Title: Butterfly Effect

Author: misscanteloupe

Rating: M

Summary: In her final year of college, Emma finds she has more to account for than the extra credits she needs in order to graduate. Only... she doesn't expect it to come in the form of her newest instructor, Professor Regina Mills. AU Swan Queen

A/N: Warning, there's some Captain Swan in this. And a tiiiiiiny bit of Outlaw Queen, if you squint. Endgame is always Swan Queen


Her fingers feel cold and numb when she raps on the door, tentatively at first, because she isn't too sure if she has the address right. And then more surely as the wind picks up and she's forced to wrap her arms around her shivering frame.

When the door finally opens, Graham's wide-eyed stare observes her in disbelief and definitely some confusion. "Emma?"

"We need to talk," is all Emma says, and abruptly pushes past him into the apartment without another word, away from the bitter cold.

Inside, the apartment is much smaller than Emma had anticipated, having lived in a two-room suite for the last two years and she wonders if this means Graham lives alone. It wouldn't be a surprise – for as long as she's known him, he's always been somewhat of a loner.

She settles in what she assumes is the living room and waits for Graham to follow her in, which he does a minute later with the same shell-shocked expression plastered over his face. Emma doesn't wait another second. Shrugging out of her jacket – Graham's jacket – she bundles it in her fist and shoves it at him.

Graham catches it before it hits his face and tosses her a bewildered look. "What –"

"I need you to tell me what happened between you and Regina," Emma gets straight to the point, ignoring the shivers that rake her frame, down to her snow-soaked boots. She had just walked an hour and a half to get here, not to mention the other hour she'd spent manipulating the security chief just to find out where here is.

It's now nearing ten o' clock, her heart is still racing and for the life of her she can't stop replaying the scene that happened not even three hours ago.

She feels her knees sway and crumble below her as she flops onto the nearest couch. Her mind seems to comprehend the severity of this whole situation, but doesn't bother to acknowledge the tingling in her limbs caused by her nerves going haywire. She doesn't even feel cold anymore – just… numb.

"Here," Graham says after a long minute, or has is it been only a few seconds? "Let me at least get you a blanket –"

"Don't," Emma demands firmly, the first time her voice doesn't waver. She takes a deep, quivering breath before raising her head to stare at Graham expectantly, whose entire demeanor hasn't changed. She doesn't have the time or the energy to ease him of his worries at this point. "We're going to talk about this. Right now. And you're going to answer me. No more bullshit."

It takes him a moment to digest the words, his face shifting from confusion to concern. "Emma," he says slowly, edging his way closer until Emma can almost smell the minty soap she faintly remembers – strong. Masculine. "What happened?"

Emma's chest is heaving – her heart pounding against her ribcage so hard she has to level a hand against her chest, as if that'll do a thing to control it. She feels the lingering traces of her tears resurfacing over the corners of her eyes, dry against her cheeks, and she hastily wipes them off before staring resolutely at the ground.

Her next words are quiet, hesitant in the way that should be kept in secret if Emma's wasn't so sure they could break her if she did.

"I kissed her," she admits, her voice strained and raspy. The sound of it reminds her of Regina's for a moment, and the thought of that sends her heart reeling right back against her chest. "I kissed Professor Mills."

Emma doesn't glance up to see Graham's reaction – she can already envision it in her head. It's the same one she'd be enduring right now if she wasn't frozen in shock from the aftermath of what might've been the greatest thing that has ever happened to her.

And the worst.

"You…" Graham trails off in what sounds like complete awe, prompting Emma to look up and meet his gaze. "You kissed her? You kissed Regina?"

Now that sounds like every bit of the typical Humbert reaction. Emma holds back a snort in spite of the dire circumstances surrounding her and shakes her head. "It gets worst."

"How?"

"She kissed me back," Emma confesses lightly, a huge difference from the severity in Graham's tone when, inwardly, she feels like a stack of bricks has been placed inside her stomach. She curls a fist over her lower belly and holds back the urge to succumb to her nausea. Instead the feeling swells in her chest, bringing her tears back to the surface, and she lets out this pitiful little sob that would've had her whole body burning in embarrassment if she cared at all.

She doesn't.

"I fucking kissed her, Graham," she chokes out, angrily wiping a hand over her eyes. "And she kissed me back. That's the weird part, isn't it? I kissed a professor and – god. I'm going to hell for this."

When Graham doesn't respond, Emma only sniffles and slips her feet out of her shoes, curling them to her side. Every inch of her skin feels like it's on fire now, drawing her in to this notion of hell and it's all fucked up, especially because she's never been religious.

"I never meant for it to happen," Emma continues, acknowledging Graham's silence as permission to vent. Or a state of shock. Either way she goes on. "It was just there. This… this attraction and it was never meant to go anywhere. I didn't think it could. But then she started showing these – these signs and I had to know for myself. And now I do and she pushed me away and… jesus, Graham. What the hell have I done?"

"You did nothing wrong," Graham calmly assures her after what Emma assumes is stunned silence, but he breaks the tension by crossing the distance between them and placing a hand over her shoulder. "Emma. Believe me. You can't place the blame on something you can't control."

"You don't get it."

"Don't I?" he asks wryly, and Emma gets the feeling there's more to that statement than he's letting on. "Like I said before, Regina is a complicated woman. I mean, don't get me wrong. When you asked about her, I didn't expect this. But… I get it. I do."

It's Graham's turn to shake his head as he drops his hand from Emma's shoulder. Taking a seat on the sofa by her side, he makes sure to keep a proper distance between them, heaving out a sigh that makes him sound much older than he really is. Emma can't help but look at him a little differently then – this isn't the same guy who used to let her sneak alcohol into her dorm room before she was even old enough to drink. The guy who used to play darts with her when she was, the one she used to think she could see herself spending the rest of her college years with, and maybe even beyond.

They're two different people now. Graham – with his scruffy face and kind demeanor. And Emma, who is about as lost as she was when she was three years old and being forced out of the only home she's ever known by a replacement kid.

"We had an arrangement," Graham explains in excruciatingly vague detail that Emma literally has to clamp her lips shut to refrain from blurting out a response. "Not a relationship, exactly. Regina was never the affectionate sort. It worked for a while, though, this thing we had. Until it didn't. She called it quits just before the semester started. Said it was unprofessional of her to be sleeping with a faculty member, even if there's nothing in the handbook that says it's against the rules."

Emma winces noticeably at the phrasing. The idea of Regina sleeping with anyone, past tense or not, has her chest tightening in what can only be explained as jealousy. She feels her eyes shoot daggers at Graham before she can stop herself.

He raises his hands up in a yielding manner. "It was a mutual decision between two consenting adults," he defends. "That's all it was. What you're going through is different, Emma. You're still a student here. You can get expelled. She can lose her job –"

"You think I don't know that?" Emma grits out, clenching her jaw. "Why do you think I'm freaking out? I never thought – I didn't –"

Emma pauses and falls into a brooding silence, one where she finds herself reliving the events of what happened in that office just a few hours ago. She can still feel Regina's warmth against her skin, the heat of her hands as she tugs Emma closer and latches her mouth onto hers. It's hard to believe she hadn't imagined it.

But she can smell Regina's perfume even now, faint as it clings to her clothes like a never ending memoir of her own life. And she knows there's no way she could've imagined that.

"I don't think I can forget about that kiss, Graham," Emma says softly, so gently she might've not said anything at all. A choked laugh bubbles up in her throat and she's ashamed to admit that it sounds more like a sob. "She pushed me away. She kissed me back and then told me to leave and – what the hell am I supposed to take from that?"

"Emma –"

"What the hell does she expect me to do? Forget like it never happened?"

"Yes," Graham says unexpectedly, driving Emma's tear-stained gaze back to him in a look that's clear she must've misheard him. But Graham's face is unusually somber, and Emma doesn't think she wants to hear the rest of what he has to say.

"I can't tell you what to do, obviously. But I can tell you I know what it's like. You're playing with fire here, Emma," he continues anyway, heedful of her torn expression. "I know Regina, and if there's anything she needs to have, it's control. Just… give her some space. Let her call the shots."

"And then what?" Emma mumbles, stiffening slightly when she senses Graham's hand on her shoulder again. But instead of moving away, she leans into the touch, accepting whatever form of comfort he can offer. Even if it's not from the person she wants it from.

"I guess we'll just have to wait and see, won't we?" Graham assures, patiently allowing Emma to take her time before she curls up at his side. The smell of minty soap is stronger from this angle, calming in the familiar sense.

"I don't want to forget," she repeats after a lengthy silence, her voice muffled by the fabric of Graham's shirt. She doesn't bother to move away.

Graham squeezes her in response and lets the silence stray between them once more.

"You don't have to."


Emma sleeps over at Graham's that night, residing on the couch when midnight approaches and she still can't summon the energy to get up and head home. She manages a short text in case Mary Margaret starts to worry, and wakes up the next morning feeling more out of sorts than ever before.

She spends the rest of the weekend holed up at the apartment once she realizes she has nothing better to do than think anyway. Aside from the occasional call she gets from Belle to come in for work, she lies in her bed and replays the kiss in her mind like a broken record, which wouldn't be so bad if she wasn't forced to recap Regina's incensed glare every minute of the day. The image constantly burns a hole through her chest, and then there are the times when she can't help but wonder what's going on in Regina's head right now, or back then, where her usual scorn hurt Emma more than she thought was possible.

Monday approaches too soon.

Graham's advice hammers painfully in her head through the course of her morning, and during class when just the sight of Regina walking through the door blows the air right out of her lungs. Emma finds herself sneaking glances more often than not, and notices for the first time the dark rims circling beneath Regina's eyes, the exhaustion that surrounds her face and looks relatively similar to Emma's own.

Not once does Regina look her way.

When the bell rings, Emma decides to overlook Graham's words just this once. She needs to apologize, if not for the guilt probing her conscience, but for the need to have things back to normal again. Or as normal as they can be considering all Emma can think about these days is that kiss.

She shakes her head in a way that does nothing to alleviate her thoughts and approaches Regina's desk with caution, mindful of the other students lingering in the room. Wetting her lips, she ignores the rapid beating in her chest and clears her throat.

"Can we talk?"

She says it quietly so no one can hear, but even with everybody scattered halfway across the room, Emma sees Regina tense up for the briefest second; not too noticeable when Regina's shoulders are hunched up as she leans over her computer, but noticeable nonetheless.

"There's nothing to talk about," Regina states in a voice lacking the same gentle tone Emma had used, but it's just as quiet. "I have a meeting to attend in ten minutes. So what ever questions you have can wait another day."

"I'm not here for questioning," Emma says firmly, curling her fingertips into her palms. She feels the sharp indents of nails sinking into her skin as she insists, "Look, I know this isn't a good time. But I wanted to apologize –"

"As I said before, there is nothing to talk about," Regina affirms in a smooth tone, cutting it close to the level of contempt Emma knows so well. "You know my office hours, Miss Swan. Anything pertaining to this class or the communications department can be addressed there. Now, if you'll excuse me."

Closing her laptop with a final snap, Regina gathers her things and ignores Emma altogether, rounding the desk in a confident strut that contradicts Emma's mood entirely. Her stomach plummets down to her feet like a block of cement, only to rise back up when Regina turns around and addresses her one more time. "Oh, and Miss Swan?"

Emma lifts her head, a bout of hope stirring deep in her veins when she finally meets Regina's eye. Her face is completely void of any emotion.

"I'm revoking your punishment from here on out. Your services are no longer needed," she declares with adamant precision. "Consider yourself forgiven."

And with that, she whirls around and leaves the room. The door closes behind her with an echoing thud, mimicking the repetitive beat of the blood rushing in Emma's ears and leaving her body drained of any warmth.

She's alone.

~l~


She doesn't go to class that Wednesday, or any of her other classes for that matter. The urge to avoid Regina like she knows Regina is avoiding her is so prominent in her position to remain out of sight, it almost negates the fact that Emma does want to see her. But it's pointless, because Regina had made it clear that she doesn't want to see her, and staying in bed seems like the most viable option when she doesn't have a wide variety to choose from.

And she'd rather wallow in her self-pity anyway.

Mary Margaret sends her knowing looks during dinner, or what constitutes as dinner when she refuses to get out of bed and is literally nearly spoon-fed as a result. Her eyes glaze over in sympathy every once in a while, but she otherwise keeps to herself and deliberately refrains from mentioning anything Regina-related in their conversations.

Emma appreciates it all the same.

She attends her classes on Thursday at the risk of accidently bumping into Regina, but manages to steer clear of both the library and the communications building in time to get to work. It's a quiet evening that day that has less to do with business, and more to do with Emma's reluctance to say anything at all.

Belle notices fairly quickly.

"Hey," she calls, veering Emma's attention to the brunette standing by the doorway leading to the break room. "You okay there? You haven't said a word all afternoon."

Emma does her best to smile in reassurance, though it comes out more pained than she would like. She returns her attention to the new books they'd received that morning, lumped over a table where she quietly tries to label them all before the store closes, and says, "I'm fine, Belle."

Her smile is a little more genuine this time, if somewhat strained. "Just have a lot on my mind. The books are kinda helping, though."

"You can take your break now if you'd like. Or if you need to leave," Belle offers in support. "I can always close up the shop early. It's not like we'll be getting much business any time soon."

"I think I'm good," Emma replies, and drops a fairly new book into the finished pile. "Where did you get all these, anyway? Does the library donate to unknown bookstores?"

Belle gives her a look that openly says she's not pleased with Emma's choice of words – god forbid she ever call this place battered and unknown – but shakes her head anyway.

"Professor Mills came in this morning with the donation," Belle explains, stopping Emma cold on her feet. "Said they were from the latest charity run. The funds are going towards that children's shelter just outside the city, since none of these actually pertain to children's interests, do they?"

Emma doesn't answer. She gulps down the solid force she feels wedged in her throat, mouth suddenly dry, and tries not to think about the fact that Regina had been here this morning, donating this huge mount of books that Emma has subsequently browsed through without knowing.

She feels sick to her stomach then, a large bout of nausea lurching up from her gut like it has for the last several days. Pushing aside the cart of books, Emma reels back and offers Belle an apologetic look.

"On second thought, I'll take you up on that offer," Emma announces, and hurriedly shrugs her coat back on as she makes a beeline for the door. "I'm not feeling too well."

"Wait, but Emma –"

The door slams shut with a rickety thud before she can hear the rest of Belle's words, effectively silencing them to the gust of wind blowing in from all sides. It's colder outside than it has been all week, and for once she's grateful that classes are cancelled tomorrow due to the snow storm bound to occur this upcoming weekend. It'll give her more time to think, as if that isn't all she's been doing for the last four days.

For several minutes Emma stands underneath the shadowy streetlight, considering her next destination when going home seems like the last possible thing she wants to do. But it's far too cold to be standing outside dwelling on her options, and she hears her own words thrumming repeatedly in her head, remembers Graham's face when she adamantly declared that she didn't want to forget. Forget what exactly, she's not quite sure anymore.

But right now, right at that moment, she wants to forget.

And so with a sigh, Emma tugs her hat on, clutching her coat tighter against her, and makes her way down the dimly lit sidewalk.


The Rabbit Hole is surprisingly busy for a Thursday night. The last time Emma had been here, she'd been forcibly dragged by Ruby's insistent pleas for a girl's night out. Now she remembers why she had been so stubbornly fixed on never coming back here again – the idea of seeing her classmates outside of a school setting had never been very appealing.

There isn't a drink strong enough to un-see the effects of what drunken, hormonal college students can do.

She doesn't linger by the doorway or cast a quick glance around her in case she's recognized, and discreetly vies for a seat near the barstools. It's hidden from general view and conveniently less crowded than most areas of the bar.

"Well, well. Long time, no see," Leroy greets her from the other end of the counter. He looks a bit unstable as he practically waddles up to her, eyes hooded but otherwise relatively sober – for now – as he asks, "What'll be, blondie?"

"Whis –" she blanches and clears her throat. "Vodka. Straight."

"Aye, aye, sister."

When he leaves, Emma takes the time to observe her surroundings. It isn't nearly as rowdy as it would be on a weekend, the music too quiet and overall mood subdued, though most of the tables are filled. She recognizes some of the patrons as other students, as well as outsiders she's seen outside of campus but aren't affiliated with the school.

She downs her shot when Leroy comes back and promptly orders another one – tequila this time, because she knows mixing her drinks can't be any worse than the empty void she feels in her chest. She doesn't want to think about what any of it means. Getting lost in hazy blaze of apathy had always been more of her forte anyway.

A burst of laughter startles her of her musings before she can chug her second drink. She looks to the opposite corner where a group of thespians sit, presumably after rehearsal if the costume and makeup are any indication. And then her eyes shoot to the door, where it opens and a rush of wind blows through and it takes every ounce of Emma's willpower not choke on air.

Because the person striding in is none other than Regina. And it's really fucking absurd how badly karma likes to shit on her on a daily basis, but this is going too far.

Emma holds her breath as she watches the other woman stand to the side, only faintly aware of the man standing next to her when he closes the door and ushers her to a table on the other side of the room. Right across from Emma.

But it's the way his hand finds its way to the small of her back that has Emma narrowing her eyes. He's good looking, in a douchey sort of way; scruffy, and dressed in a brown coat and some green scarf that Emma would gladly wring tightly around his neck and strangle him with. And just… he looks like a complete ass, and way out of Regina's league. And judging by their close movements and Regina's flirty smile being directed at him, it actually looks like they're on a date.

At first the notion leaves Emma feeling slightly ill, prickling with the sensation of jealousy, until the realization dawns on her further and the hurt and fear spills over before she can stop it.

Regina chooses that moment to glance up, unintentionally locking gazes with Emma from behind her basket case of a date. And it definitely seems like she hadn't expected to see Emma there, because her eyes widen so slightly underneath the dim lighting of the room.

But it's enough for Emma's stomach to drop and she looks away. Clenching her jaw, she chugs the rest of her tequila in one gulp and coughs at the stinging sensation it leaves in her throat.

Yeah. No more tequila.

"Having some trouble there, Swan?" she hears a voice mock directly over her shoulder, and Emma doesn't bother to stifle her groan as she gestures for Leroy to get her another.

She doesn't turn her head when Killian takes the seat beside her, though she does offer him a dull glance as she says, "I will if you don't get up and walk away. I'm not in the mood."

"I would think not," Killian observes, reaching over for the empty shot glass on the counter. "If you're drinking this awful concoction."

"Now you're going to judge my taste in liquor," she says blandly, and whirls around to face him. "Go on. I'm listening."

"I could always go on about your… exquisite appearance," he points out, his eyes straying over Emma's face before he frowns. "You look pitiful, Swan."

"You wanna know what's pitiful?" Emma counters. "My fist against your face."

The threat isn't as menacing as she makes it out to be, probably because she's starting to feel the effects of the alcohol as she stumbles forward in her seat, brought upright when rough hands curl around her wrists and balance her back.

"And drunk as well, I see."

Emma huffs and wrenches her hands away. She levels him with a glare that's only halfhearted – because she just doesn't care anymore – and reaches for another shot glass. "That's the plan."

Before she can raise it to her lips, the whole thing is removed from her hold, leaving her grasping at empty air and she throws a scowl at the source of the theft.

"If you're going to insist on drinking, you may as well do it right," Killian smirks, motioning towards Leroy. "Some rum for the lady, good sir!"

"I don't need you to pick my drinks for me," Emma snaps.

"No picking. Think of it as a peace offering, if you will."

Emma eyes the glass set on the counter, face scrunched up in distaste. "Rum?"

"Of course," he states, as though he's actually offended by Emma's disinterest. "Rum is the solution to everything."

Somehow Emma doesn't think he's joking. Rolling her shoulders back, she decides to give him the time of day – just this once – and successfully takes a few sips of the rum without cringing. It tastes better than the tequila, that's for sure, though she can't be bothered by its contents when it's Killian's suggestion.

Setting the glass down, she can almost pretend she's not drinking to her sorrows until he asks, "So, Swan. Any particular reason why you're drinking worse than a pirate?"

The question draws her out of her alcohol-induced haze and leads her to peer over her shoulder, where the sight of Regina sitting at the same table, leisurely smiling at the man before her has Emma's stomach twisting in knots. Upon closer inspection, however, Emma notices the smile is definitely strained. Rigid. She likes to think she can read Regina well enough by now to know when she's not her usual composed self.

"Ah," Killian murmurs knowingly from the side, loud enough for Emma to hear. "I should've known."

Emma blinks and cranes her neck to stare at him. "What?"

"You," he states, as ambiguous as ever, and Emma resists the urge to cuff him on the forehead. "It's a relief, really. I was starting to think I was losing my appeal. Not very many women turn me down quite as diligently as you do."

"What the hell are you talking about?"

"You, my dear, and your specific preferences," he elaborates, only to roll his eyes at Emma's bewildered frown. "You prefer the company of women. What is that ridiculous term they call it here?" he asks, face twisting. "A lesbian?"

Emma's eyes nearly pop out of their sockets before she angrily declares, "I'm not gay!"

"You certainly are for her," Killian motions with his head – towards Regina, Emma assumes – and the gesture alone has her blushing hotly. He continues to stare in that direction, scratching his beard in thought. "That would explain all the staring."

Emma swallows thickly. "What do you mean?"

"Aside from all those moments you've spent in class undressing our dearest professor with your eyes," Killian explains, tossing her a devilish grin when Emma blushes even harder. It has to be the alcohol. "She hasn't been able to take her eyes off us this entire time."

Emma freezes.

"Or you, rather," he goes on, unaware of Emma's stunned silence. "Unless you'd like to count the cutting glares she's been sending my way."

Emma honestly doesn't know what to say to that, so she doesn't say anything at all. Although the urge to check over her shoulder and confirm his suspicions sets her veins ablaze. She chances a peek despite every cell in her body telling her not to, and to her surprise finds that he's right. Regina is staring.

Glaring, is more like it.

Suddenly she feels a light pressure over her jawline, like fingertips tracing her skin, and turns her head sharply to find Killian much closer than he was before. His hand is still on her face.

Emma sucks in a staggered breath and immediately veers back, or at least tries to. His fingers tighten around her jaw, holding her in place.

"What the hell are you doing?" she hisses.

"Helping you," is all he says.

"By molesting me?"

"Trust me, love," he mutters amusingly, so close she can feel his breath against her cheek. "You'll thank me for this later."

And he closes the distance. His lips press gently against hers, catching Emma so off guard, she doesn't even think to push him away. The thought doesn't occur to her until she can taste the rum in his breath – or maybe that's hers – but by then she's curious enough by his previous words to let it go on for a tiny bit longer.

His chin is gruff against her face, lips chapped and it makes the illusion of kissing someone… else impossible to fake. But she handles it like she's handled any guy she's had to kiss in the past, and notices the differences immediately.

Right. So maybe she is a little gay.

He pulls away before Emma can dwell on it for much longer, but remains close to access her reaction with a cocky grin. "Well?"

Emma smacks her lips. "You're an awful kisser."

Thick eyebrows rise high up against his hairline, and he looks more affronted than Emma could've given him credit for. But then he dips his head back and chuckles, a deep and throaty laugh that vibrates through his chest and echoes across the bar.

"My, my, Swan. I think I like you," he commends with some admiration. "You know, I'm sensing the start of a beautiful friendship."

Emma can't help but smile in return. She reaches for her rum, hoping to get another glass in before the end of the night, only to furrow her brows when she realizes she'd never been given an explanation.

"Why exactly should I thank you for that?"

Killian leans back against the counter, relaxing into the stool as he tips a flask towards the door, a confident smile in place. "See for yourself."

Emma reluctantly glances over. The first thing she takes in is the table Regina had previously been occupying, except the only person left sitting is the man she'd walked in with as he regards the door with a sense of bafflement. The seat in front of him is empty.

And Regina?

Emma releases a breath she hadn't realized she'd been holding, dread coiling up in her gut at the startling realization.

Regina's gone.


Monday can't come any sooner.

She hadn't had the chance to do much more than shower and dress before she was rushing out the door, the anticipation running so high in her veins, she'd forgone breakfast altogether and even accepted a ride from Mary Margaret.

All because she hadn't gone a single hour without thinking of Regina that entire weekend.

Emma contemplates the idea of cornering her in her office, despite the subtle threat Regina had made about showing up purely for educational reasons. But it's the icy tone Regina had used that stops her from doing so. Instead Emma waits by the classroom door an hour earlier than scheduled in the hopes of catching Regina before class.

She never does.

Students begin piling in long before Regina ambles in through the door, and Emma has no other choice but to wait for the inevitable confrontation. Because it is inevitable. There's no way she's going another day without discussing what had happened with the other woman, even if it ends in the fear and rejection Emma halfway expects. At the very least she'll be getting some closure.

She needs it. She needs this.

She needs to know why Regina left the bar that night.

Killian is one of the last to arrive just before the quarter bell rings, resuming his seat beside Emma's in obnoxiously pompous saunter – more so than usual – and leans over. Grinning, he closes in on Emma's ear and whispers, "Lovely day for a murder, isn't it?" It isn't much of a shock this time when he leans in even closer, tucking a strand of hair behind her ear in what Emma assumes is another charade. "Perhaps you can convince your girlfriend to wait until after I'm gone to get out the axe, aye?"

She flushes, but ultimately shoves him away with a snort, because at least he's done with the corny innuendos. For the most part.

Emma notices Regina's eyes on her then, observing her from the front in a quiet glower that reaches Emma all the way down to her toes. She stifles the shiver than runs down her spine, the momentary guilt building in her gut for reasons she shouldn't even feel, but otherwise maintains the eye contact as Regina looks away.

"I'll be handing out last week's thesis papers. On the back you will see your final grade, as well as several comments I've taken the time to make," Regina announces, looking completely unfazed by their earlier interaction. "I advise all of you to take them into consideration, seeing as most of these were simply atrocious."

As she begins calling out names, Emma bites the inside of her cheek and takes the time to watch Regina from the corner of her eye. She's wearing a pantsuit today, consisting of a pair of slacks and a matching blazer top. It looks good on her. Really good.

She inhales a shaky breath, tearing her gaze away to stare down at her hands.

"Miss Swan," Regina says a minute later, placing her paper before her on the desk. Her tone is impassive, if stony judging by the hard edge Emma is almost sure she detects.

Before she can mull it over, Regina moves on to the other end of the room, and Emma warily flips the paper over to see her grade.

She sees red.

Literally, what with all the red markings scratched over a giant 'F' scribbled in the middle of the page.

And figuratively, when she can hardly control the boiling rage slithering down her spine.

"Not that I don't feel sorry for you, Swan," Killian notes thoughtfully, regarding the markings over her paper with a dramatic face. "But I'm rather relieved it isn't me we should worry about."

Emma doesn't comment on that, doesn't mention the fact that she hadn't been worrying about him in the first place. She grits her teeth tightly against the words threatening to spew if she doesn't manage to rein in her temper, but the anger settles in nonetheless.

Emma shuffles to the side and glares up ahead; more specifically at Regina, who doesn't spare her a glance for the remainder of the class period.

By the time they're free to leave, Emma is seething, her fury festering low in her belly. She barely waits until the students disperse, or notices Killian's departing wink until she's standing before Regina's desk. Her hand flies down in a fierce clap against the wooden surface, paper in hand, as she pins the older woman with a scowl.

"What is this?" Emma demands, voice trembling in a half-assed attempt to appear calm.

Red lips purse at the offending motion, but Regina doesn't reprimand her. She doesn't look at Emma at all.

"Your grade, Miss Swan. And apparently a reflection of your overall efforts in my class," she responds in practiced nonchalance. "If you wish to discuss it –"

"Oh, cut the bullshit already," Emma hisses, causing several heads to turn in their direction.

Regina's eyes snap up to hers, first in shock, followed by a withering glare she sends towards the students loitering by the doorway. They flee the room in a swarm of hushed whispers, leaving them both alone, and leaving Emma vulnerable to Regina's icy stare.

"That," Regina begins, her face hardening with every word, "is the last time you will ever raise your voice to me again."

Emma breathes in deeply, her rage dwindling to a dull throbbing between her eyes as it occurs to her what she had just said. As much as it should annoy her that Regina is essentially treating her like a child, the fact of the matter is… they aren't equals.

The thought has Emma deflating faster than a balloon.

"You and I both know I don't deserve this grade," Emma states as calmly as she can.

"Your thesis was strong. Your argument mediocre at best," Regina argues, sliding the paper across the desk in dismissal. "If you want to pitch a fit about it, then do so during office hours."

"You're the one who helped me with it," Emma counters, clenching her jaw. "You read it over and told me to keep it the way it is. And then you flunk me?"

"If you even bothered to read the comments I made –"

"You don't get it, do you?" Emma says. "This isn't even about the grade!"

Regina's eyes narrow in on her as she stiffly says, "Miss Swan, I'm warning you –"

"It's because I kissed you, isn't it?" Emma boldly declares, taking some satisfaction in the way Regina physically veers back as though burned. "Because you kissed me back and that has to mean something, but you're too scared to do anything about it."

"Don't you dare," Regina snarls.

"Instead you go out with some asshat to prove a point –"

"Robin is a perfectly respectable person," Regina interjects harshly. "And I wouldn't talk, dear, when you're out locking lips with some leather-clad imbecile who never bothers to even bathe."

Something about the way Regina effortlessly slanders Killian causes Emma's jaw to go slack in wonderment. "So you are jealous."

Regina simply stares at her for a long moment, lips parted and an expression of utter bafflement blanketing her face. It's better than the one of outrage she held seconds ago, but when she shakes her head, casting Emma a sidelong glance, any hopes Emma's had are quickly thwarted.

"We are done talking about this," Regina says with finality, and brushes past Emma. "A piece of advice, dear. Spare yourself the confusion. You're far better off believing this whole entanglement had been a mistake. Because that's exactly what it was."

Emma's heart plummets at Regina's words, and she watches as the older woman stalks to the door, a sense of despair washing over her and filling her lungs with acid.

Giving it one last shot, she says, "Did you ever wonder why I gave up my life as a runaway and came here?"

Emma inwardly sighs when she sees Regina pause just before the door, her hand curled around the knob. She doesn't move. She doesn't turn to look at Emma, either, but it's enough for her to keeping going.

"It's because someone told me something. That twenty years from now, you'll be more disappointed by the things you didn't do than by the ones you did," Emma continues, taking a step forward. "So throw off the bowlines, sail away from the safe harbor. Catch the trade winds in your sails."

Regina grips the doorknob tighter, but ultimately lets her hand fall back to her side. Her back stiffens with every word.

"So you want my advice?" Emma resumes. "Maybe you should care less about what other people think, and just sail away."

Emma waits with bated breath, standing so still she can practically taste the tension in the room. She feels it tickling her fingers, up the length of her arms and all the way down to the twisted knot in her gut. Across from her, Regina hasn't moved; her body is rigid, her shoulders tight with the possibility of going for the door again.

Finally, and much to Emma's relief, Regina turns slowly and faces her. Her face is scrunched in confliction, but she hasn't run away yet, which is good. And she hasn't told Emma to leave either. Better.

She almost misses the subtle step Regina takes away from the door, followed by another, and another; until they're within several feet of each other, and Emma can clearly see the indecision wavering in brown eyes.

"Mark Twain?" Regina says with a small smile.

Emma's heart is pounding frantically against her ribcage; it's a wonder it hasn't pummeled right out of her chest. She manages a nervous chuckle before nodding. "Yeah."

Another step. "Do you always try to woo people by quoting deceased celebrities?"

"Depends," Emma breathes, because they're close enough to touch now, except Emma doesn't. Not this time. Although their proximity is impossible to ignore. "Is it working?"

Seconds pass in a sort of frame where time seems to have stopped, where the air between them is cackling with the type of energy Emma has only ever seen in movies. She swallows hard, the pressure causing her throat to constrict with an audible gulp.

Regina follows the movement with her eyes, before flicking them back to Emma's face.

"I'll let you know," she says in a rasped whisper, and in an instant, takes a final step forward. She clasps Emma's face in her hands, palming her cheeks tightly, before pulling her in for a fierce kiss.

Their lips collide roughly, lacking any of the hesitancy from their previous kiss. And while Emma had anticipated it, it doesn't stop her heart from leaping to her throat, from the warmth rushing inside her like wildfire. She pulls Regina closer, her hands sliding down her back and wrapping around dark, perfectly coiffed hair. The appreciative moan she receives in return does things to Emma's body she never thought she'd feel.

Before she can wonder whether this is a good idea or not, she feels Regina push her against the side of the desk for leverage, similar to their first time. Except a thigh slips in between her legs and Emma gasps, her hands finding their way to Regina's backside and squeezing her forward, more firmly between her thighs.

"Maybe we should –" she pants softly, tilting her head as Regina's lips suck on her pulse point. At this point Emma doesn't know when she had started rocking into her, but there's a dull pressure between her legs that she should probably get rid of.

"Have I wooed you yet?" she says instead, her hot breaths ghosting over Regina's lips and chin.

Regina raises her head then, looking flushed and breathless and so fucking kissable it's ridiculous. But now isn't the time to fantasize over the many different things they could be doing. Not here, in an empty classroom where anyone could easily walk in.

But god, does she want to.

Regina appears to realize this, too, as she pulls away and releases a breathless chuckle. Her hands are still clinging to Emma's hips, and she appreciates the proximity all the same when Regina doesn't make a move to part ways just yet. She reaches up and brushes blond strands of hair from Emma's face, before leaning forward and pressing a tender kiss on her lips.

"Yes, dear," Regina says softly, quietly, and the grin on Emma's face widens. Her fingers snake over Emma's waist, up the exposed flesh of her neck, and then finally graze over her heated cheek. "I'm sailing."