Whether intentionally or not, Elphaba had always managed to scare people. She knew that it was because of a variety of factors. For one, she had green skin, not exactly pleasant to look at. For another, even if her skin had been a normal color, she still didn't have the prettiest build. She was rather lanky and... well... pointy. And thirdly, beyond her physical appearances, she had a rather sharp, sour temper. She wasn't the easiest or most amicable of people. All these factors combined to create a girl who had an unfortunate pension of scaring just about anyone she ever met.

Children would run from her on the playground, parents would run from her on the streets, even some animals would slink away if she came too close. But as the years rolled on, Elphaba came to accept the status she carried with her and she began to use it to her own advantage. Sometimes, she would actively scare people, just to make herself feel better, and it always worked.

"Ha, ha, green bean, green freak!" some of the neighborhood boys were throwing stones again. Elphaba let the stones hit her and waited until the boys were only inches behind her. Then she whipped around and began to shriek like a possessed demon, waving her arms about and pretending to claw at her face as she rolled her eyes wildly. The boys all jumped back with yelps of fear, one of them even wetting his trousers as Elphaba continued to wail and howl like a monster.

"The green! The green! It is an unholy curse!" she cried, using a dark and raspy tone. "And I shall curse you too if you don't run! Run! RUN AWAY!" none of those boys had ever run faster. Then, as soon as they were gone, Elphaba dropped the act and watched them go with a smirk.

"Serves them right!" she declared in satisfaction, and they were far from the last people on the block to receive such a treatment.

From that day onward, Elphaba continued push people away by scaring them. It was a great emotional blockade. But then there came a time when it didn't work. She finally ran into the one person who was not afraid of her, and who never flinched away out of fear. Maybe out of anger or disgust, but never fear. It was this one crazy, fearless little blond who called herself Galinda Arduenna-Upland, and while she loathed Elphaba with a passion, she was never afraid of the green girl.

"Arrrrggghhhh!" Elphaba hissed at Galinda, trying to spook her. While other nearby students of Shiz University cringed and cowered away, Galinda only wrinkled her nose with a little "harrumph" before going back to doing her makeup.

"You should be careful I don't hex you all into oblivion!" Elphaba one day threatened a pack of Galinda's little mooks, using the best Witch voice she could. While they all shrieked in terror, backing away quickly, Galinda only rolled her eyes again and stepped right up into Elphaba's face.

"For one who claims to be soooo much better than us, you certainly do quite a lot of childish things, Ms. Elphaba!" she declared and every jaw in the vicinity dropped. Galinda's friends were all in awe of her courage while Elphaba, herself, had no idea what to say or do in response to that. Never had she ever met someone who wasn't afraid of her!

These sorts of exchanges were daily, too, so it wasn't like Galinda's courage was fake. One day, Elphaba had intentionally sat down right in the middle of a diner and while quite a few of the patrons left or moved tables, Galinda continued to eat right where she was. And another day, some of the Shiz frat boys pretended to barf when she came too close to them.

"We frat bros are known for catcalling every female student we see, but even we have standards!" one of them crowed. Elphaba only turned around calmly and began to make a horrific gargling noise in the back of her throat.

"What in Oz?" that same frat boy asked, disgusted, horrified and caught off guard by this sort of reaction. He and his buddies quickly backed away after that, not saying anything else. But right before Elphaba could celebrate her little win, who should show up other than Galinda?

"I don't think it's just a matter of beauty!" she shouted. "Though I don't disagree with that point either! I think a lot of it has to do with a rotten personality!" she cackled meanly at Elphaba. Elphaba whipped around and made the same noise at Galinda, but Galinda only sneered.

"Case and point!" she declared, pointing an accusatory finger at the growling Elphaba, then she shoved right on past the hissing green girl with another smug little scoff. Elphaba had never wanted so badly to hex anyone. But underneath it all, she was just surprised and confounded that she could not scare Galinda. No matter what she did, nothing bothered the prissy little princess. The closest Elphaba ever got was when she snuck up behind Galinda and yelled "BOO!" at her, but that didn't really count either because Galinda hadn't been afraid of Elphaba so much as she had been afraid of the jumpscare. She would've had the same reaction if one of her friends had done it.

In time, however, it was no longer Elphaba's goal to try and scare Galinda. The two had, against all odds, become friends. With that new friendship now in existence, their rivalry was over, and Elphaba had no more reason or desire to scare Galinda. But despite this fact, Elphaba still couldn't help but wonder why Galinda had never seemed scared of her. Now that they were friends, Elphaba could ask this question safely.

"Are you scared of me?" she asked the little blond one night as they got ready for bed.

"What? No. Why do you ask?" Galinda was genuinely caught off guard by the question.

"I mean, when we first met, you hated me. And my green skin," Elphaba explained. "But you never seemed scared like all the others. Why?"

Galinda took a moment of silence to think up a response because she, herself, had never really considered such a question before, but now that Elphaba was pointing out, she realized that Elphaba was totally correct! In all their time of loathing, Galinda would've never described her feelings towards Elphaba as "fear". Maybe hatred and disgust, but not fear. But why?

"Well," Galinda began at last. "I think it is because that while I did hate you, I didn't necessarily fear you. I'm sure you felt the same way about me. I'm sure you hated my guts, but I can't imagine you ever having been afraid of me."

"True," Elphaba laughed despite herself. "But that's different! No one would ever be afraid of you, but everyone seemed to be afraid of me."

"Well in that case, it's the skin," Galinda said. "Sorry if that sounds blunt, but it's true."

"But then why didn't you-?" Elphaba began, not at all offended by Galinda's remark.

"I think that while I did hate your skin and I found your complexion atrocious, I was never really frightened by it. You weren't ugly to me because you were scary, you were ugly to be because you were so abrasive, rude, sadistic and difficult," then Galinda listed off all their past encounters that she could remember wherein Elphaba had tried to scare her.

"The reason those never worked were because, as scary as you were trying to be, I found it so annoying and angering that my irritation overtook any potential fear that I had and that was why I don't ever recall actually being afraid of you. Annoyed, yes. Afraid, no."

"Wait, abrasive, rude, sadistic and difficult?" Elphaba echoed. "Says you!"

"No, listen to me!" Galinda insisted, even raising a hand for silence. That was how Elphaba knew the little blond was being serious.

"You really were quite mean to everyone else. I understand why and you were probably justified, but you cannot deny that you did do some pretty nasty things to the other students here. You were always hissing and growling at them and you intentionally tried to scare them off everywhere you went. Even if they deserved everything you did to them and more, which I think they do, you weren't exactly a little ball of sunshine," she said. "You liked scaring people, and that's sadistic and cruel."

"Point taken," Elphaba grimaced, but she realized that Galinda did have a point. Even though all of her behaviors had been done in self-defense, she still hadn't exactly tried to make peace with anyone. And she had actively gone out of her way to try and scare Galinda. Not exactly a very nice or innocent thing to do. Maybe Elphaba did have a bit of mean streak after all...

"But don't worry about it," Galinda promised, sensing how uncomfortable this revelation was making Elphaba. "You've cleaned up quite nicely!"

"Gee, thanks," Elphaba grinned darkly, but there was some genuine relief she felt in knowing that, according to Galinda, she was no long as mean, hostile or closed off as she used to be. Although she did still pride herself upon her strong sense of independence, she really did like hearing that she was getting better at the art of fitting in and being friendly.

As the years passed, however, a lot of that personality growth reverted for Elphaba. Following a painful separation from Galinda (who had since renamed herself Glinda), a failed Animal rights campaign, a separation from society itself, and then a branding as a Wicked Witch, Elphaba resembled her old self now more than ever. All of her sweetness had turned back into scariness and she, once again, whether knowingly or not, scared the living daylights out of anyone and everyone all over Oz. But then, for just one brief moment, Glinda managed to find Elphaba again and reinsert herself back into the green witch's life one last time.

"The Wizard is sending assassins after you! You have to hide!" the little blond cried the moment she reached Elphaba's self-isolated castle.

"I don't think I want to anymore," Elphaba replied brokenly, and what followed, was one final, bittersweet farewell.

"You must go now," Elphaba told Glinda as their final farewell came to an end.

"No, I'll go and tell everybody the truth!" Glinda protested desperately, Elphaba's attempts at calming her failing.

"No, you can't! They'll just turn against you!" Elphaba shot back miserably.

"I don't care!" Glinda cried back passionately.

"Well I do," Elphaba's voice was soft, but it was so hard and powerful that Glinda couldn't have heard it better if Elphaba had shouted.

For a moment, only silence reigned, and Glinda got the chance to take a good long look into Elphaba's eyes. It was in that moment that Glinda finally saw her. She finally saw the Wicked Witch of the West that so many people across the country feared. One look into those endless brown eyes and Glinda finally saw it. She saw all the pain, fear, hurt, anger, hatred, despair, defeat and raw energy Elphaba had ever endured. It was what made her witchy persona so powerful and terrifying. And Glinda could see it: a wild woman with green skin that looked like a rotting apple's, hair untamed and everywhere. Her eyes were wide and almost bloodshot from exhaustion and grief. Her posture was stooped with the weight of the world. Then Glinda finally looked away. For the first time ever, she was just a little bit afraid of Elphaba Thropp.

"Are you scared of me?" Elphaba asked the moment Glinda looked away.

"No," Glinda promised in a whisper. Elphaba only scoffed brokenly in disbelief.

"It's true," Glinda repeated, forcing herself to look back into Elphaba's eyes. "It is not you that I feared. It was that look in your eye... I-I... I don't want to lose you..." then Glinda broken down into tears again. She pressed her hand to her mouth as she began to weep. Touched, her own eyes welling up with tears, Elphaba proceeded to take Glinda in her arms and hold her tightly, grieving with her as they shared one last embrace.

"I am not scared of you," Glinda whispered wetly into Elphaba's ear. "I'm scared of losing you," and Elphaba felt the same.

AN: I've always liked the idea that Glinda was never afraid of Elphaba, even back in their early Shiz days. Every other student would hide when Elphaba drew near, but not Glinda. Even when they loathed each other, Glinda was never afraid to get up close and personal with Elphaba. I always thought that was so telling of her character: even in moments of anger and hatred, Glinda was never afraid of Elphaba. She was the first person to see the green skin and not totally flip out. Sure, she was really mean to Elphaba, but she didn't appear to be afraid so much as she was angry and annoyed. And this fic is the result of that observation!

(In case you didn't know how obsessed I was with this ship, I wrote a whole freaking fanfic about one observation of one moment in one of the songs, AGAIN. LOL).