Rumple partners with Ursula and Cruella to work his way back into Storybrooke.
Credit: Jack Rowand/ABC

Superhero franchises tend to follow a familiar, tried-and-true pattern. They launch with origin stories catalyzed by personal tragedy; they feature love interests who are pert and plucky and not granted very much screen time; they increasingly focus on quests to snatch an All-Powerful Glowing Thingie from the bad guy who wants to use it to take over the world, at least if they take place in the Marvel Cinematic Universe. They also tend to make one assumption as they age: The more villains that can be crammed into a sequel, the better.

Often, but not always, this is a strategy that reaches its apotheosis in the franchise’s threequel. Spider-Man 3 didn’t think Harry Osborn breaking bad would be enough to sustain an entire story, so it also threw in Venom and Sandman for good measure. (The movie was not very good.) X-Men: The Last Stand crammed in a whole legion of brand-new bad guys, including The Juggernaut, Multiple Man, and Quill. (Everyone involved with X-Men likes to pretend this movie never happened.) The Dark Knight Rises couldn’t make do with Bane and a semi-evil Catwoman alone, so it tossed Talia al Ghul into the mix as well. (Nobody liked the movie as much as The Dark Knight.) Superman III provided a shaky blueprint for all of those films, mucking things up by forcing the Man of Steel to contend with not only the villainous Ross Webster, but also his own evil double. (It wasn’t as poorly received as Superman IV, but it didn’t exactly garner rave reviews.) Other franchises—think The Amazing Spider-Man 2 and Iron Man 2—play the Too Many Villains card earlier, usually to just as mixed results; still more franchises don’t really go nuts until the fourquel (i.e. Batman and Robin, which is a mess for many reasons, but mostly because the titular heroes have to contend with Mr. Freeze and Poison Ivy and Bane and a Batsuit with nipples).

But despite all those cautionary tales, Villain Creep continues to plague cinemas—maybe because franchises naturally tend toward excess as they age, maybe because a good bad guy is often more fun to watch than a good good guy… so it naturally follows that two good bad guys should be twice as fun. Mostly, though, Villain Creep probably persists because storytellers worry that sequels won’t pack the same punch as their predecessors unless they raise the stakes, and adding multiple antagonists is the easiest way to up a story’s ante.

All of which is a long-winded way of saying that, after multiple arcs that have focused on taking down one major baddie—Cora, Peter Pan, Zelena, the Snow Queen—Once Upon a Time too has decided that a single Big Bad (in addition to shades of grey like Regina, Rumplestiltskin, and Hook) just won’t do. Enter season 4B’s trio of terror: Kristin Bauer von Stratten’s Maleficent, Merrin Dungey’s Ursula, and Victoria Smurfit’s Cruella de Vil.

On one hand, it’s exciting to see the show get back to its roots by introducing characters from stories older than the year 2013. On the other, Once has never exactly suffered from a dearth of characters, and it seems like it’ll be impossible to give each of these ladies the attention they deserve when they’re all constantly fighting against one another—not to mention the billions of other personalities already in Once‘s Disney vault—for screen time.

We’ll put an evil pin in that thought for now, though—because tonight’s midseason premiere is all about simply getting its wicked ducks in a row, poised for future mayhem. The fairyback explains how the Mistress of All Evil, a mysteriously be-legged sea witch, and a Gatsby theme party reject came to know each other in the first place; the present-day story line focuses on how two of them find their way to Storybrooke. And naturally, both plotlines hinge on string-pulling courtesy of Once‘s chief meddler: Rumplestiltskin.

The Dark One is, of course, the one who first calls Cruella, Maleficent, and Ursula together for a Random Villain Caucus. (Timeline nerds: This fairyback apparently takes place earlier than episode 411’s fairyback.) As Rumple reveals, he needs their particular set of skills to help him secure a dark curse. What’s in it for them? He promises said curse will help each of the three ladies achieve their own personal happy endings. (If you drank every time someone said “happy endings” tonight, I’m assuming you’re reading this recap from a hospital bed.) As of now, it’s unclear whether the hex they’re stealing is the same Dark Curse Regina will eventually use to create Storybrooke—didn’t Rumple create that one himself?—but either way, the spell is currently being hidden deep below Hogwarts in the Cave of Wonders inside of a place called Bald Mountain, guarded by a series of “lethal magic obstacles.”

Those obstacles, in order, are: some bugs that Cruella disperses via magical halitosis (sick superpower, De Vil), a ring of dragon fire Maleficent sucks up with her staff, and… a short distance. (Ursula foils that one by reaching across it with one of her tentacles.) Um, maybe “lethal” means something different in the Enchanted Forest than it does here. Also, Rump: You, uh, couldn’t just do any of this yourself?

There is, however, one more thing protecting the curse Ursula has just handed over to Rump: the Chernabog, a.k.a. the winged hellspawn first introduced in this utterly traumatizing Fantasia segment.

Fun fact: According to the Disney wiki, Walt himself thought this guy was “the most horrible Disney villain.” How horrible? “If all the Disney villains held a contest to see which was the most truly, purely, evil, Chernabog would just throw them into the fires of hell.” Now I’m a little bummed Once didn’t keep him around longer, revealing in three episodes or so that Chern’s only aggressive because of his strained relationship with his father. In this scenario, his father is Shere Khan.

NEXT: Evil takes the front door

So yeah: Rumple abandons the Queens with this bat out of hell. It turns out that the demon isn’t as fearsome as he looks, though, because once the Dark One makes his exit, Chernabog basically just stares at CruMalSula until they escape through a convenient crack in the top of the Curse Chamber.

Cut to present-day New York City, six weeks after the events of the midseason finale. Apparently, Rumple’s been living with magic-less Ursula the whole time, squatting in her fish-filled apartment and eating all her ramen. (She must also have an excellent supply of seaweed snacks.) Upon receiving a mysterious email, though, the Dark One can finally put his next big plan into action. He takes a grumpy Ursula to Long Island, where they meet up with the third member of their team: Cruella, who’s apparently been starring in a cut-rate version of Blue Jasmine. Her white-collar criminal of a husband is being taken away by the police; her beloved fur collection is being repossessed. But Rumple promises that he can help her get back everything she’s lost, and more besides—not to mention bring her somewhere that’ll restore her magical powers. “Aren’t you tired of feeling ordinary?” he asks. Uhh, Rump—have you seen Cruella’s eyebrows? Something tells me this lady has never suffered from a case of the ordinaries.

And so Rump and his Angels climb into Cru’s sick Panther De Ville, setting off on a road trip to Storybrooke. Once they’ve reached the Normal World side of the town line, it’s time for the ladies to enact Phase Two: calling Regina, claiming they’ve reformed their wicked ways, and asking her to pretty please let them come into Storybrooke.

It should be noted that Cruella and Ursula lie that they’ve seen the error of being evil only after they claim to have beaten up Rumple in a dive bar and stolen his phone. It should also be noted that Regina, to her credit, is all set to hang up and leave the two other villains stranded on a Maine back road… until they tell her that they recognize the cry of the Chernabog.

That’s right: Batguy is the latest monster to cause panic in the streets of Storybrooke. He was unwittingly unleashed on the town’s poor, exhausted extras—man, their cardiovascular health must be off the charts—when Regina released the fairies from the Sorcerer’s hat, using an ancient spell discovered by Belle and Hook (and translated by “a professor of linguistics at Oxford”). None of our ever-observant heroes noticed his malevolent presence until their victory party; these guys might as well have hung a “Mission Accomplished” banner outside of Granny’s.

So Ursula and Cruella make a deal with Emma and Regina: If the bad guys can help the good guys get rid of the Chernabog, the good guys will let the bad guys into their magical haven. The “help” U&C give is nothing more than telling R&E that Chern’s m.o. is to devour the townsperson whose heart has the greatest potential for evil; still, it’s enough to help the gals form a plan. They climb into Emma’s bug, drawing Chern behind them, and stopping short right before the town line. Chern can’t put on his brakes fast enough; he careens over the line, going “poof” as soon as he enters the magic-less world that is Not Storybrooke.

This would be about the time that you’d expect Emma and Regina to turn right around, maybe stopping in for a cone at the Snow Queen’s old ice cream shop to celebrate a job well done. Instead, they decide to honor the deal they made with Cruella and Ursula, welcoming them into Storybrooke via Ingrid’s old scroll. I’m just gonna leave this here. Psst, heroes: If you knowingly invite a vampire into your house, you’ve got no grounds to complain when he sinks his fangs into your neck a few episodes later.


  • Cruella and Ursula use the same scroll to bring Rump back into Storybrooke; he tells them that he’s the linguist who told Belle how to release the fairies (and tricked her and Regina into releasing the Chernabog), which prompts more questions than it answers. (For example: Is Rumple also a computer wizard?) He also says that Phase 3 in Project Happy Endings will be reviving Maleficent, who’s only mostly dead.
  • According to Rumple, Chernabog wasn’t trying to devour Regina—what he really wanted was Emma. Is there a Dark Savior storyline in our future?
  • Oh, and one more dangling plot thread: Once inside the town line, C and U have a secret meeting with Snow, who tells them that “no one must ever know what happened between us in the Enchanted Forest,” or she’ll rip their hearts out. (David is also there, giving his best Blue Steel.) Intriguing! Any theories?
  • 1) Is there a name for Belle/Hook shippers? 2) Can it be bell hooks?
  • The fairies are all safe from the hat’s clutches… except, apparently, poor Nova. Nova, what have they done with you?!
  • Speaking of fairies: According to Blue, the Sorcerer (he of the hat) and the Author (he of the storybook) are not, in fact, the same person. Iiiiinteresting.
  • In the night’s strangest quip, Maleficent accuses Ursula of trying to impregnate her via tentacle.
  • After somehow ending up in our world, Cruella decided to assimilate by dressing as she always did, doing her hair as she always did, driving a car with a big honking “DE VIL” vanity license plate, and… changing her name to Cruella Feinberg. As my good pal Mona Lisa Vito once said: “Oh yeah. You blend.”
  • Lost Easter Egg alert: Rump, Cru, and Urs stop for drive-thru at Mr. Cluck’s.
  • What’s the over-under on Blue “dying” again before the end of the season? I’m gonna say 3:1.
  • Raise your hand if you, like my couchmate, were very disappointed to learn that the Chernabog was not, in fact, Goliath.

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Episode Recaps

Once Upon a Time

Everything you’ve ever read about fairy tales is true—the residents of Storybrooke are living proof.

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