The smell of mildew invaded her senses first, swiftly followed by the gentle taps of water upon stone. With much difficulty she pried open her heavy lids and immediately hissed at the glaring torch light. The woman raised a slim hand to shield her eye's from the fire-light and squinted at the world around her. To her discontent she recognized her surroundings- yet she had never seen it from this point of view. 'Prisoner' didn't suit her.

Slowly, achily, she lifted herself from the cold ground, and took a moment to regain her composure. What she wouldn't give for a mirror... With as much gall as she could muster she ran a hand through her disheveled brunette mane, then in the same movement swept a palm across the front of her blouse. Though most of this was a lost cause. She still looked like less than half the woman she had been but twenty-four hours ago.

How things had changed. In the blink of an eye her world had fallen to ruins around her. Yet somehow she was unsurprised. All she'd ever wanted was to win, yet perhaps you had to believe to win and that was something she had never quite been able to holster. Hope seemed to evade her advances like an uninterested suitor- always just out of grasp. Yet it was his voice- the voice that used to hold all of her hopes and dreams- that haunted her. No, not his voice-his face. His expression.

'No matter what you think, no matter what anyone tells you; I do love you.'

Emptiness. Confusion. Simmering anger. She had seen it all showcased within his eyes. Eye's that shone brightly with love for another. How she had wanted him to mimic her sentiment, to embrace her- yet she was not a fool. Not for one second did she imagine that happy ending happening- no, life was not a fairytale. This she knew. The woman furrowed her brow, allowing the heartache to seep in around her wounded soul.

"What's wrong, Dearie?"

Her head snapped up like the crack of a whip, eye's immediately black pools of loathing.

"I should have known." She hissed.

"Indeed." The man countered pleasantly.

"How the tides have turned."

She walked slowly towards the wooden bars that held her. Their jagged ends curving across the threshold like the mouth of a beast.

"Let's just get this over with, shall we?" The woman asked coldly.

The imp of a man merely regarded her with calm satisfaction, as if revelling in the midst of her imprisonment.

"You're angry with me for holding that girl- my opinion, she's not worth the sentiment, yet to each his own."

She attempted to be her usual sassy, flippant, self with some difficulty, but trudged on.

"The town wants me dead for, well, obvious reasons." A small smirk crossed her full lips.

"And you are my gracious executioner- are you not?"

The man lifted his chin slightly. She took it as affirmation.

"We both knew it would always come down to this." She fixed him with an empty stare, her voice void of it's usual contempt.

"The question was never who it would be, but rather on which side of the bars would we stand?" She extended her arms as if to display the room around her.

"Well, now we know."

The man still did not move toward her. She knew that if he were to use magic to kill her he would have to remove her from this cell, and unless he had a marksman with an arrow waiting in the shadows he would have to enter it to complete the job himself. Yet there he remained. Surveying his captive from afar.

She took the initiative. With two broad strides her face was brought within inches of the bars. She raised a hand to encircle a wooden stake with delicate fingers.

"Come now Gold. We both know what happens next. The villian is vanquished, the world becomes a safer place, the princess gets her happy ending." She allowed an empty smile to cross her lips, her eye's still dark orbs of endless nothings.

"Just get on with it." She snapped.

She watched as he took a few steps toward her, allowing his face to be draped in light so that she could now see him clearly. Her assumptions from his voice had been misguided. She could now see that his contentedness was not that at all, but forced pleasantry. Her eye's narrowed as she watched him, her certainty wavering.

"I would only be so happy to 'get on with it'," He quipped tersely.

"Yet it would appear that someone out there still, somehow, cares for you."

Her brow furrowed deeply, mind racing. How could this be? A moment ago she had been accepting of her immenent demise, but now a saviour had risen?

"Surprised, are we, Your Majesty?" A devilish grin slid across his mouth.

Regina did not have words. 'Surprise' did not even touch upon the war of emotions that was occurring within her at present time. All she could think was 'who'? The Queen cleared her throat, attempting to find words to utter aloud.

"What are you babbling about, Gold?"

He moved forward a few more steps, closing the space between them. If it weren't for the bars they would be unnervingly close to one another. She couldn't help but recall a time long ago when their roles had been reversed.

"I'm 'talking about' the fact that a very foolish being has made a deal for one Royal Hignesses life."

The Queen could not keep her eye's from widening in shock, and the man smiled at her expression bitterly. With a dramatic sigh he slipped a hand inside his suit-jacket and removed it with an object in tow. He then raised the now obvious vial teasingly, swilring around it's dark contents.

"What is it?" She growled, eyeing the potion apprehensively.

"Well that doesn't really matter, does it Dearie?" He smiled as if reprimanding a toddler.

"All you need to know is that this serum will give you a, ah, second chance at life. A new beginning. A rebirth!"

Regina continued to gaze at the liquid as if appraising a basket of serpents.

"So, what is your decision?" He continued to twirl the vial between his thin digits, his movements becoming increasingly careless.

She thrust a hand through the bars, grabbing the vial from his flimsy grasp. Once in her possession she could feel the substances warmth and weight. Somehow she was instantly comforted even though she was facing one of her worst fears; the unknown. Regina looked back at the man, who was now eyeing her with some contempt- though his expression quickly turned to playful disdain as he caught her gaze.

"Well?" He trilled, placing goading emphasis on the 'L's.

"What have I got to lose, right?" She said bitterly, removing the cork from the vial.

With one last glance around her, she lifted the bottle to her lips, and tilted back her head, it's contents sweeping smoothly across her tongue. She felt the potions magic slip through her veins, and soon she was falling, the room becoming a blur around her. The last thing she could see was Rumpelstiltskin, now in the cell with her, leaning over her body, his lips moving as if in slow motion. Yet his voice was strikingly clear.

"Everything."