AN: This is a new fanfic of mine involving the Avengers, in an alternate universe in which they are all middleschool/highschool kids attending the same place. Hope you enjoy it, as I am kinda proud of how much better it's turning out than I expected. Read and review! Enjoy(:

"Loki, c'mon, we're going to be late for school!" Thor, his older brother shouted, ushering him out of the door hurriedly. The smaller, dark-haired boy waved at the brunette who stood in the kitchen, his mother, before dashing off after his sibling.

"Thor, Thor, wait for me!"

He finally caught up at the bus stop, puffing indignantly at his brother's abandonment. The latter didn't even look at Loki as he hopped up the steps, grinning at the driver, a big, dark man named Hermy. Loki, however, shied away from his intense, golden-brown gaze. Thor plopped next to a random girl, as per usual, and today's lucky female was an 8th grade red-head whose hair was obviously died.

"Hello, Tasha!" He caught the older boy's booming words as he sat next to Steve Rogers.

"Hey, Steve." He greeted, nodding at the wiry but muscular boy. Internally, he sometimes wondered how his best friend's golden wavy hair stayed so perfect. Steve was very attractive to the girls, but was also friendly and funny, which was why Loki was proud to be his bestie.

"Hi, Loki." The do-gooder smiled, then glanced up to where Tony Stark sat, smile fading.

"Is that fag bothering you again?" Loki asked with a sigh. The popular brat never failed to shove his big bucks and skills with the ladies in someone's face. The ninth-grader, for some reason, didn't take kindly to the seventh-grader standing up for the victimized.

"Yeah. He tried to trip me when I walked by." Steve rolled his eyes. "Stark's really getting on my nerves!"

His classmate patted his shoulder sympathetically, knowing exactly how he felt. "I know, same here. I don't know why Thor's friends with him."

Steve snorted. "Thor's friends with pretty much everyone." His words were true, and Loki felt a pang of jealousy at how everyone loved and admired his brother.

"Yep, that's definitely true. How do you think you did on the pop quiz on Friday?"

"Probably not too good." Lies. Loki knew Steve was a great student, just like himself. He didn't know why he always pretended he would do poorly when it was almost guaranteed he'd receive a paper back with full marks and a smiley face.

"Suuuuure. I bet you got every question right. I know I did, as usual." Loki winked and Steve laughed.

"Hey." Steve dropped his voice to a whisper.

Loki leaned towards him, curious as to why he was speaking softly. "Yeah?"

"I think we should invite Bruce and Clint to eat with us today." Loki looked to the mentioned students, both sitting next to eat other. Clint, notorious for his anti-social persona, looked at the window intently, while Bruce, who had on a purple polo he had tucked in, munched on an apple and studied a book on his lap.

"Uh, okay. And if they say no?"

"At least we'd have tried."

"Yeah. Okay, sounds cool." Steve beamed. He knew Loki had trouble from retracting to his normal, shy attitude. So it meant a lot that he was making an effort to branch out.

~|^|~

Loki glanced restlessly at the clock as his History teacher, Mrs. Mark, kept trying to bring her lesson to an end, getting harried with the relentless questions and comments and stories. He was still a bit nervous about talking to Clint and Bruce. But maybe he'd make a new friend or two.

On the other side of the room, Darcy, a loud, rambunctious girl after Thor's heart, was giggling and continuing to be obnoxious. Nicolas Fury was getting increasingly upset and glared at her.

"Shut up!" The black boy hissed.

"You shut up!" She sniggered back, sticking her tongue at him. He started to raise his hand, and her eyes bugged out. "No, I'm sorry, please don't tell!" He put his hand back down, looking triumphant. Loki snickered at the sudden change in who was controlling the situation.

When the bell eventually rang, Loki leaped out of his seat, running out the door.

"Hey, Lokes!" Steve called out with his nickname for his best friend, and raised his eyebrow at Loki's enthusiasm as he slid to a stop in front of him, and stifled a laugh. "Ready to ask Clint and Bruce out?" He sniggered, and Loki rolled his eyes and nodded, a little out of breath.

Steve caught sight of the lean middle-schooler, standing against a wall as he operated a small music device, earphones in. He tugged Loki after him. They stood in front of the taller boy, and waited patiently as he paused whatever he was listening to and pulled off his earphones.

"Hey, Clint." Steve greeted calmly, smiling warmly.

"Hey, Steve, Loki." He returned, nodding at each in turn.

"We were just wondering if you'd want to join us for lunch. We're a bit lonely, just the two of us."

Clint Barton studied him as if to make sure his offer was genuine, then slowly shook his head, leaving Loki entranced with the movement of the nicely formed brown spikes, gelled to perfection. "Sorry, I can't. I have to study for a test. But thanks." He grinned hesitantly, the expression looking out of place and awkward on him. "Maybe another time."

Both of the askers bobbed their heads up and down. "Yeah, sure. See you later!" Clint pressed the "play" button and put his attention back on the music, brow furrowed.

Steve shrugged at Loki. "It was worth a try."

"But why would he be studying for a test? Our next one isn't until Thursday..."

"I don't think he was lying. He probably has to retake an older quiz." They both knew Clint wasn't always too focused on school and how he did. "Now let's ask Brucey."

Bruce Banner was semi-new, having only attended the school for three months. He was nice enough, but a lot of people just found him too nerdy to handle. His square glasses were often sliding down his nose as he leaned into a textbook. He was very different from Barton in the sense that he loved learning and tried very hard to do well.

So as Loki and Steve walked to where he sat on the ground, he looked up from his Algebra book and seemed almost dazed from being immersed in the world of numbers and figures so long.

"Hi, Bruce." Loki started, surprising Steve, who had expected to do all the talking. "Do you want to eat with us today?"

Though slightly forward for his friend's taste, it was a big improvement over being unable to talk to those he found a bit intimidating.

Bruce beamed. "Really?"

"Yeah, if you want to."

The even smaller boy jumped up, holding on tightly to his book and nodded enthusiastically. "Of course! Thanks guys!"

They both were taken aback at Bruce's excitement, but felt a tad bit of pity since he obviously was so excited about getting to eat lunch with them.

Just as they were about to slide into their usual spots at a table in the cafeteria, Loki dropped his juice box onto the floor, which thankfully did not spill all over the ground.

"Oh my God..." He trailed off, looking as dazed and stunned as Bruce had earlier.

There was a girl walking next to Jane Foster, Darcy's sister, and as she turned in their direction, Loki glimpsed a most beautiful face. Platinum blonde waves cascaded down her narrow shoulders, stopping at the small of her back. She wore black flats and a denim skirt that ended halfway on her thighs, exposing long legs and showcasing a curvy waist. Full lips smiled at the end of a long nose, while huge, innocent eyes shone as brightly as sapphires would.

Loki stared, then blushed as he realized how stupid he was acting. His reaction was not lost on his best friend nor new friend. Steve reached across the table and slapped him.

"Um, you okay?" He asked, eyes wide. Loki, speechless, nodded slowly. "Dude, what the fuck just happened?"

Bruce leaned over to Loki and said, "Her name is Victoria. She's a new student."

Loki met Steve's worried gaze and smiled dreamily. "Victoria. Victoria happened."

AN: Opinions? Click on that little button that says 'review' and tell me what you think(;

Anyways, some of us may know who Victoria is. It will all be revealed in time... Well anyways, like I said, review, and be ready for more!

xoxo