Regina gasped for breath and her heart threatened to explode as she ran the final stretch to Professor Nolan's class. Shit. Shit. Shit.

She knew better than to agree to cover Ruby's shift at the diner. The morning shift was always the busiest and ran the biggest risk of having to stay late to cover the volume. Still, she had needed the cash and her friend likely would've been fired if she'd not found someone to cover her.

She'd also relied heavily on the fact that the class was large and her absence would hopefully go unnoticed. Besides, she was an art history major and this was simply a prerequisite world history class. While Professor Nolan knew an impressive amount about his subject and lectured with an intensity that made her itch to figure him out, she'd already taken advanced history in high school and planned to pass the class with little effort.

That was unless she let her grades slip too much and lost her scholarship.

Regina's heart dropped to her stomach when she slid into the doorway and found an empty classroom. She glanced at the clock on the wall in confusion and noted that she was only twenty minutes late into a ninety minute class.

"Ms Mills."

Shit.

Her eyes darted to the front of the room where the professor's podium was, seeing David Nolan gathering up a stack of papers to put in his briefcase. She tried to quiet her breathing and took a few steps into the class, warily scanning the room again.

"What can I do for you?" he looked back up from his task and she silently cursed herself for her lack of reply, realizing she was lingering rather awkwardly.

"I was just, for class, I just-" she glanced between him and the desks questioningly. Still stammering.

"Ah, yes-" he nodded and raised an eyebrow that unnerved her, "Everyone was let out early. We had a pop quiz."

"But-" she frowned. Shit. "-you never said we were having a quiz."

"That is the nature of a pop quiz, Ms Mills."

Regina stifled a sarcastic remark at his patronizing reply and took a deep breath before she spoke, "Would it be possible for me to take it now? Or maybe schedule another time when you're available?"

"Sorry. Attending class is a part of college. Regardless of if you have an interest in the subject or not, it's a requirement. It helps you learn discipline and time management," he explained with an indifferent expression as he clasped his briefcase, "In order to take the test, you needed to be here."

"I am here," she defended and her posture grew stiff as she tried to maintain some manners.

"Nearly twenty minutes late." He exhaled and pinched the bridge of his nose in exasperation. She ignored the appealing way his bicep bulged with the gesture and her decision to do so was validated when the wedding ring on his left hand caught her attention.

"I'm very sorry, but I have a lot going on," she began, attempting to speak calmly though her tone was tighter with growing frustration.

"Yes, I'm sure sorority life keeps you very busy."

Oh, so he was one of those.

It became clear to her then he'd caught wind she was from the Mills family of Manhattan. Most of academia and the business world knew of them. Professor Nolan must've heard and formed the same old tired assumption of her character.

"I'm not in a sorority," she rolled her eyes and dropped her bag on the podium with a thud before proceeding to lose her temper, "And I really can't afford to fail this class because of a stupid pop quiz you came up with to punish people for tardiness. A quiz that you won't let me retake because you can't be late for some pretentious dinner party your wife is hosting tonight, or whatever highbrow intellectual bullshit you get up to."

The professor's jaw clenched and his eyes darkened and he stared back at her in a way that made her briefly thankful that there was the podium desk between them. Seconds felt like minutes and it made her confidence begin to falter, but she held his gaze. He would either respect her persistence or kick her out of his class all together. Probably the latter.

"My wife is dead."

Regina's stomach flipped when his words registered with her and she looked at him for the first time. She noticed the tense way he held his shoulders, his strained expression, the tired lines at the corner of his eyes and the haunted look in them. It was then she realized she'd mistaken his sadness for arrogance and austerity. She'd never been close enough to him to witness those lonely blue eyes.

"Professor Nolan...I'm-" she felt two inches tall as she tried to explain and swallowed hard, "I'm sorry, I didn't mean any disrespect to your wife. I just-"

He appeared to realize the incredibly personal nature of what he'd just blurted out and his expression shifted. She recognized the mask as it fell back into place and her interest in him grew tenfold. He seemed so...broken.

"No, no of course not-" he cleared his throat and picked up his briefcase, "And I was simply pointing out that my refusal to allow you to make up this quiz is not because of my personal life. I have a clear attendance policy. It's in the syllabus that was handed out during the first class. Or did you make it to that one?"

She exhaled slowly, letting the comment roll off her back as she watched him round the podium for the door. Irritation and empathy warred within her on how to feel about the situation...and the man.


David's attention was drawn from his paperwork when he heard a chair sliding away from a desk and saw the brunette standing to bring the quiz to him. How he reacted to her tardiness the previous week had eaten away at him until he'd sent her an email with an offer for her to make up the quiz during his office hours. She'd jumped at the chance and he was surprised to find her to even be in an amiable mood when she arrived.

"Thanks again for letting me take it," Regina smiled contentedly as she handed the paper to him. "I have to keep a certain GPA. If it slips, my scholarship could be in jeopardy."

"Scholarship?" his brow arched in surprise before he could stop it.

A scholarship was the last thing he expected a Mills to be the recipient of. Her family was rather well known thanks to their presence on Wall Street and long standing involvement in the upper crust's social and charity scene. David had gone to Columbia himself and the Mills family had donated enough to that school that they'd had a building named after them. Needless to say, it had been quite a surprise for him to find a Mills attending university here when a colleague mentioned who she was.

"It pays for tuition and board," she replied easily, shoulders squaring with a sense of pride as she nodded and tilted her chin up, "but I work at the diner to cover everyday expenses. That's what made me late last week."

"But...aren't you...?" he hesitated, not quite sure how to ask why she was scraping by when her family was loaded without seeming rude.

"A Mills? I am," she sighed and her smile turned a little sad as her gaze shifted away from him to explain, "My mother wanted me to go to a stuffy east coast university for law or business, but I wanted to go further away and study art. My trust fund was then revoked in order to teach me a lesson." A hint of humor and defiance flickered in her eyes as she mimicked a posh accent he assumed was supposed to be her mother's, "So, I had to rely on a scholarship and figure out the rest for myself."

David studied her for a long moment, feeling like somewhat of a heel for making assumptions about her, "I have to admit, I misjudged you, Regina."

"It wouldn't be the first time someone did," her good humor was back as she wagged a brow at him, "Don't worry about it, Professor Nolan."

He smiled then, chuckling when he saw the way her eyes lit up at the fact he was giving her an expression other than a scowl, "I am sorry to have given you such a hard time. You have no idea how many spoiled kids I get here, going to school on their parent's dime. They have no clue what the real world is like, no understanding of hard work and no respect for anything. And, well, I don't have the patience that I used to," he let out a sigh at how crotchety he'd become, feeling more like eighty than thirty these days.

"This is my second year here. I've met my fair share," she laughed and gave an understanding nod, "It really is a culture shock coming to the west coast from Manhattan."

"Don't you mean a lack-of-culture shock?" he joked, inhaling slowly at the wide grin she flashed him in response. She really was striking.

"No, I think it's refreshing. Everyone back home is so caught up in tradition and the past that there's no room for progress or new ideas. My mother and step-father, that whole society really, they're so concerned with preserving their way of life."

"What way of life is that?"

"Money, excess, privilege," she shrugged and sat against the desk in front of his own, "they can see the cultural shift happening. The obscenely rich aren't idolized like they used to be. Economic and social injustices are becoming harder for them to stifle. A few donations to charity doesn't help them appear to care like it used to. People can see through that."

"Who would've thought a free market heir to be so anti-capitalism," David bit back a grin of amusement, seeing her in a different light than before. She was impassioned and intelligent and informed, but with a genuinely kind and outgoing personality. There was no trace of pretentiousness or immaturity one would expect out of someone raised in her world.

The brunette only smirked playfully at his comment and straightened back up from the desk, "Thanks again, Professor Nolan."

"You're welcome, Ms Mills."


David tilted his whiskey tumbler towards him and squinted as he tried to remember if this was his second or third drink. He wasn't sure why he'd even come to the bar. He had plenty of better whiskeys at home, where he wouldn't have to limit himself in order to drive later. But it was too quiet there...too quiet and full of reminders of what his life had become.

"Professor Nolan…" an attractive, familiar voice caused him to lift his head and straighten up from where he'd leaned his elbows against the bar. "I didn't take you for the dive bar type."

His eyes clocked a fitted black dress before traveling up to find the pleasant smile of his spirited art student. She wore a bit more makeup than her usual natural look, lips painted an enticing red and lashes looking especially dark and long. He found himself smiling back at her before he reined it in and managed to speak.

"Ms Mills," he kept his gaze on hers when he saw her give a hint of a smirk after catching his once over of her outfit. "It's close to home, I guess. I didn't expect to see anyone I knew here."

"I'm just here with a friend I work with," she gave a laugh that made his stomach warm as she nodded to another brunette wrapped up in deep conversation with a man in the corner booth, "You see, he asked her out, but she didn't really know him, so she asked me to come with her and stay until she was certain he wasn't a serial killer."

"And the verdict so far?" he raised a brow in amusement.

"He does not appear to be a murderer, no. At least I think-" Regina grinned playfully and gave a shrug, "Ruby has questionable taste at times."

"So you're off guard duty then?"

"I don't think she remembers I even came with her, to be honest."

David laughed at that and nodded to the stool beside him, "Care to join me?"

"I guess one wouldn't hurt," she flashed another smile that stirred something within him.

"Wait, are of legal drinking age?" He joked, but wanted to be sure.

"Just," she nodded and rolled her eyes in good humor as she placed her clutch on the bar beside her, "Are you?"

"Almost ten years past it, actually," he grimaced playfully, "What's your drink?"

"Whatever you're having," her eyes dropped to the brown liquor in his glass before she met his gaze again with a challenging grin.

This was dangerous. He didn't know what he was doing or why he kept digging himself deeper. He hadn't been with anyone in the near two years since his late wife passed and Regina Mills could easily turn into trouble for him. She was striking and smart and funny, carrying herself in a way that seemed much older and confident than most her age. It pulled him in and knocked him off balance.

David motioned the bartender politely for another round and ignored the voice in the back of his mind screaming that it was a questionable idea. He reasoned with himself that he would simply enjoy her company for a few rounds and go home. She was his student and unlike some of his colleagues, he was perfectly capable of controlling himself. Just a few drinks.

"I'm glad I ran into you," Regina smiled again when he turned back from ordering, "I was starting to feel a little awkward lurking in a booth on my own."

"Did the serial killer not have a friend for you?" he teased, sliding her whiskey towards her when it was brought over.

"Hmm, I didn't ask. I'm not interested either way," she shrugged indifferently and took a sip.

"Boyfriend back home?"

"Sort of."

"Girlfriend?" he smirked.

"No," she laughed softly and shook her head, "More like a late fiance."

"Oh," he sobered, heart sinking in his chest, "God, I'm sorry. I had no idea, you're so young..."

"That's what my mother said when we became engaged," she chuckled but it sounded a bit hollow, "We were high school sweethearts. He proposed when we graduated and he, uhm...he was in a car accident that following summer."

David's gaze locked with hers and he noticed it then. The grief in her eyes that he hadn't been able to pinpoint before, usually masked by her pleasant demeanor and playful jokes. Her maturity was no longer a surprise to him. Losing someone you planned to spend your life with changed you and aged you in a way that couldn't be explained.

"My wife passed two years ago," he nodded with a knowing look at her, "She had cancer. So, I had a bit more time to prepare, I guess."

"There's no way to prepare for that," Regina answered sadly, her eyes shifting to her whiskey before she lifted it to take a healthy sip. "You've been alone since?"

He couldn't explain why he felt compelled to share such personal details with her. In fact, he couldn't remember the last time he'd shared with anyone since his wife passed. He'd shut out his friends and they'd eventually learned to leave him alone for the most part. There'd been no one that made him want to open up and he wasn't sure what it meant that she did.

"Yeah, she and I had been together since college. I'm not even sure I know how to date anymore," he joked half heartedly and glanced at her, "Plus, I guess I really haven't felt the urge to yet…"

"I know what you mean. It seems to come so easy to my friend Ruby and everyone else, the dating and hooking up, but I don't know." She shook her head as her voice trailed off.

"You haven't dated since him?"

"No, not really, aside from a few awkward arranged dinners. My mother keeps pushing this guy on me every time I visit home."

"Not interested?"

"Not exactly," she scrunched up her face with a laugh, "He's the son of some financial investor from London. My mother thinks he's the perfect match for me."

"Money and status, what's not to love?" David joked and she smiled with a nod, seeming happy that he understood.

"She's still holding out hope that I'll give up on this art school nonsense and come back to my rightful place as a New York City socialite and be billionaire arm candy," Regina rolled her eyes and sighed deeply, sitting her empty glass on the bar before meeting his gaze, "Another round?"


It was rather dark save for the open curtains letting in the moonlight and allowing her eyes to travel the pleasing angles of his face. Every few seconds their gazes would meet and she knew he was studying her in much the same way. The room was silent apart from their heightened breaths and her occasional gasp at the growing heat in her belly.

They'd had a few more rounds at the bar, enough to loosen up to talk and flirt freely, but not enough that they didn't know what they were doing. She could tell by the look in his eyes when she'd suggested a nightcap at his place and he'd agreed that they were both well aware of what would happen.

She'd never had casual sex. It had taken all of her strength just to continue living after Daniel's accident and she'd adjusted to being on her own, stifling her physical needs since. But there was something that felt familiar about David. When she looked into his eyes she saw the familiar sadness of someone who'd survived a loss that changed them.

It was something she hadn't known she'd been searching for since she'd lost Daniel; the reflection of what she'd been through in someone else's eyes. Someone that could understand her pain. She'd never found it in the men that approached her here, but hadn't realized why until now.

People her age seemed so carefree and untainted that she could no longer relate to them. It felt like she'd already lived a lifetime in comparison to her peers. They weren't equipped to recognize the depth of the feelings she masked and she hadn't known it was what was lacking. She'd thought that she was simply too broken to connect with someone in this way again. Until she felt it tonight.

"Is this okay?" she whispered, caressing her right hand up the side of his neck to rub her thumb over his jaw as she gazed down at him.

Her hips rolled at a languid pace as she rode him, left hand still pressed against his chest to steady herself as she rocked forward and backwards on his hard length.

"That's perfect," David replied with a hoarse voice, locking eyes with her as his hands traveled over her thighs.

They'd started kissing the moment he'd gotten his front door unlocked, stumbling their way down the hall as he guided her to his room. There was a brief pause near his door when he'd pressed her against the wall and really kissed her until both of them were gasping for breath.

He'd broken the kiss to meet her gaze when they'd reached that moment. The moment when the intent of a kiss turned into something more. She watched him search her expression for her consent, saw the intense lust in his own, but also noticed a hint of nerves as he contemplated his next move. Her heart was thumping out of her chest and she witnessed her own insecurity of being with someone new mirrored in his eyes.

Her desire for him soared when she realized this was his first time since his late wife. It spoke to the kind of man he was and made her feel safer, even though she barely knew him. It reassured her to know he loved deeply and valued his commitments and did not treat sex as casually as most men did.

So, despite being as unsure yet eager as she knew he felt, she had decided to take the lead for him. She'd pulled him into the bedroom by his hand and began undoing the buttons of his shirt slowly, taking her time and leaning in to kiss over his neck and chest. His confidence slowly came back to him as they'd seemed to find a rhythm in kissing and undressing one another.

He'd allowed her to set the pace, seeming to sense once they were fully unclothed that this night was much the same for her as it was for him. Her movements were confident but she couldn't help the occasional shyness over having someone she barely knew see her and touch her. But David soon worked her shyness away once he'd lowered her on the bed and kissed parts of her that hadn't been touched by another since Daniel.

And as much as they tried to maintain a slow pace, their bodies would not allow it. It became apparent that it had been a considerable amount of time for both of them when his impressively hard length shifted against her core and they'd both gasped at how aroused the other was. After that, they had not held back.

And now she was on top of him, knees digging into the mattress at his sides with him deeply inside of her. She rocked up and down, curling her hips and flexing muscles that hadn't been used in quite some time. They moved steadily, not too fast or too roughly, but with an intensity that spoke to the pleasure they both felt.

They didn't talk either, for it wasn't necessary to pretend that this was out of love. There was an unspoken understanding of what the night was. It was trying to move forward, trying to have a piece of that familiar connection they'd lost. They were reclaiming intimacy and letting themselves live in the moment and enjoy another person again. That was significant and needn't be ruined with insincere pillow talk.

"Mmmph," a moan escaped her before she could stop it and she rode him a hint faster, feeling him rutting his hips up to add to the friction.

Their growing pleasure allowed instinct to take over and the pace to increase naturally. She slipped her hands from his body and onto the bed, sliding them up to give her hips more leverage. Her eyes found his as she stretched over him and he watched her intently, his hands moving to grip her ass and help her find her angle.

"Oh," she sucked in a breath and saw a hint of a grin curl his mouth as their lips lingered a few inches apart.

"Good?" he whispered, tilting his head up to press hot, wet kisses over her neck.

"Good," she rasped out with a nod and lifted her hand to press against the headboard, letting out a louder moan.

That encouraged him and he brought his hands back down to her thighs as he sat up in the bed and positioned her in his lap.

"God," she breathed out at the way he opened her up to him, folding her legs loosely around his waist and slipping her arms around his neck.

He allowed her a few moments to adjust, his hands cradling her bottom and lifting her up his shaft before easing her back down on it. She moaned as he allowed her to sink further each time, stretching her deliciously. "So good," he murmured and she let her forehead fall against his, hands grasping at the back of his neck and hips starting to roll.

She saw his eyes shift down to watch her take him and heard him exhale sharply. Her belly burned and coiled tightly at the sound he let out, causing her to falter out of rhythm. He picked up the slack for her, guiding her on him with his grip as he nibbled at her neck and her body began to sing.

It felt different with him but amazing. He was strong and solid and moved her with the ease and confidence that only came with age. It overwhelmed her in the best way and she soon gripped his upper arms for leverage to move more intently.

"Mmm, yes," he groaned near her ear and she let out of own whimper of pleasure as the sound of how wet she'd become filled the room with each movement.

David's hands splayed over her ass, gripping the flesh firmly and spreading her apart further as he assisted her movements. It had heat rushing through and her legs tensing around his sides as she rocked and rocked and rocked.

She looped her arms under his and dug nails into his back, the side of her face falling against the side of his neck when her body curled into itself and she climaxed. Her ears barely registered the sharp cry escaping her when she clamped around him and felt the hot clutching ripple through her. He kept himself rooted deeply as her hips jerked and her sex clenched around his in that indecisive way where her body could not decide if it wanted more or less stimulation.

He helped guide her into a few more rocks forward before she felt him spill inside of her with a deep groan into her neck. She kept her head against the side of his and her arms wrapped around his neck once more, pulling him in. She hugged his head to her chest as she panted, wanting to hold onto the feeling.

A tear escaped her when she felt his splayed hands run up her lower back and strong arms encased her waist to cradle her body closer to his. His big frame enveloped her as he held her and she soaked the feeling in. It had been so long since she'd just been held and she imagined it was the same for him. And so she held him just as tightly.