Title: The Ugly Duckling

Author: Joshua

Rated: T (Teen – I'll do my best to keep the language and content acceptable, any 'M' scenes will, unfortunately, have to be either side-stories, or entries in the 'Evil Guy Fantasies')

Disclaimer: Once Upon A Time, and all associated characters, are owned by ABC, and by proxy, Disney. I am not a part of the Disney family, so I have no ownership of anything really. Just sparking a bit of imagination and sharing the product of inspiration that came after the Season 3 Winter Finale "Going Home", and all the Swan Queen fanfics I've been practically devouring ever since. Also, felt like waiting to post on the day of the mid-season premier just because.

Summary: Season 1 AU What if an eight-year-old Emma Swan found her way to the Enchanted Forest and met an eight-year-old Regina Mills? What if they both had adventures together throughout their shared childhood, until Fate, Destiny, Whatever put them back on their paths, until they meet again in Storybrooke? Swan Queen, Time Travel, Realm Travel, Emma magic/MarySue.

Story:

0.

Emma Swan was an orphan.

She'd been found at the side of the road on the highway, barely a day old. She's been in the foster care system ever since. She'd been wrapped up in a blanket that had her first name stitched into it, along with the image of a swan in flight stitched into the lining, hence her name.

The boy that had found her, who most had naturally assumed was her big brother, had run away along with a number of other youths from one of the foster care homes, so it had just been her. She'd been adopted by a kind, well-intentioned couple when she was almost 20 months. They moved out west and raised her as their own. Until they'd learned they would soon have a child of their own. The couple were simple people and had limited means. Emma was placed back into foster care at three and a half years of age.

By the time she was five, she'd already been through a number of different foster 'homes', practically every color of the rainbow, to turn a phrase. She was then adopted by another, kind, well-intentioned couple. Three years later, she now cowered beneath the twin-sized bed, doing her best to ignore the yelling screams that echoed throughout the house. They never yelled at her. Well, not in anger and never about things that parents weren't supposed to yell at their kids for; cleaning, chores, homework, that sort of thing. And they certainly liked her well enough. The woman... well, she probably even loved Emma, and the man, he actually was really cool and taught the blue-eyed blond girl a lot.

But they didn't love each other. Not anymore. They'd probably adopted Emma under the failed notion that a child made marriages last longer or better or something stupid and hopeful like that. She'd seen it plenty of times in the system, heard about it even more. Guess it was her turn now.

She pulled the blanket down and over her before turning on the flashlight. Pointing it, she illuminated the cover of the book that she'd... acquired that day, and was hoping would distract her from the arguing long enough for her to forget about and just not let it bother her. At least until they stopped fighting and she could try to get some sleep after that.

It was a large leather-bound book, embossed with gold lettering on the cover, the first letter of the three words there shown in relief of the gold squares around them, further highlighting the capital letters. It read, Once Upon a Time. She opened the book and started to read from the beginning. To her surprise, the story turned out to be the origin of Peter Pan, with a twist that wasn't in the original story she was sure. It certainly wasn't what happened in the Disney version, that's for sure!

A loud scream pierced the night, making Emma wince and cower in her hiding place. The interruption sent her memory back to the events of earlier that afternoon and how she'd gone about 'acquiring' her new book in the first place.

Seeing as how they lived in the city, and she went to public school, Emma found it to be less trouble to walk to school rather than try and catch the bus every day. Besides, with traffic in the morning, she tended to get to school early or on time, either way always sooner than the buses.

That particular morning, she was navigating the back alleys, making sure to avoid the trouble spots, when she came upon something unexpected and most definitely unwanted.

It was the city, not a neighborhood sitcom from the eighties, so while she didn't fit the classic definition of the 'neighborhood bully', every kid in the district knew who Big Sally was. They also knew to avoid going near her or her gang's turf. They aren't one of the big time gangs, thankfully, not into drugs or guns or anything like that, but they weren't exactly pillars of the community either, that's for sure.

She and four of her gang were in a back alley lot. Emma had been trying to sneak by to get to school through said back alley lot, not having known that Big Sally would be there. She almost double-backed and found another way around, when she caught sight of what exactly it was they were doing.

They had a cloth sack. A cloth sack that was moving, squirming, and making the sounds of a trapped and scared cat. It was clear from all the girls stance and weapons they held what their intention was, and it certainly wasn't to pet the kitty!

Emma wasn't known as a troublemaker, but she still tended to get into trouble a lot. Her problem was, she'd been told repeatedly, was that she didn't even consider the consequences to her actions, she merely acted and counted her exits. Such as in this case.

She snuck into the lot unnoticed. She couldn't explain it, because honestly she didn't see anything strange about it until after the fact most often, but whenever she wanted to be real quiet or remain unnoticed, with her heart pumping and her blood rushing in her ears, nobody ever saw or heard her until she was practically under their noses and did something to get their attention. She used that skill now, moving as quickly yet carefully as she could to get to the bag before anything happened to its unfortunate prisoner.

It all happened very quickly. She was within a meter of the gang, none of them looking at her. Big Sally winding up with a crowbar while one of the other girls held the squirming bag out. She ran, slipping in between them as she grabbed the writhing bag and kept running, barely ducking down to avoid Big Sally's swing in time. She ran back to the alley, struggling with the bag to get it open. Right when she heard the outraged shouts and sounds of pursuit coming from behind her, she managed to get it open and upended it to drop a black cat into her arms.

Knowing better than to deal with an angry cat while fleeing, she let it jump down from her grip while yelling at it to, "Run!" It went one way, she went the other, toward the street, she didn't bother looking to see if any of the bullies chased it, seeing as she knew Big Sally was chasing her!

She didn't pay attention to where she ran or how far they chased her. Not until she started to get tired and they began to gain on her. That is when she started looking for places to hide.

Taking a sharp turn, she saw only one viable option; Arcana Cabana, a novelty shop just on her left, the door open by an inch. She ducked inside and closed the door as quickly as she could without slamming it, hiding beneath the window and listening as the gang ran by. Luckily, she'd had enough of a head start that they hadn't seen the door closing, so they kept on down the street and wouldn't think to come back to check the shops for her. She was going to be late for school though at this rate, but there was no way she was going out again until the coast was clear.

"Someone there?" a voice echoes out from the back of the store.

Emma squeaked and jumped up, frightened, while suddenly grateful that the gang had already gone past and hadn't heard her squeak. She carefully, as silently as she could, made her way toward the back, where she'd heard the voice come from. The store she found herself in was, as she suspected, one of those novelty shop places, where the novelty seemed to primarily revolve around the concept of the supernatural, which kinda made sense after remembering it was called the Arcana Cabana. Making her way to the back, she thought she saw someone sitting in an old wing-back chair next to a wall of floor-to-ceiling shelves of books, but after squirming past a mannequin covered by knight armor, she didn't see anyone there anymore. Frowning, she turned back around to see if there was anywhere else they could be, when she squeaked again upon seeing a tall, older gentleman standing only a few feet right behind her.

"I thought I'd heard someone," he said, more to himself than her. He was tall, over six feet, though the young girl was hardly one to estimate given her own four foot stature. He was caucasian with graying hair that had once been black, with a full, yet trimmed beard. His eyes, which bore down into her blue/green ones, were dark, almost solid black if not for her being able to barely distinguish his pupils from the rest. He was dressed in a brown suit, really it was just brown slacks, a brown jacket, and a brown shirt of a different shade, brown shoes and brown socks.

"We're closed," he told her. "Come back after school, little girl." He pointed to the door.

Her eyes widened in panic and she shot nervous looks between him and the door. He lowered his arm and shot her a concerned look. She was familiar with 'concerned' adults, and began to think that maybe she'd better take her chances with the gang.

"I'm the owner of this shop," he said as way of introducing himself. "And you are?"

"S-sw-Swan," she stuttered, the adrenaline of before leaving her system. "Em-Emma Swan."

"Swan," he repeated with a surprisingly gentle smile. "What a lovely name."

Tilting her head curiously, Emma wondered why it was that she wasn't more creeped out by this strange man. Her instincts were usually spot on when it came to the numerous moods of adults and right now they were telling her that this man was not a threat. They'd never let her down before, so she saw no reason not to trust them now. She decided to indulge her curiosity.

"What kind of store is this?" she asked, pointedly ignoring him having told her to leave.

Heaving a sigh, the man shook his head and headed back to the wall of books and the chair there. "It is a specialty store," he answered. "I provide product, information, and exchanges of unique and hard to find items of eclectic and esoteric value. And I'm only open from noon to midnight, young lady. And you should be in school."

"I've got time," she shrugged, following him to his chair. He sat down rather heavily and picked up a large, leather bound book, opening it to somewhere in the middle. His movement knocked the top piece of mail off the stack next to his chair to the floor. Emma reached down and picked up the postcard, looking at the interesting picture of a clock tower and the words 'Welcome To Storybrooke' on it, leaving the message side facing him as she looked it over. Putting it back on top of his mail, she never saw the other side, only that he was suddenly looking at her with very intense eyes that made her nervous.

"Swan, eh? Tell me, are you familiar with the story of the Ugly Duckling?" he asked her.

"Of course," she shrugged. "Isn't everybody?"

Turning to a marked page in his book, he pretended to read from it. "Once upon a time, a family of ducks did as all ducks do, and built a nest in order to lay and hatch some eggs. Ducks, not being all that bright in the first place, never noticed amidst taking turns to sit on the eggs for warmth, that at some point they had gained an extra egg somehow. When the eggs were all hatched, the mother and father ducks all praised their offspring for their fine looks and beauty. All except for one. This ones egg hatched after all the others and the ducks didn't know what to do with it. When it finally hatched, the chick was more homely than the other ducklings, not having yellow pinfeathers or looking at all the same. In fact, to the ducks, this chick looked quite ugly. Telling this to the chick from the moment it hatched, over and over, repeated by it's 'siblings', it became known as the ugly duckling."

"Yeah, I know the story," Emma huffed, crossing her arms. Despite that she'd sat down across from him and was listening closely.

"Finally, as soon as it could fend for itself, the ugly duckling set out to find some place where it belonged," he continued. "Where it was not ugly, where it was not ridiculed for being strange and unwanted. Where it would not be made to feel inferior."

Emma squirmed in her seat, not liking the parallels that she'd never before associated with herself and this story. Then again, maybe it was just the way this guy was reading the story and how he kept glancing at her face off and on, as though he too were making comparisons between the story and this little girl he was reading a fairy tale story to.

"And so, it left its adopted home to live in the wilds with ducks and geese and other wild birds, never quite fitting in with any of them, but still managing to survive. Until one day, hunters came and killed the flocks. Left to wander again, it tried to make a home with an old woman, but her cat and hens continued the verbal abuse of its infancy, and so it left once again. Winter comes. The ugly duckling isolated itself in a cave, keeping away from all the others, driving off even those that might be its friend, and nearly dying from the cold isolation it has forced upon itself. When the spring comes and the lake thaws, a flock of swans descend. The ugly duckling, now having fully grown and matured cannot endure a life of solitude and hardship any more and decides to throw itself at the flock of swans deciding that it is better to be killed by such beautiful birds than to live a life of ugliness and misery. Instead of attacking and mocking it, however, the swans greet him as one of their own. Upon seeing his reflection in the water, the once ugly duckling realizes that it has grown into a beautiful swan. The flock takes to the air and the ugly duckling spreads his beautiful large wings and takes flight with the rest of his new family."

"Nice story," Emma said with sarcasm. "What's the point?"

"The parable, I suppose," he said, "is to not let ridicule and abuse get the best of you, and also to never give up on finding those that you'll call family. The point, is that I wanted to see your reactions. My ugly duckling."

Scowling, she scoffed at him. "I'm not a duck, and in case it wasn't clear, my name is already Swan!"

"Ah, but even while it was being teased and hidden away in its cave, the ugly duckling was also still a swan. It was a swan from the moment it hatched. It just didn't know that until it found its family. So, by your reactions, I've gathered that you're still very much the 'ugly duckling' and you have yet to run away to the wilds even, let alone survived the winter in your isolated cave."

"What do you care?" she scowled, arms crossed.

"Hm, what indeed?" he chuckled and stood up from his chair.

He walked over to to the front counter, the book tucked under one arm, where he then pulled out a piece of paper. He inspected it, taking a very close look at whatever was on it, until Emma followed him over. When she got close enough to actually read it, he instead folded it up and kept folding until it was a small two inch square, which he then shoved inside the book under his arm at some random place in it.

"Why aren't you in school, young duckling-who-is-not-ugly?"

Emma scowled again, and repeated her earlier answer. "I've got time."

"Hm," he grunted. "So, are you going to buy something, or do I just kick you out now so I'm not caught aiding in your truancy? Your... skipping school," he added at her confused look.

"What kind of stuff do you sell?" she asked.

"Things like this book," he held it up for her cursory inspection. "Special things. Things that take a very special kind of person to use to their maximum potential."

"What kind of 'special' are we talking about here?" she inquired.

"Did you ever see that movie, the Never Ending Story?" he asked instead. She nodded, yes she'd seen it. "Remember that warning the book keeper gave Bastian? About how it was a dangerous book unlike all the others, where he could stop being part of the story just by putting them down, but how that book, he would always be part of the story, and the story would never end?"

"You're saying that is the Never Ending Story book?" she laughed, pointing.

"No, this is just a story book," he shrugged. "But stories are sometimes true, you know. You just have to know what to do while reading them to make them come alive. Legend speaks of gifted people, called Silver Tongues, that could do just that. They could bring stories to life."

"How would they do that? Make noises? Sound effects? Holograms?" Emma giggled.

"No, nothing quite so... modern," he answered. "They would use their emotions. They would focus their concentration and the attention and wills of their listeners on the story to such a degree that with every word, so that they would all feel as though the story were happening to them, right at that moment. In happy moments, they would be light, carefree, and perhaps even comical. In the more intense moments... well, I'm sure your all too familiar with dramatic effects." She smiled and shrugged. Acting was key for kids in the system.

"And for the darker parts of the story, where the goal was to escape, they kept everything focused down to one, singular drive. To escape. Fear, anger, rage, love, happiness, all of it circling right back to the need to escape, to depart, to get the heck out of dodge. That's what you should do actually."

"Excuse me?" she jumped back, startled.

"When reading the stories in this book," he said, holding it out for her. "Keep one goal in mind, even as the words pour over you and through you, just focus on what is happening and if you're talented like the legendary Silver Tongues, you'll find them coming alive for you like never before."

"But, I don't have a lot of money," she frowned.

He shrugged. "How much do you have?"

She dug around for a bit and pulled out every last cent she had, whether they be pennies, quarters, and her lunch money. When it was all laid out on the counter, he looked it over and nodded. Handing her back her lunch money, he took the rest, and then handed her back two quarters, as well as the book entitled Once Upon A Time, taking a grand total of thirty-three cents for it.

"Seriously?" she exclaimed, looking back and forth between her new book and the shopkeeper.

"Is there something else here that you were thinking of purchasing?"

"Uh, no, I..." she trailed off and that's when she noticed the time. "Oh! I'm late! Thanks for the book, mister! I gotta go!" She then ran out of the store, struggling to fit the large leather tome into her backpack.

She almost didn't hear him when he said to her, "Happy Birthday, Miss Swan."

She stopped at the door, and looked back at him, one foot outside, one foot still inside. "How did you know it is my birthday?" she asked him, suddenly afraid this was a trick.

"I didn't," he answered smoothly. "But gifts are only given for certain occasions, and it is not yet December."

"Oh. Well, thanks again!" she called and then really did leave that time, running the rest of the way. She barely managed to make it through the front doors as the bell rung. And the funny thing? She'd still beaten the school buses for her neighborhood.

After that, it had been a fairly normal school day, though her thoughts kept going back to her new book, enough that she spent half of lunch and most of recess looking through it. The shop owner was right. Mostly it was just stories, fairy tales, but they were different than the Disney movies, or even the 'original' stories that they learned about in English class. For one thing, she didn't remember Red Riding Hood *being* the wolf, or Snow White attacking and robbing Prince Charming on the highway and then fighting trolls on a bridge, or for that matter, all the characters of all the previous stories coming together to fight the Evil Queen's curse in the end.

After school, she'd gone ho... back to the house she's staying at for now, they reminded her it was her eighth birthday, did the whole cake thing, had some fun with presents, just two gifts–not counting her new book–and then after she'd gone up to bed... they had started fighting. Which brought her back to hiding behind her bed, the cover drawn up over her and reading her book via flashlight, wishing they would just stop!

She remembered what the shop owner told her to do, about how the Silver Tongues used to do it. Focus on the story, but more than that, concentrate on the goal. Well, her goal right then and there was to get out of that house and lose herself in the story. She was reading about the Evil Queen in her younger years, before she'd become queen, before she'd become evil really. She read the story of a girl in love, who had her love ripped away from her by her own mother, all because a young Snow White couldn't see through the manipulations of the girl's mother. Emma wished she could've been there. For one thing she wouldn't have been fooled by that evil witch mother, and another thing, she would have actually tried to help the girl escape with the stable boy. If only she could have been there, she would change the story.

She closed her eyes tight when the shouting got louder, and louder, and louder, and then... suddenly... silence, and darkness.

Continued...