SPOILERS FOR AGENTS OF SHIELD & THE MCU FOLLOW

While Joss Whedon hasn’t directed an episode since the pilot, and certainly has ceded the leadership (and creation) of the show to showrunners Jed Whedon and Maurissa Tancharoen, Agents of S.H.I.E.L.D. feels very much like a Whedonverse show, not only for its ever-expanding ensemble and similar themes, but precisely because it’s been so frustrating over its first two seasons, mirroring the false starts experienced by Buffy, Angel and Dollhouse (or every show not named Firefly).

AOS has had its impressive highs (particularly at the end of season 1 and start of season 2), and its jam-packed two-hour season finale that featured five deaths and something potentially far worse represents a new high watermark. Before “S.O.S.” I would’ve been okay saying goodbye to SHIELD, unsure if there were any stories left to tell (that needed to be). But “S.O.S.” did exactly that: it Saved Our SHIELD.

But, as is the all-important theme of all MCU entities, what’s coming up next? I spent 800 pages on the future of the MCU, so it’s only fitting that I make some room for thoughts on Marvel’s flagship (and arguably least best) TV show. What follows is an investigation into the various characters involved with AOS. Despite its inconsistency, AOS has always done a commendable job at assembling a deep roster of characters. In fact, they’ve introduced so many interesting people, that I oftentimes wish they could all just show up more. Let’s talk about them.

The Not-So-Dearly Departed

Agent Oliver (Mark Allan Stewart): For like thirteen seconds during “S.O.S.,” I realized that Agent Oliver’s beard was quite (Doctor) Faustian, and considered that perhaps he was the modern day manifestation of the Doctor Faustus we saw on Agent Carter. It’s the only time I’ve ever spent caring about this character, invented merely as an obstacle for cooler heads and sound decision-making. Thankfully, Mr. Obstacle is no more.

Agent Gonzales (Edward James Olmos): I love Edward James Olmos, but he was the symbol of an uneven second half for AOS. He ultimately went out in style, but was stunt casting that almost backfired.

The Dearly Departed

Gordon (Jamie Harris): Ol’ No Eyes had a good run, but by the end of season 2, he had worn out his welcome, mostly for blindly (heh) following a megalomaniacal villain and for being too convenient thanks to his teleportation powers. Unfortunately, I feel like his teleportation FX looked so cool that it meant skimping out on other characters that needed it (Mr. Hyde, Raina). The man got a great death though, at the hands of Fitz, Coulson and living action figure Mack with an Axe. He’ll always be remembered as the first Inhuman seen (after Raina/Skye) in the MCU.

Jiaying (Dichen Lachman): When Lachman was first introduced as Skye’s Dead Mother I was disappointed because that intimated that we couldn’t see much more of her. But then again, knowing comic books and the fact that she’s a Whedonverse regular, it was no surprise to see her become one of the more important characters of the second season, the leader of the Inhumans (at least on Afterlife), and by the end, the outright Big Bad. Like Agent Garrett before her, she came out looking like one of the good guys, and turned out to be as much of an opposite of that as possible, to the point where she was happy to try and suck the life out of her daughter, not once but twice. She became one-note and seemingly became a living out to redeem Cal, but it hardly mattered, because it provided the fuel for AOS’ finest hours.

Agent 33 (Maya Stojan): Did anyone in the history of this show get a more raw deal than poor Agent 33? She was a nondescript agent (un-capitalized) of SHIELD who got captured by Hydra, brainwashed and turned into a killing machine, then saved by a sociopath who manipulated her into a creepy-love-y-dove-y relationship that may or may not have had real feelings behind it (I think Ward was as close to being genuine in his affection for Agent 33 as is possible). Plus, she had a tragic death, dying at the hands of her beloved, mistaking her for Melinda May, ultimately succumbing to the oft-used plot device that ushered her into the show in the first place. It was one of the most effective and concise arcs on the show, and while her time had come, Agent 33 will be missed.

Raina (Ruth Negga): When Ruth Negga landed the co-lead in Preacher, I figured Raina was not long for this show. By the end, her death was predictable and kind of necessary, an unfortunate end to one of the more compelling and unpredictable characters on the show in the first season and a half. Once Raina went through terrigenesis, however, it felt like the writers had no idea what to do with her, and kind of ruined her with some mediocre practical FX. I get that she was supposed to look “ugly,” but she should still look cool. Negga was one of the most captivating actors on the show when she first arrived, and her awful “Thorn” persona sapped that energy from her character, and practically took the actor’s face away (I think this is why they went so low key on MacLachlan). Raina was best when she had mysterious motives and was working for herself, and unfortunately, became less interesting the more we knew about her. Even before the terrigenesis, she had lost her autonomy, danger and sass working under Hydra and Cal.

The Missing in Action

Agent Amador (Pascale Armand): Remember this badass agent who was also screwed up by Hydra? I might be the only one who wants to see her back, but given her background, she could act as the next Agent 33 (with a happier ending, or a more positive alignment), or team up with Deathlok, or just never show up again, but I felt like mentioning her.

Lady Sif (Jaime Alexander): With NBC’s Blindspot getting early raves and a plum time slot, our days of seeing Lady Sif on TV is probably over. Which is a shame, even if AOS Sif is essentially a female Groosalugg.

The Living (Non-Regulars)

General Talbot (Adrian Pasdar): The show would be better off without Talbot, but considering SHIELD will have its own mini-Civil War (another?!) when that movie comes out next year, Talbot will likely be the face of the military coming down on the Inhumans. Essentially: Skye and Coulson will be trying to keep the Inhumans Academy/whatever it is a secret, and we all know how secrets go. The government and public will find out about it, and come down on SHIELD. It’ll be lame.

Cal Zabo (Kyle MacLachlan): Of the non-leads, Kyle MacLachlan was by far the MVP of the show’s second season, imbuing a walking mad scientist trope with charm, wonderful insanity and a big thumping heart. It became easy to root for a psychopathic mass murderer because of his portrayal, and certainly, I feel like the writers were swayed by MacLachlan’s likeability as well, removing part of his culpability for his actions in the end, as it was revealed that he was pretty much manipulated and controlled by his wife Jiaying. Cal was willing to do anything and everything to repair the damage done to his family, but it was an impossible mission, though Cal managed to save his daughter and his wife from herself. We did finally get to see his Mr. Hyde transformation, and it proved to be the ultimate let-down. He looked awful, like Marvel’s goofy gangster Hammerhead mixed with a live-action take on The Croods and a Quasimodo-like hump.

But then….he gets put into the TAHITI program?! Was this by choice? Or did Coulson and Skye orchestrate this? If so, it’s evil shit. Cal had shown his true colors and had helped SHIELD, and was getting better because of Skye. When Skye and Cal had their goodbye (before Skye “introduced” herself to a mind-wiped veterinary doctor Cal), it didn’t feel like Cal was heading to Tahiti. I suppose that was something Cal agreed upon way back, but it rubbed me entirely the wrong way. It felt more like a way to put Kyle MacLachlan off to pasture in a way where he could come back, but one in which the audience wouldn’t be wondering why we’re not seeing him (like Deathlok). I know it’s unrealistic, considering MacLachlan’s busy schedule, but I loved the idea of Cal serving in the early Ward Season 2 role, providing intel on “gifted” and Inhumans cases, like a Blacklist redux. Mostly, I just didn’t want to see Cal go.

The Brothers Koenig (Patton Oswalt): At this point, I’ve given up on the idea of the Koenig brothers being Life Model Decoys, merely because they seem to have become a running bit (of fan service) instead. I love lanyards as much as the next Comic-Con nerd, but the joke’s been tapped out for quite some time now. It’s probably all Patton Oswalt can fit into his schedule, but it’s a shame, because Eric Koenig was one of the stand-outs of the first half of season 2 (which feels like FOREVER ago), and his death at the hands of Ward is one of the show’s iconic moments.

Considering our heroes will have an upgrade in bases with the Helicarrier (or the new Avengers facility which I’m sure is big enough to fit everyone, and would necessitate countless “I saw Thor’s abs when I went to the loo” jokes), there’s certainly room for Oswalt to pop in and out, barking about security clearances. I’d rather see The Brothers Koenig get an actual story or subplot, but that will probably never happen.

Deathlok (J. August Richards): WE. WANT. MORE. DEATHLOK. He’s probably doomed to only make appearances during climactic battle scenes when SHIELD needs firepower, and there are worse fates, but there’s certainly more story to be told here, if not an outright place on the squad (or his own pilot). I’d love at least one Deathlok-centric episode next year, or an hour shot entirely through his POV, RoboCop style.

Maria Hill (Cobie Smulders): While the comedy Results looks interesting (and could foreshadow more movies), and Maria Hill has wedged herself into the MCU thanks to both Avengers, there certainly feels like more room for Hill on the TV side. This is all likely up to Smulders herself, because I’m sure ABC/Marvel would love to have her. For now, we can expect to see her say some Macguffin-y things (Theta Protocol Theta Protocol!) before/after a movie crossover episode and leave us kind of ashamed that that actually got us excited.

Lincoln (Luke Mitchell): Unfortunately this electrical Inhuman/walking love interest is still alive, and will likely serve as Skye’s liaison/go-between for the Inhumans and SHIELD. He’ll also probably be upgraded to a series regular, if he isn’t already. I don’t want to know.

Dr. Andrew Garner (Blair Underwood): It’s fair to expect more of Melinda May’s ex-husband and resident psychiatrist to show up more in Season 3, if only because you don’t sign Blair Underwood to barely do anything. He’s going to be useful in the Inhumans/ “gifted” academy thing that Skye will be spearheading, and also will provide love interest duties to May, and could even spark a love triangle, since we all know May and Coulson have something between them. Since he’s a psychiatrist and in the Marvel Universe, and because I have a thing for Doctor Faustus, there’s a non-zero chance he utilizes the Faustus Method, though that seems entirely too…shitty?

Agent Weaver (Christine Adams): It’s hard to fathom, but Agent Weaver was first introduced as the head of the SHIELD Academy and a mentor for FitzSimmons. In Season 2, she became Ms. Contrarian, an annoying representative of SHIELD 2, which was about as reliable as Lucille 2’s walking skills. It’d be nice if the new status quo returns her to her roots, giving her a role in the Inhumans initiative that doesn’t involve her screaming for war and alien destruction.

Grant Ward (Brett Dalton): Ward went from being the lamest SHIELD agent to the most interesting character on the show, thanks to Brett Dalton’s amazing transformation/stubble skillz. When it’s a Ward episode (the best kind), he steals the spotlight, and his presence practically sucks the air out of everyone else’s scenes. He’s that impactful and scary. When he dropped Agent 33 off and told Coulson that she needed someone with more good in them than himself, I wondered if Ward might be on the long path to redemption (and wondered if it was even possible). But that certainly isn’t happening any time soon. Ward is the inverse-Spike, bad to good with a lot inbetween, and he’s just so awesome and so unpredictable. If there’s anyone who can breathe life into Hydra, it’s this guy. I honestly was ready to say goodbye to Hydra (and hello to A.I.M.!), but I love the idea of Ward putting together an evil team to combat SHIELD and give himself “closure,” if only because it promises guest stars (bring on more Whedonverse alums!).

The A-Team

Agent Coulson: For the first two seasons, Coulson was the engine of this show and the heart of the team, but now I wonder what’s next for the Director of SHIELD. In many ways, his story is told. He’s come back from the dead, we learned out why, he weathered the alien writing stoof, grew to Director of SHIELD and dealt with impostors and turmoil from within. He’s still the heart (though Fitz might win that title), even if he lapsed into Fury secrecy mode. Now missing an arm, it’ll be interesting to see what’s next for Coulson. He already seemed pretty chill with the injury in the “S.O.S.” fallout, but there’s always a chance he gets some Ultron tech in his arm, or grows morose watching Mack and Skye drive Lola around (until he gets a mechanical arm). Other than just playing leader and ceding the stories to Skye, Simmons and Ward, the only “dangling” subplots that remain involve a potential relationship with May, making something out of his father and upbringing (everyone’s blah go-to for story) or bringing back The Cellist. Considering Person of Interest is likely wrapping up next year, there’s a chance we could see Amy Acker return, which would obviously make our hearts melt. There probably isn’t a show without Clark Gregg, but in many ways, it already feels like Coulson’s on his journey out of SHIELD, to ride off into the sunset and have a normal life. That likely won’t happen until the last episode of the series, since it’s not like they kill Coulson off again.

Agent May (Ming-Na Wen): May is probably the most consistent character on the show (and perhaps the greatest), the Phil Hartman glue that makes AOS work. Unfortunately, they tried to ruin her too when she made an all too quick reversal against Coulson, taking Gonzales’ side after being lied to about the gimmicky/stupid Theta Protocol. This is someone who was lying to Coulson for an entire season previously, and it just didn’t seem realistic at all that she’d throw away her allegiance so profoundly. Plus, “The Calvary” origin story just didn’t live up to the hype. At the end, she’s hooked back up with Andrew but also taking a break from SHIELD (with a gun in tow). I suspect we’ll be seeing her join back up in next season’s premiere. Like Coulson, she’s kind of had her arc too. Going forward, I’d love to see more of May’s Mom and learn about that side of her.

Agent ‘Mack’ Mackenzie (Henry Simmons): “I’m the guy who kills Gordon.” Mack was the coolest fucking character on the show in the final two episodes, not so much as oozing badass but gushing it out at levels impossible for most humans. Aside from his healthy/unhealthy skepticism of alien tech and his penchant for backstabbing, Mack is pretty much the most dangerous blank slate for the series going forward, and a wonderful foil for FitzSimmons. For awhile, it seemed like they were intent on ruining Mack, but with “S.O.S.” they found a character with nearly limitless upside.

Agent Morse (Adrianne Palicki): So, her spin-off with Agent Hunter didn’t happen, but I don’t think anyone thinks that’s bad news. At times AOS feels spread thin already, and I don’t think Marvel needs to water it down anymore by taking away two of its most interesting new characters (though they haven’t known quite what to do with them yet). Plus, there should be a limit to Marvel shows, or at least if we’re going to see more Marvel shows, I’d much rather it be something much different than another spy show. Mockingbird is one of many jostling for biggest badass on the show, and while I love Hunter and “Bob” bickering, it’ll be nice to just see them make an honest go of it, the Wash/Zoe of the show. Which will probably mean Hunter dies next season.

Agent Hunter (Nick Blood): Hunter, for me, went from annoying to essential over this second season, mostly for being one of the few characters who acted realistically and on-point throughout. I also loved and appreciated his evolving relationships with Fitz and Coulson. Given his “free agent” status until recently, there’s likely an untold number of bad people ready to kill him given the opportunity.

Skye (Chloe Bennet): Clark Gregg might be considered the lead of the show, but AOS consistently revolves around Skye. Now that she’s discovered (and quickly controlled) her powers, she seems primed for a position for leadership among the Inhumans, while working with SHIELD. I’m excited for this if only because Skye won’t be apprenticing, or learning, or training all the time, which was her MO for both seasons. Now she’s in charge, and she’ll finally have agency. Sadly, she’ll probably always be jockeying between her allegiances to SHIELD and her people.

But given that there’s an Inhumans movie planned, it’s fascinating that ABC has been allowed to do so much with the property already. Is AOS actually slowly building up to that movie, or will it all be window dressing for when Black Bolt belches on Attilan? They’ve already done more than I would’ve expected, to the point where they’ve become an awkward and inextricable part of the show’s narrative. In all likelihood, the Inhumans will serve as “gifted”-of-the-week fodder rather than focusing on their greater mythology, but considering that a Kree weapon will propel us into Season 3, I’m not sure.

Agent Simmons (Elizabeth Henstridge): That fucking Kree Goo, man. FitzSimmons was going to happen, but the universe (and Whedonverse’d writers) has snatched that away from us, perhaps forever. After Fitz had asked Jemma out for dinner, she looked happy, ready to leave the friend zone behind. Instead, she got absorbed by the Kree goo, in a move that feels like we’ve seen the last of the Jemma Simmons we know (and mostly) love (aside from her bout with Hitler-esque alien racism and extreme cowardice dealing with the adorable Fitz). This is Fred becoming Ilyria. This is Willow becoming Dark Willow. This is the Dark Phoenix of Agents of S.H.I.E.L.D., and what’s going to bring the Kree, Inhumans and SHIELD into a war that might actually take place in space. It’s undeniably the coolest and scariest and most fascinating subplot heading into season 3, and is likely what will drive the entire season. I know one thing: it’s not going to end happily. Which bodes poorly for…

Agent Fitz (Iain De Caestecker): We finish with the show’s soul  and true MVP, who stuck with us through the thick and thin of season 2, giving us one of the most satisfying arcs. Along with Hunter, he was the only character who never “broke.” He went from having hallucinations about Simmons and being unable to talk to a guy finishing Hunter’s sentences and yelling “Science, beyotch!” before killing Gordon. He’s only in for more pain and suffering considering whatever’s going to happen with Simmons, but Iain de Caestecker has proven he’s up for every challenge, and if Simmons is going the Fred –> Ilyria route, Fitz might be taking a dark turn of his own, like Wesley, in response.

Looking back at two seasons, it’s truly remarkable how much has happened to these characters, and in a year from now, I bet almost none of this will ring true anymore.

AOS has been fearless tackling change, and fucking with these characters. That bold and daring always gives it the upside that we saw with “S.O.S.” Sometimes it backfires, but clearly, the show is better for the attempt. I can’t wait to see their next attempt next fall.

Plans don’t always go accordingly, but sometimes, it’s for the best. I succumbed to sleep and ended up avoiding massive lines in Hall H, and now find myself in Ballroom 20 for the Marvel TV panel. Agents of S.H.I.E.L.D. and Agent Carter and maybe…Daredevil or Netflix stuff? I’m stoked.

With news that Lucy Lawless is joining AOS, I’m hoping we learn who she is going to play (Brand? An Asgardian badass?), and hope she shows up.

Marvel’s brand is up on the screen, dramatic ominous music is playing…is Hydra among us? Or is this stalling tactics? Still waiting, after seeing someone’s desktop on the screen. Amateur hour.

Jeph Loeb is moderating the panel. He be the head of Marvel TV, and EP of Marvel’s Agents of SHIELD. Loeb promises us things nobody else gets to see, and thanks the world’s greatest fans. Drink whenever someone says that, and you’ll be hammered.

We’re getting lanyards. Any day you get a lanyard, it’s a good day.

Over the course of the season, we learned to trust no one. Thanks to a little organization called Hydra. Loeb unbuttons his shirt and reveals the Hydra shirt. Sexiest thing you’ll see at the Con.

Before SHIELD, there was Agent Carter. The showrunners for the show are coming out, Michelle Fazekas and Tara Butters (Resurrection) as well as the pilot’s writers Stephen McFeely and Christopher Markus (they also wrote Captain America 1 and 2). Louis D’Esposito, director of the One-Shot, is also in attendance.

Hayley Atwell is here!

Fazekas and Butters are apparently running Resurrection and AC, which seems kinda nutty, a large task. Hopefully they can handle it.

Markus: Show is opportunity to mine rich playground. Wasn’t able to in Captain America: The Winter Soldier because of the time jump.

We’ve seen Agent Carter for about 40 minutes total in the two movies and the One-Shot. She’ll equal that with the pilot.

Atwell: Still so much to explore (duh), a lot of adventures. She mentions “powers,” but I don’t think she means it literally.

Loeb: They have not started shooting, but the Writer’s Room is going to open soon.

The war is over, Steve is gone. We’re picking up in 1946.

We get a sneak peek: “Welcome to the SSR.” Awesome old school eagle logo.

DIRECTOR NEWS! Louis D’Esposito is going to direct the first episode. Joe and Anthony Russo (Captain America: The Winter Soldier) will be directing the 2nd and 3rd episode of Agent Carter. Joe Johnston (Captain America: The First Avenger) wants to do the fourth episode. This show is going to rule.

Will Dominic Cooper return as Howard Stark? “That’d be fantastic if that could happen.”

Only questions have been from Agent Carter cosplay…until a female Winter Soldier comes up and gives me a boner. Atwell considers it a privilege and honor to play a strong woman.

Now it’s Agents of SHIELD time. We get a splendid recap of the show’s first season.

Lineup: EP Jeffrey Bell, Jed Whedon and Maurissa Tancharoen (showrunners), FitzSimmons! (Elizabeth Henstridge and Iain de Caestecker). Chloe Bennet in a shocking pink dress (sips for nips). Melinda May AKA Ming-Na Wen, who gets the biggest applause, kills in a Marvel shirt. Brett Dalton rocks a Hydra shirt, with some sexy stubble. Clark Gregg gets a standing ovation, and wins at life. Most of this panel is cheering and introducing people.

Fitz was completely heartbroken about the subject of Grant Ward’s betrayal. Iain can’t even talk about it.

Henstridge: great to be back. Know what to expect…kind of. Psyched to have a new family and the fans.

Will Skye be more involved with SHIELD? “I think so…” She still ships SkyWard. It’ll take a long time, so until then, she’s really okay with Skimmons. Me too.

What was it like being told you were Hydra? “A bit of an emotional roller coaster that day.” That Friday night, shoot a Dalton and Ming-Na fight, then was told in the meeting, and jaw drops. “But I got to work with Bill Paxton…It was quite a turn, but I’ve embraced it wholeheartedly.” Apparently was on board very quickly. “Turned the sexy up” when he became bad, according to Maurissa.

What was it like to become the Director of SHIELD? Agent Coulson, Director Coulson and Clark Gregg have been merging. All voices in head said “Squeeeee.” “I think you know what I mean.”

NEW FOLKS:

-Lucy Lawless will be on the show. She’s playing a long-time SHIELD veteran. May have a knife on her side. Her name is Isabel Hartley, and you’ll be seeing her pretty soon. Sounds like an original character.

-Lance Hunter of S.T.R.I.K.E. is joining the show. British actor Nick Blood is cast. Not a SHIELD agent, he’s a mercenary. Coulson is reaching out everywhere he can…and finds this young man, and helps with the team.

-AWESOME. A/The Big Bad is Reed Diamond (Dollhouse, Much Ado About Nothing) will be playing Daniel Whitehall, a legendary Hydra agent.

-Yay Bloopers of SHIELD. A lot of dancing, laughing and merriment.

-Where’s Triplett?

-Kid with “one liners for days” and Coulson’s big gun. Kid Coulson!

-How will rest of team react to Ward’s redemption? Elizabeth: “Terrible.” Fitz (Caestecker is too hard to spell): “Yeah.” High-fives Ward. Bennet: “I don’t know…he’s really hot as a Hydra agent…better than SHIELD. I’m going to say no.” Ming-Na: “As long as he keeps taking off his shirt in front of me.” Dalton doesn’t get to answer. Gregg: “I don’t feel good about it, but maybe if he bought Fitz a monkey.”

-Any chance of seeing Deadpool? Um, NO. “He’s over in that other universe.” He asks this question every year, apparently.

-How would Chloe feel about being Jessica Drew? She gives no real answer other than excitement. Apparently her identity is a fun guessing game on set, she has no idea. Finds out stuff right around the same time as us.

-Brought into trailer to see secret/new pages: “It was really cool…but also very sad.” (Gregg). Got us excited for the show, especially after watching Winter Soldier. Apparently Ming-Na and Chloe kind of cried. Chloe freaked out about kissing him; “I slept with him” (Ming-Na). Dalton: Didn’t get to work with these lovely people as much, but again, loved running around with Bill Paxton.

They started shooting AOS’ second season YESTERDAY. But we still get an awesome tease, which involves Patton Oswalt as Billy Koenig stressing the importance of our security lanyards. It’s a funny/clever bit…and then his “brother” Sam Koenig, A NEW ONE, pops in, and mentions another brother receiving a phone call from Bobby Morse (presumably not the actor from How to Succeed in Business Without Really Trying and Mad Men). He had a codename that I totally missed over the applause/cheers, but it sounded like Marky Mark; could’ve been a joke, or could’ve been someone famous I totally missed (how helpful). Apparently whoever s/he is, is in (I want that to mean Maria Hill). EDIT: BobbyBobbi Morse is exactly who he said, I was just an idiot. I’ll admit, I have a blind spot when it comes to MOCKINGBIRD‘s real name. But this is awesome. We get someone with powers, someone with ties to the larger universe (Hawkeye’s beau), and another badass chick. I’m slightly concerned about Triplett’s spot on the squad, since it sounds like we’re adding two more members to the squad, and B.J. Britt wasn’t in attendance with everyone else, but I think I’m being as paranoid as Koenig is about lanyards. Koenig mentions that they have secret weapons that we’re familiar with that should help in the fight.

There aren’t many people easier to root for than Clark Gregg. He’s been in the film industry since the late 1980’s, but it wasn’t until turning a minor, nigh throwaway character in the first IRON MAN into a fan favorite that he’s hit it big-time, joining the Whedonverse (MUCH ADO ABOUT NOTHING), the Marvel Cinematic Universe (as Agent Phil Coulson), and showing up in various other fun comedies. Now he’s the lead in ABC’s AGENTS OF S.H.I.E.L.D., and with TRUST ME, has written, directed and starred in his second feature film.

He’s brought along with him a brilliant cast, in a personal and inside baseball look at Hollywood and the stomach churning wheeling and dealing that takes place behind the scenes.

It opens with a voiceover from Clark Gregg, asking the audience, if you ever “think you’re someone else? Reborn as something new?” Considering the troubled history of Phil Coulson, I considered the possibility of TRUST ME being within MCU continuity. That soon dissipates…sort of.

Clark Gregg is Howard Holloway, a hapless agent for child actors, and a former child star himself. He still clings to a broken blue tooth in his ear, a stud in his other, while driving around in a crappy car, making deals with no one in particular. But, as he gives a pep talk to Phillip (Griffin Gluck, name o’ the week nominee), a young kid going in for an audition, it’s clear he’s good with his clients, because he’s been there, and that he’s one of the few honest, good people in Hollywood. This is exactly why he finds himself repeatedly trounced by the unbelievably smarmy and “slick” Aldo (Sam Rockwell), who always snipes his clients. After Howard gets carried away by negotiating for more money and “points” for Phillip, the kid is swapped out for Lindsay Lohan’s brother, and Phillip’s over bearing and pitch perfect mother Janice (SATURDAY NIGHT LIVE’s Molly Shannon) fires Howard.

The break up gets messy…and Lydia (TOUCH’s Saxon Sharbino, who will also star in the forthcoming POLTERGEIST remake) witnesses it all. Lydia’s thirteen years old, but wise beyond her years, and the moment we’re introduced to her, it’s clear she’s a tween star waiting to happen. Lydia has representation back home, but needs an LA agent, and sees a kindred spirit in Howard. Her drunk, idiotic and overprotective (and maybe abusive?) father Ray (MUD and BOARDWALK EMPIRE’s Paul Sparks) father isn’t the only one standing in the way. Aldo smells her talent, and when Lydia finds herself as Ang Lee’s top choice for the newest, next massive vampire-y YA novel movie adaptation, Howard must pull out all the stops to keep his client, juggle hard ass casting directors and producers (Allison Janney and Felicity Huffman, respectively, both impeccably cast) and most importantly, do what’s right for Lydia. Or so we hope, without blowing it, and his likely last chance to make it in Hollywood.

The result is a dramedy with a MATCHSTICK MEN vibe (another great Sam Rockwell joint). Lydia and Howard immediately connect, but is Lydia as wonderful as she seems, or is she conning Howard, Ray and the whole lot of them? Is Ray as despicable as he seems, or is he the mastermind? Or a mere pawn? Is Howard even the adorable schmuck he would have you believe? What’s Aldo’s play? Can you trust anybody? If you’ve been to Hollywood, you know the answer to that question, and you might be a little bit more prepared for the bizarre, $%#@ed up and tragic ending. I’m still not sure if it all works, but at least Clark Gregg doesn’t hold anything back.

We soon learn that Lydia has a dark secret, which explains her ability to mine great depths in her acting, and might explain why she’s so believable as the next big thing. It also throws everything into flux, and could keep Howard, Lydia and Ray from the big time.

Thrust in the middle of all this is a love story with single mother and former singer Marcy (THE GOOD WIFE’s Amanda Peet). It’s almost too much, but Howard needs an ally outside of the industry, and their relationship is one of the cuter and funnier subplots of the film. Plus, Amanda Peet.

The big draw is the relationship between Howard and Lydia, which is what the movie hinges upon. Saxon Sharbino is so great as a budding starlet, that I’d be shocked if she doesn’t become one. It was way too easy to believe Lydia was too good to be true, precisely the point. Throw in a few more cameos, like William H. Macy as a greasy car dealer (who’s contractually obliged to appear, since his wife is involved, and they both produce the film), and you have a promising and interesting film on your hands. This isn’t the last we’ve seen of Clark Gregg’s behind the camera work. Trust me.

TRUST ME comes to Video on Demand on May 6^th, 2014, and arrives in theaters on June 6th.

Spoilers from CAPTAIN AMERICA: THE WINTER SOLDIER and AGENTS OF S.H.I.E.L.D. follow. 

If you’ve seen CAPTAIN AMERICA: THE WINTER SOLDIER, you know the film drastically changed the landscape of the Marvel Cinematic Universe. Ever since Nick Fury showed up at the end of IRON MAN and introduced the Avengers Initiative, S.H.I.E.L.D. and Marvel’s love of acronyms were the strings that tied the Marvel universe together.

Now, that S.H.I.E.L.D. has been destroyed, thanks to a decades long and irreversible infiltration by HYDRA, that leaves a massive, gaping void in the MCU, and in particular…kind of throws Marvel’s first foray into TV, AGENTS OF S.H.I.E.L.D. into flux. The show is called AGENTS OF S.H.I.E.L.D. for Phil Coulson’s sake. But considering AOS’ struggles with mediocrity over its first season, the bombastic events of the excellent WINTER SOLDIER offer a rare opportunity for a show to completely reimagine itself, to reboot, to revitalize itself with an eager and massive audience. Starting tonight, we’ll start to see what Maurissa Tancharoen, Jed Whedon, Jeffrey Bell and company have planned. Hopefully it involves something this wonderful:

David already chronicled what he thinks might happen over the season’s final 6 episodes, and what he WANTS to happen going forward in this awesome post. What follows are a bunch of ideas for season 2 that WON’T HAPPEN, that are too crazy, too nonsensical, and (some) too awesome, to happen, with new show titles to boot.

1. AGENTS OF THE ASTRAL PLANE

One of the more amazing nuggets in a movie bursting with greatness (CAP 2), was that Jasper Sitwell mentions Stephen Strange as an enemy of HYDRA while being interrogated by Cap and Black Widow.

This means Dr. Strange is happening. It’s as inevitable as my diabetes. To which I say:

While Dr. Strange deserves his own film, and has the highest upside of any other Marvel character yet untapped…this TV reboot wouldn’t preclude a film franchise from happening.

Judging from Sitwell’s reveal, Strange is an enemy of HYDRA, and therefore, probably an ally of S.H.I.E.L.D. in the aftermath to come. Imagine Victoria Hand, or the Clairvoyant, or the member of the team that betrays Coulson and his crew (who could also be the Clairvoyant), has them in his/her grasp, ready to end this vagabond group of misfits, once and for all. In this scenario, the Clairvoyant may as well be Dormammu. 

Enter Dr. Strange, a fun spell, and a trip to the Astral Plane, where Ward, May, Coulson, Skye, Fitz and Simmons (or whomever is still alive) regroup, learn the Mystic Arts, and pop in and out to take down the remaining heads of HYDRA, or the new threat to public safety. It’d be awesomeawful, with Wong along for comic relief and casual racism.

2. AGENTS OF UPS

In a move purely out of crazy obvious cross-promotion, the only division of S.H.I.E.L.D. that remains after CAPTAIN AMERICA: THE WINTER SOLDIER is that of “logistics.”

It’s a tough transition to make, but Coulson proves adept at leading a group of delivery men and women that ALWAYS gets their packages out in time, and to the right people. May’s pilot skills translate beautifully to the open road. Skye creates a new shipping system that revolutionizes the industry, and cripples FED EX (a front for HYDRA). It’s all a First Class time, until Christmas 2014, when the Clairvoyant (revealed as Heat Miser), threatens to ruin Christmas, by destroying UPS’ new logistics algorithm. FitzSimmons prove worthy of a littleReindeer Games, but the power and temptation proves too great, as we incur a Dark Willow type situation that doesn’t get resolved until Easter.

3. AGENTS OF LOLA

It’s clear the best character in AGENTS OF S.H.I.E.L.D. has always been Phil Coulson’s precious flying red car Lola.

Victoria Hand and HYDRA manage to destroy almost everyone (Lola only seats two passengers comfortably, after all) and everything, but not LOLA. Coulson manages to escape, with maybe one or two other survivors, zooming off in Lola.

In a show that can only be described as HERBIE: FULLY LOADED meets FAST & THE FURIOUS, Lola proves to have as acerbic a wit as Jarvis, but with far more explosive weaponry (and many a tank of NOS). Amid the innumerable car chases, races and death defying stunts, Skye and Simmons jostle for shotgun (and Coulson’s fatherly affections).

4. AGENTS OF STARK INDUSTRIES

At the end of CAPTAIN AMERICA 2, Maria Hill rebounds nicely from losing her job at S.H.I.E.L.D., by interviewing for a job at Stark Industries. This seems to hint that Tony Stark and Stark Tower will be the new base of operations for whatever is left of S.H.I.E.L.D., and the Avengers.

Coulson and company are looking at unemployment just like the rest of America (and Cobie Smulder’s schedule is free after the end of HIMYM), and their only option? A billion dollar company run by the world’s favorite superhero. Bummer, right? In this workplace comedy modeled after THE OFFICE, Phil Coulson and Maria Hill would butt heads (and bump uglies), while teaching Melinda May to work spreadsheets. Ward could try to take Happy’s job as bodyguard. Fitz and Simmons will fit right in with Tony and his group of eccentric inventors, as Simmons falls in love with Jarvis’s sultry voice (who will then turn into Vision, creating a love triangle with Elizabeth Olsen’s Scarlet Witch). Skye can hack, or whatever.

The drama is off the charts.

Think the last season of ANGEL, without Spike, a robotic Gunn, and none of the fun. The season premiere will open with this frightful image, and the rest of the year we will be figuring out how we got to this point (spoilers: bad shellfish):

5. AGENTS OF HYDRA

If you can’t beat ’em, join them. Season 1 of AGENTS OF S.H.I.E.L.D. has had a very ALIAS-like vibe, with Coulson perhaps unwittingly HELPING the bad guys, working for SD-6. Perhaps, so discouraged and disillusioned by SHIELD, the aura of order and compliance to HYDRA is exactly what the doctor ordered. Ward will follow anybody, after all.

Or, maybe Coulson’s team doesn’t just have one traitor. Maybe THEY’RE ALL EVIL, unwittingly keeping it a secret from one another because they didn’t know whom to trust.

Once the shit hits the fan, they realize they all Hail (From) Hydra, and we find out that Victoria Hand normally dyes her hair GREEN, for she’s really Madam Hydra, as they prepare for the sordid events unfurling in AVENGERS: AGE OF ULTRON.

We learn the history of HYDRA, with flashback episodes to Dr. Arnim Zola, the Winter Soldier, and how they shaped awful events of the past. HYDRA was behind Watergate, the JFK Assassination, the Moon Landing, every single conspiracy you’ve ever wanted to believe, including the mysteries of what is in McDonald’s Fish Filet.

We can also get Bob, Agent of Hydra, in there for much-needed comic relief:

Alternatively: the show could be retitled AGENTS OF H.A.M.M.E.R., where we learn that Victoria Hand was manipulated by HYDRA, or thought Coulson’s team was HYDRA, but she’s really just a hard ass with questionable morals. In other words, she’s exactly the leader Coulson’s team needs in the terrifying vacuum left behind by S.H.I.E.L.D.’s absence, as she starts H.A.M.M.E.R., the newest acronym everyone will be talking about, a shiny fancy new espionage and law enforcement group formed to replace S.H.I.E.L.D. The organization is created and run by Norman Osborn in the comics, but who needs that asshole?

Anyways, SOME of Coulson’s squad decides to join Hand (May, Simmons), where others side with Coulson (Fitz, Skye, Ward’s dead or split in half), splintering off on their own, setting up an escalating feud between the two factions.

6. FUTURE AGENTS OF S.H.I.E.L.D.

In “Seeds,” Fitz and Simmons returned to their roots at the S.H.I.E.L.D. Academy, where their academic exploits and their big beautiful brains are revered. After Coulson and his squad of over-matched spies get murdered by Victoria Hand, the Clairvoyant or an explosive Bill Paxton quip, we’re forced to go backwards in Season 2, with a prequel series.

Fitz and Simmons are adorable, the nerdy will-they, won’t they’s of the show. In the JEDI ACADEMY/MONSTERS UNIVERSITY inspired FAOS, we get their “meet cute,” as Fitz accidentally zaps her with one of his experimental weapons, and gets caught repeatedly creeping on her with his weird spy orbs. But Simmons likes the attention.

We learn where Ward’s personality disappeared to, as Bill Paxton’s Agent Garrett brings him under his wing, absorbing all humor and personality from his muscular protege’s body, since no one can compete with Bill Paxton.

Melinda May is in full blown Cavalry mode, only taking breaks to share the sheets with a sexually frustrated Agent Coulson, who can’t seem to get an erection after he discovers the world is a place where the Incredible Hulk and Thor is real, and really just wants to complete his Captain America trading card collection.

Oh, Skye spends her time in that van a lot, maybe narrating the events a la DOOGIE HOWSER (or better yet, the technological soul of Arnim Zola narrating the events from her van). Riveting stuff, and if it doesn’t find an audience, it could go the GOTHAM route, and throw every famous hero into the SHIELD Academy BEFORE they become the heroes we know and love.

7. AGENT PEGGY CARTER

Since the awesome PEGGY CARTER one-shot materialized, rumors have swirled around a possible Peggy Carter TV show.

What we didn’t know was that Marvel Studios had planned all along for Hayley Atwell to take over for Coulson and his fuck ups once and for all after one season.

Following the “death” of Steve Rogers, Peggy Carter gets ushered into a fledgling little group called S.H.I.E.L.D. and becomes one of the founding members of the world’s most secretive and powerful organization. Joined by Dum Dum Dugan, his Howling Commandos and Howard Stark, we witness the origins of the divisive and mysterious organization.

Throw in the impossibly studio convoluted Invaders, the million different Captain America’s that tried to replace Steve Rogers over the years, and the seeds of Hydra’s rebellion, and you have the greatest show on the planet. Plus, we learn the truth behind Howard Stark’s death (he’s a Skrull), and get more Arnim Zola, who needs to be in every episode of every show on this list.

It’s pulpy, sexy, fun. MAD MEN meets ALIAS.

8. AGENTS OF S.K.Y.E.

Skye’s name is no accident. While it might’ve been evidence of a whimsical, hippie (but annoyingly upper class) mother…it’s more likely a code for her origin.

The sky. Space. She’s clearly an alien, yo, and by the end of season 1, Skye learns that she is KREE, and faced with either sticking around a world without S.H.I.E.L.D. and direction, the surviving members of Coulson’s pals decide to romp around in space with Skye, jettisoning us off into a galaxy far, far away, and the guardians who would protect it.

While we skirt around Peter Quill and the real GUARDIANS, we’re introduced to their swashbuckling, quirky world, and to the Nova Corps, Quasar, and Skye’s father…Mar-Vell. We learn that Skye’s been hidden from the Kree’s and the rest of the universe…because she’s the key to the galaxy, or something equally profound/ridiculous. In fact, she’s the basis for the Kree-Skrull War that explodes in Season 4.

Melinda May will admit to being jealous of her and Ward’s obvious affections in Season 3.

9. SECRET AGENTS OF S.H.I.E.L.D./AGENTS OF FURY

Do we really believe that S.H.I.E.L.D. is gone forever? They’re just as persistent and as hard to get rid of as HYDRA and bed bugs, and Nick Fury doesn’t give up easily.

In the finale, after Coulson and the surviving members of his group defeat Hand and the threat of HYDRA (for this season), Nick Fury reveals himself to be alive (Sam Jackson will appear on the finale). There, he offers Coulson his next mission, should he choose to accept it: to start a top-secret, underground sect of S.H.I.E.L.D., operating with complete autonomy, globe-trotting around the world in the Bus and Lola, raiding out HYDRA and Centipede locations, while interacting with new threats, heroes, villains and powers.

It’s basically Secret Avengers, without the cool members of the team. But throw in Sif (as the Valkyrie counterpart), a redemptive Deathlok on the squad, maybe grab Sharon Carter (Emily VanCamp), and bring back Peter MacNicol as a liaison, and you have a legitimately awesome idea for season 2. You could even cover Secret War, without relying on Nick Fury to lead the charge.

That could happen. This is the crazy, unrealistic version:

I envision it like HARRY POTTER AND THE DEATHLY HALLOWS, where Coulson and his group are constantly on the run, or in hiding from the Clairvoyant, flitting from place to place, running into friend or foe, and uncovering heretofore undiscovered tenants of the Marvel Universe. Stay a week in Atlantis with Namor. Stay at a bed and breakfast in Wakanda and meet T’Challa. Hitchhike with Nomad (or Captain America, incognito following an assassination attempt in CAPTAIN AMERICA 3). Maybe we meet the new Ghost Rider. Or Punisher. Or introduce Carol Danvers AKA Captain Marvel. Shang-Chi. Man-Thing. Ka-Zar. Moon Knight. Hundreds of others. Coulson and his team are like Ash Ketchum from Pallet Town, discovering and uncovering every corner of the MU (within reason), and jotting it into their pokedex.

10. LIFE MODEL DECOYS OF S.H.I.E.L.D.

Victoria Hand, Jasper Sitwell and the Clairvoyant manage to murder the crap out of Phil Coulson and his team.

But, this is the Marvel Universe, where no one stays dead.

Hand didn’t kill Life Model Decoys…she killed the real McCoy’s. But Coulson managed to create LMD’s for his entire team before her devastating/obvious betrayal.

The second season follows the life model decoys that survived and outlived their human counterparts. Universe-altering questions of humanity, and whether or not they deserve life, or even want it, is explored in the now moribund, existential series.

11. AGENTS OF A MAGICAL PLACE

After S.H.I.E.L.D. and everything Coulson has ever known has collapsed, he and his team are forced to go into hiding.

Because no one would expect them to go to the most obvious place, that’s exactly what Coulson’s cadre of “spies” do: they go to Tahiti. A magical place.

There, they have tropical drinks, sun tan, and undergo radical experiments with Book from FIREFLY.

Did I fall asleep? You will too.

12. AGENTS OF SHIELD

You think this is the same show. BUT THE ACRONYM IS NO MORE!

You know what this means?

The Clairvoyant isn’t Arnim Zola. It isn’t Bill Paxton or Hand, or May or any of the popular theories. No, the Clairvoyant is a nefarious time traveler (The Doctor?), who knows that Coulson’s team are the only people who can stop him…so instead of killing them when they were babies like a normal time traveler…he ships them off to…Medieval times!

I mean serious, Black Plague medieval times. Not Medieval Times. Ward finds the time change refreshing, the order of knighthood exactly what he always wanted, with Melinda May posing as his male squire, before enacting her vengeance.

13. AGENTS OF SUPERHUMAN REGISTRATION

One of the endings of CAPTAIN AMERICA: THE WINTER SOLDIER, involved the government questioning Black Widow, and threatening to arrest Natasha. It had the stink of the seeds of setting up the Superhuman Registration Act, an awful law enacted that forces all super powered humans to register with the government and relinquish their secret identities. It leads to a Civil War between heroes, fighting on either side, and sucked.

SMALLVILLE kind of did this arc before, X-MEN has done something similar, and it’s just the worst, and likely won’t ever happen, or shouldn’t. Until season 2 of AOS, as Coulson and his team go around the country, down “the list” of Assets, conscripting them to their service. Or else Deathlok kills them.

14. AGENTS OF THUNDERBOLTS

The THUNDERBOLTS are basically Marvel’s version of the SUICIDE SQUAD, a superhero team filled with reformed villains. ARROW’s been setting up a Suicide Squad in its second season (and who knows, might be planning a spin-off show), so it’d be pretty funny and fitting if Marvel stepped in and started the Thunderbolts Initiative in season 2 of AOS.

Redemption and the nature of heroism is a deep and profound theme often found in Joss Whedon’s work, and its the crux of the Thunderbolts team. Perhaps faced with the growing evils of Centipede/Hydra, Baron von Strucker, the Clairvoyant and whatever else is out there, that Maria Hill decides to enact the Thunderbolts Initiative, a decision buoyed by the successful rehabilitation of J. August Richards’ Deathlok in the final battle of season 1.

We’ve met Blizzard in “Seeds,” Radioactive Man in IRON MAN 3 (kinda), and most of the other “villains” in THUNDERBOLTS wouldn’t be stepping on the toes of any of their bigger franchises. Maybe Baron Zemo would, but I doubt we’ll be seeing a Masters of Evil group (unless Sony takes over). While Crossbones is likely planned for CAPTAIN AMERICA 3 (and a role in the Death of Captain America, been calling that since forever), he does have history with the Thunderbolts, and Frank Grillo isn’t too big for TV. There’s no shortage of people that have Thunderbolts ties, including Songbird, Nighthawk, Atlas, Swordsman, Penance and Paladin, that we wouldn’t have to delve into the Green Goblin, Bullseye, Venom and Deadpool’s of the world, that are untouchable and too big for TV even if they weren’t.