Author's Note: This idea came to me one day when I was on DeviantArt. I'd seen a fan art picture of The Swan Princess, and someone was wondering how Odette fell in love with him after she'd been so angry. So, I came up with this. Enjoy.

~The Phantom

Derek watched as Odette nonchalantly – well, she tried to make it appear so; really he could see how badly he had hurt her – turned away from him as she began her final journey home. His heart clenched; she had barely even wanted to look at him long enough to say goodbye.

She didn't even want to speak his name. Her father had to coax it out of her.

As she started down the road, when she thought that he had already turned around to go inside the castle, she glanced back, as if hoping Derek would ask her not to go. Too stubborn to do so, Derek looked down at the stone pavement, avoiding her gaze.

Her question thusly answered, Odette turned around, focusing on the road and not lagging behind her father, who she knew was angry; she could tell by his silence.

Well, she was angry too. He had forced her to put up with Derek every summer since before she could remember, and every summer, they fought and bickered and quarreled until the moment she was aboard the ship and homeward bound. How could her father expect anything better this time?

True, she expected better this time as well. There was something in the way he looked at her when she entered the ballroom the night before. It was more than a realization; it was an epiphany – for both of them. And until the moment those horrid words 'what else is there' had passed his lips, everything was perfect.

But then, like the Derek she had known for so long, he had ruined everything because of his carelessness. Well, fine then. She didn't need him. He said he could do better than her? Well, she could certainly do better than him.

"Let him marry some pretty bimbo," she thought bitterly. "I don't care. I'll find a man, one who really does love me. And I won't be so shallow as to worry more about his looks than his personality."

From where he stood, watching Odette gradually increase the distance between them, Derek wondered if he'd ever see her again. He knew from the way she looked at him when she left that he had not read the note he had placed in her room the night before.

Behind him, he could hear his mother whine about wasted years and such. He wasn't listening, and, to be quite honest, he didn't care.

But he had to agree. He thought about that note. It was more than a note really. A note implies something hastily written, one little piece of a bigger piece of information. This was more than that. This was a piece of his heart. He had given it to her, and she hadn't bothered to read it. What a waste of time.

Of course, he didn't blame her. She had every write to burn the damn thing if she so chose. Still, he wished she had at least looked at it. Maybe it would have helped. Maybe it would have kept her there just a little bit longer, long enough to tell her himself, face to face, how deeply sorry he was.

The apology he had so lovingly, so regretfully written was certainly more than a simple 'I'm sorry'. It was more important. It was a confession; a confession of his own narrow-minded stupidity and a confession of his love for her. He had taken such great care in writing it that he had to have started over at least a dozen times before he was satisfied with it.

Finally, when he was, he crept out of his room and to the wing of the castle where she stayed during the summer. He took great care not to be caught, fearful of what his mother might do if she suspected that he was trying to make the situation worse than it already was. Undetected, he made it to the door of her room and slid the paper under, half hoping she was still awake so that they could talk, and half hoping she was asleep so he wouldn't have to.

After waiting a few moments, he left. Knowing he would not sleep that night – and probably the next or the next after that – he walked around the castle, trying to clear his mind, hoping that Odette would find him and forgive him.

It didn't happen. Sunrise came and he heard nothing from Odette until it was time for her and her father to leave.

Now that his chain of thought had been brought back to the present, Derek started walking again, having no destination in mind. He wondered if he might be able to walk forever, like an aimless ghost who couldn't seem to leave the world of the living and move on to the afterlife.

He smiled ruefully. Of course he couldn't do that. His mother would simply not allow it. Although she had never formally punished him for any perceived wrongdoing, she could certainly make him wish he had never done it, just because, in retrospect, being good was easier than dealing with the guilt she would pile onto him.

And that's exactly what she did. All afternoon, she whined and nagged him until, finally, he'd had enough and he escaped to one of the very back rooms of the castle to be alone.

Later, when he had cooled down a little, there was a knock at the door. It was Bromley with a chess board and pieces, looking like a sad child who was trying to make a grownup feel better by doing something fun rather than actually talking about the problem.

Albeit immature, Derek thought it a nice gesture and allowed Bromley in, though he grimaced a little when he realized that Lord Rogers, his often unsolicited advisor, walked in behind his best friend from childhood.

Immediately, the lectures began. Rogers prattled on and on, citing everything Derek had done wrong the night before over and over again.

Somehow, through the scolding and Bromley's cheating at chess in a failed attempt to win for once, Derek found a little bit of wisdom. He couldn't simply say how much he loved Odette (not that he could find the words anyhow). That wasn't enough.

He had to show her how much he loved her. She needed to see how much he cared.

Sure, the note was nice enough, but they were just words, after all. And, as his mother had always said, actions speak louder than words. Therefore, he needed to perform an action of some type – he would figure out what exactly later – to get Odette's attention and, hopefully, her forgiveness.

It was brilliant, even if he did say so himself.

"Checkmate."

XxX

Meanwhile, Odette and her father still had not spoken. Odette hoped it would remain so for the rest of the trip home, though she wondered what her father might say when he finally did feel like talking to her.

King William wasn't really mad at Odette. How could he have been? The whole stupid mess was his fault anyway. It was a stupid idea, trying to tell Odette what to do. She was too much like her mother to be pushed around, even if the person doing the pushing had the best intentions at heart.

He felt even more guilty. He was angry with himself and taking it out on Odette. Still, he didn't understand what her thinking was in the ballroom the night before, but he couldn't blame her for it. He had been asking her to change her personality when he was trying to get her to marry Derek, and that was something she simply could not do.

His thoughts were interrupted when a guard said he spotted storm clouds ahead. To avoid getting wet and possibly getting sick, King William and Odette got into the carriage that had been following behind them in case of a possible change in the weather, such as the current storm that was quickly bearing down on them.

Before they knew it, the sky was dark, despite it being late afternoon, and the rain came down in droves, battering the poor carriage.

For a while longer, Odette and her father rode in silence. Just when the tension and awkwardness was becoming unbearable, King William finally spoke up.

"I-I just don't understand," he said, finally speaking his mind. "What else did you want him to say?"

"I need to know he loves me," she insisted, as if the answer should have been as obvious to him as it was to her, "for just being me."

King William was about to say more, but suddenly, the carriage stopped.

Bravely, the king poked his head out to investigate why. Odette sat still. She had no intention of budging from her seat find out why the carriage had stopped. It was probably nothing anyway.

She slipped her hand inside the pocked of the heavy red cloak she was wearing. There was a folded up piece of paper.

When she woke up that morning, she found on her floor the paper, folded in half with her name on it in Derek's handwriting. She had not read it. She doubted if she would, sure that it was just some pitiful excuse for an apology that his mother had made him write.

She had no idea what it took, how much effort Derek had put into writing that letter for her.

In fact, she had very nearly burned it before she heard a knock at the door.

"Odette, we're leaving soon," her father had said in a clipped, impatient voice. "Get your things ready."

She sighed and shoved the paper into the cloak pocket and never thought about it again that morning.

Feeling it in her hands that afternoon, she thought about reading it, but only briefly. She didn't want her father to get back into the carriage and ask her what it was. She decided to wait until she was on the ship that night. If she became seasick, she'd at least have more than the rocking motion of the ship to blame.

Realizing that her father had stopped moving, Odette wondered if there really was something wrong. She began to move toward the door, trying to get a look.

Outside the carriage, the driver pointed ahead, indicating a dark figure down the road. King William gasped, immediately knowing who it was.

He then realized that Odette was trying to follow him out. He put his hand up, signaling her to stop.

"Stay inside, Odette."

Odette backed off, though she wondered why her father had told her to do so. She knew whatever was outside, it wasn't good.

Before King William had a chance to warn the men, the man he knew to be Rothbart transformed himself into a giant bat-like creature. It flew directly at the carriage, ramming into it with such force that it was knocked on its side and King William was thrown onto the muddy ground.

The moment when he hit the ground, he came to terms with two things. The first was that he was old, and even if he hadn't heard a sickening, bodily snap when he hit the ground, there was no way he would be able to defend Odette. The second was that he, his daughter, and his men were doomed.

The guards tried to fight, but it was no use. Rothbart was too quick for them, and every time one of them stepped forward to attack, Rothbart would grab that man in his claws and fling him away like garbage.

While Rothbart was somewhat distracted, Odette instinctively – though she later wondered why – grabbed the note from her pocket, and stuffed it into the bodice of her dress, where, ironically enough, it was close to her heart. She climbed out of the carriage and ran over to her father, who had dragged himself up to a fallen tree so that he could lean against it.

"Go," he said. "Run!"

"I won't leave you," she said. "I can't leave you."

"You have to, Odette. Now do as I say! Run!"

She looked up, only to see that Rothbart, having dealt with the guards, was looking straight at her. She dashed into the woods, hoping to lose him among the thick trees.

Rothbart looked toward King William and transformed into his human self.

"Leave her alone!" William barked from where he lay. "She's done nothing to you."

Rothbart shook his head, laughing as if it was all some big joke. "Everything you own, everything you love…"

Having spoken his vow, he transformed and took off after Odette.

William could see movement in the rain. It was his captain, badly injured, but somehow still alive.

"Your majesty," he started. "I'll- I'll go after them." He tried to stand, but stumbled.

William shook his head. "You won't stand a chance. Get help. Go back to Uberta's castle. There'll be plenty of soldiers there. Find Odette… I can only hope that even Rothbart isn't evil enough to kill her."

"You must come with me."

"I can't. It's too late. Go now. Quickly!"

"But…"

"That's an order, Captain!"

The Captain, with a heavy heart, did as he was told, knowing that his king was going to die. He mounted up and rode to the castle. By a small stroke of luck against an otherwise horrific night, he had managed to burst into the room that Derek, Rogers, and Bromley were in. So exhausted from his efforts and the beating he took that he could no longer stand, he collapsed onto the floor.

Derek was the first to reach him. "It's King William's captain!"

The captain wasted no time in explaining, or at least trying to do so. "We were attacked… a great animal."

Derek stood up, not listening to anymore. "Odette!"

Without another word, he ran off.

"Derek!" Rogers called behind him. "Wait!"

A few moments later, Derek burst from the stable on horseback. He rode through the woods, taking a shortcut that he knew would lead him back to the main road that Odette and her father had likely taken on the way to port. After jumping over a narrow gorge, he could see the outline of an overturned carriage in the rain.

His heart clenched. He thought it might stop beating from fear of something happening to her.

"Odette!"

Not bothering to bring his horse to a full stop, he jumped from its back, nearly falling as he did so and ran to the ruined carriage.

He yanked the door open, but found nothing.

"Odette!"

By chance, he looked down and saw the necklace he had given her so many years before. Gingerly, he picked it up. Though she made it perfectly clear during their time together that she couldn't stand him, she always wore the necklace. It did not bode well that she wasn't wearing it now.

To his left, he could hear faint panting. He looked over to see King William on the ground, dying in agony.

Derek lifted the fallen king from the tree, supporting him so that he could speak.

"King William…"

"Derek," the king sputtered.

"Who did this?"

King William tried to tell Derek what happened, but he found he was too close to death to do even that. "It came so quickly… a great animal…"

Derek, though it seemed wrong, could only really think of saving Odette if she was still alive. "Where is Odette?"

"Derek, listen to me. Derek, it's not what it seems. It's not what it seems."

Derek shook his head, unable to understand what William was trying to say.

"What's not- Where is Odette?"

Odette… is… Odette… is… gone."

William's eyes rolled back and closed. In that cold moment, Derek knew him to be dead. He lay William down, too gripped by a sudden despair to do anything else.

Derek lost all hope.

One last time, he cried out her name and hit his knees.

XxX

Somewhere in the woods, Odette thought she heard someone call her name, but she dared not turn back. As she ran, all she could think about was her father and how she had left him alone to die.

There was nothing she could do for him, though she felt otherwise. She was clenched with guilt for what she had done, leaving her own father in such a way.

A while later, she fancied that she had maybe, just maybe escaped the animal and she slowed down. She had seen his shadow pass over her a few times, but it had been a while since the last time that happened.

Miserable and exhausted, she came upon a lake in the shadow of an abandoned castle. Now that the rain had stopped, she could see a little better, though it was still very dark. She found herself thinking that the silhouette of the castle against the sky was very beautiful in a mysterious way.

Behind her, she heard a twig snap as someone stepped on it. She whipped around, ready to confront whoever it was, though she scarcely knew what she would do when she did.

It was a barrel-chested, balding redheaded man with a handlebar mustache. Behind him was what Odette, though unsure, thought was an old woman.

Immediately frightened, Odette backed up. She kept going until she ran out of land and was off the shore. When she stopped, the water was about four inches high where she stood.

Her father had warned her of a man that fit this one's description when she was a child. Back then, he was more of a boogieman, a story to scare her off to bed. Now, he was a very real monster.

She knew him to be such when he lifted his hand, eying her menacingly.

She knew him to be the evil enchanter, Rothbart, the man who had just killed her father.

A ball of light formed in his hand and he flung it after. She closed her eyes, sure that she was about to die.

She did not die. Instead, she felt as if everything inside her, every bone, every organ, was rearranging. When she opened her eyes again, she looked down at what should have been her hands.

They were not hands.

They were white, feathered wings.

She gasped and looked at her reflection in the water of the still lake. Seeing the visage of a swan, she turned back to Rothbart.

"What did you do to me?"

When she spoke the question, she found she could not speak.

As if mocking her, Rothbart's little hag began to toss breadcrumbs into the water, as if expecting Odette to eat them like any other swan.

Odette glared angrily at Rothbart.

"Now don't let my little spell make you sad, Odette. It doesn't even last the whole day. As soon as the moon comes up…"

Odette felt that strange, uncomfortable feeling of her body shifting and contorting again. This time, however, the water swirled up around her, as if it was a magic trick for entertainment rather than it being the horrid spell that it actually was. Despite how terrible it was, she had to admit that she was very relieved to be her normal self again.

"…and that's how it works," Rothbart finished. "Every night. You'll have to be on the lake, of course, and when the moonlight touches your wings-"

He stopped short when she glanced at him indignantly, not yet accustomed to having wings.

He shifted gears into a more threatening tone. "Now look, Odette. This sort of thing doesn't give me any pleasure… well, maybe a tinsy bit. But what I really want is… is your father's kingdom."

Well, Odette certainly didn't want it, now that she had no father left. "Take it then," she challenged. "You have enough power."

"Nah. Tried that already. Once you steal something, you spend your whole life trying to keep it. But if I married the only heir to the throne… We'll rule your father's kingdom together, legally. King and queen. You know."

Odette was immediately appalled by the notion. "Never!"

The illusion Rothbart had created to depict the twisted wedding dropped as Odette began to walk away.

"Where are you going?" Rothbart asked mockingly. "As soon as the moonlight leaves the lake, you turn back into a swan… no matter where you are."

Odette's hope of getting help was immediately dashed. Exhausted, grieving, and suddenly flung into despair, all she could think to do was bury her face in her hands and cry.

It seemed a silly thing to do, yes, but it was the only thing she could do for the moment. Rothbart walked away, letting her be alone, knowing that she wouldn't try an escape that night – or any other for that matter. By the time she figured out where she was and how to get to someone who could help her, she would turn back into a swan again, unable to speak even to ask for help.

A while later, Odette's eyes simply had no more tears, though she was still wracked with grief.

She dried her eyes on her sleeve and began to thing coherently again. Earlier, she had been thinking about her father's death. Now she was thinking about the guards who had died trying to save her and her father.

One of them, the captain, was an older fellow with four children and a wife at home to support. She wondered what they would do now that he was gone.

Another, a young man of about twenty, had just been married about a month before. His new wife didn't have any family to take care of her in her husband's absence.

And still another, whose first child had just been born.

What would their families do? What would she do?

She sat down with her back against a thick tree. She stared out at the lake, which had seemed so calming and pretty earlier and now was a blight on her very existence.

She found herself thinking about Derek. She had been angry with him, enough to never want to see him again, but now, alone and frightened, she admitted to herself that she wished she hadn't left him. Even if he didn't love her, she, in some small way, loved him. Maybe if things had gone better between them, her father and all those men would still be alive.

Thinking about the note for the first time since she grabbed it from her cloak, she took it out of her dress and turn it over in her hands, trying to decide whether or not it would be worth it to actually read it. She had very little hope of ever seeing Derek again anyway. What would be the point?

Though she had deemed it pointless in her mind, her heart had other ideads. She found herself opening it up, then reading the first line.

"My dearest Odette," it read.

She sighed. No turning back now. She read on.

"I cannot begin to say how sorry I am for hurting you, Odette. I can't put into words the regret that I feel for making you feel less than what you are. I have no excuse for how rude and insensitive I was to you. I should know better than to think you would accept an answer like the one I gave you.

I love you, everything about you. Mind, body, and soul. I always have, even if I didn't realize it before. And I'm sorry that I didn't say it. I'm sorry that this is how I have to tell you, a letter rather than actually hearing me say it. I am, again, so sorry.

Odette, I know I don't deserve you or your love or even your forgiveness. But I am asking, all the same, however foolishly, for your forgiveness at least. I really do love you, Odette, I swear it. I didn't say it, I didn't show it. In fact, I contradicted it.

I may never get you back, I may never have you as my wife at my side, but I do hope that you can find a place in your heart, your beautiful heart, for me in your life, even as just an old friend. And I hope you can one day forgive the awful thing I said to you.

You don't have to answer this letter. You don't have to ever speak to me. You have every right to never even think of me again. And if you don't, then I hope you can find someone better than me, smarter than me, who will cherish you for how beautiful your soul is above all else. I hope he will know what he has, because I will always know what I missed.

Yours, now and always, Derek."

She felt a fresh round of tears as she closed the note.

"He loves me," she whispered. "He really loves me."

To say the least, it was cold comfort. She wondered what he was doing at the moment. He was probably asleep, blissfully unaware of the rest of the world until morning when the news would reach them. She wondered if he would look for her.

Her heart lifted a little, her pain eased by a minute degree. If Derek loved her as he said he did, then maybe, just maybe, he would be able to find her. It was a long shot, and it sounded like something out of a fairytale, but it was hope, and hope was what she needed.

A shadow cast over her, causing her to look up, startled. It was Rothbart.

"What is this?" he asked, snatching Derek's letter away from her before she could do anything about it. "A love letter? Forget about him."

Callously, he ripped the paper into a thousand pieces, almost as many pieces as Odette's shattered heart, and scattered the bits all around.

"I came back to ask you again, seeing as you were too distressed earlier. Will you marry me?"

Odette's answer took no thought at all. "Never!"

Rothbart shrugged. "Well, in that case, enjoy being a swan, princess."

He walked away again.

She watched him go, still hopeful that she wouldn't have to marry him. Sure, he had ripped up the letter, and though she wished he hadn't, there was one thing he could never take away from her: hope.

She would get through this, even if Derek didn't find her. His love for her and her love for him gave her the motivation she needed to continue on and hope for better. It wasn't much, but, for the moment, it was enough.

She would not stop hoping until the day she died. That was a promise she made to herself.

And she certainly would not marry Rothbart. That was another promise.

And so began the longest summer of Odette's life, one that was cast in shadow, shrouded by night. However, even the darkest nights end, and she was sure that, one day, she would be reunited with Derek again and she could tell him that not only did she forgive him, but she loved him, and not even his difficulty with telling her how he felt would change that.

Odette looked forward to sunrise.