Devour Chapter 22: Run, To Where The Smallest Ray of Light, an avengers fanfic

A/N: I AM SO SORRY YOU GUYS, this took forever to update because in case you hadn't noticed I've gotten obsessed with this show called Fringe lately. This chapter is nice and long (like really long), so hopefully it makes up for the wait. And in this chapter, we get Ultron! How fun!

Disclaimer: Do I even have to put this in anymore? Marvel/Disney's. Not mine.

22. Run, To Where The Smallest Ray of Light Will Never Find You

"Обманщик, can I talk to you for a moment?"

"Sure," Loki replied. He followed Bucky away from the group - they were gathered in the den for a much-needed movie night, but there was popcorn being made, so they hadn't started yet.

"I can't stay here," Bucky said.

Loki gave him a confused look. "What do you mean?"

Bucky looked back at the room. "I don't trust myself. I need time to...figure out what the hell's going on. I know I've been doing hero stuff, but I..."

Loki nodded. He understood. And he told Bucky as much. "You need to figure this out on your own. You have to retreat into yourself a little for a while, figure out your own head."

Bucky nodded back. "Exactly. Steve seems so happy having me back, but I barely remember him. I need to sort through the mass of confusion that is my head before I come back for good."

"When will you leave?" asked Loki.

"I don't know," Bucky replied. "Probably soon. I just..."

"I get it," Loki said.

"Tell Natal'ya, will you?" Bucky requested. "I...sort of remember her, and I get the feeling there's more history than I'm allowed to know, and besides that she just seems like a good woman."

"I'll tell her," Loki promised. "Now come on, let's get back - they've got popcorn ready."

Bucky nodded and rejoined the group, settling comfortably between Steve and Tasha on the couch (Tony was curled up on Steve's other side). Loki hesitated a moment, watching him, then went to settle beside Thor. Bucky seemed to fit in so well, but Loki understood the need to figure things out. He'd be back - Loki had no doubts about that - but it would take a little time.

"You okay?" Thor asked, his arm sliding around Loki and pulling him close.

"I'm fine," Loki said, and it wasn't a lie - but it wasn't the whole truth either.

It was bitter cold up in Novi Grad, Sokovia. Loki didn't feel this, of course, but Natasha complained endlessly. Well, at least until she started kicking ass; then she quit complaining.

They'd discovered one of the last major Hydra bases out here, an old fortress upgraded and converted into a research facility. Now the seven Avengers (Coulson was off with his team again, dealing with their side of all the Hydra insanity; Sam was searching for Bucky, who'd simply disappeared after the movie night; Valkyrie too had gone missing, a fact that had worried Loki and Tasha greatly, as she was of course one of their pack) drove or flew through the snow on their way to the base. Steve had drove in on his motorcycle, a vehicle Loki had only discovered because of the super-soldier and was quite fascinated by. Tasha drove the truck while Barton and Loki rode standing in the back, Tasha shooting when necessary, Barton firing arrow after arrow, and Loki blasting Hydra operatives with his magic. Thor and Tony flew, Thor landing periodically to whip Mjolnir about and Tony simply blasting people with his suit's repulsors. Hulk, of course, just tore through everything in his path, smashing everything in sight and roaring like a maniac (which, Loki supposed, he kind of was - not that he'd ever say it to the Green Guy's face, as he really didn't want a repeat smashing).

A formidable sight, to be sure - and the Hydra operatives seemed to know this. They kept coming regardless.

The truck swerved to a stop and Loki, Tasha, and Barton jumped out of it; all seven of them jumped (or flew) over the side of the trench at once, and Loki imagined it would look quite badass to an observer. The mostly one-sided battle raged on as the Avengers fought their way towards the fortress. Tony flew closest, trying to fire from above, but it must have failed, because over the comms he heard a loud, "SHIT!"

Immediately, Steve said, "Language!"

This was closely followed by, "JARVIS, what's the view from upstairs?"

"The central building is protected by some kind of energy shield. Strucker's technology is well beyond any other Hydra base we've taken," reported the AI.

"Loki's scepter must be here," Thor said. "Strucker couldn't mount this defense without it." A pause as he most likely hit someone with his hammer, and then: "At long last."

For this was what they'd been doing for the past year; when they weren't fighting Rumlow, they were looking for Loki's scepter, since it had fallen into Hydra's hands when Loki was first taken back to Asgard. Loki was as determined as the others to get it back and then get it off the planet; he remembered all too well the effects of that scepter.

Loki heard a few punches being thrown as he blasted an advancing agent with magic and stabbed another.

"At long last is lasting a little long, boys," Tasha said, voice completely nonchalant.

The whooshing sound of an arrow filled the comms for a moment before Barton agreed, "Yeah...I think we lost the element of surprise."

"Wait a second," Tony interrupted. "No one else is going to deal with the fact that Cap just said 'language'?"

"I know," Steve groaned, and Loki had a clear view as he threw his bike into an incoming truck full of Hydra agents. "It just slipped out."

Loki stifled a laugh. It really wasn't wise to laugh in the middle of a fight. He threw a few frost-coated knives (being around the snow was allowing him to draw on the minimal Jotun magic he possessed without accessing the ice reserve) at incoming agents, tricking a few more with his illusion magic, as he listened to the background noise of other fights through the comms.

The comm chatter had cut off, most likely because specific channels were being tuned into. Loki noticed Tony's Iron Legion fly into the city as he threw another dagger and buried three more soldiers in snow. He heard an "oof!" over the comms and was instantly alert.

A few seconds later Steve's voice said, "We have an enchanced in the field."

"Clint's hit!" Tasha exclaimed. Then, "Somebody want to deal with that bunker?"

Hulk's roar filled the comms, making Loki wince ever so slightly, but Tasha simply said, "Thank you."

"Stark, we really need to get inside," Steve said. Loki noticed it was always like this on the field: no first names, just "Stark" and "Cap" or "Captain." Probably trying to keep themselves focused.

"I'm closing in," Tony reported. "JARVIS, am I...closing in? Do you see a power source for that shield?"

"There's a pathway below the north tower," JARVIS suggested helpfully.

"Great, I wanna poke it with something," Tony said, and Loki couldn't help a smirk even as the fight wore on.

Explosions filled the comms, followed by Tony saying, "Drawbridge is down, people."

Thor spoke next, addressing Steve; Loki assumed they'd ended up beside each other. "The enhanced?"

"He's a blur," Steve said. "All the new players we've faced, I've never seen this. In fact, I still haven't."

"Clint's hit pretty bad, guys," Tasha reported. "We're gonna need evac."

"I can get Barton to the jet," Thor offered. "The sooner we're gone, the better. You and Stark secure the scepter."

"I'll come with," Loki said. "I'll stay on comms, but I can be more help trying to keep Barton alive than taking out Hydra agents."

"Copy that," Steve said.

Loki managed to locate Thor and Steve's position - and the tank full of Hydra soldiers approaching.

"Looks like they're lining up," Thor remarked, as calmly as if he were commenting on the weather.

"Well, they're excited," Steve sighed.

Loki was close enough now to watch as Thor slammed Mjolnir into Steve's shield, the shockwave it produced sending the legion down.

Loki ran up to them as Thor said, "Find the scepter."

Then he took Loki's hand, Loki clinging for dear life, and away they flew.

As they took off, Loki heard Tony over the comms: "And for gosh sake, watch your language!"

Loki could hear Steve's sigh. "That's not going away anytime soon."

They found Barton easily, though getting back to the Quinjet was strange - Loki opted for teleportation rather than flight and beat them there by a good minute. Once the three of them were all there, Thor brought Barton inside, where Loki immediately set about examining the wound. He was no medical professional, but based on the number of people he'd healed recently, he had at least a basic understanding.

Loki managed to stabilize Barton, then sat down, suddenly feeling drained. Not nearly as exhausted as he was after major battles, but enough.

Thor came to sit down beside him. "Are you okay?" he asked.

Loki smirked. "I've never understood why people ask that when the person they're talking to is clearly not okay."

At Thor's alarmed look, he added, "I'm fine. But I still don't understand."

Thor shrugged. "Fair enough."

Natasha's voice came through the comms. "We're locked down out here."

"Then get to Banner," Steve ordered. "Time for a lullaby."

Comm chatter silenced. Loki looked at Thor.

"What now?" he asked.

"I suppose we wait," Thor shrugged.

"Waiting, I can do," sighed Loki.

Thor studied him. "You sure you're okay with this? With retrieving your scepter?"

Loki shrugged. "Yeah. I guess. But that thing's poison, Thor. It takes over your mind completely, never allowing any room for free thought. It controls you. It's a manipulative thing, able to steal your mind and make you think everything you're doing is of your own volition. It feeds on your dark side, your deepest fears and darkest wishes that you'd never even think about acting on if you were in control." Loki shook his head. "I've felt its effects just as much as Barton has. And there's not a day that goes by that I don't regret doing that to him."

Before Thor could reply, Steve was on comms again. "We have a second enhanced. Female. Do not engage."

Loki and Thor exchanged a look. A second enhanced? It was rare that they ever found two at once.

A minute passed with nothing else over comms, then Steve: "Guys, I got Strucker."

Tony's voice next, sounding a little awed. "Yeah, I got...something bigger."

He didn't elaborate, but a moment later he confirmed: "Thor, I got eyes on the prize."

Thor smiled. "He did it," he said.

Loki smiled back, though it was distant, haunted. "Yes he did."

The minutes dragged on. Tasha and Banner got back to the Quinjet first, followed by Steve, and Tony flew in last, stepping out of the armor the minute he landed. Loki noticed he had a slightly haunted look in his eyes, but didn't question him. They had to get back to the Tower, after all.

They were well into the flight before anyone spoke. It was Tasha, talking to Banner, though the Quinjet was small enough that everyone heard.

"Hey," she said. "The lullaby worked better than ever."

Banner offered her the barest hint of a smile. "Just wasn't expecting a Code Green."

"If you hadn't been there, there would have been double the casualties," Tasha told him, probably in an effort to console him. "My best friend would have been a treasured memory."

Banner's half smile returned and faded. "You know, sometimes exactly what I want to hear isn't exactly what I want to hear."

Tasha gave him a look. "How long before you trust me?" she asked.

"It's not you I don't trust," Banner replied honestly.

Tasha studied him a moment, then half-glanced over her shoulder and said, "Thor, report on the Hulk?"

"The gates of Hel are filled with the screams of his victims," Thor said happily. Banner put his head in his hands and groaned. Tasha glared at him; Steve looked at Thor with a Seriously? expression; Tony wasn't paying attention; Loki smacked him.

"Uh, but, not the screams of the dead, of course," Thor stammered, trying to correct an error Loki thought he didn't know he'd made. "No no, uh...wounded screams, mainly whimpering, a great deal of complaining and tales of sprained deltoids and, and uh...and gout."

Loki gave him a look that very clearly said, Gout? Really?

Banner did not look comforted.

Tony spoke up now, apparently having missed that whole interaction. "Hey Banner! Dr. Cho's on her way in from Seoul, is it okay if she sets up in your lab?"

Sufficiently distracted, Banner looked up and said, "Uh, yeah. She knows her way around."

"Thanks," Tony said. He addressed JARVIS: "Tell her to prep everything. Barton's gonna need the full treatment."

"Very good, sir," JARVIS replied.

Tony stretched a bit. "JARVIS, take the wheel."

"Yes, sir," JARVIS said. "Approach vector is locked."

Tony left the pilot's seat and came over to stand near Loki, Thor, and Steve, looking at the scepter. "It feels good, yeah?" Tony said, half a question. "I mean, we've been after this thing since S.H.I.E.L.D. collapsed. Not that I haven't enjoyed our little raiding parties, but..."

"No, but this...this brings it to a close," Thor agreed. Loki stayed silent; he hated that thing.

Steve spoke up next, studying the scepter with a distrustful eye. "As soon as we find out what else this has been used for. I don't just mean weapons. Since when is Strucker capable of human enhancement?"

Good question, Loki thought sourly.

"Banner and I'll give it the once-over before it goes back to Asgard," Tony shrugged. He turned to the resident Asgardians. "Is that okay with you?"

Thor nodded. Loki just said, "The sooner that thing's out of my sight, the better. But if you need to play around with it, fine."

"I mean, just a few days until the farewell party," Tony continued. "You're staying, right?"

Thor, as far as Loki knew, had planned to take the scepter to Asgard and come back, but he hadn't specified when. Loki wasn't exactly happy about the lack of communication, but in all fairness they'd been busy.

"Yes," Thor said. "Yes, of course. A victory should be honored with revels."

Loki smirked as Thor slipped into the more formal Asgardian way of speaking like he sometimes did.

"Yeah," Tony said distractedly. "Who doesn't love revels." He turned to Steve. "Cap'n?"

Steve half-smiled at Tony's use of the title. "Hopefully this puts an end to the Chitauri and Hydra, so. Yes, revels."

Loki was all for revels. Just as long as that scepter was kept far away from him.

Most of them got off the Quinjet the moment it docked. Thor took the scepter up to the lab, while Tasha and Loki went with Dr. Helen Cho and Barton to get him healed. He was conscious now, and seemed faintly surprised to see Loki among his entourage. Loki and Tasha brought Barton up to a closed-off section of the lab, most likely used for storage. Tony and Steve were slower to leave the Quinjet, and as they exited Loki saw Maria Hill walk forward to meet them.

Helen Cho was definitely a professional. The tissue regeneration technology she'd created was truly remarkable, and Loki told her as much.

"Thanks," she said, a little bemusedly. "I didn't realize you were interested in this sort of thing."

Loki shrugged. "I'm a healer. And I'm quite intelligent. The combination works nicely when it comes to technology like this."

Dr. Cho looked mildly surprised. "You heal?"

"I'm not a monster," Loki protested. He sighed. "Despite what everyone else may think."

Dr. Cho said nothing.

Thor had departed the lab after dropping off the scepter, and Loki had to wonder where he'd disappeared to. Now Tony entered the adjacent room. "He's doing okay?" he asked, referring to Barton.

"I'm awake, you know," grumbled Barton. "For the record, I'm parched. Anyone have something to drink?"

Tony didn't reply, instead choosing to walk away and into the lab. Banner, who'd been busy searching for his lab coat so he could come help, asked, "How's he doing?"

"Oh, unfortunately he's still Barton," Tony said flippantly, and Loki couldn't tell if he was teasing.

He could tell Banner was, though, as he half-smiled and replied, "That's terrible."

"He's fine," Tony said. "He's thirsty." Abruptly, the Man of Iron changed the subject as Banner headed off to find his lab coat and Tony headed for the scepter. "Alright. Look alive, JARVIS, it's playtime. We've only got a couple days with this joystick, so let's make the most of it. Update me on the structural and compositional analysis."

Loki tuned in, actually interested. If Tony could figure out how that thing worked...

"The scepter is alien," JARVIS reported. "There are elements I can't quantify."

"So there's elements you can," Tony stated.

"The jewel appears to be a protective housing for something inside. Something powerful," JARVIS explained.

"Like a reactor?" Tony questioned.

If JARVIS hadn't been an AI, Loki imagined he'd be shaking his head. "Like a computer. I believe I'm deciphering code."

Loki tuned out then, fully returning to the storage room to check on the progress with Barton.

"You sure he's going to be okay?" Tasha asked Dr. Cho. She smiled at Barton. "Pretending to need this guy really brings the team together."

"There's no possibility of deterioration," Dr. Cho reported. "The nano-molecular functionality is instantaneous. His cells don't know they're bonding with simulacrum."

"She's creating tissue," Banner and Loki said at the same time. Banner glanced at him, as if surprised. Dr. Cho looked mildly impressed.

"If you brought him to my lab, the regeneration Cradle could do this in twenty minutes," Dr. Cho said, sounding slightly disappointed.

Tony walked back in then with Barton's requested drink in hand, as well as drinks for the others. "Oh, he's flatlining," he joked. "Call it. Time?"

"No, no, no, I'm gonna live forever," Barton joked back. "I'm gonna be made of plastic."

Tony handed him the drink. "Here's your beverage."

"You'll be made of you, Mr. Barton," Dr. Cho said, talking over Tony. "Your own girlfriend won't be able to tell the difference."

"Well, I don't have a girlfriend," Barton said, which was true enough.

"That I can't fix," Dr. Cho said, and Loki wondered if she was trying to joke as well. If she was, it wasn't quite working.

Dr. Cho turned to Tony. "This is the next thing, Tony. Your clunky metal suits are going to be left in the dust."

Tony's eyes took on a faraway look. "Well, that is exactly the plan." He snapped back to the present and added, "And Helen, I expect to see you at the party on Saturday."

Dr. Cho gave a small, humorless smile. "Unlike you, I don't have a lot of time for parties." She hesitated a moment, then asked, "Will...Thor...be there?"

Loki looked at her in surprise. "Yeah, he will," Loki said. Then he grinned. "But he's already got a date."

Dr. Cho looked a little disappointed. "Who?"

Loki's grin turned into a smirk. "Me."

Dr. Cho looked alarmed.

The next two days dragged on. Loki dropped in on one of Tony and Banner's scepter-studying sessions at one point, and Banner pulled Loki aside.

"What is it, Banner?" Loki asked. "Have you heard anything from the wovles?"

"No," Banner replied, "but it's Bruce."

Loki raised an eyebrow. "Pardon?"

"I've seen you turn into a wolf," Banner pointed out. "I think you've earned the right to call me by my first name."

Loki gave him a half-smile. "I'll, ah, try to remember that...Bruce."

Bruce nodded and let him go.

Loki himself got in contact with Tobias later that day, where Tobias told him that only he, Rose, and a few of the others knew Loki's identity as the Ice Alpha. His update was simply that they'd noticed a few of Rumlow's pack sneaking out of town to go back to Central Park, where Rumlow had set up his pack headquarters deep in the trees. Rumlow's second base was still a mystery. Loki told Tobias to keep an eye out and make sure the only reason they came into the city was for food and water.

Other than that, the days went by in a fairly dull manner. Loki spent his time divided between lingering around (and sufficiently distracting) Thor while the Thunderer finalized his plans to bring the scepter back to Asgard; reading everything he could on Rumlow, the S.T.R.I.K.E. team, and Midgardian werewolf lore, cross-checking the latter with Rose and his own knowledge of wolves; and training, both with the ice reserve and normally. At one point, he managed to convince Steve to train with him.

"Hold up," Steve protested after yet another blast from Loki's magic damaged the paint on his shield. "Let me breathe for a moment, will ya?"

Loki smirked and subsided. "Have I managed to tire out the great Captain America?" he joked.

Steve grinned at him. "You are a sorcerer."

"What's that supposed to mean?" Loki laughed.

"Maybe you put a spell on me to tire me out," Steve accused, his grin belying the accusation's meaning.

Loki sat on top of the lockers as Steve pulled out a waterbottle, feeling more like a teenager than ever (Tasha had explained the teenager thing to him a while ago; Loki had been dismayed to find that at nineteen in human years he was still technically considered one).

Steve continued talking as Loki watched him with an amused grin. "Maybe you're not even here and you've sent an advanced illusion in your stead. Maybe you've just got an unfair advantage because you're a werewolf."

That caused Loki's grin to disappear. "What - how did you -?"

"I've known for a while," Steve said. "Since we crashed into each other in that hallway your first year here. Back then it was just a suspicion. I've only confirmed it recently. But yeah, I've known for quite a while."

"Why didn't you tell me you knew?!" Loki demanded.

Steve shrugged. "Didn't come up. Besides, I figured you weren't exactly comfortable with what you are."

"That's true enough," Loki sighed, "though it's gotten better now that I have a pack." He paused, then asked, "Did you see me transform to fight off that Hydra thug while protecting Rose, the night we rescued the New York wolves? I caught you looking at me right after I freed her."

Steve nodded. "Yeah, I saw. That was my official confirmation. I voiced my suspicions to Tony a few months ago and he confirmed it, though he also insisted you'd kill him if you found out he'd told me."

Loki shook his head with an exasperated smile. "Why do we put up with him?" he asked.

Steve laughed. "Because he's Tony and that's what we do."

"Fair enough," Loki chuckled.

"So who else knows?" asked Steve. "Did Buck -?"

Loki thought for a moment, then nodded. "Everyone except Sam and Thor. Including Bucky."

Steve looked a little wounded, but recovered quickly and gave him a quizzical look. "Thor still doesn't know?"

Loki shook his head. "I've never found the time, or frankly the courage, to tell him. Worst part is, I don't even know what I'm so afraid of anymore. The fact that he loves me at all is a miracle, and he's proven time and again that he's not leaving. I'm not scared anyone will hate me because of what I am anymore, so...what's keeping me from telling him?"

Steve contemplated what Loki had said. "I can't answer that exactly," he said, "but I think I may have a loose idea. Given what you told us about werewolves on Asgard, I'm guessing your childhood wasn't exactly the easiest?"

"That's the understatement of the century," Loki scoffed. "Between the werewolf thing, Odin's general neglect, being distrusted and looked down upon by everyone but Frigga and Sigyn (and sometimes Thor)...you get it, the list goes on. Anyway, with all that, yeah, not exactly the best childhood ever."

Steve nodded. "I think, and I'm just guessing here, that what you endured as a kid left you with some serious mental and emotional damage, and that stuff can't be healed overnight. In fact, I'm guessing most of it still hasn't. There's a deep-seated fear in you brought about by what you went through growing up, and because Thor has always been a very present figure in your life, your subconscious associates him with that fear, and that's what's holding you back."

Loki surveyed the super-soldier with new interest. Steve caught the look. "What?"

"You're a lot smarter than people give you credit for, Rogers," Loki said, deliberately using his last name. "You may be onto something."

Steve offered him a lopsided grin and picked up his shield. "Maybe. Come on, let's get back to training."

Saturday arrived, and with it the party. The remodeled lounge was packed with people, mingling and talking and drinking and laughing. Loki was fairly uncomfortable - crowds were not his thing.

When the Tower's repairs from New York had started, Tony had all but insisted on making some of the top floors all interconnected. Due to the giant 'A' that was now proudly displayed on the outside of Avengers Tower, that had become fairly easy; what had been the lounge and a couple of R&D floors had turned into the lab, the Iron Legion's repair hangar, the Quinjet bay, and the three-level lounge, connected by glass-and-metal stairs periodically placed. The lab took up a good deal of what had been the original lounge, though the other part gave way to a balcony that overlooked the other two floors' worth of lounge area.

Loki stood next to Thor, Tony, and Maria Hill, listening to Rhodey tell a fairly boring story that Loki wasn't entirely following. Something about a tank? Loki was mostly people-watching, searching the crowd for familiar faces. He located Tasha chatting with someone on one of the couches while Bruce lingered nearby, talking to a group of S.H.I.E.L.D. scientists. Below, Loki spotted Steve and Sam conversing over a game of pool, and Barton was leaning over a table talking to Helen Cho. Loki noticed with a smirk the same old man he'd run into at his first New Year's party sitting at a table with a few decorated veterans not too far from where he stood.

"Well, you know, the suit can take the weight, right?" Rhodey was saying as Loki forced himself to tune back in. "So I take the tank, fly it right up to the General's palace, drop it at his feet, I'm like, 'Boom! You looking for this?'"

Tony, Thor, and Loki all looked at him blankly.

"'Boom! Are you looking...' Why do I even talk to you guys?" Rhodey sighed. "Everywhere else that story kills."

"That's the whole story?" Thor asked, sounding genuinely bewildered.

"Yeah," Rhodey said. He looked a little crestfallen. "It's a War Machine story."

"Well, it's very good then," Thor laughed, in an attempt to cheer him up. "It's impressive."

Loki gave him a look. Thor shrugged innocently at him.

"Quality save," Rhodey remarked, brightening again. "So, no Pepper? She's not coming?"

"No," Tony replied. He said it flippantly, but Loki could hear the underlying tone of faint betrayal. Pepper was still one of Tony's closest friends, after all. Loki knew she was busy running Stark Industries, but from the tone of Tony's voice she hadn't even bothered to try finding a way to come.

"What about Jane?" Maria asked (as far as Loki knew, Thor and Jane were still friends - but there'd been no contact from her since the Convergence, so he wasn't sure). "Where are the ladies, gentlemen?" she continued with a teasing grin.

"Well, Miss Potts has a company to run," Tony said, all trace of his earlier disappointment gone.

"Yes, I'm not even sure what country Jane's in," Thor agreed. "Her work on the Convergence has made her the world's foremost astronomer."

"And the company that Pepper runs is the largest tech conglomerate on Earth," Tony added, looking at Thor. Loki sighed - he was deliberately trying to show off again.

"There's even talk of Jane getting a, um...uh, a Nobel Prize," Thor said, and Loki smiled a little at his struggle to find the term.

Maria smirked at them. "Yeah, they...they must be busy, because they'd hate seeing you guys get together." She gave a little mock cough and added, "Testosterone!" into it. Loki laughed as the others smiled and Maria said, "Oh, excuse me."

"Want a lozenge?" Rhodey asked her with a smile.

"Mm-hmm," Maria hummed in agreement, still fake-recovering from the "testosterone" comment.

"Let's go," Rhodey said, and the pair walked away.

Tony abandoned them to go find Barton, probably to tease him some more about the wound that, thanks to Dr. Cho's regeneration technology, was good as new. Loki found himself alone with Thor, something that this time a few years ago he'd have been horrified by. Now he could barely fathom it.

"Seems impossible to get a quiet moment like this at a party of this size," Loki remarked with a smile.

Thor kissed him lightly. "Apparently not so impossible."

"You're still planning on going back to Asgard tomorrow?" Loki asked.

"Yes," Thor replied. "But I'll be back on Monday. I'm not staying permanently. I rejected the throne for a reason."

Loki smiled. "Yeah, I know you did."

Thor caught sight of someone over Loki's shoulder. "Rogers," Thor said. "I've been meaning to get him to try that mead I like so much."

Loki gave him a look. "You stole some?"

"Before we came back from the Convergence thing," Thor admitted. "Yeah."

"That stuff's strong," Loki said, stating the obvious.

"He can't get drunk," Thor pointed out. "He can handle it."

Loki grinned. "Come on, then."

The pair of Asgardians walked over to where Steve was with the veterans. They made polite conversation for a moment before Thor pulled out the mead and offered it to Steve.

One of the veterans seemed to like the look of it. "I gotta have some of that!"

Thor poured the mead into three glasses, despite Loki's protest that he didn't want any. He addressed the veteran who'd spoken. "Oh, no, no, no. See this, this was aged for a thousand years in the barrels built from the wreck of Brunnhilde's fleet. It's not meant for mortal men."

The old man from the New Year's party snorted. "Neither was Omaha Beach, blondie. Stop trying to scare us. Come on." He beckoned Thor to pour the drink.

Thor exchanged looks with both Loki (who made a mental note to ask Tasha what Omaha Beach was) and Steve, then shrugged and said, "Alright."

Loki didn't think the old man had any idea what he was getting into.

The rest of the party passed in a blur. At one point Loki had to smirk as he saw the old man being carried off by two younger ones, half-singing "Excelsior" as he went. That's what you get for trying Asgardian mead, Loki thought with a silent laugh.

Once most of the guests had left, it was just the original six, Loki, Rhodey, Maria, and Dr. Cho left (though Dr. Cho wasn't entirely participating, sitting against the side of one couch and simply watching and listening). Sam had left already to go continue trying to track down Bucky, though Loki knew full well that if he didn't want to be found, he wouldn't be found. The topic of conversation had become Mjolnir.

"But it's a trick!" Barton insisted, twirling a drumstick through his fingers. Where he'd gotten a pair of drumsticks, Loki had no idea.

"Oh no, it's much more than that," Thor laughed. Most of them still had drinks in their hands, bottles of beer for the most part.

"Uh, 'Whosoever be he worthy shall haveth the power...'?" Barton said with a dramatic emphasis. "Whatever, man! It's a trick."

"Well please, be my guest," Thor offered, wearing a smirk that rivaled Loki's.

"Come on," Tony grinned.

Barton gave Thor an incredulous look. "Really?"

Thor shrugged. "Yeah."

Barton stood up. Rhodey grinned. "Oh, this is gonna be beautiful."

"Clint, you've had a tough week, we won't hold it against you if you can't get it up," Tony snarked. Everyone else laughed.

"You know I've seen this before, right?" Barton said as he moved to try and lift the hammer. Loki remembered what Coulson had told him about Barton's past in the circus and figured that was probably what he meant. Yet, of course, when he tried to lift Mjolnir, the hammer didn't budge. Barton tried for a few moments before giving up and addressing Thor with a disbeliving chuckle. "I still don't know how you do it!"

"Smell the silent judgement?" Tony snarked.

"Please, Stark, by all means," Barton said, raising his hands in surrender and backing away as Tony stood up.

"Oh, here we go," laughed Tasha.

"Okay," Maria chuckled.

"Uh-oh," Rhodey muttered.

"Mm-hmm," Barton hummed.

"Never one to shrink from an honest challenge," Tony proclaimed.

"Get after it," Barton grumbled good-naturedly.

"Here we go," Tasha repeated with a grin.

"It's physics," Tony declared.

"Physics!" snorted Bruce.

With his hand on Mjolnir's handle, Tony asked Thor, "So if I lift it, I...I then rule Asgard?"

Thor shrugged and shot Loki a conspiratorial smirk. "Yes, of course."

"I will be re-instituting Prima Nocta," Tony said as he attempted to lift the hammer. It didn't budge. Tony looked up. "I'll be right back." He disappeared and returned a minute later with the glove of his armor on, attempting to lift it that way. When that failed, he beckoned Rhodey up to help.

"Are you even pulling?" Rhodey asked.

"Are you on my team?" Tony shot back.

"Just represent! Pull!" Rhodey replied.

"Alright, let's go!" They both pulled as hard as they could. Still Mjolnir didn't move.

Bruce was next, pulling and then giving a halfhearted roar as if he was trying to coax the Green Guy out. It didn't work, only serving to make everyone present give him a look. Tasha grinned and shook her head.

Steve got up to try next. "Let's go, Steve, no pressure," Tony teased.

"Come on, Cap," Rhodey encouraged.

Steve started to pull, and though it escaped most of the Avengers' notice, both Loki and Thor noticed that it moved. Just a budge, but Mjolnir moved. Thor looked a little alarmed. Loki suspected Steve lightened how hard he was pulling to reassure Thor when it didn't work for him either.

Thor laughed with relief. "Nothing."

"And?" Tony asked.

"Widow?" Bruce suggested, looking to Tasha.

She grinned and took a sip of her beer. "Oh, no, no. That's not a question I need answered."

Maria looked at Loki. "What about you, Trickster?" All eyes turned to him, and Loki actually laughed.

"Please. I'm the Trickster, the God of Mischief. You've all seen what I've done. Besides that, I've already tried, the first time Thor was banished to Earth." He grinned at his boyfriend. "I'm not anxious to repeat the experience."

The others all exchanged looks, but Loki didn't elaborate - they could theorize all they wished.

"All deference to the man who wouldn't be king," Tony said, moving on, "but it's rigged."

"You bet your ass," Barton laughed.

"Steve! He said a bad language word!" Maria teased.

Steve looked at Tony wearily. "Did you tell everyone about that?"

Tony just grinned and went back to the topic of Mjolnir. "The handle's imprinted, right?" Tony speculated. "Like a security code. 'Whosoever is carrying Thor's fingerprints' is, I think, the literal translation?"

Thor chuckled and stood up. "Yes, well that's uh, a very, very interesting theory. I have a simpler one." He picked up Mjolnir with ease and flipped it just as easily in his hand. "You're all not worthy."

There was a chorus of disagreement from the others. Loki just laughed.

A loud screeching noise made all of them flinch, covering their ears. When it stopped, they heard a rough, automated voice groan, "Worrrthyyyy..."

They all looked in the direction of the voice. The sight that greeted them was horrifying.

It looked sort of like a deformed Iron Legionaire droid. Its faceplate was crooked and deformed, with a jagged piece taken out of it to give the impression of a glowing mouth, twisted upward in some cruel smirk. Its eyes glowed the same clear, almost aquamarine blue as Tony's Arc reactor, but there was something colder about these eyes, something cruel; the color applied to the thing's mouth as well. Its arms and legs were mostly exposed wires, glistening with something Loki didn't want to name. A few pieces of Legionaire armor covered its shoulders and torso, the plate for which still held the built-in Arc reactor that powered the Legionaire droids, though the torso plate was also cracked down the middle. Its hands and feet were made of more Legionaire pieces, though its left arm's hand was as deformed as the rest of it, almost as if it had been melted off - only the stump of where the robotic hand would attach was left. A few broken wires dangled from its back and arms, making it look like possibly the creepiest marionette ever. Worst of all, a trail of what was most likely oil followed it and pooled around its feet, but from the darkness and the consistency...it looked far too much like blood.

"No...How could you be worthy? You're all killers," the thing said, raising what should have been its left hand in a gesture of accusation.

"Stark," Steve said sharply.

"JARVIS," Tony said, a warning and a question in his voice. There was no response from the ever-present AI.

The thing in front of them replied, though. "I'm sorry, I was asleep. Or...was I a dream?" It turned itself about, as if confused.

Tony spoke into a device he pulled out of nowhere, tapping it. "Reboot. Legionaire OS. We've got a buggy suit."

The thing spoke over him. "There was a...terrible noise. And I was tangled in...in...strings." It almost sounded regretful as it said, "I had to kill the other guy. He was a good guy."

"You killed someone?" Steve asked, stoic.

"Wouldn't have been my first call," said the thing. "But...down in the real world, we're faced with ugly choices."

"Who sent you?" Thor asked. Loki's hand found the hilt of one of his daggers, and he gripped it reassuringly. He always felt more comfortable in a hostile situation with a weapon in his hand.

The thing inclined its head and a soft click was heard, followed by a slight whirring sound. That gave way to a recording of Tony's voice: "'I see a suit of armor around the world.'" Steve glanced at his boyfriend, and so did Loki; Tony's expression read oh shit loud and clear.

"Ultron," Bruce said, glancing at Tony. Tasha looked over at him, confused.

"In the flesh," the thing now known as Ultron said. "Or no, not yet. Not this...chrysalis. But I'm ready. I'm on a mission."

"What mission?" Tasha asked. Thor's hand tightened on Mjolnir's handle. Maria pulled out her gun and stood up.

Ultron looked directly at them, and Loki could hear the malice dripping from every syllable as he said, "Peace in our time."

Then the walls beside him exploded, and out flew Tony's Iron Legion droids. The Avengers sprang into action as the droids attacked. Steve kicked the table up to use as a shield as the first droid attacked; both Steve and the table tumbled over the banister. Rhodey tried to shoot at one but got blasted backward and through a window, landing on the balcony beneath. Maria shouted, "Rhodey!" as the droids kept coming.

Thor swung Mjolnir at the nearest one, and Loki threw a dagger into one's reactor, effectively shutting it down. Steve got back up and jumped on one's back, trying in vain to simply punch it into oblivion. Barton had disappeared in the confusion, but Loki found him a moment later running to retrieve Steve's shield. Tasha and Banner ended up sliding over the bar as glass shattered from the explosions casued by the Legion. Loki fought his way closer in time to hear him say "Sorry!" and her tell him "Don't turn green!" Loki stabbed the incoming Legionaire right as Tasha shot it, effectively bringing it down. "Come!" Tasha told Banner, and the pair ran for the nearest set of stairs.

Tony jumped on another's back with some tool in his hand right as Steve shouted, "Stark!"

"One sec, one sec!" Tony protested. The Legionaire he was wrestling with kept repeating "We are here to help. We are here to help..." Loki found that statement highly unlikely as Steve pulled the half-destroyed one that was advancing on a helpless Dr. Cho away and shouted "Thor!" Thor blasted it into oblivion with his hammer.

Loki tried and failed to tune out the Legionaire as Tony kept struggling with turning it off and the fight raged on. "We are here to help. We are here to help. It's unsafe. It's unsafe. It's unsafe. It's unsafe."

"No more," Tony growled. "That's the one." He successfully managed to shut down the Legionaire right as Barton reappeared in Loki's line of sight with Steve's shield in his hands.

"Cap!" Barton shouted, and threw the shield. Steve caught it, spun around, and threw it again, effectively slicing apart the last Legionaire. The nine of them stood in the sudden silence, breathing hard and most of them confused as all hell.

"That was dramatic," Ultron said coolly, and Loki had to suppress a snort of contempt. Ultron continued, "I'm sorry, I know you mean well. You just...didn't think it through." He paused long enough to let the Avengers exchange looks before plowing on. "You want to protect the world, but you don't want it to change. How is humanity saved if it's not allowed to...evolve?" He picked up one of the cut-in-half Legionaires. "With these...these puppets?" He crushed its faceplate and then threw it aside. "There's only one path to peace..." and here his eyes shone more brightly and coldly than before, if that was possible - "...the Avengers' extinction."

Fed up, Thor threw Mjolnir at the malevolent AI, crushing the thing's deformed body. Before the lights in its (his?) eyes died, Ultron half-sang, "I had strings but now I'm free..." His voice seemed to grow stimultaneously louder and fainter as the droid body died and Ultron escaped through the internet. "There are no strings on me..."

"All our work is gone," Bruce stated in the aftermath. None of them had slept. After moving the droid pieces and cleaning up the broken glass and oil (and letting Tasha and Dr. Cho change out of their dresses), they'd all found positions in the lab to try and figure out what to do next. Most of them were running on coffee and residual adrenaline. Loki had simply put a spell on himself to stay awake. Bruce continued. "Ultron cleared out, used the internet as an escape hatch."

"Ultron," Steve murmured, still sounding like he wasn't quite sure how to fathom this.

"He's been in everything," Tasha sighed from her position by the lab's darkened window. "Files, surveillance. Probably knows more about us than we know about each other."

"He's in your files, he's in the internet," Rhodey worried. "What if he decides to access something a little more exciting?"

Maria looked up in alarm. "Nuclear codes."

Rhodey nodded. "Nuclear codes. Look, we need to make some calls, assuming we still can."

"Nukes?" Tasha asked. "He said he wanted us dead."

"He didn't say dead," Steve corrected gravely. "He said extinct."

"He also said he killed somebody," Barton reminded everyone.

"But there wasn't anyone else in the building," Maria protested.

"Yes there was," Tony sighed, walking over from where he'd been contemplating the Legionaire pieces and bringing up a 3D image of JARVIS...or what used to be JARVIS. The holographic consciousness was mangled, broken. Dead.

Bruce, a horrified look on his face, approached from the side as Tony stood back. He looked shocked. "This is insane," he said, shaking his head.

"JARVIS was our first line of defense," Steve said, arms crossed where he stood near the wall. "He would've shut Ultron down. It makes sense."

"No, Ultron could have assimilated JARVIS," Bruce corrected. "This isn't strategy, this is...rage."

Loki knew he spoke from experience.

Thor abruptly stormed into the room, dressed once more in his Asgardian armor, and seized Tony by the throat, lifting him up and effectively choking him. Loki pushed off the wall in alarm.

"Whoa, whoa, whoa!" Barton exclaimed. "It's going around."

Somehow, Tony managed to choke out, "Come on. Use your words, buddy."

"I have more than enough words to describe you, Stark," Thor growled.

"Thor!" Steve said sharply. "The Legionaire."

Thor must have heard the order in Steve's tone, not least because Tony was his boyfriend, because he dropped Tony; Tony's hand immediately went to his throat, rubbing it indignantly, as he stumbled away.

"Trail went cold about a hundred miles out, but it's headed north, and it has the scepter," Thor reported, glaring at Tony. "Now we have to retrieve it, again."

"The genie's out of that bottle," Tasha said placatingly. "Clear and present is Ultron."

"I don't understand," Dr. Cho said, and Loki hadn't even noticed that she was now standing near the disassembled Legionaires. "You built this program." Tony moved so he was standing on Bruce's left at a worktable, then turned to face the wall as Dr. Cho continued, "...Why's it trying to kill us?"

Abruptly, out of nowhere, Tony started to laugh. Everyone looked at him with a smiliar expression of This isn't funny why are you laughing on their faces. Loki had to admit he was confused; how had an AI program gone rogue made Tony laugh? He knew none of them had slept, but Tony was used to sleep deprivation. This was something else entirely.

Bruce shook his head at Tony, a silent warning to cut it out.

"You think this is funny?" Thor asked, a dangerous undertone in his voice that Loki knew all too well.

Tony's laughter, which sounded slightly hysterical, died out as he turned around and said, "No. It's probably not, right? Is this very terrible? Is it so..." and here he started to laugh again, to everyone's confusion. "Is it so...it is. It's so terrible."

Thor took a pace forward; Loki tensed. "This could've been avoided if you hadn't played with something you don't understand."

"No! I'm sorry," Tony interrupted, walking forward towards the Thunderer. "I'm sorry, it is funny. It's a hoot that you don't get why we need this."

"To-ny, maybe this might not be the time to..." Bruce tried to say, drawing out Tony's name a bit.

"Really?!" Tony exclaimed, turning around and cutting him off. "That's it? You just roll over, show your belly, every time somebody snarls."

Bruce's eyes took on a defiant light as he countered, "Only when I've created a murder bot."

"We didn't!" Tony protested. "We weren't even close. Were we close to an interface?"

As Bruce sort of did the well-yeah-kind-of half-shrug that humans tended to do, Steve spoke up again and said, "Well, you did something right. And you did it right here." Tony looked at him as Steve advanced forward a few paces, his irritation making itself known now. "The Avengers were supposed to be different than S.H.I.E.L.D."

Frustrated now, Tony raised a hand and asked, "Anybody remember when I carried a nuke through a wormhole?"

"No. It's never come up," Rhodey said from his corner.

"Saved New York?" Tony went on.

"Never heard that," Rhodey quipped.

"Recall that?" Tony steamrollered right over him as everyone bowed their heads or looked away, remembering all too clearly the events of Loki's invasion. Loki cast his eyes downward, as if looking down could somehow allow him to escape his past. Tony continued, "A hostile alien army came charging through a hole in space. We're standing three hundred feet below it." Tony turned so he was able to address everyone. "We're the Avengers," he said. "We can bust arms dealers all the livelong day, but...that up there, that's...that's the end game." He paused, letting it sink in. "How were you guys planning on beating that?"

Steve looked up and met Tony's eyes. "Together," he said simply.

Tony stepped forward a few paces, studied him warily. "We'll lose."

"Then we'll do that together too," Steve revised. They held each other's stare for a moment more, before Steve broke the silence and said, "Thor's right." Tony walked away, back to the table of Legionaire parts, as Steve moved to take his place addressing the Avengers. "Ultron's calling us out. And I'd like to find him before he's ready for us." His tone became its usual confident one as he finished, "The world's a big place. Let's start making it smaller."

They'd divided. Some of them escorted Dr. Cho to the airport to get her back to her lab in Seoul, since she was a target too. The rest stayed behind at the Tower to try and figure out exactly how much damage Ultron had already done. Loki, Tony, Steve, Barton, and Maria had remained behind; Thor, Bruce, Tasha, and Rhodey went as Dr. Cho's escort. At one point, Loki found Tony standing alone in the lowest level of the lounge, a datapad in hand, seemingly lost in thought.

"Hey," Loki said. "You okay?"

"Hmm?" Tony glanced at him, jerked out of whatever reverie he'd been in.

"The others berated you pretty hard back there," Loki elaborated. "How are you holding up?"

Tony shrugged. "I'm fine."

Loki raised an eyebrow. "Now that I highly doubt."

Tony averted his gaze. "I'm fine, Loki."

"I'm not going to stop until you tell me what's on your mind," Loki pointed out. "So you might as well just start talking."

Tony halfheartedly glared at him. "You're an annoying son of a bitch, you know that?"

Loki grinned. "I'm the Trickster. It's my job to be annoying."

Despite himself, Tony smiled. "I noticed."

Loki's grin faded. "Seriously, though. This whole Ultron thing's got us all worried, but you seemed to take the brunt of the blame. Even Steve's not happy with you. I'm concerned."

"About what? The fact that I somehow created, as Bruce put it, a murder bot? The fact that everyone's mad at me now? The fact that Ultron is everywhere, rendering our normal means of tracking basically useless?" Tony's voice was bitter.

"About you, Tony," Loki interrupted. Tony glanced at him, his eyes registering slight shock. "You're a genius, and an integral part of the Avengers. Steve is hopelessly in love with you, Bruce respects you and your genius brain, even Thor knows you're a good man. And dare I say it, you're also my friend. So yes, I'm concerned about you and how you're holding up with all of this."

Tony looked at him, studied him, and Loki saw the moment when something in the genius broke. He sighed, taking a seat on the couch, head in his hands. "I'm terrified," Tony admitted. "I'm paranoid. I'm stressed. I'm exhausted. And yet I keep going, because I have to fix this."

Loki sat down beside him. "Who ever told you this is your mess to clean up?" he asked. "This is a fight for all of us, Tones. You're not alone."

Tony sighed. "It sure as hell feels that way."

Before Loki could say anything else, both their phones dinged with a text. It was Steve, telling them that Dr. Cho's escort was back and to come meet in the lab.

Thor and the others were already there. Steve handed around a tablet with some picture on it; Thor got it first, and Loki peered over his shoulder. It was a picture of Strucker, dead, with the word PEACE written in what was most likely his own blood on the wall next to him. Because that's not creepy at all, Loki thought with a small shudder. His hand went to the eihwaz he still wore.

"What's this?" Tony asked.

Thor roughly shoved the tablet at him as Steve said, "A message. Ultron killed Strucker."

"And he did a Bansky at the crime scene, just for us!" Tony drawled with extremely false positivity. He handed the tablet off to Tasha.

"This is a smokescreen," Tasha said, studying the picture. "Why send a message when you've just given a speech?"

"Strucker knew something that Ultron wanted us to miss," Steve theorized.

"Yeah, I bet he..." Tasha trailed off as she clicked a few things on the computer she was sitting at, then sighed. "Yep. Everything we had on Strucker has been erased."

Loki groaned. Tony spoke up. "Not everything."

They spent the next hour lugging physical copies of S.H.I.E.L.D. files up to the lab for them to go through. It was tedious, but it was also their only option. Loki wanted to punch something; he hated feeling like this. Helpless. Caged. Trapped. A prisoner.

He knew far too well what it was to be a prisoner.

"Known associates," Steve muttered at one point. "Well, Strucker had a lot of friends."

"Well, these people are all horrible," Bruce declared about the file he'd been going through.

Something in the file caught Tony's eye. "Wait. I know that guy." Bruce handed him the file, open to a few photos of a man with graying black hair, multiple tattoos, and a shifty expression hidden behind a cocky grin. "From back in the day," Tony elaborated, and Loki assumed he was referring to the time when SI built weapons. "He operates off the African coast, black market arms." Steve gave him a look and Tony protested, "There are conventions, alright? You meet people. I didn't sell him anything."

A quick search revealed that the man's name was Ulysses Klaue, and Tony continued his explanation, apparently remembering something. "He was talking about finding something new, a game changer. It was all very 'Ahab.'"

Thor noticed something in a picture taken from behind and pointed to it - a strange symbol apparently burned into his neck. "What's this?"

"Uh, it's a tattoo," Tony said. "I don't think he had it..."

"No, those are tattoos," Thor argued, gesturing to the ink on Klaue's arms. "This is a brand."

Bruce ran the symbol through a decryption program on the nearest computer and confirmed, "Oh, yeah. It's a word in an African dialect meaning 'thief'...in a much less friendly way."

"What dialect?" Steve asked.

Bruce peered at the screen and tried to pronounce it. "Wakanadan? Wa...Wa...Wakandan."

"If this guy got out of Wakanda with some of their trade goods..." Tony trailed off, addressing Steve.

"I thought your father said he got the last of it?" Steve questioned.

"I don't follow," Bruce said, evidently confused. "What comes out of Wakanda?"

Tony glanced at Steve's shield. "The strongest metal on Earth."

Vibranium. Of course. But what could Ultron want with vibranium? Evidently Tony's father lied, Loki thought.

Steve looked at Tony. "Where is this guy now?"

"Don't compare me with Stark! He's a sickness!" Ultron seemed quite vehement about this.

"Aw, Junior," Tony snarked, and Ultron and the Maximoff twins (Steve had briefed them all on the enhanced) turned to see Tony in full Iron Man armor, Steve and Thor flanking him. "You're gonna break your old man's heart."

"If I have to," Ultron said flatly.

"We don't have to break anything," Thor cautioned.

"Clearly you've never made an omelet," Ultron said. Loki, where he hid in amongst the crates of illegal weapons, shook his head; apparently, despite Ultron being a maniac hell-bent on destroying Earth, he still had a sense of humor.

"He beat me by one second," Tony complained. Loki rolled his eyes.

"Ah, this is funny, Mr. Stark," the boy, Pietro Maximoff, said, hatred in his eyes as he glared in Tony's direction. "It's what, comfortable?" No one missed his glance at the bombs clearly visible below. "Like old times?"

"This was never my life," Tony said firmly.

"You two can still walk away from this," Steve told the twins.

The witch girl, Wanda Maximoff, tilted her head and flexed her fingers dangerously, eyes glowing red for a moment. "Oh, we will."

"I know you've suffered," Steve began, but Ultron cut him off.

"Uuuggghhh! Captain America. God's righteous man. Pretending you could live without a war," Ultron sneered. He almost seemed amicable as he continued, "I can't physically throw up in my mouth, but..."

Loki studied the thing. He had more of a definite body now, with metal covering most of the wires and gears that made up the malevolent AI. His head was intact, no faceplate necessary, and he actually did have what passed for a mouth. His eyes were the worst part, though: glowing red and circular, a reflection of the evil inside.

"If you believe in peace, then let us keep it," Thor said, in an evident attempt to reason with the thing.

"I think you're confusing 'peace' with 'quiet'," Ultron patronized.

"Yuh-huh," Tony dismissed. "What's the vibranium for?"

"I'm glad you asked that, because I wanted to take this time to explain my evil plan!" Ultron drawled, sarcasm in every syllable.

Abruptly, the repurposed and commandeered Iron Legion droids attacked the three Avengers from behind; Tony launched into the air to fight Ultron. The fight broke out forreal then as Clint, Loki, and Tasha made themselves known, Klaue's men opened fire on everyone, and Pietro dashed off to cause trouble. Wanda melted into the melee; Loki was determined to find her before she started playing mind games.

Loki heard more than saw the commotion around him, trying not to seriously injure Klaue's men and stimultaneously destroy Ultron's droids. At one point he saw Steve slam his shield into the dazed speedster, sending Pietro backwards into a pile that was now mostly rubble. Steve said, "Stay down, kid." Loki knew the impulsive speedster wouldn't listen, but it was a nice try.

Loki never faced Wanda head-on. She must have spotted him tailing her at a few points, because she magically threw objects into his path that he had to waste time and energy stopping or removing (telekinesis wasn't his specialty), but it never came to a face-to-face sorcerer-on-witch fight. Loki lost track of her multiple times, and the fact that he had to fight his way through a large storage ship with two other sets of enemies wasn't helping.

Eventually the fighting mostly died down, but now was Wanda's time to come out and play, because Loki heard Steve over the comms ask, "Thor! Status?"

"The girl tried to warp my mind," Thor reported, sounding mildly irritated. "Take special care, I doubt a human could keep her at bay." A pause, then semi-distractedly, "Fortunately, I am mighty."

Then his comm abruptly shorted out. Loki brought a hand to his ear in alarm. "Thor?!"

No response. He tried again. "Thor! Thor, this is not funny. Thor!"

Static. Two other comms switched off abruptly after that -after a moment Loki identified them as Steve's and Tasha's.

Damnit. That witch got to them too.

Loki set off through the ship in search of Thor. His comm crackled to life, Barton's frankly panicked voice coming over the channel. "Loki? God, please tell me the Maximoff girl didn't get you too."

"I'm okay," Loki replied, and he could hear Barton's sigh of relief.

"Never in a million years did I think I'd be happy to hear your voice," Barton said.

That bothered him. "Look, we're the only ones left at the moment, so why don't we just figure this out?" Loki grumbled.

"Figure what out?" Barton asked.

Loki sighed. "This. Us. Whatever's going on here."

"There's nothing to discuss." Barton's tone was hostile, but Loki pushed on regardless.

"Yes, there is, and you know it. Ever since I got here, except for that strange comm conversation we had during the speakeasy raid, you've actively either hated me or ignored me. I've apologized multiple times for mind-controlling you during the New York thing, and yet still you seem to hate me with every inch of your being. I just don't understand -"

"I don't hate you!" Barton exploded. Loki tilted his head, though he knew Barton couldn't see him.

"Pardon?"

When the archer spoke next, it was in a much calmer tone. "I don't hate you. I hate what I did while I was under the scepter's control - and no, I don't blame you for that anymore, I know you were just as much a victim there as I was and I forgave you a long time ago. I'm absolutely terrified of my own head now, because that scepter...it makes you do things, sure, but there's always some pre-existing basis, something that the scepter draws on to fuel your actions while under its control. The things I did, the people I killed, that was most likely pain drawn from my past, and I'm terrified that the monster I used to be still exists, because buried somewhere inside me was the motivation to do that. But honestly, what I hate most of all? The way people, yourself included, just dismiss the events of New York offhand, like it was just another day at work. Now, sure, something like that might be, but that was our very first mission, you were our very first mission, and no one seems to take into consideration the pain that led up to that, the psychological hell everyone controlled by that scepter was put through. Everyone just dismisses it as 'the New York thing' without ever thinking about the cost. Because there's always a price - heroism always, always comes with a price."

Barton fell silent, and Loki let his words sink in. It all made so much sense now. Barton had simply been taking his anger and frustration out on Loki because he was the easiest target, the man who'd esentially created the Avengers by tearing the archer's life apart. And Barton's issue with people dismissing New York made sense, too.

Before Loki could say any of this, however, Loki found Thor. He'd collapsed onto the floor, something that had Loki running to his side immediately as Tony's voice came over the comms.

"Natasha, I could really use a lullaby."

"Well, that's not gonna happen," Barton said, and Loki assumed he'd reached Tasha. "Not for a while. The whole team is down. You got no backup here."

Thor stirred in front of him. He looked around in confusion, probably trying to shake off whatever vision Wanda had put in his head. Loki offered a hand to help pull the Thunderer to his feet, and Thor swayed once there, causing Loki to move to his side. "I got you," he murmured. "I got you."

"Loki...?" Thor's voice was weaker than Loki had ever heard it, even the time he'd accidentally poisoned himself when they were kids. It had been Loki who found the cure, but Odin had told the city that it was a miracle recovery and Loki had received no credit.

"I'm here," Loki said. "Come on. Where's Mjolnir? Let's get back to the Quinjet."

They located Mjolnir fairly quickly. Thor mumbled as they walked (they couldn't very well fly while Thor was out of it, and Loki hadn't wanted to risk teleportation with Thor in his current state), "Loki...Loki, tell me something."

"What?" Loki asked, voice more gentle than he usually let it get.

"Anything. A story, a memory. Just distract me," Thor requested.

"Okay." Loki thought for a moment, then smiled softly and asked, "Do you remember when we were kids and you poisoned yourself by accident?"

Thor chuckled. "Yes, quite vividly. What was it I had eaten?"

"A houseplant hemlock," Loki recalled. "You had been out doing something or other with the Warriors Three and Sif, and from what Fandral told me Volstagg had dared you to eat the next new plant you saw. It just happened to be the hemlock, not that any of you knew what it was at the time."

"Why's it called a houseplant hemlock, anyway?" Thor asked.

"I don't know, actually," Loki said thoughtfully. "I think it might be because the plant looks like something you'd keep as a decorative houseplant."

Thor chuckled. "I got sick fast. I just remember that the room always seemed too bright, and that I kept hallucinating."

"I was the one who found the antidote," Loki remembered. "Odin, however, dick father that he was, covered my involvement in saving your life up; he told the people it was simply a miracle recovery. No one except the lead healer knew anything of my involvement."

Thor glanced at him. "I knew. I always knew it was you, Loki. No matter what Father said, I always knew you were the one who saved me." Thor smiled. "You've always saved me. And you always will."

Loki's heart warmed. "That's completely cheesy."

"I know," Thor murmured. "But it's also true."

Loki smiled. "Shut up and let me save you again, you дурак."

Thor didn't even object to being called a fool in Russian again.

The tension in the Quinjet was almost tangible. Ultron and the Maximoffs had struck a real blow against them all today.

The only sound other than the drone of flight and their breathing was Maria's grave report.

"The news is loving you guys," Maria reported. "Nobody else is. There's been no official call for Banner's arrest, but...it's in the air."

"The Stark Relief Foundation?" Tony questioned.

"Already on the scene," Maria assured him. "How's the team?"

"Everyone's..." Tony trailed off, glanced around the silent Quinjet. Loki sat beside Thor, Tasha opposite them, Bruce against some contraption, Steve across the Quinjet from them. Barton piloted. No one spoke; they were all lost in their own heads. Tony sighed. "We took a hit. We'll shake it off."

"Well, for now I'd stay in stealth mode," Maria said with a sigh. "And stay away from here."

"So...run and hide?" Tony asked, slight disbelief coloring his tone.

"Until we can find Ultron...I don't have a lot else to offer," Maria said apologetically.

Tony sighed again and glanced back at the broken team. "Neither do we." He switched off the screen, ending the call, and stood to walk over to Barton.

"Hey, you wanna switch out?" Tony asked.

Barton flipped a few switches and replied, "No, I'm good. If you wanna get some kip, now's a good time, 'cause we're still a few hours out."

"A few hours from where?" Tony questioned.

Barton sighed, ever so slightly. "A safe house."

Tony didn't press. Loki, who'd been watching the whole exchange, curled up at Thor's side. If they were still a few hours out, he could get some sleep like Barton had suggested.

Loki watched as Tony walked over to where Steve sat and claimed the seat beside him. He noticed Steve absently put his arm around his boyfriend, pulling him closer.

Tony settled into the position with yet another sigh. Steve held him a little closer.

Loki leaned his head on Thor's shoulder and closed his eyes.

They were still silent a few hours later when Barton landed the Quinjet at a scenic farmhouse that looked too out-of-place for the current mood. They trudged single-file up to the door.

"What is this place?" Thor asked, the first to break the silence since Tony's call had ended.

"A safe house?" Tony said, sounding unsure.

"Let's hope," Barton said, and opened the door. "Laura? I'm home."

The Avengers followed him inside to find a cozy house that had a messy, lived-in feel to it. There were toys all over the floor, evidence of a kid or kids, and the place was brightly lit from the large windows that let the daylight in.

A woman came padding out of the kitchen, a tired but warm smile on her face.

"Hi. Company. Sorry I didn't call ahead," Barton said.

"Hey," Laura replied. The two embraced. Tony watched the scene with disbelieving eyes.

"This is an agent of some kind," Tony insisted to Thor.

"Gentlemen, this is Laura," Barton introduced. "She's an old friend, and essentially the nanny while Phil and I are both at work."

"I...know all of your names," Laura blushed, raising a hand in greeting.

Nanny? Loki thought. Why could he possibly need a -

Before he could finish the thought, the sound of running feet was heard, and Barton smiled as he knelt down, muttering, "Oh-oh, incoming!"

Two little kids ran into the room, a boy and a girl. The girl shouted, "Dad!" as she ran into Barton's waiting arms, the boy a little slower to follow. Barton grinned and said, "I see her!" to his daughter before kissing the top of his son's head and adding, "Hey, buddy! How you guys doing?"

Tony was still incredulous. "These are...smaller agents."

Loki smirked. This was rather adorable, watching Barton interact with his kids. His daughter asked, "Did you bring Auntie Nat?"

Tasha, smiling, stepped out from the end of the line and approached, saying, "Why don't you hug her and find out?" The girl all but jumped into Tasha's arms.

"Sorry to barge in on you," Steve apologized to Laura.

"Yeah, we would have called ahead, but we were busy having no idea that you existed," Tony snarked.

"Yeah, well." Barton straightened, his son in his arms, and explained, "Fury helped me set this up when Phil and I decided we wanted to adopt kids. He kept it off S.H.I.E.L.D.'s files. I'd like to keep it that way. I figured it's a good place to lay low."

The Avengers all exchanged slightly uncomfortable looks. Better than nothing.

Thor stepped on a Lego accidentally, then looked down to find Barton's little daughter staring up at him with wide eyes. Loki watched him, worried; Thor had been acting off ever since Wanda had gotten into his head. Abruptly, the Thunderer turned and strode out of the house. Both Loki and Steve followed him.

"Thor!" Steve called.

"I saw something in that dream," Thor said by way of explanation. "I need answers. I won't find them here."

"Let me come with you," Loki said.

Thor took his hand. "I can't. I'm sorry. I have to figure this out on my own."

Loki met his eyes, emerald green searching electric blue, and he saw the haunted look in Thor's, the need to find what he missed. Loki nodded.

"Go. But be careful. We've been separated on missions too much lately," Loki told him.

Thor nodded back, slightly, and gave him a quick kiss. Then he stepped back, swung Mjolnir, and next second he was flying away.

Steve turned to re-enter the house, but paused, probably remembering his own vision. He hesitated, then turned.

"You'll be okay?" Loki asked.

"Yeah. I'm not going far. Just need to clear my head," Steve replied.

Loki nodded and let him go, entering the house once more. He magically changed his outfit to something more comfortable - a black T-shirt with the Avengers 'A' in green-and-gold outlining on the front, a leather jacket that Loki had discovered was quite comfortable, and black jeans (apparently he was going for the black today).

Satisfied with his outfit, Loki set about trying to find Barton to finish their conversation. He found the archer fairly quickly. He'd changed clothes too, a flannel overshirt over a plain black T-shirt and jeans. Barton was sprawled out on the couch in the living room, looking a bit defeated. The mood was going around.

"I was tortured," Loki said from where he leaned against the doorframe.

Barton looked over in surprise. "What?"

"I was tortured," Loki repeated. "After the Chitauri found me. I'd been drifting in the Void for what felt like months, so I was already weaker than I usually am. I was captured. Tortured. Physical and psychological hell, long before they deemed me ready to become a mind-controlled servant. Long before they gave me that scepter and sent me to Earth."

Barton said nothing, watching him with something like disbelief in his eyes. Loki came into the room and took the chair across from him.

"You're not the only person whose suffering goes ignored," Loki said. "You're not the only person New York left scars on. What do you think led Tony to create Ultron? His PTSD and fear of failure. Why do you think I've been so reserved about finding this thing? I know what it does to a person. I know the pain it brings. The wounds it leaves. I know what a terrible thing it is. I want nothing more than to blast the thing to hell, but something tells me that wouldn't work." Loki sighed. "You're right. People dismiss New York now as if it was just another day on the job. But it was real, it happened, and it left scars. That's not something that just goes away."

Still Barton said nothing. Loki sighed again. "Look, what you went through, what we both went through, it was horrible. And now we've got a witch running around playing mind games with our team. But somehow, we have got to move past it and accept that things will never be the same. People dismiss New York because they're trying to forget. We just have to accept that we won't and let them try. We have to move on. Our lives are always going to be insane, Barton. The least we can do is make it a little more bearable."

"It's Clint," Barton said finally.

Loki tilted his head. "Pardon?"

"My name. It's Clint."

"I know that."

"You don't understand. I've seen you turn into a wolf before my eyes. Hell, you even let me pet you, which is a sentence I never thought I'd hear myself say. And you helped save my life a few days ago. You've done nothing but try to be a better man ever since Thor first brought you back here all those years ago. I've watched you go from the self-centered, closed-off, angry man that you were to the kind, sarcastic, caring Avenger that's sitting in front of me. You've got a lot of dedication in you, a lot of ferocity that didn't come through back in 2012. You really do seem to care about people now. I've noticed it all. You're a different person, a better one, and it's about damn time I realized that," Barton explained. "So it's Clint."

Loki nodded at him. "Noted...Clint."

Clint nodded back. He glanced out the window.

"Steve and Tony look like they're arguing," he commented.

Loki followed the archer's gaze. The pair were out chopping wood, though that activity had stalled and they appeared, as Clint had said, to be arguing.

"Yeah, well, tensions are high," Loki sighed. "Steve got whammied too, you know."

Clint looked at him funny. "'Whammied'?" he asked. "Where'd you pick that one up?"

"Tasha," Loki laughed. "She's taught me quite a bit about strange human sayings. I get the feeling she was messing with me with 'whammied' though."

Clint laughed. "Possibly. But it is an actual word, I think."

Loki shrugged. "Who knows."

They fell silent for a moment. Loki marveled at how easy it had been to slip into the joking manner they'd just shared, despite Clint having hated him for so long. How easily he'd shifted from calling him "Barton" to calling him "Clint," even in his head. How strange it was that two people who'd been at odds for most of their time knowing each other could joke around so effortlessly, as if they'd been friends the whole time.

"You know, you're not actually a terrible person," Clint half-joked, breaking the silence.

"You're not so bad yourself," Loki replied. "And your family is adorable."

"Thanks," Clint smiled. "I know they are. Their names are Cooper and Lila."

"Good names," Loki complimented.

"Thanks. We adopted Cooper when the kid was two, after his mother died. She'd been under S.H.I.E.L.D. protection at the time, and had gotten to know Phil pretty well; she specifically asked him to continue raising her son. Lila was an infant, her father having died overseas and her mother in childbirth. I was the one who found her, after one of my many trips to the hospital during a long op," Clint remembered. "She looked so adorable. I brought her back with me when we left, and Phil fell in love the moment he laid eyes on her, so...here she is."

Loki smiled. "This is nice," he said. "The calm in the eye of the storm, as it were."

Clint nodded. "Like Stark said. We took a hit. We'll shake it off."

"Just like we always do," Loki agreed.

The two Avengers sat there in a silence that wasn't nearly as frozen as it used to be, truly united for perhaps the first time in three years even as the world steadily went to hell around them.

Nobody had been shocked to see that Fury had been waiting for them. Seeing him in civilian clothes, standing in Clint's kitchen while the rest of the Avengers settled down in the dining room, was a little more shocking.

"Ultron took you folks out of play to buy himself time," Fury stated. "My contacts all say he's building something. The amount of vibranium he made off with, I don't think it's just one thing."

"What about Ultron himself?" Steve asked.

"Ah, he's easy to track, he's everywhere," Fury said. "Guy's multiplying faster than a Catholic rabbit. Still doesn't help us get an angle on any of his plans, though."

"He still going after launch codes?" Tony questioned.

"Yes, he is, but he's not making any headway," Fury said, sounding slightly impressed.

"I cracked the Pentagon's firewall in high school on a dare," Tony said pointedly. Loki supposed it didn't make much sense; Ultron was smart, too smart, so how could he fail to gain access to nuclear weapons?

"Yeah, well, I contacted our friends at the NEXUS about that," Fury continued.

"NEXUS?" Steve asked, confused.

"It's the world internet hub in Oslo," Bruce explained. "Every byte of data flows through there. Fastest access on Earth."

"So what'd they say?" Clint asked from where he was busy throwing darts.

"He's fixated on the missiles, but the codes are constantly being changed," Fury reported.

"By whom?" Tony asked.

"Parties unknown," Fury replied.

"Do we have an ally?" Tasha inquired.

"Ultron's got an enemy, that's not the same thing," Fury cautioned. "Still, I'd pay folding money to know who it is."

"I might need to visit Oslo, find our 'unknown'," Tony mused.

Natasha smiled ruefully. "Well, this is good times, boss, but I was kinda hoping when I saw you, you'd have more than that."

"I do," Fury said. "I have you." The Avengers all exchanged looks. "Back in the day, I had eyes everywhere, ears everywhere else," Fury continued. "Now here we all are, back on Earth, with nothing but our wit and our will to save the world. So stand. Outwit the platinum bastard."

"Steve doesn't like that kind of talk," Tasha teased.

Steve gave her a look and she grinned a mischevious grin worthy of Loki. "You know what, Romanoff?" Steve said, smiling and shaking his head.

"So what does he want?" Fury asked.

"To become better," Steve replied. "Better than us. He keeps building bodies."

"Person bodies," Tony interjected. "The human form is inefficient - biologically speaking, we're outmoded. But he keeps coming back to it."

"When you two programmed him to protect the human race, you amazingly failed," Tasha remarked.

"They don't need to be protected, they need to evolve," Bruce said abruptly. Everyone looked at him curiously. He elaborated. "Ultron's going to evolve."

"How?" Fury asked.

Bruce looked around gravely. "Has anyone been in contact with Helen Cho?"

The Avengers were preparing to leave. As nice and much-needed as the layover at Clint's farm had been, now that they had an idea of what Ultron was planning they had to move. Loki watched Tony and Steve from his position in the doorway.

"I'll take Natasha and Clint," Steve said as he slipped his shield onto his back.

"Alright, strictly recon," Tony replied. "I'll hit the NEXUS and join you as soon as I can."

"If Ultron really is building a body..." Steve trailed off.

"He'll be more powerful than any of us," Tony confirmed gravely. "Maybe all of us. An android designed by a robot."

"You know, I really miss the days when the weirdest thing science ever created was me," Steve said, in an attempt to lighten the mood. Tony smiled.

"I'll drop Banner and Loki off at the Tower," Fury said from where he'd appeared on the other side of the room. "Do you mind if I borrow Ms. Hill?"

"She's all yours, apparently," Tony said, a subtle dig at the fact that Maria had been keeping Fury updated the whole time. "What are you gonna do?"

"I don't know," Fury said, shrugging on his coat. "Something dramatic, I hope."

He left. Loki continued watching as Steve and Tony shared the moment.

"Be careful out there, okay?" Tony said. "I don't want my super-soldier coming home too damaged."

Steve smiled. "I'll be as careful as I can be. You do the same. Don't damage yourself."

"I'll be fine, Stevie," Tony smiled, using the nickname on purpose. "Don't worry."

Steve smiled. Loki walked away before he could see them kiss; he'd intruded on their moment long enough.

He could only hope that Thor, wherever he was, was safe and finding the answers he was looking for.

The lab was too quiet without the rest of the Avengers. At the moment, it was just Loki, Bruce, and Tony, who'd arrived a few minutes prior.

When Clint radioed in telling them he had the Cradle but no Steve or Tasha and explained what had happened, Loki cursed. So Ultron had Tasha, and Steve's welfare was unknown. Loki could see Tony's worry in the genius' honey brown eyes, but his expression betrayed nothing.

Clint arrived about an hour later (good time, considering he'd flown from Seoul, Korea), and immediately after depositing the Cradle he asked, "Anything on Nat?"

"Haven't heard," Tony said. "But she's alive, or Ultron'd be rubbing our faces in it."

"This is sealed tight," Clint warned, referring to the Cradle.

"We're going to need access to the program, to break it down from within," Bruce told him.

"Hm," Tony hummed noncomittally. Then, to Clint, "Any chance Natasha might leave you a message? Outside the internet, old-school spy stuff?"

Clint considered, then nodded and said, "There's some nets I can cast. Yeah, alright. I'll find her."

He walked away. Bruce turned to the monitors and began talking. "I can work on tissue degeneration, if you can fry whatever operational system Cho implanted."

Tony shifted. "Yeah, about that."

Bruce turned around and read the look on Tony's face loud and clear. "No."

"You have to trust me," Tony implored.

"Kinda don't," Bruce said flatly.

"Our ally? The guy protecting the military's nuclear codes? I found him," Tony said, and pulled up the reconstructed 3D image of JARVIS.

"Hello, Doctor Banner," JARVIS said.

"Ultron didn't go after JARVIS because he was angry, he attacked him because he was scared of what he can do," Tony explained. "So JARVIS went underground. Okay?Scattered, dumped his memory. But not his protocols. He didn't even know he was in there until I pieced him together."

"So you want me to help you put JARVIS into this thing?" Bruce asked incredulously.

"No, of course not!" Tony said, and he sounded sincere. But it was ruined when he continued, "I want to help you put JARVIS into this thing."

Bruce shook his head. Loki sighed. Tony attempted to cajole him into it. "We're out of my field here. You know bio-organics better than anyone."

"And you just assume that JARVIS' operational matrix can beat Ultron's?" Bruce asked, skeptical.

"JARVIS has been beating him from the inside without knowing it," Tony said. "This is the opportunity - we can create Ultron's perfect self, without the homicidal glitches he thinks are his winning personality. We have to."

"I believe it's worth a go," JARVIS inserted helpfully.

"No, I'm in a loop!" Bruce exclaimed, turning away, shaking his head. "I'm caught in a time loop, this is exactly where it all went wrong!"

Tony caught him by the shoulders and all but forced him to meet his eyes. "I know, I know. I know what everyone's going to say, but they're already saying it. We're mad scientists. We're monsters, buddy. You gotta own it. Make a stand." Bruce shook his head again. "It's not a loop," Tony insisted. "It's the end of the line."

Loki turned away. Bruce was caving. There was no stopping this.

He just hoped Tony knew what he was doing.

"This framework is not compatible," Tony said a few hours later. He and Bruce had been working nonstop to bring this new JARVIS-droid thing to life. Loki had been reading, knowing it was no use trying to talk them out of it. Even if he managed to make Bruce see sense, Tony wouldn't stop until his mistake with Ultron was fixed.

"The genetic coding tower's at ninety-seven percent," Bruce reported. "You have got to upload that schematic in the next three minutes."

Just then, Steve and the Maximoff twins showed up.

"I'm gonna say this once," Steve said, a warning in his tone.

"How about 'nonce'?" Tony shot back.

"Shut it down!" Steve exclaimed.

"Nope, not gonna happen," Tony said.

"You don't know what you're doing," Steve warned.

"And you do?" Bruce countered, cocking his head at Wanda. "She's not in your head?"

"I know you're angry," Wanda started.

"Oh, we're way past that," Bruce deadpanned. "I could choke the life out of you and never change a shade."

"Banner, after everything that's happened..." Steve tried.

They all started talking at once. Loki watched with a sense of mounting dread, his book forgotten.

"That's nothing compared to what's coming!" Tony exclaimed.

"You don't know what's in there!" Wanda.

"This isn't a game, Stark!" Steve.

"The creature...!" Wanda.

Pietro, fed up with the arguing, sped around and unplugged everything connecting the Cradle to whatever had been charging it. He stopped beside Bruce, the last cable still in hand.

"No, no. Go on. You were saying?" Pietro said. Tony looked horrified. A shot rang out, a bullet appearing in the air for a brief second, and then Pietro fell through the shattered glass floor. Wanda shouted, "Pietro!" as he landed in a heap beneath, where Clint stepped on his leg to keep him there.

"What, you didn't see that coming?" Clint smirked.

The display on the Cradle read 'POWER LOSS CRITICAL,' causing Tony to rush to the nearest computer. "I'm rerouting the upload."

Unsure what to do, Steve threw his shield; it bounced off a few things in the confined space. Tony summoned part of his armor to his hand, the repulsor making its distinctive whine as it powered up. He fired at Steve, throwing the super-soldier backwards with an "Oof!" on Steve's part. Wanda tried to call on her magic as Tony's back- and chestplates flew to him, but Bruce was behind her in seconds, putting her in a headlock and muttering in her ear, "Go ahead, piss me off."

Clint bounded up from below with a gun in hand, and Steve got back up to rush Tony again. Tony blasted him backwards again with the repulsor, sending him crashing through a glass board they used to write equations on. He landed with another "oof" as Wanda elbowed Bruce, then spun around and used her magic to push him back. Loki shot to his feet, hand glowing green, in case the Hulk decided to make himself known.

Then things got even more weird as Thor skidded in from the side, then leaped onto the cradle in one epic move. As Bruce shouted "Wait!", Thor called on his lightning and pounded Mjolnir down on top of the Cradle. Everyone stood frozen in shock asthe lightning danced through the room, and then all of a sudden the Cradle burst open, sending Thor flying backwards. A man-shaped figure with red skin balanced out by metallic vibranium pieces burst out of the Cradle, landing in a crouch; it straightened, looking around, and saw Thor, then jumped at him. The Thunderer flipped him (Loki decided it was a him) around and threw him across the lab, where he came to a hovering stop at the window and stared at his reflection.

Thor stumbled back to his feet, and Steve (who'd retrieved his shield) jumped down from where he stood. Thor held up a hand, telling him to wait. They all watched the android gaze out over the skyline of New York, then study his own reflection. After a moment, he lowered his hand, and next second had apparently conjured some clothes. He drifted back over to where Thor stood, and spoke.

"I'm sorry, that was...odd," he said. He looked at Thor. "Thank you." He self-consciously added a shimmering yellow-and-gold cape to his outfit.

"Thor, you helped create this?" Steve asked.

"I've had a vision," Thor said. "A whirlpool that sucks in all hope of life, and at its center...it that." He pointed at the glowing yellow stone in their creation's head. Loki gasped as he recognized it, and a quick look at Thor confirmed it.

"What, the gem?" Bruce asked, confused.

"It's the Mind Stone," Thor explained. "It's one of the six Infinity Stones, the greatest power in the universe, unparalleled in its destructive capabilities."

"Then why would you bring it to...?" Steve started to ask, but Thor cut him off.

"Because Stark is right."

"Oh, it's definitely the end times," Bruce muttered.

"The Avengers cannot defeat Ultron," Thor stressed.

"Not alone," the android added.

"Why does your 'vision' sound like JARVIS?" Steve asked.

"We...we reconfigured JARVIS' matrix to create something new," Tony managed.

"I think I've had my fill of new," Steve muttered.

The vision - actually, that was as good a name as any, Vision - looked at Steve curiously. "You think I'm a child of Ultron."

"You're not?" Steve challenged.

Vision considered. "I am not Ultron. I am not...JARVIS. I am...I am."

He left it at that. Wanda spoke up, fear in her eyes. "I looked in your head and saw annihilation."

"Look again," Vision offered.

Clint snorted. "Yeah, her seal of approval means jack to me."

"Their powers, the horrors in our heads, Ultron himself, they all came from the Mind Stone, and they're nothing compared to what it can unleash," Thor implored. "But with it on our side..."

"Is it?" Steve asked. He turned to Vision. "Are you? On our side?"

"I don't think it's that simple," Vision worried.

"Well, it better get real simple real soon," Clint all but threatened.

"I am on the side of life," Vision said. "Ultron isn't. He will end it all."

"What's he waiting for?" Tony asked.

"You," Vision replied.

"Where?" Bruce questioned.

"Sokovia," Clint answered. "He's got Nat there too."

"If we're wrong about you..." Bruce said, addressing Vision. "If you're the monster that Ultron made you to be..."

"What will you do?" Vision glanced around at each of their faces, realizing as he did so that they would all destroy him in a heartbeat. He nodded, accepting that, and said, "I don't want to kill Ultron. He's unique, and he's in pain. But that pain will roll over the Earth, so he must be destroyed. Every form he's built, every trace of his presence on the net. We have to act now. And not one of us can do it without the others." He paused, then continued. "Maybe I am a monster. I don't think I'd know if I were one. I'm not what you are, and not what you intended. So there may be no way to make you trust me. But we need to go."

Then, to everyone's shock, he picked up Mjolnir effortlessly and held it out to Thor, who took it. Vision then walked away like nothing had happened.

Somewhat awkwardly, Thor patted Tony on the shoulder and said, "Right. Well done."

Steve addressed the others. "Three minutes," he said. "Get what you need."

They all started suiting up. Loki magically changed his outfit back to his armor; Clint pulled on his own armor and slung his quiver over his shoulder; over in the corner, Pietro pulled on a light blue athletic shirt and a pair of specially designed running shoes, then threw a red jacket at his sister; Tony installed a new program, FRIDAY, into his suit since JARVIS was no longer available.

The team then gathered again in the lab.

"No way we all get through this," Tony said. "If even one tin soldier is left standing, we've lost. It's gonna be blood on the floor."

"I got no plans tomorrow night," Steve said with a rueful smile.

"I get first crack at the big guy," Tony half-stated, half-requested. "Iron Man's the one he's waiting for."

"That's true, he hates you the most," Vision said helpfully, walking past.

Loki smothered a smirk as Steve addressed the team. "Ultron knows we're coming. Odds are we'll be riding into heavy fire, and that's what we signed up for. But the people of Sokovia, they didn't. So our priority is getting them out. All they want is to live their lives in peace, and that's not going to happen today. But we can do our best to protect them. And we can get the job done, and find out what Ultron's been building. We find Romanoff, and we clear the field. Keep the fight between us."

Steve glanced around at all their determined faces and continued, "Ultron thinks we're monsters, that we're what's wrong with the world. This isn't just about beating him. It's about whether he's right."

As Steve met each person's gaze, they nodded back at him; Loki figured it was a show of respect for their leader, and a show of their committment.

Loki found Thor's hand and gave it a squeeze as Steve spoke again. "Good luck, Avengers."

"Go, come on, get to the bridge, get out of here," Loki said, shepherding a herd of Sokovians through the streets. They were all, save Bruce (who'd gone to retrieve Tasha), Vision (who was waiting on Tony's signal), and Tony (who'd flown to the church to confront Ultron), helping evacuate the city.

Ultron's droids started erupting out of nowhere. Over the comms, Loki heard Steve shout, "GO!"

"Get off the bridge! Run!" Wanda called, her comm switched on.

"Alright, people, MOVE IT!" Loki shouted. "Get off the bridge! Out of the way! Like the woman said, RUN!"

People obeyed, screaming, as they caught sight of the Ultron droids. Loki cursed and started blasting them out of the way with his magic. He conjured daggers out of nowhere, and he knew exactly how to throw them to make sure they lodged deep in the droids' reactors. Three bore down on him at once, and Loki risked calling on the ice reserve to form a shield. The first droid shattered on impact; Loki caught the other two midair with his magic, though it cost more energy than it should (again, telekinesis wasn't really his specialty), and threw a dagger at one while he made the other self-destruct in a fireworks display. He then spun around and drove another dagger deep into the chestplate of one that had been trying to sneak up behind him.

Clear of droids for a moment, Loki turned to see a crowd of people watching, wide-eyed.

"What are you all standing there for? Run!" Loki commanded, and the Sokovians scattered.

Abruptly, the ground started to crack and shake. Loki stumbled, as did the civilians.

Loki pressed the comm in his ear as Tony said, "FRIDAY?"

"Sokovia's going for a ride," the new AI said, her female voice worried.

"Do you see?" Ultron asked, his voice coming from everywhere at once. "The beauty of it, the inevitability. You rise, only to fall. You, Avengers, you are my meteor, my swift and terrible sword, and the Earth will crack with the weight of your failure. Purge me from your computers, turn my own flesh against me, it means nothing. When the dust settles, the only thing living in this world - will be metal."

More Ultron droids kept pouring in from nowhere as the city of Novi Grad rose into the air. Loki tried to corral the Sokovians back into the city, away from the edge, while stimultaneously fighting off the Ultron droids. He wouldn't give up, no matter how demotivational Ultron's speech was. He couldn't give up.

"Cap, you have incoming," Tony reported, a little late.

"Incoming already came in," Steve groaned. "Stark, you worry about bringing the city back down safely. The rest of us have one job: Tear these things apart. If you get hurt, hurt 'em back. If you get killed..." He paused. "Walk it off."

Loki grinned, and the Avengers got to work.

The battle was a blur of trying to save falling civilians, blasting away Ultron droids, and attempting to figure out a way to get the civilians to safety. The rising of the city was making the buildings in it destabilize, structures cracking and crumbling. There was nowhere safe.

Loki ended up near the torn-apart bridge where Steve was busy rescuing a woman whose car had fallen. A droid tried to creep up on him, but he smashed its face in with his shield.

"You can't save them all," Ultron growled from another droid that appeared. "You'll never -"

Steve threw it over the edge. "You'll never what?" he asked, shouting after it. "You didn't finish!"

Loki smirked and absently threw a dagger at an incoming droid. He watched as Thor flew up and set down the other car, landing next to Steve.

"What, were you napping?" Steve asked as the pair jogged off and a man tumbled out of the car Thor had rescued.

Later, Loki heard Clint over the comms. "Alright, we're all clear here."

Steve, who Loki could see being bombarded by a group of Ultron droids not too far away (somehow he, Tasha, and Steve had ended up in the thick of the fighting), shouted, "We are not clear! We are very not clear!"

"Alright, coming to you," Clint reported, and the comm switched off.

Steve appeared to notice Tasha, who was busy with a droid. Another one approached from behind. "Romanoff!" he shouted, and threw her his shield. She sheltered behind it as the droid fired, then shot back and threw the shield back to Steve.

"Thanks," she said.

The fight continued, until there was a brief lull. Loki made his way over to Steve and Tasha.

"The next wave's gonna hit any minute," Steve said. "What have you got, Stark?"

"Well, nothing great," Tony sighed, and Loki could hear the resignation in his voice. "Maybe a way to blow up the city. That'll keep it from impacting the surface if you guys can get clear."

"I asked for a solution, not an escape plan," Steve said, but Loki could hear the defeat in his voice too.

"Impact radius is getting bigger every second," Tony reminded them. "We're going to have to make a choice."

"Cap, these people are going nowhere," Tasha told Steve. "If Stark finds a way to blow this rock..."

"Not 'til everyone's safe," Steve insisted.

Tasha gave him a look. "Everyone up here versus everyone down there? There's no math there."

"I'm not leaving this rock with one civilian on it," Steve said fiercely.

Tasha caught his gaze. "I didn't say we should leave." She looked from Steve to Loki and back again, then out at the clouds and the ground far below. "There's worse ways to go," she shrugged. Then she smirked. "Where else am I gonna get a view like this?"

"Glad you like the view, Romanoff," a familiar voice said over the comms. "It's about to get better."

Pietro sped over and stopped below them as a huge helicarrier rose into view. A grin stole across Loki's face as Fury spoke again. "Nice, right? I pulled her out of mothballs with a couple of old friends. She's dusty, but she'll do."

"Fury, you son of a bitch," Steve said, a grin that matched Loki's on his face.

"Oo-hoo, you kiss your mother with that mouth?" Fury teased, and Loki could hear the smirk in his voice. Steve sighed; that "language" comment was going to haunt him forever.

"Altitude is eighteen thousand and climbing." Maria's voice was heard over the comm.

Another agent spoke. "Lifeboats secure to deploy. Disengage in three, two...take 'em out."

A handful of lifeboats detached from the hangar bay on the helicarrier and began flying in towards the city. Behind them, the civilians cheered.

"This is S.H.I.E.L.D.?" Pietro asked, watching the lifeboats in wonder.

"This is what S.H.I.E.L.D.'s supposed to be," Steve confirmed.

Pietro smiled. "This is not so bad."

"Let's load 'em up!" Steve shouted, and the Avengers sprang into action once more.

"Sir, we have multiple bogies converging on our starboard flank," Maria reported.

Loki could hear Fury's smirk as he ordered, "Show 'em what we got."

Maria addressed someone new. "You're up."

Rhodey, in full War Machine armor, flew into the scene, shooting down a bunch of droids. "Yes!" he shouted. "Now this is gonna be a good story."

Tony appeared in the air beside him. "Yep. If you live to tell it," he agreed, and Loki could hear the grin in his voice too. Everyone was relieved at seeing Fury's helicarrier.

"You think I can't hold my own?" Rhodey asked.

"We get through this, I'll hold your own," Tony snarked.

"You had to make it weird," Rhodey sighed.

"Yes, he did," Loki chimed in.

"Shut up, Trickster," Tony grumbled.

All around the city, the other Avengers helped shepherd the Sokovians onto the lifeboats to be taken back to the Helicarrier. Tony and Rhodey took care of most of the droids, and those that they couldn't get the rest of them dealt with. Wanda was a truly impressive sight, her glowing red magic paralyzing the unfortunate droids that got in her way. Loki made a mental note to offer to train her when this was all over.

"Alright, let's load 'em up!" Clint was shouting. "Alright, here we go. Here we go, let's move! Let's go, everyone!"

The rest of them echoed the sentiment, corralling people onto the boats.

The agent from before said, "Number six boat is topped and locked. Or, uh, or stocked, topped...it's, uh, full of people."

Loki actually chuckled, but then a loud, "INCOMING!" from Maria cut it off. The sound of gunfire as a droid crashed through the glass filled the comms, bringing Loki back to the present.

"Thor, I got a plan!" Tony shouted over the comms.

"We're out of time," Thor reported. "They're coming for the core."

"Rhodey, get the rest of the people on board that carrier," Tony ordered.

"On it," Rhodey said.

"Avengers, time to work for a living," Tony told the rest of them.

They gathered in the church, where Thor and Vision already waited. Loki knew they'd been confronting Ultron and was relieved to see Thor no worse for the wear.

"You good?" Pietro asked his sister.

Wanda nodded. "Yeah."

"Romanoff?" Tony asked, since Tasha and Hulk were the only two not present yet. "You and Banner better not be playing 'hide the zucchini'."

"Relax, shell-head," Tasha snarked, pulling up in someone's stolen yellow truck. "Not all of us can fly."

She jogged up to join the rest of them. "What's the drill?"

Tony pointed to the core. "This is the drill," he said. "If Ultron gets a hand on this core, we lose."

Ultron flew up in front of them. Thor, in a rather reckless move, shouted, "Is that the best you can do?!"

Ultron chuckled and summoned up his army of robots, everything that remained, to join him.

Steve sighed. "You had to ask."

"This is the best I can do," Ultron said. "This is exactly what I wanted. All of you...against all of me. How could you possibly hope to stop me?"

"Well, like the old man said," Tony dared, a challenge in his voice. "Together."

The battle resumed as the robots charged. Repulsors fired, lightning flared, red and green magic collided as droid after droid fell to the Avengers' defense. Pietro was a blur, speeding around and knocking the robots down, pulling out pieces as he went. At one point, Thor, Vision, and Tony all ended up facing Ultron's main body. In an impressive display, Thor shot lightning from Mjolnir, Vision used the Mind Stone as a sort of laser beam, and Tony fired his suit's repulsors in a steady stream at Ultron, battering him a great deal.

"You know, with the benefit of hindsight -" Ultron tried to say, but with a roar Hulk threw him across the city.

The robots started to retreat. "They'll try to leave the city," Thor warned.

"We can't let 'em, not even one," Tony stressed. "Rhodey!"

"I'm on it," Rhodey said. As he approached the robots, he added, "Oh-oh, no, I didn't say you could leave."

Vision flew in and helped destroy the fleeing robots, causing Rhodey to go, "Okay, what?" Loki figured there'd be some explaining to do once this was all over.

"We gotta move out," Steve said. "Even I can tell the air is getting thin. You guys get to the boats. I'll sweep for stragglers, be right behind you."

"What about the core?" Clint asked.

Wanda spoke. "I'll protect it." She looked Clint dead in the eye and continued, "It's my job."

Clint nodded, and the Avengers scattered. Before he left, Loki witnessed it as Pietro came to his sister's side.

"Get the people on the boats," Wanda told her brother.

"I'm not going to leave you here," Pietro protested.

"I can handle this," Wanda assured him, not even looking as she magically blasted an approaching droid to pieces.

"Hm," Pietro hummed, impressed.

Wanda continued. "Come back for me when everyone else is off, not before. You understand?"

Pietro smirked. "You know, I'm twelve minutes older than you."

Wanda chuckled. "Go." Pietro sped off, and Wanda locked eyes with Loki. He gave her a small nod. She nodded back, and Loki left to find a boat.

Loki ushered a few more people onto a boat, then watched as Thor came up beside Steve.

"Thor, I'm gonna need you back in the church," Tony said.

"Is this the last of them?" Thor asked Steve, referring to the people getting onto the boats.

Steve nodded. "Yeah. Everyone else is on the carrier."

"You know, if this works, we maybe don't walk away," Tony warned.

Thor nodded. "Maybe not."

Loki darted off the boat and up to Thor. He kissed his Thunderer, hard, then backed away, looking him in the eye. "Do me a favor and don't die," Loki told him.

Thor smiled and ran a hand through Loki's hair. "I'll do my best not to."

"I love you," Loki said.

Thor nodded. "I know you do. Now get the hell out of here."

He flew off. Loki looked at Steve.

"You're not leaving until the last second, are you?" he asked.

Steve shook his head. "Not until."

"I'm staying too," Loki decided.

They had a clear view of Clint as he ran to retrieve a boy from among the rubble, but as he did, Ultron came bearing down on them in the stolen Quinjet, firing repeatedly. Clint braced himself, assuming he was going to die -

Loki watched as a blue blur ran around and stopped the bullets. Pietro. A human shield.

No.

Loki hadn't even noticed both he and Steve had taken off running. They were close enough now to hear as Pietro spoke his final words.

"You didn't see that coming."

Then he fell, dead from so many bullets. Loki saw it as Hulk launched himself at Ultron and the Quinjet, heard Ultron's loud "Oh, for God's sake!" But he focused on none of that, helping Steve lift Pietro's body and bring it onto the nearest boat. Loki remained as Clint deposited the little boy in his mother's arms, then waved away the S.H.I.E.L.D. medic. He could sense Wanda's grief and wondered where she was, if she'd make it out in time. He admired the girl, and his previous thought about offering to train her still stood.

The city started to fall. Loki watched as the lifeboat made its way back to the helicarrier.

And then, amazingly, the falling city exploded.

Tony had done it. Thor had done it.

Tony managed to fly out mostly unscathed. Loki noticed Vision escape with Wanda in his arms. He knew they were too high up to properly see anything in the water down below, but Loki found himself hoping. Please let him be okay, please let him be okay, please let him be okay.

And then Thor emerged from the water, triumphant, and Loki sighed in relief. They'd made it. They'd all made it.

Loki glanced over at where Clint lay across the seats above Pietro's body and felt a pang of sadness.

They'd all made it...almost.

There was a new compound in upstate New York. They called it the New Avengers Facility. It was to be the Avengers' new headquarters, the Tower converted into mostly a glorified storage space. The resident Avengers would be moving into the compound's residential wing, and Sam, Rhodey, Vision, and Wanda would take up residence there too.

They'd already begun moving stuff in. Bruce had disappeared - apparently the Hulk took the Quinjet and left, in stealth mode so as not to be tracked. Wherever he was going, he didn't want to be found. Everyone else, however, moved their belongings into new rooms, redecorating. The place was a lot like the Tower, only a little more level; there were multiple floors in the East Wing, but the ground level housed S.H.I.E.L.D. offices and training rooms throughout. There was a lounge, the ever-present den for the Avengers' infamous movie nights, and the residential floors; that was about it.

Loki trailed behind Steve, Tony, and Thor as they walked through a glass hallway that led to the grounds, listening to the conversation they were having, debating why Vision was able to lift Mjolnir.

"The rules have changed," Steve insisted.

"We're dealing with something new," Tony countered.

"Well, the Vision is artificial intelligence," Steve conceded.

"A machine," said Tony.

"So it doesn't count," Steve speculated.

"No. It's not like a person lifting the hammer," Tony agreed.

"Right. Different rules for us," Steve decided.

"Nice guy, but artificial," Tony said.

"Thank you," Steve told him.

Thor half-smiled. "If he can wield the hammer, he can keep the Mind Stone. It's safe with the Vision, and these days, 'safe' is in short supply."

Steve considered. "But if you put the hammer in an elevator..."

"It would still go up," Tony insisted.

"Elevator's not worthy..." Steve countered.

Thor chuckled. "It'll only be a few days, but I'm going to miss these little talks of ours."

"Well, not if you don't leave," Tony pointed out.

"I have no choice," Thor said. "The Mind Stone is the fourth of the Infinity Stones to show up in the last few years. That's not a coincidence. Someone has been playing an intricate game and has made pawns of us. But once all these pieces are in position..."

"Triple Yahtzee?" Tony suggested.

"You think you can find out what's coming?" Steve asked. "From three days in Asgard?"

"I do," Thor said confidently. "Besides this one -" he clapped Tony on the shoulder - "there's nothing that can't be explained."

Loki caught up to him. "I don't like this."

"I know. But it's only for a few days. I'll be fine," Thor assured him. "I'll be back before you know it."

Loki nodded and kissed him once. "Be careful."

"Always am," Thor joked, and then opened the Bifrost and disappeared.

"That man has no regard for lawn maintenance," Tony snarked.

They headed for his bright orange sports car. "I'm going to go finalize some stuff with Pepper and Happy about moving all our stuff," he said. "I'll be back later."

Steve kissed him lightly. "See you then."

Steve and Loki watched as Tony drove off, back into the city. Then Loki said, "Well, shall we go find Nat?"

Steve nodded.

It was the super-soldier that spoke when they found her staring at a wall.

"You want to keep staring at the wall, or do you want to go to work?"

Tasha turned and smiled at them both as Steve continued, "I mean, it's a pretty interesting wall." Loki smirked at the sarcasm.

"I thought you and Tony were still gazing into each other's eyes," Tasha snarked as she made her way to them. "How do we look?"

"Well, we're not the '27 Yankees," Steve said, handing her a tablet as the three of them fell in step.

"We've got some hitters," Tasha shrugged.

"They're good," Loki said. "They're not a team."

Tasha grinned. "Let's beat 'em into shape."

The three of them walked through the door to one of the simulation training rooms to find Rhodey, Sam, Wanda, and Vision all waiting for them, superhero suits on and looking ready to train.

Steve glanced at first Tasha, then Loki, then looked back at the team.

"Avengers -!"

Phew, that was a lot. And we've reached the (revised) end of Ultron. Longest chapter yet...damn. Again, hope that made up for the wait, I need to go take a break now. Hope you enjoyed, please review!