We open with a cyclone dropping a baby girl into a strange land. A married couple finds the baby and the wife wants to keep her and raise her as their own. Then, trees begin to move on their own and the husband thinks the baby did it and doesn't think it's a good idea to keep her because "something's not right about her." The wife insists it was just the wind, decides to name the baby girl Zelena, then says, "she's going to be the happiest baby in all of Oz."
Back in the present, in Storybrooke, Neal is being laid to rest and everyone is in mourning.
Elsewhere in Storybrooke, Rumplestiltskin is still being held in a cage by Zelena, who asks him if Neal was worth all the trouble it took him to get to Storybrooke, casting Regina's curse, etc. He replies, "Every bit of it. He was family. Something you know nothing about."
Back in the past, in Oz, the baby girl has grown into Zelena. She is shaving her father's face with a razor and he tells her, "No matter what you feel on the inside, always remember to put on a good face." Then, she accidentally knicks him. He yells at her and she tries to heal the knick with a puff of green smoke, but he jumps away, telling her not to touch him. She apologizes, saying she couldn't help it and asks him to teach her how to control it. He replies that then everyone would know that she's "wicked." She asks how he say such a thing to his daughter. He blurts out that she isn't his daughter and that now that his wife is gone he can tell her truth. He tells her how they found her as a baby, in the woods, after a tornado. "Your Mother was lulled by your beauty and wanted to take you in, but there was something beneath the surface...a wickedness." She replies that she would "rather be wicked than a drunk" and he fires back that she was the reason he became a drunk. He then orders her to make him breakfast. She replies That she won't and is "going to see the one person who can help me find the family who wants me...The Wizard of Oz" and leaves.
Back in the present, in Storybrooke. At Granny's diner, Emma is throwing darts at a dartboard, angrily. Hook notes that he should paint a bull's eye in The Wicked Witch's back. He advises her to not to let her grief and anger over Neal's death overtake her. Emma replies That she'll take anger until she finds and deals with Zelena. Hook retorts that he knows from experience that "vengeance won't make you feel better." Emma says that it's her responsibility to keep the town safe and she promised Henry she would find the person responsible for his father's death because as far as Henry knows she hasn't seen Neal since he left her in jail so anything she says about him, he'll think she's only saying to make him feel better. Hook then asks if he can talk to Henry since he knew Neal/Baelfire when he was a boy and maybe Henry would like to know what he was like at his age. Emma warns Hook that Zelena is still on the loose, but he assures her, "nothing will happen to the boy while he's in my charge."
Meanwhile, Tinkerbell mentions to Regina that Robin has the tattoo she prophesied Regina's true love having. Regina says,she noticed too, but has other things to worry about. Robin then comes over and apologizes if he upset her the day before. Flustered, Regina introduces Robin and Tinkerbell, who tells him that she's wanted to meet him for awhile. Regina then tells Robin that he didn't upset her, she ran away because she found a clue, but it ended up not leading anywhere. Robin then walks away. Once they're alone, Tinkerbell tells Regina that "if you would gave been open to the possibility if love when you first saw him, then maybe your life wouldn't have turned out so..." Regina asks,what she means about how her life turned out. Tinkerbell replies, "Why am I bothering?" and walks away.
Meanwhile, Emma goes over to Mary-Margaret and David, who ask Emma how she and then they all hug. Then, suddenly, Zelena shows up, offering her "condolences." Emma starts to go after her, but Mary-Margaret stops her, saying that too many people will get hurt. Zelena advises Emma to listen to her mother. David wants Zelena to stay away from Mary-Margaret. She replies that she isn't there for the baby, "at least not today." Regina then asks why she's there. Zelena replies that she wanted to pay her sister (Regina) a visit. Everyone is shocked even though Regina insists that she's an only child. Zelena then tells Regina that Cora lied to her, Regina then asks why she should believe her. Zelena replies that she shouldn't, but has a gift for her to prove it. Zelena tells Regina to "dig into our past. You need to learn the truth, so you can believe it, and then meet me on Main Street tonight, say, sundown, then I'll destroy you.," Regina fires back, "This isn't the Wild West" and Zelena replies, "No, dear. it's the Wicked West." Zelena then insists that everyone cone to watch Regina lose. Regina says that she doesn't lose. Zelena just chuckles and says, "neither do it. One of us is about to make history. See you tonight." Zelena continues to chuckle as she leaves. Robin then looks at Regina, who is seething.
Hook takes Henry to the shore and tells him that he knew his father long before he met Emma. Henry asks Hook what h oily s father was like.
Back at Granny's diner, David asks Regina if Cora ever mentioned a sibling. She replies that she would've remembered. Emma then asks Regina why Zelena would want her dead. Regina doesn't know she never met her before now. Tinkerbell and Granny theorize that maybe Regina did something to her when she was the Evil Queen and didn't know it. Regina then leaves to find out exactly what Zelena thinks she did to her.
Back in the past, in Oz. Zelena goes to The Wizard of Oz's castle. A voice then tells Zelena that he's been expecting her and a shadowy figure appears behind a curtain. He tells her that knows that she's come because she wants to find her family. He says that he will show her what she wants to see, but warns her that "it won't be easy for you." A green sphere then appears before Zelena showing a woman carrying a basket big enough for a baby. Zelena asks The Wizard if the woman is her real mother and he replies that her name is Cora and that she gave birth to Zelena in another land. We see the woman put down the basket in the woods and leave. Zelena asks The Wizard why Cora abandoned her. He replies that Cora wanted to be royalty and she couldn't accomplish that with Zelena. Then, Regina appears in the sphere and The Wizard tells Zelena that she's her sister, enabled Cora to fulfill her goal and became queen. Then, Rumplestiltskin appears in the sphere. The Wizard tells Zelena who he is, that Regina also has the gift of magic, but unlike Zelena "hasn't been able to develop it," but Rumplestiltskin is teaching her how. Zelena then gets angry, saying that Rumplestiltskin should be teaching her not Regina. She tells The Wizard that she'll pay him anything if he tells her how to get to their land. The Wizard then tells Zelena to look down and she's wearing sparkling gold slippers. He tells her that when she clicks her heels three times, the slippers will take her anywhere she wants to go. In return, The Wizard wants Zelena to bring him back something belonging to Rumplestiltskin. He then warns Zelena "that it is something to wonder about your past, it's another for you to become envious of what others have. Zelena then flicks her heels three times. A cloud of green smoke envelops her and then she in the fairy tale land in Regina's bedroom in the castle. She uses a bit of magic and then Rumplestiltskin appears out of hiding. Surprised she isn't Regina, Zelena introduces herself to him as "Cora's other daughter." He replies that isn't possible, takes a strand of her hair, mixes in a bottle with liquid, which turns green. Now, he believes her.
Back in the present, in Storybrooke, Mary-Margaret asks Regina if Zelena is telling the truth. Regina replies that she isn't sure as she looks through Cora's belongings and finds an old letter as Emma appears. Regina then tells them that it hays that Zelena really is her sister. Regina is clearly upset as she pockets the letter back and walks off. Emma and Mary-Margaret then wonder to each other what the letter actually said.
David prepares for Regina and Zelena's sundown meeting as Mary-Margaret and Emma tell David, Tinkerbell and Belle ehat Regina found a letter confirming that Zelena really is her sister. David wants to know where Regina is, but Mary-Margaret says she disappeared. David thinks they should look for her, but Emma says she's probably better off going it alone on this one. They all agree that they need Rumplestiltskin's dagger, but then Belle suggests trying to get through to him without the dagger.
In the woods, Regina is rereading the letter when Robin appears. She asks him if David sent him to find her, but Robin replies that after Zelena's threat, he decided to check out the woods. He then asks her if she's going to tell him what's in the letter. She makes there is no letter, but Robin has pickpockets it from Regina, apologizing for it being his trade. He says that he thinks she wants to talk about it. He asks her if he can read it and she says that she won't stop him. It talks about Cora's first born and marvels at what a powerful sorceress she is, even more powerful than Cora. Robin then asks why Regina is troubled by this. Regina reveals that she's seen the letter before a thousand times and would "go to it for comfort or for a boost when I needed it because I always thought it was about me." Regina then tells Robin that Rumplestiltskin thinks thst Zelena is more powerful than she is. Robin then asks why Regina cares what he thinks. She replies, "If the man who taught me everything I know about magic, thinks she's stronger than I am. There's no way I can win this fight."
Back in the past, in the fairy tale land, Zelena asks Rumplestiltskin if Cora ever mentioned her to him. He replies that he would've remembered. He then tells her about the curse and how it could only be cast by Cora's daughter. Zelena says that he was training Regina to cast the curse, but then Rumplestiltskin says, "Until today." He then asks to see what she can do. He then blindfolds Zelena and tells her to "dig deep." He then asks her to find him though he keeps moving. Rumplestiltskin tells her that "magic is about emotion" so Zelena conjures up all her emotions about Cora abandoning her, how her father never loved her and then she grabs Rumplestiltskin. He tells her that he can feel it inside of her. She says she can't control it and he replies that she needs to think of something that makes her happy in order to do that. She asks him what he thinks about, he initially doesn't want to tell her, but then, he tells her that he too was abandoned as a child. how spinsters took him in and they would make meat pies, which they let him take the first bite of. That's his moment. Zelena then says she found her moment "when I stopped feeling like I wasn't wanted. The moment you agreed to train me." Rumplestiltskin giggled.
Back in the present, in Storybrooke. Emma tells Belle that Zelena isn't in the farmhouse, but that it looks like she's still keeping Rumplestiltskin in the cellar. Belle runs and unlocks it. Belle goes down into the cellar, finds him in the cage and tells him that she's there to free him, but he tells her to leave. He tells her that she has no idea what Zelena will make him do to her if she catches Belle there. Belle insists that he would never hurt yer, but he says as long as Zelena has his dagger he must do whatever she wants. Belle still won't leave without him, then begs him to try to take her hand through the cage. He takes it and leaves the cage, but then tells Belle to run as Zelena comes out of hiding and says that she was "enjoying the show."
Belle runs out of the cellar as Zelena makes Rumplestiltskin give chase. He exits the cellar, clearly under Zelena's control and tells Emma, Belle, David and Mary-Margaret that she will destroy Regina without their interference and the next time they try to stop her, he "will kill them all.
Back at the shore, Hook and Henry are on a boat. Henry asks Hook when he'll tell.him about his father. Hook.Then shows Henry the sextant and explains that it's used to navigate using the stars. Henry then asks Hook what it has to do with his father. Hook replies that he taught his father how to use one and now he'll teach him. Henry asks if they were in the Navy together, but Hook says he knew his father as a boy. Henry is confused since his father and Hook would be the same age and says the more people tell him about his father, the less it makes sense. Henry then says that he just wants to hear something about his father that he knows isn't made up to make him feel better. Hook tells Henry that Emma is just trying to protect him, but Henry replies that he can't feel anything about his father dying until he knows something about him when he was living. Hook tells Henry that he taught Neal how to sail because he thought it would ease the pain since he had just lost his father. Henry is surprised to hear this and Hook then tells him that he and his father have more in common than he realizes. Henry then smiles and looks up at the stars, which makes Hook smile.
Zelena gets dressed for her showdown with Regina and smiles in the mirror at her appearance.
Back in the past, in fairy tale land, Zelena makes Rumplestiltskin a meat pie like the ones he told her he ate as a boy. He tells he doesn't have time to eat it because he has to get ready for Regina's magic lesson. Elena is shocked that he's still training her. Zelena tells him that he doesn't need Regina, that she can cast his curse because she's more powerful and that she doesn't deserve him. Rumplestiltskin then reminds Zelena of what her father used to say, "No matter what you're feeling, always put on a good face." He tells to take his advice because she's starting to turn green. "Envy will do that to you," he tells her before also telling her not to wait up for him. He disappears and Zelena starts to cry.
Back in the present, in Storybrooke, everyone is on Main Street waiting for Zelena and Regina. David wants everyone to leave so no one gets hurt, but Zeleba appears with Rumplestiltskin close behind, and says an audience is needed. She asks where Regina is and says if she doesn't show up in five minutes, "I'll let The Dark One off his leash." Emma offers to fight Zelena when the five minutes are up, but Zelena says she "doesn't fight amateurs." Emma insists that she isn't. Elena knocks her down with magic and asks if anyone else wants to challenge her. Then, Regina appears. Zelena tells her that she thought she wasn't coming. Regina replies that she "couldn't let my sister off that easily." Zelena says that Regina has accepted her as family. Regina retorts that she accepts that they share a mother, but asks what she did to her for her to want her dead? "You were born," Zelena replies. Regina slaps her, but Zelena just replies That Rumplestiltskin can't save her this time.
Back to the fairy tale land, in the past. Regina is grooming in her castle when Zelena sneaks up on her and puts a razor to her throat. She then tells her that she doesn't deserve Rumplestiltskin and stabs her in the throat, but in a puff of green smoke, Regina turns into Rumplestiltskin. Zelena says that he tricked and he replies That it was a test, one she failed. Zelena then says she just wants to prove that she should be the one to cast his curse. He then tells her the "curse has a price, a steep one. You have to give up the thing you love most. Zelena says that she can do that but Rumplestiltskin fires back that he problem is, "the thing you love most is me." She tells him that he's insane if he thinks she loves him. He says it's okay, but it makes her too dangerous to cast the curse, which is why Regina is going to do it. Zelena tells him that she'll find another way to get him what he wants, but he replies that unless she can get him to a "Land Without Magic" that isn't possible. She the shoes him her slippers The Wizard gave her and says she could have taken him wherever he wanted to go, but she then says it's too late because he chose Regina over her. She then says the only way he'll ever get the slippers would be for him to kill her. He tries to, but she evades him saying that he shouldn't have taught her all of his tricks. She's turning even more green as she tells him, "Next time, you will choose me." She then clicks her heels three times and disappears in a big puff of green smoke.
Back to Storybrooke. Zelena tells Regina that Rumplestiltskin should "have chosen me." Regina can't believe she's jealous of her. Regina tries to crush Zelena with a street light, but she knocks it away. She then tells Regina that she didn't what she had in Rumplestiltskin. Zelena then throws Regina into the clock tower. They go back and forth throwing magic at each other to try to hurt the other. Regina dares Zelena to kill her. She says she doesn't want to.kill her, she wants to "destroy" her so she needs her heart. Zelena puts her hand in Regina's chest, but finds no heart. She then yells at her, "Where is it?" Regina replies that Cora taught her to "never bring your heart to a witch fight, something you would have known if she hadn't abandoned you." Regina then throws Zelena, who vows to get Regina's heart and everything she ever had. She then materializes a broomstick and flies away. David, Mary-Margaret Emma find Regina to make sure that she's okay. They tell her that Rumplestiltskin disappeared so they thought Zelena had killed her. She tells them Zelena wants her heart. David asks why she would want it. Regina replies that she has David's courage and wants her heart so they must be ingredients for something. Mary-Margaret suggests another curse, but they're already in Storybrooke with missing memories. "What else could she do to us," she asks.
Regina goes to Robin in the woods. She says she needs the one thing Zelena doesn't have. He digs up what Regina left there, she sees his tattoo again and he asks her what Zelena doesn't have. "My heartless mother," she says as holds the heart. She then tells Robin that Zelena was right that she doesn't appreciate things that are right in front of her. She then asks him to keep the heart a little while longer. He agrees and reminds her that she still owes him a drink. "I suppose I do," she replies.
Hook takes Henry homes and Henry thanks him. Hook asks Emma what happened with Zelena and she tells her that she survived and got away. She then thanks Hook for taking Henry for the day. He tells her that he needs to know about Neal. She just thanks him again and goes inside.
Rumplestiltskin is back in the cage. Zelena tells him that she will find Regina's heart. Rumplestiltskin then says that if he had to do it all over again, he would still choose Regina. Zelena replies that are doing it again, "What I'm casting isn't a curse, it's a second chance."
Back in the past, in Oz, Zelena returns to The Wizard and tells him to take her to when her mother abandoned her because "that's where it all went wrong because I want to change it." The Wizard laughs at her request and tells her that it's impossible and that even his powers have their limits. Zelena gets angry and pulls down the curtain to reveal a tiny man with elaborate equipment. He tells her he's a circus performer named Walsh from a land called Kansas. He then adds that there is no magic that exists that is powerful to do what swe wants. She then says that she has no use for him and needs someone to do her bidding without question. She sees the mural.if a flying.monkey and decided to train them to do.her bidding. He calls her "evil," but she says she's "wicked." She turns him into a flying monkey when he tries to run from her. She then conjures a sphere and watched Rumplestiltskin call Regina his "best pupil." Zelena turns completely green as she vows to make sure Regina was never born.