Rachel wasn't sure where time had gone, but suddenly she found herself sitting in the holding area of Radio City Music Hall as she waited for her turn to audition. It seemed like an hour ago she was sitting in the yoga studio rehearsing with Sam, Will, and Cooper. Somehow, she had arrived, signed in, and made it through the first round of screening to determine if they would perform in front of the judges and if they would be features on the show or not.

Rachel let out a yawn, leaning her head back against the wall. Will was at the concession stand getting everyone a cup of coffee while Sam had ventured off to find a bathroom. Cooper, who had been up just as early as Rachel, had fallen asleep on the floor next to Rachel. He had used her purse as a pillow and was quietly snoring, oblivious to everything going on around them. Rachel was spending her time people watching, looking at all the other groups they were competing against.

Rachel had to admit she was intimidated. These other groups looked like real rock stars. The only "rock star" they had in their group was Will, and that was only because he had a bunch of tattoos. They were a bunch of clean cut kids. Rachel, feeling out of her element, started having the feelings of doubt creep back into her mind.

Every time she performed, she always had some feelings of doubt. However, she used to have a supportive boyfriend who would talk her down off the ledge whenever she would freak out. But now her support system was gone, and she was here all alone.

Sitting by herself, Rachel let her thoughts drift to Quinn's older brother, the former love of her life. She wondered what he was doing right now. She hadn't heard one word from him since he had left her and their life together behind. Now, according to Quinn, he had a new girlfriend. Rachel secretly hoped she couldn't carry a tune. She could deal with someone who was prettier than her, she didn't think she could bear it if he found someone who was a better singer than her.

"Holy shit, Rachel?!"

Rachel looked up, spotting an old but familiar face.

"Joe? Is that you?" she asked, peering up into the face of Quinn's old boyfriend. A smile burst onto her face as she jumped to her feet and threw her arms around the tall, dreadlocked guy. "Oh my gosh, it is you!" she laughed.

Joe pulled her into his arms and swung her around once. Cooper had sat up, rubbing his eyes as he watched Rachel and Joe with slight interest.

"I haven't seen you in ages!" Joe laughed as he set Rachel back on the ground. "What are you doing here?"

"I should be asking you the same thing!" she said, hitting him in the arm. Rachel hadn't seen or heard from Joe since he and Quinn had split up their freshman year. He had gone to a different school, so it wasn't as though they were going to run into each other on campus. Still, despite how things had ended between Joe and Quinn, Rachel could honestly say she was happy to see him. "I didn't know you were in a band!"

"Well, when you last saw me I wasn't," he said. "I was all about that surfing lifestyle. I've just been couch surfing for the past few years, but my cousin's band needed a drummer, so here I am."

A tall, muscular, brunette guy came and stood next to Joe, eyeing Rachel with slight interest. "Joe, who's this?"

"Sean, this is Rachel. We met each other at the beach back when I was in college."

"Is this the psycho ex?" Sean said, an eyebrow arched.

Joe rolled his eyes. "No, that was Rachel's roommate. Rachel's cool. We're in trouble if she's auditioning though. This chick had a killer band back then, they used to kill it every week at this college bar." He turned back to Rachel. "So, still chasing after slutty college boys?"

Rachel rolled her eyes. "Not boys as in plural, it was one slutty college boy. Can't have everyone here getting the wrong idea about me."

"Ah yes, the football player," Joe said. "Is he sitting out there front row like he used to at that bar when you guys played in college?"

Rachel shifted uncomfortably. "No, he's not here. We're not together anymore."

Joe looked at Rachel before laughing. "Right, good one Rachel. Seriously, is he here? I haven't seen him in ages."

Rachel's face flushed red. "I'm being serious," she said quietly. "Quinn's brother broke up with me earlier this year." Joe stared at her with wide eyes. "Look, I don't want to talk about it, okay?"

Joe quickly stopped laughing as the smile fell from his face. "I'm sorry to hear that," he said, putting an arm around Rachel's shoulders as he gave her a comforting hug. "You guys were good together. I thought you were in it for the long run."

"Oh well, shit happens," Rachel said, trying to change the subject. "But look at you!" she gushed. "You haven't changed at all." It was true. Joe looked exactly the same as he had on the beach the day Rachel met him. He was still tall with sun kissed skin, his head covered in dreadlocks. He was dressed in a pair of ripped jeans and a plain black t-shirt. He wasn't skinny, but not overly muscular either.

"You have," Joe retorted. "You were little miss preppy the last time I saw you. Now look, you dyed your hair and reinvented yourself," he said, taking in Rachel's full look. Kurt, wanting Rachel to truly look like she was part of a real band, had picked out a grunge-style outfit. Rachel was dressed in a pair of tight leather pants with a long, loose-fitted white tank top that had a broken heart on it. Over that, she had a long sleeved flannel shirt that was at least three sizes too big for her. Her hair had beach waves in it and flowed over her shoulders. On her feet were a pair of combat boots. Kurt had begged her to wear something with heels, but Rachel reminded him heels were no good if she was expected to move around without falling flat on her face. Her face had been made up with heavy makeup, including a smoky eye and deep crimson lips.

"Decided it was time for a change," she said with a shrug. "What do you think?" she asked.

Joe nodded his head in approval. "I like it. It suits you, surprisingly."

"For real? You're not lying to me?"

Joe shook his head. "I'm being serious. You look good like this." He glanced over his shoulder as someone in the distance waved at him. "Looks like we're up soon. It was great seeing you, Rachel." He gave her a smile.

"Here, let me get your digits. We can grab a drink or something while you're in town." She handed her phone to Joe, who put his number in it before handing his to Rachel so she could put hers in his. After he handed Rachel her phone back, she threw her arms around his neck and pulled him into a tight hug. "Don't be a stranger, okay? We'll hang out later, I'll give you a call," she promised.

Joe gave her a wave as he and his cousin headed back to where the rest of their band was waiting. Rachel turned, not noticing Sean glance back to get another look at her.

After what seemed like hours of sitting and waiting, it was almost time for Rachel to make her debut back on stage. She would be lying if she said she wasn't nervous. In fact, she felt as though she was going to throw up.

Rachel, Cooper, Will, and Sam were standing in the right wing of the stage, watching the group before them perform. A girl band, they were performing "Oh, Pretty Woman" by Roy Orbison. They weren't bad, but Rachel felt as though her group was significantly better.

A production assistant tapped Rachel on the shoulder and she pulled her attention away from the performing group to look at him.

"Name?" he asked.

"I'm sorry?"

"Your group's name," he said with a sign. "What do you guys call yourselves?"

Rachel widened her eyes as her mind went blank. All their hours of brainstorming and rehearsing, they had never bothered to come up with a name for their band. Back in college, they had never really had a name, either. Everyone just knew them by their first names.

"I...I don't know," she said, silently panicking.

The assistant rolled his eyes as he looked at Rachel's shirt. "Well, you're The Heartbreakers now," he said with a nod before walking away.

"Oh, okay," she said quietly, turning her attention to the stage once more. The group had finished their song and were now listening to the judges remarks. There were three judges who determined which groups advanced to the next round of the competition. To make it through, two of the judges had to give them a yes.

The group ahead of them seemed to be getting pretty good reviews. When it came time to vote, all the judges said yes, and the groupd advanced to the next round. The host, Sheri Moon Zombie, said something to the crowd, causing them to cheer.

"That's your cue!" the production assistant hissed, pushing Rachel forward. She stumbled slightly as she headed out on the stage, followed by Cooper, Will, and Sam. The crowd was clapping and cheering for them as Rachel gave a nervous wave, desperately searching for Kurt in the sea of people. Unfortunately, with the theater being full of people and the bright stage lights shining in her face, Rachel couldn't see anything beyond the judges table.

There were three judges sitting at the table, all eyeing Rachel and her band mates with interest. On the left side was Brendon Urie, lead singer of Panic! at the Disco. Next to him was Clive Davis, a record producer. On the right side was Joan Jett. If Rachel was nervous before, she was absolutely terrified seeing the panel of judges that would be deciding her fate and possibly changing her life.

"And who are you guys?" Sheri asked, holding the microphone in her hands to Rachel's mouth.

"I'm-I'm Rachel," Rachel said, stuttering slightly over her words. "This is Cooper, Sam, and Will," she said, pointing to each of them as she introduced them.

"And what will you be singing for us today?" Clive Davis asked, eying Rachel with particular interest.

Rachel froze, not even remembering her own name. Will took a look at her before leaning forward, answering for her instead. "We're singing an original song I wrote."

Brendon eyed Will with curiosity. "An original song?" he asked. "That's very risky. What made you guys decide to do that instead of going with something the three of us have heard before?"

"For that exact reason," Cooper answered. "We didn't want you guys to be bored and hear the same ten songs over and over like you do on the radio. We wanted to play something you've never heard before."

"Well, we're anxious to hear it," Joan Jett said with a nod. "The stage is yours." Sheri walked off, wishing them luck as she disappeared to the side.

Will and Cooper picked up their instruments as Sam took a seat at the drum set, pulling his drumsticks out of his back pocket. Rachel stood in front of Will and Cooper with the microphone in her hand, her back to the audience.

"You've got this, diva," Cooper whispered as Will gave her an encouraging smile.

Rachel nodded at him before turning to face the crowd. The lights in the theater dimmed and a spotlight went on the four of them on stage. Rachel took a deep breath as Cooper, Will, and Sam started to play. This was it. She could do this.

Take this pink ribbon off my eyes
I'm exposed and it's no big surprise
Don't you think I know exactly where I stand?
This world is forcing me to hold your hand

Rachel's voice was barely audible, even singing into the microphone. She could tell the judges were straining to hear her, but she couldn't help it. She was about to pass out from being so nervous. This was different than anything she had ever done in her life. When she was performing in a show on stage, she felt at home, like she was in her element. This, this was as far from her element as she could get. This wasn't her type of music or her type of performing. She glance back at Will, who gave her a little nod, as if to tell her relax, you can do this. She glanced over at Cooper, who gave her an encouraging smile.

They were right, she could do this. She was Rachel Berry, diva extraordinaire and leading actress during her four years at UCLA. She was not about to be intimidated by anybody.

Her confidence growing, Rachel stood up straighter as she went into the next part of the song, ready to wow the judges.

'Cause I'm just a girl, oh, little old me
Well, don't let me out of your sight
Oh, I'm just a girl, all pretty and petite
So don't let me have any rights

Oh, I've had it up to here

Rachel heard the crowd start to cheer as she embraced the music and raised her voice. She couldn't help but grin as she began walking across the stage, continuing to sing.

The moment that I step outside
So many reasons for me to run and hide
I can't do the little things I hold so dear
'Cause it's all those little things that I fear

'Cause I'm just a girl, I'd rather not be
'Cause they won't let me drive late at night
Oh, I'm just a girl, guess I'm some kind of freak
'Cause they all sit and stare with their eyes
Oh, I'm just a girl, take a good look at me
Just your typical prototype

Oh, I've had it up to here

Rachel paused her singing as Will started his solo on the guitar. Rachel moved slightly to the music on stage, not wanting to jus stand still for any length of time. The crowd was cheering and she couldn't help but smile a little. She was feeling more optimistic, they really seemed to like them!

Oh, am I making myself clear?

Rachel walked to the front of the stage as the music dimmed, making her vocals the star for this section of the song.

I'm just a girl
I'm just a girl in the world
That's all that you'll let me be

Oh, I'm just a girl, living in captivity
Your rule of thumb makes me worrisome
Oh, I'm just a girl, what's my destiny?
What I've succumbed to is making me numb

Oh, I'm just a girl, my apologies
What I've become is so burdensome
Oh, I'm just a girl, lucky me
Twiddle-dum, there's no comparison

Oh, I've had it up to
Oh, I've had it up to
Oh, I've had it up to here

Rachel held the last note before the music stopped. Rachel heard the audience cheering loudly as she looked back at Sam, Will, and Cooper, a grin on her face. The three boys walked up to join her and hey all stood in a line with their hands clasped, ready to get their judgement, whether it was good or bad.

"Wow, what a performance!" Sheri said, walking back on stage. "Of course, my opinion doesn't matter here. Let's see what our judges have to say. Remember, you need two yeses to advance. Brendon?"

"Well you all took a huge risk playing something we had never heard before, and I think it worked for you. Love the song. Remind me which of you wrote that?" Will dropped Rachel's hand to put his in the air before reaching down and grabbing it again. "Love the music, love the lyrics. You have a real future writing music, my friend." Will couldn't help but smile.

Brendon turned his attention to Rachel. "Now for the leading lady. I'm always worried when I see a rock band with a hot girl as the lead singer. Half the time we get a group claiming their rock and roll but in reality they're pop. I still can't decide if that's what you guys are. But, you have a killer set of pipes." He gave Rachel a mile before looking to his left at Joan Jett.

"My turn? Great. Look, I love the song. Really, it's a gret feminist anthem and I love the message. Each of you individually I good, but I don't know if together you make a great rock band. I think Brendon was on the right track with his rock-or-pop dilemma. Your singer, I'm sorry to say but I think you're too pop for my taste." There were a few boos in the audience after she finished talking.

Clive Davis still seemed to be looking the group over, a puzzled look on his face. "I can't decide what I think of you as a group yet," he finally said. "But you," he said, pointing to Rachel. "There's something about you that makes me want to see more of you. You have...something special about you. You could be a real star." Rachel's face flushed bright red.

"So, are we ready to vote?" Joan asked.

The other two judges nodded their heads. "I'll start," Brendon said. "I vote yes."

"I'm sorry, but it's a no from me," Joan said.

"It all comes down to our oldest judge," Sheri said. "Clive?"

Clive out a hand under his chin. "I don't know if you make a great rock band." Rachel bit her lower lip, about to collapse from nerves. "But, I think I want to see you guys again. I'm going to say yes." Rachel's mouth dropped open as Cooper pulled her into his arms. "Don't disappoint me!" he called as they were hugging. Sheri ushered them off stage as the next group came out.

Will lifted Rachel up in his arms as he hugged her tightly. She was still in a state of disbelief, not really believing this was happening. They had done it, they were officially moving on.

"Diva, you were incredible!" Sam gushed, planting a kiss on her cheek. "They loved you! Well, most of them," he corrected.

"Yeah, I don't know what was up that lady judge's ass," Cooper said. "She was crazy, you were incredible and definitely rock and roll. Everyone in the audience loved you. You know Kurt is going to have nothing but amazing things to say about you when we finally get out of here," he added.

"Aren't we allowed to leave now?" Rachel asked, wanting to get home and take a much-needed nap.

Will shook his head. "We have to wait for our instructions for the next round. I think some production assistant is supposed to give us them. Then we can get the hell out of here and crash before we party tonight."

"Party?" Rachel asked.

"Yes, party Diva. You know, celebrate our big victory of not being laughed off the stage. We're going to find a random bar and drink until we don't know our names anymore. And you, Rachel Berry, are not allowed to back out," he added, seeing her face. "We owe our success to you. You have to come."

"Yeah, come on Rachel. It'll be like college again. Except this time you can flirt with whatever guy you want to," Sam teased.

Rachel rolled her eyes at him. "Okay fine, I'll come. Besides, it'll give Kurt an excuse to find a whole new outfit for me," she added. Rachel pulled out her phone and shot a text to Joe, asking how their audition went and inviting them out to either celebrate or drown their sorrows that night, promising to text him the name of the bar when they decided where they were going. She slipped her phone into her back pocket. Maybe Kurt was right, maybe this really was the start of Rachel Berry 2.0.

Featured song: "Just a Girl" by No Doubt