With a simple flick of her wrist, a blip of her magic, Ben appeared before her, down on one knee in a deep bow. "What is it you ask of me, my queen?" He asked, looking up at Maleficent with the same look he used to give Mal. It was a cruel thing to watch, but Mal knew her mother was doing it to eat away at her confidence.

"Oh sweet Benjamin," Maleficent said with a coy smile. "All I want is to tell you a story."

Mal didn't like the sound of that.

"Anything for you, my queen," Ben answered, his gaze intense, his smile dark.

Her mother hummed a little tune, the same one she had used to enchant Jane. Mal watched in horror as Ben changed even further, his features darkening, his malice palpable in the air.

"Once upon a time," Her mother started, her tone sweet and light, like she truly was telling a story. "There was a prince, desperate to be king."

Ben's gaze from Maleficent never wavered.

"He went to a wise old woman and asked her for the way to be king."

At first, nothing changed in the dynamic between Ben and her mother, he simply stayed on his knee as she told the story. Then, as Mal watched, slowly, Ben changed.

"Great Wise Woman," Ben said, his eyes blank of all emotions, his voice monotone as he stared up at Maleficent. "I need a way to be king."

Mal definitely did not like where that was going. She didn't like the way her mother looked at her, or the way Ben was acting, as if he were merely sleepwalking.

"She told him the only way he could be king would be to complete a quest."

Maleficent turned back toward Ben. "My dear sweet prince," she said with a gentle smile. "In order to be king, you must complete a quest."

Mal waited for it all to make sense. What exactly was her mother planning?

"Several towns away, a dragon plagued the town."

Mal definitely didn't like where that was going. What kind of demented fairy tale was her mother telling?

"How do I slay the dragon, wise old woman?" Ben asked, definitely under a magic spell.

"The wise old woman gave the prince a sword and told him to slay the dragon."

"Why, my dear prince, with a sword of steel to pierce her cold heart." Maleficent waved her hand again, and a sword appeared in Ben's hand.

"The town was abandoned when he got there, except for the dragon."

"What happened to all the people?" Ben asked, standing from his knees and looking around the ballroom, but not seeing a ballroom at all.

"The dragon ate them all," Maleficent answered, as if she were speaking to a small child. As if she cared. "The dragon will move on from this town if you don't slay her. You must protect your own kingdom if you want to be king one day."

Ben gripped the sword tighter, his resolve strengthening. "I have to protect Mal." Mal stared at him then, as his gaze floated right over her. "Where is that dragon hiding?" He said, looking around the room, but not seeing any of it. Looking right past Mal, right in front of him.

"Why," Maleficent said, her voice soft and light. "She's right there!" She pointed to Mal. "She's right in front of you!"

Ben looked around still blind to her. But then, as soon as Maleficent pointed her out, Ben's eyes, clouded with magic, focused on her, the fury etched into his face.

"Taking up his sword, he began to fight the dragon."

"Ben?" Mal said as Ben began to approach her, the sword held tight in his hand. "Ben, you don't want to do this!" She backed away slowly, hoping she could reach him in his enchanted state, but her words never seemed to reach him.

"I will not be tricked by a dragon!" Ben shouted, swinging the sword up over his head and aiming for her. "I must protect my kingdom! I must become king!"

"The prince fought valiantly, swinging his sword this way and that way, but the dragon dodged all his blows."

"Ben, please!" Mal shouted, louder that time, dodging his wild swings. "I know you're in there." Her voice cracked as she kept moving away from Ben swinging his sword just as her mother was directing. "Ben! Please look at me with your own eyes!" Ben just kept swinging. "Please!" Tears welled up in her eyes and blurred her vision, but Ben just kept coming, swinging his sword without a second thought.

"They fought and fought until the prince gained the upper hand."

Mal felt herself back into the forcefield behind her. "Ben, please!" She cried, unable to move out of the arch of the sword, unable to dodge the blow.

"With a valiant cry, he lunged forward and his sword found itself in the dragon's chest."

For a moment, she didn't even hear her mother's tale. She merely watched as Ben lunged forward and plunged the sword through her chest without even a second thought. He hadn't even seen her at all.

"With a pained cry, the dragon fell over dead."

"Ben!" Mal cried out one last time as the sword pierced through her. Her voice barely above a whisper.

Then, slowly, the pain became too great, the world too bright, too much as the blood soaked her hands.

"The prince had become king, but at what cost?"