The Chitauri Overkill Weapon was made based on Chitauri technology and a weapon that Leo Fitz and Grant Ward had previously stolen on S.H.I.E.L.D.'s behalf. The weapon was worked on in Negril, Jamaica, where Coulson's Team stole it. The team tracked down the core of the weapon to Limoux, France, where Fitz, Ward, Phil Coulson, and the weapon were taken by South Ossetian separatists. The separatists attempted to use the weapon, combined with its core to make it even more powerful, on Coulson and Ward, but Fitz stopped them and was taken. Coulson, Ward, Melinda May, and Skye tracked Fitz down to Antarctica, where a separatist attempted to destroy the building. Ward shot him before he could, and the team quickly became surrounded. Fitz tampered with the weapon, destroying it and making it useless and giving the S.H.I.E.L.D. team enough time to escape.