Previously on "Marvel's Agents of S.H.I.E.L.D."...
I've been inside your brain.
I know what you want, or, rather... whom.
Our May... Life Model Decoy should get us the Darkhold.
And if something goes wrong... then we have a second LMD.
I still care about you, Fitz!
I've got to hand it to Radcliffe. You certainly act like it.
Looks like you have a problem.
I said I needed your protection. Now you can see why.
- You'll have to meet the Superior. - Whatever it takes.
4x12 - Hot Potato Soup
These aren't the droids
- you're looking for. - I've got a bad feeling about this.
Roads? Where we're going, we don't need... roads.
Curse my metal body! I wasn't fast enough!
Help me, Obi-Wan. Ow.
God. I think I'm gonna stick with
the "one foot in front of the other"
- method of self-propulsion. - Just relax.
Keep practicing. I'll go get us another round.
Yeah, fine.
_
Who's your zombie-killing daddy now? Bam.
_
Sam to Billy. Sam to Billy!
There's nowhere to go!
Surrender, and you will not be harmed!
I'll give you to the count of three! 1, 2 ...
- He's everywhere! - He's getting away, you idiot!
Throw him in!
Let's go!
Agent Coulson, this is Agent Koenig.
They've got Agent Koenig.
I repeat ... they've got Agent Koenig!
sync & correction by f1nc0 ~ Addic7ed.com ~
- Which one? - Billy. He was abducted an hour ago.
Any possible motive?
He has the Darkhold. I gave it to him
because he knows how to make things disappear.
And now someone's made him disappear.
Can't be a coincidence.
May's the only one who would know I gave it to Billy,
so I think we know where to point the finger.
Radcliffe.
He's been desperate to get his hands on that book,
and he's had eyes and ears on this base for God knows how long.
But still, kidnapping a Koenig?
That's like catching moonlight.
We can't even find them half the time.
If Radcliffe has aligned himself with Nadeer,
they'd have the resources to find him.
Why would he join forces with Public Inhuman Hater #1?
He has nothing against us.
She's got to be a means to an end.
He needs access and protection.
- Davis? - They picked up Agent Koenig.
His Quinjet will be docking shortly.
Hopefully, Sam will have some more information for us.
If we can find who took Billy,
we may be able to connect them back to Nadeer.
- And Radcliffe? - Fitz is working on it.
I'm not going to let this come between us.
What's the occasional bullet in the head among friends?
Done.
Now talk. Where's Radcliffe?
I'm right in front of you, and...
You've paralyzed me from the neck down.
Hey.
- Where is he? - Sorry, Fitz.
You don't get to shoot first and ask questions later.
We'll shoot whenever we damn please.
And this time, nobody's gonna put you back together again.
What I meant is, I don't precisely know where I ...
where Dr. Radcliffe currently is at this precise moment.
I could be out for a walk or getting groceries.
- That's enough. - Hey, hey, I need his CPU in one piece,
not scattered all over the lab.
I'm not trying to be difficult. You need to understand...
I'm the victim. Things are not as they seem.
You two will want to get acquainted.
You're the last one the other's gonna see alive.
- Yeah, well, we're ready to die. - No!
No. No, no, no, no.
I'm extremely not ready to die.
Cut off my fingers, eat my liver, it doesn't matter.
Nothing you do is gonna make me talk.
You must've sustained some brain damage
- during your last torture. - That...
wasn't torture.
That was a greeting.
Now... the one who comes in this room next...
...won't be me.
The man who comes in here will do things to you...
that I can't even watch.
He will break you.
Yeah, well, Koenigs don't break. All right?
We're programmed to take pain, so bring it on!
Bring it on!
Oh, my God. I'm in so much pain.
I don't think I can take this. That guy hits really hard.
Do you have any, uh, any, like, cyanide or ...
- Cyanide? Why would I ... - Or, like, a paper bag.
You put it over my head, you suffocate me really quick.
This is all my fault. I'm so sorry.
- Who are you? - Dr. Holden Radcliffe.
I work for S.H.I.E.L.D., too.
I'm afraid I'm the reason you're here.
I told them Coulson gave you the book.
- The boo... What book? - The Darkhold.
My friend, I made some questionable
allegiances to get ahold of it, and they double-crossed me. That's...
That's why we're here, wherever here is.
Agent Koenig, welcome aboard.
Agent Coulson, Agent May...
A... Agent "Quake."
- Yeah. - What's the latest, Sam?
- Any sign of Billy? - Well, I found the Humvee
- at the end of a dock, but... - No one there.
No, they either evaporated or dove into the sea.
My intent was ... was purely scientific.
But, oh, the things I saw...
it was expanding my brain and my reality ...
- You're getting all Gollum-y again. - Well, that's ...
that's what the Darkhold does to you ... it drives you mad.
Yeah, maybe you should tell them where the book is.
Let it drive them mad.
I am the captain of this ship, and you are my prisoners.
If you cooperate,
you will be treated as welcomed guests.
If not, you will be removed...
piece... by piece.
That ... That ... That won't be necessary.
Mmm!
Vodka.
Perfectly chilled, pure.
The onion enhances the experience.
But people forget the old ways.
Now they'll put flavors in it ... vanilla...
The old ways are better.
Simple, built to last. Like this submarine.
Modern machines ...
all software, less hardware.
You put too much faith in them.
Man is the superior machine.
And I...
am the superior man.
I'm told you refuse to talk...
...and that you welcome pain. I, too, love pain.
And I love to make others feel it
using the old ways.
All right, stop! Enough.
Enough!
Senator Nadeer promised me
he wouldn't be permanently damaged.
- She's not the captain of this ship. - Yes, I understand.
- But he isn't going to talk. - Hm.
What do you suggest, Doctor?
Let me get inside his head.
This is a complete and unacceptable invasion of my privacy.
Well, since you refuse to cooperate,
Fitz is going to reprogram you to sing like a canary.
That seems odd.
Singing I can understand, perhaps, but singing like a bird?
Why not Mick Jagger?
Whoa. What is that?
That's nothing like Aida's code. That's nothing like anything.
What the hell is going on?
I don't know. Uh... This code is advanced.
It's like fifth-generation syntax.
I've never seen anything like it.
Every time I keep trying to alter it,
it kicks me right back to the ...
Amicitiae nostrae memoriam spero sempiternam fore.
Uh, Fitz...
Vir sapit qui pauca loquitur. Alea iacta est.
The only thing worse than a robot is a possessed one.
I agree. That was no fun.
Where's Daisy when we need her?
Who developed the code?! Huh?!
Who programmed you?!
Was it Radcliffe? Aida?
I can't see their faces.
- They're both Russian? - Da.
Da, I'm lucky to be alive.
I love Billy, but he is not a fighter. He ran.
- And he left me there to handle it. - No, that's ...
That's Billy. That's him kicking ass,
and that's you, hiding behind the bar.
No, I ... I think you got us ...
I think you got us flipped, there.
I mean, you're ...
you're literally wearing the same thing right now.
We have no idea what Billy did with the Darkhold.
I didn't want to know.
That was the whole point in giving it to him.
Well, we need to get it back and destroy it.
- If you'd given it to me ... - And they'd have you now.
I wanted to protect you,
and the Koenigs have dealt with this kind of thing before.
- You don't need to protect me, Phil. - I know.
But I've lost too much lately. I'm not gonna lose you.
Both the guys who tried to assassinate the Director
were Russian. This has to be connected.
Maybe there's, like, a "Red Dawn" thing happening,
but what does it have to do with Billy?
They don't want Billy.
They want something I entrusted to him.
Did ... What ...
- Is it... smaller than a Quinjet? - That's classified.
- And yes, considerably. - Okay. We have face.
- Hello, Russian Bad Guy. - Okay. Run facial recognition.
- See if we come up with a lead. - Copy.
I don't care what this is or what you guys do.
I'm not gonna talk.
You won't have to. That's the beauty of it.
This machine will allow me access to his mind.
We'll get all the information we need without laying a hand on him.
Well, you're not gonna get anything out of me.
Because my mind is a steel trap inside of a sealed box
surrounded by quicksand and ... Oh, is that a puppy?
We've given him a Sedative Scenario
to keep him relaxed while we map his cerebral matter.
That'll allow me to have a look around inside his mind.
This book better be worth it.
If you want to get rid of the Inhumans,
the answer will be in it.
And what's in it for you?
- A better world. - Then we want the same thing.
- You're staring at me. - I'm sorry. I just ...
I can't believe I'm sitting here with Quake!
You know, this is ... Oh, somebody pinch me.
Sam, stop. We've known each other for three years.
Yeah, I knew Skye, but you're ... you're "Quake."
- She's different. - No, she's not.
And she doesn't love the name "Quake."
But you're ... you're a superhero!
I mean, that's so awesome! Did you know that online,
there's a library of fan fiction about Quake?
Did not need to know that.
Oh, well, you should Google it.
Because it's ... it's...
Actually, no, you shouldn't.
You shouldn't. Forget I said that.
Some of it is a little on the steamier side.
Not that I've read it!
You ... But you hear things. Wow.
I mean, they got you 'shipping with Black Widow.
Some of the drawings are ...
They ... They call you Quack.
Oh. Good timing.
We have a match. Leo Babikov.
Ex-SVR, Special Ops...
The same Special Ops division the two men
who tried to assassinate the Director were in.
- And there's our link to Nadeer. - Get this.
They all have ties to Prime Minister Olshenko.
The Russian Prime Minister who was attacked by an Inhuman ...
And then threw Bobbi and Hunter under the bus
after they saved his life. This is bad.
We got Nadeer, International Watchdogs,
- and Russian spies all united because ... - Because they hate Inhumans.
Yeah, that's why they want the Darkhold.
'Cause it'll show them how to wipe out the Inhumans.
You knew Billy had the Darkhold?
Well, yeah, I couldn't say anything
with all the Red Shirts hanging around.
- Do you know what he did with it? - It is secure.
I'd like to help you,
but honestly, I have some trust issues.
Trust? You betrayed me.
Fitz, it's not Radcliffe.
Yeah, I know it's not! But he thinks like he does.
Betrayed me, betrayed S.H.I.E.L.D.,
he made me lie to you,
and he made me think he was my friend.
- Just to use me. - You were like a son to me.
Oh, shut up. Just... shut up.
- What's this really about? - He said shut up.
You can do it the easy way ...
Why don't you just turn him off?
He needs to be powered on to access his programming,
not that it matters. I'm not getting anywhere.
We all have programming. It may be more obvious in my case,
but what is a human if not a function of programming?
You've been programmed ... by betrayal, abandonment...
Ward, who you thought was your friend,
- Daisy who left you all, your father... - Hey.
He's just trying to distract you. Let's step away.
It's not him, it's me.
I can't do it. It's way beyond me.
That's your father talking.
Isn't that what he used to say to you?
Not enough, not smart enough?
Why would you say that?
Because I knew him.
I wanted to tell you, but
- I was afraid it would open old wounds. - That's not possible.
Glasgow isn't that big, Fitz.
Your father and I were classmates, St. Mungo's at Eastwood.
- Fitz, it's lying. - No. How would he ...
How would Radcliffe know those things?
Maybe he had access to your files. This is a ... a firewall.
It's playing mind games, trying to distract you,
because it knows you'll crack the code.
No, I won't! He knows it, so do you.
- That's not true. - Actually, your exact quote was,
"Where's Daisy when we need her?"
That's not what I meant.
Let's wipe its memory, give it to Mack.
We'll find Radcliffe another way.
- I like that plan. - We weren't friends,
but we'd take the same train to the city for work.
Sometimes we sat together.
One time, he showed me a picture of his new son, Leopold.
He was so proud.
I swear I'm telling the truth, Fitz. I can prove it.
I saw him a few months ago.
He said I was to tell you ...
- How long does this take? - Not much longer.
Please be patient.
While we're waiting, perhaps you could tell me
why you dislike the Inhumans so much.
Yes, some of them are monsters, true, but ...
These Inhumans...
they did not suffer, labor to become what they are.
They have great power... but they didn't earn it.
They are unnatural things.
We will destroy them...
and then the thing that brought them upon us.
- And what was that? - Cerebral cortex mapping is complete.
You may now enter his memories.
One thing at a time, Doctor.
What?
Where's my puppy? Who took my puppy?
Take him to the brig.
All right. Here we go.
Take me to the Darkhold, Agent Koenig.
He's making something. I see wires...
Oh, God. He's building a bomb to destroy the Darkhold.
Never mind. False alarm.
You can't underestimate Radcliffe.
We have to assume he's gonna get the information out of Billy.
- Impossible. - How can you be so sure?
He doesn't know where it is. He gave it to me.
This isn't right.
I'm in his head, but I'm also seeing him.
Doesn't make sense, unless...
He doesn't have it.
You sent us after the wrong man?
No, he had it, but he gave it to someone
who looks just like him ... a brother or...
or a replica.
- Where is it? - I don't know.
You just said Billy gave it to you.
- He did. - You forgot where you hid it?
- No, I didn't hide it. - So you still have it?
- No. - Then what did you do with it?
I gave it to Agent Koenig.
- You gave it back to Billy? - Negative.
- Then who? - L.T.
- Who's L.T.? - Special Agent L.T. Koenig.
- There's another one? - No, not just another one.
The first one. L.T. got us all into S.H.I.E.L.D.
We have to pick up L.T.
I don't think any Koenig is safe right now.
How's Fitz doing?
That Rad-Bot was really getting under his skin.
Oh, he'll be fine.
He just needs some space at the moment.
Mm. What was all that about, uh... his father?
- Fitz never mentioned him before. - He was not a good man.
Always telling Fitz he was stupid and worthless.
I think that's why Fitz became so clever.
I'd like to have a few words with that man.
You and me both.
But he walked out on them when Fitz was 10.
He hasn't seen or heard from him since.
So you're telling me with all the tools and tech
that S.H.I.E.L.D. has at its disposal,
- we can't find him? - We could.
But Fitz doesn't want to.
You guys got anything?
This is L.T. Koenig's last known location.
Negative. Just a lot of man-buns.
And one crazy-ass handy-bun mustache.
- Got your green tea. - Thank you.
- Any news? - Nothing yet.
I hope we're not too late. Those Koenigs are tough,
but they've been through enough already.
We all have. That's the game.
I guess we should be grateful.
After all the years, all the missions,
- all the close calls... - Mm.
- Both our deaths. - Right.
After all that, we're still standing, the two of us.
Maybe we should toast to that.
We've been, uh, making a lot of toasts lately.
Maybe we should try something else.
Guys, I think you need to get in here.
On our way.
Welcome to the inside of my mind, Sheeple.
You guys watching any, uh, any good programming lately?
You know why they call it "programming," right?
Because you're being programmed through little screens,
big screens, little morphine drips
of sequels and prequels and zombies and Kanyes,
Snapchats and Grumpy Cats,
all designed by the media, corporate S.H.I.E.L.D. machine,
and you're asleep, binge-watching the Apocalypse!
You know what Tony Stark's armor is powered by?
What is this? Did these guys come off an assembly line?
Outside. Now.
Who are you?! Why are you here?!
Drop your weapon.
- Stand down! - Hey, hey, hey!
What are you doing? You're ruining my set!
You were doing that all by yourself.
It's all right. We're with S.H.I.E.L.D..
No! You can't be in here!
This is a Peace Palace. Hey, hey, hey.
Ho, ho. S.H.I.E.L.D. storm troopers have got to go.
Hey ...
- Coulson, what are you doing here? - Sam sent us.
Billy's in trouble, and you could be in danger, too.
- And who's this one? - That's Thurston.
He's an idiot, and, unfortunately... my brother.
Agent L.T. Koenig.
Sorry about kicking your candy ass.
You ICE'd me!
She ice'd me, and now I'm aboard your War Bird!
Stop being a whiny little bitch.
We brought you here for your own protection.
My own protec... I don't want your protection.
I don't want anything to do with your Agents of Doom.
What happened to you?
We had the same parents, same teachers,
same liquor cabinet.
Your brothers toughened up, joined the cause ...
Yeah, that worked out great for Eric.
He'd be alive if it wasn't for you!
Eric died so good people could live and do good things.
What good have you done for the world?
Okay, okay, guys, guys, hey.
We're family, okay? Okay?
Eric wouldn't have wanted this.
So let's bring it in for a little Koenig Krush.
Here you go. Oh.
Oh, God!
- What was that for?! - You let your guard down.
Didn't I teach you anything?
- We were having a moment. - It was nice.
Grow 'em back now. It's time to work.
- Okay. Can I go home? - Sorry, Thurston.
We can't let you leave 'til we know what's going on.
These gentlemen will take you to your room.
If you need anything, just let them know.
I think I have a lead on Billy.
Okay, so, after they left the SVR,
our Russian bad boys were employed as security officers
for a weapons-manufacturing firm linked to... this guy ...
Anton Ivanov, a reclusive industrialist
with interests all over the globe.
Could be the source of Nadeer's financing.
He's also an avid collector of military antiques,
so guns, tanks, and... a submarine.
Bingo. Throw everything you have at it.
We find him, we find Billy,
maybe a way to bring down Nadeer.
At least we know the Darkhold's safe. Right, L.T.?
That's the bad news.
I gave it to Billy.
- What? - What?
It was Operation Hot Potato.
Pass it back and forth, keep it moving.
Billy was the last to have it.
So my guess is, he put it in the Labyrinth.
What's the Labyrinth?
It's a top-secret S.H.I.E.L.D. vault.
Only the Koenigs know its location. We need to get there
before they get the information out of Billy.
Now we're getting somewhere.
Aida, remember these numbers ... 74638.
812.
94573.
10168.
99438.
Got it. Now turn this boat around.
I give the orders on this ship.
Your tone sounds threatening.
Now, let's not lose our heads.
What seems to be the problem here?
You put too much faith in machines.
I'm going to go get the information out of him my way.
- If it's the same, then we go. - Absolutely not.
- I won't allow it. - Get them out of here.
You brought an Inhuman on my ship?
She's a machine.
Aida, release him.
- You... made her? - With my own hands.
Simple, built to last.
Now turn this boat around. Please?
I keep telling myself I don't care if Radcliffe knows my father,
I'm over it, but... maybe I'm not.
Maybe I'm stuck in a loop. Radcliffe...
Ward... my dad...
...they're all the same. It keeps happening.
I don't see it that way.
Come on, Jemma. You know that it's true.
Yes, they betrayed you.
And after everything you've been through,
no one would blame you if you put up your own firewall.
But you didn't. Instead, you became
the most... open, loyal, caring person I've ever met.
Maybe that's why it keeps happening.
It's why I fell in love with you.
Who you really are, that's not programming.
It's something way beyond that.
That's it. Jemma...
...you're the best.
Just you and me now, Tin Man.
You don't mess with my buddy and walk away from it.
If you shoot me now, it'll be murder.
Nice try. Wrong guy.
You're just a bunch of ones and zeroes, not flesh and blood.
Flesh and blood? That's not life, Mack.
That's just biology, and biology is just...
- software programming you to die. - Maybe.
But I have something you will never have ...
a soul... that will continue long after I'm gone.
How can you be so sure I don't have one?
If a soul doesn't come from your flesh and blood
or my ones and zeroes,
then it has to come from somewhere else,
somewhere unrelated to our physical bodies.
If you can have one, so can I.
You are a sly one, aren't you?
If you don't think I'm alive and don't have a soul,
then why did you feel the need to switch me on
before killing me?
I like to hear robots scream.
Mack! Stop! Wait.
I know a way around his programming.
If you don't stop, you're gonna cause irreparable damage.
You'll never learn what your father said.
Don't care. I'm out of that loop.
You want to tell me what's going on?
Something Jemma said.
We're more than our programming.
- There's something else... - All right, look.
I give up. I'm ready to talk.
What do you need to know?
He couldn't crack the code because it wasn't a code.
- It's just a bunch of gibberish. - So what's running him?
You ... you ... you telling me thing is a... alive?
- Fitz, please. Stop. - No, of course not.
All I'm saying is...
...it has a brain.
L.T., stay with Quake and Agent May.
Agent Coulson, come with me.
I'm going with them.
So, what was it like growing up with four of them?
There was a lot of crying.
- They picked on you? - I picked on them.
It was fun. The laundry was disgusting.
Enough DNA to make a clone army.
Okay.
Wait here. I'll be right back.
So... read any good books lately?
Imagine how big our brains would be
if we had time to read them all.
It's made of light,
but it's functioning like a corporeal, biological brain.
Quantum energy storing data ...
- it's as if synapses are interacting. - Is that possible?
No. No, not even in the slightest.
I wish I could take credit,
but this was all Aida and the Darkhold.
Everything in the original brains ...
memories, knowledge, desires ...
is contained in the quantum brains.
- So, you see, I re... - You said "brains."
My God. Is it possible?
What? Talk to me.
Radcliffe mapped another brain.
I saw it. I watched him do it!
You can't be serious.
It was May.
I never read "Ulysses."
I always wanted to take a month off,
go to Ireland, read it in pubs.
Someday.
Maybe we should go together.
Yeah?
It's a little nerdy.
Did you mean it when you said
you're ready for whatever comes next?
We've got company!
Hey, what's ... what's going on?
Three men, armed, heading our way,
- and they've got Billy. - All right. Take this.
- We'll handle it. - Here. Give it to me.
No need for you to be the target.
May?
What's going on? Give it to me.
I can't.
What are you doing, May? Put the gun down.
I'm sorry, Coulson. I can't.
This is the right thing to do.
Leave me alone, and I'll take care of it.
Destroy it. Yeah, that's the plan.
Now lower your damn weapon
- and give me the Darkhold! - I can't!
'Cause it's not in your programming.
What are you talking about?
- You're not May. - Why would you say that?
Because there's some things you can't fake.
He switched you, didn't he?
How long have you been...
So this is what Radcliffe programmed you to do?
I didn't know what my mission was
- until I had my hands on it. - Where's the real May?
I am the real May!
Her thoughts, her memories, her desires...
- that's all real. - May would never betray me.
Radcliffe made some adjustments.
So, May's a freakin' robot.
- How did you know? - Fitz and Simmons ...
Go.
No!
Give us the book, I'll give you your brother.
My brother? What, are you kidding?
I've never seen this guy before in my life.
You want the book?
Let him go.
- What did they do to you, man? - They took my puppy.
Hey. You're gonna be okay, little brother.
So cool.
Grab Billy and let's get to the Quinjet.
No!
Help!
May! What ... What happened?
Le me help you. Okay.
Wha...
Hello, Agent May.
Mission accomplished.
This is exactly what you were supposed to do.
I'm eternally grateful.
Take me with you.
- Please. - Sorry.
You weren't built to last.
The Labyrinth is compromised.
The deadliest tome in the world is in the hands of a mad scientist,
who snuck out the back door with cattle-prod man.
I'm... sorry we let you down.
We now have the name of the man who kidnapped you,
who's probably been funding Nadeer, maybe even Radcliffe.
Now we can hunt them and stop them.
I st... I still can't believe
he made a fully functioning autonomous LMD.
Yeah, put us to shame.
Sam and Billy were part of the original LMD program.
Wait. Are you saying they're ...
Obsolete. Without a doubt.
- So you all are...? - Technicians.
What? You thought they were robots?
Uh...
Billy. Thank God you're okay.
- All right, there. - All right, you.
You're still a sheep, though. You're all sheep!
Well, the Quinjet's ready when you are.
We'll get you home safely.
As always, thank you for your service.
Any time, Coulson.
I hope this is the last of them.
There's still one more.
He couldn't destroy it. Not yet.
If we can't find the real May, then...
...that's all that's left of her.
Hey.
We'll find her. I promise.
We'll return in a moment.
To a success, though a narrow escape for both of you.
Mmm.
It is better.
The old ways always are.
You said you wanted to destroy the Inhumans
and the thing that brought them upon us.
It's something I've been after for a very long time.
- Some people say it's an obsession. - I can relate.
Every time something strange happens in the world,
it is there.
I believe it is responsible
for all of the alien problems on this planet ...
the Chitauri, the Kree, Inhumans.
What is it?
A man.
He is always there...
standing behind, out of focus...
in the shadows.
He is dead... yet he is everywhere.
And Mr. Shockley said he was there last night.
I can assure you... he's not dead.
You can help me get to him?
So... let it be written.
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