A/N: This is my first Once Upon a Time story. I own nothing. I hope it doesn't suck. Its basically a character study of Regina. I have some other OUAT story ideas and if this isn't completely off-base I'll probably think about writing those too, so this is kinda like a test run.

I started this story a while ago, before we knew how they got back from FTL, so it's just sort of a vague 'Regina got back them back and they came through at her house' kinda thing.

"Regina…?" a voice came from the darkened doorway, but she didn't need to look to know who it was.

She didn't bother responding, simply continued to stare ahead, into the fireplace, into the flames. She didn't move an inch from her seat. In fact, if it hadn't been for the darkening of her demeanor or the sudden rigidness in her posture, there would be no indication she had heard.

With the others around, she had tried to simply ignore the woman, until she couldn't and so she had slipped away. Try to compose herself, but it seemed she wouldn't be allowed even that.

The other dark haired woman stepped more fully into the room. She took a few steps more into the room, slowly, not due to fear but out of caution. Something had been bothering the princess and she wanted answers. The best way to go about that was cautiously. She moved closer until she stood a few feet away from her once stepmother.

She could see Regina wouldn't be talking and so began aloud herself. "You know, when I first got my memories back, I thought everything had clicked into place. The reason Mayor Regina Mills had always disliked and hated, for seemingly no reason, the schoolteacher Mary Margaret Blanchard. But then… I kept thinking and something began to not quite fit. Because when I first became Henry's," she wasn't sure how the woman she was sharing a one-sided conversation with could sit any stiffer, but she managed to at the sound of the boy's name, "teacher, you disliked me, and you looked down on me, but you didn't hate me. Not the way you did later on."

"And so, then I thought you only started acting like that later because your curse was failing, because Henry had found Emma," the combination of her saying both of those names made the other woman twitch a little and adjust her legs, but no other indication that she was even listening was given and so Snow continued on, "and because I found my tr—husband."

"But soon that didn't seem right either. I think there was a reason you hated Mary Margaret besides just the reason you hated Snow White. And I can't seem to figure out what Mary Margaret did to you." She shook her head. It was a bit odd to refer to herself in two types of third person, but it was truly how she thought of it. Snow White and Mary Margaret were separate and the same and it was all very confusing to think about. Now she was both, a combination of the two and, while she didn't mind—she liked both of her selves—it was just hard to articulate her thoughts.

Still, this reconciliation was complicated and this was one of the things that confused her most. Because when she thought back to when Mary Margaret was in that cell and the Mayor came to visit, part of the hate in the taunting woman's eyes was the Evil Queen's and she could recognize that now, even if it hadn't made sense back then. But, there was something else there that didn't seem to fit with the Evil Queen. So here she was, a few weeks later, standing there silently, waiting for an answer. Just when she thought she might as well give up on this confusing and complicated and hateful woman that she kept thinking she knew only to have the person she'd built turn into something completely new, the woman in question opened her mouth and began to speak.

"I hated Snow White because she took away my love." Her voice was low, a bit rasping as if she hadn't spoken in a while. Snow was just surprised Regina was actually answering her, she hadn't really thought she would. "She told my mother," she spat that word out, the only intonation yet, "who responded by ripping his heart out in front of me and crushing it to dust. I think I might have been able to forgive you for that though, if I had just been able to escape. If I had had time…"

"But I didn't." The finality of that statement echoed in her voice, "I was only a girl myself really, a girl whose whole life was controlled. My mother forced me into a marriage I didn't want to a man I didn't want after destroying the one thing in my life that had been mine. Do you know what that's like? To think you are going to run away with the man you love and live happily ever after only to have any chance of that actually happening completely obliterated right in front of you?" Snow opened her mouth, angry that the other woman seemed to have developed amnesia herself, but Regina continued before she could. "I suppose you think you do—that was my goal after all," she smiled wryly, but in a way that wasn't really smiling at all.

"But I never really succeeded. After all, here you are, with him, married to him, with a child and a grandchild who you love. For all I've done to you, you still manage to have all that. It's so much more than I ever even tasted a hint of. And fate wasn't even content to just take away my love, my family, my happily ever after. No, it made me marry someone else. Someone I didn't love, someone who didn't love me. I was forced into a mother role when I was too young, to the child who, meaning to or not, set into motion the events that had led to my love's death. And she didn't even know it!" Now her voice rose, cracking slightly.

"And I couldn't tell anyone. Not that I really had anyone to tell I suppose. But everyday I had to pretend to not be mad at you, to not be heartbroken, to marry and love the people who took away my happiness." Regina refused to look at her still and Snow had to admit she hadn't really considered some of what Regina was saying. It in no way excused anything Regina had done, but it helped to explain some of it at least. She's not sure she have could dealt with something like that, even at her current age let alone years ago. "If only your father hadn't proposed and given fruit to the idea that I could marry a king to my mother. Once she had such tangible evidence, how could she not do everything in her power to make it come true?" Her voice once more rising slightly.

"Maybe if I hadn't had to see you and be with you and your father, day in, day out…" Regina's voice trailed off at the thought of "could be"s before hardening. "But I did. And that was the final nail in the coffin that led to my enacting of the curse."

"Once I did, I was relatively content. Not happy like I wanted, but still. It was better. You weren't with your love, just like I wasn't with mine." Her voice was a bit calmer now, back to her original tone. "I like this world. I like how fair it is, perhaps not with happy endings, but with everything else? It is so much fairer. Still, I began to get lonely. I had long given up hope of a new romantic love, but I began to long for any sort of love. After all, my mother wasn't here any longer. Perhaps love wouldn't be weakness or an illusion here." She sounded wistful and Snow could hear almost a hint of the woman who had first told her how true love was the most powerful magic of all.

"And so I adopted Henry. A beautiful child, a baby boy. Someone who would love me, because he was my child. Children love their parents, no matter how much they try not to. I know that better than anyone. And I resolved that this would be my happy ending. That I would do everything my parents never did and more. My child would be free. My child would be loved." Regina sounded resolved and determined now and Snow found herself nodding. She remembered Cora still, and to have her for a mother…. It was worse than no mother at all. (And Snow knew that now, even if she hadn't before.) And as she was a mother herself she could recognize the maternal sentiment.

"And he did. Henry loved me. I wasn't a perfect parent, I know that. But I loved him and he loved me back and that was all I had really wanted. It was a little harder as he was getting older, but nothing too unusual. I was overprotective and strict, I know that. I was trying to let up without putting him in danger or making him think I didn't care. We would have gotten through it though. We would have." She sounded a bit desperate now, but still relatively confident, her voice losing its low quality.

"And then you gave him that book." She spat the word "book" out with disgust, with the same tone as she had when originally mentioning her mother. "You gave him that book and slowly, but surely robbed me of love again. He read that book and looked at the pictures and he turned against me. Every time I reprimanded him or told him 'no' or told him something he didn't like, his suspicions grew. Every little mistake I made. Until he believed I was the "Evil Queen"." She sneered at the title. "Until he thought I was incapable of love. Until he thought every bit of affection I had ever shown him was a lie. Until he thought he was just a part of an evil scheme to ruin you."

"He stopped sharing things with me. He stopped talking to me. He would lean away from me. He would snap and yell at me. He wouldn't even let me hug him." Her voice broke a bit on the last one and Snow winced. She hadn't even thought of…

"Once again, the only person who loved me was stolen from me. And once again you were the one to set it all into motion. And as if that wasn't enough, he uses your credit card to find a replacement mother, his 'real mother'. And who is she? Your daughter. He replaced me with the most tangible symbol of you and your Charming's love. Henry replaces me, finds his real mother and gives you back your daughter, all in one move." She sounded incredulous, a bit hysterical and even a bit proud.

"One thing I had been able to tell myself, when he was first pulling away, was that at least you didn't have your daughter either, even if you couldn't remember her. And then you did. And you moved in together and became friends. All the while Henry was moving farther from me and closer to her and you. And Henry was the one thing I promised myself I would never lose."

"And when you got into trouble. When it looked like you had actually done something wrong for once in your lives, neither my son nor your daughter even batted an eyelash at the possibility that you could have done something wrong." The hint of hysteria was back. Snow was beyond loss of words, staring at the profile of the woman she kept thinking she knew. She had wanted a chance to know what Regina was thinking, but she had never really thought she would get it. Now she was getting far more than she bargained for and she hadn't the slightest idea of what to do or how to respond.

"Neither believed it." Disbelief filtered into her voice. "And every time my son defended you or his real mother, all it reminded me of was how he didn't defend me. The child I raised simply had to read a book of fairytales to turn against me and yet concrete evidence couldn't make him consider your guilt. And every time your daughter defended you or championed your innocence it reminded me that my son didn't for me. And she didn't even know you were her mother!" Regina's voice rose with her incredulousness.

"All of the hours and years I spent with him, cared for him. All the diapers and temper tantrums and Christmas mornings. The first days of school, the first word and first step. It was like it meant nothing. He stopped loving me and he loved his real mother immediately. No matter how much I loved him and tried to show him he would just…refuse to believe me."

"So yes," her voice snapped back to normal with a suddenness that gave Snow whiplash. "I set into motions the events that led to your daughter being separated from you and from your true love. And you set into motion the events that led to my true love being taken from me and that drove my son away." Before Snow could even think of how to respond to that, Regina cut her off again, not allowing her to even open her mouth. "But the difference is, that when all is said and done, you have your true love back, you married him. And you have your daughter back and she loves you, she loved you even before you or she knew who you were to each other. You even have a grandson."

"But my love is still dead, and my son still doesn't love me." The pain that filtered into her voice was raw and made even Snow, who had hardened her heart against Regina years ago and even in the recent days, ache for her.

"Do you know what it is like to have your child look at you with suspicion and distrust and fear and without love?" Regina asked, almost curiously if not for the underlying pain. "When once they believed in you and trusted you and only felt love? The idea that I could ever hurt Henry. That he could think that… that he believes the only reason I adopted him was to somehow use him against "the Savior" or Snow White." Her voice was filled with hurt and disbelief and the mother in Snow, could hear the mother in Regina.

"You know," Regina switched topics suddenly, "you were ten, when Daniel was taken from me and Henry was ten when you gave him that book and he turned away from me. Ironic, isn't it?" She almost gave a sort strangled laugh, but Snow had never felt further from laughing. "Perhaps I should simply avoid all ten year old children."

" Regardless," her voice hardened, "you ruined my happily ever after once more. Long before you remembered or anything else to do with the curse weakening."

Regina seemed to remember the point of what she was saying. "So yes, I was still angry with Mary Margaret for what Snow White did to Daniel, but I hated her for driving Henry from me. Without even trying you managed to find the one person in either world who loved me and rip them away. You can't seem to help yourself. You don't even try."

"You know, for years I believed you had done it on purpose. That you ruined my life on purpose, even more than it already was. That you told on me so that "we could be a family". And you seemed so happy when my true love happened to run away. That you didn't want me to be with my love, since you didn't have a mother and so that you could make me be your new mother. Because no other reason really occurred to me. You excuse about losing my mother—why wouldn't I want to lose her? To be free of her was my greatest desire. But no, he was killed because of you and you must have meant it. After all, you told my mother. After I practically begged you not to tell anyone. I even told you specifically not to tell her. That you betrayed me." That crazy vibe was back in her voice and she had to pause to visibly compose herself. "It was so much simpler when I still thought that. It was so much easier to hate Snow for ending his life intentionally."

Snow stared at her in genuine surprise, she had never actually thought that Regina believed she had betrayed her on purpose. She had been just a girl. Of course if she had known what would happen to Regina and Daniel she wouldn't have told. She had no idea Regina had truly believed her capable of that. It certainly explained her hatred a little better.

"But no, you don't do it on purpose, you're too good for that, and so you consider yourself blameless and innocent. Intentions aren't everything, dear. It was still partially your fault—both times. But you refuse to acknowledge you might even be a bit to blame. Even when I told you about Daniel's death all those years ago." Snow suddenly is struck by the fact that while the last 28 years as Mary Margaret all sort of blur together, a side effect of the curse, they haven't for Regina. She was fully aware of all the years that have passed in this timeless town. The conversation she thinks of as happening only a couple years ago was three decades ago for Regina.

"You said you were sorry, but not for what you did—for what happened to me, as if you were an outsider, as if you had no part in it. I didn't want your pity. I wanted you to know that you were to blame, for at least part of it. For you to feel some guilt. But you didn't. You tried to bring up your father, but that had nothing to do with Daniel. Whatever you may believe, what happened with the King had nothing to do with you. For all that he was a good father, he was not so good a husband, I can assure you." Snow wanted to disagree with that, but Regina shook her head as if she could tell it might start an argument, "but that isn't the point."

"I wanted you to know that to at least some degree, this was your fault—you can argue day and night over how much, but I just wanted you to admit that some of it was. But you wouldn't, in either of your lives, you still refuse to take responsibility for your actions, all intents and purposes aside. You made a choice. You should have trusted me, the person who saved your life. You should have kept your promise."

"But no, even at that young age you thought you knew everything, that you knew what was "right" and what was best for people. You trusted your own judgment of the situation over mine. You decided that I must be wrong about my mother and that you should "help" me. How presumptuous! It wasn't your choice to make—it was my life and I should have been able to what I pleased with it without having a child think they knew better. Did you even stop for a minute and think that maybe there was more going on than you could understand? And trust that I knew what was best for me, even if I wasn't a princess. If you had just done as you were told."

"And taking the only thing that was mine in either lives wasn't enough. Now you've managed to tie what you love and what I love up in so many knots that I can't hurt you without hurting myself or who I care about. You've managed to win again—without even trying. I know I've made your life difficult and caused you sadness—I've actively tried to, due to your, perhaps ignorant, actions. But you're happy now. I can see it and so I just don't feel that bad or that guilty for it all, not as much as I probably should. So perhaps I am 'evil' in that sense."

"But back your original question, I hated Snow White for causing Daniel's death, but I blame Mary Margaret for taking Henry away. And there's really no contest about which one hurts more. I lost Daniel in the past. I lose Henry every second of every minute of every hour of every day. I can sometimes forget the pain of losing Daniel, I never forget the pain of losing Henry. "

"Snow White I hated with a cold, wounded, calculated hate. I felt betrayed and hurt and was in pain. And I had to see you, day after day. And be nice, day after day. And play mother when I felt so young myself. It fostered my hate. It gave me purpose. I was able to use it to fuel me, drive me, keep me going. I was able to calculate a long, elaborate plan and stick to it. My revenge was careful, thorough and meticulously planned."

Mary Margaret on the other hand, I hated her with a white hot rage. I didn't want to plan or scheme or make you as miserable as you made me—how could I? I wanted to strangle you where you stood. But once more I had to hide my hate, because Mayors don't claw out the eyes of their son's teachers. And you got to be with Henry every day. And he talked about you every day. And he loves you."

Losing Daniel was like having my own heart ripped out, it made me feel empty and lost. Losing Henry is like having my heart torn out and hot knives shoved in place of it. And every time he looks at me, and I can see how he hates me now, it's like someone is twisting those knives."

"Now, I don't even know what I feel. You once more have everything, little princess, and I have nothing. Once more you have taken from me, without thought or intent. Once more you see yourself as blameless. I don't think I'll ever get over how you seem to be able to devastate me so effortlessly. And I'm just tired." And as she said that her body lost the rigidness with which it had held itself, not slumping, but it was as if she had. She brought her hand up to her head, "So very tired. I should have known I would never get to win."

"Intentions are important, but consequences and actions matter. Often a great deal more as they have the most influence on what things actually are. You've never taken any responsibility for ruining my life. And that is what you did and what you continue to do."

All of a sudden she stood up, whirling around to face Snow where she stood, a few feet into the room. It was all Snow could do not to step back. Regina's voice was once again full of suppressed rage. "You are keeping my son from me. The son I have raised and cared for and loved for his entire life. You think you know what it is like to lose your child?" Before Regina had been almost frozen as she talked, now though she seemed unable to keep still, gesturing emphatically with her hands. "You knew your baby was gone for only a few moments and then you forgot. You were so blissfully ignorant to the fact that you didn't have her and when you finally remembered she was right there! And you will never have to go without her again."

"Henry is being kept from me right now, by you. You are keeping a mother from her child and nothing you say or way you spin it can change that. So why don't you just leave?! You have taken everything!" Regina's words were raw and because of the fire behind her it was impossible to make out her face, but Snow wasn't sure she could have taken whatever expression was on it.

"I have nothing left," she said, her desperate voice cracking slightly. "Why won't you just go?"

Snow stared at her, unable to think of a thing to say. "Regina, I…"

"Just go!" Regina pointed to the door, her voice cold steel.

Snow was a loss of what to do so, she left, backing out of the room—away from Regina, the woman who saved her life, her stepmother, the Evil Queen, Madame Mayor and her grandson's mother. Away from the most complex woman she had ever known. She didn't know what to say to her, she didn't really even know who she was—she didn't think she ever would.

Thank you very much for reading. I love reviews. Let me know what you think. ;)