She left down to the meeting room. She closed the door behind her, considered what happened at the labs, and greyed out the walls as she pulled up the systems.

"What are you doing, Miss Rainlily."

She took a deep breath but wasn't swayed when she heard Vision's voice.

"Tony and Bruce are working on what they found at the labs, but I want to help."

"Mr. Stark would not appreciate that. Perhaps you permit me to summon him so you both can work together-"

"Love that thought, but I'll be quick. Maybe. Venom?"

"Good to know you need me."

"You did say we're a team, right?"

"Allow me."

Lily felt him take control of her hands, her hands swiftly going over the hologram articles, her eyes sharp as she glanced over everything, but she had hoped that.

Bucky had awakened to a moaning sound, looking groggily down when he saw Lily still asleep in his arms. Somehow, she had hooked her leg over his hip, her head snuggled into his chest.

He was surprised to have slept, for once, without a nightmare plaguing him. He wasn't sure how he got even relaxed enough to allow himself to lower his guards. Looking down at Lily again, he saw her serene loo as she slept.

Curling her hair carefully behind her ear, he trailed his hands down her cheek, and she smiled in her sleep for a moment. He couldn't stop his own smirk and couldn't help but be curious about her.

Since joining Steve and the Avengers, he never lowered his guard, but this woman managed to wiggle her way into his mind. She was different from the others, new to this life, and her personality was unique. But...he felt he could lower his guard with her.

He heard a groan from Lily before she opened her eyes, hazy for a moment before her eyes widened in alarm.

"Uh, hi?"

He smirked, "How are you feeling?"

"Good, I think? Is everyone okay?"

"Safe, thanks to you. You did a good job out there."

"I had a good trainer," she chuckled, slowly realizing her leg was draped over him. She attempted to withdraw her leg when he rolled her over onto her back, making her squeal softly. She looked up at him in surprise, his loose hair draping down from part of his face.

"Why don't you take a shower? I'll let Bruce know you're awake."

She blushed like crazy but could only nod, hypnotized by his beautiful blue eyes. Flashing her a slight grin, she could nearly faint before he slowly removed himself from her, leaving her alone to recover.

He couldn't help but feel victorious; she was attracted to him.

She noticed she was still wearing her same clothes and frowned.

Riot destroyed her black and pink bomber jacket from the fight she endured, and she was going to need a new coat, but she knew it'd be impossible to sneak out to buy one.

After showering, she wore a dark grey pair of sweatpants and a dark teal muscle shirt. Slipping on her barely surviving Converse shoes, she slid out of her room. Braiding her hair over her shoulder, she walked into the repaired living room and saw Bruce and Tony standing at the kitchen counter nearby.

"Ah, you've woken up. Good," Pietro caught her attention, noticing the Maximoff siblings on the couch, and he greeted her with a smirk, standing up, "Why don't you go ahead and sit down? Let me get you something."

He rushed to her side quickly, catching her a little surprised as he helped her sit beside Wanda.

"Oh, thanks. Really though, I can get it myself," Lily spoke.

"Let him, he's been trying to make himself useful," Wanda told her softly.

Lily was surprised when he returned swiftly, holding a filled bowl to her.

"I hope cereal is alright," he stated, and she couldn't help but feel grateful-even amused.

"Is this...Coca Puffs?"

"It's somewhat chocolate...you don't like it?"

"Are you kidding me? I love it! My favorite."

Wanda and Pietro smiled when they saw her take a large scoop, and it was the first in a long while someone other than her brother made her at ease. This girl was firm but still had a naive side; she was still too friendly for the witch's liking.

"How are you feeling?" Wanda asked her.

"Honestly? Hungry again...but no aches or pains now. Though, I'm glad I went outside for a bit. Would've been nice if it was by choice..." Lily answered.

"I know the feeling. When we first arrived, we weren't allowed to leave." Wanda confessed.

"Which made sense, given that we tried to kill the Avengers." Pietro clarified.

"Oh wow, really? I thought those were just rumors."

"Are you afraid?" Wanda questioned.

"No, we've all done something someone wasn't happy about."

"What's yours?" Pietro asked.

Lily frowned, but Wanda saw her memory in a split second.

"I... hurt someone. And I didn't regret it," Lily answered vaguely but didn't push it; Wanda knew.

"Anyways, what about you guys?"

"We have to leave.

"You look better."

Bruce felt a sense of relief when he observed her. She still had a tired look, but her smile when she saw him assured him, she was okay.

"For now, I really want to go back to bed." She confessed, lazily eating her cereal.

"It's mid-November; where's your jacket, Supercuts?" Tony asked her.

"Got damaged last night, so I'll need to go out and get a new one," Lily explained.

"I have a spare jacket in my room; I hope it's, okay? It's a sweat jacket."

"I'm not picky, thanks. But really, I'd hate for you to be without a jacket."

"It's not a problem. I'll stop by later, though. Do you think you can wait until then?"

"Oh yeah, that's fine."

Lily stood, smiling gratefully to Wanda and Pietro before she went to the kitchen.

"We are going through the information we got last night, but it's more than we thought. It should take some time, but I promise we'll tell you everything we found." Tony assured her, but she couldn't stop the worried smile growing.

"Are you okay?" she asked gently, and he almost missed hearing her.

"Why wouldn't I be?"

"I remember Riot trying to take over you..."

"But he didn't, thanks for that kid," Tony assured her, but his eyes said otherwise. He looked as if he was elsewhere, "All the more reason I want to look out for you."

"Thank you..." she was hesitant but decided not to push him more.

"Morning, everyone."

Lily gasped when she felt a chill up her back, looking over to see Venom's tentacle come out and nearly cocooned all but Steve's face. Bucky's eyes widened in alarm, but Loki had arrived with a satisfied grin on his face that matched Tony's.

"Venom, let him go!"

Venom overwhelmed her, catching the team by surprise. Venom slowly walked over to him, Venom's tongue sticking out for a second before she showed her teeth to him.

"I won't kill you for Rainlily's sake; she naively forgives you. But me?" She leaned closer, "I have no such compulsion. Cross her again, or I will collect your pancreas before I have your brain. Clear?"

Venom let him go, Steve falling with a thud before her parasite faded, leaving her dumbfounded.

"I'm...sorry for him being so forward."

"No, I deserved that," Steve said as he stood with the help of Bucky, "I wanted to say sorry for what I did. I just...I don't know how to perceive you. It's unlike Dr. Banner's situation, but I hope we can work together."

Lily merely nodded, but she could tell he was being cautious with her. Bucky noticed his best friend's stance, but she wasn't having it.

"Thanks..." she whispered under her breath, backing away from him slowly, "I get it; you need to get to know me, my character. I just...wish you had given me a chance."

Steve opened his mouth to speak, but she left the room, refusing to let him talk to her.

"Where are you going?"

She ignored him, and Bruce stopped Steve from continuing to follow her.

"Give her some space, alright? I'll check on her." Bruce notified him before going after her.

"Well, that's positively worth the wait, I must say," Loki stated, looking smug when Steve glared, "I suppose it's only...human that you feel threatened by her. With that 'thing' inside her."

Steve didn't respond, Bucky throwing him a stern glare, but the team saw the issue: Lily no longer trusted Steve Rogers- in Captain America.

When Bruce finally found her, she was in the fitness room, kicking the punching bag relentlessly. She was pale, but hardly sweating. He knew instantly she was angry.

"I hate that guy. Heroic Ken doll ass wanna be G.I. Joe..."

Bruce chuckled at her words, catching her attention. She smiled apologetically, allowing herself to relax, "Hey Bruce."

"I take it you don't like, Rogers?"

"I did before," she confessed, "but now, I just feel bad being here. You did bring me here to help me, but I've caused problems."

"We're a group of misfits, Lily. Everyone here as caused some type of problem," he assured her, resting a hand on her shoulder, "He doesn't represent the whole team, you know. There's myself, Tony, and the others too."

"That's true..."

"Just...don't give up on the rest of us." He asked of her.

She smiled and nodded, but she still felt out of place here.

"I have an idea. Why don't you and I sneak out of here?" Bruce suggested.

She perked up, and it only made him much more determined, "Can we?"

"Not with me, you won't."

Bruce looked back and saw Tony walking towards them, "We need to talk about something important. I'll call Pepper to make the arrangements, but let's go now. Okay?"

Bruce looked to Lily to see her hesitation but nodded, following him.

Arriving at an abandoned-looking apartment complex near the docks, Tony guided them inside to what Lily knew from experience. It was a hideout-like building.

It was primarily bare, with a bookshelf, board games on the table, and two windows, one on each of the walls in front of her and one on her right. There were four doors down the hallway, but other than that, it was too quiet for her liking.

"Go ahead and sit." Tony encouraged her, the bags of Burger King and to-go drink.

"I remember this place...you let me stay here for a while after Loki attacked New York." Bruce said, already having an inkling of the visit.

"Well, I thought this would be a good place for Supercuts for now," Tony stated, not wasting anytime eating his cheeseburger.

"What do you mean?"

"General Ross is heading to the compound. He knows we have Rainlily. With the recordings of the chaos last week and her little friend defending us yesterday, they want to interrogate her."

"Wait, what?" Lily questioned, swallowing her bite of her burger, "Why? I didn't harm any civilians. I mean...I did damage the city..."

"But you're an unknown. The government would throw both you and Venom at the Raft. I couldn't protect you from the testing they'd inflict on you. This is how I can prevent that, kid."

"Tony, this isn't fair for her. We're just imprisoning her here..."

Lily sighed, considering her options, but Venom was already processing things, "This is good. We know we can trust them, and this gives us time to process what we saw."

"That's true..." she whispered, but her partners heard her.

"Something you want to share?" Tony asked.

"I trust you, Mr. Stark. I imagine you already have something in motion. You're a man mostly with a plan." she told him.

"I am. Nat and Sam are showing him the recruitment forms we had for you and the surveillance we had. This should prevent you from going to the Raft, but we want to ensure you're safe."

"Thanks, I can stay here, really. I just...can I help research what you found? I'll go crazy here all alone."

Tony smirked, happy to see her want to be involved.

"I was hoping you'd say that. Let me show you something."

Following him down the hallway, he opened the last door on the right. It leads downstairs to a keypad. Punching in 941260, they entered a large lab with a center console. Lily was in awe as she looked around; she would love it here.

"Do you want to see how it works?" Bruce asked her, and she smiled with a big nod.

The trio went through multiple prompts, with FRIDAY assisting them in the setup for her, but she was happy. She would be okay here on her own.

"I'll be sending FRIDAY updates as we go through the information. I hope you'll do the same?" Tony asked of her.

"Of course, but will I be, okay? What about the internet? Won't they find me? What about my food supplies?" Lily asked, wondering what she was to do for the minor things.

"We stocked you up for a week, and we'll come to check on you for your next exam. As for the internet, it's Stark Tech. It's all under me, so trust me, only I can access this place. Just tell FRIDAY to activate the defenses, if you think someone is here, okay?" Tony asked of her.

"I will, I promise. Thanks." Lily said with a smile, but she was hit with sadness. She'd be alone again, after slowly adjusting to everyone.

"I will come to visit as soon as I can, but you can send me a message through here." Bruce assured her.

"I will, thank you both." Lily grinned.

"Good, we need to head back." Tony said, leaving to give the two a moment.

Bruce cleared his throat, and she carefully came over, giving him a hug.

"I hate leaving you here alone..." Bruce confessed.

"I'll be fine, you know that."

"But you came to me for help, and now you're here...we'll get your life back."

"I never had one," Lily said before pulling away, "I have one with you guys, I think. I just don't want to hide anymore."

Bruce tried to talk, but she interrupted him, "Update me about Nat, okay? Don't let her slip away."

"I will," Bruce swore, "take care."

He looked back at her once more before he left her alone, the sad smile on her face.

When Bruce and Tony returned to the compound, the team was gathered in the meeting room with Ross pacing before his eyes landed on them. Tony sat down but Bruce stayed standing, feeling nervous as to what he wanted.

"So, where is she?" Ross asked, getting straight to the point.

"I took her to one of Shield's safehouses," Tony answered.

"We need her back, Stark; she is a threat."

"She's a victim, and we're trying to help her."

"So then, why not continue doing it here?"

"Oh, so you can take her to the Raft? Test on the kid? I'd rather not." Tony spoke.

"She is a threat. How do you not see that? She is capable of ending the Initiative." Ross spoke up.

The team looked at each other, but Bucky wasn't pleased to see them in such a way, "She's a good person. She wants to help us."

"She can heal others. It's a useful trait to have for the team." Nat reminded Ross.

"I saw the report. What happened is tragic," Ross stated, "but we need to clear her before we have her roaming free."

"This isn't the way to do it. Can you swear not to send her to the Raft?" Sam asked, but Ross remained silent.

"She will be perceived as a threat until I meet her," Ross spoke, "You don't have long before I hunt all the safehouses. One by one."

Ross didn't stick around and left the meeting room, but the team was on edge.

What were they to do?

The team was tense for the first few days, but Bucky found himself in Lily's room. Her ukulele was on her bed, her damaged bomber jacket in the laundry basket. He found himself thrown into reports, researching things but he grew to be wary. Everything was the same as before, lifeless, and being made suspicious here at the compound.

With Lily, he could relax a little, to be with someone who didn't expect something of him. She didn't see the Winter Soldier; she saw him as a person. Hearing a knock on the door, he looked back to see Bruce standing there, an awkward smile on his face.

"Everything okay?"

"Yeah, just…realized she left her favorite instrument behind." Bucky said, holding it up for him. Bruce nodded, but he saw how Bucky looked at Lily and how he looked out for her. He fought the smile on his face, but eventually grinned.

"When I first met Rainlily, she had just emancipated herself," Bruce spoke, "she pushed herself to finish high school early so we could work multiple jobs. She had hoped to go to college, but she said she never found her passion. But man, she loves to help people."

"She never complains and will shoulder everyone else's problem. But I know she's lonely. She's kind of like me. She has her defenses up, and is hard to trust others; to let people in." Bruce continued.

Bucky's face went blank, unsure what where he was going with this.

"But I've never seen her more relaxed than when you two hung out these past few weeks. She might see you as a friend, I think." Bruce told him. Bucky remained silent but he looked down at the ukulele. Did he feel the same?

"If you want, you can take that to her. And… this also," Bruce offered a box of chocolate, "she's starting to run out."

Bucky chuckled under his breath; of course, she did. The idea of seeing her again, he tried not to but was excited to see her again.

"Sure, I can do that."

Lily was reading a book when she heard a knock on the door. She paused for a moment before going towards the door. Opening the door slowly, she saw Bucky standing there with bags in one hand, and her ukulele in the other.

"Can I come in?" She stepped aside for him, and he took in her space. Noticing the kitchen, he made his way over, Lily following behind him.

"What are you doing here?" She couldn't help but ask, stunned to see him of all people.

"You left your instrument behind, thought maybe you might be going a little crazy," he answered simply, putting the bags down, "How are you holding up anyways?"

Lily sighed, hopping onto the counter, "We've been bored but having Venom has helped keep me sane."

"Just tell him you miss him." She ignored Venom's comment, noticing when Bucky held up a box of fried chicken.

"I didn't know if you ate or not. Thought maybe we can hang out tonight?"

She smiled and nodded excitedly, "I'd love that. I miss our little hangouts, to be honest."

He smirked, helping her down, "So did I. Now, why don't you get the drinks? I'll get the television."

"Do you know how to work it, old man?"

He threw her a glare, "What was that, doll?"

"Nothing! Be right there!"

Busying her with getting the napkins, cups with ice, cans of sodas etc., she made her into the living room. He sat on the sofa, the food and paper plates on the coffee table. She rolled her eyes but set up everything else when she saw what he picked: "Really? Terminator 2?"

"Come on, you have to admit, it's our movie."

"Not Lord of the Rings?"

"You fell asleep."

"Doesn't mean I didn't like it."

He gave her a hard stare before he pushed the food towards her, "Eat."

Bucky and Lily watched the movie in silence, enjoying each other's company even without words being exchanged. Bucky didn't realize it before but when he came back after using the restroom, he sat too close to her. Sitting down had caused a dip, feeling her leg against his.

Lily was unclear what to do, knowing that Bucky didn't intentionally get close to people.

"Sorry, let me give you some space." She whispered softly, scooting a little away from him. Venom had extended himself, bringing her a blanket. Bucky remained unfazed but Lily cleared her throat.

"Venom, we talked about this…"

"You humans are so weak to the cold! Besides, it gives him an opportunity."

"Well, you better stop it. I'm not playing…"

"You can't sense what I sense. Don't you humans live to procreate? He's a good match."

Lily groaned, covering herself with the blanket, but Bucky looked over at her, "Everything okay?"

She looked at him in alarm, and he couldn't help but catch the blush on her face. He found her more adorable suddenly, but he had to remain focused.

"Sorry, Venom is very…loud sometimes. I'm sorry if this is weird for you…"

He saw her frown, hugging her legs under the blanket and he saw her still struggling a bit with her guest. Venom didn't bother him; he knew what it was like to live with something you didn't ask for, but she wasn't- and she was adjusting.

"It's not a bother. Have you seen our team?"

She chuckled but was caught by surprise when he rested a hand on top of her head. "Don't let it bother you, Venom isn't a problem for me."

"Wish everyone else felt like that…"

He caught her frown and pulled her head against his shoulder, resting his cheek against her forehead, "Don't care about anyone but yourself right now. Once you come to terms with your situation, it gets a little easier with others."

"Thanks, Bucky." Was all she could say but he never let her go as they continued to watch the movie.

Once the movie was over, he didn't want to leave just yet and she wasn't secretly hoping he didn't leave as well. Going through the game boards, he pulled out Battleship curiously before looking back to Lily, who was cleaning up the living room.

"What's this?"

Looking up, she smiled, "It's Battleship. Long story short, you must sink all the ships to win the game."

Watching her leave into the kitchen, he stood leaning against the frame, "Want to play?"

She smirked mischievously, "Hoping to sink my battleships, Sergeant?"

He felt a shiver go down his neck when he heard her say that "I know I will, doll."

She chuckled, carefully approaching before bumping her arm against his playfully, "Prepare to be destroyed, Sergeant." He smirked when she walked past him, who knew she was competitive?

Hours went by and Bucky learned Lily was good at Battleship. She had a giddy look on her face, but he wasn't going to complain, he was enjoying himself. She gave him a snug look, "Ready to surrender, old man?"

He sighed, closing the game, "You sunk all my battleships."

"I'm sorry. You lost heroically."

He chuckled under his breath when his phone rang. He swore under his breath, noticing it was Steve calling him.

"Need to go back already?"

"Yeah, probably." He said softly, but he hated leaving her alone again. She smiled and shrugged, but he could see the defeated look on her face. She stood up, feeling unsure what to do.

"Well, thanks for coming to visit," she spoke, "I really needed this, you know."

He slowly approached her, and she felt nervous suddenly, "Will you visit again?"

"Do you want me to?" he asked in surprise. She nodded, now only a foot away from each other. He rested a head on the top of her head, catching her looking up at him. "I'll be back."

"Did you…just quote the Terminator?"

"…Maybe." Lily laughed and he adored her reaction.

"Okay, I'll see you soon." She said softly. He opened the door, looking back at her one last time before he left; neither realizing that someone was watching them.