4 user 12 critic

What They Become 

Whitehall and Coulson's forces take part in an explosive confrontation that changes everyone. Skye uncovers some truths about her past.


Michael Zinberg


Stan Lee (based on the Marvel comics by), Jack Kirby (based on the Marvel comics by) | 4 more credits »




Episode cast overview, first billed only:
Clark Gregg ... Phil Coulson
Ming-Na Wen ... Melinda May
Brett Dalton ... Grant Ward
Chloe Bennet ... Daisy 'Skye' Johnson
Iain De Caestecker ... Leo Fitz
Elizabeth Henstridge ... Jemma Simmons
Nick Blood ... Lance Hunter
Kyle MacLachlan ... Calvin Zabo
B.J. Britt ... Antoine Triplett
Henry Simmons ... Alphonso 'Mack' Mackenzie
Adrianne Palicki ... Bobbi Morse
Ruth Negga ... Raina
Reed Diamond ... Daniel Whitehall
Patton Oswalt ... Billy Koenig / Sam Koenig
Jamie Harris ... Gordon


Whitehall and Coulson's forces take part in an explosive confrontation that changes everyone. Skye uncovers some truths about her past.

Plot Summary | Plot Synopsis


TV-PG | See all certifications »

Parents Guide:

View content advisory »




Release Date:

9 December 2014 (USA) See more »

Company Credits

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Technical Specs


Sound Mix:




Aspect Ratio:

16:9 HD
See full technical specs »

Did You Know?


Same as the previous episode, "Ye Who Enter Here", the sequence that takes place on San Juan was filmed on location. See more »


When Agents Coulson & May are talking to Agent Simmons on speakerphone, the remote controlled car (lola) is on the desk. The next shot the remote controlled car has moved to another table. See more »


Calvin Zabo: [to Skye] I'll make plenty of time to answer all your questions. But first, now that he's served his purpose, I'm gonna kill the man that destroyed my life. Best day ever.
See more »


Agents of S.H.I.E.L.D. Theme Song
Written by Bear McCreary
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User Reviews

Re-watch thoughts
19 February 2019 | by noorea-85147See all my reviews

While I love this episode a lot, I do have some issues in how some characters moved by plot rather than rationally, that said, humans are irrational sometimes and this wasn't anything too out of character that I can let it pass, I guess it's because these characters are usually so well written it stands out when they are being written just fine. With the negatives out of the way, there is much to love about the episode, it has some great payoff to series long questions while dumping a load of new questions on the viewer, that break (along with the end of this season) were some of the most theorized about periods in the fandom, it was crazy! I also love were the episode left off the villains, unexpected territory that I didn't see going into the episode.

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