In an old abandon warehouse, Black Widow stood a few feet away from the figure in the middle while Captain American stood the same amount of distance on the other side. Both Avengers with their guards up, ready to go. Cap with his shield ready, his focused eyes ready to react. Widow ready as well, her eyes look for an opening, she couldn't help but smirk. The figure in the middle of them, looks back and forth at the two of them, though calm on the surface, inside it was like a ticking time bomb. Ready to go off, at any sort of sign of movement. Caught between the two Avengers, who looked eager to take them down. Their muscles tighten, instead of relax. Feeling their heart pounding on their rib cage. Counting every single breath that left them. On the fifth one, Widow came to strike first.

Quickly blocking her strike, but she saw it coming. Striking at the ribs to her target, who narrowly missed her deadly serpent strikes. Blocking them, focusing on the spy, when realizing Cap was still there. Turning around ducking a strike from the man, coming back up with an under kick, which Cap easily deflected. Grabbing their foot, picking them up and tossing them.

The body was able to regain themselves in mid air, landing and planting their heels onto the hard ground. Not wanting to waste an second, they go and charge at the two. Who move out the way, but come down strike after strike. An intense brawl erupted between the three of them, dodging strike and blow after another. Bodies limber able to dodge anything coming their way, close combat. A deadly game being played. Trying to find distance, kicking at the two Avengers to get free.

Refusing to go down like this, victory would be there's. Muscles tighten with determination, the Avengers could see this. So they added more pressure. Widow flips back, pressing the comlink in her ear."NOW!"

Hearing her, a snarling sound was heard. From behind the figure. Turning around just barely, their eyes widen as the feral mutant Wolverine comes out of the shadows, with his claws drawn. Ready for them to taste blood. Slashing at them, luckily they move back just in time, before being shredded like cheese.

But that didn't stop the mutant, he comes up slashing like an animal with full force, no holding back. Backing them into a corner. Seeing the animalistic savagery in his eyes. Caused the person to look for another way out, trying to calm their heart which was in fight or flight. Quickly scanning their surroundings, a cargo crate hung overhead, a smile comes to their lips. Flipping back just before Widow could land a blow, landing on her shoulders. Using her to push off, flipping onto one of the crates, getting the higher ground they race towards the hook.

Quickly Cap throws his shield, which they narrowly miss. It did not stop them, running forward to the hook, just a few more feet away. Wolverine starts to slash at the crates beneath them, to bring them down, while Widow jumps up and follows in hot purist.

"I don't think so."she states calmly to them. Getting her stingers ready, taking aim and fires multiple blast. Hearing them coming the figure stops, cross their gloved covered arms in front of them. Which absorbs the incoming stingers, which slightly surprised Widow. Smiling triumphantly at her reaction, they turn back around and keep going. Snapping out of it, Widow kept up the pursuit. Almost there, until they felt something unbalanced under their feet.

Looking they see what the mutant was doing, feeling themselves falling, they push off quickly to the other side of the stacked crates and kept going. Nothing was going to to stop them, Cap throws his shield again, though this time to his surprise. It was caught, and flung right back at him. He catches it, looking to them. They where almost there, he knew along with the others if they reached it. Putting all their efforts together, charge a full on attack to stop them.

Over at the Triskelion or aka SHIELD Academy, courtesy of Nick Fury, leader of the organization SHIELD. Who had the place build for training future super-heroes to be the best, no to be the ultimate they could be. It was almost like school except there was a major difference, everyone here had superpowers of some sort. Each trainee, had their own name they went by. The group that attended this school, was not large but soon would be. Consisting of only about thirteen students with instructors from the Avengers to older heroes of the Golden Age as their instructors. Course or classes they went through to improve themselves.

A bell or one that sounded like a bell alerts the students to their next class Advanced Agility with Captain America. All the students come in ready to go, even a sluggish Spider-Man, who had over slept but still manged to make it to class on time.

Captain America looks counting making sure he had every student here and accounted for."Well, good morning everyone. Since everyone is here, we're going to start with today's course."Captain turns around, next thing the floors start to shake and split open, out of the floor rose to everyone disbelief, Spider-Man had to rub his eyes at the tricky obstacle course or he wasn't sure if it was one. It looked almost like a death trap to him, there where loops, twist and turns here and there. Not to mention surprises he was sure.

Gulping swallowing hard, he was sure that Captain America was joking. Shakily raising his hand. Cap points to the teen."Soooo that looks dangerous."

Cap looks at his course."You want to be the best of the best, things will be get difficult. If my student assistant can complete it, then so can you."

Everyone gave the Avenger a questionable look."Student assistant?"Iron Spider repeats in a question.

Cap nods his head."Yes, my student assistant, and your newest classmate."Cap looks around not seeing any sign of them."They should be here soon."Everyone looks around for any sign of someone new. They where not informed of someone new joining the ranks.

"New student?"Power Man looks around still, then to his instructor."Teach, are you sure, everyone is here."

Before Cap responded, a hooded cloaked figure comes from behind them all and flips right over the lot with great ease. Surprising them, they land with their back to them, right infront of group eyes to Captain America. They bow their head to him apologizing to the Avenger for their lateness.

Cap excuses them."It's alright."With a gesturing open hand to the others behind them."Why don't you introduce yourself, to your new classmates."

Nodding their complying to what was asked of them. They take off their hood, showing their extremely long platinum white hair in a tight low pony tail reaching to their ankles, everyone waited and wondered with anticipation on who it was. Eagerer to see who their new student was, the cloak hide their figure so it was hard to make them out, if they where male or female. Unhitching their cloak letting it drop, to show a thin well toned curvacious body, dressed in a dark orchid two piece outfit, the top a tight midriff sleeveless meridian top, the bottom long tight fitted skirt with splits on both sides running all the way up just stopping about two inches to the waist, a brown belt around the waist, with lilac colored fingerless long gloves to the passed the elbow just a bit, and knee high tight boots to match. They could tell it was a female, with mocha like skin complexion. Their back was still turn to the others, so they couldn't see their face. Until they finally decided to turn around.

Giving everyone a full view of them. Besides Spider-Man's eyes that widen, so did Iron Fist, White Tiger, Power Man and Nova. They couldn't believe what they where seeing, gasps escape their lips. It just couldn't be, the hair color wasn't the same except for the front bangs which where still their golden yellow color, bangs along with the rest of her hair that was kept out of the pony tail in an almost asymmetrical bob cut, her eyes still the same golden bright yellow that had not changed at all, but there where two red marks under her eyes looking like someone carved them in there.

Words could not even begin to express what it was the five heroes had running through their minds. They saw it with their own eyes well Nova and Power Man heard about it, she was dead. There was a funeral for her and everything, their hearts and soul felt empty. Everyone became affected after that day. Tiger remembers cradling the body in her arms, it felt so heavy and lifeless. Iron Fist remembers seeing the last bit of life escape her eyes along with hearing the her last breath leave. It was such a agonizing sight to behold. Nova and Power Man remember mourning for days, Power Man became more harder while Nova became more explosive blaming themselves them as well becoming angry with her for her choice. While Spider-Man watched helpless as it all happened.

Yet here right infront of them, after all this time, after everyone manged to heal in their own way from the tragedy that had happen. Spider-Man had gone to her grave just a few days ago. Dropping off flowers, and here right infront of his eyes and the rest she stood. As if nothing happen. He wasn't sure whether to be happy or upset if this was some sort of sick joke. So many questions ran through his mind along with the others.

The other heroes who had never seen her before did not understand the reaction of the others. But where surprised by her appearance that she was Cap America's assistant, she looked around their age.

Captain America comes over to you, placing a hand upon your shoulder."Everyone this is my assistant..."

Finally speaking."I am Kylie Fury. Or like many of you with your alias call me, Phantasma. It's a pleasure to meet you all."you smile to them.