A/N: Thank you, Gwenhyfer, for reviewing and to everyone who has followed and favorited.

I apologize for the delay in posting; we were having technical difficulties.

Derailed

Chapter 35: Mothers and Daughters

~ Catspook

Breakfast with Maleficent was not as weird as Emma would have expected it to be. The last two nights, Regina had let Emma and Henry spend the night at her place (Emma was grateful - she knew she would have to settle things with her parents soon, but not yet). Last night, Regina had hosted Maleficent as well.

"Good morning," the fallen fairy said serenely. Maleficent was the third fallen fairy Emma had met. Was it a coincidence that she had liked them all?

"'Morning," Emma yawned, pouring a cup of coffee. Emma had been surprised to learn that she and Regina shared a similar taste for strong coffee. Mary Margaret always made it too weak.

"Do you want to get Henry or should I?" Regina asked, burying her eagerness under a dry tone. If nothing else about all this made sense, there was no question that she had loved having Henry here.

Emma glanced at the clock on the stove. "I'll give him another ten minutes." Regina nodded and started pulling out eggs for Henry's breakfast. "Where's Robin?"

"He took Roland to the diner." Regina's crystal ball was sitting on the table in front if Maleficent. It was probably best that Roland wasn't around to overhear.

"Lily and Cruella spent the night at the Sorcerer's mansion," Maleficent informed them.

"Are they planning anything?" Emma asked.

Maleficent shook her head. "Not that I can see. I think she's just… lost."

"What about Cruella?"

"I don't know why she hates the Author so much, but she is trying to convince Lily to help her take her revenge on him."

"As someone who's worked with her, on a scale from one to ten, how dangerous is she?"

"On her own? Not very. I've never actually known her to take a life herself."

"Really?" Regina asked.

Maleficent nodded. "I would not have guessed that," Emma said. "Between her and Ursula, I totally would have pegged Cruella as the dangerous one."

"In spirit? Most definitely. I've never known anyone who enjoys the darkness as much as she does. She has no regrets. I used to envy that about her."

"Used to?"

Maleficent smiled distantly but didn't answer the question. "Cruella's powers were never or par with Ursula's. Or mine."

"How about Lily's?"

"She cannot compare to Lily."

"Explains why she wants her help." Maleficent nodded.

"Could that be it?" Regina asked. "Maybe the Author did something to her powers."

"Possible," Emma said. "We could ask him, but I doubt we'd get anywhere. Unless you want to give it another shot…"

"I'd rather not," she said.

"So, what's the plan? Do we try to talk to Lily, or wait until she makes a move?"

Anyone could tell which option Maleficent wanted to take, but she objectively pointed out, "I don't think Lily is ready to listen."

"You're probably right," Emma agreed. "Waiting it is."

"There's a third option," Regina said.

"Yeah?"

"Mal could talk to Cruella. They go way back."

"Yes," Maleficent said eagerly, "If nothing else, I can learn why she desires his death."

"OK," Emma said, "We should get you set up with a phone first; we can do that after I get Henry off to school."

"I can do it," Regina said. "You should talk to your parents."

"I already told them about Gold's spell," Emma objected.

"They need to be involved in this," Regina said. "If you leave them out, sooner or later one of them is going to do something stupid trying to make it right; you know that."

Damn. She was right. How many times had they learned that they all needed to be on the same page?

How many times have we learned that you can't keep secrets? Why does everyone else have to own up but them?

She didn't know if it was the hypocrisy that bothered her the most or the betrayal. Who was she kidding? It was the betrayal. Her parents had been good people. Heroes. The kind of people she had always wanted her parents to be - to be herself. And it had been a lie, all of it. When push came to shove, they were just as selfish as Regina or Gold or any of the other "villains" in the story. Villains. She was getting sick of that word.

Maleficent used Regina's crystal ball to check in on Cruella and Lily again (both still sleeping), and Emma woke Henry. Regina served him eggs while Emma grabbed some toast for herself. Regina ushered Henry and Maleficent into her Mercedes. "Do you need a ride?" she asked Emma.

"Nah. I might as well do a foot patrol on my way over there." Regina tilted her lip skeptically. "I'll see you after school, kid, OK?" she asked Henry.

"OK. Have a good day, Mom."

"You too."

With one more knowing look, Regina got into her car and drove off. Emma hunched her shoulders and headed towards town.

Her parents were at the diner. Emma walked up to the counter and ordered a coffee just to buy more time. Mary Margaret watched her hopefully, sitting up straighter and smiling nervously once she finally worked up the nerve to walk over to them. "Hello, Emma."

"Hey. No Graham today?"

"He's with Johanna. She told up to go out for a meal by ourselves. It's hard; I keep wanting to call them."

"Yeah, I've been there. So, I just wanted to let you know what's up. Lily crashed in the Sorcerer's Mansion with Cruella last night-"

"Cruella? They've teamed up?" David asked.

"Yeah," Emma said, annoyed at being interrupted. "Cruella's trying to get Lily to go after the Author, and we still don't know why."

"Does she know you moved him to the hospital?"

"No. Maleficent's going to go talk to Cruella, pretend to be interested in helping her. If nothing else, she thinks she can get Cruella to tell her what her beef is."

"Good," David said. "That's good."

"Yeah. So, that's it… I'll let you know what she finds out."

"Emma…" Mary Margaret said.

"What?" Emma snapped.

She looked at David, crushed her napkin between her fingers. "How… how are you?"

"Better than Lily," she said, her voice hard. "And better than Maleficent, who is actually a decent person when you get to know her."

Mary Margaret looked down at the table. "Good," David said. "I mean…"

"I know what you meant," Emma said. "And we're lucky - really lucky - that Maleficent is on our side with this; she knows what could happen to Lily if she gets out of control, and she's more worried about that than getting revenge."

"Have you talked to Archie?" he asked.

"You think I need therapy?"

"Lily might," David said. "If Maleficent can't get through to her… he was able to help with Ursula and Poseidon."

"That's… a decent suggestion. I'll tell Maleficent when she gets back."

"Good. Just… take care of yourself, OK?"

"…You too."

The Author smiled enigmatically as Zelena was led into the exercise area. She smiled back, tilting her head coyly. "I don't believe we have met," she said, extending her hand.

He looked with interest at the shackle on her wrist, then took her hand, shaking it once. "I'm Isaac."

"Zelena. May I ask how you ended up here?"

"The Sheriff said something about protective custody. I've got to say, I don't think much of her accommodations."

"Protective custody? From whom?"

"Someone who doesn't appreciate good literature."

"How awful." Zelena sat next to him, touching his knee deliberately. "I don't suppose you'd like to write something for me?"

He crossed his arms and leaned towards her. "If you could get me out of here? Absolutely. Problem is, I'm not sure you can."

"That is the difficult part, isn't?" Malcolm wasn't even pretending not to eavesdrop. He cocked his eyebrow at her obnoxiously, and she tossed her hair, returning all her focus to the Author. Malcolm had proven to be useless, but with the Quill, she didn't need him anyway.

"If you have any ideas, I'm all ears," Isaac said.

"So is my sister," Zelena said, glancing at the walls meaningfully.

He grinned, delighted. "Really? And here I thought I'd been left here to be forgotten about."

"They don't do that here, laddie," Malcolm interrupted. "These heroes are soft. Even the Queen."

"Oh, she's not soft," he said, annoyingly fond, "You're still here, aren't you?"

Zelena frowned. "Got a liking for the Queen, do you?" Malcolm asked.

Isaac looked Zelena up and down, still smiling that smug little smile. "I don't think she appreciates the story I wanted to write for her," he said.

"Then don't," Zelena said. "She never could appreciate what she was given. She left you here to rot."

He looked around at the gray walls. "So she did."

Zelena smiled and caressed his arm. "It's terribly tedious. I hope they've given you something to write with to pass the time." He did not miss her meaning.

"I could use a pen," he said, smiling blandly.

"I might have one you can use."

"That would be nice," he said, but without recognition. He did not know the Quill had been left in her cell, and that meant that he intended to deceive her. He thought his Quill had been destroyed but was willing to let her think otherwise until she helped him escape. Zelena would have been annoyed if her happy ending were not so close.

She leaned closer. "And then maybe whatever story you intended for my sister you could write for me? I promise I would appreciate it."

His smile never wavered. "I'm sure you would."

Apparently, Cruella did not believe in getting up before noon.

Not about to wait around on yet another scumbag who wanted to use her, Lily decided to grab some breakfast - brunch, whatever - but on her way out the door, she ran into her mother. "What are you doing here?" she snapped.

"I came to talk to Cruella. And you, if you are willing."

"What do you want Cruella for? Gonna give her the same speech you gave me? Good luck with that."

Her mouth quirked. "Oh, I know. I came… to offer my assistance."

"With what?"

"The Author."

"She wants to kill him."

"I know."

"You do?"

"Regina told me."

"And you want to help? You won't go after Snow White and Prince Charming, but you'll go after the guy that gave them what they wanted?"

"All I want is a future with you. Rumplestiltskin has placed a spell on you that prevents you from harming Snow White and Prince Charming-"

"What?!" A nearby transformer sparked, and Maleficent stared at her, open mouthed. "What?" Lily barked. "Didn't know I could do that? I'm the Savior's dark half, remember? I fuck shit up."

"I never felt your power before," she said. "It's beautiful."

Lily took a step back. "Stop that."

"Stop what?"

"Stop calling me beautiful. Whatever Leave it to Beaver relationship you want is not going to happen. I'm here for revenge, that's all."

She smiled sadly. And that was the worst part. She was just so damn… sincere. "I understand. And if I thought it would truly help you, I would jump at the chance-"

"Then why go after the Author? What's the difference?"

"The Author is dangerous. And he may know how… Regina said that you were looking for a way to return the Savior's darkness to her."

"It's too late for that; Rumplestiltskin broke the Quill."

"There might be another way. He might know where we could find the Sorcerer or the Apprentice."

"It will be hard for him to tell you that when he's dead… oh." For the first time, Lily smiled. "You're here to play Cruella."

She smiled back, more wicked now. "I'd like to know why she desires his death. Did she tell you?"

"Nope. She's shady as shit, and she knew I knew it. But I thought you were supposed to be friends, or something."

"We were allies, but she betrayed me when she betrayed you."

"What do you mean?"

"When the three of you arrived in this world, she told Ursula she would take you somewhere safe. She lied."

"She… left me to die?"

"Yes."

"Well." Lily wasn't surprised. "She wouldn't be the first, would she? I'm going to get something to eat. Do what you want to her; I don't care."

"I do love you," Maleficent blurted out. Lily stared. "I want you to know that."

Lily turned around and walked away.

The Apprentice found Lily on a bench in the park. She sat alone, staring out at the ocean.

His Master had been very clear.

He didn't want to do this.

But he would.

"Hello, Lilith."

She turned. "It's you."

"May I have a seat?"

She shrugged. "Free country."

He sat. "You have many questions."

"Sure. Like where the hell have you been? This was your spell; you could have undone it if you wanted."

He lied. "I could not; the Author prevented me."

"He can't be preventing you now; his Quill is toast."

"I'm afraid what he has already written stands. As he wrote that Cruella can never take a life-"

"Wait, is that why she wants me to kill him?"

"It is."

She rubbed her forehead. "OK, fine. So I'm just screwed, then. No one can help me."

"Your mother can help you."

She looked at him sharply. "How?"

"She can love you."

"Are you kidding?"

"I am not. Love is the most powerful magic in any realm. With it, you can learn to live with the darkness. As the Dark One has." And that story defied all the Apprentice had known and all that his Master had predicted. And now made these further steps necessary. It seemed gravely unjust, but there were many more souls at stake here than just Rumplestiltskin's.

"So True Love's Kiss or whatever can undo this?"

"No. The spell I cast was not a curse. It cannot be undone."

"So you just meant, what? I'm screwed, but it's OK as long as I have my mommy?"

"The darkness in you is harder to fight than the darkness in others, but it can be fought, Lilith. Your mother had known darkness too. She would not turn her back on you."

"Whatever. So, if you can't fix this, why are you here?"

"I need something from you."

"Of course you do. You know, Emma and August told me some interesting stuff about you and the Sorcerer. They think he set all this up, or is working for a god that did. They also think you might be reconsidering taking orders from that guy."

"Did they now?"

"Yeah."

"My Master serves the greater good," he told her.

"I've heard that before. And let me guess, you were just following orders?"

"I serve the greater good as well."

She shifted away from him, her posture the posture of a wary animal. "And what greater good would that be?"

"Unfortunately, I cannot share that with you. Or allow you to remember this conversation."

"What? What are you-" He grabbed her wrist, slicing her forearm with a sharp blade. "Ow! What the hell?!" Her magic rushed forth to protect her as he knew it would, and he cast a spell to keep her immobile and her magic in check just long enough to allow him to press a vial to the wound, collecting her tainted blood for the Author's ink.

"I am sorry, Lilith. If you allow it, you will find your peace in the end." Unable to speak, she merely stared, nostrils flaring with rage and pain. When the vial was full, he destroyed her memory of the encounter and vanished, releasing the spell that bound her.

From the forest near the hospital, he could feel the explosion of her magic as she transformed into a dragon for the first time. He could just barely hear her enraged roar, and he opened a viewing portal, waiting for her to be seen before following his Master's next command.