They had been driving for hours, listening to the playlist Killian had made as the sky kept getting darker and darker while the landscape remained more of the same.

"Swan that is the fourth time you've yawned in half an hour, why don't we stop for the night or I can drive?" Killian suggested.

"Like I'd let you drive my baby, besides you can't drive stick. We're almost in St. Louis, there has to be a room there that we can crash in for the night and we can head out first thing tomorrow," Emma said, pulling off the highway and into the city. Emma pulled over in the parking lot of a Best Western that said it had vacancy and she pulled out her phone, dialing her dad.

"Hey Dad, sorry to wake you guys," Emma said apologetically into her cell, "But I'm getting tired of driving so we're getting a motel room."

Killian checked his phone to see if he had any messages while Emma listened to her father on the other line.

"Dad come on, nothing is going to happen and I don't want you and Mom wasting your money on two rooms. We'll get a room that has 2 beds or get a rollaway, it'll be fine," Emma rolled her eyes at Killian.

"All right, thanks Dad I'll call you tomorrow before we get back on the road, love you," Emma hung up and turned to Killian.

"Everything good?" he asked.

"Yeah, come on I need to stand up. My ass has been numb for the past hour," she opened the door and got out and stretched, Killian could hear her joints crack.

"Jesus Swan, how do you do that?" He asked, popping the truck and grabbing their bags.

"By driving for four and a half hours, now come on let's see what they have available," Emma grabbed her bag and wheeled it in the direction of the lobby. Killian followed her up to the front desk where the front desk clerk stood.

"Can I help you with anything?" she asked.

"Yeah do you have a room available for the night?" Emma asked.

The clerk typed into the computer, "You two are in luck there's one room available, this is just for tonight correct?"

"Yeah, just one night. And how many beds does the room have?" Emma asked.

"It's one queen sized bed, but I can see about having a rollaway bed brought up if you would like," the clerk suggested.

"Yes that would be wonderful," Killian answered.

"All right I just need to see your ID and credit card and I'll get you your keys."

"Oh my dad gave me his credit card number will that work?" Emma asked, pulling out the slip of paper David had put in her wallet.

"Yes, this will work perfectly," the clerk took the paper and started copying the information into the system, "Okay here are your room keys, you'll be in room 205, and we have a continental breakfast served from 7 to 10 tomorrow. Check out is at noon and enjoy your stay," she smiled at the both of them. Emma smiled and grabbed the room keys and her bag, leading the way to the elevator.

"Ugh I just want to take a shower, my back is killing me," Emma said once they got into the room and deposited her bag on the floor.

"Go ahead lass, I'll wait for the rollaway bed to come," Killian set his bag down next to Emma's and laid across the bed.

"Hey don't get any ideas, I'm taking the bed. You are stuck on the rollaway mister," Emma jabbed a finger at him.

"As the lady commands, but perhaps I can warm it up for you while you're in the shower," he grinned at her.

Emma rolled her eyes and smiled, "Whatever you say." She got her toiletries and pajamas out of her bag and headed towards the bathroom.

Killian chucked off his shoes and changed into some pajamas before he got comfortable on the bed, flipping on the television and going through the channel when there was a knock at the door. He groaned getting up, his back protesting and opened the door to find one of the hotel staff.

"Hello, you requested a rollaway bed?" he had asked.

"Yes," Killian looked around, the bed nowhere in sight, "but where is it?"

"I'm sorry but we don't have any available for you tonight. Another guest requested it just before you checked in."

Killian sighed and scratched the back of his neck, "It's all right, we'll figure something out. But thank you for telling me."

"Of course, have a good night," the staff member nodded and smiled as Killian bid him goodnight and closed the door. He looked at the large arm chair in the corner of the room, trying to judge if it would be comfortable enough to sleep on or if he would have better luck just sleeping on the floor. While it was true that they had sleepovers together since they were seven, they hadn't shared a bed since they were ten. Killian vaguely remembers Mary Margaret telling him that he would have his own separate cot to sleep on in Emma's room when he slept over from now on.

"Hey who knocked on the door?" Emma asked interrupting his thoughts. Killian turned to tell her about the rollaway situation when he felt the words leave his train of thought completely.

Emma stood before him in a tank top and impossibly short sleep shorts accentuating her long legs, her hair piled on top of her head in a messy pile exposing her neck, and a questioning look on her face, "Killian? You all right?"

"What uh yeah, I'm fine. Just a head rush I suppose, got up to fast," he stammered.

"Woah then you should sit down, come here," she sat on the bed and patted the comforter next to her.

Killian sat down next to her, trying not focus of the warmth radiating off her body, "Yeah, sorry. But we might have a slight problem, there's no rollaway available. That arm chair looks comfortable I can make due."

"Killian you don't have to do that, this bed is huge we can share for one night," Emma slid back onto the bed, resting on some pillows. "See plenty of room, now did you find anything good on tv?"

"No I wasn't really paying attention, I'm going to brush my teeth so you pick something," Killian said quickly grabbing his toothbrush and toothpaste from his bag and closing the bathroom door behind him.

Killian faced himself in the mirror and saw how completely wrecked he looked and sighed, "Come on mate you can do this, you can spend one night sharing a bed with the lass you've been in love with since you were twelve and probably even before then. Should be easy, just keep your hands to yourself and remain calm, shouldn't be a problem at all. Never mind that she is possibly the most beautiful woman you've ever met, you can handle this. You are in control and you will not make a fool of yourself," he told himself as he brushed his teeth. With one last deep breath and a quick hair check, he opened the door and joined Emma on the large bed.

"Hey there wasn't anything good on but I found Chopped! Want to act like pretentious chefs and watch?" Emma said.

"I couldn't imagine anything better," he smiled and reclined on the bed, keeping a gap between them. This was good, he could handle this just sitting on the bed while four contestants had to figure out how to incorporate mystery ingredients into an appetizer.

"That person is going to burn the fuck out of their fish if they don't turn around," Emma observed, shifting closer to Killian.

He took a deep breath to try to steady his racing heart "Aye but that other one has really over seasoned their greens."

"How ever will they choose who to chop?" Emma asked sarcastically before yawning, her eyes drooping slightly.

"Tired?" Killian asked.

"Nope, I'm fine," Emma yawned again and leaned her head against his shoulder. She was so close Killian could smell the green apple scent of her shampoo, he longed to run his fingers through her long golden curls but knew that might be too much. After the whole Neal disaster Emma had become skittish and closed off, only allowing him and a few others to be close to her. Killian didn't want to risk scaring Emma off and throwing away a near ten year long friendship, especially with both of them going to different schools. He didn't want to imagine not only being in a new and strange place but also not being able to talk to Emma because he had mucked it all up.

"You can sleep, I won't judge you. You did drive for nearly 5 hours and it's almost midnight," Killian assured her, knowing she would put up a fight. She could be stubborn to a fault, he chuckled softly.

"What's so funny?" she murmured.

"You remember that one time we had that big test in statistics? And you wanted to stay up all night and cram but I tried to tell you it wasn't a good idea?"

"Yeah and then I had a couple of monsters and it turned out fine," Emma said sleepily.

"No you said 'Don't tell me what to do Killian', downed four cans of monster, took the test and then burst into tears because the cafeteria ran out of onion rings," Killian looked over at her and saw that she was already asleep, snoring softly on his shoulder. He reached for the remote and turned off the television and laid down, trying to get onto his own side of the bed.

"Noooo," Emma mumbled in her sleep and shifted closer to him, resting her head on his chest and tangling her legs with his. Killian let out a long breath, trying to figure out a way to handle having his best friend and the girl he was in love with wrapped in his arms fast asleep. He let himself really look at her, she looked so peaceful her lips parted slightly as she slept and her hand resting right over his heart. His arm wrapped itself around her waist, thumb rubbing small circles on her hip. Feeling brave he reached up and brushed some of her hair out of her face, it slipped through his fingers like silk, and placed a small kiss on her temple before relaxing back on his pillow.

"Good night Emma," he whispered before closing his eyes and letting sleep overtake him.