Once Upon a Time Wiki
This page is move protected The subject of this article is involved with the Once Upon a Time The subject of this article is or relates to an episode The subject of this article is featured in Season Two of Once Upon a Time
This article focuses on the Season Two episode, "Lady of the Lake".
For the location, see Lake Nostos.
For the Camelot character, see Lady of the Lake.

The siren who lived here? I killed her. That's why the lake is dry.

Prince Charming to Lancelot

"Lady of the Lake" is the third episode of Season Two of ABC's Once Upon a Time. It was written by Andrew Chambliss & Ian Goldberg and directed by Milan Cheylov. It is the twenty-fifth episode of the series overall, and premiered on October 14, 2012.


Emma and Mary Margaret, with the aid of Mulan, Aurora and brave knight Lancelot, attempt to find a portal that will bring them back to Storybrooke. But a dark force threatens their safe return. And Henry Mills tries to talk Jefferson into reuniting with his daughter. Meanwhile, back in the fairytale land that was, on the eve of meeting Prince Charming's mother, King George poisons Snow White, and the only antidote lies within the waters of the Lady of the Lake.[1]


This section is a detailed recap of this episode. There are major spoilers. Click to expand.

In the Enchanted Forest, Red Riding Hood is seen running through a forest and into a camp site, where Prince Charming, Snow White, and two others are planning how they will take back the kingdoms. Red then divulges the news regarding King George's new general, who has been dubbed the "Leviathan." Snow White has just asked how near the army is to them, when an arrow, which has been shot into the tent, pierces the map they have been studying, suggesting that the King's army is quite close by. The group splits up. Prince Charming tells Snow White to go ahead without him, as she would have a better chance of escaping alone. He tells her to meet him at "the cabin", in two days. He adds, "I guess it's about time you met my mother." The Prince tells her this, before they kiss and part ways for the moment. The Leviathan sees them from afar and proceeds towards Snow White. The knight attacks Snow White by knocking her to the ground and introduces himself as Lancelot. "Of the Round Table?" Snow White asks. "Not anymore," the knight replies, before he abducts her.

In the present day Enchanted Forest, an unconscious Mary Margaret Blanchard is taken care of by Cora, while Emma Swan asks her where they are. Emma states that they should not be kept in the prison for long as they did not do anything wrong, to which Cora agrees. She eventually reveals to Emma that she is the mother of Regina Mills. Mary Margaret wakes up and is at once uneasy at seeing Cora again. Mary Margaret warns Emma that Cora is far worse than Regina. When Cora asks about her daughter, Emma spills some information about Henry. Soon after, the two are sent word to that the leader of the survivors wishes to speak with them.

Back in Storybrooke, David Nolan, and Henry Mills walk down the street, discussing a plan on how to get back Emma and Mary Margaret. Henry beings on a new operation dubbed "Operation Scorpion," but David cuts him off saying that it isn't safe for Henry to help. David makes Henry promise not to help, and leaves him at the school bus stop. Instead of going on the bus, Henry runs off.

Back in the Enchanted Forest, Emma and Mary Margaret have a brief talk about why Mary Margaret followed her down the portal. Emma thinks that it was because Mary Margaret saw her as helpless, but Mary Margaret explains that she just wanted to be with her daughter. Just then, Lancelot comes out of a hut and immediately recognizes Snow White. The two share a quick hug, and Mary Margaret introduces Emma to him. From afar, Aurora, still bitter over Phillip's death, tells Mulan that she wants justice. Mulan, on the other hand, tells her "not to confuse vengeance with justice." Aurora tells Mulan that she understands, but, after Mulan leaves, she draws out a concealed dagger and looks back at Emma and Mary Margaret. Mary Margaret tells Lancelot that she thinks she knows were a portal is, but won't say as Cora is near and she is not taking any chances. Lancelot agrees to let them go, but only if she and Emma take Mulan for protection, to which they agree.

In the Enchanted Forest that was, Snow White is brought before King George who gets Lancelot to give Snow White some water. He then tells her that he had a true love of his own, but they could not have children, because his wife was enchanted by an infertility curse. He then reveals that he has used the same curse on Snow White. The water she drank has made her barren.

In present-day Enchanted Forest, Mulan is giving Emma and Mary Margaret a pep talk, and she tells to arm themselves, pick their weapons wisely. Emma gets back the gun that was taken from her, when she was captured. Mary Margaret reveals her plan is to go to the Castle and to see if the Magic Wardrobe is still there.

Meanwhile, in Storybrooke, Henry has found Jefferson. Henry tries to find out from him if there is magic in Storybrooke and learns that Regina has brought her vault with her. He tells Jefferson to go and find his daughter, as not knowing is the worst thing.

Regina Mills is in the mayor's office, packing when her cell phone rings. She answers it and it is Henry Mills. She tells him that she is packing up her office as she has been asked to leave. She agrees to meet him at Granny's for lunch in ten minutes. She picks up her purse and quickly exits. Henry enters from an interior door and goes directly to a file cabinet which he opens and from which he removes a large set of keys.

On their quest in the present day Enchanted Forest, Mulan tells Emma and Mary Margaret that they will set up camp there. Emma asks why they are making a fire if there are ogres, to which Mary Margaret replies that ogres are blind and rely on hunting by sound and smell. She then asks Emma if she is okay, because she is out of her element and decides that is best for Emma to guard the big empty clearing, whilst she and Mulan go to get water and firewood, as it was the safest place for Emma.

Back in the past, Snow White realizes that she is being pursued. She ambushes Lancelot and knocks him off of his horse. She questions his desire to help her, after what he has done, but he insists that he did not know that the water was poisoned. He warns her that King George's men are on their way to the cabin where Prince Charming and Ruth are. At the cabin, Ruth is making it look beautiful, when Prince Charming hears something and tells his mother to go inside. Charming defeats the King's men. However, when she thinks he is in trouble, Ruth comes back out of the house and is shot by a poisoned arrow. Prince Charming tells her that everything is going to be okay, and Snow White arrives back with Lancelot, saying that she is sorry she came back too late.

At their camp, Mary Margaret is making a fire, when Aurora appears with a knife and tries to kill her. She flips Aurora over and the two start to fight. Mulan intervenes and tells Mary Margaret that she will deal with Aurora. Emma appears and, seeing them all engaged in fighting, fires her gun into the air, to get their attention. She tells them to back away from Mary Margaret. However, an ogres cry rips through the air, and Emma realizes that the loud gunshot has unexpectedly summoned the ogre. The four women end up running away. They split up, but Emma trips over a log. She tries to shoot the ogre with her gun, but the ogre knocks it from her hand and crushes it. Mary Margaret whistles to catch the ogre's attention and kills it before telling Emma not to try that again.

The scene switches to Prince Charming being told by Lancelot that the arrow was poisoned. They decide to go to Lake Nostos to heal Ruth. Prince Charming asks Lancelot how he came to lose his place as a Knight of the Round Table, he replies, "The same reason as you. Because of a woman." Ruth and Snow White are talking. Ruth tells Snow White that she has an amulet that can tell what sex your first born baby would be, even if the person is not pregnant. Ruth attempts to try it on Snow White, but the necklace does not move. Ruth tries to make light of it, saying that it is just a superstition, but Snow White informs her about the infertility curse. Ruth tells Snow White that she can also drink of the healing water at Lake Nostos, and that Snow White will be an amazing mother.

As they approach the castle, Mulan tells Aurora to hurry up, and Emma gives her her jacket to keep her warm. Mulan then spots the castle and Mary Margaret announces that they are home.

At Lake Nostos, Prince Charming, Ruth, Snow White and Lancelot discover that the lake is bone dry.

Back in Storybrooke, Henry breaks into Regina's vault. There are many shelves that contain hearts, which thump loudly as he passes by them. He stumbles onto a box, but upon opening it, Agrabahn Viper spring out in attack. He is saved when David arrives in time to close the box. Henry tells David that he was just trying to get Emma and Mary Margaret back. David says that he understands, but Henry has to go to school, and he has to make sure that nobody else discovers the vault.

At the lake, Lancelot searches the lake bed trying to find any water that remained, but can only find a tiny bit in a seashell, only enough for a sip. Ruth tries to get Snow White to drink it to remove the curse, but Snow White says that she could not. Ruth reveals that she would rather sacrifice her own life for those of her children, and that Snow White would understand this some day. Prince Charming does not know about Snow White's curse and believes that their prayers have been answered, telling Ruth to drink the water. Ruth takes the vial from Lancelot and drinks, but she tells Snow White to have faith, and they will find another way. Snow White says maybe it is for the best since she never grew up with a mother, and cannot imagine herself as one.

At The Castle, Emma and Mary Margaret enter Emma's nursery. Mary Margaret reveals that she wanted to raise Emma here, but was unable to, and Emma tells her that they have a family back in Storybrooke that they have to get back to.

Back at the lake, Prince Charming is frustrated that Ruth is still dying. She tells him that it is okay and says that her only regret is that she wanted to see her son get married. Snow White asks Lancelot to perform a marriage service right there, and the knight agrees. Just after Prince Charming and Snow White get married, Ruth passes away.

Emma asks Mary Margaret how to activate the wardrobe, and Mary Margaret tells her that they will need to take it back to the island. Suddenly, Lancelot appears and offers to help them. However, he is more focused on the wardrobe than the girls and tells them it is, because he wants them to get back to Henry. This makes Snow White realize that it is not Lancelot, as Emma only told one person about Henry, and that was Cora. Cora turns back into herself and explains that she killed Lancelot and took his place a long time ago, as the survivors would not have otherwise followed her. Mary Margaret attacks, but Cora just uses her magic to put her aside, pinning her to the wall. Emma tries to attack, but Cora does the same thing to her. Luckily, Emma still has the gunpowder from her bullets and manages to burn the wardrobe, so that Cora can't get through it and become a menace to her daughter and to Henry. Mulan intervenes, and Cora disappears. When everyone is safe again, Emma announces that she has gotten rid of their only way home.

Back in the Enchanted Forest that was, Prince Charming is seen burning a candle in his mother's memory. Snow White says that she is sorry that he has no family left, but he tells her that he still has her, and one day they will have children. He then shows her the amulet and repeats the legend of its power. Snow White tries to refuse it, but once over her hand, to Snow White's surprise, the amulet starts swinging. Snow White is happy, but won't tell Charming which sex the amulet predicted. She then goes to Lancelot and says that she knows that Ruth had only pretended to drink the healing water so that Snow White could have it. She accuses him of putting the healing water in the cup she drank from in the wedding ceremony, but Lancelot says that he does not know what she is talking about. He then asks her what her baby will be, and Snow White reveals that it will be a girl.

Back in the present day, the four women are discussing Cora's treachery and how brave Lancelot was before. Mary Margaret tells Mulan that they need to tell the survivors that Lancelot died a heroic death, and Mulan suggests that Mary Margaret becomes their leader. When Mary Margaret tells her that she cannot, because she has to get back to Storybroooke, Mulan and Aurora say that they will help them. Emma and Mary Margaret then talk about the past, their regrets that Emma had to grow up alone, and their bond as mother and daughter. Mary Margaret tells Emma to start believing that she has someone looking out for her. After they have left the nursery, Cora reappears and puts some of the ashes of the wardrobe into a small bottle.

In Storybrooke, Jefferson waits for Paige at the school bus stop. He calls to her, and they are both overjoyed to be reunited. They share a massive embrace. Meanwhile, David finds Henry in Emma's car and tells him that he needs Henry's help in finding Emma and Mary Margaret. He then gives Henry a wooden sword and they start to practice sword fighting. Albert Spencer is in his car, spying on the two and looking angry.



Guest Starring




Production Notes

  • "We Are Both" and "Lady of the Lake" were filmed at the same time.[4]
  • The ogre featured in this episode was computer generated from an on-set visual effect tool of a paper ogre head on a stick. The stick acts as a stand-in to give the actors in the filming scene appropriate eye level visually, and also allows the CGI team to accurately create the CG character in the correct spot.[5]

Event Chronology

Episode Connections



Fairytales and Folklore

  • Lancelot says that he's fallen from grace because of a woman, a reference to the character's legendary romance with Guinevere from Arthurian legend.
  • Lancelot says that they will need something stronger than fairy dust to heal Ruth's wound. Fairy dust originates in the Peter Pan story.
  • Lancelot speaks of a legend from his kingdom, about a cup that has the power to grant eternal life, a reference to Camelot and the Holy Grail.
  • Charming says that he killed the Siren who lived in the lake. Sirens are creatures from Greek mythology.
  • Emma and the others have an encounter with an ogre, which are creatures from European mythology.[12]
  • While searching the lake bed for any remaining water, Lancelot says, "God in his mercy, lend her grace", which is directly from the ending stanza of Alfred Tennyson's Victorian ballad "The Lady of Shalott", which is about the Arthurian legend.[7] The full stanza reads:

But Lancelot mused a little space;
He said, "She has a lovely face;
God in his mercy lend her grace,
The Lady of Shalott."

  • The same excerpt appears in dozens of episodes; read the trivia section in the article for Henry's storybook for more information and a transcript.

Popular Culture

  • When Lancelot presents chimera as a food source, Emma asks if it's like turducken; a dish consisting of de-boned chicken stuffed into de-boned duck and then stuffed into a de-boned turkey.

Props Notes

Set Dressing

Filming Locations


  • After Snow White is poisoned by King George, she is disposed of on the side of the road. At the shot from her backside as she falls from the impact of being thrown, the upper right back part of her clothing is barely smudged with a light imprint of dirt. The camera angle switches to the front and then to the back again, to show the upper right back part of her clothing is now deeply coated in a heavier amount of dirt.

International Titles



  1. 1.0 1.1 1.2 LISTINGS: ONCE UPON A TIME. The Futon Critic. “Air Date: Sunday, October 14, 2012. Time Slot: 8:00 PM-9:00 PM EST on ABC. Episode Title: (#203) "Lady of the Lake"”
  2. Bibel, Sara (October 16, 2012). TV Ratings Broadcast Top 25: 'Sunday Night Football' Tops Week 3 Viewing Among Adults 18-49, & With Total Viewers, 'Modern Family' Number 1 Scripted Show. TV by the Numbers. Archived from the original on February 17, 2013. “Once Upon A Time. ABC. 9449.”
  3. File:203Title.png
  4. Ginnifer Goodwin and Josh Dallas on the Season Two Blu-ray/DVD Audio Commentary for "Broken"
  5. Ochej, Josephine (April 30, 2013). Roar. ABC. Archived from the original on October 14, 2013. “VFX On-Set Supervisor Dale Fay stands with a very important VFX tool: the Ogre on a Stick. Whenever we shoot an scene involving CG (Computer-Generated) characters, such as Jiminy Cricket, the Blue Fairy, or, as in this case, the Ogre from Episode 202, Dale creates an image that is affixed to a stick or a stand so that it gives the actor in the scene an appropriate eye line for the scene, and for the VFX team to create the CG character in the right places.”
  6. TwitterLogo.svg @AdamHorowitzLA (Adam Horowitz) on Twitter (October 20, 2015). "Hey #Oncers -- here's writer @AndrewChambliss clarifying last night's #OnceUponATime timeline. Hope this helps!" (screenshot)
  7. 7.0 7.1 7.2 Dove, Steve (October 16, 2012). Storybrooke Secrets: Lady of the Lake. ABC. Archived from the original on May 18, 2015. “When Ruth, Prince Charming's mother, is mortally wounded, Charming suggests that they take her to Lake Nostos and give her some of its magical waters. Fans will remember this as the lake Prince Charming travels to in Episode 113: "What Happened to Frederick". In that episode, he used water from the lake to change Frederick back to a normal man after he had been accidentally turned to gold by King Midas. While at the lake, Prince Charming picks up a crown from the dry lakebed. It belonged to the Siren that guarded Lake Nostos. Unfortunately, it seems that when Charming killed her--it was totally self-defense!--the lake dried up. Time for another callback! The two-headed Agrabahn Viper that Henry finds in Regina's secret vault is the same venemous snake that The Genie used to kill King Leopold in Episode 111: "Fruit of the Poisonous Tree". No one can say Regina's not an animal lover. Finally, a little something for our literary fans. Didn't you guys get enough after all of that Shakespeare last week? Sheesh! Those who've read Alfred, Lord Tennyson's poem about the Arthurian legend, The Lady of Shalott, may have recognized Lancelot's line "God, in his mercy, lend her grace."”
  8. File:106DontDoIt.png
  9. File:402RuthLooksAtDavid.png
  10. File:607FlockThisWay.png
  11. File:203Office.png
  12. Ogre. Encyclopædia Britannica. Retrieved on October 13, 2021. “The word gained popularity from its use in the late 17th century by Charles Perrault, the author of Contes de ma mère l'oye (Tales of Mother Goose). Since then, ogres have appeared in many works, including "Tom Thumb"; "Hansel and Gretel," where the witch is a type of ogre because she intends to eat the children; and "Little Red Riding Hood," where the wolf resembles an ogre.”
  13. File:203HeartVaultStorybook.png
  14. File:203FollowMyLead.png
  15. File:103KnightHitsGround.png
  16. File:615Target.png
  17. "Emma Swan" (2) prop boot knives from Once Upon a Time Season 1, Episode 3 and Season 2, Episode 3.. iCollector (May 2019). Archived from the original on December 16, 2018.
  18. File:203MyWayHome.png
  19. File:713SwordFighting.png
  20. "Henry" and "David" (3) play swords from Once Upon a Time Season 2, Episode 3.. iCollector. Archived from the original on February 22, 2019. Retrieved on December 5, 2018. “Also seen used by Hook and Alice in S07.”
  21. File:203Corpses.png
  22. 22.0 22.1 File:217GoThroughUs.png
  23. File:104EllaAtTheWell.png
  24. File:108Noooooo!.png
  25. File:115Corpses.png
  26. File:117CarriageIsThat.png
  27. File:320Glinda!Glinda!.png
  28. File:504NoLongerTheBrokenKingdom.png
  29. File:507MerlinAndNimueWalkOff.png
  30. File:602ArrivingAtVillage.png
  31. File:701ThrowingThat.png
  32. File:722BelleAppears.png
  33. Siren #207 “Entrapment”. MovieMaps. Retrieved on March 11, 2019.
    File:203AllThatsLeft.png (Once Upon a Time)
    Screenshot from Siren: "Entrapment" (Note the placement of the dunes and surrounding trees. Once Upon a Time CGIed out the power lines and the mountain in the upper right hand corner.)
  34. 34.0 34.1 Movies Filmed at The Makin Lands. MovieMaps. Retrieved on March 11, 2019.