A/N: New version of chapter 4, 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.


Even after leaving Loki behind she could still feel his lingering gaze on her body as she headed swiftly to the bridge. Normally approaching a prisoner didn't affect her no matter who they were, but something about Loki had thrown her and made her feel… Well she couldn't describe the feeling, it was almost as she felt at ease near him. He was their enemy and she understood this very clearly, especially after all he had done. So why was he so charming? Usually she went unaffected, what made him different? He is the God of mischief I suppose. Shaking her head at the strange encounter, Pan picked up her pace and pushed her thoughts on the matter to the back of her mind.

It was fortunate that she happened to run into Coulson and Tony Stark on the way, so her late appearance wouldn't be questioned too much. So far he was the only one of the possible Avengers she had yet to meet in person. The press definitely did him justice and he came across to her as the arrogant, billionaire they depicted. Yet there was something in his expression beneath the self-confidence that suggested he at least cared about the events that were happening. She soon caught up to them and slowed to match their pace as she walked at her friend's side.

"Morgan" Coulson's greeting was simple as he nodding to her. Tony noticed her presence and the easy communication between the two. Acting as if he felt left out Stark promptly lent in front of Coulson whilst still walking, offering Pan his hand and what could only be described as a 'million dollar' smile.

"Tony Stark, I haven't seen you around" he introduced himself smoothly.

"Pandora and no you haven't" came her quick reply as she shook his hand in a firm but quick greeting.

"Will you be working closely with our little team?" the question was asked in such a way that it could be taken in so many different ways. Pan decided to answer it simply and as if no hidden meanings had been sent her way.

"I'm a SHIELD Agent you'll see me as much as you would Agent Romanoff or Hill" with this remark she looked at him with what she liked to think was a 'Coulson look'. Tony took this in his stride and gave her a sceptical look.

"Well you don't look like another one of Fury's lackeys Pandora. What kind of name is that anyway? Pandora?" his response surprised her but in a good way. She most definitely wasn't a 'lackey' as he so delicately put it and would most likely put anyone who said so on the floor for believing it.

Their small verbal sparring match was soon interrupted as they stepped onto the bridge, where everyone had gathered. The main attendants were; Agent Hill, Natasha, Dr Banner, the good Captain and the god of thunder himself, the presence of two Gods in one day, well aren't we a lucky bunch she thought to herself.

"Iridium, what do they need the Iridium for?" Banner asked, as they entered the room.

"It's a stabilising agent" Stark jumped straight into the conversation as if he had been there the whole time, only pausing to mention something about flying Coulson somewhere. Pan decided to ignore this as she moved passed Thor to lean against the railing to the left of the main controls, as she did so Coulson moved off to another part of the room leaving them to it.

"It means the portal won't collapse in on itself like it did at SHIELD," Stark explained putting his hands into his pockets as he moved toward the central controls. Passing Thor he raised his hand "Pan you remember Thor right? He's got a mean swing" he then proceeded to hit Thor on the arm with the back of his hand as if to prove his point. This brought everyone's attention to her, including the God's who politely held out his hand in greeting.

"Thor," she said with a nod "You seem quite different to your brother."

"We have grown apart as of late" his answer was defensive, showing Pan his feelings in regards to Loki. Releasing his hand she stepped back with a gentle nod of understanding, she had never been close to her family so she knew what a pain they could be.

"Loki's adopted, you missed that bit" Natasha's input was mostly in jest. Though it told Pan that Thor must have said something earlier that the assassin didn't care for.

"Also. It means the portal can open as wide and stay open as long as Loki wants" Stark interrupted them obviously wanting to carry on with his little explanation, she merely stepped back to lean against the railing again. Well Hill isn't impressed by Starks' attitude Pan decided crossing her arms, she watched the Agents expression change to a look of impatience as the billionaire began to talk again.

"Er raise the mizzen mast, ship the topsails" most people in the room turned to look at him with a look of confusion, unanimously asking what is he talking about? It was soon explained but his next statement as he pointed to someone across the room, "That man is playing Galaga. He thought we wouldn't notice, but we did." Pan smirked at this knowing full well how bored some of the crew could get whilst on shift.

Starks next action, which amused Pan further was to raise a confused hand to his left eye looking from the left console and then to the right. Gesturing to the screens he asked "How does Fury even see these?"

"He turns" came Hill's short reply.

"Sounds exhausting. The rest of the raw materials Agent Barton could get his hands on pretty easily. Only major component he still needs is a power source of a high energy density, something to kick-start the cube" during this explanation Stark pressed a few buttons on the control panels and just as he turned away from them his hand brushed the underside of the left hand screen. Strange Pan frowned at this movement however no one else had noticed anything so she stayed silent.

"When did you become an expert in Thermo-nuclear astrophysics?" Agent Hill didn't bother to hide her scepticism.

"Last night," Stark replied smoothly "The packet, Selvig's notes, the Extraction Theory's papers. Am I the only one who did the reading?" he asked in mock annoyance. Captain Rodgers was quick to interrupt.

"Does Loki need any particular kind of power source?"

"He'd have to heat the cube to 100 million kelvin just to break through the cool loom barrier" Banner input as he continued to pace fidgeting with his glasses.

"Unless Selvig has figured out how to stabilise the quantum tunnelling affect" Stark joined in, approaching the Doctor.

"Well if he could do that, he could achieve heavy ion fusion at any reactor on the planet."

"Finally, someone who speaks English" Stark gestured to Banner.

"Is that just what happened?" Pan chuckled at the Captain's comment, she too was having a little trouble keeping up, she was clever but not that clever. Tony and Banner shook hands, their first proper greeting.

"'Scientist's English' Captain, a whole other language" she said for Captain Rodgers with a smile. When Stark looked at her with a raised eyebrow she merely smiled a little more sweetly in reply.

"It's good to meet you Dr Banner. Your work on anti-electron collisions is unparalleled and I'm a huge fan of the way you lose control and turn into an enormous green rage monster." Tony's complement once again had a 'Stark' spin on it and Pan decided that she liked the man greatly. Just the way he acted around everyone was light and amusing, in her opinion people were way too uptight around here.

"Thanks" Banner's response was automatic but Pan could tell he wasn't quite sure what to make of the strange complement he'd been given. It was then Fury's time to enter the conversation.

"Dr Banner is only here to track the cube, I was hoping you might join him."

"Might want to start with that stick of his, it maybe magical but it works a lot like a Hydra weapon." Rodgers comment made Pan take notice, it was a fair point and she knew what he meant both were connected to the Teseract and seemed to conduct the same energy.

"I dunno about that, but it is powered by the cube. And I'd like to know how Loki used to it turn two of the sharpest men I know into his personal flying monkeys."

"Monkeys? I do not understand" this was the first thing Pan had heard him say as he looked confused, so God's don't know everything she thought with a smile.

"I do" Rodgers said pointing at Thor, Stark sighed and rolled his eyes Pan merely winced for the Captain's sake "I understood that reference."

"Shall we play Doctor?" Stark asked as he turned back to Banner, who gestured to the door and motioned for him to lead the way.

Pan turned from them as they left and as she swept her eyes across the room she was drawn to one member of the crew who looked over their shoulder before bringing up the Galaga game Stark mentioned early. This caused Pan to chuckle once more maybe being back isn't so bad, it's definitely more entertaining than my previous assignment.

xxxxx

The rest of their merry team had soon moved away from the conference table, Thor going to join Coulson across the room, Agent Hill went back to her post, Natasha left giving Pan a small smile as she passed and Fury slipped away to do whatever it was he did. The Captain was the only one left and looked as if he too was going to leave. His passing comment about Hydra came to the front of Pan's mind and she moved toward him.

"Captain, I was wondering if you would like a tour of the hanger bay" it was the first question to pop into her head and she needed an excuse to get him alone so they could talk without the others hearing.

He seemed confused by her sudden offer but accepted with a quick nod, motioning for her to lead the way.

xxxxx

She did take him on a tour, showing him the planes they had and explaining their specifications to him as he listened actually interested in what she were saying. It was when they had nearly reached the end of the hanger bay where there was a limited number of personnel present that he turned to her with a serious look. Stopping as well she turned to face him refusing to say anything first.

"I may have been asleep for 70 years, but I'm not oblivious. What is it you really wanted to talk to me about Miss Pan?" His question was direct and to the point.

"Please call me Pan" She stalled for time. Taking a deep breath she said quietly "Cut off one head and two more shall take its place." His expression quickly changed to shock and then confusion.

"Hydra, but why?" He looked at her begging an explanation.

"When I said I'd heard a lot about you I wasn't lying. I have but not how you would think." He still looked confused not quite understanding. Pan sighed knowing she would have to start from the beginning.

"I was born in 1925," that got her a look of shock and he went to say something but she held up her hand to stop him "Most people don't ask what makes me special to SHIELD so they don't know that I'm a Mutant, I'm guessing you caught up on that topic of News?" she asked making sure he knew what she was going on about before continuing, he nodded.

"Well I am and my powers grant me a longer life span than most would get and they also make me a fantastic spy. So when the British government found out amount my skills they recruited me into the War effort when I was 17. It got me off the streets I suppose. Over my employment with them I ended up on a British task force that had a similar objective as yours; find out what Hydra was doing, rescue any of our men held captive and shut them down. Unfortunately, at this point in the war Britain was stretched thin so we weren't able to achieve as much as you, but I did see some of your operations in action and was very impressed by your work." As she finished her explanation she smiled at him, it was true at the time she had been in awe of him even if he was a Yankee. For a while he didn't say anything and neither did she, he obviously needed a moment to process the information. So his next statement made her laugh loudly.

"You're British?"

"Yes, though I've been all over the world now so my accent is a little mixed up" she shrugged, glad he seemed to have taken it so well.

"Wow, just wow. So you're what over 80 years old?" she nodded "May I say that you don't look a day over 25." This made her smile, she wasn't too vain but it was true she was one lucky woman. Most women today would sell their souls for her looks at her age.

"Thanks Captain, may I say the same goes for you too. You haven't aged a day since I saw you in 1942." She meant this as a complement but his wince told her it was still a sore topic for him, he did smile nonetheless giving her a nod in thanks. They began to walk again, the main reason she had brought him here out of the way.

"Mutant huh? So how does that work? You don't look like one. No offense" this question was expected and the added 'no offense' was a nicety not everyone used.

"None taken" she said with a small laugh "Not all mutations are visible, for instance mental or psychic abilities don't generally show up physically. Mine is the same and only becomes known to others when I need to use it" she explained this as simply as she could though not revealing her power to him, an old habit for those who knew could exploit her if they wished and were powerful enough.

"Ah okay, I only know what I do on mutants from the news and most of the time that information isn't good" he seemed almost apologetic for this even though it wasn't something he could control.

"We're not exactly getting good press lately but that's something to be sorted out by the government, let's just hope they're fair in their judgement" Pan tried not to seem bitter, but when it came to this subject how could she not. Humans could be dumb sometimes and always feared what they didn't understand. She just hoped that war didn't break out upon the mutant communities, it could tear the world apart and in some cases literally.

Even after this thought she was feeling a lot lighter now that she had finally told him of their loosely shared past, they walked the remaining length of the hanger slowly. Her admittance seemed to have brought them closer as they chatted about numerous things from before he went into the ice, even speaking about the war for a time but not for long and not on topics too painful. It wasn't long before they had reached the entrance to the hanger bay and they paused smiling at one another.

"Thank you for telling me this Pan, it's nice to know there's someone who understands where or should I say when I come from" he told her.

"No problem Captain." she said still smiling.

"Please call me Steve." he interrupted holding his hand out to her.

Accepting it she nodded and corrected her statement "No problem, Steve" they then left the hanger bay and talk of the war behind.

"Oh Steve, if you ever need to talk" she gave offer to him, not sure why but it seemed right. He merely turned his head nodding to her in either acceptance or understanding. As they walked in the direction of Banner's lab she glanced at him her mind feeling just a little bit lighter who would have thought it a problem shared really is halved… well at least it becomes easier to bear.

xxxxx

As they stepped into the lab the sound of an electric shock and Banners' sharp "Ow" interrupted their conversation. Steve quickly moved toward Stark.

"Are you nuts?" he asked angrily. Tony merely glanced at him, turning back to the Dr with a quiet "You really have got a lid on it. What's your secret, mellow jazz? Bongo drums? Huge bag of weed?"

Pan wondered over quietly to watch the quarrel that was bound to happen, noticing that it wasn't just Agent Hill who had a problem with Tony Stark. They were positioned around a counter that held Loki's sceptre and in Pan's eyes it was beautiful. Made from gold and silver-like metals, which she guessed weren't found on Earth. Its sharp bladed end contained the otherworldly jewel which must have been connected to the Teseract and held the power which had overthrown Selvig and Hawkeyes' minds.

"Is everything a joke to you?" Steve said not letting this go, as Pan turned back to the three men.

"Funny things" Stark replied smoothly pointing at Steve with the tool he'd zapped Banner with.

"The safety of everyone on this ship isn't funny. No offence Doctor" he gave Stark a harsh look and Banner an apologetic one, as Stark held up his hands in mock surrender.

"No, it's alright. I wouldn't have come aboard if I couldn't handle pointy things" the Dr said as he worked at the console in front of him.

"You're tip-toeing big man" Stark told him as he once again used the tool in his hand to gesture this time toward the Doctor. "You need to strut."

"And you need to focus on the problem Mr Stark" Steve interrupted as if worried he would try something else on Banner.

"You think I'm not. Why did Fury call us and why now? Why not before? What isn't he telling us? Can't do the equation unless I have all the variables" he confronted Steve, as he casually opened a silver packet which Pan could tell were blueberries from the smell.

"You think Fury's hiding something" the Captain looked sceptical.

"He's a spy. Captain he's The spy. His secrets have secrets" he made Pan chuckle again, bringing their attention to her.

"It's true, he always has something hidden up his sleeve" she explained with a shrug, her comment was met by Stark with a small smile, but from Steve she gained a slight frown.

"Thank you. Its bugging him too, isn't it." Stark carried on waving toward Banner.

"I… errr… I just want to finish my work here" he seemed flustered not wanting to get involved.

"Doctor?" Steve asked frowning at his actions. Looking around at them, Banner removed his glasses with a sigh.

"A warm light for all mankind, Loki's jab at Fury about the cube" he started.

"I heard it" Steve replied.

"Well I think that was meant for you" as Banner said this he pointed at Stark, who answered with an offer from his packet of fruit. Taking a handful the Dr continued "Even if Barton didn't tell him, it was still all over the news." This Pan knew little about, she had tried to keep up with the goings on of America whilst on her mission but it was difficult.

"Stark Tower? That big ugly… building in New York?" Steve clarified pausing as he insulted the building in front of its designer.

"It's powered by an ARC reactor self-sustaining energy source. That building will run itself for what, a year?" Banner explained.

"It's just the prototype" Stark replied "I'm kinda the only name in clean energy right now, is what he's getting at." He looked at Steve and then Pan as he said this.

"So why didn't SHIELD bring him in on the Teseract project? What are they doing in the energy business in the first place?" Banner continued.

"I should probably look into that once my decryption program finished breaking into all of SHIELD's secure files" Stark said this as he moved around behind Banner to stand in front of the Captain, getting a small pad out of his pocket.

"Sorry did you say…" Steve seemed shocked by Starks confession.

"JARVIS has been running it since I hit the bridge. Soon I'll know every dirty secret SHIELD has ever tried to hide, blueberry?" as soon as Stark said this it clicked in Pan's mind.

"So that's what you did, I was wondering about that" her comment was quiet and gained an approving look from Stark, who obviously thought his bugging of the bridge computers had gone unnoticed.

"Quite observant aren't you" he said this leaning around Steve to look at her properly.

"And yet you're confused why they didn't want you around" Steve ignored Pan's comment and Starks offer of fruit.

"An intelligence organisation that fears intelligence. Historically not awesome" Stark hit back at the Captain's retort.

"I think Loki's trying to wind us up. This is a man who means to start a war and if we don't stay focused he'll succeed. We have orders, we should follow them." Pan agreed with the first part of Steve's sentence, Loki was messing with them and to what end she didn't know but watching them it was obviously starting to work.

"He's right about Loki, he's been manipulating all of this since he arrived on Earth" they must have agreed with her, also understanding the balance of power and how most of it was in Loki's hands right now.

"That's true yes, but following's never really been my style" was Stark's smooth reply.

"And you're all about style, aren't you" Steve was getting annoyed now he definitely isn't one of Stark's fans.

"Out of the people in this room which one is a) wearing a spangley outfit and b) not of use" this was said with a mocking air to it and seemed only for the purpose of annoying the super soldier further.

"Steve, don't tell me none of this smells a little funky to you?" Banner interrupted in agreement with Stark.

"Just find the cube" was all he could say as he turned to leave giving Pan a look that told her he was also annoyed at how she had sided with Stark. Shaking her head at his reaction she decided to stay and let him work this out for himself

After he'd gone Stark turned to her with a small smile, holding out his hand to her he shook the packet he held "Blueberry?" Chuckling once more at his actions she accepted, taking a handful of them for herself.