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This article focuses on the Season Three episode, "The Jolly Roger".
For the ship, see Jolly Roger (Ship) and Jolly Roger (Wish Realm).

I know who has the Jolly Roger. And we're gonna take her back.


"The Jolly Roger" is the seventeenth episode of Season Three of ABC's Once Upon a Time. It was written by David H. Goodman and directed by Ernest Dickerson. It is the sixty-first episode of the series overall, and premiered on April 13, 2014.


Ariel returns to Storybrooke and pleads with Hook to help her find Prince Eric, who never returned to the town when the new curse was invoked. Emma agrees to let Regina teach her how to use magic so that she can help defeat Zelena, and Mary Margaret and David try to prove that they can be just as much fun as Hook is with Henry—who thinks they are boring. Meanwhile, in Fairy Tale Land during the past year, an angry Ariel confronts Hook over her missing Prince Eric, who she assumes was kidnapped and possibly killed by the swarthy pirate. But when Hook confesses that the Jolly Roger has been stolen and Eric is most likely the thief's prisoner, Ariel unknowingly provides him with a clue as to who the culprit is, and Hook – with Ariel in tow - goes off in search of his ship.[2]


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

In fairytale land Hook, dressed in armour, steals a chest full of gold and jewels with the help of Smee and other unknown men. They then celebrate at a tavern, where the crew has paid for a woman to spend the night with Hook. The pirate, however, pays and tells her goodnight. Just after he is ambushed by none other than Ariel, who tells him that "you're going to pay for what you've done."

Back in Storybrooke Emma and David try to assemble a crib for the unborn baby, while Mary Margaret expresses her worry regarding Zelena and Gold. David explaines that the crib is a statement: "we will not lose another baby."

Regina then enters and tells them that she has created a protection spell which cannot be undone by blood magic, so the baby is safe.

Emma believes that the best strategy is to attack before Zelena does, and therefore asks Regina to teach her again. Regina accepts with the conditions that Emma will take it seriously, and they will be doing it Regina's way.

After Regina leaves, the Charmings offer to watch Henry, but get a shock when Emma confesses that Henry finds them boring because of all the baby talk.

Hook and Smee are at the docks and discuss why they are not teaming up again. Hook explains that Zelena is still a threat, one you should not take lightly, and that there is not a safe passage.

Smee asks him of the location of the Jolly Roger, but Hook says that he has no intention of leaving Storybrooke because of Emma, which is implied as they are walking up to them at the exact moment the words are spoken. Hook warns Smee that if he ever brings up this discussion, there will be consequences.

Emma then asks Hook if he could watch Henry, and Hook flirts with her, and tells her if she wants to get close with him, all she has to do is ask. She tells him about her teaming up with Regina, where Hook comments that "it's the most reasonable plan so far." He tells her that it is about time to embrace the magic that is already a part of her, but Emma only wants to embrace it for the battle against the Wicked Witch of the West, and afterwards she is done with Storybrooke. She wants to give Henry the life she always wanted for him.

Hook advises her that no matter how much you wish you could go back to your old life, you cannot do it.

Mary Margaret and David walk along the shore discussing Henry and what they can do to change his mind, when they see a crowd of people surrounding something. They find Ariel, back into her human form. She too does not remember a thing about the past year, and tells the Charmings that she had been searching for Prince Eric, who has gone missing. She returns to Storybrooke in hopes that she has overlooked something, and the Charmings point her in the direction of Hook.

Back in the Enchanted Forest, Ariel is holding a sword to Hook's neck and accuses him of kidnapping Prince Eric, which Hook denies, and uses her momentary confusion to turn the tables on her. Ariel is not convinced, as one of Prince Eric's crew men had escaped and told them the name of the ship: The Jolly Roger. Hook, not having the ship in his possession, orders her to tell him about the commander of the ship. The crew man got away with the same dagger that Hook was holding against Ariel's neck, engraved BB. Hook then returns to the tavern to get his crew and informs Smee that the commander is Black Beard, the most cutthroat pirate to ever hoist a sail, after Hook of course (Smee corrects himself after Hook glares at him). Smee warns Hook not to tempt fate, and Hook confesses that the ship is the part of him that is missing, and talks about it as if it is a woman.

Ariel then walks up to him and demands to go with him, and despite Hook's warnings, she is allowed as she quotes the pirates' code: "Any valuable information a pirate captain retains, shall be compensated in equal favor."

Back in Storybrooke, Hook is sitting with Henry at the diner, when the Charmings come through the door with Ariel. They tell him of Eric, and Hook lies and tells them that he has not seen him.

Regina and Emma are in the vault, and the queen's plan is to "create a solid fundation first and then build your skills from the ground up", but Emma is not paying attention to her words, but rather the things in the vault. Regina comments that Henry and Hook have been spending a lot of time together, and tells Emma that Hook has been sending her "yearning looks", which Emma denies.

At first, Regina tries to teach her by books, but then from inspiration from Rumplestiltskin, she transports them to a bridge, where she'll be teaching Emma how to swim (Regina mentions that Rumple would make his students learn how to swim, and if they couldn't, they'd drown).

Back at the diner, the quartet (Hook, Mary Margaret, David and Ariel) decides that Hook and Ariel should head over to Mr. Gold's shop, as many of the items they had in Fairytale land have been returned to his shop. Eric's items might be there too and could be used to track him with a locator spell.

Returning to the Fairytale Land flashback, while walking, Ariel's cloak gets stuck in some bushes, and Hook rips it by using his hook to free her. She angrily says that it was Eric's cloak which he had asked Ariel to keep safe and to have a piece of him with her. Hook then tells her that it doesn't matter as Eric's probably dead, because when meeting Black Beard, one should prepare for the worst. Ariel admits that she was surprised over the fact that Hook might have been responsible for kidnapping her prince, as he had reunited Snow White with her family in Neverland, but Hook tells her that he is not a hero, he is a pirate.

In present-day Storybrooke, Ariel reunites with Belle, who has started to sort through some of the things, and they start looking for clues. Hook goes into the back room and discovers, through his telescope, Eric's cloak. He then lies to Ariel and says that he remembered Eric being from a Maritime Kingdom. This proves that Eric has made the journey back to Storybrooke, and an ecstatic Ariel hugs Hook.

Back at the bridge Regina explains that by pushing Emma's instincts to the furhest, her magic will be mastered. Regina then starts removing the boards of the bridge and making it collapse. Emma begs her to stop and Regina yells at her to stop denying what's inside of her.

Emma then falls, and for a moment Regina fears that she is gone, when Emma rises up by collecting the boards and making them float in the air. Regina is however not pleased as Emma has been wasting her potential.

Belle pours the locator spell on the cloak, and the trio follow it.

Back in Fairytale Land, Hook, Ariel and Smee board the Jolly Roger, and Black Beard duels Hook for the ship, while Ariel tries to find Eric, to no avail. Hook wins the duel and is about to kill him, when Ariel informs him that he has to get Black Beard to reveal the location of Prince Eric. Black Beard comments that Hook has gone soft, and gives Hook two choices: surrender the Jolly Roger and earn the location of Prince Eric or kill Black Beard, thus killing Prince Eric too.

Back in Storybrooke, Ariel and Hook are following the cloak until it sinks underwater. Ariel breaks down and Hook apologizes.

Mary Margaret and David go to extremes to appear cool to Henry by allowing him to drive a car, and they succeed in destroying a mail box.

At the docks Ariel thanks Hook for finding the cloak and tells him that he has a true heart and she is grateful for his help.

In Fairytale Land, Hook has made his decision and makes Black Beard walk the plank. Ariel then comments that she was wrong about him and that his empty heart will bring nothing but wasted years. She then dives into the water to search for Eric.

In Storybrooke, Hook catches up with Ariel and tells her that they have met before in the missing year and tells her about their adventure. He apologizes and swears to her that he believes in love because of Emma Swan, the woman who broke his heart. Ariel then thanks him and transforms into Zelena.

She tells him that Ariel had found Eric and they had been together ever since. Zelena wants to corrupt him and curses Hook, so the next time Emma and Hook kiss, she will lose her magic. Hook warns her that he will tell Emma about it, but Zelena threatens to hurt the people around her like Henry. Hook later visits Emma to check on Henry, but at Emma's questioning he tells her about the supposed day he had with "Ariel". Emma then uses magic on a mirror, which shows the reuniting of Ariel and Eric.

The Charmings and Henry return to the apartment and tell them about their day, where Regina reacts quite strongly against the fact that they have been teaching him to drive, covering it up by taking on the role as the mayor.

Emma then tells him that it doesn't matter what happened the past year, as she is tired of living in the past, and so is he. Regina, Henry, Emma, Mary Margaret and David then eat at the diner, while Hook is across the street looking at Emma through his telescope.



Guest Starring




  • The title card features David's truck.[3]
  • The title of this episode was announced by Adam Horowitz via his Twitter account on January 27, 2014.[4]
  • The title of this episode appears in the Peter Pan story: In the third act of the play, the titular character says, "I am Jas Hook, Captain of the Jolly Roger", making Captain Hook counter, "No, no, you are not."[5] It also appears in Chapter VIII and Chapter XIV of the novel: "“I am James Hook,” replied the voice, “captain of the JOLLY ROGER.”" and "One green light squinting over Kidd's Creek, which is near the mouth of the pirate river, marked where the brig, the JOLLY ROGER, lay, low in the water; a rakish-looking craft foul to the hull, every beam in her detestable, like ground strewn with mangled feathers."[6]
  • The seventh chapter in Henry's storybook novel is also called The Jolly Roger.[7]

Production Notes

  • ABANDONED IDEAS: After Hook lost the Jolly Roger, the show writers originally considered having him use another ship. It was eventually decided that he and his crew would become land pirates instead.[8]
  • ABANDONED IDEAS: The scene where Ariel attacks Captain Hook outside the tavern was originally supposed to take place later in the episode, but was moved to the beginning of the episode during editing.[8]
  • ABANDONED IDEAS: The scene where Emma falls from the bridge and levitates herself back up, was originally written as two scenes, with the first one ending with Emma falling, and her levitating herself back up in the second scene. It was edited into one scene in post-production.
  • Originally, Emma was supposed to conjure up a magical dragon to lift herself up from the gorge, but everyone thought that was pushing the character too far in terms of her magical abilities.[8] It was changed to Emma using vines to levitate herself up, but the show makers then decided to let the visual effects people create something for them instead, and the fallen boards were added in post-production.[8]

Event Chronology

  • The present Enchanted Forest scene with Ariel and Prince Eric takes place after "A Curious Thing" and before "Fall".

Episode Connections


Fairytales and Folklore

Popular Culture

  • This episode features Black Beard, the infamous English pirate who is the figure most often associated with the Golden Age of Piracy in the Caribbean.
  • Emma says they just checked on Ariel on Skype, a reference to the popular computer software which specializes in providing video and voice calls over the Internet.

Props Notes

  • While filming the scene where Hook re-enters the tavern after his encounter with Ariel, Colin O'Donoghue accidentally kicked the door so hard it broke. This happened two times.[9]
  • According to writer David H. Goodman, the item that Emma picks up in Regina's vault is a monkey's paw,[8] a reference to the famous 1902 horror story by W. W. Jacobs. In the story, three wishes are granted to the owner of a mummified monkey's paw, but the wishes come with hellish consequences as punishment for tampering with fate. In the episode script, the item was simply referred to as a "magical totem".[8]
  • MYSTERIOUS SYMBOLS: The page with roots of incantations in Regina's spell book[12] shows the Tree of Life from Kabbalah. This symbol represents, as a series of divine emanations, God's creation, the nature of revealed divinity, the human soul, and the spiritual path of ascent by man.
  • The characters on the Tree of Life are not actually Elvish, but symbols for alchemical processes—Abstraction, Putrefication, Digestion 1, Purification 1, Pulverise 1, Purification 2, Pulverise 2, Reverberation 2, Coagulation 1 and Reverberation 1. The symbols for Fire of Circulation 3 and Fire of Rotation are printed on the opposite page.[14]
  • REUSED ILLUSTRATION: The same illustration appears in Jafar's genie wisdom book in the Once Upon a Time in Wonderland episode "Heart of the Matter".[15]
  • Many of the strange symbols on the pages that Regina shows Emma[12] are characters from the reconstruction[16] of the Emerald Tablet, an ancient, mysterious tablet which is one of the pillars of Western alchemy, and is said to be inscribed with the secrets of the universe. One interpretation suggests that the inscription describes seven stages of alchemical transformation — calcination, dissolution, separation, conjunction, fermentation, distillation and coagulation.[17]
  • The astrological symbols for Taurus (♉︎) and Gemini (♊︎)—the second and third astrological signs in the Zodiac—can be glimpsed on the opposite page.[12] When Mr. Gold looks through the book in "Going Home", the first sign, Aries (♈︎), is also on the page.[18]
  • REUSED PROPS: The ax Smee is wielding while trekking through the forest[19] is the same prop an United Clan member is wielding in the Season Five episode "The Bear and the Bow".[20][21]
    • While shooting the scene, Christopher Gauthier, who plays Smee, would use his ax to chop at the trees between takes. However, since the prop was made of plastic, he ended up taking a chunk out of his ax.[9]
  • HIDDEN DETAILS: As Hook leaves the loft, he has his arm behind his back so that Henry is not able to see his hook.

Set Dressing

Costume Notes

  • BRAND INFO: "Ariel" is wearing[37] a Babaton Pearce Wool Coat in Constant Camel.[38] Note that the coat has been shortened by the costume department.

Filming Locations


  • As David and Mary Margaret are walking through Main Street, the top of the Nikka Fishing & Marine, the building which doubles as the Storybrooke clock tower for the show, can be seen behind a building. The top two layers of the clock tower is CGI, and the top of the real building looks completely different from Storybrooke's clock tower.[46]

International Titles



  1. Sunday Final Ratings: ‘Resurrection’, ‘Once Upon a Time’, ‘The Simpsons’, ‘The Amazing Race’, ‘Cosmos’, ‘The Mentalist’ & ‘America’s Funniest Home Videos’ Adjusted Up; ’60 Minutes’ Adjusted Down. TV by the Numbers (April 15, 2014). “Once Upon A Time (...) 6.50”
  2. 2.0 2.1 LISTINGS: ONCE UPON A TIME. The Futon Critic. “Air Date: Sunday, April 13, 2014. Time Slot: 8:00 PM-9:00 PM EST on ABC. Episode Title: (#317) "The Jolly Roger".”
  3. File:317Title.png
  4. TwitterLogo.svg @AdamHorowitzLA (Adam Horowitz) on Twitter (January 27, 2014). "Time for another #OnceUponATime #titlespoiler! Hope to see ya March 9th!" (screenshot)
  5. Peter Pan or The Boy Who Would Not Grow Up. Project Gutenberg. Retrieved on November 23, 2021. “ACT III THE: MERMAIDS' LAGOON (...) PETER (who is only too ready to speak). I am Jas Hook, Captain of the Jolly Roger. HOOK (now white to the gills). No, no, you are not.”
  6. J. M. Barrie. The Project Gutenberg EBook of Peter Pan, by James M. Barrie. Project Gutenberg. Retrieved on November 2, 2020. “Chapter 8 THE MERMAIDS' LAGOON (...) "I am James Hook," replied the voice, "captain of the JOLLY ROGER." (...) Chapter 14 THE PIRATE SHIP (...) One green light squinting over Kidd's Creek, which is near the mouth of the pirate river, marked where the brig, the JOLLY ROGER, lay, low in the water; a rakish-looking [speedy-looking] craft foul to the hull, every beam in her detestable, like ground strewn with mangled feathers.”
  7. File:716BookPages2.png
  8. 8.0 8.1 8.2 8.3 8.4 8.5 David H. Goodman on the Season Three Blu-ray/DVD Audio Commentary
  9. 9.0 9.1 9.2 Colin O'Donoghue on the Season Three Blu-ray/DVD Audio Commentary
  10. File:317RiseAndShine.png
  11. File:318MenLaughing.png
  12. 12.0 12.1 12.2 12.3 File:317ImNeverGonna.png
  13. File:311MuchLonger.png
  14. Symbols for Alchemical Processes. The Alchemy Web Site. Retrieved on December 21, 2018.
  15. File:W111AndRightNow.png
  16. Photograph of the tablet
  17. The Legendary Emerald Tablet. Ancient Origins (August 10, 2014).
  18. File:311MuchLonger.png
  19. File:317BeforeWeMet.png
  20. File:506ThisOne.png
  21. Once Upon a Time - Scottish Warrior's /Smee's Stunt Prop Axe (0487). iCollector. Archived from the original on June 5, 2020. Retrieved on June 5, 2020.
  22. File:317MeaningToFixThat.png
  23. File:W101DownOnOneKnee.png
  24. File:317MyLovingArms.png
  25. File:317BeDoingThis.png
  26. Once Upon a Time: Season 3 episode 17 Mary Margaret's denim dress. shopyourtv. Retrieved on December 21, 2018.
  27. File:317TalkAboutPregnancies.png
  28. Once Upon a Time: Season 3 episode 17 Emma's black double-breasted vest. shopyourtv. Retrieved on December 21, 2018.
  29. Once Upon a Time: Season 3 episode 17 Emma's gray plaid shirt. shopyourtv. Retrieved on December 21, 2018.
  30. File:317EmmaGasping2.png
  31. Once Upon a Time: Season 3 episode 17 Regina's black leather jacket. shopyourtv. Retrieved on December 19, 2018.
  32. File:321YoureNot.png
  33. File:322LittleFamily.png
  34. File:401ReginaLeavesdiner.png
  35. File:317ThatWasHis.png
  36. RED VALENTINO RED Valentino Top - White Jersey T-Shirt With Lace Detailing. Emphatic NYC. Archived from the original on March 22, 2016.
  37. File:317PourALittle.png
  38. BELLE'S HOODED COAT ON ONCE UPON A TIME. WornOnTV. Retrieved on December 21, 2018.
    Babaton Pearce Coat. Aritzia. Retrieved on December 21, 2018.
  39. File:411WhatComesNext.png
  40. File: 414HoldsOutDagger.png
  41. TwitterLogo.svg @BastardSonVan (Larry Andreutti) on Twitter (January 30, 2014). "Third beach at Stanley Park" (screenshot)
    FlickrIconTemplate.png Lawrence Andreutti. Fan Photos January 29–30, 2014 (January 30, 2014).  (archive copy)
  42. TwitterLogo.svg @BastardSonVan (Larry Andreutti) on Twitter (January 30, 2014). "Third beach at Stanley Park" (screenshot)
    TwitterLogo.svg @BastardSonVan (Larry Andreutti) on Twitter (January 30, 2014). "Ginny, Josh, Beverley, JoAnna, and the guy who plays Prince Eric (don't know his name off the top of my head)" (screenshot)
  43. Gittins, Susan (March 16, 2013). SHOOT: ONCE UPON A TIME's Emma Swan (Jennifer Morrison) & Neal (Michael Raymond-James) on Third Beach in Stanley Park. Hollywood North Buzz.
  44. FlickrIconTemplate.png Lawrence Andreutti. Once Upon A Time October 8, 2014 (October 8, 2014).  "Once Upon a Time set photos from Third Beach, Vancouver, BC taken on October 8, 2014.(archive copy)
  45. Movies Filmed at Third Beach. MovieMaps. Retrieved on December 21, 2018.
  46. File:317TakeAction.png