Title: What Could've Been (Written for CS AU Week - Day 7: Free for all)

Author: Steph aka CaptainSwanLuver
Rating: PG

Pairing: Killian/Emma

Characters: Killian, Emma, David, Mary Margaret
Category: Romance/Drama/Humor
Disclaimer: I do this out of a love for this couple. No infringement is intended.

Spoilers: Nope!

Summary: What if Emma had walked away from Killian in New York instead of drinking the memory potion? Five years later, Emma's life is miserable. One night, she makes a wish to know what her life would have been like now if she had drunk the memory potion. What happens when she wakes up in a bedroom that is not hers and finds herself married to the crazy man with the magic memory potion?

Note: Written for CS AU Week - Day 7: Free for all (So anything goes.) This was originally intended as a one-shot for CS AU week, but it got crazy long, so I had to break it up into three parts. I normally wouldn't post a new multipart story (even such a short one), before another (Operation: Parent Trap) is done, but I wanted to get this out before CS AU week is over. Hope you enjoy it! ~ Steph

…What Could've Been: Part 1/3...

Emma and Killian stood on the sidewalk in the middle of New York.

"Trust your gut, Swan. It'll tell you what to do," Killian pleaded with Emma.

"Henry always says that."

"Then if you won't listen to me, then listen to your boy."

Killian held the small, blue bottle up to her. She stared at him, conflicted emotions crossing her face and fear swimming in her eyes.

She finally shook her head and stepped away from him.

"I can't," she whispered.

Killian's hand dropped to his side. "Emma, please," he said.

"I'm sorry," she replied, then turned on her heel and hurried away from him.

"Swan!" Killian called after her. "Swan, please don't do this!"

She continued on without looking back, tears stinging her eyes.

Killian bowed his head as she disappeared from view.

~Five Years Later~

Emma entered her apartment and kicked off her shoes. It had been one of those days. She had been working for a high profile security firm for the last five years and she hated her job. She spent her days monitoring rich clients' extravagant summer homes and assigning bodyguards to spoiled celebrities. It was soul-sucking, crushing work.

She sighed heavily, as she plopped down onto the couch. Her eyes surveyed the stark apartment. She had moved there after Henry left for college a few months earlier since she no longer required as much space. Truthfully, it didn't feel like home, but, then again, nothing ever did. Without Henry, the place seemed empty, like it was just a space to sleep and store her clothes.

Her apartment mirrored her life perfectly. She felt empty. Sometimes, she felt so alone that she couldn't even sleep at night. Things were supposed to be different. She should have been married to Walsh now. Maybe they would have even had a kid of their own.

But things didn't work out that way. Nothing had ever been the same after the man with the elixir walked into her life and then she walked away from him. She never even knew his name, but she was certain he was crazy. He had to be. How could she have forgotten about an entirely different life? How could she have forgotten her family? How could she have forgotten him?

The last one, in particular, bothered her because, even after five years, she couldn't stop thinking about him. She couldn't stop wondering what could have been if she had drunk that elixir. She knew it was ridiculous to wonder about something impossible. There was no such thing as magic memory potion. Still, she couldn't stop herself from wondering how things could have been different.

After that day, she had gone back to Walsh and accepted his proposal. But things were never the same between them. She could never rid herself of the feeling that he wasn't who she was meant to be with.

The strange man's words ran through her mind on a constant loop.

Perhaps there's a man that you love in the life that you've lost.

Whether or not there was, it was enough to give her pause in marrying Walsh. She kept putting off setting a date and, after a year and half, Walsh grew frustrated with her. He began to pressure her and started to anger very easily. He turned into a man she no longer recognized. She finally couldn't take it anymore and broke things off with him. To say he didn't take things well would be a gross understatement. He began to stalk her. He called her at all hours of the night and followed her wherever she went. She even had to get a restraining order against him. Even now, three and a half years later, she still couldn't shake the feeling that she was being watched.

Emma got up and moved into the bedroom. She quickly changed and crawled onto the bed, lying on top of the comforter. She stared up at the ceiling and squeezed her eyes closed.

She wished things were different. The mad man's face flashed in her mind. There was something about him that had always seemed familiar. What if she had drunk the elixir? What would her life be like today? She wished with all her heart and soul she knew.

Emma drifted off to sleep with that question nagging at her, as it had done every day for the last five years.

Emma felt the morning sun on her face and then something else. Wetness. She scrunched her nose up and slowly pried her eyes open. She came face-to-face with a long, pink tongue as it was licking her chin. Two big, black eyes on a shaggy face stared back at her.

"Ew!" Emma screamed, as her eyes widened and she scrambled to sit up in bed. "Get off me! Where did you come from?!"

Emma pushed the dog off the bed and he ran out of the room. Then her eyes widened even more as she looked around the bedroom. This wasn't her bedroom. Her bedroom was done in all white and grey. This bedroom had pale blue walls and dark furniture. The comforter currently on top of her was covered in flowers of varying shades of blue.

"What the hell is going on?" she muttered to herself. "Where the hell am I?"

She tried to think back to the previous night. She hadn't had anything to drink. She hadn't gone home with some random guy and had a one-night stand. All she did was go to bed. How did she end up here?

Emma's head jerked to the right, as she heard sounds coming from behind a door and noticed a light shining from beneath.

"Oh my God," she whispered. "Someone else is here."

She heard the shower going and then suddenly turn off.

Emma jumped out of bed and scanned the room looking for something to use to protect herself. She had come to the sudden conclusion that she had obviously been kidnapped. Someone must have broken into her apartment last night, drugged her, kidnapped her, and then brought her back to this house. This very lovely, homey house. Okay, so it didn't look like a kidnapper's lair, but looks can be deceiving.

Emma walked over to the closet and pulled the door open. Her brow furrowed at the neatly divided closet: a man's clothes on the right, a woman's on the left.

Either her kidnapper had a wife or he was a cross-dresser.

She dug around in the bottom of the closet, smiling when she found what she was looking for: a baseball bat.

Emma quickly moved to the wall beside the bathroom door. She held the bat up and sucked in a breath, as the door slowly swung open. A man wearing nothing but a towel walked out.

Emma raised the bat up. "Who the hell are-…"

Killian's eyes grew wide, as his arm instinctively shot up and his hand stopped the bat. "Emma, what in bloody hell are you doing?"

Emma stared at him for a long moment. It couldn't be. It couldn't be him. It couldn't be the crazy man who had haunted her thoughts and dreams for the last five years. It was impossible.

"It's you. The lunatic with the magic memory potion."

Killian's brow furrowed, as he managed to remove the bat from her grip. "Emma, it's me, Killian."

Killian. His name was Killian.

"Love, are you okay?" he asked, taking a step towards her.

She took a step back. "No, I am not okay! You kidnapped me! I knew you were crazy, but I didn't think you would do something like this, especially after all this time!"

Killian reached out to touch her arm, but she flinched and moved farther away from him.

"I don't know what's going on right now, Emma. But I am not mad and I didn't kidnap you. I'm your husband. You're my wife."

Emma's mouth dropped open and she shook her head furiously. "You're delusional."

Killian stepped forward and touched her left hand, but this time she didn't move away. "See? Your wedding ring."

Emma stared at it in disbelief, as if the hand didn't belong to her. "This is impossible."

Killian walked over to the nightstand and picked up a frame. He brought it over to her and showed her the picture. "Look. Our wedding day."

Emma stared at the picture of her in a wedding dress and Killian in a tux. Their arms were wrapped around each other and they were all smiles as they gazed into each other's eyes. She knew it was her, but it was like looking at someone else. It was as if she was looking at the picture that came with the frame.

"This doesn't make any sense," she mumbled.

"We've been happily married for over three years, Emma." He paused and sucked in a breath, worry etched across his handsome features. "Please, tell me what's going on with you. You're frightening me. What's wrong, love?"

"What's wrong?!" she spat out. "Last night, I went to bed and I lived in a small, boring apartment. I worked for a security firm. I didn't have a dog or a husband or-…"

"Mama!" came a voice by her side.

Emma looked down to find a little girl not even two staring up at her. She had golden blonde hair like her and sparkling blue eyes like Killian.

"Or a daughter," she finished in a whisper.

Lia latched onto Emma's leg. Emma let out a little yelp.

Killian smiled at the little girl and pried her off of Emma. "Lia, did you manage to get out of your crib again, sweetheart? You're daddy's little daredevil, aren't you?"

Emma walked over to the bed and slowly sank down onto it. She covered her face with her hands. Killian left the room to put Lia back in her crib.

"This isn't happening. This must just be some weird dream. Last night, I was thinking about what could have been if I drank that elixir so that must be why I dreamt of this."

"So you remember that, do you?" Killian said from his spot in the doorway.

Emma nodded, as he came to sit beside her. "Yes, I do. I remember refusing to drink it and walking away from you. That was the last time I ever saw you."

Killian's eyes narrowed. "Emma, you didn't walk away from me. You drank the potion. You got your memories back."

Emma shook her head. "No, no, that's impossible. I walked away from you and I accepted Walsh's proposal and-…"

Killian's jaw clenched. "You think you accepted that monkey's proposal?"

"Monkey?"

Killian nodded. "Aye. After you got your memories back, you went to talk to him and he turned into a flying monkey and attacked you."

Emma couldn't help but laugh at the absurdity of that statement. "A flying monkey? You mean like in The Wizard of Oz?"

"Precisely."

Emma shook her head and abruptly stood up. "I have no idea what you're talking about. What I can tell you is I never married him. Turns out, he wasn't the man I thought he was." She paused, adding softly. "And I knew I wasn't meant to be with him."

Emma felt Killian's eyes on her and she grew uncomfortable.

She shook her head. "Okay, you know what? I have no explanation for any of this, but I need to get home. I have to get to work. Will you call me a cab please?"

"Cab? Emma, this is Storybrooke, Maine."

"No, I live in New York."

"You lived in New York until I found you and restored your memories. Then you returned to Storybrooke with me. You helped save your family and this town. And we fell in love, Emma. We fell in love and we got married. We have a beautiful daughter."

Emma just kept shaking her head as she moved to the closet. "No, no, no. This isn't happening."

She began to dig through the closet to find something to wear, when her hands landed on her red leather jacket.

She pulled it off the hanger and held it up to him. "How did you get my jacket?"

"Those are your clothes, Emma. That's your side of the closet. That's your jacket."

"No, my jacket is hanging in my closet in New York, not in Storybook."

"Storybrooke," he corrected, coming to stand in front of her. "And this is your home. You're the sheriff here and the Savior. You have a little brother named Neal. Your parents are Snow White and Prince Charming."

Emma laughed. "My parents are Snow White and Prince Charming? You really are insane."

Killian sighed heavily. He then brought his hand to her cheek and cupped it gently. She didn't move away. "Okay, just calm down, love. I'm going to bring you to someone who can help."

"Great, thank you," she said, breathing a sigh of relief.

Killian moved to the closet and took out black jeans, a dark blue shirt, and a black leather vest and jacket. Emma noted that at least his choice in clothing was less strange than the last time she saw him.

He moved to his bureau next and Emma got a good look at him for the first time. There was no denying he was gorgeous. His bare chest was sprinkled with dark hair giving way to toned abs. Her eyes moved to his arms and her brow furrowed. She remembered he was missing a hand. She'd seen his false one covered with a glove and even threatened to take the other from him, but she'd never seen his bare arm.

She was about to say something when she noticed him pull an apparatus out of the drawer. It was made of black leather and she watched as he strapped it in place on his left arm. He then reached into the drawer again and pulled out a silver hook. Emma's eyes widened as he popped it into a hole in the apparatus and twisted it into place.

"Oh my God, you're going to kill me. You really are a lunatic. You're some deranged serial killer who guts his victims with a hook. I am going to die like I'm trapped in some crappy horror movie. This isn't a crazy, weird dream. It's a nightmare!" she said.

"Calm down," Killian replied. "I'm not a serial killer. I used a fake hand covered by a glove when we met in New York. I, quite correctly, assumed the hook might alarm you." He paused and then added, "I'm Captain Hook, Emma."

Emma burst out laughing. "Captain Hook?"

He nodded. "Aye."

She shook her head. "You don't look like the Captain Hook I remember. He had a perm and a curly mustache. And he wasn't as…" She paused, gesturing at him with her hand.

"Devilishly handsome?" he provided for her with a grin.

She smirked. "I was going to say as young as you."

Killian waved his hook in dismissal. "That depiction of me is highly inaccurate. Frankly, I should have sued Disney for defamation years ago."

"Okay, let me get this straight. My parents are Snow White and Prince Charming and I'm married to Captain Hook."

He smiled. "Now you're getting it, love."

She shrugged. "What the hell. This is just one messed up dream anyway. Let me guess: My best friend is Cinderella."

Killian chuckled. "Even better, she's the Evil Queen."

Emma nodded, deciding to play along now. She figured she would wake up from this bizarre dream a lot more quickly if she went along with it.

"Awesome. So who are we going to see?"

Killian grinned. "Your best friend, Emma."

Killian dropped Lia off at David and Mary Margaret's. He decided not to tell them what was happening with Emma yet. He didn't want to alarm them about her condition until he spoke to Regina.

Killian explained the situation to Regina.

Emma stared at her. "So you're the Evil Queen, huh? You don't look particularly evil. Or like a queen, for that matter."

"Do you see what I'm talking about?" Killian asked, while gesturing with his hook at his wife.

Regina shrugged. "I see something isn't right, but I can't help you. There isn't any new curse that I am aware of and she has some memories of you, so she isn't suffering from complete memory loss."

Killian sighed heavily. "She doesn't remember I'm her husband. She didn't even know I am Captain Hook or that her parents are Snow White and Prince Charming. She doesn't remember drinking the potion that restored her memory. She thinks she never did."

Regina nodded. "Yes, you made all of that very clear the first time, but I still don't know what you expect me to do."

Killian's jaw clenched. "You gave her the false memories in the first place. Maybe this new memory loss is a side effect of what you did the first time."

"Side effect? Five years after the fact?"

Killian ran a hand through his hair in frustration. "She isn't acting like the woman I fell in love with, the woman I married. She doesn't even remember we have a daughter."

Emma watched them both in fascination. This was definitely going down as the craziest dream she'd ever had. But, she figured, there were worse things than being married to a drop-dead gorgeous man, even if he did have a hook instead of a hand.

Killian held his hook up to Regina. "She was frightened of my hook. She thought I was a serial killer and was going to use it to gut her."

Regina laughed at that. "Well, I never did understand her strange attraction to that thing."

"She looks at me like I'm a mad man. Worse, like I'm a stranger." Killian rubbed at his forehead and then sighed heavily. "What about the memory potion? Can we procure more of it?"

Regina shook her head. "I'm afraid that's not possible."

Killian sighed heavily. "Are you positive there's nothing you can do?"

Regina felt a pang of empathy for the man before her. They had never really gotten along, but she knew how much Killian loved Emma. She knew he would do anything for her and she couldn't even imagine how much this must be hurting him right now.

"I'm sorry, there's nothing I can do. My advice is to try to jog her memory by showing her what's familiar. Her family. This town. Your home. Tell her stories about how you fell in love. Show her pictures."

Killian let out a frustrated breath. "Fine." He went over to Emma. "Come on, love, let's go."

They left Regina's mansion and Emma smiled at Killian. "She seems like a nice lady."

Killian simply dropped his eyes and offered no response.

They walked down the sidewalk, as Killian pointed out familiar Storybrooke sites.

"And that's Granny's Diner. You love her grilled cheese and onion rings."

Emma's lips curled downward. "I haven't had fried foods in years. Gotta stay healthy."

Killian tried to stifle a sigh, as he pointed to the library. "That's the library. Your friend, Belle, works there."

Emma released a snort. "You mean Belle like from Beauty and the Beast?"

"Aye."

Emma nodded. "So if Beauty works at the library, where does the Beast work?"

Killian pointed at Gold's store. "There."

Emma bobbed her head. "Of course."

Killian stopped walking and looked at her. "Does any of this seem familiar, Emma?"

Emma stared into his pleading, desperate eyes and a part of her ached to tell him what he wanted to hear. This may have just been a dream, but the pain he was feeling right now seemed very real.

She finally shook her head. "No, I'm sorry."

Killian's chest deflated. "It's okay. Let's keep walking."

They continued on until they reached the loft. "This is where your parents and brother live."

"Snow White and Prince Charming?"

He nodded, a tiny smile on his lips as he thought he noticed a flicker of recognition in her eyes.

She stared up at the building. "Do all seven dwarves live there, too? Probably gets pretty crowded."

Killian's smile faded away. He didn't reply as they made their way upstairs. He took a deep breath and then knocked on the door. A moment later, Mary Margaret answered the door, Lia in her arms.

"Oh, hi. That was fast," Mary Margaret said.

"Mama!" Lia screamed and held her arms out to her mother.

Emma's eyes widened and she took a step back. Mary Margaret didn't notice and handed Lia to Emma.

"You missed your mommy, huh, little girl?" Mary Margaret said.

Emma held Lia out in front of her like a ticking time bomb as she stared at her. Mary Margaret's brow furrowed at her.

"Mama!" Lia said again, as she grabbed at her hair.

Killian smiled awkwardly and then took Lia from her. Emma breathed a sigh of relief.

"Emma, are you okay?" Mary Margaret asked.

Emma didn't respond, so Killian replied instead. "We need to talk. Let's all go inside."

Emma entered the loft and surveyed it. Nothing. Nothing about it seemed familiar. She looked at her mother and who she assumed was her father sitting at the kitchen table. She felt a slight twinge in her gut, something seemed familiar about them.

She remembered Killian telling her to trust her gut. She hadn't five years ago. She'd walked away from him, even though her gut told her otherwise. Maybe she had made a mistake.

All four sat down at the kitchen table.

"Something has happened," Killian said.

David's eyes widened in alarm. "A new curse? Villain?"

Killian shook his head. "No, um, it's about Emma."

Mary Margaret nodded. "Yes, something seems off with her."

Killian nodded. "Something is. She woke up this morning not remembering that I am her husband, that she has a daughter, that she lives in Storybrooke. She doesn't know who you two are."

Mary Margaret gasped. "Oh God."

"How could this happen?" David said.

"I haven't a clue. She remembers that I came to see her in New York and wanted her to drink the memory potion. But she doesn't remember drinking it. She thinks she walked away from me and has been living a different life in New York ever since."

"Have you been to see Regina yet?" Mary Margaret asked.

"Yes, she did give her the false memories to begin with," David said.

Killian nodded. "We just came from Regina's. She couldn't help. I hoped seeing Storybrooke and her family would jog her memory."

"Has it?" Mary Margaret asked, addressing Emma.

Emma's mouth hung open for a moment. Like Killian, they both looked at her with pain in their eyes. She wished she could take it away.

"I'm sorry," she whispered.

"There has to be something we can do," David said.

Mary Margaret reached across the table and put her hand over Emma's. She flinched for a moment, then relaxed. Something about the gesture seemed familiar.

"Everything is going to be okay, Emma. We'll figure this all out."

David nodded. "Your mother's right. We always do."

Emma stared at them for a long moment. "You don't look like Snow White or Prince Charming."

Mary Margaret bobbed her head. "Well, not in this world. But in the land of your birth, the Enchanted Forest, we do."

Emma nodded. "The Enchanted Forest. Of course."

Killian, Mary Margaret, and David exchanged a look. All three stood and moved to the corner of the loft.

"How are you holding up?" David asked Killian.

Killian rubbed at the back of his head. "I'm going mad. Last night, I went to bed feeling like the luckiest, happiest man in the world. I had an amazing wife and a beautiful daughter. Today, I woke up and my wife looks at me like I'm a stranger and doesn't even know we have a daughter."

Mary Margaret patted his shoulder comfortingly. "Don't worry, Killian. This won't last forever. We'll figure it out and you'll get your wife back."

Killian nodded. "I hope so."

Killian found Lia toddling around and picked her up. He walked over to Emma and held out his free hand. "Let's go home, love."

Emma stared at his hand for a long moment, before standing and walking in front of him. Killian's hand slowly dropped to his side.

Once home, Killian put Lia down for a nap. He found Emma sitting on the couch, staring off into space. Killian pulled the fairytale book out from a drawer in the coffee table and sat down next to her.

"I thought this might help."

Emma jerked her head to the left and looked at him. She had been so lost in thought that she didn't even notice him sit down next to her.

"What is it?" she asked.

"It's a book of fairytales. Stories about your parents, Regina, Belle, all of the fairytale characters are in here."

"What about us? Are we in there?"

Killian nodded, a wistful smile on his lips. "For a bit."

He flipped to a page and pointed, his fingertip brushing across her face. They were dancing at the ball in the Enchanted Forest.

Emma felt a smile pull at her lips. "Where were we?"

"The Enchanted Forest. Your first ball. It's a long story, but we were transported back in time."

Emma lifted her eyes, her gaze scanning his face. "How did we fall in love?" she asked softly.

Killian met her gaze. "Well, I was in love with you before you were with me. Since you'd had your heart broken, you were reluctant to open it again. But, over time, we got to know each other, you began to trust me, and we fell in love."

"And got married."

Killian nodded, as he closed the book and placed it on the coffee table. He stood up and walked over to the DVD player. He took a DVD from the rack and placed it into the player.

"There's something else I'd like to show you," he said, as he sat back down next to her.

Emma was about to ask what it was, when her question was answered by the images on the screen. It was their wedding. She watched as she walked down the aisle beside her father and came to stand beside Killian, who had the biggest smile upon his lips. She listened as they said their vows, tears in their eyes. She saw them have their first kiss as husband and wife, then their first dance.

Emma's mouth hung open as she watched. It felt like she was watching a movie. The woman looked just like her and the man looked just like him, but it just didn't feel real. She figured that was because it wasn't. This was just a very vivid dream.

She felt Killian's eyes on her. The video finally ended and she met his gaze.

"You really love her, don't you?" Emma said.

Killian shook his head, licking at his lips. "No, I really love you, Emma."

She averted her gaze. "You both seemed really happy."

He bobbed his head. "We were. We are, love. You and I have built a very happy life together with our daughter."

"I'm sorry," Emma whispered. "I know this is hard for you. I can see how much pain you're in."

Killian hesitantly brought his hand up to cup her cheek, waiting for her to flinch from his touch, but she didn't. Instead, he actually felt her lean into his palm.

"We've been in dire straits before, Emma. But we always find a way through. I'll never give up on you or us. We'll figure this out. I promise."

Emma dropped her eyes, but didn't reply.

End of Part 1

Thanks for reading! Hope you enjoyed it and please let me know what you thought! ~Steph