So, here's Ward's POV of Ch 3. Because we all want to know what he's thinking during this, don't we? At least, I wanted to know. And this is what I've come up with. So, I hope you enjoy, review if it makes you happy. All reviews make me happy, so doesn't matter if you just want to say hi or whatever. Enjoy!

Ward stared at the girl who had just taken out three people, a cast breaking off her arm after she clubbed one of the HYDRA agents in the face with it, effectively taking out the men who were attacking him. She was dressed in surgical scrubs, a belt that was obviously too big around her waist, hanging off her hips at an angle. She had a gun in the hand that hadn't had a cast and was moving towards him.

He jerked out a nod of thanks, glancing back at the fight before glancing at her again, trying to figure out if she was on his side or not. She was the prisoner Barton had brought in, he knew that, but she was helping them at the moment, which meant he could at least trust her to take out a few of the bad guys.

She nodded back to him while she peeled off the last few plaster chunks that clung to her arm, flexing her hand a bit. She had stitches along her wrist and he was pretty sure that someone was going to have her head for ruining their hard work, but it didn't look like she cared as she reached down and pulled out another gun before turning to face the wall that had been blown to pieces a few minutes ago.

"How many more are there?" She asked, surprising Ward. He was sure she'd just start fighting, the slight Russian accent not escaping his notice as he glanced at May, wondering if he should tell her anything. May didn't even bother to look, just gave a slight nod. He understood that more than if she'd said anything. They needed as many people as they could get and she was obviously a fighter.

"Don't know. There were three dozen that broke in at various points." He informed her, wondering how the other agents were holding up. He couldn't save everyone, but Skye and Simmons and Fitz were all in the building and he needed to get them out at least. He wasn't about to let his team get hurt, no matter what they thought of him.

"They have people on the inside." The girl wielded around, facing the doorway she'd come in from, guns raised to take out any of the opposing agents in their ranks.

Ward couldn't say he was surprised, after all, they'd thought he was a double agents. Really, he had always been on the side of the good, always acting under Director Fury's orders, not that that mattered to anyone on his team. They couldn't care less that Fury had told him to keep it a secret. They thought they deserved to know. They also didn't trust him. If he'd kept that from them, what else could he be keeping?

"What?" May barked out, glancing sideways at the girl before turning back to the fight.

"How many?" Barton asked at the same exact time, his voice softer and less angry. He was suffering from a broken nose, something he'd had for a while, but it was leaking blood down his face again, a cut above his eye also gushing blood. It didn't seem like he noticed, but Ward assumed he just didn't care, knowing how badly it had to hurt. He himself had a pounding pain in his face and assumed it was bruising, but ignored it in favor of the fight they didn't have a choice but to win.

"Don't know. Already took out one." She motioned to a body on the floor with the SHIELD logo stamped across its chest, all of them tensing as more footsteps could be heard from down the hall.

"How do we know she's not HYDRA?" May bit out, her expression clear. She was angry, sure, but you couldn't tell just by looking at her. Ward wondered if it was his betrayal that had made her so untrusting, but knew that her experiences as the Cavalry were probably the cause. He wasn't about to take all the credit. May was stronger than that.

"HYDRA is the last thing she'd be." Everyone glanced at Romanoff, Ward shocked that she would defend the girl. Romanoff wasn't known for her fuzzy persona and he wondered just what the girl was that she'd managed to gain the Black Widow's trust in such a short amount of time.

He didn't have much time to think as Romanoff's guns started to go off, more HYDRA agents rushing through the wall. Barton spun to face the hallway with the girl next to Ward, making him wonder if the guy could tell HYDRA from SHIELD anymore.

"You got my back?" Ward asked the girl, taking another shot. He didn't have much choice but to trust the girl and, if Barton and Romanoff trusted her, he couldn't see why he shouldn't. He saw her slight nod from his peripherals as he pulled the trigger repeatedly, hitting a few men before he heard her response.

"You got mine?" He grinned at the question, moving to press his back into her much smaller one, keeping her out of sight in case he needed her later. Besides that, it would keep her safer. He didn't think Romanoff or Barton would thank him if she was hurt in the crossfire, especially when he was working with her. He didn't want to earn their ire. They were almost friends and he was more than happy to keep it that way. Then again, if something happened to her, he wasn't sure that they'd let him live long enough to regret it.

The fight was on as Ward started shooting whoever came through the hole, firing off enough shots that he had to reload twice before he heard Katya say anything.

"Who the hell doesn't pack extra clips in their utility belt? Are HYDRA agents really that moronic?" She screeched, stomping a foot like a petulant child as she moved against his back. Barton shot her an amused look while Ward just grinned, elbowing her gently to get her attention.

"Back left on my belt." He informed her, not surprised when she barely touched him, pulling out enough clips to make his belt seem infinitely lighter. He didn't have time to glance back and make sure she had enough, instead aiming at HYDRA agents that were pouring in, anger slowly brewing when he realized many of them were people he counted as friends.

Sweat was soaking through his uniform, which he'd been lucky enough to have on when the siege started. Romanoff was in her jumpsuit, but Barton was in jeans and a long sleeved shirt, the sleeves now yanked up to his elbows so his shooting glove could wrap around his arm. May was in a button down and black slacks, her own utility belt clipped over the top of that, the white button down splattered with blood.

"This is getting old real quick. What's the plan?" He raised his voice over the noise of the battle, hoping like hell one of the other agents had a plan, because he didn't at the moment. Evac was in order, but there were information storages that needed to be destroyed and scientists who still needed to be cleared, not to mention the med bay, which had a few agents in it that couldn't be moved. Someone had to get all this done before they could blow the place, destroying anything HYDRA could use.

"May, Carter, you stay here with Cortez and Carter. Hold them off on that side. Ward, Katya, you're with Clint and I. We're the evac team." Romanoff informed everyone, Ward moving as soon as the order was out to trade places with Carter, keeping up the steady flow of bullets and making sure that the girl named Katya was still covered as he moved.

"Katya, you okay to fight?" Barton asked, worry tinging his tone. It was enough to let Ward know that she was to be trusted, that was for sure.

"It's just a few broken bones, Hawk. Nothing I can't handle." She informed him in good humor, a bullet sliding past them and slamming into the wall beside them. Blood splattered Ward's tac suit and he glanced sideways to see that Katya had been grazed, the light blue of her scrubs quickly turning dark with blood.

"She's trained for this, Barton." Romanoff had a lot more faith in Katya, it seemed, than Barton, which made Ward feel a little better about taking her along as an evac. He figured it was his job to make sure she didn't get killed. It was also his job to make sure she didn't run off, considering she was the prisoner that everyone was talking about.

It was going to be a long night.