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We open in Phuket, 2011. August is in bed with a woman and panics when his leg suddenly turns to wood. The woman can’t see the wooden leg and August realizes that he’s slowly turning back into wood.
Shoot to present day Storybrooke. David is babying Mary-Margaret with breakfast in bed. Emma arrives to pick up Henry and tells David that he has to stop coddling Mary-Margaret so she can face what she’s done and move on. Emma and Henry leave and Mary-Margaret gets out of bed, knowing Emma is right. She then tells David that she’s going for a walk in the woods, to clear her head…alone.
Shoot to Emma, Henry and Neal. Neal tells Emma that he’s invited Tamara to come to Storybrooke and that she’s on her way. “Outside people are not allowed,” Emma reminds Neal since Tamara could see a giant, a fireball, a werewolf, or worse. Emma then advises Neal to Tamara the truth about who he really is.
Shoot to Mary-Margaret shooting her bow and arrow in the forest to work off some aggression. She discovers an old abandoned trailer in the woods and inside she finds August… who has turned back into a completely wooden person, or as he calls himself, a "woodpile of failure." She then tells him that Emma found Neal but that he’s engaged and how much Gepetto misses him. He then begs her not to tell anyone that she found him. He says he can’t face anyone, especially his father (Gepetto) as he is. Mary-Margaret begs him to reconsider but he won’t.
Shoot back to Phuket, 2011. August goes to a hospital but the doctor cannot see that his leg is now wooden. August stabs his leg to prove it but the doctor instead calls security and August runs. But, he runs into a young man, who hides him from security and tells him that a man called “The Dragon” may be able to help him.
Shoot back to Neal, Tamara, Emma and Henry. After they have bagels that Tamara brought, Emma and Henry leave to go drop him off at school. Tamara tells Neal that Henry is a great kid then Neal hands her Henry’s storybook in an attempt to tell her who he really is. She doesn’t believe him and thinks he just wants to get back together with Emma. Tamara then leaves angry.
Shoot back to Phuket, 2001. August goes to see “The Dragon,” there are several other people there to see as well. One of which is a hooded woman, who drops her cell phone on her way in to see “The Dragon” August picks it up and gives it back to her before she goes in. It’s Tamara! Soon after, August goes in to see “The Dragon,” who tells him that he can help him stop from turning back into wood…for a price, something personal of August’s. He takes the string August keeps around his neck, it was the string Gepetto first used to make August/Pinocchio. And “The Dragon” also needs “real world payment” in the form of $10,000.
Shoot back to present day Storybrooke. Owen is in Granny’s diner when Regina comes in. They chat and she asks him if they’ve met before because he seems familiar. He tells her that they haven’t and Regina leaves, but not before bumping into Mary-Margaret, "If I were you, I'd try the fish special. Blackened sole,” Regina tells Mary-Margaret on her way out. Emma and Marco (Gepetto) are also in the diner. Mary-Margaret tells them that she found August hiding in an abandoned trailer in the woods, that he’s completely wooden and doesn’t want to be seen. Emma remembers that Mother Superior (The Blue Fairy) helped August before and maybe she can again. Then, they all leave the diner to go see her.
Shoot back to Phuket, 2001. August runs into Tamara in a bar and they start to chat. Tamara tells him that she went to see “The Dragon” in hopes he could cure her rare cancer. August then sees that Tamara has an envelope full of cash. She then tells him that she had a picture of her and her grandmother that she had to give “The Dragon” as her personal item payment. Then, Tamara gets a phone call. When she steps away to take it, August steals the envelope of cash and flees.
Shoot to them going to see Mother Superior (The Blue Fairy.) She tells them that August came to see her shortly after Emma broke the curse to see if she could help him stop from turning back into wood. Mother Superior reminds Gepetto that their deal when she turned August into a real boy was that he had to stay “selfless, brave and true” Mother Superior said he hadn’t and that was why he was turning back into wood and there was nothing she could do.
Shoot back to Phuket, 2011. August goes back to “The Dragon” with the money. “The Dragon” in return hands him a bottle full of liquid. He says it will keep him from turning back into wood. August then leaves but sees Tamara and runs. He trips and falls, dropping the liquid, which Tamara picks up and says “The Dragon” was going to give to her to cure her cancer and that August stole it. She then leaves him on the ground, sobbing.
Shoot back to the abandoned trailer in the woods. August hears someone outside and opens the door. It’s Tamara. She tells him the liquid from “The Dragon” worked and since she drank it she’s been cancer-free. August figures out that Tamara is Neal’s fiancée. She then tells August that she still has some of the liquid back in her apartment in New York. She says he can have it if he leaves Storybrooke and never comes back.
Shoot to Mary-Margaret, Emma and Gepetto going to the abandoned trailer. Before they go in, Gepetto confesses to Mary-Margaret that the wardrobe he built to send Emma to this world for protection had the magic to transport two people not one like he told her then. He said he put August in instead of letting Mary-Margaret go with Emma. Mary-Margaret slaps Gepetto. Emma is shocked. Mary-Margaret apologizes and says that she’s not herself and she doesn’t blame Gepetto for what he did. They then go into the trailer but it’s empty.
Shoot to August fleeing Storybrooke.
Shoot to Regina finally remembering who Owen is. She confronts him and tells him to leave town. He says he won’t, that it took a long time to find Storybrooke again and that he wants to find his father. Regina says he disappeared soon after Owen did. Owen doesn’t believe her. “People don’t just disappear.” Regina then threatens Owen that they can.
Shoot back to Phuket, 2011. Tamara goes back to “The Dragon” and tells him that the liquid he gave her “isn’t from this world.” “The Dragon” then says that Tamara stole the liquid from August, which she denies. He says he makes concoctions for those with afflictions that modern science can’t cure. She then says she can’t risk anyone else finding him and pulls out a Taser. “The Dragon” then says that Tamara doesn’t know “the real me.” He then has red smoke blow from his nose and levitates in the air in front of her. Though shocked, Tamara Tasers “The Dragon” and he falls to the floor. She takes something from the table and then leaves.
Shoot back August driving away from Storybrooke. His car hits a bump and the glove compartment opens. The picture of Tamara and her grandmother falls out. August then does a 180 and heads back to Storybrooke. He ends up at the sheriff’s office looking for Emma. He calls Emma’s cell and she picks up. He tells her that he has to warn her but then Tamara appears. August drops the phone and tells Tamara that he knows what she did to “The Dragon.”
Shoot back to Phuket, 2011. August went back to see “The Dragon” and found him dead. He narrates that he didn’t realize until later that she had killed him.
Shoot back to August showing Tamara the picture he found. He says then he realized that she went back, killed him and took her picture back. He tells her that he won’t let her hurt anyone in Storybrooke and that he’s the only one who can cure himself. Tamara then Tasers him and he falls to the floor.
Shoot to David, Mary-Margaret, Henry, Marco (Gepetto) and Emma heading to the sheriff’s station. David tries calling August there but he isn’t picking up. August stumbles out of the sheriff’s station and collapses. Emma and Marco run to him. August apologizes to his “Papa.” Marco tells him that he has nothing to apologize for and tells him that everything is going to be alright. August then turns to Emma and tries to tell her about Tamara but dies before he can. Marco cries as he holds August’s wooden form. Then, Neal happens by and sees August. Mary-Margaret then says, “It wasn’t supposed to end this way. He was supposed to get a second chance.” Neal asks what happened and Emma says that someone killed him to keep him from telling us something. Emma vows to avenge August since he tried to warn them with his dying breath.
Then Henry says, “Wait…Brave, truthful and unselfish. Don’t you see what this means? That is what Pinocchio was supposed to be. There’s still hope. We need The Blue Fairy.” Then, Mother Superior (The Blue Fairy) happens by. She explains that she was able to turn Pinocchio into a real boy after he sacrificed his life for Marco’s. “If his actions today were indeed brave, truthful and unselfish, then you’re right, there’s a chance I can do it again,” said Mother Superior. Marco begs her to try. She points her wand at August and he’s then enveloped in a blue light and turns into back into a young real boy. Everyone’s happy as Marco hugs young Pinocchio. Tamara then happens by, looking wary. Mother Superior then tells Pinocchio, “Do better this time.” Emma then asks Pinocchio if he remembers what he wanted to tell her before he turned back into a real boy. He says that he doesn’t remember and promises to be truthful from now on.
Then, David, Mary-Margaret, Henry and Emma all hug. Neal then tells Tamara that if she wanted to head back to New York, he wouldn’t blame her. “This isn’t what you signed up for,” he tells her. “What I signed up for is you. I love you,” she replies. “I can’t believe how lucky I was to have met you,” Neal tells her. She smiles and replies that they were both lucky.
Shoot to New York City November 2011. Neal and August are talking and August is telling him that he’s turning back into wood. August tells Neal that he’s going back to Storybrooke to get Emma to break the curse so he doesn’t turn back into wood. Neal says if Emma breaks it “my father is going to remember who he is and come looking for me.” August then tells Neal that if the curse is broken, he’ll send him a postcard. The whole time Tamara is watching them. After August rides away, Tamara intentionally bumps into Neal spilling her coffee on herself. Neal apologizes even Tamara insists it was her fault. Neal offers her his scarf to hide the stain. She thanks him and introduces herself.
Shoot back to David, Mary-Margaret, Henry and Emma going to Mary-Margaret and David’s place. Emma tells Henry that they need to talk. She apologizes to him for lying to him about Neal then promises never to lie to him again. “Just don’t push me away,” Emma whispers to Henry. “I won’t,” he replies. Then, they hug and go upstairs. Once they’re out of earshot, David asks Mary-Margaret what’s going on with her. She says that she’ll tell him if he promises to not get mad. He promises. She tells him that last week she went to Regina’s house and confronted her. David goes nuts and Mary-Margaret reminds him that he said he wouldn’t get mad. “I’m not mad. She could have killed you,” David tells Mary-Margaret, who replies, “I know. That’s why I went. So she would kill me.” David is shocked as Mary-Margaret explains that she couldn’t deal with what she had done to Cora. She tells David that she told Regina to kill her and she ripped out her heart and “my heart…it started to blacken…because of what I did.”
David then asked her why she didn’t tell him. “Because telling you makes it real and needed to believe it wasn’t. That I could find a way to stop it. That redemption was possible,” she replies. David says it is and notes what happened to August. “But, it cost him everything,” Mary-Margaret replies. David then hugs her and tells her that she’s not August and definitely isn’t Regina. “We’ll find another way, I know it,” David tells her. “What makes you so sure,” Mary-Margaret asks him. He then puts both their hands on her heart and says, “This does.” Then, they hug again.
Shoot to a hotel room. Owen gets a call from “Her.” He answers and asks why she hasn’t called him back and where she is. Then, there’s a knock on his door. He opens the door and it’s Tamara. “Sorry I’m late. It’s been a heck of a day,” she says. Then, she says that she only has a few minutes. “Then, let’s not waste them.” Owen then pulls Tamara into a passionate kiss and they close the door.