AN: Thanks for the great response to the first chapter. As promised, here is the next. We get some Lieutenant Duckling in here. And Pan is a little shit, so he screws things up. As usual. Please enjoy:

Two. Take those sad eyes dry those tears

Those dark clouds can't hold much rain
After it falls their gonna blow away
Take those sad eyes, dry those tears
Baby I'm right here yeah I'm right here

Killian found that he quite enjoyed the company of Charming and Snow, but that Regina made him uneasy and Neal… well, Neal simply spent most of his time glaring daggers at him.

At first, he found this confusing. After all, he had just met the man, had never done anything to him. Then the thinly veiled comments and snide remarks begin to paint a picture, a picture that put Killian in a very nasty light.

It wasn't not Killian Jones, Lieutenant that Neal had a problem with, but rather Captain Hook, pirate.

And it confused Killian, to have to think of himself as two people – who he knew himself to be, and who these people knew him as. And while he got along well with the prince and princess, can even detect a certain air of camaraderie with the prince that obviously remains from before his memory loss, Killian could tell that there is some uneasiness there toward him. Killian didn't think he wanted to know what he had done, who he had become, to make everyone so wary around him.

But he ignored Neal's side eye, and the fact that Regina laughed every time she looked at him, because he knew they needed to find Emma. Killian wasn't sure why he was so sure of this – the girl was a self-professed thief, and Killian is (or at least was) an officer in His Majesty's Navy. He should not feel any kinship to the girl… but she had looked so lost, and Killian knew what that was like. His whole life, he had had only Liam, and now that his brother was gone as well… yes, Killian could identify with Emma Swan very well.

It was when they set up camp that night, all of them having to admit that they would not be finding Emma until the morrow, that he heard the crying. Dozens of children, it seemed, all of them crying out, yearning for something. Killian tried to roll over, to fall asleep as his companions had, but then he caught a familiar voice amongst those cries.

Emma.

He rolled out of the odd bag Charming had handed him to sleep in; the aptly named sleeping bag. He glanced at his companions, but they were all asleep, seemingly unable to hear the cries, to hear Emma. Hook grabbed a stick from the fire, holding it up to light his way, and he searched the ground until he found the trail Emma left behind, which they had been following all day. It was the one remnant Killian has from his father, the only good memory in a lifetime of heartbreak that the man had left as his legacy, that he had taught his young sons to track and to track well. It had been the one thing Killian had ever managed to beat Liam at. It was why he was always the navigator on their journeys, because Killian was just the slightest bit better at finding and following the paths needed, whether they be left behind by prey or found above in the stars.

Emma's path was obvious; the girl obviously didn't know how to hide her tracks. Either that, or she hadn't bothered, not really wanting to be separated from the group permanently. Hook reached a clearing where there were signs of some sort of struggle; a stick tossed aside with traces of blood on its length, and broken branches forming a trail further into the jungle. Killian felt uneasy at the signs of struggle, and he thought about turning back and at the very least getting Charming, but that would lose time. It had taken him a good twenty minutes to get this far, and if Emma truly was in danger as he suspected, that twenty minutes of backtracking could mean her life. Making the choice, Killian pushed onward.

At first, he feared whatever had sent Emma fleeing would have followed Emma's trail as easily as Killian had. Then came the moment when she must have realized how obvious her trail was, because the signs became far more subtle, things only a trained tracker would notice, and even then only if they knew where to look. There was a broken branch there, a strand of pale hair left on a tree there. Killian wanted to smile at this; the lass was smart, and she did know how to hide.

That also meant she had wanted the group to find her earlier. She had stormed off because she was overwhelmed, but she hadn't been stupid. The path finally led to a hollowed out tree trunk, and when Killian looked within he saw Emma, who had apparently fallen asleep there, exhausted by the events of the day.

"Emma," he whispered, shaking her shoulder. When her only response was a low mutter and to curl into herself, he shook her a little harder and spoke a little louder. "Come on Emma, wake up. It's not safe to sleep here."

Emma blinked bleary eyes and looked up at him. Killian felt his breath catch as he met those green eyes, and he wondered what it would feel like, to just swoop down and claim her slightly parted lips.

Tastes like heaven.

Killian blinked, caught off guard by the thought. He didn't know where it had come from, but he his gut told him that the words were true. Kissing Emma Swan would taste like heaven, and even the inevitable fall back to Earth afterward wouldn't be able to ruin the moment.

"Killian?" Emma asked, her voice hoarse with sleep. "Are the others with you?"

"No, just me, lass. I heard the crying, and once I picked up your trail I didn't want to lose time, to lose you. Let's get you out of there. There's safety in numbers, and the numbers reside back at camp."

"I don't want to go back there, Killian," Emma whispered, even as she grabbed his hand and let him pull her to her feet. She was wobbly at first, and he grasped her arms, allowing her to regain her balance. But once she was sturdy, she didn't release her hold on him, and he was happy to just stand there, the warmth of contact reaching him even through his thick leather coat.

"Why not?" Killian asked, hating that he would ruin the moment, but knowing that standing there like a pair of fools wasn't a good idea. "They're good people, your parents."

"That's just it," Emma responded, releasing her grip and breaking the contact between them. "My parents. The parents I've wished for ever since I was a little girl. And they abandoned me, Killian. I'm not sure what's worse: thinking that my parents didn't want me, or knowing that they did, but that they abandoned me anyway because there was something more important."

"It was for the good of their realm-"

"Screw the good of their realm!" Emma yelled, turning her back to Killian and pacing away several feet, her fingers running through her hair. "I was found on the side of the road. It was mere luck that I didn't die there, Killian. They took an infant and sent it into the unknown on the off chance that someday it might return and save them. They didn't know where I would end up. They didn't know who I would end up with. Yet they still did it! Who does that?"

"The desperate," Killian replied, and Emma paused in her pacing to look over her shoulder at him. There were tears sparkling in her eyes, and Killian took several quick steps so that he could turn her towards him and hold her hands with his own. "I'm not saying it was the right choice, lass, or that it was the wrong choice. But I've learned enough about those two today to know that there is no way, no possible way, they would have abandoned you if they hadn't truly believed with every fibre of their being that there was another way. They thought it was their only option – that it was your only chance at a good life. Be angry. That's your right. But don't turn your back on them in that anger. Decisions made out of that emotion are so often the ones we regret most once the anger fades."

"Have you ever made a decision in anger?" Emma asked. "One that you regret?"

"Well, I apparently became a pirate," Killian released her hands and motioned at his outfit. "I have a feeling that particular choice wasn't made with a clear head."

"I dunno," Emma responded, looking him up and down critically. Her lips quirked in the smallest of smiles. "I think it suits you. The bad-boy pirate with nothing to lose. I bet the girls were all putty in your hands."

"I wouldn't know as I have no memory of that time in my life," Killian replied, but he couldn't help but stand a little taller, feel a little cockier, that Emma obviously found him attractive. "So… a thief?"

Emma smirked at him and brushed her hair over her shoulder, revealing the creamy skin left bare by her top to Killian's hungry gaze.

"What can I say? If you have a talent, you utilize it. I learned how to hotwire cars off the internet, and no one ever expects a sweet little blonde is a shoplifter."

"Why?" Killian asked, and he found himself genuinely curious about what drove this girl. Never before had he cared about a thief's reasoning, always feeling that a thief was a thief and deserved no pity. But Emma was different. There was something so… so… beautifully broken about her, and Killian knew that if he could just put the pieces together, if he could just figure her out, then maybe he could mend her. Maybe he could put the broken pieces of Emma Swan back together and she could be simply beautiful again. Beautiful and happy. "Why a thief?"

"What else could I do? I ran away from my last foster home. I have no way of paying for college, and no one wants to hire a homeless teenager. Thievery is really the only option left to me. I can't go back into the system, and at this point no one would want me anyway. Another year and I'm away from the jurisdiction of the state. Even foster homes want the young ones. They cause less trouble."

"A trouble maker, were you?" Killian asked, flirting with the girl despite himself. She was rather like a flame, he thought, and he was the moth caught up in it.

"Of the very best kind," Emma replied, leaning into him, and he found himself reaching out to push some of her hair behind her ear. Emma let him, leaning her cheek slightly into his touch and smiling up at him.

"Isn't this precious?" a young voice interrupted the moment, and Killian whirled around, pulling out his sword and putting himself between Emma and the intruder. It was a young boy, somewhere between the age of sixteen and eighteen, but the look on his face was anything but boyish. It was the face of a scoundrel, smug and certain of victory.

"Pan," Emma muttered, and Killian shot her a quick glance. "I ran into him earlier. He wants to use me against this kid named Henry. He says I'm Henry's mother."

"From what I understand, you are," Killian responded, and Emma shot him a curious look. "I've spent the day with the group, remember Love? I managed to get some information out of them."

"I wouldn't have abandoned my kid, Killian," Emma replied, and the defiant look in her eyes made Killian's heart break, because she believed in those words wholeheartedly. As far as she was concerned, she would never have abandoned her child to the unknown as she had been abandoned, and it made Killian's chest ache as he wondered what had happened to this beautiful, golden girl to change her mind so greatly. To make her give up her child, when everything in her would have rebelled against the thought.

"I have no answers for you lass. When we get back to camp, you can ask your questions. Find out what happened."

"That won't be happening," Pan interjected. "You see, Emma will be coming with me."

"Not bloody likely," Killian muttered darkly. "Back off, demon. Before I gut you."

"Oh Killian, Killian, Killian," Pan sighed, disappearing and reappearing right next to the duo. Killian whirled around, moving Emma with him so he was still between her and Pan. "I'd forgotten how idealistic you were once. So young and naïve… of course, that was until your brother died retrieving a poison for your corrupt king. After that you became very willing to do business with me. We had a good working relationship once, in fact."

"You lie," Killian growled, but he knew his voice lacked true conviction. He didn't know himself here, the man Pan and the others spoke of, the man who had become a pirate. "Even should my king order us retrieve poison, Liam would never agree to it."

"That's very true," the boy agreed. "Of course, Liam was told it was a medicinal plant. I told you otherwise, and while you believed me, he didn't. He died trying to prove his point. It was all very sad, really. I told you he couldn't leave Neverland. You should have listened."

"We're not listening to this anymore!" Emma snarled, and her hand came from behind Killian to grasp the hilt of the sword, and then their positions were reversed, with Emma standing between Killian and Pan with a regal look on her face, like a sort of avenging angel. "You don't know anything about us, and we aren't those people you're talking about. Not yet. We don't have to be guided by their choices, because we haven't made them."

"That's very true, Emma," Pan agreed. "But still, you can't change the past… or perhaps it's the future for you. You will give up Henry, just as Killian there will become Captain Hook. Unless, of course, you choose a different path."

Killian felt Emma stiffen in front of him, and he reached out his hand to touch her shoulder. He felt her relax slightly under his touch, but her muscles were still stiff. She was watching Pan with wary but attentive eyes and Killian couldn't really blame her. In spite of all he had been told about Pan, he was interested in what the boy had to say himself.

"This is Neverland!" Pan waved his hand around. "Here, time never moves. You can be as you are forever. Young, innocent of the crimes you'll commit in your futures… together." Pan watched them with that calculated expression, yet his words were still so tempting. "You can be with your son, Emma, but never have to know the pain of abandoning him. You can lead your life as the man of honor, Killian, protecting Emma and her boy and never have to know the heartbreak you'll face. You'll never have to live, knowing you became everything your brother once fought against."

"Staying here won't change anything," Emma responded, her grip on the sword tightening. "It won't matter that we didn't live those things, we'll still know we were capable of them."

"That's the beauty of Neverland, Emma. Eventually, all those bad memories will disappear. And all you're left with are the good, the ones you want."

Emma looked at Killian, and he could see the yearning in her eyes. He could see the desire she had to take Pan's offer, to forget everything they had been told, and to simply be. Killian looked into her eyes, and he could feel that same yearning within himself. This girl? She could be his forever. They could be happy, remake their lives as they wished to. They would never have to say good-bye to each other, they would never be abandoned again.

All they had to do was take Pan's offer, and they could be happy.

It was such a tempting offer.

RECOVER

Emma wanted to grasp at the offer. She could feel her grip on the sword wavering, because what Pan was suggesting was so, so tempting. She had heard so much of her future, and none of it had sounded good.

Why would she want to willingly go back to that? Back to a life where she had abandoned her son and had to face the parents who had abandoned her everyday. On top of that, she could have Killian, the handsome Lieutentant-slash-future-pirate who made her smile and seemed to simply understand her, even though they had chosen such different paths in life. She could love him, she knew that. She could fall in love with him, and he could be her family.

"I think I could be happy with you," she whispered, looking up into Killian's too blue eyes that made her think of the pictures she had seen of beaches in the Caribbean. "We could be happy together."

"We could," Killian agreed, his gaze not wavering from hers. "I feel like I've known you my whole life, Emma." He bent down, his fingers coming up to run along her cheek and cradle her face, as his lips paused just millimetres away from hers, so close she could feel their breath mingling. "I feel like I've known you my whole life, which is why I can't let you do this."

Once more the sword was in Killian's hand, and he swung around, intent on skewering it through Pan, to put an end to his tempting offers and smug satisfaction.

Only, Pan wasn't there. Killian cursed and spun, intent on hunting the boy down. His momentum brought his side into contact with Pan's dagger, when the boy reappeared in the perfect position right behind him.

"Killian!" Emma shouted as the sailor gaped at Pan. Pan released his hold on the knife and let the other man slide to his knees while Emma fell on hers next to him. "It's okay, Killian. You'll be okay. I… I took a first aid course once, in high school. We just need to apply pressure, and then the others will come and you'll be okay. I promise."

"Emma," Killian responded, his voice rasping. He knew the dagger hadn't been any ordinary dagger, it had weakened him far too quickly for that. It had obviously been poisoned. "Emma, get away from here." His hand groped blindly for the sword, he was intent on getting back to his feet, making sure Emma got away. "Run, Emma."

"Not happening, Lieutenant," Pan sneered, grasping Emma's arm in steely grip that was surprisingly strong for his slender build. "Emma here is coming with me. You really should have listened to me, Killian. Taken my offer. Now, you're dead. Whether of blood loss or poison… well, only time will tell that."

Killian growled weakly, his hand finally finding the sword and he used it to lever himself to his feet, his glare on Pan.

"Let her go, you demon!" he hissed, swinging the sword weakly, but Pan easily avoided it, and the momentum brought Killian to his knee again.

"You bastard!" Emma screamed at Pan. "Let me go! Let me save him!"

"Oh, Emma, haven't you realized yet? On this island, all you are is a Lost Girl. You won't be saving anybody."

Pan waved his hand over Emma's face, and all she was aware of was a green glow and odd warmth rushing through her as she fainted into Pan's arms. In her last moments of awareness, she heard Killian yelling her name, and her fingers reached, as if to find him, but then there was darkness.

RECOVER

Killian tried to follow the pair at first, but he had lost too much blood and couldn't manage more than two or three steps before his legs gave out.

"Emma," he murmured, and he knew that he had lost far too much blood, because he could swear that she was there again, her blonde hair gleaming and the faintest smirk on her lips, even though he knew Pan had taken her. "Emma."

"Hook?" he heard the call, but it seemed distant. Killian felt as if he were floating, and the spectre of Emma was all that was keeping him from simply drifting away.

"Hook? Emma?" he heard another voice calling. Somewhere in the back of his mind, he recognized the voices as belonging to Snow White and Charming, but he was too focused on the Emma-spectre and staying awake that he couldn't call back.

"Hook, there you – crap, guys! I found Hook. He's in bad condition!"

Hands came to rest on his shoulders, and Killian felt himself being pushed back to lie on the ground. Looking up, he saw that his companion was Neal, and the stark worry on his face made Killian realize that his condition was bad. Very, very bad. Killian opened his mouth a few times, no sound coming out. He wanted to apologize to this man, for whatever it was he had done, but he couldn't seem to form the words.

Instead, he just continued to murmur, "Emma. Emma. Emma."

"C'mon, Hook. Stay with me, Mate," Charming muttered, joining Neal at his side, and Killian could see the worry on his face, as well as the those of the two Queens who had joined them as well.

Killian had never really contemplated his death before. It was a mistress that all sailors courted, whether it be storms or the deceptive magical creatures that called the ocean their home, but he had never really contemplated his actual end. Facing it now, he was terrified. But more than death, he was terrified for Emma. Emma who had been abandoned by everyone else, and was soon to be abandoned by him as well.

"Pan," he croaked, grasping Snow's hands as she applied pressure to the wound in his side.

"Don't talk," Snow replied. "Just rest. We'll get you through this, Hook. I promise."

"Pan," he said again, shaking his head at her attempts to hush him. "Emma. Has her."

"Pan has Emma?" Neal asked, and Killian managed to weakly nod his head.

"Use her. Hurt her son. Get her back."

"We will, Hook," Charming assured him. "But first, we need to keep you alive."

"Emma!" Killian argued, because he was already dead, but Emma was still alive and strong and broken, and he might not get the chance to fix her now, but her parents could.

"We'll do both," Neal said, looking at Charming with a determined expression before turning his eyes to Regina. "Can't you heal this?"

"It's been tainted with dream shade. I can't do anything with the poison in his system." The dark queen replied, and Killian almost swore there was something close to regret in her eyes. Perhaps there was a soft spot to the woman after all; it made Killian feel almost guilty for avoiding her.

"Hold on, Hook," Charming said again. "We need water from that fountain. Now."

"I'll go," Neal responded immediately, his hatred for the pirate pushed aside now that the man was dying. "Don't die while I'm gone, Hook."

"Killian…" he breathed out softly, not wanting his last moments on earth to be spent known as Hook.

"Killian," Neal agreed with a nod. "Hold on."

Killian gave another gasp as he felt Snow push harder on his wound, and the sharp jab of pain was enough to finally send him into soothing, blessed darkness.

RECOVER

Henry watched the Lost Boys dance wildly around the fire. He had given into once, for a brief moment or two. It had been almost a relief, to simply lose himself for a little while.

But then reality had returned, and the relief hadn't been worth the guilt he had felt when he'd realized he'd given up hope, for however short a time, that his family would come for him.

He hadn't danced since.

Tonight was wilder, though. When he'd asked Felix about it, the blonde had simply said that Pan expected to score a large victory, and that the boys were celebrating. The words had filled Henry with a sense of foreboding he hadn't quite understood.

When Peter came into the clearing, dragging a struggling girl behind him, Henry finally did understand.

It was Emma, only not. She looked… younger somehow, as if years of walls and hurt had been washed away. Tear tracks ran down her face, and tears glittered angrily in her green eyes, but she still looked more care free than Henry had ever known her to be.

"You killed him!" she yelled as Pan tossed her to her knees next to the fire. "You bastard!"

"You should be thanking me. He may be honorable and charming now, but someday all he'll be is an alcoholic pirate with one hand. I saved him the pain of having to relive those days. And I've returned you to your son. Isn't that all that should matter?"

Emma looked around, and her eyes glanced over Henry, but there was no recognition, and it was like a punch right to Henry's gut.

"What did you do to her?" Henry asked, and he wanted to sound angry, but all he sounded was small and scared.

"I didn't do anything. It was your father that's responsible. Wanting to show your mother who Hook really was, only to lose her to him all over again. Of course, this time there wasn't even a competition. I doubt Emma even looked twice at her lost love." Pan smirked smugly at Emma who glared at him. "She doesn't remember you, Henry. She's no more your mother than I am."

"You're Henry?" Emma asked, looking at him through her tears, and Henry would have felt lost and terrified, only he swore that, in the moment Emma really looked at him, there was a glint of recognition. He felt his lips quirk in a smile, and saw Emma's quirk right back. "You have my smile."

Pan glared between the two, this meeting obviously not working as he'd wanted it to.

"Take her to the cages!" he growled at Felix. "Let her muse on her lost pirate and we'll see if she has any smiles left."

At the words, Emma's face morphed into a look of pure loathing, and she leapt for Pan, but he hit her in the face with a dose of poppy dust, sending her to the ground unconscious.

"Emma!" Henry yelled, reaching for her as Felix and another lost boy began to drag her away, but Pan got in between them, holding him back. Henry stopped his struggles to glare at the older boy. "We'll find each other. My family always finds each other."

"Not this time, Laddie," Pan smirked in return. "Down a saviour and a pirate? The odds are looking like they're very much against them. Now, I need you to forget this. Can't give you hope and all."

Henry tried to struggle free, but another dose of poppy dust put him down, and Pan was left with an unconscious boy and a ruined plan.

AN: And there it is. Like I said, Pan is a little shit (whom I can't help but love, which is why he plays such a prominent role in this). And as you can see, flashes of Hook and older!Emma are leaking into their younger selves. Next chapter, Emma will be mad. It will be great. It will also be the story's conclusion. I have just over 3000 words written for it, so it should be completed on schedule for next weekend. Also, I write my last exam tomorrow (hopefully ever) – huzzah! That will give me around three weeks to just write and write (hopefully) before I start my adult life, complete with an actual job.

Let me know what you think.