As usual, I do not own Marvel/DC (to my eternal sadness), nor do I own 10 Things I Hate About You.

Shout out to Scarlett for being the first to read this all the way back in February '13 (or sometime around then) and nagging me to finish it. Hope you enjoy :)

Tony Stark absentmindedly drummed his fingers against his leg as he waited, lounging in his seat, for the guidance counsellor to finish tapping away at her laptop. He had been sat there for about five minutes already and was starting to get a bit impatient. He wasn't used to being kept waiting, especially as it was his first day at Charles Xavier High, the school for so-called "talented" children.

Ms. Maria Hill glanced at Tony over the rims of her bifocals. "I'll be right with you," she assured him. He nodded out of reflex; she had told him that twice already.

Tony was, of course, the protégée son of Howard Stark; the rich and influential founder of Stark Industries. But no amount of bribes or donations could get Tony into another boarding school, military school, or any other school but Xavier's, whose school motto proudly proclaimed "We welcome everyone!"

Ms. Hill finished typing and closed the lid of her laptop to get a better look at Tony. She brushed a strand of her brunette fringe from her face and stared intently at him. He tried to maintain the laser-like eye contact..

"So Tony, here you go," she said, picking up a sheaf of papers from her desk and handing him his timetable. She walked over to the window, adjusting her navy cardigan and reading through his notes. "Nine schools in ten years. Business brat?"

Tony sighed, "Yeah, my Dad–"

"That's enough," she interrupted. "I'm sure you won't find Xavier's any different than your old schools." An ice ball splattered against the window. Tony wondered how the glass didn't shatter. It must be reinforced. "Bar some exceptional abilities they're the same little ass-wipe shit-for-brains as everywhere else," she chuckled, giving the finger to the window.

Tony gaped, unsure whether he had heard her correctly; this woman and this school were so different to the regimented and politically correct schools he had spent his previous years in.

"Did you just say- am I in the right office?" Surely this woman couldn't be a guidance counsellor with a mouth and attitude like that.

"Not any more you're not. I've got deviants to see and a novel to finish. Now scoot." Tony didn't move. "Scoot!"

"Oh, okay," Tony seized his bag. "Thanks." He backed towards the door, hitting the coat-stand instead and narrowly missing another student. The other guy was tall with well-muscled arms visible in the fitting black vest he wore. His hair was light brown, almost blond, and his blue eyes glared intimidatingly at Tony.

Tony mumbled an apology and quickly walked away, slipping around the door and stopping to eavesdrop - he couldn't help being nosy wherever he was.

"Clint Barton," he heard Ms. Hill say, "I see we're making our visits a weekly ritual."

"Only so we can have these moments together," the guy replied smoothly, "shall I, uh, hit the lights?"

"Oh very clever bow-and-arrow-boy," Tony wondered at the nickname. "It says here you exposed yourself in the cafeteria?"

Barton sighed audibly, "I was joking with the lunch lady: it was a bratwurst." Tony suppressed a giggle.

"A bratwurst?" Ms. Hill repeated after a pause. "Aren't we the optimist? Next time keep it in your quiver. Scoot!"

Tony quickly turned away from the office as Barton exited, shooting Tony a suspicious look. He pretended to have finished fumbling with his bag before scuttling off to find his locker.

"Hello! I'm Bruce Banner." A boy about Tony's height with curly brown hair, dressed in a royal purple shirt, grey suit trousers and thick-framed glasses, shook Tony's hand. "I'm supposed to show you around."

"Thank God," Tony breathed a sigh of relief, "You know, normally they send one of those nerdy chemistry geeks to show me around."

Bruce nodded, "yeah, I know what you mean."

Almost on cue, a stocky kid in a white lab-coat, with greasy long hair and a toothpick in his mouth pushed a lab-prep trolley to a halt beside them. "Bruce, vhere shall I put ze kit?" he asked in a thick Russian accent.

"Sorry Ivan, you must have me confused with someone else." Bruce chuckled, walking away from the kid (whose mouth dropped open in confusion, almost letting the toothpick fall to the floor), dragging Tony with him. "Don't mind him; he's a foreign exchange student, his English isn't so great but he's good with his hands." Tony cast a look back at Ivan; he was already wheeling his trolley off down the corridor.

Bruce led Tony down an adjoining corridor lined by lockers. "So Tony – here's the breakdown: over there we've got your basic beautiful people. First rule: unless they talk to you first, don't bother."

Tony raised an eyebrow. He wasn't used to such social rules; he was used to being one of those popular kids because of his father's reputation. "Is that your rule or theirs?"

Bruce held up a finger to stop Tony as they approached the crowd of "beautiful people".

"Hey there!"

"Eat me," one sunglasses-wearing jock retorted.

"You see that? That was the charming Scott Summers. Oh, by the way – if you ever see Summers start to take his glasses off - run away. He's got one hell of a death stare." The jocks glared at them as the pair walked out into the compound. "To the left we have the Martial Arts kids."

A crowd of half a dozen guys in cotton kimonos and black belts stood around talking. One guy stepped a bit too close to another and before Tony could blink he was on his back.

"Dammit Wade!" the kid on the floor (who Bruce introduced as Emil Blonsky) moaned, picking himself up.

"They're very touchy, don't make any sudden movements around them," Bruce continued, walking to avoid Emil. "They're all black belt standard in just about every martial arts discipline." Bruce walked on to a large group of well-built guys drinking from horns. "These metal-heads are your standard Vikings. Big Amon Amarth fans, they think they're in the middle-ages and talk like Shakespeare, but mostly just–"

"Drink a lot of mead?" Tony finished, spying one large blond Viking draining a horn of mead in one gulp with a book of Shakespeare's comedies in his other hand. Bruce nodded.

"These guys–"

Tony interrupted, "wait, let me guess: lion-tamers."

They walked past a group of guys who were jabbing at a stuffed lion with a chair in one hand and a whip in the other. One guy was viciously ripping a stuffed penguin to pieces with long metal claws protruding from his knuckles.

"Well, general animal fighters, but the closest they've ever got to a lion is watching the Lion King on Blu-Ray!" Bruce laughed at his own joke; Tony cracked a smile, more at his new friend than the joke. Bruce seemed like a really decent guy and Tony hadn't met many of them before.

Bruce sobered up as they approached the next table. "These are your future Nobel Prize winners – we're all Ivy League accepted."

A group of serious faced scientists crammed around a single laptop while one guy explained something. Tony noticed Bruce's use of "we" when introducing the group. Bruce touched a blonde girl on the shoulder.

"Nice to see you Gwen, how's it going?" he smiled.

The girl shot him a glare and hissed at the guy next to her. "Close it Hank!"

A large blue-skinned bespectacled boy hastily clicked the laptop shut as Bruce and Tony walked past. They all frowned at Bruce as he moved away.

"Yesterday I was their god," Bruce muttered, shaking with rage.

"What happened?"

"Reed Richards started a rumour that I got cheap positronium for my gamma ray laser." Bruce started breathing heavily. Tony wondered whether he was going to have a seizure.

"So they kicked you out?" Tony didn't think there was anything wrong with that providing the laser still worked. It wouldn't be ideal, but it wouldn't be harmful.

"A hostile takeover," Bruce corrected. "But don't worry, he'll pay. Just give me a few seconds to calm down."

"What's wrong?"

"Oh, just a little anger management issues – I get a stressed and turn into a big green rage monster."

'Cool.' Bruce really didn't look like the angry type. He took a deep breath and closed his eyes. A few seconds later he was back to normal.

"Now over here–"

"Oh my God," Tony was no longer paying attention to Bruce; the most beautiful boy he had ever seen had just emerged from the gym locker-room, and he was walking right past Tony, glowing from recent exertion. The boy was taller than Tony with sandy blond hair brushed over into a little quiff. Well-defined muscles showed through an impossibly tight white t-shirt and he was somehow pulling off cream coloured slacks.

The boy walked on, smiling when he saw his friend, each perfectly white tooth sparkling like in a cartoon. Tony gazed in awe as the boy headed away with his friend. He was fairly sure his jaw was somewhere close to the floor.

"What group is he in?" he asked Bruce, slurring slightly.

"The don't-even-think-about-it group," Bruce told him sternly. "Steve Rogers, he's a sophomore…"

Tony didn't care. Steve made him think thoughts that he'd long since suppressed at the numerous all-boys boarding schools he'd been to.

One of the Viking blokes behind them proclaimed loudly: "I burn, I pine, I perish!"

"Me too," Tony agreed.

"Of course you do," Bruce looked uncertainly at Tony. "You know he's handsome and deep, sure…"

Steve walked past again. "See, there's a difference between like and love, Bucky" he told his friend, "because I like my model soldiers, but I love my leather jacket."

"But I love my model soldiers," Bucky replied.

"That's because you don't have a leather jacket," Steve explained. The friend nodded in earnest. Tony continued to stare.

"He has model soldiers! That's adorable!" Tony sighed.

"Listen, forget him," Bruce persisted. "He's got an incredibly uptight father and it's a widely known fact that Steve and his sister Natasha aren't allowed to date."

Tony was only half listening. "Yeah… whatever…"

In the depths of the school the bell rang for the start of lessons.

And there we go, first chapter done. I know most of you guys following me are waiting for Book II of The Doctor's Son, but I'm taking a break from that to get other stuff done, so in the meantime this is what you get :)

As always, reviews are much appreciated - even just to let me know that I haven't wasted several weeks over the past six months working on this.

S.Z.R