A/N: Inspired by my headcanon that Maria should have a permanent bruise on her forehead from all of the facepalms with regards to Coulson's choices that he makes as director. This will mainly focus on the Agents of S.H.I.E.L.D. side of the MCU story, but Maria will probably vent in later chapters. (Or - and shameless plug - go check out my current series corporate synchronicity for more Maria-at-SI stories.

Chapter one starts after the season one finale.

hiding on the battlefront

one.

She's already sitting at the bar when he walks in, black coat damp from the persistent drizzle. He scans the room, low lights against the soft hum of '40s jazz. He makes sure to slip in unnoticed (as any experienced spy – dead or otherwise – would), but as he approaches within fifteen feet of her, she swivels around instantly, ice grey eyes latching onto his.

"Maria."

"Phil."

He goes for the stool next to hers. "Thanks for, ah, agreeing to come."

She nods, signalling the bartender. "What do you want?" Maria asks, looking at him sideways. "This one's on me."

"Whatever you're having," he replies. "And I'm perfectly capable of—"

"—Tony's paying, though he doesn't know," she quips, glint in her eye.

"Well, then. Good to see you're settling in well."

"I'm resourceful," she smirks.

"You always were," he says, then lowers his voice. "We safe to talk?"

She flicks her eyes once over to the bartender, and gets a minute nod in return. "Yes. So, congratulations, director."

"You know."

"Of course I know," she snorts, playing with the almost-empty glass in front of her. "Fury made a shortlist; who the hell do you think helped?"

"You weren't on that list," he deduces. He nods at the bartender in thanks as the drink is slid towards him, and takes a sip without breaking eye contact with her.

"Right now, everyone wants my head on a platter. You, on the other hand…"

"Dead man, dead organisation."

"Beautifully put," she says with a touch of sarcasm.

"Well, now that's cleared up…"

"Spit it out, Coulson. What do you want?"

"You know what I want," he says, glancing over at his former agent. "Advice."

She barks a short, harsh laugh. "Don't fuck it up."

"Yeah, I've got that one," he grins wryly. "Any others?"

She falls silent, fingers absently tapping on the lacquered surface of the bar. He waits her out, and they both stare at the wall in front of them. A myriad of images and thoughts flood through his mind; Fitz and Simmons (god, Fitz, wake up, please), Ward (good grief), John fucking Garrett and the symbols (it itches, he can feel it), Koenig and May and Skye and Trip and Peterson, Fury, a new bus, a new base, new agents (from where?)…

"You're out of your depth."

He starts, wondering if he'd said that out loud, only to find those cold eyes boring holes into his.

"You're out of your depth," she repeats. "And you will be out of your depth."

"I'm sorry?"

"You were an excellent handler," she says, flashing him a brief smile. "And you've done well with your team. Because you care."

"Yeah, well, last time I saw you, you told me to grow up." He gives her a bitter smile in return. "And here we are."

"Yes, I did," she agrees. "You taught me how to be an agent, taught me how to run operations and lead teams, Coulson. And now I'm telling you how to direct this fucking remnant of an agency. You can't make things personal."

"Can't make things personal? Are you kidding me, Hill? Right now, S.H.I.E.L.D. is the size of my team. You know, the same team that had a murdering sociopath working for HYDRA, who left two other members of said team in the middle of the goddamn ocean. And destroyed everyone's trust. And you tell me not to take it personally?"

"Phil, you want advice, and I'm giving it to you," she says calmly. "Think bigger. It's not about you, or your team, or even that duplicitous bastard. It never has been. Fury gave you S.H.I.E.L.D., to rebuild it so it could do what it was supposed to do in the first place. So, move on, not because you want to, but because you have to."

He can feel the fire burning a quick path through him, lashing, as he retorts without thinking. "Easy for you to say, I guess. Private sector salary in the middle of New York. Hanging out at the Avengers Tower. Sure moved on pretty fast."

Internally, she flinches, but she refuses to let it show, even in the current company. "You of all people should know what it fucking meant when we blew up S.H.I.E.L.D.," she says, voice low.

And as quick as the anger came, it evaporates, and he slumps forward slightly, cradling the cool glass in his hands. "Yeah," he exhales. "Yeah, I know."

"There are things that need to be done and taken care of, and eventually, you'll end up crossing paths with Ward and HYDRA and whoever. Until then, just…" She lets it hang in the air, and hopes that the uncharacteristic plea is enough.

"Stay alive?" He manages a small quirk of his mouth. "Do what I think is right?"

"Yeah."

A familiar silence washes over the both of them again, and he's reminded of those days years past – days of surveillance and recon and the blackest coffee and interminable mission debriefs and stupid pranks on the 'carrier and a trio of agents with too much to prove. Not unlike his current team. Speaking of which—

"Melinda says hi," he tells her.

She gives a small huff. "No, she doesn't. May doesn't say hi."

"Well, not in so many words. But you can tell."

"You told her about this meeting?"

"She figured it out."

She sighs, almost imperceptibly. "I've still got a few tails from various agencies on me. You and I are not meant to be here."

"I guess we both seem to like taking risks," he says, leaning back a bit.

"No, that's all you," she answers lightly. "I don't like to take risks—"

"—but you just happen to," he finishes for her. "Nicely calculated ones, too. I remember Tokyo in 2006."

"We've been over this." She rolls her eyes, but lets an amused and wistful grin show. "That was Barton's fault for forgetting to leave the hatch open. I don't generally choose to jump out of skyscrapers without the proper equipment."

"Good times." His eyes dim a fraction. "How is he? And Natasha?"

"You know them. Saving the world, avenging. Doing their best to steal the good coffee pods from the Avengers' kitchen."

"And the rest of the team?"

She shrugs. "Much more united than when you saw them last."

"Yeah," he winces at the memory. "But that's good."

She pauses before saying softly, "You can't go back."

"Yeah, I know," he agrees. "But I've got my own group now, so…"

"Don't fuck it up."

He half-smiles, a tired and sad thing. "I—I just… I don't know if I can do this, Maria. Right now, we're nowhere near resembling an agency, and I have no idea where the hell I'm supposed to start. I have no people, Talbot and the government are trying to find us, and god knows what HYDRA's up to. The number of people I can actually talk to about this is limited to the number of fingers on one hand. So really, I think I'm a fair way from not fucking things up."

He finishes his rant, and she simply raises an eyebrow. "You think I don't know?"

"Right, sorry, of course," he grimaces.

"Well, look on the bright side; now you get to keep secrets with the best of us," she notes sardonically, and it's only now that he can fully see the shadows under her eyes. "Fury should have given you most of what you need already. I'll send you some personnel files; I've gone through most of them and sorted out S.H.I.E.L.D. from HYDRA, but you'll have to do the first-hand recruitment yourself."

"Thanks," he replies gratefully.

"Of course. Anything else?"

He stares at the bottom of his glass, and shakes his head as he looks up again. "I'll let you know."

She nods once, drains the last drop of her drink, and shrugs on her jacket. Before she walks away, she bends to give her old mentor a brief hug and a parting whisper. "Keep in touch. You know where to find me."