Philinda pairing, May and Coulson stay up one night drinking and talking.

Rated K+

Disclaimer: I don't own agents of shield or make any profit off this

Phil Coulson was sitting in his office trying to go over paperwork. However, no matter how hard he tried he couldn't seem to concentrate on the words before him. Everything was blurry and muddled but the more times he went over it the more confused he became. He knew he had to get this paperwork done but there was a pounding in his temples and an aching in his body. But he knew it would be pointless to try and sleep, rest had managed to evade him for weeks now and he highly doubted tonight would be any different. What he needed was a distraction. So when the knock on his door sounded he could've sworn she'd read his mind.

He knew who it was before she entered, May had been stopping by ever since Rosalind's death and he hadn't protested. When she walked through the door he was immediately aware of how utterly exhausted she looked. There were dark circles under her eyes and a slump in her shoulders that she usually managed to straighten. But it was the way the moonlight ghosted across her eyes that struck worry in his heart. He stood from his desk as she walked over towards him, "May." He said softly.

"Any progress?" She asked, gesturing to the mound of paperwork on his desk.

"No." He shook his head, rounding the desk to come and stand beside her, "How are you doing?"

She shrugged, trying to shake off his concern but it only increased his uneasy feeling that something was amiss, "Fine, you?"

"Fine." He answered.

She nodded and hopped up onto his desk, letting out a small-frustrated sigh at the same time. He was about to question her again when he spotted the bottle of whisky sitting on his drawers behind her. Part of him knew that it wasn't a good idea, there was a lot going on and the last thing he needed to do was get a hangover but the other part of him said to screw it and have a drink. He acted on the latter option. Without saying much he took two glasses and poured them both a glass of whisky, when he handed May hers she merely raised an eyebrow before taking a sip.

"Where did you get this?" She questioned after taking another drink.

"London I think, a few years ago when I had some time off."

"You have good taste." She said, swirling the liquid around in her glass.

He smiled, "Did you just compliment me?"

She laughed softly, rolling her eyes and shaking her head, "Don't get used to it."

They shared a small smile before Coulson turned and sat on the couch, bringing the bottle of whiskey with him. May followed shortly after she finished her whiskey, sitting down a few inches away from him and pouring herself another glass. They continued to sit in a peaceful silence for a few more minutes before Coulson spoke, "How's your head doing?" It'd only been a few days since Daisy had hit May full force with her powers and she was still recovering.

"Not great to be honest but I'll be fine."

He nodded, "I know you will be but if there's anything wrong you'll let me know?"

"Of course."

The silence that followed was comfortable, both left to their own thoughts but the presence of the other comforting in a way. Unfortunately May's mind started to wonder to darker places, namely…Lash. She'd been given a break from her usual Bahrain nightmares but in their place came nightmares of her ex-husband. Her mind drifted back to a more recent dream.

She was running, her heart pounding in her ears and her head hammering. All around her screams echoed from the black hallways that led to nowhere but she kept running. Explosions chased her like hungry beasts, nipping at her heels and almost close enough to devour her whole. Next came the gunshots…but there were no bullets. Just gunshots, above her, behind her, in front of her, surrounding her like a deafening stereo. Another explosion blew up inches behind her it sent her flying across the floor, lungs inhaling dust and smoke.

As she scrambled to collect her bearings she saw a horrific shadow emerging from the flame and ashes, towering above her as she tried to shrink away. The beast grabbed her by the front of the shirt and forced her to stand, she tried to fight but as she did everything felt numbed…like she couldn't remember how. A burst of static blue burst from the monster's hand illuminating it's face and what she saw made her want to scream. Her husband…Andrew was staring down at her with a malicious smile upon his face. She tried to speak but his hand, still glowing with light thrust towards her chest and her voice caught in her throat.

Pain…like nothing she'd ever felt before surged through her body and distantly she felt her strength ebbing away. She lost feeling in her fingers, hands, arms, it was creeping towards her heart like a plague. She tried to keep her eyes open but they kept drifting closed, she heard someone screaming her name but she couldn't hold on.

She broke away from the memory a gust of air rushing into her lungs as she inhaled sharply. A hand on her chest she breathed heavily until remembering her surroundings, head jerking to one side she found Phil staring at her with a mixture of shock, worry, and horror. His expression only caused her more pain and she had to close her eyes, trying to block out everything except the racing beat of her heart. She was alive, she was alive, she was alive, she was…a steady hand was rubbing her back…Phil.

He had seen her drift away, her eyes glazing over and her expression going limp but he figured it was just exhaustion. However, he quickly realized it was not because her hand began to tighten around her glass and her teeth bit her lip so tightly blood surfaced. He had tried to bring her back to the real world but she was too far off, no amount of shaking her or calling her name would summon her back. Suddenly the cup in her hand splintered, and she heaved forward air surging into her lungs.

He didn't know what scared him more, the fact that she'd been so immersed with her thoughts that he couldn't break her free, that she'd just shattered the glass with one hand, or that it appeared she hadn't been breathing the whole time. When her head turned to look at him he got a glimpse of the pure fear in her dark brown eyes. But instantly she looked away, supporting her head in her hands one of which was bleeding from the fractured glass. Her back shook from uneven breaths that she forced into her lungs.

Phil knew all too well that when Melinda was having emotions it was best not to engage for everyone's safety. But he couldn't bear to see like this, shaking and so close to tears…he had never been able to make himself immune to her heartbreak, for when her heart broke his shattered like the cup in her hand. Gently he put a hand on her back, rubbing out the harsh breaths as she calmed.

She wanted to resist, she wanted to push him away…he couldn't see her weakness. But he had seen so many times before, hiding it now would do nothing…and what if she didn't want to hide it from him anymore? What if she didn't want him to stop drawing circles on her back? What if she just wanted to lean into him and have him hold her?

She didn't realize she'd acted on thoughts until his arms wrapped around her, holding her close. Panic was her first instinct but she pushed that thought away, she wanted to stay here…just like this. Her shaking breaths slowly evened out and she relaxed. A few more minutes of silence until Phil spoke softly, "Are you okay?"

Taking another deep breath she pulled away from him but didn't move from the couch, "Yeah. I'm sorry I just…" She shook her head and looked away.

"Do you want to talk about it?"

"Not really, it was just a nightmare I had." She sighed.

"Bahrain?" He asked hesitantly.

"Andrew." She replied sadly.

"Oh May I'm so sorry." He took her hand gently, looking down at the tiny cuts on her palm that she had yet to notice.

She followed his gaze and gasped, "Did I?" Her eyes darted to floor where the broken glass lay.

"It's okay…you didn't know what you were doing. I couldn't snap you out of it, almost like you were in a trance." His voice was full of worry as were his eyes.

"I don't know what came over me, I guess the lack of sleep finally caught up to me."

"It's really that bad?"

She nodded silently, unsure of the exact reasons she was telling Coulson all this but she figured it could be because he was here, holding her hand and looking at her like she was the only thing that mattered. Usually that kind of attention would make her skittish and want to withdraw but now it only made her feel…safe. And before she knew what was happening she was spilling out her heart to him, her dream, her doubts, everything just came tumbling out. The whole time he remained silently rubbing her hand and at the end he held her as the tears trickled down her cheeks.

Who knew it would feel good to cry? She hadn't cried in…wow…she couldn't even remember the last time she cried. Now, years of pent up emotions came tumbling down her cheeks and she sobbed until every last drop of energy had been shed. Her eyes felt heavy but for once her burdens felt lighter, she wearily attempted to pull away from his embrace but he held her tightly, "Just stay, I don't mind."

"Phil…" Her voice was raspy as she tried to protest but she couldn't find the energy or will to argue with him and once more fell limp in his arms.

"I'm going to fix up your hand, okay?" He murmured.

"Okay…" She agreed.

He gently pulled away from her and she managed to get into a slumped sitting position. Watching him move around the room through veiled eyes she found herself appreciating just how much he had done for her and smiled tiredly. The sinking in the couch beside her indicated that he'd sat back down and a warm hand gently taking ahold of hers confirmed it. She was too tired to feel the soft sting of the glass being removed from her palm and the hydrogen peroxide being dabbed on the wounds. Vaguely she knew he was wrapping her hand in bandage and putting away the supplies but the only thing she was sure of was when he sat back down and pulled her towards him.

"Just rest." He whispered as she sank into his arms, and with the last few seconds before sleep engulfed her all together her uninjured hand intertwined with his. A breath left her and she fell into the first undisturbed sleep she'd experienced in years. And the whole night Phil sat there, holding her hand and watching her sleep until at last…when he was assured that she was okay he fell asleep too.

So when Skye came up to Coulson's office to inquire where'd he'd been all morning he found the Director of Shield and Agent May asleep in each other's arms. Hands limply held together and both looking more at peace then Skye could ever remember seeing either of them. And so she retreated back downstairs, smiling.

A/N I hope you enjoyed! This kind of came to me in the middle of the night so I didn't really know where it was going either, please rate and review thanks!