This was a request for a Modern AU based on the following prompt: "I guess you think no one can see into your office, but my conscience has been nagging me to tell you that our overnight shift has been watching you get changed every morning for the last week."

Some PG rated awkwardness ensues, followed by fluff :)

Killian Jones was pacing back and forth outside the boss's office. His coworkers tried to talk him out of this because his bartending job was potentially on the line.

He was not looking forward to facing Emma Swan. He may have never formally met her, but her tough as nails, no nonsense attitude preceded her. But his conscience knew that this was the only option.

Emma then opened the door and walked out, ready to manage the bar & grill. She never even noticed Killian.

He took a deep breath and called, "Emma Swan?"

She turned around to face him, and he got lost in emerald eyes.

He quickly shook his head before he asked, "May I talk to you, love?"

"I'm not your love, and you better make it quick. We open in ten minutes," Emma responded.

"Of course, lo… Emma," Killian began. He scratched behind his ear as he continued, "You see, myself and a few of my mates work nights here tending the bar. We normally catch a few hours of sleep here once our shift is over. We leave right before the restaurant opens."

"If you're worried about it being a problem, I'm positive that I told David it was fine months ago," Emma pointed out.

"Aye, love. But you see, the couches are placed where we have a perfect view of your office," Killian told her.

Getting frustrated, Emma asked, "Do you have a point or not?"

Killian took another deep breath before he admitted, "We can see into your office, and we've been watching you get changed every morning for the last week."

Emma's eyes widened. Her initial reaction was embarrassment. She quickly crossed her arms over her chest.

Her next reaction? Furious couldn't even begin to describe it.

"You pervert!" Emma shouted.

"I assure you that I'm not. Just let me explain…" Killian began.

"Explain? You want to explain? There is no explanation that you could possibly offer," Emma cut him off.

She then turned to walk away – although storming off was a more accurate description – but Killian moved to stand in front of her.

"Just listen – we assumed that you knew. Or that you would at least figure it out," Killian defended.

"So, that makes it okay?" Emma retorted.

"Of course it doesn't. But it is within reason, Swan," Killian told her.

Emma scoffed before she rhetorically asked, "So, it's my fault, now?"

Killian considered her words before he spoke, "That wasn't what… you know what, I know I'm a bloody idiot. I wasn't trying to make you angry. I just thought you deserved to know."

"It would have been nice to know six days ago," Emma told him.

Killian could tell she was fuming – within reason. This was hardly the first time he had been in hot water when it came to a woman, so he decided to revert to humor and charm to get him out of it. It usually worked.

He offered her a teasing grin as he told her, "I realize I should have told you sooner. But you can hardly blame me, love – the view was quite breathtaking." He then stepped closer to her.

The stone-cold glare that she gave him indicated that she was not amused.

"You think that you're God's gift to women with your looks and charm. But I don't find it funny. David may technically run the bar portion of this place, but he would have no objection to me firing you," Emma told him.

Killian's eyes widened as he took a step back and responded, "I didn't mean any harm, love. I was only trying to lighten the mood."

"I'm sure you never mean any harm," Emma spewed.

As she began to walk away again, Killian grabbed her arm and spun her around to face him.

"I'm this close to slapping you," Emma began, as she moved her thumb and index finger not even an inch apart. She then continued, "And I will if you try to stop me from leaving again."

He released her arm before he spoke, "At least give me a chance to make it up to you, Swan."

"That's Miss Swan to you, and there is no way you can make it up to me," Emma pointed out.

"At least let me prove you wrong," Killian told her.

"This ought to be good," Emma scoffed, as she crossed her arms again.

"Let me take you out for coffee. You can get to know me, and you'll see that I'm not such a bad guy," Killian suggested.

"A date? Are you insane?" Emma retorted.

"It wouldn't be a date. It is as I said before – a way to make it up to you," Killian pointed out.

"And why should I trust you?" Emma asked.

Killian sighed before he pleaded, "If we go out for coffee and your opinion of me doesn't change, I swear on my brother's grave that I will never talk to you – or even look at you – ever again."

Emma looked at him curiously for a few minutes. She had this sort of "superpower". She could tell when anybody was lying, and he wasn't. She heard the sincerity in his voice and could see that he truly did feel awful about what he had done. He really did want to make it up to her.

So, she agreed – albeit, still reluctant.

"Fine. Meet me at "The Cove" on Saturday morning at nine. Don't you dare be late."

"As you wish," he responded, with what Emma swore was a genuine smile.

She simply nodded before making her way to the front of "David and Emma's Place".

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When Emma arrived at the coffee shop on Saturday morning, Killian was leaning against the wall close to the door.

"Hello, love," he greeted with a warm smile.

"I'm not your...never mind. Let's just go," Emma told him, slightly annoyed.

Killian picked up on her tone and said, "Hey, love, why don't you try enjoying yourself. I can be pleasant company."

"I never agreed to enjoy going out for coffee. I agreed to come," Emma pointed out.

"As I recall, part of my offer involved you getting to know me. It would be bad form not to do so," Killian replied.

Emma rolled her eyes before she told him, "You're impossible."

"So, I've been told," Killian told her with a grin as he held open the door for her.

When they had settled at a corner table, Killian teased, "You know, Swan, most people order coffee at a coffee shop."

"Yeah, well, I'm not most people," Emma retorted before she took a sip of her hot chocolate with whipped cream and cinnamon.

"I gathered that rather quickly," Killian responded before taking a drink of his mocha cappuccino.

"What does that mean?" Emma asked as she sat down her mug.

Killian drank his coffee thoughtfully for a few moments before he placed it down. He then began, "Well, Swan, I can see how stubborn you are."

Emma scoffed, "Nice work, Einstein. It doesn't take a genius to see that – you don't even have to know me that well."

Killian took a breath before he continued, "I also see how closed off you are to anyone besides David and Mary Margaret. It's hard for you to trust people and let them in – love has been all too rare in your life."

Red flags instantly went off in Emma's head. She knew little of Killian, except that he was obviously English and a great bartender. David was the one who hired him – not her. She also didn't spend that much time around the bar. They saw each other occasionally, and maybe exchanged a few words here and there. How did he read her so well?

However, Emma shrugged it off and retorted, "So, you're a stalker, too?"

Killian couldn't help but roll his eyes before he responded, "On the contrary, love. You see, you're something of an open book."

"Am I?" Emma questioned, with crossed arms.

"Come on, love. You know I was spot on earlier. You can't deny it," Killian pointed out.

Emma took a deep breath before she defended, "You probably just asked David about me."

Killian sighed as the thoughts ran through his head. Clearly, getting to know each other did not involve anything personal.

He took a deep breath as well before he surmised, "Let's start out with something safer, shall we? Tell me your favorite movie."

Emma was a bit surprised that he didn't try to push her more. She didn't allow that thought to linger as she answered, "My favorite movie is the Princess Bride."

"Well, that explains your interest in the nautical themed coffee shop," Killian teased.

Emma rolled her eyes before she asked, "And you? What's your favorite movie?"

"I think a more accurate word would be movies, since I can't seem to decide which one of the Pirates of the Caribbean movies is my favorite," Killian answered.

"And you're teasing me about the decorations in here?" Emma pointed out.

Killian then saw her chuckle, despite her trying to hide it.

He then offered her a teasing grin as he pointed out, "Careful, love, if someone hears that laugh of yours, they may think you're having a good time."

Emma rolled her eyes in response. She then leaned on her elbows as she asked, "So, Killian, what do you do for fun besides watch your female coworkers get dressed?"

"I didn't…" Killian began to defend himself before he just decided to let it go.

He then stated, "There isn't much to know, love. I tend the bar, which I'm quite fond of by the way, and when I'm not doing that, I'm just, you know, reading or watching movies. Or playing my guitar."

"You're a musician? You know, I can't say I'm surprised," Emma commented.

"I do quite enjoy it," Killian told her.

She then observed, "I bet that's how you met your girlfriend. She probably swooned when she saw you play," with a teasing lit in her voice.

His expression turned somber, and he looked down into his mug.

"That's where you'd be wrong, Swan," he replied quietly, still looking down.

And in that moment, Emma knew there was more to him than the carefree, flirty façade he put on. The reason he could tell that love wasn't something she had known a lot is because he had lost it as well.

Turns out they had something in common after all.

However, the façade returned a few minutes later.

"But you are right, love. Women do swoon when I play." He then took a sip of his coffee and added, "Although, I'd imagine you wouldn't fall into that category, Swan."

"You got that right," Emma told him, the satisfaction clear in her voice.

He chuckled before he asked, "And you, Swan? What do you do for fun besides yelling at me?"

"You deserved it," Emma told him.

"Okay, fine, I did. Will you just answer the question?" Killian told her.

Emma couldn't help but smile before she began, "Well, I like to…"

She was cut off by someone calling her name. Someone she had hoped never to see again.

"Neal?" Emma questioned as she moved to stand when Neal arrived at their table.

He looked back and forth between her and Killian. He then asked, "Is he the reason you haven't been returning my calls?"

"Killian has nothing to do with this. I haven't called you back because I don't want to talk to you," Emma responded.

"Come on, Em, I've apologized and explained," Neal defended.

"Yeah, you said something about finding your father, which I get. But he still would have been there when you got out, Neal. I spend a year in prison for a crime that you committed. You seriously think we can pick up where we left off?" Emma told him, desperately trying to keep her emotions intact and her voice down. The last thing she needed was a scene.

"It's been ten years, Emma," Neal pointed out.

"Ten years that I've had to deal with trust issues that you caused. It's because of you that I'm afraid to get close to anyone – it took me years for me to actually believe that David and Mary Margaret wouldn't just give up on me and leave like everyone else. It's because of you that I'm afraid to fall in love again for fear that he'll break my heart. You really think I want to give it to you again?"

"I still love you, Emma. Just give me a chance. Please," Neal pleaded.

"No. Just leave," Emma told him.

"But…" Neal began.

"You know what? If you won't leave, then I will," Emma said. She grabbed her wallet and threw some money on the table. As she grabbed her phone, she looked over at Killian.

She wasn't sure which scared her more – Neal showing up trying to get her back or the look of genuine concern in Killian's blue eyes.

She quickly walked out the coffee shop, followed by Neal, who stalked off in the opposite direction.

Killian sat there for a moment processing.

His gut reaction was to run after her, even though he knew that she would yell at him.

Despite the fact that they hardly knew each other, he could already feel a connection with her, and he knew that she felt it, too.

It was that thought that made him slap his own money on the table and rush out of the coffee shop.

After 30 minutes of searching the Boston area, he found her at the docks.

As he sat down beside her on the bench, she seethed, "Leave, Killian. I don't want to talk to you."

"I want to help you, Emma," he responded.

"Oh, I know what you want, Killian," she retorted, the disdain clear in her voice.

"If that's all I wanted from you, I wouldn't have told you about seeing you get dressed. I wouldn't be here right now – most men would consider you as having too much baggage, love.

But you know what? I'm as broken as you are.

My mother died from cancer when I was two, and my father brought my older brother and I to the states.

When I was ten, my father abandoned us in the middle of the night to escape being arrested. My brother was 14 and fought to keep us together in the system.

When I became of age, both of us joined the navy – only to have him killed a couple of years later. Since it had been the navy's incompetence that resulted in his death, I quit. The only job I could find was bartending, but I was bloody terrible.

Luckily, one of co-workers decided to help me. We soon fell in love – her name was Milah. We had been dating for three years and had been living together for a year when I was going to propose. But I never got the chance. She had a sudden heart attack that the doctors couldn't explain.

After her death, I threw myself into becoming the best bartender I could be. I was already good at what I did, but I thought that if I perfected my craft, it would be a way to honor Milah. That was six years ago, and David hired me two years later. And here we are, Swan."

Emma took several moments to process everything he had told her. As she turned to look at him, she saw truth in his eyes, as well as a look of someone who felt lost. He really was as broken as she was. An orphan who thought they would never find happiness. When they did, it had been ripped away from them.

She took a deep breath before she admitted, "My parents left me on the side of the road when I was a baby. I was found by the police, and the state placed me in the system.

I was going to be adopted at three, but the couple sent me back when they found out they were going to have their own kid. Ever since, I bounced around different foster homes, which I always ran away from because they were terrible.

When I aged out of it, I met this guy, Neal, who was a thief. You already know how that ended."

Killian nodded before he spent time processing as well. He then asked, "How did you come to own the restaurant with David?"

"After I got out of jail, I knew I needed some way to support myself. Some way that was legal. Once I got my GED, I started waitressing. A few months in, I knew I wanted to own my own restaurant. That's when I decided to enroll in college.

When I started business school a couple of years later, I met David and his fiancé, Mary Margaret, who was studying to be a teacher. As you also know, it wasn't easy for me to open up to them. But I did, and they became my family.

Shortly before we graduated, David and I realized that we wanted a restaurant with the same kind of feel – a laid back place to hang out and get good food. Since he wanted his to have a bar, I suggested that we open a bar & grill together. And as they say, the rest is history."

Killian smiled at her as he responded, "Well, love, it seems we have quite a bit in common."

"Yeah, well, I'm still mad at you," Emma told him.

His expression turned to disappointment as he told her, "I suppose that's fair, love," as he looked down.

A cheeky smile enveloped her features as she told him, "I think it may take a real date for me to forgive you."

As Killian looked back up, he mirrored her expression as he asked, "Shouldn't I be the one asking you out?"

Emma grinned as she responded, "Well, then, get on with it."

Killian smiled genuinely as he questioned, "Will you, Emma Swan, go on a date with me?"

"I'd love to," Emma responded, her smile matching his.

She then told him, "I have to get home – the restaurant's expenses won't budget themselves."

"May I walk you, love?" Killian asked, suddenly feeling a bit nervous.

"Of course," Emma answered.

Both of them then got up and headed toward her apartment.

When they arrived, Emma unlocked her door and opened it. She stood in the doorway as she turned to face Killian.

"Despite the interruption, I enjoyed our not-date. I really enjoy spending time with you," she told him honestly and ignored the part of her that wanted to run from him.

Killian smiled at her as he responded, "As do I, love. I'm looking forward to our date."

"You better do well if you want my forgiveness," she teased.

"I know you're joking, love, but I really do intend to make it special for you," Killian told her.

Killian continued to surprise Emma. And to be honest, she was glad he was proving her wrong.

"Well, in that case, I'm really looking forward to it," she told him.

A genuine smile emerged as he nodded in response. He then told her, "I'll see you on Monday, love."

It took a moment for Killian to grasp the meaning of his words. He then began scratching behind his ear as Emma said, "That reminds me, I better get some curtains."

As Killian looked at her, he saw that she was grinning. So, he teased, "That would be a bloody shame, Swan," as he moved a piece of her long blonde hair behind her ear.

Emma shook her head at him before she said, "Goodbye, Killian."

"Goodbye, Emma," he responded.

She then began to move inside when Killian's voice stopped her.

"Um, love, if I tell you something, will you promise not to be offended?"

Emma considered his words for a moment. She then took a deep breath as she slowly answered, "Um, okay, I won't."

Killian took a deep breath as well before he told her, "You, Emma Swan, are every bit as beautiful on the inside as you are on the outside."

Emma looked down slightly as she smiled, accompanied by a blush. She did not blush.

As she met his eyes, she was caught off guard by the sincerity in them.

She smiled as she told him, "Thank you, Killian."

Emma wasn't sure what possessed her, but she then leaned forward and placed a kiss on his cheek.

She then quickly went inside before she saw his reaction of pure surprise.

As leaned against the door, she thought about how perhaps the first impression can be the wrong impression.

A/N: I have no idea how that turned serious with all of their troubled past coming up. That was not the plan.

I also have no idea how Neal even got here. In case y'all haven't figured it out, I actually really liked him. But for this one-shot, I thought it made sense for him to be unlikeable.

Anyways, I hope y'all enjoyed this one-shot! By the way, my spring break is next week, so I'll be able to write a lot more. :)