Oct. 23, 2011
Returning Series
60 min.
ABC TV Network

Top Contributors

Once Upon a Time » Season 3
Once Upon a Time - 03x08 Think Lovely Thoughts

3x08 Think Lovely Thoughts

4.59/5 (34 votes)
First Aired: Nov. 17, 2013 on ABC

Summary: 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 and Hook find themselves directly on a path to Pan in an effort to…
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Watch Episode On:

- Amazon (purchase)
- VUDU (purchase)
- Verizon On Demand (purchase)

Main Characters in this Episode

Guest Stars

Mary Margaret Blanchard played by Ginnifer Goodwin
Regina Mills played by Lana Parrilla
David Nolan played by Josh Dallas
Belle French played by Emilie de Ravin
Captain Killian 'Hook' Jones played by Colin O'Donoghue
Neal Cassidy played by Michael Raymond-James
Mr. Gold played by Robert Carlyle
Malcolm played by Stephen Lord (II)

Episode Quotes

Mr. Gold: You mind if I, uh, borrow this? You said no magic, I agreed. But I'm not walking in there with nothing but my good looks.
Captain Hook: Now, I, on the other hand...
David Nolan: [Tosses him a sword] Here, in case your good looks fail you.
Emma Swan: We need to talk.
Captain Hook: I've found when a woman says that, I'm rarely in for a pleasant conversation.
Malcolm: He didn't even leave me a shilling for a pint - how rude.


  • Goof (continuity error): After Henry plunges his heart into Pan's chest, he falls. We then cut to a different angle and he falls again.
  • Goof (continuity error): When Emma, Neal, Regina and Gold are blocked by Pan's protection spell, Gold can walk through it because he "doesn't have a shadow." But in the entire episode (and even other episodes since he ripped off his shadow) his shadow is clearly visible.


  • This episode is named after the song Think Lovely Thoughts from the original Peter Pan.
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