Pilot (Agents of SHIELD)
1x01 3
Season 1
Episode 1
Airdate September 24, 2013
Written by Joss Whedon
Jed Whedon
Maurissa Tancharoen
Directed by Joss Whedon
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Pilot is the series premiere episode of Agents of S.H.I.E.L.D..

This episode was screened in its entirety at San Diego Comic-Con on July 19, 2013, and at the Disney D23 Expo on August 11, 2013.

This episode aired on September 24, 2013 on ABC.


After the events of The Avengers, S.H.I.E.L.D. Agent Phil Coulson assembles a small team of agents to investigate a mysterious group called the Rising Tide. In doing so, they encounter Mike Peterson, a man who has acquired superhuman powers.



In "East Los Angeles," Michael Peterson and his son Ace witness an explosion in an apartment building; Michael, hearing a woman screaming inside, rushes behind the building, where he uses superhuman abilities to climb the brick wall. Inside, he rescues the woman from the blaze, leaping from a fifth story window and landing safely on the street below, where he discovers that a bystander has recorded the daring rescue. Michael rushes from the scene, returning to Ace as the bystander helps the rescued woman.

Act OneEdit

In Paris, France, Agent Grant Ward learns that the Rising Tide has "pinned down the location of the package." He then impersonates a waiter in order to acquire the palmprint of Vaughan Trap, then uses a portable x-ray scanner (in his serving tray) to discover the location of a hidden safe, which he opens with Trapp's palmprint, accessing a safe-room in order to retrieve a small drawstring pouch. He is then attacked by two men, who he manages to disarm and disable before heading to the roof and leaving via helicopter.

At "Agent Hill's Field Office Location," Ward turns in the "Chitauri neural link" that he retrieved, and is debriefed by Agent Maria Hill, who claims that since the Battle of New York, "everything's changing". Ward learns that he was extricated from Paris by Agent Coulson, who reveals that he is very much alive despite the persistent rumor of his death.

In Los Angeles, Michael is followed by the woman who recorded his rescue.

At Hill's Field Office, Coulson claims that Director Fury faked his death in order to motivate the Avengers, after which Coulson spent time in a "grass shack in Tahiti" before returning to action in response to the Rising Tide. Despite his reluctance, Ward is assigned to Coulson's "mobile command unit" with the intention of using the Rising Tide to find an "unregistered gifted". Coulson receives word that, with the exception of 'FitzSimmons', his scientists, the rest of his team have been cleared for field operations (although the doctor expresses reservations about Coulson hmself), and he and Ward are dismissed. When he's gone, Hill makes a comment implying that Coulson's recovery in Tahiti is not what it seems and that Coulson can never learn the truth.

Act TwoEdit

At Ruthie's Skillet, a diner in Los Angeles, Michael sees a news broadcast of the woman he rescued moments before he is approached by the bystander, who introduces herself as Skye. She warns him about S.H.I.E.L.D. and tries to persuade him to go public, though he rejects her offer; Skye in turn picks Peterson's pocket, learning his true identity from his driver's license.

In a S.H.I.E.L.D. office building, Coulson approaches agent Melinda May, who initially refuses to join his team until Coulson assures her that they will encounter no "red tape," and that he only wants her to "drive the bus," which is in actuality a modified Boeing C-17 Globemaster III.

At a S.H.I.E.L.D. hangar, Ward arrives and boards the plane, where he meets Leo Fitz and Jemma Simmons as they bicker of a prototype weapon. Simmons takes a DNA sample from Ward to calibrate his biometric communications system, after which Coulson boards the plane in one of his "old S.H.I.E.L.D. collectibles"; Coulson and Ward then meet up with May, who has received information on "one of the Rising Tide's routing points." Minutes later, the Globemaster takes off.

From her "mobile office" in Los Angeles, Skye transmits a Rising Tide broadcast moments before being apprehended by agents Coulson and Ward.

Act ThreeEdit

At the Globemaster, Skye is escorted to an interrogation room by Coulson and Ward, who reveal that they matched the cellphone with which Skye recorded Peterson to several posts made by the Rising Tide. Skye counters that she has successfully infiltrated S.H.I.E.L.D., but Coulson questions why Skye was on the scene of the apartment building explosion in advance in the first place.

In Los Angeles, agents May, Simmons and Fitz arrive at the scene of the apartment building explosion.

Aboard the Globemaster, Ward accuses Skye of blowing up the apartment building in order to draw out Peterson, but Skye counters that S.H.I.E.L.D. covered up Project P.E.G.A.S.U.S. in New Mexico. She accuses Coulson of covering up "Centipede" as well before discovering that neither Ward nor Coulson knows of the Project, and Coulson admits that S.H.I.E.L.D. does want to contain Peterson, but also for Peterson's own protection.

In Los Angeles, Peterson calls the "Doctor" to suggest that he goes public with the Doctor's product, a biotechnical implant that Peterson wears on his arm, but the Doctor refuses.

At the destroyed apartment building, agents May, Simmons and Fitz discover that the explosion occurred in "a secret lab," and Fitz deploys a battalion of seven remotely controlled "quadcopter modules."

Aboard the Globemaster, Skye admits that she traced information about Project Centipede to the apartment building in Los Angeles, but refuses to reveal Peterson's identity, insisting that she should approach him. Coulson and Ward leave Skye in the interrogation room in order for Coulson to retrieve a jet injector, reminding Ward that Skye is "an asset" because they "don't know anything about her."

At the destroyed apartment building, one of Fitz's modules discovers a surveillance camera, while another discovers compounds and artifacts matching the implant on Peterson's arm, which Simmons describes as "not of this Earth."

Aboard the Globemaster, Coulson explains that QNB-T16 is "a brand new and extremely potent truth drug," then injects Ward with the drug instead of Skye; he then offers to let Skye question Ward and leaves the two in the interrogation room. Upon questioning, Ward admits that he has killed "a few...high-risk targets," and becomes emotional when Skye mentions his grandmother.

In Los Angeles, Michael returns to the factory where he was injured before being fired and confronts his former foreman, Gary, who refuses to give Peterson his job back. Michael then attacks Gary, calling him "the bad guy" while declaring himself "the hero."

Act FourEdit

Aboard the Globemaster that night, Ward sleeps off the effects of the truth serum in the interrogation room while Skye tells Coulson that Ward admitted to visiting Paris; soon after, they witness news footage of Michael's attack on Gary, and Coulson persuades Skye to help find Peterson. Coulson's team works up Michael's background, and Fitz reveals an image of two men arguing salvaged from the apartment building's security camera. Skye offers to give up her audio files, which can only be decrypted from her van outside Ruthie's, and Coulson sends May to accompany the hacker.

In Los Angeles, Michael visits the woman he rescued at the hospital and reveals her to be the Doctor he had previously called. She insists that "Mike Peterson needs to disappear," and Michael claims that he's "someone else now" before leaping from the window.

In her van outside Ruthie's, Skye transmits her audio files to Fitz aboard the Globemaster while Simmons dissects the artifact from the apartment, and Fitz uses "motion estimation, Bayesian inference, a beam splitter, and a little diffraction theory" to holographically reconstruct the apartment prior to the explosion. With the addition of Skye's audio, the team learns that one of the men wore a biotechnical implant which Simmons realizes contains a formula similar to the Supersoldier Serum developed by Abraham Erskine, combined with extraterrestrial metals and gamma radiation.

In her van, Skye completes her transmission moments before Michael attacks and disables May, loading Ace into the van and ordering Skye to drive.

Aboard the Globemaster, Fitz recreates the apartment detonation to reveal that the man wearing the implant was, himself, the explosive when the Extremis serum in his system became unstable. Based on how much of the formula Peterson appears to have in his system, Simmons theorizes that "anyone within a two-block radius" of Michael will be killed when Michael becomes unstable.

In Skye's van, Michael holds onto Ace as Skye drives.

Act FiveEdit

Aboard the Globemaster the next morning, Ward constructs a sniper-rifle, while Simmons and Fitz explain to Coulson that Michael will detonate within a few hours unless he is killed, but Coulson orders them to find a way to save Peterson's life. Coulson then contacts May to learn that Michael kidnapped Skye.

Parked outside of Union Station in Los Angeles, Skye hacks into the "license bureau's AES protected data stream" in order to delete every record of Michael's existence, claiming that she's "done it before."

Aboard the Globemaster, Fitz runs an unsuccessful simulation in an attempt to find a way to neutralize the Extremis virus. Moments later, he discovers a security breach triggered by Skye's hacking, and Coulson realizes that Skye has transmitted her location within the data in the breach. Coulson and Ward deboard the plane in an MDX.

In Skye's van, Michael promises Ace that they will "make a new life" after they leave Los Angeles.

Outside Union Station, Coulson and Ward arrive and approach Skye's van, where Coulson attempts to convince Michael to turn himself in. In the van, Michael becomes angry, exasperating Extremis's instability before blasting the van's door off and rushing Skye and Ace past security into the train station.

Inside Union Station, Michael shoves Skye and Ace through the crowd until Skye spots a group of men and attacks one, causing them to attack Michael and enabling her and Ace to escape. Michael battles the four men while police scramble outside, and the Doctor sends in her own operative. Inside, Coulson shepherds Ace into police protection, while Ward attempts to reason with Michael; Michael subdues Ward and catches up with Skye as the Doctor's operative finds them and May arrives outside.

Michael takes Skye to the upper-level balcony, where the Doctor's operative opens fire, shooting Michael and knocking him over the balcony to the station floor below; moments later, May attacks the operative, quickly subduing him. On the station floor, Michael recovers as the Extremis virus becomes more unstable and is approached by Coulson, who puts his gun on the floor. Michael insists that, in a world of gods and superheroes, he and men like him get stepped on, and Coulson agrees, confessing that his encounter with giants nearly cost him everything.

Coulson calms Michael moments before Ward shoots him with a tranquilizer dart containing a formula developed by Simmons and Fitz to neutralize the Extremis virus in Peterson's system, and Coulson reports back to Hill that the situation at Union Station is contained.

Later, Coulson and Skye deliver Ace to his aunt. They discuss the continuing threat of the people running Project Centipede, and Coulson offers Skye a position with his team. She initially hesitates, until Coulson receives a call from Ward informing him of an "oh-eight-four" that S.H.I.E.L.D. wants Coulson's team to confirm. Coulson then activates the hover-capability of his Corvette and pilots the vehicle across the countryside toward the airfield.



Guest StarringEdit

Special Guest StarEdit


  • Ajani Wrighster as Ace Peterson
  • Aaron Behr as Angry Man
  • Nicole J. Butler as Aunt Mindy
  • Sarah Dumont as Beautiful Woman
  • Dan Sachoff as Reporter #1
  • Arlene Santana as Reporter #2
  • Kevin Sifuentes as Technician

Memorable quotesEdit

Skye: With great power comes... tons of weird crap that you are not prepared to deal with.
Agent Ward: I'm clearance level six. I know that Agent Coulson was killed in action before the battle of New York. Got the full report.
Phil Coulson: [emerging from the shadows] Welcome to level seven. Sorry, that corner was really dark and I couldn't help myself. I think there's a bulb out.

Phil Coulson: [to the SHIELD C-17 loadmaster regarding his classic Corvette] Don't touch Lola.

Maria Hill: Everything's changing. A little while ago, most people went to bed thinking that the craziest thing in the world was a billionaire in a flying metal suit. Then aliens invade New York, and were beaten back by, among others, a giant green monster, a costumed hero from the 40's, and a god.

Grant Ward: I don't think Thor's technically a god.

Maria Hill: Well, you haven't been near his arms.

Grant Ward: Director Fury faked your death - to motivate the Avengers. Maria Hill: Well, the death of a common ally is a particulary team builder.

Phil Coulson: Plus, it wasn't much of a stretch. I stopped breathing for about 40 seconds.

Maria Hill: Eight. It gets longer every time you tell it.

Phil Coulson: Yeah, well, you get shanked by the Asgardian Mussolini, you can tell it your way. I was looking at the big white light, and it felt a lot longer than eight seconds.

Coulson: [to Skye about QNB-T16] It's a brand new and extremely potent truth drug, but don't worry, the effects only last about an hour.

Agent Ward: Then you'll have a nice little nap. And we'll have all the answers we need [Coulson injects Ward in the arm] What the hell?

Coulson: I'm sorry did that hurt?

Agent Ward: No. But you've lost your mind, you should never do that to a member of your team. And yes it did hurt a little but I always try to mask my pain around beautiful women because I feel it makes me look more masculine my God this stuff works fast!

First appearancesEdit


1x01 5
The gallery for the Pilot can be found here.


The references for this episode can be found here.


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