DISCLAIMER: I only own Melanie and other OCs

Melanie's POV

I served my detention without complaint and it was finally the weekend. I was helping Tony in the Workshop, well more like just observing and keeping him company since Peter was on Patrol.

"I still can't believe they made you serve that detention," Tony grumbled as he tightened a bolt on the Robotic spider legs we were making for Peter.

"It`s fine, really Tony, you don't need to buy the school," I replied.

"Buy the school? You've been talking to Peter haven't you?" Tony asked a little indignantly.

I nodded sheepishly

"Too bad, I was hoping to tell you that story myself," Tony gave me a grin, "Now, Goggles down, this could spark."

I pulled the goggles down over my eyes and gave Tony the thumbs up.

The Spider Legs powered up before fizzling and spitting and flopping down again.

"Sugar Honey Ice Tea," Tony grumbled, "Peter`s birthday`s coming up and i wanted to give these to him."

"It`s okay," I reassured, "I`m sure we have plenty of time."

"Not really, but if i pull a couple of all-nighters, I might just get them working," Tony sighed, before his stomach rumbled.

"you sound like you need a snack," I noticed, "want me to go get you one?"

"Yeah, sure kid, knock yourself out."

I got down off the stool and left the workshop, I was starting to know the layout of the tower like the back of my hand. Workshop was on Floor 146, four floors down from the penthouse. 147 had two large apartments, one belonged to Natasha, and Clint stayed there too sometimes. The other was Thor and Dr. Banner`s. 148 and 149 were the same. 148 wasn't currently occupied, but Bucky had one of the Apartments on 149.

I stepped out of the Workshop and pressed the button for the Elevator.

"Wuff," said Rita when she heard the beep.

"Just Me Rita," I said, giving the Beagle a scratch behind the Ears. She was Tony's Service Dog and went most places with him. save for battles, of course.

Up in the Penthouse, I was met with the sight of Goose, snoozing on the back of the couch. I gave her a pat as i walked past and into the kitchen.

I grabbed a couple of Chocolate chip Breakfast bars from a jar on the Kitchen Counter and a Juice box for me from the fridge. Before I could head back to the Elevator, The entire Tower shook. Goose hissed from her position on the back of the couch.

"Easy Girl," I soothed, trying to hide the fear in my own voice, "JARVIS? What was that?"

"Intruder Alert, Melanie, I recommend you conceal yourself," The AI replied.

"Who's there?" I asked

"Unknown. Do you wish me to call Captain Rogers?"

"Yes, please," I nodded.

My heart was racing as JARVIS called Steve.

"Melanie? Are you okay?" Steve asked,

"Not really," I replied, "There's Intruders and I'm in the Penthouse alone."

"did Stark leave her alone?" I heard Bucky ask in the background.

"No, we were down in the workshop and i volunteered to get us a snack," I explained.

"Captain Rogers, i have Identified the Intruders, They're from A.I.M."

"is that bad?" I asked, The name sounded vaguely familiar and the string of curse words Bucky was using had me nervous.

"Yes," Steve informed, he sounded calm, but i could tell he was anxious, "They want Tony's reactor."

"His Arc reactor?" I double checked, "As in the thing that keeps him alive?"

"unfortunately yes," Steve confirmed, "Bucky and I are on our way, hang tight kiddo."

"Ya Know it's illegal to talk and drive these days Punk," Bucky snarked

"Here then, you talk to her, try and keep her calm."

"Hi kiddo," Bucky greeted as he came on the line.

"Hi Bucky," I said, trying to swallow my fear

"Melanie, Listen to me, Go to your room and find a place to hide."

I did as Bucky instructed, I bolted into the closet, shutting the door behind me. I grabbed a torch and kept it under my shirt. enough light to see by but not enough to shine under the door.

"You good Kiddo?" Bucky asked.

"Yeah, I'm in the closet, hiding behind my clothes. the door's closed and the light's off," I replied.

"Good work Mel, Now stay put. We'll be there soon. Hang tight."

As soon as Bucky hung up, I felt a wave of fear that wasn't my own. I couldn't explain it, but somehow, I knew it was Tony's fear I was feeling.

"Bucky said stay put, so stay put and Be brave," I whispered to myself, "Brave like Belle, and Mulan. and Jasmine, and Nala. and Merida, and Rapunzel." I remembered the Disney movies I'd watched with Steve, Bucky, Tony and Peter, "Tony's Iron Man, he'll be ok."

Except, he wouldn't be. He'd die if they took his reactor. And if he was afraid... that had to mean that he was losing the fight.

"Steve and Bucky are coming, they'll be here soon," I said to myself. "Tony will be ok." I knew it was a lie. Tony would die if these bad guys took his reactor. I... I had to do something. I... I couldn't let Tony die. not after all he'd done to protect me.

Quietly, I turned the handle as slowly as i could. Pushed the closet door open the smallest bit possible and quickly slipped out.

I opened my bedroom door to find Rita sitting there, with a note on her diamond-studded collar. It was a piece of a Blueprint, and the message was written in Tony's hasty note-taking chicken scratch.

Hide. And Don't come out till I come get you.

T.S

Rita whimpered at me.

"I know girl. you wanna help him?" I asked.

The beagle almost seemed to nod.

"right, follow me."

I needed something to defend myself with. Something that I could use to fight off the Bad guys.

I ran to the kitchen and looked through the drawers. My hand instinctively went to a large butcher's knife. I shook my head. no. I wouldn't use it. I grabbed a sharp pair of herb scissors and tucked them in the back of my pants. They'd do in a pinch. Then, remembering Tangled, and what Rapunzel had used as a weapon. I pulled a skillet out of a cupboard and swung it in the air for practice.

"This'll do." I said to no-one in particular.

I couldn't stay here forever. The fear was getting stronger. Tony was running out of time.

"Come on Rita," I said, "Let's go."

We took the Fire Escape, since I figured taking the stairs would be safer than the elevator. When we got down there, The Workshop was crawling with Bad Guys. I stuck to the shadows and started knocking them out with the frying pan. Thankfully, it lacked the sound effect that the action had in the movie.

I looked down to see that Rita was no longer at my side. But I had bigger things to worry about than a wayward beagle when i saw Tony Lying Shirtless on the Floor. And with who i presumed to be the lead baddie reaching for the Arc reactor; i had little choice but to reveal myself. I put myself between them, Brandishing my pan, ready to strike if i needed to.

"Who are you?" The baddie asked, he was wearing something akin to a bright yellow Hazmat suit.

I didn't answer, but instead glanced at Tony. His eyelids were drooped and he seemed pretty out of it. Therefore it was pretty safe for me to assume that they'd drugged him.

"Step aside girl." The lead bad guy growled.

"Leave... Him... Alone!" I declared, trying my hardest to sound brave.

"You can't win this one. You're just a child."

I stood firm, praying for Steve and Bucky to hurry up and get here.

The lead baddie did a hand signal to some of the others. A gunshot rang out through the workshop, and a bullet knocked the pan out of my hand.

"I repeat girl, Step aside."

"No!" i exclaimed, defiant for the first time in my life. Tony had been so kind to me, I couldn't stand by and let these bad guys kill him. "I'm not going to let you hurt him."

The lead baddie sneered at me and took a step forward. He raised his gun, aiming it directly at Tony's head. something boiled inside me, a rising, surging pain seemingly traveled through my body, my skin burned before a great burst of light knocked all the bad guys off their feet.

my chest heaved, i didn't know what caused that flash but the pain had subsided almost instantly. Just as the Bad guys staggered to their feet; i heard a loud bang as Steve dropped down from above us all of a sudden, hitting the baddies with an uppercut that sent them flying into each other like bowling pins!

Knowing things would be okay, I dragged a now Unconscious Tony behind a Cabinet and turned my attention to him.

"Tony," I whispered, "Tony, wake up."

He opened his eyes slowly as if he hadn't realized where he was until then. His eyes widened when he saw me there with him. Then the familiar smile came to his face. "Hey Kiddo," Tony mumbled sleepily, "was I dreaming, or did you protect me?"

"You weren't dreaming," I replied as a bad guy was tossed into the Cabinet we were hiding behind.

Tony sat bolt upright, suddenly fully alert "Watch it you two!" he yelled, "You're gonna break something."

"Sorry Honey," Steve replied, "Can't be helped."

" Spangles, You`re lucky you`re so good looking."

" and I`m not the one currently shirtless."

"get these A-holes out of my workshop and you`ll get the rest of it sweetheart."

"can we not do this now?" Bucky asked as he punched the lead bad guy, "less Flirting, More Butt-kicking."

At last, the villains fled, leaving us to catch our breath.

"Shouldn't you go after them?" I asked

"Nah, they won't get far," Bucky assured me.

"Yeah," Steve agreed, "They've got no idea that Nat`s waiting for the..." he trailed off when i came out from my hiding spot .

"What?" I asked.

"Melanie, take a look at your reflection," Steve instructed.

I turned around and looked at myself in a reflective cabinet door, I looked to be made of diamond, with silver hair and deep violet eyes. The diamonds were softly glowing teal before rapidly fading to yellow.

"What happened to me?" I exclaimed, i`d never done this before, but then, it made sense. the pain, the flash of light. I had some kind of shapeshifting power.

"What are we gonna do?" I asked, alarmed, the yellow colour changing to an icy shade of blue.

"Hey, relax," Steve soothed as he knelt to my level, "Let`s get Tony upstairs and then I know someone who might know how to help."

Before we had a chance to do any of that, Peter came barreling into the workshop.

"Dad, Dad, Dad, Are you okay?"

"I`m fine Petey," Tony assured, getting to his feet

"You are ok right? You`re not hurt?" Peter Double Checked.

"No, No, No, I`m fine, totally fine," Tony insisted, "No, No, I`m fine."

"Really?" Steve cut in, "Because you`re repeating your words, you look pale and like you`re about to topple over."

"Yeah, one of you might wanna catch me," Tony said before passing out, into Steve`s arms.

"I thought so," Steve gave a small smile as he scooped up Tony and placed a kiss on his forehead, the actions meant Peter had a clear view of me.

"Woah, Melanie, is that you squirt?" The Spider-boy asked

"Hi Peter," I gave small wave.

"what happened to you?" Peter asked

"We`re still trying to figure that out," Bucky replied.

"Did you call the Professor?"

"not yet, but i think that`s steve`s plan."

"Who`s the Professor?" I asked.

"Professor Charles Xavier," Peter replied, taking my hand and leading me out of the workshop, "He`s nice, He runs a school for kids with powers."

"Mutants," Bucky corrected, "You probably don't know what those are."

"People possessing the X-gene, which gives them unique abilities," I recited, "I, I uh, knew two at the Compound, they were treated the worst of us all."

"Sadly, it`s not just HYDRA who are like that," Bucky sighed, "we live in a world who don`t accept those who are different. I thought things would have changed in seventy years, but if anything, it might be worse."

By the Time we made it back to the Penthouse, Steve was talking to someone.

"Is that the Professor`s voice?" I asked.

Peter shook his head, "That's his partner. Erik Lehnsherr. He's nice too, in his own way."

I hung by the door and waited till Steve hung up the call before running into the living room and wrapping my arms around his waist.

"Hey Mellie..." Steve smiled, returning the hug, "You're ok now."

"I... I... I'm scared. I don't know what this is!" I exclaimed. gesturing to my diamond like appearance.

"I know, I know. I Don't know what it is either, but there's someone on their way who will. Did Pete and Bucky tell you about Charles?"

I nodded, "That he runs a school for mutant kids."

"That's right. and he's on his way right now to help you. He's a telepath, so don't be afraid if you hear his voice in your head, ok?"

"ok."

"Did Erik say how long until they get here?" Peter asked.

"30 minutes, give or take." Steve replied.

"Will... Will i have to go to their school instead?"

"I hope not Mellie, I'm hoping that we can keep you in midtown tech, but... If you did have to go. you wouldn't live there like the other kids. We'd still come pick you up, every day."

"Promise?"

"Promise, even if i have to drive to WestChester five days a week."

Thirty minutes later, JARVIS notified us that there was a jet, requesting permission to land. Steve gave it and headed out of the Penthouse.