We are in Miami, Florida and a priest his showing his cardinal the damage done to the Santa Maria Das Flores church by a fire. The only thing to survive is a 500 year old painting. The cardinal thinks it is a miracle and wants it authenticated. The priest is reluctant because behind the painting is the alien writing that Coulson has been writing.

The setting switches to South Beach, Florida and the team is on a mission to retrieve this painting. Coulson and May are undercover as Charles and Heidi Martin who go to a fancy mansion that is housing a fundraiser where the painting is the main attraction. May by the way looks lovely in her silver dress.

Coulson and May take to the dance floor to scope the security and discuss their early days at SHIELD and May grows concern over Coulson as his hand had a tremor. Coulson wants to talk about what the team should do if he should go the way of Garrett but May will have not of it. Before their conversation can continue, May notices Talbot there and Coulson knows there cover is blown. Coulson talks to Talblt and asks him to let him complete his mission but he knows that won’t happen to he informs Skye et al back on the Bus that the mission is happening now.

So May starts to flirt with the host of the event, Mr. Soto, which everyone listening in finds distrubing. May asks for a picture of her and Soto together but it really is a guise for Coulson to grab his retinas to use to open the door where the painting is that.

They see Talbot and knows their cover is blown and go through the laser beams to get to the room but the painting isn’t there. Skye lets May and Coulson know that Talbot has it. Coulson wants to know why.

We see Talbot phone Whitehall that he has the painting and says that SHIELD is also there. Talbot shows a picture of May and Coulson to him. Whitehall is intrigued.

As Coulson and May wait for the coast to clear, Coulson wants to talk about the contingency plan but the coast gets clear and May leaves. But Talbot is there and wants to make Coulson a deal. Talbot wants Coulson’s help in deciphering the alien language. Coulson agrees and needs an hour to inform his team. Talbot asks Coulson to meet at his hotel. May tells Coulson that she will take care of Talbot and off she goes to the hotel.

Back on the Bus, Skye, Tripp, Mac, and Hunter are all bonding over exes and “Simmons” encourages Fitz to join in but he just walks away.

When May arrives at Talbot’s hotel, she finds Agent 33 looking over a HYDRA file on her and Coulson. May beats down the door and starts to fight 33 and also Talbot who is revealed to actually be Bakshi in disguise. May gets taken out and Baksi tells her that Whitehall will wonder why Coulson doesn’t trust Talbot so 33 steals May’s DNA and voice and disguises herself as May. It was pretty cool effects seeing that transition.

Fake May calls Coulson to say that Talbot’s deal seem legit. That call allows them to get Coulson’s location and she is on her way.

On the Bus, “Simmons” is encouraging Fitz to not be so distant but Fitz tells her that he no longer belongs to the team and feels left out. Fitz is mad that they turned their lab into a bigger garage. Fake May comes on board and asks where Coulson is. This May is pretty short with everyone.

“May” tells Coulson again about Talbot’s deal and the two then go off to meet Talbot again. Before “May” leaves, she places a device on the Bus’ system.

In the car ride over, Coulson finally has the talk with “May” where he asks her to take him out if he goes south and that she will be become director of SHIELD and she is the only one he trusts. “May” says she will and goes to offer a comforting hand hold.

Meanwhile on the Bus, “May”s device starts to take down the Bus bit by bit and Fitz says that eventually the plane will blow up. Fitz tells Hunter what to do to fix the plane and it works.

When “May” and Coulson arrive at the hotel, Coulson offers a little test to this May about getting a long-promised coffee. Of course “May” says that she would love to and this is Coulson’s clue that this isn’t May and she doesn’t like coffee. So Coulson promptly punches her in the face.

Inside Talbot’s hotel room, Bakshi is torturing May but hearing the commotion outside, he stops to check it out. This gives May time to escape and the look of fear in Baksi’s eyes is hilarious as May takes him down.

May comes out and sees Coulson fighting “May”. Soon Bakshi takes the painting and makes a run for it and May tells Coulson to go after him. Coulson usess the night-night gun to take out Baksi and takes the painting.

We get a pretty epic and bad-ass May versus “May” fight that finally ends with May using some frayed wiring to knock out “May” has HYDRA soldiers descend.

On the Bus, Hunter hands out beer to Tripp and Mac and eventually Fitz as a thank you for a successful mission and for Fitz saving them all. Fitz then shares his tale of woe of how a girl he likes (Simmons) doesn’t share his feelings. Hunter tells Fitz it is her loss and toasts to moving on.

When everyone returns to the Bunker, Tripp sees Skye looking over the alien writing and we learn from Couslon that the painting is 500 years old but the writing is brand new meaning someone else out there is like him.

Coulson finally has the talk with May but again she refuses to kill Coulson but instead shares her plan of taking him to a cabin in the Australian Outback if he should go south and that she will take care of him. Coulson is touched but orders May to kill him.

In the post credit scene we see Raina making plans to get to Miami as it seems she too is after the painting. But in her car is also Whitehall, who is looking for the obelisk and traps Raina with some sort of device that causes black veins to climb her hand. Raina has 48 hours to deliver the obelisk or Whitehall will torture her via a week long surgery where she will be awake the whole time.

This was the best episode of SHIELD as I thoroughly enjoyed the whole May action sequences and next week looks even better as we get our first look at Bobbi Morse aka Mockingbird (Adrienne Palicki).