A/N: So, I realized I complete messed a bunch of stuff up, so I'm going to be making some changes. Regina and Emma will be in their junior year of school, so they're 16, turning 17. So I'll be going back and making sure I've made the appropriate changes, like they should be taking trigonometry instead of algebra, etc. Just thought I'd clear that up. Sorry for any confusion. I've been out of school for ten years now so I got my years/ages mixed up. Anyway, here's the next chapter. Hope you all enjoy!

Regina's cell phone woke her up the next morning. Groggily she rolled out of bed and grabbed her phone from her night stand. "Hello?" she asked the second she'd flipped it open, not bothering to look at the caller ID.

"Regina, are you aware that it has now been an entire semester since you have called me? I get that you were depressed and all, but I'm your supposed best friend."

Oh, God. Regina felt like the worst friend in history.

"Zelena…what are you doing up at…" -she checked her clock, it was after eleven in the morning- "Is it seven or eight in Cali?"

"Who the hell cares what time it is? I haven't heard from you since you moved. You could have died in a plane crash for all I knew."

Regina rolled her eyes. "Communication is a two-way street, you know."

"I was giving you time. Figured you'd call, but apparently you forgot about me."

Regina rubbed her tired eyes, darting a glance at the still-sleeping blonde on her bed. "I'm sorry, Z. I really am. Everything has been kind of a whirlwind since I moved."

"Well, are you going to fill me in? How is Maine? Is it as drab and boring as we feared?"

Regina found herself admiring the peaceful look on Emma's sleeping face and smiled to herself. "Drab, sometimes. It rains a lot. Definitely not boring."

She took a moment to fill her best friend in on the key points of her new life in Storybrooke, keeping her voice soft as she walked into the bathroom so she wouldn't wake Emma.

Zelena was a fiery-haired girl with a matching personality who had moved from London to California with her family when she was eight. She and Regina had become fast friends and soon become inseparable…until Zelena had discovered boys at the age of thirteen. She and Regina had remained close, but not as close as before as Zelena began to chase potential boyfriends, and Regina had had no interest in that whatsoever. At least now, she had a vague idea as to why.

Halfway through her story about the bonfire party, Zelena interrupted her. "Why are you being so quiet? Regina, you tramp! You have someone over!"

Regina rolled her eyes. "Yes, Z, I have my friend Emma over…the one I just told you about. She spent the night last night."

"Oh, how I do miss our sleepovers. Did you force her to watch Casablanca with you yet?"

Ignoring the last question completely, Regina sighed, "Are you going to let me finish telling you about the bonfire or not?"

"You did. You forced Casablanca on her. You are aware that if she hated it, you can't be friends, right?"

Finally, Zelena halted her teasing and listened to the rest of Regina's tale, and at the end she squealed in delight. "How many times have I broke into Dad's brandy, daring you to drink some with me? And this Emma girl gets you to drink within a matter of days? Maine really has been good for you. I'm jealous."

Regina smiled widely. "I think it has, Zelena. I miss the sunshine, but…the people here are nice. I've made quite a few friends. You should come visit sometime. I'm sure Daddy could get you a plane ticket this summer if you want."

"Personally, I would love to. You know the California sun is absolute hell on my skin. I'll talk to Mum and Dad and see what I can do."

"Did you know I'm learning to drive?"

"WHAT?!"

Regina talked with Zelena awhile longer, taking the time to ask about Cali and what Z had been up to-mostly boy talk, then-and when she hung up the phone and exited the bathroom, she found Emma already dressed in jeans and a Storybrooke High sweatshirt, and she was packing her things in her duffel bag. "That was my friend in California…sorry if I woke you. Aren't you staying for breakfast?" Regina asked.

Emma glanced at the clock and giggled, "Don't you mean lunch?" She stretched and yawned. "I'm glad your friend called, or I probably could have slept all day. I couldn't sleep until that movie was over. I blame you. It was actually really good. I can see why you wouldn't like Kill Bill very much."

Regina grimaced at the memory of that awful film and responded, "Indeed."

"I'd love to stay longer, Gina, but I have an afternoon shift at the diner today. If I don't get going, I'm going to be late. And don't worry about lunch, Granny will feed me before my shift starts. She knows I work best on a full stomach."

And then, to Regina's surprise, Emma enveloped her in a hug. Regina suddenly became very aware of every point of contact her body had with Emma's, and she tentatively hugged her friend back for a moment before clearing her throat and backing away. "What's that for?" She asked shyly. Emma grinned at her. "I had a great time. We should do sleepovers more often. I'll see you tomorrow, okay?"

"All right. I'll see you out."

"Sweet."

Second semester started that Monday, and Regina was pleased that she now had three classes with Emma and therefore got to see her friend more.

But seeing Emma more often also caused those strange butterfly sensations in Regina's stomach more often. The sensation began to bother her, so she started going to the library for research.

Belle walked in on her one Friday after school after everyone else had already gone home or to their jobs for the day (It was Lily's day to work the boutique) as she was buried nose deep in a book of Sappho's poetry. She didn't hear Belle come up behind her until she heard her thick accent exclaim quietly, "Oh, I love that book!"

"Jesus!" Regina squeaked in an uncharacteristic curse, the book nearly flying from her hands. She'd been hiding it behind one of her textbooks, and hadn't expected anyone to approach from behind to see what she was really reading. "Belle! You startled me!"

"I'm sorry!" Belle laughed. She took a seat next to Regina at the table and folded her hands together. "Want to tell me why you're hiding The Complete Poems of Sappho behind your Biology book?"

"No," Regina groaned, knowing that she'd been absolutely, one-hundred percent caught. "I don't know." But in a way, Regina was glad Belle was there. Belle was one of the gentlest, kindest people she knew, and if her secret were to come out to anyone, she knew Belle would be someone she could trust.

"Sexuality is nothing to be ashamed of, you know," Belle whispered to her. "And if you're curious about feelings you're having, Sappho is the one to read. She's one of the most passionate poets in history. Do you…have any questions? I've read them all, and in my senior literature class last semester, I did a biography report on her."

Regina looked back down at the page she was reading, and the words swam in front of her vision, before she whispered out loud,

"If I meet

You suddenly, I can't

Speak-my tongue is broken;

A thin flame runs under

My skin; seeing nothing,

Hearing only my own ears

Drumming, I drip with sweat;

Trembling shakes my body

And I turn paler than

Dry grass. At such times

Death isn't far from me."

Belle was smiling at her when she finally looked up, the most gentle smile she'd ever seen on the girl's friendly face. "That one resonates with you," she deciphered. Regina nodded, feeling naïve and still wondering if she should just keep her mouth shut and walk away. Belle sensed her discomfort and reached over to cover Regina's hand with her own. "You feel that way for someone," she guessed.

Regina's eyes welled with tears. She felt so overwhelmed and undereducated. "How do I know, though?" she blurted out, while keeping her voice low. "How do I know what I feel is just a stupid crush that will pass, or maybe just an over attachment to a new friend, or if I'm actually…." Her voice trailed off.

"Actually interested in women? Or, one woman in particular?" supplied Belle quietly. At Regina's slow nod, Belle sighed. "I can't tell you that, sweetie. Only you know how you feel. But don't worry, I won't tell anyone. That's for you to do."

"Hey, Regina!" came a sudden, louder voice as Emma rounded the bookshelf. "There you are!"

"Quiet, please," Belle shushed her. "Even after hours, this is still a library."

Emma pulled a face at her, making her laugh and shake her head, then plopped down next to Regina on the other side of the table. "Whatcha reading?" Emma inquired, looking suspiciously at the cover of Regina's biology book.

"Nothing," Regina said quickly, shutting the book closed. If Emma noticed the very obvious indent of a second book being squashed between the pages, she didn't comment. Hastily shoving the book-within-a-book into her bag, Regina asked, "What's up?"

"Neal and I are going costume shopping, since Halloween is in like, a week. Wanna come?"

"Oh, no…I haven't dressed up since I was a little girl," Regina declined regretfully. Emma, as usual, wouldn't take no for an answer. She looked to Belle and said, "If I were to hog-tie her and throw her in the back of my Beetle, you wouldn't call the Sheriff, would you?" she whispered conspiratorially. Bella threw her head back and barked out a laugh. "You don't have to worry about me, Emma…but maybe others, depending on how loud she screams."

Regina glared back and forth between the two of them. "No one is hog-tying me, if they know what's good for them," she stated flatly.

"Not into bondage, Mills? That's a shame," Emma winked, further jabbing at her. Regina's face began to heat up, and her heartbeat quickened at the words. No, stop. She's making fun of you, not flirting.

And to her horror, she saw Belle looking between her and Emma, a look of dawning realization on her face. Quickly, Regina stood up and grabbed her bag. "Fine," she acquiesced. "I'll go with you, but only to make sure you don't buy the most stupid costume in the whole store."

Emma fist-pumped in victory, and Regina began to follow her out of the library-until Belle's voice brought her to a halt.

"Uh, Regina? Are you going to check out that book?"

Emma gave Regina a side glance. "What book?" She asked. "You were reading your Biology textbook…"

Regina whirled around and pinned Belle with her best glare. "What book?" she asked, her voice almost threatening in its timbre.

Belle immediately got the hint and said, "My bad. I was mistaken. You guys have fun!"

Emma caught Regina's eyes again, and something on her face told Regina that she was onto her sneaky ways. Regina gulped. She hoped Belle wouldn't be too mad about her secretive stashing of the school's library book. Knowing Belle, she'd go to the computer and check the book out for her. Belle was nothing if not precise in her record-keeping.

"No way in hell."

Neal and Emma had chosen March Hare and Alice in Wonderland costumes, respectively, and now Emma was brandishing the gaudiest, skimpiest Queen of Hearts costume ever made in front of Regina's face.

Regina's infuriated outburst had both of her friends doubled over in laughter. "Oh, come on, Gina!" Emma pleaded through her laughter, "Your mom would get a kick out of it."

"My mother wouldn't let me out of the house in something like that, no matter what it's supposed to be."

"That's why you change into your costume after you leave the house," Emma said, as though she was stating the obvious. "What size are you? Small or medium?"

"I'm not wearing that, and you, Emma Swan, are a bad influence."

Emma threw her blonde curls over her shoulder and twirled a strand of it around her finger in that way that was slowly driving Regina crazy. "Oh, but, Regiiiina, darling, you simply adoooore me," she said in a perfect imitation of Cora Mills. "Oh, stop it," Regina said, laughing now, reaching out to softly slap Emma on the shoulder.

Neal looked between them. "I feel like I've missed something here," he said slowly, which made the girls laugh harder.

When they caught their breath, Regina reiterated, "I'm not wearing that, Emma." Her friend huffed and replaced the costume on its display wall. "Fine," she pouted, then leaned over to whisper in Regina's ear. "Too bad, you would look sexy in it."

And just like that, Regina's pulse quickened and she felt a flip in her stomach…much lower than it usually was. She felt her body growing warm….No.

Emma was just teasing her. Regina had found that Emma enjoyed trying to make her blush, make her uncomfortable, and Regina decided right then and there that she was going to start teasing right back, maybe try to throw Emma off instead.

"You'll never know," she said boldly. And score. Regina smiled in self-satisfaction when she noticed a faint blush creep into Emma's cheeks. Clearing her throat, Emma looked back to the wall of costumes. "Here!" she said suddenly, standing on her tip-toes to reach a costume higher up. Regina paled at the sight of it.

"Again, hell no," she hissed.

The white freaking rabbit. Only, on the model in the picture, it looked more like a Playboy Bunny costume.

"Regina, you have to dress up with us," Neal pressured. "Ruby and Lily already bought Tweedle Dee and Tweedle Dum costumes."

"And what's the point of this theme?" Regina questioned, wrenching the Playboy knockoff costume from Emma's hands and putting it back where it came from, "Aren't we too old to go trick-or-treating?"

Emma smacked her forehead then. "Oh, duh," she said, more to herself than anyone else. She reached back and pulled a square piece of paper out of her back pocket. "Here, Gina," she said, handing the paper over. "It's an invitation from Ruby. I was supposed to give it to you since I'm in a few of your classes this semester, and I totally blanked."

Regina took the paper and read it aloud. "You are cordially invited-really?-to the annual Halloween Bash at Granny's Bed and Breakfast, located behind the diner, on Saturday, the 28th of October-"

"Because Halloween is on a Tuesday this year, and that's no fun for anyone," supplied Neal unhelpfully.

"-There will be refreshments, games, and a costume contest. Hope to see you there," Regina finished. "Granny's Bed and Breakfast?" She inquired, glancing at Emma, who nodded. "Yeah. There's this massive room in there, they use it for birthday parties and wedding receptions, and every year Ruby talks Granny into decorating the entire B&B for the bash."

"Oh," Regina said, putting two and two together. "Granny is Ruby's gram?"

"Yeah, you'd know that if you ever came into the diner. What's your aversion to that place, anyway?" Neal asked. "Afraid Emma will give you food poisoning?" He laughed and Emma punched his arm, causing his laughter to turn into a groan of pain.

"No, Emma's cooking is delicious" Regina murmured, "we just don't eat out much. Mother prefers home cooking. She's brought takeout home before, but most nights she attempts to cook. She's dead set on becoming a chef in her late forties, apparently."

"Well, I can help her," Emma declared. "In fact, I might be tempted to leave Granny's if your mom wants to pay me to be your home chef." She elbowed Regina pointedly. "You'd never have to choke down another of your mom's concoctions again. How much would she pay?"

"Good luck," Regina retorted, sidling toward the checkout counter. "Can we go now? You guys have your costumes."

"No, no," Neal chided, grabbing Regina by the elbow and steering her back to the wall of costumes. "You're coming to the bash with us, and you're going to dress up as a Wonderland character so you can help us win the costume contest."

"Ugh, fine," Regina finally gave in, grabbing a random women's Mad Hatter costume off the shelf and tossing it at Emma. It looked modest enough, and came with an overcoat and top hat. "There," she grouched. Emma and Neal high-fived each other.

Regina sighed in defeat.

"Whoa."

It was the day of the Halloween bash, and Emma had come over to Regina's to get ready for the party. Before getting dressed, Regina had applied heavy smoky makeup, a dark red lipstick, and curled her hair. Emma had straightened her naturally curly hair, applied light makeup that, in Regina's opinion, made her eyes even brighter and larger. She'd applied rich pink blush to her cheeks, a light pink lipstick, and put on a blue headband.

Regina had gotten dressed in the bathroom while letting Emma change in her room, and when Regina stepped out in full costume, Emma's jaw dropped.

The costume was even better than Regina had expected. It consisted of a purple and black pin-stripe pencil skirt, a purple and white checkered blouse with a matching bow tie choker, and a teal waistcoat with a long tail, complete with gold lining. A black belt with a gold buckle was cinched tightly around her waist, and she had completed the look with black and white checkered thigh-high socks and knee-high black boots. On top of her wild curls was the infamous Mad Hatter top hat. She hadn't dressed up since she was a little girl, but she felt wild and daring already, just putting this outfit on.

At Emma's stunned stare, Regina smirked and did a little spin. "How's this?" she asked.

Emma let out a low whistle. "Damn, Regina," she whined. "You didn't even want to dress up, and now you're going to put everyone else to shame."

"Oh, that's not true," Regina purred-purred? Where did that come from?-as she looked Emma up and down. She was dressed in the classic blue dress with a white collar and apron, though the dress only came down to about mid-thigh and was way tighter than the original Alice dress. She had on knee-high white socks and black heels, and Regina's heartbeat quickened as she took in the pale skin of Emma's exposed thighs. Quickly tampering down her attraction for her blonde friend, she quipped, "You look so much more innocent than you are. You'll fool anyone who doesn't know you."

"Oh, ha ha," said Emma weakly, still staring dazedly.

"Are you ready? I think the party is about to start," Regina said, her smirk growing into a grin. Whether or not Emma was attracted to girls, Regina still didn't know. But she was absolutely certain this Halloween costume was flattering on her, and it was having some kind of effect on Emma. She counted that as a win.

Cora stopped them on the way out with her camera in-hand, demanding pictures of Regina's first Halloween in Storybrooke. The girls acquiesced, standing side by side with their hands on each other's waists, smiling at the camera. Cora snapped the picture, then reached over to fix one of Regina's unruly curls. "You two look amazing. I think we know who will win the contest this year," she said proudly. "Go have fun, and Regina, you make smart choices."

"Yes, ma'am," Regina agreed. No way was she making the same mistake twice.

"Don't worry, Mrs. Mills," Emma chirped as they stepped out onto the front porch. "I'll keep her in line."

As the front door closed, Emma grinned evilly at Regina, who rolled her eyes. "Bad influence," she whispered.

"If anything, you look like the bad influence tonight, Gina," Emma teased, bumping her hip to Regina's. "Let's go."

Regina got into the passenger seat of Emma's Beetle and then they were off.

Emma hadn't been kidding when she told Regina the B&B would be completely decked out for Halloween. Orange and green lights hung from the siding and every window, the walkway up to the building was decorated with graves, gigantic rubber spiders, ghouls hanging from the trees, and a fog machine hidden in the bushes was filling the area with a heavy layer of synthetic fog. Eerie music wafted out at them from a loudspeaker, punctuated with dark laughter and wails.

They stepped up to the door to find a man in a full zombie-butler outfit, covered in fake blood. "Velcome," he growled at them, opening the door, "To ze Halloveen bash."

"Hey, Frank," Emma greeted cheerfully, unfazed. "You do know you're supposed to be a zombie, not Dracula, right? You gotta work on that, buddy."

"Hey, Emma," the zombie butler said grumpily. "I'll work on it."

"Good man."

As they entered the inn, Regina noticed more Halloween lights and decorations highlighting the way to the party room. When they entered, Regina found herself completely impressed.

The room was already half full of costumed people. Someone had lined the walls and ceiling with black sheets, and splattered glow-in-the-dark paint all over them. She spotted random words among the splatters, such as "get out", "beware" and "don't look behind you." There was a line of tables set up along one wall, covered in plates of Halloween-themed snacks and punch bowls. Black-light bulbs had replaced the regular bulbs in the overhanging chandeliers, casting a purple-white glow around the room and making bright colored costumes and makeup even brighter. Regina noticed the whites of her own costume seemed to glow as well. There were also two disco balls and a light projector added to bring more color and light to the room. A DJ had taken up residence on a platform in the middle of the room, and "Monster Mash" was currently playing over the speakers. Fake spider-webs hung from the corners of the room and the chandeliers, housing plastic spiders and other gross-looking bugs in their midst. It looked wonderful.

Regina found herself smiling widely as she looked around the room. "Wow," she breathed. "This looks amazing!" she shouted over the music. Emma leaned in close and said in Regina's ear, "Yeah. You fit right in."

Regina was grateful that Emma couldn't see her blush in the dark room.

"Regina! Emma!"

The girls turned to find Lily and Ruby approaching, both dressed in feminized Tweedle-Dee-and-Dum outfits, bouncing excitedly, their teeth glowing in the black light. "You guys look awesome!" shouted Ruby, her once brown hair now a bright cherry red, and Regina had to admit the look suited her. "Look at you!" said Lily. "Who knew Regina Mills could look so…wild? I love it! You look great!" She leaned over and hugged her. Laughing, Regina hugged her back. "I feel like a completely different person," she admitted, feeling almost giddy.

"Good!" exclaimed Ruby. "It's Halloween! That's the point. You can be anyone you want."

Neal soon joined them, his March Hare outfit almost comical with oversized shoes, brown trousers, a purple vest and giant brown bunny ears on his head. They met up with Belle shortly after, who completed their group in a tasteful White Rabbit costume, complete with a waistcoat and pocket watch. Regina found that she was glad she hadn't bought the rabbit costume Emma had tried to talk her into. Belle had found a better one, and she stood out like a beacon since the outfit was mostly white.

There were a few chaperones standing around at doorways and at the refreshment tables- "Spike a punch bowl one time and they hold it over your head for eternity," Ruby complained- but the room was so dark and the lights so dizzying, that Regina soon forgot to worry about what anyone thought of her and lost herself to the music (which had switched from holiday music to contemporary hits). Emma must have noticed Regina's hips starting to sway to the beat, because grabbed hold of Regina's arm and pulled her into the crowd of dancing people. Neal, Lily, Ruby, and Belle followed suit immediately, and Regina found that she was able to shed her inhibitions much like the night of the bonfire. Only this was even better; her head wasn't spinning, and she hadn't lost Emma to the crowd; she was dancing right next to her. Regina twirled in a circle and Emma wrapped an arm around her waist, spinning her faster and then dipping her back like a proper gentleman, causing her top hat to fall off and laughter to fall from her lips.

And then, after she'd retrieved her hat, something unexpected happened. Regina felt a tap on her shoulder and turned around to see one of her classmates, Robin Locke, smiling roguishly at her through mummy wrap. "Hey, Regina," he said, peeling back a bit of the wrap so she could see his face better. "You look amazing! Would you like to dance?"

Regina shot a glance at Emma, who grinned widely at her and gave her a thumbs up motion, moving to dance with Neal. Trying not to feel hurt, Regina turned back to Robin and said, "Sure."

It seemed that Robin had staked some kind of claim on her after that, as one dance turned into three, and she even spent a slow song dancing with him, bodies a respectable distance from each other. They made small talk, complimented each other's costumes and talked about the upcoming band concert (Robin played the trumpet in the band). Finally, Regina's feet began to protest all the dancing. She tried to excuse herself, so that she could get back to her friends, but Robin grabbed her arm and said, "Do you want some punch? Maybe we can go outside and talk some more, get some fresh air."

"Oh," Regina hesitated. He looked so hopeful… "I don't-"

But she was interrupted as Robin pulled her to him and covered her lips in a chaste kiss. She was so shocked she couldn't move. No one had ever kissed her before, and she had no idea how to react. Her heart started to hammer behind her ribcage (not in the same way that it did when she was around Emma, this time she felt sick) and she was torn between slapping him and cursing him out for daring to steal her first kiss ever without her without her permission, or just turning tail and running as fast as her boots would allow. Robin seemed to sense her body stiffening, because he pulled back quickly, looking guilty. "I'm sorry," he apologized. "You just look so beautiful. I've liked you for awhile, ever since I heard you play your sax on the first day of school…and I'm having fun with you tonight. I was hoping you were, too." His guilty look turned hopeful as he waited for her response.

Regina turned and scanned the crowd, looking for Emma, hoping she could lock eyes with her and send some sort of signal-help, I don't know what to do, come save me-and when she located her friend, her heart leaped into her throat.

Emma was leaning up against one of the walls, and Neal was pressed against her. They were kissing. And not just kissing, but full-on making out, Emma's arms wrapped tightly around Neal's neck.

Well, that did it. Regina felt the blood leave her head and she felt dizzy.

Emma was straight.

Regina's feelings were unrequited. She had the full proof of it staring her in the face. And in that moment, Regina decided immediately that there was no way that she, herself, was a lesbian. She must have just latched on to Emma too heavily, what with Emma being her first real friend here in Storybrooke, and gotten her feelings mixed up somewhere between platonic and romantic. She had been so stupid.

Turning back to Robin, she forced a smile on her face. "You know what, I'm having a great time with you," she said. And it wasn't exactly a lie. Robin was handsome, and a good dancer. Their conversation had been easy, his tone gentle and fun. It wasn't until he'd kissed her that she'd gone rigid and started to panic. "I could definitely use some fresh air," she admitted, still trying to recover from the whirlwind of sights and emotions that had just crashed into her. "Let's go."

She cast another glance at Emma and Neal, and saw them no longer kissing, but talking intimately with their faces close together. Emma appeared to be covering her mouth…probably savoring his kiss, Regina grouched inwardly.

But no, Regina was no longer jealous. At least, that's what she was forcing herself to think. She was going on a walk with a good-looking boy that she had something in common with (he was a really good trumpet player, in all honesty), and she was going to see where it led to. Forget Emma and all the confusing feelings that came with her.

As they stepped out into the bitter cold night, Regina took a deep breath. As the door closed, the music was muffled and Regina allowed the moment of silence to calm her still rapidly-beating heart.

She started when she felt Robin's hand over her own as he laced their fingers together. "I've been wanting to get up the courage to talk to you," he admitted. "I was going to do it a couple days into the year…but then you seemed to never be alone." He laughed awkwardly. "Swan's something else, isn't she?"

"She's a good friend," Regina confirmed. "But I don't want to talk about her. What about you?"

Robin's face lit up like Christmas and he steered her to walk in a slow circle around the B&B, launching into a long-winded monologue about how he loved to play trumpet, music was a huge part of his life, but he also enjoyed hunting on weekends and was becoming quite the expert bowman. Regina had never known anyone that hunted anything, so she curiously asked the appropriate questions- "What do you hunt?" "What are the different seasons for different animals?" "Do you only use your bow and arrows?" "Just how good are you?"-and he answered each one with fervor. The idea of killing animals, even to use as food, made Regina's stomach turn, but Robin seemed to be genuinely respectful of life and law, and she found herself learning something new.

He then began to ask her questions about her life in California, her interests, how she was liking Storybrooke, and Regina answered each question. She found that she really did enjoy Robin's company, but the gentle press of his hand in hers did nothing. She didn't feel that butterfly sensation in her stomach, her heart had slowed to a normal rhythm and was not interested in picking up again for Robin. She wondered if those sensations had even been a sign of attraction, or if they were signs of discomfort. She tried not to dwell on it.

After about fifteen minutes, Regina's teeth started to chatter, and she was about to suggest they return to the party when she heard the sound of someone crying behind a bush.

"Hey, someone is crying over there," Robin noticed and pointed out needlessly. Regina pulled her hand from his and walked toward the sound. She gasped when she saw who it was.

"Ruby?"

Ruby looked up from where her face had been buried in her hands. "Oh," she sniffed. "Regina…I'm sorry. I didn't think-" sniff "-anyone would be out here."

"Ruby, what's wrong?" Regina asked in concern, moving to sit next to the girl on the cold ground. Ruby wiped at her eyes uselessly as she collapsed into sobs again, wailing something unintelligible.

"Ruby, you have to calm down. I can't understand you. Breathe."

She vaguely registered Robin standing a few feet away, rocking on his feet, looking very uncomfortable, but couldn't bring herself to address him when her friend was outside, sobbing loudly, in freezing temperatures. "Where's Lily?" she asked softly, moving to envelop the crying girl in her arms.

That was apparently the wrong thing to ask. A fresh wave of tears escaped and Ruby buried herself into Regina's neck, her heavy sobs causing her small body to quake. "Shhh, it's okay, I'm sorry," Regina quickly corrected, unsure of what exactly she was apologizing for.

It seemed like forever, but Ruby's tears finally abated, and when Regina felt she had calmed down enough, she whispered, "Hang on one second. I'm not going anywhere, I'll be right over there and I'm coming right back. Okay?" Ruby nodded against her and moved to wrap her arms around her knees and bury her head in the cocoon she had created.

Regina stood up and walked back over to Robin, feeling a little guilty. "Look…Ruby is my friend. I think I need to stay with her, something's really wrong. Why don't you go back inside and I'll talk to you later?"

Robin looked relieved at the suggestion-after all, he'd looked so uncomfortable the whole time Ruby was crying-and said, "O-okay. Yeah. Um, Regina…I know this is a bad time and everything, but I don't know when I'll get the courage again. So I was wondering if you'd like to go on a date with me. Next Friday?"

Regina's first instinct was to say no. She wasn't attracted to Robin, that much was clear…but then again, everything was all muddled for her right now. Maybe she could be attracted to him, once she had a better hold on her feelings and emotions. Feeling she at least needed to try, she nodded and smiled at him. "I would love to. I'll give you my phone number and address on Monday, okay? Now go inside. Get warm."

Robin leaned over and kissed Regina on the cheek, and she resisted the urge to wipe it away until she was certain he'd rounded the corner and gone back inside.

Going back over to Ruby, she sat back down and took her friend's hand. Ruby was barely sniffling now, and appeared to be much calmer, so Regina asked gently, "Want to tell me what's going on?"

Ruby didn't answer for a long moment. Then she sighed and sat up straight, looking up at the stars above the B&B. "It's Lily," she whispered.

"What about her?"

"She told me she was going for a walk, that she had a headache and would be back before the costume contest…" she trailed off, choking on her words. Sensing her hesitation, Regina urged, "Go on. I'm here, Ruby."

"I went up to Granny's office and grabbed a couple of aspirin for her headache. Just trying to be a good girlfriend, you know?" she laughed dryly then, an almost mocking sound. Regina started to get a really bad feeling as to where this was heading. "I followed her out here, trying to catch up to her to give her the pills. And…I…I saw Graham's car in the parking lot. He graduated last year, and goes to college in Boston. He wasn't even supposed to be here tonight," she clarified at Regina's confused look, then went on, "I looked closer…and I saw Lily sitting in the passenger seat with him. They were fucking making out, Regina!" she practically wailed then, bursting into tears all over again.

"Oh, God, Ruby I'm so sorry!" Regina whispered, her eyes filling up with tears. Ruby and Lily were adorable together. They always looked so happy and in love, and Regina couldn't fathom that Lily could have done something like this. In a last-ditch effort, she asked, "Are you sure it was her?"

"I know what my girlfriend looks like," she snapped, then immediately shrunk in on herself. "I'm sorry," she whispered. "I know you're just trying to help."

"No, that was a dumb question. I apologize."

Ruby laughed again, the sound echoing in the silence. "We're seniors this year," she said then. "We had all these plans, you know? We planned on going to the same college, rooming together, maybe getting a dog since Granny won't let me have one and Lily's moms abhors them…guess she was playing me for a fool this whole time. I'm a lesbian, Regina! She obviously isn't, it was all just a game to her."

Regina leaned over and wrapped her arms around Ruby again. "I'm so sorry," she repeated, not really knowing what else she could say to comfort the girl.

They sat there for another five minutes, and then Ruby let out a shuddering breath and stood, pulling Regina up with her. "They should be getting to the costume contest at any time now," she announced, wiping her eyes and putting on a brave face. "I need to go to the bathroom and fix my makeup. Cheating girlfriend or not, we're going to win this thing. I didn't wear a fucking Tweedle-Dum costume for nothing."

Laughing softly, Regina followed Ruby inside, and Ruby grabbed her purse from a coat hangar and dashed to the bathroom to fix her makeup. Regina went ahead and reentered the room where the party was going on, and felt a lump form in her throat as her eyes landed on Lily, dancing with Neal and Belle and having the time of her life, completely ignorant to the fact that she'd just broken her girlfriend's heart. Regina felt a scowl cover her face.

Then she felt arms around her neck from behind and smelled that familiar vanilla and cinnamon scent that signaled Emma's presence. "Why the sour face?" Emma shouted in her ear. "Aren't you having fun?"

Regina turned her head to look back at Emma, and froze when the action resulted in hers and Emma's faces to be centimeters from each other. She found herself staring into emerald eyes as the room's lights danced in them, and forgot for a moment that she was supposed to be answering a question. "I'm fine," she finally stated, removing Emma's arms from her neck and trying to calm the stupid rapid beating of her heart that the blonde's proximity had caused.

"I saw you leave with Locke, but he came back alone. What happened?" Emma asked, looking concerned now. "Did he do something?"

"No, he was very sweet," Regina said, forcing a smile. "We're going on a date next Friday."

"Oh," Emma said a little too brightly, a grin splitting her beautiful face. "That's awesome! So why did you look so mad?"

Regina turned as the door opened once more and Ruby walked into the room, her face perfect once more but lacking the general peppiness that she usually radiated. "I suppose you'll find out soon enough," Regina sighed. Emma followed her line of sight and by the sudden frown on her face, Regina could tell she knew something was wrong immediately. Before she could ask, however, a voice came over the loudspeaker:

"Ladies and gentlemen, ghosts and ghouls, it's now time for the group costume contest! Grab your friends and make your way to the DJ station!"

Emma grabbed Regina's hand and pulled her toward the middle of the room, where people were already finding their friends and grouping up. Regina kept an eye on Ruby, who was smiling widely at her "girlfriend" and pulling her close as they all got into position. Ruby looked normal to anyone who didn't know better, but to Regina she looked tightly wound, and not in the good way.

This can only end in disaster.

And sure enough, after Regina's group of friends were declared the winners of the costume contest and Emma and Neal were brandishing their winnings-a free meal for each of them at Granny's diner- the entire room was shocked into silence as Ruby bitch-slapped Lily across the face before tearing off the Tweede-Dum hat and throwing it down on the floor, marching out of the room.

Good for her, Regina thought secretly. No one deserved to be cheated on. Ruby, sadly, was lucky she'd stumbled across Lily and Graham in the car. Regina knew that far too many people were cheated on and never even found out until much later. In a horrible way, it was good that Ruby had found out.

"What the hell? Regina?"

Too late, Regina realized that she'd been wearing a cynical smirk on her face. Emma, Neal, and Belle were staring at her with mouths agape, and Lily (whose right cheek was an obvious bright red, even in the dimly lit room) looked accusatory. "Regina, what the fuck are you smiling about?" she screamed. "What the fuck just happened?"

Regina crossed her arms. "You should go ask your girlfriend," she stated coolly. "Or better yet, why don't you get your coat and go back to Graham's car. I'm sure he's still waiting for you. I highly doubt Ruby is."

And with that, the rest of Lily's face turned as red as her slap mark as all eyes turned to her in question. "Graham?" Neal questioned, tilting his head in confusion. "Graham's here?"

Lily didn't answer. She bared her teeth at Regina in rage and embarrassment and took off at high-speed out of the B&B.

"Hell of a party," Regina quipped, posture sagging now that she wasn't being confronted. She felt exhausted. Way too much had happened tonight, and all she wanted to do was go home and sleep for a week. "Happy Halloween."

Her friends just continued to stare in shock and awe.

Emma had taken Regina home, and now they were both sitting in Regina's bedroom, having changed into pajamas and wiped their faces clean of makeup. Regina's hair was now up in a messy, curly bun, and she sagged uncharacteristically in her desk chair, arms crossed in front of her. She had just given Emma the play by play on what had happened when she'd encountered Ruby outside the bed and breakfast, and Emma had tears running down her face, which shook Regina to the core. She hated seeing her friends upset…Emma, apparently, most of all.

"I don't get it," Emma whispered, plopping down on Regina's bed. "I was rooting for them so hard. They were always so happy. And…the majority of the town accepting them…it gave me hope."

"Hope?"

Emma seemed to realize what she'd said and shook her head. "I'm happy you were there for Ruby. I never even realized she'd gone outside."

"You were occupied with Neal," Regina said simply, trying not to sound petty or jealous, even though that was still exactly how she felt, no matter how hard she tried to stop it. Emma looked at her with wide eyes. "You saw that, huh?"

"A brief glimpse, yes."

"Well, I saw you kissing Robin before I kissed Neal…and yet you were the one to find Ruby. I should have been more observant."

"Only because Robin and I went for a walk outside. I would have never found her if not for that."

"Did you like it?"

"What?" Regina was lost. "Of course I didn't like finding Ruby like that-"

"No, Regina, focus." Emma interrupted. "Did you like kissing Robin? He was your first kiss, wasn't he?"

Regina shrugged, still uncertain as to why they were talking about kissing when they had a friend with a broken heart. "He took me by surprise. I'd never really spoken to him before and then suddenly he was there and we danced-"

"For like a solid hour, yeah," Emma said, her smile looking more like a grimace, and Regina couldn't figure out why. "It's not like you were left with no one, Emma," Regina said. "If anything, Robin stealing me away from the group gave you the time you obviously wanted with Neal."

"Regina, Neal was just…" she trailed off, shaking her head violently. "We got off topic. What's going to happen now? Lily and Ruby are both our friends."

"I'm sorry, but I can't condone cheating, no matter who does it," Regina snapped. "In case you forgot, I was the one who sat with Ruby for a solid twenty minutes, holding her while she cried into my neck like her heart was crumbling to dust. Lily is no friend of mine any longer."

"Gonna suck for you," Emma said. "You work with her."

"I don't work with her, we all have separate shifts."

"You gonna get her fired?"

"I'm not that petty, Em."

They stared each other down for a moment, Regina still wondering what the hell was going on in Emma's mind, before Emma said, "Em. You called me Em."

Regina scratched at her throat. "Sorry. It just slipped. I'm tired."

"No, I like it. You can call me Em. Gina," she grinned.

"Shut up."

Emma yawned. "Get over here," she said, pulling back the covers of Regina's bed. "It's like one in the morning and I have the breakfast shift tomorrow."

Regina turned out the lights and climbed into the bed next to Emma. They listened to one another breathe for a long while, and Regina was sure Emma had gone to sleep until she heard a whisper in her ear.

"So, a date with Robin Locke next Friday, huh?"

Regina grimaced, not bothering to mask her unease in the safety of the dark. Despite her discomfort, she suggested, "Yeah. First kiss, now first date. Maybe we should make it a double date. You and Neal, for example."

There was another bout of silence, and Regina held her breath in anticipation, and then Emma said, "Sure. Yeah, okay. We could probably do that. Neal and Robin get along okay, as far as I know."

"Cool," Regina breathed, the tight sensation in her heart threatening to choke her up. "I'll let Robin know. It's a double date, then."

"Yeah," Emma yawned, her words beginning to slur as she drifted off. "It's a date, Gina." In the next five seconds, Emma was snoring, and Regina was thankful for it, because she could hear the pounding her heart had begun in reaction to Emma's last sentence.

She apparently needed more time to sort out her feelings, because her body wasn't listening to her head when it came to Emma Swan. Groaning, she rolled over away from her friend and willed her body into a broken, troubled sleep.