A/n- Thank you.

Disclaimer- Everything but Carly Frost.

Warnings-swearing.

-/-/-/-/

This was not Carly's first mission, they had be a few "easy" ones that all S. do to introduce then to the spy world but of course these easy missions turned once Carly and Barns were around. On their second mission the pair had nearly killed each other, when the mission went wrong and was a bust, pent-up anger and frustration at the world, at each other and themselves became a bad mixture, they had reached breaking point and what should have been a simple mission landed them both in medical for a few days and the other agents now knew not to cross either Barns or Carly when they were in a bad mood. That fact that Carly had actually managed to cause damage to Barns at all, shows how well she took to his training, and that terrified the other S. .

Rogers and Stark had wanted them split for their own safety but the pair protested. Apparently the only good thing out of that mission was that the pair suddenly became close and the original hostility was gone. The air was cleared and the pair could rely on the other to have their back.

Carly watches the others in the S.H.I.E.D plane get ready for the new mission as she looks over the information for the Hydra base they were heading to. She paused, putting the file down as Barns untangle what look like a harness. Curiously, she made her way over to him. He glances up at her but otherwise doesn't acknowledge her. He watches her under dark lasses as she looks at the others and works out what that are all doing. He may have neglected to tell her how they plan on landing near the base.

" I've never jumped out of a plane before." She says, quietly to him as she turns her gaze back from Natasha and Barton as they stick their tongues out at each other.

Her eyes were slightly wider then normal, a hint towards how worried she was. He didn't expect her to just dive out with no knowledge of what to do did he? She though.

"I know. Your jumping with me." He grumbles to her, watching her relax and nod her head, clearly deep in thought when suddenly, she tense and looks at him worriedly.

"Your not going to do a Rogers and jump without a 'chute are you?!" Barns is positive she even stopped breathing with the look he gave her.

"He did what?" He growls at her, eyes narrowing dangerously.

" you-you didn't know?" Carly stammers, and looks like she wants to sink right into the floor.

"Rogers!" Barns yells for the blond haired man, who came with a soft smile on his face but a worried crease between his eyes.

"Yeah, Buck? Everything ok?" Rogers switches his gaze from his friend to the girl and her sheepish face.

"Did you jump out of a plane without a parachute?" Barns hisses at the other man, and Carly is sure she hears the other two occupants coo and turn their attention to the three with knowing grins.

"They slow me down" Rogers shrugs, but he clearly knows he is about to get his ear bent. As fast as a snake, Barns hand snaps out at slaps Rogers up the side of his head.

"Idiot." Barns hisses "did you not think how dangerous that is?"

"But B-"

"But nothing, punk. Go and get a 'chute. We are having a talk about this kind of crazy shit when we get back. Understood?" Rogers nods and retreats looking like a kicked puppy but the earlier worry line has disappeared with Barns slip of words. Barns turns back to his task muttering darkly for a few minutes, before gesturing for Carly to "come here and stand still." With his metal hand.

His harsh face smooths out at her worried expression, the poor kid was jumping out of an plane for the first time and was probably scared enough, without worrying what he was going to snap at next.

"I'll be gentle"Barns say, with a slightly playful glint in his pale blue eyes, as he tighten Carly's straps tightly around her waist, jerking her towards him making her gasp in surprise.

"I'm sure I can handle what ever you thrust at me, boss" Carly says more focus on the fact she was going to be jumping out of a plane then what was coming out of her mouth.

Barns smirks as she begins the realises she just said, and watches as she has a brief moment of panic before she makes her face go blank. Of course, the pinking of her cheeks and ears take longer to fade. Barns, doesn't even try to hold back his low chuckle at her.

About ten minutes later, the pair stand by the doorway of the plane as Rogers sulks somewhere behind them. Barton and Natasha had already jumped, and if she looks down Carly would see them opening their 'chutes. The wind howls loudly around Carly's head and Barns has to talk directly into her ear for her to hear him.

Just don't freak out. She thinks to herself.

"hold on tight, baby girl, it's going to be a bumpy ride." Barns tells her loudly, crossing her arms over her chest, so she doesn't have limbs flying all over the place.

"bet you say that to all the girls"Carly mutters distractedly, eyeing the open air and trying desperately not to look down at the ground a couple of thousand feet below.

Just don't freak out. Just don't freak out. She repeats in her head. Don't throw up either.

"only the ones I want to be inside of" Barn's lips are warm against Carly's ear, she could only just over the sound of the wind. Carly pause and was thanking full she wasn't facing him as she was sure her face must be a bright shade of red and her eyes wide. Did he really just say that? Why did he say that? What?..

Before she could focus fully on it, she was falling.

Out of the plane.

Towards the ground.

Rather fast, in her opinion.

Carly slams her eyes shut against the blue colours as her stomach flips. She feels her adrenalin swirl from her stomach to her chest. At least she hopes it adrenalin.

She manages to reopen her eyes once Barns pulls the shoot and looks around.

"Breathe," she hears him remind. She can't stop the burst of laughter as they crumple down together. She feels giddy and like she has had too much caffeine.

Natasha and Barton already on the ground, start towards them to help tuck the parachute away.

"how ya' feeling, Frost?" Barton asks as he looks her over. Carly shakes her head covering her face with her hands. Her shoulders shake with uncontrollably laughter. Barns detaches them and stands, moving away.

"Eh, she's a giggler." Barton preens shooting Natasha a large excited grin " They're the best" Barton almost bounces with his own chuckles as he pulls the younger girl up and starts on loosening the straps around her

"we don't want to know about what you like in the bedroom"Natasha dryly rolling her eyes at the man child.

Barns has already stripped his gear and is taking care of the parachute as Rogers touches down.

"Happy now Buck?" He grumbles before retouching the tender spot on the back of his head. Barns shoots him another glare, the type parents give their children, before he turns back to Carly to make sure she is physically ok.

He watches her take a few deep breaths calmly before another bout of laughter bubbles out. He rolls his eye, kids going to be the death of him, he is sure. Either her or Rogers.

-/-/-/-/-/-/

"you need a distraction" Carly says loudly to Rogers while they are pinned down by Hydra fire. The offices they need to be in, are just around the corner and Barton, Natasha and Barns are downstairs. Like always when it's supposed to be a simply mission it isn't.

She turn to him with something intense in her face, she frowns looking at Rogers carefully before leaning towards him.

" what I'm about to do is very, very stupid. Do not tell the Sarge'," before Steve could argue she jumped to the other side of the partition and into view of the hydra agents.

" look at me I'm a target" she shouted before disappearing in the opposite direction as Steve took off to the control room with a passing glance back at her. He hopes she would be OK and that his best friend wouldn't kill him for letting her go into the danger he trained her for.

-/-/-/-/-/-/

Carly paused on the way back to the quinn jet after it landed in the small cleaning by the compound. Something wasn't right, she could feel it.

The others were milling around the area like nothing was wrong but she could feel it in her guts. Carly tilted her head, listening for anything that shouldn't be there.

There!

A slightest of sounds as someone raises their arm behind her.

Carly simultaneously ducked and pulled her gun from its holder on her hip and turns raising it towards whoever was behind her only to feel cold metal in case her wrist and twist it to point the weapon away from them. She stumbles forward and clutches at the arm holding hers and looks in to the face of a furious Sargent James Barns, he was bordering on Winter Soldier type anger. Carly could almost taste the rage coming off of him.

The dark cloud that was Barns pulls Carly forward slightly, lowering his own face so he is the only thing she can see.

"what was that?" He growls, and the girl squirms under the intensity of his glare. She is slightly cross eyed when she makes eye contact.

"Reaction to something scary trying to creep up on me?" Barns glare intensify. "Boss, Sir." Carly thinks she really needs to work on thinking before speaking sometimes. She knows any sane person receiving that glare would run and never stop, but she was trapped within his metal hand and she didn't think breaking her own to get away would be worth it.

The metal hand flexes tightly around her wrist as Barns plucks her weapon out of her hand with his human hand, clicks the safety back on and shoves it roughly back into her holder. Never once did he let up the intense glare on her face.

"Look at me, I'm a target?" He quotes her and Carly swallows loudly and licks hers lips nervously. How did he find out this fast? He couldn't possibly have known.

"Ho...how did you know?" He answer is to shake her once, to convey to her that she is waiting time with stupid questions. "We needed a distraction." She finishes quickly.

"you couldn't let one of the other, qualified agents do it?" He growls lo, leaning towards her, his ice blue eyes flitting away from hers for the first time to take in the few bumps and scrapes she has over her body before catching her eyes again.

"It was just me and Rog-" Carly cut herself off and Barns shoots her a sharp look, before looking behind her towards the quinn jet. He huffs and grumbles to himself then half drags Carly towards the jet and all but throws her into a seat.

"Sit." He snarls at her and Carly sits on the seat, making herself as small as she can, while watching him pace in front of her as the others, slowly load them selves and the gear they found into the jet.

Rogers arrives and tiredly moves to pass between Carly and Barns with a nod to them both, before for he could take a seat, Barns flicks out his human hand and smacks him on the back of the head-again.

"ah, Buck! What? Come on, I'm not a little kid anymore." Rogers groans clutches the back of this head and looks at Barns with a frown.

"you know what." Barns shoots the super soldiers a glare before muttering while taking a seat beside Carly "both of you are giving me grey hairs."

Carly relaxes her tense shoulders and give Rogers a quick half smile before the jet takes off.