On Garner's recommendation, Coulson pulls Skye from active duty, and leaves her at a safe house with gloves designed to help repress her abilities, asking her to take some time to learn to control her powers. Ward and Agent 33 hunt down the man who created the technology that allowed Agent 33 to take on May's appearance. He fixes her mask so she can revert to her original appearance, albeit still scarred, and change her appearance to anyone she wishes. Using this, they infiltrate Talbot's base and break out Bakshi, who S.H.I.E.L.D. had handed over as a sign of good faith. From Bakshi they learn about Agent 33's life before he brainwashed her, including her name, Kara, before brainwashing him themselves. Mack introduces Hunter to Robert Gonzales and the leadership of the "real S.H.I.E.L.D.", founded on the ideal of transparency, rather than Fury's mantra of compartmentalization. They see Coulson and his erratic behavior as a threat, and as Hunter escapes, Morse decides to attack Coulson's group immediately.
