Hey guys! I dont know if it needed it, I'm unsure, but I bumped up the rating for this chapter to M, just in case. Enjoy :)

Emma's POV

Ow! Damn that felt good. I can't help but wonder how we got here, me being pinned against the front door as Regina assaults my neck with her lips. How did we get here? The night had been so normal… not that I am complaining… trust me, no complaints here… it's just interesting how things can go from one place to somewhere else so fast. The night started off as usual with me waiting at the bottom of the stairs for Regina. I have come to the realisation over the last couple of weeks that Regina always takes a long time to get ready. Me, I just put on a pair of jeans and a shirt, little bit of makeup, run my fingers through my hair and I'm good to go. Regina on the other hand, can be up there for hours. So far I had been waiting for her for forty-five minutes. That's after I got ready and took Henry to my parents and returned back home. I have no idea what she does up there, but I got to tell you, when she comes down those stairs, it is so worth the wait.

I wrap my arms tighter around her waist, forcing us closer. Her body is flush against mine, and I move my head so I can capture her lips, her hands immediately cupping my cheeks. Those hands that not so long ago were entwined with mine as we sat and watched a movie at the theatre. It was a simple gesture, holding hands, but something I had become to love. I didn't even think about it anymore, it was just instinctual to grab hold of her hand. We had sat like that through the whole film, only letting go when someone needed a drink or a snack. When the movie had finished, we had continued to hold hands on the way to the restaurant. Never, at any point, did I think that those hands would soon be places other than my own.

Finally, without ever parting, the door managed to open and we practically fell into the hallway, giggling as we steadied ourselves, and then immediately locking lips once more. This time it was me to hold Regina against the door, pinning her hands above her head as I began to kiss my way down her neck and across her collar bone, finding the place I had learned over the last week that drove her insane. I feel the moan before I hear it escape from her lips, and smile into her neck. She brings her hands down and I feel them on my waist, spinning me round so my back is to her front. Her hands find their way to my stomach, hugging me tightly, while her mouth finds my ear, gently taking it between soft lips. Two hours ago we were in this exact same position, only completely different. We were waiting for our table at the restaurant, and Regina was hugging me from behind, whispering sweet nothings in my ear. Even then, I did not imagine the night would lead here.

I bring my hands up to tangle them in Regina's hair, slightly moving her face down so I can kiss her. The kiss is slow, not like the others shared tonight. This is different, more passionate. I turn slowly in her embrace, kissing her more deeply. Finally she breaks away, her eyes a darker shade than they were previously tonight. Without words she takes my hand and begins leading me upstairs. Oh God. Is this really happening? Are we really going to do this? Am I ready to do this? I mean obviously I have done this before, I'm not a virgin or anything, but I've never been with a woman before, well as far as I remember anyway. What if I don't know what to do? What if I'm different to what I usually am? What if my scars disgust her? What if I can't please her? What if what if what if. Can I do this? Regina leads me into her room and closes the door behind us. I watch as she walks back over to me, eyes raking up and down my body, man she looked hot right now. Slowly she brought her hands up, and removed my jacket, dropping it on the floor. I look down at the jacket, and back up at Regina. I'm frozen; I don't know what to do. Should I continue getting undressed? Should I undress her?

"Emma, we don't have to do this if you don't want to?" Regina asks, concerned, obviously my panic has spread to my face. I look into her eyes, so dark and filled with want, but I also see concern, and love. Making the obvious decision, like I'm going to say no, I remove my own shirt, leaving me in only bra and jeans. Moving closer, I close the gap between us, and gently kiss her lips.

"I want this." I whisper, capturing her lips once more. The kiss starts gentle, but soon escalates as tongues meet and breathing soon becomes a problem. Regina moves to my neck, running her hands all over my back and stomach. Turning us around, I begin pushing her towards the bed, no longer worried, just impatient. Just before we reach the bed I wrap my hand round Regina's back, and slowly unzip her dress. She lets it fall to the ground, and I stand gaping at her. How did I get so lucky? Seriously, I want to know the answer? How on earth did I get so lucky as to have this gorgeous woman love me, and give herself to me? Seriously, she is a Goddess. I slowly drag my eyes up her body; up her toned legs, over her gorgeous hips and toned stomach, further and further until I reach her eyes. She is smirking at me, I love that smirk. That smirk is so sexy.

"I want this so bad." I repeat, before pushing her onto the bed and straddling her lap. We continue to kiss until I know my lips are swollen, but I don't care. Rolling us over, Regina is now on top, looking down at me. She begins placing light kisses from my ear, down my neck to my stomach and back up until she reaches my lips. We haven't gone this far before. Kisses here and there, a light make out session when Henry is at school or at my parents, but everything has been over the shirt stuff. I didn't think I was ready for this, ready to be this intimate with Regina yet. Right now though, with her above me, looking at me in such a loving way, I can't help but feel completely ready, and wonder why it has even taken us this long. Regina is gorgeous, and sexy, and every word alike, how could anyone not want this? I want this. I want this so bad. Sitting up, Regina's legs wrapped around my waist, I bring my hands up to cup her face, kissing her deeply. Never breaking the kiss, I slowly bring my hands around her back, sliding them up to her bra strap. Just as I am about to unhook it, she breaks away.

"Wait!" she says while trying to regain her breathing.

"What's wrong? Did I do something?" I ask confused? What happened?

"No it's not you." She starts, brushing a loose piece of hair behind my ear. "I just can't, I'm sorry."

"What? Wait, what happened? Two seconds ago you were all for this and now you can't? I'm confused?" What the hell happened? It was her who started this whole thing! She was the one who pinned me against the door out of the blue when we arrived home. She was the one who suggested we move this upstairs. She was the one who took off my jacket. I don't understand.

"I know I'm sorry." She moves off of me and sits beside me, grabbing my hands with hers. "I thought I wanted this, but I can't do it."

"Am I not good enough? Do you think I will do it wrong?" I interrupt her, my insecurities getting the best of me. "Do I disgust you?"

"Emma no! Of course not!" she cries incredulously, "How could you think that? You do not disgust me. This was not where I thought tonight would lead, trust me, but when I saw you walking up that drive, you were looking so gorgeous something just took over me, and I needed to have you."

"Then what happened?" I ask, looking down at our entwined hands.

"What happened is that I remembered how much I love you." She said, lifting my chin so I met her eyes. "Being here with you like this, reminded me once again how much I love you and how much you mean to me. Emma, before your accident, we never just had sex… we made love. It was never just sex to either of us because there was so much love and passion expressed. I love you, SO much, you have no idea how much, but it dawned on me just now that that love isn't mutual, and that's okay. You've been through so much, you've had to get to know me again, to know yourself again, I don't expect you to love me like you did. I can feel and sense that you care deeply for me, and maybe are even starting to love me, but it's not the same. I don't want to make love to you… I want to make love with you." Oh God this woman. Seriously? How is she even real right now? "So I'm sorry, but I can't… not yet." I'm shocked, I am so worked up right now, and was so ready to do this, I wanted to do this, but looking into her eyes, seeing that love, I can't help but agree with her.

"You're right. When we do this, I am going to love you just as much as you love me." I smile, leaning forward and capturing her lips slightly. "I'm going to go to bed then."

"Okay. Thank you, for understanding." She says, while moving off the bed, grabbing her dress from the floor and making her way to the bathroom, "I had a really great night, Emma". I stare at the closed ensuite door, where Regina just disappeared. Looking around at the messy sheets and clothes sprawled across the floor I can't help but wish tonight had ended slightly different. Yeah, I definitely need a cold shower.

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