Emma pulled away from Hook. The heat of the moment that was flooding her veins making it difficult to concentrate. He was warm, he smelled of rum and the admiration burning in his eyes made butterflies flit about in her stomach. She was happy, everything about this moment made her head warm and fuzzy and her blood hum. But he could be dead right now. In fact he would be dead if Anna hadn't told them Rumple's plan. He didn't even try to tell her, maybe he couldn't have...but he could have tried, he should have tried. It wasn't just him, Emma should have known. Graham kissed her when he didn't have his heart, she knew something in his kiss was off. They both could have done something, they mattered to each other and neither one had done anything. And now, Emma was pissed.

She pushed away from him. His lips were wrenched from her ear and she heard his surprised grunt, it hit her like a punch in the gut. "Swan?" His voice was concerned and his hand when to her face, turning her to look him in the eye.

"You should be dead." Her voice was lifeless.

"But I'm not, Swan, I told you I'm a survivor." He gave her a cheeky grin and went to kiss her again.

"No. You should be dead. You were OKAY with dying, you didn't. You didn't-." She stopped, it was impossible for her to continue. Her fingers dug into the supple leather of his coat, he was still alive, still palpable but damn it he should be dead.

"Swan, I wasn't okay with dying." His voice seemed tired, it had a rough, shaky timbre to it. Emma glared at him with glassy eyes. Her lips pursed together, let him explain himself. "If you think that I was okay with leaving you when I promised I wouldn't, then you don't know me very well. I've faced death many times, I've seen death, I've seen its affect on people. I know death, well. We're mates, me and death." His gaze raised to hers, and despite his little quip, his eyes were sad. Emma could see the myriad of emotions that swirled in the depths of his sea blue eyes, broken; like a kaleidoscope they swirled.

He swallowed hard. "Maybe before you I would have fought back, maybe before you I would have chosen vengeance. I know you wanted me to fight, but Emma, if I didn't do exactly as he asked...he would have hurt you." His voice threatened to break and he turned away from Emma, he reached to scratch behind his ear and fought to regain his emotions.

"Swan, I know you're strong. I know you would have been able to handle it all. I had every confidence in you, even if I were to die you could carry on. The only reason I lost my heart was because the Crocodile tricked me. I shouldn't have fallen for it. I shouldn't have, I should never have trusted Gold. But the thought of being with you and living my life...getting my happy ending. I wasn't strong enough to resist. I thought maybe he'd changed, for Belle, I wanted to believe that maybe since he had love in his life it had changed him. But he is still a wicked, power hungry, coward. He chose power over his wife." He turned around to Emma again.

"A man unwilling to fight for what he wants deserves what he gets. I told Rumplestiltskin that, when he came to claim Milah and refused to fight me for her. Emma, I may not have fought back against the Crocodile for fear of you and others in Storybrooke being hurt. But I did fight. I fought myself, fought who I was." He came closer to her and ran his hand lightly down her arm. "I fought the man I used to be, 300 years of old habits die hard. But I fought them. Just when I felt like we were getting somewhere, some tragedy or harebrained scheme tore us asunder." His hand slipped up to her shoulder, across the back of her neck, under her chin. His fingers tangling themselves in strands of blonde behind her ears, caressing her cheek with his thumb.
"But Swan, believe you me, dying at the hand of Rumplestiltskin was the last thing I wanted. I just wanted you safe. If that meant...doing things I knew weren't right or -to my chagrin keeping things from you...I did it. I'm sorry, Emma. You're right, I should be dead...but not for the reasons you claim. But never, did I fully resign myself to death because my only regret was that I couldn't tell you why I had done what I did. I did it because I-."

Emma cut him off, she grabbed him by the lapels of his jacket and dragged him to her. "Don't say it." She whispered hoarsely, "We're not ready."

"For two grown adults, we're awfully scared of three little words. But you're right, maybe now isn't the time." He gave her a smile and kissed her forehead. Emma took a deep breath of his familiar scent: leather, rum, and fresh air tinged with salt.

"I need you, Killian." Emma looked him in the eye, his lips parted in a silent admittance of surprise. "I need you...please, please don't take that lightly. I have done everything I can to never have to depend on anyone. But I've come to depend on Henry, on my parents, and against my better judgment at times...you. I have tried to never show weakness. I survived on my own for a long time, just me getting by and doing my best to make my life what I could. But I'm admitting to myself and to you, that I need you. Killian, I'm trusting you to catch me and be my back-up...so don't you go dying on me."

Killian gave her a smile, a heartfelt smile that reached his eyes. He caressed her cheek and Emma couldn't keep her head from leaning into his warmth. Yes, she needed this, needed him.

"I told you, Swan, I'm a survivor." Emma gave him a wry smile and pulled him closer to her. His hook slipped to her waist and pulled them flush.

"I'm going to hold you to it, this time." She whispered thickly. Their lips hovered, neither one moved to break the distance. But their breath hung, in the air. Their hearts were beating in time; fast, desperate.

"You can hold me to more than that, love." Hook rasped. His hook digging into her hip.

"I plan to," Emma murmured before she jerked him to her. Their mouths moved over one another, in a manner of exploration and familiarity that came with growing closer. Their hearts hammered in sync, they had both opened themselves up to the other; removed some of their armor, offered each other a harbor in their battered hearts.

Their passions built and Emma couldn't help but lay one hand over the heart that pounded steadily under her palm. "You know it's yours don't you?" Hook rasped, pulling his lips off hers. He laid his hand over hers. "Just like I traded my ship to get you, I would lose this save you."

Emma gave him a slight smile, her heart clenching. "Come with me." She whispered. She grabbed his hook and led him to one of the rooms in Granny's. She opened the room with magic. They sat on the bed, it wasn't about doing anything. They just learned about each other, and of course there was some kissing involved. This was about learning about each other...knowing themselves better...being stronger because they knew their scars, their weaknesses and could admit them to each other. They could bare their hearts to the other, and take down the walls further. That was all Emma needed right now, and all he did too.