A/N: If anyone out there is not familiar with "The Rocky Horror Picture Show,"- may I suggest you intimately acquaint yourself immediately, or at least watch the "Time Warp." I'd love to see a Disneyfied version of RHPS, it has all the elements of a perfect fairytale. I also think we should petition OUAT for a RHPS episode, Glee had one…anything's possible.

-V

Emma perked up considerably at the sight of Regina in nothing but her corset, black panties, stockings and black shiny high heels. She had been quite agreeable to the idea of replacing her leather pants with a pair of Ruby's fishnets, but only after she had confirmed they were high quality, of course. Emma didn't bother to ask why Ruby had several pairs of pantyhose in her trunk. Some questions were better left unanswered.

The theater was only partially filled, and Ruby pushed them towards the front row. Emma looked around at the other patrons, half-dressed and raucous, she had no idea this underground side of Storybrooke existed. She was a bit worried that Regina would bristle and shirk in this environment.

They took their seats as the lights dimmed signaling the show was about to start. Ruby had already wandered off to flirt with a tall Frank-n-Furter at the back of the theater

"Emma!"

Emma turned around and her jaw fell open when she saw Mary Margaret and David dressed only in white underwear, walking down the aisle.

"Mary? What are you doing here?" Emma looked disapprovingly at her white slip and bra.

"I could ask you the same question, and with her?" Mary nodded in Regina's direction who looked back with disinterest, and merely gave a dismissive wave.

"Ruby asked me to join her, and Regina…she wanted to come too," Emma stuttered out, their conversation cut short by the crowd shouting, "Lips! Lips! Lips!"

They watched the opening credits without incident, and Emma squirmed in her seat, sneaking sideways glances at Regina, noticing her face was unreadable.

"I don't know much about this movie except that it's kind of risqué, so if you're uncomfortable…" Emma tried to give her an out, but trailed off in surprise.

Regina ignored Emma and gleefully yelled "Slut!" the second Janet appeared on screen.

Emma was shocked, Regina was mouthing along to the words, and Emma split her attention from the screen to the woman beside her. Regina knew every lyric, and she playfully threw a handful of rice at Emma's head.

It's astounding, time is fleeting, madness takes its toll…

Regina pulled Emma to her feet just as the chorus of 'Time Warp' broke out.

It's just a jump to the left, And then a step to the right
With your hands on your hips, You bring your knees in tight

But it's the pelvic thrust that really drives you insane…

She stumbled a bit, but Regina put her hands on her hips pulling her in, swaying slightly as she passionately sang Magenta's solo to her. Emma sympathized with poor bewildered and frightened Brad and Janet as they appeared to be having a similar experience.

Let's do the time warp again! Let's do the time warp again!

She tried her best to jump and thrust along with Regina, but more often than not ended up falling into her arms. For once she didn't mind her inherent clumsiness one bit.

Sometime during "Sweet Transvestite," Regina squeezed Emma's thigh and whispered, "I don't think I can wait much longer to take you to bed."

She promptly rose from her seat and beckoned Emma to follow. Instead of going to the back of the theater and outside, Regina headed up the stairs to the balcony, and casually mentioned, "I have a standing reservation for private box seats."

She pulled closed the heavy red velvet curtain in front of the seats, leaving them in near darkness. They could still hear the crowd shouting and the movie playing, but were completely obscured from view. Emma sat down in the old worn theater seat. There was very little leg room and Regina tried to shuffle by to sit on the inside seat, but when Emma saw her satin clad ass shimmying past at eye level, she reached out as if hypnotized and placed her hands on Regina's hips.

Regina stood still, resting her elbows on the rail in front of her and peered over her shoulder, giving Emma a lascivious grin. Emma stroked Regina's butt and thighs, squeezing and kneading as she went. Regina pushed back and sat down bouncing in Emma's lap. The material of Emma's skirt bunched up around them, as Regina rotated her hips to give an effective little lap dance. The euphoric feeling of Regina's ass grinding against her, and the mere sight of the dimples on her low back coming in and out of view as she moved just about undid Emma right there.

Regina twisted and stood up to turn around and plant her knees on the either side of Emma's legs, resting her hands on her shoulders.

I'm just a sweet transvestite from transsexual Transylvania- huh-huh! Hit it! Hit it!

She sunk down again, straddling her, tilting her head slightly and bringing her lips sweetly to Emma's. The delicious kissing continued until Emma felt a funny pressure in her chest, her head finally lolling back as if she no longer had the strength to hold it up. She sighed contentedly as Regina continued to kiss down her exposed throat. She cupped Emma's cheek gently pulling her chin up to get her attention, "I want to demonstrate my love for you physically…"

"More specific please?" Emma hummed as she tried to will the world back into focus, feeling completely overcome by Regina's arousing scent and comforting warmth.

"I'm going to make you cum with my mouth," Regina's words came out in a breathless rush as she stared unblinking and hungry at Emma.

"Oh…." Emma managed a deep shuddering breath, as Regina rocked her hips purposefully. Emma held onto her ass for dear life, reveling in the wondrous feel of her glutes tightening and moving in a slow burning rhythm. Each little movement sent tendrils of pleasure straight to her core. Her stomach fluttered and her spine tingled as they indulged in each other, secluded in their makeshift cocoon.

Emma pressed her face into Regina's prominent cleavage, licking a hot trail between her breasts. She clawed at her through the lacy fabric of the corset, pushing and teasing free her stiff nipples from the constrictive material. Pleased with her work, she sucked one and then the other, applying more pressure and nipping lightly as Regina writhed and jolted forward.

She threw her head back and moaned appreciatively, while grabbing the back of Emma's head and hugging her into her chest. Her eyes screwed shut, and her body tensed as Emma worked her, finally pulling back with a satisfied pop as she released a punished nipple from her mouth. A thin line of saliva connected Emma's lip to Regina's nipple. Regina ran her finger over Emma's bottom lip, smearing the trail of spit insistently.

"I've wanted to do that ever since I first saw you in that costume," Emma admitted, as Regina snarled with need. Her body was as a tight as a coiled spring. She stood on shaky legs, and choked out a command, "Take me home now!"