Chuck Versus First Class

As the episode begins, Chuck is alarmed by the presence of Shaw, having been appointed by Beckman to lead the team, particularly after learning from Casey that Chuck's performance is the subject of interviews the agent is holding with Sarah. Shaw summons Chuck to Castle, where he tells Chuck that it is not his own approach to spy work that holds him back, but rather Casey and Sarah. Shaw assigns Chuck his first solo mission in Paris, which Chuck enthusiastically accepts over the misgivings of Sarah and Casey.

After being briefed and equipped by Shaw, Chuck boards the flight, where he introduces himself to a fellow passenger, beautiful Hannah (Kristin Kreuk), with whom he begins to connect over drinks. When she points out a particularly massive man, Chuck flashes and identifies him as Ring close-combat expert Hugo Panzer. After he checks in with Shaw and Sarah, Shaw reveals he knew Panzer would be on the flight all along and orders him to recover a code key being escorted to France by Panzer. Chuck manages to drug Panzer and takes his baggage claim ticket. Chuck sneaks into the cargo hold and recovers the key, but is confronted again by Panzer, who has recovered. Chuck finds a fencing saber in the baggage, flashes, and uses it to subdue him before rejoining Hannah on the passenger deck.

As he shares another drink with Hannah, he realizes he never ordered one, and that he has been poisoned. He glances across the aisle, and Panzer, who has escaped, raises a glass to him. Chuck is captured by a second Ring operative masquerading as a flight attendant (Josie Davis) while reporting in. She forces him back to the cargo deck where she and Panzer demand he return the key. He manages to escape when Sarah and Shaw take control of the aircraft remotely and the two enemy agents are knocked unconscious. Chuck plans to spend a few days in Paris, but instead is ordered back to Burbank immediately with the key. He says goodbye to Hannah, and suggests she look him up for a job at the Buy More, as she recently lost hers.

Back at Castle, Shaw uses the key to unlock a data cache previously recovered by the team and Carina. He reveals the safe contained vital intelligence on the Ring which may be their best chance of destroying them. Up at the Buy More, Chuck is lamenting his aborted visit to Paris when Hannah walks in.

Shaw grills Sarah over Chuck's qualifications as a spy. Sarah defends him, but also objects when Shaw orders Chuck onto his first solo mission. Shaw not fully briefing Chuck on Panzer's presence on the flight puts them both at odds with each other, and Shaw confronts her about the truth of her feelings for Chuck. He reveals he knew she went "off grid" in Lisbon, which Sarah explains away as taking time to bury Bryce's ashes, as it was where their first mission occurred. Shaw notes that Sarah protects Chuck rather than pushing him to be the best spy he can be and he speculates aloud whether she's actually part of the Ring. Later, Shaw directs Sarah to take control of Chuck's flight to help him escape Panzer and his accomplice. After Chuck returns, Shaw takes a small envelope from the data cache after debriefing the team on the Ring data. When Sarah confronts him, he shows that it contained a diamond engagement ring - the agent who obtained the data on the Ring was his wife, Evelyn, who was killed in the process.

Now that Morgan has been promoted to assistant manager, a small rebellion forms led by Lester. Initially their pranks fail because Morgan was already well-versed in their tactics, but eventually Lester begins to gain the upper hand. Morgan turns to Casey for help regaining control, and names him his "Lieutenant Assistant Manager", due to his coworkers' fear of him. Casey's presence alone causes most of Lester's support to give up, and active intimidation (extinguishing a cigar in his own palm) causes all but Jeff and Lester to desert. Later, Casey abducts Lester and brainwashes him into supporting Morgan as assistant manager. When Jeff triggers Lester's hypnotism by using Morgan's name, Lester goes into a trance-like state and says, "Morgan Grimes is the kindest, warmest, most understanding human being I've ever known in my life." When Morgan asks Casey how he managed to turn Lester, Casey advises he maintain plausible deniability.

• Kristin Kreuk joins several other cast members with connections to the Superman franchise. Actors Matthew Bomer (Bryce Larkin) and Ryan McPartlin (Devon Woodcomb) both auditioned for the role for the feature film Superman Returns, and were beaten out by Brandon Routh (Shaw). Kristin Kreuk played the role of Clark Kent's high school sweetheart Lana Lang on the television series Smallville.
• Chuck uses a fencing saber for his fight with Panzer in the plane's cargo hold. However, for obvious safety purposes, such a piece of equipment would not have actually been sharpened to a cutting edge and would have been incapable of cutting the straps securing the passengers' luggage.
• This is only the second episode in which General Beckman does not appear, the first being "Chuck Versus the Intersect", in which Casey's boss is the National Intelligence Director portrayed by Wendy Makkena. This is also the first episode in which neither of the team's Washington supervisors appear.
• When Sarah takes control of the plane, the screen that comes up is actually from Microsoft Flight Simulator X.

• A flash on Panzer identifies him as a Ring operative.
• Chuck flashes on fencing techniques for his fight with Panzer.
• Anticipating a second fight with Panzer and his accomplice, Chuck flashes on the use of nunchaku.