"Okay class," spoke a shield woman, her hair pulled tightly behind her head. "Today is something we need gravely from you all."

"What is it hill?" Faith asked as a man in a red and black costume entered the room.

"Hello reader!" He said happily. "Okay. This story takes place in a alternate marvel universe. Due to the fact the author saw AOU opening day. She's not gonna change a thing from her original plan. Oh! And she apologizes for not updating her other story's, she has writers block."

"What the helldeadpool. Who the fuck are you talking too?" Sam asked.

"Language!" Faith yelled.

"And they don't even know." Deadpool snickered and teleported away. Everyone in the room shrugged it off and went back to class.

"As I was saying," Hill continued. "You will be working on an assessment of each other. This will help in the founding of the team. And-"

"Sorry," spoke a smaller girl, with curly brow hair, dark brown eyes, and black glasses. "I had sciencesy stuff to work on."

"It okay Elizabeth Banner. We were just talking about a new assignment."

"Oh." She sighed and took a seat next to Blare.

"Where was I?... And you'll have to including code name of your choice, personality, dislikes, likes, fighting technic and style."

"What if you plan to takeover your parents code name after they retire." Asked James/Bucky who was seated next to Josh.

"Well in that case, you'll end up needing your parents approval and Shields. And for the mean time, you might want a code name of your own Rogers."

"I'll be sure to do that ma'am." He smirked. Faith rolled her eyes.

"But I wanted to Captain America." Faith whispered to Mist who was on her left and Sam who was on her right.

"What if you don't want a code name?" Asked Mist, quite rudely.

"Than you don't have to use it." She said sternly. "Any way, begin."

"Wait! When is it due?" Faith asked.

"In a month." Hill addressed to them all as she walked out the door. They all turned to each other, smirking.

"Lets start, shall we." Said Ellie as she tilted her sunglasses downwards facing them all.

-.-

"Ugg!" Yelled Sam as he sat on the couch in the newly remodeled Avengers Tower/Mansion. Everyone else sat along the couch, Mist and Elizabeth sat on the ground, Blare and Ace didn't come. "How the hell are we supposed to finish this in a month!?"

"By working, you dumbo." Said Elizabeth laughing a bit. Sam started to reach for a beer. Faith grabbed his hand quickly.

"What the hell Faith!"

"Your not getting drunk okay. There is a thirteen year old right there." She said gesturing to Elizabeth. "And your not even twenty-one! Your seventeen!"

"So what. Ellie started to drink at age thirteen!" He resent at her.

"Yah but that's Ellie! She is such a smart person like you are, but became a wreak when she started to drink, and when she does."

"So what your not my mo-"

"Samuel Adam Stark! No drinking! You have homework!" Spoke a red headed woman as she walked next the abundance of teens. He whined as Faith laughed.

"Thank you Mrs. Stark. Nice timing by the way." The blonde girl smirked.

"No problem Faith." She said taking a seat to the left of her son. "So what are you guys working on?"

"It's a stupid project the Hill gave us." Said Mist as she laid on the ground.

"It's a project that is ment to describe everyone else." Said Bucky calmly. "Also it can help better ourselves and our corporation with everyone else."

"I've done this before back in Asgard," spoke Josh. He has been surprisingly quiet most of the day. "Well a version of it."

"We don't have time to listen to your Asgardian story's Josh." Spat Mist.

"It doesn't sound that long." Said Pepper.

"It is actually." Sighed Elizabeth as she held up an example she stole from Hill. It was around ten pages long. "Thats an A paper."

"Wow..."

"Well have to include first mission details, most recent mission details, parents details, siblings details, powers, weapons, friends, enemies, and personality. ON EVERYONE!" Sam complained laying his head on the back of the dark burgundy couch.

"Wow, that quite a lot. Well all you guys get to it." Pepper said standing up and ruffleing Sam's hair, making it more messy than it already was. He fixed his hair up a bit and adjusted his glasses. Nearly a minute later a blast came from a window sending glass everywhere. Elizabeth and Ellie screeched. Tony came in threw the shattered window, his suit busted completely. Sam bolted up from his seat sending his papers flying.

"What happened!" Yelled Sam as he walked up to his dad. Ellie followed.

"A mission gone south, hydra attack," he said while taking off his helmet. He looked at Faith with a worried expression. He than turned back to Sam. Sam had started to work on his dad's helmet.

"Where are the others." Asked Bucky worryingly.

"Black and Hawk made it out...I think. Banner didn't come with us. Cap..." he sighed. "I-I don't know. There where to God dam many!" He yelled in frustration. Faith had a look of complete seriousness on her face.

"Where?" she demanded while getting up and walking towards them.

"A hydra base, in central Germany." Tony sighed. Faith grabbed her shield off the table and headed to the elevator. Am a looked up at her from his dad helmet and grabbed her hand out of know where.

"Faith no!" He demanded. She quickly got her wrist out of his grip.

"I have too." She replied sadly not looking at him. "I nearly lost him once before. . . and I won't let it happen."

"Mist help me out here," Sam sighed and directed his attention to his long dark brunette friend. The girl sighed and looked up from her paper. She gave him a slight death glare. "Hey, c'mon Faith is going to get herself killed."

"Fine," she said and got to her feet. She quickly walked over to Faith whom was trying to convince Jarvis to let her in the elevator. With a quick and sky movement of her hand, a dark green smoke came out and flew in the Faith's face. Faith fell backwards, her eyes closed, as Mist caught her. "Sorry."

Mist dragged her over to the couch and laid her down, putting a evergreen green blanket over her.

-.-

Everyone started to leave and go home, except for Faith. He elder brother Josh decided it would be best for her to stay with Stark for the night (even though she objected) and that he'd go to SHIELD headquarters and try to find their dad.

Faith continued to sit on the couch after waking up and having that argument with her brother. She she flipped threw channels, trying to find anything on her dad. Sam sat next to her while he looked threw the web, hacking sites trying to find Cap as well.

"Am 00.30 einheimische zentral in Deutschland haben laute Explosionen aus den nördlichen Bergen berichtet ." The woman on the news said in German.

"Faith, English please," asked Sam.

"Locals in central Germany have reported loud explosions coming from the northern mountains." Faith explained.

"Deren gab auch Berichte von Captain America ist in den gleichen Bergen gesichtet , so die Polizei ." The woman spoke again.

"Its him!" Faith gasped.

"What did the say?" Sam asked jumping a bit.

"That he was spotted in those very same mountains." Faith said not know to feel happy or sad. "keine. . . Scheiße," she muttered.

"Did you just curse in German." He laughed, trying to lift the atmosphere. "Language!"

Faith chuckled before turning to saddens, "It's happening, again."

"What is?"

"It's a long story." She sighed looking away.

"We have all night." He smirked.

"Okay. . . ." She sighed.

-flashback-

She walked around here house, old nineteen forties music playing away. She is only at the age of six, and trained to a dangerous extent. She was in her oversize navy shirt with Army printed in gray and oversized black pajama pants. She slowly walked into the living room. She looked to her left and saw her older brother talking to a tall man with a metal arm, but she was too tired to recognise him.

"Hello sir," she said tiredly and she walked up to her brother. "W-Where's daddy?"

"Um. . . ." Her brother began.

"H-Hi Faithie," the man smiled.

"Uncle Bucky!" She smiled after fully awakening. She pulled him into a big hug, well mainly hugging his legs.

"Where's my daddy?" She asked now looking up at Bucky. "He should be home by now."

"He hasn't returned yet." Her uncle Bucky said and he bent down to Faith's eye level.

"W-What?" She asked, her eyes tearing up. "I-is he dead?"

"No, no, no sweetheart he's not. I promise you." He said and held her tightly as she started to cry a bit. He could hear her whisper a prayer, hoping it would help. He even thought of the worse happening to his best friend. They all went and sat on the couch. Their uncle watched tv, while trying to comfort his niece. He k we if something was to happen to their father, he'd have to watch them, being their God father and all.

Faith and her brother, named after her godfather, cuddled together. He tried to comfort her and keep her from having a nervous breakdown. She kept fiddling with her star necklace.

"Bucky. . . ." She whispered to her brother.

"Yah," he whispered back.

"Do you remember mommy," she said still looking at her necklace.

"Y-yah."

"What did she look like?"

"She had dirty blonde hair like you and I, brown eyes, she was very, very pretty. At least that's what Dad always said." He sighed.

"What was she like?"

"She was very nice, a great mom, she was just amazing, she's an angle." he said as he started to tear up. He held his sister tighter as they both started to cry. They didn't fall asleep until much later that night.

-.-

Their father walked in, sorely that morning. He laid his shield down and it made a louder thud than it should have. The two children bolted awake and looked around frantically. His daughter saw him first and jumped over the couch and pulled him into a tight hug.

"Daddy!" She had yelled. His son soon ran over to him to, giving his dad the biggest hug ever.

"Hey you two." He smiled and hugged them both.

"Don't you ever do that again!" His daughter yelled.

-End of flashback-

"Yah so that's what happened." She sighed as she looked down upon her necklace.

"It was your mom's," Sam said. "Wasn't it?"

"What was?"

"Your necklace."

"Oh yah. It's the only thing that I feel like she's with me." She smiled holding it tightly in her hand. "My dad gave it to her on their first date."

"That's sweet." He smiled. She smirked as she looked down at her necklace. She laid her head on the arm of the couch, and continued to look at her necklace. She put on her head phones and started to listen to The Andrews Sisters, humming along to their songs. An hour later she fell asleep, after trying not too. She had texted her brother off and on that night. Sam had gone to his room after she fell asleep and instantly feel asleep

-.-

She sat up from the couch, rubbing her eyes trying to concentrate on the person speaking

"Miss. Rogers," spoke an extremely formal voice.

"Yes Jarvis," she said as she stood up stretching her arms a bit.

"There is an incoming shield helicopter planning to land on the roof in precisely five minutes."

"What!" She said as she grabbed her jacket and ran up the stairs. She ran past Sam's machines, nearly breaking one. She dodged all of the decorations and tables. She opened the door to the roof and looked at the helicopter. She stood stil as it landed, the main roter and tail blade still spinning fast. They began to slow down and she saw people within the cockpit. First came out her Uncle Bucky. He smiled at her and she weakly smiled back.

Out came her brother Bucky with a some what disappointed look on his face. She frowned at him. Than came the person she wanted to see. Before he could even look at his daughter properly she had tackled him to a tight bear hug. She cried into his should as he lifted her up a bit, hugging her back.

"I'm, I'm okay sweetheart," he said deeply concerned.

"You where in Germany. Something with Hydra. The mountains, T-There were explosions. People said they saw you. I-I wanted to go-"

"Hey Faith. I'm okay." He said holding her tightly. "In okay."

"Don't you ever do that again!" She yelled at him, for the we found time in her life.

A/N Yah, age of Ultron is bloody amazing. Hence their references scattered thru out this chapter. Byes -Ash

P.S. deadpool will be used to give messages to y'all when I want to.

Dp: and we can have chimichangas together.

Leave now deadpool!

Dp: *leaves*

BYE LOVELY READERS!

£ove - Ash