Regina stood up and stepped back from Henry. Emma and the Charmings went to him and hugged him tight. Maleficent followed Regina with her eyes. She's just looking at them coldly. She is not happy nor sad. She doesn't look scared either. She's just there.

"You brought him back", Emma said to Regina with a smile but she didn't smile back which caught her attention.

She pulled away from Henry and looked at Regina more carefully. She noticed the shift too.

"Regina, are you okay?" she asked.

"Why wouldn't I be?" she asked her back.

Her tone is deep and cold. It alarmed everyone. Henry got back on his feet.

"I know you're there. You can come out now", Regina said and Facilier revealed himself hiding behind a pillar.

Emma saw him and she immediately gets it.

"You…you tried to kill my son!" she exclaimed.

Facilier smiled.

"I did kill your son. He died. Regina just brought him back", he corrected her which irritates her more.

The men in her family stepped forward to form defense. Facilier went beside Regina.

"Look at them. I was right, wasn't I? They've always been a family. You're always been on the outside", he said to her.

"Don't listen to her, Regina. That is not true", Zelena said.

Regina looked at her coldly.

"You have your daughter", she muttered which halted Zelena. "You have everything you ever wanted and I don't think I can say the same", she added.

Henry looked at Facilier who is very satisfied with the result of his manipulations.

"What did you do to my mother?" he asked.

"I didn't do anything. I just killed you. She chose to give you all the light she had inside. Now, she doesn't have any", he answered.

Maleficent's fear came true. She can actually feel the darkness radiating from Regina.

"Regina, listen to us. We are your family. We always have been. Think of everything we went through together", Snow tried to get through to her but she's done listening.

She turned her back on them and opened her arms. Dark magic came out of her and slowly surrounded the entire town.

"What is she doing?" Hook asked everyone but none answered.

Facilier watched in awe. He looked so proud that she's once again what he wanted.

"Evil isn't born. It is made", Zelena suddenly said and it caught Regina's attention but she didn't turn around. "Isn't that what you told me? You are not born like this. Your life has been screwed up a lot of times but it never defined you. You never let it define you. You defeated me with light magic when you have used dark magic all your life. You've always choose your own path. Are you going to let him choose where you're heading next this time?" she asked.

Regina turned around and looked at her sister. Maleficent walked towards her. Facilier tried to stop her but she got to him first. He got frozen to the same spot he's standing on.

"You created this place from pain, suffering, tears, and misery. It cost you too much and now you wanted to just destroy everything even the ones that mattered to you most? I know you can't feel any of it now because you became numb. You don't see any other way than to destroy things but I am sure you remember love. You remember how it felt like for you. Remember Daniel?" Maleficent asked.

Daniel's name struck a chord in Regina's heart.

"That was the first time you felt so happy. He was your peace within all the chaos of your life. He's all you had back then. He taught you how to love. Do you remember your thief, Robin? He accepted who you are, didn't ask you to change. He stuck by you through thick and thin and then ended up giving up his life for you. Those…those are true love, Regina…not this…not what you have with him. This is toxic love. It's not healthy. No person should force the one they love to be evil", she added.

Every word she spoke gets her closer to getting through Regina. She should know her better. She knows Regina's heart. It may be capable of doing great evil things but it's all out of love. The revenge road she took was because of love. Everything she did was because of it.

"Don't listen to her, Regina. It is not true. I always wanted what's best for you. Now you're free. No more pain and suffering just like what you wanted", Facilier said to her trying to convince her otherwise.

"Yeah…by not feeling anything at all", Emma muttered.

Facilier looked at Emma who is looking right back at him.

The sky of the New United Realms has been covered with dark clouds. Wind is blowing rather harshly. They can all hear the lightning and thunder up in there.

"Once upon a time, there was a Queen and she cast a glorious cursethat gave her everything she wanted. Or so she thought. She despaired when she learned that revenge was not enough. She was lonely. And so she searched the land for a little boy to be her prince. And then, she found him. And though they lived happily, it was not ever after. There was still an evil out there lurking...The Queen was worried for her prince's safety. While she knew she could vanquish any threat to the boy, she also knew she couldn't raise him worrying. No, she needed to put her own troubles aside and put her child first. And so, the Queen procured an ancient potion of forgetting. Oh, it's all right. If the Queen drinks the potion, she won't forget her child. She'll only forget her worries. Her troubles. Her fears. And with those gone, she and her prince can indeed finally live happily ever after", Henry retold the story Regina told him when he was a baby.

Regina looked at him and started remembering all those times with him. Tears are building up in her eyes as the memories flooded her like a wild river. The numbness is gone. She can feel again. Pain, sadness, grief, and joy. She can feel joy. Regina smiled and it made Henry smile.

"No!" Facilier yelled and tried to attack Henry but Regina stopped him.

Facilier couldn't move because Regina's magic is holding him.

"I am giving you wanted", he said to her.

"I know…but the thing is, you made that promise to the person I was and not to the person I am. I tried to tell you but you didn't listen. You were so caught up with the past that you couldn't see what's right in front of you. I can't do that anymore. I can't stay in the past and drown in darkness. That is not me", she said.

"Forgive me. I only did what I thought was best. I love you, my queen", Facilier muttered.

Regina walked closer to him and gently touched his face without letting go of her hold to him. The tears finally fell from her eyes.

"I know that too. Thank you for seeing something worth loving in me when you met me at my absolute worst. No one was able to do that, not even myself. I love you, Facilier, and you will always have a place in my heart", Regina said.

Facilier smiled at her. The kind of smile that is warm and sincere not the usual smiles he gives to everyone, the wicked smile. Then, Regina ripped his heart out and crushed it with her bare hand. Everyone watched in shock. They never thought she will do that to him considering how she feels for him but then they understood. It is for the best.

His body fell on the ground. The weather became worse. A tornado is forming from the sea which will destroy everything and everyone.

"Sis, I am glad to have you back but there's a job needed to be done. That tornado is coming here any moment", Zelena said to her.

Regina didn't respond. She looked at the mess she started and then looked down at the ground.

"Regina? You're the only one who can stop this", Snow said.

She looked at them and shook her head.

"I can't", she replied.

"What do you mean you can't? You formed that thing", David asked which came rather harsh that made Regina felt guilty.

"I know that and I'm sorry but I can't make it stop. It's tied up to my magic. The stronger my magic, the stronger the storm is", Regina answered.

Emma's brain started running like a bullet train.

"What about the bracelet from Gold? That can prevent your magic", she asked.

Regina only smiled.

"I'm afraid that won't work, Miss Swan", she answered.

Then, Regina gasped as more of her magic came out of her involuntarily. She is struggling to get control of herself but it's too late. There is nothing holding her back anymore.

"There has to be another way. It can't be just like this", Snow muttered desperate in trying to find a solution.

Regina looked at Maleficent who is staring back at her.

"It's time for you to fulfill your promise to Rumple", she said and everyone looked at them.

"What is that?" Zelena asked.

"I promised him I will take care of you", Maleficent said to Regina.

She smiled as tears continue to fall from her eyes. The storm gets wilder and started destroying properties and trees in the woods.

"Yes. That's right. That's what you need to do. Let me go", Regina said.

Zelena looked at her sister in panic.

"What are you talking about? You are not going to die, not now, not as long as I am here", she exclaimed.

"It's alright, sis. I've been suffering my whole life. The only thing that got me through it is Henry. Now, I got the job done. I raised him to be the best and kindest person. I brought everyone I separated back together. I helped make happy endings happen. I need my happy ending, Zelena, and that is not in this life", Regina said.

Zelena started crying.

"No…I just found you. We were starting this whole sister thing when that bloody curse happened and made us hate each other for years. We are suppose to continue the plan, our goal to be family. We are suppose to go visit Oz, remember? You've never been there. I'll be the tour guide. We have so much to do. You can't just give up now", Zelena said while sobbing.

David holds on to Snow who is already crying as well.

"I am not giving up. I am accepting my fate. It's not a bad happy ending. Facilier was right. You all have your happy endings with or without me. that is enough for me to know. Everything I hold dear that's not here are on the other side. Let me go. Let me have my happy ending", Regina replied.

"Mom…" Henry muttered.

Regina turned to her son and smiled.

"I am so proud to be your mother", she said.

"…and I am so proud to be your son, both of us. I love you, Mom", Henry replied.

"I love you, Henry", she said.

Regina then turned to Snow, Emma, Hook, and David.

"The kingdoms are yours now. I am sure you will do great job running it", she said to them and they all nodded.

They don't want her to die but they know it's not for nothing. Snow knows she deserves to rest. Regina was right. She's been suffering a long time. Though she had good times, it's only a few and the bad times were too many to bury behind.

"I will miss you, Regina. I never told you this before but you're a good mother not only to Henry but also to me", she said and it made Regina cry more. They did come a long way.

"Thank you and Emma, look after Henry", Regina said.

Emma nodded.

"I will. I promise", she agreed.

The tornado is already at the shore making its way to the town.

"Say hi to Mother for me", Zelena said forcing a smile despite the pain of letting her sister go.

"I will. Make sure to take Henry to that outing. I love you, Zelena", Regina said.

"I love you too, sis", she replied.

Regina now turned to Maleficent who already got tears in her eyes. She's eyeing her it's time.

"This is not how I wanted this to end. Who will I call friend now?" she muttered and almost laugh. Regina did too. "You saved my life and I failed to take care of you", she added.

"No, you didn't. You are saving mine now", Regina replied and signaled her to do it.

Maleficent used her magic to produce a dagger not made of metal but made of dark magic. Then, she stabbed Regina with it and she died.