A/N: This isn't an alternate scene but rather a deleted scene that we never got see. -shakes fist- After they teased us in TWO promos and they didn't give us the scene! I hope its on the season 1 DVD if its not I'll have to cry. haha.

Also, I'm not exactly sure where this scene actually fits in the show. It was probably pre- Like A Virgin but I don't want to go that route. So, its set Pre-Power of Madonna but Post-Hell-0.

And another thing, I know this movie choice is used by everyone but I couldn't think of anything else...plus its very special to our Wemma :)

Enjoy!


"Thank you Miss Pillsbury." A young brunette stood up from her chair sniffling.

Emma smiled softly and pushed a box of tissues towards her. "You're welcome Claudia."

Claudia grabbed a tissue and dabbed at the tears in her eyes and then blew her nose. Emma grimaced slightly and glanced down at her desk to hide her shudder. She took a deep breathe and glanced back up at the freshman girl.

"And remember to talk to her. Rumors spread through this school like wildfire, you won't know the truth unless you talk to her directly."

Claudia smiled tearfully and dabbed at her eyes again and then she lowered her hand to her side, crumpling the soiled tissue tightly in her hand. Emma's eyes widened slightly, her eyes zeroing in on the girl's hand. Then she quickly snapped her eyes up to Claudia's face and plastered on a smile.

With her free hand, Claudia waved to her in another thanks and then walked out of her office.

Emma shuddered to herself and reached over and squirted a few drops of Purell onto her hands. She quickly and thoroughly rubbed her palms together and spread the disinfecting liquid around her hands and even down to her wrists. She could practically feel the germs that were crawling over the girl's hand. The hand that touched her door handle.

Emma's eyes widened and she quickly rose from her seat, grabbing her disinfecting wipes and rushed towards her door. She slipped on her gloves and was about to start to rub down the door handle when she saw a familiar face on the other side of the glass.

Will smiled at her warmly and lifted his hand in a small wave. She blushed and bit her lip shyly, quickly wiping down the door handle and then opening the door.

"Hi Will." She greeted quietly. Ever since their "break up" a week earlier things were a little awkward between them. The day after they didn't really talk at all and the day after that Will hesitated around her and she hesitated around him. However, things between them were slowly returning to normal. Well, as normal as things could be between them.

"Hey." Will greeted happily, the smile still glued to his face. He didn't acknowledge the fact that she was still cleaning the door handle which she was incredibly grateful for. Will never seemed to mind her odd cleaning behaviors.

"Would you um...like to come in?" Emma offered and his smiled brightened.

Her heart fluttered at the sight and she stepped aside for Will to enter her office. She wiped the door handle one more time before looking to Will. He was standing behind the chair closest to the window, holding onto the back and smiling at her.

Emma smiled shyly and walked over to the chair that Claudia had been sitting in. She did a quick wiping of the chair, threw out the dirty wipes and then returned to the chair behind her desk.

When she glanced back at Will she noticed that he had let go of the chair and was now standing with his arms folded comfortably across his chest. Her eyes wandered to his arms and even through the loose shirt she could see the muscles in his arms.

"How are you today?" Will's voice broke her out of her ogling. She smiled shyly and hoped that he had not caught her staring.

"Oh um...I'm good. I'm good. How are you?"

"Great." He responded with a smile and her heart fluttered once again.

"That's um...that's good." She nodded and mentally cursed herself for not thinking of anything else to say.

Will walked around the chair and took a seat. Emma's eyes widened slightly and her eyebrows lifted in concern. Will only sat down when he really needed to talk.

"Is everything alright Will?" She questioned.

"Oh yeah." He reassured her with a nod. "Everything's fine. I just wanted to ask you something."

"Oh." Her voice squeaked in surprise and she smiled at him. "Well, ask away."

Will licked his lips and scooted the chair closer. Emma couldn't help but be reminded of that day that he had almost kissed her and first asked her out.

He had the same look on his face that he did that day and she felt her stomach twist. Oh God, was he going to ask her out again?

Will shifted in his seat nervously and his eyes held hesitance. Oh God, he was.

"I was just wondering if you wanted to come over to my apartment tonight."

Emma's eyes widened slightly. Her mouth parted slightly and she glanced down, fiddling with her fingers rested on her lap. She wanted to, oh how she wanted to. But they had just agreed not to date each other for a while. Will surely had not found himself in a week and a half. "Um..." She started and let out a nervous laugh.

Will quickly jumped in, holding up a hand. "Not as a date." He explained and she glanced up at him in relief and curiosity. "I know we both agreed not to date for a while but I was thinking you can come over just as a friend."

Emma's face lit up and her eyes widened slightly in surprise.

"Friends hang out all the time, right?" Will continued with a little bit of hesitance. "You're my best friend Emma, there's no reason why we can't get together outside of school."

Emma's smile widened and she nodded. "Yeah. Yes, I mean sure. Why not?" She laughed.

"Great." Will grinned. "Lets say seven o'clock?"

"Seven sounds wonderful." Emma agreed and they shared a bright smile.


For the last hour Will had been cleaning his apartment as best he could for Emma's standards. He sweeped and mopped and vacuumed and scrubbed, anything he could do to make Emma more comfortable. Although it wasn't a date, he'd still like to make a good impression on Emma. Just because they weren't dating didn't mean he didn't have feelings for her and want to impress her.

They agreed not to have dinner because it would feel too much like a date but he still cleaned the kitchen anyway as well as the bathroom. He'd never seen either room as clean as it was that night.

He lit the fireplace in the living room and put out a bowl of popcorn and two cups. He took out a stack of DVD's and placed them neatly on top of the television, looking around the room for any sign of dirt or a mess.

He didn't know why he was so nervous. He'd been on a few dates with Emma before and this wasn't even a date! It was just two friends sitting around and talking, maybe watching a movie. Two friends who see each other in a romantic way.

It's not a date. He reminded himself as he ran his hands through his hair.

He glanced at the clock on the wall and there was only five minutes left until seven. Will walked into the kitchen and looked at the desserts he had prepared- dairy free for Emma's sake.

He sat down in the chair and glanced at the time written in glowing green letters on the stove. Only a minute had passed since he last looked at the clock. He rested his head in his hands and stared at the clock and it felt like hours until another minute had passed. Then another. Then another.

His heart leapt when the glowing green letters read 7:00 and he glanced at this front door. Thirty seconds later a gentle knock sounded.

Will leapt out of his chair, practically knocking it over and practically ran towards the door. He slowed his pace down about halfway there and smoothy walked the rest of the way towards the door.

Will sucked in a breath and then opened the door. Emma was standing there with a shy smile on her face and her hands behind her back. Will noticed she changed from earlier in the day and was now wearing a skirt with large black and white polka dots and a coral pink sweater.

"Hi." She greeted shyly.

"Hello." He smiled warmly at her and greeted her with a friendly peck on the cheek.

Emma blushed the color of her sweater and smiled shyly.

Watching her with an adoring smile, Will stepped aside and threw his hand towards the inside of his apartment. "Come on in."

Emma thanked him quietly and stepped in, looking around. Even though she had been there quite a few times, it somehow still felt like the first time.

Emma sniffed the air and then turned to Will questioningly. "Will were you cleaning?"

Will smiled sheepishly and shrugged. "I want you to feel comfortable here."

A smile spread across her face and butterflies danced in her stomach. "You are too sweet."

Will winked at her and then extended out his hand. Emma's eyes widened slightly but then she smiled and slipped her hand into his.

Will led her into the living room and towards the couch. As Will let go of her hand, Emma took a seat, crossing one leg over the other.

Will walked around the table and stood on the opposite side of her. "So..." He clapped his hands together. "I was thinking we'd watch a movie." At her unsure look he laughed and continued. "Not Armageddon again." He walked over to the television and grabbed the stack of DVD's. "I figured you'd be tired of Bruckheimer so I went and bought a whole new set of movies." He took a seat next to her and placed the stack in front of her. "These are the ones I thought you'd like."

Emma glanced sideways at him, her eyebrows raising, "You bought DVD's for the sole purpose of watching them with me?"

Will smiled and shrugged quietly.

Emma bit her lip, blushed and turned to the stack of DVD's. She went through each of them nodding when she saw one that she liked until she came to the second to last one. She paused and looked up to Will with a surprised smile on her face.

Will leaned over to see which one had caught her attention and laughed. "I thought you'd like that one most of all."

"It's one of my favorites." She beamed happily. It was not only because she used to watch the movie all the time as a kid but because of one of the most recent memory she shared with the man sitting next to her.

"Its settled then." Will reached out his hand and it brushed against hers as he grabbed the copy of 'My Fair Lady'.

Emma retracted her hand quickly and settled it onto her lap. As Will rose and went over to put in the movie, she finally noticed the atmosphere of the room. The lights were dimmed, the flames of the fire place were flickering and crackling and Emma couldn't help but be put into the romantic mood.

It's not a date.

Emma glanced down at her lap, trying to keep her eyes away from Will. The more she watched him the more and more she would want it to be a date.

Out of the corner of her eye she could see the television screen flicker to life and moments later the title menu appear.

"There we are." Will said standing up and walked back to sit down next to her. Emma glanced up and turned her head to look at him just as Will turned to look at her.

Emma's breath caught in her chest when she realized they were a lot closer than she realized. Will's lips parted slightly and her eyes snapped down to his lips. She licked her lips remembering the taste of kiss.

She slowly looked back up at Will and saw a reflection of what she was feeling in his eyes. Her breathing sped up as she started to lean in closer as did Will.

Their breath mixed together in the small gap between their lips and their eyes met once more before they mutually leaned in and their lips met.

Emma's eyes closed as soon as her lips met Will's. A million butterflies swarmed in her stomach and her heart raced wildly in her chest.

Will's hand found its way to the back of her head and he held her against him as their lips moved together.

As she continued to kiss him, a random and strange thought occurred to her. She could still hear the fire crackling in the fire place and the television screen buzzing. She suddenly wondered how many times he had been in this exact situation before except in her place was a blonde.

With a terribly uncomfortable twisting in her stomach, she placed her hands behind her on the couch and pulled away from Will shyly.

Will's eyes fluttered open and he gave her a half curious and half concerned look, resting his arm against back of the couch.

"Um..." She fidgeted nervously and offered him a small smile. "I'm-I'm sorry its just...sort of weird for me...making out in a space you shared with her." She didn't dare say her name. "You know...a place she made a fake baby in."

Will quirked an eyebrow silently and then frowned and pulled away from her, casting his eyes downward.

Emma's eyes widened considerably at the realization of what she just said. "Oh gosh...oh gosh Will I'm so sorry...I didn't mean...oh no." She buried her face in her hands and muttered to herself quietly.

Will lifted his gaze and sighing quietly, placed his hands over hers and took them away from her face. "No, no its okay Emma."

Emma shook her head and rose from the couch. "No...no its not okay. Will, that was not right of me to say. I'm so sorry." She started to walk backward, still shaking her head. "I'm a horrible person, gosh I'm so sorry."

Will quickly rose and walked a few paces towards her, capturing her hands in his and pulling her back towards him. "Really Emma, its alright and you're not a horrible person."

She still stubbornly shook her head. "Will I never should have said that...I don't know what I was thinking."

"You were thinking that it is awkward for you to be intimate with me in a place where I was intimate with her. I get it Emma, really I do and you're right." Will told her.

Emma sighed heavily. "Yes but Will, I shouldn't have said anything about the um...you know the um...the baby..." She whispered the last word and Will clenched his jaw. "I know you're still hurting about it Will and I was just rubbing salt into the wound."

"It was an honest mistake Emma. I know you didn't mean it like that." Will explained and Emma continued to stare at him skeptically. "Besides," he continued, "I shouldn't have kissed you."

Emma blushed lightly although she still felt down on herself. "I'm not complaining." She muttered shyly.

Will's eyebrows lifted in surprise and then he smirked. He let out a small laugh and then cleared his throat, "Yes but we agreed that tonight would be a friendship get together only. As far as I know friends don't usually make out with each other."

With her eyes locked on his she stated confidently, "You and I will always be more than friends Will."

Will's mouth slowly closed and his face softened, a small smile gracing his lips. He didn't have to say anything for Emma to know that he agreed with her.

Emma smiled brightly and Will's smile grew with hers, all the negative emotions leaving the room.

"Shall we start the movie?" Will asked quietly, his eyes never leaving hers.

"Sounds good." She whispered in return. They stared at each other for several more minutes before Emma broke their gaze by starting to walk towards the couch.

Will shook his head, clearing his head and then walked around to the side of the couch. They sat down next to each other even closer than before. Their thighs were touching and Will smoothly slipped an arm around her shoulders. Instead of protesting like she knew she should, Emma smiled, cuddled more into Will and rested her head on his chest.

Will smiled and leaned over to grab the remote. He pressed the play button and the screen started to change to the opening credits. Will dropped a soft kiss to the top of her head and bravely, Emma reached over and grabbed his free hand.

Will rested his chin on top of her head lightly and gently started to trail his fingers up and down the bare skin of her arm.

He heard Emma sigh contentedly against him. He smiled to himself and knew that this would be the best non-date he ever had.


A/N: So there's my vision of that adorable deleted scene. What did you think?