A/N: New version of chapter 2, for those who have already read my story enjoy it again and for those reading for the first time please enjoy as well.

Disclaimer: I do not own Marvel or any of the wonderful characters. Apart from my Pan, one moment she's a part of my imagination and next she off saving the world.


All was calm as Pan stepped onto to bridge, computers hummed as the numerous SHIELD agents worked at their consoles. It was one agent in particular Pan was looking for and she spotted him across the room. Agent Coulson was observing an individual's work and he was doing a fine job of making the employee nervous, at least it makes them work hard Pan laughed mentally. As she approached Coulson she passed Agent Hill to whom she nodded a greeting. Pan had an odd relationship with Maria Hill, they weren't quite friends but they didn't dislike each other either. Pan often believed them to share a mutual respect, on her side it was because she wouldn't do half the things Maria did for Fury, far too boring a job,and Maria seemed wary of Pan, with good reason of course. So they kept to themselves, only spending time together when work required.

Walking up behind Coulson without making a sound she coughed gently, he was quick to turn around take in her appearance. She must have looked a state before she had changed because he relaxed once he saw her fresh uniform.

"Your mission was a success I hear" always about the job first, no "How are you Pan" or "Hope you didn't get hurt too much" though the second didn't really apply to her.

"When are my missions any different?" she smirked, raising an eyebrow at him, "How have you been Phil? Managing to keep SHIELD running smoothly?" He smiled to this at least, it was a joke between them now that if it weren't for him SHIELD would fall apart and in some ways it was the truth. He motioned for them to walk over to the walkway in front of the bridge's window, replying as they moved.

"It's been fine in your absence, though this latest development has been…" He paused unable to think of an appropriate word.

"Difficult?" Pan inserted for him, glancing at her he nodded. They stopped at the glass, both gazing out at the expanse of sky surrounding the ship. He seemed calm on the surface as if it were any other day and there wasn't a Norse God out there with his mind set on taking of the world. But that was Phil Coulson, calm and collected even in the most dangerous of situations. They stood for a while not talking, they were friends yes but that didn't mean they weren't private people and to talk about even the lightest of personal topics in such an open and public place always felt wrong.

"Steve Rodgers is on board you know" this statement made her smile of course he would mention the Captain.

"Yes I met him earlier" was her simple reply.

"Amazing isn't it, to think we'd meet him in person. Such an honour" he had quickly gained that happy look on his face that always seemed to appear when Captain Rodgers came up in conversations.

"He's exactly how I remember him, hasn't aged a day" she looked down as she said this and he must have known where her mind was for he placed a gentle hand on her shoulder. Pan looked up giving him a small smile in thanks. It wasn't Steve Rodgers himself that made her distant it was the darker memories that came from a bloody past to which he was an unfortunate reminder.

The sound of heavy movement behind them made her turn toward the doors as the topic of their conversation entered the room. He didn't have the lightest of steps, not that it mattered she would have heard him anyway. Pan could count on one hand the number of people able to sneak up on her and the Captain certainly was not one of them. He must have been given a minor tour as he seemed to look a little less lost in Pan's eyes, moving away from the window and her friend she headed in his direction.

"Enjoying your time in the air Captain Rodgers?" she gave him a kind smile might as well be polite.

"Yes, it's a very… big place" he replied.

"Indeed, I'm sure you'll get used to it, eventually" she chuckled, remembering her first time aboard. Luckily for her she had a photographic memory so after just a day of exploring the vast ship she had a mental map, meaning she would never get lost. Unless of course they changed something without her knowing but that was unlikely.

"If I may ask, how long have you been an Agent for SHIELD?" this wasn't a question Pan was expecting but he seemed honestly curious so she saw no harm in an honest reply.

"Only two years, I had other… employers before Fury offered me this job." it's an honest enough answer she thought. He looked at her properly, frowning he must have noticed my eyes she thought with a mental chuckle and they weren't something to go unnoticed, with cat-like pupils surrounded by a deep blue iris how could you not notice.

"And your eyes… they're normal?" his question was as she predicted.

Chuckling out loud this time she looked at him directly, "Yes quite normal… for me. Why? Do you find them odd?" He shuffled awkwardly at this remark.

"No, I… of course not, they're just…" he floundered looking for a way out of the corner she seemed to have backed him into.

"Different" Pan finished for him. He really was a fish out of water, that's what 70 years of sleep on ice does to you I suppose. She wondered would she have been the same had she been in his position. But she brushed the thought aside it was silly, she would have just adapted, it was what she was good at after all - surviving.

It was at this point that Coulson joined them and she could plainly see the excitement barely concealed in his eyes. So she moved away, leaving her friend alone with his long time hero and sat in one of the conference chairs. Putting her feet up on the table she got comfortable, Fury told her to stay on the bridge so she'd stay and humour him.

xxxxx

It wasn't long after she had closed her eyes in feigned sleep a call came up from one of the technicians to the left of the room.

"Got a hit, 67% match. Wait cross match 79%" Coulson quickly walked over, all talk of his collection of near mint condition Captain America cards forgotten.

"Location." he ordered.

"Stuttgart, Germany. He's not exactly hiding." replied the tech man.

"Captain, you're up," Fury who had been previously silent called out and after a pause he added "Morgan go with him". Surprised at the order Pan let her feet slide back to the floor, standing in one smooth motion. As she headed over to the door she moved closer to the screen on which Loki's face was displayed. The quick glance Pan got of Loki in front of what could only be a museum was enough to tell her two things; Asgardians were all seemingly perfect (from what she'd heard about Thor) and something inside Pan was excited to meet him. She moved off to follow the Captain out, easily falling into step next to him.

"You know where they've kept your equipment?" Pan asked amicably, even though she'd just met him properly for the first time there was something about Steve Rodgers that Pan liked.

"No actually, I don't." He seemed to think about it before pausing and asking her in return "You wouldn't happen to know would you?"

Pan smiled and shook her head slightly, partly to say that no she didn't know and also in amusement that no one had told him. She wasn't able to say anything however as the next second a young male agent greeted them with a quick salute and had instructed the Captain to follow him to 'suit up'. Watching him go Pan smiled at the slightly lost look on Rodgers face as he left, but she had her own destination to reach before meeting up at the jet so she moved off quickly.

It didn't take her long to arrive back at her quarters. She was unlike the others who would be joining the team later in the fact that she did not have much in the way of an 'outfit'. The combat clothes she wore now had enough padding to protect her from lesser blows that may get though her defences and anything else her body would take care off on its own. There was only one item to retrieve and it had been sent to her room when she had arrived along with the rest of her belongings.

She found it sat on her bunk, a normal looking black case around 4ft long and 6in wide. Pan smiled to herself as she ran a gentle hand across its surface, moving to open the clasps and swing the lid up and open. Inside sat a beautifully crafted katana that had been at her side for so many years, most would think it just an ordinary sword. They would be wrong of course, the blade was sharper than any made before or after it or so Pan had been told many years ago by the man who had gifted it to her. She believed him though as so far she had found nothing it couldn't cut through with ease. Perhaps that's about to change Pan thought, after all she had yet to test it against any Asgardian weaponry and they seemed to be visiting more and more frequently.

Not wanting to linger too long she lifted it out of the foam packaging holding it secure and clipped the sheath onto the strap also stored inside the box. Then with a practiced ease Pan wrapped the belt around her body, with the sword resting along her back, she secured it in place across her front and around her waist with an extra strap and clasp. With all this in place Pan stood feeling more comfortable than she had since returning to the helicarrier. To business then she thought as she left her quarters and headed out to meet the team at the jet that was no doubt being prepared for them.

xxxxx

They were in the air fast once every one was on board, Natasha was their pilot for this trip with Pan and the Captain settled in the back waiting for their arrival to Germany. Pan leant back in her chair, head against the wall and eyes closed she tried not to flinch every time a tremor shook the air craft. Sitting in silence came naturally to Pan, after all she didn't have many close friends and those that she did have weren't that chatty. The Captain didn't share this trait since some time into their journey he broke the comfortable silence, for her, inside the jet.

"So you don't like flying much?" The question from the Captain showed just how much Pan had failed to hide her discomfort, she would have to focus herself better for the return journey. Especially with what their expected cargo was to be, she didn't want to give anything away that Loki could potentially use against her.

After a moment longer of silence Pan opened an eye and viewed the man opposite her, "Not that much no, I'm more used to having my feet on the ground." He smiled at her reply and would have said something further had it not been for Natasha's interruption.

"We're going be there soon, according to cameras Loki's still inside the gallery, with multiple civilians. Captain you're to get down there and stop him." Opening her eyes fully Pan gave her full attention to their pilot, Natasha was professional as she spoke but Pan could tell her friend was still worried about Barton. She's probably wondering if he's down there with Loki, Pan thought.

She and the Captain were both standing as the jet swung round and into view of the square full of people kneeling and from the vantage point in the cockpit Pan could see Loki amongst them. Standing there in golden armour and helmet, over black and green clothing he looked every bit as powerful as the myths depicted and there wasn't just one of him. Three other Loki's stood surrounding the crowd blocking their escape, Pan watched as one flickered gold Illusions then, but impressive ones. As she watched she heard the jet's hatch open and the Captain jump down into the crowd deflecting a blast from Loki's spear.

The crowd scattered quickly as soon as the two began to fight, the Captain seemed to be holding his own but it didn't last long. Pan gripped the back of Natasha seat as she moved the jet trying to get a lock on Loki, "Guys all over the place."

"I should get down there." Pan commented, she felt coiled and ready for a fight.

"No stay here, the Captain can handle this" was Natasha's only reply whilst she concentrated on the fight below them. Knowing she was probably right Pan could only growl slightly as she was forced to sit on the side-lines.

Pan wasn't stood waiting long as the faint yet distinct sound of ACDC's shoot to thrill started to play through the jet speakers and then after a crackle out of the PA system. Which can only mean… "Stark." Pan mentioned out loud.

"Agent Romanoff, did you miss me?" Natasha rolled her eyes at the question as it confirmed Pan's suspicion. The Iron Man was soon streaking past the jet blasting Loki back with his powerful repulsors, leaving Loki lying on the steps as Stark landed. Pan signed as Loki gave in to this new assault, morphing out of his golden armour and holding his hands up in surrender.

"That was too easy." Pan murmured mostly to herself but Natasha most likely heard her. She moved to the back of the jet as it landed, she lowered the back ramp to let the Captain and Stark guide Loki in. No one said anything as he was strapped to one of the chairs, Pan decided it was best to sit out of the way for the return journey and so took a seat opposite. She didn't go unnoticed by their prisoner who gave her a once over glance and a smirk as he quickly dismissed her.

Loki remained silent as they made their way back to base, Natasha soon radioed Fury to let him know they were on their way with Loki.

"Is he saying anything?" Fury initially asked.

"Not a word." Was Natasha's wary reply, she was worried Pan could tell.

"Just get him here we're low on time." Fury's order came over the radio before the connection was cut.

Pan settled into her chair keeping both eyes fixed on Loki, as the two heroes stood to her left and chatted. The Captain was as wary as Natasha but Stark didn't seem bothered as he teased the older man for the time he spent in the ice. She tried to tune them out as Loki lifted his eyes to hers and his stare didn't waver even though he seemed a lot less powerful sat as he was in front of her.

Lightning suddenly streaked the sky and the rumble of thunder rippled through the air making both Pan and Loki flinch though she suspected for different reasons. Noticing Loki's discomfort as he had her own early the Captain spoke to their prisoner "What's the matter? Scared of a little lightning?"

Loki looked straight at the super soldier as he replied seriously "I'm not overly fond of what follows." After this statement he looked up, Pan stood watching the look of confusion that flickered across Starks face. He quickly grabbed his helmet though as something heavy landed on the jet's roof and he moved to the jets ramp lowering it. Pan wanted to say it was a bad idea, but she was poised and ready for whatever came at them.

Another thud sounded as what she could only guess was another Asgardian landed on the end of the ramp, given away by the look of mild panic that crossed Loki's face. He quickly took out Stark and the Captain with a punch from his hammer which Pan was quick enough to dodge by dropping to the floor. Before she could leap up and unsheathe her sword however, he had grabbed Loki breaking the belts that held him and had jumped out of the back of the plane. The two downed men had righted themselves quickly and Stark was already moving toward the still open ramp.

"Now there's that guy." Stark said with annoyance.

"Another Asgardian, he could be friendly." Pan said as Stark passed her.

"Doesn't matter, if he frees Loki or kills him the Teseract is lost." Stark said with surety.

"Stark we need a plan of attack." The Captain obviously wanted to control the situation.

"I have a plan… attack." Starks final words before he was out of the plane after Loki and his kidnapper. Pan knew what Rodgers was going to do as soon as she saw the look of annoyance cross his face and he moved to grab a parachute. He looked toward her as he strapped himself into it, "I'll take care of this."

"You know these guys come from legend, they're practically Gods." Was Pan only reply, she could have a go at him later for telling her not to get involved.

"There's only one God ma'am and I'm pretty sure he doesn't dress like that." With that comment he promptly joined Stark in his pursuit of the two Asgardians. Pan could once again only stand there and growl in annoyance as she was side-lined. Fury had sent her out here, she wasn't gonna sit by and let them 'handle it'. With a sigh and a murmured curse of "Men", she quickly turned to Natasha, "Swing back around Tasha and get me as low to them as you can."

Her friend turned to look at her hearing the determined order edging her voice, "You going after Loki?" Pan smiled at the question, liking that they both knew what was about to happen between the three men.

"Well someone has to make sure he doesn't go anywhere whilst the children bicker." Her sarcastic remark brought a small smile to Natasha's lips as she brought the plane around as ordered. Once in position Pan moved to the end of the ramp, "Well here goes nothing." She said to herself, just before she leapt gracefully out of the plane to the ground below. It was still quite a fall from the jet and Pan tried to slow her descent as much as possible using the surrounding trees.

Her landing was rough as she rolled to break her fall and luckily for her the combat gear she was wearing took the brunt of the force. The worst damage she received was a few cuts and scrapes to her face and hands, along with shock damage to the joints in her legs. The discomfort from these injuries soon receded as her body began to heal the damage, ignoring the process she moved through the trees toward the sound of fighting that echoed across the forest. If she were to look at her hands right now she would watch as her skin knit itself back together, leaving no mark of the damage done.

She broke through the tree line and came face to face with Loki, who sat with his back against a rock wall which faced out onto what now had become a battle arena. He looked up at her arrival, his eyes focusing on her as she drew her sword in promise to what would happen should he try to move from his position. A look of intrigue seemed to flit across his features as his gaze focussed on her face as the last of the cuts she had suffered healed away to nothing.

"Come to be my guard have you?" Loki asked in his smooth tone, this made Pan pause a couple of steps away from the seated god. He definitely wants to be taken into custody then she thought it's a shame we need to take him in to know what he's planning.

"Something like that." This was her only reply as she raised an eyebrow at his relaxed and patient posture. Falling into silence she let her eyes wander to the fight still happening below them, whilst keeping Loki in the corner of her eye.

A bolt of lightning suddenly flashed down toward the battle and in the dark it temporarily blinded Pan. The sound of clothes rustling beside her was the only warning she needed before her katana was drawn and pressed against Loki's neck.

"I wouldn't move if I were you." Pan turned her head to view the god standing next to her. His chin was raised and throat exposed by her blade, he stood perfectly still eyeing her warily. Twisting her wrist Pan ran the sharp edge of her sword across his skin forcing his chin higher, causing her pulse to beat faster beneath her skin. Loki was calm even as she threatened him, this signalled him as a threat and the animal in her was itching for a fight.

The world around her seemed to fall away as their eyes remained locked, a part of her growled at her stillness urging her to engage the man in front of her. Tightening her grip on the hilt of her katana Pan took a deep breath in through her nose and as she released it she lowered her sword. Neither of them moved as Loki lowered his head continuing to study her, Pan couldn't relax though and refused sheath her sword.

As Pans pulse began to slow she noticed something was missing from the surrounding area, the fighting it's stopped was her instant thought. Raising her hand to the communicator in her ear without taking her eyes off Loki she radioed through to the jet, "The fighting is over Tasha bring the jet back around."

"I hear you, the Captain just called and I've picked up the three of them. Do you have Loki?" the reply came through quickly.

"Yeah he's here." at her comment Loki seemed to raise an eyebrow but if he was about to say anything he was interrupted by the sound of the jets engines as it hovered above them. Pan didn't take her eyes off Loki as it lowered to the edge of the cliff they stood on, but as the hatch opened it revealed the three heroes within.

Motioning for Loki to enter before her Pan watched as he stepped gracefully over the gap and onto the jet's ramp. Following swiftly after she eyed the men who had not long ago been fighting with an expression of derision. Once the ramp was closed and the jet was once more underway she sheathed her sword and watched as Loki was cuffed. This will be a long flight back was the only though to enter her mind before she caught the mischievous gods eye as he inspected her closely. Breaking this contact she returned to her seat, not wanting to lose her footing and her dignity if the jet were to hit turbulence.

xxxxx

Fury's call to Pan's earpiece as she disembarked the jet came as a surprise "Agent Morgan." Her reply was no less quick however, "Director?"

"I need you over in the lab to keep an eye on the doc, just whilst our guest is transferred to holding."

"Understood, I'm on my way." The orders were less of a surprise and Pan moved to follow them knowing that Loki was under at least half decent guard in the form of his brother.

Banner looked up sharply as Pan entered his lab, surprise flitting across his face for a second. "Agent Morgan what brings you down here? Does Fury want a progress report?" he moved toward a screen hanging from the ceiling near the table he was working at.

"Oh no I was merely curious, so I came to take a look at what you were working on. Please call me Pan" she smiled sweetly at him as she entered the bright white room. It wasn't huge but there was enough space for a few computers and work surfaces. In her opinion they had gone overboard with the white, far too bright for her taste but not something her sensitive eyes couldn't adjust to. The windows set into the walls did add a nice touch however, allowing one to see out into the corridor and to the outside of the ship.

He frowned at her as she moved further into the lab, he must have noticed the slight lie but chose not to mention it. Instead he asked about something more mundane "Pan? Is that short for something?"

Looking away from the décor and equipment of the room she gave him her attention. Tilting her head to one side she replied "Yes, it's short for Pandora."

He looked at her with a mild look of curiosity, "Pandora? As in Pandora's box?" She nodded, "A strange choice of name, you don't seem the type to be tricked into unleashing suffering upon all mankind."

Her face remained calm at his remark and her answer was not one he must have expected, "Who said I would have been tricked."

Banner chuckled very lightly at this, turning back to his work "I'm guessing there's a story behind its origin."

"There is" was the only answer she gave in reply. Of course there was a story, wasn't there always? She wasn't going to tell him, most these stories were personal and Pan's was no different. They soon fell into a comfortable silence after this, Pan moved to perch on the edge of an unused counter watching the Doctor at work and waited for their new house guest pass by. He quickly ignored her, continuing on as if she hadn't entered the room and disturbed him.