The streets of Sokovia were full of people bustling about, trying to get out of the city. Elizabeth stood beside Wanda, both of them concentrating hard on using their powers.

The two found out that if Elizabeth managed to make someone tired or drowsy enough, Wanda would be able to control their minds a lot easier. So that's what they were doing, as all the people around them moved in trance like states. Towards their cars or anything that would get them out of the city.

Elizabeth looked around to see the sea of people around them not leaving fast enough. "This is taking too much time," Elizabeth told Wanda as she looked thoughtfully from face to face of the people around them. They all moved in groups as they made a wide berth around the two. "We still have people on the other end of the city," she added.

"Pietro," Wanda called out to her brother through the earpiece that the twins had gotten accustomed to.

No more than ten seconds went by before Pietro came to stand by his sisters side in a blur. "You called?" He asked as he spread his hands open as he looked between the two.

"Get the message to the people on the other end of town," Wanda told her brother, her mind still focused on reaching out to as many people as she could. "Tell them to leave right away."

"Make sure to check the buildings too," Elizabeth started as Pietro nodded along to her words. "We can't leave anyone behind."

Pietro saluted her with the trace of a smile on his face. "Yes ma'am," he winked at her before speeding off, leaving a trail of dust and wind in his path.

"I'm not that old!" She yelled after him in disdain. Elizabeth concentrated back on the task at hand as she tried to reach as many people as she could at once. "Steve, how is it looking on your end?" Elizabeth asked through the radio.

"Only around half of the city has left," Steve answered as the sound of cars honking could be heard in the background. "And I-" His words were cut off with the sound of some punches on metal and glass shattering.

Elizabeth and Wanda shared a worried look before speeding up whatever they were doing. "Steve?" Elizabeth asked in confusion. "What's going on?"

"It's started," he answered somberly between heavy breaths as the sound of metallic whirring continued on in the background.

She cursed under her breath before running to see over the edge of the bridge they stood on. A small army of robots clawed their way up the stone and bricks from below. Elizabeth held her hand out and fired a blast of energy toward a small clump of the robots. Effectively taking out three of the metal skeletons at once. But just as quickly another one took it's place.

Before she knew it, they had reached the top of the bridge despite her best efforts. Taking a step back, she continued to fire round after round at the robots as fast as she could. From behind her she could hear Wanda telling all the civilians to get off the bridge.

Flashes of red flew past Elizabeth as Wanda took aim at whatever robots she could find approaching them from the sky. The made a great team not gonna lie, one of them covering the ground and the other the air.

However, it eventually became too much. A robot fired from it's arm at Elizabeth who was too preoccupied to notice. Thinking fast, Wanda created a thin force field of red to protect her. Elizabeth, sent a quick thanks to the girl as she continued to fire out blasts of energy from behind the shield Wanda had provided. Wanda being able to control what was allowed through and what wasn't.

"Go!" Wanda diverted her attention to the small hoard of people behind her. "Run!" She instructed them, making sure to watch until everyone of them had left.

A shot from one of the robots was fired right at Wanda's chest, making her drop to the ground behind her as the force field fell. Seeing that the same robot was going to fire once more, Elizabeth took aim and fired a ball of energy at it as it exploded into pieces of metal.

Elizabeth got rid of the last of the robots before walking up to Wanda. "You good?" She asked with a hand stuck out for the girl. Wanda nodded as she was pulled up right.

"I am fine," Wanda said as she rested her hands on her knees for a little bit. Elizabeth had opened her mouth to speak when the ground beneath them started shaking.

She stood up straighter to regain her balance as the ground shook beneath their feet. Resembling some sort of earthquake with the way that the building shook as pieces of it came crumbling down. The two took a step back as they saw cracks slowly appear in the cobblestone of the bridge they stood on.

At first, Elizabeth thought she was seeing things when she saw the part of the bridge they stood on slowly rise. The pieces of cobblestone falling into the small crack between the two. But then it started rising higher and higher until she felt the shift in her whole body.

"Guys!" They heard someone call behind them. The pair turned to see Clint standing by the few abandoned cars that were scattered on the streets. "You stand there any longer and you're gonna fall in," he waved for them to come to where he stood.

They both made their way towards Clint as the ground they stood on continued to rise until they were a few feet higher than the other side of the bridge. Wanda crouched by one of the cars as she held onto it for support. She looked around at the city she grew up in with panic in her eyes, not knowing what was going on.

"Where have you been?" Elizabeth tore her gaze away from Wanda to look at Clint who stood beside her with his bow and arrow in hand.

He shrugged lightly before taking an arrow out from his quiver and nocking it on the bow. "Been a bit busy," he replied.

"Do you see?" An artificial voice in the air got their attention. Clint pulled back the string of his bow and pointed it at one of the two robots that floated in the air. "The beauty of it," the robot continued in the voice of Ultron. Not attacking, wanting to deliver a message.

"The inevitability," it added on. Clint and Elizabeth didn't fire at them, wanting to see what it had to say first. But they made sure to be on guard anyways. "You rise, only to fall. You, Avengers, you are my meteor." The robot said as it still stood stationary in the air.

"My swift terrible sword, and the earth will crack with the weight of you failure," Elizabeth grew annoyed at the piece of metal and fired a blast of energy at it. Destroying the thing completely, she hoped to shut it up, instead the robot beside it continued to speak.

The three watched as another wave of robots came flying in, all delivering the same words. "Purge me from your computers, turn my own flesh against me. It means nothing. When the dust settles, the only thing living in this world will be metal."

"Cool speech, Ultron!" Elizabeth yelled out in annoyance, hoping that the robot would hear her. "But it's still murder!"

As if he did hear her, and took offence, the army of robots began to shoot at the trio. Elizabeth and Clint split up to find some coverage behind the cars as they retaliated against the heavy fire. "Stark," Clint called out into his earpiece, hoping for some answers. "What is going on with this flying rock?"

"Yeah, uh. Ultron is being very poetic." Came Tony's response from the radio. "We just have to figure out a way to bring the city back down."

"What happens if it continues to go up?" Steve's voice asked just as Elizabeth fired a blast of energy large enough to take out a small group of robots.

There was a beat of silence, as if Tony knew they weren't going to like the answer. "It will eventually go back down. Really fast," he trailed off at the end as he swallowed down nervously. "Which would then cause, y'know, global extinction."

No one responded for a moment, not knowing what to make of that information. "Alright then. You figure out a way to bring the city back down safely," Steve told Tony. "The rest of us have one job. Tear these things apart. You get hurt, hurt em' back. You get killed? Walk it off." That was Steve's idea of a pep talk before the line went quiet once more.

They continued on fighting against the robots for a little while longer before Wanda spoke. "There's a family," she told the two with a nod of her head to one of the buildings behind them. "I can feel them, in there."

Clint looked at where Wanda was gesturing with a crease between his eyebrows. "They can't stay there," he said to himself.

"I'll take them," Elizabeth volunteered with a shrug. "I can lead them back to the center of the city, the buildings there are less likely to fall." As if to prove her point, another chunk of the building a few feet in front of them fell off and went down to the ground below them that they could barely see.

A robot shot at a car by them to which Clint pulled back an arrow before firing at a group of robots. The arrow made a soft beeping noise before exploding mid-air. "Alright," he said to Elizabeth before looking toward Wanda. "We got it covered here."

Nodding at the two, Elizabeth ran up to the building Wanda had pointed at before. She went inside and climbed up the stairs, all the while calling out for the family. She stopped on the third floor when a door opened by her side and a middle aged woman peeked her head out.

"We have to go," she rushed out through her heavy breaths. "You can't stay here, it's not safe."

The woman nodded her head, understanding what she meant. Then, she opened the door wider, revealing three little children, all under the ages of ten by her side. They kept close to their mothers side as they looked up at her in confusion.

"Uh, hi." Elizabeth waved awkwardly at the children, not wanting to scare them too much at what was all going on. She could feel that they were all panicked and scared so she did her best to calm them all down. "Who wants to go on a field trip?" She tried to say excitedly. The children smiled unsurely, but smiled nonetheless as Elizabeth led them all out of the building.

***

"Okay," Elizabeth announced as she put the children and their mother into a building where most of the civilians were. "You'll be alright here," she told the family.

She had made a move to leave but the mother grabbed her hand in her. "Thank you," she muttered gratefully while her other hand went to circle around her kids.

Elizabeth smiled at her warmly, "I'm just doing my job."

Walking away from the building she managed to take out as many of Ultron's robots as she could. Out of the corner of her eye, she saw Thor and Steve taking out most of the robots from where they both stood near the edge of the city.

Thor threw a robot into the truck full of petrol next to her, making it blow up in one large flame. Nearly taking her out along with the group of robots nearby. Elizabeth felt the heat of the flame on her new suit and patted out the small flame on the sleeve of her arm.

Glaring at Thor, the man saw her and gave her a sheepish grin. "This is new!" She exclaimed at him from the large space of grass between the two. "Come on!"

"Sorry!" He yelled back before swinging his hammer through the body of three robots.

Rolling her eyes at him, Elizabeth kicked a nearby robot in the chest, sending it back into a statue that stood close by. She had raised a hand to fire and destroy whatever was left of it when a head of red hair came out beside the statue and stomped on the head of the robot.

"He didn't learn from the last incident?" Natasha asked as she came to stand beside Elizabeth.

Elizabeth threw a blast of energy to a robot that stood behind Natasha before kicking another one beside her to the ground. "Of course not," she said with a smile, glad that Natasha was somewhat safe and back with them. Looking to the ground Elizabeth smashed the head of a robot in with a crunch.

Natasha and Elizabeth continued to fight the oncoming robots as the two spoke. "Is that a new suit?" Natasha asked just as she sent one of her batons through the head of a robot.

"Yeah," Elizabeth replied over her shoulder as she pulled her knife out from it's sheath on her thigh. She knew using a knife against an army or robots wasn't practical, but it was fun "Tony made it for me," she continued on before swiping the head of a robot clean off with one hand and blasting another to bits with the other hand.

"It's cute," Natasha commented before tossing a robot to Elizabeth for her to blast into pieces. "I love the blue."

"Right?" Elizabeth agreed. "It matches with all this," she added as her hands shot out a ball of blue energy to a group of robots. Making their little area around the statue somewhat robot free.

"If you two are done chatting," Steve remarked through the radio. "I could use some help." The two looked over at Steve in the distance to see him smashed between a row of cars and an army of robots.

Scoffing lightly at Steve's remark, the two made their way over to him. "We're heading over to you, old man." Elizabeth retorted.

"Yeah," Natasha agreed as the two punched their way through the robots. "Not our fault we wanna have some fun while we work."

When they got to Steve, Natasha picked up his shield that lay discarded on the ground and tossed it to the man who was pinned back against the car by a robot. Steve caught it with his free hand and proceeded to bash it into the robot.

Elizabeth looked up to see a couple of robots coming down from the sky onto them. Feeling the comforting heat in her hands, she took aim before releasing small burst of energy to take out the robots. The dismantled pieces of metal rained down beside her as she sidestepped to avoid some pieces.

"Where'd Thor go?" Elizabeth heard Natasha ask Steve from behind her.

Steve threw his shield past Elizabeth to find the piece of metal ricochet off four robots. As the shield made its way back to Steve however, Elizabeth took a hold of it before it could pass her and used it to shield herself from the firing of a robot.

Coming up behind the robot, Steve grabbed it by the arm and threw it off the edge of the city. "Ultron decided that he wants to take him for a spin," he said grimly as Elizabeth tossed the shield back to him.

"That doesn't sound good," Elizabeth muttered with a clenched jaw while she narrowly avoided the metal arm of a robot. Gripping the knife tighter in her left hand, she kicked at the robot before firing a blast at it with her right hand. "You're not helping at all," she muttered to the weapon before keeping it back in its place.

"Thor can handle it," Steve said with confidence laced in his voice as he punched the last of the robots in it's chest. It fell to the ground and Steve slammed the end off his shield right at its neck, cutting the head clean off. "Is that the last of them?"

The three looked around for a moment to see if there were any more threats. The streets were deserted except for some scattered newspapers flying around from the wind. "That's it," Natasha looks around cautiously. "For now," she adds.

"The next wave is gonna hit any minute," Elizabeth says as she wiped some soot away from her face with the sleeve of her shoulder.

Steve nods and they watch as the city ascends into the clouds, making a thin layer of fog cover the empty streets. "She's right," Steve says before tapping into the radio. "Stark, do you have anything?" He took off his helmet, finding it hard to breathe from the air pressure.

"No, not yet." Tony says and Elizabeth can hear the frustration in his voice. "Well, maybe a way to blow up the city." He adds, "That'll keep it from impacting the surface, if you guys can get clear."

"I asked for a solution not an escape plan," Steve says while Elizabeth and Natasha take a look at the buildings full of people behind them.

"The impact radius is getting bigger every second," Tony explains to them. "We're gonna have to make a choice."

"Cap," Natasha gets Steve's attention as she turns away from the buildings behind them. "These people aren't going anywhere. If Stark finds a way to blow this rock," She trailed off once she noticed Steve's determined face.

He shook his head as he continued to stare off at the clouds below them. "No," he said. "Not till everyone's safe."

"Everyone up here versus everyone down there?" Elizabeth asked with a scrunched up nose. "Even I know there's no math there." She didn't like the idea of it, but they may not have any other choice. So she had to prepare for the worst.

Turning his head, he looked at Elizabeth with determination all over his face. "I am not leaving this rock with one civilian on it."

"I never said we should leave," Natasha corrects while making eye contact with Steve.

Elizabeth nods her head slowly, "There are a lot of worse ways to go, especially for us." She knew it would have to happen eventually and she wasn't scared of it. She was more worried about what she'd leave behind. Chewing the inside of her cheek, she stares out at the sight of the fluffy white clouds in front of them. Wishing that she had made that last call before she left.

"Besides," Natasha's voice drags her back to the conversation at hand. "Where else can I get a view like this," at her words Natasha and Elizabeth admired the view with soft and content smiles as the wind blew in their faces.

But Steve still looked at the two of his closest friends with a frown. It wasn't him being stuck on this rock that he was worried about. It was his teammates, his friends going down with him, and that terrified him.

Steve tore his face away from his friends when a new voice entered their radio. "Glad you like the view, Agent Romanoff." Their heads perked up at the familiar voice of Nick Fury as he continued to speak. "But it's about to get better."

From below the clouds, they all watched as a helicarrier rised to their level. The large ship then disposed a row of floating life boats all making it's way towards them. "Nice right?" Fury asked and they could all hear the smug smirk as he spoke. "Pulled her out of mothballs with a couple of friends."

"Fury you son of a bitch," Steve swore in disbelief as he continued to stare at the lifeboats that began to dock on the ground.

Elizabeth swatted his arm playfully with a smile. "Watch your mouth," she joked as Steve rolled his eyes at her.

There was the rush of wind and Pietro came to stand in front of them in a blur. "This is SHIELD?" He asked with his eyes wide at the help they had coming.

"This is what SHIELD is supposed to be," Steve answered as he recalled this being the organisation that he joined all those years ago.

"Not bad huh, speedy." Elizabeth remarked as Pietro nodded in agreement with his eyes still on the view.

"This could be worse," Pietro replied.

"Alright then," Steve said once he saw all of the lifeboats safely on the ground. "Let's load them up," he instructed.

They all made their way toward the buildings to help get people onto the life boats. Bit by bit, they began to herd the people like sheep to safety. Once a lifeboat was full, it would transport the people onto the helicarrier and come back for another round.

"Guys," Tony's voice came in through her earpiece as Elizabeth helped a group of people on board a life boat. "I got a plan," he announced.

Looking up, Elizabeth saw Tony in his suit flying beside Rhodey. Rhodey had come to help, saying that it would make a great story. "Mind telling us what it is?" Natasha asked when Tony didn't care to explain.

"Lizzie and Thor," Tony called her name. "How do you two feel about a group project?" He asked as Elizabeth watched another lifeboat make it's way over to the helicarrier.

"Of course. We're the dream team," Thor's voice came in over the radio along with the sound of metal on metal. "But we're also out of time," he added. "They're coming for the core," Thor informed them between heavy breaths.

Tony muttered something to Rhodey before addressing the rest of the team. "Avengers," Tony began to tell them the plan. "Time to work for a living, get to the core."

From beside her Pietro nodded silently before speeding off to the center of the city. She shared a tired look with Steve before the two jogged their way over there. "Wish I had that," she mumbled as she tried to keep up with Steve.