She was doing it! For the first time in her entire life, Mal's will was stronger than her mother's! Every fiber of her being could feel the impending victory. Good triumphing over evil didn't sound so stupid-

THWACK! THUD!

Mal's confident train of thought broke as something swept her legs out from under her and her face met the tile with meaty smack.

"Mal!"

She heard her friends call her name in shock . She also heard raspy rumblings that sounded suspiciously like chucking. Looking up, her mother's reptilian face had indeed contorted into a smile. Her large purple tail waving mockingly in the air. That's when things got weird. Well weirder. The son of Cruella de Vil dashed in front of his fallen friend.

"CARLOS!" Cruella gasped. The participants may have been frozen in place but the broadcast hadn't stopped to the Isle of the Lost or the rest of Auridon. Millions were watching her timid little boys stand up to the Queen of All Evil. And millions were pretty sure that though brave, he was toast. At least Mal or Evie might have a shot, being the daughter of a dark fairy or a witch they could cast spells. What could the son of a fur obsessed, ordinary woman do?

Maleficent didn't look impressed by his willingness to sacrifice himself for her daughter. She might be if the runt had any powers but then again what good would they be against the most powerful dark fairy in all the lands? Spending time amongst all these goodie two shoes had not only turned her daughter against her but apparently addled this one's mind.

Carlos on the other hand...had no fucking clue what possessed him to jump in front of Mal. Sure she was one of his three best friends, but who was he kidding? This was only going to get them both killed. But something inside him just snapped when Maleficent cheated Mal out of her victory. He had to do something! For once, not be the dead weight of their Fearsome Foursome.

The sorceress turned dragon had grown bored with the whole charade in the meantime. She roared and lunged forward. All over the kingdom, hands shot up to cover eyes hoping to avoid seeing him become dragon chow. Jay scrambled to his feet, rushing towards the impending blood bath before his brain could figure out why.

"NO!" he screamed. And to everyone's suprise, a thin green mist poured out of his mouth as he yelled. Seeing it approach she screeched and tried to back way but there was no time; It invaded Maleficent's nostrils, her open mouth and disappeared into her ears. She thrashed around shaking her head violently and roaring only to slowly become sluggish and unsteady. When she stilled, her normal glowing green eyes were now a paler shade. The same sparkly color as the mist...

"Holy shit...what did you do?!" Mal leapt up.

"I-I don't know. I didn't even know I could do that!"

"I think you've put her her under a spell...kinda like my dad could do with his staff." Jay let out a breath the hadn't known he was holding. "Try giving her a command."

"uh...heel?"

The grand hall shook as her massive frame dropped to lie on her belly.

"Wow..." Evie awed. "How long will it last?"

"Not trying to find out. Sleep say wake up."

With a large gust of hot air from her snout, the baddest of the bad lowered her head. Her eyes drooping until they finally closed. At the same time, Fairy Godmother unfroze. Cautiously she approached, accepting the wand from and almost as wary Mal.

"Oh me oh my...Carlos you seem to have inherited your father's powers..." the Headmistress gulped. "I suppose it's only natural."

"My father?" He blinked. The way she was looking at him made him feel very uncomfortable.

"Cruella never told you who he was?" She asked after a beat.

"Mom only told me things if it meant I could be a better minion." he sighed

"Perhaps here is not the best place to discuss it-"

"No! Tell me now!" He barked, the same mist filling her noses, ears and mouth.

"Dr. Facilier, the Shadow Man*." she blurted out but quickly shook her head and waved the wand."Oh me oh my!"

"I'm sorry! I... I..." He stuttered, backing away. He didn't get far before a pair of strong arms wrapped around him, pulling him close to Jay. Instantly his face turned bright red.

"Child it's alright! This is all new to you, there was no magic on the Isle and you didn't know. I don't expect you to be able to control it so soon." she shushed him. "First things first. Bippity, boppity boo!"

The coronation continued. After performing her duty as Head Fairy and Prince Ben became King Ben, Fairy Godmother took Carlos aside once the ceremony was over. Terrified of what he would hear, he followed. Along with Jay who refused to leave his side. She almost protested until she saw the look in the young somewhat reformed thief's eyes. A defiance that left no room for discussion. And worry for his more than friend.

"When Ben made his proclamation, all the candidates' lineages were thoroughly researched through magical and more conventional means. Dr. Facilier was the most powerful and most wicked Voodoo Priest in the Crépuscule Marais**. He tried to take over what is now Queen Tiana and King Naveen's kingdom of Les Eaux d'Or***. When the banishment was enacted he chose to die fighting rather than be sent to live in a place without his magic."

"Then how could he be Carlos' dad? That happened more than 20 years ago, he's only 14!" Jay growled. De Vil had alway been not only the smallest of their group but the youngest as well. The white haired boy jumped at the shout.

"Well, we believe he cast a spell on your mother to provide an heir in the event that he met his demise. Magic will find a way as the saying goes. Whether it was out of love, hate or simple convenience has never been determined. Only your mother can answer that now."

"Well, I guess I'll never know then." he muttered. "I am not asking. Just...bleh! But, can anyone teach me? As cool as it was, me putting the whammy on Ms. M then you was an accident. What if it happens again? What, what if I hurt someone next time?"

"I'm sure Mama Odie^ in Les Eaux d'Or would be glad to take you under her wing. She's a bit unconventional but a very good teacher. I wouldn't be surprised if she's already accepted the job." Fairy Godmother smiled knowingly.

And so, the Fearsome Foursome learned there's always more to both sides of the story beyond the 'Happily Ever After'.

*END*

Wrote this in like 20 minutes based on a random thought. Love it, hate it? Reviews are like hugs. Sirensoundwave out!

* The voodoo priest villain from The Princess and the Frog

**Literally means Twilight Marshes

*** Literally means The Golden Waters. Orleans is a French name meaning gold and since New Orleans was the setting for the movie I just made it a maritime kingdom in Fairytale Land.

^The 197 year old blind voodoo priestess from The Princess and the Frog who helps Tiana and Naveen.