This one is for all you Philinda shippers out there!...Enjoy! In case it isn't clear, the section in italics is a flashback.

Coulson apprehensively approached May's room. Through the crack in the door, he could see her meditating on the floor with her eyes closed. He lifted his hand to knock, but before his knuckles made contact with the door, May said "Not now, Phil." Her eyes were still closed, but he could see her body tensing as she registered his presence.

Coulson sighed. "Listen, May, I –"

"Yes, you're sorry, I know. I said not now…I'll talk to you later," May snapped coldly.

Coulson took a deep breath and stepped into the room, ignoring her request. May opened her eyes and glared at him, and started to speak, but Coulson cut her off.

"Do you remember the night you were assigned to Bahrain?"

May stared at him, speechless. Of all the things she was expecting him to say, this was not one of them. "Phil, what's going on?"

"I asked you a question, May…Do you remem–"

"Of course I remember," she snapped. "I try not to, but yes, I remember the night that began the most traumatic experience of my life. Is there a point to you asking, or…?"

Coulson walked closer to May, and sat down on the carpet, facing her. "What about before that?" he asked intently. "Do you remember what our plans were for that night?"

A faint smile appeared on May's lips. "We were going to go dancing," she said softly. "To celebrate." Coulson nodded. Both agents paused, reflecting on their past.

May and Coulson had been dating for six months after working together as partners for several years. They were taking it slow; May had wanted a more physical relationship, but she knew that Coulson was old-fashioned and she respected his desire to wait. That evening, he was taking her out to their favorite club in the Caribbean. He knew how much May loved dancing, and though he was a terrible dancer himself, he was willing to learn for her. He had just arrived at her apartment to pick her up, when she received a phone call from the newly appointed Director Fury.

"Hello?" May asked cheerfully, "How can I help you, Director?" She held up her index finger towards Coulson, indicating that it would only take a minute.

Coulson sat down in a chair, as he watched his partner talk on the phone. She was wearing a beautiful emerald dress, and he just couldn't stop smiling at her. She was so elegant, but so full of life, and so–

"What?" Coulson snapped out of his reverie as he heard May's voice change. "Tonight?... but, I…of course I understand, Director, but…" May sighed deeply, then closed her eyes and said "Yes, Director, I'll be ready."

May slammed down the phone, her face stony. Coulson jumped up and wrapped an arm around her. "What's wrong, Mel?"

"Nothing," she said curtly, in a tone Coulson had never heard her use before, but would become used to in the following years. "Everything's fine. I just have to leave for a mission in Bahrain…tonight."

"Tonight?" Coulson asked agonizingly, "But can't it –"

"Wait?" May interrupted. "Yeah right." She sighed deeply as she saw her friend's disappointed look. She reached out to squeeze his hand. "I'm sorry, Phil, really." She took a deep breath, then stood up. "I'd better get dressed; I don't think this is a mission-style outfit." She smiled at him, then disappeared into her bedroom. Coulson sat at the table for a few more minutes before walking out of her apartment without saying goodbye.

Skye reached the Bus, panting. She was still shaking, whether from fear or from the aftereffects of her earthquake, she couldn't tell. She took a deep breath, holding it in for ten seconds…twenty…then releasing it slowly.

As she headed back to her bunk, she passed by a room where she saw Mack trying very hard not to fall asleep in his chair. She approached the door, ready to give him a bit of a scare, when she saw Ward lying on the bed next to Mack's chair. Skye considered turning her back and running back to her bunk, but knew that she was going to have to have this conversation at one point or another.

She knocked softly on the door, and Mack jerked up, looking around wildly. Skye smiled at the exhausted agent. "Go to bed, Mack" she said gently, "I can take over for now." The older agent was too tired to argue, he smiled tiredly at Skye on the way out and squeezed her shoulder in thanks.

Skye plopped herself down in Mack's empty chair. It was time to wait.

"Phil?" May looked at Coulson with concern; he was staring at her very intently. He jumped when he heard his name. He glanced up at her as she continued, "What does this have to do with anything? That was years ago. Are you feeling guilty about not saying goodbye? I understand, you were upset we missed our date…I was upset too, but–"

"I was going to propose to you that night" Coulson said in a whisper.

May gaped at him. "What?" Her eyes were wide as she stared at him in disbelief.

"I had everything planned out, the song we would have just finished dancing to, the time when the sun would be setting, everything."

With tears in her eyes, May smiled up at him. "What was the song?" she whispered, knowing he would remember.

"It would've been right after Maybe I'm Amazed, and right before Faithfully. I couldn't decide between the two, so I decided to put the proposal between the two." He smiled weakly at her, hoping she would appreciate his joke.

She laughed softly, hiding her pain behind a smile. "Oh, Phil."

He gazed at May, and continued with his story. "After Bahrain, you wanted some time to yourself, which was fine. I didn't want to push you, or make you feel like I was proposing out of pity. But then you took that desk job, and married that idiot, Stan."

May raised her eyebrows, not sure whether to be offended or amused. "And as I recall, you had quite the relationship with a certain cellist."

Coulson shrugged, saying "Well neither of those really worked out for us, now did they?"

May shook her head with a faint smile. "But Phil, why are you bringing this up today? That was a long time ago, and it's far too late to revisit that relationship." She watched him closely, hoping he would disagree.

"I know," Coulson said, and May's eyes filled up with tears. "That time has long since passed. But earlier, when you said that no one loves you, it made me upset because you are a beautiful, wonderful, loveable person. You were all those years ago, and you still are today. And if you ever choose to leave this life behind and spend the rest of your life with someone, he will be the luckiest man in the world."

The tears were streaming down May's cheeks as Coulson finished his speech. Coulson leaned over and kissed May gently on the forehead, the same way she had kissed Skye an hour earlier. He wiped away a few of her tears, and whispered "Goodnight, Mel" as he left the room.