FANDOM






Agent 33 (Earth-199999) from Marvel's Agents of S.H.I.E.L.D. Season 2 9 001

After assuming Melinda May's identity

Agent 33 was an agent of S.H.I.E.L.D. prior to the organization's dissolution. She was eventually captured by Hydra agents working for Daniel Whitehall, who tried to torture her into joining Hydra. When these efforts proved unsuccessful, Dr. Whitehall resorted to using the "Faustus method," a form of psychological torture designed to brainwash its victims. Agent 33 was unable to withstand the method, and was later seen complying with her orders from Dr. Whitehall.[1]

Agent 33 later accompanied Sunil Bakshi to Miami, Florida to retrieve a 500-year old painting with alien runes on the back. When they learned that Agent Coulson was after it too, Bakshi, disguised as Glenn Talbot through a photostatic veil attempted to gain his confidence in solving the runes. However, Coulson didn't trust "Talbot" and sent Agent May to his hotel room, where she found Agent 33 looking over dossiers of her and Coulson. When she barged in, Agent 33 was able to incapacitate her with a tazer. Forced to improvise, Agent 33 used the veil went in disguised as May to lure Coulson away from the Bus, and planted a virus to destroy the plane. However, her lack of knowledge of May's habits and history ultimately exposed her. As May managed to get free, she fought against her impostor, stunning her by zapping her holographic mask with an exposed wire that Bakshi had attempted to torture her with.[2]

When Raina went hiding from Whitehall in Vancouver, Agent 33 was tasked with bringing her in. However, Raina was rescued by S.H.I.E.L.D. agents Sam and Billy Koenig. Soon after that, Agent 33 attacked Skye in the building where S.H.I.E.L.D. was executing Raina's extraction. Agent 33 was knocked out by Skye, with help from Lance Hunter. When she woke up, she saw a S.H.I.E.L.D. van leaving with Raina inside it. When Grant Ward decided to spare the Bus and the agents within it in the process of bringing Raina and Skye in, Agent 33 reported to Dr. Whitehall, who told her Ward should have shot the plane down. Hearing that, Agent 33 ordered the Bus to be shot out of the sky.[3]

Agent 33 went with Whitehall and Hydra to Puerto Rico, where Raina was planning to activate the temple hidden within the alien city. When she found out that Whitehall had been killed by Director Coulson, Agent 33 stood over his body, mourning his death. Later, she found Ward to be injured, as he had been shot by Skye. Stating to him that she had no more purpose in life now that Whitehall died, Ward convinced her to help him get up. Agent 33 escaped Puerto Rico with Ward, having found in him a new ally.[4] She then engaged in a romantic relationship with Ward as they both tried to rebuild their lives together, with Agent 33 retrieving information on her life as Kara Palamas before she was brainwashed. The two kidnap a doctor that manages to fix her photostatic veil. Although she could no longer remove it, she could once again impersonate others, and she takes on her real, undamaged face. They also capture Bakshi and brainwash him to serve their bidding.[5]

When Coulson, Agent Fitz and Deathlok went on the run from a S.H.I.E.L.D. faction led by Commander Robert Gonzales, the three turned to Ward and Agent 33 for help against Hydra.[6] Ward and Agent 33 were brought to the Playground, where Agent 33 was left in the care of S.H.I.E.L.D., apparently to help reclaim her old life. Agent Morse introduced herself as an old friend and offered to assist in her rehabilitation.[7]

Agent 33's infiltration of S.H.I.E.L.D. was a ruse to lure Morse into a trap in Spain, where she and Ward captured her.[8] According to Bakshi, Morse was the one who had ratted out Agent 33, which led to her brainwashing; in order to seek closure, Ward and Agent 33 tortured her in order for her to confess what she did. Morse resisted, saying that she had the choice of ratting out her safehouse or a safehouse with several other S.H.I.E.L.D. agents. Agent 33 was ultimately reluctant to kill Morse, so Ward used Morse to bait a trap that would kill whoever came to her rescue.[9] When a team led by May and Hunter arrived, Agent 33 changed her face to May's to trick the S.H.I.E.L.D. agents. However, May duped her into sneaking around Ward's location, still wearing the illusion of May's face. Ward, set on revenge against May, was fooled by the illusion and shot her several times in the stomach. Agent 33's then reverted to normal right before she died in Ward's arms.[10]

Powers

Doppelganger: Agent 33 had the ability to record and mimic up to three faces, thereby allowing her to masquerade as someone else, granted to her by her photostatic veil after it was fused with her face and subsequently repaired.

Abilities

Espionage: Agent 33 has extensive training in intelligence gathering techniques, and has a wealth of experience in undercover operations, using such tools as the photostatic veil to mask her identity.

Marksmanship: Agent 33 was proficient in the use of various small arms.

Martial Arts: Agent 33 was an expert in hand-to-hand combat.

Weaknesses

Amnesia


Equipment

Discover and Discuss

Footnotes



Like this? Let us know!