Notes:

Disclaimer: I do not own Avengers, Arrow, or Captain America or any of the characters you recognize. I'm just borrowing them for entertainment. There is no monetary gain and no copyright infringement intended. The lines of dialog you recognize are from the show or movies, the rest you don't recognize are from me.

Note: For anyone reading Reflections in Time… I have not abandoned that story. You should be getting an update in the next two weeks.

Notes: I love the characters of Oliver and Felicity and enjoy reading Olicity stories but this story is a Felicity/Steve Rogers pairing. I intend for there to be a lot of action and some of the other Avengers may make appearances. Oliver has had some pretty crappy breaks along the way. I think him having a little help with the Slade problem and maybe some new friendship would be fun to explore. This is my first try at a fandom not SG1 and since my amazingly awesome beta Gategirl7 is just catching up on Arrow and isn't into the second season yet, for now I have friend who has never been a beta before that is helping me.

This story takes place after Captain America Winter Soldier in the Marvel universe and a few weeks before the episode Deathstroke in the Arrow universe. There could be spoilers for any of the Marvel movies through 'Winter Soldier' and Spoilers for this season of Arrow. Also maybe some minor spoilers for Agents of Shield. From Deathstroke forward will be AU since Steve will be in the mix but I will be trying to keep in line with the big events that happened in cannon.

For now this story is not Mature audience and I'm going to try to keep it that way. I will post alternate chapters alongside this one when we get to the steamier chapters so that you can read the family friendly one here or the racer version of those chapters.

This story was inspired by the amazing Felicity/Steve pairings that started with NocturnalRites
story : s/10185771/1/Felicity-and-the-First-Avenger-Arrow-Captain-America-Crossover If you haven't checked it out, she is an amazing storyteller. You will enjoy it.

Chapter 1 – Fresh Starts

Steve Rogers rolled his shoulders as he fought to get into a rhythm with the exercise bag. He needed to be careful to control his pace and the strength of his punches since he was in a public place. The exercise room of the local Veteran's Administration of Starling City was deserted at 8am on Easter Sunday but he didn't dare slip. He didn't need to blow his cover by sending the bag across the room just because his anger and frustration were at an all-time high.

The pound of his knuckles against the bag felt good. The physical release of energy felt good. Those things didn't change. The rest of his life had been upended quite spectacularly the last few months, leaving him unsure. S.H.E.I.L.D had been ripped apart by HYDRA, an organization that should have been dead and buried. Bucky, his brother in everything but blood was alive, not dead for 70 years like Steve believed, but he'd been brainwashed and abused and now he'd disappeared.

"We shut down Hydra, we shut down SHIELD." Steve's own words, condemning Shield to death, echoed in his brain. Nick Fury had not been happy at hearing them. 'One has nothing to do with the other!' He'd argued, but Steve hadn't budged. 'You're not part of Hydra, but you had the same ideas as they did! If we have to shut this down, we shut down everything!' Had he been right? He'd been so sure, but now, seeing the disarray the intelligence community was in, the way other agencies were picking through the carcass of SHIELD, he wasn't as sure.

Tony Stark's voice from years ago played loudly in his head 'An intelligence agency that *fears* intelligence? Historically, not awesome.' Much as Steve disagreed with many of Tony's sentiments, in this he was right. Peggy's legacy to the world, the cause he'd fought for, turned out to be as corrupt as if the Red Scull were still alive and in charge.

Steve hit the bag faster, controlling his power, but he stopped trying to control his speed. "Stop wallowing." He ordered himself, hearing Natasha's voice in his head. His decisions had changed the world for so many people, not just him. Everything that had happened swirled around in his head. He had too much time to think. Chasing after the Winter Soldier with his wingman Sam had kept him from thinking too hard at first, but with no sign of Bucky, he'd had to give up the search.

The chains holding the bags groaned in protest at the power in Steve's blow. Dialing it back a little, he breathed in and tried to calm himself. Nat explained that as the Winter Soldier, Bucky knew how to go to ground better than just about anyone. He wouldn't be found until he was ready. So the feelers were left out there, but there really wasn't anything else that Steve could do. Sam had gone home to his family until he was needed and Steve had found a new place on the opposite coast of his birth to try to, 'find himself' as Stark had called it.

Find himself?! He knew what he was, he was a soldier. He just wasn't sure who to fight for anymore. For now the Avengers, when they needed him, would have to be enough. The days of him working for a government agency were behind him for quite some time. As Steve's fist connected with the bag too hard again, he ignored the creaking chains and slight tear in the seam, finding it harder to rein himself back in again.

Inactivity wasn't something he took well, but he had to accept that right now there was little for him to do as an Avenger or as Bucky's friend. The spy's were the ones on the front now. They found targets and then the people like him got called in. And Bucky wouldn't be found until he was ready. That left a whole lot of time to think about his life and all the wasted time. He'd sunk that damn HYDRA ship into the ice, lost 70 years of his life and it had all been for nothing. HYDRA was still destroying lives, including his.

"Cut off one head…" he muttered as he slammed his fist into the bag much harder than he meant to and watched as his hand penetrated the canvas of the bag. Sand shot out of the newly formed rip on the opposite side. Well at least he hadn't shot the punching bag across the room this time.

"Excuse me, I'm looking for muscles, ah," the feminine voice jolted Steve back to reality. He spun toward the young woman that had come in the side door. As her words sunk in, he felt the corner of his mouth lift a bit. "I mean, I'm not looking for muscles, I have my own. Not that they're nearly as nice as yours are. It's not like I'm standing here admiring your muscles or anything," she rushed on. "Because that would be really awkward," she paused for a moment, blinking at him with huge eyes behind her glasses. He was mesmerized. Her bright lips and natural makeup were not that far off from what women of his time wore.

The more the young woman talked the more she turned red. The color started at her neck and was working itself up toward her hairline. It was adorable and reminded him of days when women blushed much more easily than they did now. He thought he might be blushing a little at her obvious appreciation of his bare arms, but couldn't bring himself to interrupt. He was fascinated to see what she would say next.

Taking a deep breath and closing her eyes for a moment, she seemed to catch herself. "I'm Felicity Smoke," she announced, obviously deciding there was no way to salvage her prior rambling. She took a few steps toward him and held out her hand. "I was looking for John Diggle," she stated. "I sometimes have run-away babble," she explained a bit sheepishly. "It happens a lot actually, but I, ah was actually meeting John here to help decorate for Easter. I know I'm Jewish, but candy, kids hunting for brightly colored Easter eggs; what's not to love?"

"Steve Rogers, ma'am," he smiled. "It's good to meet you, but I don't think you want to shake hands with me right this minute, I'm not presentable for mixed company." He'd worked himself into a sweat not to mention his hands were still taped from the workout with the bag. The bag! She'd almost made him forget that he'd punched a hole in it. She seemed to be too focused on him to notice anything else. It was flattering and a relief.

He was very glad she didn't seem to think it was strange that he could tear through a heavy punching bag, let alone with enough power to force the displaced sand out of the other side. He'd been so lost in thought he hadn't paid attention to controlling his strength or to the fact that someone had walked in on him. On the other hand, he liked very much that she was flustered by just him. She didn't know who he was, but yet she was very focused on him and almost a little shy.

"It's OK," Felicity smiled. Her whole face lit up with expression. Steve's breath caught in his chest. "I'm used to sweaty men." What? She caught him off guard. His eyebrows climbed into his hairline. He was sure he'd turned red now. Felicity eyes went wide. "I mean not sweaty for sexy reasons," she was quick to continue, though it wasn't making either of them less embarrassed that he could tell. "Not that you can't be sexy when you sweat because obviously you are…" her cheeks had turned a brilliant red as she stammered to a stop.

Steve tried hard to hold back his smile so that he wouldn't embarrassed her any worse than she was already doing to herself, but he failed miserably. She was absolutely adorable. He liked how open she was. "I'm going to just stop talking now and hope that the floor opens up and swallows me." She decided out loud.

"Never going to happen," John Diggle interrupted as he came around the corner. "I thought I heard you back here, Felicity." He announced, headed down the hall toward them.

"The floor or the babbling," she muttered under her breath. Steve stopped trying to suppress the smile that kept threatening and let out a chuckle. Glancing at him, her lips turned up too and Steve felt a little weight lift off of him. He had to catch his breath. No one had affected him like that since Peggy.

Apparently John had heard her mumbled comment also if his smile was anything to judge by. He held up the streamers of various colors in one hand and a bag with more pastel colors sticking out of the top in the other.

"Please take over these and make them festive. Lyla was coming by to help, but she just got called away and streamers are not my thing." The older man looked hopeful.

"Not a problem," she agreed, taking the colored streamers from his hands. She spun a little and smiled up at Steve. "It was nice to meet you." She told him. His heart rate picked up at the smile she turned on him. "I had better get working and let you get naked." Steve coughed as that statement hit him in the chest. With raised eyebrows he noticed that John seemed to choke for a second before clearing his throat. Diggle didn't seem surprised. Maybe Felicity's lack of control when it came to whatever thoughts were in her head was something that happened often.

"For your shower, get naked for your shower," she corrected quickly, though he didn't think that was much of a save. She was back to being an adorable shade of red again except this time Steve was pretty sure he matched her. "I'm making this so much worse."

"The tape is on the counter in the assembly room," Diggle offered helpfully, the laughter apparent in his voice. Felicity turned grateful eyes on him before hurrying from the room. Steve watched her leave, too distracted to notice right away as the smile vanish from his friend's face. He followed John's eyes as he turned toward the punching bag still slowly leaking sand.

"You want to tell me what happened here?" John asked, his calm voice had an edge to it. His usually kind expression had gone hard. Steve considered his answer. He didn't want to lie to someone he'd started to consider a friend, but he couldn't exactly blurt out that he was Captain America. He'd only known John 6 weeks or so.

A few months ago he might have, but now that he'd lead the team taking down S.H.E.I.L.D and HYDRA he was a lot more cautious who he told his secret. There might be people hunting him and he didn't want to bring trouble to anyone new. Steve wasn't planning to hide his identity if anyone recognized him. There were pictures out there if anyone checked the old news reels, but they weren't that easy to come by and he wasn't going to offer the information.

"I'll be happy to pay for the bag." Steve met John's eyes and held them. He wanted the older man to see that he was someone to trust. John sighed and stepped back. He'd come to full alertness and he was putting more distance between them. Steve wasn't sure what was up. Ok, it was unusual to break a bag unless you had super strength, but he did not understand the level of watchfulness John was exhibiting.

Steve could understand questions and his avoidance tactic was obviously not going to work on John, but he wasn't exactly sure why John now perceived him as a threat over a ripped bag. Damn, Steve didn't want to lie to this man that was becoming his friend, but he also didn't want to bring his other life into this one. The Veterans Administration and the surrounding Glade's area had begun to be a haven of what he believed normal life probably was these days. Sure, the area was rough and rebuilding after the city's earthquake disaster, but he could see pockets of new life and new hope springing up. It was restoring his soul and he wasn't ready to give that up.

"I'm sorry, John. I lost my temper earlier and I gave it a pretty hefty kick that must have weakened the canvas. I'm the one that damaged the bag so I will pay for it. I was just getting ready to grab a broom and clean it up when Ms. Smoak came in," he stated the last part truthfully. The story sounded false to him, but it always did that when he lied. He was a terrible at it. He could feel his face getting warm.

He was hoping his friend would take it as embarrassment at losing control, which is also was. Maybe Natasha's talks about lying were sinking in. She's told him that because he was so bad at it, he should stick as close to the actual truth as he could if he had to go that route. "I'm just glad it was my fist that went through it and not someone else's. I'd hate if someone had hurt themselves because I weakened the bag."

John watch him for a moment before his face and stance relaxed. "You want to tell me what prompted the loss of temper?" The man wasn't going to let this go. "You haven't talked about your time serving or what you are dealing with, but I'm a good ear if you need it." Steve was touched by the offer. The truth was he could use a friend that wasn't involved with the craziness of his life. Natasha and Bruce were both good friends that he could and did turn to, but neither was a soldier and both came at life from completely different points of view than he did.

"I'm still active duty," he answered, deciding to open up a bit. "I can be called in at any time." And while the Army is still paying me a pension, I don't work for them anymore, Steve thought, but didn't point out. "A few things have made me question what I've been fighting for." Steve wasn't sure where that had come from. It was more than he'd meant to reveal.

"I've been there, Man," Diggle responded. "I had a tour that made me question what I was fighting for a few years back. I got out as soon as I could. What company did you serve in?"

Steve wanted to say proudly '107th Infantry', but it didn't exist anymore. "I'm not officially tied to any company anymore. I'm pulled for special projects." As he repeated the line he'd been given, he couldn't help think about the 107th and his Howling Commandos. He knew who to trust back then. They'd been his family, not just his team. It was a lot simpler in those days. Don't go there, he told himself, pushing the images of his modern day team trying to ambush him in an elevator out of his mind. "How about you, what company were you with?" he asked. The more he got to know John Diggle, the more he was starting to like him and feel like he was someone he'd be able to trust.

Before John could answer, a couple burst in the back door. The young woman was full of energy, while the young man with her seemed to be more reserved with an almost wild look to him. "Hi, Mr Diggle," the young woman greeted John. "Felicity mentioned that you were organizing an Easter brunch and fun day for the kids. I thought you might be able to use some more help and more supplies." She offered, holding up two big bags and tilting her head toward the even bigger bags her friend was carrying.

"Hello, Ms. Queen, Roy," Diggle responded, moving forward to welcome them. "We can always use more help and supplies." He smiled, turning back to Steve, "Steve Rogers, this is Thea Queen and Roy Harper." Steve moved to shake hands with both young people.

"Nice to meet you Steve," Thea Queen shook his hand, warm and friendly. Her boyfriend, he assumed, was not nearly so friendly. When they shook hands he seemed to be uncomfortable, almost like he was afraid to actually grip Steve's hand. Did Roy recognize him? He didn't really think so, but it did send up a few flags. He'd have to keep an eye on the kid.

"You as well," Steve offered. "Well it looks like you're getting busy, John. I better clean up this mess then go grab a shower so I can get back and help."