Our favorite fantasy anti-hero, Captain Hook, nabbed the spotlight in 'Good Form,' this week's episode of 'Once Upon a Time.' This episode offered a fun, but ultimately tragic flashback that helped make Hook a more endearing and noble character. But while Hook was getting a cool back-story, Peter Pan was busy turning Henry into a dark-hearted Lost Boy.

The episode opened with a Lost Boy challenging Henry to a pointy stick fight. At Pan's prodding, Henry magically turns a wooden stick into a sword by sheer force of will. Henry beats his opponent and even nicks him in the face with the sword. Henry starts to apologize before Pan corrects him, telling him that living in Neverland means never having to apologize to anyone. Henry seems to like that idea, and he seems rather pleased with himself as the other Lost Boys congratulate him on his victory. Are we witnessing the birth of Darth Henry?

Back in Neverland's never-ending forest, Hook is still crushing hard on Emma and trying to cozy up to her. But Charming takes it upon himself to give him the requisite, "You're not good enough for my daughter," speech. But despite Charming's love blocking, Hook still makes a connection with Emma.

Emma believes that Pan is trying to make Henry lose hope, which is totally true. So she, Snow White, and Regina go on a mission to give a message of hope to Henry while Charming and Hook pair up to search for a magical sextant that will help them get home. Charming parts ways with Snow and Emma in epic fashion, since he knows he's dying from the poison arrow. But he still doesn’t tell them the truth about his impending doom. He wants to go out a hero ... or something.

We learn in the flashback that the sextant belonged to Hook's brother, Captain Jones. The flashback reveals that Hook used to be an honorable seaman, and he used to wear a lot less eyeliner. He was his brother's first lieutenant on their military naval vessel, "The Jewel of the Realm." The brothers go on a mission to Neverland in order to retrieve a magic plant for their king, which the king has convinced them will heal any sickness. What they don't know is that the king is a dirty liar -- he really wants them to bring back the poison plant that kills everyone it touches. That's a bad king! But at least he outfits their ship with a sweet flying sail made from the feathers of a Pegasus to help them on their Hero’s Journey.

But this fun flashback soon turns tragic when Hook's brother is infected with the poison on Neverland. Hook makes a deal with Pan to save his brother, and Pan reveals the antidote to the poison -- the water from a Neverland spring. The spring has regenerative properties that keep everything in Neverland youthful. Hook saves his brother with the spring water, but Hook's brother later succumbs to the poison after leaving Neverland. Hook learns that people who are saved by the spring water can never leave Neverland, or else they will die.

Back in the forest, Hook gives Charming the spring water. Charming drinks it even though it means he can never leave Neverland. Now Charming is saved and he has a new respect for Hook. They're basically bros now. Charming later tells everyone that Hook saved his life, but he leaves a few important details out of the story. They all celebrate by drinking some rum, which may or may not be poisonous (except Regina, she doesn't do rum). This tale of Hook's bravery impresses Emma, and she gives him a nice long kiss. Hook nearly faints, but Emma tells him it was a one-time deal. Hook is clearly smitten, but Pan soon shows up to tell Hook that Emma's real love, Neil, is still alive. Will Hook tell Emma about Neil?

Using Regina's dark magic, Emma sends a message to Henry, but not before she learns that he's succumbing to the Lost Boys. One of Pan's crew says Henry is one of their most viscous new recruits. We're left wondering if Henry is really becoming a Lost Boy or if he's just faking it. If he isn't faking it, Henry will probably come to his senses when he learns Pan is keeping his father prisoner. Pan sticks Neil in a cage and hangs him next to another cage with a mystery prisoner inside. Could it be Rumpelstiltskin, who didn't appear in this episode?

One of the best scenes of this fun and fast-paced episode came at the end when Hook, aka Killian Jones, decides to turn his naval vessel into the pirate ship, The Jolly Roger. Spurred by his brother's death, he turns the crew against their king and vows to sail the seas as a badass pirate because, "at least there is honor among thieves."

Next week, we meet Ariel, The Little Mermaid. It's a whole new world!