"You need to FOCUS!" the deep voice of Regina Mills sounded through the empty forest.

"I'm trying! You know you're not making it very easy. If you would just take it slower then maybe I can catch on before you try to kill me" Emma Swan protested a little more whinny then she had intended.

"So you're hoping that when we are attacked in the future that the bad guy will take it easy on you if you whine at him?" Regina mused sarcastically.

"Of course not, all I am saying is maybe we can add difficulty as we go. Can you please just take it easy for a few minutes? I still can't feel my left arm" The exhaustion was evident in her words but also mingled with defiance.

"If you would have listened to me when I told you that your hands and arms would be attacked first to try and prevent you from using magic maybe you wouldn't be in pain right now." Regina replied with a slight smile.

"Fine, let's go again" Emma responded exasperated at the lack of remorse the queen felt for causing pain.

Regina raised her hands and prepared for her attack. Magic training lessons were always a little tedious for Regina. She tried to remember back when she was learning and the mind numbing hours spent with Rumpelstiltskin . She shuttered a little thinking of how he would prowl around her pointing out all of her faults, telling her that she would never be adept to work magic like her mother could. He never offered much praise. She thought a little harder and come to think of it, her father was the only one who seemed to try and build her up rather than tear her down. Thinking of her strict upbringing raised a pang of guilt at her own manner of raising Henry. She vowed to be more aware of her temper in the future. As she was reminiscing and reevaluating a bright white light collided with her stomach, knocking her off of her feet.

"REGINA!" Emma yelled running the 20 or so feet that separated them. Her head was mingled with conflicting thoughts. She was proud herself for disarming her teacher and terrified because she had actually hit Regina right in her midsection. She would pay for that.

A little dazed Regina was already getting to her feet as Emma reached her.

"Oh Regina! Are you alright?" Clearly the struggle between her emotions leaned more to her fear of repercussions that were in store rather than gloating that she had successfully delivered a blow to the queen.

"I'm fine Ms Swan" the irritated tone in which she said "Ms Swan" told Emma that she was indeed in trouble.

"I swear I didn't mean to hit you that hard, I was trying to block your attack…" Emma trailed off seeing Regina's face made her fear saying the wrong thing and making the situation worse.

"I assure you, I am not a fragile as you may like to think Emma" Regina's tone was even and emotionless. She was brushing debris from her starched black pants and eyeing a small grass stain on the sleeve of her white blouse. "Who wears white in the woods" she thought, mad at herself for making this mistake.

"I know you're not!" said Emma, now attempting to help Regina clear herself of the forest that now clung to her pantsuit.

Regina was not entirely mad at Emma for the hit. It was her fault for letting her mind slip somewhere else instead of concentrating on her current task. She was not one to allow herself to not be focused. "I would have corrected Henry for a mistake like that" she thought bitterly reminding herself that she was defiantly going to work harder on praise rather than chastising.

"It's fine Ms Swan" she said swatting Emma's hands away and straightening her shirt. "Your attack was strong and well placed" admitting this to Emma caused a slight pang of irritation. "But you cannot expect your enemy to drop their focus in a real fight" admitting to Emma that she was not focused at the time of the hit made her feel as if she was justifying why she was able to get a hit in. She hoped it did not sound like she was making excuses as to why she was hit in the first place.

"I'll try to take it easier on you next time" Emma mused with her eyebrow raised "You know Regina, an enemy isn't going to take it easy on you if you whine at him…" Her last sentence trailed off as she saw Regina's expression change. It was never a good sign when you could see the queen's teeth clench and her face become stone when she stared at you. "I'm kidding Regina! Calm down"

With that Regina's lips broke into the slightest smile, which then turned into a full blown laugh. It felt weird for her to actually be enjoying her time with Ms Swan. Their relationship had never been this cordial. In fact, their first impressions of each other made it seem like they would be mortal enemies forever. While there were still some moments when "The Evil Queen" would make her appearance, Regina was happy that she hardly ever stayed long enough to damage her new found friendships in Storybrooke. As much as she hated to admit it, she enjoyed spending time with Emma. She even enjoyed herself with the entire Charming family. Even though the way Mary Margaret and David stared at each other still made her want to throw up.

Emma was a little taken back at the laughter that had broken out from the queen and she stared at her with mingled surprise and fear. Regina seeing the look on Emma's face made her laugh even harder. Finally regaining her ever regal composure she squared off with Emma.

"You are extremely powerful Emma. White magic is hard to over power. You need to learn to attack with your heart and not your brain. You need to feel it."

"I think you just felt it Regina." Emma said defiant. She was a little irritated that she disarmed Regina and was now being told she was still not up to par.

Sensing the anger and hurt in Emma's voice made the queen stop for a second. "I do sound like my mother" she thought sadly and instead decided that she would approach the situation differently.

"I did indeed feel the attack Ms Swan, however, you are more powerful then I am. You should have been able to not only knock me down but also cause some damage to me"

The expression on Emma's face changed suddenly from anger to fear.

"Why would you let me hit you or come anywhere near you with my magic if I could hurt you Regina?" the fear in her voice was sincere. "Henry would never forgive me! Why would you risk actually being hurt? You know I can't control my magic! What if I really hurt you?"

Regina paused at this thought. It was true, Emma could truly hurt her if she really honed her powers. She was trying to find a way to word it so it would not sound as though she was being condescending.

"You think about producing your magic, rather than feel it Emma. You need to feel it, not just throw your hands out and hope for the best" Regina said trying her best to deliver the advice without sounding as though she was belittling her. The look on Emma's face told her that she was not achieving the desired tone. Changing her tactic, she drew out her hand and made a red "X" on a tree about 40 feet in front of them. Then, positioned herself behind the blonde and placed one hand on her shoulder and the other on her abdomen. The sudden contact with the queen confused Emma she wondered what fresh new hell Regina had in store for her. Rather than question her motives Emma stared straight ahead and allowed her teacher to instruct her.

"Listen to my voice Ms Swan." Regina said over Emma's shoulder. She was so close to her face. Emma could feel Regina pressing against her. This did not frighten Emma. Instead the feelings now coursing through her at the moment were bizarre. The contact that was being made offered a strange new encounter with the queen that she had never felt before. It was warm and comforting. Emma gave her head a little shake as Regina continued.

"Do you see that "X" right there?"

"Yes" replied Emma. Her own voice sounded strange to her. She could hear her own heartbeat in her ears as Regina's breath traveled across it. "What in the hell is happening right now?" she thought.

"That "X" down there has taken our son Ms Swan. He is going to hurt Henry."

As soon as Regina said "Henry" Emma was once again focused. Her son was her life. She would die for him in a minute. Emma could feel Regina's hand pressing her abdomen a little harder.

"Do you feel that there?" Regina asked indicating the place where her hand was now sitting. "That fluttering you can feel is your magic. Let it rise up."

Emma did as she instructed. She pictured Henry needing her to rescue him. She knew she had to draw herself up. She also knew that she did not want this training session to end. The contact with Regina was so hard to explain. It was a completely innocent exchange between them, but the feeling was unlike anything she had ever felt. She was not sure if the sensation in her stomach was just her magic. Shaking her head she tried to focus on the task. But the voice was back in her ear, and a tremble escaped her before she had a chance to stop it. This new caring side of Regina was both sweet and alarming at the same time.

"Let your magic flow through you. Henry needs you Emma. He needs you to rescue him. Lift up your hands. Concentrate on the "X" feel it." Regina's hand was pressing harder on her stomach now. Her hand was gripping Emma's shoulder more tightly. Emma closed her eyes. Trying to focus all of her energy, she felt the magic rise.

"Can you feel it" Regina asked, once again steadying Emma and bracing herself for the impact of the spell she was hoping Emma was going to be able to produce.

"I think so, I don't know." Emma confessed a little defeated. More pressure on her shoulder now. And Emma's hands began to shake.

"Lift your arms Ms. Swan. Aim at the "X" save our son." Regina's even tone was just above a whisper. Raising her arms, Emma focused with all of her energy. Her eyes squinted at the fiery cross.

"NOW!" Regina's sudden change of voice startled Emma and achieved the desired result. A white ball of light shot out of Emma's outstretched hands and hit the tree with such force it was reduced to shambles raining debris all over the forest around them. They were both thrown backward. Regina hit the ground first with Emma landing on top of her a split second after. Emma's legs were shaking as she hurriedly tried to regain her balance. She got to her knees and braced herself on the ground heaving. The air had been knocked out of her. Regina who also looked a little worse for wear was also regaining her balance.

"Did you feel it that time?" The queen asked a little breathlessly. Her ribs ached for having met the ground for a second time in the space of five minutes.

"Yes, I think that I felt it that time." Emma sighed with a painful laugh as she clutched her chest trying to heave air back into her lungs.

"I think that was enough practice for today Ms Swan."

"Yea, let's call it a day" With their agreement on ending their training session Regina placed her hand on Emma's arm and with a puff of purple smoke, transported them to the Mayor's house.

"Would you like to come in and clean up?" Regina asked noting how worse for wear Emma looked. The toll that using powerful magic was exhausting, she knew that Emma would need to rest after using so much strength. "I don't have any clothes like the ones you prefer to wear but I am sure I can find something suitable to get you home" Regina said.

Emma looked at her with mingled exhaustion and sarcasm. The attack on her clothing choices did not go unnoticed. Emma looked down at her outfit and saw that she had ripped her favorite jeans and her shirt was defiantly going to need a wash or two.

"No, thank you" Emma said still trying to make her lungs work at full capacity. "I'm just going to head home. Thanks' for the lesson." She said wincing a little rubbing her side. She had to get home. She had to think about what just happened. I was not the impact of how truly powerful she was. It was so much more. She was proud of how she had reduced the tree to toothpicks. Scared that she possessed that kind of magic and confused as to why she reacted the way she did to Regina's touch. There was too much to process right now and standing here in the Mayor's front yard was not the place to do it. Turning gingerly Emma headed for her yellow bug parked in the driveway of the impeccably pristine house. The engine turned over with a rumble and she was backing out of the driveway. Regina turned and walked through her front door heading for a hot shower and a glass of wine.

"I'm getting to old for this" Regina thought as she removed her battered clothes and tossed them in the clothes hamper in the bathroom. She examined the blouse trying to decide if it was even worth attempting to try and clean and examined herself in the mirror. Her hair was a mess, makeup smudged and there were scratches all up and down her arms. Healing her cuts was easy but the ache from hitting the ground twice that day was going to take some time. Instead of turning on the shower she drew a bath and poured a small amount of a pink potion into the swirling bubbles. The water was hot and she carefully lowered herself into the steaming water and sighed deeply as her skin turned red with the contact. Resting her head on the back of the tub she closed her eyes and allowed herself to smile with the amount of progress Emma had made today with her magic.

Not far away Emma Swan was also preparing a hot bath to rest her aching muscles in. The water felt so soothing as climbed in allowing the water to completely encase her. When she laid her head back on the tub however she was not thinking about her magic. She could only think about… Regina's hand on her shoulder…. Her hand on her abdomen. .. Her breath on her ear… the strange floating sensation in her stomach mixed with excitement and desire. Even though it was impossible, Emma chastised herself for thinking about these things, like someone was listening inside her head. She closed her eyes tight, took a deep breath and completely submerged herself in the water. It was a few seconds before she came back up wiping water and hair out of her eyes. She laid there for a long while trying to make sense of her feelings. Wringing out her hair, she tossed her wet towel over the drying rack and threw on clean clothes. "I need a drink" she said to her reflection in the mirror.