Loner Dr. Paige Smith is a psychologist hired by SHIELD before the battle of New York. She is assigned to keep track of the mental well-being of The Avengers after the battle and Agent Coulson's death. After she receives a new assignment, we find out the magnitude of the devastation left after the attack by Loki and the Chitauri. As new alliances are made, can old ones be forgotten? What happens when an experiment goes too far? Can Paige survive her new assignment even when it tilts her world on end and could cause complete devastation to life as she knows it.

A/N: Those of you that are familiar with my other stories may be surprised that this isn't a Twilight story. Some may be disappointed that I haven't finished my other stories, but I am working on them! Many thanks to yagalinus0420 for being a super awesome beta and my own personal internet shrink! Go to her page and check out her stories...share the love people! Reviews are always appreciated! No planned update schedule, but I'm shooting for at least once a week. If you don't like the idea of an OC...give it shot. if you still don't like it, I understand and you can walk away with no hard feelings at all. And just so everyone knows, almost every main character from The Avengers will make an appearance.

As always...I own nothing in the Marvel Universe. Joss Whedon is a genius and I'm not. I just had a dream that wouldn't go away.

Maria Hill.

She was really starting to get on my last nerve. Never opening up about her and trying to maintain this hard ass persona she had created. It was exhausting trying to work with her.

"Doctor, I understand that I was ordered by Director Fury to come and see you, but I don't see how these sessions are supposed to help me." She stated calmly.

I took a deep breath before responding. It had been this way for the last two years.

"Maria, if you don't feel like you are making any progress, why do you keep coming for our weekly appointment?" I asked, for the 105th time. I waited patiently for her answer, knowing that it would be the same as it was the other 104 times; but I secretly hoped it would be different.

She narrowed her eyes slightly at me and squared her shoulders. I braced myself for her outburst.

"I have come ever week for the last two years because I was ordered to do so." She stated; surprisingly calm. I saw her eyes dart over to my bookshelf. Along with the occasional knick knacks and pictures of places I had visited, there was also a picture of the Avengers team. Included in the picture was the ever cool Agent Coulson.

I glanced over to where the picture stood in a simple wooden frame. I felt a rush of remorse; something I felt often when I saw Phil. Or thought about him or he was mentioned.

He was an excellent agent. He had truly believed in the Avengers initiative and what each member could bring, even when others doubted the idea.

"Maria-"I started before I was cut off by an overhead page.

"Doctor Smith. Paging Doctor Smith. Please report immediately to the director's office." A disembodied voice rang out over the paging system.

"Same time next week, Doctor?" Maria smirked at me. I shook my head slowly.

"No. I'll send you an appointment time Maria." I stood and began collecting my file on Agent Hill.

"I may even cancel. Please wait for notice from me." I said as professionally as I could muster.

Before I had even finished my sentence, I heard the door open and shut.

Maria Hill. She was exhausting. I was tired of trying to get her to open up about Coulson and any lingering feelings of survivor's guilt she may be harboring. I took another look at the picture on the shelf and wondered what Phil would have said about this.

I collected my things and made my way out of my office. I looked to my secretary and was instantly happy, yet again, that Stark had created a version of JARVIS for my needs. It was a simpler program than what I understood he had, but it served my needs. I named her Stacey.

"Stacey; I'll be in the Director's office. Reschedule anything for the next three hours. I have a feeling I'll need some time to unwind after this meeting." I said flippantly. Stacey's voice came out through the speaker system.

"Yes Doctor. You have no appointments remaining this afternoon. I will forward any messages to your phone." She said as pleasantly as a computer could.

I turned to roughly where I thought I would have had a secretary sit.

"Stacey, do you know why the Director wants to see me?" I asked knowing full well, that she could easily hack into his office and see if I should be prepared for anything.

"No ma'am." Was her short answer.

I rolled my head on my shoulders and cracked my neck. I grabbed my key card and walked out into the long corridor.

Working for S.H.I.E.L.D should have been a dream come true. And for many reasons it was.

Being recruited at age 29 to work as a psychologist for the single most influential and secretive government organization was quite the boost to my ego. But, I always reminded myself that I had worked hard for my degree and I earned my job with every single session I held.

S.H.I.E.L.D employed two psychologists in its Helicarrier; one for the general population of agents and employees and one for a smaller and more elite group of individuals. I was assigned to the latter.

Maybe it was because I could easily detach myself from given situations, I mused as I continued down the corridor. I noticed agents either averting my gaze or outright staring at me. It was something I was used to.

SHIELD encouraged alliances amongst agents and employees; but friendships were frowned upon. It was one thing to be colleagues and work together; it was another to go out and get shitfaced on a Saturday night and sing karaoke with your coworkers.

I occasionally broke that rule, especially with Phil. I remembered how he would sometimes come by my office at the end of the day and convince me to have a drink with him. Then there were a few times I went out with Barton and Natasha, but I wouldn't consider those friendships per se.

I turned the corner on my right and smiled a little to myself. I didn't need friendships or alliances. I had been on my own long enough and that suited me just fine.

As I approached Fury's office I was reminded of my first visit to this office. That was after he'd showed up at my private practice in Kansas City, Mo and offered me a job.

Fury didn't have a secretary…or a version of JARVIS. He had cameras in his office. He knew who was outside his office door and when they arrived. He was a master at reading body language and could decipher a person's mood before he even spoke to them.

I learned to wait outside the door until you were permitted inside the Director's office.

I bounced lightly on the balls of my feet, waiting somewhat impatiently for him to open the door. He had paged me 6 minutes ago. I was probably considered late by his standards. Finally behind the door, I heard his gruff voice.

"Doctor Smith! Come!" he barked. I rolled my eyes again in an over exaggerated was to let him know I thought his command was unnecessary.

I opened the door and like always, was shocked at how dark it was inside his office. Huge monitors lined the back wall. If rumors were true those were how he held teleconferences with the President, NSA, FBI, CIA and Department of Homeland Security. I also knew for a fact that he could access any part of the Helicarrier through those monitors; save for private quarters. He had his eye and ears on every single square inch of this base.

Fury was currently standing at his windows to my left. His hands were clasped behind his back and staring out into the sky. We were currently were gliding over the Atlantic Ocean, but I knew we would soon be docking in New York, where hundreds of agents would take shore leave.

I took a seat in one the hard plastic chairs he had and waited for him to speak.

I respected Fury; and I believed he respected me. If I ever decided to claim any alliance to anyone, it would be him. He seemed to understand what my issues were and I felt gave me a little more slack than other member in his elite team.

"How is Agent Hill progressing?" he asked as he turned and strode to his desk chair and sat opposite me.

I took a deep breath. This was going to go one of two ways: Fury's way or the right way.

"Agent Hill is unresponsive to our sessions. She refuses to acknowledge Agent Coulson's presumed death and is unwilling to communicate her feelings." I stated stoically.

Fury gave me what can only be described as a death stare. His eye narrowed directly on me.

"Doctor, Agent Coulson died at the hands of Loki two years ago. He was interred in his hometown in Montana." Fury stated evenly; just as he had after the battle when the Avengers first fought together.

I looked pointedly at the Director. I had a feeling that apart from Stark, I may have been the only person to openly challenge him, even if it was in the confines of his private office.

He reached under his desk and immediately the lights came on. All the monitors on the back wall went blank. I blinked rapidly to adjust to the light, where it had been so dark.

"Paige, we've been over this. The general consensus is that Phil Coulson died in the battle of New York. We need to maintain that line of thinking." Fury explained to me like I was a juvenile. Not for the first time I might add.

"Nick," I started and he nodded to allow me to continue. "Phil was a friend. He was the first to approach me for recruitment and I trusted him. I know that friendships are frowned upon, because in the event that we lose someone, we have to be able to move on." I stopped to run a hand over my face and stand up. I started pacing.

"How can I effectively do my job when the truth about Coulson and how he "died" is still up for debate?" I used air quotes; Fury hated air quotes. Stark used them all the time.

"Paige; I understand the connection you believed to have with Agent Coulson, but let me assure you that he is in fact dead." He stood and came to stand in front of me. He placed a hand on my shoulder.

"Paige, I placed Phil in your path specifically because of his personality. He was the only person that could get you to open up and helped you to see how much good work you could do with SHIELD." He dropped his hand and moved to the window again.

"Then why wasn't there a funeral?" I asked suddenly. I noticed Fury straighten slightly.

"Director, I did some searching on my last leave. There is no gravesite for Agent Coulson located anywhere in Montana. There are also no records of his ashes being spread anywhere." I added before he could spit out another lie.

Director Fury turned to look at me. I saw a combination of things written on his face; the main thing being anger.

I immediately regretted letting that slip. I'd done some digging on my own, and had used the few connections I had to do more when I hit a brick wall.

"Doctor, you're asking about things that are above your pay grade." He stated calmly, but I could hear the anger under that facade. He moved to sit down at his desk again.

"You gave this pay grade." I replied. "How am I supposed to do my job, and help these people find closure if no one was able to attend his funeral? I personally would have wanted to say my goodbyes. Agent Hill, Banner, every single member of SHIELD would have wanted to pay their respects." I explained as I tried to calm down.

"I know he's not dead, even in the eyes of the government." I locked my gaze with Fury's.

I was teetering on the brink of insubordination, and possibly writing my own pink slip.

"Doctor, are you implying that I covered up Agent Coulson's death, to my own gain? Or that of SHIELD's?" Fury asked me evenly.

"I'm not implying anything. I'm simply stating that the research I found doesn't add up." I said, not breaking my gaze and willing my voice to stay strong.

"You don't have the clearance to back that claim up." He countered.

"No, I don't. But wasn't it just 2 years ago when Tony Stark had hacked into your mainframe in a matter of hours?" I threw back at him.

He closed his eye for a moment. I seriously thought I might get a direct answer from him.

"Did you employ Stark to dig into Coulson's record?" he asked. Interesting…

"No, Stark personally doesn't have anything to do with this, but I can guarantee if he had an inkling about this, then he already knows." I sat back down in the chair across from his desk.

I was honestly feeling slightly smug. Maybe I had gotten one step ahead of Fury. I saw the Director nod his head. He turned again to look at me.

"I would appreciate it if that information remained classified." He ordered as opposed to asked.

"Does it serve a greater purpose? Because, the Avengers don't trust you as it is? Do you think that's wise?" I asked. I felt myself losing control of this situation. I reverted to my psychology training.

"Doctor, I have a request of you. Two actually." He replied. Answer averted. What now?

"I need a new blood panel done on you." Fury said as he shuffled some papers in front of him.

Wow, that's a 180. Why…?

"I just did a current blood panel a month ago. They're required quarterly. What's wrong with mine?" I asked suspiciously.

"Not all the results came back. We'll be docked for three days, I expect that when we pull out, that I will have your current results on my desk." He said as he leaned back in his chair.

"Something is…off. And frankly, I'm concerned." The Director told me.

My mind was racing. Something was wrong with me.

"What do you mean? Am I sick?" I asked, more concerned than I wanted to be.

"Paige, when you spoke with Loki before Thor took him back to Asgard, what happened?" he asked.

I racked my brain; he'd read my report. He knew what happened.

"Nothing; he wouldn't speak to me because a) I'm mortal and b) I'm a woman." I stated simply.

I had gotten nothing from that preliminary meeting with Loki; not that I got much more when I took my little trip to Asgard.

"He didn't give you anything to think on? Didn't somehow bring up any memories that clouded your judgment?" he asked seriously.

"Because if he didn't, then you are the only one he hasn't gotten to." He stated.

"Except for Natasha…and you." I replied.

Fury pinched the bridge of his nose. He took a moment before standing and walking back to the window.

"I don't believe that there is something wrong with you, but maybe something we never caught before. I would prefer we have a more recent sample from you." He said as he turned back around to look at me.

Before I could respond that I would have it taken care of, he jumped back into a line a questioning.

"What is your recommendation concerning Agent Hill?" he asked. I shrugged.

"I believe that she has repressed any feelings regarding her fellow agent's death. I believe that she is a risk to not only herself but others." I stated simply. I walked over and pulled her file out of my briefcase and tossed it on his desk.

"I also believe that she is still fit for active duty, as she has been for the last 24 months. I will no longer be scheduling sessions with her. If she wants to talk about it, well, she knows where to find me." I said with what was left of my interest in her as a patient.

"You're tired of her?" Fury asked knowingly. He moved back to desk and flipped the switch which plummeted us into near darkness again.

I slumped back in my chair and shook my head, even if he couldn't see me. I was exhausted by everything lately, this meeting especially.

"I can't help people that don't want help. I told you that when you assigned me to the Avengers Initiative. People like Stark, who thinks they have no problems except how to spend their money. Dr. Banner…don't get me started." I rolled my eyes again; they were probably getting ready to roll out of my head.

I thought I heard Fury snicker. Nice. Laugh at my job. Jerk.

"I was under the impression that Stark came to you to make a sizeable donation to your alma mater? And I hear the Dr. Banner prefers a more casual approach to sessions with you. Don't you usually have lunch or dinner with him at least once a week?" he asked pointedly.

I sighed. Of course he knew all this. I nodded slightly. I wanted to add that Banner and I never spoke about anything specific and Stark wanted to make a donation to my university to try and get a new psychologist in here.

"I did get to travel to Asgard. But as you read in my report, Loki was equally unresponsive to my questioning." I sat up and leaned forward. "I am pleased that I seemed to make progress with Natasha and Clint. But seeing as they don't have any ridiculous "superhuman abilities", I think that made all the difference."

I could make out Fury's face in the darkness; he had something to say. He had a project for me.

"I have an assignment for you. I want you to lighten your case load." He said.

I sighed, "my case load is light enough already. And I don't think I have to remind you that I am not an agent. I don't take assignments." I said coolly.

"How is Rogers doing? I know you're familiar with his file?" he asked.

"Sure, born in 1922, was given the experimental super serum, World War 2, Red Skull…yeah, I got all that." I replied.

"How have your sessions been with him?" Fury asked as he moved back to his desk.

"He only came to see me once. Every member of the team was required to see me once. He regretted Phil's "death", but is dedicated to the Avengers and SHIELD. You read my report." I retorted. I had no idea where he was going with this,

"I did. How is acclimating to his new life?" he asked as he picked up a file and placed it on the desk in front of me. I glanced at it and noticed it was labeled Steve Rogers AKA Capt. America.

"As well as he can. You found him two and half years ago. He's had time to catch up on history, learn about advancements in medicine and technology. Nick, he's over 80 years old, trapped in a 30 year olds body. How do you think he's acclimating?"I said as I picked up the file.

"I've given Rogers a suggestion that he should get to know you. Whether that's professionally or personally, is no concern of mine. He's a solider; he has his orders. I have the uttermost faith that he will follow through." He said as he stood. I knew that was my cue to leave, but I remained in my seat.

"What do you mean "get to know me"? Are you suggesting that I make friend with Rogers?" I asked incredulously.

"I think you both could learn a lot from each other, and frankly I need to know where he stands in his new life." He said.

"Director Fury, I know I don't have to remind you that I am not a soldier. I may be under your employ, but I will not delve into a personal relationship with…Captain America because you want me to!" I wanted to sound forceful; but I had a feeling I sounded like a petulant child.

"Doctor Smith, I believe you and Rogers can gain some insight from each other. I know you understand what Captain Rogers has experienced. Even after all this time, he still needs to catch up to the time he's living in now. "The Director explained.

"Just put yourself in his line of sight, as it were. He keeps a rigorous schedule and he'll be expecting you to come around at some point. I expect a preliminary report within the month." With that he turned and took the same position he had been in when I entered his office.

I slowly stood and packed up the file into my briefcase. I was in over my head as it was; I truly didn't think I was qualified for this job.

I was about to be put to the test.