Author Note: Thanks for the reviews for the first chapter, I really appreciate it. Here's chapter two, I figured out a way to get Kurt and Blaine sort of involved in the fic. ;) Anyway, thank you! :D

-katie

-x-

What am I doing, thought Emma as she shook her head in disbelief. After Will telling her that the prom was going to be a very special occasion, she found herself trying to find a decent dress. Although she had a strong fashion sense, dresses weren't really her thing. Most of her librarian styled outfits would not be suitable, and frankly she didn't know wear to start.

After spotting a few dresses she quite liked, she decided to head to the other end of the store. Normally, she would never shop here – but she had to.

"Hey Miss P!" shouted a voice from behind her. She swung around to see Kurt, in arm with another boy. Both of them had their Dalton uniforms on.

"Hello Kurt!" she smiled and Kurt walked over to them. So, this must be Blaine, she thought as the boy next to Kurt stuck out his hand.

"Hi, I'm Blaine. Kurt has told me about you." he smiled warmly and Emma accepted the shake.

"So, what brings you here, Miss Pillsbury? I would never imagined you shopped here."

"I wouldn't normally, but I'm looking for a new dress for the prom. See me and Wi-, I mean Mr Schuester are chaperoning."

"That's awesome! Would you like some help?" he asked and Blaine grinned at her.

"Yes, Miss Pillsbury, I'm sure we could give you some advice." he said as he saw a very horrible dress in her arms.

"If you don't mind, I'm a little lost." she said embarrassed. Kurt chuckled.

"I can see that. Let's put these trashy dresses down and find you some nice ones."

After looking around the store for at least half an hour and picking up every single dress in the store, they had narrowed it down to three. Emma took the dresses into the changing room while Kurt and Blaine waited outside. She looked at each of the dresses and tried on the baby blue one first. Her bangs just slightly messy and she pulled it over her head and turned to face the mirror. This wasn't it, she sighed as she saw that the dress was too short for her liking and the colour didn't suit her. It was nice though, she took it off and looked at the next dress. This one was a maxi dress and a dark shade of purple. I like it, she smiled as she admired her reflection in the mirror. It hung around her perfectly and she pulled it over her head. She looked at the price tag making her eyes widen. Too expensive! She hung it back on the hanger and picked up the final dress. She thought that she had saved the best till last. It was a dark green colour and it had one of her favourite things on. A bow. It did seem pretty Emma, she smirked as she pulled it over her head.

This was it, she looked in the mirror. It was a bit short, but that didn't matter. Grinning, she stepped out of the changing room to show Kurt and Blaine.

"So, what do you think?" she asked nervously turning around to show them the back.

"You look gorgeous, Miss P!" Kurt exclaimed as Emma turned around to face them again.

"You really think so?"

"Positive!" Blaine did a thumbs up to her. She grinned and went back into the changing room to get changed.

When she came out, Kurt offered to do her make up for the night.

"Makeovers are like crack to me." he had said as she had thanked them and left the store. As she walked to her car in the lot, she actually felt excited. Maybe this time the prom will be better, she thought happily.

-X-

The boys all grinned eagerly running as Puck pushed Artie. They had got hold of the booze. Now their plan was officially a go.

"I'm tempted to open it." said Mike who was holding the bottles, as they ran back to the school, where they were supposed to be right now. They were bunking off as Puck had said it was the safest time to go and get it.

"Aw, don't Mike, we have school anyway." Artie mumbled while adjusting his glasses. Puck rolled his eyes.

"But then the plan won't work."

"Well, duh."

"So, what lucky ladies are you taking to the prom, fellas?" Puck asked. "I'm taking Lauren."

"Quinn turned me down, so no one at the moment." Finn shrugged.

"I'm taking Tina." grinned Mike. Artie felt his heart turn. The truth was, he still did love Tina. They had been through so much together as a pair. When he walked for the first time, when they both had some sort of disability. That was until he found out about her stutter.

When Mike and Tina had started dating, Artie knew it was just because Tina was trying to get back at him. He hadn't had chance to take her anywhere over the summer. Only because he was popular and she wanted to be popular too. It all seemed so Rachel Berry. He did miss the Goth Tina that he had fell in love with, but it seemed Mike had changed her with all their Asian therapy couple things.

"Brittany."

"Santana."

Finn realised he was the only one that was dateless. Maybe I should ask Rachel, he thought. After all he still loved her. Maybe he did feel those fireworks when they kissed. Rachel still did like him. Though she was trying to say she was focusing on her career now, the flirting was easy to notice.

Puck smiled and looked over. They were almost there now.

"We need to hide this somewhere." he said. The rest of the boys nodded in agreement.

Artie began to speak. "Yes, but where?"

"I know the perfect place." smiled Mike and the rest of the group grinned mischievously.

-X-

All of the girl members of the glee club were sat at a table in the cafeteria, gossiping about the prom. Rachel noticed that Quinn did seem awfully quiet again. If anything, she should have been one of the loudest ones.

"The hall is going to look great," smiled Tina, "Since I'm in the art club, we've been asked to help out."

"That's awesome!" grinned Mercedes as she stuck her fork into a part of her lunch. Santana and Brittany were linking pinkies happily.

"It's going to be sooooooo romantic." sighed Brittany as she looked over to where the boys were sitting.

"Sure. Unless all of the boys act like total douches. You know what they're like."

"No, what are they like San?"

"Never mind, Britt."

"So, Mercedes, who are you taking to the prom?" asked Rachel, still watching Quinn as she played with the food on her plate.

"You know Alex from the basketball team? He asked me yesterday!" Mercedes exclaimed happily. She had never had a boyfriend before and she had had a crush on Alex for a while.

"Aw, that is so sweet." smiled Tina happily. Brittany and Santana nodded in agreement.

"So Berry, are you still single for the prom?" Santana asked smirking while Rachel rolled her eyes.

"I told you Santana, I am focusing on my career now. Not high school boys."

"Sure, keep telling yourself that honey." Santana winked and Brittany's eyes widened.

"Honey?"

"Britt, it doesn't matter, okay?"

"What doesn't matter?"

"Never mind." sighed Santana while Tina and Mercedes started to laugh. Suddenly, Quinn got up and pushed her chair in. Quickly, she walked away not even saying goodbye to the rest of the girls.

"What's the matter with Quinn?" asked Lauren leaning in. Rachel got up and followed her.

Brittany just shrugged while Santana rolled her eyes.

"She turned down Finn to the prom, so maybe it has something to do with that." said Santana not really caring. She and Quinn were not really the best of friends right now.

"Quinn?" Rachel shouted as she followed Quinn. Quinn was walking quickly keep her head down."Quinn!"

Quinn continued to ignore her as her pace began to get faster. Rachel shouted again but she still didn't answer.

Quinn was still very torn. She didn't know what to do anymore.

-X-

Emma sat in her office finishing some paperwork that she hadn't had chance to do earlier. There was a knock on her office door. It was Will. She motioned her hands for him to enter. He slowly entered and grinned at her.

"Hey Em."

"Hi." she said while pushing her work to the other side of the desk. He walked closer and sat on the seat in front of her.

"I'm a little concerned about Quinn." he said sadly. Emma looked up.

"She seems a little out of it lately. I thought she would be so excited that the prom was coming up but she has been so quiet." he added.

"That's not like her, maybe she should come here for a little chat?"

Will nodded. "That is what I was thinking. Thank you Emma."

"No problem." she smiled. "So, what is going on with you?"

"Nothing much, same old, what about you?"

"Well my annulment with Carl is really starting to sink in now. I feel a bit lonely when I go home now." she admitted quietly. This was the first time Emma had spoken to Will about her annulment. It was quite a touchy topic but she felt she needed to talk to him about it at some point. His relationship with Holly had ended in a disaster after he realised he still had feelings for Emma.

"I know, it was the same with Terri, but I was kind of glad in a way. No more lies." he sighed as Emma looked at him. His eyes were sad, she thought.

"So, I'll speak to Quinn." she said trying to break the awkward silence that was happening. He wanted to kiss her then. Just to see her sat behind that desk feeling so alone. He did know what she was going through. He sighed and walked to the door.

"I'll see you later?"

"Sure, bye."

-X-

"You wanted to see me Miss Pillsbury?" Emma looked up and saw Quinn Fabray stood in the doorway of her office.

"Ah yes, Quinn, please take a seat." Emma smiled as Quinn walked over and sat down on the chair.

"So, why did you want me to come?" Quinn tried to ask politely. She really wasn't in the mood for this.

"Well, Mr Schuester said he was a little worried about you. You don't seem to be yourself lately."

"I guess I've been a little quiet."

"Why? Is it something we could talk about?"

"Well, it's about Puck," she sighed. "and Beth."

"Oh, okay." Emma began to nod using all of the guidance counsellor tips she learnt at college.

"It's Beth's 1st birthday next week." she admitted while running a finger through her hair. "Puck hasn't said anything to me about it. I'm starting to think he doesn't care any more. I did give him the wrong impression though. I thought I could do it on my own but I couldn't. He helped me the most. I still love him, but he likes Lauren Zizes now. He probably hates me because he wanted to keep the baby but I gave her to Shelby. I pushed him away. I thought when Beth was gone everything would go back to the way it was, but it didn't. If anything, it went worse. Oh Miss P." Quinn began to fall into sobs.

"It's okay!" Emma came over to the other side of the desk and hugged the girl. "Have you tried just talking to Puck?"

"I'm not sure I'll be able to talk to him about it without going into a state." she tried to wipe the tears from her eyes.

"Maybe you should. You don't know what he will say."

"I don't know if I can."

"Just try, and if you can't come and see me again." Emma nodded assuringly. Quinn sniffed and wiped her eyes with the sleeve of her t-shirt one last time.

"I should try." she tried to smile weakly. "Maybe I could ask Shelby if I could see her?"

"That's a great idea." Emma patted Quinn on the back. After a few moments she got up.

"Thank you Miss Pillsbury."

"No problem, Quinn. It is my job after all."

"It was nice to let my feelings out. Please can you not tell Puck about this?"

"Of course." Emma nodded as Quinn walked to the door.

"See you later."

"Bye Quinn." and with that, Quinn left still wiping a tear.