AN: Hello! I usually write quite long ANs so I'll try to keep this short. This is a Marvel story where my OC joins the Avengers. This is set before Civil War but after Age Of Ultron, somewhere in there will be when the story it set. The Avengers Tower does house Shuri, Loki, Thor, and Peter full time as well as the other main Avengers. The story does have violence, swearing (occasionally), discussions of torture, surgery, imprisonments, scars, injuries, blood, hospitals, war, battles, ptsd, panic attacks, and maybe more. I will put the warnings of what's featured in each episode/chapter as an extra warning. This chapter is also quite long, not all of them will be this long I promise, I hope you enjoy!

DISCLAIMER: I do not own Marvel or it's characters, I do not own the settings or names. They are owned by Marvel, not me.

Out Of The Woods

Chapter 1

An alarm sounded loudly throughout the facility. People started clambering to their feet, all running towards a room on the far left of the building.

"Tony? What's going on?"

Tony was already in his Iron-Man suit and was bringing up some holographic surveillance footage from another part of the building.

He turned to the group of people in front of him and said in a worried voice, "HYDRA, they've found a way in and are attacking on the West side, FRIDAY said they aren't stealing anything. They're most likely here just to attack us."

Natasha stared at Tony. "Doesn't that seem a bit crazy, even for them?"

"Yeah, they must have something up their sleeves," Peter contributed nervously.

"It doesn't matter, suit up and let's go," Tony said as he started towards where the attack was happening.

After a few minutes the battle was starting to get dangerous. Bucky had stayed quiet the whole time, not wanting to say anything about HYDRA after his tricky past with them. To be honest, he didn't want to be fighting them when they still had a hold on him.

He ran onto the roof of one of the buildings that had been smashed into and took out one of the men before hearing a gun cocking.

Bucky turned very slowly with his hands up, staring straight into the face of his attacker. Her face was hidden by a black mask, almost like a gas mask but the eyes were electronic, much like the spider-kid's. She had a hood pulled over her head but bright green hair was sticking out, and the looked relatively small too. A gun was held in her left hand, pointed directly at the man's forehead. But the thing that caught his attention the most, was the huge black bird wings on the woman's back.

The woman started moving forwards, folding her wings in so they took up less room. Bucky knew her from somewhere but he couldn't quite put his finger on it. It almost distracted him from the cold end of the gun that was now digging into his forehead.

"Alright, we can all be friends here," he said, knowing it wouldn't do anything, but at least it gave him time to come up with a plan.

"I think Bucky might need some help," Wanda's voice said through the comms device in his ear, her thick Sokovian accent making it quite hard to understand her.

Bucky lunged forward, grabbing the gun head and twisting it around so it pointed to the HYDRA woman's chest. She looked down and squinted at it, hesitating only for a moment before tripping Bucky and slamming him to the ground.

The started to roll around, fighting to point the gun at each other. Bucky was pulling out all of the moves he knew, but so was the woman. She was much lighter than he had expected and was easy to throw off, but her wings gave her the upper hand.

Wings! She's from the file! Bucky realised all of a sudden. The moment he paused in realisation, he knew that he'd messed up.

The woman jumped back onto him and pointed the gun at his head, her wings planted firmly on the ground so that he would find it harder to her her off.

Memories started flooding back to Bucky, he remembered seeing a file once when he was in HYDRA's control, it showed a picture of a young girl with brown hair, barely over the age of eight. The file said she was to be part of the Winter Soldier program, but she was to be given wings. It was to be named 'Project Woods'.

Before the gun could click, a swooshing noise sounded and a huge blue, white and red shield flew into the woman's side. She fell off Bucky with a grunt, one that was too high pitched to be that of an adult's.

Steve ran forward and helped Bucky to his feet while the HYDRA agent struggled to stand up, holding her side in pain. Steve went to attack her again but Bucky grabbed his arm.

"Wait! I know her, well I sort of know her. She's part of the Winter Soldier program, she's controlled. Let me knock her out, then wait for the mind control to wear off. Steve, she's like me," he begged.

Steve looked unsure, the woman had dropped her gun and was staring at it but not making a move, one hand pressed against her side.

"Fine, but be quick."

Bucky ran forward and hit her straight over the head with his metal hand, knocking her straight to the floor before she could react, and catching her with the other hand. He lifted her up and started to carry her inside.

"How do we explain this to Tony? He doesn't exactly trust you still," Steve pointed out, attaching his shield back into his arm.

"I don't know, but I think she's pretty young, no older that twenty two maybe by how small and light she is. He might take pity on her if we explain this correctly."

Steve scoffed. "We? You're on your own here Buck, it wasn't my idea to kidnap her."

"We aren't kidnapping her, we're holding her hostage until the mind control wears off and we can see what to do with her next. There's a difference." Bucky wasn't even convincing himself, let alone Steve.

The fight seemed to be over now, he could see Wanda and Vision heading back to the building, Wanda supporting what looked like a sprained arm. A little behind them was Peter, Shuri, Thor and Tony, none of which seemed to be injured.

"Who is that?"

Bucky and Steve turned to face a posh looking man with a green suit on and black hair slicked back.

"Loki, this doesn't concern you," said Steve.

"It does when the person, specifically a HYDRA agent, that you bring in here, where I live currently, seems to be part bird. Physical forms do happen to be my speciality," he crowed, turning himself into a snake and back to prove his point.

"Look, I know her, she's mind controlled by HYDRA, like I was. I'm going to help her," Bucky argued, turning away and continuing down the hallway towards the medbay.

Loki said nothing and disappeared, a few minutes later the two super soldiers were putting the strange girl down into a hospital bed, careful to stretch her wings out so that they didn't her crushed or put in an uncomfortable position.

"Wanda get Bruce to look at that arm, Peter I swear to Thor's dad if you're lying to me about not being injured I will ground you, and where the hell are Bucky and Steve?" Tony's voice was a bit muffled but was getting closer.

"Good luck buddy," Steve said, leaving the room and walking straight into Tony, out of his Iron-Man suit now.

"Steve. What're you up to?"

"You might want to ask Bucky, it's him who's done this."

"Oh god, done what?"

Tony looked into the room and stared at Bucky as he looked up from the random HYDRA agent sitting unconscious in the bed.

Bucky opened his mouth to start taking but Tony interrupted. "No. No! Who even is this? She's HYDRA, that's the bad guys if you've happened to forget! Get her out of here now, or are you sympathetic towards the people who captured and mind controlled you? Do you want to go back to them now? Huh?"

Bucky had expected something along those lines, but it still came as a shock to hear Tony shout like that.

"Let me explain Stark, she's part of the Winter Soldier program, she's mind controlled, just like I was. It'll probably wear off in a few hours, can we please just keep her here until it wears off, then we can decide what to do with her. The Avengers whole thing is rescuing and helping people, this girl could have a family and a life but HYDRA took that. Tony just let her stay until tomorrow at least."

Tony stared at the agent and then turned his harsh gaze back to Bucky. "Fine, keep her unconscious until then. Don't waste medicine or anything on her even if she's hurt, if it's not life threatening then don't bother. Oh and take her mask off, if we're keeping her until tomorrow we're going to have to see her face."

Bucky did as he was told and removed the girl's mask. Both the men were stunned by what was underneath. The girl was no older than fourteen or fifteen, no wonder she was so light and small.

"Sh-she's a kid?"

Everyone knew that Tony had a weird soft spot for kids, he was always making sure Peter and Shuri were okay and giving them all his attention. Tony looked horrified, and Bucky did too. They hadn't expected HYDRA to be doing this to a child.

"Shit. We have to hide this from Peter," Tony said, glancing at the door.

"What? Why?"

Tony sighed. "You know how he is, he wants to help everyone, if he knew we were going to send a HYDRA kid away, he'd just want to help her."

"He's a good kid, Tony. Maybe he has a point, maybe we should help her more."

"Her being a kid doesn't change anything," Tony said, not looking convinced by what he was saying.

"Mr Stark? Mr Vision is stuck halfway through a wall and we can't get him out," Peter's voice called from down the hallway.

Bucky and Tony looked at each other before running out of the room to greet Peter, still in his suit but without his mask.

"Hey Mr Bucky! I think Vision may need some help," Peter told them.

"Oh we're dealing with something right now so we can't talk, why don't you get Wanda to help? She's close to him," Tony suggested.

"Miss Wanda is still with Mr Bruce, he said something about a fracture in her arm. I tried to get Steve to help but he said to ask you two. What're you doing?"

Peter looked through the window into the room and his eyes went wide. "Oh she's my age! Who is that? Wait she's that HYDRA girl that was fighting Mr Bucky, why is she here? She's a bit young, and her wings are so cool! She's unconscious? Is she okay? Wait yeah why is she here?"

Tony put a hand on Peter's shoulder. "Kid, you're rambling. She's some HYDRA girl that apparently Barnes knows, something about mind control that he was under. He knocked her out until the mind control wears off, we're only keeping her until tomorrow though kid, then we'll find her family and get her home. They'll probably be missing her."

Peter stared through the glass at her, staring mainly at the huge wings.

"Do you think she's part bird? Like me being part spider?"

"We won't know until Bruce comes and runs tests, which he won't be doing because she isn't staying," Bucky told the boy.

"Oh, I kind of wanted someone around here who's my age."

"You have Shuri," Tony pointed out.

"Yeah, Shuri's awesome but it can get a little boring just the two of us, Loki will hang out sometimes but it would be way more fun for another teenager to be here, although Loki is technically sixteen. I'm not saying what you're doing is wrong though Mr Stark! I-I'm just saying it would be nice for her to stay, but I completely agree with you," Peter rambled on.

"Kid, you're very ramble-y today. Look, according to Bucky she'll be off the mind control in about an hour or two. Why don't you come back then? But you have to stay outside the room, can't take any chances."

Peter perked up. "Sure Mr Stark. I still have to find a way to get Vision out of that wall." He left and Tony went back into the room, quickly grabbing two pairs of handcuffs and securing the unconscious girl's wrists to the bed.

Bucky walked in and over to the billionaire. "Stark, I know you don't trust me. You have uncountable reasons not to, but she's a kid, and she'll be scared. We need to help her, please."

"Look, I'm just tying her down in case she wakes up before the mind control wears off and she tries to kill all of us. I'll help her, but don't expect a miracle."

With that, Tony walked off and left Bucky to sit outside the room keeping a close eye on the HYDRA girl. Little did they all know that this was the start of something big.

. . .

. . .

. . .

An hour and a half later, Bucky, Tony, Peter, Bruce and Steve were sat outside of the hospital room that contained the girl with the wings. They were all anxiously waiting for the girl to wake up.

"Are you sure you didn't kill her Bucky?"

Bucky turned to Steve. "No, I didn't kill her." He cast a glance to the hospital bed. "At least I don't think I did."

"Which hand did you knock her out with?" Peter asked.

"The left," he replied, everyone looked at his metal arm. "It's not like a normal punch would do anything, she'd probably be able to just get back up if I had hit her with my right."

"You're a super-soldier, you could have killed her with a normal punch, let alone one with the metal arm," Steve said, a hint of amusement showing in his voice.

Bruce stayed silent and stared at the unconscious girl. A few seconds past before a small whimper escaped the girl's mouth and everybody looked at her.

"She's waking up, that's good," Bruce told them.

The girl squeezed her eyes open and looked around, her eyebrows creased with confusion, before she cast a glance to where her hands were locked to the bed and clearly started to panic. Her breathes came fast and shallow and she looked terrified out of her mind, head flicking from side to side trying to find something. Small cries and whimpers sounded from her.

Despite her being a HYDRA agent, Tony felt his heart ache looking at the frightened girl. He knew the feeling of waking up in an unfamiliar room, but the added being chained up and most likely a painful headache must be making things worse for her.

"Let me go in," Peter said confidently, pulling his mask over his face as Tony had told him to do when he eventually went inside her room.

"No, she might still be controlled."

"She's terrified! I'm her age and not as scary looking as the rest of you, I think. Maybe I can try to calm her down," Peter begged.

The girl's whimpers were still making Tony's chest ache.

"Fine, be careful. I'll talk to you through Karen though."

Peter nodded and entered the room. As soon as he did, the girl snapped her head up and stared at him, her eyes filling with tears.

"Hey, it's okay, you're safe. We're not going to hurt you," Peter said, closing the door behind him.

The girl didn't look convinced, and continued to try to get her hands out of the handcuffs.

"Who are you?" The girl's voice was weak and wobbly.

"My name's- actually I'm not allowed to say. I'm Spider-Man," he said, sitting down carefully on the end of the bed.

"Spider-Man? You're an Avenger?"

The girl seemed to be calming down a bit, she wasn't struggling now but her eyes still showed how fearful she was.

"Yeah, you're at the Avengers compound right now. The other Avengers are just outside, we're here to help," he assured her.

"How do I know you're really the Avengers? I've been tricked before."

"Don't you remember coming and attacking the base with HYDRA?"

The girl looked down, her hair falling down and hiding her face from view. "The memories start to return after a few minutes. It's slow but I'll remember in a little bit. I assume you know about the mind control, otherwise you wouldn't have kept me here."

"Yeah, we know. So, you're not a fan of hospitals then?"

She looked up, not looking anywhere near as scared as before. "No. The last time I woke up chained to a hospital bed, I was given these." She stretched out her wings a bit.

"They're really cool. Don't you like them?"

"It's not that I don't like them, it's that I don't like the way that I got them. Waking up with no memory of how I got there, in a bright room, chained to a hospital bed, machines everywhere, and no painkillers when they stabbed straight into by back and started."

Peter was taken aback by that, he'd thought they would have been given to her in a more peaceful way.

"Oh, I'm so sorry, that sounds horrible."

The corners of her mouth twitched up into a small, sad smile. "It was. Then there's also that I can sense things more than other people. When I'm in certain situations, I can hear way too much, smell and see way too much, and the light is painful a lot."

"That's just like me!" Peter blurted out. "I can sense everything in situations where I'm in danger. It's annoying. I hate hospitals for that too."

"Looks like we have something in common Spider-boy," she smiled a bit.

"Spider-Man," he corrected.

"Oh I know, it's just that you seem to be around the same age as me by the sound of your voice. I can't actually see you because of that mask, you've got to protect your identity and stuff.."

"I'm fifteen," he told her.

"So am I. And I know you were sent in to get information from me. Ask away, I don't want to hide anything. I just want to help and to be safe and for HYDRA to be stopped."

Peter thought for a minute, casting a quick glance to the window into the room. They couldn't see out but others could see in, and he knew that they were watching and listening.

"What about your name?"

She raised an eyebrow. "Starting off simple them. My name is Melinda Woods."

"It's nice to meet you Melinda."

"Likewise Mr Spider."

The two stared at each other for a few seconds before carrying on.

"So, how long have you been with HYDRA? A few months?"

Melinda looked sad and looked down at her bed again. "You think I've only been with them for a few months? It's been- I've been held captive by them for seven years."

Peter's stomach twisted. Seven years?

"But that means that you were only eight when they took you!" He couldn't help the anger and shock that sounded in his voice.

"Yes," Melinda said simply.

"Well," Peter said, trying to restrain himself from yelling about how sick that was. "All the more reason to get you back to your family as soon as possible."

Melinda looked up, her eyes wide. "W-What?"

"We're going to track down your family and get you back to them, they must miss you a lot."

Her eyes welled up in tears as she looked away from Peter's gaze. Something was wrong.

"I-I can't go back to them."

"Why not? I'm sure they'll be happy to see you again."

"Because- because they . . . they were killed."

Peter looked at the window, not knowing what to say, hoping to get support from the others, but his comms remained silent.

"I lost my parents and my uncle, I know how it feels. You're safe here though, and we'll work something out. We're the Avengers, here to help," Peter said, trying to sound as sympathetic as possible. He rubbed his hand along her leg in support and she smiled a bit.

She sniffled and sighed. "Do you have more questions?"

"Ask her about how she flies. It shouldn't be possible for her to fly with them but she seems to be able to," Tony's voice said in Peter's ear.

"How do you fly? It shouldn't be possible," Peter asked her.

Melinda looked thankful to be moving on in subjects. "I was born with this very rare disease only found in about seven people worldwide. It changed by bone structure in my back, a bit like scoliosis but not the same. I have too big of a space between my shoulder blades and my spine or something along those lines. It gave HYDRA the perfect person to put wings on. They connected into the gap and with practice I was able to fly, but only because of the disease I have, or had."

"Is it painful? To fly?"

"At first it was, but it was still healing when I started practicing. The weight was uncomfortable at first, but now I can fly easily and I've learned to adapt to having them."

Peter went to ask her about how her outfits worked with the wings but Melinda interrupted. "I know that this is supposed to be you asking me questions, but can I ask you one thing?"

"Sure, I don't see why not," he said, shrugging.

"How do your webs work? Like, do you make them from you or are they already made?"

Peter smiled, she couldn't see because of his mask though. He leaned forward and held out his arms to reveal the web shooters attached to his wrists.

"I made them, but then Mr Stark helped out and upgraded them with some fancier technology. I used to make the web fluid in school under my desk during science class but then I got access to Mr Stark's lab after coming to live here, so I have a huge amount of it to spare."

Melinda stared at them, curiosity glowing in her eyes. She smiled at them, properly smiling this time and honestly looking happy.

"They're incredible! You're into science then?"

"Biophysics and biochemistry are what I'm studying at the moment. Mr Stark and Shuri are the real tech geniuses though," he admitted.

"Mr Stark, that rings a bell. Shuri I haven't heard of though."

"Tony Stark, Iron-Man, saved the city a little while ago from an alien invasion, ultra billionaire and one of the smartest men in the world. Shuri is a girl our age, she's a genius, some of the things she's made are mind blowing."

Melinda inspected the web shooters with interest. "What do you use for the turbine component?"

Peter looked up at her, surprised by her tech knowledge. "It's machines out of a block of Teflon, and then the two turbine bearings are amber and artificial sapphire."

"Interesting, personally I would have used a cadmium and lead free ceramic. Teflon can be highly disruptive to environments, has its problems with hormones too, and then there's that if it overheats, which it will quite easily because of the amber, all birds in the room of area will die. It can also make people sick if it overheats. Whereas with ceramic, its heat resistant, proven to be amazing in a variety of industries, and it'll be bulletproof for if it got shot. It's also very light compared to Teflon."

Peter's mouth dropped open. He stayed silent for a few seconds, taking in everything she'd said. She had a really good point, ceramic materials would vastly improve his web shooters.

"Sorry, that was probably overstepping it a bit. I've worked with technology for a while with HYDRA, I was their inventor and scientist as well as an agent." Melinda looked nervous and shrank back in the bed a bit.

"N-No that was amazing! I'll have to talk to Mr Stark about that, wow I can't believe I didn't think of it. Mr Stark and Shuri are going to love you, that was honestly brilliant."

Melinda grinned. "So, do you have any more questions for me?" She seemed so easy to trust and be comfortable with people, Peter liked that.

"It's alright, we can question her again tomorrow. Come on out Peter, Tony said.

"It's alright, we have no more questions. I have to go now but I'll come and visit you tomorrow," he said, getting up and walking towards the door.

"Alright Mr Spider, I'll see you then."

He left the room and walked over to Tony, casting one last glance at the girl sitting there, chained to the bed, staring at the ceiling with a small smile on her face. She was going to be okay, Peter was going to make sure of it. So was Tony, and Bucky, and Steve. All the Avengers wanted to help her. She was going to be okay, they all would make sure of it. No matter what.