DISCLAIMER: Agents of SHIELD is the property of ABC and Marvel Studios. This work was created purely for enjoyment. No money was made, and no infringement was intended.

RATING: T (for language, adult situations)

AUTHOR'S NOTE: This follows "The Well", which I thought was one of the best episodes of Agents of SHIELD so far. It's May/Ward in keeping with the end of the episode, but if you squint you might see some Skye/Ward. I also invented a bit more of Ward's backstory (which has since become AU I think, but oh well). Enjoy!


When he closed the door behind him and caught May's eyes from across the small table in her room, he wasn't sure what to expect. He wasn't sure of anything at the moment, only that the pain was harsh and the anger was worse, gnawing at this heart. May watched him with those stoic eyes of hers, not accusing. Not demanding. "Are you here to talk or get drunk?"

He tried to judge from her words which she'd prefer, because hell if he knew himself. His boots thudded softly on the beige carpet as he took a tentative step forward. "Not sure," he finally admitted. She poured amber liquid from the whiskey bottle into one of two shot glasses. He shrugged. "Don't want to sleep, I guess."

She arched a slim eyebrow and glanced up as he approached. "You look like you need it."

"To talk or a drink?"


He grunted as he tenderly lowered himself into the plush chair across from her. His sore body protested rigorously with spasms of bruised muscles up and down his abdomen and back, but he managed to keep the wince from his face. He tried half a smile, tried to bring back his composure, but it was so shattered that it was sadly futile to pretend he was anything but defeated. The team had seen him at his lowest, weakest, most goddamn vulnerable, and he knew he couldn't lie to her. "Considering I spent the day reliving my worst nightmare, I'm terrified of how bad tonight could be."

She said nothing to that, nothing to invalidate or contradict it, instead reaching across the table to hand him his glass. He took it, staring at the liquor, feeling nothing and everything all at once. Acute numbness. Tiredly he closed his eyes against the barrage of emotions eating away at him, against the knot in his throat and the vise squeezing his chest until it nearly hurt to breathe. "You said back there that you saw what you see every day," he murmured, ending what had become a long and tense silence. He opened his eyes again and looked at her. She sat in her own chair staring at her own drink, her eyes empty and distant with things he couldn't understand. He wasn't sure he wanted to know her dark secrets when his own were so raw and open. He could barely stand to confide in anyone, let alone her, and he knew she was the same. She didn't say anything, but when she looked up and met his expectant stare with steely eyes, that was enough of an answer.

The rage rose again. Rage and despair. "No going back."

"No," she simply affirmed.

It took all of his willpower to keep himself still. "I've spent my whole life learning to forget, to put all of it away, because when you're out there and you lose focus even for a second, you die. Innocent people die, and the bad guys win, all because you couldn't hold it together." The words came faster and faster and he felt his eyes burn. Not for the first time today, at that. He bowed his head and stubbornly blinked it all away. Fists clenched. Muscles burned with strength now far exceeding his own. It was transient, but he felt so different from how he had that morning that it seemed impossible it would ever fade. He could shatter that glass in his hand. It was fragile. He could destroy it.

But he didn't. He was furious with his own weakness. "It's all gone to hell."

"You want to tell me about it?"

Her quiet voice cut through the red haze in his head. It was hard to swallow the spite when he looked up. "Why? Will it change anything?"

May shrugged. "I doubt it," she said. "But I said I would help you. I know why you turned Skye down."

That stung him in ways he didn't want to even contemplate. How badly he'd wanted to hurt Skye earlier that day in the lab when the effects of the staff had been so new and potent. How badly he'd wanted to touch her, to trust her, when she'd sat beside him in the bar just a few minutes ago. She already made him feel unhinged. Too open. "She wants information," he said as though that could be an excuse for how torn and tortured he felt. He tipped the glass to his lips and the alcohol burned its way down his throat, wondering how May knew what they had said in the bar. "She always wants information."

"She cares about you. A lot, if the way she looks at you is any indication."

"Yeah? Well, she shouldn't," he spat. He was surprised at the venom in his voice. At his pity for himself.

May wasn't, however. She looked at him squarely. "I know why you didn't tell her," she said again, slowly and calmly, "why you didn't tell any of them. They won't understand. I will. So tell me what you saw."

He watched her, his heart thundering, his breath short gasps between clenched teeth. The world closed around him, shadows and heat, and that memory, that goddamn nightmare was there, so vivid and close to the surface. He could touch it, hear it, taste it, if he wanted to. If he let himself. He hadn't thought about it in years, and now he couldn't forget it. "I've never told anyone. Not even SHIELD psych. I lied through my teeth when they evaluated me."

"Haven't we all," May coolly said. "Takes a lot of time and practice to get to be that good of an actor." He wasn't sure if that was a compliment. When he put his glass to the table, she refilled it immediately. The whiskey was a fire going down his throat. He was already buzzed, given the amount he'd had to drink, his own bone-crushing fatigue, and the day's trauma. He wondered if getting totally wasted would dull the pain. Obviously she thought it would. "Years."

"You know about me. I know you do."

"I know a personnel profile doesn't scratch the surface," she clarified. She opened her hands to him and sat back in her chair. "But I also know that pushing someone into something that deep isn't fair. So talk or drink. It's up to you."

He appraised her, suspicious for a fleeting moment, but then he realized she was being sincere. She wouldn't pressure him, wouldn't demand anything of him. On some level, he'd known that all along when he'd impulsively decided to follow May into her room, even though Skye had offered her ear and her shoulder to cry on. Skye would have pushed it, pushed him, and she got to him in ways he wasn't ready to admit to himself. Skye would have judged him, formed her own opinions and quickly, because that was how she faced everything. May, despite her reputation, despite her icy exterior and intimidating attitude, was safe.

May understood him in ways he knew Skye never would. Especially after what they had both endured today wielding the staff.

He cracked a grin, the sort of grin someone wore when standing on the edge of doing something utterly insane. He hesitated because he didn't know how to start, if he even wanted to. If he even could. She waited patiently. Eventually he released a wavering sigh, heavy with emotion he bravely tucked into his chest. "When I was growing up, I had two brothers. An older one and a younger one. Mom had us so close together, just like that, but doing that must've drained her because when we got older, she stopped caring. And my dad made more time for his career than he ever did for his family. So we were on our own. A lot."

He lost his nerve and downed another shot. She watched him, but he couldn't meet her gaze even as he shoved his once again empty glass toward her. The room was spinning a little and the pain wasn't so bad. His chest felt looser and he felt freer. "My older brother was a bully, pure and simple. He used to kick the crap out of us, out of me mostly, just because he could. He tormented us for as long as we could remember. Mom loved him, but she didn't give a damn about us. Going to her was like talking to a brick wall. He knew it and he loved it, loved that nobody listened."

Other things were coming. Things he'd forgotten as well, things he'd never wanted to remember. Broken bones. Bloody noses. Bruises. Fighting. Laughing, cruel taunts. Being afraid to come home after school. Crying. Sleeping in his little brother's bed because they were both too scared to sleep alone. Years and years of it. "When I got older and bigger, he started using us against each other. And I was always too damn weak and scared to stand up to him." He sniffed and wiped at his eyes and pretended he didn't see the wetness on his fingers. Another shot of whiskey. He was pouring it himself now. He was starting to feel sick. "One day, we were playing in the yard behind our house. Big back yard. Used to be a farm or something. There was a well back there."

It was there now, right at the surface. That old stone well, the gray spring day. The smell of wet air and wet leaves. Cold water. He didn't want to go back again. But he did, because he was too close now, and it was suffocating him, drawing him in and drowning him. "We were playing football in the yard, and then he came home. He got in our faces. Backed my little brother up to the well, picking at him, and I just stood there. I just stood there and listened to the fight. I didn't want him to come after me. I couldn't even make myself watch."

"He pushed your younger brother down there?"

He looked up at May's soft question. "I – I don't know. I heard him fall, and I ran to the garage to get a rope. When I got back, he was at the bottom of the well, screaming. Screaming for me to get him up. I don't know if he was pushed or… I don't know." His hands shook. "I wanted to get the rope down the well, but he stopped me. He told me it was too soon, that he needed to stay down there a little longer so he'd learn how to be tough. I tried to argue but he told me he'd throw me down there too if I did anything."

He closed his eyes. He could still feel the coarse rope in his hands, the numbing cold all over his body. The fear and panic and anger. The goddamn helplessness. And then the hate. All consuming. "I just stood there," he ground out, fighting to keep the anger in check. His anger had a mind of its own today. "I just stood there the whole damn time, too scared to do anything. And when he left, I started sending the rope down, but... It just got quiet." He closed his eyes. "Real quiet."

The stone was icy under his fingers. The water was still. Silence, instead of screams and splashing. He couldn't believe it. Ice and hate.

He snapped free from the memory and looked to May. Her face was placid, her eyes not quite focused on him but not looking away, either. He drew a deep breath, leaned forward in the chair, and snatched the bottle. He filled his glass again and let the whiskey scorch its way down his throat. "Mom and Dad blamed me, of course. Locked me in my room. Wouldn't even let me go to the funeral."

The hate and bitterness inside him grew hotter and hotter, then. He looked at this hands, hands that had run red with the power of the staff, that had been covered in blood (his own and other's) more times than he cared to remember. "He came at me again a couple days later. This time I didn't take it. This time, when he hit me, I hit him back. I hit him and hit him, harder and harder. I had him pinned. I could've ended him." He remembered that, too. His older brother's squirming body beneath him, trapped to the hardwood floor in his bedroom, the broken furniture and wreckage from their fight all around them. Brown eyes, bulging as his hands squeezed the life right out of him. Blood and terror. Choking. And the rage. "I wanted to."

"But you didn't."

He looked up sharply, away from hell, and saw May's placid face again. "No." The last drops of whiskey spilled from his glass and into his mouth. He swallowed it like it was poison. "Told him if he ever hit me or anyone else again, I'd kill him." He set the glass to the table in disgust. The clank was so loud in the quiet, like thunder. "After that, it was over. He never touched me." He shook his head. "I got out of there as soon as I could. I finished up school. Got accepted into the Academy. You know the rest."

"You think it was your fault?" May asked.

"You don't?" He balled his hands into fists subconsciously on his knees, squeezing so tight he felt his bones bend.

She didn't argue with him or offer him the sort of placating crap he knew Skye or anyone else would've, and for that he was grateful. He didn't want pity or understanding or empty solace. He wanted to it go away. And it wasn't going to again. Give it a few decades. He gave a hoarse, humorless chuckle. "I still hate myself more for being such a goddamn useless coward than I hate him. After what happened, I swore to myself I would never be that weak again. That I would protect people who couldn't protect themselves. That's why I joined SHIELD. Why I joined the team. To protect all of you."

"You do," May agreed. "You still can. You're the same person you were before. The staff didn't put the rage there." He eyed her with doubt and suspicion, wondering if she was could be that good at reading him. "You saw it. It's done. You can rip yourself up over it, or you can accept it." Her face softened. "Why did you see what you saw? Why did it take you to that memory? Of all the dark moments in your life, why did it go there?"

"I told Coulson. It was the day I learned to hate."

"Your darkest moment. Not the day you learned to kill, not the day you learned how deep fear goes. Not the days you almost died." She smiled faintly. "That means you conquered all of that. And what you saw… That's what made you who you are. We're defined by our scars, even the ones we want to hide. And time heals all ills."

"So that's it, then?" he snarled. The frustration came back, so powerful that he wanted to break something and hurt someone to fill the void in his heart where all of his sense of control and self-worth used to be. "Look on the bright side? A bunch of goddamn platitudes?" He felt cheated, hearing that come from her.

"Sometimes that's all there is," she coolly answered. "That and the next mission. It's not hate that's the problem. It's what you do with it. And you and I both know that a little rage isn't always a bad thing."

Rage. Somehow hearing her say that made it so much harder to keep it all inside. He wanted to scream. He wanted to cry. Sweat lined his brow, tickled his neck under the collar of his shirt. He felt disgusting, felt himself shaking, felt it all pressing him down deeper and deeper, pounding on him as hard and fast as his heart strained against his sternum. That dark, nasty ache in the pit of your stomach… The rage in your chest… He couldn't fight this.

Her small, cold hands grabbed his, jerked him from the inferno, and he opened eyes he had clenched shut. She was kneeling before him, her hands atop his fists where they were clenched on his knees. "You can't go back," she said softly, "but that doesn't mean you can't go forward." Slowly he relaxed, her fingers tenderly easing his from their crushing grip. "When I said I could help you, I didn't just mean fight them. I can help you learn to live with it."

"How?" he whispered.

"There aren't easy answers," she said, holding his gaze firmly. "Sometimes this is only thing that helps." She nodded toward the empty bottle of whiskey. "Sometimes it's best to feel anything other than what's inside."

It was overwhelming, the physical pain and the storm of emotion and stress. He half-sobbed, half-chuckled. He was crashing. Hard. Hammered. The rage and hate was pulsing within him. A monster. He was frightened of it. "I don't know myself anymore. I… I want to hurt something, anything. Anyone."

"You won't hurt me," she promised. It wasn't faith on her part. It was fact. Then she stood, grabbing his arms and roughly pulling him to his feet even though he was much taller than her and much weightier. He tried to move away, but her grip on his arms was surprisingly firm. "Stop," she ordered. He looked into her eyes. She was a mystery to him, to everyone, but he wasn't intimidated by her. He saw things he'd never seen before in her: pain but so much more strength. The ice was gone for this moment, and then she took his face between her hands and pressed her mouth to his. He was surprised, but not surprised enough to fight, as the kiss turned more passionate. She tasted like vanilla. He would have never imagined that.

Some tiny part of him knew this wasn't right, knew that the consequences might be worse than the pain of the moment, but that part was drowning in alcohol. He pulled away. The room was spinning and she was mesmerizing. "We shouldn't," he whispered, but he wasn't all convinced of his own assertion. She stilled whatever other words he might have said with another kiss. Then she steered him to her bed and yanked his outer shirt off his shoulders. His undershirt was next to go, and then she pushed him down to the mattress. "Melinda." He didn't like feeling this out of control.

She wasn't out of control. Not in the least. He didn't know how she wasn't, how badly she'd been damaged to have held that staff and not be as bad off as he was, how deeply scarred she was. He was starting not to care. "Shhh," she whispered, straddling him. He was amazed at how good it felt. "Ward, for the last time," she murmured to his lips. "Let me help you." He wanted to believe that. He was desperate for anything to fill the aching void, desperate to feel anything other than anger and hate. As she leaned over him and rained hot kisses down his face and neck and chest, as her hands dipped lower across his stomach to his belt, he groaned and surrendered to the fire. Words and feelings and distant things spun around him, but it was too much effort to hold onto to any of it. She pulled him away from the dark places.

It was still there, of course, and the rage and the hate would be there after they slept together. It would be there when he woke up tomorrow morning and every morning after that for the rest of his life. But for now, he could pretend it was all still locked away.

He could even pretend this was more than just release.

So he did.