Agent 33, looking like May with a burned up face, sits at a diner with Ward. The two of them forgo some tasty-sounding pancakes to kidnap one of the other patrons. Agent 33 has this man to fix her face. She can’t have her old look, but the nanomask allows her to be anyone she wants. Agent 33 makes herself look like Skye to try to repay Ward for what he’s done for her. This doesn’t really work out for either of them.
Ward has Agent 33 disguise herself as General Talbot’s wife. He wants her to confront Bakshi at the Air Force base where he’s being held. Ward follows Agent 33 inside the base. Talbot eventually figures out he’s been duped. The base is put on lockdown. He assembles all the female officers. Too bad Agent 33 has disguised herself as a man. She finds Bakshi and promptly decks him. Later, Agent 33 reveals her true face to Ward. This is just before they engage in their efforts get Bakshi to comply with their wishes.
Mack brings Hunter into a room where he meets a group that claims to be the founders of S.H.I.E.L.D. This group, which includes Robert Gonzalez, doesn’t want Coulson in charge. Hunter is shocked to see that Bobbi agrees with them. They all feel Coulson’s behavior has grown more troubling ever since he was injected with alien DNA. Bobbi believes everyone in the room is right. Coulson has been compromised.
Bobbi explains why she did what she did by getting Hunter involved in all this. She can’t comply with his request for the two of them to walk away from it. Hunter lets her know that he’s leaving. Bobbi won’t try to stop him. Everyone else will though. It doesn’t matter. There’s nowhere for Hunter to go since they are aboard an aircraft carrier in the middle of the ocean.
After May admits that Skye should be removed from S.H.I.E.L.D., Coulson takes her on a trip. They share some licorice and tales about parents on the ride. Coulson spent a lot of time working on a certain little red ’62 Corvette with his dad. The two of them eventually arrive at a remote cabin that doubles as a safe house. Coulson gives Skye set of gloves Simmons has been working on to help her control her powers.
General Talbot informs Coulson that Agent 33 is in cahoots with Ward. It’s a lot to process. So is the fact that neither Coulson nor Skye believe Mack’s story about the MIA Hunter, who appears to have escaped using one of the ship’s submersible pods. Bobbi lets her bosses know that she wants to go back in to deal with Coulson and his secrets.