As we open tonight’s episode, we see one of the escaped prisoners from the Fridge at a dock and we the lights all around him go dark. This man approaches a fisherman loading up his pickup truck and asks for a ride to Portland. The fisherman refuses and when this man turns off the power of his truck, the fisherman wonders how he did it. This man replies by just touching him and we see the life leave the fisherman. The man takes the truck, changes the station from news that is all about the downfall of SHIELD and the rise of Hydra to classical music.

On the Bus, Simmons is tending to Ward’s wounds and he tells his team a modified version of the events of the Fridge. Ward does tell how Hydra invaded the Fridge, took alien weapons and released the prisoners there; he just leaves out the fact that he participated in all of it. Ward also says that he killed Garrett.

Ward tries to get Skye to decrypt the hard drive thinking that it might help them but she says that the decrytion is location specific.

Coulson wants a list of all the prisoners that escaped the Fridge. When Coulson learns that one of these prisoners is Marcus Daniels (the man at the beginning of the episode), he becomes really concerned. Apparently, Daniels got his powers from playing around with Dark Matter. Coulson knows that Daniels was obsessed with a woman, Audrey Nathan (Amy Acker), in Portland and calls her the only light in the darkness. Knowing this Coulson wants to take a team and go to Portland to stop him and protect Audrey.

However, Koenig doesn’t want them to leave as Fury wanted to stay and be protected. Koenig says the only way they can leave is if Coulson’s team passes a really hi-tech lie detector. As each team member goes through the iie detector we learn some things. May was married once, Skye’s name given to her at the orphanage was Mary Jane Putz so she gave herself the name Skye no last name, Tripplett’s grandfather was part of Captain America’s WWII team, Fitz would have Simmons emerge from a box on a deserted island and Simmons is a Whovian. Everyone passes even Ward. At first though, it didn’t look like Ward was going to pass but he eventually manages to trick the machine by saying he came back to the team so he can be with Skye.

The team going to Portland is Coulson, Tripplett and FitzSimmons who can fashion a device that can stop Daniels. May is pissed that Coulson has left her off this mission but Coulson stands his ground and is unforgiving for May’s betrayal.

So seeing no choice, May leaves the Providence compound and tells Ward that he can tell Coulson whatever he wants about her departure.

Meanwhile, in Koenig’s office, Skye convinces Koenig that it is a good idea to hack into the NSA satellites to see what happened at the Fridge. While Skye is off at the Com-Sat room, Koenig is impressed that Skye has managed to hack into the NSA satellites and tells Ward that they should have a clearer image. Ward closes the door to Koenig’s office knowing that this is most likely the end of Koenig.

Skye returns to Ward in Koenig’s office. Ward tells Skye that May has left them and the two then share a drink and Ward opens up about his past and how his older brother made him beat his younger brother and his parents weren’t good people. Ward says he is not a good person but Skye disagrees and kisses him. Skye notices blood on Ward’s neck that he passes as a cut opening up. While he goes to clean it, Skye wonders where Koenig is and finds the table that shows everyone’s location in Providence. Skye notices Koenig in a storage closet. When she enters, a penny falls from the door and while searching, blood from above drops on the tablet and she finds a dead Koenig. Skye realizes that Ward is Hydra and tries to find a way to protect herself. However, Skye comes up with another plan and escapes out of one of the fake windows.

Ward starts looking for Skye and goes to the storage closet and finds the penny drop in his hand. Skye comes behind in the hallway and Ward wonders where she went. Skye tells him that she got scared when he started to open up. Ward apologizes but says that they need to go as Fitz says that the team needs their help. Skye at first wants to grab some things but Ward is quite insistent. We last see Ward and Skye on the Bus flying as the sun sets. Ward tells Skye that she is calling the shots since the hard drive is location-based and asks her where they should go.

Back to Coulson. The team arrives in Portland and rescues Audrey who was out running when Daniels comes upon her. The tech that Fitz developed to stop Daniels doesn’t work as he informs Coulson that while he was in the Fridge, SHIELD actually made him stronger and this allows him to escape.

At a SHIELD safe house, Audrey realizes that Simmons and Tripplett aren’t CIA as they first claimed but SHIELD. Audrey tells them her history with Daniels and how SHIELD became involved. Audrey talks fondly of one SHIELD agent, Phil Coulson and how they became close and was devastated when he died. Coulson is listening in and FitzSimmons realizes that this is the cellist that Coulson has been talking about. Fitz asks why Coulson doesn’t make himself known. Coulson replies that Audrey is healing and doesn’t want to set her back.

Fitz has developed a new weapon that can definitely take down Daniels but needs Audrey to lure him out. At first Coulson doesn’t want to put Audrey in danger but knows it is the only way.

At the concert hall, Audrey is rehearsing her cello and on cue Daniels arrive. At first the weapon that FitzSimmons and Tripplett place on Daniels doesn’t work but when Audrey is in danger, Coulson comes in and fires. Tripplett and Fitz joins in and manage to defeat Daniels but this knocks Audrey unconscious. Coulson is relieved to know that Audrey is okay and gently kisses her forehead before she awake. When Audrey does wake up, Simmons is over her to make sure she is okay. Audrey tells Simmons that for a moment she thought Coulson was there.

Back on the plane to Providence, Couslon tells Fitz that he may eventually tell Audrey that he is alive and hopes to have her forgiveness. This whole mission gets Coulson to realize that he needs to forgive May.

Throughout this episode, we see Fitz clearly jealous of Tripplett’s relationship with Simmons. Ward tells him to say something to Simmons. So when Simmons asks what is with Fitz, it almost looks like Fitz is going to tell Simmons his feeling but instead says he doesn’t like change.

When the team returns to Providence, they find the Bus gone as well as Ward, Skye and May.

In the post credit scene, we see May walking along a road in the generic Ontario, Canada. Where in Ontario? Is it outside Toronto? Up north near Timmons or down south like Thunder Bay? Whatever.

A car with Pennsylvania plates stops and picks up May. Inside is an older Asian woman (Tsai Chin). This woman is obviously some sort of agent too but not SHIELD. She gives May and envelope and she asks if May is going to kill a certain person. May tells her mother that she just wants to talk to this person and May’s mom replies good because she likes Maria. Fun Fact: The woman who plays May’s mother was in The Joy Luck Club with Ming-Na Wen.

So next week we get Maria Hill back and Skye is probably going to lead Ward to a false location to give her some time to get a message to Coulson. And I have a feeling that when SHIELD ends that Coulson will be reunited with Audrey considering they didn’t kill her off.