Hello my lovelies! Here's chap 2 all fixed and updated for you sorry for the delay, after realizing I had to add a couple of things to the story and also other ideas I had in mind. I had to postpone and erase the story from my file. I also erased the other story because for now I only want to concentrate solely on this one. Anyways don't want to keep you so please enjoy this chapter!

Chapter 2 Plot Twist, Avengers and Danger, Oh My!

Just as promised, Nick provided me with a place to create my lab. Luckily, it was near Aunt May's apartment. It looked rundown on the outside, but that didn't matter to me. It's what made it a perfectly concealed hideout. I was so excited, I spent days modifying and building it to my liking. Items were also provided to me when asked.

Once my lab was all set, I worked on setting ALISE on the system, so that she can be able to access the lab. When I finally installed her, she was able to update the network and systems for me. She also assisted me in anything I required. My lab wasn't complete without her in it, she became the JARVIS to my Tony. What usually took years to perfecte and finish for any regular person, for me it was done in less than a month. My lab was beautiful in every way of the sense. If I was in my real world and saw this, I would have thought this was an awesome looking science fictional lab. It looked like Mr. Stark's, but with a bit more things and more my style. I also made a Med-bay with everything it needed, and medications that were better than any regular or private hospital. Obviously with approval from Nick and his top-secret FDA group.

With all the working and installing, my stomach started grumbling. That was a sign for me to get out and grab something to eat, so I did just that. I headed to one of my frequent places, Oscar's Pizza. There's nothing more in this world of food that I love most than pizza. Other than sushi of course, ah… my first love, sushi. I don't think I would love anyone more than my favorite foods, excluding Aunt May and Peter of course.

I was greeted by the owner upon arrival and said, "hey Oz! how's the wife?"

He smiled as he was cleaning the table "Molly? She says she looks like a balloon." and whispered, "and don't get me started with her contractions."

I heard Molly in the background say in a Brooklyn accent, 'I heard that Ozzy!' "aah… womanhood, not excited for that part of my life" I retorted horrified.

Oz laughed at my comment as Molly exit the kitchen, headed to the cash register, and greeted me, "Hi Penny! how are you sweety?" she asked amused.

I smiled and replied, "hungry, how 'bout you?"

"Oh, you know. Cravings here, cravings there." she said smiling and rubbed her belly.

"What can I get'ya?" Oscar asked kindly.

I replied, "the usual" and sat on the highchair in front of the stool.

"Chicken, bacon and mushrooms?" he questioned with a knowing glance.

I smirked and laughed a bit "you know me!"

While I waited for my meal, I boredly checked my phone and saw no missed calls or text messages. This was getting a bit irritating, I spent 4 days waiting on Nick to call me. then again, I've never been a patient person. When my food was done, I grabbed it and said my thanks and left. I ate a slice on the way back to my lab and heard fighting in one of the alleys I was walking by. Being the person that I am, I decided to investigate. As I was getting closer to the noise, a guy came out the alley screaming "Get away from me freak!" freak? Could the person that's fighting be one of those mutant kids from X-men? I heard a gunshot and rushed faster to the noise. When I was getting closer, I saw two more people come out the alley freaked out. What could be scaring these people so much?

When I arrived to where the commotion was, I didn't see anything. All the men ran off, and the alley was empty or so I thought. I heard a can, being kicked on my left. I looked towards where the can was and asked "hello, is anybody in here?" I than looked at the floor and found blood "are you hurt? It's ok to come out." I gripped the bottom part of my pizza boxes hard, the atmosphere got colder as I continued, "if you're wounded, I can help you." Just when I was about to investigate further, it finally came out of its hiding place.

What I saw had me so in shock I dropped my two pizza boxes, luckily the food didn't come out of the boxes as it fell to the floor. There standing before me was an injured 6'2 rat with brown hair; he looked like he was in his mid-twenties. Yes, the one standing in front of me was none other than a very young Master Splinter. Great, just when I was ok being in the Marvel world, this happens!

"Please, my children need me… I can't…" hearing him say that, made me come out of my thoughts. I got my pizza boxes and grabbed his hand. I carefully led him to my lab; it was the only closest and safest place to help mend his wound at the time. When we got there, we came in the Med-bay and I told ALISE to scan him, Splinter was startled and thought we weren't alone anymore. I reassured him that it was just an A.I. I had created that was talking, he eased up little with that information.

"ALISE, status?" I asked as I sat him on a gurney and connected an I-V to his forearm, I then started to inspect the wound he had on the left side of his thigh. It's a good thing I was a nurse in my past life, or the sight of blood would have made me nauseous.

"The Bullet went through; no broken bones or bleeding arteries were found." she replied once she finished scanning Splinter. That was relieving, it would only leave scarring then. I had my surgery utensils, but I forgot the anesthesia syringe and bandages, so I shot my webs to grab them.

Splinter looked at me with surprise, "how did you…?"

I smiled and injected his injury with the needle, "this is going to sting a little." I said as I continued to answer his question "when I was in one of my school's field trips, I got bit by a radioactive spider and now I have spider-like powers. Make sure I'm not hurting you, more then you already are, ok?" he complied, as I began to stitch his wound.

Minutes passed and there was an almost awkward silence. I glanced at him from the corner of my eye, at least he seemed relieved and calm now, "you remind me of one of my sons."

I knew who he was talking about, but I still asked as I continued stitching "really? What's his name?"

Splinter smiled, "his name is Donatello, he's very smart like you. However, the technology is limited due to our appearance…"

"Therefore, he can't make much right? I imagine he uses scrap from junkyards and stuff." I questioned and Splinter nodded, "so, how many are you? And are they like you or…?" I knew the answer to that, but I wasn't going to say 'hey! I know who you guys are!' that would just lead to big problems and a lot of distrust.

Uncertainty flashed on his features, I knew he was trying to debate rather if he can trust me or not. I guess he concluded in one point that he can and replied, "it's only my four sons and me." he paused to see if I was ok with the information. Since he saw that I wasn't freaking out like most people would he continued, "you already know one of their names, the other three are Leonardo, Raphael and Michelangelo"

"So, they're named after Renaissance painters? Nice." I said as I finished stitching his wound. I then bandaged it and removed the I-V since he no longer needed it and spoke, "there… now, I have some pills for you to take with you. I'll be right back." I walked to the drug shelf. Like I said before, the medication I made were FDA approved, so there were no illegal drugs in there. They also worked 100% better than any original pills and medication hospitals usually have.

When I came back, for a moment I thought he was up and gone, but then I saw him looking around the lab and asking ALISE questions. I walked towards him, and I noticed he was pretending not to look at the pizza boxes I had in one of my working tables, "you can have them, the pizza's I mean. I only ate one, hope you don't mind." I gave him the two pizza boxes; I wasn't going to eat them all anyways. I was planning on taking them home, but I could see he needed it more than I did, "oh, and here." I handed him a small medicine bag, "I packed some medication and bandages for you"

Splinter was surprised, but grateful I handed my food over to him. He looked at the bag and asked, "what is the medication for?"

I smiled kindly and replied, "well, there's doxycycline, that one is to prevent infection. The other one is morphine, that's to relieve your pain. Those cause drowsiness, so I suggest resting when you drink them. On the bottles you'll see instructions on how many times a day you can drink them" I then told him that I would be seeing him within week or so, to remove the stitches. Then I remembered I had something for him, so I asked him to wait a moment and quickly came back "here, this is Vipo. He's one of the first A.I. I made" I showed him my tiny robot spider.

He looked at the cute robotic spider and curiously asked "what does it do?"

"He's created to assist and obey, for example if you need Vipo to babysit, spy, nurse and among other things. he will do so on command." 'I bet Donnie's gonna love him' I thought as I continued, "he charges with solar energy, or any type of electricity nearby. Vipo also has his very own detachable phone if you need to call me for something" now that I knew they exist in this universe, I wasn't just going to leave Splinter and the turtles to fend for themselves. I was planning on staying in communication and helping however I could. And what better way than to leave my most trusty and cute little sidekick in their hands. With me around, it would at least make their lives a little easier.

"Now Vipo, be good, ok?" the robot spider gurgled happily, sounding just like Wall-E. Unlike ALISE, Vipo is an Artificial intelligence that doesn't talk. I wanted him to sound exactly like Wall-E on purpose, because Wall-E was my favorite movie, and I thought the little robot would sound cute that way. Once I handed the little robotic spider to Splinter, it crawled up to his shoulder. I then said, "please take good care of Vipo for me, and don't hesitate to call or visit me." I sincerely smiled when I finished my sentence.

Splinter nodded, "yes, thank you for your help, I've never seen such act of kindness other my previous owner. I am forever in your debt, but I never got your name child"

That's right I never gave him my name "you don't owe me anything, and my name is Penelope Parker. Yours?" I remembered I didn't ask for his name either. Even though I knew it.

The mutant rat fondly smiled and replied, "my name is Splinter, Ms. Parker" he then changed his face into one that just remembered something important "I will be leaving with Vipo now, my children must be worried about me." I nodded and led him to the man whole I had near my lab, he opened the lid and went inside the sewers as I said my goodnights.

It was weird, he didn't even question how old I was. I guess he was used to it, with Donnie being just as smart and all. He probably thought that it was normal for a seven-year-old to stitch his wound. I don't really know what went through his head with this whole ordeal, but at least he made a friend. One that can help with food and other things they needed. And who knows maybe in the close future, I get to meet the turtle and allow Donnie access to my lab so he can have some fun.

On my way back inside the lab I saw it was getting darker, a lot of hours must have passed while helping Splinter. I walked to the Med-bay and cleaned everything. When I left the Med-bay spotless, it was time for me to head home and hit the hay. I told ALISE to lock all my computers and the door as I walked out the lab. On my way, I received a text message from Aunt May,

hey honey, it's getting late. Where are you so I can pick you up?

-A.M.-

I'm heading to Oz's, you can pick me up there

-Penny-

uuuh~, you want pizza for dinner? since I'm heading there to get you :P

-A.M.-

pizza sounds great! :D

-Penny-

great! I'll see you soon sweety, love you! *kisses*

-A.M.-

k, love you!

-Penny-

When I finished texting Aunt May, Peter decided to text me next, and we kept texting each other until I arrived at Oscar's, I greeted the man once again "hey Oz!"

Oz turned around and greeted back, "hey! my favorite costumer, come back for more?" he playfully raised his eyebrow.

I laughed and replied "yeah, Aunt May's coming to pick me up and order pizza. Hope you don't mind if I wait for her here"

"Not at all, anything for my loyal customers!" he grinned, "since I know what your aunt's going to order, might as well head to the kitchen and get started. Make yourself at home Pen"

A few minutes later Aunt May arrived. I said hi to peter and her and let them know Oz was already working on our order. When the pizzas were done Aunt May greeted Oz and paid for the meal. We then went home and ate pizza for dinner. Aunt May had seen a blood stain on my shirt and asked what happened, I quickly replied that I was helping a small, injured animal. She bought my story and let the topic go. Once I we were done eating dinner, I walked to the bathroom and took a shower. The day was so interesting it drained the life out of me so much, that when I touched the bed, I was out like a light.

The next day, I walked to the lab and decided to continue with one of the special projects I was working on. I received a text from Vipo saying everything was alright, and that Splinter was drinking his medication and had no fever. I was glad he was ok; I told the small spider to keep me updated. I don't know if it was during the time, I was stitching his wound or that fact that he and the turtle were my childhood heroes. But I grew fond of Splinter very quickly. Maybe it's because I'm a natural worrywart. I don't really know… all I do know is, that I want to help them as much as I can.

I was so busy hearing music and lost in my thoughts, that I barely heard ALISE speak, "You have an incoming call from Nick Fury, Ms. Parker" she indicated.

Has the day finally come? "Accept the call!" I replied happy, "hi boss, what can I do for you?"

"I need you in H.Q." he answered.

I nodded "ok, but what about Aunt May?" I asked curiously.

"Agent Hills contacted her two days ago, she acted like she was your Chess coach and asked her permission to take you on a tour" he retorted earnestly. I asked Nick what my aunt had said, and he responded "Your aunt told Hills, it was fine. Coulson will be there to pick you up tomorrow" it's a good thing I was still in my summer vacation, or that would have been complicated.

After we ended the call, I grabbed my cellphone and rushed out the lab's door. I instructed ALISE to lock everything up and went home. When I got there, I let Aunt May know that I had arrived and ran to my room to start packing. I only grabbed the essential and put them on my bag. I didn't expect to be in any of S.H.I.E.L.D.'s H.Q. yet. I thought Nick would just wait a bit more to have me there, but I guess I was wrong. Although he most probably wants me working in a private lab or something, away from HYDRA of course.

I left a voice mail with Vipo to let Splinter know I would be out for a couple of days. I informed that I left him and the boys enough food in the lab's fridge and pantry. I also left a voicemail letting Splinter know that he can use the kitchen to cook any meal for him and the boys, and that there were instructions on how to use the utensils and how to cook things. I designed of manual of sketched items, to let Splinter know what was what and how to use it. I left a couple of recipes for him to try as well.

I ate lunch with Aunt May and Peter, talked about our day so far. I skipped the part where I spent most of my time, and just said I was spending some time with friends from school. When we finished lunch, I chose to stay home for a bit. So, I laid in my bed and started sketching. By the time it was dinner I was already fast asleep, and morning came quicker than I thought. I got ready and said my goodbyes to Aunt May and Peter, I also promised to call every day. I knew I was going to be in H.Q. for the rest of the summer break, so I wouldn't be seeing them until school starts. That's why I prepped the pantry and fridge in my lab for the boys and Splinter, I had also told ALISE to only allow them access to the lab. Coulson arrived to pick me up, and we headed to H.Q.

To avoid any further awkward silence between us Coulson spoke, "I see you're excited to work with us"

I nodded and replied, "yup, I'm a little nervous though. Oh! I also got a new ability I need to show Natasha!"

Philip raised an eyebrow and said, "really, and what is this new ability you have?"

I smiled cutely "I can camouflage!" I found out I could turn invisible a couple of days ago, Peter had accidentally startled me and that's when we both found out I can do it. Luckily Aunt May wasn't home at that time. I don't use it much since I cant quite get the grip on it.

"That sounds amazing" Coulson was impressed at my new ability, most probably thinking it would be a great asset in my career here in S.H.I.E.L.D. I wasn't planning on staying with S.H.I.E.L.D. for long though. Might as well enjoy my moments with them. I was planning on sticking around more with the Avengers than S.H.I.E.L.D., but if Nick needed me, I would be there to help him. We continued our conversation until Coulson, and I arrived at H.Q. However, it wasn't the one I had in mind. I didn't expect to be in this event at all. I mean I gave Nick all the details that he needed to know, so why am I going into the Helicarrier?

I wasn't liking this one bit; I knew what events would lead in the Helicarrier. Why would Fury need me here of all places? Speaking of the king of Rome. When Coulson stopped the car, Nick was there waiting for me. Coulson went to continue his duty's and I walked towards the Director.

He saw that I was clearly showing a distorted face and said, "sorry to bring you here, but I figured if you know what events will occur. Might as well have the one that knows everything close to me"

I nodded and shrugged, "makes sense…" we walked as we discussed where I would be staying, "are the others here?"

We passed through busy agents as he responded, "Agent Romanoff just left to look for Dr. Banner, and Agent Coulson went to pick up Captain Rogers"

"So, where am I going to be placed?" I asked Furry mildly curious.

"In your own lab, away from Dr. Banner and the others. But sense they're not here yet you can choose if you want to stick around with me in the meantime" I deeply sighed.

"Just because I know what's going to happen, does not mean that you can send a seven-year-old in the line of fire!" I retorted grumpily.

"Well, this "seven-year-old" has superpowers, so I think she'll be just fine" he easily replied, like as if he didn't have a care in the world to what I just said.

When we arrived, there was a table with chairs, so I went and sat down in one of them. Swinging my feet back and forth I said, "Dr. Banner's gonna want you to call every lab you know and tell them to put spectrometers on the roof, and calibrate them for gamma rays to find the Tesseract faster"

Nick nodded and said, "Agent Hills, you heard Ms. Parker" Hills complied and ordered to start making the calls, the Director then asked, "anything else?"

I boredly replied "no, can I be taken to my lab please."

Hills volunteered to take me to my lab and lead the way, making small conversation as we walked. When we stopped at my door, she looked down at me and put her hands on her knees, "is there anything you want me to get you?" she asked sweetly.

I shook my head and said, "no, thank you"

She smiled and replied, "let me know if you do, ok?" I smiled back and nodded, as she walked back to continue her duties.

Walking inside the lab I decided to finally work on my Spider-Girl suit, I sat on the small table the room had and started to sketch. I wanted it to look like Miles's suit, but I didn't want to steal his style. I went with the black suit, but where Miles's had red mine was fuchsia pink instead. I also added Gwen Stacy's hood. However, mine was a black hood instead of a white one. Once I got the perfect sketch, I then searched through my holographic tablet for the perfect suit fabric.

When I was about to order some of the fabrics I was interested in, my tablet switched to the Helicarrier's security system, "Someone is trying to breach S.H.I.E.L.D.'s security Ms." ALISE spoke.

I looked at the tablet annoyed, "who? Oh… ALISE how long was I in this lab?" I asked as I realized JARVIS was the one who's secretly hacking S.H.I.E.L.D.'s system.

"You've been busy for 4 hours and 30 minutes" ALISE retorted.

I arose from the chair I was sitting on, I needed to let Nick know about the next events. I had a feeling he doesn't want me to be seen, so I gave him a call. Unfortunately, it went directly to voice mail. 'why isn't he picking up his cellphone!?' I thought to myself. If Loki was already here, that means Barton wasn't far behind! Fury was leaving me no choice, but to leave my perimeters. Then I remembered my invisibility powers. However, like I said before I wasn't very good with my camouflage just yet. I couldn't control it very well, using it would just expose me. Then another thought came to mind 'I know! I'll call Nat' so I dialed her number, but she didn't answer either.

I was so busy with my mind, I didn't hear the swish of my lab doors opening until I heard someone speak, "you have got to be joking…" startled, I turned around to see an upset Captain Rogers. The only thing that came out of my mouth was a "hello…" as I sheepishly smiled and waved my hand.

I felt like I was being caught red handed for taking out a cookie from the cookie jar. The upset Captain grabbed my wrist and pulled me to walk; in his other hand I saw there was a HYDRA weapon. I was a little intimidated by his imposing demeanor, so I kept my mouth shut as we walked through the Helicarrier's halls. When we arrived at the lab where Dr. Banner and Stark were located, we went in.

We got there just in time to hear Tony say, "no fuss…" then he curiously frowned and asked, "what's phase 2?"

Rogers let me go and angrily placed the weapon on the table, "phase 2 is S.H.I.E.L.D. uses the cube to make weapons, sorry… computers move a little slow for me." He then furiously glance at Nick "mind explaining our little friend or is she just a stowaway?" he questioned. Nick looked at me, and I silently stated I was in my lab the whole time with a shrug.

When Tony glanced at me excitement ran through my spine, he then looked at the Director and inputted "what's a five-year-old even doing here?"

My excitement turned into annoyance, and I grumpily replied, "I'm seven!"

"Same difference." 'How is that even the same!?' I internally thought, I raised my hands and rolled my eyes giving up because I knew it was pointless to argue with him.

"The kid is of no importance" Nick glanced at me with an apologetic face for what he just said. I understood why he did it, he was trying to avoid questions about me but that didn't help his cause, he tried changing the subject back to the cube, "Rogers, we gathered everything related to the Tesseract, this does not mean-"

"I'm sorry Nick" Stark turned the computer so that we could see the monitor forming a weapon "what were you lying about?" he accused and continued "and what were you saying about the kid again?"

"Can I say some-"

Before I could say anything else I was interrupted by Steve, "I was wrong Director, the world hasn't changed one bit" he disappointedly interjected.

"Excuse me, Nick I need to-" I was interrupted yet again.

"Did you know about this?" Dr. Banner accused agent Romanoff.

Romanoff retorted "you want to think about removing yourself from this environment doctor"

"Can I get a word in!?" the frustration was evident on my facial expression as I furiously yelled those words, but to no avail. And so here I was, left in a corner as the verbal brawl started. I did try my best to informed them of what was coming, on what Loki was planning. Unfortunately, they didn't listen, so I had to take matters into my own hands.

"Big man in a suit of armor, take that off what are you?" Steve taunted.

"Genius, billionaire, playboy, philanthropist" Tony replied smugly. Natasha shrugged as if saying 'he's got a point'.

I was tired of hearing these people argue so I asked ALISE to find a way to get their attention on me. She replied with, "you might want to cover your ears"

I did as she requested and suddenly there was a screeching sound that was heard. It felt like nails scratching on a chock board, for those who were exposed to the sound. Once the noise was over, I yelled "CAN YOU GUYS SHUT UP AND LISTEN TO ME!?" I felt a little uneasy with all eyes on me especially Thor's, his look seemed to know something. But that didn't stop me from continuing "Bartonisonhiswaythey'regoingtounleashtheHulkandLokiisgoingto-"

"Slow down Parker" Nick interrupted, "from the top"

I took a deep breath and said it a little slower this time "ok… Barton is on his way, they're going to unleash the Hulk and Loki is going to escape if you don't stop arguing" just when I said those words the explosion happened, and everything went black…

ok so there you have it! hope you enjoyed. see you all on the next chap! :D