Chuck Versus First Class

Chuck Versus First Class
"Chuck Versus First Class"
Chuck episode
Episode no. Season 3
Episode 5
Directed by Fred Toye
Written by Chris Fedak
Production code 3X5805
Original air date January 25, 2010
Guest stars
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List of Chuck episodes

"Chuck Versus First Class" was the fifth episode of Chuck's third season. It aired on January 25, 2010 in the US (January 24 in Canada). While Chuck embarks on his first solo mission, Morgan faces a continued revolt of his co-workers masterminded by Lester.


Plot summary


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, Hannah (Kristin Kreuk), with whom he begins to connect over drinks. When pointed out a particularly massive man by Hannah, Chuck flashes and identifies him as Ring close-combat expert Hugo Panzer. When 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 safe 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.

Sarah and Shaw

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 as being to bury Bryce's ashes there 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, whom he stalls by revealing he knows her identity. After Chuck returns, Shaw takes a small envelope from the safe 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.

Buy More

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 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.


Actress Kristin Kreuk was cast in the role of Hannah on September 2, 2009.[1] This was followed by the announcement that "Stone Cold" Steve Austin was cast in the role of Hugo Panzer on October 7, 2009.[2]

Production details

  • 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.

References to popular culture

  • Chuck is served a martini "shaken, not stirred," aboard his flight. This is the manner of preparation made famous by the James Bond films.
  • The heated doorknob trick that Lester and Jeff try to pull on Morgan is a reference to Home Alone.
  • Chuck describing the cargo hold as being "frigging freezing in here" is a nod to the same line used by Dr. Evil at the end of Austin Powers: International Man of Mystery.
  • In the cargo hold, Chuck searches for the key, then takes it from "dead, cold hands", referencing the slogan "From my cold, dead hands" popularized by Charlton Heston when he was head of the National Rifle Association.
  • At the Buy More, tiny Morgan recruits Casey, just as tiny Chris Makepeace recruited Adam Baldwin, in Baldwin's first starring role, in My Bodyguard (1980).
  • Morgan stating "Lookee what we have here" in the Buy More is an homage to the catchphrase used by Biff Tannen in the Back To The Future movies.
  • Lester describing Morgan as "the kindest, warmest, most understanding human being I've ever known in my life" is a reference to the same phrase used by brainwashed soldiers in the film, The Manchurian Candidate.
  • The codename of the satellite Shaw and Sarah use to take control of Chuck's flight, "Crystal Palace", is also the codename of the NORAD installation in the film WarGames.
  • The glasses Shaw wears as he prepares to take over the satellite are a nod to the glasses Routh wore as Clark Kent in Superman Returns.
  • Morgan having "Mr. Casey" extinguish a cigar on his palm is a reference to a scene in Lethal Weapon where Mr. Joshua does the same.
  • The codename of Shaw, "Blackbriar", is also the codename of a clandestine CIA Black Ops program in the Bourne film series.
  • When Casey says "Bored now" and walks off-screen, he is reciting a famous line delivered by Alyson Hannigan's vampire doppelgänger of Willow Rosenberg in Joss Whedon's Buffy the Vampire Slayer. Adam Baldwin (who plays Casey) worked on Whedon's shows, Firefly and Angel.
  • When Hannah sees Stone Cold Steve Austin she asks "What do you think of him? Professional wrestler, maybe?", a reference to Austin's wrestling career.
  • Hugo Panzer's name is a reference to Bolivian dictator Hugo Banzer.
  • The word Panzer, Hugo's last name, is a German tank. Attributively, the term also refers to armoured military forces, as in panzer divisions or panzer battles.
  • When fighting aboard the plane, Chuck and the agent mimic a scene from The Court Jester. In the original movie, Danny Kaye cuts the candles with such precision that they don't fall off until he blows them over. In Chuck, Chuck cuts the straps holding the luggage in a similar visual gag.


  • "Wake Up" – Mackintosh Braun (when Chuck and Hannah talk about their secrets on the plane)
  • "Respect" – Otis Redding (when the Buy Morians try to prank Morgan)
  • "L'amoureuse" (French: "The Woman in Love") – Carla Bruni (final scenes of the episode)


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