Lucy was ecstatic. She had just concluded a successful meeting with Howard and the Colonel. There she informed them the formula for the super soldier serum was decrypted and ready for testing. Phillips had actually cracked a grin at the news; likewise, Howard let out a great whoop and clapped her on the back. The Colonel had sent her off to begin developing the serum, but she decided to follow Peggy and greet Steve before releasing him to Howard.

"Are you ready to go see your sweetie?" Peggy teased as they walked down the hall.

Lucy blushed as they rounded the corner, "Don't be silly Peg, he hasn't asked me to be his girl…" she trailed off at the sight in front of her. Her face drained of color and became slightly tinged with green. She tightened her grip on the clipboard, almost snapping the poor thing in half. A giant weight landed on her chest, pressing all of the air out of her lungs and yet it all was caught in her throat as it closed. Time seemed to slow down as she watched the Private reach around Steve's neck. Every other noise became twice as loud as a buzzing rang in her ear. All the happiness within her was blown away. Nothing was left, she felt empty. Then everything was silent when Peggy leaned around Lucy to see what she was staring at.

Peggy's face hardened instantly. Her eyebrows furrowed and her hands came to rest on her hips as she regarded the scene. Lucy was lost for words but Peggy had quite a few to say to the couple at hand.

"Captain." She bit out before the events could unfold further, preventing the kiss.

Lucy felt dizzy. She had to leave she couldn't look at him. What she wouldn't give for a glass of that schnapps right now. "We're ready for you now.," she droned, trying to contain all of her emotions. "If you're not otherwise occupied." She couldn't help but add that on in spite of herself. Then without meeting his guilty face, she spun around and marched toward the lab.

"Agent Carter, Lucy, wait…."

She could hear Peggy scolding him behind her, "Looks like finding the right partner wasn't that hard after all."

"Peggy, that's not what you thought it was." He sounded so apologetic she wanted to believe him.

"I don't think anything, Captain. Not one thing."

Lucy couldn't handle it. She wanted him to feel what she was feeling. So she said something she knew to be entirely untrue, but hurtful nonetheless, "You always wanted to be a soldier, and now you are." She turned to stare at him right in the eyes to witness his pain, "Just like all the rest of them." She could see his heartbreaking in his eyes, and it made her feel worse, so she spun around again.

"Well what about you and Stark?" Steve snapped back at her causing her to pause. "How do I know you two haven't been fondue-ing?" Rolling her eyes in exasperation Lucy gave a slight huff and continued on her way leaving the other two behind.

-permafrost-

When she reached the lab Howard called out to her, "Hey doll! Come over here, I want your opinion on this shield." He held up a few electrical units for her examination. The shield concept had been her idea. Howard had designed a few snazzy prototypes for their pitch but she was still partial to the simpler ones, she had an inking Steve would be as well. But right now she didn't want to look at anything that was related to him.

Breezing by Stark she spoke between her teeth, "Not now, Howard. I'll be in my office. Don't tell anyone where I am unless it is above a level 7 emergency." And without a backward glance she disappeared around the corner.

Howard looked around confused and called after her retreating form, "Are we talking our levels of emergency?" receiving no answer he shrugged and went to go find his next appointment.

-permafrost-

Shaking his head Howard tried not to laugh at the clueless Captain. At least I know why Lucy was acting so strange this morning, he thought to himself. "Fondue is just cheese and bread, my friend." He explained, "Lucy and I have never been anything more than just friends. She's like a little sister to me."

"Really?" Steve had the common sense to look abashed, "I…I didn't think…"

"Nor should you, pal." Howard cut him off as they walked through the lab. At the moment all of the assistants were occupied, tinkering with something or other as Lucy had sent them off to leave her in peace. "The moment you think you know what's going on in a woman's head is the moment your goose is well and truly cooked. That's why I have our Lucy. She keeps me grounded when I get lost chasing skirts. Deflates my ego when need be." He paused fiddling with a few pieces of equipment, "I try to concentrate on work, which at the moment is about making sure you and your men do not get killed." Turning to show Steve a piece of fabric he continued, "Carbon polymer. Should withstand your average German bayonet. Although Hydra's not going to attack you with a pocket knife." Moving down the table he tapped Steve's old prop shield, "Lucy tells me you're kind of attached."

Steve sighed, she wasn't wrong, "It's handier than you might think." He defended.

Howard considered the soldier, "We took the liberty of coming up with some options. This one's fun, its mine." He gestured to a shield that he was particularly fond of, "She's been fitted with electrical relays that allow you to…"

Something caught Steve's eye, "What about this one?" he cut off the scientist bending down to inspect another shield hidden under the table.

"No, no, no that's Lucy's, it's just a prototype." Howard waved his hand, trying to get Steve to leave the shield alone. Lucy would kill him if anything happened to her precious metal. Besides, he'd be in for another round of 'I told you so' if the Captain chose her shield over any of his. Seeing that Steve wasn't about to let the subject go Stark answered, "Vibranium. Its stronger than steel and a third the weight. Its completely vibration absorbent."

Admiring the perfectly crafted metal circle Steve wondered, "How come its not standard issue?"

"That's the rarest metal on Earth." Howard replied, "What you're holding there, that's all we've got. Lucy just about squealed my ear off when we finally dug it up."

"Are you quite finished, Mr. Stark?" came the uninterested tone of Peggy Carter. She had just come from Lucy's office. The girl had locked herself in her office with her chemistry set and barred the door with a chair. After being ignored for a good half hour Margaret Carter was not in a good mood. "I'm sure the Captain has some unfinished business." She snapped as she approached the two men.

Not noticing her mood Steve moved to show her the shield. "What do you think?" he asked waiting for her approval.

Witnessing Steve's happy smile Peggy thought back to Lucy's dead look. With that, her eyes flashed and she grabbed the nearest handgun conveniently sitting on the table next to her. Howard dived behind a table to escape her wrath. Steve barely raised his shield in time to intercept the shots. Bam Bam Bam Bam She fired four rounds directly at him. The used bullets landed at his feet, their trajectory absorbed by the metal. In the ringing aftermath, Peggy sighed and everyone slowly peeked out of his or her hiding places.

Feeling better she regarded him coolly, "Yes, I think it works." Placing the gun back in its spot, she stalked past him and went to try her luck at consoling Lucy, again.

After Peggy had left the scene, Howard stood up to stand next to Steve. Both of them staring after the Agent with similar expressions of shock, awe, and horror.

"I had some ideas about the uniform." Steve handed Stark a folded paper with sketches he'd drawn on them.

"Whatever you want, pal." Howard replied glancing down at the pictures. "I'll have some of the assistants get your measurements. You can come in tomorrow for a fitting."

-permafrost-

Message to Hydra: Erskine's assistant has formula for serum.

Message to Operative: Destroy evidence. Bring her to us. Alive.