Back at the Playground, Coulson briefs the team on this new info. They wonder whether HYDRA is after Gill for his abilities as a scientist, but he knows they really want him as a weapon. He plays them a video taken from the Sandbox (where SHIELD used to keep all of their toys) that shows that Gill had already started to learn how to control his powers before he escaped from the facility. It seems that Creel wasn’t an isolated incident. When he’s asked where he’s gotten his information, he says it’s from a source he trusts, and is 100% sure of. Coulson wants Fitz to help narrow the search for Gill, particularly since Fitz got to know him before everything went badly. Fitz tries to tell them all something about Gill’s behavior last time, but struggles for the word until Mack, offering suggestions, comes up with “friendly.” Fitz’s impression of Gill was that he had a hard time making friends, but suggests that they should maybe ask Simmons for her help, if they know where she might be. He also wants to know why Skye isn’t at the briefing, but Coulson merely tells him that she’s “working another angle.”
That other angle, of course, is Ward, who tells her that HYDRA doesn’t give people a choice while recruiting them, and that they can be very convincing. She says that it obviously worked on Ward, but he shakes his head. He says he was never loyal to HYDRA, just to Garrett, but that he doesn’t blame Garrett for the choices that he made in betraying SHIELD and Skye. Skye makes an offhand comment about how he blames his family instead, but while he admits that his family tore him down and Garrett built him back up he goes on to say that every family has its secrets, including Skye’s. She takes a step back, checking herself and saying that she slipped and “talked to you like a normal person.” She wants to stay on task, and when Ward admits that “you make the rules” he tells her HYDRA will send a team out to convince or capture a gifted individual, or to take him out. Any gifted who refuses is considered a threat. Skye says that that’s the difference between SHIELD and HYDRA, which Ward says is why HYDRA will win. “While a SHIELD agent is considering right and wrong, HYDRA’s already taken the shot.”
Gill has made his way to Casablanca, but instead of finding the beginning of a beautiful friendship he’s instead found the Maribel del Mar, a cargo ship. He touches the ship’s mooring line, turning it to ice before the sea surrounding the ship turns entirely to ice, locking the ship in place.
Simmons is back at work in her lab, and when her boss approaches she takes Coulson’s guidance to heart and tries to make friends. She invites him out for some karaoke and insists he call her Jemma, but he’s got other things on his mind. Namely the fact that she’s wanted upstairs because of some security matter. There are two nice, beefy guards to escort her to the elevator. Upstairs she’s lead into a conference room where Bakshi is waiting. He tells the guards to stay close by “in case there are consequences,” before telling her, “You’ve been lying to us, Miss Simmons.” He knows that she was a level 5 SHIELD agent, who left before SHIELD fell, which she says she already told them when she signed up. He insists, however, that she left things out and should stop lying.
He knows that she knew Donnie Gill and wants to know why she didn’t say anything. She says that she didn’t realize she was testing samples from Gill until she saw his picture in the report, which was only yesterday. She says she didn’t say anything because she didn’t want to corrupt her analysis. He says that she seems nervous, to which she freely admits. “I’m well aware of who I work for.” He asks why she joined SHIELD in the first place, and she tells him that she was just a 17 year old kid with “two PhD’s and a million questions.” But when he asks about her loyalties she says she’s loyal to science, not to SHIELD, and as long as HYDRA allows her to do the work she wants to do then she’s loyal to HYDRA too. “Loyalties can be tested,” he tells her, menacingly.
Meanwhile, Dr. Whitehall is still hard at work on Agent 33, wondering why she clings to the founding principles of SHIELD, such as freedom, equality, and individual rights. He says that those ideals are a plague, and compares SHIELD to fire fighters fighting a forest fire, where they would desire to leave every individual plant perfect in its individual way. However, he thinks that the fire is perfect, in how it wipes out that sort of individuality and allows more powerful life to grow from the ashes, like the mighty sequoia. He tells Agent 33 that she doesn’t need to keep burning, and that she can rise again and be reborn. Bakshi comes in to ask Whitehall for permission to “evaluate” an employee, and is dismissed with Whitehall’s trust that he will do what needs to be done. Turning back to Agent 33 he asks, “Are you ready to comply?”
Back at the Playground, the team has learned of the frozen Mirabel del Mar in Casablanca, which they agree is not exactly a subtle move by Gill. Coulson asks Mack how long he needs to get the Bus ready to go, and is told just 15 minutes. Skye warns them that “the asset” (followed by a long pause) told her that HYDRA would take Gill out if he doesn’t join up. Mack and Fitz are left behind while Coulson, May, Skye, Hunter and Trip head off to retrieve Gill. Fitz isn’t thrilled about this, because he thinks he should be going with them, but Mack tries to get him to relax. Mack says they should enjoy the night off, especially since Koenig is off on assignment and therefore won’t be hogging the Xbox all night. Fitz still isn’t happy, wondering what being left out means, but Mack tells him, “No need to feel bad about it, it is what it is.” He says that they’re keeping him from an icy death and that he shouldn’t start getting paranoid.
Simmons is being escorted down HYDRA’s standard foreboding hallway by her guards, who earn a sarcastic thanks from her when they refuse to answer her inquiries about their destination. They lead her to Bakshi and a team of commandoes loaded with weapons and armor, and he asks her if she brought anything warmer to wear. He says that they’ve found Donnie Gill, and are going to give him a second chance to join the team. They want Simmons to talk to him, as she has a friendly, honest face and might have better luck. She’s worried that he’s dangerous, but Bakshi assures her that he’ll “have your back every step of the way.” He tells her to suit up, because it’s going to get cold.
Onboard the Mirabel del Mar, Donnie is talking to the captain of the cargo ship. He tells the man that he just wants to be alone, but that “you people” won’t stop coming after him. He says, “It’s time Hydra learned once and for all, I’m not interested, I’m not afraid. I’m pissed off.” He freezes the captain before adding that “every HYDRA agent they send is going to feel it.”
Fitz is talking to “Simmons” who tells him that he’s just being paranoid and should listen to Mack. “Be honest with yourself, you’re barely holding it together,” she tells him. (Fitz’s subconscious is harsh!) As he heads towards Vault D she stands in his way, telling him that there’s a reason they’re keeping things from him. “You are not here,” he says pointedly to her, before heading downstairs. The laser barrier in the vault is opaque, and he walks up to it before tapping on his tablet to turn it transparent. It becomes clear and he and Ward come face to face, but while Ward is surprised it’s nothing compared to Fitz’s shock. Ward says to Fitz, “I imagine you’ve got a lot to say to me.” Fitz starts to absolutely freak out and hyperventilate, completely overwhelmed by this discovery. Ward almost smiles and says, “Despite all of this, it’s really good to see you.”
Bakshi, Simmons, and the HYDRA team have arrived at the ship, and Bakshi sends Simmons inside to talk to Gill. He tells her that he’ll be listening to everything and will be in her ear talking her through it. She wonders what will happen if Gill doesn’t take them up on her offer, and Bakshi replies that they’ll then have a job opening in the lab. Coulson’s team is still on their way, flying the cloaked Bus to Casablanca. Hunter asks Skye how many jumps she’s made from a plane, and she says this is her second. Her first was with Coulson and Lola, though when she admits that Lola is a flying car she also has to admit that this is technically her first jump. She’s nervous and Hunter says she should be, because he folded her parachute and his folding skills are “abysmal.” She checks her heart rate monitor and sees that her BPM have jumped to 75, but after taking a moment she gets it to drop back to 61.
Ward quickly tries to justify his actions to Fitz, taking a somewhat different tack than he has with Skye. “I didn’t want to hurt you,” he says. “I tried to avoid it.” Fitz can’t believe what he’s hearing, but Ward insists that he wanted to save Fitz. “Garrett expected me to put a bullet in your head, but I couldn’t. I gave you a fighting chance to find a way out, like you always do… Like you did…”
“Save me?” Fitz replies, incredulous. “Do you know what…. what you…?” He struggles, before admitting, “I now have trouble with words. It’s probably best that I show you.” Then he comes up with the word he was thinking of: hypoxia. He taps a button on his tablet and the oxygen is sucked from Ward’s half of the room. Ward asks what he’s doing, and Fitz replies, “Showing you what it’s like.” He tells him that the brain cells are the first to react to lack of oxygen. They start to die off and in three minutes the effects are permanent. “I’m damaged,” Fitz says in a way that’s absolutely crushing to the heart. “Where’s Skye?” Ward manages to choke out, and when Fitz tells him they’ve gone after Donnie, Ward warns him that they don’t know what they’re walking into.
Simmons wanders the ship looking for Donnie among the frozen bodies of the crew. She finally finds him, and he remembers her by name. “It’s nice to see you again,” she says, but he’ll have none of it. “Who sent you?” he asks. “What side did you end up on?” Bakshi, in Simmons’ ear, tells her to get close to him and convince him that she wants to help. “I heard you were in trouble,” she says to Donnie. “I need you to hear me out.”
May, Skye, and Hunter arrive at the ship to find they’re not alone, which is hardly the situation anyone wanted. May and Hunter head inside, with Hunter telling Skye to watch the door. “You don’t give the orders, Trainspotting,” she replies (hah!). “I’m not Scottish,” is his answer, but she agrees to stay when May tells her to protect the exit. Back at the Playground, Mack is playing on the Xbox when Fitz rushes in. Much to Mack’s frustration, Fitz unplugs the game from the TV, but that changes when Fitz says that he needs to talk to the Bus right away.
Simmons tells Donnie about how Fitz was impressed with the blueprints he saw in Donnie’s room, which is a big deal because Fitz is “very hard to impress.” “You’re a lot like him,” she says, “a lot like both of us, really. We’re scientists, wired to solve problems.” Things are different now, though, and she suspects that he must miss being a scientist. “Minds like ours, they need to be used,” she says. It doesn’t seem to be working, though, and Bakshi tells her to repeat exactly what he says in her ear. “Take a deep breath and clear your mind. Surrender and you will find meaning. Surrender and you will find release. Take a deep breath. You know what is best, what is best is you comply.”
Fitz gets in contact with Coulson to tell him what he learned from Ward. Donnie didn’t escape from the Sandbox with the rest of SHIELD’s prisoners, he was sent there by HYDRA for just such a purpose. He was brainwashed by HYDRA and implanted with a trigger that allows them to control him. When Coulson asks how he knows all of this, Fitz says that he talked to Ward. “We’ll talk about that when I get home,” Coulson says, like the team father he is.
May and Hunter are finally in position, and Hunter has the HYDRA logo on the back of Simmons’ jacket in his crosshairs. May, however, sees that it’s Simmons talking to Gill and she aims at Hunter and shoots him in the chest. Coulson wants to know what happened, and Hunter replies, “Agent May shot me.” “Man, I wanted to be the one,” Trip replies. Donnie says that Simmons is just like the others, and tries to freeze her, but only manages to get ahold of her coat. May asks Coulson whether he wants Simmons to maintain her cover, and he says yes. “That’s your source?” Trip asks. “That’s crazy.”
Simmons runs to where Bakshi is waiting with is team, saying she’s sorry but she tried. He replies that it’s ok, because the conditions are better in their current location anyway. Gill shows up, and is surprised to see Bakshi waiting, whom he recognizes. Before he can do anything about it, however, Bakshi starts back in with the trigger phrase, telling him to calm his mind and remember what is best. “Compliance will be rewarded,” he says. “Are you ready to comply?” There’s a pause as Gill’s eyes go slightly glassy and he replies, “I’m happy to comply.” Bakshi tells him to prove it by covering their escape. They head outside and Gill freezes the door behind them, as Bakshi tells Simmons that she laid the groundwork and gave them a second chance with Gill. Before they head out, he orders Gill to freeze the ship and everyone in it, making sure no one leaves alive.
May and Hunter have chased after them, but are blocked by the frozen door. As the ship starts to turn to ice it looks like they’re trapped. Suddenly, a rifle cracks out and Gill is hit. He topples over the ship’s side, plunging through the layer of ice into the water and sinking as his body is covered in ice. We look up and we see Skye was the one who pulled the trigger of her sniper rifle, taking him out. Skye sees Simmons through her scope, and with quick thinking she takes a shot in the direction of Bakshi as Simmons pushes him out of the way. Skye checks her heart rate and sees that it hasn’t risen at all, before informing Coulson that Simmons cover has been maintained.