A/N – So I did a thing, a CaptainCobra thing because I need them to bond. Also partially inspired by my Dad who when we were kids would spend the second half of the night sleeping on the couch if his girlfriend stayed over. Which upon reflection is ridiculously adorable even if he wasn't really fooling anybody.

Set post WWoW.

He froze mid-descent as the sound echoed around the now empty loft. Half-way down, left foot on the step below, boots in his hand and his coat folded roughly over his hook arm, Killian held his breath praying that the boy was merely shifting in his sleep, not climbing out of bed. He paused for one beat, two, there was nothing else. Silently offering thanks to the Gods he made to continue, his socks muffling the sound of his tread.

They had agreed that whilst they were being open with the citizens of Storybrooke about their relationship, Emma's son was only twelve and not ready to deal with the fact that her mother's boyfriend was spending the night. Emma had protested, saying that Henry was ridiculously precocious, and would understand, her exact words being, "Hell, the kid has a healthier grasp of relationships than I do, he would understand." But Killian had been adamant, they would wait for Henry to become more comfortable around the Pirate Captain.

It had nothing to do with the fact that, despite the friendship they had developed in their year in the Enchanted Forrest, Killian was certain that the Prince would bludgeon him to death if he discovered for certain that he was sleeping with his daughter. At least if Killian didn't stay the entire night they had plausible deniability.

He'd reached the bottom, silently stepping onto the apartment's hardwood floors and navigating his way through the apartment in the dark towards the front door. He froze once again when he reached the dining table, head jerking back towards the sound emanating from behind him. He had turned and strode towards the kitchen, stopping beside the counter without consciously making the decision to do so.

Henry was shuffling in his sleep, restlessly turning from side to side beneath the covers, but that was not what had caused him to investigate. The boy was crying, sobbing softly, his breathing haggard as he tossed and turned. It wasn't until he started murmuring quietly, pleading for whatever nightmare was assailing him to stop that Killian felt the distinct sensation of his insides clenching painfully.

"…Please…you have to believe me!"

Killian was no stranger to nightmares, he had over three hundred years' worth of experience. He was torn between wanting to wake the boy and put an end to his torment and climbing back up the stairs to wake his mother. Even though she was the lightest sleeper he had ever encountered (she could snap out of a dead sleep if he so much looked at her) she would not be able to hear him. The space between her bedchamber and the one below was definitely soundproof, of that Killian was certain. The motion of him slipping out halfway through the evening would be unnecessary otherwise. Emma was a very…passionate woman.

He had taken a step towards the stairs, deciding that Emma would be of much better comfort to her son than he could ever be, when with a small cry Henry jerked upright. Not so much as breathing Killian watched as the boy sat shaking his eyes darting around as he continued to cry. When their eyes met Henry flinched backwards inhaling sharply.

"Sorry to startle you," Killian grimaced. "I was just on my way out."

They watched each other, the room silent save for the sounds of Henry's heavy breathing and occasional sniff.

"Are you alright lad?" he asked tentatively, not wanting to embarrass the boy seeing him in such a weakened and dishevelled state. "Should I fetch your mother?"

"No!" his tone was harsh but with an edge of fear, eyes pleading as they stared at him. "Please, don't wake her up."

The image of the boy's father fixing him with that very look flashed unbidden across his mind. More than once he had come across him waking from fitful nightmares when he had been aboard the Jolly Roger. Lurching back into consciousness screaming for his Papa. It wasn't until much later that he had confided what the nightmares had been about, being pulled through a swirling green vortex, his father releasing his hand at the last minute. And just like that the centuries old guilt washed over him. He had failed Baelfire, he would not make the same mistake twice.

"Alright," he tried to make his smile reassuring as he placed his coat on the counter and gently dropped his boots to the floor. "We shall leave her to rest."

He slowly stepped forward, eyes not wavering from Henry's as he perched on the edge of the mattress by his feet. For his part, the lad didn't move, his brow furrowing slightly as his shoulders continued to rise and fall in time with his rapid breathing. He was still shaking slightly, the moonlight that flooded the airy loft reflecting from the tear tracks still glistening on his cheeks.

"Do you want to talk about it?" he asked softly.

He didn't respond, staring down at his knees. Killian glanced away, eyes roaming over the open space that was the lad's room. He vaguely remembered what it had looked like when it had belonged to the royal couple, light colours and soft furnishings. Now it was crammed with Henry's treasures, posters on the wall (Emma had tried to explain the various movies and television show they belonged to something about a doctor and a telephone box, but not knowing what a telephone box was and having very little understanding of the moving pictures they sometimes viewed he had no clue what any of it meant) there were books and toys scattered everywhere, some clothes and shoes on the ground that had been kicked to the side, hidden behind the partition separating the room from the kitchen (no doubt after Emma had scolded him for leaving them about).

His bedding was dark navy, black in the current lighting, covered in what looked to be stars and the strangest vessels Killian had ever laid eyes on. Across the foot of the bed, skewed by Henry's fitful tossing, were words emblazoned in gold script, he vaguely recalled it had something to do with moving pictures again, but he could not see anything even resembling the blue telephone box that was on one of the posters so he may be mistaken.

All of it had been brought from New York, packed into the yellow carriage Emma referred to as "the Bug" (though it did not resemble any type of insect he was familiar with). His older possessions, the ones he had grown up with, remained in Regina's home where he spent every other week.

When he was seriously reconsidering fetching Emma (she would definitely be able to provide much more in the way of comfort, Henry wouldn't even look at him) he caught sight of a candle on the small bedside table. He wanted to respect the lad's wishes and leave her to her sleep. Reaching into his vest pocket, he quickly pulled out the silver lighter and ignited the wick hoping it would provide some measure of respite from the frigid dark.

It cast a warm glow over the room, much more comforting than the harsh white light thrown by the electronic devices this world usually used.

"Gramps used to light candles," Henry's voice startled him. He was speaking quietly, barely above a whisper, but his tone was surprisingly even. "When my Mom was in the Fairy-tale world, I had nightmares because of the sleeping curse. He would come and light a candle. He told me it would capture the nightmares. He used to do the same thing for Grandma, she had nightmares too, because of the sleeping curse."

He was staring at the flickering light, his eyes were red, tears still sticking to his eyelashes as he frowned. He was trying not to cry, to be brave and not show that there was something wrong. The way he chewed on his bottom lip in an attempt to stop it trembling was so similar to Emma that Killian was filled with the overwhelming urge to embrace him, hold him close and soothe.

"Is that what the nightmare was about this time?" he asked gently, keeping his hands (both real and fake) firmly on his lap.

Henry merely shook his head, his gaze never wavering from the candle. When he realised he was not about to elaborate he sighed. It was expected, though they had spent some time together, it was usually in the presence of Emma or the Prince, their interaction restricted to discussing what it was like to be a pirate and sailing. Apart from the night that Emma had requested Hook watch over Henry when they battled the Witch, Killian had never really been alone with the boy. Even then they had mostly talked about the stars and navigation, he had showed him how to use the sextant and they had worked their way through a solid chunk of one of his sailor's manuals, tying various knots with old scraps of rope.

The boy did not trust him, And Killian could understand, he was a pirate after all and Henry barely knew him.

"My brother used to read to me," he began his eyes fixed on the leather glove covering his false hand. "When I was a lad, not much older than yourself, he would sit by my bed and read stories to me until I fell back to sleep. Tales about brave knights going on daring quests and slaying horrible beasts, rescuing fair maidens."

"You used to have nightmares?"

"Aye, I… did not have a very pleasant childhood," he purposefully kept his answer vague, no sense troubling the lad with the particulars. "And I had them still many years later. Not the same of course, but in Neverland in particular I was plagued with them for many years."

"Even when you were grown up?" the boy's tone was not incredulous, he wasn't scoffing at adults being frightened of mere dreams. He sounded almost sad, and again the concerned pinch of his brow reminded him of Emma.

"Even when I was grown up," he nodded. "I've done some terrible things in my life Henry, and some terrible things have happened to me. Sometimes when you're sleeping, when your defences are low they have a nasty habit of haunting you. They are terrifying, in that they are borne of our deepest regrets and our darkest fears. But it is ok to be afraid, that does not make us weak."

There was silence once again as they sat there, neither looking at the other as they both contemplated what plagued their dreams.

"It's my mom," Henry spoke so quietly Killian barely heard him, his voice wavering slightly, sounding so small, so uncertain. "When I was Pan, they let me out of Pandora's box across the town line, just me and my Mom. And she… had a gun and they didn't believe it was me until I told her something only I could know."

He was crying again, tears slipping down his face as he shivered slightly, eyes screwed shut as he let out shuddering little breaths.

"She doesn't b-believe me. In my n-nightmare… she doesn't believe me… even though I b-beg her to, I tell her it's me and I love her… and sh-she doesn't believe me and she- she shoots me."

Killian doesn't hesitate, doesn't second guess himself, simply reaches out and wraps his arms around him and pulls Henry in, gripping him tight against his chest. He's not even trying not to cry any more, little hiccoughing sobs escaping him as he grips onto the front of his vest.

"Shh," his hand is on the back of Henry's head, his false one wrapped tight around his shoulders. "It's alright lad, you're ok… She would never let anything happen to you."

"But-"

"Never," he grabs him by the shoulders ducking his head to meet his eye. "Don't ever think it Henry, not even for a second. There is not a single thing she would not do for you, there is nothing she would not face for you. Neverland, Pan, even her own family. You are the single most important thing to ever happen to her. Don't ever doubt it.

"She knew, when Pan was pretending to be you she knew there was something wrong almost straight away, why do you think they let you out of the box? Because she thought Pan had done something to you. There is not a curse in all of the realms that would stop her from knowing you and loving you."

"I know," it's both a whisper and a wail at once, filled with such anguish Killian can't quite swallow the jagged lump in his throat. "That's why I can't say anything, because I don't want her to think I'm scared of her, to think I don't love her anymore."

"She could never think that," he shook his head, his smile sad. "She's been alone a long time lad, not matter the reason the people she loves have a bad habit of leaving her. It makes her feel like she isn't worthy of love, that no one could ever choose her, love her. It took me this bloody long to get her to believe me when I say it to her. Even her own parents. The only person I've ever known her to believe is you. She doesn't understand it, doesn't see why you love her, but she does not doubt it. She broke your curse with true love's kiss and the only way that works is if both parties feel the same way, she could never for a moment doubt you."

He hugged him to his chest again, rocking him slightly. They stayed like that for a while, until Henry had stopped crying only sniffing occasionally, before wiping the tears from his face with the sleave of his pyjamas. He pulled away, eyes still puffy and nose red.

"You can't tell her, I don't want her to worry."

"I don't think she would mind worrying over you lad," he smiled. "But if you insist, it shall be our secret."

"Thank you," he smiled, but it was small, not even halfway to meeting his eyes, "I should probably go back to sleep."

"You are more than welcome," he returned, bowing his head forward. "I should be heading off myself. If you ever need to talk about it, and you don't want to worry your mother, I am happy to be of assistance."

As he made to stand up, Henry's voice stopped him.

"Wait!" he spoke quietly, a hint of panic to his tone as he glanced nervously around the room, avoiding his eye. "Can you... maybe…"

His voice trailed off, staring down at his hands, embarrassed.

"Would you like for me to stay?"

"Just until I fall asleep," Henry assured him hurriedly.

Pulling the wheeled chair over from near the boy's desk Killian sank into the cushioned surface. Henry rolled onto his side, eyes fixed on the sinking flame of the candle. Killian recognised the fear, the avoidance. He was afraid to close his eyes, worried the images that had frightened him would be waiting to pounce.

"Have you ever heard the tale of Fáelán?" he asked softly.

Henry shook his head, snuggling further into bed and pulling the covers up to his chin. Killian smiled before launching into the tale. It was one of his favourites, one that Liam often told of a small boy raised by wolves who had fallen in love with a nobleman's daughter. He knew it word for word, reciting it exactly as he remembered, pausing and gesturing the way that Liam had done countless times before, his brother's lilting voice coupled with the sounds of the nearby ocean lulling him back to sleep when his own nightmares had woken him.

When Henry began to snore lightly he stopped, watching as he slept. His face was relaxed, the last vestiges of fear falling away. Pausing only to blow out the candle he quietly climbed to his feet brushing Henry's hair back to press a light kiss to his head.

"Sweet dreams lad," he whispered.

A/N - If you could be so kind as to let me know what you think that would be lovely. :]