Yes Men
MAOS seas1 ep15 yesMen
Gallery Yes Men
Season 1
Episode 15
Airdate March 11, 2014
Written by Shalisha Francis
Directed by John Terlesky
Previous "T.A.H.I.T.I."
Next "End Of The Beginning"

"Yes Men" is the fifteenth episode of the first season of Marvel's Agents of S.H.I.E.L.D. and properly introduces Lady Sif and Lorelei (although the latter was seen briefly at the end of the previous episode). It aired on March 11, 2014 on ABC.


When Coulson and his team are attacked by Lorelei - a deadly seductress who escaped from Asgard - Thor's Lady Sif, her longtime nemesis, steps in to try to save them.


Marvel's Agents of SHIELD 1x15 Promo - Yes Men

Marvel's Agents of SHIELD 1x15 Promo - Yes Men



The fifteenth episode of Marvel's Agents of S.H.I.E.L.D. opens up at a modest biker bar somewhere in the desert. Lorelei and the man she seduced in the last episode pull up in his car. While she waits for him, a biker asks why she would marry someone like that man and offers his services to Lorelei. She also seduces him, discarding her old servant since she has no use for him anymore. Lorelei then tells the biker, Rooster, to introduce her to all of 'her' men.

Back on the Bus, Skye has awakened and Simmons won't let her out of bed, insisting she rest and recuperate. Simmons continues to take blood samples to check if anything goes wrong following the GH.325 transfusion (and, unbeknownst to Skye, to observe the effects of the last known sample, in hopes of reverse-engineering something similar). Ward shows up, Simmons leaves and Ward and Skye discuss the recent events. Skye says she shouldn't have gone in alone, but Ward reminds her that because of her S.H.I.E.L.D. knows Mike Peterson is still alive. Skye thinks something happened to Mike, commenting that he certainly looked like death. She wants to start training again harder than before, so that she can defend herself when she needs to.

Simmons meets Fitz in the lab and tells him of Skye's suspicions on why so much blood is being drawn from her. It is revealed that Simmons is actually looking for traces of the GH.325 serum in Skye's blood and has been unsuccessful thus far, and that there isn't enough of the original serum left to study. Simmons then complains to Fitz about the lack of resources she has, following Coulson's orders to keep the research on the plane and not to send any samples to HQ. She asks Fitz if he saw anything weird back at the Guest House. He replies that everything was weird and looks away.

Coulson has a flashback about his surgery and the doctor who operated on him, and goes to meet Agent Jasper Sitwell. Sitwell knows what the favor is that Coulson called him there for, and tells Coulson that one only finds Director Fury if he wants to be found.

Meanwhile, May and the rest of the team note that Coulson has been taking more and more personal leave, and find that they are to be the welcome wagon for an Asgardian visitor. Cut to the team on the road. Fitz notices there is a massive energy surge right up ahead, when the Bifrost opens and deposits Lady Sif in the middle of the road. The team recognizes her as a friendly, Coulson having fought alongside her and Thor in New Mexico. Sif walks up to them and tells them that Earth is in great danger.

Aboard the bus, Coulson is back. He recounts Sif's actions in facing the Destroyer to May, saying she was "pretty badass". May comments on Coulson's recent and frequent absences and lets him know that she's there. Sif sees Coulson when he walks into the lab and says he should be dead, but that Thor will be pleased to know that Coulson is alive. However Coulson quickly requests Sif to allow him to let Thor know he is still alive, thus following the S.H.I.E.L.D. protocol. She tells the team of Lorelei and her powers and that Lorelei escaped her prison when the Dark Elves invaded Asgard. Sif then produces a collar she says will prevent Lorelei from speaking, thus rendering her powerless. This object is what they used to shackle her with before she escaped.

In a bar somewhere in the desert, Lorelei is frustrated and uncomprehending as to why Rooster's men have brought her paper money instead of gold, which she intends to use to raise an army and take over Earth. Rooster introduces her to the concept of paper money, when his wife shows up and causes a racket. She demands to know why Rooster hasn't answered his phone and why Lorelei is wearing her clothes. Rooster tries to calm his wife down, to no avail, and Lorelei orders Rooster to kill his wife.

Meanwhile, Coulson asks Sif whether she's seen any blue aliens from across the Nine Realms. Sif replies that there are many, and names quite a few races she has seen with blue skin. He then asks whether any of them have visited Earth recently, to which she replies that he need not worry, none of those races has ever come to Earth before. Just then, the team locates Lorelei, in the bar. Sif notes that this place is too small for Lorelei's liking. The team infers that Lorelei must be here just to gather supplies and then raise an army.

The team arrive at the biker bar and the local police are waiting for them. However, they have already been turned by Lorelei and open fire on Coulson and the Agents. Inside the bar, Lorelei and Rooster look on in interest. Rooster says something about a "Medieval Times" lady and Lorelei realizes it is Sif. Outside, Coulson asks Sif to give the team cover and Sif kicks a trailer at the police, taking Coulson quite literally. She goes inside while the team takes out the police and confronts Lorelei. She defeats Rooster's men easily, but by then Lorelei is already gone.

Ward goes around the back of the bar and encounters Rooster. He beats Rooster, but Lorelei appears and uses her powers to put him under her control. She orders him to take her somewhere worthy of a queen, and they drive off on a motorcycle.

Back on the Bus, Fitz and Simmons try to repair the collar meant for Lorelei; it was damaged in the fight at the bar. Coulson tasks Skye with finding Ward and Lorelei. Simmons approaches Coulson after he leaves Skye and asks once again for additional resources to research the GH.325 serum. Coulson says no, because he is her commanding officer and that it is an order. Simmons says that's not good enough, and so Coulson tells her he won't let the drug leave the Bus until he has some answers. Simmons is not to send the serum to HQ.

Meanwhile, Lorelei and Ward arrive at a hotel. Ward explains he still cares for someone on his team and that he knows she doesn't want him anymore than Rooster and the others. She retorts she does like him, as he is the strongest. They then go up to their hotel room, and begin having sex.

Sif is in the interrogation room, her temporary quarters, sharpening her sword. May comes in and they discuss Ward, Lorelei and her tactics. Sif says Lorelei is skilled in combat and May wonders why Lorelei uses men to do her will, instead of taking over Earth herself. Sif thinks that bending men to her will and using them gives Lorelei a kind of thrill and that every conqueror needs an army. Sif tells May that she was once in a position like hers, where a man she loved was taken over by Lorelei. May must be ready to kill Ward, as he is not the man she once knew; he will not hesitate to kill her. May assures Sif that Ward won't kill her, because he won't be able to. Coulson arrives and tells them they found Lorelei and Ward. It is revealed that Lorelei and Ward are already gone, and there is no trace of them.

On the Bus, Fitz tells Sif he fixed the collar and leads her to the interrogation room to see. He locks her in the room while she inspects it. Sif tries to break the door down and Coulson and May hear. Coulson realizes that Ward and Lorelei are on board the Bus. In the medical bay, Skye and Simmons find they are also locked in. Coulson, meanwhile, bumps into Fitz standing guard at the cockpit door. He realizes that Fitz has been turned by Lorelei and plays along, leaving on the pretense of guarding the medical bay. May finds Lorelei and they start to fight. In the cockpit, Ward opens the ceiling hatch to the interrogation room. Sif is sucked out after grabbing the collar and preventing it from being lost.

Ward leaves the cockpit, points a gun at May and tells her to get out of Lorelei's way. May tries to talk some sense back into Ward, but Lorelei leans over and kisses him. Lorelei then tells May that Ward told her who he desired before herself, and it wasn't May.

Coulson opens the door to the medical bay and Simmons tries to hit him with a fire extinguisher, thinking he was under Lorelei's control. Skye and Simmons both think Sif was blown away when the hatch opened, but Coulson reminds them that Sif is Asgardian and she is probably hanging on outside. They let her back into the Bus.

Lorelei enters the interrogation room, where Sif is waiting. Lorelei tries to convince Sif to let her remain on Earth, as she believes she poses no threat to Asgard from Earth. When that doesn't work, Lorelei tells Sif that Thor thinks of her more like a pet than a woman. They fight, and Sif's double-bladed sword splits into two pieces. Meanwhile, Simmons walks into Fitz and he chases her to the medical bay, where Coulson knocks him out. May and Ward continue to fight, as do Sif and Lorelei. Sif finally pins Lorelei with her blade, defeating her. May and Ward come to an impasse, each at the other's gunpoint. Lorelei taunts Sif, first tempting her to deal the killing blow, then mocking her about the man Sif loved; until Sif snaps on the collar and Lorelei can't speak. Ward comes to his senses, as Lorelei's enchantment on Ward and Fitz is broken.

Sif says her goodbyes in the hangar of the Bus, and Coulson comments on how hard it must be to show Lorelei mercy. Sif replies that just as the Agents have S.H.I.E.L.D., the Asgardian warriors have their code. If Odin orders Lorelei to be brought back alive, Sif must obey.

Coulson asks May how she's doing, but she turns it on him and tells him sternly that he has to share what he saw at the Guest House; if not with her, then with Skye. She then goes to the cockpit, where Ward is and preps the plane to fly. Ward tries to apologize, but May is cold towards him and says he was more honest with Lorelei than himself.


A repeat of the previous scene is shown, but Coulson's voice is being recorded. There is a listening device hidden in the wall of the medical bay, with May on the other end. She uses an encrypted line to update a log and says, "He knows. I repeat, Coulson knows".

Behind the ScenesEdit

  • In this episode, it is stated that Sif is under orders to bring back Lorelei to Asgard, and that those orders came from Odin himself. However, based upon the 2013 film Thor: The Dark World, we know this is not actually true. Odin is actually Loki using his powers to appear as Odin. It is therefore assumed that Sif is unable to see past Loki's powers and fully believes the orders actually did come from Odin.
  • Lady Sif mentions that she has in fact met many alien races, many of which where also blue - the same color as the unknown alien in the previous episode T.A.H.I.T.I. One of those races, called the Kree, were also mentioned. In the season 2 episode Ye Who Enter Here, Raina claims that the Kree had landed on Earth years ago.
  • The complete list of blue-skinned aliens that Sif mentions includes Interdites, Levians, Pheragots, Kree, Sarks, Centaurians, and Frost Giants.
  • Sif also names the Alpha Centaurians, a shout-out to Yondu, a character in the Marvel movie Guardians of the Galaxy.
  • As of this episode, the Night-Night Guns are upgraded into an expanded arsenal of arms, now designated ICERs, standing for Incapacitating Cartridge Emitting Rifle. The additional ounce that Ward was complaining about in the large Night-Night pistol in FZZT is now corrected (although he says it while trying the small ICE pistol). The new ICE arsenal currently consists of small pistol, large pistol, shotgun, SMG, and sniper rifle models, possessing triple the stopping power compared to their Night-Night predecessors. The general appearance of the ICERs are similar in shape to the Night-Night guns, but with a new black color scheme.


Main CastEdit

Guest StarsEdit

Memorable QuotesEdit

"No! What did I say?"
"Damn it, every time. It's like you have a sensor for whenever my butt lifts off the bed.
Jemma Simmons and Skye[src]
"You know, usually when a friend wants a favor, they do something nice—takes me to a nice restaurant, buys me a bottle of wine."
"Wanna go to the movies, hold hands?
Jasper Sitwell and Phil Coulson[src]
"I wanted gold! You bring me paper?!"
"My apologies. The damage to your flying boat was unfortunate."
"I trust them, but we need to protect them from this. Fury went to dangerous lengths to keep this under wraps, lied to me, lied to S.H.I.E.L.D.. This is a powerful secret – a secret men died for. Until we know why, we can't share this with anyone, for their safety and ours."
―Phil Coulson[src]


Promotional stillsEdit

Yes Men 011

Click this image for the full episode gallery


About  12 minutes into the episode, Lady Sif misprounounces the scandinavian/norse word Bifröst as "By-frost" instead of the traditional prounounciaton "Biv-rost" or more phonetically "beev-rost".




  • Death Valley, California
  • Las Vegas, Nevada



Weapons and TechnologyEdit


Episodes of Agents of S.H.I.E.L.D.
Season 1:   Pilot0-8-4The AssetEye-SpyGirl in the Flower DressFZZTThe HubThe WellRepairsThe BridgeThe Magical PlaceSeedsT.R.A.C.K.S.T.A.H.I.T.I.Yes MenEnd Of The BeginningTurn, Turn, TurnProvidenceThe Only Light in the DarknessNothing PersonalRagtagBeginning of the End
Season 2:   ShadowsHeavy is the HeadMaking Friends and Influencing PeopleFace My EnemyA Hen in the Wolf HouseA Fractured HouseThe Writing on the WallThe Things We BuryYe Who Enter HereWhat They BecomeAftershocksWho You Really AreOne of UsLove in the Time of HydraOne Door ClosesAfterlifeMelindaThe Frenemy of My EnemyThe Dirty Half DozenScarsS.O.S. Part OneS.O.S. Part Two
Season 3:   Laws of NaturePurpose in the MachineA Wanted (Inhu)manDevils You Know4,722 HoursAmong Us Hide...Chaos TheoryMany Heads, One TaleClosureMavethBouncing BackThe Inside ManParting ShotWatchdogsSpacetimeParadise LostThe TeamThe SingularityFailed ExperimentsEmancipationAbsolutionAscension
Season 4:   The GhostMeet the New BossUprisingLet Me Stand Next to Your FireLockupThe Good SamaritanDeals with Our DevilsThe Laws of Inferno DynamicsBroken PromisesThe PatriotWake UpHot Potato SoupBOOMThe Man Behind the ShieldSelf ControlWhat If...Identity and ChangeNo RegretsAll The Madame’s MenFarewell, Cruel World!The ReturnWorld's End
Season 5:   Orientation: Part 1Orientation: Part 2A Life SpentA Life EarnedRewindFun & GamesTogether or Not at AllThe Last DayBest Laid PlansPast LifeAll the Comforts of HomeThe Real DealPrincipiaThe Devil ComplexRise and ShineInside VoicesThe Honeymoon