A/N: Multiple Marvel references/crossovers but the main focus will eventually come to the team of 6 we all know and sometimes (Ward) love! I apologize in advance for any grammar, spelling, ect, but I hope you'll stick around for the plot. And points to anyone who can name the other movie references.

It has been 19 years since Skye became a SHIELD agent. She cycled through many monikers, some that she would never be proud of, and lost a good amount of friends. Through her years she grew into the person Coulson knew she could be and rubbed shoulders with the big players; the Cap, Stark, and Parker to name a few, while she mastered the reason why she was an 084 by knocking down all the baddies that thought they could rule the world.

She even made Director of for a couple years, until she headed the Alliance. But her work seemed insignificant now and their world lay in ruin. HYDRA, AIM, and all of their enemies finally smartened up- teamed up and stacked their resources- until nearly all the heros were extinct.

The lab, their last stronghold, was threatening to blow as sparks flew everywhere. Surveillance cameras had HYDRA and AIM teams tagged as ten minutes away. She spotted Juggernaut's bulky figure tearing through one of their re-enforced entrances. The computer screen blanked out before returning with a new ETA.

"Five minutes!" She announced.

Fitz flew from one side of the room to another, gathering and assembling bits and pieces as he moved. A glowing sphere, captured in an intricate box, whizzed in his hands that wouldn't stop fiddling.

"Notifying me every time our death gets closer will not get you faster results contrary to any of your previous trials with this method."

Her lips twitched but before she could form a rebuttal the box hummed and Fitz nodded triumphantly. The glitching power core they stole had been unfinished and malfunctioning and needed fixing before they could use it for their last ditch effort to defend the world, or avenge it.

Thankfully, their last facility had the equipment for repairs but the the design of the place sucked which meant they were far from the center of the labs. So, they raced out of the room towards the main lab.

Stark snarked over their comm. "Just take all the time you need, I'll just keep the HYDRA soldiers busy with the latest pop hit. Maybe they'll like 'HYDRA-style', or-"

"We'll be there in a minute," She hissed and rounded the corner, right into the barrel of a gun. There was four of them, and the HYDRA badge glinted in the dim light. Her heart stopped, they weren't supposed to be inside yet, not this deep in, and a gunshot rang through the hall, her shoulder ached painfully as she staggered back.

The gun was at her nose and he hesitated, his mistake. She flexed her hand slowly and a familiar feeling washed over her. The man took a stuttering breath and there were four bright flashes. When the light receded, four distinct blood splatters painted the hallway.

Fitz moved forward, stepping easily through the blood, and only looked back once he noticed she wasn't following. Her eyes were glued to the red splashes. They had exploded, tore apart molecule by molecule by her abilities. She didn't use it often- actually she tried to never use them- she had alternative methods of elimination, but a sense of urgency had enraptured her.

The Captain had called her dangerous at one point, and continued to emphasize it throughout the years. She had unquantifiable powers brought by mad mens' experiments, powers that scared Humanity and put down the Hulk. In the beginning, a few tried to make her into some kind of God- with powers of no known limitations, it wasn't a far stretch- but she was just a human with unknown origins. An unknown that thought, acted, felt human.

She blinked, Fitz was calling her. They locked gazes and there was nothing in his eyes but determination and ice. There hadn't been much else in him since they lost Jemma.

"Come on," He urged and they ran.

During their stay they blocked off all entrances into the main lab except for one triple enforced door with StarkTurrets. It opened quickly for them and closed just as fast. Tony stepped from behind the main console of the room, he hadn't changed much except for his grey hair and cybernetic leg that reminded her of Deathlock. There was also that deep set grim look in the lines of his face, but that was just an accessory of War.

Fitz stepped straight towards a chair situated against the wall, a multitude of wires wrung around it. Stark took the cube and together they worked on equipping it into the machine.

Stark whistled as he worked, a habit he picked up once he lost access to his favorite music and something that grated on Skye's nerves after a few hours, but Fitz appreciated the insight into a genius.

"If Stark Industries was still a thing, I would totally hire you Scotty."

Fitz gave a slight smile, she hadn't seen a full one in a while. "The power source will only work for a limited time, and will only hold for one use."

Outside the door they heard the turrets whirl. Skye pulled up the feed outside and the boys worked faster. There were two dozen soldiers outside fitted with cybernetics. They advanced slowly and none of them fell under the constant barrage. Her feed was cut when they finally decided on firing back.

"Looks like Stark tech isn't all that great anymore." She said.

Stark glared. There was a bang against the door. And another. Probably Juggernaut.

"They at least have the politeness to knock, you could learn a thing or two Skye. If you don't have anything nice to say, than say nothing at all."

"Guess I should let them in then."

"Wait what are you-"

She opened the doors and Juggernaut came barreling through, right towards Stark and Fitz. This time her hand didn't flex, but something intangible did; dozens of bright lights flashed and so did one large one.

Her throat closed at the easy extermination.

Blood splattered onto the crouched men. Fitz wiped the offending liquid away from his eyes and continued unaffected, he hadn't stopped working since he entered. Stark stared at her with Banner's eyes, sad and understanding.

She broke their gaze first.

"Done." Fitz announced. He walked towards the console and she frowned when Stark followed.

"What are you doing? Get in the chair Tony, we don't have time for this." This was the turning point in the war they didn't have time for him to mess around.

Fitz and Stark glanced at each other, a sure sign of something foreboding. "No," Tony said, "You're going."

The confusion probably showed on her face because Tony continued. "The power core has a lot of energy, but only enough to kickstart things. We want to bend time and theoretically it takes a lot more energy than man can make. You on the other hand…"

"If you go, I can just give the power to you-"

Fitz interrupted her. "And how much practice have you had with giving power? He's more likely to explode from the excess energy and its just too many variables. This technology was based on what created you Skye. It'll give you all the energy in that power core and help you focus on where you need to put it, a point in time."

"I don't even know how much energy I can create!" She argued.

"You just took the energy of over two dozen people, that should be able to land you somewhere." Stark voiced. She tensed and the power buzzed around her in acknowledgement.

He saw the resistance in her body and his voice softened. "This is our last chance Skye. You are our last chance."

She was their last chance but they needed Stark to do this, or even Fitz, they were both genesis, this wasn't something you could stumble through. "You or Fitz are the better choice, either of you can change this right."

Stark shook his head. "That's not a wrong opinion but we need someone who we can rally for, not another person working the problem."

"Hey, I know stuff." She interjected.

He smiled and nudged her towards the chair. "Get in the chair Skye, we don't have time for this." He echoed her words and she elbowed him lightly.

Once she settled down Fitz set the wires around her. The tiny wires molded to her form, suspended a few centimeters from actually touching her. He set his hand against hers comfortingly, in the many years that they worked together they found a weird bond, something like siblings but a little closer.

"You'll do great Skye."

She didn't have anything to say, she had to do extraordinary because this was the final stand. While she took out the foot troops AIM still had their mortars on standby, probably waiting for the ground team to report. This lab didn't have the capacity to stand that.

"Alright once this baby hits 88 miles per hour, you're going to see some serious shit." Tony announced.

Fitz didn't have much hope for the world in the last few years, none of them really did as they witnessed the widespread massacre of nearly everyone, but it was something that he was beaming so desperately at her.

"This isn't our future." She vowed. Her eyes flitted between the two and the machine behind her head hummed loudly. She hardly noticed Fitz move away, her body was on fire, scorching along the paths of wire and she barely held back a scream.

The energy was forcing itself in, pushing against her skin on all sides.

"Skye, Skye! Let go!" A voice yelled.

The energy wasn't stopping, but she ceased to resist the forceful energy. It seared as it seeped into her skin, leaving a dusting of blue light across its surface.

Suddenly chair disappeared beneath her and she fell backwards. She was falling down the rabbit hole as watched her life flashed in reverse. Everything was moving backwards; the Alliance from fall to rise, her time as Director to 'Superhero', faces once dead. It was a blur through events but one face made her pause. Everything stood still as she paused in air. Phil.

The first time she kissed Coulson was shortly after they found out about her powers. They were in a newly acquired SHIELD facility, a briefing room. Her powers were unstable, barely manageable at the time and the team had picked up a mission. She was grounded, scared shitless- she didn't show it but Coulson knew- and hated that she couldn't even accompany as Communications.

They argued early into the briefing, with eyes and wordless motions that everyone pretended not to notice, until the room filled out.

He gathered his folder slowly and she slid onto the table space next to it. When he wouldn't look at her she crossed her arms. "I should be going with you."

"Skye," He pronounced it specifically, so much into one syllable, but still didn't look up. Dammit, he was really going to make her say it. Normally she wouldn't but things hadn't been normal.

"Don't leave me." She wanted it to sound like an order but it came out as a whisper. His hands stilled and he finally looked at her.

They had history, years full of meaningful glances, touches, and moments. They were each others' rocks that complimented each other with a few almost kisses by her judgement, but most of all they were best friends and confidants.

She watched curiously as he moved in front of her and lightly grasped both of her arms, familiar territory. Touches were always fleeting and light with heavy intentions but she was surprised when he pulled her against his chest. One of his hands splayed in the middle of her back and the other wrapped over her shoulders. She encircled his waist.

"I will never leave you," He said into her ear.

When he pulled back their faces were still close and she could feel his breath. Maybe it was the new powers or the tension that was always around them but she closed the gap. It was a chaste kiss, closed mouth pressed against another, and she felt his hands on either side of her face.

She expected him to push her away lightly but he held her still and kissed her back. When they broke away he held her close.

"When I get back, I have a few contacts that might be able to help you control your abilities or explain them."

"Just going to kiss and run AC? Thought you had more class than that." She teased.

"I've been told that a recent powered Agent of mine has changed me. Any complaints of character can go to her."

She laughed, he hadn't heard that in a while. His hands settled on her hips. They squeezed when she settled into a distant quietness.

"We're in the dark together." He was utterly serious and she studied his face intently. She hadn't seen it in years and his face looked the same as she remembered it. After there would be a long and complicated sort-of-origin story where they learned she could do a lot more than just move things. Before a lot of things changed.

She expected him to say a few more things before walking out, it was a memory she played often enough, but he continued to stare and his brow furrowed.

"Skye? Are you okay?" He asked. She could feel his hands against her skin rather than just watching it. It was like an anchor.

Let go. Something urged her, too soon, not the right time.

She blinked back tears and felt his hand catch a few strays. I love you. The words were caught in her throat and swallowed by her scream as she fell away again, further down the rabbit hole. Without a focus, the years flew by faster than she could recognize.

Her head pounded and a weight settled in her limbs. Her breaths were thinning, energy draining. She never ran out of energy like this before, the closest she had felt to this was death. Memories were passing faster, zooming past her, until she fell on something- hard. The impact left her breathless and her vision blacked out.

She gasped loudly for air and sat up from her prone position. Her breaths were heavy in the small room and she noticed the color. Everything was white, her small bed was pushed against the wall with another situated closely next to it.

A little girl was sleeping with a few IV's and monitors beeping annoyingly. Two adults sat huddled tightly together, probably parents, and she noticed the woman's wet face. The girl's eyes fluttered and teared. She let out a little cry of pain.

Instinct made her lean over the space in an attempt to alleviate the girl.

"It's okay, it's okay," Skye soothed. She laid a hand against the girl's forehead and stroked her hair with the other. "You're going to be fine. I promise." Glowing blue palms illuminated the dim room and the girl's tears quelled; tissue started to mend together perfectly, not an atom out of place.

Skye tried to distract the girl. "What's your name?"

Its took a few beats but she mumbled timidly: "Rose."

"That's pretty, I'm named after something too. My name's Skye."

Rose's eyes darted to hers then fell on her glowing hand. There was something in her eyes that was instantly recognizable, she saw it often enough in the beginning. "Are you one of them?" The fear was palpable in her voice.

It was pretty vague but she didn't make Director for nothing, the clues were there. The last time she was in a hospital like this was right after the attack on New York. It was when she started really believing the rising tide and when she broke a leg and collar bone trying to escape the Chiriti.

Skye leaned in close, the damage was almost repaired and her blue light had faded enough that the room was mostly darkened. "Can you keep a secret?"

Rose noded, all big blue eyes and swinging brown hair.

"I'm one of the Heros."

If it was possible those blue eyes grew bigger, fear forgotten, and questions poured out. "Is that your superhero name? Do you know Ironman? Were you fighting the bad guys? Can you-"

"No. Sorta. Not this time." She answered, effectively blocking more questions from escaping the excited girl. "Rose I need you to go to sleep now."

The girl yawned but protested.

"If you go to sleep maybe Ironman will come and see you." Skye's hand brushed her temple and gave a slight push into the sleep cycle. She watched, amused, as Rose's eyelids dropped despite her struggle to stay awake.

Once she was fully asleep, getting rid of her own cast was easily done with no extra eyes. It disintegrated in a scattering of atoms and she wiggled her toes experimentally. Her leg supported her effortlessly and she glanced back at Rose, wracking her memory for a little girl in the hospital.

As she passed the parents it clicked; she remembered them, an empty bed and a lot of condolences.


When she got onto the streets, New York was a mess of rubble and scrap lining the roads. The earlier morning air was crisp, her thin sweater not quite shielding her from the brisk breeze. She lowered her hood instinctively as she passed a camera; she wasn't on any watch list right now and 'Skye' didn't even have a paper trail, but habits die hard.

She watched somberly as she saw the ever resilient New Yorkers brave the wreckage to assist with clean ups and get on with life. It was a similar sight of the future, though there was less buildings and more bodies. They were like roaches in that sense, nearly able to survive anything; she was a witness.

A small group sporting bright shirts reading 'FEMA' slowly cleared rubble, their arc reactor pins caught her eye. She grabbed a seat at a near by cafe with a broken window that held an open sign. Its customers were sparse, spread across a few metal tables in front and inside- where inside wasn't really inside because of the collapsed wall that should have separated the shop and outside.

She must have had an odd expression, watching the clean up, or maybe a really friendly face, because the man on the next table ventured to speak to her. "Its been pretty bad, but everyone's helping."

His voice registered immediately, the relaxed manner a stark contrast to the constantly tense and righteous tone she was used to, and she forced herself to remain calm as her head snapped towards his voice. His blonde hair was hidden under a cap, pulled low over his bright blue eyes but nothing covered his perfectly structured jaw and his rare smile.

Steve Rogers attitude was infectious as his smile and she easily flashed him one back. "In my experience, New York always bounces back."

He nodded agreeably and she couldn't help staring. Steve looked younger, his eyes looked brighter if a little lost and he hadn't completely hardened into anything yet; she kept expecting the hard lines to appear as he lectured her on the wrongness of her powers.

His face didn't shut into solider mode as she dubbed it, but his smile diminished as he seemed to search for words to fill the incoming awkward silence. Thankfully, Skye was a peoples' person.

"Nice sketches," She commented and both their eyes skirted sideways to his open sketchbook. She gestured for it and he handed it over hesitantly. Stark had mentioned that Steve was a good artist once or twice, but she couldn't imagine a war hardened Cap hunched over paper- and the sketches were actually really great.

"Wow, these are really, really good." There were detailed sketches of the buildings around them and even a portrait of a couple a few tables down that could pass as a photo. Steve flushed slightly at the compliment. "Do you do portraits in the park? Getting some practice from unsuspecting, non-paying customers?"

"Thanks and, uh, no its just hobby."

"If you're this good at a hobby, you must be amazing at your actual job." She teased. Steve's eyes lingered on the scattered wreckage.

"I'm working on it." When he showed no signs of breaking the contemplations of his job, Skye continued to flip through the sketch book in the comfortable silence. The faces became more recognizable as she noted a few of Black Widow and Stark. There was one profile shot of Furry, all hard lines and secrecy captured perfectly; she laughed to herself as she imagined him model his portrait.

Another face in the corner made her pause. A small head shot of Agent Coulson (Agent Coulson and not AC because this one was completely stoic), lazily sketched. Maybe she was too focused on it, or Cap had finally realized what she was doing, but his hand covered the page and withdrew the book.

She blinked. "Sorry, sorry. It was just all really good and I was curious." His hand laid flat on the page, only big enough to cover Furry's profile, and her eyes lingered again on Coulson's. His fingers twitched to spread wider.

"Sorry, again, he just," She was goddamn (as Fury often termed it) motherfucking-Director of SHIELD and the Alliance and she couldn't stop the Simmons-like babble. It was probably because of the national monument's slightly hurt face. "Looks really familiar." She finished lamely.

Steve looked conflicted, a mix between annoyance and forgiveness, but forgiveness won out. "No harm done."

"Did you have anything to drink yet? Let me get you a cup…"

He looked nonplussed for a moment before a slightly horrified expression gleaned in his eyes, his lack of introductions finally registered. The Cap right out of time sat in front of her, flustered because of his misstep in manners, and she couldn't help her widening grin. His hand shot out.

"Steve Rogers. It's nice to meet you."

"Skye- like the blue sky, or skyward but with an 'e'." If he noticed the absent last name he didn't react. "So how does Steve take his coffee? Espresso with a shot of cream?" It was how the Steve Rogers she knew always took coffee.

"Actually I would rather take a hot chocolate, extra whip cream." She quirked a brow.

"Sweet tooth or feeling bad?" He shrugged but she could read it in his eyes. She nodded. "Alright, extra chocolate it is then."

There was a slight curl of his lips and she started to make her way towards the counter. A nostalgic voice called out.

"Skye!" She turned and was enveloped in big arms. When the arms finally pulled away, Miles beamed down at her, his hair was curlier and his jaw a little less defined, but his dark eyes were the same. "I was so worried, I couldn't find you for days."

"I was caught up with all the damage but I'm fine." Steve tried not to stare but looked uncertain of what to do. "Miles this is Steve, Steve this is Miles." She introduced them, Miles would become invaluable on the technical side of the Alliance despite his shaky beginnings.

Though they shook hands admirably, Miles looked urgent. "I found you just in time to meet up with a couple friends that we planned to see." He said pointedly.

Of course Steve looked curious and she couldn't quite remember who he wanted to meet near this date, but she urged Miles down the street while she said goodbye.

"Rain check?" He nodded and she pulled his sketchbook and pencil slowly towards her. She wrote a number down. "Call me, for the cup I owe you or for help." They exchanged polite partings before she walked towards the waiting man.

When Steve couldn't see Skye or the man he glanced down at the number. His brows drew together. "070.81964?" He would never understand technology.


Skye and Miles walked through a couple streets before she tried to figure out where they were going. Miles was being vague, which always made her twitchy, and her memory was failing her. They kept walking until he stopped them at another small cafe. This one was smaller than the last, untouched by the disaster. She squinted as she entered with Miles hand on her back, there were mostly booths with low lighting.

He lead them towards the end, a booth with four people, three men and a woman, each holding some kind of electronic. When they looked up, their faces broke into smiles, warm and friendly. The group rose to usher them in and the women excitedly welcomed them.

"Welcome to the Rising Tide."