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Chuck Versus The Mask
Season 03, Episode 07
Air Date February 8, 2010
Writer Phil Klemmer
Director Michael Schultz
Previous Chuck Versus the Nacho Sampler
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"Show me my Nerd Herder."
― Chuck

Chuck Versus the Mask is the seventh episode of season three, which aired on February 8, 2010. It is the forty-second episode overall.


Sarah is paired with Daniel Shaw on their latest assignment, and much to her annoyance, he attempts to get closer to her. The situation only gets worse when Chuck and Hannah are caught up in the mission.

Meanwhile, Morgan and Ellie team up to get to the truth behind Chuck's increasingly secretive behavior.

Full Plot[]

The episode begins with a mysterious man in black descending on a line and trying to retrieve a golden mask in the center of a room. A screw then comes loose and falls to the floor below. This immediately sets off the vault's sensors and seals the man inside, trapped and dangling from the ceiling. To make matters worse, the oxygen in the room is rapidly being pumped out. The man removes his mask and is revealed to be an exasperated Daniel Shaw, "Please tell me the Intersect isn't busy," Shaw asks of Casey.

At the Buy More, and Chuck and Hannah are discussing the ways of the Nerd Herd and asks if she can go on his next install. Chuck isn't sure Hannah is ready for that, but when she wonders aloud whether he'd rather be crowded into a Nerd Herder with Jeff or her, Chuck grants her argument well played. As the two share their flirty moment, Sarah arrives looking for Chuck. She informs him that Shaw is trapped in a museum vault and is quickly running out of air. Hannah, meanwhile, asks Morgan who Chuck is talking to, and he explains that the "hot blonde with the heart of ice" is Chuck's ex who broke his heart and continues to show up regularly to stomp on it. Chuck tells Hannah that he has a "Nerd Herd Emergency," and seeing her chance to get some Nerd Herd experience, Hannah grabs her stuff and follows Chuck.

At the museum, Chuck needs to reboot the vault's computer system so the security system can be disengaged and the doors opened. While Chuck is making his attempt, Casey and Sarah are preparing to enter the vault from above by blowing their way in with C4, knowing it could kill Shaw. With the museum curator in Chuck's ear, Hannah, much to Chuck's surprise, arrives in the control room. With virtually no time left for Shaw, Chuck takes Hannah's help. Shaw asks Casey just to blow up the hatch, but Chuck and Hannah are able to reboot the system, and Shaw is saved. Delighted with their success, Chuck and Hannah celebrate with an impulsive hug, "Not bad for your first 'mission,'" Chuck jokes. Having proved their worth, the curator asks Chuck and Hannah to return the next evening for the mask's unveiling. The curator explains that he wants them to monitor the computers to make sure everything goes off without a hitch. As the team needs to secure the mask, Chuck dutifully accepts the job with his new partner, Hannah.

In Castle, Shaw brings Sarah a cup of coffee, along with a swizzle-stick, noting that Sarah likes to chew on them when she's nervous. Sarah deliberately takes the stick and throws it out. Having been rebuffed, Shaw tells the team that the mask and other art pieces are being used by The Ring to smuggle weapons and other contraband into the country, as they do not require the same levels of screening as other cargo. Their mission is to replace the real mask with a replica. Shaw and Sarah will pose as guests at the gala unveiling of the mask, Casey will conduct surveillance from the van outside, and Chuck will take Hannah along per the curator's request. Sarah voices concern over bringing a civilian along for the mission. "I have some new tranq darts I want to try out," Casey suggests. Chuck assures him that tranqs will not be needed, he will keep Hannah safe; she'll work on the computers, and he'll be ready if the team needs the "big guns."

Meanwhile, Morgan knocks at Ellie's door, using a "secret knock." Ellie answers, interested to find out why Chuck has been acting so suspiciously lately. Morgan notes that Chuck is never at the Buy More. Instead, he's always going out on Nerd Herd calls which no other members of staff seem to be aware of. Ellie presses for some more information, but Morgan thinks he knows what is going on with Chuck. Chuck is protecting them from the "dark place," where Chuck went after his expulsion and Jill dumping him, leading them to believe that his breakup with Sarah has resulted in the same deep depression. Ellie is very concerned, so Morgan agrees to continue snooping.

Chuck and Hannah, Shaw and Sarah respectively gather the equipment needed for their mission. At the museum, Shaw puts his arm around Sarah's waist, then, under the excuse that he is surreptitiously scanning for security cameras, Shaw begins to nuzzle Sarah's neck. This goes unnoticed by Chuck and Hannah in the museum's control room, where, although they have a view of all the security cameras, Chuck is reading a museum pamphlet on the empire of Alexander the Great. Pulling Chuck's attention away, however, is Hannah's question, "Can you keep a secret, Chuck?" "Yeah, it's kinda my forte," Chuck replies. She tells him that she took the job at the Buy More because of him. She hopes that she isn't being to forward, but he, slightly stunned, replies that "forward is good" and she leans into kiss him.

She then notices Sarah on the security camera feed. Hannah wants to know why Chuck's ex is there, other than to make him "jealous with a ridiculously good-looking date." Chuck denies Shaw is good looking, unless one is into the strong "Supermany" type. Chuck, however, sees another man on camera, and flashes on Vassilis, a Ring operative and trafficker in black market goods.

Chuck leaves Hannah to warn Shaw and Sarah, as Hannah, left in the control room, is perturbed by his action. Shaw informs Chuck, Sarah, and Casey that he has a history with Vassilis, and that it's probably best if he exits the museum so as to not blow their cover. To occupy Hannah and the museum and prevent them from foiling their attempt at stealing the mask, Chuck then crashes the museum's computer system. At the ceiling hatch, Chuck prepares to lower Sarah into the vault.

Vassilis gathers his men to make their own attempt at retrieving the mask. Above the vault, Chuck begins to lower Sarah, but is discovered by one of Vasili's men. While they fight, Chuck falls and dangles midair in the vault, Hannah cracks the computer bug, and the vault begins to open. With Chuck about to be discovered, Shaw is able to crash the computer again, closing the doors. He and Hannah battle via computer for control of the vault door, resulting in it opening and closing. Sarah finally gains the upper hand against her assailant and dispatches him. Chuck manages to grab the mask and Sarah throws him the replica mask, he makes the switch, and is raised back up into the ceiling just before the vault doors open to the public. Their mission accomplished, Chuck runs back to the control room. Upon his arrival, Hannah angrily demands why Chuck abandoned her, and said she saw him go off with Sarah. Chuck tries to assuage her fears, telling her that it's not what she thinks, that he and Sarah just have a very "unique relationship." Hannah replies that she shouldn't have kissed Chuck. Chuck tries to apologize, but Hannah is done, she tells Chuck they'll just keep their relationship professional.

The next morning, Ellie meets with Morgan who tells her that he got an angry call from the museum. Chuck abandoned his partner on their job, and was out to all hours. Morgan has had an epiphany though, he thinks they should just sit down Chuck and have an intervention. When Chuck emerges from his bedroom with Rock Band guitar in hand, Ellie encourages Morgan to speak up. He doesn't, and Chuck leaves for work. The intervention will have to wait.

Back at the museum, Vassilis is reviewing the security tapes to find out who stole the mask. He sees Chuck kissing Hannah on one screen and going off with Sarah on another. Vassilis is impressed with this agent, "He's a real Casanova." Vassilis mistakenly believes he used the blonde to access the vault and the brunette to override the security system. Very impressive, but he sees that Hannah works for the Buy More and concocts a plan.

At the store, Morgan is telling Hannah about the angry phone call he received from the museum curator. He didn't fully understand the complaint as Morgan has trouble with British accents; they all end up sounding like Mrs. Doubtfire to him. Morgan can see that something is upsetting Hannah, so he tells her that he wants her to think of him as a friend, she can tell him anything. At that moment, Vassilis calls the store and Morgan picks up. Vassilis asks for Hannah to return to the museum for some more computer work. Sensing an opportunity to score some points, Morgan tells Hannah she's ready to handle the job by herself, and she leaves for the museum.

At Castle, Shaw brings Sarah another cup of coffee. She goes off on him, informing him that they are just colleagues, and that is all they will ever be. Meanwhile, Hannah makes her way to the museum, and when she arrives, Vassilis, posing as the assistant curator, shows her to the vault. He locks her in and begins to pump the oxygen out of the room. Vassilis calls Chuck at the Buy More to tell him he has locked his girlfriend in the vault. He wants Chuck to bring the mask back, and to do it alone. Chuck has to leave on an "emergency install", but Morgan, seeing Chuck's strange behavior continue, wants to talk. Chuck disappears into to Castle via the home theater trap door. Morgan, following behind him, is too slow to see how Chuck vanished.

Sarah and Shaw are investigating the mask. Shaw finds a button on the base that opens it, and out rolls an aluminum canister. Before they can figure out what it is, the canister begins to emit gas. Castle immediately shuts down in containment, locking Chuck outside the main room. Castle's computer analyzes the gas. It's cyclosarin, a deadly poison. Chuck flashes and discovers there is a counteragent. They need to take the counteragent to the cyclosarin within one hour or it will kill them. They gamble that the counteragent must be in one of the other artifacts at the museum, as it was likely shipped with the poison. Chuck calls Casey, "Gear up! We're heading back to the museum." Chuck pauses and shares a look with Sarah, he nods, he will save them.

On the way to the museum, Casey and Chuck hatch a plan to give Vassilis another fake mask, but release a smoke grenade masquerading as the poison gas to make Vassilis think that they have released the gas. Fearing he's been poisoned, Vassilis will reveal the whereabouts of the counteragent. While they continue on their way to the museum, Shaw and Sarah are clearly starting to feel the effects of the poison. Figuring they are likely about to die, Shaw admits to Sarah that he hasn't been honest about the coffee; he has been hitting on her. Sarah smiles and admits she overreacted. They agree that it was good they had this talk. Sarah passes out due to the effects of the poison, just as the Castle computer informs Shaw that the poison has been contained, so he throws Sarah over his shoulder, and carries her out of the room to get her to the antidote.

At the museum, and with Hannah succumbing quickly, Chuck shows Vassilis he has the mask and demands that he release Hannah. Vassilis states that if it were up to him, he would do so but the people he stole from, the Ring, are not so forgiving. Chuck insists that Hannah had no part in this, but Vassilis says that he doesn't have leverage, since he is here with the mask. Chuck disagrees, then drops the mask and releases the supposed gas. Vassilis and his men, believing they are about to die, immediately lose their confidence. Chuck knows that there must be a counteragent somewhere in the museum, but all a frantic Vassilis knows is that it is in one of the dozens of vases in the room but doesn't know which one because he wasn't going to steal it personally. While Vassilis begins smashing, Chuck stares at several vases, trying to flash on one of them. When he eventually does, he smashes the vase over Vasili's head.

With the counteragent recovered, Chuck moves to release Hannah. Casey has planted explosives on the vault ceiling hatch and is ready to detonate them to free Hannah. Chuck stops him and says he is able to fix the computer and open the vault door. Casey meets Chuck in the control room. Chuck, clearly concerned for Sarah, is worried that they don't have any more time. Casey grabs the counteragent to take to Shaw and Sarah, and reminds Chuck to stay focused, they still have a civilian in the vault. Casey rushes out and finds Shaw carrying Sarah in to the museum lobby. Shaw administers the antidote to Sarah and to himself. Chuck turns to the now opening vault doors and rushes in to Hannah. As she regains consciousness in Chuck's arms, Chuck tries to apologize for abandoning her, but she tells him to forget the other night, he just saved her life. Vassilis, meanwhile, recovers and recognizes Shaw, then escapes from the museum.

Back at Castle, Shaw and Casey let Chuck know what a great job he did. Chuck insists he has a great team. That's what Shaw actually wants to talk to Chuck about. He explains that the Intersect was designed to make an agent autonomous, and the team only serves as training wheels for Chuck. A bit crestfallen, Chuck takes the news in stride, but Sarah can see something is wrong. She pulls him aside to see if he is okay. She tells him that the change isn't happening now, but eventually they will be in his way, and not just professionally. Chuck asks Sarah if she's okay with him being with Hannah, and she says she is. Chuck says that she and Shaw are disgusting together, but in a very heart-warming way. "If I had to see you with someone else, it may as well be a hero, right?" Chuck asks. "I do have a type," she replies.

Chuck Hannah

"Chuck has a secret girlfriend."

Ellie and Morgan sneak into the Buy More after hours to have their intervention with Chuck. They see a light on in the home theater room and move to confront him. When they open the door, they see Chuck and Hannah making out. Ellie is thrilled that Chuck's secret is a new girlfriend, but Morgan, having been interested in Hannah himself, is less so, and feeling a little bit betrayed.

Meanwhile, down in Castle, Shaw and Sarah are going over some paperwork, and share a few stolen glances, but are interrupted by Casey. He's heading out and wants to know if they are leaving too. They demur, citing the paperwork, but Casey's grunt says he knows what is going on. His expression belies a bit of sympathy for Chuck.

Cut to Vassilis entering a spotlight in a dark room of the Ring Council Chamber. He is appearing before the Ring's leaders, all of whom are shrouded in shadows. He asks what they are going to do about Agent Shaw. The center leader of The Ring, tells Vassilis, "The same thing we are going to do to you." A gun rises out of the shadow and shoots him.

Guest Stars[]


  • Chuck describes Shaw as a "Superman-y type of a guy". This is a reference to both Brandon Routh's portrayal of Clark Kent/Superman in 2006's Superman Returns as well as Kristin Kreuk's portrayal of Lana Lang in Smallville.
  • When Chuck is looking for the vase that contains the counteragent, he says, "Come on, Chuck, one of these things is not like the others;" as a reference to Sesame Street.
  • The museum is the same building that was used in the Power Rangers as the Command Center, and later, the Power Chamber. In reality, the building is on the Brandeis-Bardin Campus of the American Jewish University.
  • The original airing and streaming versions of the show were using an earlier version of the script to create the subtitles/closed captions of this episode and have a couple of differences from the finished script. They are both time related and did not work right for the action in the script.
    • The first difference is when Vassilis calls Chuck and tells him about Hannah in the vault. He tells Chuck that "She runs out of air in 50 minutes." However, the subtitles say, "30 minutes."
    • The second is just after Chuck flashes on the cyclosarin. He tells them, "There is a counteragent that can be taken up to one hour after exposure." The subtitles on this also say, "30 minutes."


Chuck: Wait! I've found the counteragent. Meet me in the Control Room!
Casey: When do I get to blow something up?


Vassilis (Watching surveillance of Chuck): Oh, he's good. A real Casanova, this one. He used the blonde to get into the vault and seduced the computer girl to access the security system. It's time to see how cold hearted our thief really is.


Chuck: How do you think I feel about you and Shaw? I mean, you two are perfect together, it's disgusting.... in a heartwarming kind of way. Look, all I know is the guy carried you out of Castle on his back while you were both dying, so if I have to see you with someone else, it might as well be a hero, right?
Sarah: What can I say? I have a type.


  • Franz Ferdinand – “Can’t Stop Feeling”
  • Jack Penate – “Let’s All Die”
  • Matt Costa – “Astair”