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Disclaimer: I will never own the Avengers…never. Just October.


October lost Steve when she was pulled aside by another SHIELD agent. She made her way down to her room after giving up on looking for Steve. She entered her room and took to pills from the bottle before lying on her bed. October had been asleep for thirty minutes when the sound of arguing reached her ears. The vent above her bed carried the arguing voices down to her. Groaning in frustration she stood up and headed out of her room.

"I'm going to kill whoever it is that's yelling." She growled to herself. October marched up the stairs following the voices until she reached Banner's lab. One look inside confirmed the yelling was indeed coming from inside. The door opened and October stepped in standing off to the side listening.

"You speak of control, yet you court chaos." Thor said.

"It's his M.O., isn't it? I mean, what are we, a team? No, no, no. We're a chemical mixture that makes chaos. We're...we're a time-bomb." Banner added. October looked from Thor to Banner while crossing her arms when she saw Fury reach for his gun.

"You need to step away." Fury said watching Banner.

"Why shouldn't the guy let off a little steam?" Tony said as October looked over to him.

"You know damn well why! Back off!" Steve countered.

"Oh, I'm starting to want you to make me." Tony replied walking in front of Steve. October rolled her eyes and ran a hand through her hair. She didn't like where this was going.

"Uh guys…" She said, but no one acknowledged her. She glared and leaned against the wall next to Natasha. Steve and Tony continued to argue back and forth as October watched Banner closely. Steve's voice brought her attention back to him and Tony.

"Yeah, big man in a suit of armor. Take that off, what are you?"

"Genius, billionaire, playboy, philanthropist."

October watched Natasha nodded her head a little. She couldn't help the eye roll upon hearing her friend say that. She knew he was a smartass, but she was not expecting that. They were supposed to be a team after all. She stepped forward, walking between them.

"I know guys with none of that worth ten of you. I've seen the footage. The only thing you really fight for is yourself. You're not the guy to make the sacrifice play, to lay down on a wire and let the other guy crawl over you." Steve said as a hand was placed on his chest. He looked down to see October, eyes ablaze in frustration.

"Would you two cut it out? We're supposed to be a team not fighting like little kids!" she growled pushing on Steve's and Tony's chest. Tony apparently ignored October as he kept arguing with Steve.

"I think I would just cut the wire."

"Always a way out. You know, you may not be a threat, but you better stop pretending to be a hero." Steve responded.

"A hero, like you? You're a laboratory experiment, Rogers. Everything special about you came out of a bottle." Tony countered. October sighed in frustration and threw her hands in the air. She couldn't believe how they ignored her and kept arguing. She walked back over to the wall and leaned against it again; closing her eyes to control her anger. The arguing between Steve and Tony continued as October listened on, her anger gradually rising.

"Put on the suite, let's go a few rounds" Steve's voice carried over to her. She opened her eyes and watched him. She knew Steve wasn't from this time, but she couldn't help the smirk at hearing him say that. If there was another person who could stand up to Tony it was Steve, along with her and Pepper. Thor's laugh brought her eyes over to him.

"You people are so petty, and tiny." He said looking over at October. October sent him a glare and turned away from him.

"Yeah, this is a tee..." Bruce mumbled. October glanced back at Banner only to find him standing closer to the Tesseract. She straightened her back keeping an eye on him. Fury also noticed this and turned to Natasha.

"Agent Romanoff, would you escort Dr. Banner back to his..." Fury started, but was interrupted by Banner.

"Where? You're renting my room." He said. October cautiously approached Fury as her hand twitched at her side.

"The cell was just…"

"In case you needed to kill me, but you can't! I know, I tried. I got low, I didn't see an end, so I put a bullet in my mouth and the other guy spit it out. So I moved on, I focused on helping other people. I was good until you dragged me back into this freak show and put everyone here at risk. You wanna know my secret, Agent Romanoff? You wanna know how I stay calm?" Banner explained. Everyone looked at him with suspicion when Fury unhooked his gun followed by Natasha. Steve held his hands up signaling to Banner.

"Dr. Banner, put down the scepter." Steve said. Banner looked down at his hand to find himself holding the scepter. A beeping on a screen to his left sounded. October relaxed when the scepter was back in its proper place. She really didn't want to hurt anyone, but if it came down to it she would. It was in her job description after all.

"Sorry, kids. You don't get to see my party trick after all." Banner said turning to the computer and hitting some buttons. October tuned out Thor, Tony and Steve, but her head turned toward Banner when she saw the look on his face.

"Oh, my god." Was all he said as an explosion ripped through the ship. The portion of the floor October, Natasha and Bruce were on collapsed from the explosion. October held onto the side of the giant hole. She looked down below her to find Natasha with her leg trapped under some rubble and Bruce on his stomach. October tried to pull herself up, but slipped as she lost her grip. A shout from below had October looking down and trying in desperation to pull herself up. Banner was struggling to not transform, but was failing. Natasha was talking to him to calm him down but that also didn't seem to work. October heard Banner give one last shout as he started to transform.

"Dammit Natasha run!" October shouted. Natasha was able to get her leg free and give October one last glance before running away from an angry Hulk.

October tried again to pull herself up and was halfway there when she was grabbed by the arm. The hand pulled her up and helped steady her. She looked up at Thor and gave him a smile mouthing thanks. They each went their separate ways, one to find the source of the blast and the other heading for the Hulk.

October ran down the corridors looking for any sign of Steve and Tony when she ran into people dressed in the SHIELD uniform. One of the men turned toward her and raised his gun to shoot only to have it kicked out of his hand. October punched the man in the face before hitting him on the back of his neck, effectively knocking him out. She went and took out the remaining men when an arrow flew by her face. October heard a beeping and rolled away just as the arrow blew up. She stood up to find herself outside, her hair blowing in the wind as she looked out of the destroyed portion of the helicarrier. Steve was up on the second level talking to Tony when he looked down at her.

"October what are you doing here?" Steve shouted down to her.

"I could ask you the same question!" She climbed up to his level and stood beside him. They just looked at each other before bullets were fired at them. October ducked and pulled her handgun from her jacket. She returned fire hitting each one in the knee and shoulder, sending them to the ground unable to stand up.

"I gotta get this super conducting cooling system back online before I can access the rotors and work on dislodging the debris. I need you to get to that engine control panel and tell me which relays are in overload position." Tony said turning to Steve. Steve looked at October who nodded telling him she could handle her position. He nodded and jumped over to the control panel.

"What's it look like in there?" Tony asked.

"It seems to run on some form of electricity." Steve answered.

"Well, you're not wrong." Tony replied. October glanced over to Steve and shouted to him.

"What about the relays?"

Steve looked at her and then back at the control panel. "The relays are intact. What's our next move?"

"Even if I clear the rotors, this thing won't re-engage without a jump. I'm gonna have to get in there and push." Tony said. October's head whipped around upon hearing that. He couldn't be serious, could he? She turned back around as another bullet whizzed by her head. She fired and sent the man flying from the ship.

"Well if that thing gets up to speed, you'll get shredded!"

"Then stay in the control unit and reverse polarity long enough to disengage mag..." Tony started before being interrupted by Steve.

"Speak English!"

Tony sighed and pointed at the red lever beside me. "See that red lever? It'll slow the rotors down long enough for me to get out. Stand by it, wait for my word."

Steve jumped back over to October's side and stood at the ready by the lever. October moved forward to give Steve more room. They both stood in silence waiting for Tony's signal when more of Loki's soldiers fired at them.

"How many of them are there? This is getting ridiculous…" October grumbled providing cover fire. October's gun clicked as she ducked behind the small railing; a bullet grazed her shoulder making her hiss. She ejected the magazine from the gun and reloaded it with a new one. As she went to stand up, Steve stepped in front of her punching one of the soldiers and sending him flying from the ship. October ducked again when she noticed Steve wasn't next to her. She looked around and found him hanging from the edge of the ship.

"Cap, need a lever." Tony said getting the engine started.

"I need a minute here." Steve responded pulling himself up.

"Lever! Now!" Tony shouted.

Steve had pulled himself up when he and October were under fire again. She looked at Steve and tilted her head to the lever.

"Pull the damn thing. I'll handle them." She said turning around and pulling out another handgun. She returned fire making sure to dodge any incoming bullets when one lodged itself in her shoulder. She bit her lip pushing the pain from her mind as she shot the last guy. Steve had the lever pulled as Tony came flying by and into the ship. October sat against the railing holding her injured arm as blood ran from the wound.

"We need to get you to medical bay." Steve said seeing the blood. "Can you stand?"

October went to open her mouth when Steve picked her up bridal style and carried her down to the medical bay. When they entered Natasha sat with Clint who was unconscious from who knows what.

"What on earth happened to him?" October asked.

"He hit his head pretty hard." Natasha said with a grin. She spotted the blood trailing along the floor and called over one of the doctors. Steve followed the doctor to a table and set October down on it. He watched as the doctor checked the wound and asked her questions, having her remove her leather jacket. October sat in only her red tank top as the doctor removed pieces of leather from her wound. When he was done the doctor turned to Steve.

"I have to remove the bullet and I might need you to hold her down." He said.

Steve nodded and walked over to October. She held her hand out for Steve to take; a small smile on her face.

"I've had my fair share of bullets removed so you can just hold my hand." She said smiling. Steve returned her smile and took hold of her hand as the doctor pulled on some gloves. He grabbed a pair of tweezers and went to work on removing the bullet. Every so often October would squeeze Steve's hand in pain as her eyes closed. Steve rubbed his thumb over her hand reassuring her it would be over soon.

The clinging of metal landing in a glass had October opening her eyes. She still had a firm hold on Steve's hand, but she didn't let go. The doctor cleaned the wound and wrapped her shoulder in white bandages.

"I know you never listen, but don't overuse your right arm; unless you want the same thing to happen like last time." The doctor smirked tossing the blood covered gauze away.

Steve looked at October wondering what happened last time. She glanced at Steve and sheepishly smiled, standing up from the table. She looked at her hand intertwined with Steve's.

"Um…Steve I kind of need my hand." She said. He looked down at his hand and realized he still held October's. He released her hand and blushed, rubbing the back of his head.

"Sorry about that…" he said. October chuckled as she grabbed his hand again leaving the medical bay. They walked up to the main deck where Tony sat, having already changed out of his suit. Tony looked up as the two entered and he raised an eyebrow at their combined hands.

"You two seem to be getting cozy." Tony smirked. October flipped him the bird and took a seat while Steve sat in between the two. Fury appeared shortly after with a solemn look on his face as he stood at the other end of the table. October detected a hint of sadness in his eyes too when she realized she hadn't seen Agent Coulson. Fury threw Coulson's Captain America trading cards on the table at Steve. He picked one up that had blood on the corner and running down the card. October refused to let the tears fall as her friend and mentor was dead.

"We're dead in the air up here. Our communications, location of the cube, Banner, Thor. I got nothing for you. Lost my one good eye. Maybe I had that coming." Fury paused before continuing. "Yes, we were going to build an arsenal with the Tesseract. I never put all my chips on that number though, because I was playing something even riskier. There was an idea, Stark knows this, called The Avengers Initiative. The idea was to bring together a group of remarkable people, see if they could become something more. See if they could work together when we needed them to, to fight the battles that we never could. Phil Coulson died still believing in that idea, in heroes."

Tony stood up abruptly and walked out of the room not saying a word. October hung her head, letting her bangs hid her face and the tears cascading down her cheeks.

"Well, it's an old fashioned notion." Fury said.

October entered her room and kicked off her converse. She lay down on the bed on her stomach as she pushed her face into the pillow. The tears stopped falling as she left the meeting room and made a bee line for her room. She was still coming to terms that Coulson was dead and that she wasn't there to help him. Her door opened to reveal Fury. He approached the bed and sat on the edge. October sat up and crossed her legs, watching him.

"I want you to accompany them to Manhattan. The Captain is rounding up Agent Romanoff and Barton to come with him. They'll be heading for the jet and I want you to meet them there. They'll need your help." Fury said.

"I thought I wasn't allowed to use my power. Seeing as how I lost control last time remember?" she grinned.

Fury smirked and stood up heading for the door. He paused and turned around. "I know you can control it. You just have to focus."

October repeated Fury's words in her head as she changed into a uniform similar to Natasha's. She grabbed her own pair of combat boots and slipped them on before heading for the jet. As she climbed in there was another pilot up front, but he paid her no mind since she was in the SHIELD uniform.

Ten minutes later October heard footsteps on the jet's ramp. She didn't need to look to see who it was. The younger pilot turned around, "You guys aren't authorized to be in here."

"Son, just don't." Steve said causing October to chuckle. The young pilot got up and exited the jet as Barton sat in the unoccupied seat. He looked over and jumped when he saw October.

"Tober what are you doing here? I thought you were in Ireland." Barton said.

"I needed a change of scenery. I completed my mission when Fury called me." October said standing up to allow Natasha to sit there.

October walked over and sat next to Steve, who was dressed in his full Captain America outfit. Steve looked up and gave her a smile as she sat next to him. He took in her change in outfit and his eyes lingered on the heart shaped locket around her neck. She unclasped the necklace and held it in her hand.

"This belonged to my mother. She gave it to me the day she died." October said opening the locket. Inside were two pictures, one of her when she was little and the second was her parents. Her father wore his dress blues while her mother was in a white wedding dress.

"The picture was taken on their wedding day. My dad was in the Marines and he's the one who inspired me to join also. After their deaths I went and signed up for the Marines until I was scouted by Fury a few years later."

Steve saw the sad look in her eyes as she spoke. "What happened?"

October closed the locket and put it back around her neck. She leaned back and closed her eyes before telling Steve about her parent's accident.

"I had just turned eighteen when it happened. We were on our way home from my birthday party with family when our car was hit by a drunk driver. My father was driving and he did his best to swerve away from the truck, but it didn't help. The truck hit us dead on, the last thing I remembered was the airbags deployed and the car hit something and flipped. I woke up in the hospital with minor injuries which surprised the doctors. They told me my parents were killed on impact." She let out a shaky breath. Steve placed a hand on her shoulder giving it a squeeze.

"I'm sorry. I shouldn't have asked." He said quietly. October leaned forward and wrapped her arms around him; shocking him. He hesitated at first, but he wrapped his arms around her in a comforting embrace. She pulled away a few minutes later and wiped her eyes.

"Sorry…" she whispered scooting away. Natasha turned around as they flew off and as Tony blew passed them. Typical Tony, October thought.

"I hope you two are ready." Natasha said turning back around. October looked at Steve who gave her a reassuring nod and smile. She smiled back and leaned against the wall of the jet wondering what was waiting for them in Manhattan.


Well that's it for chapter two! I know I jumped into the middle of the movie, but I didn't want this whole story being centered on the whole movie. Don't worry I know where I want to go with this and I hope you all enjoy it! Don't forget to review!