AN: Thank you guys for all the awesome reviews! It fuels me :)

They were fighting again. Regina had been avoiding Henry as much as she could for over a week, ever since the incident from their last argument, because she hated herself for it and was taking it out on him. He knew it too, growing more angry and belligerent towards everyone. He had finally come home from God knows where, with God knows who, two hours after his curfew causing Regina's worry to shift into anger which shifted into drinking too much whiskey, so by the time he got home, she was quick to start into a sloppy lecture. And,

I am your mother.

Turned into him reminding her with a spiteful tone that,

Mother's don't jerk off their sons.

And before she thought better of it, she slapped him across the face.

Tears sprung up in both of their eyes at the action and,

Sweetie please, I'm sorry, quickly became him running up to his room and slamming the door so loud, she could've swore he broke the frame. Regina was following him even though she shouldn't have, she should have waited until they were both less hurt and angry and scared, until things calmed down. But she couldn't, because she needed him. And she couldn't stand thinking that he didn't need her.

So she opened the door to his room slowly, fully intending to just talk to him, about everything. To just try to figure out what was happening between them, because it needed to stop. But once Regina's eyes landed on her baby boy, he was sitting on the edge of his bed looking so dejected and hurt that her mothering instincts kicked in, whispering his name and going to him. He flinched when she touched his face which made tears sting her eyes. But quick enough he relaxed a little when she ran her hands through his hair, and they were both quiet when they shouldn't have been, and he closed his eyes and ducked his head under her chin.

They stayed like that for a while, Henry breathing gently into her neck as she combed her fingers through his hair. Finally, he whispered that he was sorry, and it broke her heart because this was her fault. She was the one who should know better, but things always got so confusing around him. Regina felt his lips against her collarbone, kissing lightly, moving lower and it made her close her eyes tightly against the feeling, too broken and drunk and wrong to stop him when he started to unbutton her blouse.

She did still his hands though, once the buttons were all open and he gripped the material quickly, intent to start undressing her. She wasn't ready for him to see her, for the things that would lead to. Regina wasn't naïve to what he wanted, or what he expected, and she knew very well that there was no going back from that.

He wanted her though, like this—like anything, he did want her as he looked up at her with green eyes that looked dark with lust, and those words; "I need you." In a voice that suddenly sounded so young, and that should have caused her resolve to strengthen, but it had the opposite effect. Because that need sounded as desperate as she felt, causing her to sigh in defeat as she moved her blouse down a little off one shoulder and pulled her breast out of the cup of her bra. His lips attached to the gift immediately, mouth open and wet as it wrapped around her nipple. He sucked hard and she moaned at the feeling, her hand fisted in his hair, keeping him close to her chest. His tongue flicked at the hardened peak and teeth sooth followed, gently raking.

She couldn't stand it, it was vile and not her place, but it felt so good to have his mouth on her, the erratic rhythm of his suction, long swipes of his tongue to soothe over the teeth marks. Her baby needed his mother, so she arched her back into his lips, arousal thick in her voice as she murmured;

Good boy.

Such a good boy.

Henry's hands moved under her shirt, warm fingers spread across her back, keeping her near. Gripping and squeezing, touching any skin she would allow. Finally he broke away from her breast, causing her to whimper at the loss as he breathed heavy against her chest.

"Mom…" He whispered, thick of emotion and a pent up frustration that she could relate to. Regina looked down at him and those green eyes. So much like her son, and yet so different. A pressure kept growing between her legs, and she couldn't even get clear headed enough to try to quell it.

And there were so many things she should have said to him, because there was always so much fear in her that she wouldn't be able to be a good mother to him, and it was proving true more and more, be it his hormonal confusion, or her loneliness, there was no excuse for this. So instead of telling him no and we can't, and trying to salvage what little they had left of the distant memories of her being a mother, and him being her child, she just whispered for him to lie down on the bed. That she would take care of him.

He was hurting, so she would make him feel better.

Henry shuffled back onto the bed, clumsily undoing his jeans, hissing as he moved the suddenly tight material down past his already straining erection. They were half down by the time she readjusted her bra and was lying next to him, then he was kicking them off frantically, as if he was afraid she would suddenly change her mind.

And she should. She really should.

Once in his boxers and tee shirt he looked up at her expectantly and nervous. Regina quietly told him to close his eyes and relax, which he did his best to comply, suddenly following her words as if they were all he wanted to hear. Her hand moved under his shirt, nails traced his lower stomach which caused him to gasp slightly, then a low moan broke from his throat when she pushed under the elastic of his boxers and curled her fingers around him.

And it was everything for her not to moan herself, just at the feeling of his size and his blatant physical need for her. The heat and skin, and he was so hard that she actually felt sympathy for the strain it must have been causing him. She explored him through her touch, closing her eyes as well, stroking up once, then again, her thumb brushing against the head of his penis. His hips jerked at the movement, and she told him again to relax.

"Wait." Henry said suddenly, causing Regina to freeze her movements, afraid that she may have hurt him, or that he realized how wrong this was—how wrong she was. "I…in my drawer." His face was turning a brighter shade of red, as he opened his eyes and looked over to her while her fear turned into confusion. "There's some lube in the top drawer." He whispered, embarrassed and it caused her to blush hard as well, making all of this so frightening and horrible and real.

They stared at each other for a moment, waiting to see if one or the other would change their mind about this, until finally Regina pulled her hand away from him and turned to the side to reach in his bed side table drawer and it was sitting right on top, readily available and half empty, but it was the single condom that was next to it that caused her eyes to narrow. She grabbed the bottle and turned back towards him when she felt him shifting and heard cloths rustling. He had pulled his boxers down a little off his hips, causing his penis to spring free from its confines, and Henry stroked it a few times out of instinct alone. The sight put Regina in a daze and felt a distinctive weight in the pit of her stomach, and it had just been too long, that was all. Years since she was intimate with anyone, and it was making everything really confusing and hazy, and her mouth got very dry very quickly—

"Is…Is it okay?" He asked, snapping her out of her stupor, immediately meeting his scared and insecure look.

"Of course." She was quick to say, giving him a smile and blushing a little despite herself. "It's just…bigger than I thought it would be." Which of course caused him to look smug, and it wasn't a lie, even though Regina knew she couldn't destroy his ego by saying anything else, still though—it wasn't a lie.

"Not too big though, right?"

His eyes were watching her put lubricant in the palm of her hand before setting it on the table behind her.

"Too big for what?"

She watched him bite his lip and look down at her body lying next to him, and the sight made his cock twitch slightly.

Her eyebrow raised as she wrapped her hand around his shaft, stroking slowly, seeing his body arch and hearing his gasps over suddenly such labored breathing.

"You're very presumptuous, dear." She leaned over him a little, his eyes closing again, but now she wanted him to look at her. So she told him so. He blinked fast and once his eyes were on her, his hips started moving to her never slowing—and never quickening—strokes. "Would that be from experience?" Her voice became dark and demeanor different than it was a moment ago, as if something took over her, something like a jealousy or a lust, but it felt heavy in the air and it made Regina lick her lips when he moaned softly. "How many girls have you been with?"

Her hand moved a little faster, then squeezed slightly for a moment at his lack of answer.

"No one." Henry gasped out. "You're…you're the only one."

That should have filled her with guilt, but she felt pride instead. There was something very wrong with her.

"What about the condom in your drawer?" This was almost like a conversation that a mother would have after getting too curious about the result of her son's puberty. All of those words did technically fit with what was happening now. She stroked faster and he looked frustrated, because this conversation was preventing him from coming, and she could tell he needed to, as she looked down at her hand sliding up and down his cock, his hips trying to keep to her rhythm. She ran her thumb over the head of his penis, and before she could stop herself, she imagined it was her tongue.

"Jus'in case." He said as a grunt, gripping at the sheets under him.

Regina leaned over him more, to get a better angle, straddling his leg—which was an insanely bad mistake—because as soon as she settled over him, he bent his knee and pushed his thigh into her. Her hips started to rock along with his, and she wished she didn't have so many layers of clothing between them, suddenly feeling hot and confined.

"Do you think about fucking me, Henry?" Regina asked breathlessly, feeling him jerk against her hand. She rolled her hips against him once more, hard and firm, groaning at the pressure against her clit. He was close to the edge, panting and rocking against the quick strokes that she was giving. And it was dizzying and confusing, and her sight landed on his slickened cock and it made her speak before thinking. "Do you think about coming inside me?"

She whispered it, but he heard it, because suddenly he was coming, shaking under her and spurts of semen landing on his shirt and a little on her hand. A shiver of arousal went through her at the sight.

"All the time…" He whispered after a long moments of still between them. She looked at his face, exhausted but satisfied, and it caused her to blush but smile.

After he reached over for some tissues, offering her some, and they both cleaned up a little, he was coaxing her to lie back down next to her before her guilt started to swell too high. Because it was hard for her to feel guilty when she had her head against his chest, feeling the warmth and love of her son with his arms wrapped around her.

"Henry, you can't tell anybody about this. You know that, right?" It was finally said, which finally made it much more real, and her voice was scared but stern. He had to know she was very serious.

"I know." He answered quietly, before gently pulling her up to look at him. "Can I kiss you?" Her heart melted away all the fear and awkwardness of these past minutes, at his hopeful and sweet tone. She watched him for a moment, thinking back to the first time they kissed, a time that probably wasn't appropriate, but was a lot more innocent than it was now. Still, she wasn't strong enough to say no, so he slowly moved in at her silence, his lips meeting hers with a hesitant chasteness about it. Until Regina tilted her head to deepen it, and his inexperience was apparent, but he took cues well, the slow pace was nice, as he gently moved his tongue against hers. It made her arousal spike as well, which caused her to break the kiss softly, smiling up at him.

Then her head went back on his chest as he pulled the covers over them, and waited until he fell asleep before sneaking out of bed and quickly stripping her clothes off to get into the shower.