Caroline sits atop a metal table in Tony and Bruce's lab, popping blueberry after blueberry into her mouth as said two scientists play across the room. Bonnie had finally lent them an magical necklace that she had come into possession of, letting them scan and prod to their heart's content to see if technology could pick up on the magical signature. And apparently, after much tinkering, technology is working in their favor if the excited science!talk is anything to go by. But of course, Caroline's not paying them any attention and is instead concentrating on tossing blueberries into the air, and then catching them in her mouth.

The whirring of Tony's machine starts to get a little bit louder than it should, and a blue and white light start emanating from said scanner and necklace, getting so bright that Caroline has to squint against the light and turn her face away. "Uh, guys? I think you should-"

Poof!

Caroline startles at the sound, she nearly dropping her bag of blueberries. When she looks towards Tony and Bruce again, they're standing frozen in place since it was mainly just sound and a cloud of smoke that's billowing up towards the ceiling. A moment of panic rushes over her because she knows Bruce doesn't like surprises- and she's yet to meet the Hulk and would really rather keep it that way- but then her lips are curling into a smile and she can't help the bubbling laughter.

Since she's been coming into the labs, any and all mishaps usually ended up with explosions and fire. And while this was technically an explosion, it was a poof of an explosion with no fire and no damage, which just makes the situation all the more ridiculous; even more so when Stark and Banner finally turn to chastise her for laughing. Their protective glasses get pushed up, leaving a clean portion of skin compared to whatever smoke the magic poofed in their faces and dirtied what wasn't protected. Caroline tries to bite her lip to keep from laughing but their glowers has her cracking up even more.

"Okay. All right," Tony rolls his eyes. "Calm down before you break something."

"I'm sorry. I'm really trying not to laugh," she says as the laughs continue to flow. "But you two look absolutely ridiculous. You're supposed to move away from the eerie glow, not lean in closer."

"Yeah, yeah. Berry me or get out. Bruce and I don't need you laughing at our mistakes."

Bruce huffs a low chuckle, moving aside to go clean up and read what information they managed to gather while Caroline allows herself a few more seconds of laughter. Finally sitting up straight and retrieving a blueberry from her bag, Caroline aims for Tony's now opened mouth but since her form is slightly shaking from her giggles, her aim is off and she ends up pegging him in the forehead.

"You have terrible aim, Forbes."

"And you're a horrible scientist. Go clean your face."

Tony narrows his eyes on her for a split second before shrugging and opening his mouth wide open again, and this time she doesn't miss when she aims yet another blueberry. He immediately clamps his mouth shut and crushes the berry between his teeth, smiling wide as he chews and follows Bruce to clean himself up as well.

She'd just gone back to digging through her bag for more berries to pop into her mouth when her cell rings out, Hurts' Somebody To Die For filling the air. In her moment of excitement, the berry bag drops to the table and scatters a few berries here and there, and Caroline quickly cleans up before she retrieves her phone.

"You two are sickeningly adorable. Stop it."

"Shove it, Tony."

She smiles from ear to ear when her phone's finally free from her jean's pocket, Steve's picture taking up the entire screen. And hopping down from the table, she answers with a cheerful, "Anxious much? My plane leaves in a few-"

"Where are you?"

The low serious tone of his voice is enough for Caroline to freeze, her smile instantly vanishing. "At the tower. What's happening?" And her voice- with her cheerful pitch and playfulness vanishing- now has Tony and Bruce turning towards her only to find her tense and at unease. "Steve?"

"Have Tony lock down the tower. Don't trust anyone. SHIELD's been compromised."

Eyes widening, Caroline gulps. "S-SHIELD's been compromised? What the hell are you talking about?!"

Tony and Bruce are by Caroline's side in an instant, she quickly switching her phone over to speaker. "It's Fury. He's been attacked and they're prepping him for surgery. It's not looking too good." The three in the room are stunned into silence, Steve sighing heavily over the phone and Caroline can finally hear the bustling of nurses and doctors in the background. "Something big is going on and I have a feeling this is only the beginning of it. Stay at the tower and-"

"No!" she practically yelps. "I need to be there with you."

"Caroline-"

"Don't bother, Steve. If they took down Fury and you don't know who to trust than who better than me? I'm on your side, you know that."

"I do know that but-"

"No buts."

Steve sighs yet again and Tony finally speaks up. "We'll keep an eye on things from here, Cap. I can have Caroline to you within the hour on one of my new jets."

"Stark, I'm not sure-"

"Jesus Christ, Steven Grant Rogers, if you try to tell me to stay put again so help me.."

"Fine." He immediately caves. "But just so you know, this place is crawling with SHIELD. If I give you any type of signal, you walk the other way without looking back. Understood?"

"Understood."

The phone line goes dead and Tony immediately starts badgering JARVIS to get his personal pilot ready to go within fifteen minutes. Bruce is still rather shocked, he working on his breathing exercises as Caroline stares numbly at her phone.

"Forbes? Caroline!" Tony calls out, startling her to hurry and stash her phone back in her pocket. "Stay with us, Little Bit. We can't have you checking out. Steve needs you."

"SHIELD's been compromised," she mutters, eyes fluttering quickly to dash away any tears as she locks gazes with Tony. "Bonnie's with SHIELD."

As her words sink in, Tony swears softly before nodding along to whatever his brain is telling him. "Barton. I'll get a hold of Barton and tell him to grab the witch, and then get their asses to the tower."

"But Steve said-"

"I know what Steve said," Tony cuts her off, a wild look in his eyes. "But it's Barton, Caroline. Clint. He has to be on the right side of all this because if the guy who dresses up my robots for fun is a bad guy then we're all screwed. We have to take the chance and guess that he's good for Bonnie's sake."

"But still," Caroline gulps. "-what if it turns out he can't be trusted?"

Tony's shoulders sag as he thinks about the what if's and Bruce comes up to lay a hand on Caroline's shoulder. "I'll get Bonnie on the phone first then; tell her to force a premonition to see if Clint can be trusted. She can do that, yes?"

"I- I think so."

"Then good. We'll call Bonnie and then call Clint. We'll tell them to get to the tower as soon as possible without drawing any attention."

Caroline shakily nods, taking a deep breath and then facing Bruce. "Thank you."

"No problem. Now get. Go help the Captain."

She feebly grins at him, her gaze ping ponging from him and Tony before settling on Bruce once more. "Stay safe."

"Of course."

"I mean it, Bruce. These guys got to Fury. Fury! You're gonna have to depend on the Hulk here, let him get a feel for the people around you."

"What? No. I can't let him out."

"I'm not saying to," she says, hands slowly coming up to cup his face. "Dig deep inside yourself, B. Your instincts are his instincts. If something feels wrong, grab Tony and Pepper and leave. Hulk out then if you need to but you need to trust your instincts. From what I've seen, he wants to protect the team as much as you do."

Bruce gulps, gaze locked on to Caroline's when she sees a few specks of color flicker green in his eyes. She flashes him a brief grin to which he returns with a terse nod.

"Excuse me," Tony scoffs. "I'm not leaving the tower."

And whirling on him, Caroline narrows her eyes, her fear replaced by anger. "You will if it's been compromised. It's happened once and it can happen again. And if JARVIS is capable of being hacked then so are the suits. Hold the fort down here but if push comes to shove, your lives are more important than a building. Pull the plug on J until you can get the tower back under control. No offense, JARVIS, I'm just saying."

"None taken, Miss Caroline. I see where you are coming from and I wholeheartedly agree."

"Traitor," Tony scowls.

"I'm serious, Tony," Caroline's features soften now. "I know this tower is your baby but you can always rebuild. Your lives are way more important."

Tony wants to argue, he does, but the sincerity she's showing has him agreeing far quicker than what he normally would. No one other than Pepper had cared this much about him- the Avengers not included- and to have this much devotion warms him deep to his bones.

"We'll leave if the fight comes here. Now go," he nods towards the door. "Happy's waiting for you in the garage. He'll take you to the airport where you'll board one of my newest creations. You'll possibly get to D.C before Fury comes out of surgery."

And just like that, the somber mood sets back in.

"Thank you. And keep me updated about Bonnie," she says to both of them. "I need to know she's safe."

"You might wanna take your own advice, Forbes. You're heading straight into the fight. Stay safe."

"Always am."

XxX

By the time Caroline gets to the Hospital, the building is nearly surrounded by law enforcement vehicles and black unmarked SUVs, all with their lights flashing red and blue. Armed men in black tactical clothing and various law enforcement agencies clutter nearly every entrance and exit, the SHIELD personnel easily identified with the windbreakers and caps that bear their agency's logo.

She slips inside fairly easily, avoiding making eye contact with any agents and tries to mask her determination to find Steve in the building. Agents with comms visible at the ears pass her up, she discreetly following them while also trying to pretend she's not sure where it is she's going. And when all they lead her to is more agents, she gives up and stops near a vending machine, looking at all the snacks while tucking her loose hair behind her ear.

Taking a deep breath, Caroline concentrates on her hearing and prays that Steve starts talking so she can follow the sound of his voice.

"Captain, they want you back at SHIELD."

Even though Captain could mean anyone- there are a lot of ranks within the agency- she listens for the reply anyway and is rewarded for her efforts. "Yeah, give me a second." And that's definitely Steve's voice.

With a relieved sigh, Caroline starts heading in that direction.

"They want you now."

"...okay."

She frowns at Steve's obvious hesitation, trying to hurry without looking like she's in a hurry and gaining someone's attention. On her way, she hears Natasha's voice and Steve's once more, and only knows she's in the right spot when she sees numerous of SHIELD agents crowding one specific hall. She stops in her tracks, weighing her options when a majority of them are suddenly on the move. Pressing herself up against the wall, she feebly smiles at a couple of agents who spot her but she's very thankful that none of them recognize her. To them, she's just another visitor trying to get to whoever she's there to see.

Once the SHIELD personnel file out, a group of men in tactical clothing with comms visible at their ears and shirt necklines come next. One man in particular catches Caroline's eye, he being a good head taller than her with dark colored hair and scruff. He's older and good looking with just the right amount of mystery to him but that's just it.. he's a mystery. A stranger.

He slowly smirks at her as he passes, eyeing her up and down, and Caroline shudders under his gaze. Steve's words ring back in her mind about not trusting anyone and she immediately wants to punch this guy in the throat.

When she finally manages to tear her eyes from him, she looks back down the hall and finds Steve walking her way. Just the way he's carrying himself, Caroline knows he's pissed and on edge. So when she briefly grins at him, his jaw clenches even tighter and he gives the briefest shake of his head. He avoids eye contact so her own gaze immediately falls to her shoes and when he's passing her up, he murmurs, "Hide until I find you."

He says it so low that even Caroline has trouble hearing it but she gets his message loud and clear. She waits until the hall clears out to start moving but before she takes Steve's words to heart, she remembers that she also heard Natasha. So wanting to figure out what's going on, she heads down the hall where she saw Steve coming from and finds Natasha standing by a vending machine, and practically glaring at it.

"You know," Caroline mutters, faintly startling the redhead. "-I don't think you can glare a machine into submission."

Natasha meets Caroline's gaze through the plexiglass reflection, faintly nodding in greeting. "Anything is possible. What are you doing here, Caroline?"

"Got a call," she shrugs, keeping her voice low and making it seem as if she was waiting in line for some snacks since some SHIELD agents lingered in the hall. "Fury was attacked and Steve's paranoid. How's he doing, by the way? Steve was escorted out and told me to hide."

Natasha actually breaks character in their little act, whirling on Caroline with calculating eyes. Caroline can easily pick up on the redness of her friend's eyes, signaling that she'd been crying but doesn't say anything about it. "What did Rogers tell you?"

And the urgency of Natasha's voice has Caroline feeling very uneasy. "Nat, what's going on?"

"I need to know what he told you. Word for word. Now."

"No, not now," her brows pull together in confusion and her voice gets a hard edge to it. "What the hell's going on, Nat? First Steve and now you?"

Natasha blinks rapidly, taking a deep breath and letting it out slowly. She quickly scans the halls for anyone paying attention to them and when she spots no one, she grabs Caroline by the bicep and drags her to the nearest empty room.

"What do you know?"

"Only what Steve told me," Caroline rips her arm free. "What the hell is going on? What's with all the secrets?"

"You tell me," Natasha deadpans, her gaze darting between Caroline and the window to make sure no one sees them. "Fury was shot in Steve's apartment and shows up here with more wounds than the bullets were capable of making. Then Steve has the audacity to lie to my face about not knowing what Director Fury was doing there in the first place. So you tell me, Caroline, do you know what secrets your boyfriend is keeping? I'd like to bring the men who killed Fury to justice."

Caroline jolts as if she's been slapped, her eyes getting glossier by the seconds. "K-killed? Fury's dead?" The question is asked softly, enough that it confuses Natasha and thinking that Caroline really doesn't know what's going on either. So with a terse nod from agent, Caroline has her answer. Her bottom lip trembles and then after a moment she's quickly giving her head a shake to shake off any lingering emotion as she blows out a deep breath. "Steve called right before they took N-Nick into surgery," she finally admits. "H-He said SHIELD had been compromised and not to trust anyone. He even went as far as getting Tony to lock down the tower."

"That's all?"

Gulping, Caroline nods. "That's it. He didn't even want me here because he doesn't know who to trust. And if he doesn't know," she suddenly trails off, eyes searching Natasha's face before taking a step back. "-then that means he doesn't trust you."

"Yeah, well if it helps, I'm not exactly trusting him either," her jaw clenches. "He won't talk to me."

"Because this place is crawling with SHIELD and if he's right, and the agency's been compromised, the enemy is standing right under your nose. Has been the entire time."

Natasha crosses her arms over her chest, gaze landing on the window and watching as doctors pass by without noticing their presence. "It's something bigger," she murmurs mostly to herself. "-and I'm going to figure it out. You," she finally gives Caroline her attention again. "-you need to lay low. Check into a hotel somewhere and wait until either Steve or I find you."

Caroline can sense the simmering anger, she only agreeing because she really doesn't want a fight with the Black Widow. "Yeah, I'll do that." Natasha moves to exit the room but Caroline's voice halts her. "And Natasha? If all this is just a front and you actually had something to do with Fury's death, I will hunt you down. And not even all the training in the world will prepare you for my attack. Are we clear?"

Silence falls between both ladies, Natasha assessing Caroline up and down. And after another moment, her lips quirk in the faintest of grins. "We're clear." The blonde nods in return, standing up just a little straighter and squaring her shoulders. "See, this is what I like about you, Forbes. You're loyal to the right people. The world needs more people like you."

"Are you implying that you're not one of them?"

"I'm still working on it," she shrugs. "But don't worry that pretty little head of yours. I'll get to the bottom of everything. You just better pray that your boyfriend is as loyal as we all hope he is."

And with that, Natasha stalks out of the room and down the hall without looking back.

Ha, so yeah. The dark haired stranger that eyed Caroline up and down is.. Rumlow ;) Caroline will be seeing more of him in a later chapter.