With their backs against the wall and Nathaniel and Sibyl edging ever closer to eliminating S.H.I.E.L.D. from the history books, the agents must rely on their strengths to outsmart and outlast the Chronicoms. This is their most important fight, and it will take the help of friends and teammates, past and present, to survive.
Alphonso Mackenzie, Daisy Johnson and Daniel Sousa are still in the Quinjet watching the Chronicom Destroyer Ship firing on S.H.I.E.L.D. bases on Earth. They try to formulate a plan but Mackenzie is only worried about first docking with the Zephyr, which they manage to successfully do. Once they do though, one of the Chronicom ships pulls the Zephyr on board, trapping the team inside.
The three agents wait with weapons drawn at the bay door of the Quinjet for someone to open it and come on board. After a few seconds, Sousa asks if it’s possible the enemies are on the other side of the door doing the same thing, which prompts Mack to open the door. To their surprise, there is no one there waiting for them. They slowly explore the Zephyr only to find no one on board. Mackenzie gives the order to scan the Chronicom ship and see if they can find Simmons and Shaw.
Meanwhile, Nathaniel Malick and his group make their way down a futuristic hallway with Jemma Simmons and Deke Shaw in tow. Malick gives Simmons one more chance to give up Leo Fitz’s location before a projection of Sibyl pops up and a Chronicom injects Simmons with something. She and Shaw are then thrown into a cell and locked up.
Malick and Kora meet back up with Sibyl in her actual physical form for the first time. Malick gloats about all of the S.H.I.E.L.D. targets being destroyed before Sibyl interrupts by pointing out that the Lighthouse still stands. They discuss the fact that the Lighthouse can withstand any external attack and Malick gives a nod to John Garrett while assuring Sibyl that they have it under control. She points out that none of it matters if Fitz is still alive. She reveals that the injection she gave Simmons is dissolving her implant and they will soon know his location.
In the Lighthouse, Coulson, Melinda May and Yo-Yo Rodriguez try to come to terms with what just happened to S.H.I.E.L.D. Suddenly, some kind of strange signal takes over the base’s computers. May wonders what the Chronicoms are doing now while Phil Coulson goes to work on figuring out what is happening.
Malick and Kora make their way around the ship when she questions his relationship with the Chronicoms and why he killed her mother. He lies and tries to justify this action by telling her how evil her mother was and how dangerous her younger sister is. He quickly wins her back over. Meanwhile, Garrett teleports into the Lighthouse and plants a Chroni-Bomb on a wall.
Shaw tries to find a weakness in the cell while Simmons complains about a tingle in her head. Shaw explains that it is just the implant, which visibly confuses Simmons. He tries to explain and help her remember everything but it appears that her entire memory is slipping.
Johnson manages to find Shaw and Simmons on their scan and Sousa also points out Kora. Johnson proclaims that Kora will not stop her from getting back Simmons and Mackenzie reminds her they are also there to rescue Shaw. To which she responds sure. They lay out a plan for Johnson to get their friends back while Mackenzie and Sousa try to get the hangar doors open for their escape. Before she makes her way out, Sousa stops Johnson and kisses her.
Coulson struggles to figure out the mysterious signal when May notices Garrett’s presence in the base. They watch from a security camera and see that he is planting bombs around the base. They discuss a device they have that can stop Garrett from teleporting.
On the Chronicom ship, Johnson makes her way to Simmons and Shaw before she is interrupted by a projection of Sibyl, which also appears on the Zephyr for Mackenzie and Sousa. She tells them that S.H.I.E.L.D. has been destroyed and they have already lost. She ends her transmission and Malick argues with her to let him kill the agents. She explains that Johnson and Simmons reuniting increases the odds of them learning the location of Fitz and that he should not interfere.
Mackenzie and Sousa discuss what Sibyl just told them and Sousa tries to assure Mackenzie that it is not true. He then reminds him that they still need to create an escape route. Mackenzie agrees and fires a missile at the hangar doors but it does nothing.
Malick and Kora discuss Johnson’s presence and Malick builds her up again as being very dangerous. He assures her though that together, they are more powerful than Johnson. He reminds her that her sister is the only one that can ruin their plan and no longer cares what Sibyl has to say, they need to finish her.
In the Lighthouse, Coulson paints a big red X on the floor. May examines a piece of tech and the two have a conversation about the new versions of themselves but are interrupted when Garrett shows up right on that X. Coulson gets him talking to distract him before Rodriguez gets the device on him. He tries to teleport out but can not. Coulson tells him he has to disarm the bombs or else he will die with them.
Garrett calls Malick and asks him to deactivate the bombs. Malick refuses and is willing to leave Garrett to die. Garrett seems shocked as the final bomb seems to be charging up for detonation before Rodriguez rushes away with it. An explosion brings the walls crashing down on Coulson, May and Garrett.
In a pile of rubble, Rodriguez searches for Coulson and May. He finds that Coulson used his body to shield May from debris. She explains that she rushed all the bombs to one spot, which only caved in a portion of the base. Coulson finds Garrett still alive and May says to save him, explaining that he is their best chance to help their friends.
Mack and Sousa prepare for an attack from the Chronicoms, who promptly arrive on the Zephyr. Mack uses a piece of tech to knockout six Chronicom Hunters. He then picks up one of their weapons and explains to Sousa that they have to hold off the rest of them long enough for their friends to get back. Meanwhile, Johnson continues to make her way to her friends when two Chronicoms make their way towards her. johnson freezes and the robots walk right past her without even so much as a look.
May explains that Garrett will make it and Rodriguez races in with an injury on her arm. She explains that she was searching for an exit and got impaled by a piece of rebar. To make matters worse, they are trapped in the base. Garrett wakes up and begins to question what is going on. Coulson explains that Malick has changed the timeline and it is not too late for Garrett to switch to the right side. Garrett agrees, but Coulson is distracted when he notices a pattern in those mysterious sounds they had been hearing.
Finally, Johnson gets to Shaw and Simmons. Shaw embraces her but Simmons is hesitant and appears to not remember Daisy. They convince her to leave by promising she can get a costume just like Johnson’s.
Elsewhere, Sibyl explains to her crew that the implant in Simmons’ brain has now been dissolved before questioning Malick on Kora’s location. He assures her she is resting. Pacing, Malick asks what will happen if they do not get the information they need. Sibyl explains Simmons will have no choice but to let them know and assures Malick that he can do what he wants with the rest of S.H.I.E.L.D.
Mackenzie and Sousa prepare for another attack, with only 50 Chronicom-killing shotgun shells left. Sousa instead comes up with a plan to use the six killed Chronicoms as explosives and Mackenzie agrees to the plan.
Johnson, Simmons and Shaw make their way back to the Zephyr and Simmons’ memories start to return before they are stopped by Kora. Frustrated, Sibyl explains that she is going to ruin their plan. Johnson sends Shaw and Simmons to the Zephyr while she stands off with Kora. Johnson defends herself from a couple of attacks while she convinces her sister she is on the wrong side.
Coulson figures out that the code is the location of an “0-8-4” – an object of unknown origin. The team discusses what to do with the information and Coulson points out that they are trapped in the base. Garrett offers to help them by teleporting them out. May and Rodriguez immediately turn him down but Coulson is more open to the idea.
Mackenzie and Sousa attach the six robots, creating some sort of massive bomb. Simmons and Shaw show up, with Shaw questioning the suicide bomb. Mackenzie assures him it was only in case they did not get back to the Zephyr. Sousa tries to go help Johnson before Mackenzie orders him to stand down and find him some duct tape instead.
Sibyl and Malick argue over their now-failing plan before they come across Kora. She explains that she does not think Johnson is bad. Malick grabs a weapon from a Chronicom and shoots Kora, evidently stunning her rather than killing her. He orders a Chronicom to lock her up.
Johnson gets back to the Zephyr and the team prepares to take off. Mack fires two more missiles at the doors, but this time the Chronicom bodies are duct taped to them. They create a massive explosion, allowing the team to get away.
At The Krazy Kanoe, Garrett teleports the team in and a voice immediately orders them to freeze. Before the team can react, a gun is fired and Garrett is shot in the head and killed. Coulson explains to the mysterious figures surrounding them that they’re S.H.I.E.L.D. and they followed the same broadcast to that location. The lead agent, Brandon Gamble, steps out of the shadows, followed by the agent who shot Garrett, who is revealed to be Victoria Hand.
The team is shown a group of packages the agents have placed on the bar. They were apparently told to bring them here at this moment, without actually knowing what they are. Coulson examines them but can not figure out what they are for. Luckily, the rest of the team shows up at the bar and Simmons seems to know exactly what to do with the pieces. She begins to assemble them while muttering something about marriage. She finishes but there is a piece missing. Just then an old man shows up with one last piece. He explains that he either got it from his friend Enoch or one of the Koenigs. Simmons takes the last piece and uses it to open up a hidden passage in the wall, complete with another mysterious device.
They bring the new device into the new mysterious room and attach it to the other device. Simmons continues to question her marriage and suddenly realizes her ring is the final piece of the puzzle. She inserts it into the device and it opens up a portal to the Quantum Realm, allowing a masked man to drop into the room. The man removes the mask and finally the team is reunited with Fitz. He tries to embrace Simmons but she stops him because she still does not remember him.
Meanwhile, Sibyl sees that the team has arrived in New York City. Malick urges her to give him some Hunters and he can wipe them out. She explains that there is only a small chance of him succeeding, but a 100% chance that this will be the last time the team will ever be together.
- Clark Gregg as Phil Coulson
- Ming-Na Wen as Melinda May
- Chloe Bennet as Daisy Johnson/Quake
- Elizabeth Henstridge as Jemma Simmons
- Henry Simmons as Alphonso Mackenzie
- Natalia Cordova-Buckley as Yo-Yo Rodriguez
- Jeff Ward as Deke Shaw
Special Guest Star:
- Tamara Taylor as Sibyl
- Thomas E. Sullivan as Nathaniel Malick
- Dianne Doan as Kora
- James Paxton as John Garrett
- Stephen Bishop as Major Brandon Gamble
- Bill Cobbs as Old Man
- Enver Gjokaj as Agent Daniel Sousa
- Katy M. O'Brian as Kimball
- Cassandra Ballard as Agent Grace Mulcahey
- Rachele Schank as Agent Victoria Hand
- Christopher Charles as Shepard
- Andrew Constantini as Chronicom (uncredited)
- Lake Ontario, New York
- New York City, New York
- Triskelion (mentioned)
- Area 51 (mentioned)
- Hub (mentioned)
- War Against the Chronicoms
- Destruction of Earth (mentioned)
- Hijacking and Retaking of the Iliad (mentioned)
- Quake Gauntlets
- Yo-Yo Rodriguez' Prosthetic Arms
- Daniel Sousa's Prosthetic Leg
- Quantum Field Disruptors
- Deke Shaw's Helmet
- Time Stream
- Quantum Tunnel
- Bendeery English Ale (logo)
- O'Harren's Scotch Whisky (logo)
- Helius (mentioned)
- Phase Harmonic Teleportation Device (mentioned)
- Gravitonium (mentioned)
- Wolves (mentioned)
- Project Helius (mentioned)
- Nathaniel Malick's Crew
- Chronicom Hunters
- Strategic Scientific Reserve (mentioned)
- Phil Coulson
- Ernest Koenig
- Niles Lindmore/Chronicom
- Brandon Gamble's Grandfather
- Grace Mulcahey's Parents
- James Bond