"I'm sleeping with you tonight."

"I'm sorry?!"

"Wha - oh! No! I didn't mean…" Fitz trails off, furiously rubbing his tired eyes. He's exhausted and heartbroken and frankly just doesn't have the brain power necessary to navigate the tricky nuances of keeping his interest in Simmons a secret. "We're staying together tonight. We're not getting separated again. Not tonight. Not after…." He trails off, giving up. "You know what I mean," he says quietly, sighing and shutting his eyes.

Simmons nods, and he senses it even though he can't see it. Of course she knows what he means.

The sun had long since set over the little pool behind the cheap motel the team had holed up in, yet no one had made a move to head inside. Simmons understood the reluctance. It was as though, if they moved inside, they would be confirming that their whole team was there and They were all in for the night. But they were not all there - they were missing Ward. Their teammate. Their friend, their mentor, and frequently their savior.

Simmons winced at the reminder, stealing a glance at Fitz's troubled face. His eyes were still squeezed shut, but she knew what was going on in his mind anyway. Ever since Ward had jumped out of the plane, Fitz had developed a sort of complex about not being able to save Simmons. She had repeatedly assured him that he was crazy and had done way more to save her than Ward, but she knew he still had doubts. He had grown increasingly paranoid about her security, making sure she was okay anytime they faced a threat, as though he were personally responsible for her safety. It had been cute at first, but once he started getting snarky toward any other man whom she trusted with her life - Agent Triplett in particular - she had asked him to reign it in.

So, here they were. The team in disarray, their trust broken. Skye worrying about Coulson, furious about Ward. Coulson worried about the team, frustrated about his judgement. Trip basically on standby, ready to go at a moment's notice. Simmons worrying about the safety of their friends. She cared so much for the team - Fitz always praised her for it, saying the team was lucky to have her and occasionally grumbling that they took advantage of her kindness. Fitz worrying about the team, angry about Ward, heartbroken that another person who was supposed to care about him had betrayed him. Upset that the one man he had begrudgingly trusted Simmons' life with was a liar and a killer. Worried about Simmons.

Fitz rolled his shoulders, trying to loosen them after hours of stress. It wasn't a new feeling. He was always worried about Simmons. From their first days at the Academy, he had worried she was smarter than him and nervous her scores would beat his. Once they started working together, he was worried she would discover how much smarter and well-adjusted she was and would leave him behind. He worried her boyfriends wouldn't treat her right, wouldn't see her value. He worried she would be out in the field alone and scared, so he joined the team - even if he couldn't protect her, he'd at least be with her. He worried she'd get hurt in the violence of the field. He worried she would die from an alien virus and he would have to call her parents and explain how he couldn't keep her safe. He was worried she'd discover his feelings for her and she wouldn't feel the same way, and everything would be ruined. He was worried she would leave if she found out, or she would get hurt or something would happen and they'd be apart. He was worried he'd be alone again. Like he was before her.

"Fitz?"

Simmons' tentative voice broke into his whirlwind of panicked thoughts, and he snapped his eyes open to see her staring at him in concern. She reached out and gently squeezed his arm.

"I think we need some rest."

Fitz nodded silently, standing and grabbing her hand with his before she could let go. He nodded at the others as they walked from the pool into the motel, frankly not caring what they thought about him clutching her hand like a lifeline. In the back of his mind, he reasoned that the team was too worked up to even notice. And if they did, they wouldn't be surprised or care. The only person who would have given him grief was Skye, and she was so far gone in her own head thinking about Ward that he probably could've started making out with Simmons in the middle of the pool and she wouldn't notice.

Suddenly realizing Simmons had led him inside one of the team's rooms, he quickly flushed and let go of her hand, as though she could somehow read his thoughts through their touch. He would't be surprised, really. She could read his thoughts most of the time.

"I don't know how Coulson intended to order sleeping arrangements, but I don't care," Simmons admitted, her voice tired and quiet. She left him standing alone in the room as she headed for the bathroom, grabbing the small overnight bag all agents had packed and ready to go in the case of an emergency. Fitz listened to the water turn on and the rustle of her brushing her teeth, then turned to pick up his own go-bag and walked toward the bed farthest from the door and window.

He frowned, not liking how the bed was so exposed. Dropping his bag on the other bed, Fitz tried to push the one he had chosen farther into the back wall, all the way into the corner. He smiled grimly when his effort was rewarded and the bed jerked a few inches towards the wall. He kept pushing, thankful for the motel's cheap furniture, until the bed was fully boxed into the far corner of the room.

Fitz stood, slightly out of breath, and observed his work. The other bed and its eventual occupants - he assumed Skye or May, if they ever actually slept that night - would block their bed from the door and window, while he would sleep on the side of their bed not framed by the wall, leaving Simmons in the corner and protected from all sides.

Hearing the water shut off, Fitz quickly dug a fresh shirt out of his bag and changed.

Simmons stepped out of the bathroom just as Fitz pulled the comforter down.

"Fitz?" She asked, confused at the room's new configuration.

"Just figured it was better this way. For safety," he says, catching his breath as he sees her for the first time. She was wearing a very faded grey t-shirt, almost so faded that the yellow print on the front couldn't be read. But he knew what it said by heart, as he had worn it nearly every other day for two years at the Academy. "That's my shirt!"

Simmons blushed, glancing down at the shirt in question, worn and practically swallowing her whole. A faded monkey grinned on the front, his face framed with the words "That's bananas!" Years ago at the Academy they had been working late hours on an experiment and she had spilled chemicals all over her blouse. Fitz had been wearing the t-shirt under a loose button-up, and immediately offered it to her. She had never returned it, and after some time, he had frankly forgotten about it.

"Um…" She started, tucking a stray hair behind her freshly-washed face. "Yes. It is." She said, hesitantly. "I just… Well, it's so soft and it's so comfortable, and it's my absolutely favorite thing to wear to sleep in, so I just kind of… Never gave it back." Her eyes grew wide as Fitz remained speechless. "Do you want it back? Oh, I'm so sorry, I just figured you would ask for it when you wanted it back. And you never did, and I love sleeping in it so much that I never volunteered…" Fitz still said nothing. "Oh, I'm so sorry, it was so selfish of me! Here, I'll find something else to sleep in - "

"No!" Fitz said suddenly, freezing Jemma as she rushed in a panic back to the bathroom, bag in hand. By the look on his face, he was also surprised by how loud his exclamation had come out. "I, ah - No, don't change, it's fine. I just… Was surprised is all."

Simmons smiled widely in relief, approaching the bed and tucking her bag neatly underneath it. "Oh, good. Because I really do love this shirt. And I always figured, we'll never be too far apart, so you can ask for it back whenever. I'm fairly certain half of the Harry Potter books in your collection are mine."

Fitz smiled in agreement, "The Doctor Who DVDs, too."

Sitting on the edge of the bed near the center of the room, Simmons started to brush her hair, then frowned as she studied Fitz's anxious expression. "I'm sensing that I'm sitting on the wrong bed?" She guessed.

Fitz just nodded silently, too uncomfortable to express with words what he desired. They had shared a bed a handful of times before, on school trips with classmates when they were fitting 8 people to a small room, or on vacations with friends when everyone fell into the first bed they saw, half unconscious from a night of drinking. But they had never deliberately planned to share a bed before.

Fitz would be forever grateful to Simmons for not saying anything, just nodding in understanding and lightly stepping from the other bed over to the one he had prepared. She perched on the edge of that bed, inches from a still-standing Fitz, and continued brushing her hair as it were the most common thing in the world.

She was beautiful, wearing the threadbare t-shirt and no makeup. Fitz just stared, unable to look away. He knew he was a lucky man, that Simmons trusted him so much that he was allowed to see her in these rare, unguarded moments. He hoped he never took them for granted.

"Well? Are you getting in bed?" Simmons asked, arching an eyebrow and staring up at him.

Fitz stared at her for half a second, desperately forcing his brain to focus on what was actually going on as opposed to what he wished Simmons was suggesting. "What?" He asked, failing to catch up.

Simmons stood and tucked her hairbrush in her bag, motioning to the other side of the bed. "Are you getting in now?"

"Oh!" Fitz finally understood. "Uh, no. That's your side."

"What? I'm always on this side!"

"Not tonight," Fitz said firmly, trying to keep a smile from spreading across his face at her casual reference to the fact that she had a usual side of the bed, established from thousands of nights watching TV or studying together.

"Oh?" Simmons challenged, crossing her arms.

"Jemma, just… Please," Fitz said quietly, hoping the desperation in his voice wasn't too obvious.

He watched as his partner narrowed her eyes at him, then took another look at the bed. Understanding dawned on her face as she took a step back, then glanced around the room and saw he had essentially created a fort around her.

"Oh, Fitz," she sighed quietly, smiling softly at him. Simmons leaned forward and pulled her partner into a tight hug. "Thank you," she whispered into his ear, kissing him on the cheek.

He didn't say anything, just dropped his head to rest on her shoulder and pulled her in tighter. The pair stood there for a long moment, finding strength and safety in one another.

Simmons finally broke the hug when they heard the quiet murmurs of Coulson and May's voices pass by the door. "We need rest," she said, repeating her words from earlier.

Simmons slipped into bed and Fitz followed, making sure she was comfortable and had all the blanket she needed before situating himself so his eyes were on the window.

After several minutes of staring out the window, Fitz's thoughts were starting to spiral into a Ward depression again. Taking a deep breath, the engineer forced himself to focus on something happier - like the woman laying next to him, curled up alongside his arm, mere inches from his touch. He listened carefully and, realizing Jemma's breathing patterns hadn't slowed, glanced down to see her staring into nothingness, clearly lost in her own thoughts as well. He couldn't have that.

"Jemma," he whispered playfully, nudging her lightly with his elbow.

"Hm?"

"Do you really wear my shirt to bed every night?" He asked teasingly.

"Yes," she responded instantly. "Unless I've done laundry and forgotten to put it in the dryer in time or something."

"Hmm!" He hummed, smiling.

Simmons giggled, snuggling past the inch between them until she was practically wrapped around Fitz's arm. She grabbed his hand again, loosely linking their fingers together under the covers.

Fitz froze in shock. He had imagined this scenario a hundred times, but never expected it to come true. And certainly never with her wearing his shirt, and never, ever with her being the one to initiate the snuggling. The events of today must haven shaken her much more than she was letting on.

A few more moments passed as Fitz adjusted to his completely shifted reality, and finally started to relax. His eyes were just starting to drift shut when he heard Simmons' voice, so quiet he felt her breath on his cheek more then heard the whisper.

"Fitz?"

He squeezed her hand in response.

"Promise you're not lying to me? You're not Hydra? Or… Just, we'll always be on the same side, right? I couldn't bear it if we had to fight each other." Simmons' voice was so small, so sad, Fitz almost broke into tears at the sound of it.

He immediately twisted and wrapped his arms tightly around his partner. "I'll never leave you, Jemma," he whispered fiercely into her hair, kissing the top of her head. "I'll be whatever you are. If you're SHIELD, I'm SHIELD. If you're Hydra, I am too… But I would really prefer you not do that to us," he said lightly, trying to cheer her up. He just felt her nod beneath his chin. "And if you want to leave…" He started, hesitating before finally just decided to go for it. "I'm leaving with you. You have me as long as you want me."

Simmons just squeezed his hand in response and Fitz could feel her breath starting to even out.

The pair remained like that for a while, Fitz wrapped protectively around Jemma as she fell asleep. The engineer soon followed her into sleep, staying awake only long enough to hear the sounds of the remnants of their fractured family enter the room.