The old woman walked up to the castle gates, shivering form the cold. Grasped in her hand was a rose, not even in full bloom. The old woman reached out with her wrinkled hand and gently pushed the gates open. She walked into the courtyard, shutting the gates behind her, and walked up to the large castle doors. She knocked on them as loud and as strong as she could with her feeble fist.

A young butler opened the door and immediately his eyes fell on the beggar woman. "Please, sir," The woman said her voice raspy and deep. "I wish t'see the Prince. I 'ave nowhere else t'go," She pleaded.

The butler bowed slightly after the woman finished. "Wait here a moment," He told her as he scurried off.

She stood and waited patiently. Out of nowhere, the Prince's voice roared from the other room. "Who dares to disturb me this night?!" He yelled. The stomping of his feet followed shortly after. The Prince approached the door. A young and handsome man, dressed in his fine dinner clothes, he stood glaring at the woman. "What do you want?" He asked curtly.

"Please, Your Majesty," The woman said to the Prince. "The night is very cold and need a place t'stay. I 'ave no 'ome nor do I 'ave any family," She held the rose out to him. "I 'ave nothin' but this rose. I will give it t'you in return for a warm bed t'sleep in for the night."

The Prince looked at the rose, then looked at the beggar woman and sneered. "Away from me, hag!" He shouted at her. "You disrupt my evening meal, ask me for a bed to sleep in and all you have to offer me is a rose?! I don't want to see your hideous face around here anymore!" He mocked her. He pointed his finger at the gates. "Take your rose and leave my sight!" He ordered the old woman.

She hadn't reacted to his shouting or insults at all. She just stood there and stared at him. When he had finished, they stood in silence for the moment. "Is this your answer t'a call for 'elp?" She asked him. She held the rose out to him again. "Don't be deceived by appearances. True beauty is found within," She told the Prince.

"I'll give you one last chance, old woman," He said coldly. "Get out of my sight!" he turned and walked away.

"Very well," The old woman said in reply. The Prince froze and looked at her for the sound of her voice had changed. It no longer sounder deep and raspy. It sounded like that of an angel singing. His eyes widened and his jaw dropped at what he saw.

The ugliness of the old woman had been replaced by beauty. Her grey eyes were now the color of the sky on a sunny spring day. Her short silver hair grew and became like golden honey. Her lips were apple red and her skin was like that of a porcelain doll. Rayna stood there, her green dress flowing in the wind. The rose had started to bloom and it glowed and shimmered in her hands.

When the Prince saw her, he was in awe. "The Enchantress," He mumbled under his breath. He lowered his head. "I've only heard tales of your beauty," He told her, hoping to charm her. "But now, as you stand before me—"

"You have a cold heart, young Prince," Rayna interrupted, unswayed by his charm. "I came to you in the form of a desperate beggar and you turned me away and insulted me because of my appearance and my gift to you. This cruelty cannot go unpunished," She said to him.

The Prince fell to his knees at Rayna's feet. "Please!" He begged. "Please, Enchantress, forgive me! Had I know it was you, I would have let you in! Please, take pity on me!"

"Pity?" Rayna repeated, almost mockingly. "Why should I give you pity when you don't give it to those in need? You care for nothing but yourself. I see no love in your heart," She held her hand over the Prince. Her sky-blue eyes glowed as she cast her spell. "Your punishment is to live as the beast you have become. And a beast you'll remain until you've learned to love another and have earned their love in return. And every servant and every resident of this castle shall be transformed and share in your misery since they have done nothing to stop you."

The Prince yelled in pain as he transformed. His clothes ripped to shreds as his form grew larger. Thick, brown and coarse fur covered his body. Sharp claws replaced his hands and feet. A snout grew on his once handsome face, razor-sharp fangs took the place of his teeth. Large ram-like horns grew out of his head. The Beast looked at Rayna with his piercing blue eyes and roared ferociously at her.

Rayna wasn't frightened by his roar. She didn't move or flinch at all. She held the shimmering rose out to him. "You have until the last petal falls. If it does and you haven't learned to love, the spell will never be broken and you will remain a Beast forever. Protect the rose with your life. For if it is destroyed, all hope will be lost."

The Beast snarled at the rose, but took it from her anyway. "Leave me!" He shouted at Rayna, his voice now deep. The inhabitants of the castle were scattered in the background, staring in horror at what their master, and themselves, had become.

Rayna stared at the Beast, then turned and walked to the middle of the courtyard. "Your time begins now, Beast," She said to him. With a snap of her fingers, she disappeared from the courtyard.


Rayna walked through the forest to her small cottage, hidden deep in the trees so no one would find her. Being the Enchantress, many people would look for her with a desire to use her magic for their own reasons. Rayna despised that, looking at her powers as something to be used on those who deserve or truly need them. So she hid herself from them.

As she approached her cottage, she saw a light coming from inside and smoke coming from the chimney. Odd, she thought to herself. I put the fire out before I left. She pulled a dagger out of her boot and went up to the door. Opening it quickly, she burst inside with her dagger ready to defend herself. But it was empty. Confused, she lowered her dagger and stepped further inside. Perhaps I did forget to put it out.

"Quite a display of magic, Dearie," A voice came from behind her. She spun around and swung the dagger in order to hit the intruder. Only to have her wrist caught and held tightly. Her eyes fell upon Rumplestiltskin, who grinned darkly at her. "And quite a display of spirit."

"Let me go," She said abruptly, trying to pull her wrist away from his iron grip. "Let me go and get out. I have no business with you."

Rumplestiltskin merely laughed and twisted her wrist, pulling her face-to-face with him. "Everyone has business with me, Dearie."