man in front of her and she wondered when he'd stopped being a boy. He'd been a boy when she'd kissed him, and he'd been a boy when she'd cleaned slushie from his hair. Her head quirked to the side when she realized that he'd been a man since he'd chosen Glee over football. He'd decided to put his priorities in order, to be a good father and friend. Her thoughts were further reinforced when he placed his letterman jacket around her shoulders.

"It's cold, Berry. You realize its January and you're wearing one of your little skirts?" He reminded her with a shrug when she raised an eyebrow.

"Thank you." She replied simply.

He bit his lip before lifting his hand and wiping the tears from her cheeks. She hadn't realized they were still falling.

"You're wasting your time here." He said after turning away from her questioning gaze.

I make my living singing love songs
That I made up 'cause I love songs
But folks believe them
So I'm receiving paper money

Outrage filled her at the insinuation that Finn wasn't worth her efforts. Granted he hadn't treated her very nicely lately but someday he would, she just knew it.

"Finn is lovely and-"

"Finn is a kid, Berry."

Rachel's mouth opened to snap that he was a kid too but it didn't feel true so she let him continue uninterrupted.

"This is the guy who thought he'd made a baby in a hot tub. He's my bro, but he's not ready for this yet." He blew out a long breath. "That's not what I meant anyway."

Rachel pulled his jacket around herself more tightly and felt a wave of confusion when Noah's eyes glazed over as he watched the action. He closed his eyes and shook his head before continuing.

"You're too big for this town and you're wasting your time crying out on the bleachers for a high school boyfriend. You've been telling everyone who'd listen and even everyone who wouldn't, that you'll be famous someday."

Don't get me wrong, I love my lady
And I probably wouldn't trade her
But life's no better with debts or debtors making money

Rachel nodded, amazed at the compliments and sentiments being expressed by the man who sat closely beside her.

"Do you remember the first day I slushied you?" He asked, even as a flash of regret showed in his eyes. "You said that you were going to play Fanny Brice someday and that no matter what I did, you'd make it."

Rachel's mouth curled into a surprised smile. "You remember that?"

He shot her a look, "I'm a Jew, Berry. Don't think I haven't seen Funny Girl."

And I know that life ain't cheap
And not all good things are free
But there is no enough and no too much

Rachel threw her head back and laughed. A genuine smile graced Noah's lips and she was momentarily stunned at the beauty of him. She wasn't sure when they'd become friends, but she supposed that despite his words after their breakup, he'd had her back ever since. His warm fingers wrapped around her cold ones and he pulled her to her feet.

"Come on, I think I might even have a copy laying around." He told her with a grin.

And it seems so strange to me
I just think it's funny
We're so concerned with making money

Later that night as the credits rolled he whispered, "I think you'd make a great Fanny, Rach."

She lifted her head from his shoulder and gave him the most dazzling smile.

Everybody's got their reasons
Finer wines or fairer seasons
If we're truthful, we know we're fools for making money

"Hey Rachel, would you consider trying out for another play?"

Rachel was shaken from her musings. She realized that the song was over and the people in the room were staring at her. Her fingers crumbled the card and she smiled brightly.

"Not a chance. I've been waiting for this role my whole life." She stood quickly, "Too many people believe in me to give up now."

"Where are you going?" A friend shouted after her as she headed for the door.

She didn't answer as she dropped the ruined card in the garbage. Her fingers pulled her phone from her purse as she opened and closed the door behind her.

She clicked on a familiar contact and texted him one word.

Thanks.

His reply came before she'd made it home.

I could spend forever guessing just what you're thanking me for. But we both know I'd do just about anything for you Fanny. So you're welcome?

A laugh escaped her lips as she stepped into her building. She was Fanny. Selling out was not an option.

What's the use in making money

Thanks again to the lovely Ben Rector, because seriously, his perfection is the only reason for this fic.