Regina stared into her son's desperate, defiant eyes: her color, her defiance, but Emma's desperation, Emma's passion. The need to not be abandoned. To be loved.

She couldn't tell him. How could he understand? He was obsessed with that fool's story of the prince rescuing the princess, the hero "getting" the girl (as though love could be won).

Yet... didn't he think Emma a hero? But she, Regina, certainly is no girl...

Yet he understood so well what magic had done to her...

And anyway, the boy would know if she was lying to him. She might as well tell him the truth. Right?

Her hands trembled where they braced her upper body on her thighs, bending down so she could look into his face, on his level. She knew he heard her breath shake as it rattled down into her lungs, and she told herself this was good: if her words to him were going to be honest - surely she owed him that much - then damned if she wouldn't let her body language be open, as well.

For his part, Henry stared into his mother's eyes, glazed with nervous tears, his own ragged breathing - he'd tried to be a fearless hero, but the dynamite had terrified him, and a part of him had been relieved when Regina poofed it into oblivion - mixing with hers. He watched the conflict surge through her eyes, the devastatingly subtle inward twitch of her eyebrows and momentary pursing of full lips as she considered him.

There was almost a desperation in her demeanor, and he knew her well enough - better than anyone, maybe - to know that she was making rapid calculations in her head; he sensed that she was weighing her entire history, their relationship, her reliance on vengeance to protect her from unspeakable loneliness, rage at her mother, guilt, and grief, in a complex balance, the entirety of which he couldn't see, but could feel, hanging in the air between them.

He waited, knowing that if he interrupted her process, it would scare her, frighten her away like the softly outstretched hand he sometimes offered baby rabbits in this very forest.

She thought, agonizingly, of Cora; the woman who needed to be avenged; the woman who had given and taken everything; who had spent her lifetime pretending to a love she had never been able to feel for Regina. Until that sanctimonious little wench manipulated her into murdering her.

But hadn't it been nice to really feel love from her in those last moments? an irritating voice inside her asked. A weird kind of gift? She shut it off. The voice sounded, inexplicably, like the boy's other mother. Which brought her back to the present moment. Cora had never been honest with Regina. She mustn't continue to do the same to Henry. She took another deep, shaking breath.

"I never planned to use that potion on you, Henry." Her voice was so low she wasn't sure if he heard her at first, but when his brow furrowed deeply, she knew that he had. She held up a trembling hand as he opened his mouth. He closed it.

Her eyes bore into his as she forced herself into mayor mode: this was the only way she was going to be able to force the next humiliating words out of her throat.

"I was going to put Ms. Swan under that spell, Henry."

A dead silence filled the woods as Henry merely blinked, his silence demanding further explanation. Regina's eyes shifted once to each side as though worried about being overheard in the middle of the forest. And, well, she was.

"If she thought she loved me, she would forgive me for killing her mother, and if she forgave me, you would, too. And it would be genuine, and we could be a real family again, Henry."

He stared at her for a few seconds, during which she focused only on the sound of his even breathing.

"A real family... with Emma." He stated his question and her eyes shot downward, humiliated. She nodded.

Though she couldn't see it, his eyes glistened with empathy. And hope. When he spoke, his voice was laden with a gentleness that almost tore Regina's heart in pieces. Again. Who am I to deserve such love?

"But it wouldn't be real from Emma, Mom." She nodded again, eyes still occupied with their feet. When she forced herself to raise them to meet his - which he seemed to be waiting for - he tilted his head in growing understanding: her eyes were glowing with tears and the grief of hopelessness.

"And you... you want Emma to love you," Henry guided. "Because... you want to win, or because you want to be happy?"

To his surprise, Regina laughed softly at the child's words. "I always thought they were the same thing," she murmured, her voice coated with tears, speaking almost more to herself than to her child. She shook her head as though forcing water out of her ears.

"She'll never love me, Henry. You didn't see the hate in her eyes when she thought I killed Dr. Hopper. Even now that she knows I didn't, there's that Neal character, and even if... he weren't here now, she's convinced that I was genuinely on Cora's side."

"And were you?" His question was pointed, a slight crease in his forehead, but not accusatory.

Her eyes were defeated as she answered him. "I just wanted you back. I wanted you, I wanted her love, but I had my own limits. I was never going to kill Ms. - Emma - or let my mother kill her. But I needed to go along with her as long as I could, Henry: she was the most dangerous when she was trying to make me lover her."

"Like you," he whispered, but took her hand to soften the blow. "It wasn't hatred you saw, Mom. I... I think it was heartbreak. Emma wanted to believe the best in you. After we found out Archie was alive, she cried so much when she thought I was sleeping, and sometimes I heard her mutter that she was sorry, over and over and over again. And she's not in love with Neal, even though she thinks he should be able to know me since she also got to know me. And, I think she's only really angry at you because she's scared you'll never forgive her, and she's scared and angry that you changed back even after she had so much faith in you. I think she just feels really betrayed, Mom. I don't think she hates you, even though she's really angry."

Regina did her best not to scoff. "She feels betrayed? I didn't kill the Cric - Dr. Hopper, and she - "

"But don't you see? You care what she thinks. Mom, do you... do you... love Emma?"

Regina grimaced her tear-stained answer. "I don't know how to love very well," she told him again, softly.

Henry shook his head solemnly. "I think you do. I think you just don't know how to trust very well. But trust me: we're going to get Emma to believe in you again. She can love you without a potion, Mom."

Regina took her turn to shake her head, her mouth tightening with tears. "But I'm - "

"Not the Evil Queen anymore, but she's still the Savior. You both need saving, Mom. Let me help you learn to love each other. That's how we can be a family, not with evil potions."

Her child's eyes shone with the hope she'd only watched from a distance for the past year, only observed when he looked at Emma. His little hand wrapped around hers as best her could and for a moment, he was a toddler again and their love was almost perfect. Could it be perfect now? The sincerity in his eyes made her want to believe it. Hope began creeping into her heart. Henry offered her a small smile.

Her hope was wrenched out of her chest, ripping a bloodied hole in her heart, however, when she heard the unrestrained rage in the voice of Emma Swan, hatred coloring every syllable of her name.

"Regina, get away from my son!"