Mr. Gold makes a decision to confront Pan, but will he go there to save Henry or give in to the prophecy that the boy will be his undoing? Neal finds himself back in Neverland and in the custody of one of Pan's most loyal Lost Boys. And David struggles for his life as the poison continues to take its toll on him. Meanwhile, in the Fairy Tale Land that was, Rumplestiltskin goes in search of a missing Bae, who has followed a mysterious figure who steals away children with his music.

Back in the Fairy Tale Land that was, when Ariel saves Snow White from drowning in the ocean's depths, Snow returns the favor by helping her new friend get acquainted with Prince Eric, with whom she has fallen madly in love with. Meanwhile, Emma, Mary Margaret, David and Hook attempt to save Neal, who is imprisoned in one of Pan's encampments, and Regina and Mr. Gold begrudgingly team up to find a way to take down Pan.