Disclaimer: Sadly, I do not own Marvel, just the OCs.

AN: First Avengers/Marvel story go easy on me

Clark ran through the corridors of the secret base. Well, perhaps 'secret' wasn't the correct term anymore. How did things go south so fast? One second he was discussing an important discovery with his colleagues and the next they were lying next to him, dead; and he was next. He'd fought his way out of various dangerous situations, and it was clear he had the advantage in his own base, yet something felt off about these attackers.

They had no name, no insignia and clearly no tides. They could watch each other get beaten to a pulp without feeling any sort of remorse. As Clark had guessed, their motto was 'every man for himself'. However, they had a common goal, a task perhaps. He didn't know what, or why. All Agent James Clark knew, was that the men that had invaded their base were enemies of S.H.I.E.L.D. and had to be stopped.

This of course, easier said than done. There aren't usually many people in a secret base, mostly because the name expresses its location. How did these people find it? A mole amongst their ranks? Questions flooded the mind of the agent as he ducked behind a wall; barely missing the bullet shot his way. He panted heavily after all the running he had done. Quickly, he reached for his earphone and began speaking:

"Engine Room this is Agent James Clark, Unit B14 is under attack, I repeat, Unit B14 is under attack! Can anyone hear me?"

Clark was answered by a buzzing noise, but no direct answer. Did they cut the coms? He bit his lower lip to stop himself from cursing. Another bullet was shot his way, but luckily hit the wall, allowing the agent to visualize the position of his opponent. He stepped back into the corridor, grabbing the firearm and pointing it up, twisting the arm of his attacker to force him to let go and he did. The gun was thrown to the side as the man before him, tall and bulky aimed a punch. He reached Clark's stomach, earning a loud grunt before the agent was back up straight. He swiftly grabbed one of the man's wrists and twisted it, turning him around before slamming his head into a wall.

"Big but not strong," Agent Clark commented, eyes glued to his now knocked out 'friend'. "This is a distraction," he concluded. Suddenly, a noise from his earphone made him wince, then a voice began speaking.

"Good deduction Agent Clark, I was told you were smart," The voice was old, yet it was almost as if you could hear the smirk on the speaker's face. "As am I really,"

"Who the hell are you?" Clark yelled.

"Me? Simply another scientist, nothing too impressive. But you Agent Clark, you're the last man standing,"

"Last man huh? No matter, when I get over there I'm going to show you my way of thinking," Clark threatened. The person on the other side laughed slowly, in the creepiest way possible.

"I'm sure you will agent Clark. At east you will try. Don't take it the wrong way, but you were selected for an important experiment,"

"What the hell are you talking about?" Clark demanded.

His plan, was to keep the man talking until he got to the engine room, unfortunately the information he was getting was distracting him. I am an agent of S.H.I.E.L.D., he thought, remember your training.

"One of my experiments must be tested on the field. You give out sympathy agent Clark, which is why I believe you are the best suited for this task," Clark stopped in his tracks. "As I have gathered, you do not have many enemies Agent Clark,"

"What does that have to do with anything?" Clark asked.

"Well, what if I told you, my experiment has been learning every single bit of information on you: your childhood, your marriage, the death of your mother and the birth of your lovely twins. Don't you think it would be hard to kill a man you know so much about? That is my experiment Agent Clark. Let's see if you survive..."

"What if I do?"

"Then I will have failed," the voice answered before dying away.

Seconds later, Clark heard a loud, blood-curling noise, like someone scratching their nails on a blackboard...and it was getting closer.

Clark was panting hard, right hand pressed onto the gunshot wound at his thigh. It hurt, bad. He needed a doctor, or this wound would get infected and he would die. Although, what he needed most now was a miracle.

In front of him was a girl, a strange, scared looking girl. A child really, barely eleven years old. Shoulder length, black hair and dark brown eyes that revealed all her emotions. Clearly, she had not been trained for such a mission. She was holding a pistol tightly with both her hands, aimed directly towards his skull. Why was this child here?

"Very bad position, but surprisingly great aim," Clark thought before mentally slapping himself for making comments at this time.

His glance never withered nor shattered, but neither did hers. Clark had been hoping for an opportunity to pounce and force the gun out of her hands, but that would only be possible if she looked away for at least one second, a thing she apparently was not inclined to do.

"Listen," Clark began, raising both his hands. She shuddered, taking a step back and pointing the gun a little further from her chest. "You don't have to do this,"

"You're right Agent Clark," a voice suddenly said. That voice, the coms! A tall, slender man stepped out of the shadows, a smirk plastered onto his face. He had small round glasses resting on the bridge of his nose and shadowing dark eyes. "But she will,"

"You," the agent gasped in surprise. "Don't listen to him," Clark attempted to speak to her directly.

"Isn't she beautiful Agent Clark, my own little creation," the man placed a hand onto the girl's shoulder and played with her hair. From the look on her face, she looked completely frightened. Was it because of the way her gun was aiming at an innocent man or because of the slender giant behind her?

"What did you do to her?!" Clark yelled, making the child jump slightly in shock. He hadn't meant to scream so loudly. The girl looked to him and lowered her gaze slightly.

"I've made her stronger. I've made her useful..." the man laughed. "Our own little weapon!"

"Listen kid, don't let him control you! Don't let him scare you! S.H.I.E.L.D. will protect you, I promise," Clark began, trying to calm the girl down. She looked back to him and smiled slightly.

"Protect me?" she asked, her voice barely reaching the agent's ears. "I won't be hurt anymore?" She lowered the gun, hope filling her eyes.

Clark took a look towards the slender man, whom did not seem shocked by the youngster's reaction. "I promise," he repeated. This was working, if he could get the child on his side, he would also have the gun. The man before him didn't look strong, so the fight should be easy, but what if he wasn't alone? Either way, it gave him a greater chance of survival, and that was enough.

"Lies," the girl tilted her head and smiled darkly. "All lies," she repeated, once again pointing the gun to Clark's face. "I know what S.H.I.E.L.D. is, I know you, what you are! You're all liars!"

"Well, you're right about one thing, you know who I am. So, do you have what it takes to pull the trigger? Do you have what it take to make two little boys orphans?" he asked solemnly, knowing this was his last chance to convince her.

A sudden look of sadness covered her face as she lowered her gaze to the gun. Perhaps she did not. Looking back to Clark, he saw sadness replaced by another feeling: fear. No, she didn't have what it took to pull the trigger, she was afraid of it, like a bird afraid of heights. However, she seemed more afraid of what would happen to her if she did not obey.

Her mind cleared and she placed her finger on the trigger.

"I'm sorry," she mouthed.

Linda, boys, I love you, I'm sorry, thought Clark as the girl spoke:

"Hail HYDRA,"

A bullet was fired. A man died.

~~~x~~~

'Doctor Rudolph Heiner, entry 31. The subject had shown signs of fear and sadness during the tests and used the pistol to end her enemy on her final task. I can therefore conclude that all tests were inconclusive. Experiments will resume. Attachment is a weakness.'

AN: So, how did you like it?