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Phil Coulson interrogated Alphonso Mackenzie about his loyalties. When Coulson learned that Mackenzie worked for another organization, Coulson and his agents tried to capture Mackenzie, but he escaped in a blackout. In the meantime, Melinda May surprised Bobbi Morse in the act of stealing the Toolbox; she tried to stop Morse but failed.
Robert Gonzales' S.H.I.E.L.D. faction attacked the headquarters of Phil Coulson's S.H.I.E.L.D. faction. They blew up the wall that protected the base, assaulting and capturing all members of Coulson's S.H.I.E.L.D. faction.
All the agents in the area eventually surrendered to Gonzales's agents. They succeeded in capturing Coulson, who was brought to Gonzales for a discussion about the Toolbox. When Gonzales gave the Toolbox to an subordinate, Melinda May surprised Gonzales and his agents by neutralizing them and giving Coulson a way to escape the base.