A/N: Thank you very much for reading and reviewing!

It's amazing to me

I can't seem to say what I'm doing here

My tongue is all twisted around the air

I'm looking for words that were so well-rehearsed

But I can't find them anywhere

With you

There's no easy answer, it's true

You change the equation I add up to

And all of the things that I thought I knew

You turn it around

Amazed – Poe

Disclaimer: No copyright infringement intended. I do not own the character, settings, or lyrics quoted.

Regina carefully and quietly checked on Henry, who was still fast asleep despite the excitement downstairs before slipping on her shoes and winter coat. She came downstairs to find Emma staring blankly ahead with red-rimmed eyes.

"Let's get you home," she said kindly.

Emma nodded and stood. Regina had turned to go but Emma reached out for her hand and when the brunette turned to question her simply said, "Thank you, Regina".

Regina gave a weak smile and led the way to her Mercedes. She opened Emma's door and made sure she was settled before getting in on the driver's side.

"Please remember that we are not in your deathtrap. If you feel the need to vomit, Miss Swan, kindly let me know so that I may pull over."

Emma merely nodded from the passenger seat, her eyes shut tight and her head back, presumably from a combination of exhaustion and nausea. Regina made a point to drive smoothly so as not to upset Emma's stomach any more than it already was.

When they pulled up outside the loft Emma still shared with Snow and Charming due to the lack of vacancies in town, Emma sighed and shook her head. "How on Earth did I make such a mess?"

Regina had no answer to give so she simply gave a weak smile and said, "I'm sure that things will be clearer in the morning."

Emma nodded briefly and unbuckled her seatbelt before turning to Regina and giving a small smile and saying, "Thank you again. Good night, Regina."

Regina watched as she walked into the building and waited until the light in her bedroom flipped on and then off to drive away, muttering, "Good night, Emma."

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Upon returning to the mansion, however, Regina found that she was anything but ready to sleep.

She spent the next few hours locked in her study with a few tumblers of brandy and more than a few tears as she vacillated between believing that the best thing she could do for Henry and Emma both was to get out of the way of their family and believing that Henry and Emma are herfamily and therefore she must fight for them.

Scenario after scenario played out in her head. Scenes of Emma, Henry and herself enjoying a family picnic. Scenes of confessing her love to Emma and them falling into each other's arms. Scenes of riding as a family through the countryside surrounding Storybrooke.

But intermingled were scenes of Emma dancing with her father at a wedding that would make him proud. Scenes of Henry delightedly returning home from school to mother and father. A vision of Emma walking down the aisle beaming at the unworthy, ungrateful...

That scene ended abruptly when Regina's half-full tumbler shattered in the fireplace.

After all she had done - all she had been through - was she to be robbed of her happy ending by the thieving son of Rumplestiltskin?

Regina determined then and there that she could not sit by and watch as this happened. Perhaps Emma returned her feelings, perhaps not. But her mother had raised her to seek victory at all costs - even the cost of her own heart.

Decision made, Regina spent the remainder of the night, until the very earliest of the early birds began to tweet outside rehearsing what she would say.

If she knew Emma at all, she knew that the blonde would not feel comfortable keeping the truth of her engagement from Henry. Not to mention, as Snow was aware, it would be unlikely that the rest of the town would not know by sunrise. The time to strike was now.

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It was testimony to just how intoxicated Emma had been that she did not wake up with Regina appeared suddenly in her room.

Regina spent a long moment staring down at Emma as she slept. She looked so young this way - golden hair fanned out over her pillow and cheeks pink from the heat of the room and the lingering alcohol in her system. She had kicked off one sock and stuck her feet out from under the blanket. It was the position Henry slept in as well and for a moment her lips spread in a broad grin at yet another similarity between them.

As her thoughts returned to her purpose in being there, however, she sighed and moved closer to the bed. Her heart began to hammer against her ribcage as she leaned over and gently pushed Emma's hair back from her face.

"Miss Swan," she whispered conscious of the protective parents downstairs. Emma scrunched her face up but did not wake. Regina stifled a giggle at the movement and tried again, this time leaning right next to Emma's ear and speaking softly, "Emma".

Green eyes blinked sleepily open and Emma yawned as she looked up at her, "Regina?"

Regina smiled at her nervously and said, "Hi", reminiscent of Emma's first greeting a lifetime ago.

Emma looked around groggily and realized she was in her own room before sitting up quickly in alarm, "What's wrong? Is it Henry?"

Regina sat down on the edge of the bed facing her and put a finger to her lips, "Shhh. Henry's fine."

"What are you doing here? How did you even get in?"

"I, uh..." Regina had not exactly prepared for that question. After drinking and being up all night, transporting herself had seemed the most logical means of reaching Emma. Now though, she realized how invasive it was to teleport into Emma's bedroom. She felt her face growing red, "I transported myself."

"Into my bedroom?"

"Yes."

"Why?"

Despite all of her preparation, Regina faltered. She knew exactly the reason she was there, but all of the sudden, the very real possibility of rejection rendered her silent. She stared at Emma with her mouth slightly open until Emma covered her hand resting on the bed with her own and said, "Regina, what is it?"

Regina's eyes remained trained on their joined hands as she sighed, "Please don't marry him."

"What?"

"Neal. Please don't marry Neal."

"I don't...I don't understand."

"Look, I never should have waited so long to say something. That was foolish of me. I realize that now. But you seemed to be happy. And Henry was happy. And I wanted so much to do the right thing and let you both be happy. But when you came to my house tonight and you told me - you didn't seem happy."

"I'm still not..."

"If you're not happy then it's ok to tell you that I'm not happy."

"You're not?"

"Well, I'm not unhappy. I am happy that Henry is safe and healthy. I'm happy that the town seems to be back to normal. I just think that I could be happier. And maybe you could be happier too."

Regina beamed at her as though she had explained everything.

"Um...how exactly could I be happier?"

Regina's face fell, "Oh. Oh, right. No, I suppose you couldn't. Silly of me." She stood and started to turn to leave before Emma caught her wrist and pulled her back down onto the bed.

"Hold on there, lady. I have a feeling that we are not speaking the same language here. Why don't we slow down and you start from the beginning?"

Regina stared at Emma's hand on her wrist for a moment before she looked deep into Emma's eyes. Emma gulped at the intensity she saw and tried to pull her hand back, but Regina caught it between both of her own without moving her eyes from Emma's for a second.

"Please choose me."

Emma stared at her. Regina patiently waited to see if Emma would respond, but Emma simply gaped at her, so she continued.

"I realize the position this puts you in. I know that the timing is terrible - I should have said something sooner. I am truly sorry for that."

Emma had not even blinked.

"As I told you before, I truly want more than anything for both you and Henry to be happy. It's just that I want to be the one who makes you happy."

Emma gulped audibly and her eyes filled.

"When you told me that he proposed, I...I couldn't…I never meant for this to happen. But it has," Regina took a deep breath to gather her courage and looked directly into green eyes swimming with unreadable emotion. "Emma, somehow between battling against you and beside you I've fallen in love with you."

For several long beats, Emma simply stared at her – eyes wide and mouth open. She seemed unable to process everything let alone to speak.

Eventually, though, Emma found her voice and choked out, "Did you just call me Emma?"

"I did," Regina chuckled, at once grateful that the air seemed to have returned to the tiny bedroom and terrified that Emma had not responded to what she said, "And it was most certainly not the first time."

"When you woke me. God, I thought I dreamed that." Emma shifted her position and sat up straighter, desperately trying to understand the barrage of emotions she was feeling.

"No such luck," Regina's voice was huskier as her eyes dropped to Emma's lips. She pulled Emma forward by their joined hands and pressed her lips to Emma's, both of their eyes dropping closed.

The kiss was brief and chaste, but left both women dazed as they separated and stared at one another.

Then Emma tugged her back and kissed her hard, long arms wrapping around her waist and pulling her closer.

Regina was lost in the heady sensation of finally feeling Emma holding her, kissing her, pulling her close. Her body was vibrating and she felt like she could float away.

Just as Regina felt that she would sacrifice anything to feel this sunny and light forever, Emma grasped her shoulders and pushed her away.

Emma would not meet her eyes as she moved backward on the bed and said hoarsely, "I think you should go now."

Regina stared at her for a moment before standing and straightening the robe she had not bothered to change out of before coming. "Emma, I'm..."

"Just go."

Not trusting herself to say another word, Regina waved a hand and disappeared in a cloud of purple smoke. Back in the comfort and safety of her own room, she curled into a ball on her bed and wept.