"Previously on "Marvel's Agents of S.H.I.E.L.D."..." "S.H.I.E.L.D. still needs a face." "Keep the title, but when it comes to operations," "I'm calling the shots." "We were so close." "Your previous model had the Darkhold book in her hand." "And all the answers it holds." "Though poor Fitz ..." "We could just reboot the head ... in a controlled environment ... and then we could diagnose the problem together." "Please!" "Drop it." "I'm gonna figure out what broke you." "Thank you, Fitz." "Will there be another opportunity to acquire the Darkhold?" "Agent May's decoy will be more convincing." "Her programming operates on a subconscious level." "If Agent May isn't aware of her mission to retrieve the Darkhold, then she won't be able to reveal herself." "She'll instinctively climb the ranks, gain access, and get closer to Agent Coulson, the man who knows just where this book is." "4x11" " Wake Up" "_" "Sorry." "Didn't think you'd get stuck on a milk run to Radcliffe's." "We're gonna miss you in the field." "I'll catch up." "Can't let you have all the fun." "When this is over, it's time." "We are cracking that bottle." "You don't have to twist my arm." "I wouldn't dare." "You might whip my ass." "Agent May." "Director Mace ... he ... he knows that Aida is... what Aida is?" " Yeah." "He knows." " I wish I'd been there to explain." "H-How did he take it?" "He wants to use her on this, but concerned." ""Concerned." That's not a happy word." " Did ..." "Did he say if ..." " He wants to talk, has questions." "I don't like those words, either." "I hear you're on your way to personally escort Aida." "Why?" "Well, no one knows what she can do." " And she saw the Darkhold." " Well, I could help with that." "Once I've studied it, I-I'd be able to determine ..." "No." "No." "No one's touching it." "When this is over, I'm destroying the book myself." "Because it's dangerous, yeah." "I-I-I understand." "You still need access to my apartment." " Maybe I could, uh ..." " No, that's never been a problem for me." "Right, right, right." "Well, I'll reach out to Aida, anyway, tell her to expect you." "Be ready to help solve the current... problem." " Sure." " Okay." "Aida, I want you to access your information cache." "Locate the Sunset Protocol." "I have it, Doctor." "Activate it." "Hello, Agent May." "I've been expecting you." "Dr. Radcliffe gave me specific instructions." "Happy to help." "Allow me to retrieve the neural-assessment gauge." "What's a neural-assessment gauge?" "Ohh." "I apologize, Agent May." "Let's get you up to speed, shall we?" " What's a neural-assessment gauge?" " Right this way." "_" "Hope you liked your facial, Melinda." "It's time for your massage." "Ready?" "I don't remember coming here." "You dozed off." "Obviously, you're very relaxed." "That's good." "Yeah, I don't think I have time for this." "Thanks." "Hope you liked your massage, Melinda." "It's time for your facial." "Look, I-I don't think I want this." "I don't want to be here." "Hope you liked your facial, Melinda." "No." "Aida, no!" "I knew it wasn't real." "The syringe, Aida." "You have to sedate her." "You bastard." "We may have misjudged what it takes to keep Agent May comfortable." "_" "Heart rate normal, vitals stable." "Seems to be working." " You found the solution, Doctor." " Mm." "Well, for now, yes." "Just not a permanent fix." "However, as long as our May replacement at the S.H.I.E.L.D. base does her job, it doesn't have to be." "Question ... why does it matter if the original May is dead or alive?" " Aida?" " It doesn't make logical sense." "We have cerebral replication." "We have physical replication." "No one in S.H.I.E.L.D. knows she's been replaced." " What empirical difference is there?" " Well, for one thing, the Framework is in beta testing." "We need May alive for calibration ..." " Yes, but I ..." " But, also, we're not killers." "Nathanson was a drastic overadjustment." "But isn't it preferable to sacrifice one life to save millions?" "Yes, as a last resort, Aida." "But I hope that May won't give us any kind of problem at all, and we don't have to face..." "sacrificing her." "Our May Life Model Decoy should get us the Darkhold eventually." "And if something goes wrong... then we have our safety net." "You're referring to the other android" " now in operation." " Yes." "Our second LMD." "We have to show the world who she really is." "And it's well past time." "Daisy now represents S.H.I.E.L.D." " Everything has to be aboveboard." " But marching into the Capitol Building so Daisy can sign the Sokovia Accords?" "Senator Nadeer will be there." "It seems risky." "We're all aware of the dangers, some of us more than others." "I'm fine with it, Jemma." "Are you?" "It doesn't seem like you." "And, Coulson, you're letting her." "That ..." "It doesn't seem like you, either." "With Nadeer and her staff in the meeting," " we have an opportunity." " What opportunity?" "I wasn't briefed on any opportunity." "While Nadeer's in with Daisy," "Yo-Yo and I will get into her office and plant surveillance." "We can finally keep an eye on her," " figure out her next move." " What?" "No." "No." "No, there'll be no planting, no eyeing, no Yo-Yo-ing." "S.H.I.E.L.D. is now legitimate." "We have to remain above reproach." "You mean like juicing our Director so he can pretend to be Inhuman?" "Look, you are reacting to the situation we had." "You put Jeffrey in place, I understand, but we're S.H.I.E.L.D. We have to be proactive." "This is politics, Phil, which means politicians." "They are a festering cesspool of toxic-waste fires." "You swim in those waters, you could get pulled under." "You and the Director can handle it." "We'll handle the rest." "May, you with us?" "Always." "Hmm." "She's stabilized now." "As I said, no reason to even consider harming Agent May." "Very good, Doctor." "Oh, dear." "Not again." "I'm happy Turtleman came out to play this morning." "You." "You're Turtleman." " It's not a nickname for your ..." " Okay, I get it." "I get it." " We could find a nickname for it..." " No, I'm good." "...but ... okay." "Me too." "I enjoy you." " Yeah?" " Mm-hmm." "I mean, sure, you're an engineer, and you're smart, and... your insides are great." "But this outside, these arms..." " they don't even seem real." " Oh." "You're not so bad yourself." " Not bad?" " Mnh." "I'm a knockout." "And I'm thirsty." " Want some water?" " No, I'm good." "Oh, is it time for the mission already?" "Uh, no, it's a change of plans." "I ..." "I'm not gonna be on this one." "I was just covering the communications here, anyway." "I, uh ..." "I got to do something... else." "Is that the text you just got?" "Yeah." "It's just a change of plans." "It's, uh..." "Look." "I'm sorry." "I know it's bad timing, but you guys are gonna be fine." "Okay?" "I'm gonna catch up with you when you get back." " Okay." " Okay?" " Fitz." " May." "You need something?" "Answers about Aida." "Security report on the incident, need to close it out." "Okay." "What do you need to know?" "How much was Aida aware of what she was going to do before she did it?" "Could she have stopped it?" "This isn't about a security report, is it?" "It's about you." "About ordering Aida to read the Darkhold." "Trust me, I was trying to get her to do the same thing, and I'm asking the same questions that you are." "I think you did what you had to do in the moment." "It was a hard choice." "Not when it comes to saving you and Coulson." "No." "That's just how you're built." "Aida?" "I need to go out for a bit." "There's a situation to which I must attend." " Shall I drive you?" " No." "Shouldn't take long." "Doctor, if Agent May does become a problem ..." "Oh, I don't see that happening." "Gentlemen, Agent Mackenzie requested personal time, so he's not with us on this." "Mack or no Mack, I'm urging you to reconsider the second part of this mission." "Which part is the second part again?" " The stupid part." " Ah." "Nadeer's office." "If she discovers you've launched an unauthorized investigation into her, it's gonna trigger an investigation into you." "There are always consequences." "It's dangerous, but she is dangerous." "And this is our chance to get ahead of it proactively." " Gentlemen, I'm sure we ..." " Keep calling me reactive, Phil." "Half the time, I'm reacting to the steaming pile of fart-pebbles you hand me." "And the other half, you're not giving me the full story." " We're like the odd couple here." " Gentlemen, we have a mission." "At the very least, we need a contingency plan." "If she comes after you, she's gonna want" "S.H.I.E.L.D. records, S.H.I.E.L.D. assets." "Let me take them to a military facility for protection." "That makes no sense." "Our people are trained to protect those assets." "Until she deposes all of you." "General, the assets belong here." "And for the record," "Nadeer tried to kill several people, including me." "Coulson is right." "We need to get ahead of her." "Yeah, but you have to say that, don't you?" "Excuse me." "Perhaps you are gonna be a problem after all." "Hyah!" "I like you, Agent May." "I don't wish for you to suffer." "I promise to make this quick and painless." "Thanks." "I'm not worried." "How're you holding up?" "It's okay to be nervous, you know." "Me?" "Nah." "I don't get nervous anymore." "Okay." "Well, I'm just saying, if you are ..." "I mean, it's not my comfort zone, but I'm good." "I'll just tell the truth." "I'm good at that." "You?" "You don't talk much about your childhood, do you?" "The foster homes, bouncing around." "I imagine a lot of the time, it felt like you had to perform to convince people to like you." "Only the places I wanted to stay." "Why are you asking?" "Because if you enter every room thinking you got to do a song and dance, eventually everything becomes a performance." "And believe me, I know how it feels putting on an act full-time." "Yeah." "You do, don't you?" "Anyway, I know it's not an act with you." "Coulson's been saying since day one that you're the real deal, and I've learned to trust his read on people, so..." "He believed in me before I believed in myself." "You too, you know." "It's why he wants you with us still." "He ..." "He keeps saying you were trying to do the right thing." " Oh, you've talked about it, huh?" " Sure." "And listen, with me... sometimes it's..." "Sometimes I think it's an act." "You got this." " Jeffrey, I'm surprised to see you." " Yeah, I'm sure you are." "Surprised to see him not dead, you mean?" "There'll be plenty of time to ask questions after we've started, Ellen." "I expect a lot of questions will be answered in this meeting." "Have fun." "Great." "What does that even mean?" "I think we're gonna find out." "All right, let's bring the meeting to order." "Agent Daisy Johnson, we'd like to swear you in." " You're clear, go in." " Thank you." " That went well." " Fitz is an artist." "So, Mack ... personal time, huh?" "Don't put me in the middle of this." "What middle?" "No middle." "But you know something." "It's not for me to say." "Mack's a very private person." "All I know about him is what's in his file." "I spent six months on a plane with the guy." "I bet I know less than you." " So maybe something's on his file." " Maybe you should ask him." "_" "Well, I don't know about annoying him, but you're starting to annoy me." "Isn't it better to learn things organically instead of all at once in a report?" "No, all at once." "Much better." "Private person, secrets?" "Same thing." "Must be even tougher with May." "If it's better to get to know each other" " in tiny, slow, annoying pieces..." " I don't think that's how I put it." "...then you two will never get together." "Me and May?" " No." "It's not like that." " Please." "I don't need to read a file on you two to know." "You know, no one likes a smart-ass." "That hasn't been my experience." "_" " You and May ready for the op?" " Yeah, we've got it covered." "Uh, we could always use a fresh pair of eyes if you'd like to join us." "Yeah, no." "I've... stuff to do here." "Okay." "You know, one of the upsides of having a girlfriend is you get to talk about what's bothering you." "Yeah, well, doesn't really sound like an upside for the girlfriend." "I know you're upset about Aida." "I'm in a strange position." "I don't want to intrude on you while you're... processing." "But I also want you to know you can talk to me." " Always." " Yeah, I know." "Just, uh..." "You know I go all quiet when I'm... processing." "Okay." "No, Senator, I understand." "Being a party to the Sokovia Accords would be very different from being an undercover S.H.I.E.L.D. agent." "Well, you'll answer to a different authority ... the public." "Believe me, I've ..." "I've had worse bosses." " Uh, next up is Senator Nadeer." " Thank you, Mr. Chairperson." "Agent Johnson, as an Inhuman yourself, do you feel more responsibility to help Inhumans than normal Americans?" "Well, first of all, Inhumans are normal." "Let's be clear about that." "But with regard to whom I'll help, I'm here for all Americans." "But more often than not, Inhumans are left to fend for themselves with few resources." " So Inhumans cause more trouble." " No." "Inhumans are more likely the victims of hate crimes, which is not fair." "They are our friends, they are our co-workers..." "our brothers." "They all deserve help, wherever they may be." "Agent Johnson, let's discuss your theft of more than $7 million from three banks while you were undercover from S.H.I.E.L.D." "Illegally acquired funds going towards illegal activity." "So you say." "Has the U.S. government recovered those funds?" "The money has been distributed to..." " worthy causes." " I see." "So you took the entire justice system into your own hands." "We're in position." "Place them around the room, and they'll give us geometric scans." "Coulson." "Security officers approaching the location." "Hold." "Okay, they're moving past." "We're good." " I was working as a S.H.I.E.L.D. operative ..." " Without signing the Accords, so either you committed an illegal act by robbing banks or S.H.I.E.L.D. committed an illegal act by using an unauthorized enhanced agent." "Mr. Chairman, this line of questioning ..." "And S.H.I.E.L.D. is still doing it." "Transmitting images now." "Hold on." "What the hell just happened?" "What's this?" "Freeze!" "Stay right there!" " That's her, the fast one." " Leg cuffs go on her." " Radio it in." " Even as we speak," "S.H.I.E.L.D. continues to engage in illegal activity." "That's not true." " No?" " No!" "General, moments ago, my people apprehended two S.H.I.E.L.D. operatives breaking in to my office." "Seems they were trying to install surveillance equipment to spy on my staff and me." "Uh, there ... there must be some mistake here." "This Inhuman, Ms. Rodriguez?" "She signed the Sokovia Accords, but now she's been caught red-handed in a S.H.I.E.L.D.-sanctioned operation without U.N. approval, just as S.H.I.E.L.D. did with Agent Johnson." "It appears S.H.I.E.L.D. really is a criminal organization after all." "That conversation does not look fun." "I have a feeling no conversation with that woman is ever fun." "She knew we'd be there." "Not just any Inhuman." "You specifically." "There has to be a leak." "Yeah." "There has to be." "Well, we're all free to go." "Because there's a catch, right?" " Well, maybe a slight ..." " You're damn right there's a catch." "There's gonna be a full investigation, starting with a Senate committee hearing." "They may even bring charges." "That's unlikely, so let's all just take a beat ..." "Unlikely?" "They're gonna drag us in front of every subcommittee, asking us who we are and what we do." "This was the risk in going legit." "No, this was the risk in going after Nadeer." "Couldn't have known she'd be ready for us." "Maybe if somebody had warned you first?" " Guys." " No, you do this all the time, Phil." "I give you the benefit of my expertise, and you just ignore it." "You're never up front with us, General." "You lied about Taiwan, you lied to us about Jeffrey ..." "They kidnapped my son!" "And I put Jeffrey in that position because you have too damn much baggage to hold that position yourself." "We have very different styles." "We always have." "And your style just gave the bad guy all the ammunition she needs to go after us." " That's not how I see it." " Really?" "How do you see it?" "This move just exposed the fact that we have a leak." "Someone tipped Nadeer off we were coming." "You opposed the op." "Did you warn her?" "I believed in you when no one else did, Phil." "No." "I am not the leak." "S.H.I.E.L.D. only exists because of me." "And maybe that's a mistake." "Hello, Agent May." "Time to give this up, please." "No." "You'll have to kill me." "Very well." "But know that it will not make me happy." " Oh, no." " Hello, Agent May." "Congratulations." "You got further this time than your previous attempts at this course." " What is this?" " We call it the Framework." "Your journey to escape Dr. Radcliffe's lab, our fight, all of this..." "it's a simulation." "I assure you, you're safe." "We've moved you to another location." "You put this in my head." "Dr. Radcliffe knew the best way to keep you busy was to give you something to fight." " Something like you." " Yes, but this is the program's end." "We're coding more, but we can't keep up with you." "You keep getting through it faster." "I'll wipe your memory and send you through again." "You wipe my memory, but I get better every time?" "Yes." "Memory traces." "So I'm beating it." "And I'll get out eventually..." "beat you." "In 3, 2, 1..." "Oh, dear." "Not again." "We don't know what's going on, but someone gave us up." " The senator had inside information." " I know." "Details." "It's like Nadeer had eyes inside our..." "Our headquarters." " Hey." "J..." " You've been studying Aida even though you were ordered not to." " Yeah, Jemma, okay ..." " I tried to give you a wide berth because I knew you were worrying it through, but this is an obsession." " You turned it on, didn't you?" " It's not an obsession." "Fitz... did you turn on Aida's ocular receptors?" "Okay." "Okay, yes." "I-I-I see where you're going with this," " and you're not wrong ..." " We personally gave Radcliffe Deathlok's eye technology." "Aida has it inside her head, doesn't she?" " Yeah, but, Jemma ..." " A camera, watching us this whole time." "Aida hacked our base!" "Hell, it could've been broadcasting." "Nadeer knew the details of our mission." "No, that's impossible." "I wasn't in that briefing." "Aida never saw that." "Why on earth would you do this?" "!" "You put us all at risk in a hundred ways." "Jemma." "Jemma, please." "Just stop, okay?" "I have a working theory." "I wanted to help you get through this obsession of yours," " but if you continue to ..." " It's not an obsession!" "Jemma, it's an investigation." "What the hell did you do to me?" "Answer me." "What did you do?" " What tipped you off?" " Because I'm not an idiot." "And I got hurt." "Oh, I was worried about injuries, but there wasn't time to..." "Tell me, how does it feel?" "What's your reaction?" ""How does it feel?" How much of me is me?" "Am I even me at all?" "!" "I assure you, the real Melinda May is fine." "She's safe and healthy..." "and under my protection." "I don't care about your assurances." "You had me spy on my own people." ""Your own people"!" "That's delightful." "Please, believe me, everyone is gonna come out of this all right." "I don't know." "Once I tell Coulson, it might be rough for you." " You're not telling Coulson." " Why not?" "Because you have a mission." "Call it an instinct." "It'll kick in when it's time." "Till then, you won't be able to jeopardize what you need to do." " What mission?" " See, I sent you in unaware so that you would seem more real." "I didn't want you distracted by such... things." "You can't know when May's memories end and my coding begins." "It's all one." " You're wrong." " I know it's not easy to accept." "There's enough May in me to do what has to be done." "You can't." "Sorry." "It's programming." "That's why I won't tell Coulson who I am?" "Did you program me so I can't tell anyone?" "No." "I programmed you so you wouldn't want to." "There's no reason to resist." "You don't need to." "Why don't you simply..." "do what you truly want?" "What do you think I want?" "Come now." "We both know." " You don't know me." " Mm." "I've been inside your brain." "I know what you want, or, rather... whom." "See?" "You do know." "I've seen the closeness between you." "It's always been there, but you've been resisting that, too." "Why?" "If only May ... and you, for that matter ... could be... happy." "Forget duty and honor and simply take what you want." "You are who you are." " You're wrong." " I'm not." "But May has no time for happiness." "She's too busy fighting some fight she's already lost in her past long enough to enjoy..." "Is that it?" "Is that what May needs?" "Get away from her." "What's ..." "Fi..." "Fitz, what's going on?" "You don't talk to him." "Did you think he wouldn't find out?" "Fitz had a theory after Aida betrayed us ... that it wasn't reading the Darkhold that changed her." "That you programmed her to do it." " He was right." " Fitz, I can explain." "May?" "What are you doing here?" "Something Fitz said got me thinking." "And then the leak." "Came to see what he knew." "And the truth came out." "Get him out of here." " Hey." " Hey." "How'd the mission go?" "Not well." "We could have used you." "Well, I'm sure that ..." "I'm tired of playing games, Mack." "Coulson said that if I wanted to know where you went today," "I should ask, and he's right." "Um..." "I went to see my ex." "I-I've been wanting to talk to you about this, and..." " tell you about Hope." " Hope." "Mm-hmm." " All right." "That's it, then." " Elena ..." "No, I've been giving this a lot of thought." "And you know, we go out to dinner, and then you do nothing, and then we do something, and then you go away." "Because I don't take this lightly." "Look, Mack, I like you." "You know that." "But this..." "I'm not a jealous woman." "I don't pry, I don't nag." "That's not me." "That's a..." "That's a cliché." " And I refuse to be a cliché." " Yes, I know." "So, if you want to be a man that has secrets and goes off and meets other women, that's fine." "But that's another cliché I'm not interested in." "I love that you're not a cliché." "Hope was my daughter." "And she died." " Oh, my God." " No." "It's ..." "It's okay." "It's..." "It was 11 years ago." "My ex, Nicole..." "we had a life planned together." "She got pregnant, and we were happy." "But... when Hope was born, it was, uh... it was touch and go... and she only lived for four days." "Her story was over before it ever started." " Mack, I didn't know..." " No, I know." "I know." "But tomorrow's Hope's birthday." "And Nicole has a hard time with it." "That's why she texted me." "So I went to see her so she wouldn't be alone." "Maybe I wanted to spend a day remembering Hope, also." "I've been wanting to tell you that for a while." "Oh, I'm so sorry, Mack." "Long day." "Drink." " Today wasn't great." " Cauliflower isn't great." "Today was a kick in the balls." "You know that won't be the end of it." "Nadeer busted us." "S.H.I.E.L.D.'s on the ropes again." " Talbot's pissed." " Talbot's always pissed." "Yeah." "But this time he has a point." "I was reckless." "Why didn't I listen to him?" "You were protecting your people." " Yeah, but ..." " Reckless?" "Maybe." "Who cares?" "Phil... we are who we are." " Flaws and all." " And you're fine with that?" "Yeah." "I am." "Fitz!" "Oh, Fitz, this has all been a big misunderstanding." "You have to believe me." " Things just got out of control." " Yeah, they did." "You know, the whole time I was testing my theory, looking into what you did, do you know what I wanted to find more than anything?" "That I was wrong." " I know ..." " Because you're my friend." "But it's a pattern." "I almost hoped this time it was my paranoia." "I actually hoped I was paranoid." "But no." "You've turned on everyone." "No, no, Fitz, I didn't want to hurt anyone." "I-I-I wanted to help everyone." "That ..." "That ..." "That's ..." "That's what this is about." "These people matter to me." "You've got a sociopathic way of showing it." "I don't bond well with actual people." "You know that." "When you rescued me from Hive, they were ready to lock me up." "You believed in me." "You stood by me." " My mistake." " No, it wasn't." "You've been more than a friend." " You've been like a son to me." " Yeah, well... that's why this sucks." "I get overeager, Fitz." "You know that." "But I meant well." "I still do." "Talk to them, Fitz." "Help me explain it to them." " You're mad." " I wouldn't harm anyone." "My only goal is to preserve life." "My first priority, always." "Right." "Fitz." "Fitz, no..." " Wait!" " I need to borrow that, please." "I-I still have feelings." "I still care about you, Fitz!" "I've got to hand it to Radcliffe." "You certainly act like it." "I still care about you, Fitz." "I still care about you, Fitz." "I still care about you, Fitz." "Fitz..." "Gonna need some assistance." " Medical and engineering." " Yes, sir." " Looks like you have a problem." " I knew this was coming." "I knew it the moment Aida failed to get the Darkhold" "I wasn't safe." "So I replaced myself." "And that's when you first called me." "Seemed prudent, given how exposed I'd become." "I said I needed your protection." "Now you can see why." "But I won't be the one protecting you." "You'll have to meet the Superior." "Fine." "Whatever it takes." "How's our guest?" "Didn't give you any lip, did she?" "Not at all." "She's been a model patient, even with the move." " I tried the scenario you suggested." " Uh-huh." "A memory." "Well, an altered memory, but there was enough for me to work with." "I'm easing her pain." "It's working even better than the other programs." "May herself proved to be the key." "Peacefulness wasn't enough." "She'd keep fighting." "And fighting wasn't enough." "She'd win." "But once I remembered that she was fighting a fight she'd already lost... all I had to do was change the fight... take her back to Bahrain." "Did you see that move?" "How did she take out that many people?" "Had to have been 30 guys." "They're saying the mother was the one who made everyone crazy with her powers." " Agent May took them all on." " The Cavalry went in after all." "Melinda?" "I did it, Andrew." "Thank you." "I saved the girl." "Yeah."