Prologue

"So what made you finally want to turn yourself in?"

The man with the eyepatch looked down on me in complete distaste while he spoke to me, handcuffed to my chair but still looking more relaxed than anyone in the room. I smirked up at him and allowed myself to let a small laugh fall from my lips as I shook my head. S.H.I.E.L.D really had no idea what they were getting themselves into with this.

"Because," I started, leaning forward on the table to look at the other agent before me. I smiled at him before looking back to the man clearly in charge. "You need me. That's why I came to you. You're about to attempt to pull the Avengers together-oh yes, I know about that-and take on a force you have no business dealing with. You need all the help you can get, Director Fury. And unfortunately for you, I am just the woman for the job."

"We can't trust you. You've been hiding from us for a year after you snuck into one of our bases. We don't know what you know about our organization…except for, apparently, the Avengers Initiative."

The agent across the table spoke in a taunting tone, like he felt he was one step ahead of me. Really these men, Director Fury and Agent Coulson, were at least three steps behind me at all times. I let another small laugh fall from my lips again, and shook my head at the foolish notion the two had.

"Let me lay this out for you. I know a lot about what S.H.I.E.L.D has going on deep in its inner workings. You're worried about me knowing the Avengers shtick? Please, give me at least some credit. I could tear S.H.I.E.L.D apart from my living room on any given Sunday if I so chose…but I haven't, because I knew the day would come when you would need me. And, newsflash, you need me." The glance between the two men didn't go unnoticed by me, and I smirked at how uncomfortable they were. A year of trying to find me, and the past three hours of getting no answers from me, and they were starting to question everything. "If you let me in on the Avengers, I'll give you your answers. But only then. A pardon for me getting into your base, and a spot on the Avengers."

"Miss…only people with superpowers or near superpowers are allowed on that team. What could you possibly have to offer to the Avengers that we can't find in some other jail?"

Suppressing a laugh, I closed my eyes and allowed the familiar pain to move through my body as I transformed my body. Within seconds, I was no longer at the table, and was now replaced with an exact replica of none other than Captain America. One good pull to the handcuffs and I was free to stand up and stretch my arms before shifting back to my natural form and sitting back down in my seat. Coulson moved to reattach my handcuffs, but the clearly intrigued Director Fury simply held his hand up. I looked from the Director back to Coulson with a small smile on my lips, allowing the silence to linger for a moment longer than needed.

"You see Agent…form replication and power mimicry is extremely hard to come by in just some common jail cell."

Chapter One

I was allowed one day back into my own apartment before I started my life as a S.H.I.E.L.D agent. I had agreed to the last hour spent in my home to be used as a meeting between Agent Coulson, an agent of his choice and myself…to actually become semi-acquainted. It seemed meeting a man in an interrogation room was not the most agreeable way to meet someone nowadays…who knew, right?

A knock at my door alerted me of my visitors from in my kitchen. Taking a deep breath, I walked to the front door, opening it slowly. Today I had chosen to actually stay in my true form…my silvery-white blonde hair was cascading down my back, my pale skin a deep contrast to my black clothing, and my sapphire eyes bright with the dark makeup surrounding. I was shorter than Agent Coulson now, having to look up at the man to smile at his face. The agent he had chosen to bring was none other than Natasha Romanoff, the Black Widow…an assassin of my own nationality.

"Pleasure to see you again, Agent. And Agent Romanoff…huge fan of yours." I winked in the redheads direction, opening the door wider and stepping aside so the pair could enter my home. "Please, come in. Let's get down to business."

"Your face is different today, Miss Pavlova."

I smirked at the words from Coulson, nearly having to shake my head at his foolishness. Of course I wasn't going to meet with S.H.I.E.L.D with my birth face yesterday, before knowing the outcome?

"I have many faces, Agent Coulson…but only one birth face."

"Sources tell us you don't typically show your birth face. What makes this occasion so different?"

My eyes traced over to Natasha, who had asked the question, a soft smile tracing my lips. I sat down in my red leather chair, motioning for the pair to sit across from me on my couch. Might as well get comfortable while being questioned, right?

"I figured the people I will be working with would actually like to know my face. The face I was born with, not someone else's. So…this is it. Soak it up. Revel in the fact you have "tamed" me for a moment." My eyes flashed to both of theirs and I let a deep breath escape from my lips, one I didn't realize I had been holding. "Would either of you like something to drink?"

"Not for the moment, Miss Pavlolva. What we need to happen here is for you to tell us about yourself. Your name, your past…why you broke into our base. And if you give satisfying answers we will be on our way to meet the other team members. Okay?"

I gave a stiff nod before reaching to my side and grabbing a mug of coffee. I tucked my knees into my chest and breathed deeply, taking a long drink from my mug. My eyes closed as the warmth trickled down my throat, and my sapphire orbs opened once more to meet Agent Coulson's soft, understanding eyes. He's being an ass because he has to be, it's his job…go easy on him. Just give him what he wants. A voice in the back of my head reminded me, and I inwardly nodded. It would be best to start the conversation myself, rather than waiting for questions to be asked.

"My name is Valentina Amelina Dmitrievna Pavlova. I'd much rather be called Val, only my parents ever called me Valentina. I was born in Kazan, Russia 25 years ago…although it seems much longer now." I paused to shrug a bit, taking another drink. I had never talked about my past with anyone, and this was sure to be a painful experience for me. I rarely even thought about my past. "My family lived in Russia for the first 10 years of my life, and then we moved to New York so my father, a doctor, could have more opportunity, and so I could make something of myself. Though, my parent's idea of making something of myself wasn't quite the normal…I'm sure you can relate, Natasha.

When I was 18 my father and mother sat me down to explain my future to me. They had secured something for me that would make me strong, and powerful, and I wouldn't even need to go to school…because I was about to become the best fighting machine in the damn world. I didn't have a choice. I was taken to some military base back in my homeland for my 'birthday gift'. You can guess the serum they injected me with didn't go exactly as planned. They didn't quite know why it made me…this way. But, they did know they could use what it had done still.

There were so many experiments ran on me…for two years I stayed there. My parents abandoned me there, because I was an abomination now. They didn't want me as a daughter, and I think they were hoping the experiments would kill me. But when I finally got the hang of my newfound power…I escaped. I've been on the run for five years…from more than one person for the past year, might I add. Breaking into S.H.I.E.L.D wasn't me trying to get information for anyone more than myself. Selfishly…I was trying to see if you had anything on the group that had experimented on me. I would like nothing more than to see them go down, Agent Coulson.

And that's about it. I'm not some huge threat to the world, or you. Just a lost girl on the run who doesn't understand why this had to happen to her. Don't worry…Natasha can explain the feeling to you."

I breathed out deep and forced the tears back as I took a drink. I knew I would have to relive the memories later in my sleep…even now I had scenes playing in my mind that I had held back for so many years…

"Val…" Agent Coulson reached his hand across to rest on me knee, bringing me back from my thoughts. His voice was softer, and he had a gentle look in his eyes, like he understood now why we were even in the situation. Natasha was looking at me and her eyes held the same emotions mine had all of these years. "We need you to just show us what you can do, very quickly. I saw it briefly yesterday but…maybe you can understand that we need a little more."

I nodded and stood from my seat, closing my eyes. I felt the familiar pain, the tingle, and when I opened my eyes I knew they could see none other than Thor before them. I smiled softly before I made a spark of lightning appear in my hands, proving that I could now wield his power and not just his face. I closed my eyes again and shifted to their dear Director Fury, allowing myself to sit back in my seat in this form, giving a playful smile which no doubt looked out of place on the man's body.

"It's limitless, I guess. If I've seen your face, I can make it mine. I can also make certain changes…" I allowed Director Fury's hair to become a match to Natasha, earning a small laugh from Coulson. "If I've observed your power, it can be mine. And not just when I'm in your form. I can copy them in my body too, or any body. Sometimes I wonder why they called me Replica and not Thief."

I laughed softly and shifted back to my birth form, my laugh slowly transitioning to my own. I took another drink of my coffee while Natasha's eyes roamed over my body. She was intrigued by my power, I could tell. But what she didn't know is that is wasn't always so innocent.

"I can use it to tear people apart too…say there's someone from a person's past that can be used against them. A trap…to spark bad memories…imagine an exact replica of that person suddenly in front of them? It can really be quite detrimental."

"So you can either be really helpful, or really screw us over."

A smile fell onto my lips as the assassin spoke to me, and I finished the last bit of my coffee. I stood, straightening out the long sleeves of the black shirt I was currently wearing. I started out of the front door, picking up the few bags I had decided to pack.

"The plan is to help."