A/N: Just because I love you guys, I'm updating twice today. Please show your appreciation by reviewing :)

Quinn serenades Rachel!

Disclaimer: I do not own Glee. I also don't own any music used/mentioned in this chapter or the band Audioslave. I don't own Mario, Luigi, or the Wizard of Oz.

Chapter 12: Complicated

Everyone was silent after Santana's song, but only because they were so shocked. Quinn stood up first, and began to clap her hands loudly; soon everyone else stood up and followed suit. Santana gave her friend a brief nod in gratitude, before Brittany sprang from her seat and smothered her with a hug. She whispered in her hear almost breathlessly, "It took you long enough to realize."

Santana laughed whole heartedly, and then she kissed Brittany for all she was worth. She vaguely heard Puck wolf whistling, which only spurred her on. When she pulled away she was breathing hard and grinning like an idiot. She put her arm around Brittany and together they walked to their seats.

Quinn watched her friends. She was happy for them, but felt a pang of jealousy that they were together now and she was still alone. She let her eyes drift to Rachel, who was looking at her. When their eyes met, both girls turned away quickly.

Quinn couldn't believe she allowed Kurt to talk her into dressing up for Halloween. She, Puck and Rachel were going with the Wizard of Oz theme that Kurt dreamt up. She was the Scarecrow and was currently the most uncomfortable she'd ever been. The damn straw sure was itchy. However, it all made it worth it when Puck walked up to her wearing a Tin Man costume. Rachel, of course, was beautiful as Dorothy.

Finn didn't want to dress up and Quinn could tell that Rachel was upset about it. (She might not have to do anything, Finn's got more than enough rope to hang himself and she can't wait!) Kurt and Blaine were in matching costumes from, what Quinn could only assume, some Broadway classic and that was only because Rachel seemed to be the only one who knew who they were. Mike dressed as Luigi to Tina's Mario; they were both rather adorably geeky. Mercedes and Artie both opted out of dressing up. And Santana and Brittany were going as the devil and an angel. However, they were both running extremely late because they were consummating (for the third time) their new relationship.

They all arrived at Shelby's a bit before dusk. Quinn wanted to go trick or treating in Shelby's neighborhood because it'd reduce the likelihood of her mom seeing them with Beth. She knew she should tell her mom, but she didn't know how she'd react and things were going so well between them right now. After Shelby took what had to be an entire memory disk of pictures, they got to take Beth around the neighborhood.

Beth looked absolutely adorable wearing her little Glinda dress. Okay, so maybe Quinn took an entire memory disk full of pictures too but she had to capture every wonderful moment. Every door they knocked on, she'd take a picture either with Puck holding Beth or she'd have Puck take one of her and Beth. Her favorite picture was one she took of Rachel holding Beth's hand as she helped her up some stairs to a house. Quinn took about as many pictures of Rachel as she did of Beth, only Rachel wasn't aware of it. Expect the few she made her pose for. She had a picture of the four of them (Quinn, Rachel, Beth and Puck). She also took a picture of Puck and Rachel. She made Santana take several of her and Rachel. Rachel even asked Quinn to take a few of her with Beth. Quinn happily obliged.

Trick or treating was so much fun, at least for Puck and Quinn. They probably enjoyed it more than Beth did. They beamed with pride every time Beth turned to them with a smile revealing the treats she just received. She can't even explain the emotion that she felt when a few people told her how beautiful her daughter was. But she knew Puck understood, because he looked the same way when some nice old lady told him that he was "a wonderful father."

After trick or treating, and another memory stick of pictures, the glee kids all left Shelby's (some with their own bags of candy in hand) and went in search of a haunted house or something to bide time rather than calling it a night. Even Santana and Brittany wanted to hang out with the group, although their PDA's were bordering on indecent exposure.

They eventually settled on a haunted woods and a corn maze (except for Artie who had his dad take him home). Quinn made sure to keep Rachel close, having the excuse of being scared and needing a hand to hold was all the more welcome. She was beginning to love Halloween. She laced her fingers through Rachel's, while Santana played interference with Finn. And the two led the way through the woods. Quinn was genuinely scared a couple of times, and naturally hugged Rachel closer to her body. She was supposed to keep her 'safe' after all.

The haunted woods were genuinely spooky and the kids had a great time trying to scare each other. However, when they headed into the corn maze, Santana and Brittany mysteriously got 'lost' which meant that there was no more diverting Finn away from Rachel. Quinn huffed in annoyance when Finn found his way up to them. "Rachel, there you are! I've been trying to find you for ages."

Quinn was somewhat elated when she noticed that Rachel seemed just as annoyed as she was by Finn's interruption. Finn dragged Rachel away from her and the two disappeared into the maze (but not before Rachel gave her a regretful look and mouthed the word 'sorry.') Quinn was resigned to her fate, assuming she'd be wandering the corn field alone. However, fate had other plans.

Puck silently appeared beside Quinn. She jumped a bit when she noticed him. "Sorry, didn't mean to scare you." They continued walking.

"It's okay. I was…preoccupied."

"She's happier when she's with you." He stated nonchalantly.

Quinn watched him carefully. "I'm really that obvious, huh?"

"I told you before, only to those who pay attention."

"So, Rachel doesn't pay attention then?"

Puck chuckled. "Rachel's Rachel. She's a bit oblivious to how amazing she is."

"I guess."

"But you could tell her."

"I'm picking out a song."

"You're serenading her Santana style?"

"Something like that."

They walked in silence a bit. Quinn took a deep breath, releasing it before speaking. "It's just…I'm pretty sure she likes me too. But…what if she doesn't? She hasn't had friends before, not really. What if this is just how she is…with her friends, I mean?"

"That girl does not look at her friends the way she looks at you. She adores you, Quinn. She's always staring at you. And lately, you're all she talks about."

Quinn sighs. "But what if we're wrong? What if I lose her because she doesn't feel the same way?"

"She does though, and if she didn't. Quinn, she isn't the type to push someone away. You wouldn't lose her friendship, if that's what you're worried about."

Quinn looks at Puck before turning her attention ahead of her. They had been the first to make it out of the maze. She didn't even remember doing it. Tina and Mike are next, about five minutes later. Ten minutes after that Kurt, Blaine and Mercedes make it out and join the group.

"Do we know if Brittany and Santana even attempted this thing, how do we know they didn't sneak back to the car?" Kurt asked anxiously.

"Because Porcelain, I've got Britts to myself now but Halloween only comes once a year." Santana sneered as she joined the group.

"Santana likes haunted houses and stuff." Brittany confessed.

"That's because she's the devil." Puck teased.

"Ha. Ha." Santana rolled her eyes.

"You get it San, cuz you're dressed like one." Brittany offered. How could she not love this girl?

"So are we blowing this joint or what?" Santana demanded.

"We can't, we're missing Rachel and Finn." Quinn admitted.

Santana could see the pain in her friend's eyes. "Well, damn."

"Should we go look for them?" Kurt asked, worried. "It's been awhile, and they were ahead of us."

The group looked to Quinn for an answer, each of them becoming increasingly concerned. Quinn looked to Puck, then Santana. "I don't know, I guess we could all go in together and look for them."

The group voiced their agreement and made their way toward the exit of the maze before hearing the very agitated voice of Rachel. "Because Finn, you wouldn't listen to me and I told you we should have turned right and not left!"

Rachel exited the field with Finn on her heels. "Sorry, Rach. But I heard a chainsaw, and I thought that we had to go the other way."

"No, you were scared and ran the other way, leaving me to chase you and making us go in circles." She was upset and rightfully so. "What if it had been a man with a chainsaw coming to get us? You just took off and left me to fend for myself!"

"No, it's just…I…"

"And now our friends have been waiting for god knows how long…" Rachel stopped talking when she caught sight of said friends watching them with amused faces; she calmed down immediately when she saw Quinn smile at her. "Oh, hey."

Finn looked up at Rachel's sudden voice change. Rather than being annoyed and angry, she sounded blissful and serene. He followed her eye sight and saw the gleeks standing in front of him. "Hey guys." He offered.

Quinn's phone beeped as she climbed into bed after a long night. She was having a great time until Finn ruined it by taking her Rachel away. Her Rachel? Boy, she really did have it bad. She smiled to herself when she glanced at the phone only to notice that her Rachel had just texted her.

As much as she loved her little 'compliments of the day' she couldn't help being heartbroken at the sight of them. Every time she received one, she was reminded that Rachel was just her friend and that she was not able to 'properly' thank her for her words of endearment. Still, she couldn't stop herself from being excited to read what Rachel wrote next.

Quinn, you are a great friend.

There was more, but Quinn couldn't get past the word 'friend.' Rachel thought of her as that and nothing else. She sighed in disappointment before forcing herself to continue reading; she was nothing if not a masochist.

What you did for Santana today.

Being an out couple at our school

is going to be hard, they're lucky

to have someone like you in their corner :)

Okay, so that wasn't so bad. Maybe she was hinting at their future relationship. It would be hard to be in an open relationship with Rachel. How would she even come out to her mom? The more she thought about it the less it seemed to matter. If she had Rachel, then who cared what anyone else thought? She wouldn't want to hide Rachel, she'd want to let everyone else know that Rachel was taken. And not just off the market, but that the beautiful, talented, generous, compassionate, understanding, intelligent, and funny Rachel Barbara Berry was all hers.

With that she typed a quick reply.

Sure it'll be rough for them,

but they'll have each other

and that is all that really matters :)

Quinn got out of bed and turned on her laptop in search of the perfect song for Rachel's grand romantic gesture. She scanned lyrics upon lyrics in search of something that told their story, not just Quinn's feelings. She needed not only Rachel to know how she felt, but this was her way of serenading the girl 'Santana style.' She was about to out herself to the glee club. She was so invested in her search that she almost missed hearing the new message come in. She picked up her phone to read it.

They also have us.

They'll always have us.

Us? Rachel had referred to them as if they were a packaged deal, a couple. And Quinn loved the way it sounded.

At 2am last night, Quinn had to give up her search for the perfect song and went to bed. She was awakened with another message from Rachel.

You never cease to amaze me, Quinn.

You are simply remarkable.

Quinn smiled, no longer tired from the lack of sleep. She got dressed, today opting to forgo the normal baby doll dresses and chose to adorn a pair of tight black pants and an old 'Audioslave' band tee. She kept her cross necklace on though.

As she observed herself in the mirror, she hummed the tune for 'Be Yourself.' After appraising her look, she nodded in acceptance and headed down the stairs. This seemed more her; laid back and comfortable. She didn't care what anyone else thought, so long as she had Rachel. And Rachel was never one to judge.

Judy took in her daughter's appearance without a word. Quinn ate her breakfast in silence, and before walking out of the kitchen she addressed her mom. "I'm going to have to go shopping sometime and get some new clothes. All the dresses aren't really me. But I guess, neither was a lot of the other stuff." She smirked before adding, "And don't worry, my hair's staying blonde."

Judy grinned at her daughter. Maybe she was dressed in black again, but she was no longer the depressed teenager that was moping around all summer. She'd be happy to take her daughter shopping, so long as it didn't involve a trip to the tattoo parlor.

Quinn arrived at her locker and was immediately greeted by Rachel, who was wearing an indecipherable expression. "Good morning!"

Quinn turned to face her. "Morning, Rach."

"I like the new look." Rachel made a point of examining her. "It seems more…you."

Quinn smiled; leave it to Rachel to simply get it. "If feels more me. I told my mom I needed new clothes, so if you're available to help me clean out my closet…"

"I'd love to." Rachel answered, somewhat subdued.

"Rach, are you okay?"

"Finn and I broke up last night."

Quinn tried her best to feel empathy for the girl's plight, but she couldn't. She was ecstatic, but she pretended not to be when she replied. "I'm so sorry, Rachel, what happened?"

"I told you I was going to break up with him, and after yesterday. Quinn you were right all along, I don't deserve Finn Hudson…" Quinn was going to interrupt but Rachel placed a finger on her lips which shut her up immediately. She left her finger on Quinn's mouth as she continued speaking. "I deserve someone so much better."

They were silent for awhile, eyes locked on each other. Rachel licked her lips, which caused Quinn to lose contact allowing her eyes to drop to Rachel's lips as she watched her tongue slide across them. She bit her lip in frustration. Rachel didn't seem to notice, replying. "Besides, after Santana sang that song to Brittany. I've decided that I don't want Finn standing between me and what I want." And with that she winked at Quinn and was gone.

"What the hell was that?" Santana spoke up from behind Quinn.

"I…don't really know." Quinn replied without looking at Santana, but instead watching Rachel walk away. She really did have great legs, and they were connected to an equally magnificent…

"Stop eye fucking the midget, and look at me Quinn." Santana said snapping her fingers in front of Quinn's eyes. "My sources tell me that Finn got his ass dumped by your sexy little diva."

Quinn blinked slowly, trying to process the fact that not only did Santana just call Rachel sexy but she was indeed called out on eye fucking said girl. Wonder how she could tell?

"Because you're drooling." Santana declared as if she were reading Quinn's mind. "And because you get the same look I assume I do when I think about Brittany. But for the record, she was totally doing it to you too. Which brings me to the reason I approached you."

"And why is that, San?" Quinn was annoyed at her friend, but only because she wanted her to leave so she could go back to daydreaming about Rachel's legs and everything attached to them.

"I wanted to tell you that I like the look. And that I am impressed you kept your Audioslave t-shirt. I swore your dad made you throw it away after we got caught sneaking home from that concert."

"He told me to throw it away. It turns out I wasn't the perfect daughter after all." She finished with a devilish grin that made Santana proud.

"Good to know. Look, Q, I just wanted to wish you luck with your girl."

"Thanks, San, I think I may no longer need it."

"That's right. We don't need luck, we make our own. Did you find your song yet?"

"No, but I need to by tomorrow. One way or another, tomorrow's going to change my life."

Wednesday morning Quinn woke up refreshed and ready to get her girl. She found the perfect song last night and practiced it several times. Today, she sent Rachel a message before the girl could send her one.

I have a surprise for you today,

I can't wait till glee.

Rachel's reply was almost instantaneous.

Wow, now neither can I!

Quinn hurried downstairs to eat and was out the door before Judy even woke up. She had some errands to run before she got to school. And the first stop was a flower shop. She purchased a bouquet of Stargazer lilies and some gardenias. She thought Rachel would appreciate the significance of the gesture. Then she stopped to the health food store and picked up some vegan chocolates.

She arrived at school well before any other student and placed the gifts in Rachel's locker. To it, she attached a note that simply said: 'You wanted a grand gesture, and you'll get one. See you in glee.'

She stood out of sight as she watched Rachel open her locker finding the items Quinn placed in it. A large smile overtook Rachel's face as she wiped away a tear. Quinn was proud of herself.

Rachel quickly glanced up and down the hallway, looking for Quinn. She didn't want to have to wait until glee to thank the girl. But unfortunately, Quinn had other plans because she didn't even join the group for lunch. Though neither did Finn.

"We're sorry about you and Finn, Rachel, how are you?" Tina asked when they all sat down at their lunch table.

"I'm fine. I broke up with him, so he's kind of upset at me but it'll pass."

"He hasn't been too nice to you, lately, if you don't mind my saying." Kurt offered. "I know he's my brother, but you deserve to be treated better."

Rachel smiled at Kurt's words, and placed a grateful hand over his. "Thanks for saying that, Kurt."

"If you need anything, Rachel. We're here for you." Mercedes replied.

"I know, and thank you. Hey, does anyone know where Quinn is?"

Santana's eyebrow quirked at Rachel's question. "You don't know? I thought you guys were attached at the hip."

"As opposed to the mouth like you and Brittany?" Rachel shot back.

Santana burst out in laughter. "You've got balls, Berry. I'll give you that."

"Sorry, Santana…and Brittany, I didn't mean that. You guys know I support your relationship completely."

"Relax, Berry. I know you didn't mean it. You and me are fine, okay?" Santana's grin firmly in place.

"Besides, Rachel, it's kind of true." Brittany admitted.

"And the answer to your question, Rachel, is that none of us know where Quinn is." Puck addressed Rachel. Knowing full well that they were told to keep Rachel away from the auditorium at all costs. Quinn was going through one last run through on her song and needed the piano.

"Oh." Rachel slumped in her seat; she was becoming worried about Quinn.

Glee couldn't come fast enough for Rachel. Quinn had promised she'd be there and Rachel couldn't wait to see her. There were so many things she wanted to say to the girl, 'thank you' being atop the list.

Quinn walked into the choir room wearing a pair of skinny jeans and a loose, black top that according to Santana revealed just enough to make her enticing. But coming from Santana that meant a lot. She was nervously strumming her fingers in her lap as she waited for the rest the club to enter (namely, Rachel). She didn't have to wait long, however, because Santana came strolling in with Rachel and Brittany.

Santana and Puck were enlisted to run interference for her all day. Keeping Rachel away from her. She didn't want anything to ruin this grand gesture, Rachel deserved the extravagance and she was determined to give it to her. When Rachel walked into the choir room her eyes immediately found Quinn's.

Rachel was relieved that Quinn was there, she was hoping to find the girl sooner but for some reason today of all days, Santana was bound and determined to become friends. And she promised Quinn she would be receptive to those who went the extra mile, which Santana seemed to be doing. After spending Halloween with the gleeks, she noticed how much they really seemed to be trying to make things up to her. Kurt even bought her ticket to the haunted house, something Finn never even offered to do. However when Kurt did so, she noticed Quinn seemed to get irritated. She couldn't help finding it endearing.

Before she was able to approach Quinn to talk to her, Puck hugged her from behind. "Hey my hot little Jew! I was hoping you'd set by me today."

He had such an adorably shy look on his face that Rachel was unable to turn him down. "I'd love to Noah. But I'd like to talk to Quinn first."

She turned to look back at Quinn, who was now surrounded by Brittany and Santana. She frowned, completely disappointed, and if she'd admit it just a little bit heartbroken. "Looks, like she's busy." Puck replied evenly.

"Looks like she is." Rachel followed Puck to a seat in the back unaware that Quinn's eyes were following her.

When Mr. Shue arrived Quinn raised her hand to get his attention. "Mr. Shue. I'd like to perform a song."

"This song is for someone special, I'm sure she already knows who I'm talking about." She made her way to the piano. She worked hard on transforming the song into a piano solo and she thought it turned out pretty well. She rolled her fingers across the keys and began laying her heart bare for Rachel and the entire club to see. She briefly closed her eyes before singing the words that seemed to have been written just for this very moment.

I'm so scared that the way I feel,
is written all over my face
When you walk into the room,
I wanna find a hiding place.
We used to laugh, we used to hug,

the way that old friends do.
But now, a smile and a touch of your hand,
just makes me come unglued.
Such a contradiction, do I lie or tell the truth.
Is it fact or fiction,
Oh the way I feel for you.

So complicated, I'm so frustrated.
I wanna hold you close, I wanna push you away,
I wanna make you go, I wanna make you stay.
Should I say it?
Should I tell you how I feel?
Oh, I want you to know.
But then again I don't. It's so complicated.

Oh...just when I think I'm under control.
I think I finally got a grip.
Another friend tells me that,

my name is always on your lips.
They say I'm more than just a friend,

they say I must be blind.
Well, I admit that I've seen you watch me

from the corner of your eye.
Oh, it's so confusing. I wish you'd just confess.
But think of what I'd
be losing, if your answer isn't yes.

So complicated I'm so frustrated,
I wanna hold you close, I wanna push you away,
I wanna make you go, I wanna make you stay.
Should I say it, should I tell you how I feel.
Oh I want you to know, but then again I don't, it's so complicated.

Oh, I hate it. 'Cuz I've waited.
So long for someone like you
Oh, what do I do?
Oh should I say it.
Should I tell you how I feel?
I want you to know, but then again I don't.
It's so complicated…
It's so complicated...
It's so complicated.
Ohh…

A/N: Well, I only have one thing to tell you guys. The name of the next chapter is 'Are you gonna kiss me or not?'

Complicated by Carolyn Dawn Johnson