AU: After hearing Charming and Snow's plan to abandon her in Storybrooke she takes it upon herself and confronts the man she was able to call her friend.

Please review. I'd love to hear what you think! ~parrilla-adkins~


She didn't know where else to go. After what she heard at the docks, she felt as if the night grew colder and colder and her coat seemed to do no favours against the chill of the wind. Her face felt taut and frozen from tears that she hadn't meant to shed. She's faced harder truths than this. But the thought of not seeing Henry ever again, no matter where they leave her, is unfathomable. If she were given those choices, she would rather stay in Storybrooke than him seeing her behind bars in the tiny cell that once held her master.

The further she walked, the farther away she felt from everything around her. Streetlights flickering and parked cars were all but blurry figures to her; all except for one. Her feet came to an abrupt halt as she took in the sight before her. Had she been walking that long? Did he see her as he drove up to his apartment? She shudders at the thought. Her sights focus on him, watching him as he sat on the steps leading up to his apartment, dressed as he was before at the docks, lighting a cigarette.

She knew that this was her last chance. She had to reason with him. She had to make him listen, one last time. If not for what they had, for Henry. Chucking her hands into the pockets of her coat, away from the cold and away from revealing at how vigorously they shook in nervousness, she took quick strides towards him. Her heels clicking against the pavement was enough to notice her oncoming presence and by the look on his face, he wasn't prepared to face her.

"David," she breathes his name into the cold air, forming a light mist. He stumbles to his feet and stubs out his cigarette with the heel of his boot. "Regina, what are you doing here? It's late," his voice couldn't help but sound concerned and her heart constricted almost immediately at the sound of it. She could feel hot tears building up once again. She shakes her head in a way that seems as though she was dismissing him rather than her willing those tears away. "I was just taking a walk. It felt like a good night for a walk. Didn't realize I had gotten this far."

"Oh," lending her a smile, seeing as he had nothing else to say. That smile. It reminded her of the day they first felt anything for each other. A late evening at the diner. She still can't believe that he was the first to make a move. Putting her hand over his was only meant to linger long enough to assure him of her friendship, but he had other ideas. With that smile, he turned his hand over and laced her fingers with his. So much has happened since then. He catches her frowning as she looked into the distance. "Regina, what's wrong?"

Her eyes looked into his once more. The blue not as bright as before. His eyes were weary from the many challenges that fell onto his shoulders now that he is their Prince again; some of which she was to be blamed for. He called her out on it once or twice but nothing that hurt her greatly. This however did hurt and it was time for her to call him out. "I heard you and Mary Margaret out at the docks. I heard what you have planned for me." Her voice lacked the strength she wished it to have.

Amidst the cold, his ears tinged red as the blood rushed to them. He wasn't sure if it was because of embarrassment or anger as the words he spoke to Mary Margaret ran through his mind. Without a second thought, an exclamation escapes from his mouth, "You were at the docks?!" His anger rolled off him and igniting hers. "Of course I was, or did you not hear what I just said?" Her tone resembling the Mayor she once was. "Regina, that was a private conversation between Mary Margaret and I… You had no right to listen to that!" unconsciously stepping an inch closer to her as he bellowed.

"And what if I hadn't? Would you have locked me away anyway? Don't I have a say in this at all? It's my life!" her words seem all too familiar to her. She's been in this situation many times before. Her life dictated by others, without a care of what she wanted. He saw the flash of hurt and anger reflected in her eyes but he didn't let it falter him. It was too late. "We are trying to think of everyone's best interests. And right now, we can't trust you," jutting his chin out hoping that he looked the part of the Prince.

"You trusted me! You trusted me to take care of Henry when Emma and Mary Margaret went through the portal. You had me stay the night…in your apartment! Where the hell did all that trust go?!" crying out in desperation. Her anger quickly replaced by fear that her efforts were for nothing. Out of habit, he brushed his fingers roughly through his hair. "That was different! THIS is different! Regina, I can't do this anymore!" gesturing with his hands wildly in front of her.

Without saying a word, she took his hands in hers. His posture immediately slackened and his face softened at her touch. He didn't want to admit it but he missed her soft hands and the way her thumbs brush over his knuckles. He couldn't look into her eyes anymore so he lets his gaze fall on their clasped hands. She pleaded to him softly," I may have not been the mother Henry always wanted but I am Henry's mother. David, please… He is all I have left."

His emotions get the best of him as he hears her voice and judging by it, he's certain she too is in tears. As his tears fell, he felt small hands hold either side of his face while thumbs brushed away his tears. His hands lay on top of hers, feeling her trembling touch. No, he thought to himself. He made a choice. He chose to be with his family. With a long inhale, he pulled her hands away from his face. "No Regina, I can't. I have to protect my family. And I can't have you anywhere near them. I'll bring Henry over to your house so that you can say your goodbyes." Stepping away from her and up the steps to where his family was sleeping, he takes one last look at her," I'm sorry Regina. I just can't."

She was too shocked to move. Her hands still in mid-air, where his face had been. "No! David…" she calls out, his name tasting bittersweet in her mouth. A hand outstretched itself towards the door, only to clench into a fist and recoil by her side. Her body convulsed in silent sobs, even though the need to be silent wasn't necessary. For all of Storybrooke was fast asleep, dreaming of happy endings in their slumber whilst she was out in the cold, her dream of a happy ending being far beyond her reach.