❪ written by -dxrk_wyvern ❫
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The base had to hold, and she needed to win.

Those were Jacquelyn's only thoughts as she lunged for the black-haired invader, her claws closing around her throat and her sheer force pushing the woman into a nearby wall. The shock of her transformation was masked well for a human, but it was hard to keep anything from someone like herself.

"You just made the biggest mistake of your life," she growled, her tone giving rise to the German accent which she prided herself in, "so now you get to pay for it."

The intruder's hands closed around her armored wrist in a tight hold as Jacquelyn flicked her one eye away for a split second to glimpse more agents heading toward them. She let loose a rough snarl as her enemy delivered a powerful kick to her stomach, sending her skidding back a few meters and forcing her grip on the hero to release.

A low growl escaped her throat as she bared her teeth, watching with a predator's intensity as this other woman put a hand on her throat, feeling the deep claw wounds with a look of stunned exhaustion.

At least she had left a mark. The thought alone made her smirk to herself.

Once more, she glanced over her shoulder to see where the other agents stood, and an annoyed sigh escaped her once she saw most of the soldiers had been brought down in one way or another. The scent of death was stronger than previously, and she had to fight off the urge to bristle in annoyance. She had always known that humans were incompetent, but come on, it was at least ten against two, and one of the two was currently occupied by her, so the ten only had one enemy. Were they really that bad at combat?

Perhaps they had weakened over the centuries.

The stranger took a step toward her, gaining her attention as she stretched a hand out to the side and formed an ice spear out of nothing. Jacquelyn grinned and straightened up, spreading her black wings wide and opening up her arms. "Take your best shot, hero."

The woman hurled the spear at Jacquelyn with a single flick of her wrist, but when the moment of collision came, the ice weapon shattered against her skin, leaving only a chill behind from where it now lay as a million fragments of rapidly melting ice at her feet.

The redhead agent lifted her head and grinned. "You should have put more effort into your throw," her amused tone was like a wicked purr, "because your cute little water weapon didn't even scratch me." She folded her wings back and lunged toward the intruder, her body propelling through the air like a bullet. At the last second, she twisted her body and thrust her hand back to slice her claws through the sensitive flesh of this human woman.

The raven-haired female ducked, but Jacquelyn's claws still tore into skin, though not as deep as she would have hoped. She felt something strike her, and when she turned around, she was faced with the barrel of a pistol, and three small bullets at her feet.

"I thought we already established that your little weapons are useless." Jacquelyn folded her wings back and crossed her arms, baring sharp, carnivorous fangs toward the human.

"It would be just like HYDRA to create an invincible creature, wouldn't it?" She leveled the gun with the redhead's face.

The one-eyed being lifted her only eyebrow, though no emotion passed through her expression. "You think I'm enhanced. Really?"

Her opponent snarled at her, firing another bullet, which simply hit Jacquelyn in the nose and fell to the ground harmlessly. "Not all of us were as lucky as you to avoid the experiments." She bit out.

The agent responded with an exasperated sigh, kicking the bullet away and stepping closer in order to back her opponent against the wall. To prevent from being shot at once again, she grabbed the pistol, twisting her hand and ripping it out of the mortal's hand. "You won't be needing this." A moment later, it was thrown across the hall, hitting the wall on the far end near a deceased agent. She then lifted one hand, palm up, to show the raven-haired agent her claws, the claws that were dangerously close to her throat. "Look here, mortal. These aren't some freak of nature that were put here because of some scientists. These are mine. They are real." Her tone dropped. "You have no idea what you're dealing with."

Before she could bring her claws up and slice open the tender skin, however, Jacquelyn was forced to pull back with a mighty roar of shock as she was met with a faceful of ice-cold water. The so-called hero slipped out from where she was backed against the wall, gritting her teeth and facing the winged creature with a furious storm behind her green eyes.

Jacquelyn slid one hand across her drenched face, more shocked than anything else, even as the droplets burned like fire against her skin. She hated water. Baring her teeth in a ferocious snarl of rage, she pounced, swiping her claws at her opponent's face with a growl. But the other girl flipped out of the way and kicked the hydra woman in the chest, sending her flying across the hall with a cry of surprise.

The woman was forced to back off and cut off her thoughts as her enemy lunged this time and came down on top of her, their earlier positions now reversed as Jacquelyn was pinned to the hard floor. She admitted that having someone on top of her while her back was pressed against the ground was extremely uncomfortable, and a hiss escaped her gritted teeth once she realized she couldn't move. The hero had made sure to immobilize her, planting her knees firmly onto the hydra soldier's forearms and placing a great deal of weight on her chest, which, even though it was clear this woman was light, so was the agent she fought.

Footsteps pounded down the hall, heavier and more powerful than HYDRA agents. Urgent. Jacquelyn turned her head to spy some of the heroes heading toward them, and she spat out a curse directed at her attacker, who also lifted her head to glimpse her allies.

Enough stalling. She needed to up her game before she ended up behind bars. Or worse.

Jacquelyn gave a hiss, feeling her body shift into the long coils of a snake. In an instant, the hero had reared back, taking in her cobra form with anger blazing in her green eyes. The shapeshifter arched her neck and bared her fangs, ducking out of reach and slithering herself into a wide corner.

This was getting out of hand.

The agent of HYDRA reared up with another hiss, exposing her fangs once more that were dripping with deadly venom. Two more of the infiltrators approached them — Captain America and Black Widow. She knew little about them, but then, she was still catching up on certain things. Flicking her tongue once, shifted back to normal as soon as she was out of reach from all three of them, and slitted her eye dangerously as she bared her teeth.

Captain America lunged for her, the legendary shield she had heard so much about held in front of him. Jacquelyn ducked beneath him, nearly avoiding the weapon, but feeling it just brush the black feathers of her left wing.

A shriek of surprise and pain escaped her, and she lost her footing, tumbling to the ground with a sharp cry. She felt her feathers shriveling from where they had made contact with the shield — despite her abilities, it seemed that there was something here capable of causing pain after all.

There had to be vibranium in that weapon. It was the only way that her feathers could burn so easily.

The woman groaned as she chased the pain away for the moment, rising to her feet and folding her wings back. This changed the game, and not to her favor. Vibranium was the only thing in the world that had any success at harming the type of creature that she was — similar to silver for a werewolf, if those myths actually did exist. It was the only object that could penetrate a shapeshifter's skin, and it left behind something so poisonous that surviving even a scratch from a knife was unlikely.

And that blasted shield had just burned off a few feathers just by brushing her. If it came into contact with her skin, she could end up dead. Or at the very least, maimed.

Jacquelyn had not lived since before the dawn of the human race just to be killed by a shield.

She was backed against a wall, with the raven-haired woman closing in on her left and Black Widow on her right. Captain America approached her from the front, the shield posed to strike. There was no way out of this one.

A growl emitted from deep within her throat, she had nowhere to go. If she tried the ice woman's direction, she would surely be evenly matched, especially since the hero had regained confidence with the arrival of her teammates. She supposed the Black Widow would be the easiest to take out, with no enhancements to distract her, but the woman was skilled in combat, and even without powers could fight her head on and exhaust her while the other two took her down.

With a smirk, she directed her next words at her first opponent. "Three against one? I hardly call that fair." She pushed off the wall, aiming directly for Captain America and bracing herself for the pain that would come from the impact with the shield. Her shoulder rammed it, sending blazing hot agony along her arm, and rendering the limb useless. Though her armor took a good deal of the blow, it still couldn't protect her fully from it. But her plan worked. The male was on the ground, stunned from her blow, and she spun to face the other two, no longer trapped. White hot sparks danced up and down her arm, the wound itself burning as though being torn open.

Jacquelyn bent her knees, keeping the pain in and sending a death glare toward the enhanced and her partner. In her current state, taking them both would be next to impossible.

So it was a good thing her backup was arriving at that moment.

"Let's even the odds a little, shall we?"

A shriek rippled through the air, before a black blur came from seemingly nowhere and attacked Black Widow from behind. She turned to defend herself, but the creature lit up with dangerous blue fire and roared dangerously, smoke rising from the small, yet deadly black body.

It was a phoenix. Small, but formidable.

Jacquelyn flashed a smirk at Lunaria. "Don't worry. I'm not finished with you, yet."

She twitched her wings, taking a step toward her with no more amusement left on her grinning face. No, she was mad.

"What does a kid have to do for some peace around here?"

Jacquelyn lifted her head and glanced sideways, down the hall where she spied a figure emerging into the light. It was a young girl, no more than seven years old at the most, with dirty blonde hair pulled into twin braids and bright aqua eyes that held nothing but rage.

"Blackbird." The woman raised a wing in greeting.

The child turned her gaze onto Jacquelyn, blinking twice as though assessing the situation, before gritting her teeth. "Oh, I'm going to enjoy this."

Then, electricity exploded through the ground, taking all three heroes by complete surprise. A chorus of shocked cries were music to her ears. Jacquelyn smirked again and lifted her hand to touch her shoulder as the child came to stand at her side.

"Did the heroes get the files?" The little girl hissed quietly as they watched their enemies recover from the shock they had received. She wasn't wearing anything special — no armor or fancy outfit that marked her as an agent - but her posture was enough to show that she was clearly affiliated with the same people as the redhead.

Jacquelyn ran her tongue across her teeth. "I think so. The one with the shield was getting them before he came here."

"Great." The younger girl muttered the word under her breath, releasing a sharp yelp as Jacquelyn grabbed her firmly by the shoulder and gave a gentle shove, urging her to move quickly down the hall as their enemies recovered from the effects of the electrical shock. Blackbird took the lead as the two made their way through the corridors, turning a corner and halting there.

"We need to move. Ward will be sending the remaining agents out to the base shelter now that we've been compromised." The redhead looked over her shoulder warily.

The blonde girl narrowed her aqua eyes. "We lost."

"We might have lost this battle, but the war is far from over." Jacquelyn smiled sadly. "You have to go now. Get to jets and find one to board. You'll be safe there."

"What about you?"

The winged woman straightened. "I'm going to continue to fight. Someone needs to hold off the heroes so they don't follow Eric to the hidden shelter."

The young girl blinked toward her as the phoenix joined them. "But I saw the shield, mother. Vibranium can end you quicker than a bullet through the skull could end me. It's not safe, and Ward would never allow you to do this if he knew."

"Then he won't find out."

Blackbird opened her mouth to say something, but jerked her head toward the way they had come when footsteps pounded down the hall. "They've recovered."

Jacquelyn took a deep breath. "Then it's time." She eyed her daughter sternly. "Cause a distraction and get away, find Eric and take Vasyl with you."

The child grabbed the little phoenix, who shrieked in protest and tried to get free. For a moment, she stared up at the older creature, then she sighed. "Promise me you won't die."

"Kid, I'm the Shadow Phoenix. I'm very hard to kill."

"But not impossible." Blackbird responded. "Just promise me that you'll come back. I can't . . . I can't lose another mother."

"Of course." The assassin reached forward and put a hand on the shoulder of her daughter. "I'll be fine."

The raven-haired agent was the first to come into view, rounding the corner with two ice spikes ready to attack. She was followed by Captain American, and Black Widow came up at the rear. Jacquelyn smirked once again and spread her wings, turning to face them fully.

"Back for more? I was sure the shock and the flaming bird would put you off my trail." She blinked, just once. "Oh, well. Blackbird?"

The girl whose name she had spoken set Vasyl on her shoulder and narrowed her eyes in concentration, lifting a hand toward the green-eyed woman leading the charge.

Jacquelyn knew that the child's powers were still greatly untested. Only two of the unknown abilities were perfected, and what happened next was something that always made the assassin smirk.

As if on some unseen command, the ice-wielding woman hunched over and vomited right there on the floor.

Blackbird gave her mother a tight hug, wrapping her arms around her waist for a few seconds before pulling back. "Hail HYDRA." She whispered, before backing into the shadows and disappearing from sight.

Jacquelyn turned toward the heroes, who were closing in on her now. The victim of the most recent attack looked pale, but she was also approaching. She tucked her wings, baring her teeth into a smiling snarl.

"Hail HYDRA," she whispered, taking a deep breath of air before letting her powers flow at her fingertips.

Then, she charged her attackers.