This chapter is based sometime in season 3B after Neal died and before Henry got his memories back.

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I don't own OUAT.

Comfort

Henry wasn't in the diner.. The Wicked Witch was on the loose and the lad didn't have his memories. He could get into all sorts of trouble.

Killian glanced around Granny's once more, making sure Henry wasn't there, before starting toward the back. He was sure Emma would know where her son was. She wouldn't let anything happen to him. He only needed to ask.

He knocked gently on the door, not wanting to wake anyone if they were asleep as it was getting late. When no one answered, he turned to go. Perhaps Swan was at her parents' apartment. He froze when he heard someone suck in a shaking breath. It was quite obvious whose it was.

"Swan?" He knocked again.

No response.

He tried the door handle, not expecting it to be unlocked, but was pleasantly surprised when he found that it was. He pushed the door open, entering quietly. Startling her wouldn't be the best thing if she was already upset.

"Emma? Henry?"

He walked farther into the room. A blanket and pillow were strewn across the couch. He assumed that's where the boy slept. His eyes moved to the bed on the other side of the room. Emma sat on the edge of it, her back toward him. She was leaning forward, her head bent down. He heard her intake sharply.

"Emma?"

She jumped, spinning around. Her eyes widened when she saw him. "Killian? I didn't…. Why didn't you knock?"

The redness of her eyes caught him off guard. "I—I did. No one answered."

She wiped her eyes quickly, straightening her shirt and crossing the room. "Then why did you come in?"

"I heard something. I thought something was wrong." Pain tugged at his heart. Now that she was closer, he could see the wetness on her cheeks.

She folded her arms, defensive. "Nothing's wrong. Why did you come up here?"

"I, um…." Why had he come? Emma's state had chased every other thought from his mind. "Uh…."

She raised her eyebrows.

"Oh! Henry—where is he? I didn't see him down in the diner." He scratched his neck nervously. Was he overstepping?

Emma glanced at the couch and then back at Killian. "David and Mary Margaret wanted to take him out for ice cream. They're running a little late, but they're on their way back."

Killian nodded, shifting on his feet. A small feeling of relief filled him, but it was short lived. Emma had been crying. He wanted so bad to reach out and brush the last remnants of tears off her face. "Splendid. Apologies for bothering you." He stepped back, but hesitated.

"Something else?" she asked impatiently. Killian could see that she wanted to be alone.

Before he could lose his nerve, he asked, "Are you all right, love?"

Her body went stiff, but she managed a nod. "I'm fine."

He didn't want to push, but he didn't want her to be left alone with her thoughts either. She had been through quite a bit in the past two weeks or so. Her memories had been returned, she'd found out the man she…loved was lying to her, and Bae—Neal—had passed away. She needed to talk about it to someone.

"Swan, is something troubling you?" He met her guarded eyes. For a moment, something flickered in them, but she blinked and looked away, sniffling.

"I said I'm fine. Just a little anxious for Henry to get home."

He nodded. "Aye, but your parents will protect him. He's in good hands."

She gave a small smile. "Yeah."

They stood there in silence for a moment. It wasn't until they heard several pairs of feet in the hall that either moved. Emma wiped the last trace of tears off her face.

"Hey, Mom. Hey, Killian," Henry said, appearing around the corner.

Emma smiled, pulling him into a quick hug. "Hey, kid. How was ice cream?"

Mary Margaret and David emerged, holding hands and grinning.

"It was great," Henry went on. "The woman there gave us some free rocky road."

David held up his hand. A plastic bag hung from his fingers. He passed it to Emma. "We figured you'd want it. I think it's small enough to fit into the small freezer in the minifridge."

Emma took it into her hands. "I'm sure it is. If not, I'm sure we can eat it before it melts. Right, kid?" She grinned at her son.

"Yeah."

Emma handed the bag to him. "Why don't you put that away and then get ready for bed? It's getting late."

"'Kay. See you, Killian. Bye, David and Mary Margaret." He took the bag and ran into the room.

Emma turned back to her parents and Killian. "Well, I guess I'll see you tomorrow."

"Goodnight, Emma." The princess stepped forward and hugged her daughter gently.

"Goodnight," she replied, pulling back. She gave her father a small smile before they walked down the hall, David sending a suspicious look over his shoulder before disappearing around the corner.

Killian pointed to the doorway. "I guess I should be going."

She let out a breath. "Yeah."

He stepped out, turning slightly to see her. "Goodnight, Swan."

"'Night," she said as she leaned against the door frame.

He nodded and started down the hall.

"Killian?"

He stopped, spinning around. His heart stuttered every time she said his name. "Yes?"

"Thanks for looking out for Henry," she said, smiling soft.

"Of course."

Emma pushed herself off the wall. "'Night." She stepped into her room and closed the door before he could respond.

Killian laid in bed, staring at the ceiling. He had been so stupid to think Emma would open up to him. Why would she? He was only a pirate.

He rolled onto his side, adjusting his pillow to be more comfortable. After several failed attempts at doing so, he sat up and threw the pillow across the room. He had to clear his mind before he would be able to sleep, he knew that. Standing up, he pulled his jacket on over his shirt and slipped on his shoes. As he walked out, he grabbed his sword and attached it to his belt. The Wicked Witch was still out there.

He headed to the docks, knowing the smell of the sea would calm him, hopefully wiping his worries away.

Emma shot up in bed, sending a loose blanket to the floor. Her breathing was ragged as she touched her sweat covered forehead. Henry…he'd been taken by Zelena. He was gone. She couldn't find him. He—

A loud snore came from the other room. Emma scrambled to her feet and rushed over to the couch. Henry was fast asleep, his hair a mess. A relieved sigh left her mouth. He was okay. Bending down, she kissed his head gently and headed back to her bed.

Images of her nightmare stayed at the front of her mind. Every time she closed her eyes, she remembered the panic she'd felt when she had thought Henry was gone. After trying, and failing, to sleep, she pushed herself back up and checked the time.

4:02, her phone read. She knew Henry wouldn't be awake for at least another four hours, so after a moment of debating with herself, she snatched her clothes she'd worn that day and threw them on before stuffing her feet into her shoes. A short walk in the fresh air would surely clear her mind. She'd be back long before Henry woke up.

The walk to the docks was short. The cool breeze blew across her face, a welcome relief after her nightmare. As the docks came into view, she noticed a figure sitting on the bench she usually sat at. She sighed. She'd recognize him anywhere.

For a moment, she debated whether or not to just turn around and head back to Granny's. A conversation with Hook wasn't something she wanted to be part of this early. Just as she was about to leave, she noticed his shoulders sag, as if he was letting out a sigh. Worry filled her mind, but she quickly beat it away. She didn't care. She shouldn't care, but she did and it irritated her more than she'd like to admit.

Straightening her back, she walked forward and sat down next to him.

He jumped. "Swan! What are you doing here?"

Emma noted his uneasiness. Why had he been so startled by her appearance, and why did she hate that he was? "I could ask you the same thing." Her eyes moved forward, staring out at the water.

"Aye, but I asked you first."

She rolled her eyes. "I couldn't sleep."

"That makes two of us. Nightmare?"

"Yep. You?"

"Not exactly."

She glanced back at him. He was looking forward, deliberately not looking at her. She knew that look, she'd worn it many times, but it still frustrated her. She had to open up, but he didn't?

"Why couldn't you sleep?"

He was silent for a moment before saying, "I was worried." His eyes met hers.

Her expression softened. His eyes were wide and sad. She hated that that bothered her so much. "About what?"

He held her gaze. "You."

Warmth filled her cheeks as she looked away. "Why? I told you I was fine."

She could feel his eyes on her. "I know you, Swan. You weren't fine."

"What makes you think you know me that well?" Emma couldn't stop her heart from picking up pace.

"Open book, remember?"

She snorted slightly at the reminder of their first adventure together, but quickly cut it off. "I'm fine, Killian."

"I don't buy that."

She turned her head to meet his eyes again. She wasn't backing down. "That's your problem."

"Aye, that it is. When you are upset, love, you need to talk about it. You've been through a great deal in the past several weeks, and I'm sure you haven't talked to your parents or your boy about any of it."

He knew her too well. It terrified her. Her walls screamed at her to get up and leave, but she knew he was right. Not once had she spoken to her parents about the craziness that had taken over her life in the past few weeks. If she ignored it all, surely it would be easier to go back to New York after it was all over, right?

"It helped your lad to talk about his father's passing," he went on. "It can only help you. What's the worst thing that could happen?"

She knew exactly what would happen. She'd let her walls down a little and he'd be able to pull her out from behind them. That couldn't happen, especially not around him. If she knew that, why did she feel like she could trust him with this? The urge to unload every burden she had was strong, and she hated it.

"What are you afraid of, love?"

That struck a nerve. She wasn't afraid of it. She was just being cautious. Opening up a little bit couldn't hurt, right? No, she wasn't opening up. She was only talking about stuff that he already knew. That wasn't opening up.

"It's my fault he died," she whispered as she stared out at the water. "He told me to separate him and Gold. I shouldn't have listened. If I hadn't, he would be alive." She kept her voice steady.

Her words shocked him. How could she blame herself for Baelfire's death? It was the witch's fault. Emma hadn't done a single thing wrong. "It's not your fault, Swan."

"Isn't it?" Her voice broke. She cleared her throat and turned to look at him. Tears had filled her eyes, but she refused to let them fall. "It was my magic that separated him from Gold. My magic that broke that…bond thing that kept him alive."

Killian shifted closer to her. "It is the Wicked Witch's fault. She is the cause of all that has happened. You can't blame yourself."

Emma blinked a few times. "That doesn't change the fact that I do."

Killian stared at her for a moment. This strong woman, this incredible woman had experienced too many hardships. She didn't deserve any of it. "When my first love, Milah, passed. I blamed myself."

Emma raised her eyebrows. "What about the whole Must-Kill-the-Crocodile-thing?"

He smiled slightly at her wording. "That came in soon. Most of the time, I blamed both myself and the Crocodile. It led to centuries of emptiness and vengeance. It tore me up. Don't do that to yourself."

She looked away. "I don't plan to spend two hundred years in Neverland. The time I spent there was enough for two life times."

"I know." He did. She was too good. She would never do that to her family. "But don't beat yourself up."

She wrapped her arms around herself, rubbing her arms. "Henry doesn't know anything about him. I want him to, but that would mean he'd have his memories back. I don't want that."

A knife felt like it sliced through his heart. Every time she talked about leaving, panic pierced him. He couldn't stay in this town without her. He could hardly breathe without her. The year he'd been separated from her had been torture. He'd thought he knew pain. Losing his brother, losing his father, losing Milah—those had all been excruciating losses, but none could compare to how lost he'd felt without Emma. Getting his heart ripped out and crushed would have been less painful than watching her drive across the townline. He didn't want a life where he was away from her. He'd rather spend another two centuries as Pan's servant.

"It's too crazy here for him. He shouldn't have to deal with witches and curses." She didn't know why she was telling Killian any of this. It seemed easier to talk to him about everything than talking to her parents.

"He did it before."

"But he shouldn't have had to."

Killian wished she would look at him. "You're right, but it's part of who he is. His family is here. Your family is here."

She clenched her jaw. "Henry's my family. We were happy in New York. Him, me, and Wal—" She cut off, letting out a sigh.

Killian wanted nothing more than to reach out to her and pull her into his arms. She'd lost two loves in the span of a few weeks. Her heart couldn't be at peace. It infuriated him that Walsh had held her heart when he didn't have the same feelings. He'd toyed with her emotions. If Emma hadn't finished him off that night, Killian would have.

"That monster doesn't deserve a place in your heart," he growled. "Don't let him have a hold over you."

Her eyes met his, lined with silver. "Why do you care?"

"Because you deserve more than dwelling in the past," he explained. "You didn't deserve what he did to you."

The sincerity of his words made her heart flutter. "It doesn't matter anymore." She looked back at the sea. "He's gone now."

Killian's hand itched to touch her, to comfort her. "What does Henry know about his…passing?"

"He doesn't. He thinks I said no and that's it. That's all he needs to know." Emma resisted the urge to break down. The tears building up were about to break the dam, but she couldn't let that happen. Not in front of him. She needed to return to the safety of her room or change the subject. "Where's your ship?" From the corner of her eyes, she could see him stiffen.

"It's back in the Enchanted Forest, I suppose." His voice was calm.

She looked back at him. "How did you get here, then?"

His eyes were locked on the ocean. "That's a tale for another time." He could sense Emma was growing tired of the conversation, or perhaps growing tired of him. Either way, he didn't want to broadcast what he'd given up to find her. He was certain it would frighten her too much.

Emma's eyes lingered on him. He was hiding something. That felt like a punch in the gut. She no longer wanted to leave. She wanted him to open up. She wanted him to let her in for a brief moment. And that feeling was enough to send her running.

"I gotta get back before Henry wakes up," she said as she got to her feet. "I don't want him to freak out or something."

Killian nodded, standing. "I should head back as well."

Emma despised the smile that tried to show itself at his words. She turned on her heel and started heading back toward the diner.

Killian followed her, giving her space for a moment before matching her stride. "Your boy is stronger than you think."

"I know he's strong," she replied curtly. "That has nothing to do with my decision."

He dropped the subject. There was no point in arguing with her at four in the morning when both of their emotions were running high.

After a minute of tense silence, Emma asked, "Do you really think Walsh was a monster?"

An eyebrow quirked up. "He was a flying monkey. I think that easily goes in the monster column."

She laughed quietly, a smile tugging at her lips. "Yeah, I guess you're right."

"Of course I am," he said. "I always am."

She rolled her eyes, but her smile grew. Killian felt his heart lightening. He rarely ever saw her smile anymore. Whenever he did, he never took it for granted.

"What?" she asked, her smile turning nervous as she caught him staring at her with a soft expression.

"You don't smile as often as you should." Immediately, he was kicking himself.

Her cheeks flushed. "There's not much to smile about right now."

"It's all about the little moments."

She snorted. "You sound like David."

"Perhaps we're not as different as he wishes to believe."

"Don't tell him that. It would probably give him a heart attack."

Killian chuckled and held the door to the bed and breakfast open for her. She muttered her thanks and stepped past him, waiting for him as he shut the door quietly. She knew this would be where she'd say goodnight. Her room was up the stairs while his was on this floor.

He smiled at her. "Goodnight, Swan. If you need more help with your boy tomorrow, don't hesitate to ask."

"I'll keep it in mind." She took a step back toward the stairs. "'Night, Killian."

As Emma laid in bed that night, Killian's face swam in her vision and, for once, she didn't try to fight it off.

I hope you enjoyed that chapter!