Part 2 for CS AU Week! Unbeta'd since I decided to do this last minute. Mistakes are mine.

Emma pretended she hadn't heard their conversation, but of all the things Hook had said, two sentences stood out – not for the words themselves, but for the instant reactions that had knifed through her.

Don't worry, I'm not here to pursue the Lady Swan.

Disappointment surged through her as she struggled to keep her attention on Henry, his strange behavior nagging at her. Sure, the kid had been through a lot, but he loved the storybook. Yet when she'd placed it on the table, he'd barely blinked. That was what she needed to focus on – Henry, her son, and his recovery from his ordeal. Not her own misplaced, inappropriate reaction to Hook telling Neal he wasn't going to purse her, even after the two kisses in Neverland.

Well, one in Neverland, and one on the deck of his ship sailing through the clouds. Not that she'd been thinking about those kisses.

You've already walked out on Emma once.

She'd just resolved to block out their voices when he said it, and her disappointment dulled into an acute ache, an insistent pain deep in her belly she'd lived with for years. Yes, Neal had walked out on her, and yes, she was terrified he'd do it again. It was part of why she'd admitted she'd hoped he was dead – a dead Neal was the end of a particularly nasty chapter of pain in her life.

But Neal wasn't dead. He was there, in Storybrooke, talking about her with Hook as though she wasn't sitting three feet away – as though by suddenly reappearing he now had a right to make decision about her life.

Never mind that Neal hadn't actually reappeared so much as been chased down by Emma on a New York City street. He was carrying on as though he'd somehow done the noble thing and come back for her, but the truth was, Neal hadn't looked back until she was standing in front of him with his kid.

Emma's irritation only grew at Neal's pleased tone, the way he seemed satisfied with the pirate's vow, even after Hook pointed out his intentions for the long run. Neal was either too stupid or too arrogant to realize Hook's uncanny ability to read Emma's fears was much stronger than Neal's nonexistent attempts to understand her.

The fact that he tried to ask her on a date only moments later, surrounded by the town, when she hadn't so much as had a chance to change her clothes, only proved how little he understood. She said no, and still, he attempted to manipulate her into it with his complete lack of subtly regarding lunch the next day.

And if her evening couldn't get any more frustrating, her parents was waiting for her the second she turned away from Neal with a forced laugh. She tried to brush them off, but Mary Margaret just chirped back that she owed it to herself to go on a date with Neal – as though the man who'd left her high and dry was somehow a present from the universe she should be giddy over.

It wasn't that she was unhappy Neal was alive. It gave Henry the opportunity to know his father, and she couldn't deny she'd wanted that for him. She just didn't want Neal to get any ideas about her desire for Henry's happiness and what that meant for their future.

Because Hook was right. Neal had already walked out on her once. Emma didn't want to give him another chance to do it again; the only thing that had kept her from flat out saying no was a pervading wash of guilt every time she thought about her kisses with Hook.

Her mother's guilt trips didn't help.

Pushing aside the troubling thoughts and lingering memories, Emma sighed, sneaking a glance at the pirate at the bar. She needed to get Henry home, but she hadn't said a word to Hook since they'd stepped off his ship. At the very least, she should thank him. They'd never have gotten Henry back without his help, and she wasn't so blind as to miss he'd done it for her.

It had nothing at all to do with the simple fact he looked lonely sitting by himself with his mug of beer, slumped shoulders and dark leathers. They hadn't been alone since she'd kissed him on the deck of his ship, mostly through her own maneuvering. Being alone with Hook would mean confronting their kiss, and more terrifyingly, the why behind it.

Their eyes caught, the corner of his lips lifting in a hesitant smile, his eyes bright against the smudged kohl lining them. Warmth flooded through her, and before she could think better of it, she smiled back. But then he shifted on his stool, as though getting ready to stand, and she shook her head ever so slightly.

No, conversation with Hook in the middle of Granny's was not a good idea. Her parents had already jumped down her throat when they'd seen her with Neal – well, really, her mother had – and she didn't need another lecture. She'd made the mistake of telling Mary Margaret about the kiss in Neverland, and she hadn't forgotten her mother's cool reaction, how quick she'd been to lead Emma down a path where the kiss meant nothing – where it wouldn't happen again.

But then Emma hadn't been able to sleep, and Hook had been there, and in the quiet of the night sky, the trickle of desire she tried so hard to ignore had exploded into something fierce and needy.

And it hadn't gone away.

Vowing to ignore the tug in her belly, Emma turned her attention back to her son. It was getting late, and she needed to get him to bed. Tomorrow was a new day, and maybe a good night's sleep in his own bed would return the kid to his usual sunny disposition.

Except he didn't want to go home with her – he wanted to go to Regina's. She allowed it, swallowing her hurt and forcing a smile onto her face. At least it cheered Regina right up, and if it was just a matter of sharing parenting, Emma would have had to accept she was just jealous. It hurt when her son wanted his other mother more than her, forced her to remember that she'd been absent for the majority of his life.

But something else was going on with Henry. She was certain of it – she just didn't know how to say so without coming off as petty and jealous.

"Everything all right, Swan?"

Emma stiffened, spinning slowly to face Hook. The man moved silently even in the middle of a crowded diner, and she hadn't noticed him sneaking up on her. "I'm fine."

"Fancy a nightcap?"

She opened her mouth to tell him she wasn't in the mood, but there was an unexpected softness in his eyes – something about his expression that wasn't all that different from how he'd looked at her at the rail in the dark. Weighing her choices, Emma's teeth sunk into her bottom lip.

Hook's eyes darkened.

"Is there any rum left on your ship?" she finally asked, the temptation of the quiet deck winning over the cramped loft – the temptation of Hook and his steadiness winning over a night spent in her own doubts and fears.

He nodded, his grin widening. "Pirate, love."

"Wait five minutes before you leave." She must have imagined the flicker of hurt in his eyes, because she blinked and it was gone. He nodded, the smile still curling his lips as he lifted his glass in her direction.

"As you wish."

She took a deep breath and nodded, not bothering to say her goodbyes. With any luck her parents would be asleep by the time she got home, and they could save the game of twenty questions for another time.

Like never.

The chilly damp air cut through her coat as she walked down toward the dock, the breeze off the harbor tangy with salt and pushing her hair back from her face. After the muggy heat of Neverland, the cool Maine air was welcome, even if it did send a shiver down her spine.

Though it was possible her shiver had more to do with the Jolly Roger coming into view than the brisk wind.

She debated waiting for Hook before boarding his ship, but she didn't want to risk being seen lingering around the docks. There were times she missed the anonymity of a big city, missed being able to disappear into a crowd to do as she pleased without anyone giving a damn.

Being alone had, in many ways, been easier.

"Penny for your thoughts?" Emma whirled around, surprised to find Hook standing behind her, thumb casually hanging off his belt. He gestured with the hook, the metal catching the moonlight. "You needn't wait for permission to board, love."

"Wasn't planning on it," she retorted, but her irritation slipped away as she hauled herself onto the deck, the boards swaying slightly with the harbor current. Not bothering to wait for Hook, she moved across the deck, leaning her elbows on the far rail and staring out over the water. The stars were just starting to blanket the sky, brighter on the eastern horizon where the moonlight didn't quite reach.

He was silent as he joined her, even the thump of his boots on the wood subdued. The whisper of the water against the hull nearly drowned out the faint pop of the cork coming free before Hook handed her the bottle of rum.

Mumbling a thank you, Emma took a swig, choking when the strong liquor burned down her throat. Hook's hand settled on her back instantly, his voice a low hum. "Easy, love," he said quietly as she coughed, and damn her if she wasn't thinking about his hand on her back with only her thin tank top in the way, not the current layers she wore.

"I'm fine."

"Aye." He didn't believe her, but he didn't push. That was why she was there, when it came down to it. She'd craved solitude after the constant crush of family and friends surrounding her in Neverland, not used to so many people constantly being around, but just as he had that night on the same deck, Hook settled her even while he stood mere inches away.

"Henry didn't want to stay with me tonight. And my mother is on my case about Neal. I don't want to go back to the loft until they're asleep," she confessed, eyes resolutely on the play of the light on the water. "Can I just hang here for a bit?"

"You may stay as long as you like, love. I should think that rather obvious by now."

Emma felt a flush creeping into her cheeks, but ignored it, opting to hold out the bottle in the hopes he'd take it. With his hand between her shoulder blades and the longing in his voice, the urge to do something stupid – like kiss him again – was growing too strong to ignore. Maybe if she could put some space between them she would master herself before she made a mistake she couldn't fix.

Hook took the bottle, and Emma sighed, straightening and glancing at him from the corner of her eye. Though he accepted the liquor, he hadn't drunk from it, his thumb fiddling with the cork hanging from its leather strap, rings flashing in the moonlight. "I meant it, you know," he said softly, watching his hand instead of her. "What I said that last time we stood in this spot."

"I know." Emma turned, leaning one elbow against the rail as she faced him. "I also heard what you said to Neal at Granny's. Did you mean that?"

"I mean most things I say."

"So you're not here to…pursue me?" she asked after a slight hesitation, her heart beginning to pound against her ribs. She was playing with fire by asking the question, but it had been bothering her since he'd said it.

"Bae is Henry's father. I felt I owed it to you to stay out of the way, should you wish to give it a go." There was no guile in what he said, no smirking innuendo, just raw honesty.

"What about what I want?"

"I suppose that's for you to decide, love."

"I want Henry to have a relationship with his dad, but I don't want…I mean, my mother really wants me to, and she says I owe it to myself, which sort of seems like a bunch of crap, and I think my father just goes along with it because…" She swallowed hard, wishing she hadn't given up the rum yet as she brought her eyes to his, the intensity in them startling in the moonlight. The night – and maybe the rum – made her honest, so though she hesitated, she finished her sentence, "I think they're afraid of me and….you."

"Is that so?" This time, he did drink from the rum, his glance skittering away to the waves. "And you, Swan? I hate to think you have anything to fear from me."

"I…" Emma shrugged helplessly, paralyzed under his intense stare as his attention refocused solely on her. "I'm not afraid of you, but…" She shrugged again, nerves fluttering through her stomach. And she wasn't. Hook himself, despite his best efforts to paint himself the villain, was a good man. But the idea of Hook and Emma together, well, that was terrifying.

"I see." Killian smiled, a genuine, heartfelt expression she rarely saw. He corked the bottle of rum, slipping it into one of the numerous pockets of his long coat before taking a step closer to her. His rings were cool were they brushed her skin as he ran his fingers along her cheek, eventually curving his palm along her jaw as the hook fell to the small of her back. "If you truly have resolved yourself that matters are….settled…between yourself and Baelfire, then I may have to adjust my previous assessment of the situation."

"I don't know about settled, but I don't want…I don't want to give him another chance," she whispered, confessing the truth aloud for the first time. "I'm not really…I don't…I don't know what I want, beyond for Henry to be happy."

"Aye, a noble goal for a parent if there ever was one." He leaned closed, his breath warm on her cheek despite the coolness of the night. "You take as long as you need, love. I know what I want, and I've the patience to wait."

Heat flooded through Emma's veins at the dark promise underlying the heartfelt words. She didn't have a response, not a good one, so she stretched onto her toes and kissed him. Not soft like the last time, but a surge of desire, her lips urgent, her breath quickly growing short as he took over the kiss, reaching beneath her coat to mold her body to his.

Hook surrounded her, rum and leather and the strength of his arms as he maneuvered them, her back against the rail and his arm tight around her. She silently cursed herself for still wearing the high-necked black sweater as Hook's lips traced along her jaw, his hand tangled in her hair and his breathing just as ragged as hers.

The wind shifted direction, the sudden gust lifting her hair and chilling her blood despite Hook's tongue flicking against the shell of her ear. He pulled back at her shiver, his color high but eyes narrowed with concern. "Perhaps this is not the best night for stargazing."

"Is that what we were doing?"

He laughed, a breathless, throaty laugh that Emma wanted to hear again and again. "Aye, a bit." Reaching for her, he enveloped her in his warmth, opening his coat to tug her against his chest. Despite the cool temperatures, he radiated heat. "Will you be going then? I imagine you're rather tired."

"I am." Emma wrapped her arms around his waist, pressing her cheek to his chest. She was getting sleepy, but she still didn't want to go back to the loft – didn't want to be there if her parents really were going to be trying for another baby. The place didn't have many walls. Groaning quietly at the mere thought, she nuzzled closer to Hook, breathing him in in an attempt to banish the image. "Can I just…I mean, what's one more night in a hammock?"

"You wish to stay?"

She shrugged in his arms, closing her eyes. "It's a long walk, and this is…nice." His arms tightened around her, drawing her closer, the vibration of his hum of agreement radiating through her.

"Come along, love," he said softly when the wind rose again, beginning to back toward the hatch that would lead them below. "Let's get you out of the wind."

He held the hatch open for her as she descended into the darkness below, the moon offering little in the way of light through the windows as her boots hit the boards. Emma yawned, glancing around as she realized he'd led them down into his quarters, not the crew hammocks.

"Take the bed, Swan."

"But I didn't mean…"

"Not to worry. As you said, what's one more night in a hammock?" He stepped closer, rubbing his palm along her arm to warm her. "Get some sleep, love." His lips brushed against hers, gentle, not making demands, as though somehow he knew the equation had changed with his bed only feet away.

His bed, neatly made at some point since Henry had rolled out of this morning, because of course Hook had given the bed up for her kid. He started to slip away, but Emma's hand shot out, grasping his elbow. "Wait."

"Emma…" His voice caught, desire thickening her name and reducing it to a low rumble. He swallowed, his throat bobbing with the effort as his glance darted between her and the bed. "It may be best if I take my leave."

"I'm cold." She was, even without the wind, but that wasn't entirely it. Inexplicably, she didn't want to be left alone with her thoughts. Being with Hook helped quiet her racing mind, and she didn't know what she was doing or what she wanted most of the time, but she wanted him to stay, damn the consequences.

"There are extra quilts in that trunk there." He gestured with the hook, his hand rising to scratch behind his ear. "Unless you…"

"Yes," she answered, though he never asked the question. She shrugged out of her coat, laying it over a chair before bending to remove her boots. Hook hadn't moved, but when she crossed the room, he took her into his arms and kissed her with a soft groan that sounded like defeat.

And it wasn't what she'd intended, not consciously – she'd simply wanted to curl into him and forget. But as her hands worked under his coat, pushing the leather off his shoulders and tugging his shirt free, Emma couldn't find a reason to stop. Not when heat gathered low in her belly, the dull ache between her legs blossoming into desperate need that had her pressing every inch of her body against his.

Not when this was what she'd wanted for days, since she'd grabbed hold of his lapels and kissed him in Neverland – since before. Not when he set her on fire and steadied her all at once.

She still wore her bra and underwear when he lowered her to the bed, his laces straining against the leather against her thigh. "Are you positive, darling?" he asked against her breast, his teeth nipping at the edge of the lace and dragging it out of his way while a hand slipped between her legs.

"Yes," she breathed out, shuddering as he dragged his fingers through the slick heat hidden beneath the scrap of fabric – and she meant it.

Her response triggered one in Hook, urgency returning to his touches and kisses as he braced himself on his elbow, fumbling at his laces. Emma took over at his growl of frustration, quickly ridding him of the pants and herself of her bra. Hook grinned down at her as he took in her bare skin, the cool metal of the blunted side of the hook dragging between her breasts. "Beautiful," he whispered, right before he jerked the hook through her underwear and shredded them.

She should have been mad, but she held her breath as his eyes followed his movements and settled between her legs, bare to him. And then he was kissing her again, his hand nudging her thigh up against his hip as he drove forward, Emma's breathing leaving in a sigh as he buried himself fully. He held still for a moment, eyes searching hers, before offering a crooked little grin. "I should tell you now, darling," he began, pausing to drag himself out and slam back in before beginning again, "I've changed my mind."

"Oh?" she asked, digging her nails into his bare skin as he teased her, pulling out with torturous slowness before thrusting hard. "About?"

He nipped at her throat as his hips snapped forward, his careful control already faltering as she rose to meet him. "I have every intention of pursuing the Lady Swan," he promised, growling quietly as Emma arched her back, pushing her breasts against his chest, using her legs to hold him in place as he made to repeat his motions.

"Good," she replied, stretching up to meet him in another kiss that stole her breath.

Mere days later, tears choking her throat as she stood beside the town line, the curse heading straight for them, she could barely stand to be near him, the what might have been hanging too heavily over her head. If only she hadn't given into it, if only she didn't know how it felt to wake in his arms, then it wouldn't hurt so god damn badly to walk away.

But Hook wouldn't let her go that easily, and when he caught her arm to spin her around to face him, naked hope still lived in his eyes despite the circumstances. "There's not a day that will go by I won't think of you," he vowed, plainly attempting to put a brave face on it with his gentle smile and jokes about her car.

So she looked him straight in the eye, remembering their night together, remembering his intentions. "Good," she replied with the echo of the night all around her, and watched his lips curve into a genuine smile. And for a few precious seconds, she lived in a bubble of hope that in the end, curse or not, Hook's intentions were good enough to save them all.