An- try not to think too much about timelines and stuff… it will cause you a head ache… and just general pain… I have read some marvel comics… but not all, my info of the marvel-verse comes largely from the movies, don't hate for that… but I still happen to love almost everything marvel, that's why I'm writing this fanfiction it's gonna' be full of marvel characters and my own characters and a lot of deviation from cannon because well… it's fanfiction.
Some of the featured MI-13 characters are my own i.e., they do not exist in cannon.
STOP READING THIS RIGHT NOW IF YOU HAVEN'T SEEN CAPTAIN AMERICA2, IRONMAN3, THOR2 AND THE AVENGERS.

Disclaimer- I own everything that isn't owned by Marvel or Disney

Chapter disclaimer-MI-13 is like the British Version of SHIELD

Ch-1 S.H.I.E.L.D. Has Fallen

Stark Tower/ Avengers Tower

What fresh hell is this…? Tony Stark thought to himself as he made sense out of what he was currently watching on the television. He wasn't ready for this... he had just barely recovered from the whole Mandarin ordeal... this was too soon... But how could this even be... my father was a founding member of SHEILD...

He was momentarily distracted by the 'ding' of the elevator signaling the arrival of someone with the security clearance, it was Banner.

"Did you hear about Washington?" He asked, he looked the right amount of horrified…

"The fact that that you did means that I can't pretend that it was a horrible nightmare…" Tony replied.

"Tony… what are we going to do? Do you know the kind crazy that'll be unleashed once the bad people realize that SHEILD is down…?" Banner was a genius, who sometimes turned into a creature with god-like powers, or as Tony liked to call it, 'an enormous green rage monster' but the fact remained that he was a peace loving man… and this, what had just happened, threatened the peace in Bruce Banner's life… That usually resulted in a lot of stuff being destroyed… it was ugly.

"I'm pretty sure CIA will take over…" Tony said, trying to placate the situation.

"CIA can barely handle terrorist groups… this time last year, SHIELD, the avengers, were taking on an alien army!" Banner exclaimed.

"Yeah... the thought gives me the shivers, I however, am a little more worried about the existential crisis all the non-HYDRA, SHIELD agents must be going through right now…" Tony's mind automatically went to his unlikely friend, the authority biding, Steve Rogers.

"That's very considerate of you Mr. Stark," Both Tony and Bruce were violently startled to discover that they were not alone on the top floor of the tower… Behind the bar, casually sipping on a glass of scotch was a girl, she seemed rather young, like a teenager, with dark hair, curly to the point where it was almost wild, she had a very pleasant face, it had a childlike innocence but her eyes… they seemed … intelligent almost… like she had seen everything that there was to see , her apparel as well as her attitude seemed to be very casual, as if it was natural for her to be present here… as if she belonged.

"WHO THE HELL ARE YOU?" Tony yelled, pulling his pistol out of the holster that he had started wearing after the 'clean slate protocol' and aiming it at the girl.

"It's okay Mr. Stark… I'm unarmed, not that that would have mattered if I wished to harm you… but as I was saying, it's very considerate of you to be thinking about the 'orphaned agents' but I'm pretty sure Dr. Banner was trying to ask what do you plan to do without your Iron Man Armory at such a distressing time…" The girl raised an eyebrow; Tony had just noticed that the girl had an English accent.

"That… is none of your business!" Tony seethed… he couldn't figure out how the hell had she gotten up here… she couldn't have arrived via flight… he had secured the building for that sort of thing. "Now tell me! WHO THE HELL ARE YOU? HOW THE HELL DID YOU GET HERE? AND WHAT THE HELL DO YOU WANT?!" Tony demanded.

"You know, I always imagined that the first we meet, you'll just automatically know who I am, but I realize now that that's entirely way too Disney for real life…" the girl chuckled, "Worry not Mr. Stark… the next time we meet you will get the answers to all your questions… It's a pleasure to meet you Dr. Banner." The girl called out to Bruce who was just standing there trying not to lose control because of the unpleasant surprise, he was mostly successful but then he didn't know what to do… he could harm Tony if he gave in to the 'other guy'and he wasn't sure whether the girl really was an enemy or not.

When it seemed like the girl was going to leave, Tony once again tried to get some answers, "Wait! What the hell is going on here?! Am I supposed to know you?"

The girl burst out in peals of laughter and said before disappearing in thin air, "You know… you could put that on a T-shirt…"

That was the first time Tony Stark heard Bruce Banner swear…

"What the actual fuck…?"

XXX

Three weeks later

You could never tell that the room they were currently sitting in is situated on the inside of the pentagon, there were no defining features that would determine that this was one of the most secure rooms in one of the most secure buildings that America had to offer at this moment in time, it just seemed like a regular conference room… a rather large conference room with no windows… but just a conference room none the less… however if there was a way to measure the tension inside of this room… it could probably pass for a highly volatile volcano which could erupt at any given moment…

There were various secretaries of the state present and all of them had the same expression on their faces… a weird mix between accusation and guilt.

Nick Fury seemed like he was in pain…

Steve Rogers seemed lost…

Agent Barton seemed angry and unsettled, whether the reason for this was the fact that he was present here as a representative for all the field agents of SHEILD or the fact that Natasha Romanoff had disappeared off the face of the earth… no once could tell.

Maria Hill seemed angry… nothing new there.

And Bruce Banner seemed uncomfortable… probably because of all the looks that people kept shooting in his direction.

Tony Stark… was uncharacteristically quiet… but he still looked like he had somewhere better to be.

While no one was really talking in the first place, the room fell eerily quiet when President Ellis entered the room surrounded by his clique.

"This is a new level of OUTRAGEOUS!" Seemed like he was getting right down to it… "HOW! Could this have had happened! HOW! THIS is a mark of SHAME on the American flag! This could be the very undoing of the United States of America! You!" He yelled pointing towards Nick Fury, "EXPLAIN TO ME… HOW THIS CAME TO BE! Now!"

"Mr. President-" Fury began in the most placating tone he could manage but he was interrupted by the president.

"WHAT could you possibly say to me that would justify that a division of the USA's homeland security turned out to be a NAZI CAMP…? Is this a joke! Tell me how are you going to fix it?! NOW"

"That is the main reason why this meeting is being conducted… salvaging the situation. After considering all factors the council has reached the decision that until we can re-establish SHEILD and have it approved by the council and any inspecting authority you deem necessary, some select MI-13 personnel and the members of the Avengers initiative will handle the Strategic Homeland Enforcement Intervention and logistical needs of the country…" the moment that Fury muttered the word MI-13 the room buzzed up with angry whispers like a swarm of wasps…

"That's insane…"

"Anti-American…"

"Take help from the British…"

"NO! Absolutely no…"

Steve Rogers couldn't quite understand what had Fury said that seemed to outrage the people in such a way…

Maria Hill had pressed together her lips so tightly that at first glance it seemed like she had no lips…

Barton was staring at a spot on the ground and didn't have any expression on his face.

Bruce Banner seemed more uncomfortable than ever… but then stressful environments had that effect on him…

And Tony Stark was still quiet… but he wasn't un-interested anymore…

So… the Brits are coming… was that girl one of them? Tony thought to himself.

President Ellis for the most part seemed resigned… he didn't want this… from the sound of the room no one seemed to want this. But it was necessary… and it was important.

"Initially it had seemed only logical that the CIA would take over for SHEILD but the truth of the situation was that they simply weren't prepared or equipped to handle the level of bizarre that SHEILD dealt with on a daily basis." The President addressed the room.

"Be that as it may Mr. President… but you can't however dispute the fact that America being so vulnerable that it has to take help from a nation that isn't even half as big in size is rather undignified…" Said the Director of Homeland Security, who seemed rather affronted by the president's admission of his department's incompetency.

"Yes… because SHEILD turning out to be HYDRA was the height of dignity…" Brian Braddock lived to serve his country… and make dramatic entrances it seemed.

Dressed rather smartly in a black suit with a white shirt which tailored to perfection and outlined his rather magnificent built, the British answer to Captain America, strutted into the room with a purpose, followed by the rest of the MI-13 team.

"Before anyone says anything that might hurt the sensibilities of others… I think Introductions are in order…" Fury said, clearly in an attempt to avoid a scene that seemed to be in the making.

"That's always a good idea Nick!" Stark piped in, rather enjoying the strange newcomers and the rather enjoyable tension that they brought with them.

"Shut Up Stark!" Fury grumbled.

"That hurt my sensibilities…" Stark pouted but then Maria Hill shot him a look which made him thankful that looks couldn't in fact kill…

"Anyways as I was saying, this is the team that the council has put together who will be a part of the temporary response team along with our own avengers, for anything that might be a 'weird happening'

"Brian Braddock, Jonathan Bryant, Eric Brooks, Artemis Kraft, Arianna Xavier, Damien and… where is the princess?" Fury asked when he realized that she wasn't there with the rest of the team…

"Right here!" a voice rang out from the other end of the room… the room echoed with surprised gasps and everyone turned to look… Stark barely contained the urge to shout 'aha!' when he saw that this was indeed the girl who had mysteriously appeared at the Tower.

"I'm sorry I was a little late… stopped to get some drive-thru" she said waving a hamburger in the air and smiling widely at everyone present.

"Oh for the sake of Christ!" the dude that Fury had introduced as Brian Braddock rolled his eyes.

The rest of the MI-13 people however, just laughed… even Nick Fury seemed to be biting back a chuckle, to the chagrin of almost everyone in the room.

"And that is Zenith Krumwell…" Fury finally named her.

Unfortunately for Tony Stark he was still nowhere near finding out the answers to his various questions about this mysterious

AN- leave me a review… give me your feedback, I will only continue this story if I get an appropriate response… so… yeah…
Some other characters will also play a key part in this fic… I couldn't really fit them in this chapter.