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, with the aid of Mulan, Aurora and brave knight Lancelot, attempt to find a portal that will bring them back to Storybrooke. However, a dark force threatens their safe return. Back in Fairy Tale Land, on the eve of meeting Prince Charming’s mother, King George poisons Snow White, and the only antidote lies within the waters of the Lady of the Lake. However when they reach the lake, they're presented with a dilemma. Meanwhile, in Storybrooke, Henry tries to talk Jefferson into reuniting with his daughter.
Belle threatens to leave Mr. Gold if he doesn't change his ways; the dwarves try to find fairy dust in the Storybrooke mine; Rumplestiltskin tries to save his wife from a band of pirates.
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.
Lana Parrilla
Regina Mills
Robert Carlyle
Mr. Gold
Jared Gilmore
Henry Mills
Jennifer Morrison
Emma Swan
Ginnifer Goodwin
Mary Margaret Blanchard