A tech scavenger, Vanchat, meets with Centipede operative Emil Deville. He sells her a piece of salvaged Chitauri technology, but before they can complete the deal, Grant and Melinda break in and takes out most of the agents. Vanchat escapes but Fitz-Simmons have their drones in position to cut off his escape route. When Vanchat ducks into the elevator, Skye hacks the computer system and takes him up to the roof where Agent Victoria Hand and a S.H.I.E.L.D. team are waiting.
Back at the plane, Jemma treats Grant's reopened stitches while Fitz grows increasingly irritated with the techs that Victoria has placed aboard the plane. Victoria holds a briefing informing everyone that they have only found charred remains at the bridge explosion and assume that they belong to Mike, and that so far they've had no luck tracking down Edward Po. An interrogator is questioning Vanchat and Victoria is sure that they will soon get a lead on Centipede and take their entire operation down.
As they talk, a security alarm goes off. Victoria realizes who is hacking the systems and goes to Skye's bunk. The hacker admits that she's trying to bypass her damper and trace Centipede's payments to Vanchat. Victoria orders her off the plane immediately but Skye defends his teammate, insisting that they need her help. Unconvinced, Victoria asks Melinda if Skye should be aboard the plane, and Melinda says that the hacker is of no use to anyone aboard the plane. Victoria informs Skye that she'll be debrief at S.H.I.E.L.D. HQ and Grant reluctantly agrees to take her in since he's her SO.
Later, Grant is leading Skye off the plane when Fitz-Simmons arrive and give Skye a brown paper sack. They explains that there's a satellite phone in the bag and that it will bypass her damper once. Grant tells his teammate that she has twelve minutes until the agents arrive to take her away and the team wishes Skye luck.
Coulson is having another dream of relaxing in Tahiti, complete with a masseur and a waiter. However, when he jerks await he finds himself in a Centipede safehouse with Po sitting next to him. Po demands that Coulson share his memories of what he's seeing, but Coulson refuses and the Centipede operative warns him that they will have to put him back in the machine. Coulson vows to die rather than give away any intel, and Po reveals that they know all about the son Coulson lost at an early age, just like Mike lost his son before dying on his first mission. The Clairvoyant has provided Po with everything he knows, but Coulson insists that there is no such thing as a psychic and points out that if the Clairvoyant could do what he claimed, they'd already know what they were trying to get Coulson to reveal. Po admits that the Clairvoyant couldn't see what happened to Coulson after he died and wonders why the agent is so special, but Coulson refuses to answer.
Skye slips her captors and makes her way to a cybercafé, but her damper still prevents her from accessing the S.H.I.E.L.D. mainframe. She goes to a newsstand and goes through a magazine, and finds an article about CEO Lloyd Rathman, who is under investigation by the SEC. She then buys a new black leather outfit, goes to Lloyd's company, and steals his SUV as he goes into his office.
At the lab, Jemma is boosting the night-night rounds so that they can tranquilize the Centipede soldiers. Fitz, looking on, says that he doesn't care whether they're tranquilized or dead. Meanwhile, Grant is watching Vanchat on the monitor and finally gets impatient with the interrogator's lack of success.
Skye tries to access the computers through Lloyd's onboard computer but still doesn't have any luck. She finally comes up with a new plan and runs the SUV off the side of the road. When roadside assistance contacts her, Skye asks them to tow her back to Lloyd's house.
Centipede security guards take Coulson back to his cell. Once he's alone, he uses a piece of metal to pick the lock on his handcuffs.
Grant tells the interrogator that Victoria needs him and waits until the man leaves. Vanchat still refuses to talk so Grant straps himself in and signals to Fitz-Simmons, who are watching on the monitor. They open a hatch, depressurizing the room. Vanchat, holding on for dear life, finally agrees to talk.
When a guard brings him food, Coulson knocks the man out and runs outside. He finds himself in an abandoned mock town used for Cold War nuclear testing. Po is waiting for Coulson and informs him that there's nothing but desert for hundreds of miles. Coulson tries to attack his captor but Po is ready and has an enhanced soldier grab the agent and choke him unconscious.
The tow driver takes Skye and Lloyd's SUV to Lloyd's home. Skye goes in through the garage and calls Lloyd's secretary, claiming to be with the LAPD. She says that Lloyd's SUV was stolen and that they need him to come home. When he arrives, Skye claims that she's Melinda May with S.H.I.E.L.D. and says that they know all about his money laundering schemes. She offers him immunity if he cooperates and Lloyd quickly gives in.
Victoria has her people arrest the buyers from the list that Vanchat gave Grant. They head for Sidney, where the richest buyer lives, and Victoria asks Grant if they have a problem since he violated protocol. He defends his actions and Victoria congratulates him. She admits that she's been on the phone to Fury and that the director is very interested in getting Coulson back. When Victoria says that no agent is worth the amount of effort they're dedicating, Grant says that Coulson is worth it.
Coulson continues to resist Po's interrogation efforts, confident that S.H.I.E.L.D. will find him in time. Raina arrives and informs Po that she's been busy with other projects. Po defends his actions, reminding Raina that the Clairvoyant ordered him to use torture on Coulson. The Clairvoyant calls and Po defends himself to his superior, insisting that his methods are sound and will eventually yield results. Po is ordered to give the phone to Raina, who listens and then says that she agrees with her new orders. She then gives the phone back to Po. It emits a signal, shutting down Po's implant, and he dies.
Grant visits Melinda in the cockpit and wonders why she didn't back Skye. Melinda insists that she told the truth to Victoria, and Grant realizes that she set the whole thing up so that Victoria would put Skye off the plane where the hacker could do the most good outside of the system. Meanwhile, Victoria informs Melinda that they have coordinates for a location in the Mojave Desert where they found the Centipede helicopter, and Melinda sets a new course.
Since she can't use the computers, Skye has Lloyd hack into Vanchat's Swiss bank account to track his buyers. He doesn't believe she's a S.H.I.E.L.D. agent so Skye tries to access the mainframe, fails, and shows him the warning logo message. As he hesitates, Skye reminds him that S.H.I.E.L.D. knows everything about him. Two men from the security company arrive and Skye knocks one of them out and draws on the other. As she holds the man at gunpoint, Lloyd quickly goes to work.
Raina frees Coulson and defends her action, insisting that she gave Mike and Chan what they wanted. She points out that S.H.I.E.L.D. has done the same thing in the past, and admits that she doesn't know who the Clairvoyant is. Raina talked to him for the first time just recently when he called to dispose of Po, and knows that he is providing guidance to Centipede to help them deal with a changing world, a world that S.H.I.E.L.D. has been working with for decades. They have access to much of S.H.I.E.L.D.'s technology: what Centipede wants is the secret to how Coulson was resurrected. Raina figures that he wants to know as well, and offers him the chance to cooperate.
Skye ties up the guards and tries to direct Lloyd, but soon realizes that he knows nothing about computers. She frees one of the guards and then ties up Lloyd, and has the guard hack Vanchat's Swiss bank account. They find the information on Vanchat's primary buyer and then leaves in Lloyd' stolen car.
Coulson figures that the Clairvoyant is only guessing about what he's going through, but Raina says she knows all about how Coulson can't sleep because of his worries. She notes that S.H.I.E.L.D. is his only family since his mother died, and S.H.I.E.L.D. is hiding the secret of his resurrection from him. Passing on what she's been told by the Clairvoyant, Raina tells Coulson that his mother loved him and was heartbroken when S.H.I.E.L.D. told her that her son was dead. Coulson says "It's a magical place" again and admits that he keeps saying it, and Raina offers him the chance to learn why. After a moment, Coulson tells her to activate the machine.
Fitz-Simmons show Melinda and Grant a bracelet that they've created that can administer a heavy-duty tranquilizer through the same drug-delivery port that Centipede uses to inject the Extremis drug. Skye calls and Jemma orders the other technicians out of the lab. Once they leave, Melinda takes the phone and asks a surprised Skye what she has for them.
Once Skye gives her report, the team tell Victoria that Centipede has bought a small development near where the helicopter turned up at the supposed Centipede lab. Victoria refuses to divert resources but Melinda insists that her team will check out the second location. Grant and the scientists stand with her and they walk off together.
As Raina prepares to activate the machine, she tells Coulson that she knows it will work on him because it worked on her. Once it's turned on, Coulson has another hallucination of Tahiti. However, the waiter morphs into Dr. Streiten, who demands to know who ordered the process. The masseur says that Director Fury authorized the operation.
Skye drives to the abandoned test town and starts to look for Coulson, but one of the Centipede super-soldiers spot her. Melinda and the others arrive and ram the super-soldier with their SUV, alerting Raina and her other super-soldier. She sends him to investigate and then checks on a convulsing Coulson.
Coulson sees through the false memory of Tahiti and realizes that he's in an operating room. Streiten and another doctor, Goodman, are standing over him.
The second super-soldier approaches the team and Grant tells his friends that he'll handle him. Melinda and the others head off, taking out the human guards, while Grant manages to take down the super-soldier long enough to slap the bracelet on him, taking out his implant.
Coulson sees Fury in the operating room and Streiten telling the director that what they're doing is wrong. Goodman continues and Coulson realizes that they're using a robotic machine to operate directly on his brain... while he lies there, begging them to let him die.
Skye hears Coulson screaming and runs in, and Raina insists that she's trying to help the agent. Skye punches her out and Melinda arrives to shut down the machine. Coulson wakes up and Skye hugs him in relief.
Later at the plane, Victoria has her team take Raina away. Coulson comes out and looks at Raina briefly, and then Victoria comes over and tells him that Fury was relieved to hear that they had recovered him. She admits that they haven't found the Clairvoyant yet but that they've broken up Centipede operations across the globe. Coulson thanks Victoria for his help and she admits that his team isn't quite to her taste.
Once Victoria and her people leave, Coulson thanks him team and then immediately orders them back to work. As the others leave, Coulson removes Skye's damper bracelet in thanks for what she did. When she asks what he learned, Coulson tells her that it was just an illusion that Centipede projected into his mind.
Late, Streiten is leaving home when he discovers that Coulson is in the back seat of his SUV. Coulson tells the doctor that he knows what really happened and Streiten tells him that despite what S.H.I.E.L.D. claimed, Coulson was dead for days, not minutes or hours. Fury ordered a team of doctors to use unethical procedures to bring Coulson back to life, and Streiten wasn't involved until the seventh operation. Coulson was in agonizing pain and wanted to die, and Streiten agreed with him but was overridden. Afraid that Coulson would come back changed, they gave him a pleasant memory of Tahiti to conceal what they did to him. Shocked, Coulson gets out and walks away.
Mike wakes up in a bed in a cell. He discovers that he's covered in burns and his right leg is gone. The implant in his eye activates and his handler tells Mike to standby for instructions.