Once upon a time-well, okay, in 1983 to be precise-Curt Flynn and his son Owen were out on an overnight camping trip in the woods of Maine. Just as Curt was handing over a leather braid to Owen, a sudden storm struck. The next morning they found their truck smashed by a fallen tree and wandered toward the road to look for help. But instead of the road, they found Storybrooke, a town that seemingly appeared out of nowhere.
Also that morning, Regina awoke for the first time in her bed in the Mayoral mansion to suddenly realize that she had done it. The Dark Curse had worked and she had won. Everyone was there from Fairy Tale Land, all of her old enemies, but they were trapped in new identities, robbed of their happy endings. None of them recognized her or realized what she had done. Regina could hardly contain her delight as she strolled down the street to see them all going about their pathetic little lives, with her in control.
She made her next stop Storybrooke Elementary and visited none other than Mary Margaret, the Storybrooke version of her hated enemy, Snow White. She took Mary Margaret to the hospital to look in on a John Doe lying comatose there. It was David, the Storybrooke identity of Prince Charming, still unconscious. As she sat down at Granny's for some apple pancakes, she even saw Sheriff Graham-the Storybrooke version of her unwilling servant, The Huntsman-there to cater to her every whim. Everything was as it should be until she stumbled upon young Owen Flynn and his father, Curt, eating breakfast at Granny's. She wanted these outsiders gone before they could threaten this new world that she had built.
Flash forward to present-day Storybrooke where Regina weeps over her mother's coffin. She is once again bent on vengeance and is not at all pleased to see Mr. Gold arrive to pay his respects. Despite his own penchant for revenge, Mr. Gold advises Regina that she should let go of her need to get even-that she can't have Henry AND her revenge. She can't have everything. But Regina refuses to hear it.
Meanwhile, Mary Margaret is heartbroken over the part she played in killing Cora. Henry detects that something's up and Emma can't lie to him again. She tells him what Mary Margaret did, but he can't believe it. A knock at the door interrupts breakfast. David opens the door to find Mr. Gold, there to warn them about Regina. David insists that Gold owes Mary Margaret his life and he's going to do whatever it takes to pay her back.
In Storybrooke's past, Regina speaks to Curt to ask why he's in town. She tells him she can get his car fixed quickly and Owen is touched by her seeming desire to help. He gives her his red and green braid that he had been making the night before and she's seemingly touched by the gesture.
The next morning comes and Regina awakens-this time with Graham in bed beside her-and repeats her morning routine. In fact, EVERYONE in Storybrooke repeats their morning routine. A few words change here or there, but it's all the same. And it repeats. Day-in and day-out the same thing. No one knows what she's done. No one wants to fight back. No one else realizes that she's won. When Regina walks into Mary Margaret and the timid teacher apologizes, Regina begins to realize this revenge isn't all she thought it'd be. She goes to see Mr. Gold about their deal, but he convinces her he has no idea what she's talking about. Regina realizes there's something missing from her new life in Storybrooke, something the Curse couldn't give her. She calls Curt and asks him and Owen over for dinner.
Back to the present, Regina tears through Cora's things, searching for something. She suddenly finds a small scroll. Whatever she's found, it can't be good.
Not long after Regina has left her secret vault, Mr. Gold and David arrive to see what she was after. Gold takes a look at her alchemical kit and pieces together what was missing-the ingredients to The Curse of the Empty-Hearted. The curse is enough to convince someone that they're in love with someone else. Clearly Regina plans to use it on Henry to get her son back, but the last ingredient she needs to make the curse work is the heart of the person she hates the most-Mary Margaret. It seems Regina HAS found a way to have everything. Gold suggests that the only way to stop Regina this time may be to kill her and Emma and David can't necessarily disagree. But Henry is having none of it and storms off, refusing to believe that his heroes could really consider killing his mom.
Back to 1983 where Regina is having a nice dinner with Curt and Owen. She finds out after dinner that Curt's wife, Owen's mom, died about 6 months before, which is something Regina can understand, thinking her own mother had been killed by Captain Hook. She bakes some of her famous apple turnovers-not poisoned this time-with Owen and talks to him. She realizes he's unhappy back home and likes being in Storybrooke much better. Regina feels so emboldened by talking to Owen that she suggests to Curt that he and Owen move to Storybrooke from New Jersey. But Curt's not ready for such a dramatic life change right now. Owen and Regina both seem disappointed.
In the present, Emma takes Henry to Granny's to spend some time with his dad, Neal (Baelfire), who tries to get Henry to go with him to New York for a while to keep him away from magic and Regina. Henry instead suggests that they find a way to get rid of magic in Storybrooke, believing that will solve everything. Neal agrees that may be a good idea, but until that happens, Henry will be safer with him. Henry agrees and heads off to the bathroom...with his backpack. Henry is making a run for it.
At Mary Margaret's apartment, Regina storms up the steps and magically unbolts the door. She confidently strides in, finding Mary Margaret still curled up in bed. Regina smiles, ready to take her heart when Mr. Gold steps out and stops her. Regina warns Mary Margaret that Gold can't be her guard dog forever.
In 1983, Regina tries to stop Curt and Owen from leaving town the next morning, but when she figures out that Curt's already gotten his truck from the mechanic, she uses Graham's heart to force him to arrest Curt for drunk driving. But Curt, who's come to say goodbye, overhears the whole thing. He barely escapes from Graham and runs to his truck. Owen asks what's wrong and he says they have to get out of town right now before peeling away.
In present day, Henry is running through the woods and bumps right into outsider Greg Mendell, who's out on a nature hike. Greg asks what he's doing and Henry says he's trying to get his merit badge. Greg surreptitiously snaps a picture of Henry's name and address off of his backpack, but then lets him go on his way.
In the caves beneath Storybrooke, Neal, Emma and David find traces of Henry having been there. They discover that some of the dwarf's dynamite has been taken and Neal begins to realize what's happening. Henry wants to destroy magic and he has a plan for doing just that, but would it even work? Using the contact info he snapped a picture of, Greg calls Regina, obviously having pieced together that something wasn't right. Regina thanks him and heads after Henry.
Back in 1983, Curt is leading Graham and Regina on a high-speed chase through the streets of Storybrooke. For a moment it looks like Curt's shaken them when suddenly the patrol car pulls in front of them at the town line. Desperate, Curt tells Owen to run as far and as fast as he can, to get to his uncle and call for help. Owen sees Graham forcefully arresting his father and asks Regina what's going on. She tells him she wanted them to be together, but Owen says he doesn't want to stay with her like that. Regina's heartbroken as Owen runs away, alone.
And back to the present where Henry has taken the dynamite to the magical well on the outskirts of town. Regina arrives and stops Henry from using the dynamite. She tries to convince him that they would be happy together once she can cast her curse on him. But he says he won't be happy like that. Suddenly Emma, Neal and David arrive and Henry finds himself caught inbetween them, begging for someone, anyone, to help him get rid of magic. He tells them it's destroying their family. Surprisingly, it's Regina who chooses to put Henry first. She magically burns the scroll with the curse on it, giving up on her revenge. Henry thanks her, but still leaves with Emma, Neal and David.
In 1983, young Owen has brought some police officers back to the Storybrooke town line, but there's nothing there. It's like the whole town magically disappeared. As Owen vows he'll never stop looking for his father, Regina stares back at him through an invisible barrier, hidden from the rest of the world as long as The Dark Curse remains intact.
In the present, Mr. Gold gets the call that Regina has given up on her curse and takes his leave. Mary Margaret asks him how he lives with all of the terrible things he's done, but his advice gives her little comfort. She instead goes to Regina's house and begs her old enemy to just kill her. She can't live what she's done. Regina tries to fight the temptation at first, but she plunges her hand deep into Mary Margaret's chest and takes her heart. But when she takes it out, she sees black swirls within it. She shows it to Mary Margaret as proof that she has darkened her own heart. Regina knows that a darkened heart only gets darker and that Mary Margaret will be her own undoing. She puts Mary Margaret's heart back, safe and sound, where it will continue to blacken. She truly will have her revenge.
And unknown to both women, Greg Mendell is recording the whole exchange on his cell phone. After it's over, he returns to his car and starts it. Dangling from the keys is a familiar leather braid and we realize Greg IS Owen. Once again he vows to find his father. It seems Regina may not be the only one in Storybrooke looking for some payback.