A trucker is driving down the highway. He has two cars trailing him. Both pass him and are thrown into the air by unknown forces. He is actually a S.H.I.E.L.D. agent with an important "asset" as cargo. Next his 18-wheeler is also thrown into the air and camoed men move into the wrecked trailer, tearing the door off with construction equipment, and take the cargo: a bald man with glasses and a nasal voice.
Grant is working a punching bag on the bus. He isn't happy that Skye is late but he trains her to be a field agent. He tells her she needs dedication but she continually cracks joke. She says she'll give him a truth serum if he won't tell her what his field agent training included but he says there truly is no truth serum at all. Over the intercom, May tells everyone that they are headed on a mission to rescue a physicist named Franklin Hall. Fitz-Simmons tell them that he was their former teacher.
At the wreckage of the 18-wheeler in Colorado, the team investigates and Simmons finds a small device which is later discovered to be a miniature gravitonium generator, a rare element which Dr. Hall had devoted his life's research to. The S.H.I.E.L.D. trucker says he believes an operative leaked their whereabouts.
Ward and Coulson track down the original owner of the excavation equipment. He tells them the new owners paid him in gold bars. The team's physicists track the mine it was found in to its owner, Ian Quinn.
Quinn talks to Dr. Hall and says he is giving him the opportunity to work with gravitonium, the opportunity of a lifetime with a full-size generator. Fitz-Simmons explains gravitonium to Skye, but she still doubts Quinn is behind the kidnapping. Grant expresses his belief that it won't be possible to get into the party, but Skye hacks into Quinn's database and gets an invitation for herself.
Grant teaches Skye some defensive moves in case of a conflict. He tries to make her take it seriously but she won't until he opens up and tells her that he had to toughen up to protect himself and his brother from a bully as kids. Coulson explains the plan to all of the agent and Fitz gives Skye a gadget which resembles a compact mirror for connecting to Quinn's internet connection.
Skye shows up at the party and fits in with the help of an earpiece. Quinn recognizes Skye as the leader of the Rising Tide and as he is addressing partygoers about gravitonium, Grant and Coulson sneak in on the water and Dr. Hall sets up the harmful gravitonium. Skye tries to break into Quinn's office but Quinn catches her and almost calls security on her but she writes him a note that says "SHIELD is listening".
Fitz-Simmons and May listen as Skye enters his office and destroys her earpiece in a glass of champagne. She tells Quinn that she is helping S.H.I.E.L.D. because she wants inside information. He offers her a job which she begins considering. She uses the false mirror so that Fitz can hack into Quinn's security system.
Grant and Coulson find the invisible laser fence and security closes in behind The agents fight their enemies off. As back up arrives Fitz turns off the laser fence allowing them to enter.
Security comes to tell Quinn that the security system has been compromised and he discovers her mirror technology and breaks it. Coulson gets to Dr. Hall but the scientist refuses to leave because he has an opportunity to work with gravitonium... and destroy it and Quinn. It is revealed that he wanted to be captured and he leaked the hints on his whereabouts. He powers it up and it begins pulling everything towards it, Coulson included.
Coulson and Hall, because of the shifted gravity field, stand on the roof. Quinn tells Skye that he is trying to save her, just as he saved Dr. Hall, but she wrestles his gun away and jumps off the balcony into the pool. The gravity on the island begins shifting because of the machine. Coulson keeps trying to negotiate with Hall even mentioning his former students. Skye flees guards but Grant saves her, fighting off four assailants. Coulson cuts the power to the machine but Fitz-Simmons say he must find the catalyst. Hall says he had to make a hard call and sacrifice innocent lives to rid the world of Quinn. Coulson says he has to make a hard choice of his own. He shoots the glass out of the barrier between the two and the machine and Hall falls into the gravitonium generator and the gravity is corrected.
On the plane May says she thinks it is bad for Coulson to make a habit of close-calls and reports that she will finally go into combat when the need arises.
Grant is surprised to see Skye practicing boxing of her own accord and the two have a talk. They get to know each other and talk about their childhoods. And Skye mentions that she knows that there really is a truth serum.
The gravitonium is locked in a secret S.H.I.E.L.D. vault but Hall is still inside the mass trying to escape.