Summary: The Avengers plus Loki are charged with babysitting Pepper's five-month-old niece. Whose attentions will the baby prefer, and whose will she scorn? How exactly does one assemble a collapsible stroller? And how will Tony Stark react to baby spit-up? Also featuring Agent Coulson. Pure fun and fluff.

Disclaimer: I don't own the Avengers (they belong to Marvel). I do not own Makenna (she belongs to my sister). Special thanks to my other sister (not the one who owns Makenna) for helping me brainstorm for this fic. The sister who does own Makenna knows nothing about this strange yet amusing literary effort which her child inspired. Enjoy!

Six Men, a Russian, and a Baby

Chapter 1: Five Months

The day began as a sort of reunion for the group of superheroes known as the Avengers, and the site of their gathering was none other than the prestigious Stark mansion in Malibu, CA. Overall, it was a rather humble affair, certainly nothing like some of the other celebrations to have taken place in that same residence over the years. The guests of honor themselves, however, were quite illustrious, each in their own way.

There were two agents of SHIELD, a doctor/giant green rage monster, a supersoldier from the 1940's, two Norse gods, and one genius/billionaire/playboy/philanthropist. Yes, that's correct – two Norse gods were in attendance. Thor had achieved permission to bring along his younger brother Loki (the very supervillain whom the Avengers had recently defeated), insisting that Loki would benefit greatly if given a brief respite from his eternal prison sentence.

But whatever plans the Avengers plus Loki might have had for spending their day together, those plans were thwarted early in the afternoon when Pepper Potts unexpectedly dropped by. She approached the house heavily burdened with a bizarre assortment of bundles, almost losing her footing twice as she walked precariously in a pencil skirt and high heels.

Having been alerted to her presence by Jarvis, Tony was at the door waiting to greet her; but the billionaire's smile fell as soon as he set eyes on the most conspicuous of Pepper's burdens.

"Wait, what is that?" he demanded, pointing. "And even more importantly, whose is that?"

Pepper hefted the baby carrier in her right arm and huffed, "This is my niece, Makenna Grace. I agreed to watch her for my sister this weekend, but someone," here she punctuated her sentence with a remarkably Loki-esque glare at Tony, "someone scheduled a very important board meeting for this afternoon which I can't miss. Even though he himself will conveniently not be attending."

Given the choice between a five-month-old baby and a boring board meeting, Tony Stark was quick to choose. "Umm, actually, Pepper, why don't I go to that meeting after all, and then you can stay here…"

"Not a chance, Tony." Pepper shoved the carrier onto her boyfriend's arm, despite his protests about being handed things. "This will punish you far worse than any board meeting; and besides, I know you have plenty of help here. Now, I've put her stroller out in the garage in case you want to go for a walk later, and there's a nice long list of detailed instructions here in her diaper bag, along with everything else you might need. So have fun, and I'll be back later tonight."

She then blew a kiss down at the sleeping infant, neglected to bestow the same affection on Tony, and left without another word.

"Friend Stark! What is the commotion here?"

"Sshhh!" Tony rounded vehemently yet quietly on his group of friends who had finally decided to make an appearance. Where had they been when he needed them, to help emphasize the point he'd been trying to make to Pepper that superheroes did not necessarily make good babysitters?

"Be quiet, all of you! If anyone wakes it up, that person will be banned forever from all Stark property."

He set the baby carrier down next to the couch before Clint blandly asked, "Tony, is there something you'd like to tell us?"

"It's not mine!" Stark insisted, having picked up at once on the insinuation. "She's Pepper's niece, and we are all charged with babysitting duty because I may or may not have scheduled a very important meeting for today requiring Pepper's presence."

"Well done, Anthony, I must say," Loki smirked.

"What's her name?" Natasha asked while coming over for a better look.

Tony had to think about that for a moment before finally supplying, "Makenna Grace. At least, I'm pretty sure that's what Pepper said…So, who here knows how to take care of a baby? Pepper left some instructions, but I've never been big on owners' manuals. Brucie, you gonna help me out on this one?"

"Uh, I'll be happy to consult, Tony, but I'd prefer to stay hands-off in this case. Just…better for everyone that way, ya know?"

"Looks pretty chubby, doesn't she?" observed Natasha, who was gently running her finger along the baby's fisted little hands.

"Chubby babies are cute….or, so I'm told," Clint hastily amended in light of Natasha's meticulously raised eyebrow.

At that moment, Makenna's big blue eyes blinked opened, and she yawned contentedly before looking up at the crowd of strangers gathered around her.

Tony cleared his throat. "Okay – who wants to pick it up?"

"I will!" Captain Steve Rogers volunteered. After a brief hesitation searching for the best handholds, he gingerly lifted Makenna from her carrier and held her up by his shoulder. "Wow, she really does have some big chubby cheeks," he commented as she yawned once more.

"And such beautiful blue eyes," added Thor.

"Yes, I'm sure your eyes looked just like that when you were a baby too," Loki said rather bitterly, earning himself a hard glare from virtually everyone in the room. Thor was the only Avenger who was remotely comfortable, much less pleased, with Loki's presence at the Stark mansion.

Steve sat down on the couch next to Tony, Makenna perched on his lap, and held up his large hand in front of her face, which she seemed to find most enticing. The good Captain could hardly have been prepared for it, though, when the baby suddenly seized his finger and bent her head forward to chew on it with relish.

Tony immediately dove for the diaper bag. "Do Pepper's notes say anything about cannibalistic tendencies?"

"It's all right, Tony, she doesn't even have teeth yet," Steve assured him with an easy smile. "She does seem to find me pretty tasty, though."

Sure enough, Makenna was working on Steve's finger like it was prize-winning corn on the cob. She briefly tried to fit his entire fist into her mouth but reverted back to a solitary finger when that obviously didn't work out.

"Perhaps she's hungry," Loki blandly suggested after a moment.

"Well, I hope she's not breast-feeding!"

"Relax, Tony, there's formula in the bag." Bruce could only shake his head at his friend as he quickly mixed up a bottle per Pepper's copious instructions. "Here you go, Steve, knock yourself out."

Makenna had started squirming eagerly on Steve's lap as soon as she saw Bruce coming over with the bottle. Bruce gave Steve a quick tutorial on how to hold a baby during feeding, though obviously not quick enough in Makenna's opinion. She sucked down a good portion of her bottle before deciding that Steve needed "help" holding it. Unfortunately, her little hands had not yet fully learned to grasp properly, and all her efforts ended up only pushing the bottle away from her mouth. The result was rather messy, but Natasha thankfully came to the rescue with a burping cloth.

"Here," she instructed, "tuck that in around her neck under her chin."

"What chin?" Tony scoffed. "She doesn't have a neck or a chin, just one big blob of baby fat."

Nevertheless, the cloth did help, and Steve was finally able to finish administering the bottle, once he realized that he could tuck one of Makenna's flailing arms around behind his back.

"What now?" he asked after the bottle was empty, but Makenna was still acting fussy.

"Sir, if I may," contributed Jarvis' omnipresent voice, "conventional wisdom suggests that the infant now needs to expel any swallowed air from her digestive system."

Tony figured it out first. "You mean burping? Of course! Give her to me, Cap; I used to be a champion belcher back in my college days."

"And you're proud of that?"

Tony ignored Steve's comment but still plucked the baby from his lap. He had seen people burping babies before, surely it couldn't be that difficult; and indeed he was rewarded with a baby-sized burp a short while later.

"See guys? She burped. That wasn't so hard."

But Clint had long been suppressing a grin. "She did more than burp, Stark."

Tony glanced down. "Oh my God, my Black Sabbath shirt! And my new Italian leather couch! Quick, Jarvis, help me!"

While the other Avengers were each lost in the nearly painful throes of their own laughter, Loki rolled his emerald eyes. "Oh, for goodness' sake, Anthony, it will wash
out cleanly. Honestly, you're acting like more of a child than she is."

Without warning (and certainly without permission), Loki abruptly reached over and removed Makenna from Tony's arms in one swift movement. An uneasy silence fell at once over the assemblage, and Loki looked nothing less than affronted.

"What?" he demanded testily. "I have plenty of experience with children."

"Yeah, but how many of them were actual human children?"

Tony's remark earned him a glare of death from Loki and a downright reproachful look from Thor. Any and all tension, however, was shattered immediately as Makenna cooed and gave Loki a wide, toothless smile that transformed her entire expression into one of unbridled glee.

Naturally, Clint suspected that some sort of mind control had been enacted upon the helpless child, and he sought at once to free her from the villain's grasp. Unfortunately, all he managed to do was trigger a fresh bout of infantile tears as Makenna wailed and got her tiny fist stuck in Loki's dark hair, which she had grasped in order to avoid being parted from him.

The other Avengers watched in dumb amazement as a very stunned archer returned Makenna to the God of Mischief's waiting grip, and the crying instantly ceased. Her tears evaporated almost as if by magic, the baby then discovered the leather armor on Loki's shoulder and once again began to chew to her little heart's content. The god himself looked perfectly smug.

But Thor was aghast. "Brother, your armor! You do realize how many hours and how many smiths it took to craft that unique…"

"Thor, if the armor can survive blood, I'm sure it can survive this," was Loki's pointed retort.

"Eww." Tony wrinkled his nose. "What is she, like some kind of a drool machine?"

"Tony, she's teething," Bruce reprimanded, Pepper's notes in hand. "So, yes, she's like a little drool machine. Umm, it says here that we're supposed to put her on her stomach for a while, even though she won't like it very much. Which is true, it'll help develop the muscles needed to hold her head up."

Natasha laid out a fuzzy blanket on the living room floor, along with a variety of baby toys, before Loki laid his youngest and most recent convert down on her tummy. Even for an infant, Makenna's offense at this new position was painfully obvious; her wide blue eyes stared up at Loki as though to convey her shock at how he could have so betrayed her.

Sensing an impressionable child in need of a new idol, Thor squatted down beside her. "Which toy do you prefer, Makenna Grace? The elephant or the monkey? Or perhaps the lion?"

"Thor, Grace is her middle name," Bruce explained patiently. "You really don't need to use it."

"But it sounds so very regal," the God of Thunder protested. He once again sought to gain their charge's attention with one of the small stuffed animals at his disposal, but to no avail. Although Makenna was not yet crying, she did appear to be dangerously close as she tried time and again to roll over onto her back without success. Clearly she did not appreciate having her face right next to the floor.

"Come on, you can do it," Steve encouraged her, but a freshly clothed Tony rolled his eyes.

"Would you guys just look at us – we're pathetic! She isn't even doing anything, yet we can't take our eyes off her. Of course, if she's trying to roll over, that extra big belly doesn't exactly help things from a pure physics perspective."

Indeed, Makenna's efforts were quickly becoming exhausting, and so Thor at last took pity on her and scooped her back up off the floor. He was then about to suggest a walk, but Clint's keen SHIELD-sharpened senses detected another problem first.

"Uh, guys…do you smell something?"

Sure enough, there was an unpleasant aroma slowly permeating the air, and Thor's face fell as he realized the implications. Understandably, no one rushed to his assistance; Loki even looked as though he was struggling not to laugh at his adopted brother's misfortune.

"Doctor Banner, perhaps you could…?"

"Sorry, Thor; remember, I'm just consulting."

"Hey, come on now, can't Loki just…I don't know, magic the diaper clean?" Tony suggested.

"An excellent idea, Anthony, and I would be only too happy to render my assistance. Unfortunately, I'm afraid that is impossible since my magic has been bound as a condition of my visitation here."

"Well, thanks for nothing, then!" the billionaire genius shot back, infuriated all the more by Loki's unapologetic smirk.

Finally, Natasha could take no more. "All right, you wimpy boys, give her to me. Now get out of here before I tell Director Fury his mighty Avengers lost their courage when faced with a dirty diaper."

Once the males present had made themselves scarce without even a single protest against the Russian spy's insults, she turned her attention back to the issue at hand – literally "in hand" since Natasha was holding her. Makenna was unmistakably happy throughout her changing, waving her thick arms and legs in the air and giggling up at her keeper.

When the dirty job was done, Natasha took a turn sitting on the couch with Makenna facing her on her lap. Agent Romanov had encountered many grim challenges in her line of work over the years, and she had somehow always managed to harden her heart against them. But when Makenna's blue eyes lit up with that innocent, genuine smile, something inside Natasha stirred that she had not allowed herself to feel in a very long time.

"You really are cute, aren't you, Chubby?" she spoke into the quiet room.

Makenna only giggled again, until this time she was interrupted almost violently by her own hiccup. She appeared startled by this for a moment but soon smiled again until the next hiccup shook her rotund body. Unable to stop a reciprocal smile from spreading across her own face, Natasha leaned forward and gently kissed Makenna on the forehead; but the familiar mask of indifference fell back into place as soon as she heard the boys braving their return. Makenna hiccupped her greeting.

"Nat, did you break her? Seriously, we weren't even gone ten minutes."

"Right, like you've never had hiccups before, Clint." Natasha tried to hand the baby over to her friend in hopes of restoring his confidence, but Makenna only started wailing again the moment he reached for her, the renewed tears effectively ending her strain of hiccups.

As if to prove a point, Loki slyly slipped the infant out of Natasha's arms, and Makenna quieted down again at once, rubbing her head appreciatively against the god's chest.

"It's not fair!" Clint all but whined. "Doesn't she realize that I helped save the world, while he nearly destroyed it?"

"I only attempted to conquer it," Loki corrected coldly. He bounced Makenna on his hip a little, evoking another delightful fit of baby giggles.

"Let's take a walk, shall we?" Thor suggested quickly. "Surely some fresh air will do the child good."

Tony nodded in agreement. "You know, Point Break, that's actually a good idea. Pepper said her stroller was in the garage, I'll go get it."

But when nearly ten minutes had passed and there was naught to be seen of Tony Stark or the alleged stroller, his Avenger friends began to worry. Bruce and Clint were the first to go investigate, just in case some mishap had befallen him; the others allowed for another five minutes of ominous silence before following.

"Man of Iron, what is the cause for this delay? Her Graciousness grows impatient." As he entered the garage with his usual flair, Thor gestured back at Loki who was still carrying Makenna and trying with only moderate success to keep her mouth more interested in a pink pacifier than his own hair. After all, even the God of Mischief had to draw a line somewhere.

"Thor, I think you are the only one who's impatient here," Loki observed, though it remained safe to say that none of them had ever seen Tony in such a state. He was obviously frustrated beyond reason as he wrestled with a very battered-looking but obstinate collapsible stroller.

"Sorry, guys, but I can't get this damn thing…"

"Stark, do NOT swear in front of the baby!"

"She doesn't know what I'm saying, Cap! There's just got to be an easier way…" He shook the stroller mightily, banging it against the garage floor for good measure, yet still it would not yield to his frenzied efforts.

"My friend, if you are having troubles here, it is of no consequence," Thor beamed. "We shall simply take her for a walk using the carrier device in which she arrived."

Loki agreed, "Fine, Thor, but you're carrying her."

"I'll go with you guys too," Steve chimed in. "No point staying inside when it's such a beautiful day."

Tony waved them on their way. "Yeah, yeah, whatever, Captain Spangles – just go."

"And make sure to bring a hat or something to keep the sun off her face!" Bruce called after them. Then it was back to being entertained by a genius' ongoing struggles with a stroller.


Meanwhile, SHIELD agent Phil Coulson had just gone off duty when his cell phone range. Naturally.

"Agent Coulson," he answered promptly.

"Phil?" responded a feminine voice. "This is Pepper Potts. May I ask a favor of you please?"

"A favor? Certainly. What can I do for you?"

"Well, I was just wondering if you could possibly swing by Malibu and check on Tony for me? I'm afraid I might have left him with more than he can safely handle." She quickly filled him in on the entirety of the situation, concluding, "And I know the rest of the Avengers are there right now too, and at least some of them are responsible adults, but I would still just feel a lot better about the whole thing if you were to stop in and see how they're doing."

Phil couldn't help grinning. "Of course, I'll stop by. It'll be no trouble at all, believe me." He hung up his phone, then sighed. Why did half his life nowadays seem to consist of 'checking up' on Tony Stark?

He found them in the mansion's impressive garage – some of them, anyway. Barton and Banner were watching Stark work on something, but the rest of the gang was nowhere to be seen.

"Hello, Agent," Tony greeted distractedly. "What brings you to my humble abode this time?"

Coulson wasted no time getting to the heart of the matter. "Mr. Stark – where is the baby?"

"Out for a walk."

"By herself?"

"No, no, of course not. Thor and Loki took her."

It was difficult to tell for certain, but there might have been the faintest glimmer of fear in Coulson's eyes at those words.

"Oh, but don't worry," Tony quickly assuaged his worries. "Captain Goody-Two-Shoes went with them, so I'm sure everything's fine."

Lesser men would have panicked; Coulson merely blinked. "You mean to tell me that two Norse gods and one socially challenged supersoldier are out strolling around the neighborhood with a helpless infant right now?"

Bruce chuckled. "Well, I don't know about helpless; she's got a couple very impressive bodyguards with her."

"And they're definitely not 'strolling'," Tony added with a gesture towards the now neglected stroller. "I couldn't get that darn thing together, so I've spent my time more productively by making the little chunk a present. But you'll have to wait to see it! It's a surprise."

"And I'm sure it'll be a good one, Mr. Stark; but if you don't mind, I think I'd better go track down our wayward heroes before they manage to get themselves into trouble."

Coulson returned back through the house intending to exit via the front door; along the way, he discovered that Agent Romanov was enjoying a cup of tea in the quiet living room while catching up on a new firearms magazine. But no sooner had the front door come into his line of sight than it opened from the outside to reveal the heroic trio returning with their charge.

"Son of Coul, welcome!" bellowed Thor enthusiastically.

An exchange had obviously been at some point during the walk, because Thor now held Makenna secure in one meaty arm while Steve hovered close behind them with the umbrella they had been using in lieu of a baby hat. Loki brought up the rear of their little procession with the empty baby carrier in hand, shaking his head and looking exasperated.

"Thor, what happened?" Natasha questioned with a bemused grin.

"Her Royal Grace could not see properly out of that contraption."

"Thor, I hope you never have children of your own, because you will spoil them rotten," Loki grumbled before musing to himself: "Perhaps I should have used endearing infants instead of that scepter to control my minions last time around. Her techniques do seem to be infinitely more effective."

Indeed, Makenna was very happily situated on Thor's arm so that she was facing outward with her back resting against his broad chest. For all the world, she looked like a queen being carried around by her favorite man-slave while surveying her subjects. She observed Coulson with nothing short of a critical eye before squirming and fussing in Thor's grasp.

The God of Thunder frowned deeply, shifting his precious burden away from the agent. "It appears she does not approve of you, my friend. I'm afraid I may have to ask you to depart from her presence for the remainder of your time here."

Coulson almost laughed but restrained himself with a silent reminder that Nick Fury would not approve of anyone straining relations with their favorite Asgardian. "Seriously, Thor? Exactly how long have you been holding that baby?"

"Long enough, I'd say," conjectured Natasha as she emerged from the kitchen with a fresh bottle in hand. "It's time for her next feeding."

"I shall feed her!" Thor immediately declared, but Loki stepped in.

"Thor, I really don't think your armor will be at all conducive to a comfortable feeding for her. Why don't you allow me instead?"

"But she is enjoying herself so much here…"

"Thor." Loki's voice had gone hard in a well-practiced tone of command. "Give me the baby."

Thor pouted, tragically disappointed, but obliged. Unfortunately, Loki had difficulties of his own trying to feed Makenna. Every time she tried to drink, she would smile up at Loki around the bottle nipple, causing formula to come spilling out both sides of her mouth. Steve eventually took over, and Makenna kept a straight face in his arms long enough to finish the bottle.

Soon afterward, Tony and friends returned from the garage to join their comrades.

"Kid," the inventor announced triumphantly, "I've got something for you – a toy way cooler than all the ones Pepper brought."

He held out for inspection a small mechanical device that projected a rotating holographic image of…

"Tony, is that your face?" Steve sounded somewhat appalled.

"Sure is, Cap. It'll be her own little souvenir."

"But she's much too young to even know what it is yet."

"She'll appreciate it when she gets older. Besides, look at her – she's already mesmerized by it."

Sure enough, Makenna's wide blue eyes were staring transfixed at the swirling lights and colors of Tony's gadget; but eventually, Natasha swatted the inventor's hand away.

"Enough of that, now. Give her to me, Steve, I'll burp her this time."

"Out over a hard floor this time please," commanded Tony while running a protective hand over his clean T-shirt.

With a roll of her eyes, Natasha took the infant and left the carpet, until soon after an impressive-sounding belch was heard.

"Nice one, Nat," Clint chuckled. "Was that you or the baby?"

"That was her, thank you very much."


A handful of hours later, Pepper Potts returned to the Stark mansion with bated breath; however, the sight which awaited her upon entering easily put all her fears to rest. Makenna was fast asleep in the arms of Phil Coulson who sat on the living room couch with Natasha, re-watching some of his favorite Super Nanny episodes.

"Hey guys," Pepper greeted softly. "Where are all the boys?"

"They're already in bed, recuperating," Natasha supplied. "Honestly, you'd think they had just saved the world all over again. Tony even ordered in shawarma for the occasion."

Pepper shook her head, chuckling. "That's Tony, all right. But how was the little angel?"

"Angelic," Coulson immediately replied. He truly looked quite at home there. "SHIELD may have to keep an eye on her in the future, though. If she ever decides to take over the world, she'll have a small army of superheroes ready to obey her every command."

The End: love you, Makenna!