Once inside the base, Bobbi indicated she was going to her bunk (which really meant Hunter's bunk), but Jemma was going directly to Fitz'. She got there and knocked several times, fully intending to wake up whoever was inside and make them talk until she had the evidence she needed. When no one came she let herself in using the secret passkey Fitz had made for them both so they could get into each other's bunks in case of emergency. She was surprised and suspicious when she found no one in there so she took some time to look around. If "Fitz" came back it would be easy to come up with an excuse – she'd lost something, needed to look at one of their designs, etc.

She moved quietly over to his work table and flicked on a light. The first things illuminated were numerous detailed designs. That was completely normal for Fitz. But then she decided to take a closer look at what he'd been working on. She realized that these were very old designs, but there were notes on them. His notes didn't make much sense until she looked at some of the research pages that were laying nearby and was so alarmed she accidentally swiped several sheets of paper onto the floor. She bent down to tidy them up, her heart racing. The notes indicated he was coming up with ways to harness some of the more dangerous artefacts of SHIELD, including the "mist" and the centipede serum, and intended to weaponize them. This had suddenly become even more dangerous than Jemma imagined. It was one thing to have a mole, it was another to have said mole actively creating dangerous weapons. There was no longer a doubt in her mind that Fitz was not the person that had been living and working right beside. She also decided that it was dangerous enough that he needed dealt with sooner than later. She abandoned the remaining papers on the floor and dashed out, raiding one of their secret weapon stockpiles for a pistol and using a computer to track down Fitz' locator. From there she saw he seemed to be alone in the lab.

Jemma's heart pounded in her ears as she strode into the lab with her lips tight, willing herself not to hesitate. She raised the gun in front of her as she got nearer to him, her left hand leaping up to steady the uncontrollable quivering in her right. She knew that a field agent would have come up quieter, but as she suspected he didn't look up at the sound of her approach. He didn't react at all except for stiffening when she determinedly pressed the barrel against the base of his skull. His hands went up slowly. "Who are you. And what have you done with Fitz?" Jemma worked hard to keep her voice steady and authoritative.

"Jemma?! I… I don't know.."

"Oh, stop it! Just shut up!" Jemma cried pressing the gun against him harder so that his head was forced down slightly by the pressure. She struggled to regain her composure. "I know you're not him. Leopold Fitz would never in a million years suggest doing dangerous tests on his friends. Leopold Fitz hates centipede and would never, ever try to weaponize it or the terragen for any reason. And Leopold Fitz does not have a scar on the back of his neck. This is not an icer. Who. Are. You."

She saw his shoulders relax. He moved his head away from the pistol and slowly turned around to look at her and Jemma didn't stop him. When she caught sight of his face full on, it was different. His eyes were dark and scowly, his face stern.

"Oh, Jemma. Don't you remember me?"

Jemma shuddered as a feeling she recognized came upon her. Like a premonition that something terrible was about to occur, but so much stronger. It was the feeling which on the planet she instinctively knew was being produced by the creature and not just hysteria induced by Will's warnings. But it was a little different this time. Because last time it was a predominantly sad feeling, but this time it held a sort of wicked determination. Something in the back of her brain told her she needed to put the gun down and help him. But she couldn't be bothered with that because just now her own feelings were more present as she pieced together the implications of this information: The Evil Thing was on this planet and it had killed Fitz. Fitz was dead. She hadn't realized before just how badly she'd been hoping that he would convince her she was wrong, that he really was Fitz and that he had a perfectly rational explanation of his behavior. But this was not the case. Jemma's hands and feet went numb and was she convinced her heart stopped. She wasn't able to breathe. It felt as if the very atmosphere around her was now poisonous. It was all quickly swirling into a rage balling in her stomach. She re-leveled the gun toward IT but as hard as she tried to control it, she couldn't prevent her vision blurring with tears. This gave IT just long enough before she pulled the trigger to hit her with an icer.

When she woke she was in the dark surrounded by rock and her head hurt. She was scared first, but then her last conscious moments came rushing back to her-realizing that The Evil was now on Earth, and more importantly that it destroyed her Fitz. She didn't care where she was anymore. The tears drenched her cheeks and she released the scream that was choking her. It must have been addictive, because then she screamed again. And again, with everything she had. She screamed at the universe for so cruelly cursing the two of them. She screamed for Fitz going to the planet against her advice. She screamed at herself for all the times she didn't say what needed said. And mostly, she screamed because she would never hug him again. She would never look into those beautiful eyes and feel the deep connection of knowing exactly what he was thinking. She would never again get to complete his sentences and know the feeling of creating something new with him. And she would never, ever get to kiss him again. Taste his lips, feel his hands around her waist and the warmth of his body pressing against her. She wouldn't get to run her fingers through his curls and kiss him how he deserved to be kissed, with all of the admiration in the world.

Jemma screamed until it physically hurt, hiccupping sobs in between. She didn't know how long she had spent on the rocky ground in what she concluded was a cave. But when she no longer had the energy to mourn, she had only one thing on her mind: That if she lived through whatever came next, The Evil would regret the day it had taken Fitz away from the universe.

She sat in silence for a while, musing over the ways she could make an ancient, immortal creature that could evidently take over dead bodies suffer the way it deserved. But her eyes darted around blindly when she heard echoing footsteps approaching. Jemma scrambled to her feet, not about to let whatever was coming for catch her lying down weakly.

She saw her shadow before she saw the source of the light. She whirled around, finally able to take in the space she was being kept in. It was small, with a peaked ceiling and only one opening. And in that opening stood It, still wearing Fitz' face, and a sinister looking woman flanking him. IT had an earnest look about him.

"Sorry, uh… I've not been a very good host, have I? But then, I couldn't really talk to you until you calmed down." It said with a chuckle. "Thank god for the sedimentary rock surrounding us, or you'd be really embarrassed." It put on Fitz' teasing smile and patted the wall of the cave, and that repulsed Jemma. Ignoring The Evil's threatening companions, Jemma aggressively launched toward It. It didn't even flinch but the woman deftly stepped between them, catching her by the shoulder. Almost immediately she felt her hands slap together in front of her, immobile.

"Yeah, you're right Jemma. We should get going, don't want to waste any more time."

It went back out the doorway first, the woman somehow shoved Jemma ahead of her without ever touching her and then followed behind. The two of them both came with torches, so the terrain was easy to navigate. It didn't take but a two minute walk through the twists and turns of the cave before she was pushed into a large, fully lit cavern. Arrayed in front of her eyes was a slew of monitors, medical apparatus, and what looked like an isolation chamber and a stasis pod. It went to work flicking on the different machines. She watched him dance around the devices just like Fitz did in the lab.

"So it's been you the whole time? Fitz never…" Jemma's voice caught in her throat. So she cleared it and tried again. "He never came back?" It came out as a whisper, but thanks to the acoustics of the chamber It heard her from across the room.

"No! Jemma, don't be ridiculous. I could never keep up appearances that long. No, remember the caves to get the… ISO-8? Actually, the very caves we're in now." He said nonchalantly.

"Doctor Simmons." Jemma corrected.

"What?"

"You do not get to call me Jemma. Especially not with his voice. You don't deserve that voice. You don't deserve that face. You killed him! You killed Will! Get out of his body!" She jerked against whatever invisible force was restraining her. Her voice wasn't capable of yelling, but again the acoustic properties the space held worked to her advantage and it came across quite forcefully.

It stopped what it was doing and rested his hands on his back. "No but you're wrong Simmons. I didn't kill him. Not yet anyway."

On hearing those words time may as well have frozen for Jemma. Moments ago she was nearly shaking from rage and exhaustion, but suddenly she felt like her whole body was buzzing with nervous energy. Her mind immediately started working on simulations of what could have happened to Fitz and how she could get him back. But first she needed more information. "How?!" She breathed.

"A body doesn't have to be dead for me to take it. I prefer the dead ones though. Living bodies need to eat, sleep. It's tedious." It returned to its work checking connections while explaining patiently. "Mechanically, the human brain is an easy thing to manipulate. Just press in the right spots and…." His right hand shot up as if to demonstrate. "But then, there are other drawbacks. Like when you get a person with a few dead spots, like this one. Plus, if they're living, the brain still responds with all those hormones when it sees something it likes… or loves." It glanced at Jemma significantly. "Dopamine, Seratonine. It's like being on a constant drug trip. I'd forgotten what it feels like. Anyway, makes you give away a little more than you mean to."

Jemma was still trying to figure out what this all meant for Fitz. "So Fitz…"

"Yeah, he's still in here." It tapped his skull before ducking down behind a desktop to fiddle with some cables. "Mostly unconscious. But you know as well as anyone it's not possible for two consciousness' to occupy the same space at once. A person is made up of brain patterns, and when those paths aren't being used…"

"They fade." Jemma finished almost subconsciously.

"Right. Much longer in here and your friend Fitz won't be anymore. Which is why you're going to help me with what I need. And fast. Lett'r go Trinity, she's not going to try anything now. And anyway, she's going to need her hands." The woman nodded and Jemma felt her hands drop to her sides immediately. They both watched Trinity walk out of the chamber. "Come here." It commanded. "I have to show you something."

Too stunned to resist, she walked over to where It was now standing next to the stasis pod. She looked in its window and swallowed the wave of nausea that was induced by the sight.

"Yeah. That's how I got off the planet." It looked a bit proud of himself, which was disgusting. "He's in decent shape, but he's still trying to decompose. Truthfully Jemma, I don't even want Fitz' body. I would much rather have this guy. Ward, I guess." For some reason she felt indignant at that, even though it was good news for both of them. But Fitz' body and mind were excellent, anyone would be privileged to have them. On the other hand, if It didn't appreciate that fact Jemma had the good sense not to convince him of it.

"And what do you need me for?" She asked, preferring not to dwell on the mental image of zombie Ward terrorizing them all again.

"Well, I need you to stop decomposition of course. But I have a few upgrades in mind. Centipede wasn't really for Coulson, I had a plan for it too." It revealed with a grin.

She scowled at him and considered her options. It planned to kill them both either way she was sure, but there might be a chance if… "Let me speak to him." Jemma demanded.

"What?"

"Let. Me. Speak. To. Fitz. You're essentially holding him ransom, and it is traditional to allow the extorted party speak to the hostage." Jemma made sure the words were dripping with the contempt she was feeling.

It stared her down through Fitz' eyes. In response she stuck out her chin and met his eye contact. A few seconds later it just sighed. "Alright." It backed up so that it was leaning against one of the tables. Suddenly his head dropped and his shoulders relaxed. When he looked up again, it spoke much too gently.

"Jemma. You-"

Jemma wasn't fooled for a minute- Fitz was amazing, but bless the poor man if he ever tried to hide his stress. "One more time." She interrupted. "Let me speak to Fitz. Or you might as well shoot me dead right here because I will spend every moment of the rest of my life finding ways to end yours. Painfully."

It's face once again filled with storm clouds. She didn't think it was at all scared of her threats, but it seemed to consider how much it needed her. "5 minutes." It finally said grouchily. This time, the difference was obvious.

"Jemma!" Fitz' eyes were large and scared. He collapsed almost immediately, Jemma dashing forward to steady him. She wasn't sure at what point she turned from helping him to just hugging him, but she'd crossed the line at some point didn't want to ever let him go. "Jemma," Fitz began more kindly this time. She buried her face in his shoulder and relief flooded through her. His arms came up around her and they stood for a minute as she worked on breathing through the fear and sorrow that were built up inside her. "Jemma, come on. You have to go." He finished quietly.

Jemma took a shaky breath. Still talking into his shoulder she asked, "You know what It wants me to do?"

She felt Fitz nod. "Yeah, but you can't Jemma. It's okay. Where's your phone?" Fitz spoke so calmly she at first had trouble processing what he was doing.

"I don't have it but Fitz, listen-"

Fitz pulled away from her embrace and moved purposefully toward the computer. His fingers deftly dismantled the casing and he looked inside. "We need to get you out of here. Before It comes back." He whispered. "The network chip has been damaged, maybe even removed. There's no way to send a signal of any sort from here. But I think I can jimmy up a distress signal." He moved around behind her to stasis chamber and began working on the control panel.

Jemma tried again more insistently, "Fitz!"

He ignored her again. "I'm gonna send out a distress signal to SHIELD with our location. Then we're going to find you a way out. You'll have to run, Jemma. Run as far and as fast as you can. But first…I need you to do something for me. He can go fast faster than I can. And his empathetic influence has a range. I need… You're going to have to stop me. I'm as good as dead anyw-"

Jemma had absolutely enough. "Dammit Fitz! Listen!" She strained what was left of her voice and yanked his hand away from the computer piece he was playing with in order to force him to pay attention. He did finally look in the eyes and she got lost in their blue. For a moment her head swirled with all the things she wanted to tell him, all the things she needed to tell him. That she loved him. That she wanted them to live happily ever after. That he was the most beautiful human being she had ever met and she's sorry for all the times she hurt him without meaning to and she wishes she'd said something to him sooner. It was far too much to communicate in one breath, which is why she very nearly pounced on him right then and there to make sure he knew he was hers and she was his and no one else's. But she caught herself. This wasn't how she wanted it to go. She didn't want a repeat of the MedPod, or even their first kiss, where their feelings were communicated as a sort of goodbye to each other, never to be revisited. This wasn't goodbye. This was 'until later'. And she had less than 5 minutes to make him understand that, and maybe get his help. "I'm not trying to get away. I've made my decision." She told him firmly.

Now it was his turn to process. "You can't though, Jemma. With an extremis body, he'll be-"

"-Unstoppable. I know." Jemma folded her arms and stared at the ground, very aware that he was staring at her agape.

"Jemma… what… have you lost your mind? What would Coulson say?"

"Coulson isn't here. Neither is Mack. Or May or Daisy or Hunter or Bobbi. It wanted it that way, I'm sure. And no, it's not responsible, it's not reasonable. I know." Jemma said, revealing a bit of panic in her voice, still looking down at the floor.

Fitz was just gearing up his side of the argument. "But say you do this Jemma. Then what? Huh? Cuz there'll be an Evil unstoppable Inhuman mucking about-"

"You would do it for me." It was not a question but a fact. She knew they both knew it. But her simple statement seemed to catch Fitz off guard.

"Well yeah, but that's cuz I…" He blurted, stopping himself a little too late.

"Cuz you what Fitz?" Jemma challenged. "Because you love me?"

Fitz hung his head and shuffled his feet in shame of what his unsaid response implied. And you don't love me, or at least, not the same way I love you. But he didn't deny that's what he meant. "For the same reason I'm insisting you leave now." He finally replied.

Anger flared in Jemma, but that was okay because it was easier to deal with than the stress of the situation. And it was much easier to communicate than love. "You keep volunteering your life for mine, Fitz!" Her frustration came through in her tone, and she immediately tried to soften the words lest she sound ungrateful. "Which I do appreciate. But has it really never occurred to you, Fitz? That my world might fall apart just as much as yours if I lost you?" At this he looked up again, his eyes meeting hers intense and earnest. "Of course, I did…" She remembered Fitz' devastated expression when she acknowledged she loved Will before, so she changed her terminology-"care very deeply for Will and I am very sad that he died. Just as I am very sad that Agent Tripplet died. But –oh, forgive me for saying this, but- I can live without them, Fitz. And I can't…." She wasn't sure why this was suddenly so hard for her to say. "I can't… lose you. I can't."

Fitz seemed to get her meaning, but wasn't quick to believe it. "You managed for six months. It will be okay-"

"You're wrong. It broke me- I talked nonstop to a picture on my phone for five months for god's sake! Like a bloody lunatic!" Fitz let out a huff at that, and Jemma barreled on . "I'm pretty sure Will did think I was insane for a while. Three times, Fitz. Three times I thought I've lost you for good. And every time it has broken me." Her eyes sprung with tears involuntarily as she remembered how she'd felt hardly more than a half hour ago. But she brushed them away, concealing the motion by rubbing her face. "I can't… I won't do that again. And I'm not asking for… This isn't…" She grasped for the words. "I just need you to understand. If you love me, Leo, if you truly love me you will do this: You. Will. Live."

Fitz studied her silently, then nodded his acceptance of her statement. But he still couldn't stop himself. "Okay, Jemma. So you fix up Ward's body with Extremis. What makes you think he will let either of us live?"

"I have an idea." She assured him. "But…"

"No, obviously. You can't tell me cuz he'll find out."

"Can you fight it at all when it's in there?"

"I've tried. There's been a few times where I think maybe I'm doing something, other times... it's just hard to stay awake."

"Then do that. When it comes time for him to leave, do everything you can to stay awake. Got it?"

"I'll try. But even if we do get away somehow...Then what?"

"Then…" Jemma thought for a moment, not really caring there were multiple flaws in her plan. "Then we fix it." She concluded.

Fitz wore a grave face. "How we always do?"

"Together." Jemma confirmed. She drew nearer to Fitz and grabbed his head in her hands, reached up and kissed his cheek. "Is there anything else I should know? Anything that could help?"

Fitz thought. "It's an Inhuman, I found that out. Oh, and uh…It's a worm." He said. "Or slug-like at least." He clarified in response to her look of surprise.

"How appropriate." Jemma commented wryly. "How does it take hosts? And why didn't he take me if I was the one he needed?"

"It seems like he needs an access point." He waved to the back of his head. "That's where he got in. That woman, she held me down. I don't know if she is cooperating with him willingly or not." He added.

"But why you and not me?" Jemma repeated.

Fitz shook his head. "I don't know for sure…" he said apologetically, "but I think it might be because he needed you to solve problems."

"Elaborate."

"Erm… I think he can see my memories but not my thoughts. So he can know how to do anything I know how to do. But he can't apply the knowledge to new things the same way I or you can. He needed you for the way you think. So he couldn't take you."

The gears in her head turned with this new information. She began to take stock of the tools she'd be working with, feeling a little bit more confident now that she was armed with more knowledge. "So, an ancient Inhuman who likes to be worshiped… has a certain level of mind control, but it's fairly weak, I think… Comes back and the first thing he does is kidnap someone to manipulate another person into helping him. But he first goes into his workplace undercover…"

Jemma was so busy thinking out loud, she didn't hear when Fitz croaked, "Jemma? I think… I think It's coming back…"

But she froze when she heard the callused, "So? What do you say?" come from Fitz' voice behind her. Jemma's countenance changed as well. She drew up what strength she had to turn to face him, stick her chin out and say "How much time do I have? To save Fitz?"

It gave a dark smile. "72 hours."

"I thought you were going to say 36. And what do I call you?"

"Sorry?"

"I'm working for you now, and I'm not going to call you Fitz, or just 'It'."

It grinned. "I've had many identities over the course of eons. But I suppose you can just call me Hive."