A/N I love Mrs. Winterbottom.


CIA training facility in Prague, pre-coverup…

The sound of breaking glass brought Sarah to her senses. Casey! Too late his name echoed in the vast empty spaces of her mind. She ran up to the hole in the frame and looked out, saw him down below on the grass, unmoving.

Running bare feet made little sound on the floor, but she caught it just in time to pull away from the jagged hole as someone else–as Chuck slammed into the frame and looked for himself. "Casey?"

She backed away from his question.

He looked up at her. "Sarah, what did you do?"

She ran away from his question. From him. From everything.

Chuck thought about running after her, but when doors started to open in the corridor he realized he had footage to doctor first. And Casey.

"What's going on, Agent Charles?" While technically a trainee, according to the carefully mis-doctored paperwork, none of the other trainees thought of him as one of themselves.

What was going on? When in doubt (and it's your wife), lie. "The Black Widow," said Chuck, pulling the name out of long-ago air, "She came for me but she got Casey instead. You, organize a search, I've got to see about my handler." He ran off, in the opposite direction from the one Sarah'd taken, secure in the knowledge that by the time a search could be put together she'd be long gone.

He went from landing to landing in a single bound. It was good to be tall, sometimes.

"Casey!" he yelled as he ran across the concrete, to the little patch of grass the big man had miraculously managed to hit. He dropped to his knees, trying to recall proper medical procedures for injuries from a fall. Ellie made sure all that stuff was in the Intersect, hopefully some of it was still in his head.

"Is she gone yet?" asked Casey, unmoving.

"Huh?"

"Is she gone yet?" Casey could be remarkably snide without moving his lips.

"Yeah," said Chuck. "Yeah, I think so."

"Good." Casey sat up, brushing schmutz off his arms. He gave Chuck a wary look. "We need to call this in. I'm sorry, Chuck." Chuck watched his handler, intently. "What?"

The emotions of the night leeched away from Chuck's face, leaving only nerdish resolve, which doesn't look like anything. "Don't be, Colonel," he said, helping Casey up from the ground. "I can use this." He could and would use anything, would do whatever he had to do.


Meanwhile…

Sarah ran back to the car she'd stolen from Frost, desperate to escape, a notion of where to escape to not even a wisp of a thought compared to what she was escaping from. That look of pain in Chuck's eyes, that confusion. The confusion in her, when she found no answer for his question and all of its echoes, shards and splinters of the original as it broke through her vast emptiness. So many.

What did she do? What did she do? What had she done? Echoes of a past she worked very hard to never think about told her, like sonar, that she damn well knew what she had done. What she had become.

What had she become? Not something that wanted to know itself, certainly. The walls that Chuck never seemed to tire of knocking down had been as much to keep this in as to keep all others out.

Her darkness had seemed so infinite, there in the dark. Once in the light it didn't. But if darkness was the absence of light, was evil the absence of good? No one had ever taught her to be good. They taught her nothing but how to be useful to them. Only Chuck…She needed–

Chuck would hate that. Those four words stopped her, pinned her with truth. He would hate anything that limited her, even if it happened to be some version of himself. His chief joy was in breaking her bonds, setting her free to become whatever she would become. Whatever that would be.

She looked down at herself. Not this.

She'd only wanted to protect her father, and they used that against her. Told her to think bigger. Protect others, serve the greater good. They promised they would help her do that, and they lied. They hadn't made her any bigger than she'd already been. They just gave her better tools, their tools, while leaving her the same small thing she'd been before. Once, twice maybe, she'd gotten to be the girl she wanted to be, and then she met Chuck.

That was a self she wanted to be. Chuck's protector, and now his wife, and maybe…She spread a hand over her belly. She wanted him to be happy, and he would be happy when she was…herself. Whoever that was.

She started running again. She'd find that girl somewhere up ahead.


Still in Prague, still running, but now running to instead of simply running from

She hit the car door but before she could open it she turned around. She was surrounded by men with guns. More of them.

Before she could do anything stupid someone shot a taser into her back through the open car window. Every muscle in Sarah's body stiffened, as Frost reached out through the window to catch her belt. A female operative came forward to catch Agent Walker from the front and lower her to the street. Two men stepped forward with cuffs ready as Frost killed the current.

"Toss her in the back," said Frost. She pointed at the keys on the ground. "I'll take those." The woman handed them to her as her boss (but not Frost's) came up. "Riley, watch the facility for the next hour. Inform me of any activity."

He frowned down at her. "You don't need to teach me my business, Frost."

"No, I don't. Your team is very effective."

Riley didn't respond to the compliment. "Of course they are." He watched her drive away, before dispersing his team with quick and angry gestures. "Jasmine, get ready to do your thing." She nodded, and unbuttoned the top button of her blouse.


The coverup (or rather, the Chuck version of a coverup, which consists not so much of covering something up as uncovering something that was already covered up)…

Chuck and Casey closeted themselves in Casey's room. Chuck went to the phone while Casey went to his luggage. "Bartowski, wait," said Casey. He had to stop the moron before he did something moronic. "You don't have to do this, you know."

"I'm done hiding, Casey," said Chuck, as he tried to come up with properly coded phrases for this call.

"I figured as much." Casey turned around. "Got something for you."

Chuck waited, noting the pouch that Casey held in his hands, but watching the man who held it.

"The General gave me this a long time ago, just in case you got cocky," said Casey, opening the bag and reaching inside. He pulled out a pistol.

Chuck looked at the weapon, then shifted his gaze to his handler's face. "Casey?"

Casey reversed the gun and handed it to Chuck, grip first. "Congratulations, Special Agent Bartowski." Chuck stepped forward to take the–his gun, and Casey threw the pouch and the rest of its contents to him. "You're gonna need some proper credentials to go with that attitude. Just make sure I don't regret this."


Still Prague, but post-coverup…

Jasmine strolled out of the outer reaches of the facility as casually as she'd sauntered in, buttoning herself up. "She killed Agent Charles. Tore up his room, fought him into the hall, and pushed him out a window. They're calling her the Black Widow."

"Dammit," said Riley. The worst-case scenario, already spinning out of his control. He pulled out his phone.

"Movement, south side," said one of his men over the radio. "A car with no lights and…there they go."

"Pursue," ordered Riley, getting into the back seat as Jasmine took the wheel. He'd inform the boss. If Volkoff decided to inform Frost, that was his business.


Meanwhile, at a local airport…

"Grab her feet," said Frost, as she took Sarah's shoulders, and together they womanhandled Sarah into the plane. "Right down here."

They left Sarah lying on the floor. The stewardess brought a drink as Frost got a proper weapon and sat down.

Sarah turned her head and stared at her from ankle-level.

Frost stared back. "You've caused enough trouble."


In a different piece of air…

They checked in over a more secure network once they reached cruising altitude.

"Complete silence?" asked Beckman.

"Yes, General," said Chuck, excuse me, Special Agent Bartowski. "We had an encounter in my quarters–"

Beckman pulled back from her monitor. "Agent Bartowski, no one needs or wants to–"

"She attacked me, General. We fought. In the dark. I thought it might be another exercise but she was too good to be any of the trainers. I thought she might be an assassin until she kissed me."

"Moving on," said the General. "Colonel, I take it your encounter with Sarah was similar." Sans kissing.

"Not very, ma'am, no. If she'd fought Bartowski like she fought me, he'd have known it was her straight away. She was out for blood."

"Your blood?"

"What did you do, Casey?"

"I didn't do anything, Bartowski. Just pounded on your door like usual."

"Not exactly a killing offense," said Beckman. "Do we know where she went?"

"No, General," said Chuck. "But that shouldn't be a problem. I got something into her while she was in my room–"

"Bartowski!"

"Just a needle tracker, Casey, I didn't have anything else." Chuck winked as Ellie rolled her eyes.

"Amusing, Mr. Bartowski," said Beckman, sounding vastly amused. Ellie cleared her throat. "Doctor? Anything to add?"

"The Atroxeum team has been doing some longitudinal studies–"

"In less than a week?" asked Chuck. "How?"

"By using test subjects with a metabolism six times faster than a human's, little brother. Don't interrupt." She composed herself in a professional manner. "The toxin incapacitates quickly but kills slowly. The antitoxin, absorbed through the skin over time, had unpredictable effects, though, ranging from vicious savagery to catatonia." She gave Chuck a look. "The effect in humans would probably be similar, but mixed. The mind is more flexible, but allows for multiple dimensions of fear." She made a sad little smile. "All things considered, though, I'm happy with the way things have turned out."

"Explain."

"The toxin acts more subtly, in someone trained to resist fear. Without the antitoxin Sarah probably would have gotten herself killed by now. She's in distress but she's alive to be that way, and show symptoms. I can't treat a dead person."


"Blast." Alexei Volkoff laid the phone down gently, spun his chair around slowly, and looked out the window with an attitude of gentle contemplation. Contemplating how quickly his empire could be stripped from him, if the Americans struck before he was ready.

"What is it, Father?"

"Agent Charles is dead, and Agent Walker killed him." Volkoff missed Vivian's look of horror, and hatred. "They're calling her the Black Widow, the same name they used when she retrieved Yuri for me. This does not bode well."

"What shall we do?" Handing Sarah Walker over gift-wrapped, or merely letting her go, preferably off a thirty-story building, topped her list.

"Never you fear. I've prepared for this eventuality, Frost insisted, although she left the details up to me. In case she was captured, she didn't want to be able to give up my location." He took one last look out the window at the city, his city. The Americans would rue this day. "Time to withdraw. Pack your things, Vivian. We'll leave shortly to visit the Contessa."


Casey put his magazine down as the passengers from America started to come into the debarkation lounge. Their own flight had gotten in a while ago, but of course not so long that there was a reason or time to get a hotel room to wait in. He could tough it out if he had to but after the night he'd had, he wouldn't have minded a softer place to wait. Not to mention the constant tap-tap-tapping of Chuck's keyboard was driving him nuts.

Finally he spotted red hair, and stood up, whacking Chuck's shoulder to get his attention. Casey nodded as Carina walked up to them. "You heard?"

"Yeah." She turned to look at Chuck, and offered her hand. "Bartowski, huh?"

Chuck took it. "Miller, huh?"

"Nope," she said with a smile. "But it's safest."


"He called her 'Miller'," said Riley into his phone, glad that someone on his team could read lips. Airport crowds were good cover, but they made any kind of listening devices useless. Cameras were much easier. His team was spread all over. "They're moving fast, so expedite."


No one spoke as they left the building, too many potential ears swirling around. While they could have gotten some gear from the local CIA substation, that would have alerted British authorities to something they wanted kept close in hand. So they found themselves at the local car rental agency instead, renting a car like normal people. Without the missiles.

"Anything come in lately?" asked Carina, as soon as they hit the road.

"They found Eimacher," said Chuck from the back seat. "He had an online gaming group that was pretty popular."

"There's a guy with no sense of self-preservation," muttered Casey.

"Casey, this guy wasn't just cutting-edge, he was the spear-point in his field, and he gave that up, so I have to say I disagree with you."

Carina shrugged, keeping an eye on traffic. "If Volkoff didn't kill him right away he probably wasn't going to. Did he have anything useful to say?"


Forty minutes before, somewhere in Washington…

Hannah clutched at her hair. "The Contessa's a boat?"

"Well, 'ship', technically."

"Do you have any idea how much European lesser nobility I just plowed through? Technically?"

Manoosh winced. "I'm guessing too much."


In the air to Moscow…

"Whatever you did, I hope it was worth it to you," said Frost. "Alexei's going to want you in a hole, and Vivian will want to throw you in it herself. I have other uses for your abilities but this will force my hand."

Sarah just looked at her. Her Chuck's mother, another one of them.

Suddenly Frost smiled, looking younger. "But you couldn't stay away, could you? You saw his face, you knew where he was. I doubt I could have done any differently, if I'd been in your place." Not that she ever had been. Stephen was a scientist, not a field agent.

Sarah, watching her face, saw the mask slip, the smile drop. Not one of them, after all.

Frost checked her watch, and looked out the window. "Excuse me," she said, walking forward.

Sarah watched her go, already knowing what Frost was about. She'd felt it with her entire body. The plane had changed course.


"Okay," said Casey, as Chuck was under their car disabling it. Hard to claim to be stranded when your car was in plain sight. "What's the deal? English guy, American fiancée?"

"Jolly good," said the car.

Casey hefted his bag. "I guess that makes me the hitchhiker." He smiled and raised his thumb.

"Like anyone would ever pick you up," scoffed Carina, shuddering.

"Don't be silly, dear," said Chuck in his best Monty Python as he clambered to his feet. "We did."

Casey did his best Lurch. "Your gonna have to do better than that."

"I will, Casey," said Chuck, in his normal voice. "I just need to hear a sample of the local accent first. Wouldn't do to sound like too much of a tourist."


He didn't sound like a tourist. As they sat with Mrs. Winterbottom drinking tea, Chuck decided he sounded like a slightly less apologetic Gregory Tuttle. "I'm pretty sure my father came through here a long time back, before my time, really," he said at last. "Early eighties, thereabouts. Place doesn't seem to have changed much from the way he described it."

"What was his name?" asked Mrs. Winterbottom.

"Hunter," said Chuck. "Stephen Hunter."

"Was he a tall bloke?" she asked. "Long shaggy hair?"

"You remember him?"

"I remember he left something here," said Mrs. Winterbottom. "Always thought he'd pop 'round back for it sooner or later."

"Yes, well, that's my dad," said Chuck. "A second-star-to-the-right-and-straight-on-til-morning' sort of fellow."

"You can have it if you want it," said the old woman. "But you'll have to carry it, it's rather heavy."

Chuck put his teacup down. "My pleasure."

And that's how he came to be standing in a hall, looking down a shotgun.


"Gimmicked," said the thug under the car. "It'd take them two minutes to fix this."

"Kill it and follow," said Riley. He'd been up all night and his feet hurt in these shoes. They really weren't made for walking over this ground.


"Who the hell are you?" Mrs. Winterbottom demanded, rage and grief coloring her voice. "Sounding like Hartley and asking about Stephen." She gestured with the shotgun, never actually taking it off beam. "Tell me before I ruin my wallpaper!"

Chuck put his hands in the air. "Ma'am, I'm not actually looking for Stephen, I have a pretty good notion of where he is, actually, and I don't think I've ever met, uh, Hartley. I'm with the CIA."

"So you're saying you work for the people who took my son? Disavowed him, abandoned him?" No grief now, just rage. "No one lifted a finger!"

Chuck lifted a finger. "My dad did. He spent his whole life trying to help your son, trying to help Hartley."

Her anger gave way to surprise. "You're Stephen Bartowski's boy?"

Chuck nodded, and offered a bit more. "And his wife, Mary. They were also called Orion and Frost, you know how the CIA is…"

Apparently she did. Surprise gave way to terrible, terrible hope, and the shotgun pointed elsewhere. "Are you going to fix my son?"

Which was when the gunfire started.


Frost came back and sat down. "We're diverting to St. Petersburg," she said to Sarah. "What's in St. Petersburg?" she said to herself.


Chuck and Carina were in the cellar, looking for Hartley's spy will while Casey held off the enemy assault team, when the machine gun started firing. They hadn't brought one with them.

"You don't suppose Casey was adopted, do you?" asked Chuck.

"No, but I'm pretty sure he'd like to be."


"The Contessa?" said Vivian. "I thought you meant a person."

Volkoff eyed the converted freighter with a smile. "I bought her years ago, from Craigslist Dubai. Do you like her?"

"She's…lovely," said Vivian.

"Come aboard, we'll get some ice cream, and I'll give you a tour until Frost arrives."


Crouched behind the stone wall at the back of the house, Mrs. Winterbottom gave the twine in her hands a good hard pull. A bird chirped.

"Was something supposed to happen?" asked Carina.

"Only if they were damn fools," said the nice old lunatic. A non-fool would have grabbed the twine first thing. "But now I know where they are." She reached into a pocket and pulled out a detonator.

"Mom," said Casey.

"Such a nice boy," she cooed back, and pressed the button.


The car wouldn't start without some real work so they made a call to the General while they waited for a towtruck. Hartley's mum waited outside the car after her debriefing, completely on board with the concept of 'need to know'. She'd gotten along famously with 'Diane', who offered to rebuild her house, through MI6 auspices of course, as a small repayment for her years of patient suffering, and service. No one needed to give General Beckman lessons in loyalty.

The box that held the box that held Hartley's spy will also held the key, and Chuck on one end of the call and Ellie on the other lost no time opening it to see what it was that their father had worked so hard to get them to see. But seeing was not necessarily believing, or even understanding.

"So Alexei Volkoff is really a British scientist named Hartley Winterbottom?" asked Beckman incredulously. "How could that happen, thirty years ago? We can't even do that now."

"No we can't, General," said Ellie. "And neither could they, but they didn't have to. I know exactly what happened."