A/N: Well hello! I know its been a long time but I have returned! And with a doozy, this my longest chapter yet and it's wild, hope you enjoy!


After landing roughly onto the helicarrier Kella was quick to distance herself from Loki's men. She began to jog down the hallways, unarmed as she had insisted. All she knew about S.H.I.E.L.D was that they were extremely shady but she had faith that they wouldn't shoot her unarmed. She never usually carried a weapon anyways, she was always enough without it and in spite of the fact that it had been years, gunshots still made her think about her parents.

The sound of gunshots and explosions were currently sounding all around her but Kella focused on her task at hand. Find and rescue Penny Holden. She jogged deeper into the base, she passed a few agents but using her mutation none of them saw her. Suddenly a wall beside her practically blew up, she shrieked and picked up her speed, barreling around the corner and into someone else. Kella yelled and shoved at the person and tried to keep moving but they grabbed her, she struggled against their grip but it was like iron.

"It's ok ma'am, you're going to be ok."

Kella stilled when she heard his voice. She immediately started to play the part of damsel in distress that this person had projected on her. She began to wail slightly and gripped at his large arms.

"Oh thank-you, thank-you, oh my god what's happening? They're everywhere, what are we going to do?" Kella turned to look up at her 'rescuer' and genuine confusion set into her voice as she registered what he was wearing, "Captain America?"

His grip lessened but he still held on to her. His eyes darted away from hers for a moment in what she read as some sort of cross between embarrassment and humility.

He looked to her with resolve, "You need to find somewhere safe…" his eyes fell down to her clothes, searching for any S.H.I.E.L.D insignia.

Kella threw herself closer to her him, resting her head against his chest, "Captain America! Thank-you! I'm being saved by Captain America! Somehow!"

"Ma'am, I really need to move and you really need to get to safety. Where were you headed?"

Kella decided to press her luck.

"I'm trying get back to my friend! She needs me, I have to find her; I have to find Penny!"

She felt his grip tighten.

"You're a friend of Miss Holden's?"

Kella pulled back and looked up at him wincing, "Wrong thing to say wasn't it?"

"You're working for Loki?"

Kella nodded, beginning her attempt to temporarily incapacitate the Captain. "Yeah he did hire me, I'm just here to help this Penny Holden though. Supposed to keep her safe."

The Captain looked up at the hallway, trying to figure out what to do with the woman in his arms.

Kella frowned, concentrating harder on manipulating his senses. She felt herself getting lightheaded as the Captain remained unaffected. "Jeez…" she began to breathe heavily, "You really are Captain America."

Cap watched, confused, as the young woman began to falter in his arms. "Are… are you alright?"

Kella continued to focus on bringing the Captain down but he still showed no signs of weakness. If she wasn't trying to finish a job Kella would be intrigued, impressed even but she had places to be. When she first discovered her mutation Kella could only manipulate people after touching them and for a long time the only way she could control her powers was if she was in contact with them. She let herself go slack in the Captain's arms, rolling her eyes back.

The Captain switched his grip, supporting Kella's back and cradling her head.

Kella fluttered her eyes open, looking up to the Captain with gratitude, "Thanks for catching me."

Kella could tell that he was trying to figure out what she was doing, she reached up to cup his cheek; the only skin uncovered by red, white, and blue. She focused everything she had on him and he finally let go of her. Kella rolled out of the way as they both tumbled to the ground, she stumbled up, maintaining her control on the Captain; though it was taking nearly all of her strength. He was moving about and calling out which she found to be quite commendable considering that he would be in a void, unable to hear, see, or feel anything. Once she was moving and about 20 feet away she let his hearing come back.

"I'm sorry Captain. I've gotta go save this Holden doll and you've gottta go… save everybody else… Good luck!"


Penny took a deep breath before she went into the room that held Loki's cage. She braced herself for what was on the other side of the door. Loki was probably going to try and get her to release him but she wouldn't. She couldn't, Penny refused to let whatever was happening right now; the explosions, the… roaring, she would not let any of that lessen her resolve to stop his supposed 'war'. Another loud crash sounding out nearby motivated Penny to face her Spaceman.

The door opened and Penny ran in, surprised to see an empty cage in front of her. She turned to see Loki talking to a man with a large gun. Loki turned as she neared.

Penny pointed at the glass cell.

"Get back in your cage!" Her tone was light but Penny was unnerved at how things were beginning to take shape.

Loki laughed with unaffected humour.

"Samantha has yet to find you I see."

Penny's eyes shot to his.

"So you really did talk to me in my dream."

Loki nodded, studying her.

"I did."

There was a quiet moment between them.

Penny wasn't sure what to do next, what to say.

All mischief and mirth vanished from his expression.

"Will you stand with me?" His voice was almost small, his eyes searching hers.

Penny walked closer to him, grabbing onto his arms.

"I want to… but… Loki-

"Sir!"

Penny and Loki turned to the man with the gun who nodded at the latter. Loki returned the nod before pulling Penny close and kissing her forehead. He leaned down and whispered into her ear, "Hide."

Not knowing what else to do Penny listened to her love. She scurried away from the cage, slipping behind one of the large pipes. She closed her eyes and took a deep breath. She hated feeling like this; hated not knowing what to do next, hated that she was following Loki's instructions because she was at such a loss of how to handle herself.

She heard the door open and heavy footsteps charge into the room, followed by a voice bellowing out 'No!'

Penny heard the door to the cage close, followed by Loki's mocking voice, "Are you ever not going to fall for that?"

The familiarity in Loki's voice piqued Penny's interest. She pressed herself against the pipe and peered around the corner. She hesitated, startled by a loud bang and the sound of glass cracking.

Loki was talking to someone in the cage, she moved closer until she saw Thor locked in the cell. A cold fear gripped at her. She couldn't let Loki hurt him, Loki might not know it now but she knew that Thor cared for his brother deeply.

"Loki wait!" She stepped forward.

The brothers turned to her. Thor looked to her in surprise and kindness. Loki's eyes were hard.

Before she could speak again Loki's guard dropped to ground. Penny's eyes widened as she stared at Agent Coulson who had a giant gun trained on Loki. Her pulse began to race widely.

"Move away please." The agent's voice was calm and polite.

Penny's heart hammered away at her ribcage, she was relieved when Loki began to move away from the cell's control panel. He turned to look at her, urgency in his eyes.

"Get back."

"Don't move Miss Holden, and hands up." The big gun shifted slightly towards Penny, "We'd prefer no surprises from you today." Coulson's voice remained polite but stern.

Penny raised her hands, her eyes falling down to the guard that lay unmoving at Coulson's feet.

Coulson addressed Loki, the gun moving back to the god of mischief.

"You like this? We started working on the prototype after you sent The Destroyer. Even I don't know what it does. Do you wanna find out?"

The resentment that Penny felt at someone threatening Loki was quickly quelled by horror when the agent gasped and Penny saw Loki's spear slide out of the Coulson's torso.

The real Loki didn't look at her; he just walked past the agent to address the boy he had grown up with.

Penny stared at Coulson as he dropped down to the ground. She could hear Loki saying something behind her but she wasn't listening. Her eyes focused on the red stain expanding on Coulson's white shirt. Her gaze shifted to the presumably dead guard at his feet. Her face was impassive and still, her breathing: regular. Her whole body seemed to be fine but her mind and her heart were screaming out. Memories flashed over her and she saw Turner covered in blood, dying in her arms. She couldn't move. Past and present began to collapse together resulting in a blurry red mess.

All of a sudden there was a rush of air and she fell back slightly as the floor opened up beside her. She spun around and cried out. She ran to the edge and stared down, watching Thor's container hurtling towards the ground. She screamed again. Penny felt her stomach flipping over and around and she once again focused on breathing. She could hear a voice behind her but she wasn't listening. She softly whispered "No." Once more.

There was loud blast behind her, causing Penny to hurtle into the guard rail. She gripped the railing for support, her eyes registering the unknown height of the drop below her. She turned around and took in the scene; Coulson was on the ground, blood dripping down his lip, his giant gun smoking. Loki was picking himself up from the ground in the next room, smoke and glass swirling around him. She looked back down through the open floor, unable to see what had become of Thor. She closed her eyes, feeling nauseous.

Loki stepped back into the cell room, extending a hand to the woman he so desperately wished to get off of this cursed ship. She was clutching the railing so hard her knuckles were white. He could tell she was frightened but there was more than that in her eyes. He feared what she thought of him now but he didn't have time to dwell on their fears. He extended his hand to her, breathing heavily.

"Penny."

Penny opened her eyes to see Loki reaching out to her. She looked back at Coulson on the ground.

"I… I can't." She looked up at Loki, "I don't know what to do. I don't know what to do… you… you…"

Penny saw it in his eyes then; real fear shining at her. Loki took a slow step towards her.

She recoiled and clung to the railing tighter.

"Penny please," His voice was pained, "Let me take you away from here."

Somewhere, in the back of her mind, Penny could have laughed at that. How long had she been waiting for him to say something like that? How many times had she suggested that they just run away? The meaning behind his earlier words about S.H.I.E.L.D seemed clearer to her now. He was readying her for this, airing their dirty laundry so that when this moment came Penny would go with him. She was angry at this; angry that he had to mock her from a cell instead of just talking with her ages ago like a normal person but none of this was normal, none of this made sense. Nothing had really made sense since Loki had fallen into her life. However, as angry as she was she knew that she couldn't stay on this stupid helicarrier.

"Please." Loki's voice was steady but there was a hint of desperation to it.

Penny nodded and slowly moved away from the rail, her legs unsteady as she began to move closer to Loki. She froze when Coulson spoke.

"Stay here Miss Holden. Help us stop him from hurting anyone else." Coulson's voice was still calm but his breathing was laboured.

Penny closed her eyes, steadying herself.

"I'm sorry."

She took Loki's hand.


Loki wasn't sure what to say to Penny as they navigated the halls of the helicarrier. One hand gripped his sceptre and the other was wrapped around her waist gently supporting her as she shakily kept in step with him.

"Penny, I am-

She cut him off.

"Don't say you're sorry. I can see you're not." Her voice was lifeless, her eyes focused on the hallway ahead.

Before Loki could respond they were met by Kella rounding the corner in front of them.

The blonde yelped in surprise.

"Shit! The corners in this place." She muttered mostly to herself.

All of the tenderness that Loki reserved for Penny disappeared as he glared at Kella.

"You are late."

Kella nodded, panting.

"Sorry boss, ran into some dude dressed like Captain America who proved to be quite the opponent, almost took everything I had."

Loki raised an eyebrow.

"You bested him?" There was a slight incredulity in his voice.

Kella nodded again, "I mean he's probably fine now but I took him down and got past him."

Loki appraised her quickly before gently nudging Penny forward and continuing their brisk pace down the hallway.

Kella took a moment to catch her breath before following the pair.

"Are you Penny?"

Penny kept walking but looked over her shoulder at the blonde.

"Yes. You're Samantha?"

Kella winked at her, "Sure am."

Penny examined the woman behind her as best she could as they moved quickly through the helicarrier.

"You look familiar." Penny's brow furrowed as she tried to figure out what it was about Samantha that she recognized.

Kella bristled under the scrutiny. She uneasily recalled the look of recognition in Loki's eyes as he studied her tattoos when they first met.

"I've just got one of those faces." She grinned at Holden, who then refocused her gaze ahead of her.

The trio made their way through the maze of hallways. Kella keeping close, glancing behind them every now and then. She could tell that Loki had been pissed when she first caught up to them and by the look of the pair of them Kella knew that they had just endured something terrible. The Holden lady was shaken up, it was obvious. Loki's arm around her seemed to not only be guiding her through the helicarrier but also helping her to remain on her feet. Kella had seen the tremble in her hands, the darting of her eyes. Kella felt a little guilty that she hadn't protected Holden from whatever had happened. She was very relieved when Loki's early anger dissipated at the mention of the Captain America dude. She thought back to him. The Captain had proven to be a challenge. One she wasn't used to facing. As Kella followed Loki and Penny she tried to quell the unfamiliar feeling that she might need more than her mutation to make it out of this job.

It wasn't long before they reached the deck of the helicarrier. Penny winced as her eyes adjusted to the sunlight. The fresh air soothed her and she slowed her pace, reluctant to head right back into another aircraft. Loki gently pulled her along. Kella skipped ahead, eager to put as much distance between herself and S.H.I.E.L.D. Loki pulled Penny aboard, helping her to her seat. When he reached to buckle her in, however, she pushed his hands away; shakily fastening her harness herself.

Loki pursed his lips and sat beside her; scowling at the blonde observing them from across the jet. He took a deep breath and nodded at the pilot. He glanced at Penny by his side and sighed. Everything was going perfectly. Every piece had fallen exactly how he wanted. He wished he could revel it; enjoy just how thrown Fury and his 'heroes' were. Instead all he could think about was the misery radiating from the woman at his side. He brought his hand down, hovering over hers. She pulled her hand away, adjusting her harness. Loki dropped his hand to his side. Anger began to course through him, he was infuriated that this victorious moment was spoiled by his own emotions. The familiar sting of self-loathing settled under his skin. Loki rested his head back and closed his eyes as the jet took off. He could not decipher Penny's thoughts. He knew she was greatly upset, he sensed her sadness but he could tell she was angry as well. He couldn't deny the uneasiness that flipped in his stomach as he tried not to focus on the argument that he was sure was coming. All he wanted to do was hold Penny, comfort her in her state of distress but he knew that there was a storm brewing in her heart and mind.

When Penny took Loki's hand back on the helicarrier he had hoped that she had made her decision to stand by his side but it was foolish to think so. He knew Penny better. He knew that once she calmed herself; once she cleared her head she would be telling him exactly what she was thinking. Though they often struggled with communicating with each other Loki had learned over time that Penny was always very clear when she was motivated by fury. As the jet flew through the sky Loki steeled himself for the inevitable dispute that awaited him at their destination. He prayed that today would not be the day that he lost Penny forever.

Penny felt lost. As they flew through the sky she tried to process everything that had occurred. She went from playing hide and seek with Grant to Germany to this jet by Loki's side. Not to mention she'd learned that 'dream-scrying' was a thing, and of course she'd witnessed one man's death as well as another receiving what she was sure was a fatal blow. A fatal blow delivered by Loki. And she left with him. Loki literally stabbed Coulson in the back and Penny went with him. She just left Coulson there. The truth of it was that she had been scared. Terrified of the entire situation, especially the giant gun. Now, however, as the distance between them and the helicarrier grew Penny wished she had reacted differently. Would someone come for Coulson? Did they even know he was hurt, that he was dying? She sighed and felt her lip tremble. She focused on breathing. A deep breath in and a long shaky one out. She hadn't cried yet. Sure, she had gotten teary eyed and maybe a solitary salty drop had managed to escape but she hadn't really cried yet. Penny knew that if she let go she might not be able to stop. She was terrified and her heart was broken.

After a moment she reassured herself that at S.H.I.E.L.D the agents were always communicating with each other. She had to believe that as soon as they could someone would be at Coulson's side. She continued to rationalize her actions, just what exactly could she have done? A little voice in the back of her head answered: You shouldn't have left him alone. Penny wiped away a lone tear. She wanted to stay calm. She needed to weather this flight, get somewhere safe and then she had to confront Loki.

Confronting Loki was what had pushed her to make the decision to leave the helicarrier. Of course, she had been dying to get of the blasted thing for weeks but she never imagined an escape like the one she faced today. It was her anger at Loki that made her decide to come. He could attack Coulson, toss Thor from the ship but he still reached for her and Penny knew that it meant he was still there. She knew that as wicked and wild as he'd become her Spaceman was still seeking her help. In a way Penny would help him. She would try and help him understand that everything that he was doing, the army, Coulson, Thor, all of it was insane. It was truly twisted and awful and Penny didn't believe that he wanted all of it. She wasn't stupid, she knew Loki. Knew that he wanted revenge and recognition. She also knew that he enjoyed seeing everybody scramble, that was the mischief in him. All of that combined with his insufferable arrogance was creating the perfect storm but in spite of all of this Penny knew she was missing something.

It was the wildness, the urgency in Loki, the absolute need to see this through that she couldn't understand. After everything they had been through Penny was at a loss at what exactly it was that was propelling him down this road. Penny was pulled from her thoughts by a steady rhythm, her eyes drifted over to the blonde and pink haired mystery sitting across the jet. Samantha was tapping her fingers on her thighs, creating a little tempo that she occasionally added a melody to by humming quietly.

Kella stilled, noticing both Loki and Holden were staring at her. She smiled at them wondering what to make of the pair. She decided to break the silence.

"So, where we headed?" she queried casually.

Loki appraised her for a moment before answering.

"Manhattan."

Penny turned to him, "Manhattan?"

Loki nodded, not meeting her eyes.

Uneasiness twisted in Kella's gut.

"Hmm, NYC… yeah haven't been to the city in a while… what uh… what are we doing there?" She let her apprehension flow into her voice.

"You will be making sure that Penny remains safe and protected." Loki's eyes narrowed, letting the blonde know that he wished to end the conversation.

Kella took in her surroundings and nodded. She was beginning to get the feeling that she was going to need to bail; this job already had her way in over her head. Kella studied Penny, taking in her shaky exterior and heartbroken eyes. Perhaps she wasn't the only one that needed to bail.

Loki regarded Kella carefully, he knew that she did not trust him, knew that she herself wasn't quite trustworthy, he needed to distract her from her doubts in his plan.

"Samantha," He offered her an amiable expression, "I suppose that isn't your real name is it?"

Kella raised an eyebrow, alarms sounding in her head.

"Oh? And why do you suppose that?" she still was smiling, her voice retained its charm.

"Barton informed me that you are a wanted criminal."

Kella shrugged.

"I think 'wanted' might be a bit of a stretch."

"And criminal?" Loki pressed.

"Oh yeah, well that's accurate." Kella chuckled, "So who cares what my name is?"

"I am curious about the names on your arm."

Kella's entire demeanor shifted.

"Don't be." Her voice was hard.

Loki ignored the change in Samantha and turned to Penny.

"You thought she was familiar?"

Penny shrugged, "I don't know… Yes, something about you." Penny nodded at her, "Something is familiar sure but Loki just… for once, just tell us what's going on."

Loki looked down to Penny kindly.

"I cannot be sure, in fact it really is a nearly unfounded theory."

"An unfounded theory about me? What's going on here buddy?" The irritation was clear in Kella's voice.

"One of the names on your arm, I wonder if it alludes to a friend of Penny's."

Kella's heart began to race.

"What?" her voice was small.

"Penny's friend Sloane. A truly impressive woman. Perhaps I'm only drawing similarities between the two of you because you both possess… unique abilities."

Kella tried to diminish the feeling of hope that was begin to rise up in her chest.

"Sloane?" her voice was hesitant, "It was my sisters name…" She looked to Penny desperately seeking some sort of clarity.

Penny's eyes widened.

"You found Sloane's sister?" She stared at Loki in shock before turning to the blonde, "Sloane told me her sister's name… it was something wit think, Kelly?"

Kella stopped breathing.

"Kella."

Penny stared at the woman before her. She turned back to Loki.

"How did you-

Loki shook his head, "I did not find her. Barton did. S.H.I.E.L.D knew about her it seems."

"But Sloane worked with S.H.I.E.L.D? How could they, why would they…" she felt her heart break for Sloane, it seemed like her stoic friend had been right about how untrustworthy S.H.I.E.L.D was.

Kella shook herself.

"Wait… wait, let's just back up here. How do we… I haven't seen my sister for years. And what do you mean 'unique abilities'?"

"Sloane… she's different." Penny jumped in, excitement for the sisters beginning to grow. "You said you took on Cap! I don't know very many people that could get past him but… but I think Sloane could. God, she'd throttle for saying any of this but I think it really might be you. She said she lost you after your parents died."

Kella fought against the waves of emotion that were swelling within her.

"So wait you like, you really know her?" Kella wanted to trust this Holden girl desperately but she was wary, missing Sloane and searching for her was something that she had learned to live with.

Penny nodded, smiling for the first time since Kella had met her.

"I do! I mean... she's a P.I., Fury hired her to work my case. And then she actually became my… body guard I guess." Penny fondly recalled her time with Sloane. "She was someone that I could…" she paused looking up at Loki, "Someone that we could trust." Her smile faded, "Before all of this insanity."

"Insanity?" Loki turned to Penny, trying read her countenance.

"Yeah. Insanity." Penny met his eyes, her voice unwavering.

"Well," Loki tore his gaze from Penny to look at Kella, "Once this over we will contact Sloane and you will be reunited."

Kella sat back in her seat and let herself mull everything over.

Loki stole a glance at Penny who was staring at the floor in thought. He stood up and made his way up to the front of the jet. They were nearing their destination.

Penny watched Loki converse with the pilot for a moment before turning back to Kella.

"I think things are about to get even crazier."

Kella snorted, "Yeah well, it seems like that kind of day doesn't it."

Penny actually laughed at this. She smiled warmly at Kella.

"I can't wait to tell Sloane. In truth, I don't really know her all that well, I mean she's become kind of like my best friend but she's very private," She looked to her earnestly, "I do think that she really misses you."

"I miss her too." Kella smiled sadly. "It has been a very, very long time." Kella leaned forward, lowering her voice and heightening Penny's hearing slightly. "What about you? Are you okay?"

Penny nodded, bringing her hands to her face before running her fingers through her hair, not quite sure if she believed herself.


It wasn't long before they arrived at Stark's tower where Penny's uncertainty multiplied. She shared a look of uneasiness with Kella as they departed the jet. When they walked into the penthouse of the tower Kella let out a low whistle.

"Jeez, this place is swanky! Ooh!" She jogged over to the bar, "Dude must have top shelf back here."

Loki watched Kella for a moment, he turned to Penny almost amused.

"She is interesting is she not?"

Penny nodded, amused herself.

"I am quite certain I do not need to tell you that a celebratory drink is only to be had after your job is complete." Loki stepped towards Kella.

"Of course boss." Kella didn't look up from her perusal of Tony Stark's liquor.

"Very well," Loki turned to Penny, "Once the invasion is over, we'll find Sloane and if you so desire you can leave with Kella." His voice was pained but his expression calm.

"Invasion?" Kella's head popped up from the bar.

Penny took a deep breath.

"Loki… you have to stop."

"Kella, check if Dr. Selvig requires any assistance on the roof." He never broke eye contact with Penny.

Kelly jumped up and slid over the bar.

"Really? Cause you said I'm supposed to protect Penny and I take that pretty seriously so I don't want to let her out of my sight you know-

"Cease your rambling. Go upstairs." Loki continued to study Penny.

Penny turned to Kella, sighing.

"Thanks Kella, Loki and I need a moment here. I'll be fine." She nodded at the blonde.

Kella eyed the two of them before shrugging and heading to the elevator. She gave Penny a reassuring smile before the door closed.

Loki broke his stare to glance at the elevator.

"They call me silver-tongued but you," He shook his head slightly, "The way people respond to you, myself included-

"People like me because I like people." Penny cut him off, continuing, "It really is that simple. I mean, it's that simple with most people. With you though…" she walked over to the window, examining the metropolis below. "With you it was different. I've never felt the way that I feel about you Loki. I've never let anybody this close before. Loki, I love you." She turned to him, tears beginning to form in her eyes. "So how did we get here? Am the biggest idiot in the world? Do I really not have the slightest understanding of who you are?"

Loki said her name softly but Penny held up her hand before he could close the distance between him.

"No, no. I'm not going to let you hold and tell me that you wish I was separate from all of this. I'm not going to let you calm me down before you go off and break my heart all over again."

"Again?" Loki's expression was pained.

"Yes again! How do think I felt when I saw you stab someone Loki? Hmm? Did you think I could just move on from that? I've met him did you know that? I've seen him a few times when dealing with S.H.I.E.L.D, he's always nice, patient." Her eyes grew distant.

"As I said before, this is war Penny." Loki pushed his irritation away, his voice remaining calm.

Penny nodded as a tear fell down her cheek.

"Yeah… that doesn't quite cut it for me. Not a good enough excuse in this situation because it's your war and it is completely and utterly unnecessary. You want to wage war to prove yourself and rule earth? You couldn't care less about his place Loki. And what about Thor?"

"What about Thor?" Venom filled Loki's voice.

"How could you do that to him? How could you do that to your brother?"

Loki shook his head angrily.

"He is not my brother." He appraised her quickly, taking note of the raw pain her eyes. "And what concern is Thor of yours? What happened in those hours in the sky that he endeared himself to you so?" His eyes were full of resentment.

"Well, let me start by saying that I don't need to even know your brother to be upset that you threw him off of a plane. That's a perfectly reasonable thing to be upset about regardless of who he is."

"He is not. My. Brother." Loki's glare was dangerous.

Penny stepped closer to him, furious that he was so obstinate.

"Yes he is! Yes he is Loki. I don't care that you were born on a different planet than him, Thor loves you. He does. You wanna know what happened in the sky? After you were a real jerk to me in your stupid glass cage I was alone. And I thought that that's what I wanted…" she paused, taking a breath to calm herself. "Because, I was sick of it all. Sick of your games, sick of S.H.I.E.L.D's games. And then Thor showed up."

Loki was nearly vibrating with anger.

Penny continued, "Thor just wanted to check in, he said I was fearless to talk to you the way I did. Which, why does everyone think that? Why are you so different with me?"

Loki shook his head, "I am not different with you. You are the only one who has ever-

He paused, trying to articulate what he was thinking.

After a moment Penny continued to speak.

"Whatever, Thor came and we talked for a long time."

The ire returned to his eyes, "Oh how lovely, he managed to hold a long conversation, not usually his greatest strength."

"Yeah well we talked for a long time about you. I told him our story and he had many stories to tell about the two of you." She sighed, "Loki, don't get me wrong here, I know that you had a really difficult upbringing and I know that having Thor as a brother was hard but… but he does love you. So as alone as you feel right now I'm telling you that you aren't." She took a deep breath, "If you reached out to him I know that Thor would help you."

Loki walked away.

"What about you?" he turned back to her.

Penny started to cry.

"I don't know any more Loki."

"I see." His voice was quiet, unsurprised.

"No you don't see." Penny felt everything shatter at once. "You think I'm afraid of you and that I'm sad but it is so much more than that." Her eyes met his directly. "You broke me. I want you to understand that. Don't write this off as me 'seeing the real you'. This is me broken because of choices you have made."

Loki looked away.

"There are things I must see to."

"Of course. Well, have fun with that."

Loki looked at her with what Penny took as disappointment. She shrugged.

"Sorry. Did you think I was made of sterner stuff?"

"I had hoped that you had meant it when you said you knew who I was." Bitterness seeped through his words.

"I did! I do! I just…" she sighed, another tear escaping, "I thought that maybe you could go beyond all this. I thought that maybe you'd just…"

"Run away?"

Penny looked at him. She took everything in. Everything about him was cracked and sinister and sick. She realized that what she saw as salvation in her eyes was cowardice in his.

"No Loki, no… I don't know any more. I don't know what I want, I don't know what I really wanted for you. I just hoped that you might…" she stopped and looked away. She felt so stupid. She should have listened to her friends. She felt her tears falling. She should have never let him back in to her life. She should have never written that note, never stabbed that agent with that arrow, never kissed him back at Sharon's, never let him stay at her house, never opened her car door for him. She never should have looked into his eyes. His voice cut through her thoughts.

"I have to see this through."

She felt anger take over sadness.

"Why?" she asked without turning. When there was no response she looked up at him, "Why?"

Loki expression surprised her. She could see uncertainty and… fear.

She hated herself for it but her anger was pushed back as a familiar concern rippled throughout her. She took a step towards him.

"Why Loki?"

He looked into her eyes, his previous expression was gone but he looked a little more like himself to Penny.

"I… have been through much. I have seen great things," he paused and looked down as Penny's hand reached out to his. Urgency seeped into his voice as he gripped her hand tightly, "Make no mistake, I want you."

Penny stared up at him. "But-

His grip tightened.

"I want you. I want us to continue but there is so much that has happened, so much of my life you have not seen. I must finish this. When I am free of this you are the goal. When this is over you are the only thing I will fight for."

Penny was taken aback by the intensity in his voice, the change from his recent sinister behaviour to this seemingly earnest declaration.

Her free hand reached out to softly touch his cheek.

"When this is over I won't be waiting for you. I think I'll be gone. From you." Her tears had stopped, she wiped her eyes.

His thumb rubbed against her wrist.

"Wait just a bit longer."

A final tear dropped down.

"I don't think I can."

His voice was quiet.

"Do you hate me now?"

Penny let out a shaky breath and whispered back, "Yes."

Loki dropped her hand and pulled away.

Penny shook her head. For a moment she fought against herself. He was walking away from her, was that not what she wanted? Didn't she know that she had to make a break? That she had chosen to have her heart broken this final time so he wouldn't break it again and again later. She should let him walk away. She shouldn't say a word. Let him go.

"Wait…"

Loki turned back, something akin to hope dancing in his eyes.

Penny exhaled shakily.

"You said 'when you were free' of this. Which means that you are imprisoned by this."

Loki moved to interrupt her but she stopped him.

"No… I do know you Loki. I know how incredibly careful with words you are. You wouldn't have let that slip if you didn't want me to figure this out. And I don't know if it's a play to get me back on your side or not but let's hear it out."

Loki shook his head.

"There is no game Penny, I have a war to conduct if you will excuse me."

He turned from her and began to walk briskly away.

"Loki."

He stopped but didn't turn back.

Penny took a deep breath.

"If you want me to even think about reconsidering our relationship you will tell me the truth. All of it. Or you walk out that door and this begins and when it's over, regardless of the outcome, I will be gone. We will never see each other again. Because after everything you have done I can leave you. This time you've broken my heart and really pissed me off. So this is it. Tell me your side of the story and I'll decide if I'll ever speak to you again."

Loki slowly turned back to her. He squinted his eyes.

"You are fearsome."

She kept her stare even.

Loki looked briefly outside, sighed, and the returned his gaze to Penny.

"When I fell. I… well to begin I was not completely honest with the way I fell. After Thor had taken the destruction of Jotunheim from me we found ourselves in a rather precarious position. My father had a grip on Thor who was holding on to a sceptre which I had gripped as we dangled over the imploding bifrost. I attempted to explain to my father what I could have achieved. Odin was not impressed." He paused, memory of old emotion resurfacing.

Penny felt the familiar tug in her heart.

"You let go."

He nodded again, "I wasn't sure what to expect. At the moment I did not care for the outcome of my actions. My future was unimportant. You believed I fell to earth directly."

Penny nodded, "You led me to believe that."

A small smile tugged at his expression, "I instead fell into another place, outside of the great tree. Far from anything I knew." His eyes darkened. "There is an old creature there. He gifted me the sceptre and army. He wants the tesseract. He needed me to retrieve it."

"Why didn't he come get it himself?"

Loki raised his eyes to hers, "I learned not to question him."

Penny felt the tug again.

"What did he do to you?"

Loki didn't say anything for a moment.

"He didn't care for my words. I fell into his world without a care for my life. What I endured there made me long for any escape. And then he showed me the sceptre. And told me of my task. Thanos assured me that if I failed I would be found and returned to him where I would face the consequences of my failure." He paused again, "He gave me purpose again. I had lost my will but Thanos had given me another situation within which to prove myself. And this time it wouldn't be for my father or Asgard but for myself."

He looked at her eyes, deciphering her judgment of his story. He decided to share with her one more part of his story that he had only just come to terms with himself.

"I never questioned my resolve, I never desired to risk Thanos' wrath. Until I fell for you. And I have relied on this quest to keep my emotions for you secondary. I have fought to tell myself that I am not in love with you. That I simply enjoy trifling with you. But you have shattered all of this. I have held on to my resolve but you have taken the enjoyment away from this. For that I have resented you which further encouraged me to continue what I started."

He took a step towards Penny, locking her gaze with his.

"And now I have come so far that I must finish this, not only because Thanos will come for me if I do not but because if I fail I will never see you again."

Penny was speechless.

Loki turned away.

"I have given you my truth. Stay here with Kella. Do not leave, you will be safe here. When this is over I will return you to your friends. For this battle you must remain here."

Penny nodded.

Loki inclined his head towards her and then walked outside.

Penny slowly made her way across the apartment. She found herself at Tony Stark's personal bar. She poured herself a shot of whiskey. She drank it. She leaned against the bar before slowly sinking to the floor.

In fairness she had asked Loki for the truth. In fairness he had been completely terrible until she asked for his side. His truth also didn't account for many of his actions or why he had to enjoy so much of the awful things he did.

In fairness he had been playing the part of the villainous ex-boyfriend more than perfectly. And she had been so convinced that she was ready to let them go. Then that little speech took her apart. And now she was far more conflicted than she had ever been.

She heard the elevator door open.

"Penny?" Kella's voice rang out.

"Over here." Penny threw her hand up and waved.

Kella peered over the bar, her eyes lit up when she saw the bottle beside Penny.

"I see you've opened Stark's whiskey."

Penny nodded.

"I know the boss man told me not to but can I join?" She wiggled her eyebrows.

Penny laughed before shaking her head.

"No… no you gotta get out of here." She stood up, "You're going to get off this island and find your sister."

"What about you?" Kella looked to her in confusion.

Penny closed the bottle of whiskey and put it back in its place.

"I'm staying here. I know it probably doesn't make sense. I know that I'm probably as crazy as he is but I'm not going to leave now. He thinks he needs to see this through and I don't know how yet but I'm going to stop him."

Kella smiled at her, impressed.

"Who are you Penny Holden?"

Penny laughed slightly, "I don't know… I'm… how did Loki put it?" she thought back for a moment before facing Kella resolved, "I'm the beautiful distraction."


A/N: Thank-you so much for reading, I cannot extend my gratitude enough! For anyone who reviews and favourites and adds this to your alert I am so grateful that you have enjoyed reading about Penny and Loki. I hope you enjoyed this chapter! I'm finally in a position where I have time to write and am so pleased to be working on Penny's story again!

Thank-you!