Disclaimer: Nope.

Thanks as always to my beta contrite shadow. If you haven't read her stuff yet, and you're a Castle fan, what the heck are you doing wasting your time here? Go! Now! Also, I should warn that this is the last of the chapters that have been completely written and reviewed by CS, so there will likely be a gap from here on out in posting. I was a really bad author with my last multi-chap fic and left it unfinished for many months, but now that I have a beta to help with the encouragement and occasional blocks it shouldn't be very long between.

Chapter 8

The next day, an otherwise quiet and lazy afternoon, two cats wandered into a small village. One was a lovely calico, swirls of color contrasted against a dark base coat. The other, slightly larger, was an orange tabby. The two walked proudly, heads and tails held high as felines will do. They wandered about the village as though they belonged there, as though they owned it perhaps. Children would stop and try to pet them; the tabby allowed it occasionally, but the calico was clearly not as sociable a creature. Regardless, they never strayed far from each other. The cats wandered into a store, where they were chased back out by broom. They checked out the tavern, and found a much better reception; and a warm hearth to curl up on for a few minutes. The chatter of the patrons didn't seem to faze them, even as a rowdy drunk tried to pick fights. Indeed, were one inclined to watch the cats closely, their ears could be seen standing at attention even when the cats appeared relaxed. Then again, if one knew cats well this would not seem unusual behavior.

In time, the two rose and strutted out of the tavern and back to the streets of the village. They walked past clothiers, blacksmiths, an apothecary, and establishments. Having had their fill of village life, the calico and the tabby made their way back to where they came from. As they neared the forest, a strange thing happened; the previously confident calico suddenly streaked away from its companion and into the cover of the trees. The tabby, on the other hand, stayed where she was. The calico had run off so quickly that the tabby wasn't even aware of it.

Slowly, an old and wrinkled woman came into view. Seeing the tabby, she bent over as much as she could to greet it. The cat was a bit more friendly with the woman than it had been in the village, almost as though recognizing the old crone. As it wound between her ankles in an accurate imitation of feline greeting, the old woman began speaking. "Oh, my. Aren't you a beauty. And I feel a tremendous power in you. You would be a wonderful familiar for my next protégé, that lovely young blond woman. I just need to finish reeling her in. She doesn't know it yet, kitty, but she will soon be on the way to being a great sorceress. What to do with you in the meantime, though?" Confused, the cat wondered how many young blond women the old crone had met recently, and whether or not to be concerned. Not quite used to traveling in this form, it took some time for the cat to notice the absence of its companion and start searching for her.

Nearby, but not too near, the calico was frantic. She had to find a way to get the attention of her companion, without drawing the old crone's attention. Just at the edge of the tree line lay a small group of flowers, with the usual attendant insects. The calico could only hope that there was enough of a feline instinct in the tabby's form for her plan to work. Seizing the opportunity, the calico launched herself towards the flowers. Sure enough, as the tabby finished its circuit between the old woman's ankles, it spotted numerous butterflies take flight from near the forest. Instinctively, it took off in a blur, headed to where they flew. As the old woman laughed and turned to finish her journey, the tabby passed into the trees. Unseen, the calico lurked and readied itself to strike. When the moment was right, it pounced. The poor tabby never saw her companion coming, before being struck sidelong. She soon found herself lying on the ground, belly up, in the grip of her companion.

Moments later, a very confused Emma found herself back inside their shelter, pillowing a very shaky and frightened Regina. Regina continued to lay, boneless, atop Emma as Snow looked up from where she was shaping arrowheads. It soon became evident that Regina was speaking, though not very coherently. "No. No, it's not possible."

"Regina?" Emma tried.

"It can't be. Please, no. Not her."

"Um, there there? Regina?" Emma tried again, awkwardly patting the other woman's back.

"Not her. It can't be her." Regina was so far inside her own thoughts that Emma's presence, much less their unusual position, didn't even register. Momentarily, with Emma and Snow exchanging bewildered glances, Regina used Emma's shoulders as leverage to push herself up. She started pacing, which was somewhat dizzying in such a small space. "It can't be. It's just not possible. How is this possible?" she continued to rant.

Emma rose and stood in Regina's path, grabbing her by the shoulders and halting her progress. "Re-GI-na!" Finally, the former Evil Queen, Mayor and adoptive mother stopped cold and looked at Emma with abject terror in her eyes.

"Do you know who that was?" she barely croaked out.

"Yeah, that was Millie. You remember, the old woman me and Snow met the other day. I saw her again when I went to the village the first time."

"That was Millie? Oh, this explains it. What did she say to you? Tell me exactly what she said." As Emma recounted, nearly word for word, the woman's comments, Regina paled. When Emma was finished, Regina made her way to the bench and sat down, rather ungracefully for Regina Mills. "Millie. I should have known. But she shouldn't be alive."

"Regina, what are you talking about?" In all her time with Regina, as step-daughter, as foe, and as citizen of Storybrooke, Snow had never seen her this undone. "Why should you have known Millie?"

"Snow," Regina began, "that woman. Millie. Did she seem at all familiar to you?"

"A little, but I've met many of my subjects. Why?"

"Because 'Millie' is the name my mother," she spat the appellation with clear disdain, "uses when she wants to go out 'amongst the people' as she calls it. Emma, she has sensed that you have powerful magic. She plans to take you, willingly or by force, and turn you into the next Evil Queen."

"Regina," Snow countered, "I've met your mother. Millie doesn't look anything like her."

"I just turned your daughter and I into two cats. Do you really think it would be that difficult for my mother, who is more powerful than I, to look like an old woman?"

"No, I suppose not," Snow acquiesced. "So what does this mean?"

"You think it's her, don't you?" Emma asked. "You think she's the one posing as Snow." Regina nodded and Snow paled.

Millie continued on her way into the village, as she did most days at this time, to listen to the local gossip. It paid to know what the latest news was amongst the people, and a good ruler had better keep a finger on the pulse of her subjects. By "good" of course, she meant unchallenged, wealthy, and powerful.

Millie completed her daily visit, learning that there was nothing new. As far as the villagers knew, Millie was a sweet old widow with a small homestead near the village. She came in daily, chatted with the villagers and occasionally bought a few supplies. She was just a lovely, harmless old lady. What no one knew was that, once she was far enough from the village, she dropped the illusion. Were anyone there to see, they would have seen only a cloud of purple surround the old woman before she disappeared. They would not see her when she reappeared, in her personal chamber in the land's castle. And they would not be aware that, when she arrived there, it would not be as Millie the widow. In her place stood Cora Mills, master sorceress and current ruler of the land.

Now, the people of the land did not know she was their ruler. Not yet. Since the enactment of a remarkably powerful curse by her thoroughly disappointing daughter, time had stood still in Fairytale Land. Not even Cora's magic was powerful enough to break it. Time passed in a confusing jumble of long moments and short years. Some time early last year, the curse began to weaken. Having not expended any magical energy for 28 years, Cora was able to gather her considerable magical talents and release herself from the curse's grip a bit sooner than most citizens of Fairytale Land. She quickly learned that not only were the reigning monarchs, Snow White and Prince Charming, no longer in this land, but neither were Rumpelstiltskin nor her ungrateful brat. This left Cora as clearly the most powerful sorceress in the land. It also left her as the most logical choice of ruler – at least to her mind. And since she had a head start on the citizens of the land, she quickly devised a plan to seamlessly take that control.

Cora became Snow White. Not always, of course. That insufferable twit nauseated her even in the brief moments she had to play nice to appease King Leopold and solidify her daughter's ascension to the throne. Being her all the time was simply out of the question. But oh! the fun she could have destroying Snow's reputation, seizing her kingdom, and ruling her people unchallenged. And fun she did have. It was easy enough to learn of the curse that little ingrate Regina had enacted, and everyone knew of the animosity between Regina and Snow. Easy, then, to slip into Snow's ridiculous throne room (really, she must redecorate immediately!) and claim that Prince Charming had been lost in a savage attack upon the castle, and Snow's own newborn child stillborn. Because of her overwhelming grief in public, it was not immediately clear if "lost" meant killed or missing. In time, word came down to the people that their Prince had been taken by the Dark One, Rumpelstiltskin, in retribution for a broken deal. Of course, her loving subjects would forgive their enchanting Queen Snow any mood swings or odd behaviors after such a tragic loss. They naturally understood as Snow issued more and more edicts demanding higher taxes, greater tributes, fewer celebrations. Her loyal subjects knew that poor Queen Snow had nothing to celebrate, and needed the taxes to fund the relentless search for the sorcerer responsible for the loss of her beloved Prince Charming. It happened so gradually that the good and kind subjects did not question when Snow began ordering search and seizure campaigns in the villages. They did not question as Queen Snow imprisoned subjects for increasingly vague offenses. The people accepted their Queen's explanation, that she was searching for any traitors who might be in touch with Rumpelstiltskin or any clues as to his whereabouts, or any news at all about Prince Charming. Step by calculated step, Queen Snow – beloved by people and animals alike – became a memory replaced by cruelty and control.

But...but; she had been so very bored lately. Her subjects now feared and reviled Snow, which while gratifying meant that she had no challenges. Until meeting that deliciously mysterious blond. Oh! The magic she exuded was so strong, and yet so unlike anything she had experienced before. It did not feel like her own, nor her former tutor Rumpelstiltskin's. It was certainly not Regina's nor Maleficent's. If it reminded her of anything, it was Fairy magic but even that wasn't quite it. Whatever it was, though, she knew it would be hers to control. She had set the bait, luring the women to the nearest village. Now, to plan her capture of this young new pet. Speaking of pets, she would have to watch for that orange tabby cat. She had a sense that it would make a powerful ally for her newest project.