A bit of a lark in Maleficent and Regina's history. Young!Regina is Maleficent's apprentice and has a bit of an incident with some potion ingredients.

Summary: Young!Regina is Maleficent's apprentice, learning many things from the Dragon-Witch.

Headcanon Note: While Regina is with Maleficent, Rumple is maintaining Regina's "cover" - providing distractions that keep Leopold and Snow from pondering too long where Regina is whenever they might look for her. It suits his purposes to have Regina well-trained in many of Maleficent's specialties, and not to suspect him of "driving" her decisions too thoroughly. He doesn't count on everything that Maleficent teaches Regina, however, which explains why Regina doesn't feel beholden to Rumple for all her magic abilities.

Content Notes: Nothing untoward here except a bit of evil seductiveness and Regina getting sick-drunk and throwing up. If you can handle that, read on.

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The Dragon's Apprentice

Maleficent folded her wings and slowly transformed back into her human shape as she drifted to land on the parapet of her castle. The main chamber was just beyond, and she could see the embers of a fire burning low in the grate by the long chaise. She was early returning from her nightly flights; it was still several hours before the sun could show its face past the mountaintops surrounding her domain.

With a casual wave of her fingers, Maleficent silenced her footfalls and entered the chamber beyond. The brunette girl who claimed herself to be a queen who didn't want the title rested her head on her elbow. Her eyes were closed and a thick tome rested on her legs folded up beneath her slender body. It was one of many tomes Maleficent had shoved upon the girl who refused to leave – "no one will miss me and I want to learn from you." The girl so wanted to prove herself; she took any order Maleficent gave her and fulfilled it with alacrity and attention to detail.

Still feeling the freeing sensations from her nightly flight, Mal wonders how anyone could not miss this young woman. She was just so annoyingly present all the time, underfoot and earnest. She wondered why she hadn't just incinerated the brunette yet. Then she thought about the fact that Regina was married, to a king. Certainly he would come looking for Regina at some point; and Mal wouldn't have her domain set afire or ruined over a slip of a girl.

Her eyes fell again on the book Regina held in her lap. She decided some time in the potions laboratory would be a suitable next step in the younger woman's magical training. But no need for her to be too comfortable, Mal thought, seeing the tender line of the woman's jaw move and her throat swallow as she shifted in her dreams.

She threw a fireball at the low-burning embers to announce her presence. Forcing down a smile, she bit her lip when Regina leaped to her feet, fumbled her leather jerkin into line on her body and patted her upbraided hair.

"Mal–Maleficent!" The tone was breathless, almost wanton. That caused her eyebrow to raise. What dreams do you have, young one?

"I see now what you do whenever I am gone," Maleficent boomed. "Nothing!"

Regina's impassive face broke briefly, eyes wide, corners of her lips turning downward. But just as abruptly her features smoothed into an amazing neutrality.

Such a young one to be so skilled at bottling up your emotions.

She fisted her unconsciously lifted hand, watched Regina's eyes dart to it warily, and shouted to cover her tender thoughts. "Where's my breakfast – Get me clean bedding!"

Regina's hands shook but she produced a table laden with foods from her nascent magic fairly quickly. "Please. Sit. You…" Her voice drifted to silence.

Maleficent watched as Regina's right hand squeezed on her left, a steadying gesture Mal had seen her make many times.

The tactic worked again. Regina's voice was less shaky when she continued. "You're back early. Did you…have a nice… flight?" Brown eyes lit upon Maleficent, bright and interested.

Flourishing her robes behind her, Maleficent sat to her meal. "It was fine. Go, do what you must." She waved the girl away. When Regina was almost to the archway, clearly intent to prepare Mal's bedding, she said, "When you're done, in an hour, we will go to my potions room."

Regina turned, curtsied, then turned again gracelessly stumbling over her own feet in her haste. Mal didn't miss the giddy smile that Regina just could not stop from forming.

She grumbled even as she considered how to make that smile appear again. I'm getting soft in my old age.

Exactly sixty minutes later, even though Mal had sensed Regina had returned and hovered in the shadows out of sight for almost twenty minutes, Regina reentered the main room. She waited to be acknowledged, which Maleficent did with a lazy come hither curl of her wrist. Regina appeared at the corner of her sight and asked, "Have you finished your meal?"

Maleficent had already moved to the chaise by the fire, staring into it as she contemplated a lesson for her apprentice. She gestured toward the table. "Take it away."

Regina more confidently waved her hands and made the table and its array vanish. She said nothing, even though Maleficent remained silent for what should have been a maddeningly long time.

The girl had patience, Maleficent could give her that. The long games were always the best played.

However, finally Maleficent stood. She turned slowly to assess the young woman head to toe. Regina fidgeted again, but this time did no more than straighten her posture.

"I have a desire to make a potion today," Maleficent said.

"Planning to kill someone?" Regina's eyes widened and there was a quick smile.

So eager, Maleficent thought. "Eventually," she replied dryly.

"But not today," Regina said.

Mal smiled. "Not today," she confirmed. Color darkened the already olive-toned skin of Regina's face. A blush. Mal's smile turned predatory.

"Do exactly as I tell you and you might learn something."

The subtleties Maleficent utilized in her magic enthralled Regina. She fought to walk calmly even as the wall sconces would light upon their nearing and then slowly fade out as they moved beyond. She took in everything, counting steps, listening for the rustle of Maleficent's robes indicating which way she was turning or looking. They turned down passages, left then right, then right again, and more. She tried to memorize the path should she have an opportunity to go to the laboratory on her own, but the darkness and the quickness of their transit made it difficult.

She caught herself just in time to prevent colliding with Maleficent's suddenly still form. The dragon-witch had stopped before a towering set of doors black as night, intricately carved and arching to a point some forty or fifty feet above their heads. Regina had never seen anything so magnificent.

Maleficent stretched forth her left hand and the doors swung slowly inward. Regina tilted her head back to look all the way to the ceiling as they crossed the threshold. Her eyes were immediately drawn to the towering stained glass windows the cacophony of colored bits not immediately resolving into any recognizable figures, but magnificent in their size and scale.

Regina heard Maleficent's boots moving on the stone floor and tore her gaze from the windows to take in the floor to ceiling shelves filled with every shape and manner of vial or container she could imagine, and some she could not. How could one reach a potion on the top shelves, thirty feet above her head? She drew close to the shelves, looking for labels or other signs to indicate the contents of the clear and clouded vials. She had been reading voraciously about the use and storage of many extracts.

One label was turned partially away and its contents were pulsing a soft green glow. Regina reached for it, just to turn it. But the glow shifted as Regina turned the bottle. She realized the object inside was some sort of live specimen. She lifted the jar and noticed immediately the pierced holes in the lid.

"Don't touch that!"

Regina's hands flew up. The jar slipped free of her suddenly numb fingers. Her gasp when she saw the jar begin falling to the ground was arrested, just as the jar's fall was stopped. She stared at it floating several inches above the floor.

"Stupid," Maleficent growled. She swept in, collecting the jar and returning it to the shelf as Regina remained still quite frozen, in abject terror actually.

"I-I'm-so-"

Maleficent swept her flowing robes around her. Regina swallowed down her pitiful excuses, and she knew then that's all Maleficent saw her as, pitiable. She didn't want that. She stiffened her spine and turned to follow as Maleficent walked away.

Regina's bootheel caught the shelf, the vibration dislodging another bottle.

The tinkling crash of its glass shattering against the stone floor spun them both around. A puff of powder erupted around Regina's feet, clouded over her body and seeped into her nostrils and mouth, obscuring everything. She couldn't even scream.

And then, calm. She inhaled, smelling lilacs and hollyhock, the smells of horses and tack and the heather on a sunlit hillside. "Mmm," she exhaled, throwing up her arms and spinning in place. She felt barefoot and naked, and so… oh heavens, so free!

A golden halo passed by her face and she reached out for it – the sun, wanting to grasp it, hug it, merge with it. She caressed what felt like a cloud. "So soft," she murmured, pulling it toward her and pressing her face into it.

"Oh, for fuck's sake." Regina's lips curled in distaste as something seized her hands and pulled her from the soft cloud. "Look at me." Shaking her wrists. "Damn it, look at me."

Regina pursed her lips. "Mother doesn't like it when you swear. Shhh," she cautioned, looking around. She pressed a finger to her lips, batting them once because, odd, she didn't feel them at first.

"You've ingested dove's bane, you silly child."

Regina looked into a face with eyes narrowing to search hers. So beautiful, she thought, and bounced forward on her toes to kiss the nose. Crossing her arms and grasping the hands clutching her shoulders, she unfolded her arms and stepped back, making Maleficent's arms cross.

"You're beautiful. I want to dance," she whispered urgently. "I know it isn't done, but… let's do it anyway."

"What? Dance?"

Regina pulled out of the hands and backed up, shimmying her hips to the timbrel music playing in her head. An Arabic sheik had come to Leopold's castle and had one of his harem girls do this, she recalled. She snapped her fingers, changing her attire instantly to match that from her memory. The short top just barely contained her breasts, the cool air of the space drifting across her belly. She wore a long skirt, too, slit up one leg.

The veil before her face shimmied and danced as she flung her arms up and around, and spun on toes and heels. God, this is freedom, she thought, feeling her body's fluidity, in a way she never had before.

"Get down," a voice admonished. "You're going to fall and hurt yourself."

Regina looked down to see she was floating above Maleficent. The blonde woman was staring up at her, cheeks flushed, eyes wide. Regina saw what she had seen in her dreams: a caring she craved. She fluttered the veil in Maleficent's face and twitched her hips enticingly. The blonde reached up and grasped at the veil. Regina tugged and moved just out of reach. "Come up here with me," she entreated.

"You're high," Maleficent protested.

"I'm flying," Regina corrected. "Come, transform and take me flying with you. I want to go higher."

"What goes up must come down," Maleficent said.

"Oh, stop spouting lessons for a moment," Regina huffed. "I do get tired of it. I helped you rediscover your fire. So, maybe once in a while you could thank me."

Regina dipped and swung her hips, rocking the cradle of her pelvis toward Maleficent, then away, coyly. She danced across the air toward the stained glass windows. The multi-colored sunlight beyond beckoned.

Abruptly her hands pinned to her sides. She looked down to see Maleficent had "lassoed" her with a tethering spell. She lifted her arms, shrugged and lowered, moving effortlessly out of the restraint. "If you felt like this, you wouldn't let anything hold you back," she said.

"If I felt like you do, I'd know enough to recognize I'm going to wake up with a helluva hangover in the morning and regret every second."

Regina sighed then shook her head. "A hangover, huh? I suffered those every night just to keep Leopold away from me."

Maleficent caught Regina in her arms. "Not a fake hangover, my dear, but a real, throbbing, hammers pounding out from the center of your skull one." She cupped Regina's face, looking again in her eyes, tightening her other arm.

Gleefully, Regina looked down where Maleficent's arm held her waist. She noticed they were still floating, but the floor was coming closer. She burrowed her face into Maleficent's chest, and wrapped her arms around the dragon-witch's waist. "I knew you cared," Regina said.

Then she blacked out.

Maleficent kissed the top of her head. "Damn me, but I do, Regina."

She touched them both down lightly and carried the limp form of her apprentice to a lounge by the window. Dappled in multi-colored sunlight, Regina rested there while Maleficent cleaned up the mess from the broken bottle, careful not to breathe any of it in herself. Though, when she looked over her shoulder and thought of the invitation Regina had made under its influence, she wondered if she ought not take a snort and enjoy the younger woman's charms.

Just once.

The sound of groaning woke Regina; her vision behind her eyelids was a glaring red, and it sounded like someone was drumming somewhere in the castle with really great reverberating acoustics. She almost thought it was Snow who had a penchant for discovering all these amazing things she just had to share with her stepmother. The thought made bile rise in the back of Regina's throat and she rolled onto her side, coughing. Her eyelids pried themselves open with each successive beat of the drum.

"So the dead arise."

As Maleficent spoke, and Regina indeed recognized the voice belonging to the dragon-witch, she realized something. The low groaning was coming from her own mouth. Quickly she clamped her jaw shut. Too bad she couldn't shoot the drummer as the sound continued to pound on her skull.

She pressed her hand to the side of her head. "Could you ask your drummer to stop?" she murmured.

Maleficent laughed. It wasn't a pleasant sound. Regina's lip curled in distaste.

"Oh, darling, you are gaining the full experience, aren't you?" Regina narrowed her eyes – the light was too bright by half – it must be midday already for the light to be this full in the balcony room, she thought. "I have no drummer. Nobody else here but you and me."

"Of course you have a –" Regina snapped, only to immediately grab her head between both hands and fall to her knees. "Fuck."

"Well we didn't do that, though, I must say the invitation was quite clear," Maleficent said.

Regina canted her head, holding it carefully on top of her neck so it didn't fall off, and stared at the dragon-witch sitting on a nearby chaise, all flowing red and black robes. The vision swam a bit before Regina's eyes, and she sighed. "You propositioned me?" she asked.

"Oh, darling, no. I never have to ask for sex." Maleficent leaned forward; Regina reflexively leaned back. "You propositioned me." Then Maleficent receded. Regina squinted and blinked. "Then you blacked out."

Regina found if she squeezed her eyes, leaving her vision only in the tiniest sliver remaining, her head didn't feel quite instantly ready to crack open along some fault line like the earth under a quake. "Uh."

"Eloquently spoken. Now." Maleficent swept to her feet and Regina fell over on her hands and knees getting out of the dragon-witch's way. "It's time for you to actually learn a potion or two."

"Potion?" Regina staggered to her feet, biting her lip until she tasted the iron of her blood, in order to maintain her concentration and her footing.

"Yes, dear. A potion. I find you an amusing apprentice after all. I'm going to keep you."

Regina's fingers bit into the back of the chaise, muscles straining to hold herself upright as she processed Maleficent's words. She looked around – slowly – at the stores of ingredients. They spiraled on the shelves all the way to the ceiling.

"I can stay?"

"Maybe next time you'll do exactly what I say, and only when I say it." The witch's ice-blue eyes bored into Regina's. She couldn't tell in that moment if her stomach was flipping from the look, or from the hangover.

But not half a second later, it didn't matter.

She threw up all over the bottom of Maleficent's robes.

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