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.

Ruby's fear about turning into a wolf is confirmed when she becomes the prime suspect for a vicious murder; Leroy finds treasure in a Storybrooke mine that could help Emma and Mary Margaret.

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.

Storybrooke's inhabitants brace themselves as Greg and Tamara activate the trigger within the curse; Mr. Gold mourns; Hook rescues Bae, who is being pursued by the Lost Boys.

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.

In New York, Hook tries to get Emma to remember who she really is. In the past, the Storybrooke residents return to the Enchanted Forest and are threatened by a threat like no other.

Zelena threatens to kill Henry if Hook - whose lips have been cursed by the Wicked Witch -- doesn't proceed with kissing Emma, which will drain all of her magical powers away, and things begin to heat up between Regina and Robin Hood. Meanwhile, back in the Fairy Tale Land that was during the past year, Snow and Charming go in search of Glinda, The Good Witch of the South, to see if she can help them defeat Zelena, and the curse that will ultimately send the Fairy Tale characters back to Storybrooke is cast -- but from an unlikely source.

Hook and Emma try to find their way back to the present and correct the mistakes they made in the past.

Emma captures the Snow Queen and learns that they are more alike then she can possibly imagine. In arendelle of the past, Ingrid discovers her deadly ice powers and makes a pact with her two sisters to protect and always be there for one another – no matter what.

In order to infiltrate the Queens of Darkness as a spy for the heroes, Regina must prove she’s still willing to get her hands dirty. Meanwhile, Emma, David and Mary Margaret scramble to keep tabs on their undercover operative. Hook requests an unusual favor from Belle as Henry makes progress on his search for the Author. In a Fairy Tale Land flashback, Regina befriends Maleficent and helps her to rekindle her lost spark.