A/N: Mostly PWP, with some feelings. This is my first time writing fairly full-on smut and I'm sort of terrified, but I hope you enjoy!

The title is from "Heavy in Your Arms" by Florence + The Machine.


"Ms. Swan, would you care to stop flinging wads of newspaper?"

Emma turns back and waggles an eyebrow, but the effect is less seductive when her face is so masked by shadows that only the mere contours are seen. She folds the blanket around her torso and under her arms and takes slow steps from the edge of the roof. The waxing moon gives her figure an almost ethereal glow, and the thoughts bring a sheen of fire across her ice cold skin.

"What Madam Mayor, jealous I'm giving the streets more attention that you?"

"I just would rather not explain this predicament if someone were to get hit and come upstairs to investigate."

Emma just turns around and throws another one.

Regina purses her lips and sits up straighter in their make-shift bed. She doesn't bother to cover herself, and let's the blanket fall to her lap. She shivers, and feels her nipples harden in the freezing air. She crosses her arms underneath her breasts. She means to have an intimidating affect on the other woman, but she just waggles her eyebrows again, and Regina rolls her eyes and leans back on the pillows to stare at the stars.

Funny how this world's constellations were exactly the same as the old realm. Looking up at the sky had given her a sense of comfort when she was a child, and believed the stars were watching over her. In the palace, they only served to make her feel small when she wanted more than anything to feel just the opposite; small meant others could control her. And gods, was she thoroughly sick of being controlled. She had destroyed lives, destroyed her own, to leave that awful paradigm she'd been a part of for so long. Now, as an odd calm washed over her, they were simply stars. Twinkling brightly, and out of reach.

She doesn't have a desire to reach for them. For once.

Emma slides under the blankets next to her and runs a hand down Regina's arm. She shivers for an entirely different reason. As Emma's hand begins to wander up the side of her neck and stroke the soft skin of her cheek, she stops her wandering hand in it's tracks.

Emma rolls her eyes. "Seriously? We're on a freaking' rooftop and we've just done….things, and you still won't let me-" She cuts off as she can't find the word.

Regina sighs and pushes down Emma's shoulder so that she rolls on top over her, and places two hands side by side of Emma's head. The other woman gulps and stares into her eyes, seeming to see her, as she is. It's unnerving, but Regina has gotten used to that particular feeling. Any affection, the kind that's swelling underneath her ribcage, is what she still fervently denies. She gives a slow grin and leans down to kiss Emma's neck, just slight touches of her lips on soft skin until she reaches her ear, where she bites down and sucks. Emma gives a groan and reaches up to find purchase on her back, running her hands back and forth.

Regina gives a predatory gaze and begins to kiss her way down the other woman's body; stopping at her breasts; pert and rounded, and puckered enough so that Regina gives each bump a rough swipe of her tongue. Emma's breaths are coming in quick and high-pitched, and suddenly her hand is entwined in Regina's.

Regina pauses and stares at their hands and tries to despise how well they fit together. Emma strokes the inside of her palm, and she pulls away.

"What are you afraid of?"

Regina looks back into the other woman's eyes, full of emotion, too much emotion for whom they're looking at. Emma Swan should hate her, but she doesn't, and the paradox is too much, for Regina should hate her as well. And she doesn't. She can't hate someone who makes her feel like hope is something tangible that she can fill her heart with, who makes her feel complete in a way she'd never thought she'd feel again.

Even when they yelled at each other, and pushed and pulled and now bit, there was something underneath. Something waiting to be said. To be accepted into her life. She rests her head on Emma's stomach, stroking the soft skin underneath her fingertips.

"I've been hurt many, many times." She says, her voice more gravelly and hoarse than she intended.

"And I don't want to be the Evil Queen-"

"You're not-"

"I will be if I get hurt."

Emma looks at her with empathy and she really needs to wipe that particular look off her face, because if there's one thing she cannot handle, it's empathy from Emma Swan. Not now. Not when they're on a rooftop, and with only stars as witness. Emma starts saying something else, something like I've been hurt too, but Regina leans up and reaches for the back of Emma's neck, before pulling her upright into a fierce kiss before the words fully escape her throat and. She bites her bottom lip, and sucks, drawing out a slow moan and Emma's hand comes to rest in her hair, another hand squeezing one of Regina's breasts, kneading it.

Regina sighs into the kiss, and Emma takes the invitation to open her mouth, and they're fighting for power, as they always were, mouths melding and biting and teasing. When they finally part, Emma surprises her, yet again, and kisses her forehead with too much tenderness.

"I can't make promises. But I don't want to see you hurt. It hurts me….to see you hurt."

Regina grabs her chin and pulls her in for another kiss, pushing her body down with roughness against the pillows, and kissing her way down her cold and shivering flesh before finally reaching where Emma needed her most. She spreads Emma's legs, and just rests there for a moment. She presses kisses, gently, to the insides of her thighs, and she knows that Emma is getting more and more bothered by the second.

"Please….Regina…"

Regina smirks and lays her head on her hands on top of Emma's thighs.

"Yes, Ms. Swan?"

She leans her head down, and runs her tongue across the apex of her thighs, and Emma's gasp causes a shiver to run straight from Regina's back to her center. She pauses, and waits for Emma's groan of frustration."

"Ugh, I hate you."

Regina smirks, but doesn't relent.

Emma makes an incoherent noise and thrusts her pelvis up in silent communication, and it would appear that all talk of feelings were gone for the night. Good. Regina knows, with trepidation and too much fear that she's willing to admit, that the conversation will come. But not tonight, under stars that could make her feel small.

She lowers her head once more, and Emma's gasps and groans are all she needs tonight.