Author's Note: Original Marvel Characters and locations belong to Marvel Entertainments and Affiliates. Everything else is mine. I'm a disappointed with the direction season 3 is going. I feel like they left so much open from season 2; May and Phil, May and Skye and their argument, May and Andrew and then we've seen nothing from Melinda at all. I was happy to see what happened to Simmons, but I was sort of life heellllooooo, did we forget about May here? This whole season has really been a downgrade on her entire storyline in my perspective. I hope they're able to bring it back around soon. My heart is broken every Tuesday night haha, so I've had to do some writing to make myself feel better. Reviews and feedback are appreciated. Let me know what you think.

Summary: Melinda was the most resilient person he had ever met. She had rebuilt herself after the devastation of Bahrain, kept breathing after his own death in the Battle of New York, but if Andrew died, god, Phil wasn't sure she'd make it. One-shot. Tags to 3x04 "devils you know".

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She seemed so invincible. But just touch her and she'll wince. She has secrets and trusts no one. She's the perfect example of betrayal. Because anyone she's ever trusted broke her.

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He hated hospitals.

Ever since the dingy little excuse for a facility in Manama that broke his best friend, Phil Coulson never set foot in one if he could help it. But rushing into the surgical wing of the local hospital with the rest of his team, he couldn't help but wonder if this hospital would break the rest of his best friend beyond repair.

Bobbi burst past him once they caught sight of Hunter in the waiting room. The ex-mercenary was covered in old bruises and blood. The kiss she gave him was half desperation, half thankfulness. He glanced down for a moment allowing both agents a chance to compose themselves before demanding

"I thought he was bluffing…I didn't think that he actually…" Hunter's eyes were bloodshot and his finger shook. Bobbi exchanged a silent look with Coulson. He could feel the other's around him, silent. "The building was on fire when we got there. I tried to stop her, but she just went off, bloody out of her mind. He was still breathing—they've had him in surgery for a few hours."

The thousands of thing he could say to Hunter settled into the two most important words he could utter.

"Where's May?"

"Convinced one of the nurses to the sneak her into the bloody hall."

He didn't speak as he approached her, knowing from past experiences that words weren't always what she needed, but he couldn't bear the painful, growing blankness in her eyes.

"Melinda?"

She didn't respond. He wasn't even sure if she knew he was there.

"Melinda?"

"Go away." There was no fight in her voice, just barely over a whisper.

"Hunter said he was still breathing. It's a good sign they're still in there. It means he's still alive," he began, but May pushed off the wall she was leaned up against and moved away from him.

"I would be a little more worried about the three shots center mass and the fact the building was mostly collapsed by the time we got there." He caught sight of long linear burns running up and down her arms, most likely from the flaming building. Phil chose not to comment on it.

(Have I mentioned that I'm glad you're back?)

The silence that fell he didn't attempt to break. His eyes watched her pace, a caged lioness desperate to get out of the iron chains around her. It was a sign of just how much she was shaken up when she spoke again.

"I knew better."

Oh, Melinda.

"There was no way you could have known about Ward's plan." His voice was gentle, but that only seemed to agitate her. She scoffed and Coulson could feel an underlying bubbling of rage in her tone. It only grew as she began to talk.

"Hunter should have had back up, a lease. I told you he was out of control from the beginning. This should have never been his mission to complete. He doesn't know how to separate emotions and his job."

She looked like a mess. Bloody handprints marred her sleeves, her skin. She didn't look up as the door clanked loudly behind him. Her fingers were feverishly flipping Andrew's wedding ring over and over in her hand without pause. The motion was fluid, each move indistinguishable from the last.

"He didn't…Andrew said that you two…but he came back…"

(You mean a lot to me. A lot.)

For the first time since he had come into the hall, May met his gaze.

"Appearances can be deceiving."

In that moment he realized why Andrew had kept their fragile, mending relationship from the base. It was what was best for Melinda. He felt a lead knot drop into his stomach. It was the same reason that Andrew refused to say where May had gone after they had returned from vacation.

His priorities had shifted. They had become about S.H.I.E.L.D. About the Inhumans. About Skye and the growing departments. About trying to deal with the ATCU.

He had left his best friend to drown.

(I'm not going back in the field.)

So Andrew did the only thing he knew to do, and kept them all as far away from Melinda as possible because as far as the doctor could see they had only hurt her, dragging her back into the field, making her care for Skye only to have it turn into another Bahrain situation, lies after lies. Until Phil had sent Hunter spiraling in a rage after Ward and HYDRA on a crazy witch hunt for revenge.

Part of him wasn't surprised when Andrew walked out of the plane alone back at the base. He knew the previous months had been taking its toll; the Inhumans, having Andrew back so abruptly in their lives, the conflicts with Skye— an entirely new, yet inexplicably the same Bahrain.

The doors opened abruptly and a blue scrubbed nurse appeared. Melinda froze and Phil's heart leapt into his throat.

(Committed to the cause or just watching my back? Same thing.)

Melinda was the most resilient person he had ever met. She had rebuilt herself from scratch after the devastation of Bahrain had left her in ashes. She had managed to keep breathing after his own death in the Battle of New York left her more alone than ever. But if Andrew died, God, Phil wasn't sure she'd make it.