- Regina and Henry turn to Marco and Pinocchio for help in their quest to find the Author. Emma worries that Mary Margaret and David are hiding something from her as they remain wary of Cruella and Ursula.
- David and Mary Margaret suspect that Cruella and Ursula have come to Storybrooke looking for something more than just their happy endings, something that threatens to reveal a secret they thought was long forgotten. Emma begins her own investigation of Cruella and Ursula, but can't shake the feeling that her friends and family are hiding something from her. Regina and Henry turn to Marco and Pinocchio for help finding the author of the storybook in hopes that Pinocchio might remember something that will help them out. In the enchanted forest flashbacks, Snow and Charming cross paths with the queen's of darkness while the threat of the evil queen's curse hangs over all of them.
- Snow and Charming are keeping a secret, one that they will go to great lengths to keep buried. Regina, Henry and Emma seek help from the only person who may know who the author is; August. Lies will be told, voices will be raised, in this revealing episode that shows that even Villians have people they want to protect, and even Heroes have the potential for great darkness.—g-wass30
- Mary Margaret has a nightmare involving Maleficent, Cruella De Vil and Ursula threatening to reveal the secret of what she did to Maleficent. She wakes up and shares it with David and he thinks they need to get them out of town before anyone else learns what they did.
Back in Fairy Tale Land, we see Prince Charming and Snow White arrive at their castle to find that Maleficent has snuck in, along with Cruella and Ursula. They're there to make a deal.
Cruella and Ursula are getting shoddy service at the diner and they ask Regina for some help, while also recalling some of Regina's past evil deeds in front of Henry, which she doesn't like. Mary Margaret and David see the exchange and ask Regina to help get them out of town quickly, but she says she's not too worried. Outside the diner, David asks Emma for help tracking the twin's newest residents.
Cruella and Ursula next visit Belle at Mr. Gold's pawn shop. While Cruella distracts Belle with conversation, Ursula extends a tentacle behind the counter to grab a box. They text Mr. Gold to tell him, "We got it," and, while underground, he starts to work some magic that will bring Maleficent back, stirring her ashes up into a small mound.
Regina confides in Henry that Cruella and Ursula reminded her of a time when she "was a true villain," and it's a time she'd rather forget. She wants to be happy. He promises they'll find the author, who will rewrite her ending and everything will be the way she wants it to be. Regina notices the pages of the book Henry is reading are different than the others. He says it's because it's a Pinocchio book and August added it to the book. He's not around any longer, but Pinocchio is and they see some hope in that.
Emma asks David if she's missing something about his and Mary Margaret's fixation on Cruella and Ursula.
Back in Fairy Tale Land, Cruella, Ursula and Maleficent tell Snow White that Regina has stolen The Dark Curse. They tell her about the Tree of Wisdom, which can tell her how to stop the curse.
David pulls Cruella's car over and searches but finds nothing except for a bunch of parking tickets -- until he finds the box that Belle reported missing. He opens it and sees a totem that belonged to Maleficent inside, but pretends not to have found it and lets them go -- all while lying to Emma about having found nothing. But we see he kept the totem.
David shows Mary Margaret the totem and knows they were hoping to cast a spell to bring Maleficent back. They realize they need to get Maleficent's ashes out of the library.
Back in Fairy Tale Land, we see Prince Charming, Snow White and the evil threesome stopped by some guards at a bridge on the way to the Tree of Wisdom. When Prince Charming refuses to use force against them, Maleficent conjures up a fire-breathing dragon that torches them.
Back in the sheriff's office, Emma asks Killian how he knows Ursula and he doesn't give up much information. It's awkward.
Emma found some security footage showing Ursula and Cruella leaving the pawn shop with what appears to be the missing wooden box. She brings it to David and Mary Margaret, who suddenly show no urgency in figuring it out. They say they're going out for a hike and David is now saying that they should give Ursula and Cruella the benefit of the doubt.
Regina brings the book to Pinocchio, who doesn't remember anything about August. Emma shows up and tries to help, reminding Pinocchio that he became older and figured out how to take the book apart, add to it and put it back together. He doesn't remember, but Regina gets frustrated and starts to insult the boy. Gepetto warns Regina to stay away from Pinocchio, telling her that after the lives she's ruined she shouldn't be so entitled to her own happy ending.
Back in Fairy Tale Land, we see that Prince Charming and Snow White left the evil trio behind in the forest to find the Tree of Wisdom on their own. They ask it how they can stop the Evil Queen's curse, and they're sent flying backward. Maleficent shows up and suggests it didn't work because the two of them aren't as valiant as they'd thought.
Underground in Storybrooke, David and Mary Margaret find Maleficent's ashes, but it's not so easy. Ursula and Cruella show up and Ursula knocks them out with a tentacle smack.
Regina comes to apologize to Gepetto for speaking harshly to Pinocchio. Before she leaves, Gepetto stops her and offers her a bag that belonged to August, hoping that something in it will help her.
Mr. Gold stands over the knocked-out David and Mary Margaret and is glad to know they didn't suspect him in any of this. He hands Cruella a dagger and tells her she knows what they have to do.
Back in the Enchanted Forest, Maleficent realizes why the Tree of Wisdom didn't work. It only recognized the most valiant, but she says Snow White is carrying a child who might have darkness in it.
Cruella slices Mary Margaret and David's hands to drip their blood -- the blood of the people who wronged her most -- onto her ashes and bring her back. And it works. The totem was just a ruse to get them down there in the first place. A swirl of smoke and bang, and Maleficent is back among them.
Mary Margaret immediately starts to bargain with Maleficent, but she says she only cares about Mary Margaret feeling pain as long, terrible and unparalleled as hers was. She leaves and Mary Margaret and David realize they've brought this onto themselves by being so determined to keep their secret.
Back at the sheriff's station, Emma tells Killian that it's OK to have a history with Ursula, but not to lie about it. They go through this little heart-to-heart about trusting each other and Emma admitting that she doubted her parents' story about going for a hike because she always looks for people being deceitful. They were, in fact, lying, and they are now eavesdropping on this whole conversation. They walk into the room and keep the lie going, telling Emma that Maleficent has been resurrected and that the evil trio is waging war against them "because they're villains and we're heroes," as Mary Margaret puts it.
But back in Fairy Tale Land, we see Maleficent standing over Snow White's bed while Prince Charming is asleep. She tells Snow White that she, too, is about to become a mother. She wants to work together to find a way to defeat Regina, but Snow White doesn't want to work with Maleficent. She vows not to "become" like Maleficent.
Mary Margaret meets Regina in the forest and tells her that the trio is looking ruin everyone's happy ending. She asks Regina to go undercover to figure out their plan. She says they're looking to ruin everyone's happy ending because of something she and David did a long time ago. Mary Margaret asks Regina to keep a secret: Emma was born with the potential for great darkness. Mary Margaret tells Regina that Emma can't learn the secret because she's just starting to open her heart again and knowing it would send her down a dark path.
As she launches into a speech about breaking trust that has long been, we see Mr. Gold smiling and watching Belle through the pawn shop window until he sees her turn and kiss Will. We also see the evil trio looking over the town, and Maleficent pulls the small totem out and shakes it. It's a baby rattle.
"Because of us," Mary Margaret finally Regina. "Maleficent lost her child."
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