Once Upon a Time

Clang! Clang! Prince Charming wearily tries to break the lock on his cage with a stone clutched in his bruised and bloody hands. He seems near exhaustion when two of The Queen’s guards arrive to take him to his execution. As they escort him down the hall, he starts to collapse from the exertion when suddenly he moves with with amazing speed, knocking out one guard before taking out the second–all while he’s still in manacles. He breaks into a run when he comes face-to-face with another of Regina’s knights. The guard draws a bow and lets fly. For a split-second it looks like Charming’s escape attempt has come to a tragic conclusion, but the arrow goes wide–right into another pursuing guard. The knight with the bow removes his helm and we see it’s The Huntsman! He’s still in Regina’s service after she tore his heart out, but he’s got enough defiance left in him to free Charming and send him on his way to find Snow White.

In Storybrooke, Emma has rushed Henry to the hospital. His vitals are dropping, and Dr. Whale can’t tell why. Emma insists that it was poison from the turnover, but Dr. Whale says that he shows no signs of any kind of poisoning. Emma dumps out Henry’s backpack, looking for a clue, anything that can explain what’s happening. She grabs the book of fairy tales and sees flashes–glimpses of her as a baby and the rush to get her to the magic wardrobe. As the truth begins to dawn on Emma, Regina rushes in looking for Henry with the unmistakable sound of a mother’s worry in her voice. “Where’s my son,” she asks as she comes into the room.

Emma responds with quiet menace: “You did this.” Suddenly Emma grabs Regina by the arm and hauls her into a storage closet before throwing her against the shelves–hard. Emma shouts at Regina that what’s happening to Henry is her fault, that he ate the apple turnover. Regina realizes what’s happening and finally, so does Emma. “It’s true, isn’t it,” she demands. And Regina has no choice now but to admit that The Curse is real.

Emma demands that Regina fix what she’s done, that she find a way to wake Henry up with magic. But Regina used the last of her magic to get the apple. There’s nothing left that can save Henry. They need help. They need someone who knows magic–someone who might even have some. They need Rumplestiltskin.

Back in Fairy Tale Land, The Queen is furious. The Huntsman tells her that the Prince has escaped, but tells her he will find Charming for her. The Queen has a different plan. Using her magic mirror, she sends Prince Charming into the Infinite Forest. Charming doesn’t seem deterred by the sudden change of scenery, but as he begins to pass the same familiar clearing, he realizes something is wrong. Then a familiar voice calls out and he turns to find Rumplestiltskin sitting on a log wearing the Prince’s old cloak and holding his mother’s ring. Rumple enchants the ring so that it will glow as he gets closer to Snow White and offers to get him out of the Infinite Forest, if he’s willing to make a deal.

But Charming isn’t in the mood for deal-making. He draws his sword and squares off against The Dark One. Rumplestiltskin draws a blade of his own and the two exchange blows, with Rumplestiltskin using magic to almost effortlessly parry each of Charming’s attacks. But when Prince Charming is able to draw blood, Rumple quickly and brutally ends the fight, switching back to negotiations. He tells the Prince that they both want the same thing.

In Storybrooke, Mary Margaret and David couldn’t be farther apart. As she leaves Granny’s and is about to get in her car, David arrives to tell her he’s been wrong about so much, not the least of which was not believing in her. He tells her he loves her, but he is going to leave town tomorrow, unless she can give him a reason to stay. But she can’t. She gets in her car and David walks away.

In the Infinite Forest, Rumplestiltskin shows Charming the most powerful magic that he’s ever been able to bottle–true love. Prince Charming asks how Rumplestiltskin could know anything about true love and Rumple admits that he did love someone once, but she died. Yes, he’s talking about Belle and clearly he still believes the lie that Regina told him about Belle being dead. Rumplestiltskin places the phial with true love inside it into a golden case shaped like an ornate egg and tosses it to Charming. The deal is, if Prince Charming can hide the egg in the belly of a beast, Rumplestiltskin will give him the enchanted ring and send him on his way to find Snow White. “Why hide it,” Charming asks.

“Let’s just say I’m saving it for a rainy day,” Rumplestiltskin replies.

Back in Storybrooke, Emma and Regina walk into Mr. Gold’s pawnshop and he already seems to know what’s happening. Emma asks for help and Gold tells her what she needs is True Love. Luckily for her, he was able to bottle some and keep it hidden for safe-keeping. He tells her that the True Love magic he was able to create from the strands of her parents’ hair was so powerful that, as he was making the Dark Curse, he placed a single drop of it on the parchment as a precaution. Emma realizes that’s why she is The Savior–the only one who can break The Curse. But Gold/Rumple didn’t use all of the potion. He saved some for a rainy day.

“Well it’s storming like a bitch. Where is it,” Emma asks.

That’s when Gold turns to Regina and asks, “Tell me, Your Majesty, is our friend still in the basement?” Regina immediately realizes what he’s asking, but Mr. Gold clarifies that he didn’t hide it with “her,” he hid it IN “her.” They must be talking about the same beast that Charming had to face. But what is it? Whatever it is, Mr. Gold tells Emma she needs to be prepared for it. He opens a case and reveals her father’s sword.

Later, in the hospital, Emma gently strokes Henry’s hair and tells him he was right about The Curse before leaving his book on his bed. Regina comes in and Emma gives her ten minutes alone with Henry. But her ten minutes don’t last long, because Jefferson arrives and he’s there to collect on the deal they made. Regina isn’t really in a giving mood, though, telling Jefferson that their deal is null and void since Emma didn’t eat the apple. Jefferson is furious–he wants to get his daughter back–but Regina doesn’t care. She knows Jefferson can’t kill her or else The Curse will never be broken and he’ll never get his daughter back.

Emma goes to see August, to ask for his help. She now knows that he had been telling her the truth. But when she gets to his room at Granny’s, he can’t move. His whole body has turned to wood and it won’t be long before he’s gone completely. She can see his transformation now and he tells her the only way to stop it is to break The Curse. She asks how she’s supposed to deal with all of this, but he has faith in her. He tells her, “you can save Henry. You can save all of–” But he never finishes. He’s turned completely to wood!

Emma and Regina meet outside the clock tower. Regina opens the door at the base and they enter what looks like a library’s front entrance. Regina touches a panel and a large section of the wall slides away to reveal an old elevator leading down. The elevator is hand-operated, so Regina has to stay at the top while Emma goes to face whatever creature Rumplestiltskin once asked Charming to hide the True Love potion inside. Emma asks what’s down there and Regina replies “an old friend.” Whoever or whatever “she” is, Regina trapped her in Storybrooke in a different form, and “she” wouldn’t be happy to see Regina. As Emma gets on the elevator, she warns the Mayor that if Henry dies, so will she.

Back in Fairy Tale Land, a familiar woman strolls to her throne. It’s Maleficent, enjoying a quiet moment in her castle when suddenly Prince Charming appears, his sword at her throat. He demands to see the beast that reigns over the castle. Maleficent thrusts Charming back with a magical blast and reveals that she is “the beast.” Just as the Prince is wondering how he’s going to get that giant egg inside of Maleficent, she magically blows out all of the candles in the room. Shrouded in darkness, Charming tells the witch to show herself, and slowly she does. But she’s no longer the blonde woman we’ve seen–she’s transformed into a monstrous, fire-breathing dragon!

Deep beneath Storybrooke, the old elevator car comes to a stop in a cavern. Holding her father’s sword, Emma steps out and walks into the dim light of the cave. As she enters, she sees the old remains of the glass coffin her mother, Snow White, was once interred in. As she steps back from it, a giant eye opens in the darkness behind her. Suddenly, Emma senses the movement of a large, scaly creature and turns to come face-to-face with Maleficent in dragon form!

In Maleficent’s castle, Prince Charming is hiding behind a pillar, trying to avoid the angry dragon long enough to think of a plan for getting the beast to swallow the egg. When he spots some gills on the side of the creature’s neck, he thinks he might have something. He taunts the dragon before making a break for it, trying to stick to portions of the room the dragon can’t fit through to keep some distance between them. He rushes up a staircase and finds himself above the creature. Leaping into the air, he lands on the dragon’s muzzle. As the beast rears and struggles, Charming holds on desperately. Spotting an opening, the Prince shoves the egg into one of the Dragon’s gills, forcing it down the creature’s throat. It coughs and sputters, but the egg goes down. His work done, Charming leaps through a stained glass window, diving into the waters far below.

In the depths below Storybrooke, Emma faces down the same dragon. Quickly realizing she’s not much good with a sword, she drops her father’s weapon and draws her gun. She fires are the dragon, but the bullets seem unable to penetrate the beast’s scaly hide. Emma runs, ducking behind a large pillar of rock. The dragon circles around, landing on a nearby outcropping to get a better angle of attack. But the outcropping crumbles and the dragon plummets into the darkness. Emma peers over the edge, but sees no sign of Maleficent. Suddenly, the dragon flies upward, the gust from its great beating wings knocking her back as it spots her.

At Henry’s bedside, Mary Margaret finishes reading him the story of Snow White. Suddenly alarms go off. Henry is crashing. Dr. Whale rushes in and the hospital is in an uproar. In the background, an orderly sneaks into a secure wing of the hospital, giving a familiar nurse her tea. When the nurse passes out, we realize it’s Jefferson. He strolls past a locked metal door with the name “S. Glass” beside it to another one with no name. He opens it to reveal Belle! He tells her he’s setting her free and that it’s important that she finds Mr. Gold and tells him that Regina was the one who had her imprisoned. She seems confused, but grateful. It seems that Jefferson may have found a way to get back at Regina after all.

Back in Fairy Tale Land, Prince Charming walks out of the lake to find Rumplestiltskin waiting for him on the shore. Rumple makes good on his end of the bargain, giving him the ring and setting him off to find his beloved. He even uses his magic to give Charming regal set of clothes we first saw him wear in the series premiere. The Prince asks Rumplestiltskin what he gets out of all of this. Rumple replies, “I’m a fan of true love, dearie. And more importantly, what it creates.”

Speaking of, Emma is still facing that dragon deep below Storybrooke. She fires her gun again, desperately, but all it seems to do is make the beast angrier. She runs again, narrowly dodging gouts of flame, when she spots her father’s sword lying where she dropped it. She runs over and picks it up. The dragon turns on her, ready to blast her with a cone of fire, when she hurls the sword–just like we saw her father once do to the Evil Queen–sinking it deep within the dragon’s throat as the beast prepares to breathe out flames. The sword starts a chain reaction and an explosion engulfs the dragon, destroying it. As cinders blow around the cavern and smoke wafts amongst a giant pile of ash, Emma spots the golden egg.

In Fairy Tale Land, Prince Charming rides to his beloved Snow White, just as we saw in the series premiere. With true love’s kiss, a wave of energy ripples outward from the couple and Snow White awakens, her curse broken. Later, as they walk side-by-side, Snow White asks how Charming found her and he shows her the ring and proposes to her right there. She says yes and the two of them kiss again, but the Prince realizes that something is bothering her. King George and Queen Regina are still out there and still want them both dead. The two of them agree to take back the kingdom, together. But in Storybrooke, it’s morning and David has packed up his pickup and started toward Boston. It’s beginning to seem like there may not be a “happily ever after” for these two.

Emma is riding back up the old elevator when it suddenly lurches to a stop. She calls out for Regina, but it’s Mr. Gold who responds. He tells her that Regina has run off, leaving her to die down there. Emma tosses the egg up to Mr. Gold to free her hands enough so that she can climb the rest of the way up. But when she does, he leaves without a word. When Emma climbs out of the elevator shaft, she sees Regina bound and gagged in a chair. It was a trick! The two of them are about to set off after him when their phones both ring. It’s the hospital!

The two mothers rush in to find Dr. Whale and Mother Superior leaving Henry’s hospital room. They’re too late. Henry’s dead. Both Emma and Regina are stunned and heartbroken at the sight of Henry lying lifeless in the hospital bed, wires and tubes still attached to his body.

Meanwhile, Mr. Gold has the egg and has returned to his pawnshop. Pulling a key out of a small drawer, he unlocks the egg and retrieves the phial of True Love. The door chimes as a customer walks in asking, “excuse me, are you Mr. Gold?” He turns to tell the woman to go away when he sees that it’s Belle. He’s overcome with emotion at the sight of her, touching her shoulder to make sure that she’s real. As tears of joy begin to fall from his eyes, he hugs her close, promising that he will protect her.

Regina and Emma are also breaking down, but for them these are not tears of happiness, but sorrow. Emma leans down and kisses her dead son on the forehead, saying her final “I love you.”

Suddenly, a familiar wave of energy ripples outward, blowing past everyone in the room like a gust of wind. Henry’s eyes open and he inhales sharply before telling Emma that he loves her, too. Regina’s amazed that Emma was able to bring Henry back, but suddenly she notices the looks of confusion on Mother Superior and Dr. Whale’s faces. It dawns on her and Henry at the same time. The Curse has been broken!

Throughout Storybrooke, the people of the town are hit by the wave of energy and suddenly remember who they really are. It reaches all the way out to the edge of town where David was just about to pass the now-ominous “Leaving Storybrooke” sign. Noticeably changed, he turns his truck around and speeds back toward town and his true love.

In Henry’s hospital room, Regina is watching her world crumble around her. Mother Superior, remembering herself now as The Blue Fairy, warns Regina that she should probably find a place to hide and we can’t help but think of the dream Regina had at the beginning of “An Apple Red as Blood.” She tells Henry that “No matter what anyone tells you, I do love you.” Then she runs out of the room.

On the streets of Storybrooke, Prince Charming finds Snow White once more. The two meet right there in the middle of town and kiss passionately, reunited at last. Meanwhile Regina cries alone in Henry’s bedroom, finally feeling all she’s lost.

Mr. Gold and Belle are walking through the woods outside of Storybrooke. Belle asks for him to wait, but he tells her they’re very close to their destination. “Rumplestiltskin, wait,” she replies. He stops. She remembers everything, including her love for him. As they embrace, he tells her, finally, that he loves her, too. He takes her deeper into the woods, to the wishing well that August showed to Emma in “XXXXX.” He recalls the legend of how the waters within the well are said to have the power to return that which was lost. Then he drops the phial of True Love in.

Slowly a green mist, much like the cloud that formed The Dark Curse, roils up out of the well, rolling up and out into the air and along the ground. As the people of Storybrooke begin to see it, they’re stricken by the sight, held fast by fear. Is this some new curse? Belle asks what’s happening and Mr. Gold reveals that they are in a land without magic, and he’s bringing it, “because magic, is power.” As Snow White and Prince Charming hold one another in the middle of Storybrooke, the green mist rolls over them. Regina, crying just a moment ago for all her ruined plans and schemes, now lets a smile creep across her lips at the sight of the magic mist. And on that ominous sight, the Storybrooke clock tower ticks to 8:15 and the end of season one!

Original Air Date: May 13, 2012

Guest Cast:
Meghan Ory: Ruby/Red Riding Hood
Lee Arenberg: Leroy/Grumpy
Kristin Bauer van Straten: Maleficent
Keegan Connor Tracy: Mother Superior/Blue Fairy
Sebastian Stan: Jefferson
Ingrid Torrance: Severe Nurse
Michael Coleman: Happy
David Anders: Dr. Whale
Eion Bailey: August
Beverley Elliott: Granny
Emilie de Ravin: Belle
Gabe Khouth: Mr. Clark/Sneezy

- description from ABC.com

It’s a quiet evening at the Mayor’s house. She and Henry are enjoying a rather sedate dinner when the doorbell rings. Regina answers the door to find Emma standing there. Regina is obviously in no mood to have Ms. Swan over for dinner–especially considering their ongoing fight over custody of Henry–but Emma says she’s not there for dinner. “Then what didyou come for,” the Mayor asks.

“You.”

Regina turns to look for Henry, but he’s gone. When she turns back to the doorstep, it’s now full of angry townspeople–David, Mary Margaret, Ruby, Granny, Archie–they’ve all come for her. Henry reappears at the top of the stairs with a thick coil of rope slung over his shoulder. The next thing Regina knows, she’s being tied to a tree full of rotten apples in the center of town, surrounded by the enraged populace of Storybrooke. Each of them is shouting at her in-turn, calling her “Your Majesty,” knowing the truth. David hands a wrathful Emma his sword–the same one we’re used to seeing him carry as Prince Charming. Regina pleads to Henry not to let them do this to her, but he has no pity. Emma rears back and swings. Is this it? Has The Curse somehow been broken?

Regina awakens from her nightmare with a jolt. It was all a horrible dream, but it’s left her shaken as she checks on Henry. It looks like he’s soundly in bed under the covers. Satisfied that all is well and The Curse remains unbroken, Regina goes back to bed.

But Henry’s not in his room, he’s in Emma’s car and the two of them are heading out of town. Emma is running and she wants to take Henry with her, thinking it’s the only way to get him away from Regina. Slowly, Henry understands what Emma is planning, that she’s given up fighting and doesn’t want to believe in The Curse and doesn’t care about saving everyone. As the car nearly crosses the edge of town, Henry grabs the wheel, sending the yellow Bug careening to a stop at the side of the road. Emma is shocked-he could have gotten them both killed! But Henry is begging her to let him stay and for her to do the same.

In Fairy Tale Land, Prince Charming is forced to his knees before King George. The King’s guards who had captured him at the end of “Heart of Darkness” have returned him to face his “father’s” wrath. King George tells Charming that he could have had everything if he had just married King Midas’ daughter, but instead he’d thrown it all away for true love. Charming defiantly responds. “Losing my life for love, that is a sacrifice I am happy to make.” And King George is happy to accept that sacrifice as he has his men force Charming into a guillotine and orders the blade released. But just as the Prince is about to lose his head, the blade turns to water, harmlessly splashing over him. In strides Regina, The Evil Queen. King George recognizes her instantly–in fact it seems like these two may even have some history–and demands to know what she’s doing in his castle. She offers the equivalent of all the riches Midas had promised in exchange for Charming. King George agrees, but asks what she plans to do with his “son.” She says she plans to make him suffer by “using him to destroy his one, true love.” She’s using him to get her revenge on Snow White.

Back in Storybrooke, Regina has noticed that her beloved apple tree has begun dying. The apples have started to become rotten, a sign that The Curse is weakening. She takes this to Mr. Gold, confronting him in his pawnshop and accusing him of not caring that Emma is undoing all of her hard work. Gold suggests that it’s really the idea of losing Henry that’s got her so upset, and since The Curse was intended to take away Snow White and Prince Charming’s happiness, perhaps her giving up Henry is the price she must pay to keep The Curse unbroken. After all, all magic comes with a price. Regina insists that she’d rather just eliminate Emma once and for all, but Gold points out that by killing The Savior, The Curse would be broken–he designed it that way. But Gold says that, even if he wanted to change the conditions of The Curse, he couldn’t. There’s just not any magic around for him to use. Regina realizes that Gold wants The Curse to be broken, and he warns her that maybe she should be looking to her own safety, should that ever happen.

Emma returns home in the morning, dropping her hastily packed bags by the door and finding an angry Mary Margaret waiting for her. Mary Margaret lays into her for leaving without saying goodbye, and when Emma admits that she tried to take Henry with her, she gets even more irate. She tells Emma that she’s going to have to do what’s best for Henry now, and when Emma asks what that is she shoots back, “You’re his mother. That’s your job. So you figure it out.”

In Fairy Tale Land, Snow White, Granny and The Dwarfs are scouting out King George’s castle when Red returns with some bad news. Beyond the castle’s considerable defenses and the size of King George’s forces, The Evil Queen is there. They figure out that they’re going to need some “air support,” and Grumpy says he knows someone who “owes him a favor” who can help out with that.

In the dungeon, The Queen confronts Charming in his cell. Charming asks her to take his life instead of Snow’s, but The Queen reveals that she has no intention of taking Snow White’s life. She has “a far more satisfying brand of punishment for her.” As she walks away from Charming’s cage, she pulls a glowing, red apple out of a pouch and holds it up for him to see.

In Storybrooke, Regina has left a card on a girl’s bicycle with a nameplate on it that says “Paige.” A few hours later, Jefferson, who we remember as The Mad Hatter, arrives in her office. Paige is his daughter from Fairy Tale Land, though her name in Storybrooke is Grace, and Regina knew he’d be watching her. He doesn’t seem too worse for wear after his fall out of his own window when we saw him at the end of “Hat Trick,” but he does seem pretty angry with Regina. She did, after all, leave him stranded in Wonderland to face the Queen of Hearts.

Regina reveals that she still has his hat, and asks him to take her back to Fairy Tale Land so that she can get something magical to deal with her Emma problem. He asks why he would want to help her keep The Curse intact when Emma ending it would reunite him with his daughter. But Regina reminds him that his life in Fairy Tale Land was one of poverty, and claims that she could reunite him with his daughter in Storybrooke and they could live a life of comfort together…once she gets rid of Emma. Jefferson reluctantly agrees, knowing he still can’t trust Regina, but tells her that the hat will need magic to work.

Back in Fairy Tale Land, the attack on King George’s castle is on! Snow White hears the howl of a transformed Red, and signals the attack. Snow, Granny and The Dwarfs make their way to the wall where they shoot grappling lines and climb their way to the top. Snow finishes the ascent first and dispatches several guards with brutal efficiency before Grumpy makes it to the top to save her from the last sentry with a quick swing of his pick-axe. The rest of The Dwarfs finish scaling the wall and the strike team makes its way to the courtyard where they launch a sneak attack on several more of King George’s guards. Once again, Snow White is a skilled swordfighter, taking down several guards herself as The Dwarfs take on the rest. But as Snow and The Dwarfs regroup in the center of the courtyard, new squads of guards rush in, flanking them from both entrances. The attack, it seems, has failed.

Suddenly, a flight of Fairies fills the night skies, slinging handfuls of Fairy Dust at the guards! The dust knocks the guards out cold, clearing the way for Snow and her companions. She is off to rescue her Prince.

In Storybrooke, Henry rushes to see August, to beg him to help make Emma believe. But August admits that he has failed. He looks stiff and in pain as he shows Henry his arm has now turned to wood as well as his legs. He says it’s getting hard to ride, or to walk, and soon it will be hard to breathe. If The Curse isn’t broken, he will turn to wood completely. He doesn’t have the strength, or the time left to convince Emma when she’s so determined not to see the truth. “I’m sorry kid,” August tells Henry. “I’m out of Operation Cobra. Now it’s up to you.”

Meanwhile, Emma is consulting with Archie about her chances of getting Henry back, and he admits they don’t look good. Since she’s entered Henry’s life he’s missed school, endangered himself, and seemingly retreated even further into his stories. Archie poses that the constant battle between her and Regina is taking a tremendous toll on Henry and that the two of them need to figure out something that has his best interests at heart.

In Fairy Tale Land, Snow has made her way into King George’s dungeons as she rounds a bend and sees Prince Charming in his cell. She runs toward him, hurriedly unlocking the door and rushing in. But what she finds isn’t her Prince–it’s a mirror. She’s seeing Charming, now imprisoned in The Queen’s dungeon in a completely different part of Fairy Tale Land. It seems that The Queen used magic to transport herself and Charming, leaving the mirror behind for Snow. As the two lovers wonder if they will ever really find a way to be together, The Queen interrupts. She tells Snow that it’s time the two of them had a “parley” and talk things over. The Queen tells Snow to come unarmed and to meet her at the place where it all began.

Obviously everyone suspects a trap, but the next morning Snow makes ready to meet Regina, dumping her arsenal out onto the table. She can’t stand the idea of anyone else getting hurt because of her fight with Regina. Alone, she heads out to meet her rival face-to-face.

Back in Storybrooke, Regina escorts Jefferson down into the tomb beneath her family crypt. There, he places the hat on the floor and Regina dumps the last few magical trinkets she has into it, but nothing happens. The hat consumes the magical items, but it’s not enough–Jefferson says they need something that still works. Regina reaches into her pocket and pulls out the brass ring that Daniel, the stable boy she loved, gave to her. She can still see him when she looks through it. Jefferson says that might be enough to get Regina what she needs. She reluctantly sacrifices her last memento of her love to the hat in the hopes that it’s enough to help her keep The Curse unbroken. The hat sputters and sparks, but still no hole is opened. Regina is frustrated, but Jefferson says it might be enough. He can reach through to their world and retrieve something, but it would have to be something small, something that could fit in your hand. Regina knows just the thing–she’s looking for an apple.

In Fairy Tale Land, Snow White and The Queen meet in the stables at her old home. From there, Regina escorts Snow to a nearby hilltop where she shows her a grave–Daniel’s grave. Snow finally realizes that Daniel was killed because she revealed Regina’s secret to her mother. Snow tells Regina she’s sorry, but it’s too late–Regina wants revenge. She reaches into a pouch and produces the glowing, red apple. With one bite, Snow will become imprisoned within her own body, trapped in dreams made of her own regrets. But the apple’s curse won’t work unless Snow takes a bite willingly, so Regina explains that she now has a choice–take a bite of the apple or her true love will die. To Snow, the choice is clear–she takes a bite of the apple. Even imprisoned in his cell, Prince Charming feels the apple’s magic take hold of Snow White. As he shakes the bars of his cage futilely, she collapses lifelessly to the ground, the red apple falling free from her grasp as her fingers go slack. Falling… Rolling…. And suddenly a hole appears, a rip in the fabric of the world, and the apple rolls into it, falling into nothingness as….

In Storybrooke, the same apple falls up out of Jefferson’s hat, into his outstretched hand. It worked. He demands that it’s time Regina made good on her deal to reunite him with his daughter, but she says first she needs to find a way to use the apple on Emma. If she can get Emma to willingly take just one bite of that apple, she’ll have eliminated The Savior without killing her, keeping The Curse intact.

Emma rings the doorbell just as Regina finishes baking an apple turnover. Emma wants to make a deal, and although Regina doesn’t seem interested to start, she perks up when Emma tells her that she’s leaving town. Their feud has to end, and the only way Emma can think to do that is to leave. It’s what’s best for Henry. But she has conditions–mainly that she still gets to come visit Henry and spend some time with him. But as Regina pulls her finished turnover out of the oven, Emma admits that Henry is Regina’s son, and we can tell by the look on her face how hard that is for her to say. Regina politely packs up the turnover for Emma to take with her, obviously still hoping to be rid of The Savior for good. Emma takes it and leaves, not knowing how dangerous that particular pastry really is.

In Fairy Tale Land, Granny, Red and The Dwarfs find the lifeless Snow White. As they discover that she no longer draws breath and mourn her sacrifice, the Evil Queen looks on from her palace by way of a magic mirror. She changes it to view Prince Charming, still shaking the bars of his cell, and basks in her own sweet revenge. She’s finally won. She’s finally repaid Snow White for stealing her happiness.

In Storybrooke, Regina seems equally satisfied as she returns to Mr. Gold’s pawnshop to gloat. She reveals she was able to get a hold of a sleeping curse by sacrificing the last bit of magic she had left. He reminds her that “all magic comes with a price,” but she is unfazed. With Emma trapped by the sleeping curse of the apple, The Curse will be stronger than ever, and whatever plans Gold had, or reasons he has for wanting The Curse broken, are meaningless now. Regina strolls out, confident that she’s won, finally, once and for all.

At Emma and Mary Margaret’s apartment, Henry knocks on the door. Emma lets him in and tells him the reason she asked to see him. She’s leaving town. It’s breaking his heart as she tells him that she made a deal with Regina and this is the best thing for him. He tells her she can’t go, that this is just the part in the story when the hero gets scared, but she tells him that it’s time for him to stop believing in curses. He hugs her, hoping she’ll change her mind, when his eyes fall on the turnover sitting on the counter. “Where did you get that,” he demands. When she tells him it came from Regina and he realizes it’s made with apple, he knows immediately what’s going on. He tries to warn Emma that it’s a trap, but she still won’t believe. She tries to take a bite to prove to Henry that his stories aren’t real, but he snatches it away first. He tells her “I’m sorry that it had to come to this. You may not believe in The Curse, or in me, but I believe in you.” With that, he takes a bite of the turnover and the cursed apple within. At first, nothing happens, but suddenly the sleeping curse takes hold and, just like Snow White, Henry collapses lifelessly. Stricken with panic, Emma calls out to Henry, but she’s too late.

Original Air Date: May 6, 2012

Guest Cast:
Beverley Elliott: Granny
David Paul Grove: Doc
Meghan Ory: Ruby/Red Riding Hood
Lee Arenberg: Leroy/Grumpy
Michael Coleman: Happy
Alan Dale: Decker/King George
Eion Bailey: August
Keegan Connor Tracy: Mother Superior/Blue Fairy
Gabe Khouth: Mr. Clark/Sneezy
Sebastian Stan: Jefferson

- description from ABC.com

“No one is getting through that….” We’re in Storybrooke where August, aka The Stranger, just finished installing a solid wooden slide-bolt lock on Emma and Mary Margaret’s front door to keep Regina, and her skeleton keys, out. It seems they don’t want the Mayor over for another one of her unexpected visits, especially now that Emma has declared that she’s going after custody of Henry.

Speaking of Henry, he calls a “code red” for Operation Cobra, which has Emma dashing off to Granny’s to meet him. On the way, August tries to convince her to take the day off and go with him, saying if she wants to beat Regina, she needs to “look at the big picture.” But Emma doesn’t have time for taking a leap of faith on August, she’s focused on her son.

And Henry is focused, as usual, on his book of Fairy Tales. He’s just realized that someone has added the story of Pinocchio to the book, but didn’t finish it. Could this be what August was doing with Henry’s book back in episode 113, What Happened to Frederick.

Through Henry’s book we flash into Fairy Tale Land, where we see Geppetto and Pinocchio trapped on their raft on stormy seas with Monstro the Whale baring down on them. Geppetto insists that Pinocchio take the only life preserver, but Pinocchio says he can float because he’s made out of wood, and heroically leaps overboard. When Geppetto awakens on the shore the next morning, he finds his wooden boy lying lifeless on the water’s edge. The Blue Fairy appears and, with tears in his eyes, Geppetto begs her to save him. With a wave of her wand, the Blue Fairy turns Pinocchio into a real boy, bringing him back to life. Before she leaves, the Blue Fairy tells them both that as long as Pinocchio remains brave, true and unselfish, he will always be a real boy.

Back in Storybrooke, we find August holding the same hat Pinocchio was wearing as he calls Mr. Gold to make an appointment to talk about a “problem” with Emma. As he heads out the door, he doubles over in pain, clutching his left leg. As his pant leg rolls up, we see what’s causing him so much pain — his leg is turning to wood. August is Pinocchio!

At Storybrooke Elementary, Regina runs into Mary Margaret and things are icy to say the least. Regina is sticking to the story that Sidney was behind the whole thing, but Mary Margaret is clearly not buying it. This is no longer the meek schoolteacher we’re used to seeing around Regina. Instead, Mary Margaret tells the Mayor that she forgives her and that she pities her–that her life must be so full of loneliness if she can only find joy in taking away everyone else’s happiness. Afterwards, when Regina speaks with Henry about transferring him to a new class, he follows suit and openly defies her, telling her that The Curse will be broken and good will win. It looks like Regina is slowly losing her grip on the people of Storybrooke.

August meets Mr. Gold at his shop, but he’s not alone. Marco –Geppetto in FTL–is there looking at an old clock that Mr. Gold wants fixed, and August stops short. This is the first time he’s seen his father since coming to Storybrooke. As Marco heads out, Gold takes notice right away, clearly having planned this “chance” encounter and demonstrating to August that he knows his real identity. August asks Gold for help in convincing Emma to listen to him, insisting that she’s so focused on getting Henry back that she won’t listen to anything else. Mr. Gold agrees to give Emma a nudge in August’s direction when she comes to him for legal advice. A little while later, Emma does in fact go to Mr. Gold for help and he turns her down, as promised. As planned, she heads off to find August.

Back in Fairy Tale Land, Geppetto is teaching Pinocchio how to fix a clock–one that looks very similar to the one we just saw in Mr. Gold’s shop–when the Blue Fairy arrives with bad news. The Curse is coming and it’s up to Geppetto to create a vessel from the last enchanted tree in the forest that will keep Snow White’s unborn baby, the savior, safe. Geppetto agrees, for the good of his son.

In Storybrooke, Regina’s bad day continues. This time, it’s a dead battery in her car full of groceries. Luckily, David is nearby to give her a lift home and she invites him to stay for dinner. He turns her down and helps her inside. As he’s about to leave, Regina finds a note from Henry saying he’s having dinner with Archie tonight after his session. Only it doesn’t say that. The note is blank! Has Regina planned this whole thing? Well, whatever plan she has, it’s working, because David changes his mind and decides to stay for dinner.

In Fairy Tale Land, the Blue Fairy takes Geppetto, Pinocchio and Jiminy to the last enchanted tree and tells them that the tree has enough magic to protect two from The Curse and that it should be Prince Charming and the pregnant Snow White. But wait. Didn’t she say there was only enough magic for ONE back in the first episode? When the Blue Fairy tells Geppetto about The Curse, he’s frightened that Pinocchio will turn back into wood when it strikes and be lost forever. The Blue Fairy asks him to have faith in The Savior, but that’s not good enough. He gives her the ultimatum that he will only create the vessel if Pinocchio can be one of the two it saves. The Blue Fairy reluctantly agrees and we once again see her telling everyone about the plan to create a vessel for The Savior, just like we did in the first episode. But this time we notice the glances between the Blue Fairy, Geppetto and Jiminy–the only ones who know the truth about the tree’s magic.

Back in Storybrooke, David and Regina are finishing dinner. He clears the table and she tells him the story about how she found him. It’s very intimate and the two of them are uncomfortably close when Regina begins to lean in to kiss David! But he recoils, turning her down as gently as he can, saying that they should just be friends. He heads home, and when Regina’s alone, she furiously smashes a mirror with her wine glass. It looks like the day hasn’t gone as planned after all.

Flash back to Fairy Tale Land and The Curse is pouring over the land as Snow White is giving birth to Emma. The Blue Fairy arrives to tell Geppetto that circumstances have changed. With Emma being born, they now need both spots in the enchanted wardrobe for her and Snow White. Pinocchio can’t go, because Emma needs her mother to care for and protect her so that she can grow up to break The Curse. But when the Blue Fairy leaves, Geppetto decides not to tell Snow White or Prince Charming the truth. Instead, he turns to his son and tells him that he must still go, but it will be up to him to care for and guide Emma–to make her believe–so that one day she can break The Curse and father and son can be reunited. Pinocchio promises he will take care of her and Geppetto tearfully hugs his son goodbye before closing the wardrobe. The room shakes and when the wood carver opens the doors again, Pinocchio is gone.

On the road not too far from Storybrooke but definitely out of town, August and Emma pull up to a little roadside diner–the same one where she was found as a baby. Emma immediately recognizes it and asks August what the hell is going on. He reminds her that she was found by a seven-year-old boy and tells her that boy was him!

Flashback to the woods not far from that diner where suddenly a chunk of a tree comes flying off and a young Pinocchio steps out into our world for the first time. As he touches the tree, a wave of energy flows over him, knocking him to the ground and reminding him of his life in Fairy Tale Land. Suddenly, another pulse of energy shoots out and baby Emma is lying there in the tree that Pinocchio just stepped out of.

Back in the present, August is trying to show Emma that very tree. He tells her about her baby blanket, the one she still has, but when he comes clean about The Curse being real, she can’t believe it. He tells her that he is Pinocchio and that he and everyone in town need her to save them, but she can’t do it. She refuses to believe and take on responsibility for everyone’s happiness. Even when August tries to show her his leg turning to wood, she can’t see it. Her denial is so strong, she literally can’t see the truth.

Flashback to Boston and a foster home where baby Emma is crying. Young Pinocchio cheers her up while trying to fix her crib when he is scolded for touching tools that don’t belong to him. When another boy shows Pinocchio a roll of bills–enough to buy all of the older kids bus tickets out of there–he asks if Emma can come with them. But the older boy says they can’t take care of a baby. Pinocchio faces the choice of getting out of there on his own or keeping his word to protect Emma. In the end he chooses to go, leaving Emma to fend for herself; setting her on the path she’s been on ever since.

In present day Storybrooke, August goes to see Marco. He helps him fix the old clock and asks if he can stay on as Marco’s assistant. Marco can’t pay him but August says, that’s okay he “just feels like fixing things.”

Emma wakes Henry up with a call on his walkie-talkie with her own “code red.” He gets in her car and she asks if he wants to come live with her. When he says “more than anything,” she tells him to buckle up, “We’re leaving Storybrooke.”

Original Air Date: Apr 29, 2012

Guest Cast:
Rick Dobran: Raskind
Keegan Connor Tracy: Mother Superior/Blue Fairy
Jakob Davies: Pinocchio
Eion Bailey: August
Tony Amendola: Marco/Geppetto

- description from ABC.com

We open in Storybrooke with August in his room at Granny’s.  He’s writhing around on his bed in pain.  As he tries to get out of bed, he stumbles to the ground.   After he picks himself off the floor, he makes his way over to the phone.  Out of breath, he calls someone and cryptically tells them, “This is taking too long.  We need to accelerate the plan.”

Later, August uses Henry as a distraction in Mr. Gold’s Pawn Shop while he enters the back room and searches for something.  As he is looking around, Mr. Gold surprises him.  August tells him he thought the back room was part of the store but Mr. Gold tersely corrects him, pointing him to the front of the store.  As August walks out, something seems to click for Mr. Gold who looks serious and contemplative.

At the hospital, Emma asks Kathryn if she remembers anything that happened while Dr. Whale stands by.  Kathryn tells her that she only remember that she was in a car accident and then was in the dark in some basement.  Emma asks her if she remembers seeing anyone or anything that could help but Kathryn tells Emma she didn’t see anything.  She’s shocked when Emma and Dr. Whale tell her everyone thought she was dead because her DNA matched that of a heart they found.  Emma tells her someone tried to fake her death and frame Mary Margaret.  When she asks who would do that, Emma and Dr. Whale share a look like they have someone in mind…

Which takes us to Regina, who’s telling Mr. Gold, in his pawn shop, that he broke their deal.  He tells Regina he’s only broken one deal in his life and it wasn’t this one.  Regina says that Kathryn was supposed to die and Mary Margaret was to get the blame.  Mr. Gold corrects her, she never said kill her — they agreed something tragic should happen.  He argues that Kathryn being kidnapped was tragic.  Regina quickly realizes that all the questions about Kathryn will lead to her.  She says it doesn’t make any sense because he created the curse for her and wants to know why he did it.  Mr. Gold gets right in her face, “You’re a smart woman your majesty.  Figure it out.”

In Fairy Tale Land, Baelfire is almost run over by a donkey-cart.  The Donkey Driver of the donkey-cart chastises him for being in the middle of the road until he realizes it’s Rumplestiltskin’s son.  He begins to apologize profusely to Baelfire when Rumplestiltskin arrives.  Everything looks like it’ll blow over until Rumple sees that his son has hurt his leg.  Rumple turns the Donkey Driver into a snail and steps on it to the horror of Baelfire and the townspeople.

Back in Storybrooke, David goes to see Kathryn.  He apologizes for lying and cheating on her, “I’m sorry for all of this.”  She graciously accepts it, “David, it’s okay.  What we had wasn’t… it wasn’t it for you.  Maybe for both of us.  I can’t blame you for being the first one to see it.”  David gives her a sweet kiss on the forehead, Kathryn smiles and he leaves.

At Emma and Mary Margaret’s apartment, Mary Margaret is surprised that she has so many friends welcoming her home because it seemed like she didn’t have many the day before.  Henry asks August if he found what he was looking for in Mr. Gold’s office.  August says nope but he thinks what he’s looking for will find him.  As Emma leads Henry out to take him home she finds David at the door.  She looks to Mary Margaret who motions that she doesn’t want to see him.  Emma tells him to give it time and enlists him to take Henry home.  After Henry’s gone, Emma asks Mr. Gold if he was responsible for Kathryn materializing.  He deflects the question and asks what she knows about August.  Emma tells him she knows he’s a writer who goes by the name August W. Booth.  When Mr. Gold asks if she trusts him, Emma says a lot more than she trusts him.  She then walks off to join August.

In Fairy Tale Land, Rumplestiltskin and Baelfire enter their now extravagantly decorated hovel.  Rumple tells the Mute Maid to fetch them some supper.  Baelfire is upset that Rumple killed the man earlier.  Then when Rumple tries to use magic to heal Baelfire’s wounds, he is rebuffed.  Baelfire tells Rumple that he is different now and that he hurts people all the time.  Rumple defends himself saying he brought all the children home by creating a truce in the Ogre’s War.  Baelfire says he should be done with it but Rumple says he needs more power to protect him.  Baelfire points out that he wouldn’t need protecting if Rumple didn’t have any power and asks if he’s tried to get rid of it.  Rumple shows his son the dagger, with his name etched on it, the one that could kill him and take his power.  Then he offers it to Baelfire and asks if that’s what he wants.  Baelfire thinks there might be other ways to get rid of the power.  Right then their Mute Maid walks in and he puts away the dagger.  Baelfire get’s serious, “Papa.  If I find a way for you to give up the power — a way that doesn’t kill you or hurt me… would you do it?”  Rumple says it’s not possible but his son presses on and tells him he wants his father back.  Rumple, “All I want is your happiness.  If you find a way I’ll do it.”  Baelfire smiles, shakes hands with his father, “Good.  Then the deal is struck.”

It’s nighttime back in Storybrooke, Mr. Gold enters August’s room at Granny’s and searches through his things.  As he flips through some papers on the desk, he finds one with the same dagger from Fairy Tale Land.  The drawing is identical to the dagger and has Rumplestiltskin’s name written on the blade just like in Fairy Tale Land.

At Granny’s diner, Emma finds Sidney sitting in a booth and joins him.  He’s uncomfortable.  Emma shows him the bug she found and tells him she knows he’s working for Regina by spying on her and reporting back to her.  When he unabashedly defends Regina, Emma realizes that he’s in love with her.  Then Emma gives him an ultimatum; he can help her or go down with Regina.  And with that, Emma gets up and leaves.

On a street in Storybrooke, August gets on his motorcycle and rides off.  In the distance, Mr. Gold starts up his car and follows him.

In Fairy Tale Land, Rumplestiltskin and Baelfire walk through the woods when they come upon a group of kids playing.  Rumple encourages him to join them while he attends to some business.  But when Baelfire tries to join the kids, they runs away for fear of getting on the wrong side of Rumplestiltskin.  He sits on a log dejected.  Morraine, the girl who was taken off to war at the top of ep 108, doesn’t run and sits down next to him.  She tells him she’s not afraid of his father because she knows Baelfire won’t let him hurt her.  Actually, Morraine doesn’t think he’s so bad and recounts how she saw him on the battlefield when he stopped the fighting.  It was like a miracle.  He knows but says his papa is getting worse every day.  Rumple told him he’d change back if he found a way.  Then Morraine comes up with an idea for him, “Ruel ghorm.”  She tells him Ruel ghorm is an ancient being that rules the night, “The original power.”  When she hears Rumple coming back she wishes good luck to Baelfire and leaves with haste.  Baelfire notes that his father has returned with blood stains on his boots.  Then Rumple tells his son that they’re going to need a new maid because she heard them talking about the knife.  Baelfire is disgusted with his father.

Back in Storybrooke, Mr. Gold is outside the convent and watches August talk with the Mother Superior (the Blue Fairy in FTL).  After August in gone, he approaches the Mother Superior and asks to know what August wanted.  She balks at first but when he threatens to double the rent she relents.  She tells Mr. Gold that August came looking for advice and counsel, “He came to town looking for his father after a long separation, and he recently found him.  He asks if the happy reunion has taken place?  She tells him it hasn’t because they had a difficult parting and there are many issues to be resolved between them.  That seems to hit Mr. Gold, “I see.”

It’s nighttime in Fairy Tale Land, Baelfire is out in the forest and calls for Reul ghorm to come help him.  The wish is answered when the Blue Fairy appears.  She tells Baelfire that she can’t make Rumplestiltskin the man he was before.  But she can send him and his father to place without magic where Rumple cannot use his powers.  He asks if they have to leave and the Blue Fairy says it’s the only way.  She tells him he’s a very good son and the part of his father that keeps him human, “That little light inside of him that still glows — that’s his love for you.”  Then she gives him a magic bean, it’s the very last one that is known to her kind.  The Blue Fairy says, “Use it wisely and follow where it leads you.  It will save you both.”  After the Blue Fairy flies away, Baelfire rushes off.

Back in Storybrooke, it’s night and David tries to apologize to Mary Margaret as she goes to get in her car.  He tells her that he’s only human and made a mistake doubting her.  Mary Margaret just can’t get over it.  She thinks there is something in this world that is always trying to keep them apart.  David tells her, “But I love you.”  Mary Margaret with tears in her eyes, “And that’s what makes it so very sad.”

In Fairy Tale Land, Baelfire returns to Rumplestiltskin to tell him he found a way for things to be like they were from Reul ghorm.  Rumple says that Reul ghorm is the Blue Fairy and their fairy magic doesn’t mix well with what he is.  Baelfire says that she can help them go to a place without magic.  His father tells him he’d be powerless and doesn’t want to go.  Baelfire stands up and stares at his father, “You made a deal with me.  Are you backing out?”  Rumple looks at his son, “No.”

At Archie’s office in Storybrooke, Mr. Gold goes to Archie to talk.  After they’re settled in, Mr. Gold tells Archie he thinks his son has come back to town to kill him.  Archie is flabbergasted.  Mr. Gold says he let his son go and he’s spent his entire life since trying to fix it, “And now that he’s finally here, I just don’t know what to do.”  Archie tells him to be honest and tell him how he really feels.  Mr. Gold says honesty has never been the best color on him.  Archie, “There’s no other way.”

August is in the woods by Mr. Gold’s cabin, studying the ground.  Mr. Gold walks up out of the night, “I know who you are.  And I know what you’re looking for.”  August turns to him, “Well, then.  I guess all the lying can stop… Papa.”

In Fairy Tale Land, Baelfire puts the magic bean on the ground.  It starts to spin and creates a void with winds ripping around it like a tornado.  Baelfire starts to pull his father towards the hole but he’s resisting.  When Baelfire starts to get pulled in his father holds onto him and plants his dagger in the ground keeping them from getting sucked in the hole.  Rumple does not want to go, but his son pleads and implores him that they must.  Baelfire yells at his father that he’s coward for breaking their deal.  Rumple let’s go of Baelfire because he won’t go.  Once Baelfire is gone the void closes and the winds die down.  Immediately, Rumple regrets his decision.  He digs at the ground, crying out for his son.

Back in Storybrooke, Mr. Gold faces the son he let get away from him and tells him he was always right, “I was a coward and I never should have let you go.”  August looks off in the distance.  Mr. Gold bares his soul to his son and tells him that every waking moment since, he’s been looking for him.  Now that he’s finally found his son, he knows he can’t make up for the past but he asks to be forgiven, “I’m so sorry son.  I’m so sorry Bae.”  August opens his arms up and it’s a tearful reunion as August tells him he’s forgiven.  After a moment, August explains the he was looking for the knife because he thought if Mr. Gold still had it that would mean he hadn’t changed.  Mr. Gold tells him they’ll go find out and see.

Later, deeper in the woods, Mr. Gold watches August dig for the knife.  He tells August he put is there after things started changing when Emma came to town and because he didn’t want Regina to find it.  After they dig up the dagger, Mr. Gold offers it to August to destroy it like he always wanted to.  He tells August that he chose the dagger before but now he’s choosing him.  August takes the dagger and revels in its craftsmanship.  He steps back, points it at Mr. Gold, “By the power of the darkness, I command thee, Dark One.”  Mr. Gold stares at him with hollow eyes and something hits him, August is trying to control him.  Seeing how Mr. Gold isn’t obeying, he points the knife and tries again, “I command thee, Dark One.”  Now Mr. Gold is certain and levels a terrifying stare at August, “You’re not my son.  You’re not Baelfire.”  August tries to cover as he holds the knife out at Mr. Gold.  Mr. Gold tells August his son would never try to use him and that he’d know the dagger wouldn’t work because he knows there is no magic in this world.  Then Mr. Gold snatches the dagger from August’s hands.  Mr. Gold asks how he knows about the knife.  August alludes to the fact that he’s from Fairly Tale Land.  Then Mr. Gold springs on August, pressing the dagger against his throat demanding to know how he knew about the connection between him and the dagger.  August says a little fairy told him.  Mr. Gold asks if August knows who he is, why would he take the risk?  Resigned, August says because he’ll die anyway because he’s sick and needs magic.  He was trying to get Emma to believe but doesn’t think he’ll live long enough to get it done.  Mr. Gold says that Emma trusts him and that should be enough, “Try again.”  Mr. Gold then pulls back the knife from August’s throat leaving August surprised that he is going to let him live.  Mr. Gold, “You’re gonna die either way.  This way I at least may get something out of it.”

In Fairy Tale Land, Rumplestiltskin cries out into the night sky, “Reul ghorm!  Show yourself!”  The Blue Fairy drifts down from the sky, but she’s grim.  He demands to know how he follows his son.  She tells him that he had the way and chose not to follow it.  And there are no more magic beans.  He tells her that’s a lie.  The Blue Fairy tells him, he’ll never make it to the other world.  He knows there has to be another way and when he mentions a curse, her reaction tells him that’s the way.  She asks him if he’d be willing to sacrifice this world for the next?  Rumple sneers, “What do you think?”  The Blue Fairy say she’ll comfort herself with the fact that he doesn’t have the abilities to come up with that kind of curse.  Rumple says for now but he has all the time in the world, “I will do nothing else, I will love nothing else.  I will find a way.”  He accuses her of taking his son away.  She tells Rumple that it was him that drove his son away.  After that Rumple loses it, rips out his knife and slashes at the Blue Fairy.  She eludes the strikes and flies off as he shouts at her, “I will find him.”

Back in Storybrooke, Emma walks into the Sheriff’s Station to find Regina waiting for her.  She’s brought Sidney in to confess to kidnapping Kathryn.  He gives Emma all the details of the crimes.  When Emma demands to know why he did it, Sidney tells her it was to be the hero that found Kathryn after the conviction, get a great story and all the accolades that go with it.  Emma’s not buying it but he’s sticking to the story.  Emma tells Regina she wants a word with her out in the hallway.  Once in the hallway, Emma tells Regina she knows it was her who was behind all of this.  She understands that Regina owns the game and that she’s set the board so no one else can win but she’s about to start playing an entirely different game.  Regina begins to reply, but Emma shuts her down and calls her a sociopath.  Emma tells Regina that she tried to take away someone she loved, and now Emma is going to take away someone Regina loves.  Emma, “I’m taking back my son.“  It’s on.

Written by
Bryan Gracia

Original Air Date: Apr 22, 2012

Guest Cast:
David Anders: Dr. Whale
Meghan Ory: Ruby/Red Riding Hood
Keegan Connor Tracy: Mother Superior/Blue Fairy
Michael Coleman: Happy
Eion Bailey: August
Giancarlo Esposito: Sidney/Magic Mirror
Michael Roberds: Donkey driver
Gabe Khouth: Mr. Clark/Sneezy
Beverley Elliott: Granny
Anastasia Griffith: Kathryn/Abigail
Greyston Holt: Jim/Frederick

- description from tvguide.com

In Storybrooke, Regina is in her office holding a small brass ring, lost in thought.  Her reverie is broken when Mr. Gold walks in and wants to make a deal with her.  If she helps use her influence to help him in court case, he’ll help with her Mary Margaret problem.  Mr. Gold, “If something tragic… were to happen to David’s wife, and Mary Margaret should take blame —”  Regina finishes the thought, “–she’d be ruined.”  Then Regina would have her victory.  Mr. Gold proposes that once Mary Margaret has been incarcerated that Regina could plant one of her skeleton keys in her cell and when she tries to leave Storybrooke, “Well, we all know what happens to people that attempt to leave town.”  When Regina asks why she should trust him, Mr. Gold tells her because he always honors his agreements.

In Fairy Tale Land, a younger, softer Regina flawlessly rides her saddle-less horse over several jump obstacles while her proud father looks on.  After she jumps off her horse her father said it was beautiful, gives her a hug and kiss on the cheek.  Interrupting the moment is Regina’s mother, Cora, and she does not find it beautiful.  She wants Regina be graceful and use a saddle but Regina wants to have fun.  Cora says she’s too old to have fun and no one will want to marry her if she behaves like  a commoner.  Her father tries to defend her but Cora harshly puts him in his place, telling him to stop coddling Regina.  When the stable boy offers a saddle Regina snaps at him and gives him her horse to take back to the stables.  Regina remains defiant and walks away from her mother.  Cora gets upset and uses her magic to lift and restrain Regina in the air.  Only when Regina is contrite and obedient does Cora let her down.  Once free of Cora’s magic, Regina runs to the stables.  Inside the stable she finds the stable boy, Daniel, who she apologizes to for snapping at him.  He tells her she’ll have to find someway to make it up to him.  Then she kisses him.  It’s a romantic kiss, one that let’s us know their having a secret affair.

Back in Storybrooke, David asks Emma how Mary Margaret is doing and says he wants to see her.  Emma tells him that Mary Margaret doesn’t want visitors and David realizes that means she doesn’t want to see him.  Emma says his heart’s probably in the right place but right now she doesn’t need words of encouragement from him, she needs a miracle.

At the Sheriff’s Station, Mary Margaret is in her cell and jolts awake.  She surprised to find Regina sitting across the bars from her.  Regina is there to give her a chance to confess.  Mary Margaret maintains her innocence and asks why won’t anyone believe her?  Regina relishes in recalling all of the evidence stacked up against Mary Margaret and tells her one way or another she’s leaving Storybrooke.  Mary Margaret is puzzled what she ever did to make Regina hate her so much.  Regina just stares at her.

In Fairy Tale Land, Regina meets Daniel at a romantic rendezvous out on a hill.  He wants Regina to tell her parents about them but she won’t because her mother will disapprove.  She’d think Daniel is not good enough for her.  Regina assures him that’s what her mother believes, not her.  Daniel presses Regina to tell her mother but she fears her magic.  Daniel isn’t afraid, “Who cares about magic.  True love is the most powerful magic of all.  It can overcome anything.”  She smiles, comforted by his words.  Before she can kiss him, a young girl riding a run away horse streaks by.  Regina jumps on her horse and pursues.  She catches up to the girl and pulls her off the run away horse, saving her.  They young girl is frightened and says she’ll never ride again.  Regina tells her that the only way to overcome fear is to face it and she should get back on that horse as soon as possible.  Regina introduces herself, as does the young girl, “I’m Snow.  Snow White.”

Back in Storybrooke, despite Emma’s protests Mr. Gold suggests that Mary Margaret have a pre-trial interview with the prosecution.  Emma wants to go after Regina but Mr. Gold tells her they have no proof.  He says their best chance at winning is showing that Mary Margaret doesn’t fit the profile of a killer.  Emma scoffs at this.  Mr. Gold elaborates that perception is everything.  If Mary Margaret agrees to cooperate with the District Attorney, this engenders trust that could help her with a jury.  Sidney shows up, interrupting their conversation.  He’s brought a vase of flowers and sets them on Emma’s desk.  Emma asks what he’s found on Regina.  Sidney says nothing but he’s going to keep looking until he does and then leaves.  When Emma turns her attention back to the previous conversation, Mary Margaret follows Mr. Gold’s advice and agrees to do the interview with prosecution.  Mary Margaret says she has nothing to hide.  Just then, the District Attorney enters, “Excellent decision, Ms. Blanchard.”  With Regina in tow, he introduces himself as Spencer (but in Fairy Tale Land it’s King George).

Later in the interrogation room, Spencer begins the interview with Mary Margaret as Mr. Gold sits with her.  Emma and Regina watch from behind the glass.  Spencer goads Mary Margaret into revealing that she was angry when Kathryn confronted her.  Mary Margaret loses her cool from the intense prodding of the District Attorney, “Yes, of course I wanted her gone!  She was the only thing keeping us apart.  So yeah, I wanted her gone.  Is that what you want to hear?”  Spencer smiles at getting exactly what he wanted.  Mr. Gold looks away disappointed as Mary Margaret realizes she messed up.

In Fairy Tale Land, Regina looks in the mirror as she finishes getting ready for a riding lesson with Daniel.  Cora walks in and disapproves of her outfit.  With a wave of her hand she magically changes Regina’s outfit.  Cora says her riding lesson has been canceled because the King is coming to visit.  The girl Regina saved was the King’s daughter.  The King enters, escorted in by Regina’s father and thanks Regina for saving his daughter’s life.  Regina is flabbergasted.  He tells them since Snow’s mother died, he’s searched for a wife and mother for Snow.  The King says he’s had many who are attracted to the throne but none with an interest in his daughter until now.  The King proposes to Regina, who is in shock and speechless.  However, Cora isn’t and she accepts the proposal on Regina’s behalf.

Later, Regina blasts into the stables calling for Daniel.  Regina is upset and buries herself in his arms.  She asks him to marry her.  He asks what’s happened and if it’s because she told her mother about them.  Regina tells him it’s because the girl she saved was the King’s daughter and now he wants to marry her.  Becoming distraught, she tells him Cora accepted for her.  With tears in her eyes, Regina says she wants to run away with him, “Being Queen means nothing.  All I care about is you.”  Daniel comes to a decision, “Then if I am to marry you, we must do this properly.”  He unfastens a small brass ringlet off his saddle and then slides it on Regina’s ring finger.  It’s the same ringlet she was holding at the beginning of the episode.  Regina is all smiles as they kiss.  Suddenly, there is THUNK!  They both turn to find the Young Snow has dropped her saddle and is staring at them in shock.  When Regina asks what she’s doing, Young Snow says she was getting back on the horse like Regina told her to.  She asks Regina what she’s doing with Daniel before tearing up and running off.  Regina realizes she heard everything and takes off after her.

Regina catches up with the Young Snow and asks if she’s okay.  Young Snow is crying and visibly upset.  She wants to know why Regina was kissing that man when she is supposed to marry her father and be her mother.  Regina explains to Young Snow that even though her father is a kind and good man, she doesn’t love him.  Young Snow looks confused and doesn’t understand.  In a sincere gentle tone, Regina explains to Young Snow that true love doesn’t work that way.  True love is the most powerful magic of all.  Young Snow realizes that Daniel is whom Regina loves and tells her she must marry him.  When she gets up to tell her father, Regina stops her and explains that not everyone will understand, especially her Mother who will stand in the way.  She and Daniel are running away because it’s the only way their love can survive.  Regina asks Young Snow to keep her secret and implores her to never tell her Mother.  Young Snow smiles and agrees, then hugs Regina.

Back in Storybrooke, Emma is sitting on a bench and looking through Henry’s storybook when August walks up and asks if she’s still trying to find a way to prove Mary Margaret’s been framed.  She says she’s found nothing but dead ends and is beginning to doubt her instincts.  August tells her she needs to looks at the case from different perspective.  When she started the case it was a missing person’s case, then a murder and then a cover-up.  He suggests if she knew that when the investigation started maybe she would have approached it differently.  This gives her an idea to return to the scene of the crime.

At the Old Toll Bridge, Emma notices that August is walking funny.  He brushes it off as shin splints.  August watches Emma as she searches for a clue they might have missed.  Where Ruby found the box with Kathryn’s heart, Emma finds a shard from  a broken shovel.  Emma thinks that if they can find the shovel the shard came from they can prove that Mary Margaret is innocent.  August grins, “And I’m gonna guess you know exactly whose shovel it is.”  Emma gives a knowing smile back.

It’s night now and Henry helps Emma and August by letting them know when Regina is in the shower so they can sneak into Regina’s garage.  Once inside, they search in the dark with flashlights.  Emma strikes gold when she finds a shovel missing a piece.  When she takes out the shard she found earlier, it fits perfectly.  Emma smiles victoriously, “We got her.”

In Fairy Tale Land, Cora finds Young Snow and proposes she be the flower girl at the wedding.  Then Cora shows what a master manipulator she is.  Cora shares with Young Snow how knows Regina’s pulled away and tugs at her heart strings by expressing how she doesn’t want to lose her daughter.  She tells Young Snow she’d do anything to make her daughter happy, if she only knew what it was.  Young Snow not realizing she’s being manipulated and wanting to help Regina tells Cora that Snow loves someone else and doesn’t want to marry her father.  She doesn’t want Snow to lose her mother.  Cora assures Snow that Regina won’t lose her, “You can tell me… you must tell me…”

Back in Storybrooke, Emma shows up at Regina’s house and hands her a search warrant for her garage.  Regina asks on what grounds?  Emma shows Regina the shard and tells her she got an anonymous call from someone who saw Regina digging by the toll bridge the day the heart was found.  Regina has no choice and leads Emma to the garage.  Once inside the garage, Emma makes a beeline to where she and August found the shovel with the missing shard but the broken shovel is gone and has been replaced by a new one.  Emma turns to Regina, demanding to know where the broken shovel is.  Then she accuses Regina of knowing she was coming.  Regina scoffs at that assertion.  When Emma tries to defend Mary Margaret, Regina snaps back that she is a liar and murderer.  Regina, “She’s going to pay for what she’s done.  That woman has destroyed the last life she’s ever going to destroy.”  As Emma realizes she lost, Regina smiles relishing in her defeat.

Later, Emma goes to August and accuses him of tipping off Regina about the shovel because he was the only other person who knew.  He’s taken aback, “I’d hope you’d have enough faith to know that I would never betray you.”  Emma asks how she can be sure he’s not a liar.  August tells her, “I’m not a liar.”  Emma says that’s exactly what a liar would say and leaves.

Mary Margaret is in her cell crying when Regina walks in and asks if she’s having a bad day.  Regina gloats that once Mary Margaret is found guilty and sent out of Storybrooke, she’ll never have to see her again.  She wants to enjoy seeing Mary Margaret get her the justice she’s due for as long as she can.  Mary Margaret maintains her innocence but Regina says of course that’s how she’s always seen herself.  Through tears, Mary Margaret tells Regina,  ”I don’t know what I ever did to you, but whatever it was… Regina… I’m sorry.  I truly am.”  Regina enjoying this, “Apology not accepted.”  When Mary Margaret reiterates that she didn’t kill Kathryn, Regina softly brushes her face through the bars, “I know.”  Then Regina turns harsh, grabs Mary Margaret by the cheeks, “But you do deserve this.”  And with that she turns and goes, leaving behind a crushed Mary Margaret.

It’s night in Fairy Tale Land, Regina meets Daniel at the stables as they are about to run away together.  They kiss and turn to leave only to come face to face with a very upset Cora who uses her magic to push the two off the ground and back into the stables.  The stable doors magically close behind Cora as she looks at her daughter and Daniel with menace in her eyes.  Cora tells Regina she’s made sacrifices and deals to get her where she is and now Regina wants to throw it away on a stable boy.  Regina argues it’s her life and that she loves Daniel.  It appears that Cora acquiesces and will let them be together.  She pulls Daniel aside, advises him that when they have a family you always have to do what’s best for your child.  Daniel understands that is what she’s doing for Regina right now.  Cora agrees, then slams her hand into Daniel’s chest and rips out his heart.  Daniel falls and Regina rushes to him.  With his heart in her hand, Cora crushes it into dust.  She screams at Cora, “Mother, why have you done this?”  Cora tells Regina this is her happy ending.  She tells Regina love is weakness and it always fades.  But power?  True power endures.  Cora, “I’ve saved you my love.”  Regina looks up at Cora through tears, “You’ve ruined everything.  I loved him.  I loved him.”  Cora, out of patience, snaps back, “Enough.”  She tells Regina she’s indulged this long enough.  It’s time for Regina to clean herself up and wipe away her tears.  Cora, “Because now?  You’re going to be Queen.”

Regina is getting her wedding gown fitted when Young Snow is in awe of her, “Wow. You are most certainly the fairest of them all!”  Then she tells Regina how she knows her and Daniel will be so happy together.  Regina asks Young Snow if she told her mother about her and Daniel?  Young Snow, “Yes.”  Regina is on the verge od erupting, “But I told you, very specifically, not to.”  Young Snow explains that she didn’t want Regina to lose her mother like she lost hers.  Regina turns away, as her world crumbles.  Emotions swirling as this bombshell lands: Snow White was the reason her love is dead and she will never experience true love again.  Then Regina’s face changes, it’s the beginning of her transformation into the Evil Queen.  She keeps her composure and hugs the Young Snow.  Regina lies about Daniel, saying he ran away.  She loves Snow’s father and now they’ll be a family.  Young Snow is happy and relieved at the news.  Regina, “I’m going to be your stepmother.  And I couldn’t be happier.”  Young Snow hugs Regina and is clueless that anything is wrong.  Cora interrupts, telling Snow to go to her room and pack.  Regina has tears in her eyes as the Young Snow walks off.  Cora, “Well played dear.  You’re learning.”  As Regina walks away, Cora tells her she’s so proud of her.  This is the first genuine compliment she’s ever paid to Regina.  But Regina remains stoic as something occurs to her.  She asks her mother if she knew the King was traveling through their land?  Regina, “That steed — with Snow on it?  It didn’t go wild on its own did it?”  Cora doesn’t give anything away, “I have no idea what you’re saying.”  Regina turns away with a knowing look.  She walks away from her mother, icy now.  Cold.  The Regina we know so well, “I should’ve let her die on that horse.”

Back in Storybrooke, Regina is in her office clutching the ring.  The same ring from the beginning of the episode and the same one her true love, Daniel, gave her in Fairy Tale Land.  She’s gripping the ring tight in her fist as she looks out the window.  Satisfied in her revenge, Regina whispers to herself, “We got her, Daniel.  We got her.”

At the Sheriff Station, a dejected and helpless Mary Margaret is handcuffed and lead away to court by the bailiffs.  Emma watches powerless, then turns on Mr. Gold for not being able to fix the situation and letting Regina win.  Unfazed, Mr. Gold tells her that Regina hasn’t won yet.  Emma thinks Regina’s going to win and that Mary Margaret is going to pay for her trusting Mr. Gold.  He just smiles, tells Emma that it’s not over and she must have a little faith because there is still time.  Emma asks time for what?  Mr. Gold, “For me to work a little magic.”  And with that Mr. Gold exits.  Emma walks into her office still upset.  Rage overcomes her.  She picks up the flowers Sidney put on her desk and throws them against the file cabinet.  When she looks down at the damage, she finds an audio surveillance bug in the debris.

Outside of Granny’s Diner, Emma finds August and apologizes for doubting him.  She shows him the bug that Sidney planted.  It’s evidence that she has trusted all the wrong people.  He tells her not to beat herself up about it, “Sometimes it’s hard to see what’s right in front of us.  I knew you would.”  Emma’s appreciative, says she’s trying.  Just then a loud scream breaks the moment.  Emma and August share a look and go running in the direction of the noise.  They find Ruby at the mouth of the alley shaken, saying, “She’s… she’s… she’s in the alley…” Ruby leans against the wall as August makes sure she’s okay.  Emma runs to the alley to find a woman in dirty, torn clothes stumbling to the ground between some cars.  When Emma turns the woman over she’s shocked to find it’s Kathryn.  She’s alive.

Written by
Bryan Gracia

Original Air Date: Apr 1, 2012

Guest Cast:
Barbara Hershey: Cora
Meghan Ory: Ruby/Red Riding Hood
Alan Dale: Albert Spencer/King George
Richard Schiff: King Leopold
Noah Bean: Daniel/Stable Boy
Bailee Madison: Young Snow White
Eion Bailey: August
Anastasia Griffith: Kathryn/Abigail
Tony Perez: Valet/Father
Giancarlo Esposito: Sidney/The Mirror

- description from ABC.com

We open in Storybrooke to find Mary Margaret’s cell in the Sheriff’s Station empty.  Next we see her running through the woods at night.  Back at the Sheriff’s Station, Henry is looking at a picture of a girl in his storybook when Emma walks up with Mr. Gold in tow.  She asks him what he’s doing there.  He thinks that Emma helped Mary Margaret escape.  Emma and Mr. Gold are both shocked to see the empty cell and Mary Margaret gone.  They realize that if Mary Margaret is not at her arraignment the next day she’ll be a fugitive.  Emma, “I have to find her before someone notices she’s missing.”  She knows Regina will be there at 8am for the arraignment and Mr. Gold notes that she has until then to find her.  He also tells her that Mary Margaret’s future is in jeopardy if she doesn’t return and Emma’s future is also in jeopardy if she’s caught helping her.  Emma, “I don’t care.  I’d rather lose my job than my friend.”  As Emma heads off, Mr. Gold smiles at her determination.

Emma drives her yellow bug through the woods, looking for Mary Margaret when she almost hits a man walking on the side of the road.  Emma swerves and misses him as his falls down on the side of the road.  She apologizes profusely as he brushes it off.  He recognizes her as the sheriff and asks what she’s doing out there so late.  Emma lies and tells him she’s looking for a lost dog.  He’s twisted his ankle and Emma insists on giving him a ride home.  He introduces himself as Jefferson.

In Fairy Tale Land, the fairy tale version of Jefferson is playing a spirited game of “Hide and Seek” with his daughter, Grace.  After she finds him, he tells her it’s time to find mushrooms to sell at the market.  A short while later they emerge from the forest with a basket of wild mushrooms.  As they approach their small hovel, they see the Queen’s carriage outside.  Grace asks if he knows the Queen, he tells her of coarse not and then sends her into the woods to stay hidden while he finds out what the Queen’s doing there.

When Jefferson enters his home, it becomes clear that the Queen and him know each other as Jefferson asks, “What do you want Regina?”  She has a job for him.  Jefferson tells her he doesn’t do that kind of work anymore because that’s how his daughter lost her mother and he doesn’t want her to lose her father too.  The Queen belittles his situation mocking how he’s resorted to picking fungus in the forest to subsist.  If he does this one last favor for her he’ll be able to give his daughter the life she deserves.  Jefferson walks right up to her, “That’s why I’m staying.  You don’t abandon family.  That’s what she deserves.  Now please leave.”  The Queen doesn’t give up, she hands him a folded parchment.  She tells him that she needs his special skills to get somewhere he’s been before.  It’s a simple job and if he does it she can change his life.  Jefferson looks at the parchment and asks what business she could possibly have there?  The Queen tells him something of hers was taken over there and she wants it back.  He tells her to find someone else.  The Queen is disappointed, “Sorry I couldn’t convince you.  But I understand.  There’s nothing more important than family.”  She gives him a smug smile as she walks out the door but leaves the parchment behind.

Back in Storybrooke, Emma pulls up to Jefferson’s sprawling English style manor.  She sees that he’s still limping and helps him into the mansion.  Once inside, Jefferson pours Emma some tea and breaks out a map of the area.  While Emma looks over the map, she gets groggy and falls into Jefferson’s arms.  He lays her on the couch.  As he goes to get her some air, she notices his limp is gone.  Jefferson stops and turns back towards her “Oh.  That.”  As he walks towards her, he flashes a malevolent smile, “Guess you caught me.”  Emma’s been drugged and passes out on the couch.

In Fairy Tale Land, Jefferson tries to buy a stuffed toy rabbit for his daughter at the market but doesn’t have enough money to pay for it.  The proprietor, an Old Hag, won’t take the few coins of copper he has and will only take one silver coin.  Jefferson tries to demand she accept his offer but Grace gets embarrassed and urges Jefferson for them to leave.  After they’ve walked away the Old Hag goes to the back of her cart and looks into a small mirror.  The Mirror appears, “Well, that was awfully cruel.  You could have at least let the girl have her toy.”  Then the face of the Old Hag morphs into the Queen, “Where’s the fun in that?”

Emma wakes up in Jefferson’s mansion bound and gagged.  She breaks the teacup she dropped and uses one of the sharp pieces to cut herself free.  She tries to open one of the windows to escape but they’re locked shut.  Then see looks through his telescope and sees that it’s pointed right at her office in town.  She hears the gritty sound of something being sharpened on a whetstone.  She opens the door a crack and sees Jefferson in a darkened room across the hall with his back to her.  He’s menacingly sharpening a pair of scissors.

In Fairy Tale Land, Jefferson puts the finishing touches on a makeshift rabbit for Grace in their simple hovel.  Grace tells him she loves it and continues the tea party she’s having with her toys.  But as he looks around their simple hovel the Queen’s words echo in his ear; what future can he give Grace?  We see on his face that Jefferson comes to a decision.  He tells Grace he needs her to go to the neighbor’s for the rest of the day, “There’s work I have to do.”  Grace wants to go with him but he tells her no.  She instinctively knows this has to do with the Queen’s visit and pleads with him not to do it.  Jefferson tells her he has to, so she can have what she needs.  Grace, “All I need is you, Papa.  Please stay.”  He apologizes and tells her again he has to go.  She makes him promise he’ll come back, “For our tea party.  Promise.”  Jefferson, “I promise.  I wouldn’t miss it for the world.”  He kisses her forehead and sends her off to the neighbors.  The neighbors, a kindly couple, greet Grace by the well and we see they have a warm, friendly relationship with her.  Jefferson continues watching.  Relieved.  He takes out a key and opens a trunk.  Then he takes out a sturdy circular box and sets it on the floor.  It’s dusty and clearly hasn’t been opened in years.

Back in Storybrooke, Emma quietly sneaks out of the room she was trapped in while Jefferson continues to sharpen the scissors in the other room.  As she quietly creeps down the hallway, the floorboards creak from her movement.  Jefferson takes notices.  Emma hurriedly opens the nearest door and steps in to hide.  Once inside she hears a whimper behind her and spins around.  She sees Mary Margaret gagged and bound to a chair.  Emma rushes to her and breaks her free.  Mary Margaret is terrified and Emma asks what she’s doing there.  As Emma removes the gag, Mary Margaret tells her she was trying to get away through the woods when this man grabbed her out of nowhere.  Then she asks Emma why she’s there?  Emma gives her a look, “I was looking for you.  You escaped, remember?”  It’s Emma’s turn to ask questions and she asks Mary Margaret how she got out.  Mary Margaret tells Emma she found a key under her pillow, somebody must have put it there.  Emma opens the door and peeks out down the hall where she last saw Jefferson.  With no sign of him, they both try to sneak away only to run into him with a gun pointed right at them.  Emma tries to bluff that back up is on the way but Jefferson knows better.  He has Emma tie Mary Margaret back up in the room.  He then tells Emma he needs her to do something.

In Fairy Tale Land, Jefferson goes to see the Queen while carrying the sturdy circular box.  She’s happy to see him and knows he’s there because he’s reconsidered her offer.  Jefferson says he’ll do what she asks as long as the Queen guarantees that his daughter will want for nothing.  She agrees and wants to see what his box can do.  Jefferson kneels down and removes a top hat from the box.  Then he places the hat upside down on the floor and spins it.  He tells her to take a step back as the hat begins to slowly spin on the floor and then picks up speed.  The hat magically expands until the opening of the hat has transformed into a large hole in the floor.  A monstrous wind rushes up from the darkness.  Then the Queen and Jefferson leap into the hole, hand and hand.

Back in Storybrooke, Jefferson leads Emma, by gunpoint, into the room where he was sharpening scissors.  He surprises Emma when he tells that he saved Mary Margaret’s life by not letting her leaving Storybrooke because of the curse.  That slams into Emma, “What curse?”  Jefferson, “The one keeping us all trapped.  All except you.”  She thinks he’s been reading Henry’s book.  He says that if she knew what he did maybe she wouldn’t ignore them.  When Emma asks why he’s been spying on her, Jefferson tells her that for the last twenty-eight years he’s been stuck in his house, “Day after day, always the same.”  Then one night Emma rolled into town and things started to change.  He tells her she refuses to acknowledge she’s special and that she’s brought magic.  Emma thinks he’s crazy.  Jefferson thinks what’s crazier is Emma seeing and not believing, which is what she’s done since she came to town.  He gets right in her face, “Open your eyes.  Look around.  Wake up.  Isn’t it about time?”  She asks what he wants?  Jefferson, “Get it to work.”  He forces her into a chair then tells her she’s the only one that can do it.  Emma is stuck as Jefferson creepily puts his chin on top of her head.

In Fairy Tale Land, the Queen and Jefferson are in a large room lined with doors.  Each door is different from the next, with everyone one of them being unique and elaborate.  The Queen tells Jefferson she forgot how magnificent he is.  Her reminiscing reveals these two have a shared past, one that Jefferson could care less about.  He’s there for his daughter and is all business.  They come to stop in front of a door sized, gilded framed mirror.  This is the entrance to where they’re going.  He tells the Queen it’s important they stick together because the same number of people who go through have to come back.  No more, no less.  Jefferson says it’s the hat’s rule, not his.  They step through the glass and into world similar to theirs but not the same.  As they walk down a path they come upon a giant blue caterpillar, smoking from a hookah on top of a giant mushroom.  The caterpillar asks them, “Whooooo arrree yoooooouuu?”  And blows smoke in their faces.  Jefferson looks around with disdain, “I hate Wonderland.”  Then he and the Queen continue down the path.

Back with Emma in Jefferson’s mansion, she looks at table with hat making material spread out all around.  Jefferson tosses a top hat in front of her and tells her to make one like it.  She’s confused that he wants her to make a hat since he already has a room full of them.  He tells her none of them work and since Emma has magic, she can do it.  Emma puts it all together, the tea, the hat and the psychotic behavior, “You think you’re the Mad Hatter.”  Jefferson clearly doesn’t like being called that, “My name is Jefferson.”  He says the problem with this world is that everyone wants a magical solution to their problems, but everyone refuses to believe in magic.  Emma doesn’t buy it, “This is the real world.”  Jefferson is quick to retort, “A real world.  How arrogant are you to think yours is the only one?  There are infinite more.”  He tells her these worlds touch one another and press up in a long like of lands, “Each just as real as the next.  All have their own rules.  Some have magic and some don’t.  Some need magic.”  That’s where she comes in.  Emma and Mary Margaret are not leaving until Emma gets Jefferson’s hat to work.  Emma remains calm, “And then what?”  Jefferson, “Then I go home.”

In Wonderland, Jefferson is hesitant when the Queen wants to go into the huge hedge maze standing in front of them.  It’s the Queen of Hearts’ maze and Jefferson says going in there wasn’t part of their deal.  The Queen suggests he accompany her because he can’t leave Wonderland without her.  Jefferson shakes his head, knows she’s right.  Before she can go too far into the maze, Jefferson demonstrates how the hedge walls are dangerous to anything that touches them.  He throws a stick into them and they watch it get devoured.  But the Queen is not playing around and has a better way.  She waves her hand and magically clears a path to a massive stone vault.  They walk right up to it and the Queen, with another wave of her hand, magically opens the vault doors.  Inside the vault, are a wall of boxes identical to the wall of heart boxes in her chambers.  She opens one, takes the box that was inside it and walks out.  As they start to leave four red armored soldiers arrive.  Jefferson and the Queen turn and flee.  They run through maze and escape when the Queen uses her magic to close the hedges at the entrance blocking the pursuit of the soldiers.  Right before they are about to go through the looking glass, the Queen stops and breaks off a piece of the giant mushroom.  She then opens the box and drops the piece of mushroom inside.  Suddenly, smoke rises from the box and her father appears.  Jefferson is taken aback while the Queen and her father hug and enjoy their reunion.  Jefferson quickly realizes the Queen intends to go through the looking glass with her father and not him.  When he lunges for the Queen she uses her magic to trap his feet in the ground.  He pleads with her that he needs to return to his daughter, Grace, “I promised her I’d be home for tea –” For a moment we see on the Queen’s face that she wrestles with what she’s doing, then in an instant turns around and is chillingly cold, “— a promise which you now have broken.”  She tells him if he truly cared for his daughter, he would have never left her in the first place.  Before the Queen leaves she gives him a parting shot, “You were right, Jefferson. You don’t abandon family.”  And with that the Queen and her father step through the looking glass, leaving a distraught Jefferson.  Then the Knave of Hearts and some soldiers arrive to take Jefferson to the Queen of Hearts.

Jefferson if brought before the Queen of Hearts.  With her face covered by a red veil, she whispers to the Knave of Hearts.  He relays to Jefferson that the Queen of Hearts knows he helped steal from her and wants to know how he got to Wonderland.  When Jefferson tries to bargain to get home to his daughter, the Queen of Hearts says, “Off with his head.”  Then the Executioner cuts off Jefferson’s head.  Jefferson is in shock when he’s still alive but his head is held up by one of the soldiers as his body lies on the ground.  To get his body back, Jefferson tells the Queen of Hearts he used his hat to get to Wonderland.  She wants him to make another one.  Jefferson can’t without magic but the Knave of Hearts tells him that’s his task, “Get it to work.”

Back in Storybrooke, Jefferson tells Emma he needs her to make the hat then shows her through the telescope why — Grace.  In this world her name’s Paige and she has another family.  His curse is that he’s separated from his daughter in this world but remembers their life in the previous one.  Emma asks why he doesn’t reach out to her.  Jefferson says that would destroy his daughter reality.  Jefferson says it’s hard enough being in a land where you don’t belong, “But knowing it?  Holding conflicting realities in your head?  Will drive you mad.”  Emma takes an empathetic tone, knows he wants to go home to his world with his daughter.  Thinking she’s now going to help, Jefferson turns his back to her to retrieve the hat on table.  When he turns back around Emma knocks him out with the telescope.  Emma grabs her gun and goes to free Mary Margaret.  As she freeing her, Jefferson surprises and charges her.  Emma and Jefferson struggle, but Mary Margaret frees herself and kicks him out the window.  When she and Emma look down out the window he’s gone.

Outside the house, the only sign of Jefferson is his hat.  Emma tosses the keys to her bug to Mary Margaret and tells her it’s her choice if she wants to run.  Mary Margaret says everyone thinks she killed Kathryn.  Emma asks her to believe and trust her that she can get her out of this.  Mary Margaret asks why it’s so important to Emma what happens to her.  Emma says because when Regina framed her, Mary Margaret bailed her out because she trusted her.  And when Emma wanted to leave Mary Margaret told her staying was the best thing for Henry.  Emma gets emotional, because she realized that her entire life she’s been alone.  She’s had her walls up, “Nobody’s ever been there for me except for you.  I can’t lose that.  I can not lose my family.”  Mary Margaret smiles, “Family?”  Emma covers, “Friends.  Whatever.  You know what I mean.”  Emma asks Mary Margaret if she’d rather face it together than alone.  Mary Margaret gives Emma back the keys.

Later, Regina arrives at the Sheriff Station.  She enters with a smile but is shocked to find Mary Margaret sitting in her cell.  Mr. Gold is there and tells Regina his client is not having any visitors and escorts her out.  In the hallway, Regina is indignant that Mary Margaret is back, “You said this was going to work.  That she’d take the key and go.”  Mr. Gold said she came back because Emma is more resourceful than they thought.  He assures her that she may still get what she wants.  Regina said she better because the only reason she made a deal with him was to get results.  Mr. Gold tells Regina she’ll get her results and that he’ll see her at Mary Margaret’s arraignment.  Regina storms out.

Emma takes a seat with Henry outside his school and lets him know she found Mary Margaret.  Just then a young girl walks past and says hi to Henry.  It’s Jefferson’s daughter, Grace, from FTL and the same girl he was looking at through the telescope.  When Emma asks who it is, she’s shocked when Henry says her name is Paige.  Just what Jefferson said it was.  She asks to see Henry’s storybook.  She looks through it, finding pages with Jefferson and his daughter.  Emma’s a bit thrown.  Henry asks, “What is it?”  Emma says nothing.  She stares at a page in the book with Jefferson as the Mad Hatter — which takes us to…

Wonderland, where Jefferson is now the Mad Hatter sitting in an enormous room surrounded by hats.  As he sews the fabric of a hat he mutters to himself, “…get it to work… get it to work… get it to work!”

Back on Emma.  Troubled.  Henry breaks her from her reverie.  She shakes it off and looks up at him.  He has to go but Emma asks if she can hang onto the book.  Henry smiles, “Absolutely.”  Then he heads off to class.  As Emma holds the book, a look crosses her face.  Could it be that she’s starting to believe?

Written by
Bryan Gracia

Original Air Date: Mar 25, 2012

Guest Cast:
Paul McGillion: Knave of Hearts
Laura Wilson: Mrs. Grace
Donald Adams: Vendor
Eion Bailey: August
Tony Perez: Valet
Giancarlo Esposito: Sidney/Magic Mirror
Sebastian Stan: Jefferson
Roger Daltrey: Caterpillar

- description from ABC.com

In Fairy Tale Land, out in a field an arrow arcs through the air and speeds towards its target — Red.  But before it hits her, Charming comes to the rescue, slicing it out of the air with his sword.  It’s King George’s men who fired the arrow and they’re after Charming.  He jumps on his horse to leave and tries to take Red with him but she tells him to go find Snow.  When he asks her what she’s going to do, Red looks up at the full moon rising and tells him she’s giving him a head start.  After Charming rides off, Red ditches her hood and runs towards King George’s oncoming men.  We then hear a howl and then see a wolf attack them.

At the Sheriff’s Station in Storybrooke, Mary Margaret is having her booking photo taken by Emma.  As she tries to convince Emma that she didn’t kill Kathryn.  Emma tells her “of coarse she didn’t” but she has to go where the evidence leads.  Mary Margaret’s fingerprints were on the box.  If she doesn’t book Mary Margaret, it’ll look like favoritism.  Then Regina will fire her and bring someone in that will railroad Mary Margaret.  Emma tells her to be patient and trust her.  Besides, the case can’t move forward until the DNA confirms the heart was Kathryn’s.  Emma then tells Mary Margaret she’s going to have to answer some questions and they walk off.

In Fairy Tale Land at the Dwarfs’ hovel, Snow hums as she tries to a gets a bird to land on her finger.  It’s all sweet — until she tries to smash it with a broom.  Just then, Grumpy comes in and asks her what she’s doing as she takes a hard swing at the bird.  Snow says she’s getting rid of the vermin in the house, then asks him, “What do you want.”  She rolls her eyes when he says it’s dinner time.  He leads her to the next room where all the other Dwarfs are waiting for her.  Jiminy Cricket is also there to lead the Dwarfs in confronting Snow about her poor behavior since she drank the magic potion Rumplestiltskin gave her to forget Prince Charming.  Snow said that the potion was the solution not the problem.  Then she goes on a tirade, “The problem is that I’m living here, in a house full of dwarfs instead of in my palace.  With my father as a princess.  But I can’t do that anymore, can I?  Because he was murdered.  Murdered by the same woman who sent a Huntsmen to kill me.”  Jiminy tells her that the anger towards the Queen is justified but she shouldn’t be taking it out on her friends.  Then Snow comes to a realization, looks at the dwarfs then agrees with Jiminy, “You’re right.  I should be taking it out on her.”  With that she decides to leave to pursue her revenge against the Queen despite the protests from Jiminy and the Dwarfs.  When Grumpy asks where she’s going Snow simply says, “To kill the Queen.”

At the Sheriff’s Station, Emma leads Mary Margaret into her office to ask her questions, only to find Regina waiting for them.  Mary Margaret is taken aback.  Regina is only there to make sure Emma stays impartial.  Emma assures Mary Margaret it will only help her.  Mary Margaret says she has nothing to hide and tells Emma to ask her anything.  Emma turns on a tape recorder and begins.  Mary Margaret admits to meeting David at the old Toll Bridge because they were having an affair, “I’m not proud of what happened.  And I’m sorry.  But that doesn’t change the fact that I did not kill Kathryn.”  Then Emma brings an old jewelry box out of the evidence locker and asks Mary Margaret if she’s seen it before.  Mary Margaret says that it’s her jewelry box.  Emma taken aback, “That’s what we found the heart in.”   Mary Margaret immediately gets defensive.  She says someone must have stolen the box and put the heart in there, she’s innocent.  Regina tries to bait Mary Margaret by gently holding her hand and questions what losing David did to her.  Mary Margaret pulls her hand away and reaffirms that she didn’t do it.  Emma and Regina go into the hallway, where Regina points out that if the box was stolen from their apartment wouldn’t there be signs of a break-in?  Emma doesn’t have an answer.  Regina goes on, “She is a woman who’s had her heart broken.  And that –?  That can make you do unspeakable things.”

In Fairy Tale Land, Snow is dressed in her bandit gear and ambushes one of the Queen’s black knights with a rope, tied between two trees, that knocks him off his horse.  As the knight lies on the ground in agony, Snow adds to it by slamming a pick axe into his ankle.  She demands to know where the Queen is but he’s reluctant to tell her until she threatens him with her dwarven pick-axe.  He quickly changes his tune and tells her that the Queen is only in her castle for the night and in the morning she leaves for her summer palace.  She knocks him out and takes his armor and cloak.  Out of nowhere, Grumpy shows up and asks her what she’s doing.  Snow says she already told him, she’s going to kill the queen and will do whatever it takes to do it.  Grumpy tells her he came to help by taking her back to Rumplestiltskin to try to get back her memories.  Snow says she doesn’t want those memories back.  He tells her losing them changed her and maybe Rumplestiltskin can bring her back to the person she used to be.

Back in Storybrooke, Emma checks the apartment she shares with Mary Margaret for any sign of a break-in.  Henry shows up to help her out.  He suggests that his mom, Regina, might have done it because she hates Snow White.  Emma doesn’t buy it.  Emma and Henry hear something from under the floor.  When she removes the screen to a floor vent she finds a knife wrapped in a wash cloth.  They look at it knowing what it must be — the murder weapon.

At Granny’s diner, Henry is morose as he sits at the counter, when August saddles up and sits next to him.  He knows Henry is upset about Mary Margaret but suggests that he can find the answers he wants in his book.  Henry dismisses the suggestion, saying it’s only a book.  Then August surprises him, “I think we both know that’s not the case.”  August tells him it’s a book of stories that really happened.  That snaps Henry out of his funk and prompts him to ask August if he think his book is real, August tells him as real as I am.  He tells Henry he’s a believer and wants to get Emma to believe but knows she needs proof.  He gestures to Henry’s book, then gets up and leaves.  Henry follows the lead, takes out the book, opens it and searches for an answer.

In Fairy Tale Land, Charming dismounts his horse to follow some tracks.  Those tracks lead him to the black knight that Snow White knocked out.  He tells Charming she wants to kill the Queen and that he’s never seen someone so bloodthirsty.  Charming not believing it, angrily puts his sword to the knight’s throat and defends Snow, “Snow’s not blood thirsty.  She’s not a killer.  I know her.”  The black knight replies, “Maybe you don’t.”  Charming takes that in.

At Regina’s office, David goes to Regina to argue that Mary Margaret couldn’t do any of the things she’s accused of.  Regina suggests that maybe he doesn’t know her as well as he thinks.  She tells him everyone has a dark side.  He says having a dark side and doing something so evil is a different thing.  Regina presses on, “Perhaps.  But I’ve always believed evil isn’t born.  It’s made.”  David, “All due respect Regina, I don’t think you know much about evil.”  A brief twinge on Regina’s face as the irony hits her.  David thinks that if he can clear up his missing time maybe he can prove Mary Margaret’s innocence.  Regina tells him he’s very sweet but wrong.  Then the gently tells him, “Evil doesn’t always look evil.  Sometimes it’s staring right at us and we don’t even realize it.”

Behind bars at the Sheriff’s Station, Emma tells Mary Margaret the evidence against her is piling up and suggests she get a lawyer.  Just then, Mr. Gold walks in.  He offers his legal services to Mary Margaret.  When Emma questions the fact that he’s a lawyer, Mr. Gold asks her if she ever wondered why he was so good with contracts.  He persuades Mary Margaret to take him on as her lawyer.  Emma is surprised but Mary Margaret says Mr. Gold is right and asks her to do the best job she can to prove she’s innocent.  Emma leaves, telling Mary Margaret that she hopes Mr. Gold is looking out for her best interests.  When they’re alone, Mary Margaret tells Mr. Gold she can’t pay him and asks why he’s helping her.  Mr. Gold tells her, “Let’s just say — I’m invested in your future.”

In Rumplestiltskin’s spinning room, he tells Grumpy that the potion he gave Snow took away her love and left a big hole in her heart.  Rumplestiltskin says there is no cure for what she’s got and there is no way to bring back the person she was.  Then Rumple says no potion can bring back true love, but “If you can bottle love, you can do anything.”  He turns to Snow and asks her what she really wants.  Snow, “I wanna kill the Queen.”  Rumple smiles, “Now we’re talking dearie.”  He gives Snow a bow and arrow that will kill the Queen.  She asks him what’s the price, because there is always a price with him.  Rumplestiltskin leans in, “Let’s just say — I’m invested in your future.”  Yes, it’s the same thing he told her in Storybrooke.

David goes to see Archie to see if he can help him remember what happened in his blackouts.

In Fairy Tale Land, Charming goes to Rumplestiltskin because he heard that Snow came to him for help.  He asks Rumple to undo the potion.  Rumple taunts him and tells him true love can undo the potion.  He tells Charming that he’ll need to know where to find Snow first.  Charming says to name his price.  Rumple says for Charming’s cloak he’ll tell him where she is.  After Charming agrees, Rumple gives him a map but tells him he better be quick, “Because if she kills the Queen, she becomes as evil as the woman whose life she takes.”  Charming says she could never become that evil and heads off.  Rumple, “Evil isn’t born dearie, it’s made.”

Out in the forest Snow is preparing to ambush the Queen when Charming sneaks up on her.  He kisses her thinking that true love’s kiss will undo the potion and she’ll become her old self and remember him.  He’s wrong.  She clubs him the head, knocking him out.

Back in Storybrooke, Henry is waiting for Emma.  He says he has proof, he shows her Regina’s skeleton keys and claims that is how Regina got into their apartment and framed Mary Margaret.  Henry, “The book says they’ll fit any door.”  Emma says there is no way they’ll fit the lock.  Henry is undeterred and saying they have to try.  After he unsuccessfully tries a couple of keys, Emma shuts him down.  Henry gives the keys to her and implores her to try them herself.  She acquiesces and tries a key.  To her shock, it opens her door.  Henry, “Do you believe now?”

It’s nighttime in Fairy Tale Land, Snow has tied Charming to a tree.  She assumes he’s the man Rumplestiltskin helped her forget.  He wonders aloud why true love’s kiss didn’t restore his memory.  She tells him it’s not true love because she doesn’t love him.  To her love is just words, she appreciates action.  He pleads with her, “You can’t do this.  It’s not who you want to be.  You can’t kill her.”  Snow, “Really?  Watch me.”  Charming watches as she disappears into the forest.

In Storybrooke, David sits in Archie’s office.  He’s in a hypnotic state as Archie asks him questions.  David recalls his last phone call with Kathryn — she was going to start a new life and even though she was hurt, she thought he and Mary Margaret should be together.  Archie asks if he remembers anything after the call.  David seems to remember Mary Margaret in the woods and pleading with her, “You can’t kill her.”  In the memory she coldly responds, “Really, watch me.”  He’s woken up suddenly by Archie because something was disturbing him in the hypnosis.  Archie asks what David saw and says he can help him.  David tells him, “No you can’t.”  Then leaves in a hurry.

Still tied to a tree in Fairy Tale Land, Charming struggles to break free when Jiminy shows up.  Jiminy gnaws through the ropes.  Charming tells him he tried everything to make Snow remember who he was but nothing worked.  Jiminy thinks he’s approaching it the wrong way, “How can she remember who you are when she’s lost sight of who she is?”  That hits Charming.

Later on the Queen’s Road, peasants gather along the road and bow to the Queen as she passes by on horseback.  Above the road, Snow White is in her bandit outfit and tracks the Queen.  When she find the right spot, she pulls out her bow and draws the arrow Rumple gave her.  Snow has a clear shot and lets the arrow fly.  But before it can kill the Queen, Charming jumps in front of it with the arrow hitting him in the shoulder.  Snow runs down and berates Charming for what he’s done.  He tells her he would rather die than let her fill her heart with darkness.  That’s when it hits her, “You would really die for me?”  She’s taken aback by Charming selflessness and willingness to lay down his life for her.  Snow leans in and kisses him.  She opens her eyes and smiles, “Charming.”  True love’s kiss worked, she remembers.  But the heartfelt reunion is interrupted when King George’s men ride up hard and fast.  Charming instinctively tries to protect Snow by pulling the hood of her cloak over her head so she won’t be recognized.  They roughly throw Charming into a caged wagon as Snow is knocked to the ground.  The King’s men ride away with Charming.  Snow calls out to him, “I will find you… I will always find you.”

Back in Storybrooke, David goes to see Mary Margaret while she’s behind bars at the Sheriff’s Station.   She happy to see him but he’s uneasy.  David recounts to her what he remembered at Archie’s office, the Fairy Tale Memory.  He remembers telling Mary Margaret, “Don’t kill her.”  She asks him if he really thinks she killed Kathryn.  He tells her that Emma found a heart in their spot, in her jewelry box and that the weapon was in her apartment.  So, yes he’s asking if she killed Kathryn.  Mary Margaret staggers back.  She tells David she stood by him when all of the evidence pointed towards him, “You actually think I’m capable of that kind of evil?”  David has no answer.  She stares icily at him, “Get out.”  David leaves as Mary Margaret turns her back to him and tears up.

In Fairy Tale Land, Snow returns to the Dwarfs at their hovel and apologizes to them.  She tells them she’s sincerely sorry.  They quickly realize the old Snow White is back and surround her in a group hug.  She tells them she can’t stay because King George has Charming and she’s going to rescue him.  Grumpy rallies the Dwarfs, they’re going to help Snow get Charming back.  Grumpy, “Let’s show that King what Snow White and Seven Dwarfs can really do.”

Mary Margaret is in her cell making her bed when she hears something drop on the floor.  She searches and finds a key.  She places it in the cell door’s lock and opens it.  Next she tries the door, it opens too.  When she hears footsteps, she quickly shuts the door.  It’s Emma and she has breakfast for Mary Margaret.  She tells Mary Margaret that the DNA results came back on the heart and they match Kathryn.  There is now enough evidence in the case to move forward.  Emma quickly assures her that she thinks Mary Margaret is innocent and that she thinks Regina is framing her.  Mary Margaret asks why she’s still locked up and how come Emma hasn’t confronted Regina.  Emma says that if she doesn’t do this right she’ll make things worse for Mary Margaret, “Every time I’ve gone up against Regina, she’s seen it coming and I’ve lost.”  Mary Margaret asks why this time is different?  Emma tells her that Regina doesn’t know she suspects anything.  She assures Mary Margaret that she won’t stop until she exposes what Regina’s up to.  Mary Margaret doubtfully asks how she going to do that when it’s Regina’s town.  Emma pleads with Mary Margaret, “I’m working on it.  I have faith in you.  And now I need you need to have faith in me.  Can you do that?”  Mary Margaret seems to relax a bit, “Of course.”  Emma smiles at her than hurries off.  Mary Margaret watches Emma go, then looks down at the key in her hand that could give her freedom.

Emma goes to see Mr. Gold and tells him that Regina set Mary Margaret up.  He tells her to show him the evidence and they can clear it up.  She has nothing that’s court-worthy and needs his help.  The only time she’s beat Regina is when she became sheriff with his help.  As he recalls, she doesn’t approve of his methods.  Emma says she approves of his results and this time she has something more important than a job, she needs to save her friend.  Mr. Gold pointedly asks her, “And you’re willing to go as far as it takes.”  Emma, “Farther.”  Mr. Gold smiles, “Now we’re talking.  Fear not, Ms. Swan, Regina may be powerful.  But something tells me you’re more powerful that you know.”  Mr. Gold turns his attention to his magnifying glass as that takes us to –

Rumplestiltskin as he looks through a magnifying glass, searching for something on Charming’s cloak.  With a pair of twezzers he finds what he’s looking for, a strand of Charming’s hair.  He drops it into a vial with Snow’s hair.  Then the hairs slowly start to twist around each other forming something that almost looks like a DNA double helix.  Rumple places the vial in a cabinet with numerous other potions, on the spot with a heart label.  As the intertwined hairs glow, he smiles knowing he’s bottled the strongest magic of all, magic that can break any curse.

Back in Storybrooke, Mary Margaret’s cell at the Sheriff’s Station is empty and the door is wide open.  Mary Margaret is gone.

Written by
Bryan Gracia

Original Air Date: Mar 18, 2012

Guest Cast:
Meghan Ory: Ruby/Red Riding Hood
Michael Coleman: Happy
Eion Bailey: August
Gabe Kouth: Mr. Clark/Sneezy
Lee Arenberg: Leroy/Grumpy
David Paul Grove: Doc
Jim Shield: Royal Guard

- description from ABC.com

At the Sheriff’s Station, David is with Emma and hopes aloud that Kathryn’s okay.  Emma tells him that he needs to start thinking about himself, “Your wife is missing.  You’re in love with another woman.  There is this unexplained phone call–”  He knows but can’t explain the call.  She tells him she’s pretty good at spotting a liar and doesn’t think he is.  Then she sends him home but not before telling him he might want to think about getting a lawyer.

It’s evening at Granny’s Diner, where Ruby is talking to August who’s sharing stories of his travels with her.  Ruby is engrossed with his tales about Nepal and lemurs but Granny isn’t.  She tells Ruby to stop flirting and calls her over.

In Fairy Tale Land, Peter, a fairy tale bad boy, all swagger knocks on the wooden shutters of a cute fairy tale cottage.  Red opens the shutters, is happy to see Peter but tells him to keep his voice down because Granny is in the next room, who he knows doesn’t like him.   They’re clearly smitten with each other.  Peter tells her Granny is holding her back and she has to leave.  He’s a blacksmith’s boy and could get work anywhere.  She’s happy and surprised he’d leave everyone he knows for her, “You’d do that for me?”  Peter tells her with all sincerity, “I’d do anything for you.”  From the other room Granny calls for Red.  She leaves Peter with a kiss and goes to Granny.  Granny is at the door trying to convince the blowhard Mayor Tomkins and a posse of townsmen not to go looking for wolf.  Red wants to go with them but Granny tells her she’s staying and keeping her red hood on because it repels wolves.  After Granny shuts the door, Red hopes they kill the wolf so they can get their lives back.  Granny says she just wants to roam around the woods with that wastrel, Peter.  Red defends him but Granny is still dismissive.  Then the both of them start locking down the cottage.  The door is barred, the windows are padlocked and iron bars are locked over the fireplace.  Granny sends Red into the bedroom and orders her to wear the hood.  As Red closes the door to the bedroom, Granny settles into her chair and sets a huge crossbow on her lap.  Granny means business and aims the crossbow at the front door.

Back at Granny’s diner in Storybrooke, Ruby is upset that Granny embarrassed her in front of everyone by telling her to stop flirting.  Granny tells Ruby she wants her to start working on Saturday nights.  She adds that business is booming and she wants to start training Ruby on how to do the books and reorders.  Ruby isn’t happy about it, thinks it is punishment for talking to August.  Granny tells Ruby if she wanted to punish her she has better reasons, “For one thing, you were late.  For another thing, Liza, you dress like a drag queen during fleet week.”  Ruby gives it right back, “And you dress like Norman Bates when he dresses like Norman Bates’s mother.”  Granny tells Ruby she’s a grown woman and needs to stop acting like a kid.  Ruby thinks she just wants her to act like her, but she wants to have adventures.  Granny is done with the discussion and tells Ruby that while Ruby works for her, she’s going to listen to her.  Ruby becomes exasperated with Granny and quits, then storming out.

It’s the next morning in Fairy Tale Land, Red wakes up to find Granny still awake with the crossbow on her lap.  They open up the cottage and Granny tells Red to check if the wolf left the chickens alone.  Before she’s out the door Granny reminds her to wear her hood.  Out in the chicken coop, Red is collecting eggs and checking on the chickens when she finds Snow White hiding out there.  Snow explains that she hid there because there was something howling outside last night.  Red is sympathetic and kind.  Snow can’t give her real name because someone is looking for her, so she tells Red to call her “Mary”.  Red has Snow/Mary go with her to get some water before they go inside.  She explains it’s wolftime and that the noise was from a killer wolf as big as a pony that’s been stalking the area.  As they attempt to get water they find what’s left of the Mayor’s hunting party – their throats have been torn out and the ground is soaked with their blood.

Back in Storybrooke, Mary Margaret catches up with Emma walking down the street.  She asks how David is doing and if Emma has found out anything about Kathryn.  Emma tells Mary Margaret that some people are going to think her and David had something to do with Kathryn’s disappearance.  She also asks her if she can remember anything that will help David out.  Mary Margaret says they weren’t together.  As they’re walking they come across Ruby talking to a lecherous Dr. Whale.  After he sees Mary Margaret and Emma he leaves.  Ruby has a suitcase and explains she had a fight with Granny so she quit her job and now plans on taking a bus out of town.  Mary Margaret and Emma convince her to stay with them for a little bit so she can figure things out.

In Fairy Tale Land at the town hall, the Mayor is still full of bluster about the wolf when Granny interrupts him.  Snow, Red and Peter watch as Granny tells the story about when her father and seven brothers were killed by a different wolf when she was a child.  She shows the townspeople proof — the bite mark on her right arm.  She tells everyone they can’t fight it because they’ll lose.  They just need to hide.  Later, back at the cottage Red tells Snow she feels like a rat in a cage and that she wants to run away with Peter.  Snow tells her Granny’s wrong for using the fear of the wolf to keep her away from Peter.  Red comes up with the idea to track the wolf down in the daytime while it sleeps and kill it.  Snow is reluctant but Red succeeds in pressuring her to go along.

Out in the woods outside of Storybrooke, Mary Margaret is looking for Kathryn when she comes upon David.  He looks rumpled, dirty and curiously blank.  All he says is, “I’m looking.”  Mary Margaret tries to reassure him that Emma doesn’t think he did anything.  He just continues to look around blankly, “I’m looking.” Mary Margaret senses something’s wrong but when she tries to get David’s attention he stares through her blankly and heads off into the woods.  She calls after him to no avail.

In Fairy Tale Land, Snow and Red track the wolf.  The tracks they find are huge.  Red with her bow and arrows is full of confidence but Snow is apprehensive.  She mentions that Red is good at tracking.  Red smiles and leads them on, “When there’s something I want, I’m good at tracking it down.”

At the Sheriff’s Office, Henry is on the computer as he tries to help Ruby find a new job.  When the non-emergency phone line rings, Ruby begins to answer the calls enthusiastically.  She solves a minor problem with one of the townspeople as Emma walks in to see it.  Emma tells her she has some extra money in the budget and that Ruby could answer phones and help out around the station.  Ruby is thrilled and jumps at the chance.  As she leaves to get lunch, Mary Margaret walks in with a concerned look.  She tells Emma that David is in the woods and something’s wrong with him, “It was like he was a different person.”

In Fairy Tale Land, Red and Snow are tracking the prints in the snow when Red stops.  Snow asks her what’s wrong.  Red points out that the tracks have changed from wolf to half-wolf and half-boot.  Then Snow notes it changes to all boot and continues on like a man.  Red wonders aloud, “Like it was a man and a wolf.”  Snow asks Red, “What kind of monster is this?”  The share a look, then stare back at the prints.  Red and Snow continue to follow the print, then Snow realizes the tracks lead back to the cottage and Red’s window.  Snow asks who’s gone to her window.  Red gets visibly upset and Snow gently prods, “Is it Peter?”  Red says he was at her window last night before the killings.  She says he wouldn’t kill anyone but when the wolf takes over — her voice trails off knowing what that means.  Snow mentions the hunting party going out tonight, Red, “They’re going to kill him.  Or he’s going to kill them.”  Snow tells Red that she can save Peter by telling him what he is and presses her to act.  Red is reluctant at first then finds the strength, “You’re right.  I have to.”

Back in Storybrooke, Ruby walks up to Granny’s to pick up lunch for Emma but stops before going in.  She gathers her confidence and heads inside.  Granny takes her order of two grilled cheeses as Red inflates her job and importance at the Sheriff’s Office.  Her confidence wavers under Granny’s matriarchal stare.  She tells Ruby, “I hope you find what you’re looking for.”  Ruby tries to stay stoic, “I am.”

In Fairy Tale Land, Red tells Peter that he’s the wolf.  He’s skeptical, but eventually comes to believe Red.  Red tells him it will be okay, she can tie him up during the wolfstime.  He gives her some chains to tie him up and then tells her once they’re secure she should go.  Red won’t leave him, “No.  I’m staying with you.  I’ll stay with you all night.  And for all the nights to come.”  Peter is surprised and asks if she’d do that for him.  Red echoes what he said to her earlier, “I’d do anything for you.”

At the Sheriff’s Station, Henry locks up his storybook in Emma’s desk while telling her that Ruby is Red Riding Hood and that she should let her do more.  Henry exits and Ruby enters with lunch.  She looks defeated and Emma picks up on it right away.  Emma decides to take her on a wilderness search.  Later, in the woods, Emma and Ruby walk on trail when Ruby says she hears him.  She takes off into the woods with Emma right behind her.  Ruby finds David lying unconscious on the ground.  Emma comes up and rouses him awake.  David has no idea where he is or how he got there.  He doesn’t remember anything since we was at the Sheriff’s Station the previous night.

Later at the hospital, Dr. Whale checks out David and tells Emma that whatever caused the blackout this time is the same phenomenon they observed right after he came out of the coma, “Moving around, acting out, not remembering it later.”  After Emma asks how functional David would be under these episodes, Dr. Whale tells her people could do all sorts of things, cooking, talking, even drive a car.  David realizes quickly that Emma wants to know if he was capable of making the call or doing something more serious to Kathryn like kidnapping or killing her.  Emma and Dr. Whale tell him no one is saying he did anything bad.  David thinks it explains why it didn’t seem like he was lying.  Just then Regina enters and tells David to stop talking to Emma.  She lays into Emma for not getting him a lawyer and not reading him his rights.  Emma points out he’s not under arrest.  Regina tells her to get back out there and find Kathryn.  Emma calls Ruby at the Station and tells her to take her bug to the toll bridge, which is the last place David dreamwalked.  Ruby is hesitant but goes.  Out at the toll bridge, Emma guides her on the phone.  Ruby wants to know what she’s looking for, Emma tells her to look for anything out of the ordinary and to follow her instincts.  Ruby goes down to the shoreline and lifts up a piece of plywood that’s covering up some recently disturbed dirt.  She takes a piece of driftwood and digs in the dirt to find a box that was buried.  Emma tells her she’s looking for anything of Kathryn’s.  When she opens the box, whatever is inside makes her scream.  She immediately she closes the box in horror.

In Fairy Tale Land, when Granny comes in to wake Red she uncovers Snow pretending to be her.  Snow is wearing Red’s hood and is lying in her bed.  Granny is livid.  Snow tells her Red’s in no danger.  When Granny finds out that Red’s with Peter she goes off on Snow, “You stupid careless ridiculous girl.”  Snow tells Granny that Peter is the wolf but that he’s still human.  She tells Granny not to worry because he’s tied up and can’t hurt Red.  Granny is horrified, “Oh, that poor boy.”  Then she’s off.  Out in the forest, Peter is chained to a tree and pleads with Red, who’s now the wolf and about to strike.  Peter, “Red!  No!  Red!  It’s me Red!  Don’t please!”  Despite his pleas the massive wolf attacks the chained up Peter.

Back at the Sheriff’s Station in Storybrooke, Ruby is still upset by what she found.  Emma confirms what they think it is.  Emma tries to tell her that she did good, “First you found David, now this.  You say you don’t know what you are, well whatever it is…?  I gotta say, I’m impressed.”  Ruby tells her not to be because she was scared out of her mind.  A bolstered Ruby forces a smile.

Out in the forest in Fairy Tale Land, Snow and Granny search for Red and Peter.  Snow learns that Granny knew Red was a wolf.  When Snow asks why Granny kept it from Red, she tells Snow because she didn’t want Red to have to live with that burden.  Granny tells her that Red’s mom was a wolf but a hunting party killed her and Red started turning when she was thirteen.  She tells Snow that she got Red’s hood from a wizard, it’s supposed to keep her from changing but she never wears it.  Granny was turned by Red’s grandfather and can still use her sense of smell even though everything else has faded away.  That’s how she’s tracking Red.  Snow and Granny come upon Red as a wolf.  The silver tipped arrow drops Red when she tries to attack.  Granny tells Snow to throw the magical red cloak over the wolf.  Red turns from a wolf back to her human form.  She’s devastated when she learns that she is the wolf and that she killed Peter.  They can hear the hunting party in the background getting closer.  Granny tells Red she was wrong for keeping knowledge she was wolf from her but now she has to run.  Snow helps a disconsolate Red get away into the forest.

At Granny’s Diner, Ruby returns to ask Granny if she can get her job back.  Granny asks why, “You were pretty mad.”  She tells Granny she wasn’t mad, she just wasn’t sure she could take on the added responsibilities Granny was asking.  Ruby says she doesn’t know how to be like Granny, she’s a tough act to follow.  Granny smiles at the compliment from her granddaughter.  Ruby says, “I was scared.”  She tells Granny she found someone in herself that was more that she expected.  Granny asks, what about the adventures Ruby said she wanted to have?  Ruby says she had her adventure with Emma and she’s done with that.  Now she wants to do something that makes her happy, somewhere she loves, there at the diner.  Granny confesses that she only wanted Ruby to learn how to do the books and everything so Ruby could take over when she retires and own the whole place.  Ruby is surprised, “Own it?”  Granny smiles at her granddaughter, “Sure, I mean who else would I give it to besides someone who loves me back.”  Ruby gives Granny a big hug.  Granny hugs her back, then goes back to work.  As she walks away she tells Ruby, “I’m proud of you.”  Ruby asks what was that and Granny tells her, “You heard me.”  Ruby’s back at the diner and is all smiles.

At the Storybrooke Pet Shelter, Mary Margaret tries to comfort David who’s upset about not being able to say anything about his actions because he can’t remember them.  Mary Margaret says there has to be an explanation.  David says she’s right but the problem is he doesn’t think it’s a good one.  Just then Emma walks in.  She tells them they found a box with a human heart in it and thinks it belongs to Kathryn.  David is devastated and Mary Margaret quietly suggests that Emma should leave as she goes to comfort David.  Emma tells them that there is more.  They found fingerprints on the inside of the box.  When she ran them against everyone in town, there was a match.  David thinks he was the match and gets up, “Arrest me.”  Mary Margaret tries to calm him down, “David — no –”  He’s up now, insistent, “Arrest me.  Emma, do it.”  Emma stands there stoic, “David, the finger prints weren’t yours.”  He’s confused but before relief can begin to set in, Emma drops a bombshell, “They were Mary Margaret’s.”  Mary Margaret is stunned.  David looks over at her in shock.  Mary Margaret has all eyes on her now.

Written by
Bryan Gracia

Original Air Date: Mar 11, 2012

Guest Cast:
David Anders: Dr. Whale
Meghan Ory: Ruby/Red Riding Hood
Jesse Hutch: Peter
Eion Bailey: August
Beverley Elliott: Granny
Bill Dow: Mayor Tomkins

- description from ABC.com

Up in the clouds in Fairy Tale Land, a fairy crash lands on a cloud, spilling some fairy dust.  The Blue Fairy tells her to be careful because the fairy dust is the most precious substance in all the land and it’s magic is what powers the world.  She tells the younger fairy, Nova, that the fairy dust she is carrying is the year’s supply.  Nova wants to be a fairy godmother by the next year but the Blue Fairy laughs at the mention of that, “Oh, Nova — you really are a dreamer.  Your journey is just beginning. ”  The Blue Fairy asks Nova if she can make it home safe with all the fairy dust.  Nova nods but when she clumsily takes off after the Blue Fairy, she loses some fairy dust from her basket.  That fairy dust floats downward on the shifting winds and lands on an egg in the egg field of the dwarf mines.  Immediately, the egg starts moving as two dwarfs, Watchy and Bossy, wonder why this particular egg is hatching early.  Then, the dwarf we’ve come to know as Grumpy hatches fully grown — with a beard.  He looks around, eyes wide with amazement.

At Granny’s dinner we find Leroy, the Storybrooke version of Grumpy, cracking open his own hard-boiled egg as he eats his breakfast.  He gets surly, when Mr. Clark and Walter — whom we know as Sleepy and Sneezy from Fairy Tale Land – walk up and ask if Leroy can move onE seat over so they can sit together.  After Mr. Clark sneezes on his food, Leroy gets up in disgust to leave but just then Mary Margaret walks in the diner and tries to get volunteers to help with the Miner’s Day festival.  No one in the diner answers the call.  Instead, everyone looks her over with judgey eyes and whispers.  Emma clocks this from her seat.  Mary Margaret tries to recruit Leroy on the way out but he shuts her down, “Quite a team we’d make.  Town harlot — town drunk.  The only person in this town that people like less than me is you.  If you’re coming to me?  You’re screwed?”  He walks out the door leaving Mary Margaret shaken at the dig.  She turns and heads outside with Emma on her heals.  Emma tries to comfort Mary Margaret who’s upset because all of her volunteers backed out.  A few of them told her it was because of what happened with David and she laments, “I’ve never been a home wreaker before.”  Emma gets a call and has to leave but tells Mary Margaret to hang in there and that she’s there for her.  This brings a smile to Mary Margaret, “I know.”

Leroy is walking through the preparations for the Miner’s Day festivities when someone on a ladder spills glitter on his head.  At first he’s angry but when he looks up he sees the sweet face of a nun, who in FTL was the fairy Nova.  Leroy is smitten.  She climbs down and cleans the glitter off of him.  He smiles at her and offers to help with the lights that aren’t working.  He climbs up onto the ladder and fixes the lights she was having trouble with.  She calls Leroy her hero and tells him her name is Astrid.  He shares with her that he wanted to sail around the world and even bought a boat to fix up.  She tells him someone once told her that you can do anything as long as you can dream it.  Leroy isn’t sure but Astrid is unflappable in her optimism, “Sure.  Look how easily you fixed those lights.  I bet you could do anything.”  Leroy is all smiles as she heads back to the volunteer center.

On the road leading out of Storybrooke, Emma is taking photos of Kathryn’s crashed car on the side of the road when Sidney shows up wanting to take pictures for a story.  When Emma finds Kathryn’s clothes in the trunk she believes something may have happened to her and decides she needs to get Kathryn’s phone records to find out whom she spoke to last.  Sidney tells her if she goes through the sheriff’s department it’ll takes days.  He has a contact at the phone company he used when he was a reporter and can get those records in a couple of hours.  Emma agrees and tells Sidney to let her know as soon as he has them.  When David pulls up both Emma and Sidney wonder aloud if he knows anything.

In Fairy Tale Land, Grumpy along with the other seven newly hatched dwarfs are being put through the paces.  After asking Bossy who the woman he saw was, Bossy tells him he must have been dreaming.  He then tells Grumpy what dwarfs like him are, “There are no female Dwarfs.  Dwarfs don’t fall in love.  Dwarfs don’t get married.  And Dwarfs don’t have children.  Why do you think you were hatched from an egg?”  When Grumpy is still confused, Bossy tells him that they do the most important thing in the world, they mine the diamonds that are ground into fairy dust that give light to the world.  Grumpy and his seven brethren are then told to pick up their new pick-axes.  This will give them their Dwarf name when it is magically engraved on the wood handle after they pick it up.  The first one to pick up the axe and get their name is Stealthy.  Then the rest get their names.  When Grumpy picks up his axe, the name that magically engraves itself on the handle is Dreamy.  Huh?  Grumpy’s name wasn’t always Grumpy.  Then they all march off into the mines.

Back in Storybrooke, Leroy finds Mary Margaret at the volunteer center and tries to sign up to sell the nun’s candles with her.  She reluctantly agrees because as he points out she has no one else.  Across the room, he watches as Astrid is scolded by the Mother Superior (the Blue Fairy in FTL) for ordering twelve dozen tanks of helium instead of just a dozen.  Leroy asks what’s wrong and offers to help.  Astrid tells him she messed up and spent all their stipend money on helium and now they can’t pay their rent.  She tells him Mr. Gold won’t give them any leeway and if they miss a payment they’ll be evicted.  Leroy tells her he’ll help sell all of their candles.  Mary Margaret over hears this and wonders what Leroy got them into.  Astrid smiles and tells Leroy that he’s her hero.

At Kathryn’s wrecked car, Emma asks David if he knows what happened to Kathryn.  He’s confused and tells her he has no idea.  She knows when people are lying and believes him.  Emma tells him she’ll find out what happened to Kathryn.

Regina is at her office when she gets a fax with the phone records Sidney requested.  She calls Sidney, thinks the records will be quite helpful.

In Fairy Tale Land, Dreamy is working in the grinding cavern shoveling diamonds onto a belt that feeds grinder and turns it into fairy dust.  Meanwhile, Nova is at the bottom of the machine collecting the fairy dust.  When she has trouble shutting off the fairy dust dispenser, Dreamy comes to her rescue and shuts it off for her.  It’s then that he recognizes her as the girl he saw in his dreams just before he was hatched.  She gets distracted and puts the fairy dust on the conveyor belt that leads to the grinder.  Before the fairy dust can be lost, Dreamy climbs up onto the belts and saves the bag of fairy dust.  Nova gets down on herself because she wants to be a fairy godmother but doesn’t think she can do it.  Dreamy tells her he thinks she’d make a great fairy godmother, “I believe you can do anything you want, as long as you can dream it.”   Nova is smitten.  She tells him that she’s going to Firefly Hill to watch the fireflies, not-so-subtly hinting that he should join her.  Dreamy smiles but doesn’t pick up on the hints and they go their separate ways.

Back in Storybrooke, Mary Margaret and Leroy try to sell the nun’s candles at the Miner’s Day Festival but have no luck.  Leroy says they need to go door-to-door, then people will buy the candle just so they’ll leave.  Emma tells Sidney she just got off the phone with Kathryn’s law school in Boston, “Registration was this morning and she never showed up.”  Sidney accuses Mary Margaret of having a motive but Emma stanchly defends her and tells him to get her those phone records.  Meanwhile, Mary Margaret and Grumpy get door after door shut in their faces as they attempt to sell the candles.

At a tavern in Fairy Tale Land, all eight Dwarfs are eating, drinking and making merry, except Dreamy.  Bossy Dwarf tells him it must be in his head but then a voice from a table over tells him, “You’re in love.”  Grumpy turns to find Belle.  He asks her what love’s like.  She tells Grumpy he’s feeling bad because he needs to be with the one he loves.  She explains that Nova was giving him hints that meant she was inviting him to go be with her.  He’s surprised.  Belle gives him a reassuring smile and tells him to go, “Find your love.  Find your hope.  Find your dreams.”

At the volunteer center, Leroy is prompted by Mary Margaret to give Astrid the bad news that they hadn’t sold any candles.  But when he is about to tell her, he can’t bring himself to deliver the bad news and instead tells her a lie, that they sold all the candles.  Astrid is ecstatic, then jumps in his arms and gives him a big hug.  Mary Margaret is pissed and tells Leroy it’s five thousand dollars they don’t have.  Then she realizes he’s doing this because he’s in love with Astrid.  He tells her he’ll get the money.

On Firefly Hill in Fairy Tale Land, Dreamy is running to the top to meet Nova.  She’s waiting for him and then walks him over to the edge to look at the lights of the kingdom.  She laments that flying over the world and being part of it aren’t the same thing.  Dreamy says all he sees are the mines but then he comes up with an idea for both of them to sail away on a boat and see the world together.  She loves the idea and gives him a kiss.  They plan to meet at the same spot the following night.

Back in Storybrooke, Leroy is trying to convince Mr. Gold that his fixer-upper sailboat is worth five thousand.  Mr. Gold thinks it’s only worth three thousand.  Leroy tells him he needs five thousand to help the nuns out so they can pay their rent.  That’s when Mr. Gold balks.  He tells Leroy he will not help out the nuns and it will be a great relief to evict such distasteful tenants.  Leroy asks who doesn’t like nuns, Mr. Gold flashes that malevolent smile, “Oh, I have my reasons.  And they’re mine.  Let’s just say I have a long, complicated history with them.  And leave it at that.”  Leroy heads inside the boat defeated.  Then Astrid shows up on the dock outside to give Leroy a pie for all of his help.  As she admires the boat, she spies the unsold candles under a tarp.  Leroy finally comes clean and tells her he lied about selling all the candles because he didn’t want to disappoint her.  Astrid walks away full of disappointment as Leroy watches her go just as disappointed in himself.

At the Sheriff’s Station, Sidney delivers Kathryn’s phone records from the day she went missing.  He points out there was an eight minute call from David within an hour of the accident.  Emma tries to defend David because he said he hadn’t spoken with Kathryn the day of the accident and because she knows when someone is lying.  Sidney presses his belief that David lied.  He tells her it’s right there on paper and that phone records don’t lie, people do.  Sidney, “Don’t beat yourself up over this.  You’re not the only person David fooled.”  Emma mulls over this massive revelation.

Mary Margaret is at Granny’s diner taking a long sip of a stiff drink when Leroy walks in.  She asks him hopefully if he got the money but he gives her a look, “What do you think?”  She is beyond bummed, “I think you’re right — I was dreaming if I thought the town harlot and the town drunk could accomplish anything.”  Leroy joins her with a stiff drink of his own.

At the Dwarf’s hovel in Fairy Tale Land, Dreamy attempts to sneak out to meet Nova when Stealthy stops him, “You know if you wanted to sneak out you should have come to me.”  The other Dwarfs wake up and ask where he’s going.  He tells them he’s in love with Nova and they’re going to see the world together.  Stealthy thought they’d spend their whole lives in the mines.  Dreamy tells them things change when you fall in love and anything seems possible.  They try to give him his pick-axe but Dreamy says he doesn’t need it anymore.  The Dwarfs are happy for him and they all gather around to give him hugs farewell.

On his way to meet Nova, Dreamy is waylaid by Bossy Dwarf.   He tells Dreamy he can’t go be with Nova because he has a responsibility to mine the diamonds that make the Fairy Dust.  When Dreamy says he loves Nova, Bossy tells him Dwarfs aren’t capable of love.  Dreamy asks what if he’s different, “What if you’re wrong?”  Just then the Blue Fairy appears and tells Dreamy that Bossy is not wrong, “What you feel is just a dream.”  She explains that she is Nova’s teacher and that if they run away together, Nova will lose her wings.  She tells him that if he returns to the mines and allows Nova to become the fairy she was meant to be, the two of them will bring untold joy to the world.  Then she lays on the guilty, “Nova can be a great fairy.  If you let her.  The choice is yours.”

At Granny’s diner back in Storybrooke, Mary Margaret tells Leroy that a relationship between him and Astrid can’t work.  He knows but says Astrid was first person who believed in him.  Mary Margaret laments that she’s a pariah in the town.  When he asks if she regrets the good memories with David she tells him of course not.  He tells her that’s what life is about, “Holding onto your good memories.”  He says that all he wanted was one moment to with Astrid to give him hope that any dream is possible.  Then he tells her she had all that, “So stop feeling sorry for yourself and enjoy it.”  After both realize that drinking isn’t going to make them feeling better, Leroy has an idea.

On the rooftop of one of the buildings surrounding the festival, Mary Margaret watches as Leroy decides to get his moment by slamming a pick-axe through the electrical transformer.  Sparks explode into the air as the festival below goes dark.  Mary Margaret asks what he’s doing, Leroy “I’m selling candles, sister.”

In Fairy Tale Land, Dreamy finds Nova on Firefly Hill.  She shows him the boat she got for them to explore the world together.  At the height of her enthusiasm, he gives her the bad news that they can’t be together.  She tells him he’s special and controls what happens in his life.  When he asks what makes them different, she tells him their love.  He says she’s meant to be fairy godmother and he won’t stand in the way of her happiness.  She pleads with him, “But you’re my happiness.  I love you.  Don’t you love me?”  With his heart breaking, “I’m a dwarf.  I can’t love.”  And with that he walks away, giving up his dream and leaving Nova devastated.

Dreamy returns back to the mines.  Everyone is happy to see him but it’s a different Dreamy now.  He’s got an edge to him.  He gets his pick-axe back, the one with the Dreamy on the handle, then starts smashing the earth repeatedly with ferocity that breaks his axe.  When he’s handed a new axe the name that appears is no longer Dreamy, but Grumpy.  Yes, this is how Grumpy got his name.  He then continues doing what he was born to do.

At the Miner’s day festival back in Storybrooke, Mary Margaret and Leroy sell out of all the candles.  Mary Margaret tells him to have his moment with Astrid.  He gives Astrid the good news and the money from the candles.  She tells him he made it happen.  Leroy tells her that he’s gonna fix up his boat and would like her to be his first passenger.  She smiles, “I’d like that.”  The both turn to admire all candles lighting up the festival.

Emma is at the Sheriff’s Station going over the phone records and highlights the eight minute call David made to Kathryn the day she disappeared.  Regina shows up and demands to know if she’s found out anything.  Emma says she’s found something but doesn’t know what it means.  She won’t divulge that information to Regina.  Regina tells Emma, “If you’re covering for someone, if you’re not doing your job, I’ll find someone who will.”  After laying out her threat, Regina leaves.

Back at the Miner’s Day festival, Mary Margaret wraps up her candle booth and heads to her car to leave.  When she gets to her car she stares at the residual paint that still spells out TRAMP on the driver’s side.  Instead of leaving she gathers herself and heads back to the festival with an unlit candle in hand.  Granny stops her and smiles.  Holds out her candle and uses the flame to light Mary Margaret’s.  And as she does so, we see her welcomed.  No one shuns her.  This is her first step back.  David is watching Mary Margaret from a distance when Emma walks up.  She tells him they need to talk.  He asks if she got a hold of Kathryn.  Emma looks serious, she hasn’t but needs him to go the station and tell her everything.  He thought he already had.  Emma not enjoying this, “So did I.  Come on.”  And David realizes he doesn’t have a choice.  As Emma leads him away, David can feel the stares.  She puts him in the back of the squad car.  Mary Margaret sees this and looks shocked.  David sits in the back of the cruiser not knowing what will happen next.

Written by
Bryan Gracia

Original Air Date: Mar 4, 2012

Guest Cast:
Emilie de Ravin: Belle
Ken Kramer: Bossy
Meghan Ory: Ruby/Red Riding Hood
Amy Acker: Astrid/Nova
Keegan Connor Tracy: Mother Superior/Blue Fairy
Michael Coleman: Happy
Richard Ian Cox: Watchy
Lee Arenberg: Leroy/Grumpy/Dreamy
David Paul Grove: Doc
Beverley Elliott: Granny
Giancarlo Esposito: Sidney/Magic Mirror
Geoff Gustafson: Stealthy
Gabe Khouth: Mr. Clark/Sneezy
Paul Chevreau: Skinny Man

- description from ABC.com

We open in Fairy Tale Land, King George graciously greets Princess Abigail as she exits her carriage on the road to the palace. He tells her it’s an honor to have her join his family. Meanwhile, a group of his soldiers are rushing about in the background. Abigail asks if everything is okay. King George’s face tightens but he covers, telling her they’re simply ensuring the safety of their guests.Then he steps up to one of his soldiers, all business now , “Find him.”

Somewhere in the forest, we find Charming, his face a mask of determination as he races on his horse. He’s attempting to outrun King George’s men but it’s a losing battle as they continue to gain ground. Charming is far enough ahead that when he rounds a corner and comes to a fork in the road, he is able to hide in the forest with his horse undetected. The king’s men come up to the fork and split up. Charming thinks he’s home free but right as he turns around two hooded, robed men grab him and throw a hood over his head.

In Storybrooke, David is in the middle of a quiet dinner with Kathryn. She surprises him by revealing she got into law school in Boston. David’s taken aback, he never knew she wanted to go. Kathryn says she knows things between them have been hard, “But maybe a fresh start is what we need. Maybe we’ve just been fighting too hard to recapture old memories when we should have been making new ones instead.” David’s speechless.

Back in Fairy Tale Land, the two hooded, robed men pull the hood off Charming’s head. Charming is livid but shocked when the men cut him loose and Abigail walks up. She knows the truth that he loves Snow White and has no intention of marrying her. When Charming confirms that is the truth, she surprises Charming telling him that she’s there to help him because she doesn’t want to marry him either.

Mary Margaret walks down the street in Storybrooke with David. She wants them to come clean and stop lying about their relationship but David doesn’t know if he can. Mary Margaret says if they can’t be honest with other people how can they be honest with each other. She tells David he has to make a choice. He agrees and Mary Margaret smiles, “Then it’s time to tell Kathryn.”

Outside Granny’s diner, Emma runs into the Stranger. He persists in asking about when they’re going to go out for a drink. Emma says it’s not going to happen, she doesn’t go out with guys who won’t tell her their name. She walks away and starts into Granny’s. But before she gets inside, he gives in and tells her his name, “It’s August. August W. Booth.” Then he tells her now she doesn’t have a reason for not meeting him there after work. He jumps on his bike and heads off, as Emma enters Granny’s and sits down at a table with Mary Margaret. Mary Margaret leans in and in a conspiratorial tone tells Emma that she didn’t stop seeing David after Emma had told her to stop. Emma just smiles at her and whispers “I know.” Mary Margaret is taken aback, she thought she had been discreet and asks why Emma didn’t say anything. Emma smiles at Mary Margaret, she knew she’d come to her when it was time. Mary Margaret tells Emma that David is telling Kathryn everything.

At their home, David tells Kathryn that he can’t go with her to Boston. She asks, “Can’t or won’t?” He’s at a loss of what to say and she asks for the truth. Then she looks him in the eye, “David, is there something going on that I don’t know about?” It’s the moment of truth, the perfect chance to come clean but instead he lies, “No.” He tells her that there is something to preventing him from connecting with her, “You’re right. You need a fresh start. It’s just not with me.” Kathryn’s devastated.

In Fairy Tale Land, Abigail leads Charming to the safety of her father’s realm. They dismount and she tries to give him provisions to run. He protests and wants to know the real reason why she is helping him. Abigail tells him it’s not about him, she doesn’t want to marry him because her heart belongs to another. She was to marry a man named Frederick but alludes to a tragedy that prevented it. Abigail thought reuniting Charming with his love would bring her some measure of consolation. When he tells Abigail his tragedy is that Snow White doesn’t want her to find him, Abigail takes him to the golden statue of her love, Frederick. He was turned to gold when he touched her father, King Midas, while defending him. Charming asks if there is anything he can do. Abigail tells him of the legend of Lake Nostos, “Its waters are said to have magical properties that can return to you something that was once lost.” The lake is guarded by a ghastly creature that drowns its victims and none that has faced it has succeeded. Charming tells her not to give up hope, he’ll face the guardian and return with the water that will help her get Frederick back.

Back in Storybrooke, August is in a non-descript workspace working on what looks like a counterfeiting operation. But instead of money, he’s working on new pages for Henry’s storybook. He’s painstakingly aging the new pages to make them match old ones, then adding them to the book.

At her office, Regina gives Henry an improtu gift but he’s skeptical and wants to know what’s the occasion. Regina looks at him with genuine affection, “The occasion is I love you.” He opens it revealing a portable video game. She tells him she didn’t mean to destroy his book when she tore down the playground. Henry says it’s not just the book, it’s Emma, he wants to see her. And that’s like a punch to the gut. Regina tries to remain stoic. That’s when Kathryn strides in. Regina sends Henry home and that’s when Kathryn tells her David is leaving her. Regina shakes her head, “That little home-wrecker.” Kathryn’s confused and asks what she means. Regina says Mary Margaret has been having an affair with David. Kathryn’s pissed and wants to know how she knows. Regina shows her the pictures Sidney took of Mary Margaret and David kissing. Kathryn’s upset that Regina didn’t tell her and storms out.
In Fairy Tale Land, Abigail leads Charming to Lake Nostos when they come upon a shrine to the Guardian of the Lake. Charming tells her that he goes the rest of the way alone but she protests and wants to go with him. He tells her that the only life he wants in his hands is his own and continues on alone.

Back in Storybrooke, David is at home when Mary Margaret calls him from school. She wants to know if he told Kathryn the truth. He lies and said he did. Mary Margaret smiles, thinking all is right. Then Kathryn storms down the hallway bumping aside a Gym Teacher as she heads straight for Mary Margaret, who’s eyes widen when she sees her approach. With a hallway full of children and parents, Mary Margaret starts to apologize when Kathryn walks right up and slaps her across the face. The students and parents gawk as Kathryn rips into Mary Margaret about lying and cheating with David. It becomes clear to Mary Margaret that David didn’t tell Kathryn the truth. Mary Margaret tries again to apologize but Kathryn dismisses it, “Good luck making it work. You two deserve each other.” And with that Kathryn turns on her heels and goes.

Charming is now at the edge of Lake Nostos and starts to fill up an empty water skin when the placid waters begin to churn. He yells for the beast to show itself as he draws his sword. Then he steels himself as his opponent rises out of the water to reveal not a ghastly creature at all — but a beautiful and sexy looking woman. It’s a siren — a creature that seduces men and lures them to their doom. The siren smiles at Charming, “Here I am.”

At Granny’s diner, August pulls up on his bike to find Emma waiting for him. He tells her to hop on so they can go get a drink, but she is reluctant. Emma thought he meant they would get a drink at Granny’s but August says he knows of a good watering hole. She tries to convince him to let her drive but he’s not having it. It takes some coaxing from Granny but she finally gets on and they ride off. A little while latter they pull up to a well out in the woods. He pulls out two cups as he tells her about the legend of the well and how it’s fed by an underground lake that has magical properties. August, “So this legend, it says that if you drink the water from the well, something lost will be returned to you.” Emma is skeptical as usual. He tells her that if she needs evidence for everything she’ll be stuck in one place for a long time. It’s a relaxed stand off between the believer and the skeptic. They both smile and share a drink of the water.

In town, Mary Margaret is walking down the street when she notices people are staring and whispering as she passes by. News has spread. Then she accidently runs into Granny who tells her she that should be ashamed of herself. Mary Margaret feels horrible.

Back in Fairy Tale Land, the Siren approaches Charming purring seductively and tells him she can be anyone he wants. He stands fast, holding his sword out until she transforms into Snow White. Now he’s wavering as she kisses him. Charming comes to his senses and pushes the Siren away, “No. This is not real love. I’ve felt it. And this isn’t it. I know the difference.” The Siren gives him a malevolent smile, “Congratulations, Prince Charming. You’re the first.” Then with sudden superhuman strength, she shoves Charming below the surface and pulls him deeper underwater. He breaks her grip and tries to get away but gets tangled up in some kelp. He spots a dagger on the lake’s bottom. When the Siren swims up to Charming, he feigns like he’s already drowned. She begins to kiss him, but is surprised when stabs her. The Siren is mortally wounded and sinks to the bottom. As she sinks, she transform from looking like Snow White back to her original Siren form. Charming gets untangled and launches towards the surface. He gasps for air as he breaks the surface.

In Storybrooke, David’s hand emerges from a pail of soapy water holding a brush. “TRAMP” has been painted on Mary Margaret’s car and David is furiously trying to scrub it off with the brush. Mary Margaret walks up and asks who did it. He doesn’t know how any of this happened and apologizes. Mary Margaret gets upset with him. He lied and didn’t tell Kathryn the truth. Now because of that, everyone is calling her a tramp. She tells him they had an understanding and an agreement, he not only lied to Kathryn but to her. He says if they want to see if what they have is love, they have to pick up the pieces and move on. Mary Margaret shakes her head as the tears roll down her face, “David, this isn’t love. What we have is something else entirely. What we have is destructive and it has to stop.” When David reaches out to comfort her but she pulls her head away, “What are you saying?” Mary Margaret gathers her strength, “That we shouldn’t be together.” This hits David hard as a tear rolls down his face.

It’s a new day and Emma is cleaning leaves off of her yellow bug which is surrounded by a large puddle of water that is running along the curb. As she looks down, Emma spots a familiar looking case behind the rear tire. It looks like the case that kept Henry’s storybook protected. She leans down and cracks the case open. Inside is Henry’s storybook. The wishing well and August’s words, “Something lost will be returned to you” have her flabbergasted. Down the street, August sits on his bike watching from a distance.
In the Mayor’s office Regina is watering some plants when Kathryn walks in. She’s come to apologize to Regina and tells her that she realizes her marriage to David seemed like it was all an illusion. Regina watches as Kathryn looks at the picture of David gazing lovingly at Mary Margaret. She tells Regina that David never looked at her like that, but that what she wants for herself and she’s going to go find it. Regina asks what she’s talking about. Kathryn smiles, “I’m sticking to my plan and moving to Boston. Alone. If I stay here, I’ll never be happy.” When Regina asks what about David, Kathryn says she wrote him a letter telling him that he and Mary Margaret should be together. Regina is shocked, “I’m sorry — you did what?” Kathryn hugs Regina, tells her she’s been a good friend and that she is going to miss her. Regina does not look pleased and asks if she’s really going. Kathryn smiles, “It’s funny — I’ve always had this irrational fear of leaving Storybrooke… like something’s just holding me back. Is that crazy?” Regina gives her a smile and tells her maybe she’ll find what she’s looking for.

Back in Fairy Tale Land, Charming presents Abigail with the waterskin bulging with the magical water he got from Lake Nostos. She goes to the statue of Frederick and pours the water onto it. Suddenly, the gold begins to crack, like ice. When the gold breaks apart, Frederick falls to the ground — he has returned to his human form. An emotional Abigail pulls off Frederick’s helmet. As we see him for the first time, we realize he’s the Fairy Tale version of the Gym Teacher that was bumped into by Kathryn. They kiss and share a look that we know means immediately that the love between them is true. Abigail asks Charming where he’ll go. He smiles, “To find Snow White.” She tells him to make haste because once King George discovers that the union of the kingdoms has been ruined he’ll come after Charming.

In Storybrooke, Regina uses her ring of skeleton keys, the same keys we saw Emma find in her desk in Episode 111, and opens the door to David and Kathryn’s house. Regina walks up to the dining room table to find a letter labeled “David”. It’s the letter Kathryn wrote to him and Mary Margaret that gives them her blessing. She picks up the letter and drops it into her purse.

Emma finds Henry outside his school waiting for Regina to pick him up. She gives him his storybook back. He’s ecstatic and asks her how she found it. Emma says she found it in a gutter, “It must have fallen off the dump truck on the way to the junk yard and got tossed around in the rain and then somehow made its way to me.” Henry thinks that’s crazy and Emma says what other explanation can there be. She tells him whatever happened, it came back to her. The discovery of the storybook has Henry thinking their luck has changed, “Operation Cobra is back on. It’s a sign. Things are gonna be better.” Emma hopes he’s right and walks off, leaving Henry beaming.

In Fairy Tale Land, Charming looks for Snow White at the cabin but instead runs into Red. She tells him that Snow left to break up his wedding because she’s in love with him. That’s when he realizes King George must have interfered and that Snow didn’t mean a word of anything she said to him in Episode 110. Just then King George and his soldiers appear in the distance, they’re after Charming. He pulls Red up onto his horse and they flee.

Back in Storybrooke, Mary Margaret is lying in bed clutching a pillow in her apartment. Her eyes are red and she’s heartbroken. Emma approaches the side of the bed, “Feel like talking about it, yet?” Mary Margaret doesn’t even turn over, “Nope.” Emma asks if she wants to be alone and Mary Margaret continues to lie there, “Nope.” Emma lies down next to Mary Margaret on the bed, her presence silently comforting her.

At her office, Regina pulls out Kathryn’s letter and starts to burn it with a lighter. Meanwhile, Kathryn is in her car and begins to leave town. Once the letter is fully engulfed in flame, Regina smiles and throws it on top of some burning logs in the fireplace. Next, we see the gym teacher from earlier (Frederick in FTL) find Kathryn’s car on the side of the road that leads out town with the air bags deployed. There is no sign of Kathryn. Back with Regina as she watches the letter burn in her fireplace with a malevolent look in her eye as we’re left to wonder — what happened to Kathryn.

Written by
Bryan Gracia

Original Air Date: Feb 19, 2012

Guest Cast:
Meghan Ory: Ruby/Red Riding Hood
Alan Dale: King George
Eion Bailey: Stranger/August W. Booth
Greyston Holt: Gym teacher/Frederick
Anastasia Griffith: Kathryn/Abigail
Beverley Elliott: Granny

- description from ABC.com