Phil Coulson paced the width of his office. Lines of worry etched on his face. He impatiently removed his hands from his trouser pockets and crossed his large arms over his chest as he paced to the large window, the cold winter sunshine would've made for a beautiful view from where he stood, but today everything seemed lacklustre. He sighed and ran his hands though his hair, he was unable to keep still.

"Director, sir?" Simmons announced with her soft English accent as she opened his door, attempting to get his attention.

Coulson took a deep breath has he turned around quickly, Jemma was unable to tell if it was panic or pain written across his face when he saw her, whatever it was, it broke her heart.

"Sir," Jemma Simmons swallowed the lump in her throat, "she's stable."

Coulson nearly ran into her, "can I see her?"

Simmons could tell by the way he approached her that he wouldn't listen if she told him 'No.' so she may as well let him.

"She's lost quite a bit of blood," Jemma said sadly as she extended her arms out to prevent Phil from running past her, "and she's still unconscious, but you can see her."

When Coulson and Simmons reached the annex to the lab, which served as a makeshift hospital wing, they could see the object of his worry though the glass.

Melinda May; Phil's best friend, right-hand woman, soul mate, confidant, and lover was laying pale and unconscious on a gurney. Medical staff, assured that May can now breathe on her own, removes her breathing tube, though keep an oxygen tube in her nose. It pained him to see someone other than him patch Melinda up, if she was conscious she'd refuse anyone's assistance, but his. She was a proud woman and loathed appearing weak and vulnerable; she'd only allow Phil Coulson that privilege.

"Oh, that's a good sign." He hears Jemma say with some optimism, "Looks like they were able to re-inflate her collapsed lung."

Phil couldn't help but note how tiny she looked in the bed. He also couldn't help but run through the sequence of events that lead them here only hours ago.

Coulson, May, Mockingbird and Hunter had gone on a mission to stop Skye's father. Intel led them to a HYDRA base, thought to have been a derelict warehouse, but the old brick structure held a secret state of the art bunker underneath. They split up into pairs, Coulson was teamed with May and Hunter with Mockingbird. Dynamics were a large factor in choosing the pairs.

Long story short, Coulson and May found Skye's father, or rather, he found them. Skye's father ran at Coulson with a scalpel in his hand and a look of a mad man on his face. Everything happened in a split second, May didn't have time to get to Coulson AND attack Skye's deranged father, so she settled for being a human shield and pushed Coulson out of danger. Though it seemed that Skye's dad was enraged further by being impeded from attacking Coulson and May was stabbed in the abdomen.

Phil was in shock at what he was witnessing, he pulled May away from the attack as Skye's dad yanked the scalpel out of May's abdomen and quickly stabbed her in the chest.

Coulson collapsed to the floor in a pool of May's blood, his arms around her as he tried to stem the blood loss, he could hear her lungs gurgling, filling with blood as she tried to breathe. Skye's father took the opportunity to escape and ran for the exit, his hands dripping in Melinda May's blood.

The medical staff quietly left the room when Director Coulson walked in. He placed a chair beside May and took her hand, though he avoided grasping at the one still attached to the IV, and brought it to his lips where he kissed it tenderly. He was hoping the action would stir May awake from her slumber, like sleeping beauty.

"She's on powerful painkillers and sedation, we wouldn't want her to aggravate the draining tube in her chest." Jemma said as she placed her hand on Coulson's shoulder.

Jemma removed her hand as she glanced up at the window to see the rest of the team peering inside, all distraught at the scene before them. The most powerful woman they knew had been on deaths door and returned worse for wear. "Excuse me, sir." Jemma approached the door to tell the team May was stable and to give Coulson some time alone with May then closed the door. "There's something I need to bring to your attention and due to its sensitive nature, it's best to discuss this without the team listening in." Simmons drew the blinds and picked up her S.H.I.E.L.D. embossed iPad.

Phil felt his heart sink as Simmons approached, it wasn't often when Coulson could say he'd been sick to his stomach, but this certainly was one of those times.

Jemma stood beside May but opposite to where Coulson was still sitting. "Sir, there's no easy way to say this, so I'll be frank with you, when I was stitching up May's abdominal wound and checking for tears and other internal injuries, I could feel May's uterus was, err, enlarged…" She knew Coulson could see where this conversation is going, though he kept quiet to make sure he wasn't jumping to conclusions. "May's pregnant, sir."

"What?" Coulson's mind was reeling; he hadn't anticipated any of these events when he started his day.

Simmons took a breath, she was still coming to terms with what she'd discovered. She couldn't imagine how the Director was feeling, "May is pregnant."

Coulson was bombarded with thoughts, 'Did she know?' thinking harder, he dismissed that thought, he remembered they were talking a few weeks ago when she joked she might be going through an early menopause. Her being pregnant hadn't even crossed their mind, it's not like she'd experienced Morning Sickness and she wouldn't put herself in danger like that if she knew or had the slightest inkling of the possibility. 'What would she think when she woke up?' He hoped against hope that she'd recover quickly from the severe internal and external injuries, was it selfish of him to want this child if it turned out that she didn't? 'Was the baby alright?' He'd be devastated if the mission he'd planned had killed his only child before it was born. 'Oh god, I need you Melinda, please wake up.'

"Thank you, Simmons. I appreciate all you have done for us." He glanced again at his precious and otherwise indomitable May, his eyes couldn't help but look over her stomach, as if trying to spot any sign of her pregnancy, but none was there.

"Don't mention it, sir." Simmons smiled slightly, she found it difficult given the situation to smile as wide as she'd like, and usually news of a pregnancy is a happy occasion. "I'll leave you both alone."

"Jemma before you go, could you tell how far along May is?" Coulson asked with tears in his eyes.

"Sure, sir." Jemma walked over to Coulson, flicking through the medical info on her iPad. "Judging by her hormone levels I tested after surgery, I'd estimate she's about 3 and a half weeks, give or take a week."

Phil tried to spend as much of the little spare time he had with Melinda in the hospital wing. The rest of the team were still concerned about not only May but Coulson too. He seemed to be in limbo without May, a lost soul.

Four days later and 1 day after her draining tube was removed, Melinda began to stir from her medical sedation to find her hand trapped and a weight on her mid-section. Her thoughts were hazy and she couldn't remember much of the mission when suddenly, as her mind cleared, all the thoughts flooded back to her and she remembered getting stabbed by Skye's father and collapsing in Phil's arms before she blacked out. She thought she was a goner.

She opened her eyes slightly; they tried to adjust to the harsh fluorescent lighting. Once she could see without being overwhelmed by the lights, she looked down to find Coulson holding her hand and his head on her stomach as he slept. She raised her free hand slightly and gently stroked the side of his head.

The blinds were still closed so their intimate moment wasn't shared with the rest of the base. She continued to stroke his head until he took a deep breath and his eyes shot open and she smiled at him.

"Hey," Phil said sleepily, "Welcome back, May."

"It's good to be back." May tried to sit up in her gurney, but stopped immediately and gasped when pain tore through her chest and stomach, like she was being stabbed all over again.

"No, no, don't move." Coulson got up and tried to raise the back of the bed so she could sit up in relative comfort. "There you go, better?"

"Much, thank you." May replied.

"Are you in pain, should I get Simmons? Are you hungry? Would you like some tea?"

"Phil, I'm alright, please, just sit with me." Melinda asked, she wanted to savour this time between them before she'd leave the hospital room, which she was going to do as soon as possible.

Phil approached, shunned the chair he was sitting on earlier and opted to gently climb on the bed beside her, he lay on his side, propping his head up on his arms and laced his fingers with hers as it rested on her abdominal wound.

"Just so you know, never do that again. Never be my human shield. We nearly lost you out there and a whole lot more besides."

May turned her head slightly toward him, "Bobbi and Hunter, are they OK? Did they make it out?"

"Yes, they're fine." Phil squeezed her hand slightly to re-emphasise the point, "I'm serious May, you can't do that anymore."

"I'm fine! Sure, I'm beat up now, but I'll return to the field and do whatever I have to, to keep you and the team safe."

He could see May building her defences, which wasn't going to help their current situation.

"Look, May. Don't think that I'm not grateful, I really am, but something's happened to change my—err, our priorities."

She regarded him closely, she was interested to see what was so important that she couldn't go out and defend S.H.I.E.L.D. or it's Director if the need arose.

Coulson paused, expecting her to butt in, May remained silent as she waited for his explanation. He took a breath as he gathered his thoughts, "Remember when we were half joking that you'd started an early menopause? Turns out, you're actually pregnant."

"What? This isn't funny, Phil. I can't be." She said as if it was a joke, and the whole team would come in and laugh.

"You are. Simmons ran the tests after she stitched your abdomen up, she could feel your uterus was enlarged when she was checking for ruptures after you were stabbed."

May's eyes began to well up as her free hand went to her mouth, a gamut of thoughts and emotions washing over her. From elation to trepidation and everything in between. She couldn't believe what was happening, after joining S.H.I.E.L.D. in her late teens, May had written off the idea of having a family. Those who joined S.H.I.E.L.D. forsook a family life in order to ensure the rest of the world were free to have theirs. Now not only did she have to consider the needs of Phil, her team, the lives of those in need on the rest of the planet, she had a child to consider above all others.

"I'm sorry, Phil. I didn't know. I would've acted differently if I knew-!"

"Shhhh, I know May. I know." Phil embraced her as she rested her head in the crook of his neck, he rocked her gently, mindful of her injuries.

May knew Phil would want their child, he was such a caring man and he'd sometimes talk about his family and the fact he was an only child. She also knew that if he weren't part of S.H.I.E.L.D. he would've had a family of his own by now, he'd be such a great dad. May just couldn't believe she'd be the one to give him a real family, and she would, she'd do that for him.

"Everything's going to be fine, May. More than fine! We can do this, together."

"I know Phil, there's nothing we can't do together." May replied, of course she didn't know for sure, she couldn't see the future, but she'll be damned if she didn't give this her all and tried her best to make it work.

Today was going to be the day where everything changed for May, for Coulson and the rest of the team. They didn't really know where to start, how high the hurdles were going to be in running a defunct organisation and raising a child, but they'd do it anyway. They were given another chance of life and they weren't going to throw it away.

~~Fin~~