How had this started? Was it boredom, was it a moment of weakness? Or lust? Would Regina ever ask Emma? Did she want the answer. Of course not, she knew the answer, she didn't love her. How could Emma love Regina.

It was late one night, the week where Emma was doing anything to get Regina to talk to her. After what she had done it should have taken a lot. But the annoyingly persistent blond kept trying, and trying. Finally waiting at Regina's door, knowing there would be no answer, not for her.

Emma put her head in hear hands and focused on hear breathing, meditation, that is how she would pass the night.

Then she heard a creek, a sigh. She waited, unmoving, for what seemed like hours. She felt someone watching her, had to be Regina Henry was at the apartment tonight, but Emma wasn't. Nope she was sitting out in the cold on Regina's porch, while Regina stood at the doorway. No doubt glaring invisible dangers into her back.

Emma wrapped her arms around her legs. Speaking never got anywhere with Regina. Emma would get a smart remark or worse no words at all.

Her insecurities were creeping up. She was worried she ruined everything, that she was never good enough for anyone, she couldn't even be friends with Regina, the woman she owed everything to.

As her thoughts had kept her occupied she didn't notice the slight give in the spot next to her. She didn't notice when a warm body sat beside her, barley brushing against her.

If she had glanced up she would notice Regina was staring at her with not hatred but deep concentration, intrigue.

Regina felt like she had been watching Emma for hours, perhaps she had. She had been sitting next to hear a while as well, but no response from the blond. She wondered if Emma was even there anymore, or if she had escaped off to the dark reaches of her mind for comfort.

Regina set her hand on top of Emma's knee.

Emma seemed so slowly notice that something changed. She looked down at her knee, sat up a little straighter, then finally let her head turn and let her green eyes connect with brown.

They stared, through the cold. Regina's eyes were still red and glassy, proof of what had been occupying her time before the sheriff interrupted her own trip into her mind. Regina looked like she was about to say something, then thought better of it.

Emma put her hand on top of Regina's. Regina didn't move, didn't flinch, didn't tense.

Emma lightly smiled, and that was the first time Regina saw it.

All of Emma's walls, they were down. She looked scared, pained. She had this face that went from strong determination to a flash of fear as she leaned closer, closer to Regina.

Regina glanced at her lips, then back up just in time to see into Emma's eyes, behind her defenses.

Right before,

Their lips touched, carefully. Both waiting for the other to realize what they had done. But neither pulled away. The kiss only grew more heated. Regina stood, pulling Emma with her and took her inside.

Suddenly they were in Regina's room. Regina wanted to know why Emma was here, why she was going to such lengths to distract Regina from her life. But she didn't want to know. Truth can hurt more than lies.

Emma slowly took off Regina's shirt never shifting her eyes from where Regina's face was. She pulled off her own, and slowly continued till they were both barely wearing anything.

Emma went to speak, she opened her mouth but Regina touched a finger to her lips, shaking her head, begging Emma not to say anything.

Emma grabbed the back of Regina's neck and gently led back into a kiss. Regina pulled Emma's hips tight against her.

Regina slowly sat down on the bed, scooting back, bringing Emma with her. Emma slowly took the brunette's bra off, and then made quick work of her own throwing both to the floor. She slowly kissed down Regina's body to her underwear, pulling that off. Regina's breathing got quicker, deeper.

The only sounds released were moans and Emma's name escaping past Regina's defenses as she released. Regina moved to flip Emma, but this time Emma shook her head.

She didn't deserve Regina. She laid down propping her head up on her hand watching Regina brushing brunette locks out of brown eyes. Emma smiled, a sad smile.

Regina put her hand on Emma's shoulder trailing it down her arm, reaching her hand and gripping.

Regina's head on her pillow, slowly closing her eyes.

A/N: Listening to Wonderland by Tswift while writing. fits perfectly.