Kennedy couldn't breathe. She tried to suck in air, but her chest was tight. Her head was spinning and she felt panic as it quickly spread through her body. She sat bolt upright in bed feeling feverish; a wave of nausea hit her, hard. She threw the blanket off her legs and made a b-line for the bathroom. She barely made it to the toilet before vomiting.

It was happening again.

Ever since she escaped HYDRA two years ago she had been having panic attacks. As she was putting the pieces of her life back together she began to realize all the terrible things she had done. Most nights she would wake up in a cold sweat and cry herself back to sleep; however other times they were worse, tonight was worse. Every muscle in her body ached and her head was filled with the faces of every person she killed. There were so many nights she considered turning herself back over to HYDRA so that they could erase everything and stop the pain.

When she was sure she wasn't going to vomit again she stood up and flushed the toilet. The clock on the wall in the kitchen read 5:45am. She knew she wouldn't get anymore sleep, she would be better off starting her day. She moved to stand in front of the mirror as she ran a hand through her tangled, auburn hair. Her eyes were bloodshot, her face had been drained of most of its color and her once bright green eyes were dulled by the passage of time.

"Pull yourself together Ken." She whispered to herself. A few tears rolled down her cheeks and left small dark spots on her grey t-shirt. Damn, she was a mess. She couldn't remember the last time she smiled, she never had a reason to anymore. Sometimes she would fake one in the mirror just to feel okay for a few seconds. Kennedy made her way back into the main room of her little apartment. The windows were boarded up, but she knew the sun was just rising. It was cold in her little apartment but it didn't bother her, she was used to the cold. She sat down on the floor with a pen and notebook.

Every time she remembered something it was written down in a notebook so she wouldn't lose that memory again. So far, she had filled twenty-five notebooks and counting. She also found that sketching helped her to relax and almost relive certain moments. She had sketches hanging on the walls of the apartment and taped to the windows. She had drawings of every victim she could remember, and a few of Peggy, Michael, James and Steve. Her favorite was a sketch of Michael, Peggy and her smiling into a camera, arms around each other's shoulders. She couldn't have been more than sixteen when the original photo was taken.

She sat on the floor for hours. Sometimes she would write, other times she would read through old notebooks. She was also starting to read other books; she still preferred older literature. After she finished writing she pulled on a pair of jeans and a hoodie. Every Wednesday she went to a local market and bought enough food to last until the next week. She liked cooking, it was therapeutic for her and it made her feel normal.

The market was busier than Kennedy expected and there were new vendors. She had trouble finding the lady who sold the plums. She picked out eight plums and payed for them, thanking the plum lady. She turned back down the street towards her apartment. She always walked the same route to and from the market, and she always bought a newspaper from the same news stand. But, as she stood across the street she saw the man in the stand look at her and then down at a newspaper, then back at her. He set it down and ran off looking back at her every few seconds.

She crossed the street keeping her eyes on the man running away all the while. She only looked down for a few moments to read the headline on the newspaper, it read:

KENNEDY CARTER/THE WINTER SOLDIER RESPONSIBLE FOR MORE THAN SEVENTY INJURED AND AT LEAST TWELVE DEAD IN VIENNA BOMBING.

She put the paper down and looked around the square for any other prying eyes. She shoved the plums into her pocket and took off back to her apartment. She felt panic rising, but instead of shutting her down it spurred her forward.

She came to her apartment door and found it slightly ajar. She pushed the door open and stepped in using all her stealth training. She stopped when she was standing at the end of the bed. In front of her stood a man with short, brown hair. He was looking at the pictures she had in a notebook, he stiffened when the bag with the plums rustled. He turned and she met his intense, blue eyes with her tired green eyes.

"Do you know me?" He asked hesitantly. She let the bag of plums fall on the bed.

"You're James. I read about you in a museum." She replied slowly, she analyzed every move he made.

"I know you're nervous, and you have every reason to be. But you're lying."

"I wasn't in Vienna. I don't do that anymore." She remembered Washington D.C., all of the destruction she caused there.

"Well, the people who think you did are coming here now. And they're not planning on taking you alive." He spoke quickly, Steve and Sam just told him that German Special Forces were entering the building.

"That's smart." She removed her gloves. "Good strategy."

"Kennedy, this doesn't have to end in a fight."

"It always, ends in a fight." She snapped. Experience had taught her that.

"You pulled me from the river. Why?" James was beginning to panic. They were going to be compromised in less than ten seconds.

"I don't know."

"Yes you do." He saw regret and guilt in her eyes. She didn't want to fight, not anymore. She had fought and cried and screamed and now she was done with all of it. There was a second of quiet and for that brief moment James almost thought he saw the old Kennedy.

Suddenly flash bang grenades flew in through the windows. James hit one with his shield and it went into a wall; the other fell in front of Kennedy, she kicked it to James and he covered it with his shield. A third came through, Kennedy blocked it using the bed mattress.

She threw the kitchen table at the front door, blocking it. Two men swung in through the windows. Kennedy engaged the first one, she threw a few punches and he was down. James tripped the second which stopped him from shooting Kennedy. Another man kicked down the balcony door. Kennedy pushed his gun up and kicked him back.

"Ken, stop!" James commanded grabbing her hood. She turned around to face him. "You're gonna kill someone."

She knocked him down and punched a hole in the floor boards next to his head. He stared at her almost terrified. "I'm not gonna kill anyone."

She pulled a backpack out of the floor and threw it out the window onto the roof of the building across from her apartment. One of the men had recovered and was back on his feet firing at James and Kennedy. Kennedy used her metal arm to shield herself for a moment, but James was on his feet quickly and shielded them both with his shield. Another man was coming in through the balcony; Kennedy pushed James and that man back.

She once again shielded herself with her metal arm before grabbing one of the attackers and pushing him through a shelf. She picked up a cinder block and smashed it into another man. The men outside the front door used a shotgun to blast the hinges off the door, but Kennedy was quicker. She put her metal fist through the door and began to fight her way down the stairs. James was hot on her heels.

"Come on darlin." He scolded.

Kennedy just grabbed the railing and used it to swing down to the floor below. She looked back up at James and met his disapproving look with a blank stare. She grabbed the railing again but used it for leverage this time as she threw herself down. She fell about four floors before catching the railing again. The force of her weight put a lot of strain on her metal arm, she cried out, she was almost positive it was going to come off. She pulled herself up and kicked down the door to an empty apartment.

She ran as fast as she could and jumped off the balcony. When she landed on the other side she hit hard and rolled to avoid breaking her ankles. Recovering quickly and grabbing her back pack, Kennedy thought she was safe for the time being. Unfortunately, she was hit from behind and knocked to the ground. Standing in front of her was a man in a black panther suit.

"Fuck." Was her only thought. She moved in on him hoping to end that quickly and get away. That was not an air tight plan; she didn't factor in his strength or huge claws. He overpowered her in a matter of seconds. She held up a metal rod to hold him at bay, but he slashed through it. She was ninety-nine percent sure she was screwed when a helicopter started to fire on them. It was enough of distraction for Black Panther and she was able to throw him off.

She started to run towards the edge of the roof, never once looking back. She reached the edge and dropped onto a ledge, then to the ground below. As she was running down the sidewalk the

helicopter looped around and bullets rained down around her. She saw her way out and took it; she jumped down to the highway.

Car horns were blaring all around her, that didn't matter, she had to get away. Police sirens sounded in the distance and the echo from the tunnel made everything louder. People were screaming to stand down. All of the noise and distractions were killing her, she didn't know how to cope with it. She ran as fast and as far as she could before she was surrounded. Police cars surrounded her and everyone pulled their guns. All she heard was shouting and sirens, she couldn't handle it.

Everything around her started to blur as she fell to her knees. She covered her ears trying to block out the sirens and the screaming, her head was pounding and. It reminded her of D.C. when she was running from S.H.I.E.L.D. She dragged James out of the river and then took off, sirens were screaming and people were running away from what used to be the S.H.I.E.L.D. That was first day she ever remembered, it was the start of everything.

Now she was being pulled to her feet by soldiers and put in the back of an armored van. She was scared, even with all of her training she didn't know how to handle this. She never meant to hurt anybody, she didn't choose this life and she didn't want it. Tears ran down her face until she grew too tired to keep her eyes open and she eventually fell asleep.