Regina woke to the sunlight streaking in through her windows and shifted trying to avoid the assault of brightness on her waking eyes. It was then she realized that she was asleep with someone, on someone.

Regina froze and tried to remember the night before, Emma?

She opened one eye and saw her head was still placed on Emma's chest, the rhythm of her breathing helping to keep her calm. She glanced down at herself moving her hand to Emma's chest. The Blond grumbled and nuzzled her hair. Regina's lips breaking out into a brilliant grin. She was happy, Emma had stayed the night and she didn't know where they were going from here – but there might be something more to this.

The brunette didn't know why she did it but she looked up to the doorway with her almost love sick grin, and it started to waver.

Henry stood at the door, a deer caught in the headlights.

Regina's heart started to race. She looked at him guiltily then back at Emma. What could she say to him, what would he say to her. As she raised her eyes back to her son, her mouth opening with the first excuses she could think of, Henry looked away. His cheeks glowing pink. He waved and mouthed good morning as Regina's was open in shock. She swallowed and waved back and said good morning as well. Then Henry was gone.

Regina jumped as Emma's arms shifted around her.

"Hey it's just me, you ok? You're really jumpy this morning…"

Regina sat up and pulled the sheets with her.

"Henry… "

Emma rolled her eyes.

"Regina the kid sleeps like a rock don't worry…" she rubbed her arm affectionately up and down Regina's.

Regina turned to her with eyes alight with guilt.

"He already saw us…" Regina looked like she was about to go into a panic when Emma leaned up and captured her lips.

Regina pulled back in shock.

"Emma… this is not the time…"

Emma rolled her eyes and kissed the brunette on the cheek.

"What did he do?"

Regina shrugged and held the sheets even tighter to her chest.

"He… said good morning…"

Emma laughed lightly. "So, nothing happened?"

Regina moved her hair over her shoulder and scooted back to the headboard.

Emma leaning into her space.

Her hand disappearing under the covers, lightly tracing patterns on Regina's stomach.

"This ok?"

Regina looked into her eyes then to the door. Emma moved before Regina could grab her and she lightly closed and locked the door. Regina's mouth dropping at the practically naked Emma Swan who swayed slight on her way back over to the bed, a smirk on her lips.

"Now… may I continue?" She playfully pushed at the covers, Regina only slightly letting them slip through her fingers. Emma squeezing under to put her body back next to Regina's.

Her hands started to wander again, Regina closing her eyes.

Emma watched as the covers lost some ground and she leaned up to kiss Regina's shoulder, migrating to her chest. The brunette starting to shift and moving so Emma would get closer to her breasts.

Emma took the hint and nipped closer and closer till she took one nipple into her mouth and then the other.

Regina gasping at the action, her hand flying into Emma's hair.

The brunette's frustrations mounting as Emma did not move her hands any lower. Emma connected her lips with Regina's lightly, running her tongue over her plump bottom lip. Keeping it slow and sensual, and that was driving Regina mad. Finally she unconsciously pushed Emma's hand down, hissing when it made contact with her panties.

Emma pausing enough to speak. "You sure?"

Regina didn't open her eyes just nodded.

Emma kissed her again, her hands mapping out Regina.

The brunette no longer focusing on the kiss started to pant lightly, light gasps were heard as Emma settled on top of her, Regina's legs hooking behind her back.

Emma alternated the pressure and even tried taking it away for a moment when angry brown eyes glared back at her.

"Are you… insane?" Emma laughed and moved her hand back, Regina starting to rock with her.

Regina started to groan louder, a bit deeper then her normal octave, then a higher sound – and it was music to Emma's ears.

Regina started to halfheartedly push at Emma's hand. Emma was confused until Regina's back arched and she gasped for air then went limp.

Regina slowly opened her eyes with a light tint to her skin. As Emma removed her fingers and tried to gauge what had happened Regina shifted to her side, facing away from Emma.

Emma looked down at her hand, she had just given Regina a very decent orgasm from the look of things, but she was already pulling away from her, how could she get her to stop pulling away…

"Regina…"

Emma lay her hand lightly on Regina's shoulder.

"I… did that hurt? Did I do something wrong?"

Regina shook her head, "No Emma… you didn't do anything wrong…"

Emma withdrew her hand and looked around the room at a loss.

"Well, I am kind of freaking out here so if you could let me know what is going on with you that would be great."

She saw her words affect the brunette – the tan back tightening in response.

Emma let out a huff. "Was it not good for you? I-I can do better…I could…"

Regina turned onto her back, glancing briefly up at Emma, finding a new obsession with twisting the sheets in her hands.

"I…I've never…"

Emma watched Regina's face with concern, her eyes searching for the first clue as to what might have gone wrong.

Regina took a moment, she stared at her dresser – the dark wood mocking her current mood.

Emma raised a shaky had to Regina's hair moving it back.

"I'm sorry Regina.. whatever I did that wasn't ok…" Emma tried to keep her voice even but it was far from it as she wondered what she had done this time. It was always her fault, no matter what it was.

Regina pushed up and kissed Emma on the cheek.

"I… on your hand…I'm sorry…"

Regina looked down at the space between them. Emma trying to connect the dots.

"You… came on my hand? Is that the problem."

Regina nodded.

"Regina, that's ok… where else were you supposed to…"

Regina smirked and shook her head.

"It's embarrassing…"

Emma smiled, "I could tell you a few embarrassing sex stories that would blow your mind, trust me that is not one of them. Sure my hand is a little sticky… but I don't mind."

Regina lightly pushed at her shoulder as Emma pulled her in for a hug, kissing the brunette on the head she headed for the dresser.

Regina's brows knitting in confusion.

"And what do you think your doing?" She only lightly held the sheet up to her chest now, almost an afterthought.

Emma pulled out a shirt and found some leggings.

"Well we better get down stairs before the kid starves, or you have a panic attack about what he's thinking." She motioned when Regina knew Emma saw right through her.

"But I… I didn't finish… you…" Emma came over and lightly tugged Regina from the bed.

"It's not like I am going anywhere." Emma smiled and pulled another shirt over Regina's head and helped her step into the sweatpants again.

"There you look beautiful, and cozy." Emma grabbed her hand and started to drag her down the stairs.

Regina's heart was hammering away but a least it couldn't go too horribly with Henry.