AN: Hey! I'm glad you liked last chapter and yes, I did think of Kristin Chenoweth when I described Liz. I hope you like this one, it's angsty and fluffy and kind of all over the place. R&R!

Chapter 11: Perfume and Promises

Liz looked at the door with a worried expression. She turned to Rachel who was telling Kate about some sort of list someone posted at her school that she didn't really get. "Rachel, who was that on the phone?"

"Mr. Schue, he's my mom's boyfriend. He's my Glee club coach."

Liz nodded and turned back towards the door. "I'm going to go check on your mom, I'll be right back."

She walked out of the restaurant and found Shelby leaning on the wall of the next building. She saw her wipe away a tear and sniffle a bit.

"Hey, what's wrong?" Shelby stood straight when she heard her and turned around so she wouldn't see her crying.

"Nothing, I'll be right in."

She heard her whimper so she walked around to face her. Her cheeks were red and her eyeliner was a bit crooked.

"Sweetie, what happened?" She grabbed her hand a looked her in the eye. "I'm guessing it has to do with your "complicated" relationship with that guy. Rachel told me he was the one on the phone. Do you want me to go and kick his ass?"

Shelby chuckled and wiped another tear away. "No, he's great. I'm the one whose ass you should kick."

"You chickened out again, huh?"

Shelby would have been surprised if she had been talking to someone else but Liz knew her too well. She nodded and looked away.

"Do you love him?"

Shelby couldn't contain the sob that escaped her. "I don't know, maybe. I just don't know how to love someone. I've been alone for too long and I hate feeling like I need someone else to be happy."

"You learned to love Rachel, right?"

"Yeah, that's not going so well either. We had a fight the other day. I think we're good now but that's when I realized I can't get too attached to people."

"Shelby, you're her mother. It would be weird if you didn't fight at some point. You can't go tip toeing around life. Sometimes some people are worth the risk."

"How do I know who is?" Liz had rarely seen Shelby so vulnerable.

She hugged her tight. "You can't know. But if you like this guy as much as I think you do, he's worth it. You've always been a very good judge of character. You let me in, didn't you?"

Shelby laughed and started to walk back in. "I didn't really have a choice. We lived in a shoe box. It was either letting you in or listening to you singing out of key for hours. I had to help you out."

Liz gave Shelby a little push with her shoulder as they approached the table. "You know you adored me from the beginning. I'm adorable."

Shelby sat back down next to Rachel and found her food was already on the table. "Of course you are. This looks great."

Rachel threw Shelby a suspicious look. She could see faint red streaks on her face and she didn't clean the smudge in her eyeliner properly. She leaned into her and asked her in a soft voice. "Is everything ok mom?"

Shelby looked at her and smiled halfheartedly. "Everything's great baby" She placed a kiss on top of Rachel's head and grabbed her fork and knife to start eating.

Will dropped his phone on the coffee table and poured himself a glass of scotch. He dropped down on the couch and stared at the ceiling. He kept replaying that last conversation with Shelby over and over, he also thought about their whole relationship trying to find what went wrong. She had said they weren't right, that they were just too different. What did that even mean?

He had known they were right for each other ever since that first night they made out on his couch. They way her body fit perfectly in his arms, the way her lips just glided off his, everything about her was as if it was made just for him.

The next time he saw her and when they actually started to go out he confirmed this. She was really cautious at first and he took it as a challenge to show her how amazing they were together. She made him truly happy and he hoped that he had that same effect on her. He thought he did but he was wrong.

He downed the glass and decided to drink from the bottle. He knew he must look pathetic lying on the couch moping around because of a woman. But Shelby Corcoran wasn't just any woman. She was funny, smart, beautiful and talented. She understood him and she never judged him.

He had been married for such a long time with Terri that he had forgotten how to be with other people. Being with Shelby was like being able to breathe again. He had never been able to truly be himself with Terri or Emma. Terri always put him down and he could never fulfill Emma's high expectations of him. Shelby saw him for what he was. She complimented him for the good things and knew how to point out the bad things without hurting his feelings. He knew she wasn't perfect either. But she was perfect for him.

He finished the bottle and stumbled over to his room. He opened his top drawer to get something to wear to bed and he saw one of his shirts Shelby wore when she stayed over. He picked it up, it still smelled like her. He realized he had crossed the pathetic line a long time ago so he put the shirt back in the drawer and went to bed.

Just before he fell asleep in his alcohol induced daze, he decided he wasn't going to let her run away that easily. He was going to fight for her.

They walked out of the restaurant and said goodbye to Liz.

"I'll see you guys next week. Call me if you need anything S."

Liz reached up and hugged Shelby. Just before letting go of her she whispered in her ear. "Stop running away from love sweetie."

She turned towards Rachel and Kate. "It was really nice to meet you both. Rachel, I will see you next week and I'll tell you all about your mom's exploits in the city. I'll show you some pictures of her with a horrible perm she had for a few months."

"Oh no, you won't. Come on girls, it's getting late."

They got back to the hotel and walked up to their room. Shelby was exhausted, physically and emotionally, and she threw herself in her bed the second she got into the room. Rachel sat next to her on the bed and smiled. "Tired?"

Shelby nodded and closed her eyes. They stayed in silence for a while until Rachel spoke.

"Mom, can I ask you something?"

Shelby opened her eyes and looked at her. She hoped she wouldn't ask about Will.

"Why did you go back to Ohio? You have a better voice than Liz and she stayed. She doesn't have the greatest roles but at least she's here."

Shelby leaned on her elbows. "I ran out of money and I ran out of patience. I hated having to be the understudy's understudy or girl number 3. I wanted to be a star. I wanted all or nothing. On a trip I made back to Ohio I saw an ad on the paper for the teaching job at Carmel. They pay was good and when I went for the interview the offered me the coaching job for the Glee club."

Rachel studied her, her voice was casual but she could hear a hint of regret. "Do you ever wish you stayed?"

"Sometimes, I love the city and I love being on stage but I like my job. Besides, if I had stayed I never would have met you and that beats any Broadway role I could have gotten."

Rachel smiled and Shelby sat up completely. She rested her hand on Rachel's cheek. "You look tired too, you should get some sleep. Tomorrow's going to be a long day."

Rachel stood up and walked out but she turned back at the door. "Did something happen with Mr. Schue? He sounded worried and you didn't look so good when you came back."

Shelby sighed. She had been afraid Rachel had noticed something and want to talk about it. She didn't want to lie to Rachel but she wasn't sure what the truth was anymore. "I sort of broke up with him."

"What? Why?" Rachel was really confused. They seemed so happy and in love. When he took them to the airport they could barely keep their hands off each other.

"I'm not sure. I think I love him."

That confused Rachel even more. "And that's a bad thing?"

"For me it is." Rachel walked back to the bed and sat next to her mom.

"I'm not sure I get it. If you love him, why aren't you with him? Does it have to be that complicated when you're older? I hope I don't have to be away from the people I love."

Shelby chuckled and hugged Rachel. "No, it's not that complicated. I just complicate myself too much."

"Maybe you should just tell him that you love him. It might make things easier if he knows."

Shelby smiled at how Rachel viewed everything with such simplicity and innocence. She nodded and pulled away from her. "I'll think about it." She kissed her goodnight and Rachel left.

Shelby woke up the next day feeling a bit better. She had decided to let the Will thing go for a while and think about it after they knew if they had won or not. She heard Rachel get up and knock on her door. She showed her face through the door and smiled at Shelby who was still lying down.

"You want to go have breakfast?"

Shelby nodded and motioned for her to get closer. "I need a hug."

Rachel got a huge smile and bent over to hug her. Shelby pulled her tight and Rachel fell on the bed next to her still trapped by her mom's arms. "Better?"

"Much, thanks."

"My dads told me to wish you good luck today when I called them yesterday."

Shelby smoothed down Rachel's hair for a while just enjoying being with her daughter again.

Rachel wiggled herself out of Shelby's grasp and stood up. "We have to hurry."

They had breakfast and then met the rest of Vocal Adrenaline on the lobby. She was getting ready to leave when the concierge called Shelby over.

"Ms. Corcoran, someone left a message for you." He picked up a piece of paper. "A Mr. Will Schuester called and asked to please call him back."

Shelby thanked him and hurried back to leave with the kids.

Will knew he shouldn't have called her, not so soon anyway, but he needed to let her know that he hadn't given up. He realized it was a long shot that she would actually call him back, they gave out the results for the competition today and she would probably be too busy celebrating.

He put on a track suit and went out for a run. He needed to clear his head, think about what he was going to do to get her back. Maybe he could send her some flowers. He kept running around, he was really sweating now.

He ran back to his apartment and opened the door. It felt empty now, knowing that Shelby might not come back. Nothing had actually changed in this place since he started going out with her, but there were subtle differences. A few new movies she brought over sat on top of the TV because she couldn't stand the ones he had, his college sweatshirt was now in his hall closet because she liked to throw it on as soon as she got to the house after a long day her coffee travel mug stood on the sink waiting to be washed after the last time she brought it home… Home, it did feel like home when she was here. It didn't really matter if they were at her place or his, he felt at home whenever he was with her.

He knew she felt the same. He had seen it in her eyes when she woke up in the morning next to him or when they cooked dinner together. He knew she wanted this too. He had to remind her what it was like to just be Shelby, his girlfriend, and not Shelby Corcoran, kick ass Glee coach who didn't need anyone.