Pairing: Emma/August

Rating: M (smuttttt)

Disclaimer: I own nothing related to Once Upon a Time.

A/N: This was an idea that's been in my prompts file for a really long time. And now it's finally come into existence. No real context. August is a man after the curse breaks in whatever headcanon way you feel comfortable with.

"Really? With the no shirt?"

August glanced over his shoulder to find Emma standing in the doorway, arms crossed over her chest and head tilted to the side. She wasn't wearing much more herself; a pair of black running shorts and a matching tank top, the white straps of her bra peeking out from underneath. He swallowed, grateful he'd been facing the cart holding several blue mats. The last thing he needed was for Emma to notice the twitch beneath his nylon warm-up pants.

"I could go put one on if it'll make you more comfortable," he replied with a smirk before throwing a mat down, releasing a cloud of dust as it hit the ground. There hadn't been much need for a gym in a town where no one aged or changed physically at all, and after the curse broke, he supposed it simply wasn't part of anyone's routine. It had been Emma's idea to meet there to practice hand-to-hand combat, and August had to admit he quite enjoyed the privacy.

"No, it's fine, it's just…" her voice trailed off as her eyes raked down his chest, "Let's get started."

Perhaps he was enjoying it a bit too much. "Whatever you say."

With a sudden gulp of air, Emma's eyes flashed back up to his. He tried not to grin again and turned away to pull another mat down to the floor.

"Thanks for doing this, by the way. You're the only person I know won't let me win." When he turned back, her hair had been pulled up into a tight ponytail and she stood in her socks at the edge of the mats.

"It's my pleasure." August allowed himself to smirk this time and kicked off his shoes before meeting her. "And I meant what I said, I won't go easy on you."

"Good. Now, where do we start?"

"How about here?" His had shot out to grip her wrist and pull her toward him, but she responded faster than he expected, pushing into him as she wrenched her arm upward, causing him to lose his grip. "Pretty good," he breathed and stumbled backwards.

"Please, that's beginner's stuff. I thought you said you wouldn't go easy on me?" She demanded, placing her hands on her hips.

He rushed towards her and easily avoided her block as he approached. Spinning her in place, he pinioned her hands behind her back and tugged sharply on her wrists causing her to fall backwards against his chest, her breath ragged already. "You're far too predictable," he breathed into her ear. She shivered slightly, though it was clear she didn't intend to. "You can't give away your game on the first move."

His grip loosened and Emma shoved him away, making a thoroughly disgusted noise in the process.

"Come at me again."

With a shrug, August came at her low, her ribcage taking the brunt of the hit from his shoulder. She gasped, but kicked out, sweeping his leg to the side with her foot. They tumbled together to the ground and August was glad he'd put the mats down. With his arms still locked around her middle, he grinned down at her and she squirmed under his weight.

"Give up?"

"No," she huffed and attempted to strike him in the side of the neck. He caught her hand and readjusted, wedging a knee between her thighs to lock her in place as he pinned both wrists on either side of her head. Sweat dampened her clothes and August looked down at the fabric clinging to her stomach, revealing every muscle and sinew flexed tight in defense. He fought the urge to risk a glance at her breasts heaving beneath him, though he found the visible peaks difficult to miss.

"Now?" He leaned in close to her face, perhaps a bit foolishly, but in his punch-drunken state he didn't care. Emma's cheeks grew red from the strain of fighting against him and she groaned before finally going limp. August loosened his grip and started to back off, but Emma surprised him by swinging her leg around and flipping him onto his back.

August was impressed, though the feel of her slender calves pressed against his torso was far more arousing than he'd anticipated. His cock began to twitch again and with her wrists still pinched between his fingers, he pulled her down against him, their mouths only a hairsbreadth apart.

There was the briefest flash of uncertainty in her eyes but then Emma's mouth was on his, white-hot and all-consuming. He slipped his hands down to her waist and nipped at her bottom lip, causing her to moan lightly into his mouth.

The moment didn't last long, and August felt his breath leave his lungs as the heel of Emma's hand made contact with his solar plexus. He gasped, letting his head fall back against the mats as Emma sat up, grinning triumphantly over him.

"Geeze, Emma…" he wheezed and attempted to push himself up to his elbows, but Emma's hand forced him roughly back down.

"What are you gonna do about it?" She challenged.

"Well first of all," August began after finding the air returning to his lungs and wondered just how far Emma wanted to take this, "I'm gonna start by wiping that smile off your face."

He gripped her shoulder and rolled on top of her, connecting with her mouth until she bucked her hips, making contact with the rapidly growing bulge between his legs. With a growl, he snaked a hand between them to pull aside the material of her shorts. Emma flinched, but August persisted, dipping his thumb beneath the cotton to find her drenched and hot and ready for him.

A bead of sweat trickled down his throat and Emma leaned up, flicking her tongue out to catch the droplet before pressing her lips to his skin. "Fuck, Emma," August groaned and found her clit, sending her into a fit of yelps and moans. God, the feel of her was overwhelming. He wanted to see her come undone, to feel her shiver and shake and hear his name come firing from her mouth, but the ache in his cock was swiftly overpowering him and he longed for relief. As if sensing his need, Emma's hands went to work freeing him from the nylon, and wasted no time guiding him toward her.

With each thrust, August found himself desperate for more. More of her, more of her cunt, more friction. He closed his eyes, focusing solely on the spasming of her muscles around him and suddenly he was on his back again. This was some kind of torture, he was certain of it. Emma rode him slowly, painfully slow, though he was thoroughly paralyzed by the feel of her. Eventually his hands sought out her breasts, pinching the hardened peaks through her clothes. Emma yelped in response and quickened her pace over him.

August sat up and gripped her around the waist and Emma opened her mouth as if to speak. Before she could utter a single sound, August lifted her off his lap and flipped her so she was face-down on floor before shifting quickly behind her. He forced her left knee up and to the side with his own and supported himself on the opposite elbow before pulling her shorts aside to slide back in.

"August… oh god…" she whimpered as his thrusts deepened. "Yes, there… oh…"

Each noise that came from her mouth fanned the flame of his need, and he fucked her roughly, gripping her shoulder hard and trailing his lips along her neck and back.

"Come on, Emma, come for me." His breath was husky and raw.

"August… please… August… I-I can't… ohhhhh, oh!" She cried loudly and clung to the blue vinyl beneath them, her muscles contracting deliciously around his cock. With a few more fevered movements, he fell over the edge, digging his fingers into her shoulder so hard he was positive she'd develop a bruise. Or five. She fell limp beneath him as he rode out his orgasm, and soon he was draped over her, too exhausted and too sensitive to move.

After catching her breath, Emma began to stir, twisting slightly to catch August's lips. He moved a hand up to sweep away the strands of sweat-soaked hair clinging to her forehead and kissed her again.

"Wow," she whispered, her eyes half-lidded from exhaustion and lust.

"You can say that again." He pecked her lightly before pulling out and tucking himself back beneath the elastic, then righted her panties.

"I should probably get you home," he conceded after helping Emma to her feet. He wasn't entirely sure what just happened or if it would ever happen again, but he also wasn't really the type to push women, especially a woman like Emma. "We can practice sparring again next week?"

Emma looked away. "I don't think that's such a good idea."

August's heart sank. Of course he fucked this up. He'd fucked every relationship in his life up. What made him think this would be any different? He could kick himself for being so impulsive. But self-restraint wasn't exactly in his nature.

"Emma, I'm sor—"

"But if we go back to your place, there's a few more moves I'd like to try out tonight. If you're up for it, that is."

The corner of August's mouth curved upward into a small smile. The woman never ceased to amaze him, and as he leaned into her kiss, he knew that this was be only the first of many wrestling matches to come.