Think Lovely Thoughts

"Think Lovely Thoughts" is the eighth episode of Season Three of ABC's Once Upon a Time. It was written by David H. Goodman & Robert Hull and directed by David Solomon. It is the fifty-second episode of the series overall, and premiered on November 17, 2013.

Synopsis
Pan leads Henry to a secret cave, where he has convinced the boy that he alone can save magic and Neverland itself. But a showdown between good and evil is about to go down as Emma, Mary Margaret, David, Regina, Mr. Gold, Neal and Hook find themselves directly on a path to Pan in an effort to save Henry. Meanwhile, back in the Fairy Tale Land that was, young Rumplestiltskin is given a magical item that could help him make a fresh start with his father -- who has been anything but a good dad.

Starring

 * Ginnifer Goodwin as Mary Margaret Blanchard
 * Jennifer Morrison as Emma Swan
 * Lana Parrilla as Regina Mills
 * Josh Dallas as David Nolan
 * Emilie de Ravin (Credit only)
 * Colin O'Donoghue as Hook
 * Michael Raymond-James as Neal Cassidy
 * Jared S. Gilmore as Henry Mills
 * Robert Carlyle as Mr. Gold

Guest Starring

 * Robbie Kay as Peter Pan
 * Rose McIver as Tinker Bell
 * Wyatt Oleff as young Rumplestiltskin
 * Colin Corrigan as thug
 * Stephen Lord as Malcolm
 * Lindsay Collins as spinster #1
 * Glynis Davies as spinster #2
 * Freya Tingley as Wendy
 * Marilyn Manson as The Shadow

Production Notes

 * The title card features Skull Rock.

Event Chronology

 * The Enchanted Forest events occur before "Manhattan".
 * The Neverland flashbacks take place before "Good Form".
 * The present day Neverland events occur after "Dark Hollow".

Episode Connections

 * Neal is surprised Mr. Gold is telling the truth about ripping his shadow away, which he first learned of in "Nasty Habits".

Fairytales and Folklore

 * This episode features Hook, Peter Pan, Tinker Bell and Wendy Darling from the Peter Pan story.