**Unbeta'd - the few typos are my own!**

"Are you sure this is what you want?"

For the briefest second, she hesitated, before squeezing his hand tighter.

"Yes," she whispered, running her other hand over the space between them in the bed. "I'm eighteen. I'm ready."

"But-" he began. Before dropping his eyes (because she could tell when he was lying, could read him like a book), "We don't love each other."

(Lies, his heart said. You've loved her for years.)

She reached out, tangling her fingers in the hem of his grey t-shirt, fiddling distractedly with the cotton as she dipped her own head a little. "I know Killian," she admitted in a breathy sigh, "But I want my first time to be with someone I care about - who cares about me. And we're best friends, right?"

"Yeah," he nodded, feeling spikes of warmth in his belly when her fingertips glanced off the skin of his stomach. "But what if you meet some one, maybe in college, and you regret it-"

"I wont regret it," she promised. "It's not like you and Milah. It's us."

His heart lurched at the mention of his ex. The girl who he had tried to lose himself in a year ago, when he had finally given up on Emma Swan ever reciprocating his feelings. The girl who had made him think she cared, then used him and thrown him aside when a better offer came her way.

"And maybe it's better that there are no romantic feelings?" she suggested, her palm now flat on his stomach as she inched a little closer, he could feel himself stirring to life inside his boxer briefs. "Less complicated."

"I guess," he sighed, his forehead scrunching together, his brain and heart at war with each other.

This is what you've wanted for so long!

(But I didn't want it this way).

"If you're sure." he asked again and she laughed, just a little.

"Killian, I've said yes a thousand times. Geez, I'm offering myself to you on a plate. Way to make a girl feel wanted-"

And he knew she was teasing him, like she always did, but he couldn't help the flush that burned his cheeks.

If only she knew.

Releasing his hand, she reached up and brushed her thumb over his cheek, "Look, my parents are away, we might not get the chance again before the summer is over-"

"Okay," he smiled, swallowing hard, suddenly appreciating the sheerness of the tank top she was wearing and the hint of bra that peeked over the top. "So how should we-?"

Christ, he felt like a fool. Laying there, stock still, unsure what move to make. It wasn't like he hadn't been in similar situations with other girls. But this was Emma.

Her lashes were fluttering. Was she nervous too? She licked her lips.

"Maybe if we kiss first?" she suggested, a little bashfully.

She made the move. Edging her head forward, she had to tilt her chin a little to reach his lips. Both their heads were resting on the pillows where they lay atop her bed. The angle was a little awkward to begin with until their lips met-

"Mmmm," he moaned softly as her mouth pressed against his. Her hand grasped his waist, tugging him closer while her other fingers began to slip into the hair at the base of his skull. Her tongue scraped against his, dipping into his mouth with a urgency that took him by surprise.

Emma Swan was kissing him.

His mind was struggling to keep pace with what was happening. Thankfully, his body was able to make up the difference.

Somehow he found himself leaning closer, gently rolling her backwards until he was above her, nudging apart her knees so her could settle between her legs. Legging out a gentle, 'umph' when their hips made contact and he could just feel her heat.

Her hands were now on his back, under his shirt, tugging it higher until they had to part lips as he pulled it over his head to one side and tossed it aside. Their eyes met shyly. Both panting a little, both with a coy smile on their face.

"Hi," he whispered, feeling dumb the instant he said it.

"Hey," she echoed, looking as coy as he felt.

Hovering above her, resting on his forearms, he was dumbstruck for a moment.

With her pink cheeks and messed up hair she was more gorgeous than ever.

Fuck, he thought.

But then her legs were wrapping around his, her hips rolling, turning them over until she was sat above him, pressing against his now hard cock. "Shit," he whispered shakily.

"Does that feel good?"

"Yeah," he nodded, unable to form more than one word at a time.

So they just watched each other for a moment (he was pretty sure she was pressing herself down on him, just a little.) Her fingers toyed with the hem of her tank top, almost like she was gathering up the courage.

He swallowed hard, "If you've changed your mind-"

"Shhh," she hushed, shaking her head, peeling the material from her skin, agonisingly slowly, revealing inch after inch of tanned skin. Until, just in her bra and shorts she started to reach down to kiss him again, but he lunged up and met her half way, wrapping her legs around his waist, kissing her for all he was worth.

Tugging down her bra straps, the kiss became desperate, too much teeth and tongue, but she didn't seem to care. Her fingernails were digging into his shoulders and he welcomed the pain - it meant this was real, it was happening (if only for one night, if only the once).

He found the clasp of her bra just as she started to grind her hips against his in tight little circles that had him gasping, "Fuck, Emma…" into her ear as he took a quick breath.

Quickly she released him and let her bra fall down. He cupped her breasts, just the right size for his hands, gently squeezing her nipples, feeling their weight, wondering at just how perfect she was.

"Fuck you're gorgeous," he muttered, pulling a nipple into his mouth, circling it with his tongue as she breathily whispered back.

"Thanks, you're not so bad yourself, Jones."

Damn, he loved it when she called him Jones.

Suddenly confident, his hands reached for her ass as he continued his ministrations with his tongue, squeezing it tightly, letting each sensation of touching her body linger in his mind. Savouring the experience to relive another day.

He pressed her back into the comforter behind her, dragging his mouth over her body, his fingers trailing after, as she tossed her hands above her head and sighed heavily. Each touch of his mouth made her body start a little, flinches of her stomach, rises of her hips, until he reached the waist band of her shorts and he paused, quickly looking up her body for permission.

She understood, wordlessly nodding as he sucked in a breath, digging his fingers inside the material, slowly pulling down shorts and underwear in one move.

Emma was naked. With him. Laid out like he'd dreamed of.

(But, fuck, this was better than any dream).

Clambering back to her, he smoothed his hand over her hips, thumbing the prominent bones, dropping little courage, working up a little courage, until he bashfully asked, "Can I…?"

His eyes dropped. He couldn't say it.

And damn, if she didn't seem as nervous when he looked back at her face. "Um, yeah, I mean, only if you want to-"

"-I do-"

"I mean, Neal and I-"

She stopped herself, biting her lip.

Of course she'd done this with Neal. The asshole who'd devastated her when he upped and left town without so much as a goodbye. Fuck Neal.

"Shit, sorry. I need to stop taking about exes."

He bit back a sharp response and instead said, "Tonight's just about you, Emma."

And so what if it was cheesy as hell? It was true and he planned to be as good to her as he could.

Not wanting to talk more, not wanting nerves to sneak in and steal away the moment, he began pressing further kisses down her hips and thighs, tracing circles with his fingers, enjoying the way she wriggled underneath him and how her breath came short. Gently, he parted her legs, settling between her hips, parting her folds with his fingers as he drew his tongue along her heat.

"Fuck," she whispered, her legs wrapping higher against his body, his jeans feeling uncomfortably tight with her body so close and her scent and taste overwhelming him.

Swirling his tongue against her, he sank a finger inside, working it deeper until he was enveloped in her heat. It was clear how ready she was, how wet she felt, the steady rocking of her hips against his mouth, urging him quicker, harder-

He slipped in another finger, scissoring them, loosening her muscles, preparing her - he didn't want it to hurt. He wanted her to enjoy it. Enjoy him.

"Oh my god," she cried softly, raising her knees until the heels of her feel were digging into his waist and her body was arching off the bed. Then she suddenly froze and lifted herself up on palms. "I'm ready."

Pausing, he licked his lips. "Now?"

She nodded, reaching down to run a hand through his hair, her eyes dark with want (and what he fucking hoped was lust).

Dumbstruck for a moment he shuffled off the bed and began to undo his jeans, letting them fall to the floor-

"In my nightstand," she whispered, crawling under the covers, drawing them up to her chin, watching him as he fumbled with his boxer briefs, giggling a little when he almost fell over until their eyes met and the laughter died.

He found the box of condoms, took one and climbed into the bed beside her.

"So-"

"If you ask if I'm sure again, I'm going to sock you one Jones."

"I wouldn't dare," he replied, suddenly feeling the seriousness of what he was - they were - about to do.

Ripping plastic and quick breaths were the only sound. He smoothed the condom over his erection, giving himself a mental pep talk - ordering his body to make this last more than a minute. "How do you-"

"Go on top."

And there he was, rolling on top of her, sighing as her legs parted, resting up his forearms as she reached down and lined him up with her entrance.

"Ready?" he whispered.

"Mmmhmmm."

One small push and he paused watching her face, checking for signs of pain, before continuing. Biting back a moan as he sank into her tight, wet, delicious heat.

"Are you okay?"

"Yeah," she smiled.

"No pain?"

She shook her head. "Just feels… a little, strange."

"I'll take care of that," he promised, kissing her forehead before beginning to withdraw and pivot his hips in a slow, measured rhythm.

"That's good," she murmured after a minute or so, shuffling down a little in the bed and hooking her feet together around his ass, "I can feel you so deep…"

And he was fighting the urge to just give into his desires and drive into her harder, faster. They seemed to fit perfectly together, her muscles flexing around him as he lifted her hips to his, meeting his thrusts.

Her hands flattened against his chest as he leaned down to kiss her, unable to resist tasting her lips again.

(Scared it would be his last chance).

"You can go faster-" she whispered in his ear.

So he picked up the pace, still holding back a little, trying to show some restraint, letting one hand wander over her breasts and stomach, memorising its feel, stemming the tide of desire inside until the dam broke. And he was falling, panting, pulsing inside her, shaking and jittering as he muttered curses mixed with her name.

Breathing heavy, he sank down, being careful not to crush her.

"I'm sorry-" he began.

"Don't be," she insisted, placing a hand on his forearm and looking up into his eyes. "I - I liked it. A lot-"

"But you didn't, you know…"

(Oh why was he so stupidly shy, now of all times?)

"I didn't expect to," she laughed lightly. Then her face became serious, "I don't regret it."

His anxiety faded as the adrenaline sank from his veins and he settled into simple tired happiness.

There was an awkward moment of separating and dealing with the condom where meeting each other's eye seemed impossible. Then he sat on the edge of the bed, looking at his jeans, scrunching his brow as she realised it was all over. "I guess I need to go, you know, it's late."

"You could stay?" she offered, "I mean, if you want to. There's the guest room, and-"

"Okay," he replied, before she could finish.

/

She pulled on a faded pink nightshirt and he redressed in his boxer briefs and t-shirt. They lay on her bed awhile, watching a movie, talking about anything but what had just happened. Until they fell asleep, his arm wrapped around her. No need for a spare bed.

/

It was still dark, when he work. She was on her side, brushing his cheek with her hand, watching him sleep.

Blurry eyed, he smiled, "Hey."

"Can't sleep," she told him, looking at him so intensely it blew away his tiredness.

Then somehow they were kissing again. And this time, it was something more. Less shyness, less fear of the new, more certainly and longing.

Their clothes were gone within minutes and as he sank into her the second time, he felt even more sure that this is what heaven was.

/

He had to leave early for soccer practise, but her parent's wouldn't be back till after lunch. So after a shy goodbye, she lay in bed, her sheets smelling like his cologne, rumpled and used, a little like she was feeling now. Her mind reran each moment of the night before, how he'd touched her, how he'd felt inside her, how her heart had pounded when she came, looking into his eyes earlier that morning.

It had been her idea. Her reasons had been real, but she'd be lying if she said she'd never thought about him in that way. And now she knew that the reality far surpassed any fantasy.

But they were best friends. It was a one (okay, two) time deal.

Stop thinking about him! she ordered her brain.

(Failing miserably).

A/N... So, technically a one shot (especially cos I really shouldn't take on another fic...) but is is a fun story. Do you want more?