Chapter Thirty-Nine—"Friends and Foes"

One of the things that Emma had learned over her three and a half months in Storybrooke was that a lot of people didn't own cars. Either that, or they didn't use them for travelling around town, but most people just didn't seem to own them at all. She'd mostly learned that by hauling Graham around; although he'd had a truck (totaled, and he was still waiting on the insurance claim to refuse him), a lot of other folks didn't seem to have one. Even once Graham got the that insurance check and bought a new car, he'd have to have it refitted to allow for his wheelchair. Emma knew that her friend wasn't looking forward to that expense, or having to learn to drive in a wheelchair, and she was willing to drive him around anytime he needed until that day came around.

Apparently, however, her services weren't needed today. Or at least that was what she had to assume when she watched Keith Law, of all people, drop Graham off in front of Archie's office. Her deputy (who she still wished she could fire) was grumbling the entire time, but he at least helped Graham out and then sent him in the right direction. Graham wheeled himself forward, and Archie came down the stairs to greet him. Does Archie's office building even have an elevator? Emma wondered. Most of Storybrooke seemed woefully unprepared to deal with a man in a wheelchair, and Emma actually couldn't remember having seen anyone else who was handicapped since her arrival. And that's just plain weird. The only other disabled person seemed to be Gold, and he simply walked with a cane.

Watching Graham and Archie talk left a funny feeling in the pit of Emma's stomach, though. While she'd suggested he talk to the shrink, and was glad that he was doing so, she'd kind of expected Graham to let her know when he needed a ride. Even after their last conversation, when Graham indicated that he didn't want to see her romantically again, she thought that they could still be friends. Emma didn't want to give up on him just because Graham was feeling down—she knew what it was like to be abandoned, thank you very much, and—

"I'm glad to see that he's gotten over his childish obsession with you," a softly nasty voice said from her left, and Emma whirled to see the mayor standing there smirking.

"Obsession? What the hell are you talking about?" she demanded before she could stop herself.

"Why, I meant that ill-advised little romantic 'fling' of yours," Cora replied with an eloquent shrug. "After all, it certainly did Graham no good. He was hurt after a date with you, and now he's paralyzed. I can see how any rational man would associate you with the loss of his legs and his dignity."

Mouth open, Emma stared at the older woman for a long moment, fighting back the urge to punch her. She wanted to, oh so badly, but she managed not to. Just. After all, she didn't want to have to arrest herself for assault, and she didn't want to give Cora the moral high ground, either. "You really don't know anything about people, do you, Madam Mayor?"

"I know that love is overrated," Cora replied coldly, and somehow, Emma felt like that was the most honest thing she'd ever see the woman say. "Love just makes people do foolish things…and forget what's important."

"Your life must have been really terrible if you honestly believe that," she said. Emma didn't pity Cora, not exactly, but if Cora did believe that—and she seemed to—it really seemed like a rotten way to live your life.

Cora laughed. "Hardly. I am exactly where I want to be."

"Right. Mayor in a small town is everyone's greatest ambition." Emma snorted, and then changed the subject. "Did you want something? If not, I've got rounds to make."

She didn't; technically it was Gary's shift, but the new guy probably wouldn't argue if Emma suddenly helped out. Getting away from Cora would be worth driving an extra lap or two around town, particularly since Emma still wasn't sure what the mayor's deal was. She couldn't be half as evil as Regina and Henry seemed to think she was, and Emma knew that the library fire still hadn't been pinned on anyone, but there were a dozen witnesses to the fact that the mayor hadn't been anywhere nearby when it was set. Overall, though, Cora was still a bitch, and Emma hated working for her as much as she liked living in Storybrooke. And I know that Regina thinks that Cora was somehow responsible for that new debt of Mary Margaret's, but I still don't get how that would even be possible, Emma thought with a frown, hoping that Cora would say there was nothing else and she could get on with her day.

"Yes, there was something I wanted, actually," Cora replied, and Emma hid the desire to groan. "This newcomer, Mr. Booth. What do you know about him?"

"That's easy. He's a writer, and a jerk. Likes to play stupid little mystery games, and says he's here for inspiration," Emma replied, grateful that it was at least a straightforward question. And even a small town mayor was allowed to be interested in visitors, even if that mayor was Cora.

"Does he now?" Cora purred, and Emma shrugged.

"That's what he says. I talked to him a few times, but he doesn't seem like he's anything special." Henry seemed to think that there was something going on with August, but as far as Emma had seen, the only thing unique about August was that he was an extra special pain in her ass.

"Thank you, Sheriff," Cora said, and started to turn away. Then she paused, glancing over her shoulder. "Keep an eye on him, please. I'd hate for him to upset the balance in our lovely little town."

There was something in Cora's tone, something threatening that set Emma's teeth on edge, but there certainly wasn't any way to object to what she'd said. And Cora sort of was Emma's boss, which meant she had to nod.

"Sure," Emma agreed. She'd wanted to talk to August again, anyway, so this was as good of an excuse as any. It certainly let her walk away from Cora, too, and without having to take on Gary's patrol as an excuse to do so. All in all, that was a fairly decent ending to a weird conversation.

So, Emma stuffed her hands in her pockets—she'd left her gloves somewhere, though she wasn't sure where—and started back down the street towards Granny's, which had been where she was heading before Cora stopped her. She'd parked her car in her normal parking spot by the sheriff's station and then headed out to get some cocoa. Emma'd eaten breakfast at home, but no one in town made hot chocolate quite like Granny's did, and she had a massive craving. The winter was just getting colder as the middle of January sailed by, too, and that meant hot drinks were definitely on Emma's to-do list.

There are times I really wish that I'd stayed in Tallahassee, even though things there didn't work out like I'd hoped, Emma reflected, shivering as a cold wind whipped down the street. Even if I was young and dumb enough to hope that Neal might suddenly pop up with a really good excuse for me having gone to jail for his theft, the city wasn't exactly a bad place to be. And her relationship with Neal hadn't been all that terrible, either, or at least not in hindsight. He might have broken her heart, but he'd also given her Henry. Emma hadn't known what to do with the kid when she first met him, but now she knew that she had no idea what she'd do without her son in her life.

"Let me get that for you, love," a familiar voice said, and Emma jumped back as the diner door opened for her like magic. Of course, the gentlemanly gesture came from Cyril O'Malley, and she smiled at him. He was certainly easy on the eyes, and interesting, too; Emma hadn't forgotten that he'd helped her win the race for sheriff and she was grateful for that.

"Thanks," she said easily, ducking into the diner before the cold wind could follow her. Killian did, however, and she shot a glance at him. "I thought you were going out."

"Not when a lass like you has just walked in," he said bluntly, wearing a smile that he probably expected to melt her into a puddle of desire then and there.

Yes, he was handsome, but Emma had dealt with enough handsome men to be proof against that. "Save it," she told him with a laugh. "I'm not going to fall for your cheap charms."

"Who says they're cheap, love?" he asked with another sultry smile, leaning in close.

Emma just snorted and pushed him back playfully. "You don't really think this act works, do you?"

"Well, if it does, I'm generally not that interested," Killian admitted, assuming a more normal expression and chuckling ruefully. "Though you'd be surprised how often it does bear fruit."

"On idiots, I imagine," Emma shot back, liking him better when he was honest.

He shrugged. "Or people who are just lonely."

"Being lonely doesn't mean you lose possession of your senses," she argued ,making her way to the counter. Emma had been lonely before, after all. Plenty of times. And it hadn't made her into an idiot.

"Of course not. But different people react differently," the marina owner answered, matching her step for step. That made Emma give him a suspicious look.

"What are you doing, then, if not trying your cheap romance novel seduction act on me?"

"Well, I was hoping to try my expensive romance novel seduction act on you, actually," he replied with a grin. "But if that fails, I thought I'd ask you to dinner."

"Dinner? Really?"

"As friends if you like," Killian replied, spreading his hands as if to show his intentions were honest. "To be frank, you look like someone who could use a bit of a pick-me-up."

"Do I? What gives you that idea?" Emma turned to Ruby before the marina owner could answer. "Can I get a large hot chocolate to go?"

"With whipped cream and cinnamon," she said immediately, grinning. "Coming right up. And good morning to you, again, Killian. You forgot your change."

"Of course I didn't, love. That was for you."

Ruby rolled her eyes, but Emma swore she saw the waitress wink as she headed back for the hot chocolate machine. "Save it, playboy."

Apparently there was an old friendship there, and it did increase Killian O'Malley's standing a bit in Emma's eyes. Flirting aside, Ruby was a pretty good judge of character, and if she liked this guy, perhaps there was a bit more to him than leather jackets and money. Emma shot her unexpected companion another look as a thought suddenly occurred to her. I was looking for information, and he's just the right type of guy…maybe I can find something that Sidney hasn't been able to yet, she thought, wondering briefly why the reporter hadn't gotten back to her already. They were supposed to set up a time to talk today, and yet Sidney still hadn't texted.

"I actually was looking for some help with something," she said, cocking her head and giving him a little smile that Emma knew drove playboys mad. "Maybe you could help me."

"Say you'll go to dinner with me, Swan, and I'll do whatever you like." His grin was downright salacious now, and Emma would have groaned if it didn't play right into her hands.

"I need information," the sheriff told him bluntly, turning to lean her back against the counter and face him fully. "About this place they call 'the Basement'."

Killian tensed immediately, and Emma saw the playfulness drain right out of his expression. "Not here," the marina owner said softly, his voice suddenly somber. "Don't mention that here."

Had he seemed any less serious, even wary, Emma might have accused him of having her on. But the look in Killian's eyes was guarded, and she didn't like the way his eyes suddenly flitted around the room, looking to see who might be listening. His reaction fit with what she'd heard so far, too. No one talked about this Basement, almost like it was something out of that Fight Club. But what Mary Margaret knew about the place indicated that the Basement was a far worse place than any screenwriter had dreamed up, and that put Emma on edge.

"Then where?" she asked, not allowing him to squirm off the hook now that she had him there. If he wanted to go out to dinner with her, Emma would damn well make him pay for it.

"I'll drop by later," was all O'Malley said, and then with a nod—this one normal and a little bit flirty—to Ruby, he pushed away from the counter and headed out of the diner without another word.

"Weird," Emma muttered to herself, accepting her drink from Ruby and paying for it. That was definitely not what she'd been expecting, but it meant that this was probably time to go for another fishing expedition down in the town records.

Getting out of his car was less painful than getting into it, but only just. Rumplestiltskin watched colors flash before his vision as he limped out of his car port and then up his front walk, heading up the stairs by instinct and habit alone since he couldn't really see straight. He supposed that he should have headed to the shop; he was usually opening by now, even if he had spent the last month or so opening later than his habit from before Belle and Renee came back into his life…but he couldn't bring himself to care. Not today. Today he was just done.

The door creaked a bit when he opened it, and he fumbled with his keys as he came through, his fingers not wanting to work right and his head still spinning. Walking was hell, and going up the steps had been, well, bad. Cora's anger hadn't burned itself out on Sunday night; she'd wanted another session that morning, and Rumplestiltskin wasn't sure he could handle this any longer. Certainly not if it kept on like this. Every inch of his body hurt, and he was quite certain that he'd be bruised for weeks. Hell, the welts weren't likely to fade before—

"Rumple?" Belle's voice interrupted his thoughts as he stood numbly in the front hall, trying to gather the strength to head up the stairs and shower again. He desperately wanted to wash Cora's touch away, wanted to wash away the pain and the humiliation, even if he knew such a thing really wasn't possible. There hadn't been time to shower again this morning after Cora had finally untied him, and he hated that. After all, Cora couldn't be late to the office—not unless it was her doing. She wasn't about to let him be the cause of it, and that meant he needed to head out of her house before she did. Not that he wanted to be there without her. Not at all.

Hands touched his shoulders, making him jump. He'd drifted a bit, lost himself in thoughts and pain again, and Belle had somehow approached to stand in front of him before he remembered to respond to her saying his name. Now her voice dropped to a worried whisper. "Rumple?"

"Yeah. I'm here," he said, hating the way his voice cracked hoarsely.

Belle didn't say another word; she just reached out and pulled him into her arms. Part of Rumplestiltskin wanted to flinch away, but that part was unimportant. Cora might have been vicious in her abuse the night before, but this was Belle, and he trusted her in ways he'd never trusted himself, so he let himself sag into her embrace, trying to ignore the way pain shot through his back when her arm brushed just a bit too low. But she still heard his hiss of pain, and that made her pull back to look at him.

"How bad was it?" Belle asked softly.

"Bad," he answered, not wanting to talk about it but knowing that lying to her was a fool's errand. Belle would know, and…and he needed her. He needed her understanding and her gentle touch to wipe away the horror of the last twenty-four hours.

"What can I do?"

"I don't know," Rumplestiltskin answered honestly, swallowing. "I need to take a shower."

"All right. I'll get Renee in front of the TV or something, and then I'll come up," she promised, and Rumplestiltskin hated how shaky his nod was. He wanted to be alone but he didn't, and at least Belle seemed able to read his expression.

She squeezed his free hand, the one not desperately gripping his cane for balance, and smiled again, leaving Rumplestiltskin to slowly work his way up the stairs, hating this very human body of his and hating its vulnerabilities.

It was like being that poor spinner again, helpless and afraid, unable to even adequately protect his wife and child. Oh, he had power here, but it wasn't the kind of power that he needed. Cora could trump him, and so often did; even though he had used his formidable mind to run circles around her and accomplish his goals, she still was able to bring him so low and hurt him, making him feel like he was that spinner receiving yet another beating from bullies who dished it out because they could. Or from people who didn't want to pay full price for the best thread they could find in the whole of the Frontlands. How many times had he gone to market with quality wares and come back with a few coppers instead of the money he had earned? Being abused like this brought back memories that Rumplestiltskin had thought buried forever, and he didn't like that one bit.

Be patient, he told himself as firmly as he could, finally reaching the top of the stairs. You are not some poor spinner. You are the Dark One, and even if Cora has the upper hand now, she won't have it forever. You'll have your vengeance, and then your family will be safe. Forever.

But he didn't feel safe as he stripped off his suit and climbed into the shower, resisting the urge to look in the mirror and discover how many of the welts had burst open and were bleeding. At least some of them were, judging from the way the hot water and the soap stung, but Rumplestiltskin gritted his teeth and washed them out, anyway. He'd gotten practice with such things centuries earlier, and if tears leaked out of his eyes while the water steamed down his face, there was no one there to see. He could see his own hands shaking and despise himself for the weakness, however, so he did his best to make them stop before he climbed out of the shower to dry himself off. Belle deserved better. She deserved a man who could—

"You look terrible." Belle was standing right there in the doorway, with a compassionate look on her face that almost collapsed his knees right out from under him. "Oh, Rumple."

She stepped forward, wrapping her arms around him again, and Rumplestiltskin let himself sink into her embrace. Milah had never been so understanding; she'd told him on numerous occasions that he deserved what the town bullies did, that he should just find some corner to hide in. Her only worry had been how they'd make a living when he was injured, or how she'd get money to gamble away. But Belle was not Milah, and although Rumplestiltskin had needed next to a lifetime to understand that, he did now.

"I love you," he whispered raggedly, trying to pretend another tear wasn't busy making its way down his cheek.

"I love you, too," Belle replied, kissing that same cheek and not commenting. "Let's get you cleaned up. I brought the antiseptic spray up, and some bandages."

"Thanks." Rumplestiltskin bit his lip, and then tried to force a smile for her. He loved her more than words could ever say, but he could see that same love shining in her eyes, and somehow, that gave him strength.

Belle just kissed him gently and went to work, leading him into the bedroom and slowly cleaning out the wounds and patching him up, and then finding Mr. Gold's painkillers and feeing Rumplestiltskin those along with some oatmeal she'd brought up. She wouldn't even listen to his protests that he should open the shop that day, instead spearing him with a glare that booked no argument and telling him to get in bed and stay there. Exhausted and hurting, Rumplestiltskin obeyed, and let himself drift off as his wife held his hand gently.

This time she sought him out. Regina was done with being miserable, she was finished with waiting for happiness to find her, and if she was going to watch her sister and David be happy, Regina was not going to deny herself the same opportunity. So what if Errol Forrester was an outlaw beneath the firefighter he'd been cursed into becoming? Regina had seen his true self when he'd rushed into a burning building to save people he barely knew, one of them her beloved son. And she'd started to get to know him, here and now, with time moving and people slowly returning to who they had been before. She didn't know if anything would come of this, but she was tired of sitting around and waiting for life to find her. Regina was going to seize life by the horns and take a chance.

So, she dropped by the firehouse that morning on her way to work, having guessed that Errol was the type who got to work early so that he could leave early. She had to be careful, lest Cora notice, but Regina could already see her mother deep in conversation with Francis Scadlock—another person whom Regina had no idea who he really was. He'd become one of her mother's closest toadies lately, probably because Cora had his heart, but possibly because he had been an ally back in the Enchanted Forest. Regina knew that her mother had spent the last few months before the curse recruiting allies of her own, carefully assembling a group who would be either beholden to her or shared her goals. Cora was no fool, and she had prepared for this curse slowly and carefully. Scadlock might just be one of those, or he could be some poor sot who had no choice.

"Regina!" a surprised voice made her head turn as Regina stood outside the doors; the firefighters were all bundled up against the cold as they hauled the big garage doors open, obviously getting ready to wash their one fire truck despite the chilly January weather. Errol walked over to her, handing a bucket off to one of the other men. "What are you doing here?"

Suddenly, she felt so very awkward. Regina had never approached a man before like this, not even Daniel. She'd kind of fallen in love with him by accident, and this was all new to her. Even her cursed self had never really done this; the memories her mother gave her insisted that David had courted her, not the other way around. So, she shuffled a little before she scraped up the courage to say: "I came to see you."

The smile on his face was reward enough, and Regina found herself smiling back like an idiot. "You did?"

"Is something wrong with that?" she answered, not sure if she was sounding coy or hostile, but either way, Errol seemed pleased.

"No. Not at all. I mean…I just didn't expect this."

"Neither did I, to be honest," Regina admitted. "But I…well, I realized that I just wanted to stop being miserable—I'm sorry. That sounds awful, doesn't it?"

"Not really," he replied. "I have read the papers, you know."

Regina shook her head. "I didn't mean that."

"Then what did you mean?" She'd never known his voice could be so gentle, but something in it talked to her very soul. Still, somehow Regina found herself staring at her feet, trying to explain that she was drawn to a man she'd met a handful of times and that it was….nice.

"David and I, well, we've known that we weren't in love for a long time. I'm glad he's found someone who can make him happy," she replied, forcing herself to look up into Errol's warm eyes.

"What about you? How are you supposed to be happy, then?" he asked softly, reaching out as if to put a hand on her arm and then obviously stopping himself.

"I don't know." Damn it all, how could she be so honest with this man? So much truth made Regina uneasy, and yet she was still talking to him. She'd sought him out, even when she knew how many uncomfortable truths tumbled out of her mouth around him. "I'm trying to figure that out."

"Here?"

"Maybe." Regina took a deep breath, and then forced herself to say: "Do you want to, I don't know, go out for dinner or something? Nothing fancy or anything, just not…Granny's."

The smile that split his face was big enough to make Regina's world spin a little bit. "I'd love that," Errol answered, his eyes lighting up.

"Wednesday, maybe?" Regina offered, since it was a day that David worked late and Henry was with Emma. She was often so lonely on Wednesdays, fighting off the urge to go shake Snow until she remembered who she was, and Regina thought it would be a good day to enjoy herself for once.

"Wednesday it is."

1 Year Before the Curse

"You can't hold me here!" the fairy howled, and Cora laughed. The tiny green woman was stuck in a glass jar, one crafted with Cora's magic and all the darkness she could muster. The trap had felled this 'Tinker Bell' nicely, stuffing her away for safekeeping while Cora reminded her daughter where her loyalties lay. Now, of course, the fairy was in Cora's chambers. She'd make a nice decoration.

After a silencing spell, perhaps.

"Of course I can, dear. Who is going to rescue you?" Cora replied with a smile, sitting down in her favorite chair and crossing her legs. Here she could relax, but Cora never allowed herself to forget that she was queen, even in the privacy of her own chambers. A fairy would make an excellent decoration for an evil sorceress to have. She'd often wondered why Rumple killed them all and didn't keep one as a pet, but now perhaps she would start her own collection, Cora thought, fingering the fairy's wand.

"Blue won't stand for this!"

"I'll send her your wand and tell her that you're dead," Cora replied, regretting the necessity. "That should remind her not to ever send someone to muddle in my affairs again."

"But she didn't! She—"

"She didn't send you?" she asked when the fairy abruptly shut her mouth, looking horrified. "Does she even know that you're here?"

Tinker Bell said nothing, and Cora felt a very un-queen like giggle rising, although she clamped it down.

"Oh, that is wonderful," she replied. "Thank you for telling me that. That means I will be able to keep your wand and this lovely gift of pixie dust that you so helpfully brought along. Tell me, did you think that it would help you breech my defenses?"

"It should have worked," the green-clad fairy said mulishly, and Cora laughed again.

"Against someone less powerful, perhaps. But not against me." She rose, gathering magic as she did. Perhaps a freezing spell was in order, too? Oh, not one that would change the fairy's temperature, just one that would keep her still, making her into a nice ornament. No, I like her flying around helplessly, stuck in that little jar. It reminds me of what I will do to this entire world.

She was losing the war, Cora knew. Soon enough, she'd be forced to retreat to the summer palace, a place she had chosen and prepared with no small amount of satisfaction. Snow had once loved the place, but it was nestled against the mountains and was an easily defensible location. Cora could keep her armies there, and even if her nauseating little stepdaughter and her idiot husband thought they'd managed to exile her, they would not be able to storm the castle without losing thousands upon thousands of their own men. They would sign a peace treaty, of course, and then Cora would wait. She would plan. And when her moment came, she would be ready.

But first she had to punish her daughter for yet another attempt to rescue her precious stableboy. It was time to send Daniel back to the dungeons for good. He really is outliving his usefulness, Cora reflected, waving a hand at the indignant fairy and silencing her. The stableboy was becoming a waste of valuable dungeon space, but this fairy, now she might eventually be useful. Time would tell.

To be honest, Killian had rather hoped that Emma would forget about her question, even if that meant he'd have to wait longer before he was able to take her out on a date. Firstly, he wasn't sure how much information he should share, and secondly…he didn't want to admit to the beautiful and independent sheriff that he'd ever frequented such a place. He knew why she was interested, of course; Cora's thwarted attempt to send Mary Margaret straight into Merryweather's dangerous embrace all but ensured Emma would be interested. But that didn't make Killian comfortable with his sudden position in the middle of this mess, and not for the first time, he wondered why he'd allied with Cora in the beginning.

Don't do this, Killian told himself firmly, staring blankly at the clock on his office wall. You know your reasons, and if you had to make the same choice again, knowing only what you knew at the time, you'd do the same bloody thing. You can't change the past. All you can do is move forwards. Besides, it wasn't like his alliance with Cora wasn't still bearing fruit in many ways. It was just uncomfortable on a personal front, and, well, Killian Jones had learned to quiet his conscience a long time ago. A pirate captain with a conscience never lasted very long. His crew would kill him if the enemy did not, and Killian had never been anything but a successful pirate. He knew what he wanted, and he'd always been able to take it.

The problem was that figuring out if what he wanted now was important enough to burn bridges to get. Cora was a reliable if vicious ally; was he prepared to step away from that because he was attracted to a woman who seemed willing to oppose her? Mere attraction did not seem enough reason to abandon the winning side, although if the winds shifted…

"Have a sec?" a voice interrupted his thoughts, and Killian whirled his chair around to stare at Emma Swan. For a moment, he floundered, wondering how she'd made it into his office without his assistant saying anything, and then he remembered that he'd sent his assistant home for the day an hour earlier.

"For you, Swan? Any time." he replied, coming back on balance with a smile sure to leave any other woman weak at the knees. Unfortunately, their sheriff was a bit harder to seduce, and she just smiled back casually.

"Great. I wanted to have that conversation that you seemed determined not to have inside Granny's," she replied, coming into the office and shutting the door behind herself.

Tensing, Killian's mind whipped quickly through his options. Yes, he could tell her a little and Emma would probably never know where he got the additional information. Or, he could fall back upon his original mission from Cora, telling Emma more truth and attempting to gain her trust. Cora would like that, even if she didn't approve of his methods. And…he wanted to get closer to Emma Swan. For himself, not for Cora. To do that, he had to tell her at least a little more than rumors could.

"Right. Of course," he managed to say, coughing to cover his discomfort and gesturing her into a chair. "What exactly do you want to know, love?"

"Everything you can tell me about the Basement," Emma replied immediately, sitting down and staring at him with an unsettlingly direct gaze. She was a gorgeous woman, really, but it wasn't her looks that drew him in. Killian liked her strength, her brashness, her willingness to fight for what she wanted. That reminded him of Milah, and although he usually avoided women of that exact same sort, he didn't want to avoid Emma Swan.

"You may not want to know about that place," he warned her, feeling obligated to. "It's dangerous. More dangerous than you know."

"I can take a little danger," she retorted, cocking her head and giving him a smile that made Killian want to bend her over the desk then and there.

"Oh, I don't doubt that," the pirate replied, his voice low and gravelly. Damn this woman and what she could do to him! He had a feeling that she was doing it on purpose, and part of Killian found that annoying. Usually, he was the one using seduction as a pry bar, and having someone turn the tables on him was not so comfortable. Particularly when he was fairly sure that Emma Swan was doing it on purpose.

"So, are you going to tell me, or did I drive out here for nothing?" she asked bluntly, and suddenly the coy smile was gone and Emma was all seriousness.

Killian sighed and relented. "What do you know?"

"Rumors only. People say there's a brothel under Very Merry Escorts, where women who owe Madam Merryweather money disappear and never come out again."

"They're not wrong," he said cautiously, quickly deciding what to share and what not to. "The Basement isn't a brothel, not officially. It's an invitation-only club, where the female companionship is, uh, open-minded."

"'Open-minded' meaning what exactly?"

"Meaning anything goes, love. Things that would turn your innocent stomach," Killian said, matching her bluntness and watching Emma flinch.

"I'm hardly innocent," she snapped.

"Compared to them, you are," he answered darkly, his mind tripping back over the years to things that he guessed and half-knew. Killian had never been one of the patrons with the nasty type of vices, but he knew some of those who were. Most of them had probably been cursed to be that way by Cora, but others… He cleared his throat and continued: "I've never seen evidence that the girls are forced to be there, mind. But there are few rules, and I've never seen any of them leave."

"That sounds ominous as hell," Emma said after a moment, studying him. "How do you know all this?"

There was the question he'd been dreading, but Killian had been prepared to give a half truth. "Most influential business owners have a standing invitation," he replied. "I visited a few times, years ago. It never was much to my taste."

Part of him felt guilty for saying that, and the memory of Mirabella Greenburg's face slipped through his mind without warning, leaving Killian feeling a bit queasy. Emma, however, seemed to accept the answer at face value, for which he was very grateful. Instead of asking him for details on his visits—which had numbered rather more than a 'few'—she said:

"So, how do I get in there?"

"You don't, love." At least that Killian could say with confidence. "Both judges are frequent patrons, and neither will give you a search warrant. I believe the District Attorney visits as well. You won't find a legal way in there, particularly not with the mayor on Merryweather's side."

"Of course she is," the sheriff spat bitterly, and then sighed. "Thanks. I suppose I owe you dinner now, huh?"

Killian gave her a wan smile. "I'll hold you to it," he promised. "Shall I call you, then?"

He'd meant to ask her out tonight, but talking about—and avoiding—his own memories of a woman that he'd unexpectedly developed feelings for had put Killian off of his game. He didn't want to think of Mirabella, but now he was, and that put a serious damper on his ability to seduce Emma. Cora still wanted him to do that, to distract and influence the Savior as much as he could. Now that she'd taken Graham out of the picture, Killian even figured that he had a chance, but tonight was not going to be that night. So, when Emma smiled at him, Killian just showed her to the door and promised to call, wishing he was delaying things just as part of the act of seduction.

He much preferred it when things were that simple. Having a conscience simply got in the way.

"Too many people have seen her," Madam Merryweather had said when Anastasia arrived a week ago. "She has to go downstairs."

Francis hadn't so much as twitched; he'd delivered her like she was a paper to be dropped off on a route, and then departed with barely a nod at the woman who ran this dressed-up whorehouse. They called the upstairs business an "Escort Service", but to Ana it looked like a bunch of women who worked there because they had no choice. Most of them seemed to owe Merryweather—whoever the hell she really was—money, but at least they got to go home at night. Downstairs was another matter, and that, of course was where they sent Ana. So much for the Evil Queen's promise to take care of Will and I if we were loyal, she thought with a scowl. Apparently Ana's apology to the sheriff was evidence of her disloyalty, and Cora had ordered Will to bring her here.

Madam Merryweather had inspected her like she was an object for sale when Will—still thinking he was Francis Scadlock—had delivered her, but it had been Mr. Horn who brought Ana downstairs. Mr. Horn seemed to be the nicest person in the place, but even he wasn't very kind; he delivered Ana to the small dormitory that the girls shared, and left her there with the others, leaving them to explain her duties to her. That hadn't taken long; Ana might have brought up in a nicer household, but she knew what a whorehouse was, and had already guessed what her role was. Cora had made her position very clear: if Ana misbehaved, Will would die, and that was that.

She'd do what she had to if it kept Will alive, but that didn't mean Ana would be grateful for it or gracious about anything she was forced into. At first, she'd wanted to hate the other women down there, who seemed to have accepted their horrible lot in life, but once she got to know them, Ana realized that they'd just been down there too long. It's this damn curse, she thought angrily, picking at the skimpy clothing Talia had given her. Talia Rose was the nicest of the other girls, an auburn haired beauty who still seemed able to find a smile and a kind word for everyone. Her best friend, Magnolia Souci, was just the opposite; the oriental beauty was angry and quiet, rarely speaking. The most vicious patrons tended to choose her, and Ana found herself feeling very sorry for the strong young woman after her first night.

Calliope Benson was the fiery redhead, a bitter dreamer who had seen her dreams dashed one too many times. She spoke occasionally of falling in love with Cora's chef and being sent down here for the crime of making Anderson happy, but Ana saw the way her face softened when she whispered her lover's name. Calliope was the only one who seemed to remember how she wound up in the Basement; as far as the others knew, they'd been here for their entire lives. Most accepted it, although none did so with as much grace as the only male entertainer, William Paris. Ana often thought that he and Talia had been in love at some point, perhaps before the curse, because she could see the knowing looks they shared without being aware of it. But they were kept apart except at meals, so nothing much came of that.

"Why does everyone just go along with this?" she asked again at the end of the first week, turning to look at Mirabella Greenburg. Mirabella was a small boned, blonde woman with a strong sarcastic streak and more brains than the rest put together, which easily made her the unofficial leader of their messed up little society.

"Because we have no choice," Mirabella answered bluntly. "No one out there cares about us, and every time one of us has thought that someone did, we turned out to be wrong. We can rot for all they care. The only people who care about us is each other."

Ana swallowed. "My husband…"

"Delivered you here, didn't he?" Mirabella countered with a shrug. "Probably got paid a pretty penny for you, too."

"He didn't—"

"Oh, give it up. No one's going to save you, Ana," the other woman said, but there was compassion in her voice that made the words hurt even more. At least she accepted that 'Victoria' wasn't Ana's real name, and called her by one she knew; that was the only consolation of being in this horrible place. "We just have to stick together."

"I know. I just—"

"You just what, dear?" a new voice cooed, and both woman spun to face their so-called employer. Madam Merryweather rarely came down to the Basement outside of business hours, and she almost never entered their dormitory, but there she was, standing in the doorway and watching the two women sit together on Mirabella's bed.

"Nothing," Ana said quickly. She'd learned quickly that mouthing off was a bad idea in this place. The muscle (most of them formerly the Evil Queen's guards; she recognized some of their faces) dealt with that viciously, although they were careful to never let bruises show where customers might mind them.

Merryweather floated into the room, looking half-distracted, and half-threatening. Ana didn't know how the woman pulled that off, but somehow she did. Just looking at her gave you the impression that she would order tea in the same dreamy tone that she'd order a girl beaten half to death for customers' entertainment. She was dangerous and distracted all at once, a combination that Ana wouldn't have believed if she hadn't been on the receiving end of one of Merryweather's ordered 'discipline' sessions her first evening there, when she'd tried to leave and tried to object to being locked away. Now, purplish eyes focused on her, however, and it was clear that Merryweather wasn't buying the lie.

"You have other family here," Merryweather said lightly, almost singing the words as she ran a finger across the pink-painted wall, her eyes inspecting the ceiling idly. "I'd hate for anything to happen to them. Wouldn't you?"

Under normal circumstances, Ana would say that her mother and her full sister could hang themselves for all she cared; they'd gotten what they deserved when Ella rose in the world and they didn't, but she didn't want them dead. Even if her mother hated Will, and her sister had married some two-bit noble and lorded it over her, that didn't mean Ana wanted to see them hurt. She didn't want anyone to hurt Ella, either, even if they'd never gotten along. Ana was done being the evil stepsister now that she'd realized life really wasn't what her mother raised her to believe, and they really had treated Ella horribly. But that wasn't the point. The point was that this horrible woman was threatening her family, and family was family, even if Ana didn't like them very much.

"I didn't do anything!" she objected.

Mirabella tried to lay a hand on her arm, but Ana jerked away, glaring at the frightening woman who only smiled back.

"Well, then you don't have to worry, do you?" she asked as if she'd never threatened anyone before, and then abruptly turned to the silent man who trailed her. "I was thinking of repainting the room. What do you think, Mr. Horn?"

Ana just stared as the conversation took a right turn. What kind of horrible woman is she? And who is she?

1 Year Before the Curse

Maleficent was many things, but chief amongst those was that she was easily distracted. Regina didn't mind that about her friend, but there were times when Maleficent's ability to wander off mentally drove her insane. They were having tea inside the Forbidden Fortress, just chatting about this and that and trying to ignore the way the world was changing around them. Cora had expressly forbade Regina from visiting Snow, but she hadn't said anything about Maleficent, which meant Regina could finally get out of her mother's toxic castle and see someone other than Rumplestiltskin. And frankly, the Dark One was not the best at socializing. Distracted or not, Maleficent was far better for that…and Regina needed someone to talk to after that debacle with Tinker Bell had ended in Daniel back in the dungeons forever.

"You were saying?" she prompted the so-called Mistress of All Evil. Personally, Regina thought it was a rather pretentious title, but since Maleficent had worn it for at least three centuries, Regina supposed she could give her a pass. Even if Mother is giving her a run for her money on that front these days.

"What was I saying?" Maleficent replied dreamily, purple eyes turning to Regina. She was still petting that damn unicorn of hers, too; Regina was ready to swear that if that pet was human, she'd have married him.

"Can the act, will you?" Regina snapped, but there wasn't much vitriol in it. She rather liked Maleficent for who she was, and when one was friends with a six hundred year old fallen fairy, you just kind of had to accept them the way they were. "You don't lose track of nearly as many conversations as you pretend to drift out of."

Maleficent laughed, smiling in a way that most people would never see. It softened her expression and made her look younger. She and Regina hadn't known one another for long—they'd met by accident less than a year earlier—but she was quickly becoming one of the few true friends Regina had ever had.

"Well, this time I did forget," the fallen fairy said. "Enlighten me?"

Regina bit back a groan. "Something about a yaoguai."

"Oh, yes." Now Maleficent was scowling. "Rumplestiltskin appears to have been bored, or someone made a deal with him. I'm not sure which, but he sent someone to break the yaoguai curse on the prince I saddled with it."

"Pity," Regina replied, not quite understanding her friend's desire to sic a sleeping curse on some empty-headed princess (she'd met Aurora, after all, and was not impressed). But she did understand Maleficent's frustration at being thwarted.

"It's more than that. Now I have to come up with some other way to send the fool off to the other side of the kingdom—or better off, even further away—so that he doesn't wake her."

"Are you certain they're True Love?"

"Depressingly so," the other sorceress grumbled. "And of course, her parents know how this works. So they'll just send for the boy immediately if I curse her."

"Are you still going to insist on using a spinning wheel?" Regina couldn't help teasing her friend a little.

Maleficent glared. "It's tradition."

"I will never understand you," she replied with a smile, sipping her tea.

"Someday, perhaps you'll have a princess whom you hate enough to curse her children as well," was the grated-out answer.

"Mother's got that market cornered in my family, thanks," Regina snorted. "I think she'll be trying to curse Snow's grandchildren at this rate, all because she hated Queen Eva."

"Yes, your mother does take holding a grudge to a new and very special level," Maleficent agreed, and then gestured abruptly at her unicorn. "You should tell her to get a pet. It makes everything so much better."

Regina almost spat out her tea, and had to cough several times after she hastily swallowed, her throat burning a bit from the heat. "You can tell her that, thanks!"

Maleficent just shrugged airily. "Perhaps I shall."

"Please do tell me before you have that conversation with Mother. I want to watch."

Maleficent only smiled.

A/N: Next up, Chapter Forty: "Unexpected Allies," where Mary Margaret searches for a job, Henry visits Mr. Gold, and Tony Rose (cursed Gaston) tries to pry Lacey away from Gold. Back in the past, Cora interrupts Snow and Charming's wedding, and then has to go to Rumplestiltskin for help.

In other news, this story has been nominated for Best AU in the Espenson Awards on Tumblr! Thank you so much to everyone for the nominations! If you would like to vote for it, or any of my other stories that have been nominated (Original Powers and Remember), please drop by theespenseonawards on tumblr (FFN will erase the link, so that's the best I can do). Voting starts on Monday!