Hey guys! Sorry it's been so long since my last update, but I hope I made it up with a 4.2k word count. Work's been absolutely insane, and then I went and sprained my ankle, so there's that. I figured that while I'm out and recovering that I would update for you!

I hope you enjoy the next chapter!

Also, I do not own OUAT or The Only Exception by Paramore

Chapter 8 - The Second Date

Friday rolled around a lot faster than Regina had thought and she could feel her nerves rise as she walks into the building. Everything had gone according to plan, except for one small factor: it was 4:30 and Emma was still working. She had texted Regina saying that she was running behind and to just meet her inside of the studio she was at.

Regina strolls through the hallway, looking for the set room Emma had told her she was in. She hears camera shutters from behind the door and a bunch of people chattering. She pushes the door open and sees Emma standing behind a tripod with half naked models in front of a white screen and she feels a slight pang of jealousy as Emma directs where they're needing to be.

Emma got to spend time with outrageously beautiful models, Victoria's Secret models at that, and Regina felt inferior to them. Not that she meant to, it just happened. Regina shakes her thoughts as she hears an agent tell the models they were done and to wrap up. She watches as Emma disassembles her tripod and camera, delicately placing it a bag. She shakes a few hands of models, and Regina cringes when she sees one run her hand up Emma's exposed, toned bicep. They're talking in light conversation and Regina has to stop herself from walking over there and giving the model a piece of her mind. She and Emma weren't exclusive. Sure, they were kind of dating and that didn't stop Emma from talking to other people, but Regina also didn't want Emma to think she was the extremely jealous type. She usually wasn't, in fact.

But when it came to Emma, Regina's not too sure what kind of person she was anymore. She felt things for the blonde that she never had, and it sort of scared her.

She's pulled out of her thoughts when she sees that Emma has spotted her. Emma excuses herself from the model, grabbing her equipment before rushing over to the brunette.

"Hey." Emma smiles as she leans in to give Regina a one-armed hug and a kiss on the cheek. "I'm sorry this ran late. I hope it didn't ruin anything."

"It's okay." Regina returns the smile, backing away shyly. "I didn't know you shot for Victoria's Secret."

"It was an offer I couldn't pass up." Emma says, shrugging her shoulders. She senses a hint of envy or jealousy (she's not sure which) in Regina and smirks. "Wait, are you jealous?"

"That's ridiculous." Regina chuckles, trying to play it off.

"I'm not hearing a 'no'." Emma teases, Regina playfully pushing her shoulder. "You shouldn't be, though."

"Oh yeah?" Regina asks, raising her eyebrow. "And why is that?"

"They may be attractive, but I've only got eyes for you." Emma replies with a dorky smile on her face and Regina melts right then and there. "That was really lame. I can do better than that."

"No, it was really sweet." Regina smiles as she nods her head towards the door. "You ready?"

"Yeah, let's do this."

Ruby walks into Granny's diner at the end of her day and sits at the bar. She orders her food and taps her fingers on the counter as she waits for her food. She pulls out her phone and frowns when she notices Emma hadn't responded to her text yet. She had asked the blonde if they could hang out because she feels like it has been forever since she's seen her roommate for more than ten minutes. In reality, it had only been a few days, but Ruby really missed her.

She sighs, defeated, when she receives a response from Emma saying she was going out with Regina later and that they'll hang out another day. She should have known her best friend had plans when Emma had asked her to drop her off at work, but didn't necessarily say that she needed to be picked up. Ruby shrugs and sets her phone down on the counter as she continues waiting for her food.

"Hey, Ruby." A voice says from behind her. Ruby turns around and sees Kathryn standing there with a redhead.

"Oh, hey Kathryn. What's up?" Ruby asks with a halfhearted smile.

"Just picking up food." Kathryn shrugs. "This is Zelena. Zelena, this is Ruby. She's the best friend of Emma, the girl Regina's dating."

Ruby cringes at the name. She's heard it before when Emma told her about what happened with Lily and again when Regina had told Ruby a similar story when she was at their condo the other day.

"Hi, it's so nice to meet you! Any friend of the woman who stole my sister's attention is cool in my book." Zelena smiles, extending her hand for Ruby to shake, but Ruby just stares at her dumbfounded.

Ruby raises her eyebrows as she glances at Kathryn. "She doesn't know, does she?"

"Know what, darling?" Zelena asks retracting her hand, also staring at Kathryn who is looking a whole lot like she got caught.

"It's not my place to tell her..." Kathryn replies, biting her lip. "I figured Regina would have."

"I'm so confused!" Zelena whines, stomping her foot. "What is going on here? What hasn't my sister told me?"

Ruby stares at Kathryn expectantly, hoping the blonde will shed some light on the situation, but she just stands there continuing to chew on her lower lip.

"Your sister is dating your girlfriend's ex." Ruby says through gritted teeth. "You know, the one whose heart you broke when you slept with Lily?"

Zelena's mouth gapes open as she gasps loudly. "Emma..."

"Yeah, Emma. Poor, sweet, innocent Emma who didn't deserve what you and that bitch did to her." Ruby growls.

"I-I'm sorry. But it's not what you think." Zelena defends.

"Oh yeah? Then what was it? How can you even say that?" Ruby says, her voice laced with disbelief.

"Look, at first I didn't know, okay?" Zelena exclaims distraughtly. "Lily was manipulative and when I met her, I thought- she told me she wasn't dating anyone. I didn't think I was hurting anyone. She didn't tell me until later and it was already too late. I was already in love with her and I... I'm sorry, okay? I was stupid and in love, and I hurt someone in the process. But it wasn't intentional."

"Why should I believe you?" Ruby interrogates after hearing Zelena's excuses for what had happened to Emma.

"I suppose you have no reason to." Zelena shrugs. "But I mean it from the bottom of my heart, I am truly sorry for what I did to Emma. I wish Regina would have told me."

"She probably didn't think you'd be so understanding." Kathryn weighs in. "Regina found out Sunday that Emma had dated Lily and that you were the one... you know. Maybe she thought that you didn't like Emma or something."

"That's not true. I don't hate Emma. I don't even know her. I was just a pawn in Lily's way out of a relationship." Zelena answers honestly. "I had no idea what kind of damaged I caused her. But I'm not the bad guy here, I promise."

"I still don't trust you." Ruby glares, crossing her arms.

"I suppose that's fair." Zelena sighs as Granny brings out Ruby's food and a brown paper bag for Kathryn. "But really, I am sorry. I hope you and Emma can forgive me."

"We'll see."

"I still don't know why you feel the need to blindfold me." Emma says as they stand outside of Regina's car while Regina places a blindfold over Emma's eyes. "I already know we're at Redondo Beach."

"Because we have stopped at the beach, but where our date is being held is in a different location." Regina smirks as she ties the blindfold. She stands behind Emma and places her hands on her shoulders, guiding the blonde through the beach.

"I mean, if this is your way of being kinky, all you had to do was tell me." Emma jokes as they continue walking slowly. The unevenness of the sand causing Emma to step with caution.

"Oh hush." Regina plays back. "And there's a step in front of you."

Emma listens, but her mind doesn't catch up and she slams the toe of her shoe into the wooden step. "Oof. Ow!"

"I tried warning you." Regina rolls her eyes as she leads Emma up the stairs.

"I'm not good without my eyes! Hell, I'm clumsy with them." Emma defends as she feels the warped wood of the pier under her feet. She wonders where Regina is taking her, but she knows it's a secret.

"So, you shared something special with me, and while I don't have something equally as special about me, I wanted to show you something about me." Regina states as they stop in front of a boat. "Watch your step."

Emma listens this time and carefully steps onto the boat that gently rocking in the ocean. "Where are we? Why are we moving?"

"Patience, Swan." Regina continues leading Emma until they reach a few seats on the upper deck of the boat. She sits Emma down and her hand starts to untie the blindfold. "When I was younger, my father taught me how to sail."

The blindfold is shed and Emma's met with the sight of the ocean, the sunset, and Regina, and she had never seen anything more breathtaking.

"I haven't been on a boat since he died, but... I figured I'd face my fears and take you around the ocean." Regina answers honestly.

"This is so beautiful." Emma muses as she watches Regina unties the mooring lines and pushes the boat away from the dock. She then stands in a tiny outdoor cockpit and grabs a hold on the helm, steering them away from the dock and into deeper waters. The tide was low enough that they didn't experience too much hassle from the waves and for that, Regina was thankful. It had been years since she's been on a boat, let alone drive one, and Regina knew her nerves would have only worsened if they experienced worse conditions.

Emma watches her in awe as they cruise through the ocean until Regina finds a spot where the current was gentle enough to not rock the boat outrageously. She deploys the anchor and makes her way back over to Emma. She sits next to the blonde and rests her head on the blonde's shoulder.

"I'm sorry this isn't much, but you shared something with me, so I wanted to do the same." Regina says softly as she grabs a hold of Emma's hand.

"It's perfect." Emma replies with a smile, and it really was. Her penis was something important about her and sailing was something that was important to Regina. Emma felt as though it was a rather fair trade. "You said you haven't been on a boat since your father died... May I ask why?"

Regina sighs, nodding her head against Emma's shoulder. "Yeah. He died in a boating accident. He went out on a stormy night and our boat couldn't handle the weather. It capsized. My father was found a few days later by a couple of fishermen, and well... he had drowned. It made me absolutely terrified to step on a boat again."

"And yet, here you are... on a boat. Are you okay?"

"I am. I told you I wanted to share something with you and face my fears, and this is it." Regina replies as she snuggles closer to Emma. "It's just... with you, I feel like I can do anything. Hell, I never thought I'd step foot on a boat again, but I don't know... you were so brave when telling me about your condition and you just inspired me, I guess. I don't know how to word it but-"

Emma cuts Regina's ranting off with a soft kiss. Not that she didn't enjoy hearing Regina being so damn cute and considerate, but she knew the brunette was nervous and she wanted to show her that this seriously was a perfect second date. It was special, and the reasoning and meaning behind it was not only sentimental on a personal level for Regina, but it was sentimental to Emma that Regina would willing get on a boat which she was terrified of to show Emma a piece of who she was.

It made Emma's heart damn near explode.

"Sorry." Regina blushes as she pulls away from the kiss. "I get like that when I'm nervous."

"It's okay." Emma says, flashing her infamous, goofy smile. "Like I said, it's perfect. And it means a lot to me that you did this for me."

"The date's not over yet, Swan." Regina smirks as she gets up. "Wait here."

She runs below deck where Kathryn had placed food a few minutes prior to their arrival at the beach. She grabs the bag, two flutes, and a bottle of champagne before heading back above deck.

"So, I'm hoping this is still somewhat warm." Regina says as she reaches Emma, handing her a champagne flute. "And I hope you like it. It's from a diner called-"

"Granny's!" Emma answers as she sees the logo on the bag. "I love that place. Ruby's grandma owns it. She makes the best grilled cheese sandwiches."

"Well, it's a good thing because that's what I ordered." Regina replies and Emma's eyes light up like a kid who got a puppy for Christmas.

"No way! You're the best!" Emma practically shrieks as Regina hands her the sandwich. "How did you even get this on the boat?"

"Would you believe me if I told you I had minions?" Regina jokes as she grabs her own and sits down next to Emma.

"In other words, Kathryn?" Emma chuckles and Regina nods her head.

"Yep."

Their date had gone well. They ate, drank, and shared stories about themselves (with a healthy handful of embarrassing stories of their best friends), when Regina noticed it was getting late and they should probably head back to shore. She stands up and goes to take a step towards the cockpit when a strong wave hits the boat and throws her backwards. She lands on top of Emma, who instinctively wraps her arms around Regina's waist, steadying her.

Their bodies were pressed together as their eyes meet; forest green exploring chocolate brown. Emma can feel her breathing hitch she stares at Regina, her black hair glistening in the moonlight. Neither of them had moved, Regina not wanting to leave the safety of Emma's arms, and Emma just soaking in the image in front of her. This beautiful woman who had gone through all of the hoops to prove to Emma that she was worth it, who faced one of her biggest fears to show Emma something special.

Emma smiles in adoration as her hands draw circles on the small of Regina's back. Regina's arms are in front of her, gently pressing against Emma's chest. She matches the blonde's smile before leaning down and pressing her lips against Emma's thin ones. Emma sighs in content when she feels Regina's hand brush against her cheek, pulling her closer.

Their lips part and Emma can feel Regina's tongue swipe across her lower lip, begging for entrance. Emma grants access and their tongues dance around each other as Regina moves to straddle Emma's hips in search of a more comfortable position. This movement, however, causes a spark in Emma and she can feel herself already growing erect.

To say she's shocked is an understatement. She's also damn near impressed. It usually took a lot more time, from her experience, to get even slightly hard. And yet, Regina is causing this in her and they've only been kissing for a few minutes maybe.

But then it hits her. They hadn't talked about sex at all and Emma doesn't want to assume that this is where that could be leading to. Nor did Emma know what would be an appropriate amount of time before they had sex. Was it too soon? Surely, it was, right?

Emma pulls away, breathing hard as she looks up at Regina. "Hey."

"Hey back." Regina smiles as she climbs off of Emma's lap, but not before noticing the semi-erect member that had been pressing into her. She blushes, clearing her throat. "We should get going."

Emma nods as Regina heads to the cockpit. She hears the motor start lifting the anchor off the ocean floor and she looks around, yanking on the collar of her shirt in an attempt to cool down. The cool, ocean breeze helps as they make their way back to the pier and Emma wonders how the hell she got so lucky. Regina's hair is blowing in the wind again, and Emma can't help but admire her in the moonlight. She really wishes she had her camera.

"I can feel you staring." Regina says playfully as she keeps her eyes on the ocean.

Emma shrugs her shoulder, smiling a dorky smile as she continues looking at Regina. She gets up from the seat and carefully makes her way across the deck to where Regina was standing. "It's a nice view."

Regina slows the boat down and turns her neck to look at Emma who was holding on to a bar with that same goofy face that she always has on. Regina smiles and places her hand on Emma's cheek, turning it to face the ocean.

"We have to keep an eye out for other boats." Regina half-whispers as she returns to navigating the boat back to the pier. "As much as I'd love to stare at you, I'd really like to stay alive."

"Staying alive is key." Emma nods as she keeps her eyes on the waves. She leans over and wraps her left arm around Regina's waist as the beach comes back into sight, the city lights shining bright behind the sand. She can feel Regina sink into her touch, and she smiles knowing that she had the same effect on Regina that the brunette had on her. "I mean, who else would I get to date me?"

It's a joke and Regina knows that due to the playful tone in Emma's voice, but she wonders if the blonde had issues with dating people in the past because of her condition. And that thought causes her heart to kind of break for Emma. That she was always scared of revealing her true self to people. Regina could see it in her eyes the night that Emma broke the news. Emma feared rejection, she knew that look all too well.

She was just glad that Emma had told her, that Emma had trusted her with that secret. It was a huge step for Emma, and a step forward in their blossoming relationship. And Regina was willing to do whatever it took to prove to Emma day in and day out that she was the most intriguing and special person she has ever met.

"You know, I don't think I'd want you dating anyone else." Regina lets her jealous tongue slip, and Emma raises an eyebrow. It was almost a confirmation that they were, in fact, dating. They hadn't really talked about what they were doing, but Emma knew that she wanted to date Regina. And it's obvious that Regina wanted the same thing.

"Oh yeah?" Emma whispers as she leans closer to Regina whose skin was covered in goosebumps as Emma's breath ghosts over her ear. "Why not?"

Regina just eyes Emma out of the corner of her eye and smirks as she pulls the boat into the pier and kills the engine.

"Because then I'd have to date someone else, and I'll probably be murdered by a catfish." Regina chuckles and Emma just shakes her head, laughing at the brunette's response.

Emma thought it was absolutely crazy how they could fall into such playful and funny banter with each other, while still expressing their feelings. It was a nice break from being way too serious and constantly wondering if you had said or done something wrong. Everything was easy with Regina, and Emma was loving every moment of it.

"I'll do my best to never let that happen." Emma smiles proudly as Regina docks the boat and ties it down. She helps the brunette back up and they exit the vessel, making their way back to Regina's car. "At least I wasn't a catfish."

"You weren't, were you?" Regina smiles as they get in the car and start heading towards Emma's place since the blonde had Ruby drop her off at the studio.

"Nope." Emma says as she grabs Regina's hand that was still sitting on the gear shifter and laces their fingers together.

Regina sighs in content when she feels Emma's thumb brushing over her own, a sense of comfort washing over her. She would never get used to how Emma makes her feel; shy, vulnerable, adored. She couldn't pin point it, but Regina knew she had it bad for the blonde who was sitting next to her, singing along to a song on the radio.

'Cause I've always lived like this,
Keeping a comfortable distance.
And up until now I had sworn to myself that I'm content with loneliness.
Because none of it was ever worth the risk.

But you are the only exception.
You are the only exception.
You are the only exception.
You are the only exception.

"YOOOOUUU ARE THE ONLY EXCEPTIOOON!" Emma randomly busts out, getting really into the song. She uses her spare hand to air guitar the solo and Regina keeps looking at her out of the corner of her eye, smiling widely while chuckling at her. Emma flashes a toothy grin at Regina, her hand still gripping Regina's tightly.

"You feel some type of way, Emma?" Regina jokes as they pull up to Emma's building.

"Yeah, tired." Emma replies as she yawns loudly, looking out the window at her condo. She turns her attention back to Regina. "Thank you again for the second date. It definitely topped mine."

"Well, sometimes I like being on top." Regina says mindlessly, not even realizing how sexual it sounded until Emma's laughing uncontrollably in her front seat.

"I'll keep that in mind." Emma chuckles as she leans forward and kisses Regina lightly on the lips. "See you soon?"

"I don't know, Swan. You make so many jokes at my expense." Regina teases as Emma opens the car door with a puppy dog look on her face. "Of course, I'll see you soon."

"Good." Emma smiles as she swings her legs out of the car, but she doesn't leave. She keeps her eyes locked on Regina who's staring at her in a way that Emma can't even describe. She slowly inches out of the car, but feels Regina's hand reach out and brush against her arm. In an instant, Emma's body is back in the car, lips against Regina's. They're leaning uncomfortably over the center console of the car, but neither of them care as their lips and tongues dance together. Emma can feel Regina's hand against her cheek, pulling her closer and it takes all of Emma's willpower not to climb over the center console and on top of Regina.

She can feel herself once again start growing erect and she knows they need to stop before something embarrassing happens. She was definitely going to need to learn self-control when it came to all things Regina.

Emma pulls away, breathing hard as her eyes flutter open, revealing the disheveled hair of Regina. Emma smiles widely at how naturally beautiful Regina looks as she catches her breath. "Damn, Mills. If you wanted to jump me, you could have just asked."

"Very funny, Swan. But even I know better than to get it on in a public parking lot." Regina smirks, sending a wink Emma's way. "Just figured you'd want something to remember me by."

"You did a damn good job." Emma says, feeling slightly self-conscious at the fact that she had a very noticeable hard on. "I should get going though."

Regina nods and Emma leans forward one last time and pecks Regina's lips before getting out of the car. She waves goodbye as she rushes towards her condo, immediately making her way to the bathroom. She looks down and groans, wishing that she could have stopped herself from getting as rock hard as she currently was. But then again, it's Regina. She can't help herself around Regina at all, and it was showing.

"Now, to get rid of you." Emma huffs out as she contemplates how to get rid of her erection. On one hand, she could just masturbate and get it over with, but she and Regina haven't even reached second base yet, and Emma's slightly weirded out by the thought of trying to picture Regina in a sexual nature. At least at this point in time. Emma glances around her bathroom before her eyes land on what she's looking for and sighs in defeat.

"Cold shower it is."

BAM. Second date officially a success. Any feel some type of way? ;)
I promise it won't be that long until my next update. (And I may be working on another side story just so everyone can get their SwanQueen fill from me... Maybe... You heard nothing...)