The words hang there in the air, echoing against the lockers, and she's not entirely sure what just happened. Did those words actually leave her mouth? He's standing there, gaping at her. He crosses his arms, uncrosses them, and then looks up at the ceiling as if seeking an imaginary floating light bulb. She takes advantage of his distraction to flee, whirling quickly on her heel, her skirt fluttering. Before she can take three steps, a warm hand closes on her arm and she is forced to stop. He tugs gently. She steps back, keeping her face averted, but she can see him from the corner of her eye. He is staring at her like he's never seen her before.

"You're over me? How can you be, like, over me when you've never fucking been under me?"

Now she's pissed. Perhaps there was a small portion of her psyche that hoped there might be a magical moment, complete with an outpouring of emotion, but that part was surely dead now in the face of his never-satiated ravaging hormones. She pulls her arm away, ignoring the tingles at how his fingers brush her skin when he releases his grip. The handle of her bag falls as she puts her hands on her hips.

"You are absolutely correct. How could I ever entertain the possibility for one moment that I might be able to engage in a deeper emotional connection with you? Clearly our brief relationship during sophomore year was the extent of your relationship capabilities and it would absolutely foolish of me to expect your horizons had broadened over the ensuing time period. As I am highly intelligent with a firm grasp on reality, one must then conclude that I could not be over you because it would be ludicrous to have feelings for you in the first place!"

She is practically breathless after that speech and she waits for a beat, two, before concluding there will be no dramatic response on his part. Bending down, she picks up her bag's handle and begins to march away. There is a banging sound from behind her, like he just hit a locker, and then she can hear his footsteps coming after her. She walks more quickly. For all his years in Glee and playing sports, he's not as speedy as he should be.

"Oh, what the hell-Berry, quit-Will you just-RACHEL!"

She's a little stunned at the sound of her first name and stops suddenly. He was closer than she realized and he slams into her. She starts to tip forward, her feet tangling, but then his arms wrap around her waist, pulling her back, and she is pressed against his front. His breath is tickling her ear. She gets that warm feeling in the pit of her stomach. Her fingers slide along his arms. Behind her, he stops breathing. All she wants to do at this moment is just lean back against him and let him hold her, let him keep her safe. Her hips shift a little, and then she can feel him...reacting, and now she remembers why she was running away in the first place. She starts to struggle to get away.

He squeezes for a moment before grabbing her shoulders in a lighting quick movement and spinning her around. She wriggles a little, but he's clearly not budging. She exhales in a noisy burst.

"Would you kindly do me the favor of unhanding me? Honestly, Noah, if I didn't know your mother, I'd think-"

He gives her a little shake, the movement causing her bangs to fall into her eyes.

"Berry, wouldja just stop talking for 30 damn seconds? I mean, all I did was ask what your fucking plans for the weekend were and you launched into this long, rambly, speech, and okay, maybe I wasn't listening as well as I coulda, but the next thing I know, you're telling me you're over me. Then I try to figure out where the hell that was coming from when you just start going on and on again about feelings."

He sounds disgusted just saying the word and she inhales sharply, feeling offended. She opens her mouth to express her growing discontent with this unbearable situation and, in a blink, he's covered her mouth with his palm. She can't help it, she shrieks a little. It's just so unsanitary! She starts to struggle again, positioning herself to kick him in the shins, but he's known her for a very long time.

"Goddammit, Berry, no kicking!"

She finds herself pressed against the lockers, a handle jutting uncomfortably into her hip. His hand is still across her mouth and she briefly considers acting like a juvenile & licking it. However, this is Noah and he will probably have an inappropriate reaction. She can only glare up at him. He sighs.

"Why do you hafta make all this shit so complicated? Look, you go on and on about goals and the future. I've seen you do some pretty cutthroat things to get those goals and future. Not gonna lie, it's pretty hot, but you're always fucking moving forwards and I'm...I'm just where I've always been."

It's not the undying declaration of love and devotion she would have preferred, but from Noah, it's Oscar worthy. He lets her go and folds his arms over her head, leaning against the lockers. She's still pinned by his body, but it no longer seems quite as discomforting (although she's sure to have a bruise from this handle; she has very delicate skin). Resting his forehead against his arms, he looks down at her with unhappy eyes. He's waiting for her to say something and, to be quite honest, she's not sure of the right words.

"It's been eighteen months since you've thrown a slushie at me. Thirteen months since you threw anyone of consequence into a dumpster. Six months since you've had encounters with law enforcement. Four months since you've gotten off academic probation. To me, Noah, you've been moving forward too."

Her voice is a whisper between them, her fingers curling into the bottom of his t-shirt. She stares up into his eyes and he seems to be searching her face, looking for some indefinable proof. He cups her cheek with one hand, the calluses on his palm scraping deliciously against her skin. His eyes close a little as his thumb brushes against her mouth. She finds she is once again having troubling breathing.

"So, Berry, are you still over me?"

Butterflies are taking off in her stomach in response to his gravely tones. She's seen this scene in too many movies not to know what happens next. Her mouth curves as she moves her arms around his neck, pressing her hips against his and away from that stupid handle.

"At this precise moment, Noah, I seem to be under you."

She'll make him kiss the bruise better later.