A big shout out to my Beta and best friend Alexis ( .com) for all her help and encouragement with this story! This story wouldn't be half of what it is without her... Thank you to Ashley who inspired me to write this. There will be some minor changes to this story, obviously... but, I'm following the movie closely. Leave a review and let me know what you think.

I don't own anything! Um... I can't think of anything else. Enjoy!


I breathe in deeply as I watch the sun set over the lake. It is casting off rays of light that paint the sky and the lake a deep shade of orange. I remember how she had loved sunsets. I remember how her whole face would relax as she would watch the sun sink beneath the horizon. How many times had we sat and watched the same sky fade into night as the sun left our view? Somehow we always marveled at how it never looked the same. I can still hear her voice in my head saying,

"Have you ever seen anything so beautiful? Can you even find the words to describe it?" I may have answered her a few times that I had seen something that beautiful: her. But the truth was that the most beautiful thing I had ever seen was her as she watched it sink, painting the sky behind it.

Therefore, it was now without a shadow of doubt in my mind that I knew she would be watching it set tonight. I knew that her room faced the west and overlooked the lake. When I had toured this facility, I had looked at all the available rooms, and this was the only one that had this particular view. You might say that I planned for her to be watching it every night. You might be right. But the truth is, I knew she needed to see it every night. I knew it would help her…help her to remember.


I run the brush over my hair a few more times before I decide that I am satisfied with my appearance enough to be seen by the other residents. Yes, this will do. I think to myself as I twirl a strand of silver hair around my finger and then survey the once smooth skin of my face. I don't do this long because I still think that I look pretty good despite how much I have aged and how my features have changed.

My mind is on other things today as well. As I walk out the door and down the hall, I recite my schedule in my mind. I have to collect my morning meds, eat breakfast, spend an hour doing one of the planned recreational activities that they choose for us everyday, and then one of the nurses will introduce me to the woman I will be reading to today. I make my way to the back of the line for those waiting for their meds. I notice my friend Liz two spots in front of me.

"Hello Liz, how's it going?" I ask as I gently pat her on the shoulder.

"I keep trying to die, but they wont let me." Liz says good naturedly.

"Weeell, you can't have everything." I return. Liz gets her pills and goes on her way. When I reach the counter, I smile at the young nurse in front of me. "Big day today." I say winking at her.

"You say that every day!" she shoots back, smiling at me. I swallow my pills before smiling at her again and then turning to go about my day. What is for breakfast?

I am served eggs, turkey bacon, a roll, some grits, and some orange juice. I like the eggs here, though sometimes I think that I could show the chefs a thing or two, but for the most part the food is all right.

After breakfast and activities, I return to my room and grab the book that sits by my bed before walking back out the door and down the hall to room 108. Angie (my favorite nurse) is already inside waiting for me. She is talking to an elderly woman, perhaps a little older than myself. The woman is standing by the window with a confused look on her face. I watch as she runs a shaky hand through her shoulder length silver hair. Her eyes flit from the nurse's face, to the floor, out the window, and back again.

"Come on honey, a walk would do you some good. Get you out of this room for a little while." Angie says kindly, trying to coax the woman out of her room and into any activity, but the idea of leaving the room seems to make the woman anxious.

"No, I don't think I want to go for a walk," says the silver haired woman, looking out of the window again.

Angie turns and sees me. She smiles half-heartedly before saying quietly to me, "I don't think today is a good day." I nod, but her warning doesn't make me want to leave. In fact if anything, it makes me want to stay and help the woman even more. As if on cue the woman glances behind her, spots me, and offers a shaky greeting.

"Oh, hello," she says and gives a soft smile. It is one of those smiles that doesn't quite reach the eyes. "Who are you?"

"This is Ducky; she has come to read to you," Angie says.

"Oh, I don't know," says the woman.

"Oh, come on honey. You'll like her; she's funny," Angie says, trying to persuade her.

"Okay," and I'm sure my whole face lights up at her consent.

She lets me guide her to an empty sitting room. I knew that no one else is there at this time so it would be nice and quiet. She sits in a love seat, but I take my seat in a chair and open the book in my hands. I have no desire to make her uncomfortable in any way.

"Okay, alright now." I pull my reading glasses out of my pocket and unfold them, but I don't put them on yet. I look up and meet the soft- still somewhat confused- eyes that are staring at me. "Where did we leave off?" I ask smiling, but she doesn't answer. I see that she doesn't remember our previous reading sessions. "Oh yes," I say, and she looks a little relieved. "It was the night of the carnival." I open the book to the first page.

"Emma was there with her friends Killian and Tink…"

"Emma?" the woman asks softly.

"That's where they met." I return and smile fondly. I stare off into space for a moment before I say, "June 6, 1974. Regina must have been seventeen years old…"


Emma watched as Killian swung the hammer with so much force that it sent the ball flying up to hit the bell. He raised his hands in the air and wore a look of extreme satisfaction on his face.

"Man, I smashed that thing!" he exclaims, taking the toy he had won. "Hello," he said to some pretty girl passing us by. "What's your name?" he called after her, taking a long drag from his cigarette. They approached the bumper car ring and watched as Kathryn rammed her car into another girl's. The girl was beautiful and wore a look of complete joy on her face as she in turn rammed Tink's car.

"Who is this girl with Tink?" Emma asked Killian, pointing to the beautiful brunette who was laughing as she tried to outrun Tink in her car.

"Her name is Regina Mills. She's here for the summer with her parents," Killian answered. "Her parents have more money than god." At that moment Tink looked up and waved at Killian.

"Hey Killian!" she called.

"Hey honey!" he called back. "Look, I won you a prize." He waved the toy at her and she squealed.

Emma didn't hear her squeal though because her eyes were fixed on the brunette beauty who was still being bounced around in her car and looked to be having the time of her life. To Emma, Regina was absolutely the most beautiful creature she had ever laid her eyes on. That smile: it lit up her entire face. Emma could feel her heart fluttering inside of her chest. I have to get to know her. It was quickly becoming Emma's one goal in life. I have to get her to go out with me.

Killian went to meet Kathryn, but Emma waited for them all to come back out. The group ran out with big smiles on their faces. Emma didn't even notice the person holding Regina's hand because all she saw was the smile. That beautiful, breathtaking smile was flooding Regina's face. Somehow, Emma found her legs moving, and she stopped right in front of Regina. Regina was looking up to meet her eyes. Those eyes, they where so warm that Emma thought she could just sink into them and get lost.

"You wanna dance with me?" Emma asked Regina without fear.

"No," she replied, a little put-off. Emma suddenly thought that maybe it was because she was a girl. What if she's straight… the thought hadn't occurred to her before, but here they were. It didn't really phase Emma.

"Why not?" Emma asked after the slightest of pauses.

"Because I don't want to," Regina returned without missing a beat.

"Emma, she's with us." It was some macho boy that Emma had gone to school with. Emma decided then that she had never liked this guy, and for good reason it seemed. In all honesty, she couldn't blame him.

"Hey, Regina, you wanna ride the Ferris wheel?" another boy from school asked Regina on her other side. Emma really didn't like this guy.

Regina smiled at the guy, wrapped her arm through his, and smirked at Emma as she said, "I'd love to."

"Alright," the second boy replied and off they ran, leaving Emma behind to smile inwardly. This wasn't going to be easy.


"Emma Swan," Tink said to Regina.

"What?" Regina asked.

"She works down at the docks with Killian," Tink continued.

"Oh," Regina said. "Did you see how she was standing like two inches away from my face?"

"Yeah, I saw," Tink said, smiling softly. "That's Emma though." She paused, then continued, "You know, I'm surprised she even came over. I think she likes you."

They reached the Ferris wheel and waited in line as it seemed almost everyone in town milled around, talking and laughing as they went from station to station. Emma and Tink laughed at some ridiculous joke Killian was making, and then it was their turn. Regina climbed into a cart with boy number two. She hoped he didn't get the idea that she liked him because she definitely wasn't interested in more than this ride and the occasional get-together with mutual friends.

As the wheel started taking them higher and higher, Regina's mind went back to the way Emma had looked into her eyes earlier. Those green eyes had seemed to see right into her. Those eyes had made her insides flutter, and Regina wasn't sure if it was the force of the stare or the startling color of her eyes. Regina had never seen anyone with that particular shade of green in their eyes before.

The cart was swooping down, almost touching the ground, when Regina looked up to see someone running at them. The person jumped onto the cart and seated herself between Regina and boy number two. Regina squealed.

"Pardon me," said a voice, and Regina realized that the stranger was Emma.

"Hey, you can't do that!" cried the man running the Ferris wheel.

"I'll pay you when I get down, Tommy!" Emma called back before turning to Regina and holding out her hand. "I'm Emma Swan."

"So?" exclaimed Regina.

"So, it's really nice to meet you," Emma said still holding out her hand for Regina to shake.

Of course, boy number two couldn't stay out of things and said, "Regina, who is this girl?"

"I don't know...Emma Swan," Regina said, offended by Emma's manner but slightly intrigued by her pluck.

"I would really like to take you out," Emma said to Regina, ignoring the boy to her right.

"Hey, do you mind?" the boy asked, but Emma didn't have time to answer because Tommy stopped the wheel and called up.

"You can't sit more than two people in a chair, Emma!" he cried, pointing at her.

"Okay, Tommy, alright," Emma said, and climbed out of the car to hang from the bar in front of the cart.

"Get down, Emma! You're gonna kill yourself!" cried Tink from the car below in a commanding tone.

"Cut it out, Emma!" called Killian.

Emma's heart was racing as she hung from the bar. She looked down to meet Killian's and Tink's eyes before looking back up to meet Regina's gaze. "Will you go out with me?"

"What?" Regina asked, clearly bewildered by the fact that Emma was hanging from the bar in front of her and that she was still focused on getting Regina to go out with her. This didn't seem like the right place to be pushing for this in Regina's opinion. "No," Regina replied, somewhat frustrated.

"No?" Emma asked softly.

"No!" Regina said more loudly, shaking her head.

"No?" Emma asked again, confused. She was hanging from a bar one hundred feet in the air to ask a girl out… surely this earned her a yes.

"No!" Regina cried again.

"Hey, pal," Boy number two interrupted. "She just told you."

"Why not?" asked Emma, whose face was starting to contort with the effort it was taking to hold on.

"I don't know, because I don't want to," Regina said, staring bewilderedly at Emma. This girl has to be crazy if she thinks I would go out with her.

"Emma," called Tink from the car below.

But Emma ignored them all. "Well, you leave me no other choice then," Emma said before she dropped a hand from the bar. Now she hung one-handed from the rail.

Regina screamed and boy number two audibly gasped. Surely she was going to fall, but she didn't. In fact, a small smile was forming on her lips. Yep, this girl was officially crazy.

"I'm not kidding Emma stop fooling around!" Tink yelled up at Emma.

"What are you doing?" asked Killian.

"I'm gonna ask you one more time," Emma said through gritted teeth as she struggled to hold on. Regina had her hands over her mouth and her eyes were wide with shock as she watched Emma hang from the bar with one hand. "Will you, or will you not, go out with me?" Emma's eyes were on the ground and she didn't give Regina time to answer before she exclaimed, "Dammit, my hand is slipping!" Emma grimaced as she felt her fingers begin to slide.

"Just grab the bar, you idiot!" Tink yelled to Emma.

"Not until she agrees!" Emma called back.

"Aw, go out with her honey!" Killian called to Regina, who had somewhat regained her composure.

"Okay, okay, fine I'll go out with you," Regina said, almost imploringly.

"No, don't do me any favors," Emma said, sensing that she was only saying it to get her to grab the bar with both hands.

"No, no I want to!" Regina assured Emma.

"You want to?" Boy number two inquired bewildered.

"Yes!" Regina cried.

"Say it," Emma commanded.

"I wanna go out with you," said Regina.

"Say it again," Emma ordered.

"I wanna go out with you!" Regina yelled loud enough for everyone nearby to hear.

"Alright, alright, we'll go out," Emma said, grabbing the bar again with both hands, chuckling, and grinning mischievously at Regina.

"You think you are so smart don't you," Regina said, and it wasn't a question.

"That wasn't funny Emma, you idiot," Tink called up once more.

"No, it's okay." Regina said to Tink as she leaned over the cart to look at her friend. "I'll take care of this." She was wearing her own grin as she turned back around to face Emma. She reached out and grabbed the belt buckle that was locking Emma's jeans in place.

"What are you doing?" Emma asked and then realized. "Please don't do that." It was too late; Regina had already undone the belt, the button, and the zipper. Now she was pulling Emma's pants down to her ankles. "Oh god," Emma said, laying her head back in embarrassment. She could hear Killian and Tink laughing and knew that everyone at the carnival could see her in the white underwear with her dark blue jeans around her ankles. Oh, she would never hear the end of this.

"You're not so cocky now are you?" Regina said, crossing her arms and leaning back, smiling smugly.

"I'm gonna get you for that." Emma said, somewhat non threateningly.

"Oh, maybe you will, maybe you won't," Regina said before she laughed.