AN: I am so terribly sorry that it's taken me this long to update. First I had school and finals and then when I had time to write, it just wasn't working. I hope this chapter is worth your wait.

Over the next several days, Emma was very cautious whenever she was entering or leaving her apartment. She had no desire to see Killian right now, not after what she'd done. She had lost control of the situation entirely, had broken all of her rules. She was letting her walls down, letting him in and that was the one thing she knew she couldn't do. She had to protect herself, being alone was better than getting her heart broken yet again.

She spent a lot of time thinking about him and it all just seemed too easy, this thing with him. That scared her even more than her own actions. She hadn't been looking for a relationship at all and yet here she was opening up, flirting, even talking about her past. It had never been like this with Neal. With Neal, she was constantly having to fight to keep them together even as he hurt her again and again, always putting more work into the relationship than he did. She had thought they were in love and that love meant fighting to keep it but in the end their relationship had taken everything she had, leaving her drained and emotionally exhausted.

That was why she couldn't let herself open up to Killian, as much as she seemed to want to. She just knew that if she did, she would end up falling head over heels for him and then she would just end up broken and alone again. No one was worth that kind of pain, not even him. Hence her caution.

But after three days of rushing straight from her apartment to work and then back again at the end of the day, Emma had finally had enough. She wanted to spend some time somewhere else, looking at something other than the plain walls of her apartment or the pastel ones at the daycare. To this end, she decided to stop in the small Chinese restaurant a few doors down from her building for dinner on her way home instead of having it delivered. She knew it was risky to stop there, he could have made the same choice for his dinner, but she had decided it was a risk worth taking and she wasn't going to let herself chicken out.

She had been waiting for almost twenty minutes, growing more nervous with each passing second, when her fears suddenly crashed down on her. She heard the bell above the door chime and looked up instinctively and saw Killian stepping in from the cold. She quickly looked back down, shifting awkwardly on the bench trying to hide her face so he wouldn't see her there. But it was too late, he'd already noticed her and was walking toward the counter to order but instead he was headed straight for her.

This is it. I will be polite but that is it. I will be polite and then I will leave and that will be it.

"Well hello there, Swan. I haven't seen you around lately. Everything okay?"

"Hello, Killian. Everything's fine."

"Is that all I get, love? What've you been up to?"

"It's Emma."

That seemed to throw him for a little bit a loop. He had clearly been expecting her to be more warm and friendly. The poor guy probably thought they were becoming friends. She'd have to set him straight. But even as she thought this, the idea of hurting him made her pause. Damn, why do I let him do this to me?

After a few tense moments, he tried again. "Look, Emma, I don't know if I did or said anything wrong, but it's pretty clear you're upset with me. I'm sorry. I'll just stop trying." Then he turned and walked away from her, not even staying to order food but instead turning to leave.

Emma wasn't sure why she did it, perhaps her heart was just reacting more quickly than her sensible side, but she jumped up and called after him. "Killian!" He stopped and turned back to face her, his expression one of disbelief. She continued more quietly. "Just wait a minute. You at least deserve an explanation."

"You get your food. I'll sit outside and wait for you."

Emma did just that, turning toward the counter where the cashier had just begun to slowly package the containers that held her food. She waited as he rang it all up so that she could pay for it before heading back out into the fast approaching darkness. She half expected to find Killian gone when she finally got outside but he was still there sitting at one of the two tiny tables outside the restaurant. She started to speak to him but he turned around before she had the chance, probably having heard the same bell that had alerted her to his presence earlier.

"Hey" he said his voice almost a whisper.

"Hey" she said back, a smile forming in her face even as she tried to remain cold and collected.

"So you said something about an explanation?"

"Right, an explanation. Well, let me just start by saying this. I'm not mad at you, not exactly."

"You could've fooled me, love. You've been avoiding me for days."

"Just hear me out, will you? I'm not mad at you. I'm mad at myself."

"So why-"

"Will you just let me finish without interrupting me please?" He gestured for her to continue. "I'm mad at myself for how I've been letting myself feel about-"

Before Emma could finish, she was interrupted by someone coming up behind her and tapping her on the shoulder.

"Ruth? What are you doing here? Do you love in this part of town?" Emma turned to see who it was that was talking to her and discovered that it was one of her coworkers from the daycare, Jenna.

"Oh hi, Jenna." Emma answered very aware of the pair of eyes now boring holes into the back of her head. "Uh... yeah I do. I live just a few doors down actually."

"Oh silly me. I'm interrupting something, aren't I? Well I'll just let you get back to it. It was good to see you."

"Uh... yeah you too Jenna." Emma replied as the other woman turned to go in to the restaurant. She waited a moment before turning back to face Killian again, her courage all but vanished, only turning back when he grew impatient and cleared his throat.

"Right, Killian, so where were we?"

"You had started to say that you were mad not at me but yourself, but you didn't quite get to why you were upset."

"Right. So like I was about to say, I'm upset with myself because of how I've been letting myself feel about... you, that I've let myself feel anything about you at all really."

"I have to admit, I'm a little confused right now, love."

"I moved here in the middle of a lot of... stuff in my life and I decided it was best to stay on my own for a while, to not date for a while. You know? So that was my plan. I just think it's better that way right now. But then I met you and now I can't seem to get rid of you and I can't seem to... want to get rid you either."

They both sat there silently, the weight of her revelations bearing down on them. Emma wanted desperately to break the silence, but she was determined to let him speak first, she'd already said too much. Finally he spoke, releasing some of the tension that hung in the air around them. Emma expected him to say something about his feelings or to perhaps even make some sick joke, but his usual sarcasm was missing when he responded.

"May I ask you one more question?"

"Why not? Go ahead." What could it hurt at this point?

"Why did that woman call you Ruth? I thought you said your name is Emma."

"My name is Emma. But I'd told her and everyone else I've met since I moved here it was Ruth."

"May I ask why you did that?"

"It's silly I guess, looking back on it now. But like I said before, I had this plan. I moved here looking to start over, to leave the past behind me. I thought it'd be easier to do that if I changed who I was completely. I thought since I was trying to change my perspective I'd change my name along with it, make a clean break from who I used to be. But then you came along and ruined everything."

"I ruined everything, did I? And how do you figure that, love?"

Emma pushed the hair on the side of her face back behind her ear, stalling for time, trying to find the words.

"Well I can't quite put a finger on why this is but I can't seem to lie to you. There's just something about you that feels… oh I don't know how to describe it… comfortable, freeing I guess. I feel like I can't help but be myself around you. I felt it as soon as we met. I'd had no trouble telling everyone else my name was Ruth but not you. With you, I'd blurted out the truth before I'd had the chance to even think about it."

They both just sat there again, silence once again surrounding them, neither one knowing what to say next. Finally the quiet became too much and Killian had to say something.

"So what are you running from? Or should I ask who are you running from"

"Who said I'm running from something or someone?"

"Starting over, changing your name, avoiding phone calls, you barely have anything to call your own, I just put the pieces together with the fact that you've been incredibly distant and it was the only thing that made sense."

"I don't really want to talk about. That's the whole point of my running away, as you see it. And it's none of your business anyway."

"Emma, please, I don't want to push you but you can trust me."

"I can trust you? I've just met you. I barely know you." She scoffed. Who was he to talk about trust? They barely knew each other.

"I know we just met. But you know how you said you just had that feeling when you met me? Well I felt it too. I can't explain it, but you're different. I haven't talked to anyone the way I've talked to you in a really long time. You can trust me."

Emma had had enough of this. I knew talking to him was a bad idea and I was right. But if he's going to push the subject, I'll just tell him. Once he knows everything, he'll realize just how screwed up I am and he'll finally give up on it all. That's what always happens.

She stood up and grabbed her still untouched food and her purse, stepping away from the table and pushing her chair in. She paused a moment before she left, finally letting the truths that she'd been holding inside explode out from her.

"Ok fine! You want to know why I'm running? I'm running because I can't risk getting hurt again. I fell in love and he turned out to be an asshole, an immature and emotionally abusive asshole who only cared about himself, just like all the others before him. And in the end, he broke my heart and I left. I left him and I ran away with what little dignity I had left. There! Is that what you wanted to hear? Are you happy now?" She had been trying so hard to hold back the tears but it was all just too much, thinking about all the pain Neal had caused her and tears began to roll slowly down her checks as she turned to leave.

As soon as Killian was no longer in view, she began to run full speed ahead towards her building, not even realizing that Killian had begun to run after her until she heard him running up the stairs behind her, gaining ground with every step. She reached her door and fumbled through her purse for her key, finding it with just enough time to step inside and slam the door as Killian reached the other side. Too exhausted from the emotional and physical workouts to do anything else, she simply turned her back to the door leaning against it and sliding down to the floor where she finally let her emotions get the better of her, the tears streaming as she rested her head in her hands.

She could hear him on the other side of the door and hoped more than anything that he would just leave her alone in her misery. But it seemed he was a match for even her stubbornness as he continued to stay, even knocking occasionally. The knocking stopped eventually and just when Emma thought he'd given up and gone home, he spoke. It was soft, he was pleading with her.

"I can hear you crying, Emma. Please just let me in so we can talk about this properly."

"Go away Killian!"

"You know that's not going to happen. Please, Emma." His voice was barely a whisper.

Emma took a moment to wipe the tears from her face as best she could while still continuing to cry and then slowly she slid to sit against the wall and reached behind her to let him in. He said nothing as he closed the door and then sat next to her against it.

"I know what it's like, you know?"

"What" she said, wiping more tears away with her sleeve.

"Having your heart break so badly you think you'll never be whole again. I know what that's like, how hard it is to go on with your life when you feel so empty inside."

"It's just so hard, you know? I gave him everything I had, loved him so much. But all he ever cared about was himself. I worked myself to death so that we had enough money for rent and food while he could barely keep a job for more than a week. It was always too hard or he was too good to work someplace like that. He had excuses for everything, nothing was ever his fault. That's why the fights started. We'd be out of money or I'd be working too much but it was never his fault. I gave him everything and all he did was take." The tears were flowing again, stronger than ever and Emma half expected Killian to bolt but instead he rested his hand on top of hers where it sat on her knee and began to talk, softer this time, his face looking as if he was trying to see straight into the past.

"In my experience, there's no pain in this world worse than loving someone more than they love you in return. That's what wrecked me, even more than losing my brother Liam. It'd been a while since we'd lost him and everyone in town knew it was only a matter of time before I got out of there. I'd made no secret of how much pain staying there caused me every day.

"I met Milah properly for the first time about a month before I had finally decided to leave. She was beautiful with a wild spirit. We were both still young and we fell for each other hard and fast. We were practically inseparable for those few weeks. We would even skip work to spend time together walking around outside of town talking or swimming at the shore. I was head over heels in love with her, the joy she brought me finally starting to push away the clouds that still remained after we lost Liam. She felt the same, she loved me, or at least I thought she did. Looking back now, I think she just attached herself to me as a way to get away, to run from whatever demons haunted her in our small town. The day before I was to leave when I told her I was considering sticking around to appease my parents, she was gone. Just like that, it was like those weeks had never happened, like I'd never meant anything to her at all.

"The thing of it is though, that was just the push I needed to actually leave, having her so nearby just added to the pain I felt staying there in that town. The town now held not just one ghost but two. So that's when I left the only place I'd ever known and came here. That was 7 years ago, Emma, and with you... well it's the first time I've been able to let my guard down even a little and be open to even the possibility of something real since then."

Emma turned and stared at him in disbelief. Here she was punishing herself for her feelings while Killian, who had been through much the same pain, tried to help her through her own sorrow. Who knew that such a handsome man could hold such ugly pain, pain so like her own? Once again, her heart and her mouth began to act before her head could stop them.

"I'm so sorry Killian."

"What for?"

"For everything, for Milah, your brother, just everything."

"Those aren't yours to apologize for, love."

They grew silent again as Emma continued to cry, this time more out of relief that she was no longer alone in her pain. Killian shifted a little against the door moving slightly closer to Emma and Emma leaned a little closer to him, even resting her head on his shoulder. She felt him stiffen slightly in surprise but it wasn't long before he relaxed again and even moved to put his arm around her shoulders. They sat there like that for a minute, Killian smoothing her hair while Emma wiped the last of her tears from her face.

"I'm sorry Killian."

"I know, love. You said that already."

"I mean for pushing you away from the start. You've been nothing but nice to me and I've kept you at arm's length because I was afraid."

"It's quite alright, Swan. You're still hurting, I could see that. I wasn't going to push you into something you weren't ready for."

"Thank you for that."

"Of course, Emma." He paused a moment but decided to continue. "So what do you say I take you out for a proper meal to make up for ruining this one?"

"What, like a date?"

"If that's what you want it to be."

Emma weighed the risks a moment, finally deciding that if he already knew everything there was to her past and he was still willing to try, than maybe just maybe it was worth the risks.

"Okay."

"Okay? Great. Tomorrow night then? Say 7 o'clock?"

"7 sounds perfect. But I don't want this to turn into anything too extravagant now Jones."

"Your wish is my command." And with that he pushed himself off of the floor, turning back to offer his hand in assistance as Emma did the same.

"I guess I'll go now. You've had quite the night thanks to me and you look like you could use some sleep."

"You're probably right."

"I most definitely am" he said turning her around and pushing her towards her bedroom. "Go. Sleep." He turned and opened the door pausing only slightly before stepping outside. "Goodnight Emma."

She turned around just long enough to smile and respond with a quiet "Goodnight Killian" before turning back toward her room, the smile still stuck on her face as she heard the door click shut behind him.