Our story begins in a relaxing beach-side bungalow in Phuket on October 24, 2011. August W. Booth is sleeping soundly next to a beautiful, naked woman, when, at 8:15am, a sudden pain shoots through his leg. As he looks at it, he sees his greatest fear come to life—he’s turning back into wood. The beautiful woman can’t seem to see it, but August knows that it’s real. Something has changed.
Back in Storybrooke’s present, Mary Margaret is also in bed, but she’s not leaving it. After Regina showed her how her heart has been darkened, Mary Margaret is majorly depressed. David is ever-supportive and makes her breakfast in bed, but Emma has had enough. She tells him that Mary Margaret needs to get over what happened with Cora and move on, before she heads out with Henry. Mary Margaret must have overheard, because she does actually get up and decides to go to the woods to blow off some steam with a little archery practice. But while she’s firing at a tree she sees something and an arrow goes astray. She looks for it, but she can’t find it on the ground nearby. She follows a path through the woods to an old, abandoned trailer and goes inside. Suddenly, out of the gloom, a figure steps out. It’s August, now completely wooden, with the arrow sunk deep into his wooden leg!
Flashing back to 2011, August goes to a hospital looking for treatment. He’s hoping there’s some scientific cure for what’s happening, but no one seems to be able to see what’s wrong with him. Even when he stabs the wooden part of his leg with a scalpel, no one can see what’s happening. But then a young man finds him and tells him about a healer known as The Dragon, who will be able to see what’s happening to August and can cure him. Out of options, August sets out to find him.
In present-day Storybrooke, Mary Margaret tries to convince August that he needs to come back to town. She knows how much Marco wants to see him and maybe they could find a way to turn him back into a real man now that Storybrooke has magic. But August knows the rules that The Blue Fairy laid out when she turned him into a real boy: he needed to be selfless, brave and true. August knows very well that his life was spent being pretty much the opposite of those things and there’s no magic that can help him now. He refuses to go back and asks Mary Margaret not to tell anyone she found him.
Meanwhile, Neal’s fiancé Tamara has come to town and she brought bagels. Emma and Henry get a chance to meet her for the first time and things seem pretty okay. Tamara seems very kind and the story of how they met on the street when Neal spilled coffee on her blouse is so cute. When Emma takes Henry off to school, Neal decides the time has come to tell Tamara the whole truth about who he is and where he comes from. He shows Tamara the book of fairy tales and tries to explain to her that magic is real. In fact, it’s even there in Storybrooke. But it’s all too much for Tamara to believe and she storms out.
Back in Hong Kong in 2011, the young man guides August to a small apartment building deep in the city. There he’s asked to wait in a room with some other people hoping to be cured by The Dragon. He takes a seat when a young woman is called in. She drops her phone and August hands it to her. We get our first good look at her face and realize—it’s TAMARA!
At Granny’s Diner, Regina bumps into Greg Mendel, the outsider who’s been hanging around Storybrooke. She tells him he seems very familiar—which is because he’s really Owen Flynn, the young boy she tried to kidnap almost 30 years ago—but he assures her they’ve never met. Then Regina bumps into Mary Margaret and can’t resist reminding her of what they both saw in her heart.
Mary Margaret finds Emma and Marco at the counter and tells them both that she found August. Marco’s overjoyed to hear news that his son is alive, but Mary Margaret tells him that he’s been turned completely to wood and refuses to come back into town. They resolve to go find Mother Superior (The Blue Fairy) and beg her for help. Little did any of them know that Tamara heard the whole thing.
Flashing back to Hong Kong, Tamara steps back out after seeing The Dragon as August is called in. She tells him “good luck” and he steps into a parlor to see a middle-aged Asian man sitting on the floor. He instructs August to sit down and asks him what his condition is. August reveals his normal leg and asks if The Dragon can see what’s happening, but the old man isn’t fooled and tells him the problem is with his other leg. August lifts his other pant leg and The Dragon sees that he is turning to wood before calling him by his true name, Pinocchio. August asks who The Dragon is and where he’s from, but he deflects the questions. He tells August that he can heal him, but there is a price. First he will need an item close to August’s heart—something of great personal value that is irreplaceable. August hands over a string from around his neck, one of the strings first used to create him as a puppet. Next, The Dragon informs him that he needs id="mce_marker"0,000, which comes as a shock. August doesn’t have nearly that kind of money, but he will find a way to get it.
In Storybrooke, Marco, Emma and Mary Margaret meet with Mother Superior at the convent. She says that August came to see her after he awoke, asking for her help, but she couldn’t. She tells them that his current form is who he is, that by not being selfless, brave and true he has turned back to wood and her magic can’t change that for him. That’s not good enough for Mary Margaret who says everyone deserves a second chance. She may be talking about more than just August. But Mother Superior says if there is a path of redemption for August, it’s one he must find and choose to walk for himself, otherwise it won’t be true.
In Hong Kong, August runs into Tamara at a bar. He asks why she needs The Dragon’s help and she tells him that she has cancer. She also flashes an envelope full of cash and August’s eyes suddenly light up. She tells him how she wasn’t expecting to have to give over a personal item, too, but luckily she had a photo of herself and her grandmother in her wallet and that was enough. She asks August to watch her purse while she takes a phone call, and August can’t fight the temptation. He grabs the envelope and runs.
August takes the envelope to The Dragon, who trades him a vial of red liquid. He says that what’s inside will stop him from ever turning back into wood, but that is merely a symptom. Only he can cure himself. Regardless, August takes the vial and heads outside to drink it. Just as he’s about to uncork the vial, Tamara yells out “stop!” and demands the vial for herself. August tells her he’s sorry and runs again, this time with Tamara hot on his heels. But as he’s making his escape through the crowded alleyway, another stabbing pain shoots through his leg, sending him sprawling to the ground and the vial flying from his grasp. Tamara picks it up and tells him he deserves whatever’s happening to him, before turning around and leaving.
Back in Storybrooke, there’s a knock on August’s door. He assumes it’s Mary Margaret, but when he opens it up he’s shocked to find Tamara there. She comes inside and tells him she has an offer for him. She can see that he’s made of wood—she actually seems unfazed by it—and she tells him that the reason she’s there talking with him instead of dead is because The Dragon’s cure worked. She tells him she has some of it left, in her apartment in New York, and he can take her car and go get it. All he needs to do is never return to Storybrooke. But August questions her, realizing that she’s Neal’s fiancé. He asks if she and Neal are in Storybrooke for the magic, but she tells him Neal knows nothing about why she’s there and certainly nothing about her past encounter with him. August seems torn, clearly not trusting Tamara or her mysterious motives, but the hope for a cure is incredibly powerful.
Greg Mendel heads into his room at Granny’s to find Regina waiting for him. She’s realized why she found him to be so familiar and who he really is. She shows him the braid he gave to her way back in 1983. He tells her that he won’t leave town without his father, but Regina insists that he left Storybrooke shortly after he did. Greg, or Owen rather, doesn’t believe her, but she tells him if he doesn’t leave town by tomorrow, she can arrange for him to disappear.
In the woods on the way to August’s trailer, Marco finally comes clean about how he lied about the magic wardrobe to protect Pinocchio from The Curse. Mary Margaret and Emma realize that they could have been together this whole time and Mary Margaret is furious. She slaps Marco in anger, stunning Emma and herself. Clearly the darkness in her heart has started to take hold. When the three of them reach August’s trailer, they find it empty—he’s taken Tamara’s deal and is driving hard for New York!
Flash back to Hong Kong in 2011. The day after Tamara took the cure back from August, she goes to see The Dragon again. She demands to get the truth from him, which he says is funny coming from a woman who lied about having cancer. She reveals that she tested the cure she got from him and that it doesn’t contain a single element found in our world. She tells him that now that she has found real magic, she can’t risk someone else finding him. She turns back toward him with a taser in-hand. But The Dragon is not so easily intimidated. He begins to breathe smoke and levitate as he approaches her. She thrusts the taser forward, jolting him with an incredible amount of energy and he collapses in a heap. Tamara takes back the photo of her and her grandmother and leaves The Dragon for dead.
In Storybrooke, August is driving Tamara’s car as fast as he can when suddenly that same photo falls in his lap. August realizes he’s making a mistake and quickly turns around. He heads to the sheriff’s station looking for Emma, but find it empty. He calls Emma and tells her he has to warn her about something, but the line is cut and he turns around to find Tamara is waiting for him. He tells her that a few days after she left him in Hong Kong, he went back to see The Dragon and beg for help, but found him apparently dead. He knows she’s in Storybrooke for the magic and he won’t let her take it or hurt anyone else to get it. But Tamara explains she can’t let him stop her and uses her taser on him. He also collapses in a heap.
A few moments later, August stumbles out of the sheriff’s station, dying, and falls again. Emma, Marco, David and Mary Margaret run to him, but he’s too hurt to finish delivering his message. All Emma can make out is that Storybrooke’s in danger before August dies in Marco’s arms.
Everyone is crestfallen, including Henry who has just arrived. Suddenly he has an idea. August’s final act, risking his own life and throwing away his chance at a cure to warn everyone was an act that was selfless, brave and true. Mother Superior arrives and says it’s worth a try. Using her wand, she is once again able to make Pinocchio real, but just as before, he’s a little boy. As she casts the spell, Neal and Tamara arrive and Tamara pretends that this is her first experience seeing real magic. Emma tries to get the now-young Pinocchio to remember what he wanted to tell everyone, but the little boy can’t.
Flashback to New York City when August checks in with Neal, telling him he's on his way to Storybrooke to encourage Emma to break the Dark Curse. Tamara has seemingly kept tabs on him, because she's spying on the two men as they talk on the sidewalk. August drives away and Tamara walks quickly toward Neal with coffee in-hand. She makes sure to bump into him and the coffee spills and we realize this is how they met. Her whole relationship with Neal has been part of her plan!
When they're alone together at home, Emma promises Henry that she will never lie to him again and asks him one more time to forgive her. He does, and the two of them head to Granny's for a bite. Also, Mary Margaret finally tells David about her heart and how she's beginning to lose hope that she will recover from the darkness spreading within her. He reassures her that they will find a way and, for the first time in a while, she feels comforted.
Later that night, Greg Mendel is calling “Her” on his cell phone from his room at Ganny’s, asking where she is. Suddenly there’s a knock at his door. It’s Tamara, who hangs up her phone and tells him she’s right there. She tells him Neal is in the shower and she only has a few minutes, so Greg quickly pulls her into his room and the two of them kiss passionately before the door closes. It seems these two lovers have dark plans for Storybrooke.