A/N: hey everyone. I was going to make this chapter longer but have decided to split it in two. I hope you enjoy this, it is a little bit angsty. Chapter 5 will be rated m for content.

Emma was sound asleep. She hadn't slept like this for years, in fact she wouldn't even be able to remember the last time she slept this well. Having sweet dreams she wriggled from her side to her back, feeling the silk of the bed sheet and duvet cover stroke against the bare skin of her legs. Snuggling and rubbing her cheek against the pillow gently, she settled once more. In his crib, Henry had awoken. Five in the morning was his usual time for this and today was no exception. He had awoken a few times in the night also, usually Emma was awake the second he made even the slightest of sounds, but she had missed every time that night. Thankfully, Regina had been right there to sooth him every time she had heard his little cries on the monitor. Henry wriggled, kicking gently at his fleece blanket that covered his legs. His big eyes opened wide and sparkled as he woke slowly and looked around in the dim hazy light of morning. Making the tiniest of little noises, Henry wriggled wanting a morning feed, a change, and attention. He looked up expectantly for his mother, but she wasn't there. Just as he was opening his mouth wide, about to let out a loud cry, was when in quietly came Regina.

The brunette stood over the crib, smiling down at Henry she was greeted by him sticking the tip of his tongue out a little and him making a tiny noise. Smiling still she reached in, as she had done a few times over the night and lifted him out and up to her chest for a cuddle. Whispering to him she said 'good morning' and 'hello' sweetly. Henry squirmed, unsure still of the stranger, but not as unsure as his mother was about her. All Henry knew was that she was nice and she cuddled him. Regina did her best to check his diaper, which felt a little heavy and spongy. Taking Henry's bag, she lifted it from the floor and placed it on her shoulder. Quietly she made her way out of the guest room and across the landing to her own. Taking Henry, she lay him carefully on her bed, and placed the bag beside him. She had only cuddled him in the night, so this was the first time she was getting to look through the bag. Opening it she peered inside, it was a jumbled mess, with scattered and only few items. She looked first of all for a changing mat, lifting out a tub of formula, the empty bottle she had cleaned out for the blonde the previous evening, two diapers and a packet of wipes, she eventually found at the bottom a pacifier and a very dirt looking towel, on top of a couple of vests and sleep suits.

"Don't you have a changing mat little prince?" she spoke softly as she smiled at Henry squirming.

Smiling she stoked over his little tummy gently, before leaving him for just a second to cross to the bathroom. She needed something to protect her silk sheets as she changed him. Grabbing a clean towel, she returned to the bed and smiled once more at Henry as she lifted him up, placed it beneath him and lowered him back down. He squirmed again as Regina began to pop open his plain white cotton sleep suit, and take out his legs. Opening the poppers on his vest, Regina eventually got to his diaper and popped open the tabs. Luckily he was just wet and not smelly. Talking to him gently, to keep him soothed, Regina wiped, powdered and changed him.

"You and your mommy don't have a lot of things do you?" she whispered.

Henry made a little sucking action with his mouth, watching the stranger, who stroked over his little tummy again as she redressed him.

"Can you tell me why your mommy is here?" she asked sweetly, knowing full well he couldn't.

Henry made a little sucking action with his mouth in response.

Regina smiled down at him, then began packing back up the bag with the belongings she had removed. Then she picked it up and placed it on her shoulder before scooping Henry up from the bed and cuddling him as he squirmed. It took him a few seconds to settle and once he had and was drifting again, Regina took him back to the quest room.

Entering quietly, she tiptoed gently passed the bed toward the crib. Popping the bag back down by the crib leg, she stopped and cuddled Henry making sure he was sleeping peacefully again. She couldn't resist a cuddle for a couple of minutes longer, before she finally placed him down into the crib and covered him up, as she had found him with his fleece blanket. She smiled, watching him rest and stroked his head gently and then his cheek before finally stepping away. She had every intention on leaving the room as she turned, but then her eyes caught sight of the blonde.

She had wriggled from her back, onto her her front, but not flat on it with her back to the crib and the door. Long, thick, blonde, slightly curled hair, tumbled down over her shoulder and down her back. The duvet rested just below her waistline. Regina regarded her closely, taking the time to observe what she could see of the blonde. Her back was on display, her skin only broken up by the straps of her bra. Regina was attracted to the blonde, intrigued by the feelings she seemed to be getting around her, but she couldn't put her finger on why. Emma squirmed again, snuggling into the plump pillow as Regina slowly approached the bedside. She just couldn't keep away. In the dim light coming in through the gap in the curtains, the brunette examined the blonde's skin. It was patchy and dull, a grayish tint to it in that light. Tempted to touch, Regina reached out, her fingertips just about to meet with Emma's skin when she suddenly stopped herself and retreated.

Glancing away she noticed the messy heap of Emma's clothes upon the floor. Bending down she gently scooped them up, as she did a key noisily clattered out and onto the floor and with it a folded piece of paper floated out. Furrowing her brow, Regina reached for them. Taking the clothes, key and paper she stood back up, glancing up at the bed to make sure she hadn't disturbed the blonde. Seeing Emma only squirm again snuggling and instantly settling, Regina crossed the room to the chaise-lounge in the corner. Perching upon it, she laid the key down first, the clothes beside them and the paper she tucked and pinned just under her leg. Taking first Emma's jeans, she folded them and placed them back down, followed by her top, which she then laid on top of them. She then focused on the paper. Taking it, she held it in her hands, toying with whether she should look at its contents. Desperate to know more about the blonde, she couldn't help herself, and there was the possibility that whatever was on the paper would help her determine why the blonde had arrived there in Storybrooke. She was just about to unfold the scrappy piece of paper when the blonde sighed gently and seemed to be stirring. Not wanting to be caught, Regina quickly placed the paper back into the jeans pocket from which it had fallen and stood up.

Approaching the bed again, Regina peered at Emma, now able to see her face. She had settled again, looking blissful and young as she slept. The brunette swallowed, standing over the bed. She knew she might be overstepping the mark, but she had no bad intentions. Careful not to disturb Emma from her slumber, Regina sat upon the bed gently, lifting her legs up onto the duvet she settled herself beside her and propped up the pillows resting on them. Emma didn't flinch, she simply slept and Regina sat and watched. Blonde tendrils covered part of Emma's face and her hands were up by her head. Regina looked closely again, wondering how long she would have to admire her before she would wake.

As the clock turned six, and downstairs the grandfather clock chimed for the first time, Emma finally began to stir. She brushed her cheek appreciatively against the silk pillowcase as she moaned gently waking. Her long, dark eyelashes fluttered as she awoke seeing her first sights in a slight blur as she came round. Stretching out she opened her eyes fully and gasped the second she could see clearly. Regina was the first thing she saw and tensing, her eyes wide and full of fright, she instinctively pulled up the duvet to cover herself, gripping it tightly as if her life depended on it and swallowed.

"Please don't hurt me" she whispered quickly.

Regina frowned.

"I won't" she explained gently.

"How...How long have you been there?" Emma asked in a whisper.

"Not long" Regina replied gently.

The blonde tensed and Regina couldn't help but notice the fear in her eyes. She stayed perfectly still. Laying beside her and waiting for her to speak again. Emma was weighing up the situation. She was used to strangers, she was used to staying at their houses and she was especially used to them being in the same bed come morning. But that was before juvey and Henry. Taking a deep breath she swallowed gently. Regina had been nothing but nice, but people came in all shapes and sizes. Regina was probably no different to all the others, although Emma wasn't sure, but it didn't mean she wasn't.

"Where is Henry?" the blonde uttered eventually.

"Over there. In his crib. Fast asleep" Regina replied softly and with a smile.

"Why is he named Henry?" Regina asked.

Emma's eyes widened further, shooting to the brunette's and almost burning into them as she stared. She wasn't sure she wanted to explain why.

"Is it your father's name?" Regina questioned keeping her tone soft.

"No, I don't know who my father is" Emma muttered with a slight shake of her head.

"Oh" Regina stated gently.

"Something to do with you mother then?" She questioned further.

Emma shook her head again, holding the duvet tighter and up against herself in protection.

"I don't know my parents" she mumbled.

"You're an orphan?" Regina questioned, rather than stated.

"Yes" the blonde whispered.

Her eyes had teared a little but Regina could tell she was fighting against them. She had uncovered something about the blonde at least. There was no family. Well none that Emma knew of, but her parents had to be out there somewhere.

"Did you come here looking for them?" she asked gently.

"No, my parents abandoned me on the side of the road when I was hours old." Emma muttered.

Regina felt something for the blonde. The feeling was unfamiliar to her, but she had felt it before, she was just struggling to determine what it was she was feeling and why.

"I, I had a family until I was three, but they had their own child so they sent me back. I was in and out of care until I was sixteen. That was when I ran away" Emma choked out sadly in another whisper.

Regina regarded her, listening to every word.

"Henry is named after someone his father spoke fondly of" Emma finished.

Regina wondered. Emma hadn't mentioned the baby's father at all until then. She wondered who he was, and where he was from. Then she had a thought, perhaps that was why the blonde had come to town.

"Are you here to find Henry's father?" Regina questioned.

Emma hesitated, and then slowly after a few minutes she nodded.

Regina was just about to ask some further questions when she found the blonde sliding across the bed closer to her. It unnerved her a little. Emma, looking terribly upset, hurt and tired still around her eyes despite rest, was so close Regina could feel her breath. Without warning, the blonde, who had pushed up onto her side, kissed her. Their lips touched suddenly, Emma kissing lightly but forcing them together as she kept her soft, slightly chapped lips against Regina's full, plump lips.

It had taken the brunette's breath away and taken her by surprise also. As Emma naturally fell away, Regina looked at her stunned and could see her shaking. She hadn't been expecting such affection. Emma regarded her also, watching her, judging her reaction but wasn't reading much. Reaching up she placed each of her shaking hands on Regina's cheeks and she leaned in again. Pressing her lips once more against Regina's she kissed her, harder this time and for longer before she broke for a breath and went to continue with her kissing of the brunette. But Regina stopped her, gently placing her hand against the blonde's chest to restrict her and hold her back.

"What are you doing?" she questioned, gently but firmly.

"I know how this works. I am just doing what you want" Emma replied shyly as she leaned in to kiss Regina again.

"Wait! No stop" Regina insisted gently firmly holding the blonde back with her palm.

"Whatever do you mean?!" She frowned questioning Emma.

She didn't understand it at all, the blonde made no sense. They had only just made acquaintances and here she was making advances. Regina had her desires but Emma was only young, they were in no position to go that far.

Emma was embarrassed and quickly shuffled away. Clutching at the duvet she sat up keeping herself covered and uttered to herself.

"Please, explain what you mean?" Regina insisted gently as she reached out and grabbed the blonde's hand.

Emma looked down at Regina's hand covering her own and swallowed. She didn't want to explain. It was clear what she meant, Regina seemed like she was educated enough to know what was going on. Nervous, Emma stared at Regina and then bowed her head.

"Sex" the blonde muttered.

"Sex?" Regina questioned in shock.

"Yes" Emma admitted.

"It's what you want. It's what they all want" Emma muttered as she looked away over to Henry's crib and a single tear escaped, running down her cheek.