Emma rested her elbow out the open window of her Bug, breathing deeply as the fresh Maine air blew into the car, ruffling her hair and forcing her to tuck it behind her ears. As the sunlight filtered through the canopy of evergreen trees and onto the road before her, she felt a smile play at her lips.

Welcome to Storybrooke, the faded green sign read.

She remembered this place.

Of all the homes she'd been in and out of - and there had been plenty - the one she had in Storybrooke with Ingrid had felt the most, well, like home.

Colorful memories of her high school years in Storybrooke, those three glorious years of stability and peace, flashed through her mind. Warm summers by the water, hanging with her crew in their secret "castle" and frigid winters blanketed by snow, the visceral memory of her breath frosting into the wool of her scarf, moist and hairy from the coastal breeze, were somehow as real to her now as they had been then.

So many years had passed. She looked over at Henry, slumped in his seat as he gazed at their new surroundings and realized it'd been at least thirteen since she'd lived there, and probably at least five since she'd last visited, a thought that seemed impossible. Yet, when she considered how much in her life had changed since then, she had to accept that it was true.

"Hey kid, you OK?" she asked with motherly concern, rubbing his arm lightly with the back of her knuckles. His answering smile was half-baked at best, but she could tell he was trying, probably for her sake.

"Yeah, just tired of being in the car." He sat up a bit straighter, stretching his growing teenage limbs as much as her Bug would allow, and covered his mouth as he yawned.

"Good news then, we're almost there." She smiled at him before returning her eyes to the road, buildings beginning to appear in the distance as a growing sense of apprehension began to churn in her gut.

Was this a good idea? she wondered. Mary Margaret had a way of making elaborate plans and then presenting them to her so prettily, all fixed and tied with a bow, that Emma rarely questioned them until it was too late.

"Come on, Emma!" Mary Margaret had cajoled over the phone, full of enthusiasm, as she pitched Emma her idea of she and Henry visiting for the summer. "It'll be just like old times! We can hang out at Granny's and walk on the beach, and just think how good it'll be for Henry to spend some time with family!"

Emma had rolled her eyes at that, and how liberally her friend had applied the term "family" to herself and David. But she had to admit, seeing Henry do something other than lie on the couch, texting his friends, did have its appeal. It seemed like he'd hardly left the house since Neal had announced he was dumping them both in favor of a new life with "Tamara" in Sunny South Florida, the bastard.

That was the only thing - Storybrooke was where she had met Neal, where they had fallen in love, even where Henry had been conceived. Being there now made it all come rushing back, and a lump formed in her throat, raw and uncomfortable.

Eyes jerkily scanning the street, she spotted the grocery store and impulsively pulled into the lot, the Bug bouncing and jolting over a speedbump before she pulled to an abrupt stop in a parking spot.

"Let's get a little something for our hosts!" she suggested. "Can't show up empty handed now, can we?"

Henry shrugged, apathetic. "Alright, if you say so."

The truth was, Emma needed a moment before she reached the Nolan's to settle her nerves, or David and Mary Margaret would be all over her with their exasperating need to smother and console, and that was not the tone she wanted to set for the summer. They had to know she was okay, that she could handle this with or without their help, or they'd be keeping a constant vigil over her the entire visit, driving her to slow but assured madness. She needed space to breathe and work through her issues on her own or this was never going to work.

Slamming the car door shut, she turned her key in the lock, taking a moment to stretch her legs and shake out the tension in her feet and hands. It'd been a long drive from New York City, even a walk through the aisles of the grocery store had a sudden appeal.

As soon as they got inside, she saw Henry's eyes light up when he spotted the magazine section across from the entrance.

"Mom! They have the newest edition of Gamers Weekly! Can I go look?" He was already leaning in that direction, and Emma smirked at her son's eagerness.

She pushed him gently in that direction. "Knock yourself out, kid. Just come find me when you're done."

Henry grinned at her before darting off. He was a good boy, albeit a bit video game-obsessed like most of his friends.

Emma glanced down at the empty basket she was clutching in her hands and sighed. What would be a good hostess gift? It wasn't like she was often invited to stay with friends for an entire summer, like some hobnobbing Manhattan socialite. Still, the Nolan's hospitality warranted some sort of gesture, even if she hadn't bothered to think of it until five minutes before.

Wandering towards the floral section, a rather large display of apples caught her eye. Mary Margaret liked apples, didn't she? Perhaps she could put together a fruit basket or something. Looking over the rows of shiny fruit, one particularly red and polished apple caught her eye, and before she could think better of it she had reached out and plucked it from the pile.

"Whoa, whoa!" Emma's eyes widened as she realized too late what she had done.

Dropping her basket, she used both hands to try and save the avalanche of produce that was cascading down onto the floor like someone in a comedy routine, nearly slipping on an apple that rolled beneath her foot. Leaning over the pile in an attempt to contain it with her chest and arms, she could feel her heart racing frantically, her brain willing the fruit to stop moving. Carefully, she pulled back, praying that the apples would behave themselves and that no one had noticed her ridiculous antics. Patting them back into place, she crouched down to the floor to pick up the ones that had fallen, hoping they weren't too badly bruised.

"Need a hand, love?" a male voice offered, as someone knelt beside her to help.

Emma froze. That accent...the deep voice so warm and familiar, and yet so distant in her memory that it held a dreamlike quality.

"Killian?" she asked in surprise, looking up right into his blue eyes and nearly startling at the impact, as if his irises were a force of nature by themselves.

"Swan?"

His reaction to her was no less dramatic, his eyes widening comically in surprise when he recognized her. They nearly bumped foreheads getting to their feet too quickly, laughing awkwardly before grabbing one another in an awkward but warm hug she barely had time to consider before he was pulling away, the scent of him flooding her senses and making her head spin.

Killian! God, she had missed him, and it hadn't even occurred to her how much until that very moment.

There he was, smiling at her with that soft look in his eyes that contrasted so sharply with his dark features and even darker clothing, just the way she remembered him. Only, he was older and somehow taller than she remembered. His shoulders had filled out nicely, and the way his jaw was peppered in scruff was incredibly attractive and masculine and new, somehow changing the whole shape of his face. There was a scar on his cheek that she couldn't remember if he had had before, giving his handsome face just a touch of something dangerous. Not to mention the chest hair - the chest hair! Had it been hiding there all along beneath his Metallica t-shirts or was it a more mature addition? Emma followed the line of his necklace to where his shirt was left almost scandalously unbuttoned, little left to the imagination. Leaning casually against the produce display, one hand on his belt buckle, he oozed confidence in a way that made her eyebrows raise because what the hell had happened to her awkward and shy friend over the last thirteen years?

"You look-" she shook her head in disbelief.

"I know," he smirked playfully, shrugging his shoulder and winking at her with a look that could only be described as cocky. The Killian Jones she knew had been a lot of things, yes, but cocky had never been one of them.

Emma crossed her arms over her chest, shifting her weight to one hip as her eyes inexplicably darted to his ring finger (it was vacant), watching as he toyed with an apple.

"I was going to say, exactly the same." She said matter-of-factly, smugly enjoying the flicker of disappointment she thought she saw cross his features, as he curled a finger behind his ear, scratching at that old habitual spot.

When he looked up at her through his dark lashes, all sultry smile and dark amusement, Emma knew with great certainty that she was lying, and he knew it.

"Well, you certainly don't," Killian noted, eyes casually scanning over her breasts, which she realized were pushed up and out for his perusement, her tank top barely concealing them above her crossed arms.

Emma scoffed, reddening despite herself, and rolled her eyes. Dropping her arms to her sides immediately, she tried to cover her embarrassment by putting her hands on her hips. Unabashedly, his eyes followed her hands to those spots too, and Emma suddenly remembered how skinny she'd been back in high school, before she'd fully grown up. Being so blatantly checked out wasn't new to her, but the whole experience was a bit unnerving, because this wasn't just any guy giving her attention. As close as she and Killian had been in high school, he was practically a stranger to her now - an incredibly hot stranger - the thought more disconcerting than she'd like to admit.

"What can I say, Jones? Some things just get better with age," she said with a smirk, inwardly proud of the way she looked and not all that surprised he had noticed.

Killian answered with a smile and a jest of his own.

"Did you come all this way for Storybrooke's reputable supply of apples?" He gestured towards the haphazard pile of fruit.

Emma laughed softly. "Believe it or not, they do sell apples in New York City. Expensive apples, but still."

Killian grinned, making him even more devilishly handsome than before, and she wondered if he knew about her and Neal - if everyone in town knew - the thought freezing her in place despite the carefree mood between them.

He leaned a little bit closer to her conspiratorially, as if he were about to tell her a secret, and she tensed until she heard what he had to say. "Well, I've heard that things taste better in Storybrooke, in particular the ripe, red apples." Tongue gliding over his lower lip, he rolled an apple around with his long fingers in a deftness that defied all previous notions she'd had about him and his lack of experience with women, the suggestiveness nearly dripping from his lips.

Speaking of things that looked red and ripe.

Emma cleared her throat, tucking her hands in the back pockets of her jeans as she realized she'd been caught staring at his mouth, which she would wager was exactly his goal in taunting her. This new, confident Killian was starting to make her nervous. In all the scenarios she'd accounted for when deciding on her visit to Storybrooke, this had not been one of them.

"Ah, well, I was actually looking for a little hostess gift for Dave and Mary Margaret. They're letting me - I mean us - stay with them for the summer."

Killian nodded, his smile fading as he placed the apple back in the pile. "Aye, I know, Dave alerted me to your impending arrival the other day," he admitted sheepishly, as the playful mood between seemed to evaporate like a particularly elegant bubble.

"So you heard?" She felt exposed suddenly, a knot forming in her stomach.

"About Neal? Aye. I'm very sorry, Emma, you deserve better than that," he answered with a shake of his head. He shifted from foot to foot beneath her gaze, and there was the Killian she remembered - all soft, halting words and brooding shadows beneath his brow, the concern in his features surprising her.

"Don't be." She sighed heavily, looking anywhere but in those piercing blue eyes. "You didn't make him into an asshole, he accomplished that all on his own."

They shared a sad smile, full of unspoken grievances and understanding between old friends.

"Well, you're here now...and your boy?"

"Henry, yeah." Emma wondered suddenly if he'd been looking for her. "I lost him over near the magazines. Teenagers," she said, shrugging her shoulders.

"Ah! I know all about those," he supplied knowingly.

"You mean you…?"

"Me? No, I never did marry," he supplied, "but I'm a teacher over at the high school. History, as it were." He waved his hand in the air dramatically.

Emma smiled instantly, the thought of Killian in front of a classroom waxing poetic about days of yore making her a bit giddy. Those poor high school girls...it was probably just like that scene from Indiana Jones!

"History, huh?" She felt herself take a step closer to him. "I know a thing or two about that."

Killian's eyes searched hers in that unnerving way of his, and things began to feel serious for a moment, the air filled with tension as they shared a conversation spoken only with the eyes, until her son arrived seemingly out of nowhere.

"Mom, can I get this?" Henry waved a magazine towards her.

"What? Um, yeah, sure kid." She looked between Henry and Killian, almost uncertain how to proceed. "There's...someone I'd like you to meet."

Gesturing towards Killian, she said, "Henry, this is my old friend Killian Jones, and Killian, this is my son, Henry." Emma pulled Henry into her arms, settling him against her chest protectively as she tucked his head under her chin.

"Nice to meet you, lad." Killian offered him his hand, an appraising look on his face that softened when their hands met in a brief, but manly shake.

"Nice to meet you, too." Henry looked up at her. "Mom, did you guys go to high school together?" he asked with a bit of awe that made her giggle, as if he couldn't possibly imagine his mother ever being a teenager.

"Yep. We both worked on the high school newspaper."

"Cool!"

"Indeed we did. In fact, I was just telling your mum that I work at that very same high school, teaching history. What year are you in school, Henry?"

Emma was slightly mesmerized, absorbed in the interaction between her son and her old friend.

"I'll be in eighth grade in the fall. You're not from around here, are you?"

Killian scratched behind his ear, ducking his head. "Now, why ever would ask that?" he teased, pretending to be affronted.

"Well, for starters, people don't usually call me lad," Henry proclaimed, and Emma shook in silent laughter.

"You've got me there, haven't you?" Killian pointed at Henry, eyes shining in amusement. "I was born in England, but my brother and I moved to the States, well, when I was around your age, I suppose."

"Cool! So you went from England to New England, huh?" Henry looked up at his mom as if to include her in the joke.

Killian raised an eyebrow, chuckling softly. "Aye, that's one way to put it, I suppose. Never really thought of it that way. Smart lad you have there, Swan."

"Yes, he is, and pretty good at figuring people out."

"Must take after his mother that way." Killian smiled at her appreciatively, and his compliment gave Emma that feeling again...that wondering feeling as their eyes met and held. Emma looked away first, completely unprepared for any of the roads that kind of wondering might lead her down.

As a means of distraction, she enlisted Killian's help putting together the gift, so they walked through the store together, chatting and laughing as Killian helped her select a basket of goodies, pointing her in the direction of Dave's favorite bottle of wine and the particular brand of chocolate Mary Margaret was fond of. She completed the gift with some cheese and crackers and apples (Of course!) finding a basket to fit it all in before heading to the register. She hadn't really noticed, but Killian had picked up some items for himself along the way, and they all stood in line at the register together, Killian insisting that Emma go first. When she was done, she stood aside and waited for him, while Henry flipped through his magazine.

Watching as the female checker flirted shamelessly with Killian, Emma was struck with how possessive she felt about him, as if they'd come in the store together, not completely separate and totally unaware of the others' presence. What was happening to her?

She and Killian had been extremely close in high school, but they'd never been an item. She'd never really known if he wanted that, wasn't even sure about her own feelings on the matter. Every once in awhile, he'd say something or do something that would make her think maybe, but then they'd go back to being friends again and she'd let it pass because, well, she wasn't sure why. There was just something about Killian...a sense of familiarity that made her feel comfortable and safe. It made her ache to be close to him and desperately want to push him away all at the same time, a feeling that could only be described as a serious problem.

When he was all checked out, he sauntered towards her as if she were the only person in the room - the only one that mattered anyway - and she felt the hairs rise on the back of her neck.

"So, Swan," he began, and Emma began to back away, turning towards the exit. "We should get together, catch up."

"Oh! Yeah, for sure. I mean-" She glanced at him over her shoulder, not wanting to commit to anything.

Instead of pushing, he shifted his attention to her son. "Henry, do you sail? I could take you out on my boat sometime, perhaps a sailing lesson if your mother would allow it?"

That got Henry excited, a hopeful expression on his face as he turned towards her. "Really? Can I, Mom?"

Emma smiled tightly, caught in place as two sets of hopeful eyes settled on her face. She sighed to herself, wary of all the implications that Killian spending time with Henry could present. Of course he had a boat, geez. What was he going to pull out of his sleeve next?

"Sure, that sounds nice," she finally answered. "Killian, it was great to see you," she added with an air of finality, one foot off the ground, ready to make her exit.

Killian nodded, his smile tight as he seemed to realize it was time to take his leave. "You too, Swan."

And just when she thought she was free, air whooshing out of her lungs, he grabbed her arm gently but firmly, his eyes intent on hers. "Don't be a stranger, I mean it."

Emma blinked quickly, taken aback by the sincerity in his voice. "I...won't."

Then with a nod at Henry, he turned and walked away, and Emma's gut was churning for a whole new reason, one that stopping at every grocer imaginable couldn't begin to soothe. She put her hand on her arm where he had touched her, still able to feel the imprint he had left.

Even though he attempted to appear as calm as the seas on a summer morning, inside Killian was in complete turmoil, putting one foot in front of the other as he walked to his car. He was hardly able to keep himself from stealing a look across the parking lot for one more glimpse of Emma and her boy. For several days he'd been aware that Emma was coming back to town, but bumping into her that way - out of the blue - she'd really thrown him for a loop.

Nothing could prepare him for the reality of Emma Swan in the flesh. After all, she was the girl of his teenage dreams, the one that got away.

He told her she looked different, but that wasn't the half of it. She looked as beautiful as he had envisioned in his dreams, absolutely stunning, her blonde hair like the halo of an angel and her green eyes as enchanting as a goddess divine. He could tell she still wore the weight of the world on her shoulders, and he suspected a bit of her hard edge had grown even harder since Neal had left, but there was something well, grown up about her now that was completely captivating.

When she was a teenager she was wounded but young and soft, fragile almost. Now, she was still world-weary but the fragility was long gone. She looked strong and brave, ready to take on the world and turn it on its lousy arse should it displease her. The set of her shoulders was admirable, and Killian stroked his chin and marvelled over this new Emma as he opened his car door and loaded his groceries inside.

Whatever these changes were, whoever Emma was now, he wanted to know her, he could feel the ache of it invading his heart and soul already, and he'd only just seen her for the first time.

Bloody hell.

A few days ago, he had shrugged off Dave's little "friendly warning" as unnecessary. He and Emma were old friends, nothing more, they hadn't spoken to nor seen one another in years. However, their love-sick friends were perfectly happy to sugar coat the whole scenario and force it down his throat with a spoon.

They were having dinner at Granny's when the Nolan's laid the news on him.

"You remember Emma, right Killian? You know, the girl you pined over your entire high school career?" Dave had chided, Mary Margaret right with him, grinning like lunatic.

"And now she's finally single Killian!" Mary Margaret sing-songed, looking between her husband and himself.

That had earned them both a well-deserved glare.

"She's just had her heart broken by that wanker Cassidy! You recall him, don't you? The father of her child?" He pinned them right to their shiny, vinyl-covered seats with the vehemence of his words alone.

"He's got a point," Dave considered, giving Mary Margaret a reproachful look.

"Hey, you know more than anyone that true love can overcome all odds! What if- I mean, this could all be predestined! Killian is back in Storybrooke, and now Emma is coming back too, and maybe it wasn't right in high school but it's right now. Maybe everything you two have been through has just been leading you up to this very moment!" Her eyes were positively glowing with the sappiness of it all, as if it were a TV movie and not reality.

Killian rolled his eyes and took another sip of his rum, placing it back on the table and spinning the glass around in circles as he palmed at his cheek with his other hand.

"True love," he scoffed quietly, shaking his head softly. He didn't know if he believed in such romantic notions anymore, let alone if such a term could ever be applied to he and Emma.

It was true that he had been in love with her once upon a time, but his love was - and still remained - unrequited, mainly due to ill timing and his complete inability to "man up" and tell her how he felt. It was still a raw spot on his heart, the regret that he carried with him, that had weighed on him for years. That's the thing about the past - you can realize what you did wrong, but you can't bloody well change it.

Knowing what he did now, how Neal had mistreated her and finally done the worst - betrayed her and left her for another woman - Killian had to wonder: could he have saved her from all of that heartache and misery? God knows if she had been his, he would never have treated her so poorly, never for one day taken her for granted the way Neal had done. He knew from the start that Cassidy was not to be trusted at best and a complete douchebag at worst, anyone who knew his father would suspect the same. But his opinion on the subject hadn't really mattered, had it? And Emma was so blinded by love (and he by his broken heart) that nothing he did at that point would have mattered in the outcome. Or would it?

He shifted his car into gear, temporarily so lost in thought that he almost backed into another car passing behind him.

"Bloody hell!" he muttered, waving his hand in apology as he watched the driver curse at him through his rearview mirror.

Disaster averted, he pulled out of the lot and continued on his way home, still thinking of Emma and why things had never worked out between them.

The problem with the lady Swan was that he never knew whether she felt the same way about him as he did about her. His relationship with Emma often fell into that gray area between friendship and something more, and just when he had thought that perhaps she felt as he did, she'd pull away again, growing distant or putting him off. Figuring out Emma Swan's heart was like trying to solve one of the world's greatest mysteries.

As much he might try to contain it, however, hope was welling up in his soul, making his senses tingle and his heart beat faster.

Could this be his second chance? Were the fates aligning just like in Mary Margaret's starry-eyed version of events? Emma certainly didn't seem completely impartial to him, even going so far as to check him out, and he knew his natural good looks had only improved with age.

Lord knows winning her heart wouldn't be easy, that he knew from the start. Emma Swan had always been a bit like a wounded animal, slow to warm to him and easily frightened away. He felt like he understood her, though, and could read her like a book. There had always been a natural connection between them that had made their friendship special, set apart. One orphan to another, there were some things they didn't have to say out loud, they just got it.

As Killian entered his apartment, hanging his keys on the hook and setting his groceries down on the kitchen island, he thought back to the first time they had met.

Mr. Ordefer had brought her into journalism class, calling out his name.

"Jones! I want you to teach Miss Swan here how to use the formatting software."

He sat up in his seat immediately, turning to see who it was that his teacher was pawning off on him. One glimpse and his heart start racing instantly, his palms growing sweaty. An angel was standing there, her long blonde hair curling softly around her shoulders and her vibrant green eyes set perfectly above a freckled nose. She was the most beautiful girl he had ever seen, though shy and uncertain, a binder held in front of her chest like a shield as she walked towards him slowly, biting her lip.

"Hey," she said simply when she had reached him.

Momentarily speechless, Killian jumped out of his chair, grabbing another one and pulling it up for her with a screech.

"Hey, I'm Killian. Please sit."

She looked wary of his hospitality, but sat down gingerly, still clutching her binder.

"You're not from around here, are you?" she inquired as he sat beside her, having noticed his accent.

He scratched behind his ear, always a touch nervous when asked about his personal history.

"No, and neither are you. What's your name, or should I just call you Swan?" he teased, trying to get her to look at him.

She didn't laugh or even giggle like the other girls might, but he saw a dimple appear in her cheek as she finally let the binder go, falling into her lap.

"It's Emma, but Swan works fine too." He could tell she didn't really like talking about herself either, her fingers picking at the corner of a folder as she avoided his eyes.

"Alright, Swan, let me show you how this thing works," he said, tearing his eyes away from her to look at the computer screen.

And that was how it had all begun, how two orphans were paired up together almost by chance, and fell into one another's lives as seamlessly as if they'd always known one another. Killian should have taken a chance right from the start and told her how he felt, but she was adapting to life in a new town with a new foster parent, and being there for her as a friend just felt more important than risking it all for a relationship he didn't even know if she wanted.

At present, he leaned over the kitchen counter, running a hand through his hair and tugging at the strands as he pondered it all.

So much had changed since then, and they'd both loved and lost, taking separate paths to get to where they were now. Would it be possible to give it another try?

Looking around his empty apartment, Killian realized how tired he was of living alone, of being alone, and he resolved right there on the spot to take a chance. After all, his brother had always taught him, "A man who doesn't fight for what he wants deserves what he gets."

"Too right, Liam," he muttered to himself. "Too right."