A/N: Regina's outfit will be the one our hottest actress wore to the SDCC. It screams sexy teacher.

I walked through the parking lot early today, cutting through the teacher lot. I convinced myself it was only because it's faster, not because I wanted to see that white Porsche glistening in the sun.

Okay I'm lying. Of course I want to see her. But also I need help with physics.

That's my excuse and I'm sticking to it.

A faint smile graced my lips as it caught my eye and I sped up, damn near running into school. Bursting through the doors to her hall my feet moved quickly over the tile. They began to slow down as I neared her open door and my heart began to thump loudly. I fixed my clothes and rounded the corner.

"Hey Ms. Mills." I said loudly.

She turned her head and smiled at me.

"Good morning Emma."

She rolled her chair away from her desk and grabbed the empty one placing it beside her. I walked in set my things down next to her desk and sat. Her outfit today was incredible, she had on a gray plaid outfit. The sleeves were pushed up to her elbows, the top button of her jacket was unbuttoned and she had a gray belt that wrapped around her waist.

I couldn't tell if she was in a skirt or a dress but it didn't matter because the slit was half way up her thigh. She had on gray heels and she crossed one leg over the other and laced her fingers. Her legs flexed under the pressure and I wanted to die.

How is she so beautiful?

"It's good to see you." I said. The way she looked at me made me forget why I even came here.

"You too. Sorry I wasn't here Friday. I think I ate something bad at lunch that turned my stomach."

Ms. Mills looked at me a second longer then back to the papers on her desk.

"I'm sorry. Are you feeling better?"

She nodded her head and I bent over to grab my text book, as I did my shirt rose exposing the skin on my lower back. I swear I heard Ms. Mills gasp and when I looked back at her, her eyes were on my back. Grasping the book I sat up slowly, her eyes darted to mine and she blushed a little.

Hm, that's interesting.

She cleared her throat softly then took the book from my hands. I watched as she skimmed through the pages, finally landing on the chapter from last night.

"Tell me what's got you confused."

Ms. Mills pushed the book over to me and I scooted closer.

The tip of her heel brushed my leg and I froze at the contact.

"Calculating the Displacement. When they started using Greek letters I was thrown off."

She chuckled at my comment and my stomach bubbled at her laughter.

I kind of missed that sound.

"Trust me, I get it. So, displacement is written as the greek letter shaped like a triange here."

"Delta right?"

She nodded and continued to speak. I gazed at her, getting lost in her features. The way she explained things, they way her nose crinkled when she was confused, the way her eyes lit up talking about something so boring like physics.

It was incredible really.

"-And that means the delta and the s behind it represent what?"

Fuck, I wasn't paying attention. Her hazel eyes met mine and we just stared at each other. I thought she would be upset in my lack of attention, but instead she looked deeply at me, like to my soul.

"Emma..." she said softly.

I closed my eyes at the way my name fell from her lips.

"You're not listening to me."

Her voice was playful. Lifting my lids I was met with a smirk. She closed the book and leaned back in her chair.

I bowed my head in slight shame.

"Sorry, it represents a 'change in'. The 's' means spatial location. So a change in spatial location."

Tilting her head to the side her eyes raked over me. What is she thinking?

"You're smarter than you give yourself credit for. You really don't need my help."

My heart fluttered at the compliment.

"Well I'm not confused about that, it's the formula that's got me all fucked up."

"Language." she teased.

"Shit, I'm sorry."

I shut my mouth and sighed. I'm fucking hopeless but her giggle lifted me up.

"I should put a swear jar in here. You'd make me rich."

Jokingly I glared at her and she laughed louder. Who gives a shit what's going on between Killian and I? Each wave of laughter that passed through her mouth drowned out the anxiety I was having in anticipation for talking with him. Soon, it was nothing but a faint tingle and I joined in with her.

"How was your weekend? Throw any parties?" Ms. Mills asked after we calmed down.

"It was alright. No parties, just hung out with some friends."

She nodded and rested her hands on the armrest of her chair.

"Did you hang out with that boy you were talking to on Friday?"

Huh, she remembered that?

"Yea, that's Killian."

"You're best friend.'

"He was."

Shit, god damn it. I can't help but let words just fly out of my mouth when I'm around her.

"What do you mean was?"

Ms. Mills furrowed her eyebrows then leaned in propping her elbows on her knees.

"Listen, you don't have to tell me. I do have a decent pair of ears though."

Her smile grew wide and it felt like she really wanted to know. Her interest in my personal life was intriguing, but she probably did this with other students right?

"I don't have a good rep with telling teachers stuff. Teachers seem to have a problem keeping secrets."

"Well, I'm not like other teachers."

Yea, no shit.

She gave me a look that was almost challenging and me being the feisty woman that I am barely backs down from a challenge, but it didn't seem like she would give up unless I told her something.

"You can trust me." Ms. Mills finished.

I chewed on the inside of my mouth and looked away from her. Okay, here goes nothing.

"We got into fight this weekend, a pretty big one."

"About?"

Bringing my gaze back to her I tried to read her face. Why was she so interested in me? Or us as students. Usually teachers could care less, but not her. No she seemed to really want to get to know us as individuals.

A soft smile was still on her lips and for the first time she let me see me her emotions. I could see the care in her eyes, her expression was soft, open. It was as if she knew I was uncomfortable and in order to get me to open up, she felt she had to as well.

"He likes me. He kissed me."

Ms. Mills raised her eyebrows and pursed her lips.

"And you liked it?" her voice had raised an octave.

"Eww, no. He's always had this infatuation with me and it was all brought to a boil this weekend."

Her shoulders seemed to relax and she stood up walked 2 steps to her desk then sat on top of it. The skin peaked even more through the slit of her skirt and my throat constricted. The butterflies flew widely in my stomach and my mouth watered. She shifted and her muscle clenched defining her thigh even more.

"You don't like him?"

"No not like that, he's always been like a brother in my eyes."

"Ouch, yea no guy ever wants to hear that."

"Yea, well...too late for that. He's pretty much ignoring me."

She nodded her head and I felt her gaze upon me. I didn't look up to meet her though as I finally relaxed into the seat, things were finally getting a little easier with her.

"Do you want my advice?"

"Sure..."

What's the harm?

"To do that, I need you to look at me.

Reluctantly I looked at her, I had to move my chair back so I didn't feel so small in comparison to her sitting above me.

"I think you should talk to him, tell him how you feel, and that your friendship is something you cherish and that you're lucky he's in your life. It seems you are."

"I do but, he said some shitty stuff that I haven't quite gotten over. He brought up some things that were pretty uncalled for."

I stood up and walked to the edge of her desk and lifted myself onto it. My back was now facing her.

"That may be, but until you reconcile things, it will be hard to heal. For both of you."

Who's side is she on?

But she's being honest, I wouldn't expect anything less.

"You can't blame him though." she whispered softly behind me.

"What? Why would you say that?" Yea I was slightly annoyed.

She wouldn't be saying that if she knew what he said.

"Of course you're on his side." My scoff was loud.

I heard her get off the desk and the click of her heels as she walked around and stood in front of me. I was too slow to turn away from her and she trapped me in a stare.

She seemed a little tense. There was an edge to her body language, maybe she didn't like my comment.

"I never said I was on anybody's side. Don't put words in my mouth Miss Swan."

Ah fuck, yea I frustrated her.

I opened my mouth but she put her finger up to shush me.

"I was saying that-" Ms. Mills started and took a step up to me.

She was almost in between my legs that had automatically parted as she got closer.

"I can see why we he's infatuated with you. There's something about you."

I was breathless. She was so close to me, her perfume consumed every sensation, her lips curved into a smirk before she backed away and left me feeling hot, horny, and confused. I was about to respond but the warning bell rang loudly making me jump, as usual Ms. Mills kept herself together.

Kids started to file into her class earlier than normal. A little embarrassed by morning wood I slipped off the desk, landing smoothly on my feet and snagged up my backpack. I went to walk past her but she reached out and grabbed my shoulder to stop me. I held back a moan but my body betrayed me and I instead shuddered.

She took a step up behind me and I felt her breath near my ear.

"If you need a place to hide during lunch, I'll be here."

I should've responded but I couldn't. Instead I nodded my head and briskly swerved through students, leaving the classroom. Did she just give me a compliment and offer to hang out at lunch? Was this something normal that happened between teachers and students? I wouldn't know, I've never tried to get close to one before.

The sound of heels filled the hallway but I didn't turn around. I ignored it and continued my walk to 1st period feeling the brown eyes upon me until she shut the door to her room.

SQSQSQSQSQSQSQ

"Damn, Killian's there already." Jefferson cursed.

We stopped at the beginning of the quad and saw him laughing with Ruby and Belle.

I fucking called it.

"You should just go over there anyway. Shock the hell out him." he teased.

"No, he can't be fucking normal around me right now, it would give off too many questions. Questions I really don't feel like answering."

He turned and faced me. Jefferson looked sad.

It broke my heart.

"I hate it when you guys don't get along. It's like we're the divorced kids forced to choose who we want to stay with."

"Nobody is forcing you to do anything. You can be where you want, I'll figure something out."

He pouted then accepted my answer and leaned down to kiss me on the cheek.

"Keep me posted okay."

"Don't do anything stupid okay." I countered back.

Jefferson smiled a sly grin at me then walked over to our table. I slumped my shoulders and walked away from the quad, as if on autopilot my legs were taking me to physics. I reached Ms. Mills room but her door was closed.

Interesting. She said she'd be here.

Standing on the tip of my toes I peered through the window and my body flushed with anger.

Lily was in there talking very closely to her.

What the fuck was she doing here.

As if she felt my stare on her, the beautiful goddess took her gaze of Lily's and met mine. I dropped to my feet and slammed my back against the wall.

Fuck.

I'm so stupid.

This is why curiosity killed the fucking cat.

I waited for a moment and the door swung open. My mouth went dry as Ms. Mills looked behind the door and found me, looking dumb as fuck, like the guilty stalker I was.

There was a twinkle in her eye before she let me see those pearly white teeth.

"Give me a moment, I'm just finishing up with Lily."

My jaw clenched.

Guess I wasn't the only one she called by their first name.

She glided back inside, her words being muffled out by the door. It seemed like forever before the door opened again.

But it wasn't my teacher. It was her.

Lily sucked her teeth before staring me down.

What bitch? You want to go?

"What are you doing here? Your friends finally get tired of feeling sorry for you."

I stepped up to her with my fists clench. My back stood straight and my chest was out.

I just need her to hit me one fucking time. Give me a reason to beat the shit out of you.

"It's really none of your business." I sneered back.

"Oh, so they did get tired of you. And what? You want Ms. Mills to make it all better." she teased back.

Lily was just as stubborn and big headed as I was and like me she didn't back down from challenge. Standing her ground she took a step towards me.

She leaned in close to my ear.

"Face it Emma, if you think she's going to like you, you're more delusional than I thought."

I scoffed and pushed her away.

"No see that jobs been taken up by you. You think you're so fucking cute, really you're just a thirsty bitch."

Fire burned in her eyes and I knew that was the thing to put her over the edge. She pushed me back hard but I barely moved and in one swift motion dropped my backpack off my shoulders.

Oh yea. I've been waiting for this moment for so long.

Her hand balled into a fist and she pulled it back ready to punch. I had my hands up ready to block it. At the same time the door swung open and very agitated looking Ms. Mills leaned on the door frame.

We dropped our hands immediately waiting for the scolding she was going to give.

But none came.

"Lily, I think you should go to lunch." Ms. Mills said flatly.

I looked over that bitch and who had put on a fake smile.

"Of course. There was some litter on the ground, though I'd clean up." she glared at me.

Please. That comment was fucking lame. Let me show you how I take out the fucking trash.

I looked back at Ms. Mills who was not impressed by the remark.

"That won't be necessary."

Lily frowned, growled at me like the bitch she was then walked away.

Honey brown eyes looked at me but there was no twinkle.

"You. Inside."

Oh, here comes the scolding. Of course it's just me.

I stomped inside the room with my arms folded over my chest already on the defense. I sat down aggressively on top of the desk that was closest to the door and placed my feet on the chair. I was so angry that my body was shaking, my breathing was shallow, and I felt like my teeth were going to break with how hard I was clenching down on them.

I heard the door shut. My backpack drop to the ground. Her heels clicking against the floor. She came around me and pushed my feet off the seat spinning me around in the process. Like water, she flowed down, sitting on the chair she pushed me off of. Pulling feet my to my chest I wrapped my arms around my legs and hugged them closely to me.

Could you blame me for being angry? Lily always walks free. I knew I shouldn't have come. If I wanted to be pissed off I could've just sat with Killian at lunch.

"Go on, tell me what how disappointed you are or whatever it is teachers say." I growled.

She didn't say anything. I just saw her lean back in the chair out of the corner of my eye.

Why is she so quiet?

Unable to handle the silence I turned to look at her. She seemed apathetic in my attempt to be upset.

"You like to put words in my mouth don't you?"

"You didn't see the expression you gave me." I snapped back.

"And you don't know how I was feeling in that moment."

I rolled my eyes.

"Please tell me how you were feeling then." the sarcasm was clear in my voice.

"I was feeling like maybe I should stop a fight before you get kicked off the volleyball you tried so hard to get on."

Her voice had dropped and there was a certain defensive tone that coated her normally elegant one. A tinge of remorse hit me, I was taking my frustrations out on the wrong person.

"I'm sorry Ms. Mills, I didn't mean to blow up on you like that."

I hung my head, feeling a little struck.

"It's okay. I can deal with a little teen angst." The playful ring was back.

Sighing in relief I dropped my legs and leaned my hands back on the desk.

"We should eat, maybe grab some fresh air. I think we could both use it."

She winked at me then got up from the seat, her scent blew gently under my nose calming me the rest of the way.

So we're good?

"You don't have to Ms. Mills, I'm sure you've got better things to do."

She slammed her purse down on her desk and looked back at me.

"Stop that. You keep jumping to conclusions in your head. I won't do anything I don't want to do and won't do things out of pity. Now head to the bleachers and I'll meet you there."

I stared at her in silence effectively being shut down.

"Go on." she pushed. "We've only got 15 minutes left of lunch."

Doing what I was told I scurried out of the room and power walked to the bleachers on the field. If I moved quickly, it would only be about a 3 minute walk. When I reached the grassy football field I was amazed to see not one student was there. I would've expected this place to be crawling with seniors but I guess not.

I walked to the second row from the top of the bleachers, sat down, and pulled my lunch from my backpack. It wasn't long before I heard Ms. Mill's heels tapping against the metal. I kept my eyes down, I didn't want to seem too eager for this to be happening. She made it to the top and slipped in my row, taking a seat right next to me. So close that when she bent down to reach into her purse our knees grazed.

Pulling out a napkin she draped it over the top of her legs, then grabbed a legit looking sandwich and some chips.

At the same time we both took a bite into our lunch. Even when she was eating, this woman was elegant as fuck. She wiped the corner of her mouth with the napkin and cleared her throat.

"You didn't let me know."

Huh?

What the fuck is she talking about?

I turned to look at her just in time to watch her mouth wrap around the meat and veggie filled sandwich.

"You're going to have to elaborate." I said a little confused.

She swallowed the bread and her neck bobbed as it passed down her throat. Ms. Mills needs an off switch, just be a normal human, why does everything look so good when she does it?

"Friday morning you said you would let me know about the weekend. You never did."

Okay, why is she bringing this up now? This must be her way of distracting me from Lily. Sure, I'll roll with it.

"Well you weren't there for class, wasn't sure if the offer still stood."

In reality I couldn't use the balls I have to type out a simple message.

Always over thinking shit.

"I think you chickened out." she teased. "Got scared people would find out your friends with your physics teacher."

Ms. Mills laughed then gently nudged me with her shoulder.

We're friends?

I didn't want to question it out loud. We were finally finding a groove and I didn't want throw a wrench in it. So I went a different way.

"This is random question but, how did you get started in teaching, and why here?" I asked taking a bit into my carrot stick.

"Well, I know it's sounds so over used but I like to help people, shape today's younger youth. Plus, I'm good at what I do, not many teachers can command a room like I can. As far as the place, I used to teach in New York, it's really competitive out on the east coast and it's all about the money. The pay is bar none compared to any other state. The kids are snobby and stuck up, I was looking for a change. Enter Red Rose High."

Makes sense.

"Can I ask you something?" her attention was all on me.

"Sure." I said hesitantly.

"You don't have to answer this if you don't want, but you and Lily. What's up with that?"

Oh okay, so we're just jumping into the deep end.

I shifted on the bleacher and turned my whole body to face her. She sensed my nerves and placed a her hand on my knee.

I'll never get use that.

"Like I said, you don't have to tell me."

"No, it's okay. The gist of it, we use to date awhile ago and she fucked me over."

Ms. Mills looked at me with an astonished expression on her face.

"You two use to do date?"

Um, is she cool with same sex couples?

"I'm just surprised, you are completely opposite from one another." she finished.

"Yea, well. She wasn't also so...I'm sorry Ms. Mills, but so fucking bitchy."

She laughed at me, slowly sliding her hand off my leg. It left a trail of tingles in her absence.

"We aren't in the classroom. You can relax. That explains a lot though."

"Why we are always at each other's necks?"

"Yes, and other things."

Other things, like what?

I ignored my thoughts and watched as Ms. Mills took a final bite into her sandwich finishing it. A question popped into my head, and while this one was personal I felt I had the right. She's asked so many deep questions about me it's only fair I get a shot.

"How about you?" it came out my mouth so fast.

Her eyes met mine, she swallowed the rest of her food and wiped her mouth.

"How about me what?"

So she wasn't going to make this easy.

"Are you..." the word caught in my chest.

"Am I…" Ms. Mills pressed drawing out the 'I'.

"Are you gay?"

She looked at me with a her walled up emotions only giving me glimpse's of the ones she wanted me to see.

"No." she answered flatly.

This hurt for some reason. I mean not like I wanted a chance but I guess she just kind of pinged for me. Or maybe it's because she's fucking sex personified and it's throws of my radar.

"Ah, so your straight."

Yes, Captain Obvious to save the day.

"No."

Um.

What?

"But you just said-"

"I'm not into labels."

Ms. Mills eyed me cautiously as she said this. Okay Emma oh genius one, where do we go from here.

"Is that okay?" she seemed apprehensive.

"I don't mind at all." I made my voice sound as sincere as possible.

"What about you?"

She leaned resting her back against the very top bleacher above us. Her brown eyes never left my green ones. I propped my elbow up and rested my chin on my hand.

"I've only ever hooked up girls, but I think guys are cute. Not enough to sleep with. But like 'oh he's adorable' cute. Like puppy cute."

Ms. Mills sweet laughter floated to my ears and took some time to soak it in.

"Yea I can see that." she said.

Before I could come up with something clever the warning bell rang that lunch was almost over pulling us back to reality.

"Well, that's my cue." she said standing up and dusting off her clothes.

Looking down at me she smiled.

"I'll see you later Emma." and swiftly she made her out of the row and down the steps of the stands.

Slowly I cleaned my stuff up and made my way down the bleachers, across the field and to the locker room. My phone beeped 4 times when I got close to the gym. I checked it. 2 from Ruby, 1 from Belle, 1 from Jefferson.

I forgot you get no service out there.

Where the fuck are you?

Hello, dude, text me back!

Those were from Ruby.

Hey, Jefferson is being weird and you're not here. Is everything okay?

Oh Belle, always so sweet.

I'm going fucking crazy here. They keep asking me where you and Killian got all awkward. Tell you more at gym.

Jefferson, always panicking.

I pulled on the door and walked inside, headed for the locker room not bothering to respond. No, all I could think about was Ms. Mills and her no labels comment.

I convinced myself she must be this open with all of her students.

She wouldn't tell me something she wasn't comfortable with. The woman basically said so herself.

But she did say were friends.

I scoffed.

Friends? Ms. Mills was just being nice.

I'm a fucking high school student.

And she's fucking Aphrodite in human form playing a teacher.

A full grown woman.

Friends?

Yea right.

A/N: Two updates in a day, because I felt so bad for making you guys wait so long! Til next time!