Note: Non-canon from some point in season two, though season two characters aren't mentioned. No spoilers for 'Ultron' or the latest episodes of 'AoS'.

"A Grave Matter"

May was fighting back tears as she searched Phil's office. She knew he had a paper will, possibly more than just that, ever since SHIELD fell and their digital records had to be destroyed. And she needed to know if he had any preferences for his funeral. The first time he'd died, Fury hadn't even buried him; the whole thing was fake. He'd had time to come up with what he really wanted, if it was at all possible. Maybe even…

"You practical bastard," she whispered, finally locating a pair of large, padded envelopes in the draw of his desk. One said 'If I die on the run' and one said 'If there's time for a funeral'. She opened both of them anyway; where was the harm? Not like he was there to stop her.

Blinking away the moisture, she flicked through the first envelope. The will listed her as the prime executor, followed by Maria, and then Fury (if he was contactable). Last of all was Pepper Potts, in case anything happened to the rest of them. She was most likely to be safe, after all, and they'd been friends. He'd left the most basic instructions regarding divisions of his estate, but it was mostly left in May's hands. There was a DVD labelled 'For the original Avengers', along with an envelope to send it. There was also a letter stating that if they were able to recover his body, they had to burn it so that it wouldn't be a burden, nor leave a trace of his DNA. It nearly broke her.

Then she opened the second envelope. There was a more detailed will, with the same list of preferred executors, as well as a business card for the law firm his family had dealt with since his childhood. There was another DVD, also addressed to the Avengers and accompanied by an envelope with up-to-date postage. In another note – one addressed 'To my executor' – he requested that they make use of his fake grave to stow his body, although he advised that it be done under the cover of darkness. And that 'the kids' had permission to run off anyone trying to hold a witches' gathering or desecrate graves in the cemetery. "Wish I could be there to see it," he wrote.

May shoved all of it aside and rested her trembling, folded hands on the desk top.

And allowed herself to grieve for her lost friend.

Skye sniffled, placing her hand on the body bag for the umpteenth time, hoping for a heartbeat. Still nothing. She should've known better, but…

"He wouldn't want you to obsess over this," Simmons said, touching her shoulder. "He knew that after the life you've had, and everything we've dealt with, that a clean break would be best."

"He's definitely—"

"Dead. Yes. I performed the autopsy myself, and then stitched him back together after removing the bullets. It's been two days, Skye."

"M-May said we're going to Stark Tower?"

"Well… not all of us."

Skye's heart fell. "Because it's a skyscraper, and I can barely be trusted in this base."

"It's upsetting enough. You had such a good handle on your powers—"

"Until he died and left us all behind!" Skye wiped away her tears furiously. "I've tried to jumpstart his heart so many times—"

"He was fortunate enough not to sustain permanent brain damage the first time around."

"Why'd he have to die?" she whispered. "Jemma, why—"

"I don't know." Now she was crying as well. "Skye, please." She hugged her close.

"W-what do we do?"

"Whatever May tells us to. She's the director now, but she's going to follow his last wishes, and we must respect them. I-it's what he wanted."

"I don't think I could've handled it if we'd had to cremate him," Skye said. "This way, I can keep telling myself that he could wake up. He could still…"

Simmons shook her head. "I already thought of that, taking the alien blood into account, but… I don't believe he'll wake up again."

Hill hadn't heard, apparently, because she was all smiles – as much as Maria Hill ever smiled – as she let May into the main area of Stark Tower.

"Agent May?" Barton said, staring at her. "Never thought I'd see you again. After HYDRA…"

"Do you really think they could take me down?" she asked.

"That's why they call you The Cavalry," Romanov said, smiling at her.

"Don't call me that," May said, and she swallowed. "I have something for the original Avengers."

"What's that?" Hill asked.

"It's from…" She gave Hill a significant look. The woman's eyes widened, and flicked to the elevator. May shook her head, and pulled the DVD out of her jacket.

"Who's it from?" Stark said, poking his head around the corner. "DVD? Seriously?"

"Want to watch it or not?" she asked sharply. He raised his eyebrows, but took it from her, and fed it into a DVD player which had come out of nowhere.

"What is it?" Hill murmured as they all gathered around to watch.

"A video from Phil," May said. Her throat felt thick, and she steadfastly didn't look at Hill.

His face filled the large screen, and the original Avengers all reacted with shouts, before turning to look at her. Someone had paused the video before Phil could even speak.

"Fury brought him back to life," she said. "Watch the video and he'll explain how."

"I should've known SHIELD would keep something like this from us!" Rogers said angrily, his hands balled into fists. "Don't tell me it still exists?"

"It's been rebuilt," she said. "Coulson was appointed director by Fury himself." She dug her fingernails into her palms, grateful she hadn't brought Skye along.

"And he didn't have the guts to face us himself?" Stark said. May took a step towards him, and he flinched back.

"Don't you dare!" she hissed. "Just. Watch. The video."

They restarted it, and Phil's image began to talk.

"I know you have questions," he said. "I kept the files about my resurrection here," he tapped his desk, "so that I won't miss anything. I was dead for five days after Loki stabbed me… but maybe I should start with the TAHITI Protocol. It was designed to revive a fallen Avenger, and the first time it was used which wasn't as a test… was on me. I still don't understand why Fury wasted it like that."

He went on, using the paper files he had to hand, outlining everything which had happened, including what he'd remembered thanks to Raina's memory machine. His experiences with the alien writing since then, and his fear that he was going mad.

"I've given instructions that if I lose it completely, May is to take me down," he continued. "She won't let me talk about it yet, but I have my contingency plans. If she won't agree to it, I'm hoping someone else will." So this must've been made a long time back, before they discovered the meaning of the writing. "The reason I haven't approached you is because you have no reason to trust SHIELD, and you'd be even less trusting if you knew that this had been kept from you for so long. I know…" Here, his voice broke for a moment, and he visibly swallowed, his hands tensing on the desk in front of him. "That you won't miss me. If I'd told you myself, face-to-face, I suspect there would've been yelling, and I couldn't face… you hating me." He blinked rapidly, and May felt a lump in her throat. "I'm sorry it had to be like this. I don't expect you to help New SHIELD, at all, or to trust us. But I've been making the calls since Fury put me in charge, so don't blame my team, or anyone else who's kept this secret from you. It was for the best. I… just wanted to explain. And say that I'm proud of you for saving the world. I won't see you again, so it was important to let you know."

He opened and closed his mouth a few times, and then hit the stop button. The screen went black, and May realised that her arms were crossed, and that she was digging her nails into her elbows.

"Like hell are we not seeing him again!" Barton said, and he turned his head to scowl at May. "He's not getting away with it that easily."

"Bring him here," Stark said. "Like Robin Hood said, he's not getting out of it like that."

"What on Midgard made him think this an appropriate way to reveal that he is alive?" Thor asked.

"Phil shouldn't have done it this way," Hill said. "Where is he?" May just looked at her, tears starting to fill her eyes again, and Hill's jaw dropped. "No." May nodded. "Oh… oh no. He can't be…"

"Three days ago," May said softly. "This was in the same envelope as… as his will."

Everyone else was quiet. Tears began to fall down Hill's cheeks. The standing Avengers sank down again.

"Why didn't he come sooner?" Romanov asked. She wasn't looking at them, but May knew the question was directed at her.

"Think about how you all reacted when you found out he was alive," she said. "You were all ready to start reprimanding him, say a lot of things which you know would hurt him because you were angry. And you'd never trust him, or SHIELD, again, and I think that would hurt him just as much, if not more. When he made that recording, he really thought he was going insane. I wouldn't have put him down, but he didn't know that."

"What happened to him?" Hill asked.

"We took on a HYDRA base. He was protecting FitzSimmons when a super came along, part of their security team. He tried to bring the woman in quietly, but she was… probably brainwashed. We'll never know. Skye managed to bring the building down on her, but only after she'd shot Phil three times. Simmons couldn't save him, but she put him back together. We're going to bury him tonight."

"We'll help," Rogers said. May's hackles rose.

"You still don't trust us," she said. "Phil would be disappointed, but unsurprised."

"It's not that. We can help you."

"We don't need your help!" she snapped. "He never expected it, and I'm not going to, either."

She stalked out without waiting for a reply, and took the elevator straight to the ground floor. She hadn't cried since Bahrain. Phil had held her then; this time, he was the cause of her grief.

As soon as the doors opened, she hurried out, bumping into someone on the way. He steadied her when she nearly fell.

"Sorry, ma'am, I hope you're okay… hang on, sit down."

The words were vaguely familiar but the voice wasn't. Nonetheless, she allowed him to lead her to a chair in the lobby, and he sat beside her. He squeezed her hand, and she wiped off the worst of the tears before glancing at him. As she focussed, he went from a green and brown blur to a handsome man wearing a green shirt, giving his full attention.

"If you need to talk, I can help," he said. "I'm a counsellor."

She thought back over his previous words while trying to think of how to tell him that she was fine, she just needed to get back to work, that the last thing she needed was a reminder of her ex … and realised why the words were familiar. She chuckled, something else she hadn't done in a long time, before looking at him shyly.

"I must have a type," she murmured. "This explains my ex-husband."

Probably not the best words to have, but his eyes widened, and she exhaled in relief.

"Still an ex?" he said.

"If you're asking whether I'm single, the answer is yes."

"Not anymore, it isn't," he said, lifting one of her hands to his lips. "Sam Wilson, at your service. I'm hoping that since I'm your type, you wouldn't say no to a non-platonic bond. When you're ready."

She nodded. "I wouldn't say no. But I'm mourning a friend I lost a few days ago, so it's… I don't usually cry."

"Crying is healthy. That's a medically proven fact, I'll have you know."

"I'm usually stronger than this—"

"And I work with army vets," he said. "I work with the strongest people you'll ever meet, who need the help they're sometimes too proud to ask for."

She laid her other hand over his. "Thank you."

"What's your name, Mulan?"

She gave him a withering glare. "Melinda May. I'm… the new director of SHIELD."

"SHIELD? Is that why you're here?"

"The previous director just died. Phil Coulson. I was delivering a last message for him."

"Sounds like you need some quiet time. You like ice cream? I know a great place around the corner. There are booths. We can sit. Talk, if you want to."

"I don't talk much."

"You're doing fine right now."

She swallowed. "Phil used to know exactly what I was saying just from one look."

"Did you… love him?"

"Not like that. But we were close friends for years."

"…You never answered my question."

She half-smiled at him. "I do like ice cream."

"Alright, then. Let's go get some. My treat."

May texted the team to tell them that she'd met her soulmate, and was getting to know him over ice cream. They'd probably think she was using code, and would likely spend at least an hour trying to work out what it meant. If it kept their minds off the unofficial funeral tonight, even better.

For an hour, she talked herself nearly hoarse, only pausing for bites of ice cream or sips of soda. Sam was an excellent listener, mainly providing support, and prompting her to talk about other things when it got too hard to talk about Phil, and what had led to her divorce. When she ran out of things to say, Sam told her about himself, his work in the army, at the centre, and with the Avengers. She invited him back to the base, and he agreed.

"I'm just sorry we met under sad circumstances," he said as they walked along, hand in hand. "Not the best first meeting we could've had."

"Based on my words, I've imagined many different scenarios," she said. "I never imagined that one, but at least you hadn't just run me over with a motorcycle."

"At least you specified that he was your ex-husband, or I would've lost all hope years ago."

"You're not disappointed?"

"Hell no! You're the kind of woman I'd hit on in a bar, just in case you turned out to be my soulmate. More beautiful than I'd imagined…" She smiled as he grinned down at her, leaning into his side.

"I fly," she said. "The plane."

"And I'm para-rescue with my own wings," he said. "I'll have to take you flying sometime."

"I'm already looking forward to it," she said.

Somehow, she'd been roped into letting New SHIELD stay with the Avengers. She kept telling herself it wasn't for long, that they'd leave as soon as they could; but it was now two days on, and Stark was making plans to accommodate all of them. When she asked, he muttered something about 'making it up to Agent-Agent, the secretive asshole', and she figured that guilt really was the cheapest way to get someone to do what you wanted them to, even though she didn't want this.

But Sam was staying with the Avengers when he wasn't looking for Bucky Barnes, and May wanted to spend time with her soulmate. It didn't help that Stark and Fitz turned out to be soulmates, and Banner and Simmons as well. When Skye turned out to be Pepper Potts' soulmate, May just threw her hands up in despair (metaphorically) and agreed that they could stay indefinitely.

But they were interrupted during their first movie night when JARVIS paused the film to show them footage of someone yelling at the camera out the front. A man in a hoodie with a metal…

"It's Bucky," Steve said. He and Sam vaulted out of their chairs, Sam apologising to May, but there was no need. She ran after him, along with half the others, and they all travelled down to the ground floor. Bucky was let in, and ran straight into Steve.

"Soulmark," he said, shaking as he pulled open his hoodie and yanked up his shirt. "You have to help. Please."

"What does it say?" Steve asked, bending over to read it. He inhaled sharply.

"What?" Sam said. Steve glanced at May.

"It says 'I just climbed out of my own grave'," he said.

May leapt to his side and read the mark for herself. But she didn't care about the words, not when she saw the writing.

"It's Phil's," she said. "He… but he was dead. Simmons performed an autopsy."

"It's that GH formula," Sam said. "Has to be."

"Where?" Bucky said frantically. "What grave?"

"JARVIS!" Steve said. "We need spades. Get Tony and Thor to go ahead and clear the area. I'll grab the spades and meet them there."

"I'll take Melinda," Sam said.

"I want to go, too," Bucky said, even though his sides were clearly heaving.

"You rest here," Steve said. "We'll bring him back to you."

"I want to help!"

"You're having trouble standing, Bucky! The others will look after you, and we'll bring Phil safely back to you, okay?"

He looked like he wanted to argue, but May and Sam were already at the elevator. They caught it straight to their floor, and Sam went for his wing-pack. Stark and Fitz were working on one for her, but for now she had to fly with her soulmate. The shovels were down in the garage, where Steve's bike was, so it was easier for him to grab them, leaving the rest to fly straight to the graveyard and find Phil's marker.

Phil had slept in worse places. He wasn't claustrophobic, and while he was surrounded by wood, he was on some kind of padding, so at least he wasn't on a concrete floor. Sure, he wasn't used to a place this small, but some of the things he'd had to do as a SHIELD agent…

Well, there seemed to be just enough room to roll onto his side. He shifted, his shoulder bumping against the top of the crate, and noticed the weird angle of the wood near his head as his eyes adjusted to the darkness. Then he felt something itching on his stomach, and tried to look up. He hit his head instead, and swore quietly. He couldn't even remember why he was hiding in a padded crate, nor why he'd be itchy. Was there a spider? Wait, no. No thinking of creepy crawlies, or he'd start to feel them everywhere, and he'd already made far too much noise. If he wasn't careful, he'd alert… whoever.

Why did he get the feeling he was too enclosed? There had to be some sort of airhole. Had he passed out because he'd run out of air? No, or he'd still be out, possibly dead.

…Dead.

The… the last thing he remembered was a woman shooting him. He… he remembered blood, so much blood, his own…

Weirdly-shaped box. Not enough air. Padding.

Trying not to panic, he reached down to where he was itchy. Touching the spot reduced the impulse to scratch, and he felt… not calm. In fact, it was almost a ghost panic. Was this what it was supposed to feel like if you touched your soulmark?

Soulmark. Shit. This… was typical of the way his life had been going. He scrunched his hands into fists and hit the sides of the box. Dust was dislodged from the edges.

Not dust. Earth. He was underground, six feet under, most likely. And no one would know that he was here. How long had he been… dead?

It couldn't have been that long, or he'd be more decayed. Not that he could see, and he probably hadn't been buried with a phone. Just in case, he patted his pockets, prodded the places he'd been shot and found they were still tender and sore. He couldn't move as much as he'd thought, and wondered whether the illusion of the space growing smaller really was just an illusion.

He was alive, and in his own grave. There was no way to inform anyone, not from here. No one did the whole bell-above-the-grave thing anymore, because medical science was supposed to be able to confirm whether or not a person was properly, permanently, beyond-reasonable-doubt dead.

…Not that modern medical science dealt with alien blood all that much. Goddamnit, Nick.

"Heimdall?" Phil tried tentatively. Just in case. Nothing. He sighed, and berated himself for wasting the breath he'd need. Then he began to reason it out.

Okay, the coffin was made of wood. There had to be nails somewhere. If he couldn't get one from the coffin framework, maybe there was at least some kind of tack holding the padding in place? He was in the clothes he'd specified in his will – well done, May – and wondered how thoroughly they'd checked the tie. If it was the one he thought it was…

He pulled it off with trembling hands, and felt the tie-pin Fury had given him a few Christmases back, before he'd died (the first time). Grinning, he unbuttoned his jacket, hope renewed, and found his spare pair of glasses in the pocket. He had happy memories associated with those glasses. He put them on to protect his eyes, tied the tie around his nose and mouth and covering his ears, and squeezed the tie-pin. It lit up the inside of the coffin, and he shuffled to remove his right shoe. With some moves which would make an acrobat jealous, he got hold of the shoe, removed the sole, and found the titanium-blade knife he'd hidden in there in a fit of 'Get Smart'-related nostalgia. He kicked off his other shoe, just to make it even, and began to hack away at the wood above his legs.

Dirt poured down, and he took a final, large breath, enough for a few minutes, and then continued to carve until there was a large enough hole. He blinked instinctively, even though his eyes were protected, and with his knife and his hands, he managed to dig his way up through the earth. When his fingertips felt the cold air, he could've cried with relief. He doubled his efforts, nearly inhaling soil and constantly shaking the soot from his glasses, until his hands were out. He kept the tie-pin in his shirt pocket so that he still had some light.

He thought he could hear sounds, and it felt like the earth was moving. Was he hallucinating? Or was he so frantic in scrabbling out of here that he was about to bring a tree down on top of him?

"Phil! We'll get you out!"

He didn't really recognise the muffled voice, but someone grabbed onto his hands reassuringly, not pulling him out, just letting him know they were there. He squeezed back, and tried to hold his breath just a bit longer. Finally, he felt other hands scraping away the dirty around his arms, then his head, until he could breathe. Someone removed the tie and he gasped in a huge breath. There was a gabble of voices around, and he couldn't pick out what any of them were saying, but it was much quicker, and as soon as his legs were freed, he kicked at the dirt until his feet were out. With help, he climbed out of the deep hole, and someone held him close.

"I'm here, Phil, I'm here."

"May?"

It almost sounded like a sob close to his ear. "Yeah. It's me."

There were towels and a bottle of water, half of which was given to him, and the other half used to clean off the worst of the dirt. He had trouble standing, and got the shock of his life when a stranger helped support him, and May only smiled.

"Hi, Phil," the man said. "I'm Sam Wilson, Melinda's soulmate."

"Pleased… to meet you," Phil said. He coughed out more dirt. "Sorry. Not looking… my best."

"I'm pretty sure we're so damn glad to see you alive that we don't care," Sam said.

"That's right," May said, holding him from the other side.

"I'll take him back to the tower," Iron Man said. "Don't worry."

"Tower?" Phil said.

"I'll tell you later," May said. "Go with him. Your soulmate's waiting."

"So this…" He gestured tiredly to his stomach. "Felt it. Is it…?"

She bent down and used a torch to read it out. "'How do you feel?' That's what it says."

"Huh." He coughed again. "I need a real drink."

"You've just come back to life," Sam said. "Save the hard liquor for later."

"I wonder if my soulmate is," Phil said. His thoughts were jumbled, but he could still manage a smutty joke. He heard snorts of laughter, and was passed into Iron Man's arms.

"Let's get you home," Stark said, clamping his arms around Phil's back. "Hold on."

By touching his soulmark, Bucky could sense his soulmate's emotions. He felt the confusion, the calmness, then the panic, then a whole range of other feelings he couldn't put names to. It wasn't until the overwhelming relief that his knees gave out and he collapsed to the floor. Someone had made up a nest of pillows and blankets, which cushioned the fall. He remained there, not talking to anyone, until a yellow and red robot landed on the balcony and strode inside, one arm around a man in a suit, wearing no shoes, and absolutely covered in dirt.

"We've gotta get him to medical, but he needs a shower before Bruce can see even half the scratches, let alone treat them," the robot said. Bucky ran to them, and took over as support.

"How do you feel?" he asked, tilting up the man's head. Squinting eyes opened wide.

"I just climbed out of my own grave," he said.

"Guess that says it all," Bucky replied. "Are you Phil?"

"Yeah."

"I'm your soulmate."

"Gathered that."

"I'll show you to a bathroom," the robot said, face plate moving up. Oh. He was a man in a metal body. He led them to the elevator. "We can use the one in medical. The water in the shower is treated, to get rid of the worst of the germs. Will you be alright helping him, Barnes?"

"Yeah."

"The arm…?"

"Seen all kinds of use. Just needs an oil afterwards."

"More than an oil. I'll grab a hospital gown and some towels. While Bruce takes care of Coulson, I'll look at your arm."

"Not leaving him," Bucky said, pulling his soulmate closer.

"Relax. I'll bring the stuff to you."

It was the most tense twelve hours of May's life, from the time Bucky Barnes came running in with Phil's writing on his torso, until Phil had been retrieved, cleaned, patched up by Bruce, and slept off the worst of it. She didn't relax fully until he came down at breakfast, hair damp from presumably another wash, with Barnes trailing behind him and hovering like a mother hen.

As far as she was aware, they'd all been expecting a wrung-out shell of a man still partially suffering from amnesia, and with more questions about himself than they had answers. They weren't expecting a wide-eyed young man fussing around his soulmate, trying desperately to arrange breakfast for him. Sam had promised to talk with Bucky at some point, but it seemed like he wouldn't be able to separate him from Phil. Then again, Phil would probably also need counselling.

May understood the soulmate pull, especially strong when the bond was calling out to be filled. As Sam pointed out, they'd only known each other a few days. When they'd first had that conversation, May had been mourning Phil; now they'd all been pulled in the opposite direction, happy to have him back, but confused, and terrified that he might collapse at any moment, and what it would do to Barnes to lose him so soon.

"Sit down, James, you're making me dizzy," Phil said. Barnes grabbed the juice he'd poured for them and sat beside Phil.

"Is there anything else you want?" he asked, leaning forward.

"I want you to relax. Apparently I'm not going anywhere, whether I like it or not."

"You… don't you like it?"

Phil smiled, looking him up and down. "I do now."

"That implies you didn't before," Barnes said. Phil sighed.

"Bad attempt to flirt," he said. "I just think… I have a lot of questions, and I don't know who can answer them."

"I'll help you."

"I know."

"If you need any other help," May said, drawing their attention. "Sam's a counsellor."

Sam nodded. "And if you think I'm too close to this, I can find someone for you."

"No outsiders," Phil said. "They wouldn't understand."

"I'm sorry about trying to kill you once," Barnes said.

"You weren't in your right mind," Sam said, waving it off. "But I'm here to help."

It took three weeks of dates for May to drag up the courage to ask if Sam wanted to bond with her. He asked if they could have an official ceremony, just among friends, and she agreed. A wedding would remind her of her first marriage, but a bonding ceremony could only take place between soulmates. It was far more meaningful and intimate that way, and while May wouldn't have cared before, not since childhood, she wanted to do this for Sam. He'd helped her so much, and Phil and Bucky.

As far as she knew, they hadn't discussed bonding. Most of the other couples in the tower had; the younger ones were all impatient to jump their older soulmates.

"You look lovely," Simmons declared, finally letting go of May's hair. "If this doesn't make Sam's jaw drop, I don't know what will."

"She had to wear something that went with his uniform," Skye said. She stopped fiddling with the hem of May's silver dress. "Jemma's right. If he doesn't drag you off to bond straight after the ceremony, he's more of a gentleman than I thought."

"Or has more self-restraint than any of you," May said dryly.

"It's hard putting them off," Pepper said. "Especially when someone breaks into your bedroom and lies on your bed naked, waiting for you to get home."

"I regret nothing," Skye declared.

"Let's get you down the aisle before Sam starts to worry," Simmons said, pushing May out of the room. "God forbid you'd ever show up late for your own bonding ceremony, but you know what men are like."

"What your man is like. Mine has self-confidence." She thought for a moment. "And wings."

It always comes down to the wings.

When I started this chapter is was going to be Phil-centric (hence the macabre title), and then I decided that instead of going Phil/Johnny/Steve, I'd go Phil/Bucky as background, with May/someone as the main ship. May/Sam was requested by McGregorsWench, and it seemed to fit this chapter, so yay!

Yeah, I'm a terrible person. Reviving Phil while he's in his coffin, and having Bucky find out where his soulmate is through the soulmark which forms after that, plus a race against time to rescue Phil before he suffocates. I am… really not nice to characters, sometimes. I don't know whether you've noticed.

Sorry I haven't posted for a few days! I've been working on a long chapter, but then this one got stuck in my mind so I wrote it instead of trying to finish the other one. Oops.

Please review!