Disclaimer: I do not own Once Upon a Time or any recognizable characters.

AN: This is written for who was the 200th reviewer of Sense Memory. Prompt: Regina and Emma's five year anniversary to Paris and Regina has a fear of flying. Thank you for the prompt, and I hope you enjoy it!

Regina was the strongest person Emma knew. She had suffered years under a mentally and physically abusive mother, well, magically abusive but the ghost of the scars were still there no matter how good the magic was. Regina was even tortured to the very brink of death by two psychopaths yet managed to get up the next day to stop an unstoppable trigger. But her greatest strength was that she had lived, for the past seven years, with Emma Swan, now Swan-Mills, and hadn't managed to kill her. Yes, Regina was strong and fearless, and at times Emma had no idea how she did it.

Most mornings Emma would wake up to the beautiful brunette woman that she'd been married to for five years, officially seeing for eight, but had been crushing on since the first day she met her almost ten years ago, and she just couldn't believe that this woman, a Queen and a Mayor, Regina, wanted to spend the rest of her life with someone like Emma who couldn't remember whether the dishes were clean or not in the dishwasher and had a tendency not to follow the whites only rule when sorting the laundry. Many of Henry's socks and undershirts had suffered Emma's wrath and ended up a strange tie-dye of colour. Regina and Emma were so opposite yet so in sync many wondered how they could work, but they had and they did, and no matter how many times Emma handed in her paperwork late or turned a blind eye when Henry snuck out, Regina, for some reason, didn't kill her.

Yes, Regina was pretty fearless and the strong one sometimes.

But with such a feat, Regina was also calculating. When she had a plan, she saw it through, and when it didn't succeed the first time, god help anyone who got in her way the second time. That was why Emma, after eight knowledgeable years of being with Regina, sort of stayed out of the way when she had proposed the idea of going somewhere for their five-year anniversary. Regina agreed, admiring the romantic gesture, but Emma couldn't help but feel she had somewhat created a monster.

Paris was the choice of location now that people were able to leave town shortly after that debacle with Elsa. The couple had decided on it when they were watching The Da Vinci Code when the investigation in the Louvre sparked an interest in the brunette. Emma had originally thought it was cheesy and cliché. Celebrating an anniversary in Paris was almost as generic as having a honeymoon in Hawaii. But then Regina began researching everything Paris had to offer, and the excitement in brown eyes just couldn't be ignored.

So they had bought their tickets and prepared for their two week anniversary trip.

The six months leading up to their anniversary had Regina in what Emma liked to secretly call beast mode, though this one was more satisfying than the other beast modes where Regina ripped hearts and caught arrows. No, this beast mode consisted of Regina preparing intricately and thoroughly for Paris.

It started off small, wine and cheese to get Emma in the mood for the trip, and that had been fun since Emma loved a good brie with jalapeño jelly, but then Regina began preparing token Parisian dishes – Gigot D'Agneau Pieureur, Coquilles Saint-Jacques, Tartiflette, and damn that Tartiflette had tasted divine. The kicker of it all that made Emma jump on board the Parisian train and count down the days until take off was the outfits.

Regina, in her eighteen years pre-Henry, had tried to fill the emptiness in her heart with anything she could find – predominantly online shopping. They had had to have a garage sale of Regina's extra clothes and handbags that still had the price tag on, one Emma had to convince Regina to even consider, just so Emma could have a little closet space when she moved into the mansion. So it wasn't surprising that Regina had scoured the Internet for the latest fashion in Paris and had them delivered to their door two days later.

Regina had put on a fashion show for Emma, slipping into the closet to change between outfits, and when she would exit, a coy brow lifted and an extra sway to her hips, the blonde would hoot obnoxiously before Regina did a final turn and retreat to her makeshift change room. The silk blouses were nice, and the dresses were even better, but what made Emma's heart stop beating and quit her hollering was when Regina came out in a royal purple negligee, completely sheer except for the strategically, yet to Emma's dismay, unfortunately placed lacy rose designs covering Regina's breasts, crotch, and hips. The sheer stretched deliciously over a taut stomach, and Emma could physically see Regina quiver under her lust-blown gaze.

The woman on the bed quieted quickly and struggled to pull her jaw off the floor as Regina kept her face as casual as it had been, providing Emma with a sexy, sultry turn, hands on her hips to stretch the sheer fabric across her backside, and thank baby Jesus there was no goddamn rose covering her ass. Plump, firm globes just waiting to be squeezed strained against the fabric as Regina turned back toward the closet with a simple, "and this is for our first night there."

Emma never moved into action more quickly. Needless to say, even Regina wasn't strong enough to wait for Paris to remove that particular piece of clothing.

After that night, or rather the following morning, Emma had been looking forward to Paris more and more. She even had a hand in planning some of their destinations to hit and vetoed others that Regina insisted they go to. Emma had joked that since she didn't want to wait three hours just to get into the Louvre, they should just magic themselves in there. Her chuckling died down when Regina furrowed her brows in contemplation. Breaking and entering? Add that to another reason why she loved Regina.

All was set and ready to go. Their bags were packed. Their tickets and passports were tucked securely in Regina's purse. Henry was on summer break from Boston U and to make sure no funny business went down, they stuck the twenty-year old kid with eight-year old Uncle Neal since Snow and David had taken a third or fourth honeymoon of their own.

They arrived at Logan International Airport three hours before the flight to check in and get their bags through, and though the waiting to board was more than a little tedious, Emma having spent most of the time playing people watching, muttering interactions out loud while Regina snorted or laughed and sometimes even joined in an occasion or two, when they finally were called to board the plane, the months of planning and the nights of fashion shows that turned into a little more was all worth it.

Emma had never flown first class before, and of course Regina would splurge the extra couple hundred dollars for their own bucket chairs and leg room. The perky attendants in this section seemed even friendlier than the perky attendants in coach, and Emma knew that the complimentary champagne was going to be used well.

She helped Regina lift their carry-ons into the compartment shelves but was promptly swatted away when Emma tried slamming the lid shut on Regina's Louis Vuitton. Regina, ever the superwoman, did some mom-magic in reorganizing and had the compartment filled nicely with room to spare.

"If you can squeeze all that stuff together, maybe you and I can tuck into the washroom and join the mile high club," Emma whispered in Regina's ear when the brunette sat down.

Regina scrunched up her face and relaxed into the seat, buckling soundly and promptly. "It sounds like you're either trying to proposition me to have sex in the washroom or you're trying to get my high."

"Same thing, really," the blonde grinned conspiratorially.

"I did promise tonight," Regina said gravelly, leaning over under the ruse of shutting Emma's window blind slowly. "And if you can wait I'll make it worth your while."

Emma inhaled sharply as Regina grinned wickedly and smirked, sitting back down in her own seat with a satisfied grin. "Jesus woman, it's our anniversary," the blonde whined.

"Precisely."

The seat belt sign lit and the overhead speaker announced their obligatory greetings and well wishes before signalling the imminence of takeoff.

The vibrations of the cabin as the plane took off did nothing to help Emma's predicament as she imagined how their night would eventually go. Luckily for them, they had agreed to bring a few special items with them just in case, and to make everything better, the only thing they were doing when arriving was checking in and getting some rest for tomorrow. Or not. Already Emma was anticipating their bedroom suite more than trying an authentic Parisian Tartiflette. Her hands clutched the armrests as vivid fantasies and some quite recent memories came to the forefront of her mind and made her core ache for the woman sitting tortuously beside her, reading a – wait a minute. Regina had gripped the armrests too, but the talon-like strain she had on them was a whole new level of what the hell.

"Regina?" Emma asked cautiously.

The plane jolted, and Regina moved her talons to Emma's wrist, eyes squeezed shut in preparation for whatever crash the brunette was imagining.

"Ow," Emma mouthed before carefully prying red nails from her skin only for them to tighten even more around her wrist.

"Ladies and gentlemen, this is your Captain speaking."

"Dear god," Regina whispered under her breath and curled her face into Emma's shoulder. Gone was the sexy seductress and in her place was the vulnerable Regina who freaked out whenever Henry had a cut or Emma came home with a black eye because Leroy got a little too drunk that night.

"We're experiencing some turbulence at the moment that should clear up momentarily. We apologize for any inconvenience."

No sooner did his message finished that the plane began to level out and the harsh shakes ceased.

Emma waited, counting to ten for Regina to release her grip, but the most the brunette did was peak an eye open and reposition her claim on her wife's shoulder, resting her temple against it as if nothing was wrong.

"Uh Regina?" Emma asked again. Regina looked up, a cocked questioning eyebrow but wide fearful eyes adorning her face. At the sight of hesitance in Regina's eyes, Emma forgot all about the pain in her wrist and pressed a palm to Regina's cheek, smoothing a thumb over the flesh there. "What's wrong?"

"Nothing," Regina insisted though despite her loosened grip with her nails, it was just as tight with the pads of her fingers.

"Really?" The blonde asked wryly.

"Please, Emma," Regina scoffed. "I'm fine."

"Mmhmm." Successful this time, the younger woman retrieved her wrist, internally wincing at the crescent shaped marks just shy of her watch – a gift from Regina for their first anniversary – and moving to unbuckle her seatbelt.

"What are you doing?" Regina hissed.

Emma was already halfway out of her seat, amused and curious before she sat back down. "I was gonna get my headphones, but you look like you can use a drink."

"Don't unbuckle. What if he makes a sharp turn and you go flying across the cabin?"

"Because the sky is filled with a traffic of planes. Regina," Emma said doing well to hide the laugh that wanted to come out. "The seatbelt sign is off. That means you can walk around. You know, I have been Sheriff for ten years now, and I think I know a thing or two about what signs mean."

"Like how to crash into them? That yellow means go faster? That big six-sided lollipops at the end of every street means speed right on past?"

"Uh, that last one doesn't count because Henry broke his leg."

"And both of you almost got run over by Mr. Greyson's RV!"

"Refreshments?"

Regina yelped, though later that night she'd deny ever making such noise, and almost jumped into Emma's lap. She would have succeeded if she hadn't been strapped down by that seatbelt she refused to take off. In her fright, the tray of drinks the flight attendant was offering toppled over. Champagne dripped down her smile as it fought to turn into a frown, apple juice leaked on the floor in the aisle, and some soft drink fizzled on the ground, threatening to explode.

"I'm sorry, she's a nervous flyer," Emma explained, one arm around Regina who had managed to tuck herself into Emma's front and another fishing into her pocket to tip the poor girl.

"I'm not nervous." Regina swatted Emma's shoulder petulantly.

It took a couple staff members to clean up the mess and a very embarrassed apology from the brunette before their little corner of the plane quieted down again.

"I'm not a nervous flyer," Regina repeated to no one in particular, haughtily fluffing out a blanket over her legs and adjusting the neck pillow she brought as she reclined her seat. "We're just ten thousand tons of metal flying thirty thousand feet above the Atlantic ocean held in the air by two tiny propellers." She gulped audibly. "Not nervous at all."

Emma had watched Regina mutter to herself and shook her head lovingly as she reclined her own chair back.

"I mean, whose idea was it to take a plane to Paris? There are many more reasonable modes of transportation. I'm sure if we really put in the effort we could drive there or take a boat. There are trains to Europe, no? For god's sake we could have magicked ourselves there, but no. Stuck in a suspended box for sixteen hours," Regina rambled.

There was half a second of silence where Emma wondered if Regina was done. "How are we flying?" Nope. Not done.

"The engine?" Emma guessed. "It's strong enough to lift it up and all that stuff."

"This is defying physics," Regina insisted. "We should be crashing at the sheer weight of the aircraft and the air pressure up here should crush us. We're forty thousand feet in the air."

"We're gonna be okay, Regina."

"How do you know that? Are you an aviation engineer?"

"You grew up in a world of magic, and you're really questioning how planes fly here? You know boats are tons of metal floating on the water without sinking. What are you gonna do if we go on a cruise?" the blonde pointed out.

"That's different. I'm not fifty thousand feet in the air!" Regina huffed.

"That number just keeps getting bigger and bigger," Emma chortled, earning herself a smack to the shoulder.

Regina took in a deep breath and exhaled sharply. "We should have just used magic."

Emma shut her eyes and quieted her laughter when she realized that Regina was not calming down. She reached for Regina's hand, and the brunette sat abruptly, her free hand out ready to produce the ball of fire she was so famed for, but when she saw it was Emma's hand, she relaxed and laid back down.

"Are high places bad?" She had phrased her question in a way that didn't point Regina out as being the fearful one. When she had in the past, all it led to was Regina trying to prove her point that she was okay.

"I'm not–" The denial was already on Regina's tongue, but she sighed and squeezed Emma's hand tighter. "I don't like being constrained in the air."

She searched brown eyes as they softened in memory, and Emma asked a question she already knew the answer to. "Your mom?"

"Mm."

"I figured as much," Emma admitted. "That's why I wanted to poof there."

Regina pulled herself out her memories long enough to smile at her wife, squeezing her hand in silent gratitude at the gesture.

"So," Emma began carefully extracting her hand from Regina's. She sat up and unbuckled, promising she wasn't going too far, and retrieved the headphones she was attempting to get earlier from her carry on. She sat back down, buckled up and brought Regina's hand up to her lips before letting them rest in the middle. "I made you something to help calm down your nerves and take your mind off it."

Digging through her pocket she removed her iPod and managed to plug in the jack one-handed. "A mixed tape," Emma beamed, offering the music player to her wife.

"It's an iPod," Regina said examining the device for any differences. "Mine actually."

"It's not actually a tape," the blonde huffed, pressing against her wife to scroll through the playlists together. She stopped on one titled 'Apple of My Eye ;)' and shared a smirked at the name. Emma smirked really. Regina just rolled her eyes.

More than a little curious, Regina placed a headphone in as Emma clicked the first song. Immediately Regina's grin lit up her face as the familiar bars of their wedding song filled her ear.

"I love it," Regina grinned, tugging Emma by the chin to kiss her sweetly.

The blonde simply smiled, rolling a casual shoulder and offered up the second earbud. "Relax. I'll be sitting right here the whole time."

Regina nodded, now both ears filled with Etta James' At Last as Regina relaxed into the bucket seat, her eyes shut, her face content, and her wife's hand wrapped protectively around her own.

Regina was the strongest person Emma knew, but during the times the brunette's paranoia got the better of her, when her vulnerability overwhelmed her, and fearfulness set in, Emma was always there to catch her.