Souls of the Departed

"Souls of the Departed"
Season Five
Season 05, Episode 12
Episode Information
Character backstory	Evil Queen Valet
Premiere date	March 6, 2016
Viewers	4.01 million
Written by	Edward Kitsis & Adam Horowitz
Directed by	Ralph Hemecker
Episode Chronology
Previous Episode	"Swan Song"
Next Episode	"Labor of Love"
Related Pages

“

They're not the dearly departed. They are dead, wretched souls.

”

—Mr. Gold

"Souls of the Departed" is the twelfth episode of Season Five of ABC's Once Upon a Time. It was written by Edward Kitsis & Adam Horowitz, and directed by Ralph Hemecker. It is the one hundredth episode of the series overall, and premiered on March 6, 2016.

Synopsis

Emma, Regina, Mary Margaret, David, Robin, Henry and Gold arrive in the Underworld, on a mission to rescue Hook, only to discover that their search will be more difficult than they had anticipated. The inhabitants of the Underworld—all souls with unfinished business and many with quite personal vendettas—hound our heroes at every turn. Meanwhile, in an Enchanted Forest flashback, a familiar face from the Evil Queen's past returns to present Regina with the perfect birthday gift.

Recap

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

Emma Swan awakens in her yellow Bug, parked in a closed amusement park. As she looks around, Neal Cassidy addresses her from the back seat. Shocked, Emma asks him if she's dreaming. Neal, joining her in the front seat, assures her that she is not dreaming, and compares the encounter to "a long distance call from an old friend." He asks her how their son is doing. Emma tells him that Henry is fine, and asks him if they are in the Underworld, recalling that she was on her way there.

Neal tells Emma that he knows she was headed to the Underworld, and tells her not to go. He informs her that the Underworld is not an easy place to leave, and although he knows she wants to save Hook, the situation will not end the way she thinks it will. When Emma tells Neal that she would have gone after him too if she knew it was possible, Neal informs her that she wouldn't have been able to, as he is not in "limbo". Emma asks if Hook is in the Underworld, Neal tells her he is, and Emma reveals her plan to split her heart and share it with Hook. She asks Neal for help, but he tells her that the Underworld "is for people with unfinished business" and he doesn't have any, which is why he isn't there. Emma asks him where he is, and Neal replies that he's someplace where he's happy, and he came to her to warn her. He asks her again to give up her plan. Emma tells him that she can't, and Neal responds that he knew it, but still had to try. He kisses her forehead and tells her that he loves her, then exits the car. Emma says his name, touching the window, and suddenly awakens on the boat transporting her, Mary Margaret Blanchard, David Nolan, Regina Mills, Robin Hood, Henry Mills and Mr. Gold to Underbrooke. Mary Margaret asks Emma if she's okay, and Emma assures her parents that's she's fine. Mr. Gold informs the group that they've arrived.

The group disembarks, and finds themselves walking along the main street of an eerie, run-down version of Storybrooke. The clock tower lies in the road, and Emma's burned bug sits on blocks outside the Marine Garage. Emma wonders how the Underworld can look like Storybrooke, and Gold replies that her questions are pointless. He reminds the group that the residents of the Underworld are "dead and trapped because they have unfinished business". Cruella De Vil drives by in her distinctive car, and Mr. Gold reminds Emma that Cruella is there because of her. He reminds the group that many of the residents are there because of them, and advises them not to dawdle. Emma suggests the group split up, and they do. As Regina and Robin Hood fall in together, they pass by a man graffitiing the Any Given Sundae sign, who stops to gaze at Regina.

In the Enchanted Forest of the past, the Evil Queen and her Black Knights arrive in a village, with all its residents standing outside holding various gifts. A peasant woman wishes the Queen a happy birthday, proffering her a pie. Regina samples the filling, which is blueberry, calling it "not bad", but declaring that she prefers apple. The woman looks frightened as Regina addresses the crowd, telling them that while they don't have the present she wants, they will get it for her--"Snow White's heart on a plate". She informs the crowd that she knows Snow White has visited, and approaches the woman with the blueberry pie, gesturing toward her chest. Blacktooth, a man in the crowd speaks up, stopping the Queen. He informs her that he can tell her where Snow White is, but wants something in return. Refusing to deal with him, the Queen uses her magic to choke the man, demanding he tell her "where that wretched girl is". A voice responds "Behind you!"

Snow White, armed with her bow, Prince Charming, Grumpy, Bashful, Doc, Dopey, Happy, Sleepy and Sneezy stand among the villagers. Snow White suggests that they end the conflict. Regina blows out the fireball in her hand, telling Snow White that she's lucky it's her birthday, and disappears.

A short time later, Regina stews in her palace. Her father suggests that she should give up on revenge and move on. Regina tells him that she won't give up until she adds Snow White's hear to her collection. Her father tells her that he understands that she loved Daniel, but her mother is to blame for his death, and tells his daughter not to let her win by becoming the "merciless Queen" she wanted her to be. The Queen reminds her father that her mother does not control her, reminding him that she banished her to Wonderland. Her father informs her that while she holds on to her quest for vengeance, her mother will always have a hold on her.

In present-day Underbrooke, Blacktooth approaches Cora in the Mayor's office in Underbrooke Town Hall. He informs her that "she" is here. Cora thanks him, and asks how her daughter is doing.

Elsewhere, Mary Margaret enters Underbrooke's version of Granny's Diner. Behind the counter, the Blind Witch breathes deeply, recognizing her as Snow White. Mary Margaret tells the Witch that she is looking for a friend, and describes a man with dark hair and a hook for a hand. The Witch recognizes the description has Hook, but informs Mary Margaret that he hasn't been to the diner. David enters and, noting that his outfit has changed, Mary Margaret asks him if everything is okay. He assures her it is, and as she begins to tell him that the Underworld is creeping her out, he kisses her. Breaking the kiss, he comments, "I see why my brother likes you", revealing himself as David's deceased twin, Prince James. James deduces that, since Mary Margaret is in town, so is his brother. He gives Mary Margaret a message for David: "There's a new Sheriff in town." He takes a coffee from the counter and exits through the back of the diner.

The real David Nolan enters, catching a brief, shocked glimpse of his brother's back. Emma and Mr. Gold also enter the diner. Mary Margaret informs Emma that there is no sign of Hook at the Town Hall or park. Emma worries that Hook might not have any unfinished business, and may not even be in the Underworld. Mr. Gold reminds her that Hook died as the Dark One, and is in the Underworld. He tells the group that he wants to do things his way, and may have something in the Underworld that can help. He exits the diner alone.

Henry enters via the passage to Granny's inn, holding a key. He tells Emma he was checking the rooms, and Emma recognizes the room number as the one Neal used in Storybrooke. Henry tells her that he wanted to tell his father that he is "okay". Emma assures him that his father knows. When Henry asks how she can be sure, Emma, with tears in her eyes, responds that she just is, and tells Henry that Neal is in a better place.

Regina and Robin Hood walk along the town's main street. Robin remarks that the town's resemblance to Storybrooke is "uncanny". Regina remarks that she "conjured" Storybrooke using the Dark Curse, and speculates that the creator of the Curse got their inspiration from the Underworld. Robin suggests the opposite might also be true.

Regina stops suddenly, accusing Blacktooth, also the man she saw grafittiing earlier, of following her and Robin. She asks him why, and he responds, "Someone wants to see you."

Deleted Scenes

"Another Option"

This scene is included on Once Upon a Time: The Complete Fifth Season.

As Regina, Robin and Henry arrive at the docks with the others to leave the Underworld, Regina admits that she doesn't want to leave them, which makes Mary Margaret become upset and hug her. As they walk, Henry tells Regina that her father is the only person she ever loved once and that now she's trying to make up for she did to him, which Regina says that what she did she can never make up for. Henry then asks her why he is named after her father. Regina explains that it was never about her, it's about her father himself. Out of all of her bad life, her father is the only person who believed in her and gave her hope. And Henry showed her that she can find happiness again, just like her father did. After a brief moment, she decides to no leave, because that's exactly what her mother wants. After they hug, Regina explains that she's helping her new family.

Cast

Starring Ginnifer Goodwin as Snow White/Mary Margaret Blanchard Jennifer Morrison as Emma Swan Lana Parrilla as Evil Queen/Regina Mills Josh Dallas as Prince Charming/David Nolan Emilie de Ravin as Belle Colin O'Donoghue as Hook Jared S. Gilmore as Henry Mills Rebecca Mader (Credit only) Sean Maguire as Robin Hood Robert Carlyle as Mr. Gold Guest Starring Lee Arenberg as Grumpy Emma Caulfield as the Blind Witch Giancarlo Esposito as Magic Mirror Greg Germann as Hades Barbara Hershey as Cora Robbie A. Kay as Peter Pan Tony Perez as Valet Michael Raymond-James as Neal Cassidy

Co-Starring Jesse Blue as Black Knight Michael Coleman as Happy Faustino di Bauda as Sleepy Stefano Giulianetti as Jester David-Paul Grove as Doc Jeffrey Kaiser as Dopey Gabe Khouth as Sneezy Mig Macario as Bashful Steven Roberts as Blacktooth Julia Tortolano as Blueberry Pie Gal Uncredited Josh Dallas as Prince James Unknown as Charon Unknown as Cruella De Vil

Trivia

• Production Notes
• Episode Connections
• Cultural References
• Set Notes
• Goofs
• Other Notes

Title

• The title card features the Underworld's fallen clock tower.
• The title of this episode was announced by Adam Horowitz via his Twitter account on October 29, 2015.
• Adam Horowitz is a fan of the singer Bruce Springsteen. This episode shares its name with a song from the rock star's 1992 album Lucky Town.

Production Notes

• The opening scene with Neal was not filmed during the original filming schedule of this episode, which occurred in November 2015. Instead, Michael Raymond-James filmed his scene indoors on a soundstage three months later in January 2016. The actor went through great lengths to keep his return a secret.
• The birthday theme of the episode's flashback is in celebration of the show's 100th episode anniversary.
• A segment where Cora picks up and holds some dried flowers from Regina's vanity table after she comes through the looking glass, was deleted from the episode.
• Jiminy Cricket appears in this episode, but Raphael Sbarge did not return to voice him.
• The idea of Hades getting a pedicure was pitched by Greg Germann.
• The floor in Hades' lair has a pentacle motif. The edges show the pitchfork-like motif from one of the flags in the lair. The floor of the Ambrosia Temple from "Firebird" has the same design.
  • Fittingly enough, the pentacle and the pentagram are often associated with evil and the devil. However, they are also seen as positive and spiritual images. These symbols have been used by major world religions, and can be found in ancient scriptures of Christianity and even Judaism. In earlier times, Christians have widely used the pentagram as a personal charm and a protective amulet, and at one time, the pentagram was used to symbolize the five wounds of Jesus when he was hanged on the cross. The pentagram and the pentacle have also been used by occult faiths and magicians, and today, the pentagram is used as a symbol for Wicca, Witchcraft, and Paganism. It is also said that the five points of the pentagram represent the five elements, fire, earth, water, air and spirit.
  • The platform over the River of Lost Souls from "Devil's Due" is also shaped like a pentacle.

Event Chronology

• The Enchanted Forest flashbacks occur after "Lost Girl" and before "Hat Trick". (For more details, see the Enchanted Forest timeline)
  • These events take place on the Evil Queen's birthday, on February 1.
• The Storybrooke quick-scene take place during "Swan Song", before the group's departure for the Underworld. (For more details, see the Land Without Magic timeline)
• The Underworld events take place after Hook's death in "Swan Song", and before "Labor of Love".

Episode Connections

• Neal sacrificed himself in "Quiet Minds".
• Neal surprises Emma by popping up in the backseat of the car, exactly like he did when they first met in "Tallahassee".
• When Emma asks Neal "Am I dreaming?" he responds "No. If this were a dream, there'd be, like, talking doughnuts or something weird like that". In the Season Six episode, The Black Fairy, when Emma enters the Dream Realm with Rumplestiltskin she says she thought there would be "talking doughnuts or something."
• Emma and her family traveled to the Underworld in "Swan Song". They leave the Underworld in "Firebird".
• Emma wants to split her heart and give it to Hook in order to save him. This plan was first established in "Swan Song".
• Emma killed Cruella De Vil in "Sympathy for the De Vil".
• The Blind Witch was killed by the Evil Queen in "True North".
• Prince James was killed by Behemoth in "The Shepherd".
• Prince James is mistaken for David in this episode. David was previously mistaken for James in "Tiny".
• Neal's room key number is 8. Neal previously stayed at room number 8 at the inn, which was established in "The Evil Queen".
• Cora killed Daniel in "The Stable Boy".
• The mirror Cora comes out of, is the same mirror that Regina sent her through in "We Are Both".
• Peter Pan was killed by Mr. Gold in "Going Home".
• It was revealed that Peter Pan was Rumplestiltskin's father in "Think Lovely Thoughts"
• Peter Pan mentions his last words to Mr. Gold before their deaths in "Going Home".
• The reason why the Underworld looks like Storybrooke is revealed in "Our Decay".
• Cora was previously killed by Mary Margaret in "The Miller's Daughter".
• The Valet was killed by Regina in "The Thing You Love Most".
• After the Valet is taken prisoner by Cora, the Evil Queen travels to Wonderland to rescue him, an event shown in "Hat Trick".
• Merida had previously used the Ale of Seonaidh in "The Bear King".
• Hook escapes from captivity in "Devil's Due".
• Cora and Regina mention Cora's last words before she died in "The Miller's Daughter".
• This is the second time that Cora visits her daughter Regina. The first time was in "Mother".
• The Magic Mirror tells the Evil Queen, "You always have me", an event shown in "Fruit of the Poisonous Tree".
• The war between the Evil Queen and Snow White began in "Lost Girl".
• This is not the first time that the Evil Queen visits a village to learn Snow White's whereabouts. She did it again in "The Evil Queen", "Snow Drifts" and "Page 23".
• When Regina decides to stay in Underbrooke, the fallen clock tower begins to tick. The same event happened with Emma in "Pilot" when she decided to stay in Storybrooke.
• Hades turns Cora into a miller, just like how she was in "The Miller's Daughter".

Biblical

• Several of the headstones in the Underworld cemetery are shaped like a cross.

Disney

• Hades' hair turns to blue flames just like in the Disney film Hercules.

Lost

• Neal's room key number is 8, the second Lost number.
  • This episode contains a number of other references to ABC's Lost. See the list of Lost references for more.

Fairytales and Folklore

• This episode features the ugly duckling from the titular fairytale, Snow White, the prince, the evil queen, the magic mirror and the seven dwarves from the "Snow White" fairytale, the miller's daughter from the "Rumpelstiltskin" fairytale who also serves as the Queen of Hearts from the Alice's Adventures in Wonderland story, the prince from The Prince and the Pauper story, Captain Hook and Peter Pan from the Peter Pan story, the witch from the "Hansel and Gretel" fairytale, Robin Hood from the ballad, Cruella De Vil from The Hundred and One Dalmatians story, and Hades and Charon from Greek mythology.
  • This episode introduces the Underworld from Greek mythology. The five rivers of the Greek underworld can be seen in Hades' lair.
• A girl presents the evil queen with a blueberry pie, but the evil queen says that she prefers apple, a reference to the evil queen's weapon of choice in the fairytale.
• Cora leaves Wonderland by passing through a looking glass, just like Alice does to enter the looking-glass world in the novel Through the Looking-Glass.
• Emma uses ale of Seonaidh to try to contact Hook. Seonaidh is a Celtic water spirit from the Isle of Lewis, who had to be offered a cup of ale in hope of prosperity in the forthcoming year.
• When Henry names Operation Firebird, Emma wonders if he is referring to the mythological bird; a reference to the firebird from Slavic mythology.

Popular Culture

• When Henry names Operation Firebird, Emma wonders if he is referring to the "muscle car"; a reference to the Pontiac Firebird automobile.
• The violin music playing in Hades' lair is Niccolò Paganini's composition "Violin Concerto No. 2 In B Minor, Op. 7, Ms 48". He also says to Cora that he wouldn't expect a miller's daughter to "appreciate a virtuoso like Paganini".

Props Notes

• If you look at the villagers standing in line, you can see that all of them are holding birthday presents for the Evil Queen.
• The frosting on the Evil Queen's birthday cake shows a crown and Regina's coat of arms.

Set Dressing

• The apples in Cora's office in the Underbrooke Town Hall are black, instead of Regina's red ones.
• In the Underbrooke pawnshop, a severed hand can be seen lying on a pedestal. It can also be seen in "Firebird".
  • A severed hand was also sitting on a shelf in the real pawnshop in the Season Two episode "The Outsider", while Mr. Gold conversed with Belle on the phone.
  • A severed hand was also on a pedestal in Rumplestiltskin's castle in the Season One episode "Skin Deep". The hand is most noticeable when Belle walks away from the cupboard after she takes out the vase.
  • It can also be spotted in the background when Emma and Hook return to the castle in the Season Three finale "There's No Place Like Home", when Ingrid and her sisters pay a visit to Rumplestiltskin in the Season Four episode "The Snow Queen", in Belle's dream in the Season Six premiere "The Savior" and when Rumplestiltskin shows up with Jack and Jill's infant son in the Season Six episode "Changelings".
  • The prop hand can be seen in close-up on a Flickr set photograph from the pawnshop set from Season Five.
• As Snow White and her friends are celebrating, the sign outside the building behind them (a face made of leaves) is the same sign that was used for the tavern where Queen Regina found her soulmate in the Season Three episode "Quite a Common Fairy", and the tavern Robin Hood takes her to in Isaac's storybook in the Season Four episode "Operation Mongoose Part 1".
  • The same sign appears on a drawing on the bulletin board that David puts together when investigating his father's death in the Season Six episode "Murder Most Foul".
• There is a statue of an eagle in Hades' lair. The eagle is the symbol of Zeus, who is Hades' brother in Greek mythology and on the show.
• Cerberus is pictured on a flag in Hades' lair.

Costume Notes

• One of the villagers is wearing the same cape that Grace wore in the Season One episode "Hat Trick".
• Blacktooth's coat is the same garment worn by Malcolm in the Season Three episodes "Think Lovely Thoughts" and "Going Home".
• The necklace and earrings the Evil Queen is wearing during her birthday party are a LuLu Frost black Radiant Necklace and black Radiant Earrings.

Goofs

• In the close-up of the Blind Witch's eyes, you can see the contact lenses used to hide the actress' pupils.

Filming Locations

• Although Emma's dream/vision with Neal was filmed indoors on a soundstage, Vancouver's Playland amusement park was used as a background plate. The roller coaster "The Revelation" can be seen in the background.
  • The scene with Emma and Neal at the Portland amusement park in the Season Three finale "There's No Place Like Home", and the scene with Ingrid and young Emma at the Minnesota funfair in the Season Four episode "Shattered Sight", were filmed in the same amusement park.
• The scene where Cora exits the looking glass was filmed on a green screen stage at The Bridge Studios.
• Vancouver's Stanley Park doubles as the Enchanted Forest for the scene where Snow White, Charming and the dwarves "celebrate" the Evil Queen's birthday.

International Titles

International Titles
Language	Title	Translation
Finnish	"Keskeneräisiä asioita"	"Unfinished Business"
French	"Une Chance de Rédemption"	"A Chance at Redemption"
German	"Hades und die Seelen der Verstorbenen"	"Hades and the Souls of the Deceased"
Italian	"Le anime dei defunti"	"Souls of the Departed"
Portuguese	"Almas dos que partiram"	"Souls of those who have departed"
Spanish	"Las Almas de los Difuntos"	"Souls of the Departed"

Videos

5x12 - Souls of the Departed - Promo

5x12 - Souls of the Departed - Promo 2

5x12 - Souls of the Departed - Promo 3

5x12 - Souls of the Departed - Promo 4

5x12 - Souls of the Departed - Sneak Peek 1

5x12 - Souls of the Departed - Sneak Peek 2

5x12 - Souls of the Departed - Sneak Peek 3

Emma Receives A Warning From Neal - Once Upon A Time

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