Santana Lopez walked into Breadstix to see Rachel Berry sitting in a booth by herself. Looking around the restaurant, she saw that if she wanted to get seated anytime soon, she either had to sit with Rachel or at Finn, Quinn, Brittany and Artie's table.

"The wait time is going to be about an hour," the hostess said. Santana shook her head.

"I'm with the girl who looks five but is actually seventeen years old," she said, walking to Rachel. After standing at the table without acknowledgement, she cleared her throat. "Berry." Rachel looked up.

"Can I help you, Santana?" she asked, clearly annoyed at the taller girl.

"You with someone tonight?" Santana asked. Rachel shook her head. "You are now."

"Santana, I'm eating alone tonight." Rachel said. Santana shook her head.

"Here's what's happening right now, Berry. I have two choices: I can either eat with Finn, Quinn, Brittany, and Artie or I can eat with you. I'd rather eat with you."

"You could always eat alone." Rachel pointed out. Santana shook her head. "What's wrong with Brittany? You guys are best friends."

"Not when she's with Wheels. Listen, can we please just get through one meal together? If you're eating with me, nobody will notice that you're staring pathetically at Finn and Quinn, who seem to be having some kind of double date over there." Santana said. Rachel looked away.

"Fine. One meal," she said, sighing heavily. Santana sent her a smile.

"Great. Now, don't touch the breadsticks. They're mine." Rachel rolled her eyes and pushed the basket closer to Santana. "Glad we can agree. Now, why are you staring at Finn and Quinn?"

"Why aren't you sitting with Brittany?" Rachel countered.

"Touché. I'll answer your question if you answer mine." Santana offered. Rachel bit her lip, considering.

"Fine. I'm staring at Finn and Quinn because they're dating," she said. Santana raised an eyebrow.

"Okay… so why are you staring at them?" she asked.

"Because they're dating."

"Berry, they've been dating since the championship game. Quinn cheated on Sam with Finn. The only one who didn't know about it was you," Santana said. Rachel looked down and intensely studied the menu. "Sorry, I guess."

"It's fine…" Rachel mumbled distractedly. "So, you owe me an answer."

"Long story short, Brittany and I got in an argument… more like a fight," Santana said. Rachel raised an eyebrow. "Look, neither of us is going to go into detail with each other, especially in a public restaurant."

"Okay, then let's go somewhere else. You look like you need to talk and frankly so do I."

"What I need is breadsticks. You're not my therapist, Berry." Santana said. Rachel sighed as the waiter walked up to take their orders.

"Let's just get through this dinner and see where it goes. Maybe we can be friends. I think that the both of us could use a friend right now, because we're both obviously hurting. I don't know what's going on between you and Brittany, but I hope that one day you feel comfortable to open up to me."

"I doubt it, but whatever. I'm not exactly surrounded by friends. Quinn hasn't spoken to me since I told Sam that she cheated," Santana said. Rachel nodded.

"I can understand that. I wouldn't want to talk to you either."

"And yet, here you are offering friendship to the girl that broke you and Finn up." Santana said. Rachel sighed.

"You're right. I'm crazy."

"Yea, probably. Maybe we shouldn't be friends," Santana said as her plate was put in front of her. Rachel stared at her plate.

"I'm trying to get past that. Beside, you didn't cause our break up. I did," she whispered. Santana raised an eyebrow.

"What do you mean?" she asked, lifting her water glass to her mouth. Rachel bit her lip.

"I cheated on Finn with Noah," she said, causing Santana to choke on her drink.

"You actually cheated? You? Rachel Berry?" the former cheerleader asked. Rachel nodded. "Wow. I thought you were in love with Finn."

"I am. I just wanted to get back at him for sleeping with you, but Noah wouldn't go through with it. We only kissed," Rachel admitted.

"Puck wouldn't go through with it and only kissed you? Wait… Finn broke up with you because of a little make out session? How long did it last?" Santana asked.

"I don't know, maybe five minutes."

"Seriously? Berry, why are you so hung up on this guy?" Santana asked.

"Why do you care?" Rachel threw back.

"I don't, but I have to see you every single day and I don't want to have to listen to you sing heartbreak songs about fucking Finn Hudson." Santana said. Rachel glared at her. "Fine. I care a little bit. I mean, you believed me at sectionals last year. I'm not completely heartless." Rachel nodded slightly.

"Now… enough about me. What about you and Brittany?"

"Is there any chance of you leaving me alone?"

"Not unless you tell me what's going on." Rachel said. Santana sighed.

"Fine. We'll talk about it. But not here," she said. Rachel nodded.

"Well, we're finished with dinner. Let's go back to my house."

"You want me to go to your house?" Santana asked, creeped out.

"It's the only place where nobody will overhear us." Santana nodded as the check came. Rachel reached for it, but the Latina grabbed it before she could.

"What are you doing?" Rachel asked. Santana rolled her eyes.

"I'm paying the check. I thought you were smart, Berry."

"Why are you paying? It's not like this is a date." Rachel said. Santana smirked.

"I crashed your dinner. This is the least I can do." she said, signing the receipt. Rachel smiled. "So… do you want me to follow you to your house?"

"Actually, my dads dropped me off. Can you give me a lift?" Rachel asked nervously. Santana nodded.

"Yea, sure. I'm going there anyway. You're gonna have to remind me how to get there, though. I've never driven there before and when I left I was trashed," she said. Rachel laughed.

"Okay. Let's go." The two stood up and reached the door just as Finn, Quinn, Brittany, and Artie reached the door.

"Santana… and Rachel…" Finn said, confused. Santana nodded.

"What are you two doing here?" Quinn asked.

"Having dinner. Where are you guys off to?" Santana asked, uncomfortable.

"We're all going to a movie. It's a double date, but you two can come too."

"We're not on a date, so it wouldn't be appropriate." Rachel said, smiling politely. Santana nodded.

"Anyway, we have to go. Have fun. Come on Rachel."

"Nice room?" Santana said carefully, walking into Rachel's pink and yellow room.

"Do you mean that?"

"Absolutely not. It's fucking awful." Santana said, sitting on the bed. "I'm guessing you won't let me avoid this any longer, so here's what happened."

"Okay, I'm ready," Rachel said, sitting on her bed.

"Britt and I were fooling around the entire time she's been with Artie and she wanted it to be more and I wasn't ready. But then I realized that I'm in love with her, but she said she wouldn't break up with him, so I told her to forget about it and I've been avoiding her ever since." Santana said. Rachel felt her jaw drop.

"Really?" Santana nodded. "Does… Are you…"

"Yes, I am. Don't tell me that you of all people are homophobic." Santana said.

"I'm not, I'm just… I'm surprised, that's all." Santana nodded.

"Well… I gotta go… Homework, you know how that is. Tomorrow is a school day after all. Thanks for letting me crash your dinner. I'll see you tomorrow? Maybe we can eat lunch together… Preferably not in the cafeteria," she offered. Rachel smiled and nodded.

"That sounds good. Thanks for the ride home."

"No problem." Santana said, walking out of the room.