Dark clouds obscured the moon, and the wind picked up, chilling her to the bone. She needed to find Henry soon. He could be freezing, and maybe even unconscious. No. Don't think like that, Regina thought. She hurried through the forest, searching as best as she could with the rain streaking down hard. A clap of thunder boomed in the sky, and Regina picked up her pace. The trees were all beginning to look the same in the downpour. Frustrated, she ran blindly, and stopped when her feet slapped against stone. She squinted and realized she had wound up on the Toll Bridge. She threw herself against the railing, peering over the side, looking for signs of movement.

"Regina!" the brunette heard her name in the distance, Emma was looking for her. That meant Henry wasn't at his castle. Dammit, Regina thought. She hoped he would make it easy for them and just be in a safe place.

She watched the water running under the bridge and heard a twig snap behind her.

"Henry!" Regina assumed, twirling around, only to find Mr. Gold. He was drenched, just like her. She scoffed, but the worry didn't subside.

"What're you doing here, Rumple?" Regina questioned, acknowledging his true self.

"Just going out for a midnight stroll. I could ask you the same question, Madame Mayor," he mocked.

"I'm looking for my son. You better not have done anything to him, or I swear I will..."

"Shut the hell up, your Highness. Even a monster like me wouldn't do that to a child. And that lad, so very smart. Maybe a little too smart for his own good," he said, twirling his cane in the dirt.

"What's that supposed to mean? Are you threatening my son?" she paused, fury rising in her chest and her eyes ablaze with fire, "What are you really doing here, imp?" she interrogated. He smirked.

"Ah. Now there's a question. This isn't like you, dearie. You were always one to play games before getting to the point."

"My priorities have changed."

"So they have, dearie, so they have. As have mine," Rumpelstiltskin said, "The curse is on the verge of breaking."

"The curse cannot be broken. You're lying."

"Soon, they will remember and they're going to need a steady hand to rule them all. And let's face it, Regina. I'm the one with the real power here. They fear me like the plague. I can make their pathetic lives like a living hell. Your powers are limited, and the only magic you can possibly conjure is useless against me, the Dark One. I'm not a force to be reckoned with. You see my point?" Regina raised an eyebrow.

"No, I don't see your point. Are you really going up against me?"

"Let me put this in a way you just might understand, Your Highness," Rumpelstiltskin began, "For me, a deal can only be made when the other party possesses something I want. You? You have nothing to give that I would want. What I want, I can take so easily. So. Do you know what I do with those who have nothing to trade?" Regina gulped slightly, rejecting the idea of terror.

"I cut off all the loose threads. And you, Regina Mills, are most definitely a loose thread.

It's been a pleasure, but, your services are no long needed, Queenie. We're done here," the man said, backing her up across wet rocks. She looked behind her, it was at least a fifteen foot drop. Onto rocks, no less.

"Regina!" Emma's voice repeated, closer this time.

"You won't succeed, Rumple," Regina said, hiding the fear arising in her chest. This was like her dream. Rumpelstiltskin, the devil who had cut off all the royals. And now he was here to finish her. The dream had been a sign. How stupid she was to overlook it. The imp backed her up even further, outstretching his cane and pushing it against her throat. Regina choked, her heels resting upon nothing but air. She shifted her weight against the cane, only gagging herself further.

"You're a fool, Regina. The child has returned," Rumpelstiltskin sneered. A light-bulb of realization and surprise went off in Regina's mind.

"Do you think I care about the child? So, she's back. So what?"

"You have to understand, Regina. The child, as I told you 28 years ago, will bring your downfall. It is prophesied. And guess who will be there to take your place?"

"Regina!" Emma shouted a third time, even closer. The Dark One jabbed hard.

"You won't win," Regina rasped.

"We'll see about that, dearie," Rumpelstiltskin said, "In the meantime, let's see if the Evil Queen is worthy of Emma Swan's salvation."

"What're you t-talking about?" Regina choked.

"You still don't know who she is? All the better, then. I want you to beg, witch. Beg for your precious life," Rumpelstiltskin barked. Regina showed no emotion.

"I'm not giving you the satisfaction. I'm not afraid to die, Dark One," Regina spat.

"Oh I know, see the thing is... you're not going to die. Not yet. I have foreseen it. You may not cower in the eyes of death. But, your Majesty, you're afraid of being alone. And that's exactly what you're getting," he reasoned, pushing further until she was standing on her tiptoes.

"Regina!" She was so close. Finally, Regina's surface cracked.

"Why..." she croaked, eyes shining. He ignored the question.

"Emma Swan warms your bed at night, but she's so much more than that, isn't she?"

"I don't know what you're talking abo-"

"Tell me. does she make you feel safe, Regina? Does she fill the hole in your heart? Is she the missing piece to your goddamn chipped cup?" the imp practically roared, getting carried away with his emotions.

"So... this is about Belle, isn't it?" the Queen smirked, even in her predicament. Rumpelstiltskin's eyes flashed with anger before cooling, and he returned to his calm self.

"Looks like both of us are chipped cups, aren't we? Creatures like us, we don't get happy endings. I know you took her from me, witch. And for that, I'm doomed to an eternity of regret. What if I hadn't let her go?" the Dark One sighed, surprising Regina with a slight look of defeat, "You know that little empty void inside your heart that Maleficent warned you about? Whatever is supposed to fill it, I hope you found it now. Because I have the honor of taking it away from you."

"You can't take away what's not there."

"Then you have nothing to worry about, am I right? I guess we do share something in common, Regina. Our power means more to us than the ones we love. We will do anything to keep it. Our lust for power is what will destroy us in the end. In fact, it already has."

"I don't... agree," Regina choked, "I... am nothing... like you."

"That's where you're wrong, dearie. You had a choice, a second chance. You were too blinded by your emotions to think. You were foolish enough to enact the curse, just as I was foolish enough to become the Dark One. Just like me, you always were a desperate soul." Rumpelstiltskin smirked, shoving her over the edge.

"Emma!" Regina screamed, arms and legs flailing.

"Regina!" She was too late. Regina watched as a sinister grin spread across the Dark One's face and she stopped panicking. She would never let him win, and with that, she squeezed her eyes shut. And then a burst of pain erupted in the back of her skull and the darkness swallowed her whole.