The episode opens with Preston Charm waking up to a travel alarm ringing. As the camera pans around the room, it becomes obvious that he is living in the ruined remains of an apartment. He receives a call from Cinderella. She reveals that she was kidnapped by the Hungry Ones and asks Preston to save her before it is too late. Preston opens the window and looks out onto a ruined Springfield landscape. In the distance, he can see the Ozark mountains move…
Meanwhile in Oz, the fables begin to take notice of how they have changed. Ali “remembers” that he is now a business man and not a cop. Faust has become an actual devil. Wayland is still a rat. Only Percy remains, more or less, unchanged.
Wayland and the dryad he rescued attempt to escape with the stolen Excalibur. Before they can get away, however, the dryad is waylaid by an unseen figure who steals the sword. Wayland gives chase, but the thief escapes through a window into the terrible storms of Oz.
Percy confronts the Red Lady. He makes her swear an oath to help place King Arthur on the throne. She reluctantly agrees. Percy asks her to return to Springfield with him, but she refuses. She explains that the Shattered King placed a piece of himself inside of her and it allows him to control her when she is too close to him. She explains that Woody brought her to Oz and made a bargain with Malificent to remove it. The ritual, however, was disrupted by Percy and Ali’s wish unmade Malificent. The Red Lady explains that she needs to stay in Oz until she can find a way to remove the fragment of the Shattered King. She does, however, let the others use the Ruby Slippers to return to Springfield.
The Legends arrive outside of Preston’s apartment. They immediately notice that the world has been ravaged by the presence of the Elder gods. Preston urges the others to seek shelter and warns them that using magic attracts the attention of the old ones. He also tells them that many of the fables who have had their magic taken from them have become Hungry Ones – vampiric beings who feed on the magic of others. He tells them that the Hungry Ones captured Cinderella and he wants to rescue her. Faust instinctively knows that the Hungry Ones gather in the remains of the Battlefield Mall. He warns Preston that it is likely a trap, but Preston decides to go anyway. Percy agrees to help him and asks how to defeat the Hungry Ones. Faust informs him that they can not be harmed by mundane weapons. He also mentions that there are tales of Hungry Ones being cured, but no one knows how to do it.
Percy heads to the Greenway trails with the badly damaged dryad. He find the park completely overgrown. He travels into the forest to bury the dryad. The possessed wild plants, however, mistakenly believe Percy killed the dryad. They respond by trying to rip him apart and he barely escapes the forest with his life.
Faust heads to Table Rock lake to visit his boat and Ali follows him. They discover that the ruins of the boat are still floating on a murky lake filled with tentacled creatures. Ali explains to Faust that he is infected with a rotting zombie disease and he offers Faust dross in return for the cure. Faust agrees and, despite several distractions, he calls up a Loa spirit to discover the answer to Ali’s question. The spirit explains that the disease can not be cured, but it can be managed provided the rare ingredients for a suitable potion can be obtained. Ali asks about the ingredients, but Faust scolds him. He reminds Ali that finding a way to stop the Elder gods is more important at the moment. Ali reluctantly agrees.
Faust calls Mr. Nick. Mr. Nick explains that he can undo the damage if he can use the Wish that Faust traded to him. Unfortunately, Mr. Nick can’t use the wish because, in this version of reality, Ali traded the lamp away. He apparently gave it to Hidad, a selfish warlord who demands dross and artifacts in return for providing sanctuary to the few remaining Fables. Mr. Nick reveals that Hidad has transformed Pythian Castle into a stronghold. Ali suggests assaulting it, but Faust points out that it would be suicidal. He suggests that Hidad would probably be willing to trade Ali’s lamp if they can give him something he values more. Faust mentions that Hidad once forced Wayland to forge seven magical swords for him – Excalibur, Zolficar, Durendil, Hrunting, Masume, Heime, and the Sword of St. Michael. Wayland, however, stole them away from Hidad. Faust suggests that Hidad would trade the lamp for all seven swords.
Faust and Ali go to tell the others about their revelations. On the way, however, they are nearly overcome by a haunting song that nearly drives them insane. Faust loses himself to the song to better understand it and sees an image of a dancing idiot god at the center of the Universe. Ali manages to fight the song off, but he is distracted enough by it that he crashes the car he is driving.
In the meantime, Morgan and Arthur leave to seek out help in recovering Exclibur. Wayland hides in Arthur’s bag. When Arthur and Morgan arrive at their destination, they are forced to leave their bags outside. Wayland emerges from the bag to see where Arthur went. Before he can get his bearings, however, he is discovered by the Cheshire Cat. She proceeds to chase him. Too late, Wayland realizes that he has been herded to Battlefield Mall. The Cheshire Cat chases him inside and locks the door.
While exploring the Mall, Wayland is discovered by Granny Orichenko. She reveals that she is the mother of the Hungry Ones and tries to feast on the smith’s magic. Wayland tricks Granny into impaling herself on a spike, but it does not real damage and she laughes at Waylands futile attempts. Wayland grabs Granny Orichenko’s bag and runs away.
In the meantime, Percy and Preston have found a way to sneak into the mall. As they search for Cinderella, however, they become separated. Preston discovers Cinderella locked in the store room of the old Victoria’s Secret store. Sadly, he is too late and she has been turned into a Hungry One. She attempts to seduce Preston, but he wounds her with a shotgun loaded with cold iron.
While exploring the food court, Percy encounters Mari. He learns that she has also been transformed into a Hungry One. Mari attempts to engage Percy in combat. He responds by drawing the sword of Zeus. Rather than strike her with it, however, he uses it to transfer his legendary power to Mari willingly. His willing sacrifice breaks the curse on Mari, turning her back into a full fledged Fable.
Unfortunately, Percy’s use of magical power draws the attention of the Elder gods. An old one erupts from the ground and begins trying to devour everyone in the Mall. One of the tentacles strikes the bag that Wayland is carrying, dowsing him in alchemical components. Just as things are looking bad, Big Z bursts into the Mall. He shouts “WHO’S YOUR DADDY BITCHES?” and throws himself at the Elder god. Percy, Preston, and Wayland use the distraction as an opportunity to escape. They carry the incapacitated Mari and Cinderella with them.
Eventually, the protagonists gather to compare notes. Faust tells the others about the seven swords. Percy reveals that he has two of them – Hrunting and Durendil – in a safe location. Wayland mentions that his personal sword, Heime, was stolen from him by Hidad’s daughter Bodiva. Faust mentions that the Red Lady has Masume hidden somewhere in her home. He also notes that Mr. Nick has possession of Zolficar and one of his chief rivals has the Sword of Michael. Percy suggests that the Dryad may have a clue who stole Excalibur.
The group returns to the Greenways trail. Ali is able to convince the spirits in the plants that he means them no harm. He and Wayland enter the forest and locate the dryad. She recognizes Wayland and agrees to answer his questions. She reveals that the person who stole the sword was Captain Hook.
As the episode ends, we see Captain Hook presenting the sword to Hidad…