A/N: Of all the things I've written and all the fandoms I've written for, this is probably my most challenging (I hope it speaks to my intelligence level that Finn is, hands down, the hardest character I've ever written for), but I think this story is reigning as one of the favorite things I've written. So, I'd love to hear your comments about it as well.

--

It is in the simple moments with Finn that Rachel revels in the most.

They are the moments when she sees him for who he truly is.

They are the moments she often remembers as the brightest and best with him.

They are the moments that make her love him even more than she already does.

Today she is gifted with one of those moments. They are alone in the choir room, before glee rehearsal. They have just come from study hall together, so they are the first to arrive.

Rachel suggests an impromptu practicing of the piano. When Finn asks her if she plays, she says no and they both laugh. But they sit down together on the bench regardless.

She teaches him the keys she does know and it is not long before they are creating their own off-key melody which harmonizes perfectly with their laughter.

When his hand accidentally reaches for the same key as hers, his hand is suddenly covering hers. Their laughter halts and she sucks in a breath, her head snapping in his direction.

There is a question in her eyes, one he answers by lacing his fingers together with hers. He squeezes hard, holding tight, and a gentle ting springs from the piano by the notes they accidentally hit.

"Rachel," he whispers, moving towards her, unable to stop himself.

"What are you guys doing?" a harsh voice interrupts and they tear apart. They whip around to find Puck in the doorway. "Mr. Schue cancelled rehearsal. He's sick today."

Guilty, Finn slinks away from Rachel and mumbles an excuse to both before leaving.

Puck stalks towards Rachel and plops down beside her in the seat that Finn has left vacant. "You're stupid for thinking you even have a chance with him so long as that baby's in her belly," he reminds her.

"You're just mad because Finn and I can be friends and Quinn cant even stand to be in the same room with you," she snaps just as harshly.

"You don't know the first thing about me and Quinn."

The truth is on the tip of his tongue. But he forgoes truth-telling for grabbing her and kissing her breathless.

As her tongue moves with his and her breasts are crushed against his chest, he soon forgets the truth he felt propelled to tell her just a moment ago.

--

They form an odd kind of friendship.

A friendship that is mostly silences but sometimes laughing; often times yelling.

A friendship that is built on a mutual love for other people they cannot have. But at least it is all built on a type of honesty and both parties can at least admire that (if nothing else) in the other.

They hardly speak at school. They keep the status quo so no one is any wiser to the changes in their relationship.

In the darkness, they share much more. Kisses and touches and embraces.

As close as they sometimes get (and really, it's impossible to be any closer in some of the positions they find themselves in) there still remains a distance between them.

She still shields her heart; he does the same.

There's another boy that's usually on her mind, but he doesn't care. She's holding out for someone better and he knows this, but it does not stop him from coming to her.

They are guarded with one another. Walls are built strong and high around their real feelings and emotions, but they still manage to find common ground and it is often easy for them to come together.

In those darkened, quiet moments of theirs they often surprise each other with truths and secrets that they do not share with anyone else by the light of day.

It is in her bedroom today that he surprises her. She is sitting on the edge of her bed, reading The House of Mirth, which was assigned to them in English and when he sees tears pool in her eyes, he whispers, "You're beautiful," from behind her.

She cranes her neck to see leaning against the pillows stacked on her bed. She smiles and he smiles back.

"Tell me how it ends, okay?" he instructs, tossing his own copy of the book aside.

All she can do is nod.

--

They are discovered in the empty choir room.

She's on the edge of the piano, her legs wrapped tightly around his waist, as their mouths and bodies move in tandem.

They don't even hear the door until it's too late.

Rachel looks over Puck's shoulder and finds Finn staring at them, his mouth agape and his eyes wide as he tries to process the scene.

All he can do is shake his head and turn to leave the way he just entered.

Rachel slides down Puck's body and onto her unsteady feet. She pushes past him, towards Finn.

But Puck grabs her wrist, stopping her and reeling her slightly back.

"It's not going to change anything," he warns.

She pulls away from him and hurries after Finn.

--

"Finn!" Rachel calls desperately after him.

She runs after him, down the empty hall and grabs onto his arm, forcing him to stop. He spins around and she spews, "So what? You're with Puck now? Really with him?"

"No," she insists quickly. "Not really. Not…" The way he looks at her causes her to drop her eyes to the ground. "Not in any way that counts."

"That's not what it looked like to me."

"We just… I don't know, Finn." She inches closer to him, placing her hands on his chest. "It's not what you think," she whispers and feels tears stinging her eyes.

"Be careful, Rachel. He's just going to take advantage of you."

She hangs her head, unable to tell him that the truth of the matter is they've already taken advantage of each other. Her probably even more so.

"I just hope you know what you're doing." He steps away from her and her hands fall helplessly to her sides.

"Finn, wait! Please."

He doesn't move and waits for her to speak.

"It isn't him who I want to be with," she admits, bravely meeting his eyes.

"That's not what it looks like to me," he snaps, an edge in his voice that she has never heard before.

She takes in a shaky breath. "Yeah, well, we cant always be with the ones we want."

"So you settle for Puck? Come on, Rachel, you're better than that. Better than letting him take advantage of you because you're…"

"Maybe he's not the one who's taking advantage," she counters.

"Right," he huffs, unable to believe that the Rachel he knows would take advantage of a boy like Puck. Sweet, innocent, naïve Rachel doesn't have it in her. "Look. I know that you're hurt because we… I wish things were different, Rachel, but it's complicated right now with Quinn and the baby."

"Of course," she whispers. "It's always complicated. But like I said, we cant always be with the ones we want."

Finn looks down sadly at her, his lips twisted into a sad yet understanding kind of smile. He wants to pull her into his arms, hold her tight, and make her promise she'll stay away from Puck.

Maybe even make her promise that she'll wait for him when all is said and done.

But he doesn't.

So, he takes a page from her book and settles. He doesn't go as far as touching her, though and simply says, "Just be careful. I don't want to see you get hurt."

All she can do is stand frozen as she watches him walk away.

--

Outside, the early-winter wind whips around Rachel, but she is much too proud to march back into the choir room and collect her forgotten coat.

Or maybe it's much too afraid to face Puck?

Pride and fear seem to overlap for Rachel and she isn't sure if it's one or both that's keeping her from the possibility of seeing the boy she walked away from.

"It's freezing out here," she hears from behind her.

Just as she processes whose voice those words belong to, she feels the heavy warmth of her coat drape over her shoulders, instantly protecting her from the biting cold.

She slips her arms into the sleeves, pulling the coat tightly around her as she turns to whisper a shy thank you to Puck.

Sometimes, in moments much like these, she catches a glimpse of the sweet Puck that is hidden beneath a rough exterior. She knows that the bully in him is simply bravado; simply surface. At times, she is able to chip away at that surface and she sees something wonderful underneath. Someone kind and good.

But those moments are few and far between.

The other Puck - the one she despises - appears with much more frequency than she cares for. Though, it's sometimes the boy she prefers. It's easier to be with someone who doesn't appear to feel.

She is able to keep her distance because he refuses to let her in.

It's better that way, she knows. Because she does the same with him.

They are more alike than either care to admit. That is how the often stumble upon common ground, no matter how misguided their coming together may be.

"He doesn't care, does he?"

"That's not it," she insists weakly. "He cares. He just… it's complicated. Because of Quinn and the baby."

Puck rolls his eyes. "Don't you think if he really wanted to be with you, he just would be?"

Her eyes narrow on him. "Some people have morals, Noah."

"Unlike me, right?" he huffs but there is humor in his tone and a smirk playing on his lips.

"That's right. Finn is good and decent. He's trying to do the right thing because of the baby and that's admirable. Not many 16 year old boys would do the same."

Puck's eyes shine devilishly as he steps closer to her, invading all of her space. "And what would your good and decent Finn think about all those dirty things I get to do to you?" he hisses, his breath warm against her ear.

"Shut up," she warns darkly.

"You put him onto such a pedestal. Hell, you put yourself up there with him. You think you've got some epic love story, but how would your precious Finn feel knowing he can never had you like I've had you."

She raises her hand, but before she can make contact with his face, he grabs her wrist and pulls her hard against him. He silences her by covering his mouth with hers.

She shoves him away. Her eyes are dark with anger as she stumbles back, away from him.

"Don't. Just… don't," she screams.

She walks away from him again.

--

Glee is the most uncomfortable it's ever been for Rachel the next day.

And given her fellow teammates attitude and general dislike for her, that's saying something.

She tries to avoid eye contact with either boy, but it's impossible when Mr. Schuster assigns the leads to her and Finn and she's forced to look him in the eyes as she sings with him. All the while she can feel Puck's burning into her.

After rehearsal is over, Rachel quickly gathers her things and makes a move for the door, but is intercepted by Puck.

"Need a ride home?" he asks in lieu of an apology.

"No."

"Come on, don't be like that," he tells her in a husky, low voice that no one can hear. "Just let me drive you home. Or to my place. Or anywhere you want to go."

He isn't sure why he's trying so hard, but all he can think about is how he wants her to smile and call his name in that breathless, hopeless way of hers once more.

But she continues to act mad (though he isn't entirely sure she really is mad - because she cant get mad at him for being truthful - or if this is how Rachel Berry does heartbroken) and offers him another firm yet cordial no.

"Rachel," he calls out and cringes at how desperate his voice sounds as he reaches for her. He catches her elbow and pulls her back towards him.

They are both now keenly aware that the rest of the glee club has their eyes focused on them.

"Noah, please," she pleads, breaking character.

"Hey, leave her alone," Finn shouts, coming to step between the two. He gently tugs Rachel from Pucks grasp, but drops his hand from her as soon as she is by his side, away from Puck.

"It's okay, Finn," she assures him, avoiding Puck's glare and looking into Finn's kind eyes instead.

"Look, your knight in shining armor, just in time," Puck sneers.

"You don't have to be such a jerk to her, you know."

"But you can be a jerk to her?" Puck counters. "Leading her on while you're playing house with Quinn. At least I'm honest with her."

"Honest?" Finn laughs. "You're just trying to take advantage of her, Puck. I know you and I know you're just trying to get into her pants. It's some game to you."

"Stop," Rachel tells them, her voice is low and quiet, but it is stern and forceful.

Puck, however, does not heed her warning.

"Don't worry, Finn, I didn't take advantage of her. It wasn't very hard getting into her pants. If you weren't such an idiot, you would have realized that and taken the opportunity yourself."

The rest of the glee club gasps. Finn is too shocked to respond.

And Rachel, though mortified and utterly humiliated, composes herself enough to walk out of the room without meeting another person's eyes (especially not Finn's) and her head is held high.

She is the picture of confidence and grace as she leaves.

She only breaks down into sobs once she clears the building.

--

Rachel is not surprised when she finds Puck on her doorstep two hours later.

He, however, is surprised when she slams the door in his face.

He sings My Girl on her porch, with his guitar, until she finally opens the door.

"I still think you're a jerk," she tells him, her arms crossed defensively over her chest.

"I know," he sighs. "I, uh… I'm sorry," he musters and it's the first time he's ever said the words and meant them.

"I am pretty sure that that ranks as the must humiliating moment of my entire life - even more so than you throwing a slushie in my face - because not only does the entire glee club, including Finn, now know that we're sleeping together, they also think stupid, naïve little Rachel is easy."

"I don't think you're stupid. Or naïve." He takes a careful step closer to her. "And I don't think you're easy."

"That's not what you said before," she reminds him.

"It's not what I meant. You're not easy." He pauses for a moment as he chooses his next words carefully and finally, he whispers, in realization, "You're… lonely."

Rachel is speechless. Not only has he shaken her to the core with a truth she's never fully acknowledged before, she realizes, just as he has, that it's his truth as well.

"I was lonely too." He looks down at his feet. "And I just… I'm sorry I was a jerk today. I'm sorry that I'm usually a jerk to you. It's just… I just want you to know that ever since that day you mauled me in my truck, well… I haven't been as lonely."

"Oh." It takes her a second before she can relent, slowly coming around to forgiving him. "I haven't been so lonely either," she admits.

He looks up at her and smiles.

"Come on, it's cold out," she finally says, pulling him inside her house.

She's forgiven him.

"Sorry if I ruined your chance with Finn by telling him that stuff about us today," Puck tells her as they make their way up the stairs towards her bedroom.

She shrugs, his arm looping around her shoulders. "I don't know that I ever had much of a chance with him anyways."

Though, Rachel doesn't believe that completely.

It's just easier to say (and try to make herself believe) when they close the door to her bedroom behind them and Puck spends the entire afternoon properly making up to her.

When Puck's tongue slides across her hip bone is when it's the easiest for her to believe that Finn would never really be hers.

She almost believes that Puck isn't second best to her.

But when she's coming back down, her and Puck a sweaty heap atop her tangled pink sheets, she doesn't know what to believe anymore.

--

Rachel misses a note during rehearsal one afternoon.

The less-seasoned members of the club do not take notice. But Kurt giggles and Mercedes pounces on Mr. Schuster for the lead, because, as she explains, Rachel's voice is obviously not right for the song.

He takes from Rachel and gives to Mercedes.

Rachel attempts to appear gracious and understanding, but those two things have never been her strong suit.

After rehearsal, Rachel remains on the stage of the auditorium. She has found her way to the edge, where she sits as tears pour down her cheeks.

She hears footsteps approaching her and someone sitting beside her, close enough to touch, and when she looks up, it is Finn.

"You okay?" he asks.

"No. Not really," she sniffles.

"He shouldn't have given your part to Mercedes. That's not fair. You're allowed to make mistakes, just like the rest of us."

"Thanks, Finn. I don't know what's wrong with me. Just distracted, I guess."

"By Puck?"

"What makes you say that?"

He shrugs. "I don't know. I guess I thought you guys were a couple or something now."

She laughs softly. "No, not really. We're just… I don't know what we are."

Her and Puck have never discussed their relationship, or lack thereof, in any certain terms. Though it is so unlike her (as many things related to Noah Puckerman are) she prefers no clarification of what they are too each other. She thinks it'll only make things more complicated than they already are.

She assumes he feels the same way as he never brings it up either.

"I don't like this," Finn tells her and her heart skips a beat. "I think he's just going to end up hurting you."

"Don't worry, Finn. I know what I'm doing. I can take care of myself."

"That doesn't protect you from getting your heart broken."

She smiles lazily at his concern for her. "I don't think Noah's going to break my heart."

"Why?"

"Because I don't love him."

"Oh." He thinks for a moment before he asks, "Then why are you with him?"

Rachel opens her mouth to answer immediately, but closes it when she realizes she doesn't exactly know the answer. Or at least, not in terms that make it easy for her to explain it to Finn.

When she's with him, they both seem to understand why they're together.

But apart, and next to Finn, the reason escapes her.

"I don't think you should be with him, Rachel."

"Why not?" she counters.

"Because."

Instead of offering her a list of reasons, he tentatively presses his lips against hers. He kisses her gently, softly.

He kisses her much differently than Puck kisses her. There is always a sense of urgency in Puck's kisses, but Finn is kissing her like he has all the time in the world.

She almost wishes they did.

But soon he is pulling away from her, leaning his forehead against hers, his breath comes in steady waves against her. She places his hands on his chest, steadying herself from the dizziness she suddenly feels.

Finn reaches his hand up to wipe away the tears that remain on her cheeks.

The ones that his fingers miss are wiped away by his lips.

--

tbc