A/N: Yup, folks, I finally got to work on that sequel to 'Just a Tear Drop Away' that's been lurking around in my head for the past few months. Thank my friend Travis; he bought me the Shrek 2 DVD for Christmas, and watching it over again multiple times finally inspired me to really start work on this.

By the way...if for some reason you're reading this WITHOUT reading 'Just a Tear Drop Away' first, please go back and read that. It's on my author page. Trust me, you'll be glad you did; this fic is not going to make any sense whatsoever unless you've read that one. Reviews are very much appreciated. If there is something I've written that doesn't make sense, just let me know in a review; either I've left it that way intentionally to be revealed in later chapters, or I've made a mistake and will fix it straight away. That said, enjoy!

Many thanks to Ang D for beta reading for me. And to her muses for keeping my muse sane. ;-)

Disclaimer: The story is mine, the Shrek 2 characters are not.

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Charming wasn't quite sure how he had ended up back at his mother's cottage. In all likelihood, Kyle had driven him there; the whole night had been somewhat of a blur after the confrontation at the ball. At first, he had simply tried to enjoy himself a little, unwilling to waste a good party and confident that his mother would reappear dramatically in a few moments...but the night wore on, and all that was left of the fairy was her broken glasses and discarded wand, which Charming had pocketed as soon as he had gotten the chance.

Now, he was standing in front of his mother's darkened cottage that nestled in front of the huge factory, looking for all the world like a lost little boy. She hadn't come back. He had always thought of his mother as somewhat indestructable; of course, he knew she wasn't really immortal or anything, but...she was his mother, and the Fairy Godmother to boot. Nothing like this was supposed to ever happen to her. Yet he had seen the spell hit her, had seen her body burst into a cloud of bubbles, had seen her wand clatter to the ground...he had seen the light extinguish from it. He pulled the wand out of the front of his tunic where he had stored it, checking to be sure that it really was as cold and lifeless as it had been when he had picked it up off the cobblestones. It was still dull, dark, like the windows of the cottage.

Suddenly, realization hit him hard. She was really gone. His mother was gone, and he was all alone without her. True, she had been overbearing at times, and she had never really allowed him to think for himself, but she was the only family he had in the world...the only real friend he had in the world, for that matter, and she was gone. Tears began to well in his blue eyes, and he shook his head fiercely, trying to will the emotion away, but a few droplets spilled over onto his perfectly complected cheeks.

She was gone.

What was he supposed to do? In one night, he had lost both his mother and any remaining chance of ruling Far Far Away. In short, he had lost any purpose in life he had ever had. He had never learned how to do anything but be a prince; he could fight dragons, ride horses, duel, rescue damsels in distress, and woo fair maidens. He knew how to be charming and handsome; his mother had always reassured him that those were the only things he needed to know. She had said that when it came time for him to rule Far Far Away, she would look after all the 'difficult things', as she had put it. Without her there, Charming suddenly felt rather helpless.

Sighing, he wiped the traces of tears from his face and turned the cottage door handle, only to find it locked. He rattled it for a moment, then realized with another wave of sadness that there was no one inside to let him in. Sighing, he reached into his pocket and pulled out a key, turning it in the lock and stepping inside. It was dark within the front room; all the employees had gone home for the night, and the magically lit lanterns were all out. Charming had never seen a place look more lonely in his life. Tears threatened to overtake him again, and he covered his face with his hands.

He didn't notice the figure that appeared in the hall doorway ahead of him; however, he did notice when a wall lantern suddenly flickered on, lit by a plain match, and he jerked his head up quickly, only to have his mouth fall open in surprise. His mother stood before him, wrapped in a pink silk bathrobe. The wings were missing from her back, and she was squinting at him without her glasses.

"Charming? Whatever's the matter, pumpkin?" she asked when she noticed his flabbergasted expression, then added as an afterthought, "Oh, and did you pick up my wand?" Three seconds of total silence passed before the prince made a sound other than a shocked intake of air.

"Mummy!" he finally exclaimed, rushing forward and throwing his arms around her, lifting her completely off her feet. She let out a surprised noise, then patted his back a bit awkwardly before he set her down again. "Oh, Mum..." he began, but his voice choked, and he couldn't go on. His mother looked at him as though he had grown another head.

"Why, Charming, what's come over you?" she asked, still staring at him. He laughed and wiped his eyes again.

"I thought you were...I mean..." Charming trailed off, then frowned a little and asked. "Wait a moment, how did you get here?"

"This is where I reappeared, of course," she answered, still giving him a strange look. "You didn't think I would just have myself pop into a clearing somewhere, did you?"

"Mum, I thought you were...well, dead," he admitted, a little sheepish.

"Don't be silly. Did you really think a blast from my own wand would do away with me that easily? I should certainly hope not," she snapped, still irritated by the night's events. Charming cast his eyes downward, and she immediately regretted her words. "Oh, sweetheart, I'm sorry..." she sighed, pulling him into her arms. Without her wings, she stood a good foot and a half shorter than he, which made for a comical sight. "I should have told you not to be worried...I just thought you knew, that's all."

"It's all right, Mum," he reassured, pulling out of the embrace. "Oh, here, I got your wand. And your glasses, but they're a bit cracked," he explained, pulling the objects out of his tunic. She smiled at him.

"You're a good boy," she replied, taking both the objects. As soon as the wand touched her hand, it flickered to life again. She touched the tip of it to the glasses, and they were as good as new; a flick of the wrist towards her back, and her wings reappeared. "Much better," she added, immediately flittering up into the air. "The wand's going to need a bit of charging before it has full power, though. So, what happened after I left?"

Charming took a deep breath before beginning his report in the manner of a child telling all the events of a school day, listing them off on his fingers as he spoke. "Well...the king got turned into a frog, Fiona and the ogre turned back into...well, ogres -- and everyone seemed HAPPY about it -- and I ..." He trailed off, wondering whether or not it was wise to tell his mother about his unexpected encounter with Doris. He decided against it. "That's about it, I suppose."

His mother sighed and shook her head. "Well, at least no one tried to arrest you or anything." She was silent for a moment, save for the faint buzzing of her wings, then admitted, "I really don't quite know how we're going to get out of this. I was so SURE we had the whole thing take care of. One can only have so many back-up plans." Her son made no reply; he had always relied on her to fix everything that went wrong in his life, and to hear her say that she had no solution was utterly unheard of. Noticing the lost look on his face, she patted his shoulder comfortingly. "Don't fret, pumpkin. Mama's going to make it all better...she just needs a bit of time to think..." she said, trailing off into a mutter. Then she smiled and smoothed down his hair. "Why don't you go on to bed and let me worry about things?"

Not for the first time in his life, a part of Charming wanted to protest; tonight more than ever, he realized how much he depended on her, and he didn't entirely like it. He wished she would let HIM worry about things now and again. However, he just nodded obediently and kissed her cheek. "Goodnight, Mum."

"Goodnight, sweetheart," she called after him, then sighed with relief once he was out of sight. She couldn't think properly with him around; it always felt as though she had to keep up a constant facade of control with him. And as much as she hated to admit it, she was far from being in control anymore. It wasn't like her to give up on anything...but the odds were finally beginning to overwhelm her. After making sure the doors were locked and the lights were all extinguished, she flew into her office and sat down at her desk, taking out a bright pink quill and a sheet of stationary. One by one, she began listing the facts of the situation.

By morning, everyone in the kingdom would think she was dead. Harold was a frog again. Fiona and Shrek had both been accepted as ogres. Her entire plot had been exposed at the ball. Therefore, even if she did manage to do away with Shrek, give Fiona a love potion and get the princess to kiss Charming, all hell would break loose among the people. Then there was that whole thing about everyone believing her to be dead.

The more she thought about it, the more she realized that her biggest issue was figuring out whether or not being assumed dead was going to work to her advantage or not. She wasn't quite sure what Harold would do to her if he found out she was still living; after all, by all appearances she had tried to destroy his daughter and son-in-law, and she had ended up turning him back into a frog. In reality, she had not been trying to murder Fiona and Shrek; she was simply trying to turn them both back into ogres in order to humiliate them and ruin their chances of a happily ever after. So much for that brilliant idea.

Sighing heavily, she reached into her desk drawer and pulled out a pack of Oreos. "Dammit," she muttered aloud, resting her head in one hand and cramming cookies into her mouth with the other. Then, further adding to her annoyance, she heard the sound of a faint knock on the front door. "Oh, bloody hell..." she mumbled with her mouth full, and pressed an intercom button on her desk that led to her son's room. "Charming, sweetheart, be a dear and get the door for Mummy, will you? Oh, and you'd better just pretend I'm not here. I'm not sure I want people knowing I'm alive just yet."

Knowing her luck, it was probably some royal guards or some such as that coming to 'investigate' things. Sighing heavily, she looked at her wand, which still flickered slightly from being dead for the past couple of hours. "Well, it's still a threat, whether I can really use it or not, I suppose." Shoving the Oreos back into her desk, she got up from her seat and flew downstairs to eavesdrop.