The Bear King
Once Upon a Time 5x09
November 15, 2015
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"The Bear King" is the 97th episode of Once Upon a Time.


Zelena and Arthur journey to DunBroch on a mission to retrieve an enchanted relic that will provide the advantage they need to vanquish Emma and our heroes. Their path will cross with Merida's, who is on a journey of her own to pay a debt that her father, King Fergus, owed to a certain witch when he died. To do this, she enlists the help of two friends: Mulan and Ruby. However, in order to satisfy the witch and save DunBroch, Merida first must discover the identity of the knight who killed her father, and, in flashbacks, she is seen learning about bravery and honor as she trains for combat and rides alongside Fergus into the infamous battle that claimed his life.


Previously on Once Upon a Time...

Merida and Belle watch via a magic cauldron that Lord Macintosh and the United Clans plan on executing her brothers. ("The Bear and the Bow") Macintosh, MacGuffin and Dingwall fire arrows at Merida's brothers, but she manages to stop them by firing her own through each arrow. ("The Bear and the Bow") King Arthur orders Merlin to kill Snow. Hook punches the king in the face, causing him to drop Excalibur. ("Birth") Arthur and Zelena proceed escape via the latter's magic. ("Birth")


509 01
Arthur wants to visit DunBroch.

At the Camelot Castle, Zelena and King Arthur suddenly appear in a cloud of green smoke after returning from their encounter with Emma. The witch lands, standing fine, but the magically inexperienced Arthur heavily drops to the floor. "Welcome home, your majesty" the witch says, offering her hand to the king. Noticing he's hurt his hand, she tells him she can make it better, but he snaps at her, claiming he doesn't need her dark magic. She asks if he'd rather she send him to face Merlin and Emma on his own, pointing out that her dark magic is what allowed them to escape after he let them take control of Excalibur. The king reminds Zelena she spent the entire battle pinned to a tree, angering her, "Careful, or you'll wish you never cut me loose". The king asks the witch if she really thinks he wants to be working with a villain like her, "Like it or not, we still need each other" he claims, causing her to laugh, correcting him by pointing out he needs her to help in his pitiful quest to restore Excalibur. As they begin walking, Arthur explains that he could use the sword to destroy her sister so she can escape and give birth to her child. After stopping and rubbing her pregnant stomach, a tempted Zelena asks what Arthur suggests, because the combined power of Merlin and the Dark One makes his knights useless. Arthur says this is untrue and his knights will help defeat their foes if given the right motivation. The king asks how far her magic can take them, "Far enough. Why? Where do you want to go?" smiling, realizing he's got a plan. Arthur tells his new ally that there's something that can help them in another land, "A land called DunBroch".


Act I


509 02
King Fergus is mourned.

In the land of DunBroch, a yellow flower is placed by Merida onto King Fergus' gravestone and then she steps back, smiling, telling her father that she "did it", "I saved the boys and I proved to the clans that I am fit to be their queen". A look of sadness grows on her face and she begins to fiddle with her bow, confessing that although she's united the clans, the hard part comes next, ruling over them. "You always made it look so easy" she tells her father, "I wish you were here so I could ask you how you did it". With that, her mother, Queen Elinor, approaches her and assures her he's always with her, "Even if it doesn't seem like it". Elinor confesses she misses Fergus too, but quickly puts on a happy face and tells her daughter today isn't a day to wallow in sadness, "Come, you can't be late for your own coronation" she smiles, leading Merida to smile and put on a brave face. Mother and daughter then head back to their castle.

Several Years Earlier

509 03
King Fergus goes in search of magic.

A hooded figure rides a horse through the night in DunBroch, finally reaching the witch's cottage. The man, who has a wooden leg, gets off the horse and removes his hood, revealing himself to be the red-headed father of Merida, King Fergus. He draws his sword and bursts inside the cottage. Looking around the empty room, he orders the witch to show herself, "There's no witch here, just a simple woodcarver" an old woman innocently says, appearing in the corner. An angry Fergus points out she gave his daughter magic and turned his wife and sons into bears, "You're a witch!". The old lady confesses she may have dabbled with magic, pleasing Fergus, who reveals that he needs some. He explains that invaders are coming from the south, and if he's to lead the clans into victory he'll need some magic. The witch asks if he needs something to stop the invaders from the south, but Fergus corrects that he needs something to ensure the future of his kingdom.

509 04
The Witch gives the king just what he wants.

"Yes!" the witch shouts, explaining that she can help him, "But I must warn ya, it won't come cheap". King Fergus assures her that he'll pay whatever the price is, so she tells him she's not in need of anything just yet, but she may do in the future. She teleports over to a table and reveals a contract made for the king, so he approaches and stamps the hot wax with his ring, signing it. As the deal is struck, the witch begins going through her ingredients and throwing them into her cauldron, taking one of Fergus' hairs as the final ingredient. Once the cauldron is ready, it glows green, eventually letting out a bright light that shocks both the king and the witch. A helmet then magically floats out of the cauldron and lands in the witch's hands. King Fergus asks what it does, so the witch tells him he wears the helm into battle then he'll get exactly what he wants. She then passes it over to Fergus, "Aye" the king states, stating at the enchanted helm.

Two Years Later

509 05
The Witch comes to collect her payment.

In the DunBroch Castle, Lord Macintosh approaches the royal family holding a crown on a cushion, announcing that he's freely giving it to Merida on behalf of clans Macintosh, MacGuffin and Dingwall. He bows as Queen Elinor takes the crown before announcing to the crowd that it's her honor, "To crown you, Merida of Clan DunBroch as our true and rightful..." before she can finish speaking, the doors to the hall burst open and the witch enters, sarcastically asking if they forgot to invite her. Merida stands and draws her sword, asking if she's come because of the magic she took, but the witch explains he's come because of another customer, King Fergus. Thinking she's lying, Merida claims her father would never stoop so low, leading the witch to comment that he didn't stoop, "Except to get through the door. But! He did come for magic" she reveals, opening the contract she previously made with the king. She explains that he took an enchanted helm as Queen Elinor sadly tells her daughter it's signed with her father's mark.

509 06
Merida is left with a predicament.

The witch goes on to explain that King Fergus died before he could pay her what he owed...with interest of ten thousand gold. Everyone in the room becomes shocked and Merida explains that much money would bankrupt the clans three times over. The witch suggests simply returning the helm, but an angry Merida tells her she cannot return what she doesn't have. "Then you best find it" the witch says, instantly turning dark, "If you don't return it by sundown tomorrow I'll have no choice but to curse your entire kingdom!" she yells. The entire room goes into a panic, but Merida calls her bluff, leading the witch to reveal a potion, which with one drop will turn all of her subjects into bears. As the witch laughs manically to herself, Merida tries to calm the clans down, telling them to keep their heads. "Harder than it looks, dear" she smiles at the redhead before explaining to her if she wishes to wear the crown then she'll need to figure out how to do what her father couldn't, "Lead!". She then teleports away in a puff of smoke, leaving a nervous Merida behind with her frightened subjects.

Act II

509 07
Merida and Elinor discuss what they're going to do.

Shortly after the encounter with the witch, Queen Elinor opens up a wardrobe and looks through it, searching for the enchanted helm. Merida enters the room and softly tells her mother she won't find the helm here, "I will if you help me look" she snaps at the redhead before looking in another location and telling Merida to check a sideboard. Merida explains that she won't find it because it's not here, going on to explain that she packed the helm herself when they left to fight the southern invaders. "You mean he was wearing it when he was..." Elinor gasps before Merida cuts her off, adding "When he was killed". A faint Elinor sits down and Merida sits opposite her, asking what the witch was talking about when she said her dad didn't know how to lead and asks what she thinks the helm's magic did. Elinor defends that whatever it did, Fergus must have had good reason for needing it, "But right now we've a more pressing question. If the helm's lost, what are we going to do about the witch?" she asks, leading Merida to explain it isn't lost, just not here. Elinor asks Merida if she knows where it is, so the redhead takes her mother's hands and explains after the knight killed Fergus, he took his helm, so whoever the killer is, he has the helm. "No Merida! Absolutely not!" Elinor insists, standing to her feet, demanding her daughter not go after him, "That knight already took Fergus from me, I can't lose you too". Merida stands and grabs her bow, explaining to her mother that if she doesn't find out who he is and where to find him, her entire kingdom will be doomed. "He killed your father for that thing. He won't give it up without a fight" Elinor cautions Merida, who responds that that's what she's counting on, "Because this time my arrow won't miss".

Two Years Earlier

509 08
Fergus hands his bow over to his daughter.

Merida and King Fergus are walking through the camp of the United Clans when they go past Lord Macintosh, MacGuffin and Dingwall, who are sitting at a table. One of them comments that Fergus is "daft" if he thinks they'd follow that "wee lass" into battle. A furious Fergus shouts out, asking who said that, but when there's no reply, he warns that the next person to disrespect his daughter loses their tongue. Merida assures her dad she can look after herself, but he points out the front is tougher than she thinks. Noticing men writing, she supposes it cannot be that bad since men are writing to their "sweethearts", but Fergus explains they're writing wills. "They think they're gonna die?" a shocked Merida asks, leading Fergus to point out that this is what war looks like. He goes over to a large chest and opens it, revealing a large bow inside. Merida asks what it is, so he explains it's his warbow, one that he carried into his first battle, and he thought it only fitting for Merida to carry it into hers. "You're giving it to me?" a shocked and honored Merida asks, before her father hands it over.

509 09
Merida meets an honorable Mulan.

Merida thanks Fergus, but when she notices a weird look on his face, she asks if he's trying to soften her up, claiming he cannot hide anything from her. As she tries out her new bow, Fergus explains her mother made him promise he'd keep her safe, so he hired a soldier to tutor her in the art of war. "You think I need a man to babysit me? To teach me how to fight?" she asks, frustrated, shoving the arrow back in her father's hands. "I'll show you" she tells him before drawing her sword and approaching the awaiting knight. She goes to attack, but the knight draws their sword and deflects Merida's attack. The knight takes a swing that Merida dodges, but when their blades lock, the knight grabs Merida's arm and throws her to the floor, getting humorous groans of pain from the United Clans and Fergus. The knight stands over Merida and removes their helmet, revealing them to be none other than Mulan, "You may not need a man to teach you how to fight, but you can learn a thing or two from me". Merida lets out a laugh and then the two women introduce themselves as the knight helps the redhead up from the floor. "I'll teach you how to fight better than any man here. I'll teach you the most important thing you need to have to fight: honor" she tells Merida with a smile.

Two Years Later

509 10
Mulan is asked to help with Merida's quest for the enchanted helm.

"Hand over the money or things are going to get messy" Mulan tells three thugs in a dark looking tavern. One of them, Edgar, responds that her boss underpaid them, but Mulan simply tells him the plan changed, "Now give me what you owe him or I'm gonna take it myself" she demands, approaching the men. Edgar stands up and asks the warrior if she thinks she can push them around, giving her a push in the shoulder. "Touch me again and you lose the hand" she says with a smile, almost hoping he does. He does just that and shoves her back, leading her to draw her sword. She takes out Edgar's two henchmen before turning her attention back to him and playfully spinning her sword, "I'll let you choose, do you want me to take the left hand or the right?" she asks. Edgar jumps at Mulan with a dagger, but ends up getting an arrow fired through his wrist, pinning him against the wall. "You're daft taking on these brutes by yourself", Merida says from behind, revealing herself as the shooter of the arrow. A frustrated Mulan smacks Edgar across the face, knocking him out and dropping him to the floor. She assures Merida she had it under control and then asks what she's doing here, so the redhead explains she came looking for her, as her kingdom and family need help. As Mulan stands over a large chest of gold coins, she apologizes and explains the only person she helps nowadays is herself. "Where's your sense of honor?" Merida asks, amusing Mulan, who claims honor won't fill her purse. A puzzled Merida asks Mulan what happened to her, for the warrior that taught her never cared for gold or riches; Mulan snaps that Merida clearly didn't know her well. The redhead tosses a bag full of coins to Mulan hoping that'll get her to help, and it does, but Mulan insists there's one condition, "No more questions about me!".

509 11
Zelena gets answers from the witch the wicked way.

King Arthur and Zelena are walking through the woods of DunBroch together when they arrive at their destination, "There it is" Arthur points out, having come to the witch's cottage. Arthur bursts through the door, but all is silent and nobody is around...that is until a large guard wolf approaches the king, growling at him. A panicked Arthur prepares his sword and slowly backs away from the beast, but before it can pounce, Zelena throws magical dust on it, knocking it unconscious. "I see you've met me pet" the witch calls out, having suddenly appeared, warning that she won't be as easy to subdue. Arthur explains that they've come for the enchanted helm, amusing the witch, who says he's not the only one. She explains however that she doesn't have it, angering Zelena, who asks where it is, "If I knew where it was I wouldn't have sent someone to fetch it for me" she replies. Arthur asks who she sent, but the witch suggests they leave if they're not going to buy anything. She prepares to cast a spell to send them away, but Zelena stops her, teleporting behind her and grabbing her by the head, shoving her over the cauldron. "No one out-witches me! Tell us who's looking for the helm or you go bobbing for eye of newt!" Zelena yells. The witch gives in and reveals that Merida, King Fergus' daughter, is looking for it. Arthur recalls she was a prisoner in his dungeon and realises she must've escaped. An angry Zelena tells Arthur that when she's done with "that girl" she's going to wish she never left that prison cell.


509 12
Merida finds a clue to who killed her father.

In an opening in the woods of DunBroch, Mulan and Merida walk as the latter points out this is the place her dad met his end. The redhead suddenly notices something and sprints towards it, causing Mulan to ask what it is. Merida pulls an arrow from the ground and points out the fletching was made by her, explaining that it's the arrow that just missed her father's killer. As Merida pulls a piece of cloth from the arrow, Mulan notes that she didn't miss his cloak. The redhead states they can use it to find him and they've got to make him pay for what he did to her dad. Mulan tells her to mourn on her own time as they're wasting daylight. She begins heading off, but Merida yells, asking what happened to her because she knew Fergus, but she's acting like she never met him. An annoyed Mulan asks if she's already forgotten their deal, but Merida claims she hasn't, "What kind of a friend would I be if I stuck to it? Why have you closed off your heart like this?" she questions. Mulan tells the redhead there's one lesson she didn't teach her the last time she was here, "A true warrior doesn't let anything hurt them" she says before walking away.

509 13
Merida wants to learn how to get people to follow her.

In DunBroch of the past, Merida and Mulan are training their sword fighting. They stop for a moment, and Mulan compliments her, but states the next lesson is to never leave her flank open. Merida quickly moves and knocks Mulan to her feet, "I didn't, I just wanted you to think I had" she brags, pleasing Mulan. She tells Merida that she's learning, adding fighting isn't about who's stronger, but who's smarter. She helps her trainer up from the floor and they laugh, but stop when they hear clapping fro the side. They turn to see Lord Macintosh clapping, with MacGuffin and Dingwall stood beside him, "Look fellas, our queen-to-be knocked over a nurse maid" he mocks, stating it's a shame there'll be no lasses to fight on the battlefield. As Merida walks past him, she asks if that's because he won't be there, but Mulan stops him, for it's not worth it. "Why not? I could kick his arse in front of everyone" she brags, leading Mulan to point out that's being strong, not smart, "No one's going to follow you out of fear". The future queen asks what will make them follow her, but Mulan points out they're her people, so if she doesn't know she should ask someone who does, "Someone who they're already following". With that, the two girls approach King Fergus, who is inspiring the United Clans, getting them ready for battle. Fergus, who is wearing his helm, turns and looks at his daughter.

509 14
Arthur and Zelena track Merida down.

Back in the present, Merida tells Mulan that she loves her dad and she won't stop until he has justice, supposing if they find a weaver they can find where the fabric was made. Mulan suddenly stops Merida and places her hand on the ground, sensing something, "Someone's coming" she warns. "That's a clever little trick" Zelena states, suddenly magically appearing with Arthur beside her. The two girls draw their weapons, but Zelena asks if they'd attack a mother-to-be. Merida asks what Arthur is doing here, claiming she's not going back to his dungeon. "You really think I'd come all the way to this wretched place just to drag you back to Camelot?" he asks in disgust, leading Zelena to explain they've come for something else, King Fergus' helm. A frustrated Merida asks why they want it, so Arthur explains it's the only way he'll save his kingdom. Merida asks if the witch threatened to turn his people into bears too, but Arthur smiles, realizing she doesn't know what the helm does. He reveals it has the power to make other men fight your battles, however dangerous they may be.

509 15
Merida learns some heartbreaking information about her father.

Merida says he's lying, but Arthur states it's the only way he'll ever get his men to stand up to Merlin and the Dark One. An upset Merida claims her father would never use magic to make people fight for him, so Zelena taunts her over the fact he wasn't what she thought. The two girls ready their weapons again and Mulan warns the villains to back off, for they need the helm to stop the witch from cursing DunBroch. Arthur, also holding his sword, says he's afraid they'll have to find another way to do that, and Zelena comments that nobody will notice as "these people are practically animals already". Mulan points out that they don't even have the helm, "Perhaps you don't. But we will" Zelena says before using her magic to take Merida's bow. A desperate Merida rushes forward to get it back, screaming that it belonged to her dad, but Mulan stops her. Zelena reveals she knows it belonged to him, and with a locator spell it will lead them to another of his possessions; the helm. Merida cries that the bow is the last thing he ever gave her, "Then you'll have to console yourself with memories and the knowledge of what a terrible ruler he turned out to be" Zelena tells Merida with a smile and a chuckle, "Ta-ta" she finishes before teleporting Arthur and herself away.

Act IV

509 16
Merida wants to give up.

After her encounter with Arthur and Zelena, Merida storms towards her horse, followed by Mulan who asks where she's going. The redhead explains she's going home, but Mulan tells her not to, for they may have her bow, but they have the cloak fabric, "We'll find that helm first". Merida tells Mulan she doesn't get it, as it's not about how they find the helm, but about what the helm's magic does. Mulan asks why it matters, so Merida explains she now understands what it meant when the witch said her father couldn't lead, "And if he can't do it without magic, how can I?" she says sadly. Mulan tries to comfort her friend, but Merida snaps, stating her father used dark magic to lead innocent men to their deaths and he paid the price for it; he died. She claims she won't make the rest of the kingdom suffer just to prove she can do what he couldn't before getting on her horse. Mulan questions if she's just going to let the witch curse DunBroch, but Merida reveals she's going to do what she should've done from the start; telling Macintosh and the other clans she can't find the helm, giving them enough time to find it before they're turned to bears. Mulan comments that the lords can't even find the pointy ends of their spears, but Merida claims they'll have a better chance than her. Mulan grabs the horses reins and yells that she cannot give up like this, "Why not? You have" Merida replies before asking if there's another reason she's out here working for the highest bidder. A saddened Mulan doesn't reply and then watches as Merida gallops away on her horse.

509 17
Fergus tells his daughter how to inspire men into battle.

In DunBroch of the past, on the Shores of DunBroch, King Fergus is stood looking out at the water as he holds his helm. Merida finds and approaches him, asking what he's doing, so the king explains he wanted to stand watch as the invaders will be sailing in any day now. She asks if he thinks they'll win the war, so he claims they'll give everything they've got before questioning what's on his daughter's mind. She tells him Mulan is a good teacher, but one thing she can't teach is how to inspire the United Clans to follow her into battle. She asks her father how he's done it, especially when so many know they're going to die, but he remains quiet, silently looking down at the helm in his hands. Merida questions if everything's all right, "Aye" he responds before explaining there's only one way to get men to follow you into a deadly battle, "That's by showing them you're the first one willing to die, cause if their king is willing to lay down his life they know just how important winning a battle is" he tells her, leading her to ask if that's really what he's going to do. Fergus assures Merida she doesn't have to worry about him because he's The Bear King and he faced Mor'du, "I can handle whatever the Southern Invaders throw at us". She nods and then Fergus comments that unless they want the invaders to slip by, he best keep his eye on the sea. Merida nods and then walks away from her father, leaving him alone with his helm; he lets out a sigh.

509 18
Ladies and gentlemen, welcome to the Moulin Rouge.

Back during the missing six weeks, after having traveled on horseback, Mulan ties her horses reins onto a wooden pole and places the cloth from Fergus' killer's cloak into a pocket in her armor before heading towards the witch's cottage. "All right witch, show me who this cloak belongs to" the warrior quietly says, approaching the cottage, drawing her sword. She slowly approaches the door, and noticing the lock is broken, she opens it and heads inside. She looks around, but everything is quiet...until the growling of the witch's wolf is heard. A nervous Mulan goes into a defensive mode, dodging when the beast pounces at her. She backs up outside and the wolf follows. As she walks backwards, she carefully watches the growling beast and its movements, but suddenly she realizes something and she lets out a smile, "You're not a wolf" she comments. The wolf jumps onto Mulan and pins her on the ground, but the warrior remains fearless, "You just need a little help remembering who you are" she says before kicking a nearby cauldron. The wolf stands over Mulan, growling in her face as green smoke from the cauldron surrounds it. Suddenly, after the smoke dissipates, none other than Red Riding Hood appears. "Sorry about that. My name's Ruby, my friends call me Red" she tells the warrior, breathing heavily from the transformation.

Act V

509 19
Mulan and Red realise they have mutual friends.

Now night time in DunBroch, Mulan and Red walk together as the latter asks how she knew she was a "girl in wolf's clothing". Mulan explains she's not the first person she's met who a witch turned into an animal, leading Red to explain "wolfing out" is kind of her thing, but the witch managed to put her under her thrall. After a slight pause, Red asks the warrior if she's Mulan, "Yes, have we met?" she asks, confused. Red explains that her friends talked about her, so Mulan asks if she means Phillip and Aurora, but she explains it was Mary Margaret and Emma. She goes on to tell Mulan she knows Phillip and Aurora and the last time she saw them they were about to have a child. Upon hearing this, Mulan becomes saddened and Red sense this, so she asks if she's okay. The warrior insists she's fine, stating she just knows how difficult it is traveling between realms, "How did you end up back here?" she asks, changing the subject. Red stops walking so she can tell her story.

509 20
Ruby, at Prince Neal's naming.

Back in Storybrooke during the time of Snow and Charming's baby naming party, Ruby stands at the back of the diner smiling as she listens to David get everyone's attention. Once everyone is listening, Snow announces that their son shall be named Prince Neal. Everyone claps in celebration...except for Ruby, who, seemingly upset by something, walks off into the back corridor. Snow approaches her friend, and sensing something's wrong, she folds her arm and, with a smile, asks "What is it?". Ruby plays dumb and asks what she's talking about, so Snow explains they just defeated the Wicked Witch and survived a time travel adventure they didn't know they were a part of, "And you're what? The new bathroom attendant? What's going on? What's wrong?" she asks in a comforting tone. Clearly not fine, Ruby assures her friend she's fine, but Snow simply stares at her, knowing she's lying.

509 21
Ruby says farewell to her friend.

Giving in, Ruby explains that ever since they returned to Storybrooke she feels like she hasn't fit in and Snow realizes it's because she's the only one of her kind. "Maybe...I don't know, yeah, probably..." Ruby realizes before explaining she wants to find more people like her. She nervously explains she's been helping Tiny work on the burnt out fields when they thought they'd have to escape Zelena, and although they haven't had much luck, "We did manage to grow this" she reveals, showing a single magic bean. Snow realizes Ruby wants to go back to the Enchanted Forest, and as Ruby begs her not to stop her, Snow instantly gives her a hug, stating she needs to do what makes her happy. "Really?" a happy Ruby asks, leading Snow to explain she's her friend, "What else could I possibly want for you?" Snow asks as Granny walks around in the storage rooms. Snow goes on to tell Ruby it doesn't mean she won't miss her, but a tearful Ruby claims it won't be as much as she'll miss her.

509 22
Red offers to help her new friend.

Back in DunBroch during the missing six weeks, after hearing Red's story, Mulan asks if she found what she was looking for, but she explains she didn't because the others like her were gone without a trace. She then explains she went to the witch for help, leading Mulan to realize that's when she turned her into a guard dog, "Thank you for freeing me" Red smiles. "At least my visit helped someone" Mulan supposes, leading Red to ask why she was at the cottage. She tells Red she made a bad example for an old friend and she wants to find a way to make things right and she thought the witch would have magic that could help track down the man who killed her friend's father. Noticing the cloth in Mulan's hand, Red asks if it belonged to him, so Mulan confirms it did. Red smiles, "You don't need magic to hunt the killer down" she assures her, confusing Mulan, "Come on, let's go help your friend" she says before they both head off.

509 23
Merida receives some good news.

A while later, in the DunBroch Castle, Merida is sat beside her mother, holding her crown. "You can't seriously be considering giving the crown to him" Elinor asks in shock, "It's the only way to ensure we won't all end up under the witch's curse" Merida explains, looking over towards Lord Macintosh. Elinor states she'd rather be a bear again than bow down to Clan Macintosh, but Merida stops her from saying anything else she'd regret. She turns to Lord Macintosh and explains if he can find the helm before the witch's deadline then the crown is his. Elinor is uneasy...while Macintosh smiles. "Don't hand it over just yet" Mulan states, entering the room, followed by Red. The warrior tells Merida she was right, "I gave up and I was wrong, but so were you" she says, going on to claim they'll find the man they're looking for. Merida questions how, so Mulan tells her she brought a friend, turning to Red. Red tells Merida that she's going to sniff him out as she holds the cloth from his cloak. Merida gives her a look, seemingly trusting her.

Two Years Earlier

509 24
Merida realises she's been tricked.

Back in DunBroch of the past, Mulan and Merida are training their sword fighting skills, but when the former is easily able to knock the sword from the latter's hand, she asks if she's already forgotten everything she's taught her. The tired Merida asks why they must start before the roosters even crow, but when horns are heard in the distance, Merida realizes that the invaders have arrived and Mulan brought her out to train to keep her from the fight, "Dad put you up to it, didn't he?" she asks. Mulan tries to stop her friend from leaving, but she ends up being shoved to the ground. Merida grabs her bow and then follows the sound of the horn to the battleground.

509 25
Fergus readies his army for battle.

A short while later, the United Clans are stood in an open field waiting as horns blow and the southern invaders approach, facing opposite them. King Fergus, wearing his helm, watches as the southern invaders draw their swords. He shouts that only cowards attack without declaring where they're from or who they fight for. When the southern invaders remain silent, Fergus turns to his army and yells they're not afraid of who they are, "So let's show them what happens when you face the combined might of Clans DunBroch, Macintosh, Dingwall and MacGuffin!" he finishes, leading everyone to draw their weapons. The two armies roar as they run towards each other, starting the battle. Macintosh, MacGuffin and Dingwall all defeat numerous members of the opposing does the opposing armies masked leader. As King Fergus becomes distracted and works his way through numerous men, killing them, the opposing leader slowly approaches him.

509 26
Fergus is killed by King Arthur.

Meanwhile, up on the top of a hill, Merida arrives and looks down at the ongoing battle, "I am not gonna miss this fight" she tells herself. She prepares to walk towards the fight, but when she notices the southern invader's leader approaching her father, she stops in an attempt to warn him by screaming for him. Unable to hear his daughter over the roars of the men around him, Fergus remains unaware of the knight slowly approaching him from behind, readying his sword. In a last resort, Merida loads her bow with an arrow and shoots it towards the man about to kill her father...but she misses, only hitting his cloak. The knight drives his sword through Fergus' chest, killing him instantly. Merida, now with Mulan beside her, is mortified. As Fergus' killer stops to pick up the king's helm, a screaming Merida is dragged away by Mulan...right before the killer lifts his helm up to reveal himself as King Arthur.

509 27
Arthur and Zelena find the helm.

Back in during the missing six weeks, King Arthur and Zelena stand at the Shores of DunBroch as the former asks the witch if she's sure the helm is here. Zelena claims this is where the bow says it is before using her magic to lift the helm from the water with her magic. She brings the helm towards Arthur with a smile, asking when he'll learn to stop doubting her. However, just as he's about to grab it, an arrow hits the helm, knocking it to the floor. Arthur turns to Merida, who has arrived with Red and Mulan, as she claims the helm doesn't belong to him. The furious king draws his sword, telling the redhead she doesn't know when to give up. Merida asks Red where the man who killed her father is, so the werewolf tells her it's Arthur, as the scent is all over his cloak. "'re the one" she says to Arthur in shock. The king explains he led his knights on a quest to find the missing piece of Excalibur, and when he heard rumor of magic in this land, he came in hopes of finally being able to finish his sword.

509 28
Merida faces her father's murderer.

An angry Merida draws her sword, "So it's true. You murdered my father" she says as they both face each other, aiming their swords; Arthur tells her a knight does what he must on the battlefield. Mulan tries to get Merida to back off, claiming she'll get herself killed, "She isn't the only one" Zelena adds. The warrior reminds the redhead this quest isn't about revenge, but about finding the helm and saving her people. A confused Merida questions why Arthur doesn't have the helm if he's the one killed her father as she saw him take it, so the king explains the helm Fergus was wearing when he died wasn't enchanted. He reveals when he put the helm on it didn't do anything and they lost the battle. Merida realizes her father threw the helm into the sea before the battle began, meaning the troops followed him because they believed in him. Zelena sarcastically comments that as touching as this family drama is, they need the helm, "And I'm gonna do whatever it takes to make sure you don't leave DunBroch with it. My people are counting on me" Merida says, "And so are mine. I've already killed DunBroch's it looks like I'll have to kill its queen" Arthur says before the two engage in battle, clashing swords.

Act VI

509 29
The battle begins.

King Arthur and Merida engage in a sword fight, and when their swords clash and their faces meet, the latter claims the former has no idea about the dark path he sent her down. Arthur says he's been down plenty of his own as it's the burden of wearing a crown, but Merida goes on to explain she blamed herself for her father's death, but she really should have blamed him. They push away from each other and as they aim their swords, Merida promises she won't only stop him from getting the helm, but she'll also make Arthur pay for what he did to Fergus. The two jump forward, clashing swords again, continuing their fight.

509 30
Mulan confronts Zelena.

Meanwhile, as Zelena walks nearby, Mulan jumps in front of her, aiming her sword, and orders her to stop moving for this isn't her battle. Zelena asks Mulan if she has any idea who she's dealing with, but the warrior claims the witch doesn't scare her. Zelena creates a fireball in her hand and Mulan readies her sword, preparing to deflect the magic, but before it can be thrown, Red Riding Hood throws magical dust at Zelena, knocking her unconscious. Mulan comments that using sleeping powder was clever, so Red explains Zelena used it on her, "How do you like it now, witch?" she asks the sleeping witch tauntingly. The two girls then go to grab the wicked witch as Mulan tells her ally to hurry as the dust won't last long.

509 31
Arthur finds himself cornered.

King Arthur and Merida continue to fight and when their swords clash and faces meet again, a desperate and furious Arthur exclaims that he needs the helm to reunite Excalibur and fulfill his destiny as Camelot's king. They push away from each other and then Merida begins looking towards the helm, which is laid on the ground near them, but Arthur warns her if she reaches for it, he'll cut her down just like her father. "Make another move and you'll look like a porcupine!" Lord Macintosh suddenly yells from behind the king, aiming his bow and arrow at him with Lord MacGuffin and Lord Dingwall. Merida tells Arthur that this time one of those arrows is bound to hit more than his cloak. Arthur, realizing he's losing, begins looking around in a panic for Zelena, but when he can't see her, he quietly asks himself where she is when he needs her. "She's sleeping on the job" Mulan shouts out, arriving with Zelena at sword point with the help of Red Riding Hood.

509 32
Macintosh willingly declares Merida the true ruler of DunBroch.

Mulan points out that even Zelena's magic can't stop all these arrows, leading Arthur to yell to the witch that they need to find some other means of retrieving Excalibur. A drowsy Zelena says that's a discussion best had in Camelot; she then teleports the two away in a puff of green smoke. Once the two villains are gone, Merida picks up the helm and thanks the lords and her friends for their help, for she wouldn't have the helm if it wasn't for them. Macintosh states that they couldn't let their queen fall before he gets on his knee, bowing before her. The other lords and members of the clans follow, shocking Merida, who asks if they still want her to be their queen. Macintosh stands and explains she was willing to give up her crown for the good of the kingdom and give up her life to get the helm, "I only ever saw one person make a sacrifice like that and it was your father. If you're not fit to lead the one is" he tells her, causing her to smile.

509 33
Merida is finally crowned as the Queen of DunBroch.

A while later, Merida is sat on her throne in the main hall of the DunBroch castle before her subjects. As she holds a sword in front of her, Elinor announces her daughter as the crowds queen and protector, causing them all to cheer. Suddenly, the doors to the room burst open and the Witch enters, "You're early" Merida comments. As Mulan holds an angry Red back from confronting her former captor, the witch claims the new queen better have her helm. Merida reveals she has it, but won't hand it over because she's going to destroy it. She looks over to Mulan, who gives her an affirmative nod. The witch asks if she's sure that's wise and a confused Elinor wonders what her daughter is doing. Merida assures her mother she knows what she's doing before turning to the crowd and stating nobody should have the power to lead people into a fight they don't believe in. She turns to the witch and claims she'll find a way to end her curse, but she won't be bullied into giving the helm back. "I was hoping you'd say that" the witch chuckles, confusing Merida, "This was never about the helm, dear" the witch explains, "this was about you".

509 34
The Witch reveals her true motive.

Merida asks if this was all a test, so the witch explains King Fergus came to her asking for magic to ensure the future of his kingdom, "And that's exactly what I gave him" she smiles. Merida realizes getting the helm back made her understand what it takes to rule, leading Elinor to tell the witch her magic is never very direct. "It gets the job done. I pride myself on satisfied customers" the witch smiles proudly. Merida questions if they're done, but the witch reveals she wouldn't have come to a coronation without a gift. "It's not another carving of a bear, is it?" Merida groans, amusing the witch, who explains there was one person who couldn't be here today to see the crowning. A shocked Merida hands the helm to her mother and approaches the witch, asking if she means her dad. The witch hands her some magical ale, explaining one cup of it can summon the spirit of anyone who has passed to the Underworld. "You mean I can talk to my dad?" an emotional Merida asks. The witch simply hands the ale over, confirming she can. The redhead thanks her and the witch nods with a smile in return. Lord Macintosh suddenly shouts out, "Long live Queen Merida", causing the crowd to cheer and both Elinor and Merida to smile.

509 35
Mulan is asked to join Red on her quest.

Even later, Merida, Mulan and Red stand at King Fergus' grave as the former thanks the latter two, claiming without them she'd have let her entire kingdom down. Mulan tells Merida if it weren't for her, she'd still be shooting down thugs in a tavern and then Red claims she'd still be licking her chops in the Witch's Cottage. Mulan takes the gold Merida previously gave to her and offers to give it back, but Merida simply asks if this means she can ask what happened before finding her. The warrior reveals she was trying to get over a broken heart, explaining she waited too long to tell someone how she felt about them, and when she finally worked up the courage, it was too late; Merida tells her friend she's sorry. Red butts in and claims she's not the best person to ask for dating advice since she ate the only boyfriend she ever had, shocking Mulan, who says that probably disqualifies her. Red offers Mulan to come with her as it might do her some good. "Searching for werewolves?" Mulan asks, leading Red to state its better than wallowing in self pity. The warrior says she doesn't wallow, amusing Merida, who scoffs at the comment. Red supposes helping someone else with their path may help her with her own; Mulan agrees and thanks Red. Merida offers the two girls good luck and gives them both hugs before watching them walk off together.

509 36
Merida is able to say goodbye to her father.

Once alone, after slight anticipating, Merida sprinkles some of the magic ale over King Fergus' grave, but when nothing seems to happen, she sprinkles some more, "Don't waste that!" her father's voice suddenly calls out, "It's good ale". Merida turns to see her father's spirit stood nearby and she becomes stricken with grief, "Dad..." she manages to say. Fergus proudly tells his daughter she did it, "You became queen". An upset Merida apologizes, but Fergus asks what for, "I lost faith in you. I thought you used the enchanted helm to lead your troops into battle" she explains, leading her father to assure her it's all right, "I lost faith in myself when I went to the witch for that helm" he adds. Merida questions why he didn't use it and what changed his mind, "You did" he explains, telling her that after speaking to her the night before the battle he realized if he wanted to show her what it took to be a leader, he couldn't use magic to do it. Tears filling in her eyes, she tells her father he showed her what a true leader is and she'll never forget it, "I just want to make you proud, dad" she says, almost crying. Fergus assures his daughter she already has, causing her to burst into tears. She runs into his arms and they embrace in a hug, "I wish you were still here" she cries, leading Fergus to say he does too. The effects of the ale start to wear off and Fergus' spirit glows blue before finally vanishing into the air. A crying Merida tells her father she loves him...but she doesn't stay sad for too long. Her face soon becomes filled with rage and then she turns around, yelling out for King Arthur, "You have no idea what's coming for you!".


509 Title Card


  • The title of this episode was officially confirmed by executive producer/co-creator Adam Horowitz, via his Twitter account, on September 28, 2015.[1]
  • "The Bear King" and "Birth" were filmed simultaneously.[2]



This episode garnered 4.85 million viewers, showing a slight decrease from the previous week.


The episode received mixed reviews from critics.

  • Andrea Towers of Entertainment Weekly notes in her assessment of the review, "While the two back-to-back episodes didn't make too much sense meshed together, we still learned a lot of important things."[3]
  • In a review from, Nick Roman said, "...while I can’t say I LOVED “The Bear King”, I can at least say I respected what it was going for: It’s clear that Merida (Amy Manson) is going to be important to the endgame of this King Arthur (Liam Garrigan) storyline, so we needed to establish why and to what degree. And this is easier said than done, considering Merida is a character who, up until this point, hasn’t even been particularly likable. I like Amy Manson in the role of Merida, but she hasn’t always been given the best material, often coming across as unnecessarily combative and standoffish. And so this episode was necessary to soften the character and illustrate why she’s as hard-nosed as she is. This episode also gave Manson the opportunity to really shine, while also bringing back some OUAT alums I didn’t realize I’d missed, such as Mulan (Jamie Chung) and Ruby (Meghan Ory). We also get to meet more of Merida’s family, such as Queen Elinor (Caroline Morahan), and — through flashbacks — the late King Fergus (Glenn Keogh). It’s a story that details how Merida is shaped into a warrior and a ruler who inspires leadership in her people, and from that standpoint, it’s one of the season’s more effective character studies."[4]
  • Christine Orlando of TV Fanatic gave the episode a 4.5 out of 5 stars.[5]


Gallery of photographic stills released to promote the episode.

External Links


  1. Adam Horowitz tweet.
  2. Larry Andreutti tweet.
  3. "Once Upon a Time recap: Birth & The Bear King" from Entertainment Weekly (November 15, 2015)
  4. "‘Once Upon A Time’ Review: ‘Birth’ and ‘The Bear King’ Are Emotional, Twist-Filled" from (November 15, 2015)
  5. "Once Upon a Time Season 5 Episode 9 Review: The Bear King" from TV Fanatic (November 15, 2015)
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