A/N: This story actually came about as I watched my large half german-shepherd half husky dog chase something in his sleep. For whatever silly reason I thought of Regina and this tumbled out. Hope you enjoy. Reviews are always welcome and appreciated.

Emma suddenly found herself awake. She was still groggy and unsure of herself, but the room was still dark and the house still quiet. When her vision began to focus she could see Regina asleep beside her. To her recollection she hadn't woken from a dream or nightmare, and nothing in the house felt off. She could go check on Henry, but she didn't have that nagging feeling you get when some terrible outside force wakes you. She glanced around the room, noting that everything was in its place. The alarm clock on the other side of Regina read 2:37AM. Well, perhaps her mind was playing tricks. Emma snuggled back down into her pillow, pulling the covers tighter to herself and willing herself to relax back into the world of sleep. She glanced at the brunette beside her, and she couldn't help but smile.

Suddenly the other woman's features changed. Regina's eyes squinted tighter, and lines began to crease on her forehead. Her lips curled into a snarl and Emma swore she heard a low hum emanating from the woman's throat. In fact, it was rather intimidating, until it was downright hilarious. Emma suddenly had the urge to laugh, but she kept quiet for fear of waking her partner. Again Regina practically growled on the pillow beside the blonde, and she nearly bared her teeth. Emma wanted to wake her, but she wasn't sure if it was actually a nightmare. For all she knew, Regina was enjoying herself in this moment. Besides, whatever Regina was snarling at, Emma wasn't sure she wanted to be on the other end of it after shaking her awake.

Emma snuggled closer, facing Regina, and watched in fascination as she struggled in her sleep. "Never," Regina purred, exactly like a cat who had finally caught its prey. Emma suppressed a giggle once more. There was something so cute about the scenario. While she knew firsthand that Regina could be quite threatening, there was something about watching her attempt to do so in her sleep that was actually very endearing. Regina's breathing slowed and her features began to smooth out and Emma watched as whatever was transpiring in the dream seemed to go away. After a few moments she decided to get some sleep as well, and she closed her eyes.

Moments later Emma heard a small giggle come from beside her. She had been so close to falling back asleep, but her eyes snapped open at the sound. Once again, Regina was making noise at imaginary demons. Emma smiled again as she realized the brunette hadn't finished her business in dreamland. She watched the woman's eyebrows knit together in confusion. Or was it frustration? She was focusing very hard, whatever the case. Then again a sort of throaty chuckle worked the muscles of her elegant neck as Emma watched, utterly captivated. "Bow," Regina rumbled, her voice low. The sound made a shiver go up Emma's spine. Regina's lower dulcet tones always managed to give her a strong reaction, and there were two ways it usually happened. Regina's voice would dip down into those notes when she was being sexy, whispering tantalizing words into Emma's ear in bed. On occasion however, and luckily no longer directed at Emma, the former queen's voice would lower in the most menacing and terrifying way, quietly and effectively scaring the shit out of anyone she wished to intimidate.

"Bow before me," Regina growled again, her voice giving Emma goosebumps beside her. Luckily for Emma, Regina was asleep. She couldn't imagine actually being on the other end of her fury. Sure, a few years or so ago she might have found herself in such a situation. Now she could hardly remember the times the two women had actively fought to destroy the other. When was the last time Regina had threatened her? Ages ago. She reluctantly smiled at the thought. Things had been so different then. Emma may have seen her home land in the Enchanted Forest, but she'd never seen Regina as anyone besides the woman she first met in Storybrooke. There was the Regina Mills from before, when Emma first got to know her, and the Regina she knew and loved now, but Emma had never witnessed for herself the "Evil Queen." Months ago she'd actually begged her to wear one of her old outfits after she found out Regina had secretly kept them. Regina had rolled her eyes and swatted Emma away. She proclaimed it was a ridiculous request. "Surely you would only laugh at me," she'd said. "Besides, that's not who I am anymore. I...it would be too strange." Emma had sighed and let it pass. She knew some things still had a hold on the former queen, and she knew when it wasn't right to push the woman's buttons.

Still, some small part of Emma was fascinated with the older woman's former life and personality. A part of her had wanted a glimpse at the terrifying person she had been before she'd become a mother and eventually her partner. Regina brought the blonde out of her thoughts when she gasped into her pillow.

"No," she cried, the noise merely a soft whimper. Emma turned her attention back to Regina's face, and noted all the bunched up lines and wrinkles. Something was wrong. Something had happened to her dream. In her sleep Regina bit her lip, and while the gesture was sexy, Emma saw the pain that was going on behind her eyelids. Should she wake her now? Now that she was sure Regina was in a nightmare? "No, please," Regina cried again. Emma couldn't stand to hear her voice strain, and she swore a tear was threatening to fall from her tightly shut eyes.

She placed her hand on Regina's shoulder, hoping the soft touch might quell the internal storm. Regina continued to whimper softly, and Emma couldn't stand it much more. "Regina," she whispered, trying to wake the brunette as gently as possible. When she didn't stir, Emma spoke louder. "Regina, hey, wake up." Emma began to shake the woman beside her, finally just shouting, "Regina!"

Regina's eyes shot open, and she immediately sat up in the bed. Emma quickly followed, sitting up beside her and placing her hand on her back to soothe her. Regina's breath came out fast and shaky. "Emma?" she asked, confused and groggy.

"Shhh, I'm right here," Emma replied as she softly began to rub circles into Regina's back.

"Emma they...you were..." Regina panted as she fought to come back to reality.

"It's ok, you're safe. I'm safe. We're at home, in Storybrooke. It's fine."

Regina finally looked beside herself at the blonde and connected with her green eyes. They looked grey in the dark, like the sea. She could lose herself in those eyes, and she found in this moment that they steadied her. Regina swallowed hard and composed herself, feeling sheepish for her moment of weakness.

"I'm sorry I woke you," she apologized.

"It's fine, I've been watching you for a while now actually," Emma said, giving her partner a sheepish half-smile. Both women decided to lay back down, facing each other on their respective pillows, noses nearly touching.

"Why were you watching me?" Regina asked, curious.

"You were talking in your sleep."

"What?!" Regina asked, her voice croaking. She still wasn't quite awake. Emma chuckled softly to herself.

"You woke me up because you were making noise, mumbling in your sleep. I was fascinated," Emma answered honestly. "What were you dreaming about?"

"I...I can't remember," Regina mumbled, pulling the covers tight. She shivered.

"It didn't seem like it was a nightmare at first. You were quite entertaining."

"What did I say?"

"Not much really," Emma shrugged as she snuggled deeper into her pillow. "You were actually sort of snarling and growling mostly. It reminded me of dog, come to think of it."

"Excuse me?" Regina exclaimed, her eyebrows rising.

Emma laughed. "You know, like a big dog when it sleeps and it's dreaming. You can see him running and kind of bark softly and you know he's chasing something. It was exactly like that."

"And so what, you think I was chasing rabbits in my sleep?" Regina sneered sarcastically, and it nearly reminded Emma of the sleeping Regina from moments before. There wasn't as much malice in it though.

"No but you were determined. You said 'bow before me' at one point."

"Oh," Regina said softly. Her face fell.

"It must have been something from the old days," Emma said quietly, reaching out her delicate fingers to place a stray lock of hair behind Regina's ear.

"Must have," she replied. She wanted to smile when Emma kept her warm hands on Regina's face, but found she couldn't.

"It's ok you know. Like I said it was funny to watch. Cute actually," the blonde admitted.

"Like a big dog," Regina replied, a small smile finally creeping into her lips.

"You actually snarled at one point."

"I guess you can't teach an old dog new tricks," Regina said sadly.

"Hey," Emma chided softly, her hand now softly caressing her partner's face. "You were just dreaming. It doesn't mean anything. Besides, it eventually didn't work out for you and I was forced to wake you up. But that life is over. It's only in dreams now, right?"

"Right," Regina sighed.

"And you're not old," Emma smiled, leaning in so she could place a soft kiss on the brunette's lips.

"Yes I am," Regina smirked. Emma always knew how to quickly bring her out of her brooding thoughts.

"Not to me you aren't."

"I'm more than twice your age dear."

"Stop that," Emma said, her nose scrunching in disapproval. "What have I told you about that?"

"It wigs you out, as you so eloquently put it," Regina sighed, but her smile told Emma she didn't mind.

"Yes. And you don't even look anywhere close to 40 yet," Emma said with a wink.

"But I'm nearly 70 dear-"

"Shush!"

Emma smiled as her hand slid down to Regina's neck and pulled her in for another kiss. After their lips parted she pulled Regina tight, the brunette's head settling into the crook of her neck, her face warm on her shoulder. She wrapped her arm around the older woman as she snuggled into Emma's lithe frame. She could smell her shampoo and she smiled, comforted.

"I think it's time we got some sleep," Emma whispered to the top of the dark brown locks.

"Mmm," was the only reply.

"No more snarling from you."

"I'll try," Regina mumbled, already letting sleep creep into her words.

"Bad queen. No snarling in bed."

"Shut up."

Regina wrapped one of her arms around Emma's abdomen and she knew sleep would come easily now. After all this time she still had Emma coming to her rescue, even from nightmares of her past mistakes. She'd let her make the puppy dog jokes if it meant she'd still hold her like this night after night. And Emma would, for as long as the former queen would let her.