So apparently this episode just left me too much to write about ;) I loved it! Anyway this one focus' in the beginning on her and Kurt's past friendship before switching to building relationships with the rest of the Glee club. enjoy!

Julie, I put something in here for you, see if you can spot it ;)

Disclaimer: I don't own glee or the characters sadly. If I did Mike and Puck wouldn't own shirts, Rachel would never let Finn use her over and over again and would totally be with Puck or Mike right now with Santana as her best friend.

"No one tells you anything because one you're a blabber mouth and two we're all just pretending to like you" Santana said, smirking at the brunette in front of her.

"That's not true, I kinda like her" Puck argued, seeing Rachel about to break down.

Rachel shot him a small smile before turning back to the rest of the group, waiting to see if anyone else would say anything in her defense. Not surprised in the least when no one else spoke she opened her mouth, "I see, well if that's how everyone feels then I guess it's best if I just tender my resignation from Glee. I'll perform today because it would be selfish of me not too but after today, I'm done" and with her head held high, she turned and walked out of the room, ignoring the sudden burst of chatter that had spilled out behind her. She walked down the hall, trying to ignore the pain she felt over the group not defending her in the least. Not even Finn, her boyfriend, spoke up for her, not that that was a huge surprise.

"Hey Diva" She heard but ignored, figuring it was one of the glee kids trying to talk her out of it.

"Rachel?" She heard again and then recognized the voice, looking up to see Kurt chasing after her.

"Hey, Kurt. You did great up there" She said, putting her best show face on, though not sure why she bothered. Kurt was one of the three people that could always see through her show face, one of the others was in LA and the other was in the dressing room.

"Thanks. We did alright, would have done better if they listened to any of my ideas but…What's wrong? Still upset about the Santana thing? I'm sorry I didn't tell you about that, I thought you new."

Rachel shook her head, "No, it's alright. I'm fine, just nervous."

He arched an eyebrow at her and said, "Rachel Barbara Berry, you've not been able to lie to me since we were in second grade and you think that since I changed schools I suddenly lost my Rachel lie detector? Hate to break it to you, but I did not so what's wrong? If it isn't still the Santana thing that is."

Sighing because he was right, ever since they were in second grade together and she had claimed that she hadn't went to Amber's birthday party because she had a dance recital when it was really because she hadn't been invited, Kurt had been able to see through her. Of course, back then they were friends so him seeing through her had been a good thing because he had gotten the truth out of her and then kicked Amber in the shin before telling her her dress was last season and clashed with her hair, then he had taken Rachel's hand in his and invited her to his house for the night. They were friends, near inseparable, then until seventh grade when Kurt had made new friends with Mercedes, Tina and Artie and Rachel slowly got replaced by Mercedes until it was almost as if her and Kurt had never been friends.

She woke up to Kurt snapping his fingers in front of her face, "You go on stage in ten minutes, so either tell me what happened right now so I can go kick whoever hurt you or go perform and lose to the Warblers because you're mind took a holiday."

Rachel just gave him a look at the suggestion that she would let her problems interfere with her singing and the look made him chuckle, "Fine, point taken. Quit with that look will ya, you know it always freaked me out."

She gave him a smile before sighing again, "You know, when we act like this it's almost like it was before."

Noting the change of subject but also noting he was getting somewhere finally he went along with it, nodding, "Yeah, it is. I missed you, you know. I don't think I ever apologized for…well everything. I kinda pushed you away."

Rachel shrugged, "It's alright. It's a good thing you did, otherwise everyone would hate you like they hate me."

Kurt cocked his head to the side then, noting the hurt in her voice, "Everyone doesn't hate you, what would make you say that?"

She shrugged, not answering, just turning back towards the dressing room, knowing they went on in a couple minutes.

"Rach? What happened?"

"Why is it, that we are so much alike, we want the same things, go about getting them the same way but yet everyone finds it in them to see the good in you and be your friend yet when it's me, they can't see past any of it and just hate me?" She asked what she'd wanted to know for years because her and Kurt were essentially the same in many aspects, yet he had friends and the entire glee club stood up for him at one point or another. Noah and Kurt were the only two that had ever stood up for her, at all and even that wasn't often and only at extreme times.

They were right outside of the dressing room when she asked the question and Kurt was facing her, frowning trying to come up with an answer but coming up blank because it was a fair question. They had always been a lot alike, it's why they got along so well all those years but he was more accepted then her in school now, why was that.

"I think" He started slowly, "It's my fault, Rachy" He finally came to a realization and it horrified him to the point the brought out the ridiculous nickname she'd ordered him to stop using years ago.

Whatever she expected him to say, it wasn't that because her mouth dropped, "How could it possibly be your fault, Kurt?" She asked, confused.

"In junior high, when Mercedes and them started hanging around, I pushed you away. If I wouldn't have done that, you'd have had friends too and you wouldn't feel like we all hated you now. The only difference between us is I had friends going in and you didn't even have me…" He answered, looking down.

She put her arms around him, seeing that he felt bad. He hugged her back and whispered, "I'm sorry"

She pulled away and smiled sadly at him, not sure what to say because his conclusion made sense.

"What happened in there?" He asked, checking his watch, they had 2 minutes before she went on.

"I confronted Finn about telling you and then found out that everyone knew besides me and Santana took it upon her self to tell me that no one told me because I was a blabbermouth who everyone just pretended to like. The only person who argued with her at all was Noah so I told them after today I was resigning from glee."

Kurt's mouth dropped, "You can't quit Glee. You love it too much."

She shook her head, "I can't stay, not when everyone hates me in there. I don't have one friend, Kurt. They just proved that by their silence."

"You have me" Kurt said, firmly.

"I know, but you're at Dalton" She replied, shrugging before saying, "I have to go in there, we're about to go on."

"I'm transferring back" Kurt told her, "You can't quit because if you do I'll have no competition in that group and it'll be boring"

"NO" rachel yelled, surprising him and causing the door to open and Puck and Mike to pop their heads out,

"Everything alright, Rach?" Puck asked as Mike waved at Kurt.

"Fine, I'll be in in a minute" She replied before turning back to Kurt, "You are not putting yourself into danger because of me, Kurt Christopher Hummel."

"Huh?" Both boys behind them asked while Kurt got the stubborn look on his face, hands on his hips, "I'm not scared of some dumb jock with a superiority complex but I am worried about my best friend

in the entire world giving up on what she loves because a bunch of Neanderthals can't see how amazing she is"

"Hey, I said I liked her" Puck spoke up, understanding at least that part of the conversation.

"And I like you too, Rach. Sorry I didn't hear what Santana said in time. I tend to tune her out most times because every other word out of her mouth is a bitchy comment. Puck told me why you suddenly resigned and I went off on San, ask anyone."

Puck nodded, "You should have seen it, Mike Chang, the silent dancer, going off on Santana Lopez, Head Bitch and he won. Santana looked like she was going to start crying."

Rachel looked at Mike, eyes wide, "You really yelled at Santana for me?" She asked, wonderingly.

"Well of course. She's always a bitch but the way she's been towards you is going over the line even for her. Someone had to put her in her place and since your boyfriend and best friends here refused to speak up, I figured as your friend, it was up to me."

"Ex boyfriend, even if he hasn't figured it out yet and I wasn't aware that you thought of me as a friend. We've never really spoken"

Mike shrugged, "We've been together in glee for a year and a half, Rachel, has to count for something, don't it?"

Kurt was the one that said, "Apparently not, seeing as you two are the only ones to say anything for her at all."

"Guys, it's time to go on," Will called.

Rachel hugged Kurt, "Thanks, Kurt, we'll talk after"

"You're not going to quit right?" Kurt asked.

"We'll talk after." She repeated, before linking her arms with the two boys who were waiting for her and headed out to perform.

Santana stopped in front of her before they went out and said, "Look, I don't like you very much. You're loud and obnoxious on a good day and just plain annoying most times." From the look she was getting from mike, puck and Brit she decided she should hurry up, "But I was wrong. You stood up for me last year at sectionals and I returned the favor this year but tearing you down, I'm sorry."

Rachel looked at her for a second before giving her a tiny smile, "Apology accepted."

Brit hugged her then, "Rachel I'm sorry too. I like you lots."

Rachel, whose arms were tied up with the boys just said, "I like you to Brit, but we better go. We're supposed to be on stage."

And just like that, Rachel realized that maybe more people then she thought, were on her side.

As she listened to Sam and Quinn perform, she realized for the first time, that Sam and Quinn sounded amazing together and with that thought, she thought back to the other times they sung and tried to figure out how she hadn't realized it before.

When she realized it was because she was too busy planning her own solos and duets she realized that just maybe she had a hand in pushing everyone away. She came in on her cue for the song and then got herself in position for Valerie. Santana killed the song, it was amazing and she then realized how talented a group of people she was with and decided she'd explore that a little while longer.

When they ended, the first thing she did was walk to Sam and Quinn, both of them looked at her as if they were bracing themselves for some long berating or something and she thought back trying to think if she had ever complimented them before and realized she hadn't. Mentally shrugging, there's a first for everything she said, "You two were amazing out their. When we win, you'll know it was your voices that got the judges attention. Great job."

They both looked shocked but that quickly changed to smiles from both, "Thanks, Rachel. You did great too" Sam said, eyes twinkling.

"Yeah, Mid…Berry, thanks." Quinn said, smiling as she did.

Nodding her head, Rachel turned to leave when Quinn called her back, "Rachel"

She turned back to her, "Yeah?"

"I don't want you to leave Glee"

Arching an eyebrow, Rachel asked, "Why? Because you can't win without me?" She inwardly winced at how that sounded but it was a fair point, and she was still her.

Quinn however smirked and said, "No, though that is probably partially true, I don't want you to leave because glee without Rachel Berry just wouldn't be as interesting."

Sam nodded his agreement, "Yeah, I can't imagine glee without you in it"

Rachel gave them both a small smile, "Thank you. I'll take your words under advisement."

She then walked over to Santana, "You did a great job with that song, Santana. It sounded like it was made for your voice."

Santana smirked at her, "Did those words hurt coming out, Manhands?"

Britney smacked Santana's arm, and Santana rolled her eyes but amended, "I mean, thank you. You weren't so bad yourself."

"Did those words hurt?" Rachel shot back and almost laughed at the surprised look on Santana's face before the smirk slid back into place as Brit slapped Rachel same as she did Santana.

"You two are going to quit pretending to not like each other or I'm going to make you hold hands" She warned.

They both looked at her, confused a little by her threat and she shrugged, "It's what my mom always says to my little brother and sister to get them to quit fighting."

They both laughed at that. Brit smiled, "See, laughing together is much better then yelling at each other isn't it?"

"It certainly is," Rachel told the blonde with a smile while Santana said, "Don't get used to it, Midget" but the smile that was still on her face softened the words considerably.

"Wouldn't dream of it, Lopez" Rachel replied before turning to head over to Noah and Mike who were motioning at her.

"Rachel" Santana called.

"What?"

"Nevermind, get lost."

Artie, who had came over sometime during the exchange, rolled his eyes, "What she wants to say is, don't leave glee but she wont because it's not bad ass."

"I never said that" Santana snapped, glaring at Artie.

"But I don't hear a denial," Artie singsonged back causing Rachel to laugh.

"Dating Britney makes you a little to bold, wheels" Santana glared.

Rachel smiled at Artie, "I think you're right, Artie. Santana'd miss me if I were gone. Guess I better stay"

"Yay!" Brit cheered while Santana rolled her eyes, "Whatever,"

Artie winked at her before pulling Brit into a hug. Rachel smiled then walked over to Tina, Mike and Noah, noticing Kurt had joined them.

"It's official." Kurt announced.

"That the worlds ending because Lopez and Berry had a civil conversation, yeah I know" Puck agreed.

"Well that too, but I'm back at Mckinley Monday. can't get rid of me now, diva" Kurt smiled.

"Kurt, no. not with Karofsky…" Rachel said, shaking her head.

"We'll take care of Karofsky" Mike answered, "Don't worry"

Kurt rolled his eyes, "Yeah what they said. Seriously Rachy, it'll be fine"

"Rachy?" Puck asked, then got a thoughtful look, "I like it. So Rachy, how bout you come with us to the movies tonight to celebrate"

"Sure, on one condition" Rachel replied easily, Kurt's arm linked in hers.

"What's that?" Noah asked.

"Never call me Rachy again." She replied with a smirk.

"Aw but Rachy" he whined.

She gave him a look and he sighed, "Fine. So you'll come?"

"Sure, sounds fun."

Kurt noticed the smirk on Mike's lips just before he cheered loudly, "YAY, RACHY'S COMING"

The look she gave him was comical as he said, "What? You just told Puck he couldn't call you Rachy."

"The rest of you were implied."

"Sorry, I don't do subtle" He replied with a smirk that quickly slid off his face as he saw who was coming towards them.

"Look, Rachel, I just wanted to say…"

"Save it, Finn, for someone that cares because I don't, not anymore"

"But Rach"

"You heard her, get lost" Noah said, stepping up to her other side, while Mike was at her back, glaring at Finn.

"Shut up, Puckerman, I'm trying to talk to my girlfriend here."

"Ex Girlfriend and I don't feel like talking to you so like Noah said, get lost" Rachel replied.

Finn's mouth dropped open, then he tried again, "I'm sorry, Rach, please.."

"Damn, Hudson, do you have to get a written invitation or something that gives you a hint the girl doesn't want you near her?" Santana snapped from her spot with Britney and Artie a few feet away.

"Seriously, what's a girl have to do to get rid of you?" Quinn asked, head cocked as she gave him her best HBIC glare.

Kurt spoke up then, "So, now that you're single, we need to go shopping to get you a whole new singles wardrobe. I was thinking of an entire britney line for you since the outfit you wore to school that one time had all the guys" He shot a look at Santana and Britney as he added, "And some of the girls, drooling. Say, tomorrow at 10 in the morning?"

"I'm coming too" Noah announced, "Us too" Mike and Tina said, grinning.

"KURT, what the hell man?" Finn asked, "I thought we were brothers"

"We are, which is why as your brother I'm going to tell you you've been an absolute asshole to your exgirlfriend and your smartest move here is to back off before we all get annoyed."

Everyone in the room nodded, and Finn stared around the room in shock, "You're all defending her? An hour ago, you all hated her"

"Yea and now we all hate you, funny how these things work, ain't it" Santana said with a smirk.

Finn glared at her before turning to walk out.

Rachel sent Santana a smile before turning to her friends, "So movies tonight and shopping tomorrow sounds great."

"Hey, Rach" Noah said, with a grin.

"Hmm?"

"Wanna make out?"

She smacked his arm, "Of course not, we're in a room full of our fellow glee clubbers, what would possibly make you think that I would want to make out with you right now?"

Noah shrugged, "So tonight then?" he asked hopefully, though the smirk was in place, showing he didn't care the rest were there.

Rolling her eyes, she turned back to Kurt, mike and Tina before hearing Santana sing song with Artie, "I didn't hear a denial"