A/N - Some of the dialogue is from the trailer and the D23 footage

I Know a Guy …

Fucked up.

That was the kind of day he was having. Completely and utterly fucked up.

First, a neverending foot race with a guy dressed like a cat, complete with goddamn sharp claws, who blamed him for the death of his father – which, fair enough, was probably true. Then that same guy cornered him in a warehouse and knocked him out with one hell of a blow to the head. He came to, trapped him in some hulking piece of machinery covered in so much grime it might even pre-date him, left there for who the hell knows what. He felt like a bear caught in a trap, waiting for the hunter to show up and finish him off.

Then to round out the day, his shadow and the shadow's sidekick showed up and he had to finally admit defeat. He needed help. He was tired, he probably had a concussion, he was in pain and he was done with running.

They'd arrived long after the cat guy had left him hanging there. He had his head down, exhaustion winning out over hours of trying to pry his arm loose. He was memorizing the cracks in the floor when he felt the gaze boring into him from several feet away. His shadow – Steve Rogers according to history books, museums, the news, the internet and his screwed up brain – was watching him.

Slowly, he raised his head, the muscles in his neck protesting, sweat plastering his hair to his forehead. "Help," he mouthed, his throat dry, his voice gone. He swallowed and tried again. "Help," he managed to whisper.

Rogers just stood there, stony faced and silent, staring at him. Panic started to grip him. What if the history books had lied? What if this epic friendship they supposedly had was just a bunch of bullshit? He looked at his arm, the heavy clamp locked in place, the plates in his arm frozen, his hand barely able to move. He hadn't felt that vulnerable since HYDRA and the flashes he had of the chair and the cold and hands with gloves and syringes and tools, hovering and hurting and … he took a breath, his legs shaking from crouching for so long.

"Bucky?" he heard Rogers whisper and he looked up. Gone was the blank, almost angry expression. Now it was like every emotion had been stirred and shaken and poured out over the guy. Bucky didn't think he'd ever seen anyone look so open and vulnerable before. Rogers knelt down next to him, his hands hovering, like he was afraid to touch him. "Buck, do you remember me?"

It was like the walls in his mind crumbled. He didn't want to care or feel or any of that shit he'd been pretending didn't exist for the last however many months he'd been on the run, but he couldn't stop it. The words were tumbling out of him without thought.

"Your mother's name was Sarah. You wore newspapers in your shoes …" He squinted in confusion. That one didn't make any sense. Why would anyone wear newspaper in their shoes? But flashes were coming faster, jumbled. Stuff he couldn't make sense of. Snatches of music, artillery fire, laughter, screams ... empty silence.

Bucky's breath hitched in his chest and he hung his head, his scraggly hair shielding his face. Steve reached out, about to place a hand on his shoulder but Bucky flinched back, away from his touch. "Sorry," he mumbled when he saw the hurt flash across Steve's face.

"It's okay, Buck. We're here to help," he said.

Sam Wilson – Bucky hadn't noticed him standing in the shadows – cleared his throat and motioned for Steve to come over to him. They talked in hushed voices, but Bucky could still hear bits and pieces of their conversation. Apparently they didn't have a plan – but since they didn't ask Bucky for any input, he just stayed silent in the background as they hashed things out.

"I know a guy," Sam eventually said and Steve had given him a dubious look that didn't exactly fill Bucky with confidence.

"A guy?" Steve echoed.

"He's good."

"Are you sure we can trust …" Steve started but Bucky interrupted with a cough. The two Avengers turned their attention to him and he motioned to his arm and the vise still clamped down over it.

"I say we can trust my guy more than we can trust yours," Sam said, crossing his arms as Steve made his way back over to the machine.

Steve hunkered down, hovering over Bucky's metal arm, about to pry the vise apart with his bare hands.

Sam shook his head and sighed. "Seriously?" He stalked behind the machine and picked up the plug and made a show of plugging it into the wall socket.

The machine started to come to life, a gentle whirring that Bucky could from the tips of his fingers straight through to shoulder. Sam walked back over and pressed a button. Bucky tried not to cringe, suddenly imagining the vise tightening even further, but after a few seconds, the pressure eased and he was free. Or as free as he could be with a hunk of barely functioning metal hanging from his shoulder.

"Thanks," he muttered to Sam as he struggled to his feet, his legs having gone numb from being crouched on the floor for god knows how long.

"Don't mention it," Sam said.

Bucky just left it at that, cradling his left arm against his chest with his right, limping behind Rogers as Wilson brought up the rear.

XXXXXX

They stole a piece of shit, rinky-dink car. Or rather, Steve stole a piece of shit, rinky-dink car. Captain America knew how to hotwire a car. Apparently, according to Steve, Bucky had taught him while they were in Nazi Germany. He took his word for it.

Sam volunteered to drive. The prearranged meeting spot was several hours away and he figured Bucky and Steve could take the time to catch up. Bucky crammed himself into the backseat, trying to stretch out. Steve took shotgun but he kept turning around anyway and was going to have one hell of a crick his neck by the end of the drive.

Bucky was pretty sure Wilson spent more time watching him in the rearview mirror than he spent actually watching the road. It was obvious the guy didn't trust him, which was good. Steve needed smart people on his side. People who cared about him. People who would protect him when his judgement got cloudy.

Bucky tried to spend the ride in silence, even tried falling asleep, but Steve was like a giant magnet for his brain, pulling out memories faster than he could process them. He shared them, hoping Rogers could help him make sense of what he was remembering.

A thin blonde woman, smiling but sick, her hands trembling as she gave him a hug. "Watch after him for me," she whispered. My mom, Steve supplied with a sad smile.

Snatches of a song he remembered dancing to with a dame with a pretty smile. Your guess is as good as mine. You always had a girl on your arm and went out dancing so much your ma swore you'd wear out your shoes faster than she could afford to replace them.

His knuckles scraped and throbbing as he stood over some kid who was holding his cheek like he'd just been punched. Take your pick. I got us into fights at least once a week.

Sam snorted a laugh. "Some things never change."

A little girl in pigtails, tugging on his sleeve, begging him to play dolls with her. "You promised, Bucky!" Becca. Your sister. She worshiped the ground you walked on.

"She had a crush on you," Bucky supplied and Steve's mouth dropped open.

"Me?"

Bucky nodded. "You."

"I had no idea …"

"Well, you weren't exactly the sharpest tack in the box sometimes, Rogers."

Dugan, in his ridiculous hat, cracking jokes as they sat waist deep in mud in a foxhole in the middle of nowhere, explosions sounding in the distance. God, I fucking hate mud.

Rogers, but not Rogers, small and frail, throwing his arm over his shoulders and laughing.

The silence after that one stretched out uncomfortably over the car. It had started to rain and the only sound was the whump whump of the wipers as they tried to keep up.

"I missed you," Steve finally said, barely above a whisper and Bucky turned his shoulder toward the back seat, his arms crossed. He closed his eyes.

"I'm gonna try to get some sleep. I'm worn out," he lied. Not about the worn out part – he was bone tired, weary to his core – but he couldn't sleep, wouldn't sleep with Rogers watching him. He could feel Wilson glancing at him the rest of the way in the rearview mirror.

XXXXXX

Several hours later, a van pulled up at their pre-arranged meeting spot, parking next to their car.

Bucky watched from a distance as Steve met Sam's "guy", who turned out to be someone named Scott, who, judging by the way he wouldn't let go of Steve's hand, was a really big fan.

"I want to think you for thanking of me," Scott stammered and Bucky shook his head.

"Unbelievable," he muttered to himself. Somethings never change, and an image of Steve wearing tights, shaking hands and awkwardly holding babies bubbled to the surface.

"I should probably stop shaking your hand, shouldn't I?" Scott asked and Steve nodded, his smile polite but Bucky could see the tension in his shoulders from where he was standing. He had a feeling he wasn't the only one ready for the day to be over.

Scott half-bowed and gestured toward the van. "Your chariot awaits." Steve raised an eyebrow and Sam groaned. "I really didn't mean for that to sound as weird as it did," Scott said. "Just … Let's just pretend that never happened. Deal?"

XXXXXX

"Thought you had a lab or something we could work in?" Sam said as Scott unlocked the door to his apartment. It was on the third floor of a rundown building in a bad neighborhood.

"Oh, that? Yeah. That's not my place," Scott said as he stepped aside to let everyone in. "That's Hank Pym's and, well, I thought you'd want to keep things quiet. Pym's a good guy but the fewer people involved the better, right? 'Sides, I've got everything I need right here."

"Here?" Sam did a slow turn, taking in the battered kitchen table, threadbare couch and a television that even Bucky knew was ancient.

Scott shrugged. "Yeah. It's just some simple machinery repair."

"That's my arm you're talking about," Bucky interrupted, glaring at the guy.

"And it's awesome and … murdery," he said as he opened the closet and started rummaging around. "But seriously, we're talking Mechanical Engineering 101 here. I can have you up and strangling people in no time."

After a couple of minutes and a cascade of crap falling on him as he tried to pull something off the top shelf, Scott turned around, holding a shoe box that was overflowing with tools and wires. "See, everything I need."

Bucky was starting to weigh the merits of just fixing it himself when the doorknob started to wiggle and he went on high alert, reaching for the knife at his hip, but coming up empty. Catman had taken his weapons while he'd been unconscious, leaving him unarmed and vulnerable and a bit pissed off. He looked around the room, assessing the space for possible alternatives when a loud clang sounded as something – probably keys – hit the floor on the other side of the door. "Shit," a muffled voice said, followed by a shuffling sound.

"That's just my roommate, Luis," Scott said as he rushed to the door, hands up to keep his new friends from pouncing on whoever Luis was. "Well, temporary roommate," he rambled as he opened the door. "I mean, I'm the temporary roommate. He lets me sleep on his couch. But it's a great couch."

Luis stepped into the room, arms loaded with bags, keys dangling from his fingers. "Thanks, man," he said, dropping the bags and tossing his keys in Steve's general direction. Steve caught them and Luis stopped in his tracks, realizing Scott wasn't the only person in the room.

A slow smile spread across his face. "Hey, you didn't tell me we were having company." Luis stared at Steve for a few seconds and his eyes grew wide in surprise. "Holy shit! You're … I mean, you're … you know … dude, you're … Holy shit!"

"Yeah, I'm him," Steve said with a polite nod but Bucky could tell he was trying to suss out whether the guy was a threat or not.

"And you." Luis pointed to Sam, who raised an eyebrow but remained silent. "I know you, don't I? Wait. Wait. Don't say anything." He started pacing and then snapped his fingers. "I remember! Scotty told me all about you and that one time that he, like, totally beat you up. Which man, I couldn't believe it. An Avenger! It's not everyday someone beats up an Avenger, am I right?"

Scott rushed forward, putting himself between Luis and Sam. "That's not what I … I didn't … Sam, I never said I beat you up."

Luis cuffed Scott on the shoulder. "Don't you remember, man? You said, 'Yo, Luis! You're never gonna believe what just happened. I totally laid the smackdown on that flying Avenger dude!' And then I thought you meant Iron Man – which, whoah! But then you said, 'Not that Avenger flying dude, the other one. The bird one.' Which I said, 'Hawkeye? I didn't know he could fly. I thought he was like Robin Hood or some shit like that.' And you said, 'No, man. Falcon. I totally clipped his wings. Dude ain't gonna be avenging nothin' after he crossed The Ant-Man.'"

"I did not … I would never say that. Because that would be a lie."

"Sam? Do you have anything to add?" Steve asked as he and Bucky turned to look at Sam.

Sam wasn't looking too hot – kind of looked like he was going to puke, actually. "It was a skirmish," Sam muttered.

"A skirmish?" Steve repeated, crossing his arms. "Like a tussle?"

Sam nodded. "Yeah, like that."

Steve narrowed his eyes and shifted his stance. Bucky had a flash of him in a military uniform, questioning a private who was about to piss his pants because Captain Fucking America was reprimanding him for something stupid he'd done. "You got your ass handed to you by Ant-Man, didn't you?"

"To be fair," Scott interrupted with a raised hand. "It was more his wings that got handed to him."

"What the hell is an Ant-Man?" Bucky asked, enjoying the interrogation but confused by half the shit they were talking about.

Scott raised his hand. "That would be me. I can shrink to the size of an ant."

"Why?"

"Perhaps the better question is - why not?"

Bucky turned away from Scott, effectively ending their conversation and gave Sam a steady look. "So you got beat up by a guy the size of an ant?"

"Just to be clear, there was no beating up," Sam said. "And you're one to talk. Who just had his ass rescued from a giant mousetrap?"

Bucky made a growling sound in the back of his throat and took a step forward but Steve interrupted. "I don't remember a break-in. You know you're supposed to make a report about stuff like that, right?"

Sam rubbed the back of his neck and shrugged. "There was a report. I may have left out a few details. Anyway, dude returned what he borrowed a couple days later. No harm, no foul."

"How? A little army of ants stop by the compound and ring the bell?" Steve asked, his stern expression close to breaking.

"Um … yes," Sam said, shifting on his feet.

"Ants? Seriously?" Bucky was beginning to wonder if he was still trapped back in the warehouse, hallucinating from dehydration and hunger.

Scott walked over to the kitchen table and sat the box of tools down. He turned to address the group. "Look, I know it sounds silly. Trust me, I had that same exact look on my face when Pym told me." He looked directly at Bucky for a second. "Okay, maybe not the exact same. Maybe less … intense."

He shuddered a bit and turned back to the box, laying out some tools as he kept talking. "But still … ants? You've got to be kidding me. But the things they can do … nothing short of amazing. So totally, one hundred and fifty percent seriously. I'd do a demonstration, but Luis doesn't like having them in his apartment."

"I saw them eyeing up my artisanal syrup collection the last time. Don't think I didn't," Luis said, his expression deadly serious.

"So, yeah. No demonstrations today."

Luis grabbed his bags off the floor and then suddenly couldn't stop looking at Bucky, like he was just noticing he was there. Bucky stared right back, hoping to rattle the guy. Didn't work.

Luis nodded at Steve. "So I know you." And then at Sam. "And I know you." And then he stopped at Bucky. "But I don't know who you are. Thought I knew all the Avengers. Are they recruiting new guys, 'cause Scott could totally …"

"I'm not an Avenger," Bucky said, his voice cool, his expression dark.

"Alright, but with an arm like that you gotta be somebody, right? You don't, like, bag groceries with a badass metal arm."

Steve nudged Bucky's shoulder. "Bucky, why don't you go sit down?"

Luis raised an eyebrow. "Bucky? As in Steve Rogers and Bucky Barnes? Captain America and his little sidekick? Dude, that's some crazy coincidence."

Sam groaned. "Smooth, Rogers. Maybe we should put out a press release while we're at it."

"He won't say anything, I promise," Scott said, trying to intervene but Luis wouldn't stop staring at Bucky.

A slow smile spread across Luis's face and Bucky tensed. "So, did you like get thawed out of a block of ice like Cap? Or did you time travel here? Is there a tricked-out DeLorean parked outside?"

"A what?" Steve and Bucky said simultaneously.

"I'll explain later," Sam said.

"Waffles!" Scott interrupted.

"Waffles?" Bucky asked, even more confused.

"Waffles. Luis?" Scott said, nodding toward the kitchen in a not-so-subtle attempt to get his friend's attention.

It took a second, but Luis got it. "Oh, yeah. You guys want some waffles?"

"He makes really good waffles," Scott explained. He walked over to Bucky while everyone was distracted. "Ready for me to look at your arm?

XXXXXXX

"Good, right?" Scott asked as he picked up the soldering iron.

"Not bad," Bucky mumbled around a mouthful of waffles.

Scott grinned as he leaned in to get a closer look at the guts of Bucky's arm. He'd removed the dented plates and even though Bucky told him they only needed to be banged out to fix it, Scott insisted on poking around to make sure nothing else was wrong.

"All that about you and Wilson true?" Bucky asked, trying not to pay too much attention to what Scott was doing. He'd always detached himself when the HYDRA techs opened him up, but it was a whole hell of a lot easier to make his mind go blank back when he was being wiped on a regular basis.

"Yep," Scott said, his mouth quirking up into a grin. Sam and Steve were on the other side of the room, watching the ancient TV, eating waffles, pretending not to be completely focused on what was happening in the kitchen.

"Nice work."

"Thanks, man. It was my first … I guess you would call it an op? My first real mission and I couldn't believe I - "

Bucky cut off his rambling. "I threw him off a helicarrier."

Scott paused for a beat. "Um … okay. Good job?"

Bucky shrugged. "I feel a little bad about it now." He cut off another chunk of the waffle with his fork and stuffed it into his mouth. Scott went back to what he was doing, his hands shaking slightly.

After a couple of minutes, Scott broke the silence. Bucky had a feeling it was hard for him to keep quiet. "My daughter, Cassie, she's such a cool kid," he said. "This superhero stuff? She's on cloud nine with it. She's done some research on the side, like every seven-year-old does." Scott tugged on a wire that he mistook for being dead, it wasn't and Bucky winced from the shock. "Shit, sorry."

"I've had worse."

Scott froze and looked at him, his jaw working like he was going to say something but couldn't form the words. Steve made the same face the whole ride there. "Your daughter?" Bucky asked, hoping to keep things from getting deep and weird. He'd had enough deep and weird that day to last a couple of lifetimes.

"Right. Cassie. Anyway, screw Frozen, she's become the world's smallest World War II expert."

"Big Captain America fan?"

"Well, yeah, of course." He glanced over his shoulder at Steve and then leaned in toward Bucky, his voice low. "But, between you and me, her favorite Howling Commando is actually Sergeant Barnes."

Bucky snorted a laugh. "Right."

"Totally true. I could rattle off at least ten dozen Bucky Barnes facts for you right now that she told me."

"Doesn't matter," he said, his eyes on the table, fidgeting with one of the fried wires Scott had removed. "I'm not him. Not anymore."

Scott nodded toward Steve. "He seems to think you are."

The corner of Bucky's mouth quirked up. "Yeah, well, he's an idiot."

Scott put down the tools and started putting the plates back into place. "A few months ago, around the time this whole Ant-Man stuff started, I was in a real bad place – making stupid decisions, jeopardizing my chances at seeing Cassie. Rock. Hard place. The whole nine yards. Thing is, in Cassie's eyes, I was the good guy. She still had faith in me. A couple people told me, Be the hero she already thinks you are. Deep, right? But it's true."

"Steve Rogers isn't a seven year old kid."

"Yeah, but it can't hurt to have him in your corner. You can be the hero he thinks you are." Scott shook his head. "You know what? Ignore that last part. I just made it weird."

"Yeah, you kind of did," Bucky said, flexing his arm, the plates moving smoothly.

"Fixed?" Scott asked as he started putting the tools back in the shoebox.

Bucky opened and closed his hand a few more times and nodded. "Seems so. Thanks."

"Anytime, man. By the way, do you know how hard it is to find an authentic Bucky Bear nowadays?"

"A Bucky what?"

"Bear. A Bucky Bear. They made them during the war and then a bit after, I think. Cute little blue jacket, little red tights."

"Tights?"

"Yeah, tights. You wore tights, right?"

"Do I look like someone who would wear tights?"

"Cap wore tights," Sam announced from the couch.

"I did not," Steve said.

"I saw the newsreel footage, man. You can't lie. Dancing girls. You sang. I think. Is that what they called singing back in the olden days?" Sam joked. "And then you did this awkward pointing thing as you gave a speech and then you …"

"Punched out Hitler," Bucky interrupted.

"Yeah, punched out Hitler," Sam confirmed. "All while wearing tights."

"It was a uniform. Not tights," Steve insisted.

Bucky laughed suddenly, the sound pulling from deep in his chest and filling the room. "Jeez, Rogers, my memory's a mess. What's your excuse?"

Steve shook his head, sinking back into the couch cushions. "Fine, fine, fine. Can't allow a man a little dignity."

Sam nudged him in the side with his elbow. "Well, you were the Star Spangled Man …"

"With a plan," Bucky finished.

XXXXXXX

The door opened. A blonde woman stood behind the screen door, her lips drawn in a thin line, her expression leery. He couldn't blame her. He'd cleaned up a bit in the past few months, but he still saw the assassin staring back at him sometimes in the mirror.

"Yes?" she asked, an edge to her voice.

He relaxed his shoulders and gave the grin that his mom said could charm anyone. "Hello, ma'am. Is Scott around? He told me to meet him here."

"Oh, Scott told you to meet him here? At this house?"

"Yes, ma'am."

"He's not here. He doesn't live here anymore. Hasn't for a long time. And if you call me ma'am one more time, I'm going to feed you your hat."

"Sorry, ma'am." Bucky winced. "Shit, sorry. Um … are you sure he's not here?"

The woman started to close the door. "Pretty sure."

A loud horn sounded from down the street, playing some obnoxious song out of tune. The woman opened the door back up, rolled her eyes and sighed. "That would be him now."

The van's right tire glanced off the curb as Scott pulled up to a stop. "Yo, Buckaroo!" he shouted as he jumped out of the vehicle. He bounded up onto the porch, out of breath. "Maggie. Sorry, I forgot to tell you …"

She crossed her arms. "That you invited a strange man to my house?"

"Yes. Again, I'm sorry. I'll make it up to you, I swear."

"No you won't." She rolled her eyes and shook her head. She was the picture perfect example of exasperation and Bucky didn't even have to ask to know they were divorced.

Scott peered through the door. "Cassie home?"

"Upstairs," she said as she turned and walked down the hallway, leaving Bucky and Scott alone on the porch.

Scott turned to Bucky. "Did you get the thing we discussed?"

"You make this sound like a drug deal on a shitty cop show."

"You know shitty cop shows?"

"Got a lot of free time, Lang."

"Got it. Makes sense. So did you?"

Bucky shrugged his backpack off his shoulders and unzipped it. "Turns out even if you're Bucky Barnes, these things are a pain in the ass to get a hold of." He pulled a bear out of the bag. Black mask, blue jacket, red tights. Mint condition. He held the bear up and grimaced. "Is it too late to sue over the outfit?"

"It's perfect. She's gonna love it." Scott stepped inside the house, Bucky following. Scott cupped his hand around his mouth yelled up the stairs. "Cass! Got a surprise for you."

"I love surprises!" a tiny voice shouted and a little girl bounded down the stairs. Her steps slowed when she saw Bucky.

"Hey, Peanut. I brought a friend with me. Remember when I got to help out the Avengers a few months ago?"

She nodded, her eyes not leaving the stranger in the room. "Are you an Avenger?" she asked.

"No."

"Someday," Scott said.

Bucky sighed and ran his hand through his hair. "Whatever, man."

She stepped up to him, circling him like she was solving a puzzle. "So, if you're not an Avenger …"

"He's friends with the Avengers," her dad explained. "Remember Bucky Barnes?"

Her mouth dropped open as she stopped in her tracks, staring up at him. The look of surprise slowly melted into a huge smile. "No way! For real?"

Bucky couldn't help but smile back. He cleared his throat. "Yeah, uh, for real."

"Come on." She grabbed his hand – the left one – and gave a tug, pulling him down the hallway. "Have you had lunch yet? I was thinking peanut butter and jelly or maybe hot dogs, but I'm open to suggestions. I have so many questions …"

XXXXXXX

"Thanks for doing that, man," Scott said as he sat down on the porch step next to Bucky. "She's going to be on cloud nine for days."

Bucky had managed to tell Cassie just about every PG-rated Howling Commando story he could remember and she ate it all up like he was telling her about princesses and dragons. She was so into it that he'd almost forgotten about the bear. The squeal of delight when he finally handed it over … well, he hoped the serum would fix his right eardrum sooner rather than later.

Scott handed him a beer and Bucky nodded his thanks, twisting the cap off and taking a long pull from the bottle. "No problem. I owed you one."

"For the arm?"

Bucky grinned. "Nah. For the waffles."