So a new story! I am very nervous about this one. I love the Captain America/Maria Hill pairing. Unfortunately I haven't read any Captain America or S.H.I.E.L.D. comics so I'm just winging this one. I love both characters in The Avengers movie so I just had to write a fic for them. Thanks in advance to anyone that reads this and hopefully reviews ;) I have the horrible habit of a lengthy wait between updates so I made sure that I was already writing the final chapter before posting this. The story is four chapters long, with a possible epilogue. Sorry again if the characters are OOC.

I guess I should post a disclaimer. I own nothing!

She was beautiful when she smiled. The thought surprised him. Not that she was beautiful. He had seen several beautiful women in his lifetime. No. He just thought that after Peggy, he wouldn't be able to look at another woman. Not the way he was looking at Lieutenant Hill. She was a hard woman to get close to. Just as hard to talk to. He knew most of the other Avengers didn't like her. She could be cold and he knew she didn't trust any of them and that smarted a little. Still that wasn't the reason that he couldn't talk to her. Whenever he got near her his stomach tied itself in knots and his hands began to shake. He couldn't even look her in the eye without blushing and stumbling over his words. Maria Hill made him nervous and as smart as she was, she didn't seem to realize it, yet. And for that he was eternally grateful.

He didn't notice her at first and that was probably a good thing. It wouldn't have boded well for him or his team if he was mooning over her when he should have been concentrating on more important things, like saving the world from the Chitauri. When they had been introduced he had smiled politely and shook her hand. He'd felt a strange little shock when their hands met but he'd shrugged it off. She was the same as always, coldly polite, perfunctory, and without the trace of a smile on her face. When he smiled at her, her eyes seemed to turn colder. The moments they spent together had been brief and to the point. She gave him an update on the search for the Tesseract or relayed a message from Nick Fury. As always, she called him "Sir" or "Captain". He'd told her once to call him Steve. The look on her face, a mix of incredulity and shock, had made him want to take back the offer. She was unfailingly polite in her refusal to do so. She stated that it was inappropriate and left it at that.

It wasn't until after the huge battle for Manhattan had gone down that he took notice. Almost immediately after in fact. They'd walked onto the huge carrier that was Shield's base with a sense of accomplishment and camaraderie that was only enhanced by the cheers they were met with. Only Lieutenant Hill hadn't smiled. Even Fury in all his severity managed a broad smile of welcome, a single shout of congratulations. He had known all that they could accomplish, even if they all had doubted themselves. That was what singled her out. His own joy diminished at the sight of her severe expression, compared to the laughter and relief that surrounded her, her pensive frown was more than out of place. He had the urge to make her smile. They had just saved the world, for goodness sake!

So he made it a point to approach her and offer her his biggest smile. He dared not touch her like he would any other soldier. A clap on the back didn't seem like it would be accepted. Not when her rigid body screamed 'Don't Touch'. So he smiled and made some inane comment about how good it felt knowing they had stopped the end of the world. She'd arched an eyebrow in inquiry.

"Yes sir, I imagine it might." Still, she did not smile. Not even a polite raise of her lips. It made him a little uncomfortable.

"Are you going to celebrate?" He was an idiot to still be trying to make conversation. It was clear that she did not welcome his presence by the annoyed little sigh she exhaled.

"Celebrate, sir? New York has seen significant damage, not to mention the amount of deaths brought on by the Chitauri and Loki. This will take a long time to recover from. I see no celebration in that."

He'd been taken aback by her pessimistic view. Sure he'd been thinking about all that had happened, including all the heartache Loki had caused. But now was a time to be hopeful and optimistic. They had just saved the world! She should be rejoicing in all that they had saved, not in everything they could not.

"I would imagine, Agent Hill, that the world will be pointing out what we did wrong and who we did not manage to save soon enough. But you knew, better than most, all that we risked to lose, all that could have happened but didn't. I would hope that you would feel, if not joy, relief at what we managed to stop from happening. That would be a reason to celebrate in my books."

Her glance had been cutting and direct. He'd seen the confusion on her face. Whether it had been at his insistence to talk to her or his attempt to sway her opinion, he wasn't sure.

"Captain, you are a good man. A man that just saved the world. You should go celebrate with your team. I'm sorry but I'm not in the best of moods." She paused, her lips twisting into a frown. "My family lives in New York, near the area you were fighting. I haven't heard from my brother. My mom told me that he was missing."

He'd apologized immediately; shocked at her ability to remain standing here when her family was in possible danger. He had found Barton and convinced him to fly them back to New York. Barton had taken one look at Agent Hill's face and grimaced. He might have refused but Steve was persistent, on the verge of begging. Barton knew it had to be an emergency by the urgent grip Steve had on his arm. Hill was as stoic as ever. Only Steve saw the trembling in her hand as she buckled up. It shone a new light on the woman they all called cold and unfeeling. She might hate him and his team, but she loved her family. He could respect that, even liked her for it.

It wasn't exactly then that he realized his attraction. It was the moment when they found her brother, crying on a hospital bed. She had taken one look at her brother, so young and lost-looking, and her mask had fallen. She called his name, the relief and joy that had been so absent earlier, clear on her face. Her smile had taken his breath away.

Her brother was twelve and had figured he was old enough to fight the bad guys. He'd run towards the danger he'd seen on the television. He'd been caught on the streets in the midst of the Chitauri's attack. After being ushered into a bank, they'd been threatened by the Chitauri. He was afraid he was going to die, until Steve himself had stepped in. The look Hill gave him then knocked his breath back into his chest. Relief, gratitude, joy. She was stunning in that moment, completely wrapped in her own humanity. Steve couldn't imagine a woman more beautiful.

Her brother had been unable to tell the emergency crew that had rescued him where he lived. He was deaf and no one had understood sign language. His hands had been shaking so bad from shock that he hadn't immediately been able to supply a number to call. He was uninjured and not a primary concern so he was left to himself until a translator came to see him. In the middle of all the chaos a translator had yet to be found. So he had remained alone and frightened until Maria and Steve had found him.

Barton had waited in the helicopter that entire time. Hill had not wanted him to know about her brother. Steve could see why. Barton was an assassin, a skilled killer that had been compromised by the other side. If ever he was compromised again, her brother and family would make a perfect target if anyone wanted to attack the right hand of Nick Fury. So he was kept in the dark. Steve wondered why he was allowed to know. He was just as easily corruptible. He didn't ask her. He didn't want to remind her that he was just as dangerous as Barton.

They got Michel Hill home, where Steve was profusely thanked by Maria's mom and dad. Maria had been an only child until Michel and the rest of the family doted on him. Steve accepted their gratitude with an embarrassed flush. Maria had smiled in amusement at his discomfiture. Her smile had made his hands clench and his flush deepen. He understood then that this was the woman Maria Hill was, not the cold ice queen she made herself out to be. He fell in love with her just a little at that moment.

After that she reverted to her cold demeanour. With him she was even more restrained than with anyone else. He understood. He had seen her vulnerable. Still he found himself awkward around her. He dreamt about her. Most of his dreams were pretty warm and fuzzy usually. They would hold hands, take walks on the beach. When they kissed, her lips would be gentle and leave him with a feeling of warmth low in his belly. He was almost a virgin, out of a time where courting a woman was a slow process. He used to believe in sex after marriage, in chaste kisses and warm embraces after a time apart. This present culture, with women that flaunted themselves and men that took so easily was confusing. There were women that gave themselves to men, even in his day. But those women were considered loose and were not received in polite company in most cases. Peggy had been a pioneer in his time. There had been crass talk about her, jibes aimed in her direction, a general disdain for her status as a woman in a man's field. He knew it had bothered her and he had done his best to support and comfort her. Their time together had been far too short. They had never gotten that dance he had promised.

In time, maybe he became desensitized to all the half-naked woman he saw. Maybe he began to think differently, or accept the time he found himself in. His dreams about Maria Hill soon changed. Soon innocent walks on the beach and chaste kisses became making love on the beach. That warm feeling in his stomach turned to an ache when he woke up. He woke up hard every morning he dreamt of her. It was all fueled by an innocent prank pulled by Tony Stark. He needed to use the washroom. He was in Stark towers, relaxing with the rest of the team when he had the sudden urge to pee. So he asked Tony politely where his washroom was. Tony had smiled, his flash of teeth and exuberance had alarmed Steve. He already knew that Tony liked to play pranks. Just the week before he had sent Bruce into the woman's change room. Poor Bruce had walked in unsuspecting and nearly had a heart attack when he had seen Agent Romanoff, completely naked, in the act of exiting the shower. All had turned out fairly well in that case. From what Steve had seen, Bruce and Natasha had been getting pretty cozy since then. Steve felt a flash of jealousy at that moment, wishing it was him and Maria in that particular scenario.

He followed Tony warily when he led him through a room to a washroom. Closest washroom had been his quip, at Steve's narrowed eyes. Steve conceded that it was close and he did have to go. Tony patted his back and left Steve to it, promising to lock the door on the way out. Of course he didn't, but Steve had to go that badly. Superhuman abilities also had the drawback of a superhuman need to keep fed and hydrated. Steve had already drunk four bottles of water after his morning run.

He guessed that he should be thankful that she hadn't walked in on him in the process of peeing. He might never have been able to look her in the eye again. As it was he turned towards the door just as she walked in. His hand had been in the process of putting himself back in his pants. When she walked in he froze, his heart plummeting into his shoes. She took one look at him and glanced at the toilet, seat still up. Her glance went to his hand and her eyes widened.

"Wow Captain, who knew what you were hiding under that blue uniform."

His face had gone red, even as his body reacted to the appreciative look in her eyes. He felt himself harden in response and started to sputter out apologies as he turned away from her. He had no idea why he was the one apologizing when she had been the one to walk in on him. He wanted to die in that moment and putting himself back in his pants was difficult. He was hard and aching and Steve barely resisted the urge to turn and see that look in her eye again. The look that said she wanted him. She didn't leave the room and for some odd reason, he hadn't really expected her to. If she had been from the 40s, she might have been scandalized. But she was Maria Hill, Agent of Shield and she'd probably seen more than one man unclothed. Steve gritted his teeth at that thought. He had seen only one woman naked and it hadn't even been Peggy. A one-time affair with a barroom waitress when he was still simply Steve Rogers, and not yet Captain America. It was awkward and exciting, and he came much too soon. The girl had been sympathetic and said he was the cutest guy she'd ever seen. Of course, that hadn't really stood up in the light of day when her ex-boyfriend had come back to town. He was a rough guy who had been kicked out of the army because he drank a little too much and when he drank, his fists did all the talking. He ended up in a fight with the wrong major. So the guy came back and the girl that Steve was certain he might marry went running back, with one apologetic smile over her shoulder. It seemed to say yeah you're nice and all but he's big and strong and handsome and you're…you. And Steve Rogers had been a good man, soft-spoken and quietly charming, eager to please and almost bashful when talking to a woman. But he was a small man and no matter how hard he tried he couldn't gain the muscle or weight he wanted to. No woman had ever made him feel confident enough to pursue her. With Peggy it was less about confidence and more about the fact that he wanted to be with her so much that he threw caution to the wind. She was a hell of a woman, and thanks to Dr. Erskine, he had become a man that was capable of keeping up.

He wondered briefly, in that awkward moment when he zipped himself up, if Maria Hill would have looked twice at him if she had seen him before his transformation into Captain America. Probably not. He turned around and tried not to flush as he placed his hands strategically over his lower body. She looked him up and down and smiled, which did nothing to help his situation.

"Always a pleasure to see you Captain, but can I ask why you are using my personal bathroom?" Her emphasis on personal made him flinch and start stuttering apologies. She cut him off with a raised hand.

"Stark? Stark put you up to this?"

"No Ma'am! He didn't put me up to anything. I had to use the washroom and he said this was the closest place, but I didn't know this was your bathroom. I would never have come in here if I had known it was your bathroom. I mean, not without asking. I'm really sorry." His rant came out quick and breathless and he hoped she managed to understand at least half of what he had said. Her amused smile told him she had.

"It's okay Captain."

He nodded and almost ran out the door. As he was leaving her room she stopped him with a hand on his shoulder.

"Captain, next time you want to visit my room, all you have to do is knock."

With that final enticing thought he was out the door and rushing to his room. He needed a shower, and some alone time to fantasize about what could have happened if he wasn't polite, responsible Steve Rogers, leader of the Avengers. And she wasn't Lieutenant Maria Hill, Agent of Shield, liaison to the Avengers.

His wildly erotic, and extremely embarrassing dreams started that night. Almost all of them began with Maria giving him that same smile and both of them ending horizontal, either on the beach or on the bed, and once on the floor of the jet Tony had commissioned for them.

Steve knew he was in trouble when he began looking for her face everywhere he went. When he stepped into a room, hers was the first face he sought out and his mood was dependent on if he saw her cool brown eyes staring back. His mood either soared when their eyes met or deflated the moment he realized she wasn't there. He didn't even care that she never smiled back. He still had the memory of her smile clear in his head. For the moment that was enough.

So what did you think? Let me know if this is worth posting some more chapters!