(A/N: This follows through S1 of Agents of SHIELD and the latest Captain America movie. Also just throwing this up to see how well this idea is received and how much of a response I get to it.

Edit: fixed some errors.)

Prologue

He sighed at the singing, madly vibrating phone in his palm in slight frustration, because somehow, Tony had re-programmed his own ringtone to Ironman. And the kicker? He couldn't remember a time where would Tony have ever had access to his cell.

He glanced around his surroundings before he reluctantly answered, a slight frown marring his face, "Stark."

"We need you to come in."

"What, no quips about me knowing how to answer the phone, Tony?" He joked lightly, startled by the other man's tone.

There was silence from Stark, but Steve could hear the man working, tools clattering and Jarvis murmuring in the background. Tony took a breath, "No time, you need to get to the states. Hydra's been playing while you've been away."

Steve's head whipped around his surroundings, ensuring he was alone before dropping his voice to just above a whisper, "What do you mean. The Hydra bases in the states were destroyed."

There was another bout of clanking and soft cursing on the other end of the line, "Not now, not over the phone. Get home. Now."

Stark cut the line as Steve's mouth opened to ask another question. He stared at the small cell for a moment lost in thought. It lit up, screen bright and he touched it to open the message;

Get to the airport. Jet waiting for you.

Steve resisted the urge to roll his eyes because it was so typically Tony, and instead, clumsily typed out a thanks in response.

/

He wasn't expecting anyone to be waiting on him as he touched down in New York, but there was a young man, silent and efficient, that held a hand up at him to wave him over to the shiny black SUV that was anything but inconspicuous.

He said nothing as Steve closed the door or as he shifted the vehicle into drive or after he merged into traffic. The only time he acknowledge the Captain was when he pulled in front of Stark Tower and turned to give him a nod, unlocking the door as the Captain reached for the door handle.

And Steve had a hunch that the silent man used to work for SHIELD. It was actually very likely seeing as Tony had absorbed as many of the defunct organization, the non-hail-hydra portion mind, as he could.

He stood on the sidewalk and stretched, craning his neck up and gazed up the tower, which ironically still only had the A on it. It made him feel conflicted.

Because Tony had made his offers to them all, trying to get them to move in and he had made a quite moving speech to Steve, explaining why it was such a great idea to have them all under one roof.

He hadn't seen the tactical error that Steve had though.

All of them in one place? Please, might as well gift wrap them and deliver them to the front porch of their enemies, and he had told Tony as much. Whereas Stark had just shrugged off his very valid concerns and proceeded to launch into more counters to his hang-ups.

Even with his doubts, every once in a while he became… wistful he supposed. Because it would be incredibly nice to actually be able to talk to someone and not face being alone in his silent apartment – the record player could only alleviate so much of the oppressive quiet.

Steve shook his head, because the offer was off the table because he stood by what he told Tony. He rolled his shoulders as he approached the gleaming glass doors and waited as he pressed the buzzer right below the sleek round speaker and video screen.

Tony's face flickered across the tiny display and Steve tried to hide the surprise upon seeing the haggard face of the usually too bright and overly sarcastic – the armor he had developed before the more literal version Steve was sure – genius.

Stark glanced at him once before his tired eyes dropped back to whatever he was doing, "Sixty-seventh floor, Cap. Move it."

Steve inwardly cringed at the strain in Starks's voice. He'd obviously been working on whatever crisis they were in at the expense of much needed sleep. The image of Tony winked out of existence and the sharp sound of bolts unlocking had Steve's attention drawn back towards the large glass doors just as they swung inward to admit him. He strode in and was greeted by Jarvis, "Welcome, Captain."

"Thanks," he replied distractedly as he eyed the lobby of the tower, looking for the elevators.

"To your left, Sir."

He smiled up at the ceiling, not quite sure if the AI could actually see him, and strode toward the one hallway on the left wall, "Thanks again, Jarvis."

"My pleasure, Sir."

The elevator ride up was smooth and quiet, the stop almost unnoticeable and a little disorienting for him. The door opened quietly and he was immediately accosted by Natasha.

He was surprised to see her and it most have shown on his face because she arched one of those stunning brows, "This was more important than me going out and reinventing myself."

Her fingers were clamped tight around his bicep and drug him from the elevator and down the hallway. As he took in his surroundings he asked, "What's going on?"

"A lot. We've just been waiting on you to arrive to so we could debrief the rest of the team," she answered.

"Team?"

She slowed a little and looked at him, and if he hadn't just spent a good amount of time with her he would have been a little put off by the blank expression she (admittedly, always) wore. She explained, "The Avengers. Just because SHIELD is gone doesn't mean we are."

A little dumbfounded, he simply nodded because he didn't realize that the Avengers were a thing still, especially without SHIELD – seeing as they hadn't worked together since New York and had been working independently, Tony with the AIM and the Mandarin (and god, Steve was sick with worry and guild after hearing about the attack and that Tony was supposedly dead) and then he couldn't think or even worry about that because Steve was suddenly SHIELDS most wanted and neck deep in the whole hydra's-in-shield-and-you're best-friend-you-thought-was-dead-was-really-just-brainwashed-and-turned-into-a-super-biomechanical-assassin-by-the-very-people-who-indirectly-killed-him-and-had-tried-to-kill-you.

He sighed heavily though his nose and Natasha ignored him in favor of continuing her imagined power over him; i.e. dragging him, like he had no choice, through a door at the end of the hall. Of course, this was after a hand and eye scan done so quickly that it had Steve marveling at how things were still evolving at such a frightening pace around him.

Hell, he'd barely learned his current cellphone and there was already a new and more infuriatingly advanced one out. He was sure Tony had something to do with it, because anything that made Steve feel like an idiot made Stark infinitely happier.

Thoughts of diabolical millionaires fueling the technology scene in order to keep Steve's head spinning and threatening to implode stopped as Natasha let his arm go. He stood, mouth parted and eyes wide, taking in the manic activity going on around him.

There were hubs of computer stations along the side of the walls. In the middle of the room there were two huge work tables with holograms projecting upwards and people in the midst of discussion, hands working the images over, stretching, rotating and deleting things from them.

It wasn't any of that that caught his attention because that was part of who Steve was; automatic sweeps and assessments of rooms without thought. No, what held his attention was the man standing next to Stark.

He looked older – paler than he remembered. Which really wasn't the fucking point because he wasn't supposed to be there, standing in the middle of this mess of activity.

He strode up to them, piercing blue eyes never leaving the man because he was sure he was a ghost and he would vanish as soon as his eyes left him.

"Nice of you to join us, Captain," Stark added in passing as he turned toward the hologram behind him. Steve's eyes reluctantly left the ghost, because he was sure that's what he was, and wasn't quite sure what he was looking at now; DNA maybe?

He turned his attention back on the man again, "You died."

"I hear that a lot," he agreed, his enigmatic smile, something Steve hadn't realized he had missed, present, "I apologize for not being in touch sooner."

Steve's lips twitched into an almost smile but only because they were already thinned in anger towards Fury because he had led them to believe, and had obviously felt no need to inform them otherwise, that he was dead, "It's nice to see you again, Coulson."

"Likewise, I assure you," he replied softly, small smile causing those familiar crinkles around those eyes that forever held admiration for Steve.

"Care to tell me what's going on?" Steve asked, again hoping for some kind of information, while looking around and taking in the new faces, "Who are all these people?"

Coulson's eyes trailed after Steve's, "The debriefing will be soon," and the Captain had to call upon the patience he was supposedly known for because, dammit, how much longer was it going to be before he was told what the fuck was going on? Coulson turned back to Steve, "As for the new faces, most were agents from SHIELD. Stark caught them after the fallout, they're clean. Tony is frighteningly thorough with background checks," he stressed before clearing his throat and adding, "Five of them are part my team."

Steve's brow quirked, because when had that happened? Coulson was theirs, "Your team?"

"Yes," he replied succinctly, "May," he nodded towards a petite, black headed woman, "is our navigator and saves our asses when we get in too deep. Fitz and Simmons," he pointed towards two young people, a man sitting and heavily leaning against the work table, arm in a cast and the woman animatedly pointing toward a strand of DNA, "Are both brilliant in their respective fields."

Steve watched them for a moment and though he wasn't an expert in the area, he easily picked up on the underlying chemistry buzzing between them. Of course, it could have been the sappy moon eyes they kept giving each other.

"Then there's Skye," and Steve's attention was turned back towards Stark because that's where Skye, long, lush hair and bright, familiar – because Tony's looked like that when he was thinking about science – eyes, was. They seemed to be having a heated discussion, pointing at strings of code on the holographic screen in front of them. Coulson sounded a bit smug, Steve thought, when he said, "I'm quite positive when I say that she rivals Stark in hacking, if not computers in general."

Steve highly doubted that.

"And Triplett," Coulson smiled sadly, an emotion that Steve assumed didn't directly involve the man he was talking about, "He's the grandson of a Howling Commando you know," Steve's mouth dried up and his stomach fell somewhere below his feet because there, over in the corner was a man that was related, distantly, to his past, "Helped us immensely while we were dealing with and uncovering Hydra."

Steve's eyes flashed in recognition as nostalgia threatened to take him under, "He looks like Gabe."

Coulson nodded, "Just as good too."

Steve wanted to ask, how would you know? But he bit his tongue.

Bruce came up behind Steve, a nod and smile directed at the Captain, and clapped his shoulder, before looking at Coulson, "Let's get this show on the road. Thor and Barton can only sit still for so long before they need to," Bruce struggled for a moment before coming to the conclusion that there wasn't another word to accurately describe the horror that was a bored Hawkeye and Thor, "destroy something."

Coulson nodded and threw a furtive glance towards the demi-god and assassin before he looked up and cleared his throat. To Steve's absolute amazement, because even drill-sergeants couldn't do that without screaming themselves hoarse, everyone quieted, "As you all know, Hydra hasn't ran with the tail tucked like we thought they would," he motioned at Tony and he pulled up a couple hundred headlines, plucked from newspapers. Steve could do nothing but stare at them in horror, "We've been trying to find a pattern."

"There isn't one, it's random," Tony interjected, fingers flying across the work table while he simultaneously swatted at Skye's hands, that kept creeping over towards where he was working, "The only thing they have in common is the fact that they're using Colleges."

Coulson merely stared at Tony in that quietly intimidating way he somehow managed to pull off, because Phil Coulson was as intimidating as a puppy in Steve's opinion, "You done?"

Stark made a rude gesture, swatted at Skye again, and went back to his work.

Coulson cleared his throat again, "As I was saying, it seems that this particular division of Hydra is testing serums on college students. It's sporadic and they're quick, they don't stay long. They go under the guise of free clinic, much like the Red Cross, giving vaccines. They genuinely vaccinate a number of them while giving the rest a dose of whatever serum they've got on hand."

And Steve's stomach left him again. Why were people still trying to recreate the super soldier program? After seeing what had happened with Schmidt and Banner… and no telling how many countless others, Steve just couldn't understand it.

"It's near instant death for those that get the Hydra engineered serum," he added gravely, and Steve's insides clenched, "It's not Extremis, nor part of the Centipede serum," he looked at Tony briefly, "It seems that we've compromised those particular programs for Hydra, thankfully, but from what we've gathered in the autopsies, each batch of students have a different formula in their systems. It's likely they tweak it between each test round they do."

Coulson looked at Steve and the words that followed made his insides freeze, "It's the purest form that we've ever seen of Erskine's original formula. They're getting too close."

Simmons' cleared her throat and smiled nervously, "As you can see here," she began, her fingers working through the DNA hologram. She enlarged a portion and tapped it, sending the rest of the strand into the background, "They haven't found a way to bond it yet, not properly. That's what's killing everyone they inject it with," she turned a grave face towards Coulson, "It's only a matter of time."

"You see, Cap," Tony began and Steve dreaded what he was going to say, "Not much was written down about the procedure you went through and daddy dearest wasn't all that chatty about it, either."

The pointed look Tony was giving him made Steve want to punch something, because he expected him to recall something that happened while he was jittering with nerves and terror, "I assume you want to know what I remember?"

"That's the idea," Stark replied dryly, finger's poised over his work station.

So Steve scrounged around in his brain for slips of information and closed his eyes to try to visualize the room while omitting the people because thinking about them and how they were gone made his chest ache. He began spewing information, disjointed from the terror that had seeped into his psyche prior to the experiment; because that's what it had been even with Erskine's assurance otherwise, there hadn't been any guarantee it would work, only that it would be painful. And it was, and he made sure that they knew it had been. Bones and muscles grown and stretched within minutes, it had been absolute agony.

The room bustled to life after he finished and he slumped against a work table unable to tear his eyes from the screen because there were thousands dead. At least one college in each state had been hit within the last month.

All because of him.

At that moment Steve couldn't help but feel the overwhelming guilt of being Erskine's one and only success. And not for the first time, he wished with all his heart that he hadn't made it through the procedure and that he wasn't the living proof that some random mix of chemicals could work.

Maybe then people wouldn't be killing innocents in hopes of remaking the serum that made him.

/