A crash of thunder startled Regina awake, falling to the floor while half her face scraped against the wall.

She caught herself with her hands against the cheap carpet, blinking into the darkness as her eyes cleared.

When finally realized where she was, she glanced around and found that Locksley was sitting a few feet from her against her desk.

He was looking over at her, obviously having seen her very undignified actions a moment ago.

She felt her cheeks heating, but he said nothing, simply glancing toward her office door.

Licking her lips, she slid her watch face up and pressed the light. 4:00AM.

With an irritated sigh, she pulled her phone out of her pocket and checked the display. It showed two bars...that was a change from earlier when there had been none, and, alarmingly, even an attempt to dial 911 did not go through.

Quickly dialing the emergency number, Regina pressed the phone against her ear. The operator answered after two rings, and asked what her emergency was.

"Yes, this Regina Mills. I'm the warden of Coastal Correctional Facility. I need to be connected with the state police right away about a riot at my facility," she instructed.

"Yes Ma'am, I'll connect you right away."

She thanked the operator and waited on a hold for a few moments until someone who identified themselves as Maine State Police answered the phone.

"This is Warden Mills of Maine Coastal Correctional Facility," she repeated, "A riot began at my facility nearly 12 hours ago. All power, land line phones, and short range communications are down. I have no communication with my correctional officers. Security state of the facility is unknown. Up until recently even cellular service was down."

"Ah...please hold for a moment," the officer on the other end instructed, and put her on hold without waiting for an answer.

Regina sighed irritably. As she glanced up she noticed Locksley watching her with interest, but she ignored him for the moment.

"Hello?" a new voice came on the line, "Am I speaking with Warden Mills?"

"Yes, you are," she answered, "Who am I speaking with?"

"This is Lieutenant Lot with the Maine State Police SWAT Team," he answered.

Breathing a sigh of relief, Regina began quickly filling him in on the situation. He listened quietly to her quick update before answering, "Yes, Ma'am. Thank you for the information. Are you in a safe location at the moment?"

Glancing over at Locksley, she answered quietly, "For now, yes...I'm in my office."

"Very good," Lot answered curtly, "Listen to me. You are to remain in your current location until further notice. Keep the door closed, the lights off, and do not let anyone in."

"Are any efforts being made to get the situation under control?" she asked.

"We will be in touch at an appropriate time," was his only response, the line going dead with a click.

Fighting the urge to yell in frustration, Regina glared at her phone.

"I didn't know you'd tried your cellphone before," Locksley said quietly.

She glared, "I'm not an idiot!'

He shrugged and answered, "I didn't think about it either."

Sighing tiredly, she shifted to cross her legs in front of her, "Service must have come back on some time late last night. I have no idea why it was down to begin with."

"Storm?" he suggested.

Regina shrugged, "That's as good an explanation as any."

He didn't answer, and instead turned away from her to stare at the door.

"Are you expecting someone to come through it?" she asked sarcastically

"Eventually, maybe," he answered, slight irritation creeping into his voice, "Who it'll be, though, is the bigger question."

She glanced over at him and bit her lip in contemplation before deciding that there was really no harm in sharing what little information she had.

"I spoke briefly with an officer from the State Police's SWAT Team. He wasn't much help. He just said to stay where I was and wait," Regina informed him, "He wouldn't tell me anything about what information they have or what actions they're taking...or are planning to take."

Robin looked over his shoulder back at her and asked, "What does that mean?"

She shook her head, "I honestly don't know. The only thing I can say for sure is that they're playing their cards really close to the chest."

There was little to say to that, so he opted not to.

Through the silence, Regina studied him before finally asking, "Locksley, why did you come here?"

He looked back at her in confusion and asked, "Excuse me?"

"The office," she clarified, "Why did you come here when the riot started? I assume you were at third meal?"

"Just left," he corrected, "Will and I were in our cell when it happened."

She sat silently, waiting for him to go on.

"We made our way up here because we wanted to see if the COs actually had the situation under control."

Regina felt her lips open, "Is Scarlett-"

"I don't know," he anticipated her question, "We split up just before the staff area. Hopefully he made it somewhere safe."

She bit her lip. Will Scarlett was a problem child, which had landed him in prison in the first place, but he'd been an easy prisoner to deal with. Never made trouble. Of course, she had no way of knowing whether or not he might have been involved in this, but, from what she'd seen of him, it seemed unlikely. He wasn't exactly a criminal master-mind.

If, as Locksley clearly thought, he was not involved in the riot it meant he wouldn't be causing any danger, but also that he wouldn't have any protection from it.

"I'm sure he did," she lied. Judging by his non-reaction, he knew it, too.

Sighing, she thought for a moment before saying quietly, "Shift change."

"Pardon?" Robin asked.

Her attention drawn by his voice, Regina shifted in her seat, "The riot started at shift change. It must have been on purpose. That's the only reason I can think of why we were so ineffective in stopping it."

Staring into the distance, she concluded, "This was planned...organized...and I missed it."

Studying her face Robin said, "This isn't your fault."

"Isn't it?" she snarked, "This facility is my responsibility. I'm supposed to oversee it. Know all that goes on-"

Her self-recriminating rant was cut off by the sound of a crash in the distance. Both warden and inmate sprung to their feet.

Through the window the sound of several sets of heavy footsteps reached their ears.

Regina took a deep breath as the steps came closer to the office.

"Get behind me," Robin instructed, placing himself between her and the door.

She glanced at his back in surprise before recovering herself and ordering, "Give me the taser."

He didn't move, staring intently at the door.

"Locksley, give me the taser!" she repeated firmly.

Slowly, he reached into his pocket to pull out the taser, and pass it to her. She grabbed it from his hand, and hid it behind her back just as the door burst open and three inmates stepped in.

Regina recognized them immediately. Not all of them by name, but for the fact that they were members of an Aryan gang with presence inside the prison.

Upon seeing them one stepped forward. He was one of the gang higher ups, as indicated by the shamrock tattoo prominent on the back of his hand. 6 foot 4 and heavily muscled. Regina gripped the taser more tightly at seeing him standing before her without shackles.

Looking at her, he chuckled, "Well, would you look at this."

His two companions laughed as they stepped further into the room.

"Warden," he said mockingly, "I think maybe this would be a good time for you and I to discuss some...old business, we had."

The two Aryans laughed again, obviously agreeing eagerly with the suggestion.

"That's not going to happen, boys," Locksley stated matter-of-factly.

Looking at him dangerously, the lead Aryan said to him, "You better stay out of this, limey, or you'll regret it."

"Afraid it's too late for that," was Robin's only answer.

"Suit yourself," he shrugged as one of his crew moved forward and took a swing at Locksley. To his credit, he initially ducked away from it and even managed to get a blow into the other inmate's kidney.

She heard a struggle going on including the sounds of several punches landing, and, she as fairly certain, pained groans from Locksley. She did not see for certain, however, because her attention was drawn to the large lead gang-member stepping toward her.

Stepping behind her desk, she waited until he was close enough that she could smell him, but, before he could touch her, she flipped the guard off the end of the taser, swung it toward him and pressed down the trigger.

His body jerked with each buzz of electricity before crumpling to the floor. Seeing what had happened, one of the other Aryans lunged toward her. She tried to hit him with the taser as well, but he grabbed her hand and twisted it painfully backward, forcing her to drop the taser. It clattered against her desk, as the gang-member's weight pushed her back against it.

Easing one leg in between his, she brought her knee up hard into his groin. He stumbled backward with a cry of pain, freeing her.

Pushing off the desk, she wove toward the door, only to be hit with a wave of pain jolting through her body.

She fell hard on the floor, face down when it stopped. Gulping air she struggled to breathe, and remain cognizant of her surroundings.

"Big mistake, bitch," an angry voice muttered, shoving the taser into her back again. The pain was so sudden and strong she couldn't help but scream out against it.

It stopped abruptly.

Through watery eyes, she saw a blurry vision of Locksley hauling one of the men away from her, and tossing him across the room into her file cabinet. Within seconds the two others set upon him, knocking him to the ground.

Her vision faded out for a second, but when it came back she could see that all three were stomping and kicking at him on the ground.

It was the last thing she saw before a sudden bright light and deafening bang overwhelmed all of her senses.

* 0 * 0 * 0 * 0 * 0 * 0 *

She came to abruptly as her arms were wrenched behind her back, hard metal cuffs snapping onto her wrists.

For a panicked moment she began struggling, but found she was pinned down with a knee on her lower back.

"Stay still!" a voice barked through what felt like cotton in her ears.

Knowing she had no other choice, Regina stopped moving. When the pressure finally eased on her lower back, she turned her head to look around.

Three men in full SWAT gear and automatic weapons were standing in her office. Two hovering over where they had Locksley and the three Aryans cuffed face-down on the ground, and one near the door.

Abruptly, a fourth whom she had not noticed before, hauled her up off the floor, and out through the office area.

Regaining herself, she asked, "What's happening?"

He didn't answer, continuing to urge her along out through the entrance area, which was crawling with police officers and SWAT.

"What's going on?" she repeated, "Is the prison secure?"

Again, no answer.

"Look, I'm the warden of this prison!" she said angrily, jerking away from his grip.

"I don't care if you're the Queen of England!" the officer shot back, grabbing her arm and shoving her out the front door, "Move!"

Outside the prison, the sky was overcast with just enough light to see filtering through the clouds. The outdoor parking area was even more chaotic that inside. Several shackled inmates were being lead onto Maine Department of Corrections Buses. There was also more than one ambulance with lights flashing.

Regina saw EMTs loading Tamara Rice, one of her COs, into the back of one.

Another gurney whizzed by from behind her. She blinked as she made out who was on it. It was Nurse Belle French, though she was not immediately recognizable. The left side of her face was swollen and covered in blood.

Her eyes widened in horror at the sight, but the SWAT member pulled her in the opposite direction and shoved her up into the a bus parked away from the others.

She struggled briefly up the steps with her hands cuffed behind her. Looking around, she realized that the bus was filled with corrections officers. Some of which showing signs of minor injuries, other simply sitting with tired and depressed expressions.

"Sit!" the office her ordered, nudging harshly toward one of the benches.

The fake leather seat moaned as she sank into it. Letting out a sigh, Regina resigned herself to the fact that, even though the cavalry had arrived and re-gained control of the prison, she still was not in control.

TBC...

This chapter was a little slow, but in the next one we will find out what happened with the riot, and there will be a kiss. ;-)