Desperate Souls
Once Upon a Time 1x08
January 8, 2012
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"Desperate Souls" is the 8th episode of Once Upon a Time.


Regina and Mr. Gold play dirty politics and take opposite sides when Emma runs for a coveted Storybrooke public office against Sidney. Meanwhile, back in the fairytale world that was, Rumplestiltskin tries to track down the ultimate power source in order to help his son avert the horrors of a meaningless war.


There is a town in Maine where every storybook character you've ever known is trapped between two worlds...

Mr. Gold walks across the street. ("The Thing You Love Most") Rumplestiltskin turns Cinderella into a beautiful princess... for a price. ("The Price of Gold") Snow White and Prince Charming get married. ("Pilot") David Nolan tells Mary Margaret Blanchard that she is the only thing in Storybrooke that seems "right". ("That Still Small Voice")

Victims of a powerful curse.

Queen Regina enacts the Dark Curse. ("The Thing You Love Most") Henry tells Emma that nobody remembers their past lives. ("Pilot") The Huntsman searches for Snow White to kill her. ("The Heart is a Lonely Hunter") Sheriff Graham wakes up after having a "nightmare", he remembered parts of his past. ("The Heart is a Lonely Hunter") Emma tells Regina that she wants to make sure Henry is fine, the latter assures him he is. Later, Regina tells Henry that Emma is a con-woman. ("The Thing You Love Most") Mary Margaret watches as David is reunited with his wife, Kathryn. Henry tells Mary that she and David belong together. ("Snow Falls") Emma asks Regina how she became the way she is. ("The Thing You Love Most") Mr. Gold meets Emma. ("Pilot")

Only one knows the truth...

Regina clutches Henry's book and stares at herself, menacingly, in the mirror. ("Pilot") Rumplestiltskin asks Regina how far she's willing to go to enact the curse, she tells him "as far as it takes". ("The Thing You Love Most")

And she'll stop at nothing...

Regina crushes Graham's heart, turning it to dust. Graham collapses in front of Emma just as he remembers his past life. ("The Heart is a Lonely Hunter")

Till someone breaks the spell.

Emma tries to wake Graham up, but it's too late, he is dead. ("The Heart is a Lonely Hunter") Regina tells Emma not to underestimate her, as she has no idea what she's capable of. ("The Thing You Love Most") Queen Regina uses her magic to throw a fireball. ("The Thing You Love Most")


Act I

108 01
Rumple and his son watch as Morraine is taken away to fight in the Ogre wars.

In the fairytale land that was, Rumplestiltskin, seemingly a normal looking man, is in a small wooden shack peacefully spinning wool into a thread. Suddenly, a young boy comes running in, yelling "papa" at Rumplestiltskin. The boy is Rumple's son. The young boy tells his father that "they've come for Morraine". Rumple grabs his walking stick and limps outside with his son. It's revealed that they are living in a small farming village up in the hills with a red glow in the sky in the distance. Rumple, among others, witness as a guard drags a young girl named Morraine from her parents. The parents beg them not to take her, but the head guard assures the parents that she's a fine strong girl and will make a fine soldier. The father states there must be a mistake as his daughter is only fourteen, but the guard explains that it's orders of the duke, as the ogre wars have taken a turn for the worst. Rumple's son explains that they lowered the age again. As the guard takes Morraine onto his horse, the parents try to take her back by pulling out a knife, claiming they can't have her. However, they are suddenly stopped by a mystical power that begins to choke them. Everyone looks over to a dark hooded man on a black horse enacting the spell with a magical staff. Pleased, the head guard states that the "dark one" thinks he can take Morraine. The guard tells the Dark One to stop the spell and then he rides away, leaving Rumple and his son terrified, as the latter's birthday is in three days. As Morraine's mother cries at her daughter being taken away, Rumple assures his son they'll "find a way".

108 02
Mr. Gold tells Emma to cherish her time with Henry.

In Storybrooke, Mr. Gold is in the back of his shop brushing some pages with a viscous substance. Emma enters the shop, calling out for Gold, asking if he's here. He sarcastically comments that it is his shop. Emma enters the back of the shop to find Gold, but she's overpowered by the smell of the substance. He explains it is Lanolin, used for waterproofing. Complaining about the smell, Emma asks if they can talk in the other room about the Sheriff. He expresses his condolences to Emma, claiming the sheriff was a good man. Gold notices that she's wearing the deputy's badge and points out that Graham has been gone for two weeks, so she should automatically become sheriff. She explains she's not in a hurry and then thanks him for his kind words before heading to the exit of the shop. Gold stops Emma as she's about to leave, explaining that he has some of Graham's things. He offers Emma a "keep sake" but she doesn't seem to want anything. He then subtly blackmails Emma into taking something, saying they'll probably go to Regina or be thrown away. He suggests taking a jacket, but she refuses. He then suggests taking some walkie-talkies, claiming Henry might like them. He tells Emma that she can play with Henry using the walkie-talkies, insisting it's important as children grow up so fast. Emma agrees to take them, so Gold tells her to enjoy her time with Henry because before you know it, you lose your children. This last comment confuses Emma.

108 03
Henry tells Emma to stop "Operation Cobra".

A while later, at Henry's beach-side playground "castle", Emma finds a sad Henry sat alone. She shows him the walkie-talkie that she got from Mr. Gold in hopes of cheering him up. He quietly takes it off her as she sits down beside him, explaining they can use it for "Operation Cobra". All Henry says in return is "thanks". Emma playfully nudges Henry asks what's going on as he's been "ducking" her for weeks. Henry tells his mother that they should stop Operation Cobra for a while as you shouldn't play with the curse, reminding her of Graham. Emma tries to convince Henry that an autopsy was performed, confirming he died of natural causes. Henry says it's a good thing that she doesn't believe as it'll stop her from messing with the curse and being killed. Emma asks if he's worried about her, so Henry explains Regina killed Graham because he was good and then he tells Emma that she's good. "Good loses, good always loses because good has to play fair. Evil doesn't. She's evil.", Henry states. He then tells Emma it's probably for the best as they don't want to upset Regina anymore. Henry passes the walkie-talkie back to Emma and then leaves the playground.

108 04
Regina fires Emma.

Later on, over at the Sheriff's office, Emma is stood at a desk, looking at the sheriff's badge. She picks it up and looks at it for a moment before preparing to pin it onto her jacket. She is suddenly stopped by Regina, who enters telling her the badge isn't for her. Emma states it has been two weeks, so the promotion is automatic. Regina explains if the mayor appoints someone in that time period, then it's not automatic. Emma asks who the new sheriff will be, so Regina tells her it'll be Sidney Glass. Emma asks how that makes sense, so Regina tells the deputy that Sidney has covered the sheriff's office as long as anyone can remember. Emma adds that Sidney will also do whatever Regina wants. Emma points out that Regina cannot stand things have been getting better in Storybrooke. Angry, Regina asks if Emma is referring to Graham's death as better. She says no, but Regina continues, insisting he was a good man who made the town safe. She tells Emma she hasn't earned the right to wear the badge, but Emma points out that Graham chose her as deputy. Regina states he was wrong, but Emma disagrees as he freed the office from her leash and she won't get it back. Regina claims she just did and fires Emma. She then grabs the sheriff's badge and walks away, leaving a frustrated Emma.

Act II

108 05
Mr. Gold offers to help Emma.

Over at Mary Margaret and Emma’s apartment, Emma is listening to loud rock music while she destroys a toaster with a knife and by bashing it against the kitchen counter. Mary Margaret enters and turns off the music. She asks if the toaster is broken, but Emma tells her it wasn’t when she started with it, but it is now. She states that she just needs to hit something. Mary asks what’s going on, so Emma tells her about being fired and replaced by Sidney Glass. Mary points out that Emma seems passionate about the job and asks what happened. Unsure, Emma says she just wants it back so she can beat Regina. There is a sudden knock at the door. Emma answers it to Mr. Gold, who tells Emma he’d like to talk. Confused, Emma looks over to Mary, who excuses herself and leaves the room. Emma invites Gold into the apartment. He tells Emma he heard about what happened and calls it an injustice. She tells him what’s done is done. Gold notices she appears to have given up, so she tells him she has no chance as Regina is mayor. Gold assures Emma that two people with a common goal can accomplish many things, but two people with a common enemy can accomplish even more. He asks if she’d like a benefactor, Emma scoffs at this. He shows Emma a folder, the Town Charter, and tells her it’s shocking how few people read it. He then tells Emma that according to the Charter, Regina isn’t as powerful as she seems.

108 06
Hordor torments Rumplestiltskin.

Back in the fairytale land that was, Rumplestiltskin wakes up his son, Baelfire, as he sleeps at night, and tells him they’re leaving now. The two then escape in the night, eventually coming to a road. Bae tells his father it feels wrong to run away, but Rumple tells him it’s worse to die. As they walk down the road, they come across an old beggar. Rumple spares the man some of his money, for which he is very grateful. They then continue their way. Bae asks if there’s another way, but Rumple tells his son he can’t lose him as he’s all he has left. They are suddenly stopped by the sound of horses running. They attempt to hide in a ditch on the side of the road, but the guards on the horses have already seen them and order them to stop. The head guard asks what they’re doing on the King’s Road, so Rumple lies, saying they’re going to sell some wool. The head guard gets off his horse and claims to recognize Rumple, so he asks for his name. He mocks possible names, so Bae defends his father, stating his name is Rumplestiltskin. The guard recognizes this name as the one belonging to “the man who ran”. He asks how old Rumple’s son is, so Bae bravely states he’ll be fourteen in two days time. The guard tells Bae the story of how Rumple ran away from the war and left his fellow soldiers for dead, something that shamed his wife so much she left him. Rumple begs the man not to talk that way in front of his son. The guard states it’s treason to avoid service so demands they take Bae now. Rumple begs him not too and offers anything. The guards tells Rumple he has nothing to offer but fealty, so orders him to kiss his boot. Rumple is ashamed at first, but complies. All the guards laugh at Rumple and then the head guard kicks Rumple to the ground before riding away. Bae runs to his father’s aid and then they’re approached by the old beggar, who offers to help them. Rumple tells him he has nothing to give, so the old man assures him if he feeds him what he can, he’ll find a way to be his benefactor.

108 07
Emma challenges Regina.

Back in Storybrooke, Regina and Sidney are stood in the former's office, being interviewed and photographed by numerous press, including a woman named Miss Ginger. Regina tells the press that everyone deserves to feel safe in their homes and that's why she has chose Sidney Glass to be the new sheriff. She explains that Sidney has put the needs of Storybrooke above his own for as long as anyone can remember as Chief Editor of the Storybrooke Daily Mirror. She then welcomes their new sheriff and begins to put the badge on him. However, she's stopped when Emma yells out "Hold on a second". The press move aside, revealing Emma stood in the doorway. Furious, Regina states this isn't appropriate. Emma says the only thing that is inappropriate is the ceremony, as Regina doesn't have the power to appoint Sidney. "The Town Charter clearly states that the Mayor can appoint..." Regina says before Emma stops her, stating she can only appoint a candidate so it calls for an election. Regina says the term "candidate" is applied loosely, but Emma insists it isn't and a vote is required. Emma says she is running, so Regina tells her Sidney is as well. Regina tells everyone in the room that they'll see something about the will off the people, to which Emma replies "I guess we will".


108 08
The old man tells Rumplestiltskin about the Dark One's dagger.

In the fairytale land that was, back at Rumplestiltskin's shack, Rumple prepares some food for the old beggar as Baelfire sleeps, stating another day has passed so there will be no fleeing now. The old man tells Rumple that he needs to find another way, choose a different path. Rumple asks what choice he has, so the old man tells him everyone has a choice. Rumple tells the old man he is the town coward so the only choice he has is which corner to hide in. Upset, he tells the old man the only thing he has is Bae, and he will soon be taken away from him, which will make him become "dust". The old man leans towards Rumple and states not if he has power. He rhetorically asks Rumple why someone as powerful as the Dark One would work for someone so stupid as the Duke of the Frontlands. He explains that the Duke has the Dark One in thrall as he's enslaved him with the power of a mystical dagger; and on that blade is the true name of the Dark One. He tells Rumple if he were to steal the dagger, then he could control the Dark One meaning nobody could take Baelfire. Rumple says if he was to control the Dark One he'd be terrified. The old man then suggests instead of controlling the power, he needs to take it instead.

108 09
Regina is confident Sidney will win the election.

Back in Storybrooke, at Mr. Gold Pawnbroker & Antiquities Dealer, Mr. Gold is at the counter of his shop playing with a lighter when Regina enters the shop. She changes the open sign to "closed" and Gold sarcastically asks if she wants him to make room for her rage. She understands that he found the loophole in the Town Charter, so Gold tells her legal documents are a fascination of his. She tells him that he does like to trifle with technicalities. Gold explains he likes small weapons; a needle, a pen or the fine point of a deal. When he tells Regina subtlety isn't her style, she calls him a bastard, making him chuckle. He tells the mayor her grief is getting the better of her and says it's a shame what happened to Graham. Regina threatens Gold not to mention his name as he knows nothing. Gold asks what there is to know other than the fact he died. Regina suddenly puts on a smile, albeit a fake one, and asks if he's really going to go up against her. He says not directly as they're both invested in the common good, they're just picking different sides. Regina says it's not like Gold to back a loser, but he reminds her Emma hasn't lost yet. However, Regina is confident that she will. Gold tells Regina not to underestimate someone who is acting for their child, so Regina angrily tells him that Henry is her son...legally. Gold then points out it is no longer him who is trifling with technicalities, angering the mayor.

108 10
Emma learns about Regina's latest attack.

Over at Granny's Diner, Ruby is clearing up the tables and Henry is sat in a booth reading a newspaper as Emma enters. She flops beside Henry and cheerfully asks how school was, he tells her in a monotone that it was "okay". She notices he is reading the newspaper "pretty hard", so he tells her that Sidney wrote it. He then shows her the front cover which has a picture of Emma and a title saying "Ex-jailbird Emma Swan birthed babe behind bars". Emma tries to contain her anger over this information being published, and when Henry asks if it's a lie, she growls "no". Shocked, Henry asks if he was born in jail, Emma confirms and then tells him the records were supposed to be sealed. She asks if he's scarred for life, so he tells her he isn't...not by the newspaper anyway. Emma then lightens up and suggests throwing the newspaper out and getting their news from something more reliable, like the internet. Henry tells Emma that good can't play evil, unlike Regina, who fights dirty, and that is why she can't be beaten. Emma assures her new ally, Mr. Gold, said he would help. However, Henry points out that he is worse than Regina. Henry reminds Emma that she already owes Gold one favor and she doesn't want to owe anymore.

108 11
Emma confronts Regina.

Later that evening, Emma storms in the Mayor's office to find Regina packing her bag, ready to leave for home. Holding the newspaper article about her, Emma yells at Regina claiming it was a "juvie" record that was hidden by court order, so however she got it is an abuse of power and illegal. Regina sarcastically asks if she didn't want people to know she cut Henry's cord with a shiv. Emma says she doesn't care what people know, but explains it hurts Henry. Regina says he would've known eventually, stating everyone loses their heroes at some point. She then begins to walk out of the office, Emma follows, stating Henry doesn't need to lose anything else as he's depressed and he doesn't have any hope. Regina insists he's fine and she begins to turn off the lights. Emma tells her he's not fine and says them both fighting is upsetting. Regina states she just exposed Henry to the truth and assures Emma she did nothing wrong in terms of legality. She then tells Emma she and Sidney will have chance to discuss this in the debate, surprising Emma. As they head down some stairs, Regina says she can discuss jail time, juvie records and her new association with Mr. Gold at the debate. Regina tells Emma that Gold is a "snake" so tells her to be careful who she gets into bed with. Emma insists she isn't getting into bed with anyone. As she is about to say she's just fighting fire with fire, Regina opens a door and an explosion on the other side throws both the women down. Regina's foot is hit by a ladder, so Emma removes it so she can escape. However, with an injured leg, Regina states she can't move so Emma will have to save her. In a panic, Emma freezes, unsure what to do.

Act IV

108 12
Rumplestiltskin and Baelfire prepare to attack the Duke's castle.

In the fairytale land that was, Rumplestiltskin is at his shack with Baelfire, making what appears to be torches. Confused, Bae asks why they're doing it as they could sell the wool. Rumple explains that it's their key to the castle and once he's inside, he has to take something. Bae asks what needs to be taken, so Rumple tells his son about the magical dagger that controls the Dark One and if he were to kill the Dark One, he'd have his powers. Rumple explains that with his powers he could save all the children of the Frontlands. Bae admits to wanting to see that, but explains if the law wants him to fight, then he'll fight. Rumple tells his son that it's not fighting, but a sacrifice. He tells his son that the red in the sky isn't the fire of the battlegrounds, but it's the blood of children. Bae suddenly understands that what the guard told him was true, that Rumple did run from battle. His father insists he had no choice. Bae then asks if his mother left like the guard said, because Rumple told him she was dead. Upset, Rumple reiterates that she is dead. There is an awkward silence and Bae sits down, contemplating what to do. He turns to his father and asks what they need to do. Happy, Rumple tells him his plan; that he's going to set the Duke's castle on fire.

108 13
Emma saves Regina's life.

Back in Storybrooke, the room which the explosion came from is engulfed with flames. Emma makes her way to the room but is stopped by Regina, who asks if she's going to leave her. Emma pulls her arm out of Regina's grasps and then dives into the room, horrifying Regina. She starts to drag herself up the stairs but is stopped by the sound of a fire extinguisher. She turns to see a white mist and Emma emerge from it, holding the extinguisher. She helps Regina up, supporting her by putting her arm over her shoulder. They eventually reach a door which Emma kicks open. Waiting outside is a photographer, who takes a picture of Emma rescuing Regina. Emma then sets the mayor down to the ground, but all Regina can do is complain about her not doing it gentle enough, Emma mocks this. A firetruck then arrives, so Regina points out that they weren't really in danger. Emma begins to say that next time she'll leave her, but instead says she will save her again as that is what decent, good people do.

108 14
Everyone is calling Emma a hero.

A short while later, when the firemen have finally put the flames out, a crowd is gathered outside. As Emma talks with Ruby, Granny, Archie and Mary Margaret, Henry asks a fireman if Emma really saved Regina's life. Nearby, Regina is sat on a gurney breathing into an oxygen mask, feeling fine, she takes it off. Sidney approaches her and takes a picture of her for the news, however this angers Regina as it means he is basically throwing the election to Emma, making her seem like a hero. Over in the group that Emma is talking to, Mary Margaret asks if Emma really saved Regina. Henry runs up to them saying she did, announcing that the fireman told him. Ruby calls Emma a hero and then Mary Margaret says they should find out if there is a picture of the rescue. Granny suggests making campaign posters, something Archie thinks is a great idea. They all then run off to discuss their plans, leaving Henry and Emma. Smiling, Emma tells Henry that this is how good wins, but doing something good and people see it. Henry tells Emma she may be right, so she tells him that you don't have to fight dirty. However, as she says that she notices something on the floor amongst some rubble. She sees a rag that appears to have been slightly burned...possibly for starting a fire. It then occurs to her who may have started the fire.

108 15
Emma accuses Mr. Gold of starting the fire.

Over at Mr. Gold Pawnbroker & Antiquities Dealer, Mr. Gold is stood in front of his counter washing his hands with a cloth as Emma bursts into the shop, seemingly furious. When she slams the door shut, ringing the bell loud, he sarcastically tells her that he hopes she won't break the bell. Emma accuses Gold of setting the fire, but he assures her that he's been at the shop. She shows him the cloth, explaining it smells like the oil he was using earlier, a flammable substance. He asks if she's sure and tells her that there is construction work going on at the Town Hall and many flammable solvents are used in construction. She asks why he did it, so he hypothetically explains that if he did it, it would be because she can't win the election without something big, something like being the hero in a fire. She asks how he'd even know she'd be there, so he suggests Regina's not the only one with eyes and ears in the town or that he's just intuitive. Emma says she could have left Regina to die, but Gold says she isn't that type. Mortified with Gold, she tells him she can't go along with it, but he explains she already has. He then tells her it's the price of election, but she tells him she isn't willing to pay the price and she heads for the door. Gold stops Emma by telling her to expose him, but he reminds her what she'll be exposing and what she'll be walking away from. Emma ignores this and continues for the door. Gold tries to stop her by saying she'll be disappointing Henry, but she just ignores this as well and leaves, glaring at Gold. After she leaves the store, Gold smiles.

108 16
The Dark One's dagger.

Back in the fairytale land that was, it's night time as Rumplestiltskin and Baelfire stand outside the walls of the Duke's castle near a pile of hay. Baelfire lights the torch they made with the fire from a lamp his father is holding and then he passes his father the torch. Rumple sticks the torch into the hay, setting it on fire. The fire spreads quickly and begins to burn all the wooden structures around and above it, making it's way into the castle. A while later, after finding a way inside the castle, Rumple makes his way into a large room where everything is on fire and collapsing. He limps his way towards a large cloth bearing the crest of the Duke that is on fire. He pushes it aside to reveal a curved dagger place on the wall, hidden from sight. After looking in awe for a moment, Rumple finally takes the dagger and then looks at it. On the dagger is a word saying "Zoso", the true name of the Dark One. Rumple then hurries out of the castle with the dagger before everything collapses on top of him.

Act V

108 17
Mary Margaret has an awkward encounter with David.

In Storybrooke, it's early morning. At the Town Hall, some men are setting up a banner announcing the Sheriff's election debate. Mary Margaret is nearby sticking up posters in favor for Emma on an announcements board. She goes around to the other side and is shocked to see David. Pleased to see him, she says hi, and he says hi back, seemingly pleased to see her. She tells him she was just putting up posters, so he explains he was too. She awkwardly asks how things are, so he tells her they're good and announces a job he got at the animal shelter; Mary Margaret seems proud. She then looks over to David's posters and notices he is putting them up for Sidney. David explains that Kathryn is friends with Regina, so that's why he's supporting him. Clearly hurt by the mention of Kathryn, Mary Margaret awkwardly understands and then asks how she is. David tells her Kathryn is good and she'll be meeting him at the Town Hall later. Mary Margaret angrily begins to staple her final poster onto the board and then she leaves in a hurry, stating she needs more posters.

108 18
Emma realizes why she wants to win the election.

Inside the Town Hall, Sidney is comparing a grey and red tie in the mirror to see which looks best on him. Archie is nearby, working on his introduction to the debate. Meanwhile, as the audience gathers, Emma and Henry exchange glances from the audience and behind the curtains, unknown by Regina. Mary Margaret suddenly arrives with Emma's speech and water. She tells her friend that she won't win, but Mary explains everyone is talking about what she did in the fire. Emma admits Henry is right, that she cannot beat Regina and the way she fights. Mary Margaret asks if it's really just about beating Regina, so Emma looks over to Henry in the crowd again, explaining that she wants to show him that good can actually win. Mary asks why she wants to win the election for herself, so Emma tells her that is the reason; wanting to show him good can win. She then asks if she isn't the hero or the savior, what part she has in his life. It then clicks that that is the reason Emma wants to win the election. Emma then looks through the curtains again at Henry, but she soon notices Mr. Gold entering the room, looking dark, waiting to see if Emma confesses.

108 19
Rumplestiltskin kills Zoso.

In the fairytale land that was, Baelfire is sat waiting near some trees in the woods. Rumplestiltskin soon arrives, so the boy runs to his father claiming his fear for him and asking if he's burned. Rumple assures his son that he is fine and then tells him to go home and wait for him there. Bae says he has a bad feeling, but Rumple tells him that he has to do it on his home, and then tells him to go home again. Baelfire reluctantly complies. When the boy is gone, Rumple pulls out the dagger, holding it in his hand, and then he holds it in the air in front of him, stating "Zoso. Zoso...I summon thee". However, nothing seems to happen, everything is silent and just the way it was. Confused, Rumple looks around, but when he turns around, the Dark One, wearing his cloak, is stood inches away from him. Rumple is terrified and he drops his torch. Zoso claims that Rumple was asking for him, so Rumple, pointing the dagger at him, tells him to submit. He states that he controls the Dark One, and the Dark One confirms this, telling him to wield the power wisely. The Dark One says he can wield at any time and then reminds him that it's Baelfire's birthday, so the guards will be coming to take his son soon. Rumple detests, but Zoso says he doesn't control the guards, just him. He then torments Rumple by questioning if Bae is really his son because he isn't a coward like his father. Zoso asks what Rumple will have him do, to which Rumple grumbling "die" before stabbing the dagger into the Dark One's chest. When he falls to the ground, the cursed golden skin on Zoso fades away, revealing underneath it, the face of the old beggar. Rumple is mortified as the Zoso begins to laugh. Zoso tells Rumple that he made a deal he didn't understand, claiming he won't do that ever again. Rumple states that Zoso asked him to kill him, so the Dark One explains that his life was a burden, telling Rumple that he'll see "magic always comes with a price". Rumple asks why it had to be him, so Zoso states he knows how to admit a desperate soul. The Dark One then takes his final breaths and dies before Rumple's eyes. Rumple tries to bring him back, asking what he has to do. A creaking sound suddenly comes from the dagger. The skin on Rumple's hand (which still holds the dagger) starts changing color and spreads up his wrist. He pulls out the dagger which now reads "Rumplestiltskin".

108 20
Emma exposes Mr. Gold.

Back in Storybrooke, everyone has gathered to watch the debate, including Henry, Regina, Mr. Gold, Mary Margaret, Ruby, Granny and Doc. On the stage, Archie is stood at a podium with Sidney and Emma sat either side of him. He tells the audience that tragedy has brought them here and they're now faced with a decision, so asks people to listen with an open mind and vote their conscience. He then introduces Emma and Sidney, trying to make a joke about their surnames, but it doesn't work out so he awkwardly moves aside as Sidney takes the stage. Sidney tells the audience that if he's elected, he wants to act as a reflection of the best qualities of Storybrooke; honesty, neighborliness and strength. He thanks the crowd for listening to his opening statement as they applaud and moves aside for Archie. Archie introduces Emma, so she takes the stage. She tells the crowd that they know she has a troubled past but were able to overlook it because of the "hero thing". She then admits to the crowd that the fire was a set up, shocking everybody and unnerving Gold. She explains Mr. Gold agreed to help her in the election but says she didn't know he'd start a fire. She admits to not having definitive evidence, but claims to be very sure. She then says the worst part of it all is that she let everyone believe it was real, saying she cannot win that way. She then apologizes to the crowd, but looks at Henry when she says it. Mr. Gold stands up from his seat and walks out of the hall silently with most people watching him. Emma then walks off the stage. A saddened Henry looks at Regina and notices her trying to contain an evil grin.

Act VI

108 21
Emma is appointed as sheriff.

Later that night, Emma is sat in Granny's Diner, alone, drinking. When she finishes, Ruby asks if she'd like another, to which Emma replies "Oh, hell yes". Henry suddenly enters the diner. Emma greets him as he gives her one of Graham's walkie-talkies. She asks what it's for, so he explains standing up to Mr. Gold was amazing. Emma modestly says Gold did an illegal thing, so Henry tells her that heroes stop illegal stuff. He then whispers to Emma, as Ruby serves them drinks, that he shouldn't have given up on Operation Cobra. Regina and Sidney then enter the diner and Regina admits to knowing she'd find Emma here. However she didn't expect to see her drinking and with Henry. Emma asks Sidney if he's come to card her, but he asks to join her. Emma jokingly says they'll be setting up a back room for the victory party, so Sidney tells her to tell him how it is. Emma's eyes open wide as Regina hands her the sheriff's badge. The mayor awkwardly congratulates "Sheriff Swan". Henry is also shocked. Regina admits it was a close vote, but people seemed to like the idea of the sheriff standing up to Mr. Gold. With that, numerous people enter the diner, including Archie, Mary Margaret, Granny, Doc and Miss Ginger. Emma asks if Regina is joking, so Sidney explains Regina doesn't joke. The mayor tells the new sheriff that she didn't pick a great friend in Mr. Gold, but assures her that he makes a superlative enemy, and tells her to enjoy that.

108 22
Rumplestiltskin uses his new powers.

At Rumplestiltskin's shack, the guards have arrived to collect Baelfire. The area is silent for some reason today. As the head guard exits Rumple's house with Baelfire, he jokingly tells another guard that everyone is hiding behind their curtains today. The guards chuckle but suddenly stop when one of them is stabbed from behind...killing him. Rumplestiltskin is the murderer, but his appearance has changed. His skin is now greenish-gold, his eyes are reptilian-like and his hair hangs in waved tatters. Hordor, the head guard, recognizes him as the Dark One and bows before him. Hordor suddenly begins to notice it's not the same man, so asks who he is. Rumple darkly asks if he's forgotten him already, so torments Hordor by recalling the insults he once called him. Confused, Bae calls out "papa?". Hordor looks at the dagger and realizes it is Rumplestiltskin. He tells Hordor that he shall be known as the new Dark One and then asks for fealty, placing his foot towards Hordor. Rumple tells the man to kiss his boot, so without question, Hordor leans forward to obey, however, Rumple grabs Hordor's head with one hand and twists it powerfully, snapping his neck. The remaining guards draw their swords to attack Rumple, scaring Bae, but Rumple glides around them with ease and stabs them all with his dagger in less than a few seconds. Failing to recognize his father, Baelfire asks what has happened to him. Rumple tells his son that he is safe and then asks if he feels safe. Bae states that he's frightened, but Rumple says he isn't as he's protected what belongs to him, stating he isn't scared of anything. Bae slowly backs away from his father in horror. Rumple then slightly chuckles, grinning wickedly.

108 23
Mr. Gold reveals his master plan to Emma.

Back in Storybrooke it's a new day. Emma enters the Sheriff's Station, carrying with her a few of her belongings to lighten up the office. As she sets her stuff down on a desk, she notices something in the corner of the room. Appearing out of nowhere, Mr. Gold explains it's the sheriff's jacket. Emma is startled by him. He tells Emma that he thought she'd want it after all. With a sigh of relief, Emma jokingly reminds Gold that she's armed. He tells Emma "it" was all part of the act, claiming that he knew nobody would vote for her unless he gave her an extraordinary quality, and saving Regina from the fire wasn't going to be enough. He continues by saying Emma needed a higher form of bravery; defying him. Emma is shocked and tells Gold that there is no way he planned that. Gold tells Emma that everyone is afraid of Regina, but they're even more afraid of him, so by standing up to him she won them over. Emma tells Gold that he knew she'd agree. He says he did and then explains he knows how to recognize a "desperate soul". She asks why he did it, so Gold reminds her that they made a deal a while ago, meaning that she owed him a favor. He tells her that now she's sheriff, he'll be able to find a way for her to pay back what she owes him. He then begins to leave the Sheriff's Station, and as he walks away, he congratulates Emma. When he's gone, Emma is left confused and slightly unnerved.

Deleted Scenes

"Waste of Time"

108 DS
"A waste of trees and a waste of your time, Henry".

Outside the Town Hall in Storybrooke, after David's awkward encounter with Mary Margaret, he watches as she walks away and then continues to put posters up onto a new board. On the other side of the board, Henry nails up a poster of a fireman saving a young woman with Emma's head cropped onto former's face. The message on the poster reads "Vote Swan for Sheriff". Emma who is stood next to him is amused by the photo and compliments it. Henry explains that he found the photo online and he put her face over the fireman's because it looked more heroic. "I definitely look...brawny" Emma jokes. Suddenly, Regina walks up to the pair, looking for her son. A scared Henry not so subtly takes down his poster supporting Emma and hide it, and the rest, behind his back. She tells Henry that he needs to stay where he's supposed to. As she says that, Henry tries to pass the posters to Emma, but they drop them on the floor. Regina and Emma greet each other and then the former notices the posters on the floor. They all go to pick them up and Regina takes one of them. Noticing her son is supporting Emma, she tells him it's a shame. As she crumples the poster up, she states its a waste of trees and a waste of time. She drops the poster on the floor and then leaves with her son. He and Emma exchange sad glances and then Emma watches as he's taken inside the Town Hall.


108 Title Card


This episode was written by consulting producer Jane Espenson while Michael Waxman served as director. The episode was Espenson's second writing credit for the series at that point.



"Desperate Souls" first aired in the United States on January 8, 2012. It earned a 3.7/8 among 18-49s and an overall 5.9/9 rating, with an estimated 10.35 million viewers. It ranked second in its timeslot, beaten by NFL Overrun on CBS but ahead of Dateline on NBC and The Simpsons and The Cleveland Show on Fox.[1] Once Upon a Time's ratings were up 28 percent compared to the last original episode.[2]


  • "Desperate Souls" received mostly positive reviews from television critics. In her first review of the series, Hillary Busis of Entertainment Weekly expressed her enjoyment of the episode, believing the following week would be "pretty difficult to top tonight's ep." Busis praised the final fairytale scenes as "intense, effective... [and]... awesome."[3] IGN writer Amy Ratcliffe rated the episode 7/10, giving praise to Robert Carlyle and guest actor Brad Dourif, but criticizing Lana Parrilla's constant "dagger stares and pursed lips" to Emma.[4] Ratcliffe did however believe Ginnifer Goodwin and Joshua Dallas had "electric chemistry," and wished viewers could see more scenes between the two.[4] Like Ratcliffe, Digital Spy columnist Catriona Wightman lauded Parrilla and Carlyle's performances, believing the latter "continues to be one of the best things about Once Upon A Time - this completely new version of Rumpelstiltskin we saw was illuminating. Turns out he does cowardly and pathetic quite well."[5]
  • The Huffington Post editor Laura Prudom and TV Fanatic's C. Orlando also highlighted Carlyle's acting and storyline.[6][7] Prudom liked Dourif's casting, but singled out praise for Mary Margaret and David's poster scene, calling it "beautifully written and played, understated and filled with longing."[6] The A.V. Club's Oliver Sava was more critical of the episode, and graded "Desperate Souls" with a C. He remarked that Once Upon a Time "lacks Lost's sophistication and insight, instead laying out plot in the plainest terms possible, no matter how tedious that may be... It hasn’t even been ten episodes, and the formula is already starting to feel stale."[8] Despite this, Sava saw potential for the series, noting that "the writers just need to take fuller advantage of the wealth of mythology that the fairy tale stories give them."[8]


Gallery of photographic stills released to promote the episode.

External links


  1. Sunday Final Ratings: ‘Cleveland,’ ‘Family Guy,’ ‘American Dad’ Adjusted Up + Unscrambled ‘The Good Wife,’ ‘CSI: Miami’ & ’60 Minutes’
  2. TV Ratings Sunday: Tebow Time Lifts CBS to Easy Win; 'The Firm' Premieres Weakly; 'Once Upon a Time' Shoots Up
  3. 'Once Upon a Time' recap: The Dark One Rises
  4. 4.0 4.1 Once Upon a Time: "Desperate Souls" Review
  5. 'Once Upon a Time': 'Desperate Souls' recap
  6. 6.0 6.1 Once Upon A Time Recap: Rumpelstiltskin's Past Revealed in 'Desperate Souls'
  7. Once Upon a Time Review: Rumplestiltskin, Revealed
  8. 8.0 8.1 Desperate Souls
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