Hello my darlings! I hope you enjoyed the first chapter of this story I am very excited to write. I would love if you would review and tell me how you feel about Val and her interactions with characters…this next one she will be introduced to the Avengers as we know them. This particular story will take place during the first installment of the Avengers franchise, and then we'll see where it goes from there.

I own nothing, except for little Valentina. Enjoy. J

Chapter Two

"Agent Coulson, I really don't do well with heights. You're sure I have to get on this damned quinjet with you?"

The man I had spent the last week with, being briefed and actually forming a friendship with laughed at my words. He shook his head, wrapping an arm around my shoulders gently and pulling me toward the jet. While his stern face meant business, I could see a look of compassion in his eyes and the warmth that passed between our bodies let me release a somewhat relaxed sigh. At least you have Phil…

"Oh Val, it really won't be horrible. I'll be with you, and Agent Romanoff will be there when we land…you can even take a nap if needed."

"How in the hell do you expect me to take a nap when the possibility of falling to my death in a metal prison could happen at any moment?"

Rolling his eyes at me, Phil walked me up onto the jet and into our seats. Across from our bench was a blonde man whose muscles had muscles. His t-shirt and jeans were well-fitted to his body, and yet while he looked so relaxed there was a look in his eye of complete discomfort. I knew his face to be Steve Rogers, aka Captain America. AKA my leader.

"Captain. This here is Valentina Pavlova…codename Replica. She will be joining you on the team."

Steve's electric blue eyes finally looked toward us, and my breath hitched when I realized he was looking at me. Our eyes stared directly into one another's for a few moments longer than necessary before I turned my head to look at Phil, a smile spreading across my lips. I slowly turned back, extending my hand across to the man who took my much smaller hand in his own.

"Steve Rogers, ma'am."

Our hands shook and I pulled mine away after only a few seconds before nodding my head once and offering a small smile. I suddenly realized just how uncomfortable I was in my birth face, in my true skin…it was easier for people to ridicule me this way. I felt the jet lift off into the air, and forced myself to sit, looking up to Phil knowing my eyes were wide. He sat next to me, chuckling softly and taking my hand into his own. He gave it a reassuring squeeze, allowing me to calm down slightly. At least if I go down, I'll go down with a friend…

When we landed, I practically ran from the jet onto nice, solid, non-moving ground. I took a deep breath and was pleased to find my nostrils filled with the scent of salt water. Safe on the boat, I looked around at the business of the people surrounding me, each and every one wearing a S.H.I.E.L.D uniform, hold for the redheaded woman waiting in front of me. I sighed in relief again at the site of Natasha, walking forward to give her a brief hug. Phil wasn't the only friend I'd made in the past week, after all.

"Agent Romanoff, this is Captain Steve Rogers. I'm taking Val here inside before it gets…too exciting for her. Meet us on the bridge whenever the time is right."

Phil linked his arm through mine and walked me into the actual part of the ship, and to my pleasure there had to of been hundreds of computers, each holding limitless information. There were also plenty of new faces for me to read and duplicate, and so I studied for a moment before looking at Phil as the reality of his words set in.

"What do you mean 'before it gets to exciting' for me? What's happening? Did you bring me here to kill me, Phil? I thought we were closer than that, Agent Coulson."

It was at that exact moment I began to see the water and sky move downward, making my eyes widen once again in both shock and fear. They had brought me on a giant fucking airplane S.H.I.E.L.D base. I turned to Phil, ready to yell, before the anxiety took over and I passed out onto the floor in front of me.

"Valentina? Hello? Val? Replica…? Earth to Val. It's time to wake up."

My eyes slowly fluttered at the sound of Agent Coulson calling my name, and a groan fell from my lips. They had me lying on a TABLE, sprawled in front of Bruce Banner, Steve Rogers, AND Natasha…fabulous. And I hadn't even met Bruce yet.

"Sorry about that…show. Phil here left out the detail that they were putting me on a giant airplane when I'm afraid of heights." I pushed myself off of the table and stood, turning back to my team. "Hi. Name's Valentina, but you can all call me Val. Actually, please call me Val because I despise my full name. I'm sort of a…last minute addition to this clusterfuck of superhumans."

Steve flinched at my words, probably because of the use of language, but Natasha's lips smoothed up into a small smirk. Bruce…well, he didn't know exactly what to make of me. He blinked in confusion up at me and then slowly extended his hand, breathing deep.

"Bruce Banner."

I smiled, taking his hand in a flash but shaking it gently, my smile growing wider. I could see the need for acceptance in his eyes, the emotions he was trying to hide behind the soft brown. He needed for someone to relate to him, for someone to be the same as him. But it was something, he felt, he would never have. And how very wrong he was. And even I could see that he was looking at me with…curiosity, and I knew the question he must've been asking in his head. I leaned into him slow, lowly whispering in his ear.

"If you're wondering if I can transform into a hulk…the answer is yes. Fully functional, like the other-"

"We got a hit. Sixty seven percent match. Wait, cross match, seventy nine percent."

"Location?" Agent Coulson gave no time for the rest of us to soak in who had spoken.

"Stuttgart, Germany. 28, Konigstrasse. He's not exactly hiding."

"Captain. You're up. Val? You're with him."

Steve simply nodded, but I smiled and rushed down the hall to the room I knew was mine, hoping there was a suit there for me to wear. And oh was there.

I pulled the suit off of the bed, smirking down at the black material and running my fingers over it. It was a full suit, much like Natasha's, but with grey gloves and a utility belt that would fall around my hips. There were thigh high black boots on the floor, and my eyes grew at the sight.

"The suit will link into your conscious and allow you to shift it into another design…or other clothing, as you wish. It took scientists all night to figure it out, but we figured you would ne-"

I interrupted Phil with my arms being thrown around his waist. Truthfully, I hadn't received much kindness from anyone in years, and the kindness this man had been showing me was almost too much to bear. I forced back my tears with a soft sniff, and I pulled back to look up at the elder agent. If it weren't for Phil, I wouldn't have come, and I wouldn't have stayed. But he was there. I leaned up to place a soft kiss on his cheek before walking into my restroom to change.

"In the end, you will always kneel."

"Whoa, what's up with the reindeer down there? Rudolf gone wrong?" I couldn't help but let the joke slide from my lips as I strapped daggers to my thighs. The man below was very green and gold, with some hideously formed horns on his head. He honestly looked ridiculous.

"Not to men like you." Shit old man, sit down before you get killed.

"There are no men like me."

"There are always men like you."

"Look to your elders, people. Let him be an example." Steve dove in just in time as the man, angry Rudolf, was about to shoot the man with his scepter. But Steve blocked the attack, knocking the man down on his ass.

"You know, the last time I was in Germany and saw a man standing above everybody else, we ended up disagreeing." Oh, Cap. WWII puns.

"Ah, the soldier. A man out of time. Not the one, today, I am interested in. Tell your friend to join us." His eyes flashed up to me in the quinjet, and if it wasn't already obvious who he was talking about, the carnal gaze he gave my way made it obvious. "So very far from home…just like me."

"I'm not the one who's out of time."

"Loki, drop the weapon and stand down."

"You're hot when you give orders, Natasha, but he's not gonna go for that."

I smirked and, despite my hatred for heights, jumped from the jet landing gracefully on my feet, just as Loki sent a blast at it. Steve and Loki began to fight, and eventually Loki had Cap on the ground, standing over him.

"Kneel."

"Not today, Rudolf."

I gathered the power from the scepter and forced a blast of energy toward Loki, who was in return sent flying back. I smirked, pleased with my display of power before I realized how tired using the scepter's power had made me. I shook my head and slowly began to draw the power back into my hands in what could've been the stop to Loki and the Captain fighting.

But, "Shoot to Thrill" came over the speaker from the quinjet rather loudly, and Iron Man sent a blast to Loki, forcing the man onto the ground. Iron Man touched down, and every freaking weapon that suit must have was suddenly pointed at Loki.

"Make your move, Reindeer Games." Iron Man spoke sternly, and I stepped up to stand between the man of metal and the Captain. Loki slowly raised his hands in surrender, his armor materializing away. "Good move."

"Mr. Stark."

"Captain." The Iron Man helmet lowered, and Tony Stark turned to face me. I was sort of…taken back at the man before me. I had seen him before, on TV, magazines, newspapers…but right now, I was really seeing him. And he was gorgeous. "And who is this stunner?"

I was comfortably lying on a bench in the quinjet, trying to level my breathing as instructed by Steve. Using the scepter's power had taken a lot of my own energy, and I was left with a headache and an all over body pain. Loki sat across from me, smirking at my pain and I felt the never-ending urge to reach across the space between us and wipe the smug look off of his face for him. But instead I focused long enough to bring in the Captain's healing power, and within minutes I was standing up and walking carefully over to the two men, smirking toward Loki as I did.

"-like it." Is what I walked up to as Steve and Tony Stark were talking.

"What? Rock of Ages giving up so easily?"

"I don't remember it ever being that easy. This guy packs a wallop."

"Still, you are pretty spry, for an older fellow. What's your thing? Pilates?"

"What?"

"It's like calisthenics. You might have missed a couple things, you know, doing time as a Capsicle." I tried to hold back my giggle, but I couldn't. Tony smiled at my life and Steve rolled his eyes, finally turning to face Tony.

"Fury didn't tell me he was calling you in."

"Oh trust me, boys, there's a lot of things Fury doesn't tell you."

Tony looked interested at my words, and was about to respond before thunder and lightning struck almost on the plane, shaking us all. We all looked around, Steve becoming instantly ready for battle.

"Where's this coming from?" Natasha called back as thunder rumbled overhead again, making Loki stare out of the window. A smirk crossed over my lips as I looked over at the man.

"What's the matter, big boy? Afraid of a little lightning?"

"I'm not overly fond of what follows."