This this is impossible.

This shouldn't be here.

This is all wrong.

You're right.

A full-grown princess still living in her nursery? I don't even have a proper vanity.

Emma, what what are you doing here? I was looking for a place to practice.

I'm a little nervous about tonight.

Tonight? What's tonight? The ball.

You know I've never been to one before.

I don't even know how to dance.

Teach me.

You're a natural, just like your mother.

And you are the best teacher A daughter could hope for.

Oh, ma, this is everything I ever hoped for you.

Me, too.

It's a shame I never got it.

What do you mean? I'm not really here.

I was never here.

I should be, but I'm not, all for one reason you failed me.

Goodbye, daddy! Emma, I'm sorry! I'll save you! No! You can't save me! You failed me! - There's nothing you can do! - No, Emma! Don't fail the next one.

Emma! Don't fail the next one Don't fail the next one Snow? Look who's awake.

Come look at this view, Charming.

I'd forgotten how beautiful it was here.

Someone's in a good mood.

I am.

I have some pretty wonderful news.

We're pregnant.

You are? - Are you not happy? - No.

No, I'm not.

I am thrilled.

Once Upon a Time 3x14 - The Tower Original air date March 23, 2014 So now that we know who we're dealing with, how do we find this wicked witch? Might I suggest we start by asking if anyone's seen a woman with green skin running around? We're cursed in Storybrooke.

She'll look like any one of us.

Then we start somewhere we know she's been - Regina's office.

I went over it with a fine-toothed comb.

She left no trace.

But you were combing for magic.

Maybe there's physical evidence that you missed.

Good idea.

We'll track her.

If you want to waste your time playing Nancy Drew, be my guest.

But we can't let Henry wander around alone with that witch and her flying monkeys out there.

Well, especially since one of those flying monkeys could turn out to be his father.

Still no sign of Neal? No.

Point being, someone needs to protect Henry.

He doesn't even know what's going on.

I'm guessing you're volunteering? If you find anything, call me.

Just remember, he thinks we're here because I'm on a case.

Well, look who's gotten good at lying.

And just don't let anyone slip up.

As as far as Henry knows, you're just Madam Mayor, and that's it.

I'm well aware of how Henry sees me.

Time's wasting.

There's something wicked in your town.

What do you say we go find it? Enjoying your little toy? The spinning cleans the mind, soothes the soul.

It cleans the mind, it soothes the soul.

Cleans the mind, soothes the soul.

You look as awful as you sound.

What? You're not enjoying your cage, hmm? Not appreciating your jailer? Oh, no.

You look like you want to hurt me.

Go on, then.

Give it a go.

I'd love to see you try, especially when we both know that you can't, not when I have this.

You're a slave to it.

And to me.

Frustration can be so intoxicating On others.

The only one that can do the hurting here is me.

So why don't you be a good boy and sit back down? Well? What are you waiting for? Don't let me stop you.

All the voices in my head Will be quiet when I'm dead.

I'm not here to kill you, Rumple.

But you really need to keep up appearances.

Appearances? Appearances? For what? For why? Let me spin Spin the madness away.

Spin away the madness No.

I think the spinning is bringing the madness.

Now, hold still Lest you want me to nick that pretty face.

You're probably wondering how I know how to do this.

Did I ever tell you about my father? His hands used to shake from drink or Worse.

I didn't ask.

He didn't tell me.

But he couldn't abide going a day without a shave, so I had to learn how to shave him.

He used to say that no matter what we were feeling on the inside, we had to put on our best face.

In our land, you and I never had that choice, did we? No matter what we did, our outsides showed exactly What was rotting on the inside.

But We're in a new land now, aren't we? A land filled with opportunity, not the least of which is to look our best.

Oh I'm so sorry.

Did that sting? There.

Handsome as ever.

Appearances.

You don't care about appearances.

If you cared about appearances, you'd change my shirt.

Just exactly what is it you want? What I'm after, Rumple is something you've spent a lifetime seeking Something that goes against your very nature Something that I can't afford To wait that long for.

Luckily, I won't have to.

Uh, hi.

Can I, uh can I help you? Oh, you must be Mrs.

Gold.

No, I'm, uh I'm not.

Is Mr.

Gold around? Uh, he no, he isn't.

He He died.

Oh, I'm so sorry for your loss.

Oh.

Belle.

"Belle.

" That's such a pretty name.

Look, I'm I'm so sorry to bother you, but I was hoping to buy a baby gift for a lovely woman I met at Granny's Diner.

Maybe you know her.

She goes by Mary Margaret here.

See, I'm helping her with her pregnancy, and Today's my first day on the job.

You know, curse or no curse, a girl's got to work.

Mary Margaret.

Well, why didn't you say so? I think I may have just the thing.

Bless you.

Just a second.

I think I have a partial footprint.

You guys see anything? Other than an austere sense of design, nothing.

Is that blood? It's berry.

Like a fruit? No, like holly berry.

They grow on bushes.

Are you some sort of botanist in this life, mate? I worked in an animal shelter, saw dogs track them all the time.

The bushes grow in the woods.

You know where? - Yeah in the northwest corner, not far from the troll bridge.

Everything okay? Uh, Mary Margaret needs me to come back to the loft.

We're getting a midwife, and she wants to meet the both of us.

A bit demanding, isn't she? I meant the midwife.

It's fine.

Go.

No.

W we just got on track here.

I mean And I've got it covered.

She needs you.

Just meet us when you get done.

All right.

I used to keep a bottle hidden in my quiver.

I Are those gold-tipped arrows? Payment for helping the Queen break into her castle.

Never thought I'd be paid to break in somewhere.

Just feels wrong somehow.

That's very generous.

The Queen must like you.

Oh, I simply think she wants me out of her castle as soon as possible, but, uh For now, it's the best place for my boy.

With a witch on the loose, my first priority is keeping my family safe.

I'm sure you understand that.

I do.

If you don't mind me saying, you, uh, look like a man who needs some sleep more than a drink.

Ah, I would if I could.

Mm.

Yeah, I've been there.

Is there, uh Anything you want to talk about or not talk about? It's just I've always known everything would work out for the best.

When I was last in the Enchanted Forest, I dueled a black knight to put my newborn in a magic wardrobe to flee a curse, and never once did my confidence waver.

Then what's changed? That's just it.

I don't know.

I just can't seem to escape this feeling of Dread.

And I really need to be there for Snow right now, and I can't be distracted by this this fear.

So don't be.

Easier said than done.

After my wife died, Friar tuck told me of a root that, if digested, would help one overcome any and all fears.

Where do I find it? Well, it's said to grow under the white moss at the edge of Sherwood Forest, just south of here.

White moss.

Anything else? It has flecks of crystal within its flesh.

It looks like stars.

Stars.

That's why they call it night root.

Did it help you? I don't really dabble in magic, not unless I have to.

Well, I may not have that luxury.

You should know they, uh say that that part of the forest is haunted.

Haunted? You may need the night root to handle the fear of your journey to stop your fear.

Perhaps the flask was the right idea.

I'm not afraid of a ghost story, not when my family's at stake.

Thank you.

No! He caught you in a net?! Well, I had just robbed his carriage! Oh, my you two have got quite a love story.

Oh.

Well, speak of the handsome devil.

Zelena, this is David.

Mr.

Nolan, it's so lovely to meet you.

Okay, so I'm here.

Shall we, uh, get this started? Oh.

It sounds like you mean "shall we get this finished?" No, no! I am here.

Let's do this.

Before you begin, I'm gonna get us a cup of tea.

No, no, no.

Let me make you some tea.

After all, that's what I'm here for to make your life as easy as possible.

I mean, isn't she wonderful? Yeah, she seems perfect.

But can we trust her? We don't even know her.

It's entirely possible we were all friends in our missing year.

And it's possible we weren't.

Look.

I just wish we knew more about her.

It's not like we can ask for references from a missing year.

She knew Johanna.

Your nanny growing up? Yes! They were friends! Huh.

Small world.

David If any part of this feels wrong to you, to either one of us, we can always change our mind.

So let's just hear her out, right? Mm.

Here we go.

I hope chamomile is okay.

I've found it's excellent for the nerves.

Perfect.

Just like stars.

Night root.

Help! Please help me! Up here! Please! You're You're the first person I've seen in such a long time.

How long have you been up here? I've lost count of the years.

Are you a prince? Yes.

You can call me David.

A tiara.

Are you a princess? Yes.

But you can call me Rapunzel.

My parents are the King and Queen of my realm.

They're great leaders, adored by our people.

Why did you leave your kingdom? For the same reason you did.

I saw what you were digging up.

You came for the night root? Yes.

When I got older, I knew.

I just knew I could never be a leader like my parents.

But at least I had my older brother.

He was next in line.

But then something happened, something horrible.

I'm sorry.

It was a terrible, terrible accident.

And after his death, this fear started to overwhelm me.

When I closed my eyes then the nightmares would come.

They crippled my sleep.

Did you take the night root? - Yes.

It didn't work.

Coming to get it was the greatest mistake of my life.

Then how are you still here? Before I could return home, a witch appeared, her face hidden under her cloak.

She attacked me, chased me into this tower.

Well, you don't have to worry about her anymore.

I'm getting you out of here.

You don't understand.

She won't let me.

Whenever I try to leave, she Oh, no.

It's too late.

She must know you're here.

Now, you've already gone through labor once, so at least you know what to expect.

Oh, yes.

We both do.

I don't think that your hand has recovered from my squeezing it.

Well, it's been almost 30 years.

I'm sure it'll heal.

Well, keep in mind the second birth can progress much faster than the first.

Well, that's putting it mildly.

I seem to have gone from zero to due date in the blink of an eye.

How's our father doing? Oh, me? I'm I'm fine.

I'm great.

Well, Mary Margaret was telling me earlier about what happened in the first curse, and losing your daughter is it's tragic.

Look, I I don't mean to pry, but she did express some anxiety about all of this.

You did? David, we're missing a year of memories in the Enchanted Forest.

We suddenly find ourselves in Storybrooke about to have a baby? It's a bit disconcerting.

I think it's best to just get these anxieties out in the open.

Feelings, especially those we keep bottled up, can affect a pregnancy just as much as diet and exercise.

Look, I suppose what I'm trying to say is that If you've got any fears at all about any of this, it's best to just get it out - into the open.

I don't.

Whatever's coming, we'll get through it.

Well, cheers to that, then.

You are so lucky to have such a brave husband.

So fearless.

Speaking of which, Mary Margaret alluded that we pulled you away from some important town business.

You know, I think we've done enough for today.

We should just let you get back to it.

It was wonderful to meet you, Mr.

Nolan.

Uh, David.

Nice to meet you, too, Zelena.

Pleasure's all mine.

The ice cream good? Delicious.

My mom used to take me for gelato in Little Italy.

But this is just as good.

Well, Storybrooke's got its own charms, though I know it must seem quaint compared to the big city.

It's nice, actually.

New York's great, but there's so many people, it can make you feel Alone.

Yeah.

Mm.

Yeah.

That's the best part of a small town.

Everybody knows everybody.

It's like It's like a big family.

Can I tell you something? - Sure.

I don't think it was just the case that brought my mom to Storybrooke.

Uh, what do you mean? I think she wanted to get out of New York for a while.

W why do you think that? My mom's boyfriend his name was Walsh.

He proposed to her.

Oh.

And two days later, she's taking me out of school for some job in Maine.

She wouldn't take a job in Queens if it meant I'd miss school.

What do you think happened? I don't know.

But I doubt we'd be here if she said yes.

And how do you feel about it? Did you like him, this Walsh? I liked how happy he made her.

Plus, it might be nice having more than two place settings during the holidays.

I think one day, you'll have more family than you'll know what to do with.

You think so? I really do.

You'll look for any excuse to use that thing, won't you? At least we know we're in the right place.

What now? Now, we start searching.

You know something, Swan? Whenever you're around, I inevitably find myself trekking through some manner of woods or forest, courting danger.

Ah.

Here, I thought you weren't afraid of anything, always looking for the next adventure.

Oh, is that what this is? - Isn't it? The hell were you doing for the last year alone on that ship? I'm guessing it was one swashbuckling tale after another Till you decided to come back and save me? Exactly.

You're lying.

Excuse me? - What happened back there? - What aren't you telling me? - Nothing.

It's my tale, and I'm sticking to it.

Still don't believe you.

Well, let's leave it at that, and you can just say thank you.

For my memories? I already did.

Well, for saving you from a loveless marriage.

Is that what you think you're doing? - He was a flying monkey.

I didn't know that.

Were you considering it his proposal? Does it matter? Humor me.

Yes, okay? I was in love, so of course I was considering it.

As usual, he wasn't who he said he was, and I got my heart broken.

That enough humor for you? Don't take this the wrong way, but I'm glad to hear that.

You're glad to hear I had my heart broken? If it can be broken It means it still works.

A farmhouse.

You have to appreciate the irony.

You have reached Emma Swan of Big Apple Bail Bonds.

Leave a message, and I'll call you back.

Emma, it's David.

I'm at the trail head.

And I think I found her the Wicked Witch.

I'm going after her.

I should never have called to you.

I'm the one she wants! If you leave now, maybe she'll spare you! No, that's not the way this works.

I'm getting you back to your family! - Please! She'll kill you! You can't save me.

There's nothing you can do.

No.

I can save you and I will.

Aah! There's definitely someone living here.

Looks empty right now, though.

Why are we whispering? Because good hideouts always look empty.

Trust me.

I spent a lot of time tracking down people who don't want to be found.

I know about hiding out.

Storm cellar.

Whoa, wait, wait, wait.

It's one thing walking around a deserted farmhouse.

It's quite another descending into a one-way cellar with no way out.

Scared? There's a difference between fear and strategy.

We know she's got flying monstrosities.

Who knows what's down there.

If this witch is as powerful as we think, we could use some magical backup, unless you've been practicing in New York City.

Okay, I'll call Regina, have her drop Henry at Granny's.

I'd like to see those flying monstrosities try to get past her crossbow.

And her lunch special.

It's David.

Emma, it's David.

I'm at the trail head.

I think I found her the Wicked Witch.

I'm going after her.

Aah! Hey! Get away from her! I am her.

What are you? I'm you.

Rapunzel, it's not a witch.

It's you.

You said she appeared after you had the night root.

You thought it didn't work, but it did.

The root allows you to overcome your fears by facing them.

I can't.

Please help me.

She's your fear! Only you can defeat her! You can't defeat me.

I can smell your fear.

It's like a stench the stench of a scared shepherd boy who strayed too far from his farm.

I'm not scared of anything.

Ah, if that were true, I wouldn't be here.

You have to face it, Rapunzel! You must! No.

I can't.

Listen to me! Your fear was you could never be a leader like your parents, like your brother! Own it, and you can do this.

No, I can't! - Yes, you can.

Cut it away.

Let it go! If you do, you can finally have what you want.

You can leave this tower! - I don't want to leave! I understand.

Believe me, I do.

To be frightened of an uncertain future.

It may feel safe here, but if you don't face that future, Rapunzel, you will die here, alone! Is that what you want?! - No.

You know what you have to do.

Do it! I did it! Don't you see? Your fear makes you weak.

No.

I'm not afraid.

Saying that doesn't make it so.

I'll die to protect my family.

That doesn't make you fearless, even as the point is proven.

Give in.

It's easier.

I am afraid, afraid I won't be a good father.

But I won't let that stop me, not now! David, are you okay?! Well, where is she? It wasn't her.

Then who was it? You look whiter than a fresh sail.

Myself.

Come again? It's the Witch.

She's toying with us.

Did you guys find where she might be hiding? A farmhouse.

And we think it's hers.

Then let's end this.

Let's send that witch back to Oz.

I was swimming in the river, where I shouldn't have been, where my parents had always warned us to avoid.

And I got caught in the rapids.

My brother dove in after me.

He he saved me.

But but couldn't save himself.

I'm sorry.

The throne was his.

I didn't know if I could be Queen.

And if I didn't know, how could my parents believe in me? That's who you are.

You can't hide from it forever, or them.

You really think they'll forgive me.

You're their child.

Of course they'll forgive you.

Mother? Father? - My dear.

Oh, my daughter.

Are you going to tell me why you were out in the woods all night? I was there because I was afraid.

Afraid? - 'Cause we lost Emma.

Twice.

Once as a baby, then again when we were forced to return to the Enchanted Forest without her.

No, neither time was our fault.

I know.

But because we lost her, I was never her father.

You have been a great father.

To her now.

But I didn't raise her.

And this child, this one I don't know.

I've never done this before, and I don't know if I can.

You don't have to.

We're going to do this the way we do everything together.

Now, how did I forget that? Now, come on.

We have a nursery to build.

Any particular reason she would send a demon who looks like you? No idea.

It was just there, wearing my face, harping on my deepest fears.

It knew your deepest fears? Yeah things I never told anyone, even Mary Margaret.

It wasn't until I admitted them that I was able to defeat it by stabbing it with the hilt of my sword.

W where is it your sword? That's the strange part.

After I killed it, the hilt it disappeared.

Well, what's that mean, then? When we face our deepest fears, our true courage comes out.

When you used the hilt of your sword to vanquish your fears, your courage transferred into it.

Then why'd it disappear? It didn't disappear.

She took it.

Hang on.

The Wicked Witch stole his courage? Well, a symbol of it, at least.

And symbols can be powerful totems.

I'm so glad you came by.

Of course.

I so loved getting to know you.

And please thank David again for meeting with me.

You know, I'd heard so many stories about your courageous prince.

I just I just feel so lucky to have met you both.

Oh, we're the lucky ones.

With this curse, I had no time to prepare for the baby, and suddenly I feel like I can stop panicking.

Of course you can.

There's no reason to be scared.

That's what I'm here for.

That lock it wasn't busted before.

Ready? So far, so good.

Everyone, stay alert.

Come on.

There's definitely dark magic here.

Can you feel it? I don't know.

Maybe.

Whatever I feel, it's not good.

What would the Wicked Witch keep in a cage monkeys? No, not monkeys.

Now, how many people do we know who can spin straw into gold? Rumplestiltskin.