In the climax of this episode, Coulson is forced to send Franklin Hall falling into the gravity machine in order to stop it. Later on, we see SHIELD agents locking up the mass of Gravitonium that had powered the machine...only to see an arm reaching out from the mass.
Akela Amador's situation. Forced to watch her team die, kept in a cell at the bottom of a mine shaft for four years before being rescued. Only for her "rescuers" to implant a cybernetic eye into her head which they use to send her missions and control her with the threat of a kill-switch in the eye.
People with eye issues should stay far, far away from this episode, particularly the scene involving Akela's surgery. Even with network TV limits, the Eye Scream is horrific.
The poor ex-MI6 agent who was also being controlled by the mysterious villain(s) behind the bionic eyes. His frightened "Oh God!" as Coulson flashes his badge will stick with you for a while.
His own Eye Scream of the kill switch being flipped, his cybernetic eye turning around inside his socket before the Gory Discretion Shot censors the rest.
Girl In the Flower Dress
When Chan attempts to use his fire powers without the use of his blood platelets, he scorches himself. His reaction upon first discovering this says it all.
The second-to-last scene of the episode is our first glimpse of Agent Coulson as anything but his usual straight, calm, collected demeanor, and it's nothing short of pure fury. It's more than a little jarring, coming from him.
Coulson's scar. Saying he simply got shanked is a vast, vast understatement: it's obvious Loki's scepter tore half his chest apart. In "T.A.H.I.T.I." he confirms his heart was torn in half.
The entire idea of the episode. There's an alien virus that can somehow infect humans and kill them with lightning from the inside. Simmons gets it, which nobody realizes until the Bus is in the air. Simmons has a couple of hours to cure herself of a virus that isn't even terrestrial in origin, or the resulting lightning will destroy the plane and kill everyone on-board.
Blake's order to Coulson and Ward that they jettison their "infected cargo" (Simmons) into the ocean. Becomes a case of Fridge Horror when you realize the practical implications of the instruction: they're either going to have to Mercy Kill her first, or force her out of the cargo hold while she's still aware of what's going on.
The stinger includes an exchange certain to send shivers down the spine of anyone who's seen a certain other Joss Whedon show, and know its implications for Coulson.
Coulson: Did I fall asleep?
Masseuse: Only for a little while.
The episode's namesake: Ward being haunted by memories of the time his truly evil big brother dropped his little brother down a well and forced Ward to watch the kid struggling to tread water.
The completely emotionless way that the older brother tells Grant that if he tries to help their little brother, he'll be thrown in next.
Ward's bouts of Unstoppable Rage brought on by the Berserker Staff. The staff's effects on May and the hate group are nothing pleasant either.
A good majority of the episode. From The Bus losing power and almost crashing, to Tobias stalking and imprisoning/incapacitating each member of the team in near-total darkness using his incorporeal state, nearly the entire episode is a seat-gripper.
A particular standout moment: the lights are mostly out, and the emergency lights are blinking on and off. The camera is focused on May in the foreground; when the light blinks on, she's alone. When it blinks out and on again, the threatening silhouette of a man looms in the background. The next time the light blinks out and back on again, the figure is gone.
The way Raina reacts to information about the Clairvoyant. She otherwise seems to be the very image of an emotionless manipulator, yet she begs Po for any information about the Clairvoyant and seems to be overwhelmed with childlike joy when he tells her that the Clairvoyant knows of her and thinks well of what she's done.
The sheer number of implants one of Centipede's soldiers has. One on each forearm, one on each shoulder, and multiple smaller ones on the back.
The Magical Place
Coulson's cries of "Please, just let me die!" as a multi-armed robot probes his fully exposed brain during his seventh operation. The fact that he had already been through six operations before that one, and also seeing as how he was begging for them to let him die shows just show how much pain he was really in.
Given the reveal that Coulson himself was the supervisor of Project T.A.H.I.T.I., the potential horror of his begging becomes two fold. Not only was he begging to die because he was in extreme pain and agony, but also because at that point he still remembered what happened to the previous subjects and would rather die than experience the same mental degeneration they suffered.
The pocket-sized cryogenic gadget that can completely freeze a whole pool in a matter of seconds. And it does exactly the same to Donnie in the middle of his University lecture hall. And to top it all off, the larger version of said device that can spontaneously create a small hurricane-sized super storm with hail chunks the size of lunch boxes, and it ends up killing Seth. This episode really drives home how terrifying Super Tech can be when used irresponsibly. Reed Richards might not be so wrong about keeping this stuff locked away.
When Skye goes into the basement of Quinn's manor. It's dark, and appears empty at first, but she soon finds a hyperbaric chamber that contains...Mike Peterson. Quinn and a bodyguard soon arrive, guns in hand, and we soon see that Mike is Not Himself.... And then later Skye gets shot twice by Quinn. She struggles to move and weakly say the word "Help" before finally collapsing into a pool of her own blood.Mike's new leg attaching and extending itself is also clearly extremely painful.
The blue humanoid concealed in the tank that is not only revealed to be the source of the GH-325 serum that was injected into Coulson (and later, Skye), but is also horrifically ripped in half and looks to be decomposing. Coulson's thousand yard staresays it all.◊
The fact that even Nick Fury himself has gone off the grid just about the same time as Dr. Streiten.
One of Lorelei's slaves strangles his own wife to death because she was making too much noise. And the newlywed man she'd taken earlier (stranding his pregnant wife in the process) ended up backhanded into his car.
End of the Beginning
Deathlok nearly choking Agent Blake to death.
Upon the agents finding Thomas Nash, the Clairvoyant taunts them through a computer (in a Machine Monotone, no less), and tells Coulson that Skye will be endangered again in the near future, and he won't be able to save her this time.
Poor Fitz, discovering that a friend and colleague is a Double Agent, and then being hunted down on an airplane where there's no escape. On a related note, seeing May go Terminator-mode against him is equal parts this and awesome.
The Bus can be operated remotely.
Simmons and Triplett are at SHIELD during the events of CA:TWS, though mercifully they aren't at the Triskelion.
Turn, Turn, Turn
That heart-stopping instant where it looks like Triplett is a HYDRA agent, locking himself in a room with Simmons and pulling a knife out.
Victoria Hand rounding up SHIELD agents at The Hub to determine who's with HYDRA and who isn't. Fortunately it's because she's trying to stop HYDRA, despite what it seems like the episode has been leading up to.
The Reveal of Ward as a HYDRA operative, calmly shooting the agents guarding Garrett (the Clairvoyant), shortly followed by Victoria Hand.
There was something extremely unsettling about the SHIELD emblem on the closing title card being replaced with the HYDRA emblem.
It's implied that instead of killing Fitz, HYDRA was going to somehow force him to work for them against his will. After Garrett would have him shot in the kneecaps for threatening him.
Coulson learning that he was manipulated into choosing all the other members of Team Coulson by May so that they would be capable of killing him if it turned out that he Came Back Wrong.
Garrett's call of "Hail HYDRA!" and its answering echo from the off-screen firing squad facing down Coulson, May and Fitz.
After Ward kills the guards and Victoria Hand in cold blood, Garrett looks up at Ward and a Slasher Smile that can only be described as "hellish" spreads across his face... all the traces of Affably Evil are gone in that devilish shot.
Garrett casually thanks Ward for "the tip-off about the Cellist". It seems that Coulson's reunion with his long-lost Love Interest in the next episode might not be under the happiest circumstances...
Any scene where Ward switches between his HYDRA persona and his SHIELD persona is unbearably creepy.
Him calmly listing everything he did to get the team to trust him: acting like someone Coulson would want to mentor, becoming Skye's SO, saving Simmons's life (also gaining Fitz's gratitude in the process), and seducing May.
Garrett's method for getting Ward back into character? Beating the crap out of him until he believes his performance. It helps that Ward is still half-smiling (though it's more like grimacing) through a mouthful of bloody teeth for much of the beating.
Every scene where Skye is unknowingly feeding HYDRA information through Ward, up to and including his arrival at Providence, since the plan from there is to find out as much as he can, kidnap Skye for her password, and kill the rest of The Team.
The Only Light In the Darkness
Poor Audrey, having a mentally-unhinged stalker with superpowers. It also goes the other way too, since from what is described, said stalker is in constant excruciating agony and the only form of relief he can find is in the music of a woman who is threatened by his very presence. It almost makes his death feel like a Mercy Kill.
Blackout in general is pretty creepy, what with the way the lights go out when he passes by them and his Unflinching Walk.
Skye finding Koenig's body and discovering that Ward is a HYDRA infiltrator. Her reaction says it all.
Ward's revelation which from the flashback to his childhood in earlier episodes, might be the only truth he tells Skye in the whole episode that not only did his older brother force him to torture his younger brother, but his parents were even worse. In the flashback we see, Ward's older brother threw the younger sibling into a well and then made Ward watch the little boy desperately tread water and scream for help as he fought to keep from drowning. the above spoiler implies Ward did not try to sneak a rescue, HE was made to throw him in there, possibly to his death How the hell were Ward's parents even worse?
Considering that he considered Garrett, and being stranded in the woods alone for six months, the better option... A lot worse.
May digs up a flash drive containing details on the T.A.H.I.T.I. project and at the end of the episode shows it to Coulson. The drive contains one video. It's Coulson himself, revealed to be the director of the project. He advises Director Fury to terminate the T.A.H.I.T.I. project and threatens resignation over it. What's more, Coulson reveals that there were test subjects for the project, all of whom quickly deteriorated after the treatment, and while memory replacement staved off the meltdown, it did so inconsistently. And now this treatment has been given to both Coulson and (incompletely) Skye.
The device Deathlok uses on Ward, stopping his heart until Skye caved and spilled the drive's encryption. Just the idea of such a thing is bad enough!
When it's revealed how Ward killed Koenig; strangled him with a garrote with enough force to not only lift the latter's body off the floor, but slice into his neck and obliterate his trachea.
Skye floating out of the freefalling Lola after not having enough time to put on her seatbelt. And then the malfunctioning thrusters flip them upside down.
The whole team is facing jail time if they're caught again for their continued affiliation with S.H.I.E.L.D. and refusal to turn themselves in. Not only is it quite undeserved and basically an attempt by Col. Talbot to extract more information they don't possess, but Fridge Horror kicks in at the thought of any of these people (but particularly non-combatants like FitzSimmons and Skye) in jail alongside genuinely dangerous criminals.
When Ward finally snaps at Skye on The Bus, it's genuinely frightening, as we get a glimpse of just how psychotic he truly is.
The Reveal of how far back it goes and, consequently, how long the Centipede project has likely been in the works.
The experience of having the cybernetics in one's body (a large chunk of his torso) shocked by an EMP.
The immediate physical reaction to Raina's makeshift attempt to replicate GH-325 being injected into his cybernetics.
Fitz and Simmons getting jettisoned from the bus into the ocean. This is further amplified by them being conspicuously absent from the next episode previews, while the more obvious survival of the rest of the team is spoiled right then and there.
Coulson and the others in Cuba get ambushed by Kaminsky and other HYDRA agents in the dark.
We finally get more information about Skye's past. The village she was found in was destroyed, the whole population massacred, by a pair of monsters who were trying to get to her as a baby. Those monsters were Skye's parents.
An added dose courtesy of Fridge Horror: We still don't know how Skye's parents came to be those monsters. If there's a genetic component, then there's no guarantee that Skye won't one day become one herself. In other words, how much of the survivors' description was metaphor (they're monsters because they slaughtered a village) or literal (they're from another planet/dimension.)
Beginning of the End
Garrett punching through a US Marine Corps general, pulling out one of his ribs, and stabbing him with it.
Ward and May's climactic fight is one of the nastiest brawls in the entire MCU so far. It involves multiple uses of power tools. She nails his foot to the floor, several times. Ward may have had it coming, but OW.
Against all odds, you and your best friend survive being dumped into the ocean from a plane, but the airtight, bulletproof, space-worthy box the two of you were dumped in has sunk to the ocean floor. Just when you've resigned yourself to starvation, or more likely, suffocation, against all odds, the both of you hit on a plan to break out of the box and get to the surface, But, just before the plan is put into motion, when it's too late to back out, your best friend reveals that the plan was only ever going to be for one person, and that that person is you, and they're going to stay behind so as to not hamper your escape attempt. And you helped them put that plan together, and you never even twigged once. No wonder all Simmons can say is 'No' when Fitz breaks it to her.
And then you somehow manage to take your friend up to the surface with you and miraculously snag a rescue, but they sustain brain damage from lack of oxygen, and the best that can be said of them is that they're alive.
Cybertek's "Incentives Program" basically composes of holding loved ones hostage in order to compel individuals to work as handlers of the centipede soldiers. And the construction zone Ward and May fight through makes it clear Cybertek was planning to expand it significantly.
Coulson getting up in the middle of the night, and scrawling the same alien language that drove Garrett insane all over the wall. Somehow, his tranquil demeanor while doing this makes it even creepier. This is especially the case if you realize that the writing is the same as the one found on the chalkboard by Ward in "Eye Spy". Gets worse when you listen to the creepy music played in the epilogue.
When Raina tracks down Skye's father, his hand is dripping with...something. What was he doing before she came in?
Coulson and May confronting Ward as he's being taken into custody by the military. On the surface, this seems like a major victory for Team Coulson complete with a "The Reason You Suck" Speech, however the expression on Ward's face is very unsettling, implying he may escape and seek revenge in the future.
Because Garrett has both the GH-325 and the Centipede serum in his system, he can take quite a lot of punishment before finally going down, but his appearance grows progressively more disturbing with each injury. After being shot several times by Nick Fury, his mouth becomes bloodied. His face then becomes covered in blood after Mike blasts him with a missile, and is made even worse when Mike stomps on him. Finally, after thought to be dead, he goes through a Painful Transformation into a cyborg à la Darth Vader, at which point he's instantly vaporizedby Coulson.
Garrett himself throughout the entire episode. He grows very erratic in a short amount of time, to the point where even Ward, Raina and Quinn are frightened of him. He wasn't a paragon of sanity before, but he starts to kill on a whim, rants about seeing the universe and generally gives off the impression of being unstoppable all while wearing a big Slasher Smile. Bill Paxton does a good job of being both entertaining and terrifying at the same time.
Fitz is alive, walking around, and apparently getting better...yay! Except he's actually getting worse and he's begun hallucinating Simmons, who left because she thought it would help Fitz get better.
In a moment that's particularly dark in hindsight, Fitz is afraid he's hallucinating and asks Simmons if she's seeing the same thing he is, to which she promptly responds that she is, and that he needn't worry. On this occasion it really is happening (confirmed by May, who sees it too), but Fitz being reassured that he's not hallucinating by his own hallucination speaks volumes about his grip on reality. As Coulson hints at the end of the episode, he doesn't even realise he's suffering a slow decline either, instead believing he's getting better with Simmons's help.
Hartley, after being ambushed by Creel, grabs the Obelisk in an attempt to use it against him. It ends up attaching itself to her hand and starts slowly killing her to the point that Hunter ultimately has to slice her forearm off with a knife.
Since the revelation in the premiere that she's just Fitz's hallucination, every scene with Simmons is more than a little eerie.
The waitress who was serving Creel's table at the diner turning to stone after accidentally touching Creel, who had absorbed the Obelisk.
Coulson's hypergraphia attacks occur regularly, May knows about it, she helps him cover him up, and she keeps a gun nearby if she needs to kill him. Edges into slight tearjerker territory when Coulson is being stubborn about the dates and admitting how tired he is with holding the attacks off.
Making Friends and Influencing People
HYDRA's methods of brainwashing high-value targets, such as Agent 33, which looks a lot like something from A Clockwork Orange. All the while, Whitehall calmly delivers a chilling monologue.
Fitz decreasing the oxygen in Ward's prison so he can experience for himself what happened to Fitz's brain.
Donnie freezing a HYDRA agent, then shoving said agent to the floor on the way out, causing him to shatterrather gruesomely.
The ending scene, with Whitehall and Bakshi discussing Simmons, especially with the line "We'll make her comply" played as a voiceover over a shot of Simmons standing in the elevator with an unsettlingly blank look on her face.
Simmons' bright and cheerful morning routine doesn't seem to be this, until she goes into the building and you see the HYDRA logo on the wall.
Face My Enemy
The fact that HYDRA has developed technology that lets their agents impersonate whoever they want, and all they need is some DNA and a voice sample. Which begs the question of how they managed to get General Talbot's DNA, with the implication that the United States Army isn't as HYDRA-proof as they claim to be...
Dr. Whitehall corners Raina and implants a device on her that lets him torture her at will until she hands over the Obelisk. The fact that this is the first time we've actually seen Raina show genuine fear says a lot about Whitehall.
The fact that there's someone else in the world who may have been injected with GH-325, carving alien messages into random objects.
The revelation of how fragile the New S.H.I.E.L.D. can be struck home here. May gets knocked out long enough for a blood sample to be taken, thus allowing Agent 33 to impersonate her. This almost led to Director Coulson being captured and the Bus blowing up with his inner circle inside it. Without them, S.H.I.E.L.D. would've collapsed and HYDRA would've had one less thorn in its side.
A Hen in the Wolf House
The Doctor is revealed to have a Hair-Trigger Temper on par with the Hulk's, which even he is similarly terrified of.
Simmons being revealed as a mole within HYDRA, and her walking into the lab to find everyone in the room staring at her.
Raina, of all people, freaking out and in tears for many of her scenes, considering that for the whole of Season 1 she was barely ruffled at any point, even when she was beating beaten and arrested by S.H.I.E.L.D. It really underscores how scary Whitehall and The Doctor are, and how terrifying it must be to be caught between them.
A Fractured House
HYDRA has managed to manufacture flying discs which replicates the effects of the Obelisk/Diviner that would quickly reduce their enemies to dust. Chew on that for a while, tropers.
Ward revealing to Skye the reason why her father slaughtered everyone in that town when she was an infant: They were all HYDRA agents who had killed his wife.
Ward and his Senator brother about their family. Who's telling the real truth?
Grant Ward, one of HYDRA's agents within SHIELD, escapes during the transfer to the US Government Custody and the last shot we saw of him was killing the soldiers who were watching him.
The last shot we have of the episode shows a never-before-seen man going to a tattoo parlor for some ink. What does he want? A new addition to the alien writing sprawling across his torso identical to the stuff Garrett and Coulson had been carving.
The Writing on the Wall
The carvings are becoming more and more frequent for Coulson, to the point that rather than being twice a month he carves every night.
This whole episode has Coulson acting like a drug addict, needing to carve more and more to satisfy himself, physically lashing out whenever hindered, and even locking Skye in Ward's prison in order to get answers about the carvings from Thompson.
The guy from the Wham Shot from last episode? Turns out he's Sebastian Derek, an early T.A.H.I.T.I. patient treated with the same GH-325 serum as Skye, Coulson, and Garrett. Oh yeah, and he used to be a S.H.I.E.L.D. black ops assassin. Fun.
Coulson experiencing flashbacks of Project T.A.H.I.T.I. and other participants' GH-235-induced Sanity Slippage while hooked up to Raina's memory machine. He watches them shift from happy and peaceful to deranged and tormented. The only way to help them at that point was to torture them even more to rewrite their memories. At the end, Coulson sees himself superimposed on one of them.
[ We know that Coulson ended up needing memory replacement too - what's the chance that Coulson didn't go insane before that? He probably was once one of those screaming, deranged "things", as Dr. Streiten referred to him in The Magical Place, being hauled away to be operated on.
The entire premise of the episode is that there's a killer who carved alien symbol onto his victim's bodies until they died out of pain. How this got a PG-rating is a wonder to critics as well as audiences.
The Things We Bury
The secret behind Whitehall's youth. He stole the organs from an Obelisk-resistant woman who remained young and unchanged for years. Viewers get to see graphic details of the HYDRA scientists drawing blood and fluids as well as cutting her open. Even worse, the woman was Skye's mother, hence why the Doctor slaughtered all those HYDRA members in the immediate area, and secretly harbors so much hatred for Whitehall.
The full truth of the Ward Household is revealed and it ain't pretty. Grant and Christian were both physically abused by their mother, while their father turned a blind eye to it. Their other brother Thomas was the apple of their mother's eye and Christian wanted to hurt him to get back at her. But he didn't have the stomach for it, hence why he made Grant do it. Grant finally gets his brother to admit it. He then kills him and their parents, and does it in a way to make it look like a murder-suicide.
Grant Ward has rejoined HYDRA, and since he knows all the strengths and weaknesses of SHIELD and Coulson's team like family. If you read the truth about the Ward Household then you know what Grant does to family.
Though, it might not be too bad of a nightmare, considering how he arranged "Face Time" with Coulson for Bakshi and noted he will be leaving further "presents" for SHIELD. Ward clearly has an ulterior agenda not in-line with HYDRA.
Coulson's meeting with the Doctor at the Australian satellite facility. After Triplett is shot by a HYDRA agent to protect Fitz while he works on installing the transceiver, the Doctor-who Coulson hasn't seen in person yet-pretends to be a facility employee with medical training who can help Trip. The Doctor helpfully works on "saving" Trip before maybe not so unintentionally referring to Coulson as "Phil". He's rather unimpressed when Coulson pulls a gun on him by rather cheerfully stating that he's actually severed one of Trip's arteries and if he lets go, Trip will die, and as a result forces Coulson and Fitz to throw their guns over to him. During the ensuing confrontation, the Doctor veers between affable and enraged, especially when his Berserk Button of calling his daughter "Skye" is pressed. Coulson's barely-contained fury is very visible, especially when the Doctor manages to get away by providing Coulson with the anti-coagulants he'll need to save Trip's life while he makes his exit.
Coulson: I am going to find you again. And when I do, we're going to finish this talk.
The Doctor: *Grins* I look forward to it.
Ye Who Enter Here
Mack having one of the Kree symbols painfully embedded on his hand by the temple's defenses, then being revealed to have undergone some sort of Demonic Possession and attacking the team. He even manages to briefly overpower Bobbi and shrug offfour I.C.E.R. shots from Coulson.
What They Become
There is a second Obelisk. It begins reacting after the Obelisk in the city activates and it intrigues a man with literally no eyes. He doesn't even have eye sockets, just skin where his eyes should be!
Remember how a few episodes ago a HYDRA goon was killed after he was frozen by Donnie Gill and then shattered? Essentially the same thing now happens to Trip after being exposed to Terrigen mist.