The series takes place in the fictional seaside town of Storybrooke, Maine, in which the residents are actually characters from various fairy tales that were transported to the "real world" town by a powerful curse. This episode revolves around David's (Josh Dallas) increasing attraction to Mary Margaret (Ginnifer Goodwin), the back story behind Prince Charming's (Dallas) past, and Sheriff Graham (Jamie Dornan) getting caught in a lie.
It was co-written by Ian B. Goldberg and Andrew Chambliss, while being directed by Victor Nelli.
The story begins in Storybrooke, where Kathryn (Anastasia Griffith) brings David (Josh Dallas) home for a party in an attempt to bring back his memory. Henry (Jared S. Gilmore) tells Emma (Jennifer Morrison) that his amnesia is keeping the curse out, which is why the fake memories have not set in. David sees Emma and Henry, and he asks why Mary Margaret (Ginnifer Goodwin) did not show up, to which Emma replies that she chose not to come. Later that evening, David sneaks out of the house to see Mary Margaret place a bird house on a tree. He tells her he did not choose Kathryn, and tells Mary Margaret that he loves her instead.
That night, Emma notices Mary Margaret fixated on trying to wash dishes, which she correctly suspects is due to having David on her mind. She tells Mary to do what she feels is right and let David "figure out his life." Unfortunately, back at the Nolan home, it appears that David is still trying to remember as Kathryn tries to talk to him, but it is clear his mind is on someone else. Later at the Café, Mary Margaret runs into Dr. Whale (David Anders) who asks Mary why she stopped volunteering at the hospital. Mary Margaret says it wasn't because of their previous date, but to stay away from David. After he leaves, Regina (Lana Parrilla) shows up to tell Mary Margaret to stay away from David, who later finds out, has left Kathryn. Hours later at the school, David shows up to see Mary Margaret, but before she can tell him to leave, David tells her that he has made up his mind and to meet him at the toll bridge where she found him the night he awoke. Although she does not give him an immediate answer, she decides to go.
That evening, David walks around Storybrooke with a map, only to run into Regina, who then gives him false directions to his true destination, leading him to Mr. Gold's (Robert Carlyle) Pawn Shop. He enters to ask Mr. Gold for directions, but not before becoming fixated on a small windmill that he claims once belonged to him. Moments later at the toll bridge, Mary Margaret waits patiently for David, who shows up to tell her that he remembers his life with Kathryn and wants to try again with his wife. A heartbroken Mary Margaret leaves and takes solace at the café, where Dr. Whale joins her and offers a drink. David, on the other hand, returns home to work things out with Kathryn.
In between these events, Emma agrees to cover the night shift at the Sheriff's department so Sheriff Graham can volunteer at the animal shelter. While on patrol, Emma sees a person climbing out of the Mayor's home. As she stops to capture the individual, she is shocked to see that it is none other than Sheriff Graham himself and realizes he is having an affair with Regina. Disgusted that Graham and Regina were having sex with Henry in the house, Emma storms off and tells the Sheriff he can finish her shift.
In the Characters' Pasts
Meanwhile in the Enchanted Forest, Prince James (Dallas) competes in a battle against a challenger, preparing for his acceptance from King Midas (Alex Zahara) to slay a dragon as part of a deal between him and James' father, King George (Alan Dale). However, after celebrating the deal, James is stabbed to death by the nearly dead challenger. This makes King George worried about his future and his kingdom, until Rumplestiltskin (Carlyle) shows up to pay him a visit. He tells King George that he wants something in return, which is the wand that the Fairy Godmother carries (with which he will use to kill her). After the King agrees, Rumplestiltskin tells him that James has a twin brother, as it appears that the king adopted James through Rumplestiltskin in order to save the kingdom. He then tells the King that he can bring the twin to the castle to have him pose as James but would let the King's guards do the rest.
At a nearby valley, a young shepherd, James' twin brother, is herding sheep. As his mother (Gabrielle Rose) arrives home from the market, she mentions the prospect of an arranged marriage, but the shepherd is not prepared to marry for the sake of a dowry, even though the farm is in trouble. That's when Rumplestiltskin comes in. He tells the shepherd the truth about how his parents traded his twin brother for saving their land, then told him that the King wants him to help save his kingdom by standing in for his twin. The shepherd reluctantly accepts, even as he forgives his mother.
As the shepherd prepared for his battle, the King's guards tell him that they will take care of the dragon and that the shepherd will just stay in the background. Unfortunately, as they reach the dragon's den, the dragon kills the leading guards, prompting the shepherd to jump into action. Seizing the golden sword, the shepherd draws the dragon to a tight spot, where he succeeds in killing the dragon. After returning the dragon's head to King Midas, King George and the shepherd, who now takes his late brother James' name, receives a more surprising offer that will unite the two kingdoms, his daughter Abigail's (Griffith) hand in marriage. But just as the shepherd is about to turn down the offer, King George pulls him aside and whispers in his ear that he is to accept the deal or he will kill him and his mother and take away their land. The shepherd has no choice but to go along with the deal.
As the shepherd returns to his home, he tells his mother that he will not be staying and he can never see her again. However, she gives him a ring that she hopes will be worn by the one that he'll fall in love with. The shepherd returns to the kingdom to thank King George and King Midas, then takes his new bride-to-be Abigail to their destined location, where along the way they're about to encounter a road block that was put in place by a hooded vagabond named Snow White (Goodwin).
- Rumple mentions a fairy godmother looks after King George's family, which is the one he kills when Cinderella is about to get her wish. This suggests that King George wasn't faithful to his wife, or that he may have had more humbler beginnings that everyone thinks.
The episode was co-written by co-producers Andrew Chambliss and Ian B. Goldberg, while being directed by Ugly Betty veteran Victor Nelli. The episode was included in Reawakened: A Once Upon a Time Tale – a novelization of the first season – which was published by Hyperion Books in 2013.
The story takes inspiration from The Prince and the Pauper novel even if the pauper is revealed to be a shepherd.
Another series of allusions were referenced in this episode. Both the clock moving from 8:23 to 8:42 and a bottle of McCutcheon Scotch are references to the television series Lost.