Archive of Our Own ^beta

Chapter Text

The sounds and smells from the kitchen below wafted up to the second floor as Penelope peered down across the railing beside their table, her enhanced senses giving her more input than regular people and allowing her to smell the assortment of food being prepared for the customers.

“Shouldn’t be too long now, Penny” Toni said, grabbing the younger girl's attention as she turned back to her mentor, who was currently dressed in a more casual combo of a band t-shirt and jeans, a discarded hoodie was draped over her chair as they waited for their order.

“Thanks again for bringing me here Ms Stark, but you really didn’t have to go to all this trouble. We could have just grabbed a bite to eat at the Cafeteria” Penny said, referring to the cafeteria located at Stark Tower.

“Hey come on, you deserve it. You’ve been putting in a lot of hours lately, and helping me out with the suit, among other things” Toni said as she poured herself another glass of water from the pitcher on the table. 

“Plus you will love the food here, I’ve been coming here for years” Toni said before looking up to see the waiter approach with two trays with their food, placing the plates down in front of them.

“I hope you enjoy Ms Stark and if there’s anything else you need, please feel free to let us know” he said with a polite nod.

“Thank you, and please give our compliments to the chef” Toni said as Penny thanked him as well before he left.

Looking down at her plate, Penny couldn’t help but glance at Toni.

“I’m still a bit surprised you came to a fancy place like this and ordered burgers” Penny said as Toni had already picked up hers and taken a bite, letting out a moan as she closed her eyes and savored the mouthful.

“Try it, and then you might understand why” Toni said after a few bites, causing Penny to look down at hers  before shrugging and taking a bite from her own.

It took only a moment before her eyes lit up and she looked at Toni with surprise before she began chewing hastily and letting out her own sounds of enjoyment.

“This is so good! This is...This is the best burger I’ve ever eaten” Penny said in between bites causing Toni to let out a chuckle.

“I know right” Toni said before she took another bite, again savouring the taste before she continued.

“There’s actually a story behind this place. You see when Rhodey and I were in MIT, there was this little hole in the wall place we used to go to all the time to eat and they had the best food around, and it was a nice family owned set up. Now we got to know the owners really well and found out they always wanted to expand their business and open a large restaurant, so when I graduated I offered to invest and fund their idea. They opened up this place, and then a few years later opened up another location across the city, as well as a third in Los Angeles and they have family members managing the other two locations. Rhodey and I still come here on occasion, and the owners are more than happy to make the old classic menu for us” Toni explained as Penny was almost finished with her burger, luckily Toni had anticipated this and ordered her two, as well as offering to order more given her enhanced metabolism.

“Mmm I am so glad you did, these are amazing” Penny said enjoying the last of her burger before taking a sip from her glass.

As she did Toni couldn’t help but take in the sight of the teen and think of how far they’d come. It was now a year and a half since the split of the original Avengers, and what the media had dubbed the “Civil War” and it had not been easy for Toni afterwards.

Let alone the fact she was almost killed in Siberia, but had also witnessed the truth about her parents deaths, or more accurately their murders at the hands of The Winter Soldier. 

Rebuilding herself after Siberia had been just as challenging if not more, than rebuilding the team, but she found support in Rhodey, Vision, Penny, Happy and even Pepper.

She and Pepper hadn’t gotten back together after Siberia, with the two of them choosing to remain good friends, and Pepper was and always had been one of her best friends.

But they weren’t good for one another relationships wise. Pepper herself had even admitted that it was wrong of her to be so critical of Toni’s choices and decisions in regards to her suits, and having tried to force her to abandon being Iron Maiden, setting ultimatums and countless arguments.

It wasn’t healthy for either of them, and it took time for Pepper to realize that. Toni too had realized she shouldn’t have been feeling guilty for her decisions in regards to her suits, or the life she had chosen to lead.

Now that they had come to those conclusions, and accepted that they were better off as friends, it could be argued their friendship and love for one another was stronger than ever.

Toni would always love Pepper, but just not in a romantic sense.

After she had recovered from her injuries and began trying to organize a new team of Avengers, Toni had also helped in working in conjunction with the UN to push for certain amendments in the Accords. She had always intended to do so after they had been established, as there were certain sections that didn’t sit right with her or several enhanced and empowered people she had consulted with.

Some of these amendments were not taken so well by Thaddeus Ross, but Toni had been biding her time in dealing with him too. After a lot of research she had compiled plenty of evidence against the Secretary of State, and took great pleasure in putting all his dirty laundry on display for the world to see, getting him removed from his position and imprisoned. 

Though she sadly hadn’t been able to do so before he ordered a team to go after the Barton family, leading to a siege of their farm. Toni had been able to get to them in time though and evacuate them, but their home was no longer standing after Ross’s men were through with it. 

Toni had been able to put them up in one of her New York apartments, despite Laura’s hesitancy at taking her charity, feeling undeserving after Clint had been a part of Steve’s idiocy. But Toni had assured her that she was more than welcome to stay for as long as she needed, and that she held no ill will towards Laura or her kids. 

Toni was broken out of her thoughts as the waiter came along and replaced their now empty pitcher of water with a new one, Toni thanked him before turning back to her own meal as she and Penny chatted. 

~0~

Penny and Toni exited the restaurant after two hours, Toni having put her hoodie back on as they stopped and waited for Happy to pick them up. 

It wasn’t long before they heard the telltale horn from down the road and looked to see Happy driving towards them, as they were about to walk further up the pavement they were halted by a voice.

“Excuse me, Ms Stark?”

The two of them turned to see a young man in his early twenties walking up to them at a fast pace, he had light ginger hair, was wearing glasses, and had a phone in one hand.

“I was wondering if I could ask you a few questions?” he said as he held the phone out in front of him, showing that it was recording audio. “I work for an online news site and we’d love to get a statement or two”

Penny looked to Toni who closed her eyes for a moment and sighed before plastering on a smile that was familiar from her media appearances. 

“Look buddy I’m just on my way back from lunch, I’m not in the mood to be interviewed right now ok” she said as she glanced around to see Happy had pulled up and was quickly getting out and heading over to them always the knight in shining armor, even when his boss was Iron Maiden, it was reassuring that even though so much had changed over the years, Happy would always be Happy. 

“But a lot of our readers are still asking questions about the Civil War last year, there are those who think you overreacted during your confrontation with Captain Rogers” the so-called journalist said, causing Toni to go still and stare blankly.

“Overreacted…” Toni said after a moment, her tone was low and caused Penny to reach out and place her hand on Toni’s arm.

“Ms Stark…” she said quietly.

“There are also people who think maybe your attitude and actions during the Civil War may have pushed Captain Rogers to do what he did. That you may have been being petty and unreasonable, or not empathetic enough when it came to his side of things? Can you comment on any of these accusations?” the journalist said holding his phone out before Happy quickly got between him, moving him away from Toni and Penny.

“Alright pal back off!” Happy said seriously, making himself into a human shield before the smaller man who tried to move around him but to no avail.

“We’re just looking for answers,” he tried to argue.

“No you’re looking for a soundbite to take out of context for whatever tabloid rag you work for, now get lost!” Happy said more fiercely before turning and ushering Toni and Penny towards the car.

Toni walked along silently, her eyes still staring ahead blankly as they got into the car and began driving off quickly.

“Ms Stark, it’s ok we’re going back to the tower” Penny said slowly, causing Toni to blink and look down at the floor with a confused expression.

“...Overreacted” she said to herself again quietly.

~0~

 It was now later in the evening as Penny leaned against the side of the building overlooking the streets below, the sounds of cars and horns blaring filled the chilled night air.

She silently stared out from underneath the lenses of her mask until she was joined by another figure.

“Here you go” 

Turning around she saw Daredevil standing there holding a cardboard tray with two steaming takeaway cups, taking her one she rolled up the bottom of her mask and took a sip from the hot chocolate and let out a pleased sigh.

“Thanks” she said as he took a sip from his own cup, Penny knowing he’d gotten coffee instead.

The two of them remained perched against the side of the building as they enjoyed their drinks until Daredevil broke the silence.

“So what’s gotten you so down tonight?” he said knowingly. “You’ve been in a mood since we started patrol”

Penny took another sip from her cup before sighing again, this time out of annoyance.

“There was just this annoying journalist guy earlier, he was harassing Ms Stark and she kind of...I don’t know, froze up. Even when we got back to the Tower she was acting strange, and I had to go soon after and I just can’t get it out of my head. The guy basically was saying people think she could be responsible for Rogers actions during the Civil War, that she was being unreasonable and he even had the balls to say she overreacted!” Penny said as she slowly was raising her voice, gripping the brick rail beside her tight enough to crack it slightly.

“He had lied to her for two years about her parents, and kept the truth from her, and all the while was using her money and resources to look for the guy who did it. And yeah, I know Sergeant Barnes was under mind control and brainwashing and everything, but Rogers still should have come forward instead of doing what he did. Not to mention he had the audacity to blame her for Ultron, when it’s been proven it wasn’t her fault but the Sceptre, and was complaining about her not telling him the truth! And all the other screwups he caused, like taking in Maximoff after what she did!”

Penny was now breathing heavily and looked ready to hit something, throughout it all Matt listened silently before moving over beside her and placing a hand on her shoulder, letting her regain her composure.

Matt had first encountered Penny a month after the incident with Toomes, when she had tracked some black market arms sales going on in Hell’s Kitchen. Matt had been tracking the same group and they wound up unintentionally in the same firefight that ensued. 

They had wound up subduing the gang and alerting the authorities before regrouping. At first Matt had been adamant about her staying out of his territory for her own good, but she had countered with the fact that she was looking out for everyone in the city, regardless of their burough, and that she was more than capable of looking out for herself given her powers. 

Matt admitted that she was strong, and her powers were useful, but she wasn’t invulnerable. 

This however had the unintentional result of Penny suggesting they keep in touch then, as a way of networking and pooling their resources and keeping people safe in the city. Matt again hadn’t been too keen on the idea, but after teaming up two more times, found himself accepting her offer. 

Another reason he had accepted her offer of keeping up an alliance, was due to her age. Matt couldn’t help but worry about her, despite her powers she was still a kid and he wanted to help keep her safe as much as the people on the streets. 

It wasn’t too long before they were greeted one night during one of their co-op patrols by a suit wearing Toni Stark who invited him back to the Tower for a drink and to talk.

Matt originally had no intention of getting involved with Toni Stark or her team, he was looking out for people on the ground, the people of his city who needed protection. He wasn’t looking to fight aliens or save the world, but Toni had made it clear she wasn’t trying to take him away from his duties, and actually thanked him for watching out for Penny on the streets. 

She had said that while she wasn’t planning on trying to recruit Daredevil, there could come a time when he and his allies could be needed for a threat that would call for a larger alliance of heroes, and that New York would be a casualty in a much larger devastation.

It had taken some talking and convincing, but in the end Matt did see her point of view and had broached the subject with his friends. In the end they agreed to affiliate with The Avengers, mostly as reserve members for larger conflicts, but in the meantime The Defenders were happy to have occasional assists from Toni or others if the situation called for it. 

Soon after this, Penny had revealed her true identity to Matt saying that she trusted him with her secret, which in turn led Matt to reveal himself to both Penny and Toni. 

“I wouldn’t worry too much, gossip journalists like that are a dime a dozen. And in Toni’s case, I’m sure she’ll be fine given time. Just be there for her, you might not realize it but you make her happier just by spending time with her, your company is enough to raise her spirits” Matt said as Penny looked at him from behind her mask, nodding after a moment. 

“I just….I still worry about her a lot you know, she’s been hurt before by people that claimed to be her friends, that cuts deep” she said causing Matt to nod in response.

“That’s true, but the difference with you is that you’re not claiming anything. You genuinely care for her, as she does you. She’s in a much better place now than she was in for quite awhile” Matt replied.

“But what if….what if they came back?” Penny asked suddenly. “I know it seems unlikely, but...I can’t get the thought out of my head. What if they came back, or what if they tried to hurt Ms Stark again…” 

Penny didn’t say it out loud, but she had more than a few nightmares of that exact scenario happening, of Rogers or Maximoff hurting or even killing Toni.

Matt once again placed a comforting hand on her shoulder, making her look at him. 

“If that happened, we’d be there to help keep her safe.” Matt said with finality, the conviction in his words causing the anxiety and fear welling up inside of her to dissipate as she nodded after a few seconds.

“Yeah...we would,” she said, smiling slightly. 

“Thanks Matt-I mean Daredevil” she corrected herself quickly. 

“No problem,” Matt said with a smile of his own before his head suddenly tilted to the side and he put his coffee down.

“What is it?” Penny asked as she noticed his shifting expression, knowing he had heard something.

“It’s an alarm, there’s a break-in at a jewelry store,” he said getting up and turning in the direction of the sound before glancing back at her.

“You ready?”

Penny merely smirked before pulling her mask back down and stepping up onto the ledge. “Think you can keep up Hornhead?” 

Matt shook his head with a sigh. “I wish you’d stop calling me that” he said before Penny leapt off the side and shot a webline out and swung off, Matt waited only a moment before running after her and leaping off the rooftop, sailing down through the air before pulling his billy club out and shooting out a grapple line.

~0~

Toni was still seated in her lab in Stark Tower, it had been hours since Penny had left but she was still here, having spent the time tinkering on various projects. 

She kept hearing the journalist’s words going over and over in her head. 

Petty, Unreasonable, Overreacted

Even after it became public knowledge that Barnes had murdered her parents under Hydra’s control, even after Steve’s actions were brought to light, there were still those who sided with him. Albeit a majority of people were on her side, and Steve’s was but a minority in comparison, they were a vocal minority for the most part but it still confounded her. 

How could people still wish to rally behind a man like that. 

Putting down the soldering iron she had been using, Toni ran a hand down her face as she looked at her work.

She had moved a lot of stuff out of the Avengers Compound following the Civil War, and during the whole Toomes fiasco had sold Avengers Tower and repurposed the New Stark Tower for her work and for her company.

The Avengers Compound was being used less and less these days, she had contemplated selling it or tearing it down and building something new, but knew that it would definitely cause some of Cap’s fans to scream about her destroying it out of spite.

When she had mentioned this in passing to Penny, the younger girl had been quick to shut down the notion of listening to any of Steve’s supporters in regards to what she could or couldn’t do.

“Who cares what they think Ms Stark, the compound is your property, if you want to bulldoze over the whole thing and make a parking lot, you could do it without any issue. It belongs to you, not them”

As she thought on Penny’s words, more and more they began to drown out the words of the journalist from earlier, and her expression began to shift from one of fatigue to one of determination.

The kid was right. 

Why was she worrying and letting herself be worked up by some of Steve’s fanboys and followers' opinions of her. Why was she letting their words break her down or make her hesitant to make decisions about her life, or her team.

With a steely resolve in her eyes, Toni stood up and began making her way across the lab. 

“Friday, call up Pepper and arrange a meeting for tomorrow, have someone from PR there as well, and bring up the schematics for the Compound form me please” 

“Yes Boss, I’m on it” came the Irish accented AI’s reply as Toni approached a keypad on the wall, inputting a command  before stepping back as a section of the wall slid upward and revealed a familiar shield behind a glass case, opening it and retrieving the shield she walked back through the lab staring at it intently before looking up at the ceiling and addressing Friday once more.

“I’m going to need your help on this baby girl” she said before staring back at the shield with a smirk. 

They called her petty? They hadn’t seen anything yet. 

Chapter Text

The morning sunlight was what she saw first as Toni’s eyes opened weakly, fluttering a few times as she slowly worked up the desire to roll over in bed. Groaning out softly she took a few moments before tossing the covers off and sitting up.

“Friday, what time is it?” 

“Nine AM boss,” the AI answered.

“Oh wow, slept in a bit later than I had planned” Toni said as she turned around and placed her feet on the floor, rubbing her eyes a few times as she tried to shake off the last remnants of sleep and fight the desire to curl back up under the covers for another hour.

“Well you didn’t get to bed till almost five AM, so four hours isn’t that bad” Friday replied, causing Toni to wordlessly nod as she let out a yawn and stood up.

“Fair point” 

Toni had spent all night contemplating ideas and plans for some serious renovations and changes she was going to implement.

As well as having Friday help her strip the paint from her father’s shield, and remove the added star segment he’d put on it to keep up with Steve’s flag motif. 

That had definitely been satisfying. 

Letting out a light groan as she stood up, stretching her arms out and wincing at the several pops that came from her joints which served again as a reminder she was no longer in her twenties anymore, even her thirties were a distant memory to her body which was now so close to fifty she could barely believe it. 

Though as another series of pops issues from her lower joints as she walked to the bathroom, it wasn’t so hard to believe after all. Entering her ensuite bathroom, Toni quickly shed her clothing before she got into the shower, waiting several moments for the water to heat up before stepping under the spray and allowing herself to relax under its warmth.

After a minute of this Toni began to clean herself, running a soapy lather around her body and scrubbing away the dirt and grease from her long lab session the night before. 

As she reached her chest however, she was met with the familiar sight of the Arc Reactor.

After Siberia, Toni had been in critical condition when she arrived at the hospital, her injuries were substantial enough without adding the effects of being stranded in the freezing bunker in a non operational suit. They’d had to perform multiple life saving surgeries on her body, as well as the painstaking decision from Helen Cho to reinsert the Arc into her chest.

Her heart had been through enough damage and stress over the years, but it seemed the Vibranium shield slamming into her sternum was the straw that finally broke the camel’s back. 

She’d at first been distressed to wake up and find herself once again sporting the device in her chest cavity, but Helen and the other doctor’s had explained that her heart was just too damaged to function on its own anymore, and that Tony’s medical proxies had reluctantly agreed to permit them to perform the procedure.

It had taken her some readjustment physically and mentally, but she had quickly gotten used to once again sporting the miniaturized reactor. The sight of the glowing circle of light was once again her ‘normal’, as was the surrounding scar tissue that went around it and from the damage left by the shield impact.

She could have opted for plastic surgery to attempt to cover up the scarring, but the skin and tissue around her chest had enough damage and issues at the time that she hadn’t bothered. And now she found that she just didn’t care as much anymore, she wasn’t the same vain person she’d been in her teens and early twenties that would have reacted with absolute horror and disgust over the sight of the reactor or scarring on her chest, she had come to accept the appearance of it and her body.

And it wasn’t like she still didn’t turn every head when she walked into a room.

Toni may have been getting older, but she still knew how to look good and own her appearance and wardrobe to utterly dazzle the masses.

Bringing her mind back to the present, she finished her cleaning routine with her hair, applying plenty of shampoo and conditioner as she even had some small patches of grease there too, despite not having any recollection of how it could have gotten there.

Turning off the shower, she stepped out and reached for her towel and as she dried off began to plan out her day mentally. She hadn’t forgotten the meeting with Pepper, and the PR representative. 

That was going to be fun.

“Thank you for joining us, Heather.” Toni said as she shook hands with the PR head, one of the most senior public relations experts they had who had been with the company since the early 2000s. 

Technically she didn’t need to be here, but Toni wanted to try and cover all their bases when it came to this idea, and the woman had been a great asset to the company. Despite Toni being a master of PR in her own right, she wasn’t involved with every single aspect of the department as well as it being impossible to put her full focus on when she was also working with R&D and being Iron Maiden, and Heather had been very successful in managing and directing the department since she had taken over, so Toni had strong faith in her judgement and opinion.

Pepper greeted her too before sitting down, opening up a small laptop as she turned to Toni expectantly.

“So, what is this about? Friday didn’t go into specifics. Has this got something to do with that reporter yesterday?” she asked with concern, causing Toni to roll her eyes lightly with a small smile.

“Happy told you about that?” she asked rhetorically. “Of course he did, he wouldn’t be Happy if he didn’t”

“You know he only does it because he cares,” Pepper said with a smile of her own, knowing that he also reported back concerns about Pepper to Toni even though they were no longer dating, the concern for the others' well being was still there. 

Nodding to her Toni leaned forward and looked at both of them. “I know I said I wanted the meeting to be just the three of us, but I did forget to mention I asked Vision to sit in with us as well, this is an important decision going forward and I think she should have a say in this as well.” Toni said to both of them before checking her phone.

“She should be here in a few minutes, so if we could hold off on any discussion till then, and we can go over it once she’s here” she said, causing Pepper and Heather to both nod with understanding.

As Toni leaned back in her chair, content to wait out the small hold on their meeting, she took out her phone and idly checked through several messages she had from Penny, most of which were asking about her and if she was ok. She typed out a reply, assuring the teen that she was feeling better and that they could talk more when she stopped by tomorrow. 

As Toni waited, she couldn’t help but think of Vision and how much things had changed for her since the “Civil War” and Siberia. 

~0~

Five months after Siberia

Toni stepped back into the penthouse apartment and let out a yawn, having spent the whole day doing television interviews related to The Avengers, as well as checking in on several projects in the Tower. She was looking forward to ordering some takeout and unwinding. 

As she entered the kitchen area however, she saw Vision leaning against the countertop, staring off into the distance with a contemplative look on his face.

“Vision” she said, catching his attention and making him turn in her direction, almost startled by her appearance.

“Ms Stark…” Vision said after a few seconds, glancing up at the ceiling momentarily. 

“Friday did not mention you were coming back so soon” he said, causing Toni to nod.

“Yeah, one of the interviews was bumped up so I wound up getting back earlier” she said as she walked to the fridge and pulled out a glass bottle of water, retrieving a glass and pouring herself one.

“So what’s up? I thought you were spending a few days at the compound?” Toni inquired before taking a sip from her glass.

Vision spent most of his time at the compound, Friday informed her that he mostly passed the time reading, using the obstacle courses Toni had set up for the flying members of the team, or travelling around the nearby areas and nature. 

It saddened her secretly, that he spent so little time with her since the Civil War, or even before it after Sokovia.

It had taken Toni some time to fully mourn and accept that JARVIS was gone. The AI having been one of her earliest creations alongside DUM-E, and having been by her side for so many years, before and after she became Iron Maiden, his loss deeply affected her. 

It also took her time to properly digest the fact that Vision was not Jarvis, he may have come from him. And may have had his memories deep down, but he was his own being and separate from her former AI. But even so, she still felt a connection to him, having helped create him or at least helped create the final version of him, and the fact that Jarvis had been used in that creation did add to her desire to have a relationship with Vision.

A part of her, possibly naively, still thought of him as one of her creations, one of her children like the Bots and her AI’s, and the fact that he seemed so distant after Sokovia, preferring to spend his time at the Compound and with the Avengers, made a pang of sadness form within her.

She didn’t feel comfortable visiting the compound after Maximoff had taken up residence there, thanks to Steve. He may have been all too willing to accept her onto the team and bring her to the states, but Toni despite her arguing against it, was outvoted and browbeaten by Steve personally about how Wanda deserved a second chance and that she was on their side.

She was on Steve’s side, not ‘their’ side, as the Civil War had proven. Toni admitted that even despite Vision’s distancing himself from her, she felt genuine concern and later anger over what Maximoff had done to him, having reviewed the compound security that had been still active despite Clint’s sabotaging the power, and when she saw the footage of Vision being blown through the compound floors, down through the concrete in such a violent manner, she was pissed and her immediate thoughts had been to take Wanda down with extreme prejudice, but had reigned herself in by the time they arrived at Leipzig.  

Turning her attention back to Vision when he spoke up, Toni saw that he had a look of unease on his face. 

“I...I have been contemplating something, something of a personal nature for quite some time now. Actually it has been on my mind since after Sokovia” He said, causing Toni to nod but not interrupt as he continued.

“It pertains to my body,” he said, gesturing to his chest with a hand. 

“Have you been having any trouble physically, or is it something to do with the stone?” Toni asked with concern, moving closer to him. Vision shook his head as he continued.

“No, it’s not so much a problem in terms of functionality, or my abilities. It’s just that….” he began before pausing and seemingly thinking over how to word the issue before looking at Toni directly.

“This body is not mine”

This statement caused Toni to look at Vision with confusion.

“I’m sorry?”

“By that I mean...Well this body is not mine, it is Ultron’s. This body was created to Ultron’s specifications, for his wants and desires for his final form and what he wished for it to be.” he explained, Toni continued to listen as he spoke.

“I feel that, in some ways, I was given life in this body that was meant for someone else. My mind is not at peace with my external form, at first it began as a slight discomfort but grew over time the more and more I contemplated and debated the issue” 

Toni nodded slowly, she understood what Vision meant and from his perspective it was a valid point. The body he inhabited had been meant for Ultron, to be his final and ultimate form.

“It’s not uncommon, what you're describing is similar to what some humans call Body Dysphoria” Toni commented, which made Vision nod in agreement.

“Yes, I have researched the subject heavily and did come across that being the most accurate term for my own thoughts on the subject. I asked Friday to keep this confidential while I was coming to a conclusion” Vision commented, causing Toni to tilt her head slightly with a look of confusion on her face.

“Vision…How long have you been feeling this way?” 

Again Vision seemed to pause, though this time not out of any attempt to choose what words to use, but it appeared to be apprehension.

“Vision?”

“...I began seriously contemplating this one week after the battle of Sokovia” he answered after a moment of her prompting, causing Toni’s eyes to widen.

“All this time...You felt this way, and never told anyone but Friday?” 

“I considered speaking to one of the Avengers at the time, however as I continued to research and sort through my feelings on the matter, I began to see patterns of behaviour in the team members living in the compound that made me suspect they would not be helpful in offering opinions on my situation, or for that matter positive ones. Sam Wilson was one I did consider broaching the subject with, given his background as a councilor, despite not being qualified in that exact field he seemed to be one of the choices I was considering more heavily. However we spoke very little as he was often either training, or off on missions either with the others or on his own at Mr Rogers request” 

Toni was listening intently, but couldn’t help but crack a small smile momentarily at Vision’s disuse of the ‘Captain’ title most put before Steve’s name. In truth he wasn’t even a proper Captain, the name having derived from the propaganda stage tours Steve did back during the war, as well as the merchandising. When Steve was actually put into combat operations, the top brass decided to let him keep using the name as both a further means of merchandising and bringing in support for the war effort, as well as the patriotic symbol being a source of morale for many, soldier and civilian alike. And over the years the mainstream public, and even certain military members bought into the legend and icon status, not knowing or forgetting the truth.

“Vision” Toni said, catching his attention, waiting a moment before she continued. 

“Why didn’t you come to me?” she asked, trying to keep her tone soft and without any hint of judgement or hurt. 

“I could have helped you, or sought out people qualified to help you figure this all out...did you not trust me?” Toni said, this time unable to hide the sliver of hurt that did creep into her voice. 

“I was unsure” Vision replied, causing Toni to look down slightly, fighting the urge to exit the conversation she held her ground, intent on finishing their talk regardless of how she was feeling. 

Though what Vision said next shocked Toni completely.

“I was unsure if you wanted anything to do with me”

This caused Toni’s head to snap up fast in Vision’s direction as soon as she heard him speak, a look of utter confusion and disbelief on her face.

“Vision…why would you...what made you think I wouldn’t want to help you? That I wouldn’t want anything to do with you?” she asked desperately.

“It was my belief that losing Jarvis the way you had, and then later losing him a second time as it were, by using him to complete my creation and birth, that you could possibly hold some latent resentment or anger towards me for his loss.” Vision said while ringing his hands together slowly as he could not meet Toni’s gaze.

“And then there were the added issues that arose from the Accords, and the division among the team. The fact I didn’t stop Wanda when she left the compound...I could have fought back, but I did not wish to harm her at the time, and I still felt that she was my friend. I believe this is what caused her to be able to overpower me, the mind stone responding to my internal thoughts and feelings and thus allowed her to do what she did.” Vision said before pausing for a few seconds, his expression dropping before he continued. 

“And...then there is what happened with Colonel Rhodes...I know that you and even he have both told me that I should not blame myself. But I cannot help but do so, it was my distraction again caused by Wanda that led to me not paying more attention to the battle going on. I should have followed the two of you and taken out Sam in the air, instead of firing from the ground….if I had Colonel Rhodes would not have been injured. And then so soon afterwards you yourself were injured in Siberia”

“Vision I chose to go there, that wasn’t your fault”

“I should have been there with you. If I had, again like with Colonel Rhodes I could have prevented the injuries you suffered”

Toni was a bit taken back by the firmness in his tone, as well as catching sight of his hands gripping the countertop, small cracks spreading out from underneath his fingers.

“And thus I thought...I thought that all this time, you would not be concerned about my issues. And it was my own fault, I repeatedly caused you pain, either directly or by the consequences of my actions and...” Vision said as his tone now wavered and he was unable to finish his sentence.

Toni was shocked, she was unable to form words as she heard Vision’s revelation. All this time she thought he was staying away from her by choice, that he didn’t wish to form any kind of serious bond with her apart from colleagues.

But she had been wrong. Vision had desired to be closer to her, but had been under the false impression that she held resentment for him, that she was angry and distant from him for things he found himself at fault over. 

Looking at him now, she was reminded again just how young he was. Vision may have a vast amount of intelligence when it came to facts and logic, and physically looked to be an adult. But he was only a child, a toddler really, when it came to his actual lifespan. And still so naive and ignorant of so many things when it came to emotions, social interaction, and humanity. 

And he had been trying to navigate these things alone, alone and thinking that one of the people who created him didn’t care about him. 

Toni couldn’t help herself anymore, walking over to Vision she placed her hands on his shoulders. 

“Vision, you have nothing to be sorry for.” she said looking him in the eyes.

“What happened with Steve and the others...they made their choices. They chose to fight us at Leipzig instead of turning themselves in. Rhodey’s accident was not your fault, the only reason we were in the air was to chase after Steve and Barnes. I know we’ve told you before it wasn’t your fault, but I’ll keep telling you again and again till you believe it if I have to.” she said before looking down for a moment, her emotions were all over the place right now and she found herself faltering as she tried to speak before she looked up at him again.

Her eyes were now brimmed with tears as she spoke. 

“You have nothing to be sorry for, about Jarvis and losing him…that wasn’t your fault either. And the reason why I was distant, was because I thought you didn’t want to be around me...I was wrong, and I should have said something. I thought of you like one of my own, like Friday or the Bots, and I should have made that more clear, and maybe then you wouldn’t have thought I was being so cold” Toni said as she now had tears flowing freely down her face, her expression crumpling as she looked into Vision’s eyes.

“But I never blamed you, I never did,” she said before moving forward and wrapping her hands around Vision, pulling him into her embrace. 

“I never did,” she repeated as she hugged him, burying her head into his shoulder. 

Vision seemed to freeze momentarily, his arms stiff and outstretched before she felt them return the embrace, softly at first before he slowly held her more firmly. 

“...Mother”

Hearing him say that was the last straw for Toni, her face crumpled as she let out a sob, crying into his shoulder as she held him tightly. 

The quiet, vulnerable way he had said it, so much like a worried child made her latch onto him all the more, wanting to show him in every possible way that it was ok, and that it was going to be from now on.

She could feel Vision’s form shaking slightly, and heard a breath hitch in his throat, and it made her want to cry more as she held him reassuringly.

“It’s ok...It’s ok...I’m here” she whispered in between her own watery breaths, trying to reign herself in for Vision’s sake but failing.

“I’m here mi bambino ” she whispered, not letting go.

She meant every word.

6 Months After Siberia

Toni was fidgeting with her hands in her jean pockets as she walked alongside Stephen as they made their way through the Sanctum Sanctorum.

After Vision had opened up to her last month, their relationship had grown stronger almost daily. Toni had spoken more to Vision about their dysphoria, and how they wished to identify themselves, and Vision had found that after a lot of thought and introspection that identifying as female was what felt right.

Toni had supported her and done research alongside Vision into how to proceed. Vision had spoken about wishing to look into changing her base synthezoid appearance to a more female one, changing the masculine appearance that Ultron had wished into something more akin to how she felt on the inside.

Toni had considered all forms of scientific means before also deciding to ask Stephen for help.

It had been a shock to her to find out the former neurosurgeon she knew for years was now a spell casting sorcerer. Having approached her after her recovery in Siberia, apparently he was part of a group of sorcerers and magic users who protected the world from threats more suited to their skillset. And apparently the Accords and Toni’s work on them, had encouraged some of the Masters of the three sanctum’s to come together, as well as some more senior sorcerers in high positions in the order, to consider signing.

Apparently their former leader had died and after Stephen had saved the world with an infinity stone of his own, they began to discuss opening up to the wider world. These days more and more magical threats are occurring around the world, and more public displays of magic and sorcery. 

They knew even they couldn’t remain completely in isolation and hiding from the world.

And now seemed like the right time to reveal themselves. 

Stephen and Wong had gone to see Toni, which had been interesting to say the least. Toni and Stephen weren’t just old acquaintances but former lovers, having hooked up in the late 90s and several times through the early 2000s, pre Iron Maiden.

Toni had considered taking things further and not just being friends with benefits, but both of them knew their careers at the time were their top priorities. Plus the fact Stephen at the time had been scared of a serious commitment, even though he hadn’t said it out loud, he’d preferred what they had and was scared of the uncertainty of taking things to a deeper emotional level.

So they had amicably broken things off, but still remained friends. Stephen had come to see her after her press conference when she returned from Afghanistan. At first he was relieved that she was back, and then horrified to discover the Arc Reactor in her chest, thinking back to seeing Stephen damn near throw a fit over it, as well as the circumstances surrounding its necessity had been amusing, as well as endearing.

He’d actually looked ready to cry and Toni knew deep down he did care for her.

But after the ranting about unsafe medical practices and cave surgery had ended, Toni had to stop him from literally picking her up at one point and carrying her to a hospital. Explaining that she had been researching methods, and at the time there was no safe procedure that could remove the shrapnel and the reactor.

Stephen had tried to argue, but in the end did see the logic in her conclusions, and reluctantly agreed with her.

Though he did spend years trying to find a way in his spare time. In the end he had helped her devise the method of using Extremis, as well as several surgical techniques that were used in the removal of her reactor and the shrapnel.

Toni was always grateful to him for that, and had returned the favor in her own way. Having financed several of the surgeries on his hands, though in the end he fell off the grid after he deemed the surgeries unsuccessful. 

Toni had tried to argue with him that he wasn’t allowing the surgeries time to heal properly, as well as the fact she could finance more when different possibilities became available.

But all she got was one last voice message saying that he was going to try something different, something insane and crazy but that might be the thing that paid off.

And then he fell off the face of the earth, no emails, no phone calls, or even something as archaic as a letter.

Until he suddenly turned up outside a meeting she had just finished, wearing a red cloak and suddenly able to do magic.

Bringing her mind back to the present, they entered a room that Stephen had prepared in the Sanctum, in the centre was a large circular glyph drawn into the floor which was glowing orange.

Vision was lying in the centre as Wong approached them.

“We’re ready to begin,” he said, nodding to them both.

“So you’re sure that this is going to work” Toni asked once again, even though they had this conversation before leading up to this day several times.

When they approached Stephen about it, he had informed them that there were several sorcerers in the order who had undergone this magical ritual in order to fix their dysphoria, and transition their body to the gender or sex they idntified with. 

He had said they would need to look into the possible issues the Mind Stone being added into the mix, as well as Vision’s synthezoid body could pose, but he was confident there would be none.

After a few tests and spells, Wong had assured her that Vision would be fine and that the transition would not cause any lasting harm or damage, though the transition process itself could be uncomfortable momentarily while it was happening. 

“I am ready to proceed,” Vision said as she smiled in Toni’s direction, nodding at her as Toni returned the gesture. They had spoken about this day a lot over the past few weeks and Toni had made sure that it would be safe for her. 

Stepping back, she watched as Stephen and Wong both began the ritual, standing on opposite sides o the glyph, they began a short chant combined with doing the hand wavy thing Toni had seen them do before, as they made several sigils of magic before thrusting them down, the sigils joining the large glyph on the floor and dissolving into it.

As this happened a glowing light of golden orange began to surround Vision, encompassing her like a cocoon as it pulsed and glowed brightly. Toni could only watch on as the pulsing cocoon seemed to shrink and morph around her body after about a minute, taking on the appearance of a skin tight seal.

She could briefly hear Vision groan out from beneath the cocoon and turned to Stephen who only gave her a reassuring nod.

After another minute passed, both sorcerors stepped back, the glyph returned to its normal color and the cocoon began to slowly fade from sight. As it did Toni caught her first sight of Vision, and saw that she looked like she was asleep.

Moving to her side she could see the effects of the transition ritual had worked. Vision’s form was now no longer masculine in appearance, despite having the same basic color and appearance, it now was a more feminine form anatomically.

“Vision...Vision…” Toni said gently as she shook her lightly, causing Vision to let out a slight groan and her eyes to open up after a moment, blinking slightly as she looked around before noticing Toni.

“Mother” she said as she pushed herself up from the ground, Toni and Stephen moving to help her up.

“You’re ok,” Stephen said as they helped her stand. “The ritual was a success.”

Wong came back into the room, now holding a full length mirror and placed it down for Vision, who slowly made her way over to it. As she looked into the mirror and admired her new appearance, Toni walked beside her and smiled as they both took in her appearance and admired it in the mirror.

A golden glow spread around Vision’s body as she assumed her human appearance, another power they discovered she possessed from the Mind Stone, allowing her to cover her body in a human appearance and even generate clothing at will.

Vision now appeared to be a young woman around the age of twenty, with a caucasian skin tone and long blond hair that went just past her shoulders. Vision had discussed the appearance she wished to take with Toni previously, but seeing it was another matter altogether.

It didn’t evade her notice that Vision had modelled her appearance to show resemblance to Toni but also to her mother, Maria Stark. The blonde hair being the most eye-catching as well as the blend of Toni and Maria in her resemblance.

Toni sniffled slightly as she wiped her eyes, she told herself she wasn’t going to get emotional, and was trying to hold it together as Vision turned around and hugged her.

Yeah, hugs had become a thing now, but Toni didn’t mind. 

After breaking off the hug, Toni saw Vision go over and thank both Stephen and Wong, both of whom were pulled into hugs of their own, which both men looked surprised and awkward about.

Toni had secretly snapped several pics when they weren’t looking, and was definitely going to enjoy showing them later. 

“Now then, all we have to do now is go sort out your legalities and get your name officially sorted out” Toni said, causing Vision to nod, a smile still on her face.

They had spoken about the legalities of Vision in regards to her rights and the Accords, and were finally able to officially get Vision declared as a living being with sapience and human rights. Along with this Vision had considered having a human name, both for legal reasons, and to fit in more in social settings. She still used and responded to the name Vision, as well as it being her codename in the field. 

But for legal reasons and on the birth certificate Toni had produced, she decided on the name Victoria, and upon later discussion and with Toni suggesting a middle name as well as her taking Toni’s last name, now had a full legal name to go with her status.

Victoria Maria Stark.

~0~

“Here she is,” Pepper said, breaking Toni out of her thoughts as Vision entered the room. She was in her human appearance and wearing a long green coat that Toni had bought for her after her transition, despite knowing she could manifest clothing and create it at will around her, she still liked buying her clothing and had taken her shopping in the past. 

“I’m sorry I held things up with your meeting” Vision said as she took a seat next to Toni.

“No it’s fine, I wanted you here to talk about this. I feel like you should have a say in it” Toni said as the other two women turned to her, ready for the meeting to begin.

“What exactly is it you want to do Toni?” Pepper asked.

Toni turned to them as a small grin rose up on her features.

“I want to destroy the Avengers Compound”

Chapter Text

The sunlight began filtering into the room as Vision activated the automatic shutters, having just gotten out of her bed and walking over to the window to take in the view. 

The large brownstone townhouse was an older building that originally belonged to Howard Stark, one of his many many properties that he owned in New York, not counting others across the country and internationally. After his death it then became one of the many properties owned by Toni, many of which were left unused or rarely if ever visited. Toni had sold a few of the properties over the years, while many remained unused. 

After she had transitioned, Vision continued to explore herself emotionally, as well as strengthening her bond with Toni. She did however wish to seek more social connections and integrate herself more into society and had suggested possibly moving into her own living space separate from the Tower. Toni had at first been a bit reluctant, wanting to keep Vision close and was worried about her despite her powers and abilities, more so emotionally being out in the world on her own, but had accepted it after some conversation and supported her decision, realizing it was only natural that Vision would want to explore the world more especially now that she had mastered appearing physically human, and thus able to blend in more without scrutiny.

Toni had thus shown Vision the list of many properties she owned, saying she could choose one to take up residence in. And to her surprise and slight relief, Vision had chosen to remain in New York. Vision explained that while she did wish to integrate further into the world, she still wished to remain close to Toni, and that she still wanted to be nearby and keep their relationship going strong. 

Stephen had joked that Toni would be experiencing ‘empty nest syndrome’.

Vision had thus moved into the brownstone townhouse one year after the ‘Civil War’ and had spent the past six months making personal touches to the home, including Toni helping upgrade and renovate various areas to modernize it, while still keeping some of the older charm the dwelling possessed, till they came to a nice fusion of classic style and modern amenities. 

Turning back towards her bed she walked over beside it and began remaking the covers and sheets neatly. Vision didn’t need to sleep, or at least like regular human beings did. However she was still capable of entering a resting state where her mind was in a more trance like meditative state. 

She had discovered this shortly after she had transitioned and had been visiting Stephen to help her better understand and utilize the Mind Stone. During her various meditative ‘sleeps’ she had confessed to feeling a tugging sensation on her mind and subconscious to go deeper, which she had theorized was her body possibly attempting to fall into true sleep or even its attempts to dream.

But Vision had so far held off on going further mostly out of anxiety over possible complications that could arise, as well as so far she had enjoyed her meditative rest. 

After she finished making her bed she made her way over the door to the ensuite bathroom connected to her room. Vision technically didn’t need to bathe normally, her human form and covering still collected dirt and other particles, something that could simply be fixed by shifting into her base form and then reforming her human form again fully cleaned.

Despite this, she preferred the act of showering and bathing due to the relaxing nature and pleasant feeling it brought her and began to work it into her daily routine. Disrobing from her pyjamas, she placed them in the clothing hamper beside the sink and made her way into the shower and turning it on, waiting for several moments before the water heated and stepped under it, closing her eyes she took a second to simply enjoy the feeling of the warm water flowing over her body before she began to clean herself, reaching for the wall niche that held the bottle of body wash she wanted, she squeezed a generous amount onto her hands before moving to spread it around her body, enjoying the natural scented lather that began to spread.

This was another action she enjoyed with the act of bathing, the application of body wash and soaps, the number of pleasant scented variations was something she enjoyed sampling through and finding ones she found that she liked, normally natural ingredients or fruity scented options.

When she’d made sure to clean herself thoroughly, she moved onto her hair, choosing a coconut scented shampoo, enjoying the feeling as she massaged it into her scalp before rinsing and doing the same with the same branded conditioner. . 

After she was fully bathed, Vision took a few more minutes to simply enjoy the warmth of the water before turning it off. Exiting the shower, she made sure to dry herself off fully before entering her room again and going to her walk-in wardrobe, making sure to check the clock as she did. 

She was going to meet Toni along with others at the Avengers Compound after lunch time, she still had several hours to go before that however.

~0~

Vision was now situated in the dining room that was connected to the kitchen, seated at the table as she read a copy of the New York Bulletin while a steaming cup of tea was in front of her on a saucer next two a small ceramic teapot.

As she read across the page she could hear the footsteps approaching from the other room and glanced up just in time to see her roommate appear, still wearing her pyjamas.

“Good morning,” Vision said as she glanced back at the newspaper.

“Morning” Jennifer Walters greeted back with a yawn. 

She was about to walk to the fridge when Vision spoke up.

“I got you some breakfast when I was out earlier, it’s still hot” Vision said, causing Jennifer to look and see a brown paper bag from a diner they would sometimes frequent.

“Thanks, I was in the mood for something hot but couldn’t be bothered actually cooking” Jennifer said as she picked up the bag and inhaled from the top of it, letting out a pleased groan.

“You are the best roommate ever” 

“I try,” Vision said dryly as she reached across and took a sip from her cup as Jennifer joined her on the opposite side of the table, already digging into the bag and removing the various containers full of food.

“Sure you don’t want any?” Jennifer said as she removed a breakfast burrito and began unwrapping it, causing Vision to shake her head politely.

“No thank you, I’m quite alright with what I have” she said, causing Jennifer to roll her eyes.

“Are you ever actually planning to try eating anything? Or sticking to your purely liquid diet, I mean I know you don’t need to eat but you don’t need to drink either, and you still do because you enjoy it, just imagine that but add in chewing” Jennifer said before taking a bite out of the burrito. 

“I will…eventually.” Vision replied.

“I mean you did try smoothies, which are just blended solids and liquids, I guess that’s a half measure and all” Jennifer said as she swallowed the mouthful she’d been working on before glancing at the paper.

“It’s so weird seeing you read a newspaper, even though you do it a lot”

Vision glanced up at her from the top of the newspaper with a confused expression.

“How so?”

“I don’t know, it’s like it clashes with your whole synthezoid shtick. I’d think you could just connect with Friday and have her update you on the news, or the internet, or even if you were using a tablet or something. Just seeing you reading something so…physical, or more to the point outdated” Jennifer said motioning with her Burrito as Vision tilted her head slightly, giving Jennifer a look.

“I still think it’s a valid and important piece of media to consume. I could get constant news updates from Friday but I prefer she only do that for emergencies requiring my utmost attention, or alerts to do with mission related business or to do with people I know. Otherwise, I prefer this method, or television.” Vision said as she took another sip from her cup before turning back to her paper.

“Besides, this way I get to learn about information as I read along, somewhat like a book, there’s a level of anticipation in a sense.” Vision said before glancing at Jennifer.

“I doubt Ms Page would appreciate you speaking of the object of her livelihood in such a manner” 

“Hey hey, I’m not dissing Karen or anything, I think it’s great what she does and I think Newspapers have their place and all. But some people do consider print media, especially in the news industry, to be a slowly declining industry. I mean even the New York Bulletin has an online website now too you know”

“Yes, I’m well aware,” Vision said as she turned the page. 

The two settled into a comfortable silence as Vision continued to read, broken only when Jennifer went to make herself a coffee from the state of the art coffee machine, Toni had insisted of course on them having one despite the fact Vision was not often a coffee drinker, or at least stronger coffees, she had found some lighter blends, or coffee blended beverages to be enjoyable.

Jennifer would often make great use of the machine, especially when pulling longer nighters when studying and preparing for a case, an act Vision would sometimes assist her with.

She had found herself gaining a roommate after Jennifer’s previous apartment building had been attacked by a supervillain that had been specifically targeting her. Her landlord had demanded she move out, and rather than fight the action in court, she had agreed after realizing the damages that had been done as well as the risk her presence had brought to her fellow tenants and neighbors. 

Vision had offered her a place to stay with her, having had more than enough room as well as more than one bedroom in the townhouse, and the fact she and Jennifer already knew each other, as well as Toni had meant it was easier for her to move in as well as accept the offer.

They had taken a while to acclimate completely to living with the other, Vision had found living with Jennifer was a lot easier as well as enjoyable than when she had been living with the former Avengers at the Compound, her presence and friendly attitude were a breath of fresh air in compared to her previous ‘roommates’.

Vision had first met Jennifer after the events in Sokovia and Ultron. Jennifer herself having been introduced to Toni likewise after New York by Bruce when a concerned Jennifer turned up at Stark Tower in search for him and had been introduced to Toni, the two becoming fast friends. Partly due to Toni treating Bruce like a person and not a weapon or a ticking time bomb that needed to be kept at arms length, but had embraced Bruce as a friend and colleague which had led to Jennifer coining the term “Science Siblings” for them upon seeing the two of them “nerding out” as she put it, in the lab.

Jennifer had not reacted to Bruce disappearing after the events in Sokovia well, Toni had kept her up to date on any and all signs of Bruce’s location, but the trail had run cold shortly after the battle, it seemed as if Bruce had disappeared off the face of the earth. While Bruce was an expert at laying low and had successfully been on the run in the past, it was different this time. Toni had scoured the planet trying to find her friend to no avail. 

The conclusions  and theories she had came to where not positive, it could be that Bruce truly was deeply off the grid and refusing to resurface, which hurt Toni and Jennifer to think about, regardless of what Natasha or Maximoff had one to him and The Hulk, they had thought Bruce would have at least reached out in some way at least to say he was safe. 

Alternate theories were that he was somehow off planet, which would have seemed insane to consider a few years ago, but with all the crazy and sometimes alien situations that were becoming more and more frequent, it wasn’t out of the realm of possibility.

Toni in one of the more out there and alien theories, even considered that Bruce may have reached out to Thor to take him off planet, which would explain why Bruce could not be found, as well as the fact Thor’s visits had become less and less, as well as the amount of time in between become more infrequent.

The breakup with Jane may have explained the absences however.

The last resort conclusion that no one liked to think about or even voice, was that Bruce had somehow been killed. But given The Hulk, that theory was not one that was being considered.

And thus they were left wondering and waiting for some new piece of evidence to present itself. 

“What time did Toni want us to arrive at the compound?” Jennifer asked as she had finished her burrito, moving onto another container and opening it to reveal an omelet and digging in with a fork.

“Not until One O’clock, so we have a few hours before we have to leave” Vision said after she finished the remaining tea in her cup, before reaching for the pot to pour herself another.

They continued to converse until Jennifer had finished the entirety of the food Vision had brought for her.

“I’m going to go grab a shower” Jennifer said before she got up and stretched. As she did, her body began to grow and shift as her skin turned green and her hair grew out, her thin frame also growing more toned and muscular.

Reaching down she grabbed the now empty containers, placing them in the bag before she carried them into the kitchen and tossing them into the trash as Vision watched her exit the kitchen.

Jennifer had herself gone through a lot of personal changes since the events of the ‘Civil War’ . While driving back from a weekend retreat, Jennifer had been involved in a car accident, the collision leaving her with life threatening injuries and being hospitalized in a coma. Toni had been called in as one of her emergency contacts along with her parents, and the prognosis had not been positive. Jennifer was close to death and none of the doctors were hopeful of her pulling through.

Toni had called in Helen Cho but even the use of her cradle was deemed insufficient, the damage she had suffered was too extensive even for it’s capabilities and the time it would take for Toni and Helen to work on the cradle and potentially improve its efficiency in order to fix Jennifer’s injuries was a timeframe they simply didn’t have.

The use of Extremis was also considered, but it too was on a timeframe they simply didn’t have. Toni had created a stabilized version of Extremis to use on Pepper, but that had been specifically created to use on her DNA. Working on a strain to use on Jennifer would take too long given her deteriorating condition.

The doctor’s had suggested the most humane thing to do, as hard as it would be, would be to take her off life support. 

Jennifer’s parents had not reacted well to the news, and her father had even had to be restrained from attacking the doctor who’d suggested the action. To the man’s credit, he said it wasn’t the first time he’d had emotional reactions in regards to the suggestion, but had stressed the fact that there were simply no other options given her state.

Toni however had been struck with an idea. She had requested a sample of Jennifer’s blood to be taken before rushing back to Stark Tower, she’d quickly worked with Helen to analyze her blood and they had discovered she like Bruce had similar genetic markers in her body that like Bruce could allow her to absorb Gamma Radiation, they had tested this by combining it with small quantities of Bruce’s blood to analyze the reaction.

Bruce had left behind a stored IV Bag his blood before he had disappeared, a previous bag had been used when he and Toni had been testing and working on utilizing it, partially in the off chance a cure could be synthesized for his condition, as well as possible using his blood as a basis for vaccines or potential medical research if they could remove the fatal effect it had on people. Normally Bruce wouldn’t have let anyone have access to his blood, the incidents with Sterns, as well as the later battle with Blonksy had made sure of that. But Toni was one of the few people he believed he could trust and had thus began working with her as well as later even including Helen into their work.

That would pay off when Toni approached Jennifer’s parents, explaining to them the chance that Bruce’s blood could heal her body and regenerate her injuries, though the downside was it would most likely trigger a transformation similar to his, given their shared genetic similarities. 

They had given Toni and Helen the go ahead however, wanting even the smallest chance at keeping their daughter alive. And thus they had used the last bag of Bruce’s blood in a transfusion. 

The results had been fast acting. Jennifer’s body had completely healed that night, however she had also gone through a transformation of her own as she had turned green, grown in height and muscle until she was 6 ft 7, though remained unconscious.

Awakening the next morning after her body had returned to normal she had been shocked to learn of her injuries, as well as the lengths they had gone through to save her. The week that followed was mostly filled with testing and making sure she was healthy, which she was more so than she’d ever been before. 

What had surprised them the most was upon transforming, Jennifer retained her regular personality, intellect and mental faculties. Unlike Bruce she didn’t have a ‘Hulk’, it was just herself. 

Toni had put this down to the fact Bruce clearly had long lasting issues with his mental state which had come long before the Gamma incident. Bruce having opened up to her about his childhood over time, as well as Jennifer also filling her in, Toni learned over time more and more just what kind of childhood Bruce had lived, as well as theorizing that The Hulk was not the result of the Gamma Radiation.

He was the result of Brian Banner’s abuse and treatment of Bruce as a child. 

The Gamma Radiation had just brought him to the surface physically in ways he hadn’t been able to before. What was once a purely mental manifestation now had a physical form.

Jennifer had a much easier time adjusting to her ‘Hulk’ form given the fact she was in full control of herself, she had taken some time to learn how to control her strength when transformed as well as test her abilities and powers. However she was adamant on continuing to live her life as well as her legal career, and initially had no desire to be a superhero or a public figure. 

However despite her desires, she deep down was still a good person, and had wound up ‘hulking out’ in order to stop an attack by an enhanced individual. The resulting media scrutiny and interest wound up with her being dubbed ‘She-Hulk’ , something she hadn’t liked at the start, but the name had grown on her. Now that the truth was out however she began to use her She-Hulk form more and more in public, the added strength and presence was a great boost in confidence and demeanor, as well as her liking the physical aspects. 

Living with Jennifer was interesting to say the least, but Vision had grown to enjoy and appreciate her presence and considered her a close friend. 

Reaching for her cup once more she took another sip as she turned her thoughts to what the rest of the day had in store, especially in regards to the Avengers Compound. 

~0~

Toni was sitting in the driver’s seat of her customized Audi, she once again checked the time before returning her gaze back to the Compound from behind the windshield, eyeing it with a sense of irritation.

The more and more she looked at it the more she just wanted to don her armor alongside Rhodey, Vision, Jennifer, Luke, Jessica and Penny and just level the place. 

Hell, they could probably bill it as a pay per view event. 

But no, they weren’t going to be destroying the Compound, at least not in the literal sense. After a lot of back and forth as well as discussions with Pepper and Heather from PR, Toni decided on a much more fitting compromise. 

They were still going to destroy the Avengers Compound, but figuratively. The main building as well as the grounds would remain intact, but would be remodeled and repurposed, with all references and physical markers of it having been associated with the former Avengers and current terrorists and fugitivies from justice. It would still bear the branding of SI however. 

Toni was still planning and deciding on what exactly the property would be used for, but popular ideas that had been tossed around had been a school, or type of education establishment. Other suggestions had been a training and housing facility for enhanced, potentially aimed at younger enhanced and empowered people. As well as ideas to turn the entire facility into a huge camping and field trip destination for schools.

Toni was considering those options, among others as well. While the main focus was still on removing and dismantling anything that reminded her, or others of the old regime so to speak, removing any Avengers related branding, material, and items leftover from the previous occupants.

As she brought a hand up to rub her eyes, Toni heard the approaching sound of several vehicles as well as a horn which made her shift her gaze and look behind her, seeing the aforementioned cars making their way to the entrance.

Letting out a small exhale Toni tried to think positively, reaching into her jacket pocket and removing a pair of sunglasses she put them on before exiting her car.

She was going to try and focus on how much fun it would be to destroy Steve, Natasha and Wanda’s rooms.

Yeah, that would be fun. 

Chapter Text

The normally empty halls of the Compound were abuzz with life as people made their way through the building. Toni had organized people to come and help with the partial demolition of a number of rooms as well as helping with the packing and removal of tech and components from the lab areas, the medical wing, and the transportation and training facilities. 

Toni had stuck with Penny and Vision for a while as they walked throughout the compound before she had excused herself to take a call from Pepper, filling her in on the progress.

After her call she couldn’t help but smile at the sight of Penny inspecting the ballet studio.

 They’d earlier walked through one of the recreational areas which was a basketball court and Penny had spent some time flipping around and doing some rather impressive dunks. While she knew the girl wasn’t exactly sporty in school, partially due to a lack of interest in sports that hadn’t changed since before the spider bite, but also due to not being able to show off due to her powers. 

Toni was happy seeing her able to have fun with her powers in such a way and have an outlet for some of the excessive energy she had, which didn’t involve patrolling the city for crime or dodging gunfire. 

Toni still had trouble believing at times just how far the two of them had come since their first meeting, and sometimes it felt like a lifetime ago and not just a year and a half. 

Penny was a constant presence in her life now, and despite her fears and concerns about mentoring someone that she had before and to an extent still had, she couldn’t deny the positive effect Penny had on her life. 

Though that’s not to say there weren't some bumps along the way, especially given the whole Toomes situation that occurred shortly after the ‘Civil War’ and what Toni could say was probably in the running for worst homecoming Penny would ever have.

(Flashback) 

Toni flew off from the port as the ferry was coming in to dock accompanied by the lifeboats that were used to carry the passengers from the ferry, having sorted out the situation with the police as well as relaying with the FBI over the failed sting, Toni now had something else to focus on, or more specifically someone else. 

“Previously on Penny screws the pooch” Toni said as she flew up and near where Penny was seated overlooking the bay. 

“I told you to stay away from this, instead you hacked a multimillion dollar suit so you could sneak around behind my back doing the one thing I told you not to do”

“Is everyone ok?…” Penny asked in lieu of a reply. 

At the very least Toni could see the regret and concern in her expression, but that wouldn’t cut it now.

“No thanks to you,” she replied.

Before Toni could say anymore Penny turned to her with a look of indignation, hopping up and down onto the walkway below. 

“No thanks to me?” she said with annoyance as Toni continued to hover. 

“Those weapons are out there, and I tried to tell you about it but you didn’t listen! None of this would have happened if you’d have just listened to me!” Penny exclaimed as Toni lowered herself down closer to the ground, choosing to wait for her to stop before replying.

Penny let out a scoff before turning back to her. “If you actually cared you’d be here” 

Toni decided enough was enough, opening up the suit and stepping out. The look of shock on Penny’s face that she’d been wrong would have been comedic, if not given their situation. 

Walking ahead out of the suit, Penny backed up silently as she was no doubt recontextualizing their conversation now she knew Toni was here in person. The older woman stared at her for a moment before giving a sniff and speaking up.

“I did listen kid. Who do you think called the FBI?”

Not giving Penny a moment’s reprieve, Toni continued speaking as she kept walking forward, never letting her gaze leave Penny’s.

“Do you know I was the only one who believed in you? Everyone else thought I was crazy to recruit a fourteen year old kid” 

And it was true, she’d gotten chewed out by Rhodey after his recovery about the ethical and moral implications of bringing Penny along to the fight. Though it hadn’t even supposed to have been a fight, Toni had never expected things to escalate to that level of it being an all out brawl, maybe some heated exchanges and maybe at most a small skirmish, and if so Penny’s long ranged capabilities and webs, combined with her speed could make de-escalating the situation a breeze as well as containment.

But…things hadn’t turned out the way Toni had hoped. 

“I’m Fifteen-” Penny tried to interrupt her, causing a well of annoyance to rise up within Toni, after everything that had happened in regards to the bird themed weapons dealer, the repeated instances of Penny getting herself into these situations, as well as the potential disaster the ferry could have been caused Toni to lash out verbally.

“No! This is where you zip it!” Toni said, raising her hand in a shushing motion. “The adult is talking!”

Her tone made Penny flinch back even more than she had been and her eyes widened slightly as Toni continued, undeterred. 

“What if somebody had died tonight huh? Different story right because that’s on you” she said pointing at Penny, hoping the gravity of the situation could be felt and just how lucky Penny was that Toni had intervened when she had, and had been able to be here in time. 

“And if you died…” Toni began before the words dried up in her throat, looking at the young girl before her Toni didn’t even want to finish that sentence. 

Penny could have died today, one mishap from the weapon that had torn the ferry apart like a hot knife through butter could have sliced through her body just as easily, or any number of the passengers, it was a miracle no one was seriously harmed or killed.

As she looked at the teen Toni couldn’t suppress the well of fear that began to rise up in her chest, nor the trembling that came over her hands. 

“You…You…” Toni tried to say but her breathing kept coming up short. 

Penny seemed to figure out something was wrong as she took a small step forward. 

“Ms Stark? A-Are you…Are you ok?” 

It was almost like Toni couldn’t hear her as she took a few steps back and stumbled for something to grab hold of, her hand coming to rest on the concrete ledge beside her. 

Penny wasn’t standing in front of her anymore. 

No, she was on the ground on her side at Leipzig, unmoving after being knocked out of the air by that giant idiot. Only this time no matter how often Toni tried to rouse her she didn’t get up. 

And then she was in space. 

She was standing on a rock floating in space while those fucking leviathons flew overhead, and in front of her a familiar and haunting sight lay before her, the Avengers both current and old all lying around her dead, except it wasn’t Steve who drew her attention this time, but a certain young teen in a spider themed outfit. Blood seeping through the suit and several spears sticking through her body like a pincushion as cold lifeless eyes stared back into hers. 

And it was her fault, she was responsible, she was the reason Penny was here.

“-s.Stark!” 

It was her fault.

“-ed to breathe-”

It was always her fault.

“-e, please just breathe”

She was never good enough.

“Ms Stark!”

She was never going to be good enough.

“Ms Stark!” 

Suddenly arms placed on her shoulders brought her back to reality as she struggled for breath, looking around frantically she locked eyes with a scared and concerned Penelope who was holding her. 

“Ms Stark, are you ok! Do you need me and Karen to call an ambulance or take you to a hospital, you’re having a panic attack” 

Toni took a moment before breaking away from the hold and taking a step back, her other arm reaching back to grip the concrete ledge as well as she closed her eyes and shook her head. 

“N-No…just…just give me a minute” she said as she held onto the concrete, feeling the coolness of it and the solid construction as she tried to ground herself here and now.

“Who’s Karen?” she asked after a moment, still with her eyes closed as she tried to get her breath back.

“Oh uh…she’s the AI in my suit, she didn’t have a name so I thought Karen might work”

Toni nodded after a moment as she took a few calming breaths.

Of course, the AI she’d installed into the suit for when Penny completed the training protocols and pre-installed requirements. Something she hadn’t done but instead had hacked her way through by disabling the security and safety protocols.

Toni turned herself around so she was facing out onto the bay, and took several deep breaths, allowing the air to fill her lungs as she opened her eyes and looked down. 

This brought back the sight of the ferry now docked as well as the various police and other authorities crowded around it, causing Toni to let out a sigh and turn herself back around and pushing off the wall, standing up properly as she brought her hands up to adjust her suit jacket slightly, more so out of doing something with her hands than actually needing to fix it.

“I’m sorry you had to see that,” Toni said quietly, as she adjusted her left jacket’s cuff, turning back to Penny who was looking at her with the same look of concern she had before, but slightly lessened. 

“Are you sure you’re-” Penny tried to say but Toni cut her off.

“You could have died out there today” Toni said firmly, pushing through the urge to throw up that came with bringing those thoughts to the forefront again.

“If you had, I’d feel responsible, hell I would be responsible” she said which caused Penny to shake her head in denial.

“Ms Stark I chose to-”

“You are a child!” Toni exclaimed loudly, stepping forward again and making Penny flinch back. “Do you understand that?! You are a kid, a fifteen year old minor, who I have been knowingly enabling and assisting. So yeah I get to feel responsible for you, and my conscience has to bear the weight of your choices and mistakes” 

“And what about your aunt? Did you think about her!” Toni said, narrowing her eyes as Penny tried to avoid her gaze. 

“Do you think I like the thought of having to go to speak to May if you got yourself horrifically injured or worse, killed! Because I am telling you now she would be heartbroken, and no matter how angry or upset you think she’d be if she discovered the truth about your little secret identity now, nothing would compare to how she would feel if she wound up discovering the truth after you got killed doing something like today, or worse!” Toni exclaimed again, her emotions getting the better of her as she couldn’t seem to reign them in.

A combination of worry, concern, relief, anger and irritation all jumbled up into an outburst that didn’t seem to want to stop. 

Toni only stopped to take a few quick breaths, causing Penny to look up at her with tears streaming down her face. 

“Ms Stark I’m….I’m sorry I-”

“Sorry doesn’t always cut it Penny” Toni said as she tried not to focus too much on the teary eyed look the young girl sent her way.

“I-I just wanted to be like you” she said quietly.

Toni felt her heart clench at those words, once again reminded of the hero-worship, and high regard Penny held for her. She was reminded of just how much of a role model she was, not just for Penny but for so many other young girls out there, and others too. 

And she had seen something in Penny, an altruism and genuine desire to do good and help people not out of self interest or having some ulterior motive. Penny wanted to use her powers to help those who couldn’t help themselves, to protect the people of her city and anyone else she came across who needed her. 

And she looked up to Toni, who was her hero. And Toni had wanted to foster that potential and help her along the way, as Penny was something special, she was a genuine heroic individual and Toni had hoped to help her down that path.

But maybe she’d gone about it the wrong way, maybe she’d gone about it too fast, maybe a combination of both or not fast enough in other areas.

She didn’t know, there was so much on her mind right now connected to the crying teenager before her, and so many emotions and thoughts all fighting for dominance, Toni needed to step back and think.

“And I wanted you to be better than me…” Toni said, looking at her and trying not to flinch once more at the sight of those tears and steeled herself for what would come next.

“Ok, it’s not working out. I’m going to need the suit back” 

Penny’s head jerked upwards at this, looking at Toni with alarm.

“For how long?” 

Toni took a moment to answer, internally going through a thousand different answers before choosing one.

“Forever” Toni said firmly.

 “No, no…” Penny said as her eyes widened. 

“Yeah” Toni said, trying to suppress the emotions she was feeling looking at the teen. 

“No please, please-”

“Let’s have it” 

“You don’t understand. Please. This is all I have” Penny began to say desperately. 

“I’m nothing without this suit” 

As soon as those words left Penny’s mouth it struck a chord within Toni, and not in a good way. 

Toni was silent for a second as she processed what Penny had just said before replying. 

“Do you seriously believe that?” she asked, the disappointment clear in her voice as well as expression.

“Ms Stark-” Penny began only for Toni to continue.

“Do you truly have such a low feeling of self worth, that a piece of cloth defines you?” Toni said as she once again moved closer to Penny, her tone hardening as she did.

“Because the kid I spoke to months ago in her bedroom didn’t think that way. You had those powers for six months before I approached you, and you were swinging around the city in a hoodie and some goggles, and yet you still had your conviction and your belief in your ideals…and now what? Three months in the suit I made and suddenly it ‘is’ who you are? If I take it away you’re nothing? Is that what you’re telling me!” 

Penny couldn’t meet her gaze once more, looking down as Toni chewed her out. 

Toni ran a hand through her hair and took a calming breath before speaking once more.

“It took me some time to figure this out, but Iron Maiden isn’t the suit,” she said, causing Penny to look up at her slightly. 

“It’s me, I am Iron Maiden, the suits are just tools and enhancements for what’s already there…I thought the same about you as Spider-Girl…But it seems I was wrong” 

“Ms Stark please, I-” Penny began, trying to wipe her eyes with no avail, only for Toni to cut her off once more sternly.

“If you truly think you’re nothing without this suit. Then you don’t deserve to wear it” she said firmly. 

Penny once again tried to wipe her eyes clear, sniffling as she looked down slightly before raising her gaze to Toni’s.

“I-I don’t have anything on, except my underwear” she said quietly.

“Ok don’t worry, we’ll sort that out.” Toni said as she nodded before turning back to the suit. 

~0~

The car ride back to Penny’s apartment building was mostly filled with a long stretch of awkward silence. Happy kept glancing back between them with concern and uncertainty, Toni had tried to focus on the city outside the window and not the teenage girl who sat facing the opposite window.

She could practically feel the times Penny kept glancing in her direction, no doubt hoping for some kind of interaction. 

Penny was no longer dressed in the suit, but instead a spare pair of clothes Happy had brought along, a simple pair of sweatpants, a t-shirt and some sneakers. 

As the car finally came to a stop, almost ominously at Penny’s apartment building, Toni still didn’t say anything. Happy glanced at her again from the rearview mirror for a moment before sighing and getting out and going around to the passenger side to open Penny’s door.

Penny waited a moment before stepping out, glancing up at Happy. 

“Thanks Happy…And uh…I’m sorry” 

“Sorry?” Happy asked, narrowing his eyes in confusion. “Sorry for what?”

“Sorry for calling so often, and leaving all those messages. I’m sorry if it got annoying…” 

“Hey” Happy said, placing a hand on her shoulder and causing her to look up at him. 

“It wasn’t annoying,” he said with a small smile. “You were very…thorough. But it was good hearing about your progress, and you helped a lot of people, there’s nothing annoying about that” 

Penny couldn’t help but smile as well, moving forward to wrap her arms around Happy, slightly surprising him before he returned the gesture. 

“Thanks Happy”

“Hey, everything’s going to be ok. Just give her some time” Happy whispered to her quietly. “Everything’ll work out,” he said before they separated. 

Penny looked unsure but didn’t say anything before turning to the entrance of the building. 

Before she did anything else however, she turned back towards Toni who was still looking out the window. 

“Ms Stark…” Penny began, causing Toni to glance slightly in her direction. 

“I just…I just want to say I’m sorry. I’m really, really sorry” Penny said looking down, her eyes once again welling up. 

“I’m sorry I let you down” 

Not saying anymore, Penny wiped her eyes desperately as she turned and hurried inside, quickly going out of sight. 

Toni didn’t say anything either, merely continued to sit there even as Happy shut the door and moved back around to the driver’s side, getting in and shutting the door before a few seconds later breaking the silence.

“Toni, the kid’s not-” Happy tried to say only for Toni to cut him off.

“Happy…Please, just not now…can you just take me home, please” 

Covering her face with her hand as she slumped further into her seat, she could practically feel Happy’s gaze on hers before the car started and they slowly made their way down the street and back into traffic. 

All the while Toni tried not to think of the look on Penny’s face.

~0~

Toni sat in her penthouse apartment overlooking the city, the only lights illuminating the room were from the windows and the moonlight as she sat mostly in darkness. 

Clutching the empty glass in her hands and rolling it around, hearing the clinking of ice cubes as she stared blankly out of the balcony. 

The lights however came on suddenly, causing Toni to blink several times as she heard a familiar voice calling out. 

“Toni?” 

Toni peeked her head up from the chair she was lounging on to see Rhodey entering the living room. 

“Hey…” Toni said quietly as she stood up, picking up the bottle of scotch beside her and walking out onto the balcony and taking another seat. 

Rhodey walked out to join her, and she saw him glancing at the bottle of scotch. 

“I’ve only had one, don’t worry I’m not going to get blackout drunk, as much as I want to” Toni said as she placed the glass and bottle down on a glass table.

Toni had been through a lot over the years in terms of sobriety, she’d gone to extremes on both sides of the spectrum for years before Iron Maiden happened, going either a long period without drinking at all, or long periods where social or functioning alcoholism were a part of her regular routine. 

Though ever since the Mandarin incident and her heart surgery, she had tried to keep a lid on things. She still drank from time to time, but it was much more restrained.

“Happy called” Rhodey said as he sat down opposite Toni on a chair of his own.

“Naturally” Toni said dryly as she poured herself another scotch. 

Happy had wanted to talk earlier but Toni hadn’t been in the mood, plus he had to go back to the tower and oversee more of the renovations and the upcoming relocation of assets. Toni had initially considered selling the tower completely, but in the end decided to rebrand it back to ‘Stark Tower’ and remove any and all Avengers related assets and relocate it all to the Compound for storage. Including several of her suits and reactors.

She still kept an armory in the tower for emergencies, as well as her own personal work and tinkering, just because the Tower was going to lose the Avengers related gear, didn’t mean Iron Maiden was going anywhere.

“He didn’t say much, just that you and the spider-kid got into some kind of fight? After the incident on the ferry today, you guys stopped some whack job in a bird suit selling alien powered weapons?” Rhodey questioned, causing Toni to scoff.

“Not exactly” Toni said as she took a small sip from her glass. 

“See I had the FBI contacted, they were going to shut down the deal taking place in a sting operation. Penny had figured out where the deal was taking place, and she wasn't aware that I had organized it with the FBI, she went along hoping to save the day single handedly” Toni said as Rhodey gained a look of realization.

“Oh shit…” he said, causing her to nod in his direction.

“I got there in time to keep the ferry together and saved the people on board, a few of the weapons dealers were caught, but not the main supplier, this guy in the 'bird suit' Penny kept going on about. And I went to see her afterwards and...." she explained before letting out a sigh, her expression falling as she did.

"It didn't go well, she kept accusing me of not listening to her, and treating her like she wasn't ready, and I mean come on Rhodey! She's fifteen for fucks sake!” Toni exclaimed, gesturing out with her free hand.

“She should be in school and worrying about dating and math tests, not taking on alien weapons and fighting super soldiers in airports!" she said, taking a purposeful jab at herself.

Rhodey didn’t interrupt and listened patiently as Toni vented and was getting it all of her chest.

"God! I mean maybe I could have told her I was handling the situation on my end, but I told her to stay out of it, that there were people handling it. But of course because she's a teenager and thinks she knows everything and is all powerful, she went and got involved anyway and then....and..." Toni began before her words faltered and died in her throat as her eyes began to moisten.

"She could have died today Rhodey....she could have died, and it would have been my fault..."

Rhodey reached over and placed a hand on her arm. “Toni, come on you can’t blame yourself for her actions”

“But I ‘ feel’ responsible for her, I gave her the suit, I led her from small time stuff into thinking she now has to save the world! I did that! And I would be the one who would have to go tell her aunt that Spider-Girl is Penny if she was killed! I would have to look that woman in the eyes and tell her I, an adult, knew her teenage niece was putting her life in danger, hell I was enabling her to do so, and didn't do the right thing and at least inform her of the truth...." Toni explained as she looked down at the ground, still nursing the glass in her hand as she shook her head. 

“I blew up at her, I yelled at her Rhodey, and had a fucking panic attack, because hey! Those are back now!” she said mirthlessly.

 “And the kid got emotional too and she was crying, and I felt even worse because I didn't want to hurt her! But I was so scared about what could have happened and if she’d gotten hurt or worse. And then she started saying how the suit was everything, as if she doesn't have any self worth outside of being spider-girl! And she does, Rhodey I mean she's so smart! And she's good, like inhumanly good, if she just had a bit more maturity to go with her good intentions she'd be unstoppable....and I tore into her...."

“So what are you going to do, moving forward?” Rhodey asked, causing Toni to slump back in her seat further.

“I don’t know…I told her I was taking the suit back I made for her forever, but I don’t know…I didn’t mean it, not really. I mean at the time it seemed like the right thing to do and say, but maybe I should have told her I was taking it away till she shaped up, but Rhodey despite what she said, I know she’s going to go back out their eventually suit or no suit, she’ll probably macgyver together another hoodie pajama suit and I can’t bear the thought of that, not vanity wise but safety wise knowing she could be out there without the safety and security the suit I made for her provides…” Toni said before she took another sip from her glass and turned to her old friend.

“I don’t know what to do…Well except for one thing. I know there’s something I have to do, and I should have done it before” 

“What is it?” Rhodey asked as Toni turned to look out over the balcony. 

~0~

Toni tried to keep her nerves steeled as she walked along the hall, knowing her destination and the fact she had to do this, but dreading it all the same. 

Coming to a stop after she reached the apartment door she’d been looking for, Toni remained stiff and unmoving for several seconds, staring at the numbers on the door and raising her hand in an attempt to knock several times before taking a deep breath and exhaling before knocking. 

She waited a few moments before hearing the telltale sounds of footsteps approaching from behind the door, she took a deep breath and exhaled just as the door opened and Toni found herself face to face with May Parker.

“Hello Ms Parker” Toni said as she saw May’s expression drop.

(Flashback End)

The ensuing talk she’d had with May, or rather the talk that had happened after the heated words and yelling, had been tough but in the end necessary. 

Toni still has trouble believing she and May Parker were on as good terms as they were today, but Penny’s safety and wellbeing was the glue that helped bring them together.

Turning her attention down the hall, Toni steeled herself before she began walking to her next destination.

Steve’s room.

~0~

Penny walked along the compound with Matt at her side, workers and contractors making their way around them every so often as they took in the compound. Matt hadn’t visited it often, only having come here fully twice before, Penny had been here a few times but even she hadn’t surveyed the full compound and all of its features. 

They had raided the kitchen which was still fully stocked, despite the compound’s use being downgraded ever since the ‘Civil War’, the staff that worked there were still staying in the non Avenger residential wing, keeping the grounds and facilities upkeep going and maintaining the day to day running of the compound itself. Helen Cho has also resumed her usage of the compound facilities following the Civil War when she was in the country, having not felt safe or with any desire to be around Wanda Maximoff following what she had done at her facility in Seoul alongside Ultron and Pietro.

Following the Ultron incident, Helen had been fully ready and prepared to resume her work in the compound, but upon learning Wanda would be a permanent resident there she immediately told Toni she wouldn’t be doing so, to which Toni understood as she herself didn’t feel comfortable or willing to spend extended periods of time around the Sokovian. 

Helen when in the United States had instead worked in Stark Tower following Wanda’s moving into the compound. And now given the renovations and changes being made, once again would be welcomed into the tower as Toni was moving all of her lab space and equipment into her designated section of Stark Tower, instead of using Bruce’s lab as she had done in the past. 

Erik Selvig’s lab space was also being moved into the tower with his permission, despite being overseas at the moment and consulting with various professors and giving lectures, he had signed off on Toni moving his equipment and setup to the tower. 

As they continued on their way a familiar voice interrupted their stride. 

“Where are you two going?” 

Matt titled his head slightly, obviously having already known about the figures approach as Penny turned to see Yelena Belova exiting one of the halls that led to one of the bathrooms, from the scent of floral body wash clinging to her form that Matt and Penny could detect even from a distance, it was clear she’d just been showering. 

Well that and the fact her short hair was still visible damp. 

It was reasonable to assume she’d just come from showering after a workout. However the clothing she was wearing did look slightly out of place on the former Red Room operative. 

Yelena was wearing what looked like long pajamas underneath a salmon pink colored fluffy robe, as well as a pair of bunny slippers. 

“Not really going anywhere specific, I was just showing Matt around” Penny said as she looked up and down slightly at Yelena’s appearance.

“What?” Yelena questioned seeing Penny’s eyes looking over her form. 

“Oh n-nothing, I was just wondering why you were dressed like that in the middle of the day?” Penny said, hoping not to offend the older woman who merely smiled and laughed it off.

“I spent all morning working out and training, now it is time to relax.” she replied.

“Well you certainly look comfortable, those are new right?” Penny asked as she motioned to Yelena’s clothes, not having seen her in them previously. Yelena nodded, wrapping her arms around her robe and letting out a soft sigh.

“I know right they are so good and look my slippers have rabbits on them, they are so comfy” she said as she wiggled her bunny slippers. “It's so much fun getting to choose my own clothes now, you have no idea what it was like in the Red Room, it was always such boring clothes except for when you were undercover or on a mission and even then you did not choose for yourself.”  Yelena said as she ran her hands down the robe and into the large oversized pockets it possessed.

“Now I choose,” she added as another smile graced her features.

Yelena was another resident of the Compound, having first made contact with Toni shortly after the Civil War in hopes of getting her assistance in freeing the other Widows Dreykov had placed under chemically induced mind control. Toni had recovered enough at the time to offer some assistance as well as bringing in Helen to help her produce larger quantities of the antidote. 

Needless to say many countries had been shocked to find mind controlled sleeper agents within their own governments, and happy to be free of them once their minds were once again clear. However this also meant there was now a surplus of highly trained assassins with no direction or purpose in their lives, as well as years of trauma to varying degrees. 

Some of the women were better off than others, while some needed extensive therapy and coaching to aid in their recovery and reintegration into society. Toni was glad to offer her assistance in this after having found out what the women had gone through, as well as some younger members who were Penny’s age or still within their teens. 

Many of the former Widows had accepted offers as security personnel for Stark Industries, taking up positions around the world at the various branches. Some accepted non-security roles as well within the company, using other skills and training they’d received over the years to fill roles in office work, inventory management, translators or even roles such as customer service, mail and postal services, or even secretarial work. 

Some went on their own way and found work and jobs of their own out in the world, while the younger future-widows of teen age had to be handled separately as well as needing therapy and help in social skills and integration into society, many of whom had spent their entire lives from infancy or toddlerhood in the Red Room, while some others had been taken at later, but still young ages. 

Toni was glad the Red Room was finally dismantled for good this time, or else she would have hunted down Dreykov herself and knew her allies would have helped her.

She also had found it ridiculous that Natasha had simply believed the Red Room, an organization that had been around for decades, could have been destroyed as easily as she had claimed. Toni knew the Red Room’s origins had stretched back to post World War One when it had been formed in the 1920s and had grown in power and influence. Her own father had more than one run in with a Black Widow over the years, his first being after the Second World War when he had been targeted by Dottie Underwood, or at least that was her most known alias and had given both him and Aunt Peggy a hard time.

It was a testament to Natasha’s ego as well as questionable naivety that she believed the Red Room could be dismantled solely by killing Dreykov, as if an organization that had lasted so long could be destroyed by assassinating it’s leader, as if there wouldn’t be others waiting in the wings with the ambition, authority or support to continue where he had left off. But to make matters worse, she hadn’t even successfully killed him, only succeeding in wounding him as well as his daughter to near death in her failed bombing which Barton had been a part of.

And then Natasha just left.

Leaving Budapest to start her new life in the US as a SHIELD agent, never bothering to look into the aftermath of her actions, or the effects it had. 

Never even bothering to go looking for Yelena or to check and see if she was safe. 

Yelena had felt happiness over the course of her reunion with Natasha, despite mixed feelings over seeing after so long. She couldn’t deny that she had felt glad to be reunited with her big sister properly for the first time in years and had hoped of bonding with her once more, despite her hurt and sense of abandonment she had felt due to Natasha having left her, having left all the other Widows at the mercy of an even more vindictive and angered Dreykov.

But Yelena had begun to realize something over the course of her stay in the states, the more and more she pondered and sought answers as well as herself attended some therapy sessions, she began to come to a realization that hurt her deeply.

She loved Natasha, memories of her childhood in Ohio were a constant source of light throughout the years before she was chemically enslaved. Thoughts of her mother, her father and her big sister were ones she held onto fiercely and a small part of her hoped to regain that life one day. 

Yelena loved Natasha, idolized her and looked up to her even as a small child, before the Red Room took away their domestic life, as much of a lie as it had been, it had been real to her. 

But no matter how much she loved Natasha, how much she would die for her, or seek vengeance upon anyone who would try and kill her or worse succeed, Yelena had come to a painful realization.

Natasha didn’t love her the same way. 

Sure she may have once, when they were children. Despite Natasha having already been indoctrinated into the Red Room, Ohio had given her a chance at a glimpse of what a real childhood could be like. Whereas Yelena believed it completely, Natasha had known it was a lie but had embraced it.

And then they were dragged back there and Yelena had lost her childhood, while Natasha lost hers for the second time. 

Yelena believed whatever love Natasha had for her as a child, became jaded and diluted over the years to the point where she didn’t even think of her anymore, didn’t even bother to check in on her upon supposedly destroying the Red Room and fleeing the country with Barton. Whereas if the situation had been reversed, Yelena would have scoured the globe trying to find her, not wanting to stop until she would be sure her sister was safe and could have a life of her own.

Natasha was her sister in Yelena’s mind, and despite everything that had happened and the realizations she had come to in regards to her feelings for her, she always would be her sister. But Yelena knew now that Natasha did not love her to the same depths or lengths she loved the older Widow with.

Natasha’s little crying act after they had killed Dreykov now seemed like crocodile tears, and her apology weakened in Yelena’s memory. Natasha may have been saying it out of some long forgotten sense of guilt or flash of conscience, and Yelena had felt relieved and emotional at the time, but looking back on with more clarity made it seem as it Natasha had been apologizing only to assuage herself of any sort of self imposed guilt or consequences, not out of genuine remorse or desire to heal her relationship with Yelena, or try and make up for not taking her with her all those years ago.

Yelena had spent the entire time since she began staying at the compound and in the states wrestling with her internal struggles, mentally and emotionally, and she still had some bad days and moments where she was affected by her past, it was impossible to avoid given the life she had led. But she now had genuine allies and friends around her to help her through it.

And she had agency, her own control over herself and her body, her decisions and her future. 

So she did what she wanted, she bought and wore the clothes she wanted, got her hair cut differently like she wanted, sporting a shorter pixie cut styled look. She could have fun, eat snacks, goof around, sing songs and dance when she wanted, and just enjoy her life.

And happy in the knowledge that so many other Widows could do the same if they choose.

Happy that they all now had the right and freedom to choose.

“So what is going to happen with your room, did you move your stuff already?” Penny asked, causing Yelena to let out a sigh.

“That, yes I had to move all the stuff out of my room and to another in a different section of the compound, Toni offered to leave the room alone but I understand why she wanted to change it. It’s fine, I should have moved out of there awhile back anyway” Yelena said with a sniff, shaking her head slightly.

Penny knew that Yelena’s room was one of the room’s that were going to be renovated and knocked in, as her room was formerly Natasha’s room when she was a resident of the compound. Toni had left her room entirely the same, albeit having searched it for bugs or surveillance equipment after Natasha decided to go on the run, which was followed by her little adventure with Yelena, and then later assisting Steve in the breakout at the Raft.

Yelena had moved into the room upon taking up residency at the Compound and had gone through all of Natasha’s stuff, keeping some of it in the room while the rest was boxed up and put in storage. Yelena had felt a sense of kinship being in the room, but the more and more she thought of her past with Natasha the more the room did start to be less of a positive place for her and just dragged up old memories in her head of the Red Room, and mixed feelings about Natasha. 

Speaking of her residency, Yelena made it a matter of pride and a personal stipulation that she would contribute rent to Toni for staying in the compound. Despite the many, many rebuttals from the billionaire that it was fine for her to stay there, Yelena had been firm and adamant about it. 

Toni wasn’t sure if it was purely a personal decision, or the fact Natasha had simply resided there free of charge while using her resources on top of that, that began to irk Yelena. So Yelena began to contribute a monthly payment to Toni, which was an average rental payment for a New York apartment, albeit one in a more affordable neighbourhood, after many back and fourths with the older woman and near shouting matches from Yelena who was again determined to not be a freeloader, they came to accept the agreed upon price. 

Though Toni directed the miniscule amount back into the compound’s food budget, which Yelena did consume while also buying her own personal groceries when she discovered the many varieties of snack foods she could sample, and those she enjoyed enough to regularly consume in healthy amounts.

“Anyway I’m going to grab something to eat, and I will see you later, little paučók” Yelena said to Penny, ruffling her hair before departing, leaving Matt and Penny as she headed in the direction of the kitchen.

For another half hour Penny and Matt walked around the compound, Penny all too happy to show him around as well as areas even she had not spent time in before. Matt enjoyed the walk, especially when Penny took them to the lakeside. 

By the time they were back inside it was almost time to meet back with Toni, and the two made their way back through the inner halls. Penny was discussing their recent patrol they’d gone on when all of a sudden she stopped in her tracks. 

Matt instantly knew something was wrong as Penny’s heartbeat began to beat faster along with her breathing, as well as her body stiffening as she seemingly locked up in place. 

“Penny…Penny what’s wrong”  Matt said as he placed an arm on her shoulder, however he suddenly remembered where they were and knew what was in the direction she was staring at.

The scent of sterilization had hit his nose long before they arrived at their current location, but they were so caught up in their conversation he paid it little mind till now. 

They were right outside the medbay.

Penny was staring through the open door to the medbay and into the interior, several beds could be seen as well as several workers inside the area as Penny took a step back from the door, her eyes wide as she tried to speak.

“I-I…I…”  she stuttered out before Matt placed a firm hand on her shoulder and ushered her further down the hall, making sure to place himself in front of the medbay doors and blocking them from view as he walked her further down till they were far enough away that it could no longer be seen.

“I…I’m sorry” Penny managed to say as she leaned against a wall, bringing a hand up to brush hair out from her face. “I shouldn’t have-” 

“You have nothing to be sorry for Penny, nothing” Matt said gently.

“But it’s stupid, it’s been four months I shouldn’t…I shouldn’t still get that way when I see medbays or the hospital or…I mean it doesn’t happen every time, I don’t know why sometimes it just…it just…”  she said as she frowned, trying to find the right words.

“Again, you don’t have anything to be sorry for. You went through something traumatic, something that you had no control over, four months isn’t that long a time to process or ‘ get over’  something like that. It’s ok to still have these feelings or to want to avoid triggering them”  Matt said as Penny shook her head, looking up at him with almost pleading eyes.

Matt could already taste the salt in the air from her quickly moistening eyes, despite her trying to wipe them.

“But Matt I-”  she tried to say, suppressing a sob before he moved closer, wrapping an arm around her which she quickly gave into and embraced him, he shushed her quietly as she let out several sobs, each one less restrained than the last. 

“You're alright,” he said softly. “I’m here, and you’re safe” 

Penny nodded into his shoulder, still not moving back from the embrace as she tried to will away the bad memories that she’d unexpectedly been forced to relive.

Four months prior, Penelope had gone through a traumatic experience that had torn her life apart in more ways than one, as well as the lives of those close to her. It had all begun when May Parker had gotten a call from Toni, it had been late in the evening and Penny had not returned home, having gone out for some last minute groceries and been out later than she had anticipated. 

May at first had thought she may have gotten distracted by a crime or mugging she would have intervened in, but when she tried to call Penny via the suit she received no answer. When she finally did receive a call however, her momentary relief had turned to fearful concern as Toni said she had received a distress signal from Penny’s suit and was rushing over to investigate..

Using the suits tracking system Toni quickly flew out to her location, only to be gripped with fear when she found the suit abandoned in a dumpster.

Penny wouldn’t have simply abandoned the suit, not like that which left several alternatives Toni didn’t wish to think about but had no choice but to. Taking the suit back to Stark Tower and having May brought over by Happy, Toni reviewed the suit’s security footage taken by the mask's lenses and was shocked once more by what she found.

Penny had indeed tried to stop a mugging, a young woman being assaulted by two men in an alley who were trying to steal her purse. However it was all a setup, a ruse to catch Penny off guard, as she arrived the woman suddenly stopped struggling and several other men appeared from the alleyway, all armed with weapons. 

Penny fought off several of them before she was attacked by an enhanced individual who momentarily stunned her before the footage showed her falling to the ground, the vitals the suit had registered noted her drop in pulse and breathing before she slipped into unconsciousness before the suit had been removed and thrown into a nearby dumpster.

Penny had been drugged, and drugged with something that was powerful enough to work on her metabolism. 

The people who did this were smart, or more than likely working for someone or some group smart enough to plan ahead. Including having her suit left behind, despite its technological advancements it could be tracked and more of a liability than an asset if their true target was Penny herself.

For two weeks Penny was missing, and for two weeks Toni and the others barely slept as they searched high and low for her, every lead or trail they could find was checked and examined with extreme scrutiny. 

It had been Jessica who had finally cracked the puzzle of who had taken Penny. It was IGH, the same group that had experimented on her, her mother and the likes of Will Simpson, had kidnapped Penny. 

They managed to track their whereabouts to one hidden facility that Penny was being held in before going ahead with their rescue operation. Matt remembered that day clearly, admittingly he had thrown caution and some common sense to the wind as he made his way through the facility without waiting for Toni, he tore through the guards and security that tried to stop him with brutal efficiency, the only concern on his mind in that moment was Penny’s safety and retrieval, as well as freeing any other unwilling test subjects that had been taken.

As it turned out, Penny was not the only person being held in the facility, but she was the most important subject. When Matt burst into the room she was being held in, just in time to stop them attempting to sedate Penny, who had been strapped down to a bed with metal restraints but she still conscious albeit slipping in and out, obviously having been drugged already, Matt heard the quiet and almost undetectable whimper escape her throat and could tell from the detection of salt in the air she had been, and was still crying.

And that was when he had lost any sense of control left in his body. 

Matt took out two guards with rapid succession before he set upon the scientist who had been about to sedate Penny, beating him viciously as he let his anger take over, raining down a succession of quickly bloodying blows as the rest of the world disappeared, all he could picture in his mind was Penny’s restrained form and the sick bastard who had been part of her confinement, whether a large part or not, in that moment Matt didn’t care.

He let the devil out.

In the end it had been Jessica who stopped him, tearing him off the now broken and battered man before Matt could go too far. 

Toni had arrived during the chaos and had deactivated the restraints on Penny, Matt had volunteered to help carry her out as Toni and the others took care of the remnants of the guards and security. Toni also made sure to delve into their computer systems and remaining hard drives which had mostly been wiped as well as some removed completely when it was clear the facility was compromised.

Penny had lapsed back into unconsciousness on the trip back, waking up in the medbay of the compound only to have a panic attack. She didn’t realize where she was at first and thought she was still being held captive, it had taken several of them to calm Penny down, as well as prevent her from hurting herself and others as she came back to reality, when she did realize where she was and the fact she was no longer being held against her will, she had collapsed into May’s arms in a fit of tears. 

Toni and Helen had later looked over her vitals and performed several tests and scans on Penny while she had been asleep, and found she had been experimented on for most of the two weeks she’d been held captive for. Her vitals also showed she had been starved, having only been given minimal food while preventing her metabolism from running at its peak, weakening her along with the many many doses of drugs she’d been on almost round the clock. 

 From the data Toni had been able to retrieve that hadn’t been taken physically with the drives, it was shown that Penny had also had tissue samples taken, some of which had been incredibly painful, along with blood samples. 

This didn’t bode well long term, Toni worked with Jessica and the authorities as they shared the evidence they had to try and track down the remaining IGH members they could while also preserving Penny’s secret identity from being leaked.

The official story they had told Penny’s school during the time she’d been away was that Penny had been in a car accident and was recovering. 

The only true thing about the story was she was recovering, her body had been taxed heavily during the time and she needed to get her metabolism back on track which meant pumping her full of IV’s of nutrients and feeding her enough to get her back to full health. 

Physically Penny recovered quickly, but psychologically and emotionally she was still carrying the traumatic experience with her, and Matt knew it wouldn’t be a quick fix. 

Matt had been reluctant at first in allowing Penny to be a part of his life, even if only a passing presence or occasional ally. But things had changed so much since then, and now he couldn’t imagine her not being a part of his life, of her not being someone he trusted and even more so, he cared for and looked out for.

She was his little sister.

They may not have shared blood relation to one another, but that didn’t change a thing. He loved her like she was his sister, like she was family, and she had wormed her way into his heart in a way he hadn’t thought possible. 

As he stood in the Compound hall and heard Penny’s heartbeat start to return to normal, he couldn't help but smile at her softly.

“You’re ok Penny, everything’s alright” 

Penny slowly backed out of the embrace, bringing her hand up to wipe her eyes once more as she sniffed.

“Thanks Matt, and sorry about-”  she tried to say only for him to tilt his head slightly, causing Penny to scoff slightly at the unspoken command.

“Ok ok, I get it, stop saying sorry. Alright, I won’t say it again”  she said as she smiled back at him.

“Just don’t tell Foggy” she said as she pointed at him.

“What? Why not?”

“The last time you told him I got worked up like that he kept texting me all day checking in to see if I was ok, and calling me” she said rolling her eyes, though she held a fond expression on her face still.

“That’s not that bad” Matt replied as they began walking once again to where they knew to meet up with Toni.

“Oh it is when my English teacher got annoyed and confiscated my phone during class, saw the texts and thought he was my secret boyfriend” Penny said with exasperation.

This caused Matt to let out a laugh that was contagious, as soon Penny couldn’t help but join in. By the time they reached Toni, Penny’s mood had definitely lifted as they both wore matching smiles on their faces.

~0~

Toni stared back at the now empty room of Steve’s, having earlier inspected the room and seen everything had been stored away, leaving the room empty of everything that wasn’t built into it. 

Turning to her right side, she saw Jennifer cracking her knuckles beside Luke, turning to her left she saw Jessica and Rhodey who was wearing his armor, turning back to the room she let out a calming breath before smiling, her helmet descended and covered her head completely as she stood there in full armor.

“Ok, it’s been a long day. Let’s have some fun” Toni said as she flew forward as the others kept pace. 

Toni cocked her fist back before letting loose a punch and being the first to break through the wall, enjoying the feeling of it and knowing it was the only the first of several. 

Chapter Text

The ever-present ticking of the clock was syncing up with Penny’s tapping of her foot as she kept glancing up at it on the wall, wishing she could make it go faster by sheer willpower alone. 

Turning her attention back to her work she had already finished five minutes ago, she was now tapping the end of her pen in time with her foot as she waited till after a few minutes the ringing bell signaled the end of the school day. Penny practically leapt from her seat, quickly shoving her pen and other stationary into her bag before rushing to the front of the class to place her work down on the teacher’s desk. 

“Remember everybody we’re having a quiz on Friday, don’t forget to go over your notes and revise beforehand.” the teacher said as the other students began exiting the room as they too dropped off their papers. 

Penny settled her bag onto her shoulder as she made her way to the front exit of the school, however she was joined by Ned and Michelle as she walked. 

“Are you coming over to MJ’s place?” Ned asked, causing Penny to turn to him with confusion.

“What for?” she asked, glancing at Michelle who lightly rolled her eyes.

 “Our Academic Decathlon meet up; we’re studying and going over some drills at my place this evening. Betty had to cancel at her place as she’s having some family thing and her place is too full this time, so we skipped a week to move it up to mine.” Michelle said, causing Penny to mentally do some math in her head.

“I might be able to make it, I don’t know if I’ll be there at the start, but I can definitely try and make it sometime, maybe.” Penny added as they approached the exit.

“Let me guess, more Internship stuff.” Michelle said with a pointed look, causing Penny to clear her throat and try to avoid her gaze as she gave a wave of her hand dismissively.

“Y-Yeah, there’s just some important test Miss Stark and I are doing on a prototype, we’ve been meaning to do it all week, but she’s been busy and today’s the first free day she’s had so we’re…yeah, going to be doing that for a few hours.” Penny said as Michelle stared at her for a few seconds longer before shrugging.

“Just try and make it if you can, if not you’ll have plenty of notes we can go over in your next free period.” Michelle said after a moment, causing Penny to mentally let out a relieved sigh. 

Michelle could be intense and somewhat distant when she wanted to be, but upon getting to know her and seeing the real her underneath you would find that she was also smart and witty and driven.

Penny was suddenly brought back to reality as she slammed into the entrance doors to the school’s front courtyard, causing her to reel back a bit as Ned and Michelle were at her side giving her looks.

Shaking her head and bringing herself back to reality, Penny gave an awkward laugh as she pushed the doors open properly ensuring they were open all the way for any other students following them before they walked further down into the front of the school.

“Maybe you need more laser surgery there, loser,” Michelle said lightly.

 The loser comment didn’t hold any weight though and actually caused Penny to suppress a snort, letting out a breath from her nose as she shook her head with a small smile. 

She’d settled on a few creative ‘white lies’ to explain her suddenly fixed vision upon gaining her powers and her lack of glasses. Originally with her school and Aunt May it had been that she finally started using the contact lenses she and Ben had gotten for her in the past, but that she had complained about stringing her eyes. However, after May found out the truth about her powers, as well as Miss Stark becoming involved to a greater degree in her life, she just passed it off as having gotten corrective laser surgery. 

As they left the school entrance, they said their goodbyes before Penny walked further down the street until she came to a parked black Audi where Happy was waiting. 

“Hey kid.” he greeted.

“Hey Happy.” Penny replied, smiling as she got into the backseat. 

As Happy got into the driver's side and they began to leave, Penny’s mind began to wander as she leaned back on the comfortable upholstery. Thoughts focusing on where they were heading out to after stopping at her apartment. 

As soon as they entered her apartment, Penny ran to her room and began unloading her notebooks and homework onto her bed before she went to grab a quick shower. Happy waited in the living room and she heard the television turn on as she entered the bathroom. 

She didn’t want to take too long, quickly disrobing and showering in five minutes, drying off with the same lack of patience as she returned to her room to re-dress in some fresh clothes. When she finally left her room with her still damp hair, she had grabbed her backpack again and went to the kitchen, passing through the living room as she did and seeing two others with Happy, Matt sharing the couch as Jessica leaned against the back of it. 

“Hey Matt, hey Jess.” Penny greeted, continuing to the kitchen as she glanced back at them.

“I thought we were picking you up from Nelson and Murdock?” she said while opening the refrigerator, rifling through it before placing a large container of food in her backpack. 

“We thought we’d save time and just meet you here.” Matt said as he stood up from the couch. 

“Makes sense,” Penny said as she finished filling her backpack before she turned to Happy. 

“Did Aunt May say when she’d be back?” 

“She’s got a double shift, won’t be back till after nine.” Happy said as he stood up from the couch. “I can run you over to your friend’s place for that Decathlon meeting when we come back if you want, if there’s time.” 

“Thanks, Happy.” Penny said with a smile, she checked her backpack once more before zipping it up and heading towards the front door, the others following along as she did.

She’d been looking forward to this for the past week and couldn’t suppress the smile on her face as she exited the apartment. 

Jessica leaned back against the wall near the recreation area of the facility nursing a cup of coffee in one hand, as they'd taken her hip flask from her upon entering the place.  

Circling her hand around the cardboard cup, because yay recycling, she maintained her vigilance on the three seated across the room, a number of tables and chairs were beside the court that was used for physical activity, including basketball, and one such table was currently occupied.

Taking a sip from the cup she couldn’t help but let out a sigh, it’s not like she hated the guy Penny and Matt were speaking to, but it was tough seeing him in this place.

-

Penny smiled softly as the smell of reheated lasagna filled their immediate area, or more so for the three present, who all had enhanced senses to varying degrees.

She’d brought it along and thankfully the facility’s staff were fine with reheating it, and seeing the look on Mr. Simpson’s face, she was certain he too was thankful. 

“Thanks again for bringing some outside food.” he said after swallowing another mouthful, the entire lasagna she’d brought almost completely finished by now. Despite being enough for multiple people, he’d made short work of it on his own.

“Not that the food here's all bad, but you don’t get a lot of variety.” he said, causing Matt to nod.

“I can imagine,” the lawyer said as Will continued to eat.

“Tell your Aunt I said thanks, this is great.” Will said to Penny, who nodded in response.

“I don’t want to make it sound stereotypical, but Italian food is one of the few things Aunt May can make…without incident.” Penny said, letting out a short laugh at the various memories of her aunt trying to experiment with other cuisine or dishes over the years.

“And she’s doing, ok?” Will asked to which Penny nodded.

“Yeah, she’s doing fine, working a few more shifts recently, but it helps.” she explained as he nodded along.

Penny had first encountered Will under less than pleasant circumstances, with the former soldier and former police officer having been another captive patient of IGH alongside her. 

He’d been a former participant in an IGH run program when he’d been in the military, a member of special ops after serving with the 34th infantry, he’d been given experimental combat enhancing pills along with other members of his unit which had the effect of boosting the body's performance when they took the required red pill, causing the body to constantly produce adrenaline and increase the subjects physical strength and stamina while also dulling their ability to feel pain to an incredible degree, the increased metabolism the pills granted the users also made their healing increase in speed and efficiency. 

Though there were side effects, besides the required white pills to keep their bodies balanced and stabilized and the blue pills to bring them back down from the effects.

Use of the red pills would affect the subject's mental health, with Will originally leaving the program due to a mission in Damascus having gone wrong due to the out-of-control effects the pills had caused. After being discharged from the military he’d joined the NYPD and tried to move on with his life. However, things hadn’t gone to plan when he’d come under the control of Kilgrave, who used his mind control powers and had used Will to try and kill Trish Walker, with him only having been stopped by Jessica’s intervention when she was able to save her adopted sister. 

The aftermath of this however had left him with PTSD from his time under mind control as well as the temporary belief that he’d actually killed Trish leaving him extremely guilt ridden, only learning the truth after the fact. His experience led him to team up with Jessica in an attempt to stop Kilgrave, the two working together and Will even began seeing Trish romantically as well as sleeping together. 

This was until Will’s attempts to stop Kilgrave led to him and two of his men he’d brought along to take him out, winding up gravely injured with Will being the only survivor when a bomb he’d previously placed to take Kilgrave out had been used against him. When Trish had gotten him to the hospital, he contacted his old doctor from IGH and insisted he wanted to rejoin the program in order to gain access to the performance enhancers. 

However, this only led to further negative effects, his use of them once again pushing him over the edge, his use of the red pills led to his PTSD and mental state to deteriorate even more, the drugs causing him to become consumed with rage as his common sense and reasoning were corrupted until the point where he murdered a fellow police officer who got in his way.

As well as two IGH operatives who tried to bring him in when he stole more of the combat enhancers. 

This led to him coming into direct conflict with Jessica who fought and defeated Will, however his unconscious body had been retrieved by IGH who took him back for further testing. 

Will had managed to escape their custody after some time however, taking with him an inhaler that had been created as the next variation of the combat enhancers, allowing him to receive the same effect but remain in control of his mental state. He stayed close to Trish, who’s attempts to uncover more about IGH brought her into the firing line when they planned to have her killed, while Will did his best to protect her, once again allying with Jessica when he expressed genuine remorse for his actions in the past. 

Luck wasn’t on his side however when they were attacked by an enhanced assailant who had previously killed another person IGH had experimented on, the killer turning out to be Jessica’s mother who was similarly enhanced like her but to further degrees, the experimentation having given her power but affecting her sanity. 

Will had tried to fight her off and buy Trish and Jessica time but had been quickly subdued and left in a near death state. This led to him once again being captured by IGH, who now decided to use him for further experimentation due to his body’s acclimation to the enhancers, the repeated use of the pills and later the inhaler having caused his body to become better adapted to the effects and deciding to try out various enhancement drugs and serums, finally achieving a lasting effect on his body similar to Steve Rogers, though to a greater degree. 

This time they took greater concern and security measured in keeping him contained. 

It was during this time of captivity that he’d come into contact with Penelope after her own capture and experimentation, the two being kept in the same area due to their strength, even with the drugs she was on that kept her physically weakened and docile.

Will had been horrified to see a girl as young as Penny being made into a lab rat, as well as the fear and emotional reaction she’d had to what they were doing to her affecting him. While growing closer during her time there, Will promised to help get her out of there and get her home. 

Which almost succeeded as he was able to engineer two break-out attempts, however both were thwarted before they could completely escape and get away. Will had been planning another when they had been rescued, along with the other captive ‘patients’ by the combined efforts of Penny’s allies. 

He’d been relieved that she was freed from that place, as well as his own freedom from his captors. However, he hadn’t been simply let out onto the streets, instead he’d turned himself over to the authorities, still feeling guilt and remorse over what he’d done in the past. 

While he was no longer affected by the drugs, he’d been on in the past, he still faced bouts of PTSD and other recurring episodes of both what the drugs had led him to do, as well as what Kilgrave had forced him to do. Instead of winding up in prison, he’d instead been transferred to the facility he was currently in, which was a hospital which had higher levels of security where he’d spent the past four months receiving treatment for his past actions as the doctor’s tried to help his mental state and recovery. 

Penny had visited him regularly, their shared experience as well as his attempts to both protect and free her from her captivity had caused her to forge a bond with the man. May, Jessica, Matt and others had also come to visit him over time, as well as Toni.

Matt was also helping him on various legal matters he was going through still, with the deaths he’d caused while using the combat enhancers as well as suffering the aftereffects of mind control leading to a murky area that was being argued about.

“So, how’s school?” Will asked as he finished the lasagna, wiping his mouth with a napkin before Penny launched into an explanation of recent events, Matt and Will both wearing smiles on their faces as she did. 

“I’ll try and come visit next week, anything you want me to bring?” Penny asked as she placed the empty containers back in her backpack, causing Will to think for a moment. 

“Your Aunt wouldn’t mind making another meatloaf, would she?” Will asked, causing both Penny and Matt, who was still seated, to look at him. 

Penny’s expression, unlike Matt’s was incredulous. 

“...You want her to make you another Meatloaf, even after last time?” she questioned. 

“Nobody likes Aunt May’s meatloaf; I mean last time it was overcooked and that only made it worse than usual.” 

This caused Will to let out a breath as he shook his head. 

“Hey, like I said about the food here. Even admittingly overcooked meatloaf, is a nice change of pace.” he replied, causing Penny to smile and shake her head.

“Ok, sure thing. I’ll try and make sure she doesn’t burn anything.” she said before turning to Matt.

“I have some business I need to discuss with Mr. Simpson, regarding his case.” Matt said speaking up before Penny could question why he was still seated. 

“Oh, uh…ok. Do you need us to wait or...” she trailed off as Matt shook his head. 

“No, it’s ok, I’ve already got a ride. You should get going if you want to make it to your Academic Decathlon meeting at Michelle’s” Matt prompted, causing Penny to nod before giving them one last glance. 

“Bye, Mr. Simpson” she said, waving before making her way over to Jessica who similarly waved towards Will with one hand before they left the area. 

“So, what exactly is this about?” Will asked after a few seconds of being alone with the lawyer.

“Actually I think we should wait a few minutes, there’s one more person to arrive before we can begin.” Matt said, causing Will to look confused but acquiescing as they sat for several minutes until the door Penny and Jessica left through opened.

As soon as Will saw the person walking in, he instantly stood up straight and to attention. 

“Colonel” he greeted firmly as Rhodey walked in. 

“At ease” Rhodey said before grinning momentarily. “And since you’re a civilian now, not really necessary.” 

“...Force of habit, sir.” Will said as he sat back down, still looking at Rhodey with surprise as he walked up to the table, carrying a briefcase with him as he sat down.

“I can understand that.” Rhodey said as he leaned back in the seat, not speaking for a few seconds as he took in Will across from him, his gaze making the blond look slightly uncomfortable before he broke the silence.

“So what’s the plan?” he asked calmly. 

“Sir?” 

“Your plan for the future, what is it? I mean, you can’t spend the rest of your life in this place.” Rhodey gestured around them before turning his attention back to Will. 

“So what do you plan to do?” 

Will’s expression shifted as he looked down towards his lap, not answering immediately as he was visibly contemplating how to respond to such a question. 

“To be honest, I don’t really know. I wanted to turn myself in, to have some form of penance for what I did. And I know it’s been argued about in court and all-” 

“Mr. Simpson, as we’ve said before your circumstances were extreme and factoring in everything you went through, as well as the effects the drugs had on your mental state-” Matt began before Will cut him off. 

“I know, I know all that.” Will said, turning to Matt and nodding, his expression still was despondent.

“But it doesn’t change what I did, I murdered a fellow cop. An innocent man, who didn’t mean any harm to me, and now I have to live with that for the rest of my life.” Will said quietly. 

“Yes, yes you did…And the two IGH operatives?” Rhodey asked, referring to the two men who’d attempted to bring him in when he’d refused. 

“...If you want my honest answer, I’m not hung up on their deaths to the same degree. Yes I wouldn’t say killing them hasn’t been on my mind, nor would I necessarily repeat those actions unless they would have attacked me and I was acting in self defense. But knowing what I do about IGH now, and what people like that did…No, I don’t have the same regrets as Officer Clemons. Nor do I feel the same regret about how I handled the IGH operatives who I injured or killed when trying to escape from their captivity with Penelope, those people were torturing and experimenting on a child among others…” 

“I can understand that.” Rhodey said after a short silence, taking in Will’s words and giving him a small nod.

“I can also understand how you feel in regards to Officer Clemons. That’s weighing on you, and I’m sure your doctor’s here are helping.” 

Will nodded slowly, it was true he had felt better since he came here, despite still being affected by what had happened.

“Yet you still feel…what? You need to be punished?” Rhodey asked.

“I’m not looking for some magic get out jail free card, Colonel. Even if my court proceedings play out, It doesn’t change what I did” 

“But you didn’t answer my question, do you think you need to be punished?” Rhodey asked once more.

Will ran a hand through his hair as he leaned back in the chair, mulling over his words before speaking up again.

“I just…I want to make amends for what I did. I want to atone for it, Clemons didn’t have any family, no relatives, no wife or kids, no one I can reach out to apologize to. There’s no one I can give condolences to, besides people on the force, but it’s not the same. And I want to do…something, after everything that happened and everything they did to me. I feel like it has to be for something, it has to mean something, or be for something.” Will said before shaking his head and looking away. 

“But I can’t go back to being a police officer, even if I was allowed to, I killed a fellow cop…”  Will said before letting out a sigh as he trailed off, looking down once more to his lap. 

Rhodey turned to face Matt when Will wasn’t looking, and despite knowing Matt couldn’t see his turn, he knew he could tell Rhodey’s movements and waited for a second until Matt nodded lightly. 

“So you’re looking for atonement” Rhodey stated. “Well I’m going to be honest, I don’t think you’ll find it here. That’s not to say you receiving treatment isn’t a bad thing, but if your intentions are to spend the rest of your life feeling bad, you’re not going to be atoning for anything. Even if you got out of here, and went and lived in some cabin in the middle of nowhere on your own, or…decided to take a permanent way out” Rhodey said seriously, the weight of the last sentence being felt between those present.

It wasn’t like his words didn’t affect Will, in fact quite the opposite. 

As he had considered…

“If you want to make up for your actions, if you want to truly make everything that happened to you worthwhile, to make it mean something…Well, let’s just say I have a proposal I’d like to talk with you about” Rhodey said as he looked Will in the eye before moving the briefcase he had still at his side, placing it on the table between them. 

“You should listen to what Colonel Rhodes has to say.” Matt added as Will glanced between them before his eyes centered on the briefcase.

May stepped out of the building, rubbing her hands from the cold night air as she waited for Happy to arrive. Having accepted his offer of a ride home earlier, and grateful for him helping out. 

She checked her phone again to make sure of the time before putting it back in her pocket and stuck her hands in her coat pockets. As she did, she couldn’t help but look out over the street, her eyes lazily scanning over the buildings lit from below by the street lights.

But her eyes narrowed slightly as she saw a dark shape suddenly disappear from a building in the distance, it happened so quickly she had to blink and try to adjust her eyesight as she looked across with confusion.

After a few seconds, May shook her head and let out a scoff. 

She must have just been seeing things.