In 1983, Kurt Flynn and his son Owen are camping in the Maine woods at night and practicing leather braiding. As Owen struggles with the fingerwork, Kurt gives his son his grandfather's braided keychain. As they start to eat, the wind picks up and the radio crackles with static. They put out the fire and get into the tent as a cloud of purple mists sweeps across the forest and over the tent.
The next morning, Kurt and Owen leave the tent and discover that the forest has been torn apart. One tree has fallen on their truck. They notice a nearby town and are surprised to see it because it was an empty field the day before. Kurt and Owen go into the new town and discover that it's named Storybrooke, but there's no town named Storybrooke on the map. The local sheriff, Graham, pulls up, asks who they are, and welcomes them to Storybrooke.
Regina wakes up that morning and goes to the window, smiling in triumph as she sees the town that her curse corrected. She puts on an expensive dress from a closet full of them and walks down the street. Marco is working on nailing a sign back up while Gold limps down the street. Granny and Ruby are arguing in front of the dagger and Dr. Hopper is taking Archie out for a walk. When the psychiatrist greets her, Regina says that it's a beautiful day.
At the elementary school, Mary Margaret is teaching until recess. Regina comes in to see her and asks how long she's been teaching, and Mary Margaret can only say as long as she can remember. Regina then takes Mary Margaret to the hospital and shows her David, in a coma and listed as a John Doe. Mary Margaret doesn't recognize him and hopes that someone will wake him up, and Regina tells her not to count on it.
Later, Regina goes to the diner for breakfast and Graham comes in. He asks if she wants him to come over later and she agrees. Owen comes over and asks Regina if she likes the apple pancakes, and the mayor tries to work out who he is. Kurt comes over and introduces himself, and apologizes for Owen being so forward. He asks to rent a hotel room for the night and Granny directs him to her boarding house. Meanwhile, Regina asks Graham if she knows who the Flynns are and he admits that he doesn't.
In the present, Regina goes to the family vault to place a rose on Cora's coffin. Gold comes and explains that Cora will always have a place on his heart. As he places a rose on the coffin next to Regina's Regina asks why he killed Cora if he loved her, and Gold admits that he was desperate. Regina vows to kill Mary Margaret for killing Cora, but Gold warns her that if she does then Regina will lose Henry when she kills the boy's grandmother. He tells Regina to give up her blood feud, warning her that it will cost her everything. When Gold says that she hasn't learned her lesson, Regina asks what he means and the pawnbroker explains that no one can have everything. She can have her vengeance or she can have Henry, but not both. Gold suggests that she cut her losses but Regina insists that she'll find a way to have both.
At the apartment, Mary Margaret sits on the bed and refuses to eat. Henry realizes that David and Emma aren't telling him the full story and they finally explain that Mary Margaret helped kill Cora. Henry insists that Snow White wouldn't hurt anyone. Gold arrives to tell them about Regina's plans for vengeance, but doesn't know the details. David insists that he helps, pointing out that Gold is family and that he owes Mary Margaret a debt for killing Cora and healing him.
At the diner, Regina finds Owen sitting in her customary seat. He refuses to get up and Kurt points out that Regina doesn't own the diner. An irritated Regina tells them that she's talked to the mechanic and he'll have the truck repaired ahead of schedule so they can go home to New Jersey. Kurt thanks her and leaves with Owen, but the boy stops and gives his grandfather's keychain lanyard to Regina in return for her letting him sit in her seat. Surprised and touched, Regina thanks him.
The next morning, Regina wakes up in bed next to a sleeping Graham. She goes to the hospital and watches Mary Margaret leaves flowers at David's bedside. As Regina walks through town, she watches as Marco and Gold do the same thing they did the day before. However, this time she bumps into Mary Margaret returning from the hospital. Mary Margaret nervously apologizes and runs off.
Days pass and the same things happen over and over, and no one but Regina realizes it. She soon gets bored with the lack of challenge and confronts Mary Margaret the next time she bumps into the teacher. Regina asks why Mary Margaret doesn't fight back even though Regina bumped into her, and Mary Margaret just says that she has no idea why she would fight. Once she leaves, Regina goes to the pawnshop and complains to Gold that she isn't happy despite their deal. He claims to have no idea what she's talking about and Regina tells him that no one obeys her and no one knows that she's won. Gold assumes that she's insane and Regina calls Kurt and his son and invites them to dinner.
Regina searches through Cora's belongings and accidentally discovers a locket with cameos of the two of them. Tossing it aside, Regina finally locates a small scroll covered with magic writing.
Gold and David arrive a little later and realize that Regina was searching for one of her mother's spells. Gold checks the ingredient trunk and discovers the items necessary to make the Curse of the Empty-Hearted are missing. They go back to the apartment and Gold tells Emma and the others that Regina can use the curse to make someone think they love someone else. Henry figures that Regina plans to use it on him to make him love her, and Gold warns them that with the curse she can get revenge and Henry at the same time. He tells them that the last ingredient for the curse is the heart of the person she hates the most. Gold says that his debt to Mary Margaret is paid off and turns to leave, and Emma demands that he help them. He warns them that the only way to stop Regina is to kill her. As David and Emma consider the idea, Henry tells them that they can't because they used to be heroes. He runs out and Emma goes after him, and Gold warns David that Regina is more dangerous than her mother, because Regina has a heart.
Kurt and Owen have lasagna with Regina, and Owen blurts out that it isn't very good. Regina apologizes for not being a better cook and asks Owen to go to the kitchen to pick out apples to make apple turnovers. Once he leaves, Kurt explains that Owen is a free spirit like his mother, who passed away six months. He tells Regina that he took Owen camping to get his mind off of his mother's death but isn't working. Regina admits that she came to Storybrooke for a second chance but it isn't working. Kurt asks why and Regina tells him that she doesn't have anyone to share her life with.
Regina goes out to the kitchen to make turnovers with Owen, who asks her why she isn't a mother. She says that things didn't work out and Owen assures her that she'd be good at it. Regina asks him about New Jersey and Owen complains that the kids at school have treated him differently since his mother dies. She understands, saying it's like a piece of his heart is missing, and Owen agrees. When Kurt checks in on them, Regina suggests that they move to Storybrooke and make a clean break from the past. Owen agrees but Kurt says that their lives are in New Jersey and that they have to go back. Regina doesn't say anything and notices that Owen is unhappy with his father's decision.
Emma calls Neal and has him meet her and Henry at the diner. Henry figures that Neal wants something and his father suggests that Henry come to New York with him to be safe from Regina's curse. Henry would rather eliminate magic from Storybrooke because it seems responsible for all of the problems they're having. Neal agrees but says that until then, they should leave Storybrooke. Meanwhile, Greg comes into Granny's diner to get a sandwich for his hike. Emma notices and wonders why he's still in town, and Greg says that the place is growing on him.
When Emma goes back to the table, she discovers that Henry is gone. Neal says that Henry was going to the bathroom, but Emma points out that her son took his backpack with him. They realize that Henry is running and go after him.
Regina goes to Mary Margaret's apartment and easily opens the logic using a spell. As she prepares to remove the passive Mary Margaret's heart, Gold steps in the way. Rather than fight him, Regina warns Cora's killer that Gold can't watch her forever and leaves.
Regina goes to the town garage and tells Billy the mechanic to take his time. However, he informs her that Kurt picked it up ten minutes ago. The mayor goes to her office and removes Graham's heart from a chest. As she orders him through the heart to arrest Kurt on a drunk driving charge, Kurt comes in and overhears her. Unaware that she was using magic, Kurt still realizes that she plans to hold him against his will and tries to leave. Graham arrives and arrests him, but Kurt manages to knock the heart on the floor. The impact stuns Graham and Kurt runs outside and gets into the truck, and then drives away with Owen.
As Henry runs through the woods, he bumps into Greg as the man takes photos. Henry drops his backpack to the ground and picks it up, and claims that he's in the woods getting a merit badge. He wonders what Greg is doing there and Greg says that he's hiking and taking photos. Henry points him to the nearby trail, and Greg thanks him and walks away.
Ruby tells the others that Henry was at the mine earlier and takes them there. They discover that some of the dynamite is missing and Neal tells them about the conservation where Henry said he wanted to destroy magic.
Henry arrives at the wishing well and tapes several sticks of dynamite together.
Kurt tries to drive out of Storybrooke with Graham and Regina in hot pursuit. Just short of the town border, Graham finally manages to cut Kurt off. As the sheriff approaches their truck, Kurt tells Owen to run and call his uncle, but Owen refuses to abandon him. Desperate, Kurt gives Owen the lanyard keychain and tells him to hold on to it as a reminder of him. As Graham drags Kurt out of the truck, Owen runs toward the border but stops when Regina calls to him. She comes over and holds him by the shoulders, and explains that she just wants him to stay in Storybrooke with her. Owen, crying, says that he doesn't want it to be like this. Startled, Regina lets him go and says that she's sorry, and Owen runs across the border.
Regina arrives as Henry prepares to light the dynamite and tells him to wait. He tells her that he wants to get rid of the magic because it's ruining everything, and because she's going to use the curse on him. Regina teleports the dynamite away before Henry can light it and tells her son that she doesn't want to lose him. When Henry insists that he won't love her for real, Regina says that it will be something and then she can have everything she wants. He tells her that he doesn't want it to be like this and Regina remembers Owen saying the same thing.
Emma, David, and Neal arrive and Regina summons a fireball to kill them. Henry jump sin the way and says that he won't move until they help him destroy the magic. Regina hesitates and then tells Henry that she can't destroy the magic. However, she does burn her mother's curse scroll. Henry thanks her and then goes to hug Emma. As she leads him away, Regina looks sadly after them.
Owen gets the state troopers and returns to where he last saw his father. There's no sign of Storybrooke behind the invisibility wall of the curse, and Regina watches Owen as he tries to convince the trooper that there was a town there. Owen runs to the edge of the town and promises never to stop looking for his father. Regina, crying, considers reaching out to the boy but then steps back.
Gold goes to the apartment to tell Mary Margaret that Regina has burned the curse. As he leaves, Mary Margaret asks how he can live with all of the evil that he's done, and Gold tells her that he just keeps telling himself that he's doing the right thing, and sometimes he almost believes it.
Someone knocks at her door and Regina runs to answer it, thinking it's Henry. It's Mary Margaret, who begs Regina to kill her before anyone else dies. Regina considers, pointing out that Henry would never forgive her. However, she admits that she never learns from her mistakes and rips out Mary Margaret's heart. As she starts to crush it, Regina notices a small spot of darkness in it and points it out to Mary Margaret. When Mary Margaret accuses her of putting it there, Regina says that Mary Margaret is the one who put it there and that it will continue to grow. Mary Margaret begs her to crush the heart, but Regina refuses and tells her visitor that that she'll destroy herself and her family along with her... and then Regina will have Henry and her revenge. Regina puts the heart back in Mary Margaret's chest and tells her to get off her porch.
As Mary Margaret goes, she and Regina are both unaware that Greg is hiding nearby. He takes video of the entire encounter and then goes to his car and takes out a keychain lanyard to start it. As he drives away, Greg vows to find his father.