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I’ve been patiently waiting for Agents Of S.H.I.E.L.D. to up its action game for quite some time now, so when I saw that Kevin Tancharoen was directing “Face My Enemy,” I was filled with cautious optimism. As the director and producer of the Mortal Kombat: Legacy webseries, Tancharoen has made a name for himself staging dynamic, powerful fight sequences, and his skill is a huge boon to this series. Agent May’s face-off with a Hydra agent that has stolen her identity is easily the action highlight of this entire series, and the thrill of that fight is something this show should seek to capture in every episode.

It’s surprising that it took this long for Kevin Tancharoen to start directing for this series considering his sister Maurissa is one of the show’s creators and executive producers, but hopefully this week’s episode is the start of a long creative relationship. Teaming Tancharoen with Drew Greenberg—a writer well versed in the balance of humor, action, and drama that characterizes a Whedon TV show—“Face My Enemy” continues this show’s upswing by focusing on a specific member of the cast.


While this season’s second episode spotlight on new character Lance Hunter stumbled because the show hadn’t done adequate work setting up his role, maintaining a focus on one primary character has given the following chapters a stronger sense of direction. Simmons’ story introduced a sense of tension that this show could always use more of, and putting May at the center of tonight’s episode allows the writers to explore one of the show’s deepest relationships while delivering hard-hitting action with the team’s main badass.

Agent Coulson is the lead of this series, and as the person that has known Coulson since their school days, May has a unique bond with him that is steeped in years of history. “Face My Enemy” delves into their past together as they team up to steal a painting from a formal private event in South Beach, and the emphasis on their relationship makes it one of the show’s most personal episodes. Coulson and May shippers are going to have a lot to like about tonight’s story, and Greenberg’s script does a damn good job making me one of those shippers by showing just how much these two characters need each other.


Nostalgia is a major theme of the episode, beginning with a scene of Coulson and May all dressed up at the party and reminiscing about old times on the dance floor. As a dancer and choreographer, Tancharoen has a sharp eye for directing a dance sequence, keeping the camera in motion to enhance the characters’ movements, but also taking time to pull back and show their full bodies in the frame. (I particularly enjoyed the way the camera swings around May when Coulson dips her.)

As they dance, Coulson and May discuss dance electives at the S.H.I.E.L.D. Academy and a particularly rustrating early mission, topics chosen by Coulson because they draw attention from their stresses in the present. May has noticed that his condition is getting worse, but she’s worried about him not being fit for the field while Coulson is worried about much more. He fears that he’s going to eventually go insane like John Garrett, and if that happens, he wants May to be prepared with a contingency plan to put him down. That plot point pops up throughout the episode, and the more time spent exploring Coulson and May’s relationship, the more fraught that topic becomes.




As a savant S.H.I.E.L.D. agent that was scarred by her experience, left the field, and then went back so that she could watch over her friend, May has incredible potential as a character. She’s highly skilled and fiercely loyal, but she’s also suffered the horrors of this life, building up a tough, stoic persona over time to protect herself from that pain in the future. That’s a rich backstory that the show should spend even more time on, because every new piece of information makes May a more intriguing character.

May likes to think that she can handle anything that comes at her, including the potential mental breakdown of her best friend, and when Coulson finally talks to her about a contingency plan at the end of the episode, she tells him that no matter what, she will care for him. May’s not going to put a bullet in his head, but Coulson can’t risk anything less. He demands that May kill him if his health takes a steep decline, and to make the order sting even more, he justifies it by calling back to May’s words when they danced: “Nostalgia’s fine. But then life happens and you need to face reality.” They don’t live in that old world they used to know, and the reality of their current situation is that the world isn’t safe if Coulson is corrupted. He needs to be wiped out, and May is the person that can do it.


A few of this season’s overarching plot threads come into play in tonight’s episode—Hydra and S.H.I.E.L.D. are both after the same thing, May worries about Coulson’s health, Fitz’s imaginary Simmons still lingers—but character development takes precedence over these larger story elements to make “Face My Enemy” more emotionally gratifying. I’ve been yearning to see Ming-Na Wen get the opportunity to use a larger range of her acting ability, and she finally gets the chance to break out of her stern, silent mode as May takes on a bubbly, chatty persona while undercover. The script mines a lot of humor from May’s party performance, setting a nice tonal contrast point for when things take a turn for the dramatic.

Using the same technomask employed by Black Widow in Captain America: The Winter Soldier, a Hydra agent infiltrates the South Beach party and retrieves the painting by pretending to be General Talbot. When May investigates fake-Talbot, she discovers brainwashed S.H.I.E.L.D. Agent 33 (from last week) looking through Hydra files and jumps into action, taking on the woman and her partner before eventually being knocked out. Agent 33 assumes May’s identity and causes trouble on the Bus before luring Coulson to the hotel room where May is bound to a chair, but Hydra doesn’t plan on Coulson and May knowing each other as well as they do.


After May-33 agrees to Coulson’s request to go to coffee with him sometime, he punches the woman in the face because the real May hates coffee. That simple attack hits with more impact than the usual S.H.I.E.L.D. fight, and the action becomes downright exhilarating when May takes on her imposter in a no-holds-barred brawl of Ming-Na Wens. That sequence begins like a Mortal Kombat round with the two characters assuming their stances and staring each other down, and it explodes in a rush of slick hand-to-hand close-quarters combat.

Arrow is a show that understands that fight sequences in a superhero world should have elements of heightened athleticism and acrobatics that add an extra level of spectacle to the action, and we start to see Agents Of S.H.I.E.L.D. take a similar approach with the double May battle. The kicks and the punches definitely have more force and speed behind them, but it’s the flashier moments that really impress. At one point, May jumps at her opponent to kick her over a breakfast bar with both legs, and in this show’s first “Fuck yeah!” moment, May leaps off the edge of a table, twists around in mid-air, and uses her momentum to slam Agent 33’s head against the wooden surface on the way down.


Because this series is light on the superhero elements, it needs consistently exciting action sequences to emphasize a larger-than-life atmosphere. Tancharoen’s work in this week’s episode finally makes these secret agents feel like seasoned warriors. Combining the director’s skill for intense action staging with a script that mines the motivations and fears of these characters makes for a highly entertaining episode, and I look forward to Tancharoen’s return after he brought so much cool to the show this week.

The thing that keeps this “Face My Enemy” from reaching greatness is a forgettable subplot involving Fitz being too scared to bond with the rest of the team. Imaginary Simmons tries to boost his spirits and his confidence, but Fitz is overwhelmed with feelings of doubt regarding his role in this group. He feels inadequate and useless, but he gets to prove his worth when May-33 traps the agents on the Bus with an explosive device that only Fitz can deactivate. The main suspense is supposed to come from wondering whether of not Fitz will succeed, but it’s pretty obvious that the Bus isn’t going to explode with five members of the main cast on it, and the plot doesn’t try to create higher stakes in other ways.


Fitz’s head conversations are very explicit; it’s clear what direction his story will go and it hits all those predictable beats. That said, the final moment in that subplot lands very nicely, with Fitz making an attempt to bond by accepting a beer from Lance and confessing his own past romantic woes. It’s a sweet button that proves how valuable it is to show characters just hanging out and being themselves without the pressures of their work, but ultimately the side story is a distraction from the far meatier Coulson and May material.

Stray observations:

Mockingbird finally lands next week, and I continue to believe that she is Lance Hunter’s ex-wife, who he spends considerably time talking about in tonight’s episode. Judging by the preview, she’ll be rocking her signature batons. I’m very excited.



The only good thing about Hunter and Skye’s flirting is the visibly irritated look of everyone else in the room when they are flirting.



The music in this episode shifts away from the rousing superhero score of past episodes and embraces a more atmospheric, percussive sound that has definite hints of Michael Giacchino’s work on Alias. That is a very good thing.



Raina briefly appears at the end of the episode and is given an ultimatum by Daniel Whitehall that she needs to bring him the Obelisk in 48 hours or he will torture her to death. What’s really important here is that she’s not wearing a flower print dress.



“My face hurts.”



“Maybe Talbot’s still pissed we kidnapped him that one time.”



“I was a human, whereas she was a demonic hell beast.”



Agent 33: “I won’t go down easy.” May: “That makes two of us.” Get it? Because there’s two Mays? The line is corny, but I still love it.



“If you were really me, you wouldn’t talk so much.”



Coulson: “And she wanted to get coffee.” May: “You punch her in the face?” Coulson: “Yeah.”

