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The Sheriff awakens from a nightmare about Robin Hood to find he has sleepwalked right into Sherwood Forest. Prince John's messenger, Jasper, arrives in Nottingham just as Gisborne discovers the Sheriff has gone missing.
Following an altercation with a mugger, the Sheriff aims to find Nottingham, but soon realises he is lost. Gisborne orders Allan to start a search. The Sheriff comes across a woman, Ceris, and her three children, who are planning to scam Robin Hood. At the castle, Marian suggests to Gisborne that he ask Robin Hood for help.
At the camp, Allan tells Robin and the outlaws of the situation; despite Little John's reservations, Robin makes for Nottingham. Robin splits the outlaws up, telling John and Djaq to check the forest, Will to look in the town, and Much to come with him. Robin tells Much of his engagement to Marian. The Sheriff has teamed up with Ceris and starts planning to retrieve the Great Pact of Nottingham from Hood's camp by posing as a dying family. Elsewhere, John refuses to look for the Sheriff, as the poor come first. When John and Djaq come across the Sheriff and the rest of the "family", they are completely taken in.
At the castle, Marian refuses to run when Gisborne offers her the opportunity to get away. Allan tries - and fails - to reconcile with Will. Prince John's army is still approaching. Little John and Djaq decide they have to take the needy family to the camp, blindfolded. Jasper tells Gisborne that as a Black Knight, his life will be spared; however, he may only take Marian with him if he has married her by sundown. Allan and the castle guards begin arming everybody able to fight as the army prepares to destroy Nottingham; Allan and Will temporarily reconcile.
In the forest, Robin and Much are on the Sheriff's trail; coming across a man who earlier traded his clothes for the Sheriff's as part of his disguise, who said the Sheriff was looking for "important documents" in the forest, they realise the Sheriff is headed for the camp. Gisborne offers a rushed marriage to Marian, but she refuses to leave. At the camp, the Sheriff reveals his true identity, and Ceris' children knock Little John out. At the moment the Sheriff finds the Pact, though, Robin, Much and Djaq arrive.
As Robin rushes back with the comatose Sheriff, Gisborne walks out of the Nottingham gate, facing Jasper and the Prince's army.
As Gisborne returns, the townspeople are called to arms. As the troops pour into Nottingham, Gisborne reiterates his marriage proposal to Marian, as they can "steal that from them at least". At that moment, however, Robin drops the Sheriff off at Nottingham; Jasper and the troops stand down. The Sheriff initially plans to let Robin go, before realising he does not, after all, have the Pact. Back at the camp, Little John apologises for going against Robin's orders, whilst the others debate whether or not the Sheriff was really sleepwalking.