The day was meant to be spent in laughter and joy—no, it wasn't Christmas yet but Steve, Pepper, and Spencer had been decorating the house since the early morning hours. Tony was in his lab, as per usual. Pepper didn't seem to mind not after Spencer told the older woman that Tony was pretty determined to find this Mandarin guy. The gang spent most of the morning, afternoon, and evening decorating, eating, and laughing with one another. Spencer was happy because this would be her first Christmas with Steve, Tony, and Pepper…and even though she was sad that she wasn't going to be spending it with her father…she would have to make do.

It was sometime in the night…when they got the call that an explosion had happened down at the old Chinese Theatre and it had been devastating…a bomb had gone off and instantly obliterated several people on impact and severely injured many others—one of those who were badly hurt had been Happy aka Tony's former body-guard and currently Pepper's head of security.

Spencer liked Happy a lot and even though she wanted to be there with Tony and Pepper…she decided it was best to stay at home with Steven and hold down the fort. She didn't know Happy as well and neither did Steve. Her heart did go out to the poor man who happened to be in a coma.

Steve and Spencer lounged in the living room that night and watched the news for updates. She blew up her father's phone and her Godfather's but they couldn't say anything over the phones. She felt annoyed with their secrecy but decided it was better to let them handle it.

The Mandarin was taking claim on the attack…and it just gave Spencer a feeling of hopelessness. What was this guy using to cause the explosions? Spencer knew that they would never find any bomb fragments at the scene of the explosion.

Getting fed up with watching the news, Steve and her opted to try to get some sleep…seeing as it was Christmas eve tomorrow. The tree had been set up and presents already adorning the bottom…it was a matter of waiting until midnight tomorrow to open the presents. Steve kissed Spencer's forehead and mumbled to her tiredly, "Try to get some sleep, Spence, and don't be up all night on your phone." The baby-blue eyed man gave the younger assassin a firm glare.

Spencer gave him a heavy smile, "I have too much on my mind to be on my phone, anyway." She informed him with a sigh, "I'll be tossing and turning for a good part of the night."

Steve frowned but patted her head, "Try, okay?"

Spencer nodded and the two close friends went to their respective rooms. Cooper was ready to go to bed and was already making himself comfortable on her bed. The canine did sense something was off about his humans but did the only thing he could do to try to make them feel better—cuddling.

Spencer was happier as she crawled into her bed and Cooper was instantly at her side, he gave her a sloppy kiss on the cheek, she giggled as the massive dog curled himself into her side and huffed. Spencer stroked Cooper's soft fur and she was comforted by his presence…it wasn't long until the voices in her head began to quiet and she was able to find sleep quicker then usual.

She dreamed of her friends…Thor, Nat, Hawkeye, and Bruce. She dreamed of getting the team back together and fighting this Mandarin prick and kicking his ass. It had been a good dream before…a nightmare began to show. One moment, she had been dreaming of beating Thor in an arm-wrestling contest and then everything went back.

It was the putrid smell that made her realize where she was.

Her body felt like ice—she was shivering. When she looked down at her body…she was wearing nothing but a black tank top and matching shorts. She let out a whimper because she knew exactly where she was. She was back in her tiny, windowless, cold cell room…at the HYDRA testing facility. Her whole body hurt…she could feel the areas where they injected her with serums and where they shocked her to near death.

She whimpered and rubbed at her arms.

She wasn't sure what she was doing here…hadn't her father and Nick rescued her?

There was a voice that addressed her in the darkness, "You thought you could escape us?" It sneered and then the voice cackles dryly at her.

She looked around for the source of the voice but found no-one.

There was nothing in her cold and damp cell room; not even a bed or a chair. What was going on? Why am I here again? She frantically thought as she looked for a way not but there wasn't even a cell door in place.—just four concrete walls surrounding her.

Her heart was beginning to race at the realization that there was no escape from this hellish room. "You foolishly thought that I would let my most successful experiment just run off?" It was his voice…the one who captured her, tortured her to the edge of insanity, and experimented on her. He gave out a loud laugh that startled her, "Did you honestly think that those pitiful people could keep you away from me?"

There was a flash of bright light that caused her to cry out in near pain. She ducked her head down and shielded her tired eyes. Her whole body ached something awful and she felt starving. "Come, look at what I did," The voice snickered darkly at her, "I think I did quite a good job."

She was afraid to look up because she knew what was waiting for her. Her mind screamed at her to wake up because she knew she was dreaming but there was a tiny part of her brain that whispered, "Are you you're dreaming?" She looked up and immediately regretted it. The sight of grizzly…so much that Spencer heaved up chemicals that her had injected her with earlier.

Not far away from her…in her windowless, door-less, hellish cell room was a pile of bodies—rotten with maggots and reeking of burnt flesh. The bodies of her friends…Steve, Nat, Thor, Bruce, Tony, Pepper, and even the Ninja turtles and April…then she saw the bodies of her father and godfather and she heaved again.

Her eyes were stinging with tears and inwardly she was screaming to herself to wake up. She just stared in horror and backed up against a wall and whimpered like some hurt animal. She didn't feel like Spencer anymore…she felt like Experiment 3 again. "I sent someone special to kill them…I think you might recognize him but then again…probably not. You've only known him through his screams of pain and horror…"

The lights flashed again and Spencer flinched and closed her eyes in pain. When she opened her eyes…all she saw a tall, well-toned man standing a few feet away from her. She couldn't see his face but somehow…she knew what he looked like it which didn't make any sense to her at all. There was this menacing aura surrounding him and it struck fear in her.

"You know…I think I ought to punish you, Experiment 3, you ran off as if you had truly rid yourself of me…of us but no, darling, you will never escape us. We have much to prepare you for…why don't we let your friend show you how he killed your little friends, hmm?" The sick voice mused and began to cackle…and somehow Spencer could picture that sick freak rubbing his hands together in jubilant joy at the thought of watching her in pain.

The man lunged at her and Spencer screamed, "No!"

"Spencer, it's me, Steve! Spencer!"

Her eyes flew open and she sat up instantly causing her to slam her forehead against Steve's. Both parties groaned in pain Her hands flew to her forehead as she opened her eyes and realized she had been dreaming…she sighed with relief then winced when her forehead throbbed. Steve was rubbing his forehead with a scowl as Cooper shoved his face against hers to make sure she was okay.

"You were having a nightmare." Steve muttered with worry since it had been a very long time since she had a nightmare—they usually were about her father but what could possibly be haunting Spencer now? Steve's mind reeled for a moment and then it occurred to him…that perhaps it had been about HYDRA since they had done sick experiments on her before.

Spencer sighed heavily and rubbed her eyes, "HYDRA nightmare…and no, I don't know what could've triggered this nightmare." She mumbled bitterly before getting out of bed, "I'm sorry if I woke you up, by the way." She apologized.

Steve smiled at her, "You don't have to apologize, Spence, you know I'm here for you. Maybe this stuff with the Mandarin triggered them again?" He suggested with a cute head tilt. Spencer eyed his scruff and knew Steve would most likely shave it off after their conversation. He always liked to keep a clean appearance.

"Maybe," She shrugged trying to seem as if she was brushing away the bad dream, "I don't really care right now. Are Tony and Pepper back from the hospital yet? Any word on Happy and how he's doing?" She questioned as she got up and began to look for an outfit to lounge in for the day.

Then it struck her that it was Christmas Eve!

Steve was already answering before she could speak, "Um, no, not yet but…there is something you have to see first." Steve cringed and he looked a bit upset too.

Spencer quirked her eyebrow, "Is it another Mandarin attack?" She asked thickly.

Steve shook his head before turning on her television and changing the channel to a news outlet. Spencer watched quietly as montage of reporters attacked Tony as he was coming out of the hospital after visiting Happy. Tony kept his cool and got to his car until some jackass made the wrong comment…and it set Tony completely off. Spencer watched with a frown as Tony openly called out the Mandarin and had the stupid nerve to give out his home address.

Spencer groaned and rubbed at her face, "Are you fucking serious?"

Steve frowned at her foul language but didn't call her out on it, "Yeah, I'm not exactly thrilled about it either and neither is Pepper—"

"Alright, you two," Pepper strutted in looking very pretty and annoyed, "You need to start packing right now, because we are going out of town until this whole shit-fest has blown over." Her face is super stern and Spencer knew there was no arguing with Pepper, "I see that Steve told you that Tony gave away our home address to the world and threatened a terrorist." Pepper states dryly.

Spencer nods, "Where are we going?"

Pepper shrugs, "Somewhere safe. Your father has been bombarding me with calls all morning and Nick, too. I've reassured them that I am getting you two," She gestures to Steve and I, "And the puppy," She adds when Cooper whines, "The hell out of here before something happens, so, pack clothes only and pack for a week or something, I don't know." Pepper mutters the last part before sighing loudly, "We leave in fifteen."

She struts out of the room before popping back in and asking Spencer, "Are you okay, by the way? I could've swore I heard yelling from your room."

Spencer gave her a sheepish look as Steve brings out her suitcase and begins to help her pack, "Sorry, I had a nightmare."

Pepper frowns, "I'll get Jarvis to whip you up some chamomile tea with extra honey. For breakfast…we're eating out, so, don't waste any time, okay?" Pepper asserts sternly.

Steve and Spencer nod their heads.

Pepper gives them a small, tired smile before leaving.

Spencer groaned and began to help Steve pack when her phone started ringing. "Really?" Spencer grumbled going over to her nightstand to answer her phone, "Ugh, it's my dad…Steve!" She looked at her best friend for help.

Steve shook his head, "You gotta answer it, Spence, and he's been blowing up my phone, too."

Spencer huffed and answered the call, "Hey, dad."

"I want you out of that house immediately, Spencer Rose, do you hear me?" Her father hotly demanded, "Do you know how stupid Tony is? I can't believe he would put not only himself in danger but you, Steve, Cooper, and Pepper as well! Are you packing because I don't hear any packing, Spencer."

Spencer resisted the urge to roll her eyes, "Dad, seriously? I'm packing right now. Pepper says we're leaving in fifteen minutes. Also, good morning to you too and no, I haven't had any breakfast yet." She remarked trying not to sound sarcastic because it would definitely piss her dad off.

"Spencer, for the love of your mother, do not act sarcastic, right now. Your safety is at risk and that is no joking matter to me, missy." Her father said to her in a upset tone.

She grumbled, "I'm sorry, but, I am packing and Steve is helping me, alright? I will call you as soon as we're in the car and leaving, okay? Nothing is going to happen, dad, we're all going to be fine." She was trying to reassure him as best as she could but knew her words would fall on deaf ears.

"Just…hurry up, okay?" Her father sighed, "I love you."

"I love you, dad." Spencer quietly says before the father and daughter hung up.

Steve and Spencer work quickly to pack some clothes and other things before moving onto Steve's room. Cooper follows dutifully knowing something is very wrong and is on full alert. The sound of a door-bell ringing catches Steve and Spencer's attention. Spencer cocks her head and rushes to Steve's window, since his room faces the driveway and she can just barely see a car driving down.

"Aren't we supposed to be on lockdown?" Spencer mutters.

"Steve, Spencer!" Pepper calls their names, "We're leaving!"

The duo, well, trio hurriedly make their way to the top of the stairs where Spencer could hear Tony and a female's voice downstairs. Pepper throws her bags over the railing, "Tony!" She calls out with impatience, "Is someone there? Aren't we supposed to be on lockdown?" Pepper calls before attempting to grab our bags.

"I think we got it, Pep." Spencer hastily stops her, "I have things that will break if thrown over a railing."

Pepper gives her a silly look and blushes slightly, "Sorry, that was kinda aggressive, wasn't it?"

"Yeah, but it's okay because Tony threatened a terrorist and we're pretty eager to leave." Spencer shrugged and Pepper smiled slightly at her sarcasm. Pepper led the way and struggled to get by the giant dog looking rabbit that Tony gave to Pepper the other day. Spencer just rolled her eyes and shoved it out of the way with some of her extra strength. It toppled over and cleared the stairs.

Steve and Pepper snickered knowing that Tony would get on Spencer's ass for that later.

"Sorry," Pepper walked up to Tony, "With Happy in the hospital, I didn't know we were expecting guests." Spencer eyed the dark-haired woman with caution and while she seemed harmless, Spencer kept her senses on high alert.

"We weren't." Tony answered.

"And old girlfriends." Pepper chirped with a smile.

"I thought we were on lockdown and leaving," Spencer spoke up causing Tony to glare at her, "And we haven't had breakfast yet."

"She's not, really…" Tony began as the woman did too.

"No, not really…It was just one night." The woman reassured while nodding her head.

"Yep." Tony nodded.

"That's how you didn't, isn't it?" Pepper sarcastically remarked.

"It was a great night." Tony quipped.

Spencer walked up from behind Tony and whacked him on the head, "Seriously, have you no shame?" Spencer hissed as Tony glared at her again. Someone was cure cranky but that's what happens when you threaten an international terrorist.

"Well, you know, you saved yourself a world of pain." Pepper informed the one-night stand woman.

"What?" Tony looked at her with hurt puppy dog eyes.

Spencer snorted with laughter and Steve joined her.

As Tony's attention refocused on Pepper, Pepper began to talk to him in a very strict and no bullshit tone, "Okay, we're going out of town."

"Okay, we've been through this already, no we are not." Tony remarked back at her., "Nope!"

"Yep!"

"The man says no." Tony sassed.

"Immediately and indefinitely." Pepper and Tony just glare at each other while the other three stand awkwardly as the couple fight. The woman agrees that they have to leave and Tony argues that they aren't leaving and for the woman to not touch Pepper's bags.

"Tony, we have Spencer, Steve, and Cooper to think about here. Do you know how pissed Nick and Phil are right now?" Pepper demands to her boyfriend.

"Can we just leave? I'm hungry!" Spencer whined amongst the arguing.

"I can't protect you out there, Pepper!" Tony snaps at her before turning to Spencer, "Tell Jarvis to make you breakfast because we aren't going anywhere. I can't protect you guys out there!" Tony heatedly says.

"Is that normal?" one-night stand woman asks pointing towards the fallen giant bunny-dog.

"Yes, that is very normal." Pepper comments.

"It's normal!" Tony says offended.

"It looks more like a dog then a bunny." Spencer comments.

"Yeah, looks like a giant wiener dog." Steve nods.

"It's a bunny!" Tony snaps angrily.

"Hey, calm down." Pepper smacks his shoulder, "Don't get so worked up."

"You haven't even told me if you like it or not."

"I don't like it."

"She hates it." Spencer chimes in.

"Sparky, shut up!" Tony snaps.

"I wanna leave and eat!" Spencer snaps back, "You threatened a fucking terrorist and he knows where we live now! Stop being a hard-headed idiot and let's get the fuck out of this house before someone blows it up!"

It was then that the gang noticed that the one-night stand woman was trying to get their attention. "What? I said no, already." Tony glared at her as everyone looked at her curiously.

"Um, do we need to worry about that?" She asks turning to look at the television.

Spencer's heart dropped when on the television was on a news channel showing a live feed of their house and…a fucking missile coming their way. It was a spilt second as everyone turned to look towards the front of the house—where the wall of windows that Spencer always complains about—and they all saw the missile heading their way.

It struck the windows and hit the fireplace.

Spencer managed to throw up a shield of electricity—it had happened so quick that she hadn't managed to throw up a bigger one to include Tony, Pepper, and that strange woman. The explosion was muffled due to the fierce and powerful electricity that was cocooning Steve, Spencer, and Cooper. Spencer watched in horror as Tony and Pepper flew back in slow motion and watching the debris fly everywhere. The whole house shook furiously that it almost made Spencer lose her balance.

And then in a spilt second, it was over.

Her shield was down and she ran towards Tony who had hit the wall rather harshly.

"Tony, hey, hey, are you okay?" Spencer shook her friend.

Tony looked shaken up and confused for a moment before his eyes went upwards to the cracking ceiling. Spencer looked up as the ceiling broke and debris came falling down. Pepper, who was in Tony's suit somehow, shielded the both of them.

"I got you two." Pepper opened up the facial cover.

"Spencer!" Steve was getting her on her feet with Cooper barking wildly.

Spencer turned to look at three helicopters heading their way and getting ready to launch another missile, "On me!" Spencer shouted to the boys and her dog. Tony, Steve, and Cooper were at her side with Pepper behind them. Another missile was launched and Spencer threw her shield up instantly. The missile slammed against her shield and Spencer felt the strain in her body as she attempted to manpiluate the missile and threw it carelessly into a random direction.

"Go!" Tony shouted as Spencer dropped her shield.

Steve lifted Cooper into his arms and grabbed Spencer's arm and began to run out of the house, "I'm right behind you!" Tony called out. Spencer glanced behind her and saw that the flooring had cracked leaving Tony stuck on the other side.

"Spencer, come on!" Steve urged her out of the crumbling house.

She could hear Tony telling Pepper to grab the strange woman and to get out of the house as he would find another way around. Steve and Spencer managed to get a safe distance before Pepper was crashing through the front door with the woman and landing rather ungracefully at their feet.

"Are you okay, ma'am?" Steve asked the woman as she groaned in pain.

"Pep, where is he?" Spencer asked as Pepper got up.

"I don't know—"

Another missile hit the house and sent the ground to shake again. Spencer watched in horror as the front of the house crumbled down—cutting off Tony's escape. Spencer stood up and threw out her palm—calling out to her hoverboard that she had left in her room and hoped it would managed to find a way out of the house and to her.

"Tony!" Pepper screamed as the house groaned and creaked in protest.

A moment later, the Iron Man suit began to peel off of Pepper and fly into the crumbling house. Spencer watched as one of the helicopters was hit with a blast from Tony's suit and the flying machine swayed in the air for a moment before heading down towards the house.

There was a massive explosion and Steve was shouting at the women to move, "Get away from the house!" Spencer was scrambling on her feet and grabbing Pepper but the woman was fighting her off and screaming Tony's name.

"He has the suit, Pep, he'll be fine but he won't be fine if he finds out that you were hurt somehow!" Spencer snaps at her. Pepper almost comically slumps in Spencer's arm and Spencer takes her chance and drags Pepper further away from the house and halfway up the driveway.

Spencer pats her body for her phone but remembers she left it in her backpack which is probably in the house that is currently being bombed. Somehow, her hoverboard smacks into her side and drops down onto the ground but Spence doesn't notice because Pepper is running towards the already destroyed house.

"Pepper!" Spencer snaps running after her but Steve is quick to grab her around the waist.

"Let go, Steve, I have to get her!" Spencer fought to get free.

"You stay here with this woman and Cooper and I'll get Pepper," Steve told her hurriedly before shoving his phone into her hands, "Call your father and have him send someone to pick us up." Steve's face is full of panic and Spencer was sure her face was the same. She barely manages to nod before Steve is already running towards the house.

Spencer can feel the adrenaline pumping through her body and the electricity too.

She shakes her head and tries to calm her heart-rate down. Cooper is at her side whimpering and frightened. She hugs her canine and holds the large animal against her chest. Her eyes are stinging and she's fighting off the urge to cry. The woman just stares baffled at the destruction.

Spencer swallows heavily and shakily calls her father.

He picks up immediately, "Steve, where is Spencer? Is she okay?"

"I'm fine, dad," Spencer says trying to relax her body and she notices that the explosions have stopped and the ground has stopped shaking, "I-I think it's over, dad, but I don't know where Tony is. I don't know where he is." She tells him feeling very overwhelmed and almost disorientated.

"Calm down, Spencer, calm down before you trigger a panic attack," Her father is trying to calm her down, "He's fine, he's fine, baby, he's Iron Man, remember? Where are Steve and Pepper? Is Cooper okay?" Her father tries to get her mind onto something other then Tony.

Spencer nods, "They're fine…I hear Pepper calling out for Tony…Steve is trying to comfort her, I think. Cooper is right here, he's so scared, daddy." Spencer whispers as she closes her eyes and prays that Tony is okay and unharmed.

"Nick is sending someone to pick you up. You're going to stay at HQ in Anaheim until I can get a flight out there, okay? Steve and Cooper too, obviously." Her father reassures with a sigh.

"What about Pepper?" Spencer questions.

"Pepper is going to be relocated, too." Phil reassures, "Was anyone else hurt?"

"Some lady that Tony screwed one night, once upon a time." Spencer informs as she sees Steve and Pepper coming out of the house…or what remained of it.

"Is she okay?"

Spencer glanced at the woman and answered, "She's pretty frazzled, I think."

"Someone should be there soon, okay? Are you okay? Are you hurt anywhere?" Her father asked worriedly.

Spencer shook her head, "No, I, uh, managed to throw up a shield to protect Steve, Cooper, and I but it happened so quick that I wasn't able to expand it wide enough to Pepper and Tony…Tony managed to get his suit to shield Pepper, so, I think she's good, too." Spencer relayed.

Her father heaved a heavy sigh, "Just hang tight, okay?"

Spencer mumbled, "I love you, dad."

"I love you, Spencer." Her father said quietly before the two hung up.

Spencer got up on her feet and asked, "Where's Tony?"

Steve shook his head while Pepper's eyes got watery. Spencer's heart dropped, "No…He can't be…This is Tony, we're talking about." Spencer felt sick to her stomach as Pepper began to cry. Spencer brought the woman into a hug and allowed Pepper to sob into her shoulder.

"Steve…" Spencer whispered not wanting to believe that Tony was…dead.

Steve gave her a sad look, "There's no sign of him, Spencer, the whole house is at the bottom of the ocean. Tony…"

Spencer's eyes grew watery, "He's alive…he has to be."


Hellooo, I hope you enjoyed this chapter and I do apologize if it seemed rush. I am trying to get IM3 done as quickly as possible, I think, one more chapter for IM3 and we should be moving on onto Winter Soldier and from WS we go tooooooo AGE OF ULTRON AND WE GET TO MEET PIETRO AND WANDA!

And yo, I'm just going to address this once but um, I saw a review earlier and it kinda irked me. Like, who are you to say the story is taking too long to get to AOU? I'm sorry but I found that review very rude. If you think I am taking too long to get onto the good stuff then, please, by all means move onto another Pietro/OC fanfic because there are plenty out there. I don't have to explain myself on why it's taking so long to get to AOU but I will just this once. I don't like stories where they just magically drop an OC into a movie, no, I like having back-story on that OC and seeing their interactions with other characters and seeing their character build.

If this story's pace is too slow for your liking, then, bye. I like the pace my story is going at and I know I don't update this story every two weeks or whatever but at least I AM UPDATING THE STORY. Some people don't even update their fanfics anymore and trust me, I know how it feels, so please understand that I am busy and when I do want to update a fanfic-this fanfic and my Jurassic World one are very low on the list.

Rant over.

Until next time, loves!