A/N: I do not own these characters. :) Hope you enjoy.

Bright flashes of light illuminated the otherwise dark house, and with each new boom of thunder a small body trembled slightly. Brown eyes remained tightly closed, trying miserably to ignore the storm outside the bedroom window. Slowly, the door creaked opened and light footsteps could be heard entering the room until they gave way to the slight dip in the mattress. "Mommy?" A little voice whispered into the room, muffled slightly by the brown teddy bear securely wrapped in slender arms.

A hesitant hand gently shook the trembling shoulder, forcing the brown eyes to open fully. "Henry?" Regina frowned, sitting up to pull her son closer to her, and as he snuggled against her chest, she breathed in his comforting shampoo. "Are you okay?" He nodded, gripping her shirt loosely with his free hand. Thunder sounded through the room again, and Regina closed her eyes as she fought back a shiver. "Did the storm scare you?" Henry shook his head, pulling away enough to look up at her. She smiled at her five-year old, kissing his forehead as another burst of light filled the room.

"I'm not scared, Mommy. You are." He rested his head against her chest again, closing his eyes as sleep called for him. Regina's mouth fell opened, and she instinctively pulled her son closer to her as she leaned back against her headboard. "I'm here now. You don't have to be scared anymore." She smiled slightly, closing her eyes as tears filled them. She placed another kiss to his temple, wondering how she had been lucky enough to be given such a wonderful boy.

"You're right, Henry. I don't have to be scared anymore. My little prince is here." She rubbed his back as he curled against her, using her chest as his temporary pillow.

"Here to protect you. I love you, Mommy." He mumbled before falling back to sleep. Regina licked her lips, holding back the tears in her eyes. She had been successful in not making a sound; how had he known she was afraid? She shook her head softly, focusing her attention on her son until sleep took her captive minutes later. The storm was forgotten as both mother and child slept soundly until morning.

.-.-.-.

Henry breathed in deeply as he stared at the storm outside his grandparents' window, and as his eyes traced the rain drops on the window pane, his mind zeroed in on his adoptive mother across town. She hated storms, had never been able to overcome her fear of them, and now, he worried about her being alone. Her mansion had always made storms appear worse, and as a child he had remembered waking up, knowing she needed him. Not once had she ever told him why the great and terrible Evil Queen was so deathly afraid of storms, but he hadn't really needed to know. All that mattered was comforting her.

"Hey, kid, everything okay?" Emma asked from the kitchen counter as she poured two glasses of cocoa. Henry sighed, taking one last look out the window before pulling out his cell phone.

"She doesn't like storms. I need to call her." He said nothing else as he stepped out of the small apartment with his cup of cocoa in one hand and his ringing phone pressed against his ear. Emma frowned, tilting her head slightly before shrugging her shoulders. He would explain more when he came back inside.

Henry leaned against the wall, blowing on his drink as he waited for his mother to answer. When her voicemail picked up his call instead, he frowned and furrowed his brow. Why hadn't she answered; she always answered his calls. He hung up without leaving a message, and quickly stepped back into the apartment. "Hey, Mom?" He called out, moving to the counter to set his cocoa down and grab his jacket from the coat rack.

Emma looked over her shoulder from the couch, acknowledging him as he slipped on his coat. "Yeah, what's up?" Henry sighed, shaking his head before walking to the door again.

"I need to check on my mom. She didn't answer my call." Emma stared at him, worry etching her features. "I don't mind walking, but do you think you could give me a ride? She'll kill us both if I show up wet and cold." Emma chuckled, nodding her head before setting her own cup on the coffee table and meeting him at the door. He handed over her jacket, thanking her softly as they left the apartment.

"So, you said she doesn't like storms?" Henry glanced at Emma, sighing as he nodded his head. She waited a moment, but when he didn't elaborate, she asked for more. "Do you know why? She's not the type to scare easily." Henry shrugged his shoulders, holding the door open for his mother before following her outside into the pouring rain.

Once they were safely inside the yellow bug, he let out a short breath. "She's never told me why. I even looked in the book when I was ten, but it doesn't mention anything. She can't sleep when it's storming though. That's why I want to check on her." Emma nodded her head, focusing on the slick roads as she drove slowly to Regina's house, and as they reached her street Henry turned to face her. "It would probably be best if you drop me off. I'll stay the night here."

Emma stared at him for a moment, glancing briefly at the road before nodding her head. "Okay, but if you need me, you call. I don't care what time it is either." He smiled at her, taking a deep breath as the car came to a stop, and he tossed out a good night, see you in the morning, and an I love you as he darted out of the vehicle. Emma waited until he was safely inside the house before driving away, trying to ignore the nagging in her gut. Once she made it back to her parents' apartment, she sent him a quick text, asking for him and Regina to meet her for breakfast at Granny's. She received a thumb's up in response, and released a relieved breath.

.-.-.-.

Regina sighed, curling into a ball as she closed her eyes tightly, and tried not to focus on the howling storm outside her house. It had been a sick joke of the curse to make her town such a rainy place. She hated it; truly the only thing she could do without when it came to Storybrooke, but as this place was far better than the Enchanted Forest, she had found a way to live with it. Close her eyes, breathe in and out, focus on good memories, and if she really needed the distraction, sing softly into her pillows.

This had been her routine, her comfort, until Henry had been brought into her life. Even as a baby, he had known she needed him; had needed a reason to be strong and brave. He would cry until she came to him, rocking him softly through the night, and when he got older, he always found his way to her, climbing onto her bed and snuggling against her. He had been her anchor, keeping away the horrible memories and spine shivering fright, but it had been a while since she'd had him to comfort her. Four long years of losing each other and finding their ways back, but the storms had not stopped showing up, had not waited for their reunion. Therefore, she had fallen back on her old routine.

Regina closed her eyes tighter, whimpering softly when thunder shook the window pane, and turned her head further into her pillow, humming shakily as she thought of her few good memories. Her mind wandered through horseback riding with Daniel, gaining her freedom with the Dark Curse, adopting Henry, and finally it settled on her favorite. Henry, running through his first snow, bundled from head to toe in too many layers and calling out to her as he tried giddily to catch snowflakes. The tip of his nose was pink and he sniffed continuously before absentmindedly running his nose along his lower arm and laughing as she began chasing him.

A small smile played at her lips, and for a moment the storm was far away, only a distant quiet rumble. Then lightening flashed, adding a slight light behind her eyelids, and in that instant, her fear was back, picking at her relentlessly. She let out a frustrated breath, closing her fist tightly as her hums rose into quiet tunes. Sleep, she knew, was out of her grasp tonight, and now, it was only a matter of surviving until morning.

.-.-.-.

Henry grimaced as the front door clicked closed, and he made sure to slowly lock it as he glanced over his shoulder. The house was dark except for the lamp in the kitchen his mother left on in case either woke in the night. He breathed in, shrugging out of his jacket as he listened to the quietness surrounding him. She would be in bed, miserably fighting her fears, and as he kicked out of his shoes, he walked toward the stairs.

When he made it to her bedroom door, the corners of his mouth flinched into a brief smile, and he waited a moment, listening to her soft voice. He had always loved listening to her sing, and realized she very rarely did it. He shook his head, gently pushing the door open and tip-toeing into the room. "Mom?" He called out, ignoring his voice as it cracked slightly, and as he climbed onto the bed, he watched her body relax and her eyes snap open.

"Henry?" He frowned at the disbelief and hope in her tone before nodding his head as he stretched out next to her. "What are you doing here? Are you okay?" She instinctively wrapped her arms around him, pulling his body closer to her own, and he rested his head against her shoulder, breathing in her familiar scent.

Henry snuggled closer to her, smiling when she kissed his temple and settled more into the mattress. "I'm here now, Mom. You don't have to be scared anymore." He heard her gasp, and closed his eyes when she pulled him closer. Regina rubbed his back, rolling her eyes when a tear slipped down her cheek. He remembered, he had come all the way across town to be with her, and it brought warmth to her heart.

"My little prince…" She kissed him again, burying her nose in his hair for a moment. He smiled, realizing he missed hearing her call him that, and wrapped his arm around her, squeezing briefly as he hugged her.

"I'll always protect you, Mom, and I'll always love you." He pulled away, looking up to catch her watery eyes. "I'm sorry for everything I said and did. You didn't deserve that, at least, not from me." She released a grin, shaking her head to dismiss his apology. Placing a hand against his head, Regina guided him back into her embrace, running her fingers through his hair. "Mom?" He called out, letting his eyes dance along the part of the room he could see. She hummed her acknowledgement, resting her cheek against the top of his head as her hands began rubbing his arm and back in comforting patterns. "Why do storms bother you?"

Regina tensed, stilling her movements for a second before continuing. "It doesn't really matter, Henry." He sighed, pressing his lips together firmly to keep the disappointment from spilling out of them. Regina closed her eyes when she felt his muscles tighten, and slowly breathed out as she accepted that he was old enough to know. He deserved to know why he had to take care of his mother during storms instead of the other way around. "Once upon a time, there was a little girl who lived within the walls of a small estate." She began, her voice shaky and quiet, and Henry slowed his breathing in order to hear her better.

.-.-.-.

Wide brown eyes flickered around the room as a tiny chest heaved with each labored breath, and when another round of thunder sounded in the distance, the young girl shot from her bed, running with bare feet down the long hallway to her parents' room. Tears spilled down her cheeks as lightening lit the large room as she pushed the door open enough to slip inside, and as she raced to her father's side, a strangled sob escaped her lips.

The man startled awake as her body slammed into his, and instantly his arms wrapped around her as tears spilled from her eyes. "What is going on?" A woman's harsh voice rushed over his shoulder and both he and the girl tensed. He closed his eyes as his wife sat up, scoffing and yelling as she climbed out of her bed. He reluctantly released his little girl as her mother grabbed her arm and yanked her away from him.

The girl screamed for him, begging him to hold her again. He casted his eyes to the floor, turning his head slightly. "Why are you awake, and stop that crying! It's ugly." The woman's voice bounced off the walls, filling the room with coldness, and the young girl shivered and tried desperately to do as her mother demanded.

"I'm scared, Mother. The storm…" Suddenly, she winced at the pain in her arm, and glanced helplessly at her father before returning her tear filled eyes to the woman dragging her out of the room.

"Oh, Regina, what have I told you? Fear is weakness. If you ever expect to get anywhere in life, you cannot be afraid." Regina breathed heavily as she tried to match her mother's pace as they walked through the hallway, down the stairs, and out of the house. Her mother let out a frustrated breath as she slung the petite girl further into the yard. "Now, you will stay out here until you are no longer scared, and stop crying! Do not make me tell you again." The woman spun on her heels, slamming the door closed behind her as she left her daughter standing in the pouring rain.

Regina breathed out shakily as she looked around her, swallowing as her fear only grew amongst the dark and cold yard. She looked up, blinking as rain fell into her eyes, and tried with all her might not to be afraid. She stood there, watching the powerful lightening and listening to the roaring thunder until her long hair was dripping and curling and her thin nightgown was soaked and stuck to her body. She shivered, desperately wishing away her fear. It never left her, but determination filled her as the sun chased away the storm. She would never again let someone know she was afraid. Nothing else would ever scare her again, and nothing did until she fell in love with the stable boy.

.-.-.-.

Regina bit her bottom lip as she finished her story, leaving out the facts that her mother had hit her, that she had used her magic to frighten her even more, and that the storm hadn't actually left until days later. Henry didn't need to know those details, the parts of her life so very few knew. "I'm sorry, Mom. She shouldn't have done that to you." Regina smiled, swallowing back the lump in her throat, and kissed his temple for the hundredth time.

"It's all right, Henry." He shook his head, but he knew better than to comment on it again. Regina breathed in deeply, flinching as her eyes landed on the window. "I'm not tired, are you?" Henry pulled away, staying within arms' reach, and as his mother shook her head, he turned on the nightstand lamp. Regina blinked for a moment, turning away from the lamp as her eyes adjusted to the sudden light. "Why don't we watch a movie or bake cookies or both? We haven't done that in a while." She smiled at him, nodding her head as he took her hand and lead the way to the kitchen.

Once they made it downstairs and he let go of her hand, she hesitantly called out his name, and when he looked at her, awaiting her question, she continued. "How did you know I was afraid…I mean, when you were younger." She needed to know this answer almost as badly as he had needed to know what caused her fear. He sighed, thinking for a moment before leaning against the counter behind him and folding his arms.

"I don't really know. I would wake up, see that it was raining, and just know that you needed me." He paused, furrowing his brow before relaxing again. "Maybe it had something to do with the way you acted during the day when it stormed?" He shrugged his shoulders, seeming not as concerned with it as she was.

"How did I act?" She placed her hands on the counter, letting her eyes glance from it to him and back again. He stepped forward, resting his elbows on the island counter and catching her eyes.

"Well, most days you were strong and walked really fast, but when it was raining, you seemed…smaller and I could always keep up with you. Sometimes, I could even walk faster which always made me feel big." She chuckled as he shook his head, rolling his eyes at his younger self. "I don't think I really understood when I was little, but looking back now, you seemed…hesitant and…nervous." He straightened to his full height, lost in thoughts as he focused on his memories. "Almost like a monster could appear out of nowhere and hurt you. I always just thought you didn't want to get wet." She chuckled again, shaking her head as she pushed away from the counter, and turned her back to Henry to grab a few ingredients for their cookies.

"I thought I hid it better. I'm sorry, Henry." He shook his head, dismissing her instantly. She glanced at him, seeing only understanding and love in his eyes.

"Don't worry, Mom. It didn't scar me or anything." He walked around the counter, placing a hand on her shoulder as she stood on her toes in attempts to reach a baking tray. She stepped back as he easily reached it, and rolled her eyes at his smirk. When had he gotten taller than her? She frowned, looking away from her growing boy. "You know, I actually felt special, getting to take care of you. I loved being the only one who could make you feel better."

Regina's eyes returned to his, and a smile stretched across her lips. "You'll always make me feel better, Henry. You're my little prince. Although, you're not so little anymore." He returned her smile, glancing over the ingredients quickly piling up on the counter. "So," She gained his attention again as she stood in front of the opened pantry. "Chocolate chip or peanut butter?"

Henry scoffed, feigning disbelief at her question. "Why do you ask such a silly question, Mom? Chocolate chip, always." She laughed, shaking her head as she grabbed the bag of sweet chips and walked back to the counter.

"I'm sorry. You're right. I should have known. How foolish of me indeed." Henry laughed softly, loving when he got to see the playful side of his mother. It was almost as rare as her singing, and as she began measuring out ingredients, he moved to turn on the radio. At the sudden music, Regina lifted her gaze, questioning him with her eyes.

Henry shrugged his shoulders, walking to her side and stealing a few chocolate chips. "Background noise. Plus, I like when you sing along. You have a great voice." Regina smiled, hiding her blush as she returned her attention to the cookies. Henry leaned over her shoulder, listening and watching as his mother taught him how to make his favorite dessert. As they waited for the cookies to finish baking, Henry teasingly pointed out the flour on Regina's nose, causing her to throw a handful of it in his direction, and with that, they darted around the kitchen with his laughter and her squeals of delight, throwing whatever food item they could reach until the oven timer announced that the cookies were ready.

.-.-.-.

An hour later, Henry chuckled softly at the movie as he finished his last bite, and when he felt a weight suddenly fall onto his shoulder, he looked to his side. He shook his head with a slight smile when he noticed his mother sound asleep with a half-eaten cookie in one hand and a nearly full leaning cup of milk in the other. He carefully slipped the cup from her hand, taking a drink before setting it on the end table next to him. Turning toward her again, he maneuvered his arm from underneath her to around her shoulders, pulling her closer to him before tossing the throw blanket over her body. He rested his cheek against the top of her head as he finished the rest of the movie, and when a faint boom of thunder caused her to jump in her sleep, he kissed her forehead, easing her fears instantly.

Once the movie was finished, he slipped away from his mother, guiding her sleeping body to the couch before pulling the blanket further over her. He sat on the coffee table, studying her for a moment, and he smiled at the pride that filled him. This strong, stubborn, incredible woman was his mother, and he couldn't believe his luck to have been chosen for her. He leaned forward, kissing her forehead and tucking her hair away from her face. "Sleep well, Mom. I love you." He turned off the television, cleaned up their late night snack, and climbed the stairs to his own room for the night.

When he awoke the next morning, it was to the smell of blueberry pancakes and the sound of his mother singing along to the radio. He smiled when she laughed at her failed attempt at a high note, and quickly rose to his feet, leaving the room to join her. They'd made it through another night, through another storm, and he was certain they always would.

A/N: The End. :)