Nick Fury: Agent of Cauldron (Worm AU/Marvel)

Part 1

A/N: This is a collection of snips in roughly chronological order from multiverse where Nick Fury takes the place of Doctor Mother and founds and runs Cauldron. Earth Bet looks very different as a result. After all Captain America, World War 2 veteran or not, isn't about to stand for Nazis taking over anywhere.

The Marvel characters within will take more after their movie versions than the comic versions where applicable. This means that Nick Fury looks like Samuel L. Jackson's more badass interdimensional doppelganger.

+NF: AoC+

Fortuna stared down at the dead Entity. A hand clasped her shoulder. "It'll be okay kid," the man said in Spanish, her native language. He had dark skin, short hair, he wore a blue shirt, dark pants and a black long coat, and one eye was covered by an eyepatch. "We'll win."

She nodded. She had done as best she could to copy as much of the path to defeating the second entity as she could, and was taking a moment to wait as the man who would be instrumental to the survival of humanity began the project to build an army for them.

"Your power is very useful, but you're just a kid," the man continued after a while. "I can get this started without your constant assistance, so I'm sending you to school."

Following the current path she was using, she turned to the tall man and replied in accented English, "I don't need to go to school."

"Yes you do," he replied, his voice brooking no dissent. "You can't spend your whole life mindlessly following your power, because that isn't living. Your power can help you answer pretty much any question, but it can't help you ask the right ones. This project will take years, decades even, and you don't need to be present for every second of it. You're going to school, you're going to make friends, and you won't use your power to cheat. I'll know if you do."

Fortuna asked her power, and frowned at the answer. "How?" she asked him, confused.

Nick Fury smiled at her knowingly.

+NF: AoC+

Fortuna walked into the classroom. She wasn't nervous exactly, but Mister Fury had told her that she should make friends and go to school without using her power. She trusted him, and liked him. He cared about her and believed in her, so she had promised herself that she would do her best to live up to his expectations without relying on her power too much. After all, it wasn't really cheating to know how to get to the right class without having to look at a map or a schedule, was it?

She walked through the classroom and sat down next to a girl her age. She wasn't going to use her power to make friends, per say, but there wasn't anything wrong with using that power to point her towards people who would be good friend material.

"Hello," Fortuna said in the heavily accented English that she had painstakingly learned in school. "I am Fortuna. Who are you?"

The girl gave her a friendly smile and held out her hand. "Hi, I'm Annette. It's nice to meet you." Fortuna used her power and elegantly shook Annette's hand, feeling slightly guilty for using her power in such a mundane way. She just knew Mister Fury would know. "So are you the exchange student I've heard about?" Annette asked.

Fortuna paused and parsed the English sentence in her head, before replying, "Yes, I am the exchange student. I am new to America."

Annette's smile brightened. "Well, in that case how about I help show you what it's like here?"

Fortuna smiled. "I would like that, thank you."

+NF: AoC+

Fortuna walked along the street beside her caretaker, Agent Coulson. He was just out of college but had apparently been handpicked by Nick Fury to watch over her, not that she really needed it. In fact, while she appreciated the company, a small part of her grated at having a babysitter while Mister Fury was working on saving the world.

"How was your first day in school here in America?" he asked her in Spanish.

"It was good," she replied in halting English. "I made a friend."

Coulson smiled at her. "That's good to hear Fortuna, and good news deserves ice cream."

She replied with her own genuine smile. Maybe having Coulson follow her around and going to school in America wouldn't be too bad.

+NF: AoC+

Nick Fury looked at the man before him. "Are you sure this will work?"

Doctor Abraham Erskine nodded. "We believe so, but there are risks, which is why I'm volunteering."

Nick Fury raised an eyebrow. "And what," he said, "would we do if something went wrong?"

Dr. Erskine sheepishly shrugged. "I just think that it should be someone who understands what they're getting in to."

Nick Fury nodded. "I understand. I want you to prepare a batch, but don't let anyone try it. I'll find us people to test it on."

+NF: AoC+

United States Army Lieutenant General Chester Phillips walked into his office and stopped at the sight of someone sitting in his chair with it facing away from him and towards the window behind his desk. He couldn't tell who it was, so General Phillips cautiously approached with a hand on his sidearm.

Before he could take more than a step or say anything, the chair turned toward him, revealing a familiar face. "Hello Chester," Nick Fury said.

Chester Phillips shook his head ruefully. "I should have known an old spook like you couldn't stay dead."

Nick Fury let himself smile slightly. "You know me, Chester. I just never got the hang of it."

Chester barked out a laugh and made his way to the cabinet he kept a bottle of liquor. "Alright Nick, what do want?"

"I've come into possession of something you might be interested in," Nick replied as he placed a folder on the desk. "But it comes with some strings attached."

Chester took out the liquor, a bottle of nice bourbon, and two glasses. "Care to elaborate, or are you just going to keep being cryptic?"

Nick leaned back as Chester walked over to take the seat in front his desk. "My people have a super serum, it should work, but it's dangerous and we need test subjects who can be trusted."

"Really?" Chester asked skeptically as he set down the glasses and opened the bottle.

Nick gestured to the folder. "Read it, but eyes only. This is need to know."

Chester nodded and poured each of them a finger of bourbon before opening the folder and carefully reading the contents. As he progressed, his frown deepened and he downed his glass in one gulp before pouring himself another. "And this is all correct?"

"Yes," Nick told his old friend.

Chester swirled his glass contemplatively while Nick sipped his own. "Then I think I have someone for you," he finally said. "He's only barely physically fit for duty, but he's as determined and dedicated as they come. If this serum works, then then his physical issues should be a problem for you and he'll be reliable." He looked through the folder again before tapping an alias. "This Contessa, she can't help with this?" he asked.

"Her powers don't work on the Entities or on the results of using the formulas," Nick Fury explained. "The one we killed, Eden, apparently modified her power to keep her from doing the same to the other one."

"Damn," Chester muttered. He was quiet for a moment before nodding to himself. "Then I think there's another lad I can send you, a sharp man by the name of Bruce Banner. If these 'Entities' use dimensional powers to do this stuff like your boys theorize, he'll be as good a help in figuring this out as anyone. I'll get you their files."

"Thank you, Chester," Nick replied.

"No problem, Nick. Just keep me in the loop on this. Even if we can't do much for the other Entity right now, some supers like form the comics could do this country, this world even, a lot of good."

"Will do," Nick said as he stood up and shook hands with Chester Phillips.

+NF: AoC+

Steven Rogers lay back against the gurney he had been strapped too while Doctors Banner and Erskine made the final preparations.

"Ready?" General Phillips asked him from the balcony above.

"As I'll ever be, sir," the thin Lieutenant replied. "Still waiting for that promotion though."

General Phillips laughed. "Alright, son. If you survive this, I'll make you a captain."

"I'll hold you too that, sir," Steven replied.

Doctor Erskine finished attaching EKG transmitters and the like to Steven and told him, "We're good to start."

Doctor Banner held up his thumb from beside the monitor machines. "We're prepped on this end. All systems ready to go."

Steven nodded, or tried too since his head had been strapped into place. "Let's get this show on the road then."

Doctor Erskine nodded. "Alright, open your mouth and swallow when I've poured this all in."

"I'm not that kind of guy, Doc," Steven joked, causing the others present to chuckle before Erskine held to glowing vial to his mouth. Steven obediently opened his mouth and fought down his gag reflex as the foul tasting serum was poured in. Only his sheer determination kept him from spitting the vile concoction out, and once Doctor Erskine had finished pouring had swallowed as fast as possible.

The next thing he knew, his body was on fire as muscle and bone shifted and grew. The scientists watched din alarmed fascination has his body grew and strained against the straps holding him down. "Get me out!" Steven cried out, pushing them into action. Doctor Erskine hurriedly undid the straps that were now biting deep into Steven's flesh, but some of them wouldn't come undone. Steven cried out and heaved with all of his desperate strength, breaking free of the remaining straps. He sat up on the gurney, heaving for breath as the pain quickly faded.

He looked up when he heard General Philips whistle. "I'll admit, I was still skeptical, but seeing this? I believe," General Philips said to Director Fury of Cauldron, the secret project of which Steven was now a successful test subject of.

Steven looked down at his body, momentarily taken aback by how much he had grown in muscle and mass. Simply put, he was huge. His mind raced and with some rapid mental calculations he realized that he had not only grown what must have been his previous body weight in muscle and bone, but he had grown two feet and three inches taller as well. Then he was taken aback be how quickly he realized that.

"I'm a believer too, sir," he finally said. "At least I'll look dashing with those captain's epaulets." Director Fury smiled on the balcony and General Phillips laughed.

"That you will," General Phillips agreed merrily. "Once you get yourself some new clothes, or don't, you'll have the ladies all over you."

Steven blushed and covered himself, now that his torn clothes no longer did that with his suddenly large, muscular frame.

+NF: AoC+

Contessa walked into the break room containing the three lead researchers of Cauldron, Doctors Erskine, Banner and Manton. She had come back from school in order to ensure the smooth operation of Cauldron and her precognition had led her here.

"What you're proposing is wrong," Erskine informed Banner. "There are better ways to test this."

"We need results," Manton replied. "Tinkers can provide us with the technical expertise that we can't get ourselves and if it isn't someone in the know, we need an intelligent person we can trust to do this right and is a part of Cauldron."

"Tinkers?" Contessa asked.

Doctor Banner turned to her. "Ah, Fortuna. It's good to see you again. And yes, Tinkers are what we're labeling the prospective power category of the genius inventor capable of inventing super science devices. If we had someone with that kind of power to help us, it would make getting past these technical barriers much easier. There's only so much we can do with modern technology, and with the issue of the Agents' memory blocks it needs to be someone already part of the project. We can't just contract this out to a natural Tinker, if one ever appears."

Contessa nodded in understanding. "I will find someone suitable."

"Thank you," Manton said to Contessa, who smiled in response.

"It's not hard for me, and this is important," she replied.

"We still appreciated it," Banner told her.

"In that case, you're welcome," she said. She then looked at Manton. "Was there anything else?"

He shifted uneasily before straightening. "Yes, I've been looking into the regenerative effects of taking vials and was wondering if we could look into that further, perhaps exploit that."

"It seems reasonable, and Director Fury is updating the approval process. Anyone here is free to apply for themselves or apply on behalf of someone they believe they can trust."

"Of course," Manton replied.

"Is that all?" Contessa asked. "I should get going."

Erskine waved her off. "Don't worry, we know you're busy with hat power of yours. Us old men have plenty to bicker about to keep us occupied."

Contessa said her good byes and departed.

+NF: AoC+

Tony Stark, formerly dying playboy entrepreneur and now parahuman playboy entrepreneur looked up at the sound of his lab door opening. This wasn't his lab in his California mansion, but rather the Cauldron lab where he kept all of the 'good stuff,' like the interdimensional transporter he was currently working on.

Walking in like he owned the place, which he actually did, was Nick Fury, Tony's boss in saving the world. "Generalissimo," Tony said by way of greeting.

"How are things going, Tony?" Fury asked Tony. Fury walked up to the half assembled armor that Tony had abandoned halfway through in order to work on an idea that had come to his mind while he was in the middle of working on it.

"I've been thinking," Tony remarked as he returned to fitting a coupling into place on the device.

"About?" Fury asked as he carefully made his way over through the clutter of Tony's workshop, brushing through the holographic displays Tony had left up for reference.

"That power issue, with our powers," Tony said and he switched tools. "David said he noticed he couldn't get back a few of the powers he released, and that set me thinking."

"Oh?"

"Well, if Eden's dead, where is all of the energy the Agents must be using to give us powers coming from?" Tony asked as he returned to his project.

Fury nodded. "Doctor Banner theorized that the supply is finite," he said. He looked at Tony inquisitively. "Do you have a solution?"

Tony shrugged. "Not sure. The power consumption must be huge, and if what Manty's suggested is right then this might not help, buuuuuut…" Tony turned to face Director Fury. "…I think that with dimensional tech like this and some energy oriented stuff I might be able to rig up a suit with an Arc Reactor to help with that."

"You can do this?" Director Fury asked.

Tony smirked. "Of course I can, I'm me." He reluctantly paused, his smirk fading slightly. "But, it'll take me a while. This is a big project on top of everything else and it involves stuff even my power isn't great at. If you could get me some help, that'd be great, but I know how erratic the serum can be."

Director Fury pursed his lips in thought. "Doctor Banner mentioned an experiment that might prove promising, but I'll ask Fortuna if she can recruit someone to help with dimensional technology and energy transfers. They won't be immune to memory blocks, but hopefully they'll be able to help you with your projects."

Tony nodded. "Thanks, Generalissimo. This baby should be good to go in a week, two tops."

Fury nodded. "Keep up the good work, Tony." With that, he turned and left Tony to his work. "And don't pass out in Lincoln's lap again."

+NF: AoC+

Rebecca walked with her recruiter, Agent Coulson, out into the test course. It was a large, wide open complex on an alternate Earth. It was an obstacle course and firing range which to Rebecca's enhanced eyes was filled with wires, trip mines and large objects for those with super strength to lift and even throw. She could tell with a glance that it would be a deathtrap for anyone without powers unless they had years of training and experience.

"Here we go, this is our training course," Agent Coulson explained. "It's been designed and built in part by our lead Tinker, Hero, also known Tony Stark, the owner of Stark Industries, a lead military and general technology company. He took special care to make sure that this course could test any conceivable power type and help our recruits learn to use their abilities to the fullest. It's divided into sections, this closest area is section zero with no traps or tricks, but beyond that things get increasingly dangerous. I don't think it'll be a problem with your power set, if you go to sections four and beyond there will be nonlethal traps mixed together with live fire mines and even some automated turrets to make things interesting."

Another person walked towards them. Rebecca turned to take him in. He wore an armored uniform colored dark blue with white and red trim and he had a military style helmet with a visor in his left hand and an assault rifle in his right hand. His eyes were a piercing icy blue, his hair was blond, and despite the armor he wore it was clear that he was large and muscular. He smiled at her and waved with his hand holding the helmet as he approached. "Hello, I see Coulson is giving you the tour. You new here?"

Rebecca smiled back. "Yes, I just took the serum this morning."

When he reach the other two, the man put his rifle under his left arm and held out his now free hand. "Well, it's a pleasure to meet you. I'm Steve Rogers, better known as Captain America, well, Major now."

Rebecca took his hand, her newfound powers of analysis telling her that he was an honest, earnest man. "It's good to meet you. I'm Rebecca, and I don't have a 'Cape name' yet, but I'm considering my options."

Even though she was now invincible, she could tell Steve had a firm grip. "I think it's a good idea to take care with what you choose. What were you thinking of?"

"Well, I'm invincible, super-strong, super-fast, I can fly, I have the ability to analyze extremely quickly, and I also seem to have flawless memory now."

Steve hummed thoughtfully. "What names were you considering, because I think Superwoman could fit."

Rebecca shook her head. "No, I'm not going to ape some comic book character. That's just asking for trouble, and lawsuits."

Steve nodded. "True…. Well, in that case how about something related to your memory?"

"Such as a reference to the Library of Alexandria where vast stores of now priceless knowledge were stored?" Coulson suggested.

Rebecca smiled. "That's a good idea actually. Library of Alexandria. Mind if I steal it?"

"Not at all, just keep in mind that they're either going to call you Librarian or Alexandria to shorten the name."

"Sounds good to me," Steve added.

"Good," Rebecca replied.

+NF: AoC+

Fury walked across the stark white room towards where Bruce Banner sat in a reclined seat. "Are you sure about this?" Fury asked him. "This is your last chance to back out in case something goes wrong."

"I know, sir," Bruce replied. "But we need more tinkers and tinkers, and this could give us the edge we need. I know the risks."

Nick Fury patted him on the shoulder. "Good luck, Doctor Banner."

"Thank you, sir," Bruce replied before taking the vial in his hand. He drew in a deep breath as Director Fury backed away and his coworkers watched in trepidation next to various heroes, including Hero, who had been recruited by Cauldron. Hopefully they would help shape the form his power took in the direction desired. They needed something, anything to help them fight Scion. He quickly downed the vial.

He choked on the formula and fell to the floor. When he hit the floor, pain shot through his body before fading as his body shifted and grew and his vision became tinged with green.

"Room temperature dropping," he heard a voice, Erskine, say. Annoyance shot through him and he swept his hand at the voice before it suddenly hit something with a crack. He glared at the black and silver that had interposed itself between him and the annoying voice.

"Bruce?" the figure asked.

Bruce growled and pulled back his fist before another puny person stepped in front of him, holding a teddy bear. The young woman in a neat suit squeezed it and then reached out and tickled him. He fell to the ground laughing as his form shrunk.

Bruce came to himself on the floor with his clothes shredded by his shapeshifting.

"That was certainly more eventful than Steven's," Erskine remarked.

"At least I thought to bring a spare uniform with me," the military super replied dryly, causing Bruce and the others to laugh.

"So," Hero finally asked after stopping, "what was that, Fortuna?"

"His power is a transformation triggered by pain and anger," Contessa explained.

"Okay," Hero acknowledged, "then the tickling makes sense, but what's up with the teddy bear?"

Contessa shrugged. "I got it at the Boardwalk with Danny and Anne."

Coulson raised an eyebrow.

"And you too," Contessa added smoothly.

"I should think so, since I'm the one the won it for you, Fortuna," Coulson said.

"Did you get me anything, Coulson?" Hero asked.

"Of course, Tony," Coulson replied before taking out a rubber ball and throwing it at the hero, pegging him in the forehead with it before he could react.

Coulson then turned to Contessa and they high fived as Tony cried out in surprise.

Bruce and the others burst out laughing as Tony rubbed his forehead in annoyance.

+NF: AoC+

The so-called Doctor Haywire and his monstrous alternate version of himself stood across the table of the conference room from the notorious Director Nick Fury, apparently bland man in a suit, and a woman in an impeccably neat light grey pinstriped suit with a matching light grey fedora set at a stylish angle upon her head.

"You are aware of everything your alternate version has seen and heard," Director Fury stated.

"Since I gained my powers, yes," the interdimensional tinker replied. His alternate shifted uncomfortably.

Nick Fury narrowed his eye. "What do you intend to do now?"

"The thing you're afraid of, the one you believe is going to destroy the world…it's Scion, isn't it?"

"Yes," Fury confirmed. "He is powerful, but we're doing what we can to prepare ourselves and the world, all versions of it."

"You turned him into a monster…" the tinker started.

"I volunteered," his alternate replied in a rough, inhuman voice. "I understood the risks."

"…and you've treated him well," the tinker concluded. "If this as big as he says," he said gesturing to his alternate, "then you need all the help you can get."

"We do," Nick Fury said, nodding in acknowledgement.

"Then…I'm willing to discuss working with you."

"Glad to hear it," Fury said. "I'm afraid I am busy though, would you mind if you negotiated terms with Contessa here?"

"Not at all."

"Then I'll speak with you later," Nick Fury said before nodding to the others and departing with the other man.

The woman, Contessa, stepped forward.

+NF: AoC+

Nick Fury looked at David, and despite his lack of powers, it was not he who flinched but the hero Eidolon. "Get some damn therapy."

"Sir -" Eidolon began.

"Rebecca, slap him," Fury ordered. Alexandria, standing next to them, casually slapped Eidolon with a slight smirk on her face.

"What was that for!?" David demanded.

"You're reckless, trying to prove yourself. I don't need that on this team, I need people committed to saving the world, not showing off," Nick Fury explained harshly. "Get it together, and don't make me have you slapped again."

Rebecca chuckled at David's consternation.

"And you," Fury said, whirling on Rebecca, "you're a public hero, learn how to talk to the public, don't just lean on your thinker powers. They just make you dumb." Alexandria opened her mouth to object, but Nick looked to his side, and Tony followed his silent order.

Pulling out a collapsible rubber fish, Hero slapped Alexandria. Hero then turned back to Fury and nodded. "Generalissimo."

"Tony," Nick Fury continued, causing Tony to flinch slightly in reaction, "stop drinking so damn much."

Tony opened his mouth, before wisely closing it.

"What about him?" Eidolon unwisely asked Nick as he pointed to the currently costumed Legend.

Nick Fury silently looked at David for a long moment until David looked away. Then Nick turned to Legend, who was watching with apprehension. "He's okay."

Legend sighed with relief as Alexandria made to object and Hero laughed.

+NF: AoC+

David sighed as he walked down the hallways of the Cauldron base. Perhaps he had been reckless a time or two, but did that really justify Director Fury's harsh reaction? He had been banned from field duty for a month. A month! It was ridiculous.

"David," he heard Agent Coulson call out from behind him.

He turned around, trying to suppress his annoyance because it wouldn't help him. "Coulson?"

"Do you know what makes a great man?" Coulson asked as he casually walked up to David.

David frowned in thought. "The legacy he leaves behind," he finally answered, "how he changes to world."

Agent Coulson nodded. "That certainly plays a part, but what about people like Mao? Are they great?"

"What are you getting at?" David asked, knowing he was being led even without a thinker power active.

"I'm saying that anyone can have a legacy," Coulson said. "What makes a great man different from an influential or important man, is that he is also a good man. He's someone that inspires others, whether it's to be like him or to go out and do something else. The reason people adored comic book superheroes like Superman is because they were someone to inspire you, someone you could aspire to be like, an ideal. For all their flaws, characters like Batman and Superman are icons as much as they are people. They encouraged people to be more than they are, more than they could otherwise be.

"With parahumans becoming more and more common, we're losing sight of that ideal. People aren't like that, they aren't icons, they aren't symbols. We're building an army, but how can we lead, how can we inspire people to fight when all they've got is spit and grit to fight with, if we don't have symbols to rally them, not to push them beyond their limits, but to inspire them beyond? Superman isn't a symbol of hope because of the battles he fought, he was an symbol because of how he lived his life to help others. We don't have that, just people ready to fight the battles they need to, or want to. They aren't symbols, because battles aren't what make people symbols. They aren't what create ideas that transcend a life or book, that give people hope. Look in the sky at night and you'll see the moon, and on it is the lunar lander. Any kid in America, heck, in pretty much any country on Earth, can envision Apollo 11's lunar lander. That's a symbol of hope, of a better future that we can accomplish through human ingenuity and determination. It's a symbol because of what it represents, not just because the struggle to make it happen. That's what we need for our army, not some magic bullet that we may never find, but a symbol to guide and inspire even when all hope seems lost. How can we have hope for the future without a symbol of the future we want?"

After Coulson finished speaking, David couldn't come up with an immediate answer.

Coulson smiled at him and nodded. "Well, I should get going. Good luck, David, and let me know your answer sometime."

David nodded as Coulson departed, deep in thought.

+NF: AoC+

A/N: Let me know what you think. Is this story an idea worth continuing? If so, is there anything in particular you'd like to see?

+NF: AoC+