Alphonso Mackenzie and Yo-Yo Rodriguez successfully initiate a rebellion against Kasius and the Kree Watch, killing eight Kree guards after gathering the Lighthouse's inhabitants like Gunner. Upon learning that the Humans survived the Vrellnexians and are rebelling, Kasius decides to send a messenger: Tess, who was revived through Kree technology. Tess informs Mackenzie, Rodriguez and Flint that Kasius intends to blow up the entire Lighthouse if the S.H.I.E.L.D. agents, Flint as well as all the children older than ten are not delivered to him. While Flint and Yo-Yo advocate for a frontal assault, Mackenzie and Tess advise caution.
Mackenzie figures out that Kasius rigged the Lighthouse with bombs scattered all over the place, enabling him to incinerate all the Humans by pushing a single button. Together, the Humans devise a plan to counter Kasius and send Tess back to him, asking for a meeting. Kasius reluctantly agrees and Mackenzie and Rodriguez threaten to destroy all his scientific equipment for breeding Inhumans if he does not hand over the bombs controller. When Rodriguez fails to take it by force, Kasius pushes the button. However, the S.H.I.E.L.D. agents reveal that they were only stalling so that the other Lighthouse inhabitants could take all the bombs to the same place and hide far from the detonation. After Tess escapes from the Kree Watch, Mackenzie blows up Kasius' equipment and Kasius screams out of rage.
On the surface of the Earth, S.H.I.E.L.D. prepares to face a gravity storm by repairing the Zephyr One to make it fly again, much to Enoch's surprise who thinks that it will lead to their deaths. Meanwhile, Deke Shaw confronts Samuel Voss about the death of his father and intends to kill him, but Voss advises him against it and tries to convince him to turn on the S.H.I.E.L.D. agents. Shaw chooses to spare Voss and leaves, uncertain about what to do.
As the gravity storm approaches, Quake tells Coulson that she should probably remain deprived of her powers for everyone's safety. Elsewhere on the plane, Leo Fitz and Jemma Simmons discover that the Zephyr One has been upgraded with Fitz's old designs for a new plane, including artificial gravity generators using Gravitonium. To Fitz, Gravitonium could explain what happened to the Earth, but it also means that they are facing a causal paradox and that they will fail to save the Earth, reconnecting with his theory that the future cannot be changed, although Simmons disagrees.
Shaw returns to the team and informs them that he spared Voss. With the gravity storm soon on them, S.H.I.E.L.D. try to take the Zephyr One in the air, but the engines are too damaged, blocking them on the ground. S.H.I.E.L.D. sends the True Believers to hide and find shelter in the caves. Unbeknownst to them, however, Sinara infiltrates the plane. After seeing that the gravity storm has reached them, Simmons suggests to take advantage of it and the Zephyr One's upgrades to fly without needing the engines. S.H.I.E.L.D. decides to follow Simmons' idea, but the anchors keeping the plane on the ground get stuck. Quake, who is followed by Shaw, decides to go and fix that, but she is found by Sinara. As the plane finally takes off because of the storm, a violent fight erupts between Quake and Sinara and Sinara nearly kills Quake before Shaw chooses to rescue her, definitely siding with S.H.I.E.L.D. Quake ultimately kills Sinara with an improvised spear.
- Clark Gregg as Phil Coulson
- Ming-Na Wen as Melinda May
- Chloe Bennet as Daisy Johnson/Quake
- Iain De Caestecker as Leo Fitz
- Elizabeth Henstridge as Jemma Simmons
- Henry Simmons as Alphonso Mackenzie
- Natalia Cordova-Buckley as Yo-Yo Rodriguez
- Dominic Rains as Kasius
- Jeff Ward as Deke Shaw
- Eve Harlow as Tess
- Michael McGrady as Samuel Voss
- Joel Stoffer as Enoch
- Coy Stewart as Flint
- Florence Faivre as Sinara
- James Harvey Ward as Gunner
- Luke Massy as Hek-Sel
- Graham Outerbridge as Doyle
- Tunisha Hubbard as Ava
- Ryan R. Moos as Kree Doctor (uncredited)
- Sabina Chavez as Gunner's Wife (uncredited)
- Michelle Toh as Angry Exchange Leader (uncredited)
- Lindsey Herrera as Attendant (uncredited)
- Mark Casimir Dyniewicz as Exchange Councilman (uncredited)
- Uprising in the Lighthouse
- Duel in the Zephyr One
- Destruction of Earth (mentioned)
- Infiltration into the HYDRA Enlightenment Cultivation Center (indirectly mentioned)
- Phil Coulson's Prosthetic Hand
- Terrigen Crystals
- Inhuman Control Device
- Grappling Claw
- Kree Battle Axe
- Time Di'Alla (fragment)
- GH.325 (indirectly mentioned)
- Vrellnexians (mentioned)
- The episode title refers to Robert Burns' poem "To a Mouse", which reads: "The best-laid schemes of mice and men, Often go awry."
- The sign on the doors of the Kree Doctor's laboratory spells "Empire or Death" in Kree alphabet.