"This is S.H.I.E.L.D., we're here to help. We have an aircraft to evacuate any civilians trapped near the center of the city. You'll know it when you see it. Get them there. We will clear the high floors of the impacted buildings before they collapse. And most importantly, do not engage the enemy. I repeat, do not engage the enemy. We will handle it."
Alphonso Mackenzie[src]

The Battle of Chicago was the final confrontation between S.H.I.E.L.D. and an unhinged Glenn Talbot, in order to stop him from infusing himself with the Gravitonium located under Chicago and bringing about the Destruction of Earth.

Talbot had previously infused himself with mined Gravitonium to end the Siege of the Lighthouse with the intent of atoning for his mistakes when kidnapped by HYDRA, but he became drunk with power and convinced that he needed to augment his powers in order to face Thanos. Directed to Chicago by the Inhuman seer Robin Hinton, he began to destructively mine the Gravitonium he felt he required. As S.H.I.E.L.D. evacuated the city on Zephyr One, Quake subdued Talbot and attempted to appeal to his patriotism, but he was by this point too far gone and attempted to absorb Quake herself for her powers.

Initially, Talbot succeeded in absorbing Quake and used her powers to cause earthquakes in order to mine Gravitonium, inadvertently cracking Earth into pieces, which left those on Zephyr One as the last survivors of humanity while Alphonso Mackenzie was killed trying to save Polly Hinton. However, Phil Coulson and Leo Fitz successfully rewrote the timeline when Coulson supplied Quake with the Centipede Serum intended to save his life while Fitz saved Mackenzie and Hinton, sacrificing his life in the process. Injecting herself with the serum, Quake freed herself and ejected Talbot into space, killing him and averting the planet's destruction.


"He tells me there's untapped deposits of Gravitonium under the Earth's surface."
"And you want to get it out and power yourself up more."
Glenn Talbot and Hale[src]

Upon being captured by HYDRA, General Glenn Talbot was subjected to the Faustus method, which led him to disclose sensitive information about S.H.I.E.L.D..[1] Talbot was eventually released thanks to S.H.I.E.L.D. and brought back to the Lighthouse[2], where S.H.I.E.L.D. also stored some Gravitonium they had confiscated from HYDRA. In an attempt to redeem himself for his past mistakes, Talbot infused himself with the Gravitonium, which granted him gravity manipulation abilities. Thanks to that, Talbot was able to put an end to the Siege of the Lighthouse conducted by the extraterrestrial alliance known as the Confederacy.[3]

28-Talbot YouWereAlwaysTheEnemy

Glenn Talbot turns against S.H.I.E.L.D.

However, Talbot soon began to display an extreme megalomania because of his powers which came with mental instability due to his former condition. As a result, Talbot, who was convinced that he was the only hero able to stop Thanos' invasion, seized a seat in the Confederacy and decided to find more Gravitonium so that his powers would be even greater. Facing Hale's and especially Phil Coulson's disapproval, Talbot turned against his former friend. He murdered Hale and ordered Coulson and his S.H.I.E.L.D. allies to be taken prisoners while he would search for more Gravitonium[4], despite S.H.I.E.L.D.'s attempt to stop him.

2-Graviton KidnappingTheHintons

Glenn Talbot kidnaps Robin Hinton

In order to locate the untapped deposits of Gravitonium, Talbot kidnapped the Inhuman Robin Hinton and her mother Polly.[5] Then, he forced Robin to disclose the location of a Gravitonium deposit located underneath the city of Chicago.[6]


3-Attack on Chicago

Glenn Talbot brings Qovas' Ship to Chicago

"I need to arm myself so I can fight my enemies."
"You are becoming the enemy. Whether you believe it or not."
Glenn Talbot and Quake[src]

Glenn Talbot took the remnants of Qovas' Ship and crashed it into the city of Chicago, where he could find more Gravitonium according to Robin Hinton. Talbot then left the spaceship, leaving Robin and Polly Hinton guarded by two Remorath soldiers. The spaceship's crash immediately damaged buildings in Chicago, prompting the authorities to send first responders to get civilians to safety.

7-Graviton looks for Gravitonium

Glenn Talbot looks for more Gravitonium

Talbot located an underground deposit of Gravitonium and began extracting it using his powers. To that end, he lifted a column of rock out of the streets of Chicago until he could access the Gravitonium stuck to the rock. Once he found it, Talbot absorbed the element into his own organism before leaving the column fall on the ground, causing more damage in the city. Talbot then proceeded to find other sources of Gravitonium.

11-SHIELD Rescue Chicago

S.H.I.E.L.D. arrives to rescue the inhabitants of Chicago

However, while Chicago Police Department Officer Zbyszewski prepared to engage Talbot, S.H.I.E.L.D. soon intervened in an attempt to stop Talbot. They took the Zephyr One to Chicago and contacted all the endangered civilians and first responders, instructing them to evacuate to the civilians and to avoid the fight with Talbot. While Jemma Simmons, Yo-Yo Rodriguez and Piper remained in the Zephyr One to coordinate the evacuation, Alphonso Mackenzie, Melinda May and Leo Fitz went to search the impacted buildings to rescue trapped inhabitants.

Fitz, Mackenzie, and May soon found Robin, who had escaped from the crashed spaceship. However, her mother Polly was still trapped in the remnants of the spacecraft, prompting Mackenzie to leave and fin her. However, Fitz remembered that neither Mackenzie nor Polly were alive in the future, so Fitz and May decided to go into the spaceship as well. As he released Polly, Mackenzie was attacked by the two Remorath guards. He managed to hold them off until May and Fitz arrived from behind and killed them.

14-Footage Comes True

Quake leaves to fight Glenn Talbot

Meanwhile, Davis flew a Quinjet with Phil Coulson and Quake into the city. Although Quake planned to neutralize Talbot so Coulson could talk him down, Coulson revealed that he would not join the battle as he was too weak to stand, having not taken the Centipede Serum cure. Coulson and Quake had a brief argument, but Coulson convinced Quake to go and confront Talbot on her own. Quake reluctantly agreed and left the Quinjet, ordering Coulson to return to the Zephyr One and take the remedy. Actually, she was unaware that Coulson had hidden the syringe containing the cure within her gauntlets.

19-YoYo Reanimating Coulson

Yo-Yo Rodriguez attempts to reanimate Phil Coulson

Davis flew the Quinjet back to the Zephyr One. Upon realizing that Coulson had lost consciousness due to his condition, he took him to his colleagues. Rodriguez performed C.P.R. on him while Simmons left to fetch the syringe, only to find that it was gone. In the end, Rodriguez was able to reanimate Coulson.

18-Quake Attempts to Convince Graviton

Quake attempts to convince Glenn Talbot to stop his attack

Quake ran through the streets of Chicago to find Talbot. Using her powers to boost her speed, she violently tackled Talbot, hitting him on the ground until they crashed in a bus. Quake ordered Talbot to stop as he was causing people to die, but Talbot replied that they were only collateral damage and that he had to power himself up so he would become a true hero. Therefore, Quake tried to appeal to Talbot as a military man and a father, claiming that he was already a hero due to having sworn to protect his country and that he could do it without frightening his own son.

At first, Talbot appeared to hear Quake out. However, he assimilated Quake's attempts to convince him to work together to the speeches Hale had delivered to him before torturing him and to what Coulson said to him before acting behind Talbot's back. Talbot grabbed Quake and began rising in the air with her. Once they were high enough, Talbot violently crashed Quake back onto the ground, causing a powerful shockwave which notably damaged the building where Fitz, Mackenzie, May and the Hintons were. This resulted in some rubble falling on top of Fitz, burying him underneath.

21b-Talbot Death

Glenn Talbot being frozen to death in outer space

Weakened by the crash, Quake could barely continue to fight against Talbot. Talbot forced her to stand and decided to absorb Quake into his own organism so that he could use her powers to access the Gravitonium he was looking for more easily. However, as Quake was on the verge of being absorbed, she discovered the Centipede Serum that Coulson had placed in her gauntlets. She injected herself with the serum, which powered herself up and enabled her to break free of Talbot. Enraged, Talbot attacked her one last time, but Quake used her enhanced powers to violently expel Talbot into space, killing him.

25-Fitz's Death 2

Leo Fitz dies due to the collapse of rubble

Meanwhile, May and Mackenzie cleared the rubble over Fitz and managed to find him. However, they discovered that he was heavily wounded, with an iron chunk having pierced him in the stomach. Realizing that there was nothing they could do, May and Mackenzie remained at Fitz's side, crying and holding his hand as Fitz struggled to breathe and remain conscious. Mackenzie comforted Fitz until the end and Fitz eventually died from his wounds.[6]


Destroyed Earth Universe

"By all accounts, the city had been evacuated. No one there. After Quake walked in, 12.8 on the Richter scale, and the world cracked like an egg."
Samuel Voss[src]

Originally, the Centipede Serum was used on Phil Coulson to save his life. As a result, when Quake confronted Glenn Talbot, she was overpowered and Talbot used his Gravitonium-based physiology to absorb her, thus acquiring Quake's powers.[6] Using these new vibration manipulation abilities, Talbot quaked the ground in order to easily access the Gravitonium he desired. However, by doing so, he caused massive earthquakes, including an extremely powerful one which reached magnitude 12.8 on the Richter scale. This caused the Earth to be progressively cracked apart and it was ultimately completely destroyed.

Melinda May flew the remaining S.H.I.E.L.D. agents and the citizens of Chicago to the Lighthouse. However, the planet's destruction caused massive casualties and only a small fraction of humanity survived the global cataclysm. Among the many victims were Polly Hinton and Alphonso Mackenzie. Due to having lost her mother in the cataclysm, Robin Hinton was adopted by Melinda May.[7]

Altering the Timeline

35-Here's To Us

Phil Coulson saying goodbye to his friends

"He'll be so happy to know that time is not fixed. It's a fluid, ever-changing, beautiful thing."
Jemma Simmons to Phil Coulson[src]

Thanks to Phil Coulson choosing to give up on taking the Centipede Serum to be healed from his deadly condition, which led to Quake's victory over Glenn Talbot, the Destruction of Earth was averted. Thus, S.H.I.E.L.D. completed his main mission to save humanity after having witnessed themselves what would have happened should they have failed. This resulted in a major change in the timeline, with the timeline where the Earth was destroyed and all the subsequent events became an alternate timeline which was avoided, as Earth continued to exist as a whole with humanity safe on it.

40-New SHIELD The End

S.H.I.E.L.D. leaves for its new mission to find Leo Fitz

Despite Leo Fitz's death during the battle, the S.H.I.E.L.D. agents, and especially Fitz's wife Jemma Simmons, figured out that they could still somehow save him. Indeed, as Fitz had been left behind when the rest of the team was abducted by Enoch, he used a Cryo-Freeze Chamber to remain in suspended animation for seventy four years and join his friends in the future. When the S.H.I.E.L.D. agents returned into their time, this meant that this version of Fitz who was frozen in space was still alive in his space capsule, so they decided to find him and to bring him back to Earth.

42-Coulson and May in Tahiti

Phil Coulson and Melinda May in Tahiti

With the S.H.I.E.L.D. mission of saving the Earth being a success, and knowing that he barely had weeks to live, Coulson decided to retire from S.H.I.E.L.D. in the aftermath of the battle. Coulson and Melinda May stayed in Tahiti while the other S.H.I.E.L.D agents now led by Alphonso Mackenzie would carry on their new missions.[6]


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