As fairytale characters awaken from Queen Regina's curse, they are not transported back to their home; Prince Phillip and his traveling companion realize they will be facing a deadly foe.

Regina continues to seek a way to regain her powers; David continues his quest to find Mary Margaret and Emma; the seven dwarves discover what happens when one of the townspeople tries to leave Storybrooke's city limits.

Emma and Mary Margaret try to find a portal that would bring them back to Storybrooke; Henry tries to talk Jefferson into reuniting with his daughter; on the eve of meeting Prince Charming's mother, King George poisons Snow White.

As Regina tries to refrain from using her magic in order to regain Henry's trust, she starts seeing a ghost from her past; Mary Margaret and Emma find a survivor from an Ogre massacre; Regina struggles to learn the dark arts.

Emma follows Capt. Hook up a beanstalk in hope of finding a magical compass; a fellow thief wants to make an honest woman out of Emma.

Cora tries to steal the compass from Emma and Mary Margaret; Regina and Mr. Gold must put David's life in danger in the hope that he will be able contact Mary Margaret.

Hook and Cora face off with Emma and Mary Margaret in a race for the compass; Mr. Gold and Regina plan to kill anyone who enters the portal.

Mr. Gold tries to use an unwilling test subject to see if his spell works; Belle runs into vengeful Capt. Hook; David and Mary Margaret look for a bigger house.

Emma, Mary Margaret, David, Regina, Mr. Gold and Hook enter Neverland to search for a kidnapped Henry, they're greeted by a school of not-to-friendly mermaids who threaten to end their search before it begins; Henry finds himself on the run from the Lost Boys with another escapee from Peter Pan's encampment; and Neal, recovering from his wounds, travels through the Enchanted Forest with Mulan in an attempt to learn the fates of Emma and Henry.

In their continuing quest to find Peter Pan's hideout and save Henry, Hook suggests tracking down Tinker Bell in the hope that she will lead them straight to his camp. Pan reveals to Henry why he has brought him to Neverland and in the Enchanted Forest, Neal has a plan that could transport him to Emma, but it would involve using one of Robin Hood's most precious possessions. Meanwhile, in the Fairy Tale Land that was, Tinker Bell offers to help Regina improve her life.

Zelena and Arthur journey to DunBroch on a mission to retrieve an enchanted relic that will provide the advantage they need to vanquish Emma and our heroes. Their path will cross with Merida’s, who is on a journey of her own to pay a debt that her father, King Fergus, owed to the Witch when he died. Merida enlists the help of two friends, Mulan and Ruby, but, in order to satisfy the Witch and save DunBroch, she first must discover the identity of the knight who killed her father. In flashbacks, Merida learns about bravery and honor as she trains for combat and rides alongside Fergus into the infamous battle that claims his life.

In flashbacks, Ruby and Mulan find themselves in Oz, where they meet Dorothy. After the three witness Zelena’s return to Oz, they look for a way to defeat her once and for all. However, Dorothy mysteriously disappears, and Ruby’s search for her new friend lands her in the Underworld. Reunited with the heroes, Ruby teams up with Emma, Regina and Snow to continue looking for Dorothy. Meanwhile, Snow and David struggle with not being able to be with their son, Neal, and devise a plan so that one of them can escape the Underworld.