Chapter 3

It's been quite a few grueling months without both Steve and Bucky, but I've gotten through it by being around Peggy and Howard- mostly Howard. We've gotten closer, and we're constantly working on new technologies together which is fun, also creating a round vibranium shield. Amongst it all, we've had our share of make-out sessions in that lab when it was just the two of us.

Howie was good looking, smart, and a little bit full of himself; but at least he knew who he was and was confident. It was all very attractive to me somehow, and I fell for his charms—just a little bit.

We even went on a few dates during the few months, technically making us a "couple," though neither of us really saw it as that. We couldn't call it a "fling" either, so really it was between the two.

We discussed my friendship with Steve a lot, talking about the good ol' times before the war. Howard liked to hear about the fun times that we had and I liked to hear about how he got into inventing. He was a very interesting man for sure.

We also talked about Bucky, who seemed to have been captured by Hydra which I continued to refuse to tell Steve through my letters, as well as my relationship with Howard, of which would be too awkward to explain in the first place.

He wouldn't be happy with me, but I can't just go out and rescue all those soldiers by myself with no one to back me up. I may be a good spy, but not good enough to do it all on my own just to bring Bucky back safe so he wouldn't know that he was ever captured.

It broke my heart that I couldn't do anything to save my best friend, but I had to sit on the sidelines. This was, as much as I hated to say it, a man's war. In the sense of course, that you would never ever see a woman in action and one doing so would be reprimanded beyond belief.

I wanted to get out there and kick some Hydra ass but Colonel wouldn't let me, not at least until Steve came back. Which he did, only a month or so later, upon arrival, immediately turning and yelling at me for not telling him that the 107th regiment had been captured. He gathered a group of soldiers, including myself, to invade Hydra's base and bring our boys back home.

All went smoothly, or as smoothly as it could have. Some things definitely could have gone a lot better but most people were rescued and the base was destroyed. We returned to camp promptly and proudly, sporting our uniforms while Steve, Bucky and I lead the way.

Nothing could compare to that return to camp. Nothing filled my heart with more pride than that moment. And I'm proud to say that my best friends and I spent plenty of time together while planning to kick Hydra's ass. That is, all while we regained the friendship that strained over the past two years.

Steve became more equipped through Howard's technology, including gaining the vibranium shield. He also became the leader of his acquired group of soldiers-aka the Howling Commandos-who would go with him to other Hydra bases and take it down, one base at a time.

During one of those missions, Steve and his group were on a train to capture Dr. Arnim Zola who worked with Schmidt (Red Skull) and gain information.

Everything was going decently as Steve, Bucky, and Gabe Jones all landed on top of the train. The boys went inside as Gabe stayed on top, going to find the compartment that held Zola. Once he did, he broke the glass above it and jumped through, landing inside and smirking at Zola as he pointed his gun to him.

Steve and Jones brought Zola back to camp, though the entire time I kept wondering where Bucky was.

Once Zola was in questioning, Steve pulled me aside with eyes that told me this news wasn't going to be good. I could tell from the second they got back that something had gone wrong, very extremely wrong, and my gut was telling me the same thing.

He obviously didn't want me listening in on the interrogation, but he also had to tell me something.

I looked into those baby blue eyes and I knew immediately. "No..." I whispered. "Tell me it isn't true."

Steve hung his head and shook it before looking back at me. "Max..." he whispered, voice cracking and tears filled my eyes.

"No!" I yelled and more tears clouded my vision. I turned to hit something, anything. I began to punch the wall, not being able to see it clearly.

"He fell off the train, Max," Steve said, telling me how Bucky died. He moved closer to me, trying to calm me down without contact.

I kept hitting the wall, "I should have been there! I could have helped!"

Steve took hold of my arms, getting me to stop hitting the wall and turned me around to face him. "Max, you couldn't have done anything." He held me to him and I began to kick and hit him, trying to get out of his grasp, not wanting his comfort right now.

Our best friend was dead, how is he acting so damn calm?!

I kept beating on Steve's chest until I was out of energy and instead was just a mess of tears and sobs. I went limp against Steve who continued to hold on to me, even though I had been hitting him.

"Steve," I mumbled through my tears.

He wiped my eyes and cheeks so I could see him. "Yeah Doll?"

I smiled bitter-sweetly. "Don't leave me, okay?"

He nodded his head. "Never planning on it, Max."

I smiled and hugged him tightly, trying to take in his scent so I could remember it if anything happened to him.

"How are you holding up?" I asked, pulling away slightly and looking up at him.

He shook his head, looking like he wanted to cry but still not looking at me. "Not so great."

I cupped his cheeks and made him look at me. "I love you, Steve; you're my best friend. You're still that kid from Brooklyn who never gave up a fight even though he should have. You know you can trust me, you know I won't judge you. You just lost your best friend, do you really think no one here is going to understand that?" I took a moment to breathe because that was a lot of words. "Steve, you have every right to be upset and you don't need to put on a façade that you're okay because everyone knows that you're not."

His eyes searched mine, begging me to move some place a little more private. I sighed; this boy and his privacy.

We moved to the now-destroyed tavern, just because it was the closest empty space.

I took Steve's hands in my own and kissed both of them. Last time I did that, his hands were a hell of a lot smaller than they were now, so it was actually kind of awkward.

I looked up at him to see tears in his eyes as he looked down at the ground. "Stevie," I mumbled, wiping away a fallen tear. I then wrapped my arms around him in a tight hug as his larger frame hugged me back, him burying his face into the crook of my neck.

I wanted so much for us to stay there for all of eternity, just holding each other out of comfort, but something or someone always has to interrupt the moment. This time, it was actually Steve.

"I need a few drinks," he mumbled, releasing me and going behind the bar to get a few bottles of wine and vodka and whatever else they had back there.

He tried so hard to get drunk, he drank at least an entire bottle by himself but remained sober. We sat there, mostly in silence, just taking in the fact that our best friend was now dead.

And like before, someone always has to interrupt a perfectly decent moment.

Peggy walked in and we both looked over to her. Steve wiped his nose and sniffled, as if that would help with anything.

"I'm going to go," I mumbled and set my glass down before walking over to Steve, pressing my lips to the crown of his head and then walked away, passing Peggy who gave me a nod. I nodded back and continued out of the tavern, trying to get as far away from them as possible.

It hurt a lot seeing them together, liking each other. I knew Steve would never return my feelings but damn, I wanted him to. But I also wanted him to be happy, and if that wasn't with me, maybe it could be with Peggy. I seriously hoped it would be.


Steve decided that the best thing for him to do was to go straight to Hydra's doors. And I was put on camp-arrest, making Howard babysit me.

God, Steve was such a pain sometimes.

But, I did get to spend more time with Howard so it was both a plus and a minus.

We waited with baited breaths to hear from Steve, only to find out that he had been outnumbered and captured by Hydra's forces, just like planned. Luckily, his team was there as they should have been while I still remained back at the compound.

I was pacing so much that Howie pulled me into his lap so I could just sit.

"Would you relax?" he asked, pushing a strand of my hair behind my ear. "Steve'll be fine; he always is."

"So was Bucky," I murmured, not looking at him.

Howie reached up and took my chin between his thumb and forefinger. "You couldn't have done anything else to help, you weren't there."

I sighed. "That's the problem. I should be there now, helping too, but I'm not. I'm here, again. A trained spy, ready for action, stuck in the compound."

He sighed at me and shook his head. "I don't understand you sometimes."

I smirked a little bit. "Good, you're not supposed to."

I decided to curl up in his lap and rest my head on his shoulder. He wrapped one arm around my waist, his hand on my hip and held my hand with the other. It was comfortable and tranquil, all that I needed to calm my aching nerves.

Only fifteen minutes later, Colonel Phillips ran in. "Oh good, you're both here. It's Rogers."

I shot up, eyes wide, and ran to the controls room. Howard jogged after me, Colonel following him.

When I got there, Peggy was on the speaker with Steve. I didn't want to interrupt so I stood by, listening to their conversation.

"Peggy, this is my choice."

I let out a small squeak, knowing that this wasn't going to be good.

"Tell Max I love her. Tell her that she's my best friend. She deserves to know," he said into the monitor.

I almost let out a wail, but I covered my mouth and kept it in.

"I'm gunna need to take a rain check on that dance."

"Alright. A week, next Saturday, at the Stork Club." Peggy responded.

"You got it." he spoke, trying to make small talk as he headed to his given doom.

"8 o'clock on the dot; don't you dare be late," Peggy spoke.

"You know, I still don't know how to dance," he said. Which was bullshit because I taught him how to dance for prom.

"I'll teach you. Just be there."

"We'll have the band play something slow. I'd hate to step on your-" And suddenly Steve's transmission cut off and I was in tears.

Peggy kept asking his name but I knew it, he was gone. I burst into sobs, screaming his name and tried running at the monitor but Howard grabbed me by my waist, holding me back.

I sobbed and sobbed, now being the Lone Ranger. I just lost my two best friends in the matter of a couple days.

I sunk to the floor, still crying, and Howard sunk with me, still holding me tightly. I sobbed into his chest, not knowing what else to do.

"I'm all alone now..." I mumbled out while Howie ran his hand from the top of my head, through my hair, and down my back, trying to soothe me.

"You're never alone," he whispered and kissed my temple.

I continued sobbing. "Not what I meant," I mumbled out.

His breath caught in his throat, and the only reason I knew it did was because I felt it. I knew he understood what I was saying, and he pulled me even closer now that he did.

I was by myself, my two best friends gone, my parents gone too, Steve's mom dead, and now have survived a war. No one will know what it was like to lose all of those you love and hold dear in just a matter of several years to forces you can't protect them from.

And then I cried harder, still not wanting to believe the truth.


Howie went on excursions, trying to find Steve's plane. While he did that, he also joined Peggy, Colonel Phillips, and I in creating S.H.I.E.L.D., which stands for Strategic Homeland Intervention Enforcement Logistics Division.

S.H.I.E.L.D. was going extremely well, and it was useful to the entire world. We were very proud of our work and our agents, even though we didn't have that many.

We were based in the same campground as where we were during the war which induced some very prominent PTSD for me, though I tried not to let people see it. I was a strong female spy and I wasn't going to let people undermine me with the excuses they could come up with.

Howie eventually came back from one of his trips because I called him and begged him to. I missed him too much. I was feeling very lonely because Peggy decided that she needed more action in her life and decided to go to New York. Kind of ironic if you ask me, but I'm sure she also did it on purpose.

He came back quickly and I ran to hug him when he got to the compound.

"I missed you so fucking much," I mumbled into his shoulder, taking in the fact that he was actually here.

He chuckled and wrapped his arms around me too, kissing my head. "Well you called and begged for me to come back so here I am!"

I laughed and pulled away enough to look up at him. I had to stand on the tops of my toes to do this, but I pressed my lips to his, kissing him with a passion and a need. I found a kiss like this to be long, long overdue as we hadn't done so since...before Steve crashed the plane.

Howie kissed back and lowered his hands to my butt so I jumped up, wrapping my legs around his lower section and he held me up. He walked towards the nearest building, only a couple feet away and pushed my back against the wall, supporting me that way too. I moved my arms to around his neck so I could reach his hair easily, twirling it and running my hands through it, messing up his perfect gel.

"Damn I missed you," he muttered as we paused to take a breath.

"You have me for as long as you want me," I whispered back, my chest rising and falling heavily.

He smirked and looked into my eyes, taking in the fact that he was here. Or so I thought that's what he was doing. "You're not sure about this," he said carefully, like he was about to set off a bomb.

"What?" I asked, confused. I mean, I was a little wary about him being here, yes. I had called him during a panic attack, needing someone who could calm me down, and the only people who could do that were either dead or him—so I called him.

He sighed, looking down at the ground before looking back at me to speak. "You're nervous about something and you're wary about me being here. Max, what's up?"

I sighed. "I called you during a panic attack. I've been feeling very lonely and I just couldn't keep it in anymore, so I burst and I knew only one person could calm me down that wasn't dead and it's you."

He sighed. "I'm trying to find your boyfriend, Max. Me coming back wasn't necessary."

"Steve isn't my boyfriend!" I exclaimed, slightly angry. If he was my boyfriend, we may not be in this situation right now. "You are, Howard. Unless you've thought this entire time otherwise, you've been my boyfriend for a bloody year and a half!"

Howard looked like he just got slapped in the face with a fish. "What?"

I sighed angrily, "A year and a half, Howard! And the reason I stayed is because I actually care for you, unlike some of your other relationships."

He continued to stare at me, only blinking out of shock. Then suddenly he kissed me again, once again pushing me up against the wall as a support. I kissed back, once again entangling my hands in his hair. The kiss quickly became a full-on make-out session, complete with love bites and all.

I pulled away when I felt things were getting too far and I kissed down his jaw line slowly, calming us both down.

"How-" he started, trying to speak as his chest rose and fell heavily. "How did I not know about this?"

I snorted. "Because apparently you don't pay attention very well."

He chuckled and I kissed the spot where his jaw connected to his neck some more. "Howie, will you stay with me? Just for a little while?"

He chuckled again, "Well apparently I have an entire year and a half to catch up on so yes."

I smiled and kissed him once again, pulling away before he could deepen it.

We spent at least a complete 2 weeks together. It was nice to have him back, just for a little while. We were in his lab a lot, since I asked him to help me with something.

We were creating a pod that could freeze a person instantly for however long it took for someone to come and unfreeze them. I thought it would be good because technology to preserve a life could come in handy during the future.

And by future, I meant the end of his visit.

Somehow I knew that Steve couldn't be dead; he was frozen in ice somehow, somewhere, in the middle of an Arctic Ocean landscape. I didn't know how I knew, let's just call it best friends' intuition. However I did, I knew I needed to freeze myself too so Steve wasn't the only one from during his time.

Howard didn't know my intentions with the pod, he just really liked being there with me and I with him. He took me on a few more dates, spoiled me rotten, and kissed me at random moments.

I'd be sitting in on a meeting when he'd sneak up behind me and just kiss me then and there. Of course I'd get into the kiss, but people noticed quickly, making it hard to want more.

I also wanted more time with him. The weeks were too short, not enough time.

To make some memories, I decided to make us a candlelight dinner. I wanted to remember him at his best, in his smooth and charming element.

"Doll-face, you ready to go to-" Howard's voice cut off as he stepped into the room and I smiled.

"How about we have dinner here, okay?" My smile changed to a grin as Howard nodded and walked towards me.

He took my hands in his, looking down at me. "You look spectacular, Maxi. Really divine."

I blushed and giggled slightly, "Thanks Howie. Now c'mon, let's eat, I'm famished."

We sat down, him pulling out my chair for me, and began eating.

Howard hummed as he chewed, "Doll, did you make this? It's spectacular!"

I giggled slightly and swallowed the food I had in my mouth. "I did, thank you, Sugar."

We continued eating and talking, having a bit of dessert before deciding to do the dishes together. Howie was being handsy though I wouldn't let him do anything more than kiss me while we finished up cleaning. Afterwards though...that's when I was grinning and led him down the hallway to the bedroom.

Needless to say, it was pretty eventful.


Howard broke the kiss, both of us panting heavily. "Shit," he breathed and rolled to his side, angry with himself.

I groaned slightly, "Howard, you said you were going to-"

"I know what I said!" Howie exclaimed though he took one glance at me and bowed his head, resting his forehead on my shoulder. "I know what I said, Maxi. I'm sorry."

I sighed and reached up to his neck, twirling the ends of his hair around my fingers. "It's okay, we'll be okay. Maybe nothing will happen."

Howie shook his head. "No Maxi, you know that's not how it works."

I smiled softly and kindly at him. "I don't regret it, to let you know. I'm glad we did this; I've been wanting to do it for a while now with you."

He chuckled softly. "Yeah? You should've just asked, doll-face." His expression then turned stony and he looked at me, lifting his head to look into my eyes. "Maxine Doris Winters, we both know how this is going to end... How about I make it right and make you my wife?"

I blinked, not reacting to what he said. It took a minute or so for me to comprehend what he just asked me, and I looked down to even see that he had a ring in his hand. My mouth opened and closed as I tried to find the right words to say.

"H-Howie...I-I'm not sure..." I stuttered, knowing my plans would get in the way of anything he had planned.

Howie smirked, "C'mon Maxi, let me make this right. I can provide for you and our child. I can make you the happiest woman in the world. All you have to do is say yes."

I smiled again and closed his hands around the simple band. "Give that to a girl who deserves it, okay?"

He looked at me with a surprised face but I continued on before I could interrupt.

"Howie, I love you. I love you so much...but I can't marry you." My hands rested on the sides of his neck while my fingers rubbed over his sharp cheekbones. "It's not that I don't want to get married to you, but that I can't. I have something planned for my future and it doesn't necessarily include any room for changes."

He looked kind of...heartbroken. "So you're going to get an abortion then?"

I chuckled softly, looking down and away from his eyes, my head dropping as I smiled. "No, I won't do that. I'll keep the baby, if I have one. But Howie, that may be a while from now and who knows what'll be happening during that time."

He nodded his head solemnly. "You're right, Max. You're always right." He nudged my mouth open and kissed me again as we started all over again.