April 1948

Unsurprisingly, despite his approaching date, Peggy found Howard in the Research and Development laboratories, tinkering with a bit of machinery that looked wholly unfamiliar.

By the time Peggy reached him, her blood had cooled enough for her to calmly dismiss the other scientists and wait for Howard to notice her.

He did after just a few moments and waved her inside the lab, setting aside his tool and removing his protective glasses.

"Isn't it magnificent?"

"It is," Peggy agreed rather dubiously, examining it closely. "What does it do?"

Howard rubbed the back of his head, leaving traces of motor oil behind. "Well, to be precise … nothing, at the moment."

Peggy rolled her eyes, grabbing a cloth from the side and throwing it at him. "Unless you have time to grab a shower before you pick up Maria, try not to cover yourself in the stuff. What is it supposed to do then?"

Howard, if anything, looked even more sheepish. "Well, I had this idea that we could use it to draw energy from the Tesseract and …"

"No." Peggy said flatly.

"Think about it!" Howard protested. "An unlimited energy source."

"An unlimited energy source that we know nothing about that HYDRA apparently created," Peggy said, ice lacing her tone. "If I've told you once, I've told you a thousand times, Howard, I don't like it."

"But this would be helping people," Howard said gently. "Steve would have …"

"Don't you dare turn this into what Steve would have wanted!" Peggy snapped. "I don't know what Steve would have thought about this particular venture, no one ever will, because he's gone. All I know is that one of the last conversations we had, he told me he wanted to wipe HYDRA from the globe, and as far as I'm concerned, that means locking that thing away behind as many locks as we can find!" She spun on her heel, almost making it to the door before remembering that she still needed to talk to Howard and making a sharp left turn to pace the perimeter of the lab.

Tears stung hot behind her eyelids and she stopped dead in front of one of the lab tables, letting the cool of the metal under her palms ground her until the heat went away.

Carefully counting her breaths, she almost missed Howard tentatively approaching him. If she had, she would probably have punched him the moment his hand rested between her shoulder blades, rather than merely shrugging it off.

"I'm sorry."

"Thank you," Peggy said crisply.

"This isn't about Steve and I shouldn't have brought him into it."

"No, you shouldn't."

"I still think we need to do what we can to get some good out of this, even if it's HYDRA tech."

"And you still know where I stand."

Howard seemed to take the resigned note in her voice as permission to loop his arms lightly around her waist and press a kiss to the side of her head.

Anyone else, and she would have punched them anyway, but it was Howard and they had been through far too much together, so she leaned back against him, resting her head on his shoulder.

"They didn't find him."

Howard sighed heavily. "We will, Peggy. One day. We'll bring him home. I'll figure it out."

This did not particularly make Peggy feel any better, but it did remind her why she had sought Howard out in the first place. "Those doctors," she said slowly, "last year, the ones that said I was dying … They weren't wrong, were they?"

Howard tensed behind her and his arms disappeared. "I don't know what you mean."

"Howard, you're a terrible liar," Peggy told him with a wry smile, turning to face him. "I just knocked a punching bag across a room."

"What?!" Howard asked sharply.

"I knocked a punching bag across a room," Peggy repeated slowly. "I was alone when it happened, thankfully. What did you do?"

"I saved your life," Howard answered, still looking very put-out.

"That is not what I meant, Howard, and you know it!" Peggy said sternly. Then, with a step closer to him, her voice softened. "Where did you get the serum?"

Howard heaved a sigh that caused his entire body to sag. "I rescued a vial the day Erskine died," he began, his eyes begging her to understand. "I was going to use it to recreate his original formula, but I didn't managed it before the war ended. I never said anything to you then because … well, because I didn't think I could do it. And then you were dying and … Dammit, Peggy, I couldn't lose you too!"

"So you injected me with what was left of the serum in the hopes that it would save me," Peggy concluded, her voice incredulous. "And you didn't tell me?!"

"I didn't think it had worked," Howard said with another sigh. "Your wounds hadn't healed as fast as Steve's used to – they should have been gone by morning. Yours didn't heal for …"

"But they did heal," Peggy interrupted, her fingers brushing over the unscarred skin. "Completely. And faster than they should have."

"Yes," Howard agreed. "I just figured that the serum gave your system a boost, that the administration wasn't the same, so it hadn't worked the same. I figured you'd never need to know. Clearly I was wrong."

"Clearly," Peggy said flatly, turning back to survey the metal work bench. Bracing one hand beneath it, she hesitated for a second, before lifting the bench off the ground.

It wasn't weightless – she could feel it bearing down on her – but it felt no heavier than lifting weights in the gym. "So what now?" She asked, setting it down with a soft clunking sound.

"We'll run some tests," Howard said immediately. "I'll …"

"Tomorrow," Peggy said firmly. "You have a date tonight."

"I can …"

"Cancel, and I'll shoot you," Peggy warned. "Actually, cancel, and I'll give Maria my gun, and let her shoot you."

July 1952

Once Howard and Maria had been on their (very successful) first date and he had run every test he could think of to find out if Peggy had received all the same perks of the serum as Steve (she had) and if Howard could extract the serum from her system (he couldn't), life returned to what passed as normal those days.

Only Howard, Maria and the Howling Commandoes knew about Peggy's predicament and that was the way she liked it – the world did not need a super-soldier anymore, after all, and even Captain America would have been hard-pressed to avoid becoming a test subject 'for the good of the nation'.

And Peggy was not Captain America.

For starters, she looked far better in a dress, which was liable to cause a whole host of problems all on its own.

As long as she pulled her punches in the gym and made sure she didn't lose herself while she was training, keeping it a secret was not going to be a problem.

For now.

Peggy changed the subject every time Howard spoke about the serum, but she was fairly sure the stress of the job should have given her a grey hair or two.

"Penny for your thoughts, English?"

Peggy glanced up at the young woman standing beside her table and gave her a tired smile. "You'd be overpaying, Angie. I've just had a very long day."

"At the, uh, telephone company," Angie said with a quirk of her lips, refilling Peggy's coffee. "You know, if you still lived next door, you wouldn't have so far to go."

Peggy had known Angela Martinelli since late 1945, when the waitress had told Peggy about a vacant apartment in her building.

Being Angie's neighbour had been wonderful –it had been a long time since Peggy had a friend outside the business – but the landlady, Mrs Fry, had driven Peggy round the bend until Howard had helped her find a very nice small house in the suburbs outside Brooklyn.

She had never considered Brooklyn, before she met Steve, had wandered into it on a whim after the war to see what the fuss he'd made was about, but she fell in love with its charms just as quickly as she had fallen …

"Peggy?"

Damn, she'd zoned out on Angie again. "I'm so sorry, Ang; what were you saying?"

"I was saying I heard back from the agency today," Angie said patiently. "I got the role!"

The coffee burned its way down her throat from swallowing too hastily, but Peggy didn't mind as she got to her feet to embrace her. "Oh, Angie, that's fantastic! Now, forgive me, this was the musical at the Beacon Theatre, wasn't it?"

Angie nodded, her face glowing. "We open in three months! You'll have to come, you will come, won't you?"

"Of course," Peggy said, already making a mental note to block out the date in her diary.

"We …"

"Hey sweetheart! If you're done yabbering, we could use some coffee over here!"

Peggy glared at the man over Angie's shoulder, but Angie just smiled wearily at her. "Such is the job. I'll catch you later, English. 'Sides, you've got company." She added over her shoulder.

Peggy glanced round to see a man making his way towards her table. His limp was only noticeable to her because she already knew about it. "Agent Sousa. What can I do for you?"

"Director Carter," Daniel Sousa greeted quietly. "May I join you?"

Peggy tugged her coffee mug closer and gave him a smile. "Of course. But I'm off the clock."

"So am I," Daniel said, sitting down opposite her. "This is a courtesy call. Swung by HQ, they said you clocked out."

"Well, I can't spend all my time at work," Peggy said lightly. "I was about to shoot Howard."

Daniel, who had encountered Howard Stark several times (and once was usually enough), chuckled appreciatively. "I can't say I blame you. Still, things seem to be going well."

"You could always come and join us," Peggy said sweetly.

"If I joined SHIELD, who would fill you in on the ins and outs of working with Jack Thomson?" Daniel asked.

Peggy sighed. "Do I want to know?"

"In this case," Daniel said, his tone suddenly becoming very serious, "you do. You're also going to want to accompany me back to the office."

If it had been any other agent (especially Thompson), Peggy would have hesitated, but Daniel did not believe in using lies and manipulation to get his way, so she finished her coffee, left some money on the table and slipped on her jacket.

They walked the few blocks to Daniel's office in silence, which only further served to heighten Peggy's concern.

Daniel had never been a big talker, but this silence was unusual even for him.

The bullpen she had once worked in was fairly empty, with the exception of Jack Thompson, who merely nodded in greeting.

"Alright, what's going on?" Peggy asked. "Since when do you not have a cutting remark ready?"

Thompson shrugged. "You'll see, Carter."

"We need official confirmation," Daniel said quietly, ushering her towards the labs. "Chief's out of town. But you're the Director of a global agency; that counts."

"Confirmation for what?" Peggy asked, planting her feet firmly on the ground. "Agent Sousa, I am not moving another step until you tell me what the hell is going on!"

Daniel stopped as well, turning to face her. "Swiss army made contact; they found something you're going to want to see." He nodded to the nearest lab and, with a second's more hesitation, Peggy stepped inside.

On the table, there was a heavy wooden box. She approached it carefully and lifted the lid.

Inside, packed in ice, was a severed left arm, still clothed in the sleeve of a combat uniform.

"Where was it found?" She asked, her voice shaking slightly.

"Couple of climbers found it in the Alps," Daniel answered from the doorway. "We don't want to disturb it too badly – bad enough the family ain't getting the whole thing, without damaging what they do have."

"So no one's touched it?" Peggy asked. "Why call me?"

"I told you." Daniel said. "We need you to call it."

Peggy took a deep breath and leaned closer, examining the arm. The combat uniform held no distinguishing marks, but it reminded her of the combat uniforms used by the Howling Commandos.

Not much to go on, but then again, with no distinguishing features, it seemed strange that the Swiss Armed Forces had automatically sent the arm to New York.

Carefully slipping her hands under the arm, she turned it over with great care, so the palm was facing up. As she did so, something silver around the wrist reflected the light from beneath the sleeve, and she gingerly lifted the material to reveal a set of dog tags.

"There we are," she murmured, carefully untangling them. "Not to worry, soldier, we'll get you home."

"Whose are they?" Daniel asked, stepping into the room.

Despite their exposure to the elements, the tags were still legible and Peggy took a seat beside the table, staring at the name of the fallen soldier.

Barnes, James Buchanan

32557038

"Barnes …" Daniel read aloud, over her shoulder. "I know that name."

"Bucky Barnes," Peggy whispered. "He was Steve's … He was Captain America's best friend."

"Know where we can find the family?" Thompson asked from the doorway.

"In Brooklyn," Peggy answered automatically. "That's where he grew up." She wiped her eyes, blinking back the tears that threatened her. "I should go and … go and tell them."

"Marge, you know we got people who'll do that," Thompson said, with uncharacteristic awareness.

"I know," Peggy said, standing on admittedly shaky legs. "But I need to do it. Consider this official confirmation, gentlemen. You release him to his family and no one else." She gave Thompson a sharp look, tucking the dog tags into her pocket. "I don't care who they are."

The Army and the Government had been prevented from interring Captain America in the nation's capital by the simple fact that his body had never been found.

But she would not put it past them to try and score political points by turning his best friend's funeral into a media circus.

So the first thing she did upon leaving the SSR was to find a payphone and call Howard.

"They've found Barnes."

There was a pause on the other end of the line. "Seriously?"

"His arm," Peggy clarified. "It's the best we're going to get, given where he fell. I'm about to go and speak to his family …"

"Let them know that I'm at their disposal," Howard said immediately. "Want me to let the Howlies know?"

"Please and thank you." Peggy hung up, steeling herself for the conversation she was about to have.

She doubted that Bucky's family had the clout or the money to fight if the government decided to be difficult.

Howard Stark was another matter entirely.

The Barnes family lived in an old apartment building in Brooklyn. Standing outside the door, Peggy could just about see the skyline out of the window in the stairwell - and she realised that she'd seen it before, in one of Steve's sketchbooks, just from a slightly different angle.

She was certain that if she looked out of the Barnes' window, she would be met with the exact scene.

Her knock went unanswered for a few minutes, but she could hear voices inside and was certain that she had been heard, so she waited.

Sure enough, the door opened on an older woman, dark hair streaked with grey swept up onto messy topknot, her apron streaked with flour. "Yes?"

"Mrs Barnes?" Peggy asked. "My name is Agent Peggy Carter with SHIELD, formerly with the Strategic Scientific Reserve. And the Howling Commandos."

The woman seemed to deflate, her face paling. "James?" She called. "James, come here!"

James Barnes was what his son would have been, had he had the chance to grow older. "Martha? What's wrong?"

"Have they found him?" Martha Barnes whispered, gripping her husband's arm. "Is that why you're here?"

"Not exactly," Peggy said gently. "But we have found … something."

Martha let out a sob, and another woman appeared behind her, this one closer to Peggy's age, with a young child propped on her hip.

"Ma?"

"Let's not do this in the doorway," Martha said shakily. "Come in, Agent Carter, please."

"Thank you," Peggy murmured, following them into the apartment.

"My daughter, Rebecca," Martha said, gesturing to the younger woman. "Her husband's at work."

"Of course," Peggy said, remembering Bucky's stories. As well as the child on Rebecca's hip, there were four others playing in the living room, and it didn't surprise her when Rebecca dropped off the one she was carrying with them and joined Peggy and her parents in the kitchen.

"It's about Bucky," Rebecca said, taking her mother's hand.

"I don't know how much you were told," Peggy began.

"Steve wrote to us himself," James said hoarsely. "Poor boy obviously blamed himself."

"It wasn't his fault," Peggy said immediately.

"Of course not," James agreed. "He couldn't tell us a lot, that was clear."

Of course he couldn't. They were talking about highly classified missions.

"We were led to believe that there would be no … remains," Rebecca said, faltering over the last words.

Peggy nodded. "At the risk of upsetting you …"

"Please," Martha said. "Tell me."

Peggy took a deep breath. "I'm limited in what I can tell you, you understand. The Howling Commandos intercepted a train carrying enemy weapons and a highly dangerous individual. During the conflict, Sergeant Barnes … fell." She winced at the soft cry that came from his mother. "The train was still moving so we only had a vague idea of where. On top of that, the area had been subjected to several avalanches in the days afterwards."

"So the chances of finding him were slim," Rebecca finished. Her words were calmer now, but her eyes were brimming with tears.

Peggy nodded. "Exactly."

"Is that why they're leaving Steve out there too?" Rebecca asked.

Peggy winced. "We are looking for Captain Rogers. He was in a plane. Finding a plane in the ocean is easier than finding a body." She took a breath. "However, there has been a discovery made in the Alps. A left arm."

"You're sure it's him?" James asked.

Peggy managed a small smile. "Thankfully, Bucky was never very good at doing precisely what he was supposed to do. So these were around his wrist, instead of round his neck." She pulled the dog tags from her pocket. "I'm so sorry."

Martha took the tags, pressing them to her lips as she dissolved into shaking sobs.

"Don't apologise," James said hoarsely, stroking his wife's hair. "You've brought our boy home. Thank you."

May 1955

It had been ten years since Captain Steven Grant Rogers crashed a HYDRA plane into the Arctic Seas to protect the United States of America from what would have been a massacre to rival Hiroshima.

Peggy still hadn't forgiven Howard for building that bomb - but then Howard still hadn't forgiven the people who lied to him about its use.

It had been ten years, and Peggy didn't look a day older.

Sooner or later, make-up was not going to work.

Angela's debut had been exceptional, and she had been whisked off to Hollywood in a whirlwind of glamour and excitement.

Peggy was thrilled for her, of course, but she missed her terribly — she could count her female friends - real friends, not colleagues - on one hand as it was.

Maria was probably her best female friend, helped by the fact that she and Howard now seemed to be almost attached at the hip.

Peggy was very fond of Howard, of course, but she was not blind to his faults; as far as she was concerned, Maria had to be some kind of saint to put up with him.

And yet she managed it.

Howard had built her a gym in the Stark mansion in Manhattan, where she could properly work out without anyone noticing her enhancements, which had the added benefit of allowing her to spend time with Howard and Maria afterwards.

She was careful not to step on their toes though - the last thing they needed was a third wheel hanging around.

Plus, it filled her with a kind of aching loneliness to see Maria cuddled up against him while they were listening to the wireless, or watching the television or a movie (because of course Howard Stark had a movie projection room in his house).

It was during one of these afternoons - a dismal, grey day that didn't seem to be able to make up its mind whether to rain or not, and didn't seem to match the season in the slightest - that Howard turned on the wireless just in time to catch a breaking news bulletin.

"… police are unable to get close enough to the bank to rescue the hostages; it is believed that the robbers may have some kind of military technology. One witness who managed to escape before the doors were locked down reported as many as thirty people trapped on the main floor of the bank, at least eight of them children."

The laughter that had been present seconds earlier immediately evaporated.

"Good God," Peggy whispered.

Maria shook her head sadly. "Those poor children."

"Someone needs to do something," Howard said, giving Peggy a meaningful look.

"It's not our division," Peggy said reluctantly. "SHIELD is a global defence organisation, Howard. This is for NYPD to deal with. Failing that, the FBI."

"Steve could do it," he added.

Peggy swallowed hard. "Yes, but Steve's not here, is he?"

"But you are," Maria said suddenly. "You're here."

Peggy raised an eyebrow. "I know that, but …" she trailed off, looking from one to the other, taking in their expectant expressions. "You're not suggesting I go in?"

"You heard the report," Howard said, gesturing towards the wireless. "The police can't do anything. By the time they've talked these idiots down, half the hostages could have been killed."

"Howard …"

"What would Steve do?"

Peggy closed her eyes, taking a few deep breaths. He was right, of course. Steve would have already been out the door, caution be damned. But …

"I'll need a mask," she said finally.

Howard beamed at her. "I'll do you one better. Come on."

Curious now, Peggy followed him down into his workshop in the basement, where he pulled open a cabinet to reveal a suit very similar to Captain America's. "Have you got anything less … patriotic?"

"No," Howard answered. "I figured if you ever used it … it might get people responding faster."

Peggy nodded, seeing the sense behind his words, taking the suit into her hands to examine it.

It was (obviously) smaller than Steve's, and more feminine - though thankfully with none of the gaping holes or slashes that comic books seemed to think provided adequate protection.

In fact the only obvious addition was a skirt, just long enough to reach the top of her thighs and not too long as to be in danger of getting snagged or caught on anything and becoming a liability.

"The prototype ended with the skirt," Maria said from behind her. "But I put my foot down. I told Howard you needed some kind of protection below the waist and a skirt wouldn't be enough."

"No, it wouldn't," Peggy agreed giving her a grateful smile. She ducked into the small bathroom Howard pointed out to her, and changed quickly.

It fit her perfectly, clinging to her curves in a way that most people would consider inappropriate but was surprisingly comfortable. "Do I want to know how you knew my size?" She asked, stepping back into the workshop.

"My fault," Maria admitted with a grin, running an eye over her. "Damn, I'm good."

"Yes, you are," Peggy said, quickly tying her hair back into a braid. "Mask?"

It was more of a helmet than a mask, similar to Steve's once more, although softer than she remembered, and had a convenient hole at the back to allow room for her braid.

"Last but not least," Howard said, pulling a large box from under his work bench. "I know you'll take a gun, but please take this as well."

It was a shield.

Plain silver, unlike Steve's, but ultimately the same.

"I'm not taking his place," Peggy said, strapping it to her back all the same.

"Of course not," Maria said, embracing her. "You're doing what he would, if he was here."

"Be safe out there," Howard told her.

Peggy chuckled, brushing a kiss to his cheek. "When am I not?"

CAPTAIN AMERICA RETUNS; STOPS BANK ROBBERY AND SAVES HOSTAGES

ARMY: 'CAPTAIN AMERICA IS STILL MISSING, PRESUMED DEAD'

CAPTAIN AMERICA PRESENT AT QUAKE SITE - PICTURES INSIDE

CAPTAIN AMERICA'S RETURN 'WILL BOOST ECONOMY', EXPERTS SAY

ARMY AND LAW ENFORCEMENT DISCLAIM ANY KNOWLEDGE OF CAPTAIN AMERICA - IS THIS ANY WAY TO TREAT A HERO?

'I AM NOT SUPPLYING WEAPONS' - HOWARD STARK, STARK INDUSTRIES, SPEAKS OUT

MASKED HERO 'NOT CAPTAIN AMERICA', WITNESSES INSIST

COUNTLESS LIVES SAVED AND CRIMES STOPPED - COULD AMERICA'S HERO REALLY BE A WOMAN?

ANOTHER PLOT FOILED - WHO IS LADY LIBERTY?

May 1956

Peggy snorted in a very unladylike way and tossed the newspaper on to the kitchen table. "Lady Liberty … Who comes up with these things?"

"The same people who've spent the last year pretending that the mask completely hides the fact that you're not male," Howard answered dryly, picking up the paper.

Meeting for tea on a Saturday morning had been a tradition almost SHIELD had started, but this was the first time Howard had been waiting for her when she arrived.

Usually, as absorbed as he became in his work, she would have time for a cup of tea with Jarvis before going down to the workshop to find him, normally to be greeted with a cheerful "Peggy! What are you doing here?"

This morning, however, he had greeted her at the door with the newspaper.

Seeing the headline, she understood why.

"It has a ring to it," Howard continued. "Captain America and Lady Liberty. Sounds like a match made in heaven."

Peggy chose to ignore that, trying to ignore the twinge of pain in her chest. "I suppose it's going to stick now."

"That tends to be what happens," Howard agreed.

"This is your fault," Peggy informed him. "You're the one who dressed me in the American flag."

"Would you like a new one in your flag?" Howard asked.

"No," Peggy said, trying not to sigh in frustration. "They'd start calling me Miss Union Jack or something - No!" She repeated forcefully, seeing Howard's eyes light up.

Howard sighed, turning back to the paper. "Fine. Did you read the article?"

"No," Peggy said. "I assumed it was just another 'expert' saying I can't possibly be a woman because women are only capable of two things."

"Actually, this one's including cooking alongside the childrearing and men's entertainment," Howard said.

"We're getting there," Peggy said dryly. "At this rate, we should have women's liberation in a few centuries or so."

Howard peered at her over the top of the newspaper. "I can add the Union Jack to the shield if you like."

Peggy smiled. "Union Flag, Howard. It's only the Union Jack when it's flying on a ship. And no, thank you. I'd give everyone conniptions."

"What about the English flag then?" Howard asked. "It's just a red cross, right?"

Peggy sighed, shaking her head affectionately. "If you must."

"Sir," Jarvis said from the doorway. "You have a telephone call."

"Who is it, Jarvis?" Howard asked without looking up.

"A reporter, sir," Jarvis answered.

"Tell them my position has not changed," Howard instructed, turning the page. "I am not supplying Lady Liberty with weapons."

"Very good, sir."

Peggy smirked across the table at him. "Liar."

"I am not lying," Howard said, with an air of superiority. "I am supplying Director Carter of SHIELD with weapons. What you choose to do with them is your own business."

Peggy chuckled, taking a sip of her tea. "So are you going to tell me about the blood tests?"

Howard finally folded the newspaper and put it to one side, fixing her with a sharp look across the table. "You already know what I'm going to say."

"I'm hoping you're going to prove me wrong," Peggy said heavily.

"Your cells aren't ageing," Howard said gently. "Or if they are, they're doing it too slowly for us to see."

"So how long am I looking at?" Peggy asked. "Decades longer than I should? Centuries?"

"I don't know," Howard admitted. "I would say centuries is more likely."

The idea was horrifying and Peggy buried it quickly, vowing not to even think about that until she had to. "And how do I hide it? Make-up isn't going to last forever."

"I'll think about it," Howard said, taking her hand across the table. "You're not alone, Peggy."

"Not yet," Peggy whispered. She withdrew her hand and returned to her tea. "Where's Maria this morning?"

"She's visiting her mother," Howard answered, not arguing with the change of subject. "The old girl's in a bad way from what I hear."

Peggy tutted sympathetically, but didn't comment.

It sounded awful, but she somewhat envied Maria's predicament. Her own mother had died instantly when a bomb hit her London home, so Peggy had never had a chance to say goodbye.

On bad days, Peggy felt anger that the air raid sirens hadn't gone off that day.

On good days, she told herself that her mother probably wouldn't have reached safety in time, so the lack of warning meant that her mother's last moments had not been traumatic.

"Actually," Howard added, "it's a good thing she's not here, because I want to ask you something." He reached into his pocket and withdrew a small box, opening it to reveal a dainty silver band ordained with a stunning display of diamonds.

Peggy raised an eyebrow. "Mr Stark, I'm flattered, but I'm afraid I'm going to have to decline."

"What?" Howard looked from her to the ring, before he snapped the box shut, turning ever so slightly pink in a rare show of embarrassment. "I don't think I worded that very well."

"I should say not," Peggy said, but it had certainly cheered her up. "You're finally going to make an honest woman out of Maria then?"

"I am," Howard said, looking faintly nervous. "What do you think?"

Peggy snagged the box from his hand to take another look at the ring. Her initial thought was that Howard would not make a much better husband than he did a boyfriend - but then Maria had had more than enough time to get used to his habits and he was (whatever the papers said) solely devoted to her. "I think it's a wonderful idea. And this is gorgeous, Howard."

"Not too much?" Howard asked, a little anxiously.

Peggy considered it. "No," she said finally. "I mean, I would find it too much, if you were proposing to me, but this suits Maria."

"I thought so." Howard ran a hand through his hair. "I'm going to ask her tonight. After dinner."

Peggy smiled. "She'll say yes, Howard. Was that what you wanted to ask me?"

"Actually, no," Howard admitted. "I know that Maria - God willing - will ask you to be in the wedding party, but you are the best friend I have, and I was wondering if you would be my … my best woman, so to speak."

For a second, Peggy was speechless. "Of course," she said finally. "Howard, I would be honoured."

Howard beamed across the table at her, she smiled back, and neither of them mentioned that, in a perfect world, Steve would have been Howard's best man.

The next day, Peggy and Maria met for lunch, and Maria showed off her new ring, gushing about the proposal and jokingly complaining about Howard stealing her bridesmaids.

Peggy managed to stay in the moment all through lunch, and then through the impromptu engagement party (even though there would be a proper engagement party within a few weeks, probably to coincide with the annual Stark Expo), right up until she arrived home, closing her front door firmly behind her.

As she hung up her coat, she brushed her fingers against the framed picture at the bottom of the stairs, possibly the only picture still existing of a pre-serum Steve Rogers.

It was a habit she had picked up over the years, a kind of compromise in her own mind between constantly thinking about him, and never doing so at all.

It served as something of a boost as well, reminding her that, however difficult life got, there was always a way.

Steve had always found a way, even when the world had claimed it was impossible.

Without Howard, Maria and their friends around her to distract her, Peggy found the quiet creeping into her mind. She made herself a cup of tea and, after a second's hesitation, retrieved the photograph from its place in the hallway and set it on the coffee table.

And then she curled up on the sofa and told him all about Howard and Maria's engagement, not caring about how potentially mad it seemed.

What else would be different if Steve hadn't gone down in that plane, she wondered.

Would SHIELD even exist? She was sure it would - HYDRA would still have been an issue, with or without Captain America.

Would Steve have been the director instead of her? She doubted it - Steve had never had the patience - or the tact - for politics that she did. She had no doubt that he would have stepped back and watched her shine.

Steve would be Howard's best man - but maybe she would have a ring on her finger as well.

Then again, maybe not. She had fallen in love with him the moment he jumped on a fake grenade (fallen in love and decided that he needed someone to make sure he didn't kill himself), and had only kept falling after that, and he had obviously been quite taken with her.

But then Steve had been awful when it came to talking to women, and they had never really had the chance to talk things through.

He had always followed her lead in that, respected how important her career was to her, understood that her reputation was vital to that in ways that it wouldn't be if she was a man.

For all she knew, her feelings had been all but unrequited, or a few dates would have led to the realisation that they were better as friends, or …

But damnit to hell, she wished that she did know. At least then she wouldn't be sitting alone, with what felt like a gaping hole in her heart.

April 1959

Howard Stark and Maria Carbonella married in the spring of 1959, in a ceremony that was as predictably over the top as Howard himself.

As Howard's 'best woman', Peggy found herself with more attention on her than she would have liked.

At some point, someone figured out the connection between herself and the Howling Commandos, and more than one media outlet wondered if she might be the elusive Lady Liberty.

When she was first asked, Peggy thanked every higher power for her life as a spy, and laughed without any hint of concern whatsoever. "I'm sorry," she said to the poor reporter, who looked a little bewildered. "But I run a multi-national defence agency, and keep Howard Stark from blowing himself up. When on earth would I have the time?"

It didn't stop the speculation though, however much Peggy tried to ignore it.

Two weeks after Howard and Maria Stark returned from their honeymoon, the final known HYDRA base was wiped from the map by a SHIELD strike team.

A week later, Margaret "Peggy" Carter, Director of SHIELD, was killed instantly in a horrific car crash that left her vehicle burnt to a crisp.

Law enforcement and armed forces personnel the country over arrived at the funeral, a quiet low-key affair arranged by the Starks, both of whom were almost inconsolable at the loss of their dear friend.

SHIELD changed hands to the new director, Alexander Pierce, a young man who had risen quickly through the ranks, and his first act was to ask Howard Stark - now solely a consultant - to come in.

The two men greeted each other with a firm handshake and exchange of condolences, before Pierce gestured to a chair and they got down to business.

"I understand you are still willing to provide SHIELD with tech?"

"I am, sir," Howard confirmed. "My association with SHIELD was not because of my friendship with … with Peggy. It was because I believe that you are working as a force for good in this world. My only request is that Operation: Valkyrie remains active."

Pierce sighed. "You realise that body recovery is not …"

"Those are my terms, Director," Howard said sharply. "Take it or leave it. I am happy to donate extra funds to that mission if necessary, but it will continue."

Pierce nodded. "Very well. I also wanted to talk to you about the energy project."

"With the Tesseract?" Howard asked. "What about it?"

"WSC want us to pull the plug," Pierce said. "We're a defence organisation, not an energy provider."

Howard nodded. "As you wish, Director. We're still years away from completion anyway. I assume the Tesseract will be …"

"Locked away," Pierce finished. "As per Director Carter's last wishes."

"She never did like that thing," Howard murmured.

There was a knock at the door, shortly before a young woman walked in, her deep red hair making her skin seem even paler than it already was.

"Ah, Agent Carter," Pierce greeted. "You're early. If there was nothing else you wanted to discuss …"

"Of course," Howard said, standing. "You must be Peggy's niece."

"Belinda Carter, sir," she said, a slight Southern twang in her voice, shaking his hand. "It's a pleasure."

It had taken Howard a long time to find Peggy's brother (not least because she'd been an only child).

"Likewise," Howard said, pressing her hand for a moment. "I'm very sorry about your aunt. She'd be very proud of you for joining SHIELD in her stead."

She dipped her head demurely. "Thank you."

Howard released her hand, and nodded to Pierce. "Director."

"Stark." Pierce waited for the door to close, then turned to his new guest. "He knows."

"Of course he knows," Peggy said with a smile. "It was his idea."