A/N: Hey guys! Sorry it's been awhile. I've been writing original works, which takes up the time I usually use for fanfics. But I'll try to stay focused and get this story finished.

Tonight is the season three premiere! I can't wait! It seemed fitting to make an update on the night the show returns.

I hope you like this chapter!

It took three hours, but finally Doc allowed Fitz to lead his force to the S.H.I.E.L.D. penitentiary. They took four buses (smaller), two completely empty to have room for the prisoners.

"They're probably waiting for us inside." Fitz said. "So we'll need to go in firing."

"Yes sir." Some of his men said.

"Then let's go."

On Fitz's nod Archie threw open the door, and three men went in ahead of Fitz, stun guns forward. They started firing as soon as they walked in, and Fitz fired his as well. Then he noticed something.

"There's no one here." One of his soldiers said.

Then Fitz detected movement in the corner of his eye. "They're hiding!" he cried.

The three men that had gone in before him were hit and fell to the floor. Fitz raised his shield to deflect a ray meant for him and heard someone groan. So they were spread throughout the room, he thought. He ran to his right and saw two figures crouched in the shadows of the hallway. He used his stun gun to take care of them.

"Take the right hall!" Fitz called out. His men, who had been waiting by the door for his orders, ran into the room. Some broke off and headed to the right. Fitz threw his shield to the opposite side of the large entry area and was startled when he saw a flash of light pass right in front of him. He looked to the source and found Archie nodding at him. I've got your back, he seemed to say.

Fitz silently thanked him and ran to retrieve his shield. By the time he did that the other S.H.I.E.L.D. agent in the corner (the one he hadn't hit with his shield) had been taken care of by one of Fitz's men.

He waited for a second, looking out for more agents, and then looked back at his people. "They're waiting for us to make a move." Fitz said. "But we have the advantage in numbers. Approach carefu-." He gasped as he saw two more of his people crumple to the ground, unconscious. He looked for the source and saw a small shape, hovering in the air.

"Is that a drone?" Archie asked.

When Archie said that word, Fitz again had the feeling of unknown familiarity, but he shook it off. "Shoot it down!" he ordered.

Archie and three other men shot at the drone while the rest of Fitz's force spread out between the three hallways. Fitz stayed where he was, watching. The drone swerved to avoid all the shots, following one man as he walked to the left and shooting him down.

"It's being controlled." Fitz said. "Keep shooting!"

He watched as the drone swerved to avoid the shots, watching how it moved. Then, once he was confident, he threw his shield at an angle he thought would hit it. The drone was turning as he threw it, but it didn't have time to move out of the way. The shield struck it with enough force to knock it down, and then it hovered pathetically about a foot off the ground before falling.

"Archie, come with me." Fitz said. "You two, one to either side."

"Shouldn't we cover the sides first?" Archie asked as they walked down the stairs. "The middle is the most protected."

"That's exactly why we're going there." Fitz said. "The others might not be able to cover this area themselves, and I want to avoid casualties."

"Then you should have stayed home." A voice said from ahead of them.

Fitz looked at Archie and nodded. They waited a second, and then Fitz sent his shield flying towards the voice and Archie ran forward, gun in hand.

The shield struck the wall and went back a few feet from the force of the impact. Fitz ran down the stairs and saw a room much like the one he had just come from, large and well-fortified. A dark-skinned man stood just inside the wall, out of sight from the stairs.

He had Archie pinned at gunpoint: Fitz noticed that it was a stun gun, though the agent had a real one ready to be drawn. "Turn around." He said.

"No."

And then Archie moved, twisting and pushing the stun gun up while kicking the man in the stomach, doubling him over. The other man recovered and punched out, knocking Archie back with his blows. He fired at Archie, who grunted and fell to the ground, fighting to stay awake. Two more men came to the S.H.I.E.L.D. agent's aid, and that was when Fitz used his stun gun.

They were all out in seconds.

His weapon was truly powerful, but it was still pathetic. That hadn't been fun at all.

Fitz looked over the room and saw the three men he had sent ahead down; that must have been why the S.H.I.E.L.D. agents had taken so long to help their comrade; they had been fighting his men. Fitz couldn't understand how that agent had thought Fitz would give up just because Archie was being held at gunpoint. His friend hadn't even been in real danger; everyone here had stun guns.

Doc was right when he said S.H.I.E.L.D. was weak. Fitz didn't want to kill, but he would if he had to.

He was just turning to the cells when he heard a door open and whipped around to see a girl placing an object on the floor; a drone.

She met his gaze and shut the door quickly, but the damage was done. Fitz went to open the door she had closed. He needed to talk to her.

Jemma had waited for it to be quiet to set the second drone outside the door. She had thought the area was clear. Then she saw the super soldier.

Her eyes widened and she retreated into the supply closet quickly, her heart rate increasing. She saw the doorknob start to turn and panic immobilized her for a second. Then, as the door opened, she reached for the remote and dove behind the bucket in the room, piloting the drone and making it fire twice at the super soldier's back.

He didn't even react.

"There's nowhere to hide in here." He said, immediately locking on her.

She straightened up. That voice was as familiar as her own. "It can't be." Her panic and fear faded, curiosity and happiness making her careless.

"I don't want to hurt you." He said. "But I will if I have to."

Her breath hitched, a sob rising in her chest. It was him. She knew that voice, and as she looked at him she saw his eyes. Those wonderful, blue eyes. "Fitz." She said.

He didn't show any sign of recognition. She hadn't recognized him until he spoke, but he was here! It was really him!

Fitz stared at her and then put his gun in one hand, holding it loosely. "How do you know me?"

That brought her back to her senses. Right now, he was the enemy. He needed to be stopped. So she held her bag closer to her, trying to look scared. It wasn't all challenging. As he started to walk closer to her she put her hand in the bag, gripping the ICER…

And then Fitz staggered into her, knocking her back against the wall. She looked up and saw May next to Fitz, in a fighting stance. "Get out of here." She said to Jemma, her eyes on Fitz.

Simmons straightened up, and even in that second Fitz was attacking May, grappling with her and following her out the door.

Jemma hesitated before calling out "It's Fitz!"

May's eyes flicked to her, and Fitz thrust his shield into May's stomach, flipping her onto the floor. She kicked and tripped him, bringing him down as well.

Jemma grabbed the drone remote from the supply closet and ran back to the main room, where she immediately started operating it. She sent it down the hall Coulson had been guarding; if May had come to help her, her hall had to be clear, which meant Coulson must still be fighting. She piloted her drone to see Coulson's hall and saw him and two other agents fighting four intruders. She shot two of them before they knew what was going on, but unfortunately them dropping to the ground distracted the two S.H.I.E.L.D. agents.

Jemma knew they were in trouble. The drone wasn't doing much good. So she dropped the remote and ran down that hallway, ICER in hand, ready to fire. She got into the room just as the last agent dropped and aimed at one of the two intruders left, catching him by surprise and taking him down. This allowed Coulson to focus fully on the other intruder and punch him in the jaw, sending him spinning and to his knees. Then Coulson kicked him in the chest and turned to Jemma.

"Thanks."

"May needs help." Jemma said.

Coulson seemed to realize that Jemma wasn't supposed to be out of her closet and started fast-walking towards the stairs. "What happened?"

"They ran into me."

Jemma looked to the top of the stairs and saw Fitz standing there, breathing heavily but holding his gun.

"Don't worry." He said. "Next time you'll know better." He pushed the trigger and Jemma felt a ray similar to that from the ICER strike her, but more powerful. She couldn't keep her eyes open a second after it hit her, her last sight Fitz shooting at her.