a/n: Spoilers for 3x17!

you better shut your mouth

hold your breath

kiss me now, you'll catch your death

And the worst part is, he doesn't even want her to kiss him.

If she kissed him now it would be under false pretences. It would be because she is grateful – for Henry – for Ariel – for Eric – and God, it has been eating him alive ever since they got back, since she starting pushing to know what went down in the Enchanted Forest. And for the briefest, tiniest moment tonight he thought he might actually be able to get over it – if Ariel could at least forgive him.

Zelena ripped that away as well.

Even if she kissed him now it would be dirty and shameful and unfair – unfair to her, because she wouldn't know exactly how unworthy he is of her, he would be taking advantage, lying by omission.

I don't care. I'm tired of living in the past.

She had no idea. If she knew...

He'd been a coward not to tell her then and there. And now here he is, watching her like a stalker from around the corner, once again on the outside looking in.

Killian snaps his spyglass shut and shoves it in his pocket, wrapping his arms around himself as he strides in the vague direction of the docks. The night is lonely and he has nowhere to go; he has been staying at Granny's diner but he can't bring himself to walk past the happy family to get to the stairs. Every step he takes farther from her makes him feel a little colder and emptier inside.

But it would hurt more to approach her, knowing that he is quite literally the weapon Zelena hopes to use against her.

He wants to tell David.

But Snow is fast approaching her due date, which means David is always around Snow, which means by extension David is always around Emma because she has, of late, attached herself to her mother's side. The longer Zelena stays absent the more paranoid everybody grows, and the more Killian can't stand himself because he is the trap, he is the danger they are all waiting for, and for God's sake he needs to tell somebody.

It is Henry who seeks him out. He's standing at the docks again looking out at the ocean and inhaling the stiff salt breeze into his lungs and thanking every God he can think of that Eric is not at the bottom of that sea.

"Killian!" the boy shouts, and Killian turns, freezes for a moment before forcing a smile.

"Henry. Hey. What are you doing out here?"

"Looking for you." Henry comes right up by his side, following his gaze. "What are you looking at?"

"Nothing. The unending horizon." He has gone stiff, braced for danger, but there's no sign of Zelena and it's not Henry she wants. Not now, anyway. "Do you need something?"

"Mum wanted me to go get you, actually," he replies. He rolls his eyes. "She won't tell me what's going on, but she hasn't left the apartment in two days and apparently I'm playing messenger now."

"It's all for a good cause, lad," Killian replies absently. He feels a bit sick inside, but he can hardly avoid her forever, and he braces himself as he follows Henry back down the road towards the loft. The boy skips out when they reach the foyer. He's a savvy one, and yet again Killian thinks that it will be impossible for Emma to just take him back to New York – he knows something is up, he won't be satisfied just leaving that behind even if she is – but that is the least of their concerns right now.

"Hey," Emma says, opening the door before she can even knock. Her smile at the sight of him is wide and genuine and makes him feel another pang of guilt.

She thinks you are good.

She thinks you are just being modest.

You are the only person responsible for the situation that you are in.

"You should have come by sooner!" she continues, pulling the door open wider so he can duck in. Regina's protection spell covers just these few rooms, so it seems they've been holed up trying to plan something. "No sign of her out there?"

"None," he says grimly. Zelena does not need to come out, she is right here on his lips.

She gives him a slightly odd look, and he wonders how much of the shame is showing on his face. His forced smile comes out a little more like a grimace than he intends, and he moves to stand between Regina and David.

There is a lot of talk of magic and old spells and artefacts held by the first Dark Ones, and half of it goes over his head because he keeps thinking he should pipe up – I know what her plan is – but if he brings that up, they will ask how and when and why she targeted him, and he will have to tell them the truth about Ariel and-

you are a coward –

"What's up with you?" It's David who takes him by the arm as the others disperse, Belle gathering her load of books and Regina her potions.

"What do you mean, mate?" The joviality in his tone is automatic more than anything else, and David knows him well enough by now to realise it. Killian wonders when he let the other man get so close.

"You look like you're about to be sick. What's going on?"

That churning dread reappears in the pit of his stomach. It's the Echo Cave all over again, except this time his secret is dark and terrible and it will push them all away.

Emma is watching him from across the room. He can see she's waiting, that she wants to talk to him, and he can't quite bring himself to face her.

Later. He will tell them later.

He pulls his arm from David's grasp and the man lets him go, looking a bit surprised, like he really thought Killian was about to open up and tell him, and he can't look at Emma when he walks past her out the door, ignoring her call of "Killian!" after him.

He's halfway down the street when he realises there was no need for her to call him that. Henry was not in the room.

Normally he would be delighted. Normally it would give him that surge of hope, I am an honourable man. Captain Hook is what the crocodile made me and I do not need to be that anymore- but Zelena had dredged it all up again, made him doubt, and yet again he gets that terrible, terrible feeling that he is lying to himself and everyone around him.

Emma seeks him out later that day. She knocks at the door of his room at Granny's and he only opens it because for some reason he thinks it is Tink.

"Hi," she says. She still looks happy to see him. Bordering on a girlish, almost shy hopefulness. As though she missed him. "David's heading out on a patrol of the woods again, see if any more of those monkeys are around. He'd like it if you went with."

"Sure," he replies. A buzz of nervousness starts up. There's his chance to tell someone.

Emma shifts. "I'll... uh, I'll be with Regina. Learning my magic."

He's never felt this awkward around her before; half-in half-out of his room, unable to think of things to say – and he can tell she's feeling it too and wondering exactly what's up.

"How's that going then?"

"Good," she replies, then, with a frown, "Okay, what's going on with you?"

With false affront, "Whatever do you mean?"

"Don't even try it, Killian, you've been acting really weird." Her eyes are soft with concern, even if her tone isn't. "Is everything alright?"

"Everything's fine." He can't tell her.

"Why do you keep covering your mouth?"

"What?"

"Covering your mouth!" She raises her hand and her eyebrows in demonstration, and Killian glances down and realises that he has indeed been unconsciously cupping his hand over his mouth, forefinger resting against his upper lip. He drops it quickly.

"It's... conducive to thought."

Her eyes are narrowed in suspicion now, and he realises with a pang that he's never directly lied to her before. And he doesn't want to start now, doesn't want to continue, so he mutters a quick excuse and ducks back into his room to grab his coat, and when he goes back to the door she has gone.

He tells David.

In as few words as possible, leaving out all the details about Ariel because when he tries to talk about it the words dry up and stick in his throat like he's choking on sand and he can't force them out no matter how much he wants to.

The thought of what David would think – the thought of him being disappointed, or worse, resigned, of him reverting back to looking at Killian the way he did in and before Neverland... he can't do it. It's selfish but he can't do it.

So he keeps it to the basics. "Attacked me in the street" and "tricked me into talking about my... about Emma" and "cursed" and "will drain her magic" and "don't tell her."

David listens in silence and when he's finished talking Killian can't quite meet his eyes.

"Why shouldn't I tell Emma?" David asks finally.

"She threatened," Killian starts, and pauses, swallows. "She can't kill Emma. But she can harm you. And your wife. And the boy. I wasn't even supposed to tell you, I think."

David is silent for a long moment. The woods around them are growing dark with evening and the flashlights of Robin and the others are beginning to fade into the distance.

"Okay," David says then. "Okay. What's the big deal? Just don't kiss her. We know now the witch can't just kill Emma, so if she keeps up her training with Regina everything else should go according to plan. Right?"

He forces a smile and says, "Right," and lets David clap him on the shoulder.

Just don't kiss her.

It's not as simple as that, because it's not the kiss or the curse so much as the fact that he got himself into it. He is a fraud, parading about as a hero when it was his own villainous actions that put him in this position in the first place. He is a danger to everyone – to Emma – because of what he did.

And she can't see it.

He pulls away incrementally.

Self loathing has never been a foreign concept to him, but never has it been this intense. Liam died because of his stupidity and Milah he couldn't save, and now it is Emma's turn. Emma's turn to be put in danger by him, in a place where just one slip up could hurt her terribly.

They are in the loft again. Regina looks like a proud schoolteacher as she informs them how well her tactics have drawn the out the deepest of Emma's magical talents, and before Hook even knows what is going on, Snow is suggesting Emma show them something and suddenly it seems to be the consensus to take a look back at the Enchanted Forest through the mirror again, and Ariel and Eric are in the looking glass and everyone is smiling and he feels that terrible surge of shame.

"Okay," Emma says, as she dispels the magic with a wave of her hand – it is starting to become more natural to her - "We have got to stop creeping on them like that, it's weird."

"It's nice to know that some people are still safe and happy though," Snow replies, looking very pleased, and Emma scoffs out a laugh and shoots a glance towards Hook. Her smile is wide and almost proud of him, and the guilt crawls over his skin like ants.

He can't bring himself to meet her eyes or even pretend to smile back this time.

"Hey," she says, later on, as Regina makes to leave, "You should stay for dinner. I think Henry would like to see you."

The thought of sitting in the midst of them while they are all blissfully unaware that he is one giant faker makes his chest go tight.

"Sorry, love, maybe another night." He starts to leave when she catches at his wrist and tugs him back around. He panics, pulls his arm away roughly enough that she almost stumbles, surprise and hurt flickering over her face, but he can't help it-

Her mere touch makes fear and shame and panic rise up because-

She doesn't know-

Your touch could poison her-

All it takes is one slip-

Just don't kiss her-

Corrupt your love, Zelena said, and he hadn't realise quite what it meant until now, because the knowledge of what she did to him combined with the guilt of why she was able to do it has made him feel like an infection, and if Swan touches him she will catch it.

"Killian," Emma starts, looking worried now. She steps forward, and he steps back, and ducks back when she reaches for him again, and this time when she drops her hand he can see walls starting to shutter back down to mask the hurt and that just makes him feel even worse, and he does what is easiest and doesn't look at her as he turns and leaves.

It gets worse.

The permeating knowledge that he is a Danger makes it hard to even stand close to her – or any of the others. He retreats back to his own corner and is acutely reminded of before, when he and Regina were the odd ones out, the villains striving to break into this family. Regina managed it. It seems more and more like he blew his chance the moment he left the main group in the forgotten year.

Emma keeps trying, with an earnestness that makes his heart ache because he can see she is tentatively reaching out again after putting Neal behind her and the timing is just all wrong.

But there is only so much she can take of him stepping away from her and not meeting her gaze and flinching from her touch, and the more he sees how it hurts her the more he draws back and isolates himself into his little bubble, as though putting enough layers of nacre between them will form a pearl that makes it hurt less.

He tries not to be alone with her, but it's unavoidable one day in Granny's when everyone else leaves suddenly to do other things.

There's a moment of horribly uneasy silence like there has never been before between them.

Emma has closed off from him by now. It does not surprise him.

"Are you going to tell me what's going on?" she asks, voice flat.

Killian can't bring himself to look at her. He hears her give a heavy sigh, and sees a flash of movement as she gathers her bag. She pauses at the edge of her seat.

"You're doing it again," she says, and he straightens up a bit, confused. She scoffs out a little unamused laugh.

"Covering your mouth."

She leaves him sitting there alone.

He is abruptly called back to the hours just before Neverland when she told him he could be a part of something. There were snatches of that, when they fought Pan, when he first brought Emma back, when he felt that connection not just with her but with the others.

It is fading fast now, the age-old loneliness he is all too intimately familiar with creeping back in and leaving him cold.

"What the hell is wrong with you," David hisses, cornering him in the loft after another of their meetings, in which Emma was snappish and Killian contributed nothing, and it became perhaps painfully obvious to everyone else that something was up.

David has not been genuinely angry with him in a long time.

"I said don't kiss her, not don't talk to her or look at her. You're hurting her, what do you even think you're doing? I know you're not stupid." David is standing too close, and when his hand goes for Killian's arm he steps back, twisting away, arms automatically coming up to fold across his chest.

David blinks, and then something flickers across his face and his stance relaxes a little.

"Killian," he says, voice softer now, and the name feels wrong for the first time. He is acutely aware of the hook at the end of his left arm, digging into the crook of his elbow where his arms are folded.

"I'm not trying to hurt her." His voice is more gravelly than he would like, and he swallows. "I'm trying to protect her."

"By pushing her away? You know..." he trails off, and Killian feels a pang. He knows, of course he knows, and this is the last thing he wants to do to her, to be the last in the long line of people who have left her, not after he was the one who always pushed, always came back, always fought for her – but what is he supposed to do? Liam was the first, and Milah was a tragedy, and he can't bring her down too. Can't defile her like that.

"I would rather push her away than kill her," he replied grimly, and David's face twists into a frown.

"Kill her? What are you...?"

Killian just shrugs, miserably. And maybe he is hurting Swan, but it is an enclosed pain; by now she has taken enough forward steps that she will not doubt her family's love for her again. She has them to fall back on. She doesn't need him – wouldn't want him, not as soon as she found out what he did.

David tells Emma.

Normally Killian would be angry, because he kept the other man's secret for how long in Neverland? Except that whole time he had been urging David to tell them, it's not fair not to, so David obviously thinks he's doing him a favour.

He's not. He's really, really not.

"So that's why you kept covering your mouth?" Emma's voice rings out. He's at the docks again. The Jolly Roger is nowhere to be seen and he is glad for it; the sight would make him sick.

He half-turns, but she doesn't come too close to him. Stands a good metre away.

"I'm not going to trip and fall on your lips, Killian," she says.

He stiffens a bit. "That's not why."

"I know." She sighs, and runs her hand through her hair. He sneaks a glance at her when he's sure they won't make eye contact, and sees she looks tired. Exhausted, even, eyes dull and surrounded by dark shadows. Waiting for Zelena to show up is somehow worse than actually facing her.

"I don't understand," she says, "Why you wouldn't just tell me."

"She threatened your family." It sounds like an excuse.

"She could kill them any time she wanted," Emma points out. "Why would you let me think you were... you were leaving? That you didn't want me anymore? Are you – were you embarrassed? That you had to admit it?"

"What? No! I'm not embarrassed, Emma, I would never be embarrassed of – of that. I..." And he swallows, mouth suddenly dry, and finally drags his gaze up to meet hers. She's angry now, perhaps not necessarily with him, but her voice is rising and life – magic – is sparking back into her eyes. He can see his own reflected in them and they are still empty and haunted.

She needs to hear it, he realises.

"I love you," he chokes out.

Her lips press together and her eyes widen a bit. She's not surprised – she knew already, of course she knew already – but it's the reassurance, more than anything, after nearly a week of him pulling away, of old ghosts rising up causing her to fear the worst.

She steps towards him and he steps back, automatically, shies away when her hands reach for him.

"Emma-"

"Stop," she says, and she's practically chasing him now, a farcical dance along the water's edge, "Stop – Killian! I'm not trying to kiss you!"

"I know!"

"Then what is it?" she demands, voice raw. Not going to take this lying down. "Why do you keep moving back? It's not about the kiss."

He turns his head away, towards the water, and tells himself it is the salt wind stinging his eyes that makes them burn. Milah and Liam have haunted his thoughts lately, every detail of their passing as clear in his mind as though it happened yesterday. In the cold morning air the pier smells the same as it did in the seas of the Enchanted Forest; oak and breeze and brine. Mermaids. He opens his mouth and nothing will come out.

"Killian." Her voice is soft by his ear. She has moved closer, close enough that he can feel her warmth at his side, but she doesn't quite touch him.

"I am afraid of putting you in danger." It's a half-truth, but that's hard to detect when he says it in little more than a whisper. "I am afraid," and this louder because she has to understand, "of getting you killed too."

She gives a soft, "oh," and he remembers that she gets it, at least partially. People she loves has died in her arms as well, though she wasn't the one responsible.

"Zelena's plan is me. I'm the danger you're all waiting for."

"No, Killian. We can fix this. It isn't your fault-"

"It is." It comes out harshly and he steps back away from her, as far as he can without falling off the pier.

He can't stand to have her deceived any longer-

He's still too afraid to tell her-

"It is my fault, Emma. Please don't... don't say it isn't. You don't know."

She's caught on now, eyes narrowing at him for a moment before she shakes her head.

"I meant what I said, Killian. I don't care what you did in the past year."

"If you knew, you would care." It's as close to a confession as he's given her, but she is undeterred, shaking her head again firmly.

"What I'm concerned with is right now. And right now, I don't care what you say, you're not a danger to us. I have magic," and she straightens up, owning it now. "I'm the Saviour. I can take care of myself, and my family. I'm not going anywhere. Get that? You're fine. You're not getting anyone killed. Okay?"

He bites his lip, but she is waiting expectantly and staring up at him and he can see, beneath the hope and determination in her eyes, a tinge of uncertainty. A fear that maybe he will say no and turn his back and that maybe she isn't enough to convince him to stay.

So he nods, and says "Okay," and when she reaches out and loops her arm through his he flinches but doesn't pull away. After a moment nothing terrible has happened, and he relaxes slightly and gives a laugh just on the wrong side of hysterical, and Emma laughs too and pulls him back towards Granny's.

They fix things slowly.

Five of the flying monkeys appear in town and Emma and Regina repel them with such ease that his fear of the witch is appeased, if only slightly. Her magic is still her strongest asset against the green devil and the one thing he could pull away from her far too easily.

It becomes a mantra he repeats to himself whenever he feels the blame creeping back up; you're fine. You're not getting anyone killed. You're fine.

They're celebrating at Granny's after the victory against the beasts, half-tentative in case they were the forewarning to a larger attack, half confident as Emma's powers grow by the day. 100% desperate to keep Henry thinking that they're just holding a baby shower, although the fact that no one has brought gifts is a bit of a giveaway.

Killian's sitting alone when David slides into the booth next to him, drink in hand. He's pretty sure the way the man sits close enough that his shoulder is pressing against Killian's is calculatedly deliberate.

"The other day I was playing Monopoly with Henry," David begins, "And found it a bit peculiar that he kept rolling double sixes."

He breaks into a grin. "Purely chance, I'm sure."

David laughs, and says, almost without thinking, "It's nice to see you smile again."

Killian freezes up and David's shoulder nudges against his, insistently warm.

"I mean it. We were all worried."

"It's not I you need to worry about."

"No," David says emphatically, "Look. Nothing bad has happened yet. We'll sort this out. Regina and Belle have found a way to break Rumplestiltskin free. Within a week this will all be over."

Killian nods, but it's still not Zelena that makes him feel vaguely nauseous every time Emma smiles at him as though he deserves to make her happy, and when David drifts back to the others he starts to feel like an imposter amongst the heroes again, and walks upstairs quickly.

He hears footsteps behind him as he fumbles with the door to his room, and turns to see Emma. She must have been watching him.

"Leaving so soon?" she asks.

He gives a half-smile. "Things to do."

"What, alone in your bedroom?" she asks, and grins, but he can't quite smile back, and her face drops.

"Come here," she says, and tugs him closer, and suddenly she's pulling him into an embrace, arms wrapping around him in a tight hug. He freezes up again, and the last few times he hugged somebody it was a goodbye and a lie, but this is Emma and he can't resist her, so he holds her in turn. It is tempting to let the tension leach from his body, to give into it, but every time she gets too close to his face he has to tilt hit head back awkwardly because it sends flashes of fear through him.

It would take one slip-up.

"I'm afraid," she admits, voice soft and small against his chest. "Of fighting Zelena. I've never... used my magic deliberately, offensively like that before. Being the Saviour comes with a lot of expectations."

She is opening up to him and it is everything he wanted, he is desperate to help her, to reassure her, but nagging at the back of his mind is the persistent sense that she wouldn't be doing this if she knew what he'd done. That he's deceiving her somehow.

But right now she is vulnerable and he can't push her away, not like this. He shifts her back and clasps her shoulder.

"You've proven yourself time and time again," he says, "This time will be no different. Magic runs on belief – Tinkerbelle can testify to that – and I think there is no doubt that there's no one this town believes in more than you."

She reaches up to his face and he manages to hold still when she cups his cheek.

"We'll break this curse," she says, with a soft sort of smile. It's a promise, and he looks away and thinks, false pretences.

He finally breaks and tells her after Regina's break-the-Dark-One-curse ritual. It involves shared life force and energy or something like that, with the end result being that they all need to hold hands around the table.

Emma is sitting to his left and he has no hand on that side so she has to grasp the closest thing possible; the stump of his wrist where the brace connects to his arm. It's a part of him that's heavy with scars and he doesn't often like people to touch, but that's not the worst of it.

The worst of it is when at the height of the ritual everything remotely magic in the room starts to glow white-hot. The pendants some of them wear around their throats, the gems in the hilt of the prince's sword. Regina, brightly, Emma, even brighter, almost blinding. A faint shimmer around Snow White's belly.

And his lips, tingling and burning, announcing to the world that he is cursed.

When the ritual is over they hear a deafening crack that seems to come from nowhere in the room, and Regina announces, rather dramatically, "The dagger is broken."

Killian scrapes his chair back and hurries out of the room. His hand is shaking and his mouth is still tingling, and as soon as he's outside he reaches up and pushes his fist against his lips until the edges of the rings on his fingers press hard against them enough to hurt.

"Killian." Emma is beside him suddenly.

He thinks, vaguely, that there is some irony in the fact that after chasing her across realms she is now the one who keeps coming after him.

Her hand comes to rest on his shoulder. He wants to shake it off but can't quite get himself to move.

"Talk to me?" Her voice is pleading, sad and angry and concerned and she wants to help.

He straightens up and sucks in a deep breath. The secret has been welling big inside him for too long and now something is pulling him to spill it, as if this is the verge between telling her or leaving it too late, and it would be all downhill from there.

"Zelena cursed me."

"I know?"

He ploughs on. His voice is trembling slightly and he almost can't believe how scared he is. Her hand is still on his shoulder but he knows she will pull away in just a minute, as soon as she hears.

"She cursed me because. Because she got me to swear on the woman I loved." He doesn't need to look at her for her to understand. "And she got me to swear on... on you, because she was pretending to be Ariel."

He feels Emma stiffen with surprise and before she can say anything, he tells her. He tells her about the terrible downhill spiral and the robberies and the drinking and Blackbeard. The choice he made drops from his lips in leaden tones and he doesn't look to see how it hits her.

Afterwards there is silence.

She has not removed her hand.

"Killian," she says, slowly. "So that's why you've been acting so weird? You felt bad because I..." And she grimaces, now, "Oh. Because I thought you helped Ariel."

"If I hadn't done it," he says, "Zelena wouldn't have been in that position to curse me."

"No. That's not your fault. You were trying to do the right thing, you were trying to make amends for it and she abused that. Killian," she says again, and gently takes his face in her hand, turning his head to look at her.

"You messed up," she says. "I don't hate you for it."

Some of his surprise must have shown in his eyes because she gives a laugh that's more sad than anything else. "God, no, of course I don't. You... we all make mistakes. Heaven knows I've made more than enough. Look, you trying to redeem yourself? It's admirable. Honourable. Even if you backslide now and then. Look at Regina, it certainly wasn't a straight road for her. Rumplestiltskin, even."

Something in him feels a little lighter at that, and Emma smiles.

"The other night? When you said everyone in this town believed in me?"

"I meant it."

"Yeah, well I mean it when I say that my whole family is rooting for you at this point." She grins. "That doesn't mean we'll get mad if you slip up from time to time. But you've proven yourself to us as well."

The breath he lets out is more of a relieved half-sob, and this time he is the one to reach out, hesitantly, and pull her to him, and when she hugs him back this time he knows that she has the full picture and still wants to touch him anyway, and he lets himself relax into it.

"Please stop hating yourself," Emma informs him, softly, lips perilously close to the side of his face. "Because I don't hate you."

"As the Saviour, I suppose your word is law," he murmurs back, and feels the breath of her laugh against his ear.

a/n: Kinda felt like the vast majority of Hook's angst came not just from the curse but the whole Ariel situation and Emma thinking that he was so good and honourable when it was all really a lie? IDK

Thanks for reading! Hope you enjoyed.