Hello to All that read this. If you haven't noticed by now this is a Captain America/ Avengers fanfic and my first one at that :) I don't own any of these characters except for Katherine! I hope you enjoy the story!

1930-May

"Kat! Wait up!" yelled the tall for his age boy, while he ran towards his petite, nine year old little sister down the concrete streets of New York. Earning a strange look from the person they had just passed by. "No fair you cheater! I didn't say go yet!"

This only made the small girl giggle. "Whoops! Sorry Bucky!" she apologized mockingly, still running as fast as she could to the jungle gym in their neighborhood playground. Her long dark brunette hair, which was tied into two pig tails flopped on her shoulders as she ran. When the jungle gym was in sight, both siblings started to run faster. Finally Katherine was the first to touch the metal bars of the jungle gym that ended their race.

"Ha-ha! I win!" Chanted Kat sticking her tongue out towards Bucky, who had just barley been beaten by the young girl. "Yeah! Because you cheated!" he stated ruffling up the top of her brown braided hair. To which she promptly pushed his hand away. "Come on let's go get on the swings." Kat said tugging on her brothers' arm.

Kat liked swings, they made her feel free. Free from the knowledge of knowing that her father worked like a dog all day, earning very little in return. Free from the memories of having to move from their nice house to a small smelly apartment about a year ago. Free from the yelling and buzzing from the streets below her bedroom window. And free from reality itself.

She must have spent at least thirty minutes on the swing mocking the sensation of flying when she noticed a small and very skinny blonde haired boy, sitting hunched over on the merry-go-round that was across the playground. To Kat it looked like he was writing something down in his notebook that sat on his lap.

Every now and then Katherine would steal a glance at the boy who was sitting alone peacefully until she saw Albert Matthews and his little sidekick Kenneth heading in his direction.

Kat scrunched her eyebrows together in suspicion of what Albert's intention was. He was the neighborhood bully, and if he wasn't such a jerk Katherine may have even thought he was a handsome boy with his slick jet black hair and hazel eyes. Even though Albert was in the same grade as Bucky he was a few years older than him, which was probably due to the fact that he was as dumb as a sack of potatoes. Now Kenneth was the opposite he was short and beefy with a squat face that looked even uglier when he smirked. He was also in the grade just below Albert and Bucky, like Kat.

"Bucky look," she said motioning to the two boys by the merry-go-round who were towering over the blonde boy.

Bucky shrugged as he skidded his heels on the ground to make to swing stop moving," Maybe they're friends," and that was when both brother and sister saw Albert push the poor boy to the ground. "-or not."

Kats stare harden at Matthews and his sidekick as they roared with laughter.

"Come on, we need to help him!" she said quickly jumping to her feet, marching straight towards them with her older brother in tow.

"Hey leave him alone!" Kat yelled at the two bigger boys

"Ooo... and what are you going to do about it miss piggy tails?" Albert asked mockingly as he pushed her to the ground. "Hit me?" And unexpectedly Kat felt herself fall onto the dirt ground feeling a sharp pain on her elbow, where she could see a small scrape. She soon found what she had hit her elbow on, a big a jagged rock.

"No," answered Bucky for her "but I will." and with that Bucky punched the older boy in the face. Grunting in pain Albert as Kenneth ran, well more like waddle away.

'Coward' thought Kat as she pulled herself up, but not before picking up the rock, keeping it tightly locked in her fist.

Recovering quickly Albert swung his fist back at Bucky, hitting him in the stomach, making the poor eleven year old double over in pain.

"Hey Dumby!" she called out to Albert who turned around and marched over to her direction. Once he was close enough Katherine threw the rock with all her might at the bully's head, nearly missing his eye.

"OWWW!" He cried out putting his hand to his eye. "Why you little-" he started until he pulled his hand away from his eye. That was when he saw the blood on his hand that came gushing out of just below his right eyebrow. The boy soon burst into tears "I'm going to tell my mother on you! This isn't over, you three better start watching your backs." Albert said putting his hand back on his eye. "Especially you pig tails." And with that he scurried away with a badly bleeding face and a severely bruised ego.

"Are you alright" Bucky asked putting his hand out to help skinny blonde off the ground.
"Yeah thanks," said the boy as he took Bucky's hand "and you guys really didn't have to do that, believe me I'm used to it."

"Well you shouldn't be used to it." Kat replied to him picking up his notebook and pencil that he dropped when he was pushed down. She looked down at it to see that there was an unfinished drawing of one of the flowers that grew by some of the nearby bushes. "Did you draw this?"

The small boys face flushed. "U-um-m yes, but I-I'm not that good-"

"Are you kidding this is beautiful. I wish I could draw like this" Kat told him honestly.

"You- You really like it?" he asked timidly to which Katherine replied with a nod making the boy blush all over again and look down at his feet.

"Wait a second you go to our school don't you?" asked Bucky making the blonde nod.

"W-we actually have a class together." he said bashfully

"Oh yeah... sorry I didn't recognize you, but your never really there."

"It's alright my m-mother makes me s-stay home whenever I'm sick, which happens to be a lot." he said looking back down at his feet.

"So what's your name kid?" asked Kat giving him his notebook back

"Steve." he said taking his things back but shyly extending his right hand. "Steve Rogers."

"Hi Steve. I'm Katherine. Katherine Barnes, but you can call me Kat if you want." She said taking his hand to shake.

Bucky stuck his hand out after the two let each other's hand go. "Bucky." he said

"I know." said Steve taking Bucky's hand and shaking it. "And I didn't really get a chance to say thank you to-."

"No thanks needed," said Kat. "But, if you would like to repay us a nice cool pop we could all share, that would be thanks enough."

Steve laughed and said "You got it."

Kat cheered at hearing this and interloped her arms with her brothers and Steve's leading them out of the playground. "This is great," she said "I just know we're going to be the best of friends! Like the Three Musketeers! I call Porthos. No wait Athos he's much better!"

This made both boys laugh as they let the young girl guide them to the nearest place that sold pop. And from that day began a very long and strong friendship that unknowingly to them would be pushed to the farthest of limits and challenged in ways that they themselves would yet to comprehend.

Please review!

Sneak peek at Chapter 2- Dr. Erskine

"Miss Barnes will I be expecting nothing but greatness from you in this class?"

"Yes sir." replied confidently. making the older man smile at the petite brunette.

"Very good miss Barnes, have a good evening."