Hey guys! So this is the first Avengers fic I've written and while I had initially intended to break this into multiple stories (I might still, you never know) I've decided to keep this in the one story. This is an OC fic eventual OC/Winter Soldier. Hopefully the pay-off will be worth it.

This is the prequel chapter, so let me know what you think and leave a review. I'm making this up almost as I go, so I'd appreciate the help

ENJOY!

XoxoxoxoxoX

"I'm scared."

"I know you are, darling. I am too...if only I could take your place!"

"Don't say that! You know you're needed out there more than I am...besides, I've got nothing to lose anymore."

"But I have you to lose!"

"It's like I told you the first time we met, you won't lose me...I won't let you."

"Is that a threat, or a promise?"

"Can't it be both?"

Both women managed a watery chuckle, trying desperately to put into words their fear, grief and frustration that it had come to this. It should never have come to this.

Stoicism was barely winning out; they did not want to appear weak in front of their colleagues. The world had been turned on its head in the last five years, and yet the one thing that remained the same was that this was still very much a man's world. Even now, when saying goodbye, perhaps for the last time, weakness was not allowed. Before their own femininity, they were Agents, and would behave as such until the last. The closest these two women, dearest of friends, came to an embrace was the firm grip they had of each other's hand. Neither willing to be the first to release.

"Just promise me something...please?"

"Anything for you."

"If this doesn't go to plan –"

"Please don't say –"

"No! I'm serious! If anything goes wrong in here, and you know I'm done for, I want you to do the right thing."

A small crack revealed itself in the brunette woman's armour and she hastily choked on a sob. "You would ask me such a thing?"

"Because I know you'd ask me the same if the situation was reversed!" The blonde woman insisted impatiently. "Please, I need to hear you say this before I go under...will you do the right thing by me? Don't let me suffer..."

Shaking her head vehemently, the brunette replied "No...No, I won't let you suffer."

The blonde let out a small sigh of relief. "Thank you. But...promise me one other thing..."

"Yes?"

"Just...if, by some chance I still go under and they put me into that sleep Howard was talking about...will you..." It was too much. The blonde woman broke down in a sob before looking at her friend with tears streaming down her face. "Will you come find me? I don't care where I am, but please, don't leave me alone..."

Her friend pulled her into a fierce embrace where they both began to weep openly, decorum and duty thrown carelessly aside. They held each other tightly until the tears began to slow and their breathing evened out. The brunette pulled back long enough to place a hand on her friend's cheek, smiling fondly through her sadness.

"What if you don't recognise me, huh? What if I've grown old and wrinkly?"

The blonde snorted in the most undignified way, drawing attention from the others in the room that had been studiously ignoring them. All but one, anyway. "I don't care if you hair's gone grey and you've got no teeth left! You had better come and find me, Margaret Carter, I mean it!"

"How many times will I have to tell you to call me Peggy, you incorrigible Yank?"

"As many times as I'll probably have to insist on you not calling me Bren-Gun."

"I blame Dugan for that."

"You would."

Both women now had smiles on the faces, but they too began to fade, seriousness setting back in once again. "There's nothing I can do to persuade you against this, is there? You know they all volunteered for it...all of them!"

"I know Peggy, but they've served their time, they've done their duty. It's time to do mine."
"Anna Brennan, don't you dare stand there and tell me you've accomplished nothing during the War!"

"It's not what I'm implying at all! Just...I...we...made a promise to do whatever it took to keep the world safe...and to bring them home. So far, we've only managed to do one of those things! If by doing this, that promise is fulfilled, only then will I feel as though I've done my duty. Besides, I could never regret my time here...after all, it brought me to you."

"I'm sorry to interrupt," both women, unusually startled, jumped apart, revealing an equally and unusually solemn Howard Stark. "But they're ready for you now."

Anna let out a large, shaky breath. She glanced at her two friends, trying to be strong and feeling like she was failing. Without warning, Anna embraced her friends tightly, and they her, knowing full well that it might be the last time any of them were together again.

Pulling away, she furiously wiped the tears away, turning to make her way up the platform, where the pod the procedure would take place in was located. The same pod where this whole mess had started…it seemed fitting to her. "Let's do this."

"Does she really have to?" Howard asked Peggy quietly. It was Anna who responded.

"She does." Anna shot over her shoulder. "And she also knows what she's getting herself into...sort of."

"But how will I go on without you to amuse me?" Howard managed one of his usual flirty quips. It seemed strained. Anna paused her ascent up the stairs face Howard again, taking one last attempt at trying to ease their collective tension.

"I've said it before, but you two won't ever be rid of me. Besides," Anna turned away and eased herself into the pod, as the assistant's adjusted the straps on her body. "If it really means that much to you, name you're first born after me!"

"And what if it's a boy?"

"Plenty of names begin with 'A' Howard...Anthony, maybe?"

A contingent of the military, senators as well as a litany of Stark Industries scientists and engineers had gathered in the auditorium to witness the birth of the new Super Soldier. The discovery of a small amount of Erskine's serum had sent them into a frenzy, desperate to try it on one of the Howling Commandos that had returned from the war…but there was a catch. The serum remaining was only enough to be used on a woman, a small one, and Anna fit that bill. Her friends and colleagues had begged her, threatened her and tried everything in their power to convince her to not go through with this, but Anna felt a misplaced sense of duty. She would finish what they started. Besides, without the right amount of serum in their bodies, the vita-rays would kill the men. Anna acknowledged that she hadn't been specially chosen as he had, based on merit. She was just the most biologically compatible.

Anna felt like a zoo attraction, something to be ogled at from a safe distance. The Generals and Captains that had assembled looked at her with great interest, but their stares made her feel dehumanised, something to be used...she remembered how they'd stared at him the same way when he'd emerged from the pod. It gave her the chills; they'd used him for their purposes and weren't even trying to find him...to save him. Peggy and Howard didn't believe he was gone for good, and neither did she. But to the military and government officials he had been disposable and so was she. That thought alone was enough to make her want to break the straps on her arms and tell them all what she really thought of them.

One of the lab assistants injected Anna with the necessary penicillin injection. It almost made her laugh in a humourless sort of way. As if an injection of anti-biotics would prepare her for anything, should the serum not take, or the vita-rays kill her instantly. There was no turning back now. As the pod doors began to cover her, Anna looked up to see Howard and Peggy watching on, clearly fearful but more so to turn away from their friend. Anna wanted to scream out to them, to give them what perhaps would be some final words of comfort...but nothing came.

The doors sealed themselves with a low hiss and the claustrophobia began to set in. The panic, the fear...everything hit Anna all at once.

It's not meant to be this dark...should I feel this cold?

Like a dull echo, as though she were underwater, she heard the cold recounting of herself and watched the countdown begin.

Subject: Anna Ellen Brennan. Aged 25 years old, born September 1st 1921. Five feet five inches tall, 120 pounds. Undergoing Operation Super Soldier 2.0. Preparation for injection of serum in…

3...

2...

1...

Pain fierce, sharper and brighter than she had ever experienced ripped through her body as the serum was injected throughout her pressure points. They had placed them across her arms, legs, chest and abdomen. Anna screamed so loud she swore she taste blood in the back of her throat. She wanted to struggle free of the large needles digging into her flesh but her body was paralysed with pain. Then the lights began to grown brighter. They had begun to power up the vita-rays. Her skin prickled and sizzled as though lit by a thousand suns, forcing her to close her eyes, though it seemed determined to blind her through her eye lids. She continued screaming and in the midst of her all-consuming pain, she wondered if they could hear her.

Without warning, her body began to convulse, the oxygen stripped from her very lungs in a rush of heat and something metallic. Her muscles, tendons, her very being felt as though it was ripping itself apart and attempting to knit back together over and over again.

It's never going to end. It's not working.

Peggy…Kill me…you promised me Peggy…you promised…

KILL ME!

The light was burning her eyes she was convinced they were bleeding too. Her whole body felt wet, probably more blood. In the midst of the pain and the fire, she felt oddly at peace…as though she was watching it happen from a distance. Why, if she focused hard enough, she could see a very distraught Peggy and Howard. Maybe I've died, she thought peacefully, this is my ascent to death. I knew this would happen. Anna began to hear voices, convinced that this was the end…surely she was hearing the angels at the gates of St Peter, if she even deserved a place in heaven for all the things she'd done during the war. If they were, she hadn't known they would be speaking medical jargon.

She's flat lining!

It didn't work?!

The serum and rays were effective, they've taken…but her body isn't stabilised! Get her to the Cryogenic Tank immediately.

The hell you will Stark! This is our investment!

And this is our friendPeggy…is that you Peggy? You lay a hand on her and I'll personally put a bullet in each of you!

Cryo-tank! NOW!

Yes sir!

Her body was moving, like it was floating…was this normal? Is this what death felt like? Wasn't the pain supposed to stop once you died? Maybe it was hell, instead. Figures…

She won't stop screaming!

That's the least of her worries! Hit her with the rays one last time, then put her under immediately!

Howard…

It's the only way she'll live through this!

But how long -?

I don't know Peg! Just let me save her!

Despite the constant pain, Anna still felt the jab of two additional needles, right above her heart, her body convulsing in harder and jerkier movements. Then the cold came. Why is it so cold? Is death supposed to feel cold?

As the cold overwhelmed her senses, the pain began to ebb away, the convulsions ceased and her body became limp and soft. Unless looked at closely, it appeared that Anna Brennan was scarcely breathing at all. As her world went black and her body froze slumped against the slab she'd been placed on, Anna had one final thought fleetingly cross her mind…her last thought, before she finally succumb to death's sweet embrace.

I'm coming boys…Bucky…Steve…I'll see your sweet faces again soon…

Wait for me…

XoxoxoxoxoxoX

Is she…is she breathing….on her own?!

How is that even possible?!

I don't know! Her heart rate is picking up!

Blood pressure is normal…heart rate 100…120…140…holy shit…

Someone get Fury and Coulson on the phone! IMMEDIATELY!

And Peggy…Don't forget to let Peggy know…

Wait…know what? Let her know I'm still dead? That's kind of stupid…

The ice is melting too fast! This isn't supposed to happen!

Her body temperature is running so high!

Well, his does too…so I've heard! Maybe it's the same thing!

Runs the same as who? God, how many dead people are here?

Wait…

A burst of colour…memories?

Germany in winter…

A man…tall man…dressed in red, white and blue…

A woman…brunette, laughing and hugging…

The sound of a large plane hitting ice…

Gunfire…

Screaming…

Pain…

The cold…

The never-ending cold…

It started slowly…the tingling began in my fingertips, moving up my arms, through my legs and into my chest…my heart…it feels so strange, like warmth…but the dead can't feel warmth…can they?

What is happening to me?

Did she just speak?

What do you mean? I'm standing right here…can't you hear me? Can't you see me?

Get the oxygen mask! NOW!

I can feel that…why are you putting that on my face…what is it? Is that…am I breathing…?

She's going to start hyperventilating! Get me the sedatives!

You'll do no such thing.

But Director!

You heard me…this ain't gonna be easy, don't make it worse by drugging her!

Drugging me? Oh God, have I been captured? Who has me? What is going on?!

Help me! Peggy! Howard! ANYBODY!

CAN YOU HEAR ME?! HELP ME!

PLEASE!

There was a burst of bright light, burning my eyes like vita-rays before I took the biggest gulp of air that my throat felt as though it was on fire and my chest heaved painfully. My body raised up so I was sitting; the sudden movement made me dizzy. In my haze, everything was blurry and white. There were voices, they sounded panicked and frantic. Breath after breath I sucked in greedily, not realising how long I had been deprived of oxygen.

Wires…plugs…needles…need to get them off!

"Get – them – off – me!" Why was my voice so hoarse? What was happening?!

Desperately, I clawed at my arms and chest, knocking off the oxygen mask off my face, tearing tubes from my nose. It hurt like hell, my very bones aching, on fire. The noises, beeping, alarms, sirens, ringing deafeningly in my ear. The needles tore my skin as I ripped them from the crook of my arm, bizarre patches tearing at my skin above my heart.

"Get her back down on the table!" I heard a man shout.

Suddenly five men, all dressed in white (Doctors? Scientists?) came rushing at me in an attempt to pin me to the slab again. I don't know what came over me. My mind was filled with confusion, fear and anger, and feeling nothing else I threw my fist towards the nearest man. Instead of simply stumbling, he was thrown backward with such a force that he hit the opposite wall…ten feet away.

I didn't stop to work out how or why I had managed to do this, instinct had taken over and I was lashing out. I tried desperately to remember my training whilst trying to assess my surroundings. I kicked out at towards another man's chest, knocking him into a table, both of which came crashing to the ground. I barely had to push the other three away for them to be sent sprawling to the floor, suddenly in no hurry to move. I finally swung my legs over the side of slab, to stand and run…to where, I didn't know. But perhaps if I got out of this place…clearly, this prison, I could find Peggy, Howard, Dum Dum…anyone…

My feet had barely touched the floor before my legs wobbled and gave out with a thud. How was this possible? How was I able to send those men flying and now be so weak?

"What's happening to me?" I ground out.

"If you'd stop knocking out my physicians, then maybe we could explain."

My head snapped up, eyes wild to see a tall African American man starring down at me in a cool and calculated manner. He was dressed in all black, wearing a long dark overcoat, and eye patch covering one eye. It took none of the menace from his presence or stare; if anything, it intensified it. There was another man standing next to him, dressed in a dark suit, more than a few guns concealed on his person. He was unassuming, plain even but I'd been taught that the most dangerous people usually were. They were clearly here to take me away, torture me, kill me for information…

I managed to scramble away from them until, stupidly, my back was pressed up against the cold tiled wall. Nowhere to go. It was only then that I noticed I was wearing a thing singlet shirt and legging. These were the same clothes I was wearing the day….the day that…the day that I….

"Where…where am I?" I asked quietly, still mastering the use of my voice. How long has it been? "Who are you? And…and…what do you want me with?"

The plain man was the one who spoke first, as he approached me slowly, cautiously. Wise really, considering what I just did to his comrades! These thoughts and more did not bring me comfort. I was cold and sore. I was scared. I pulled my legs up to me chest, not without difficulty, the closer he came until he knelt down next to me.

"Ms. Brennan," he said softly. Even his voice was unassuming, but it was meant to be firm and calm all at once. "Do you know where you are?"

"I…" what a strange question to ask. It threw me for a moment and I answered honestly despite my better judgement. "I'm…at Stark Labs…in New York City…I think?"

"Right city, slightly different location." The man smiled slightly. He didn't elaborate. "Do you know what year it is?"

"Why does that matter?"

"Please answer Agent Coulson, Ms. Brennan." The man in black said. It wasn't a request, it was a command. I glanced at the man next to me. So your name is Coulson? That's something…I think.

"It's... the year is 1946." Coulson was clearly a calm and collected individual, someone who had been trained, just like I had, to keep their head about them in any given situation. Yet he exhaled deeply, almost worryingly. "What? It's… is it not 1946? How…I don't?"

It came flooding back in an instance. A painful moment of clarity and pain. Oh God…

The serum and vita-rays…

The pain…

The never ending coldness…

Peggy…Howard…Dum Dum…

I let out a groan like a wounded animal, somewhere between a sob and a scream. They had tried to make me a Super Soldier, and judging by the still unconscious doctors, it had worked…but how well? They'd frozen me. Something had gone wrong…and Howard had put me into a Cryogenic sleep, just like he'd told me. I looked back at Coulson, who at least looked sympathetic, sad even. The man in black looked like he could've cared less about me. "What year is it? How long was I gone?"

Coulson sighed, looking over his shoulder to the man in black. There was an imperceptible exchange between them before he turned back to me. This clearly wasn't meant to be his job, consoling a confused and distraught experiment. "The year is 2010…Anna. You've been in cryogenic sleep for 64 years."

"Sixty…six…SIXTY FOUR YEARS?!" I screamed. My mind was reeling, my breathing erratic again. I didn't want to cry but I was crying, heaving, almost retching with the violence of my emotions.

Sixty-four years? How was it possible? Where had that time gone? Why had I not been woken sooner? Where were my friends…at the age they were…I was…I should've been…were they even alive.

NO! They're lying to you! Can't you see? They're trying to trick you! They've captured you and now they're trying to gain your trust so you'll work for them! Don't listen to them, this can't be real!

"You're lying!" I wailed. Pathetic…I was rocking back and forward. I should've been running for my life, fighting them off. But in a moment, I was faced with the realisation that I still looked, even felt like I was twenty five. Everyone I ever knew or cared about may have died years ago. "You're lying to me! I can't be 2010! There's no way!"

"Would you like to see some proof?"

I looked up at the man in black, who rather than looking at the distraught figure on the ground, pointed to the window I hadn't noticed. I should've just jumped through it…death would be preferable to whatever hell is waiting for me now.

I looked suspiciously between him and Coulson, who still knelt resolutely next to me. He held out a hand for me to take, while the man in black moved to the window and opened the blinds. I cautiously slid my hand into Coulson's as he stood up. I tested my weight on my legs that, while still shaking, allowed me to push myself up to stand with him. He walked me slowly but with purpose to the window. I kept my gaze down; not wanting to see what was out there. What if it is 2010? How much has the world changed…if at all?

"Look up, Ms. Brennan." Coulson prompted gently.

I nodded absently, before slowly trailing my eyes up the wall, over the sill and out to the world…

My breath caught in my throat and instantly I let go of Coulson's hand to press both of mine against the window. This cannot be real…

The streets were packed with more people and motor cars than I had ever seen in my entire life. Times Square looked bigger and brighter than ever, large screens filled with rapidly changing colours and images of all manner of things. People seemed to be talking on the smallest devices I'd ever seen. The buildings were bigger, the cars were massive, and the sky was overcast and raining, but the streets were full.

They hadn't lied...this is the future…

"Do you believe us now?" The man in black asked.

All I could do was nod without taking my eyes away from the scene in front of me. My mind was reeling, I felt dizzy again.

"I…I want to speak to someone…if I can…Sir?"

"Fury. Director Nicholas Fury. And we'll do our best."

"I want to speak to Peggy Carter."

"I think you should speak to a psychiatrist first."

"With all do respect Director, I don't want to hear what I've missed for the last sixty years from someone who doesn't know me…Get me in touch with Peggy Carter."

Director Fury scoffed derisively, and I turned to glare at him. "What? Is my request so hard to comply with?" Please don't say she's gone too…please don't tell me she's gone…

"No, it's not. But it's not as easy to get in contact with one of our founding members."

"Peggy? A founding member of what?"

"This organisation," Coulson answered. "The Strategic Homeland Intervention, Enforcement and Logistics Division, S.H.I.E.L.D."

"What is…"

"They'll be time to explain that later." Coulson replied swiftly. "But we will do our best to get in touch with Director Carter as soon as we can."

"Next she'll want to be visiting Captain Rogers too."

My world froze. All sound was muted, all colours became too bright as the swimming feeling became worse.

"Steve…Steve, he's alive…?"

"Turns out you Super Soldiers have a propensity to get frozen. Captain Rogers was fished out the Artic almost thirty years ago…seems he's showing signs of waking up too."

The hyperventilating returned, the colours of the too white room flashed blindingly before they'll dulled altogether, as my nervous system gave out, and my body collapsed to the floor. As seemed to be the case any time I was unconscious, I heard a voice above me before the darkness overtook my mind again.

Welcome to the 21st Century…Sgt. Anna Brennan.