For a while I've been focusing on Pepper's thoughts in my multi-chapter fic "What About Her?" but I decided to focus simply on Stark's feelings. He's a little bit of an oddball, so it turned out to be an interesting challenge. Hope you enjoy! Oh, and I own nothing.

Not Sure Why

The first time he felt something for Pepper Potts was at the fireman's gala, two months after he'd returned from Afghanistan. He'd seen a redhead in a bluish dress, and something told him he that he knew the woman, but he wasn't sure. It wasn't until she turned that he saw her face. It was Pepper. His personal assistant, and therefore, his Pepper.

He left that weird little Coulson guy at the bar and made a beeline for her. He surprised her- she was nervous and self-conscious and adorable as hell. When they danced, he felt something melt inside him, and then what can only be described as butterflies. Butterflies? He was Tony Stark. He never had butterflies in his tummy. He'd touched a million women before her, and besides, he saw her everyday. So what was different now? Save the fact that he'd had a near death experience, he was trying to appreciate things more, Pepper looked beautiful in her dress- besides that, everything was the same. She had the same freckles on her nose, the same nervous rambling, the same red hair, the same sweet personality. Maybe he was just noticing what had always been there: Pepper was attractive. He thought that was it. That explained everything.

Yet he couldn't explain why he hadn't kissed her. He could've taken her home and left the next morning like he always had. But she meant something to him. She was his friend. His closest companion. He couldn't do that to her; he couldn't use her and throw her away like she was a piece of trash. So he pulled back. So did she.


The next time he felt something welling up inside him was when Obadiah had gone insane and Pepper was in danger. His suit was low on life, but he didn't care. He needed to save Pepper- and the helpless civilians, of course. He saw them from a distance; he saw a huge knockoff of his suit readying to blow her away. Without stopping, without thinking, he crashed into the monster, and the two began to pound each other into oblivion.

When he made her blow the circuit, he knew she'd make it out. Pepper was safe. He wasn't sure about himself, but it needed to be done. Obadiah needed to be stopped. The electricity hit him and it knocked him unconscious. When he awoke, he was in his bed at home, out of his mangled suit, and there was a worrying redhead standing over him. He felt a perverse sense of pleasure at seeing her concern over his wellbeing. It made him feel all warm and… fuzzy on the inside. It was weird. And he liked it. He decided that this new sense of contentment was partly owed to her company and support. And since she was rather adorable and smart and funny and- anyway- he thought it couldn't hurt for them to try a… relationship.

Tony Stark, of all people, was interested in actually dating someone. Getting to know her and stuff like that. Really, he didn't know what a relationship entailed, though he knew monogamy was usually expected, but he could give it a shot. He intended to make a rather suave gesture out of it, but she somehow managed to make him ramble like an idiot.

He went on about his hypothetical girlfriend being proud of him and worrying about him and being, well, crazy about him. And Pepper just had to bring up the whole incident where he left her standing on the rooftop. Alone.

He could just try again another time. If he was still interested.


He actually didn't think he would be. His newfound affection for her must just be one of those passing fancies. He'd get back to his old habits. He'd always been happy before with partying and mindless sex. But he wasn't now. The first woman he tried to pick up after coming back from the dead was hot. Really hot. But as they began to get down to business, he couldn't help but feel uncomfortable. And traitorous, though he wasn't sure how. He just kept thinking "Oh God, I don't even know this woman- this feels weird- and she's not a redhead- how would Pepper feel about this- she'll be disappointed with me-" Wait. Why was he thinking about Pepper's feelings on his womanizing? It shouldn't matter. Yet somehow, he wasn't comfortable. He left his catch and went home, without even having sex with her.

Pepper was still there, still working. He hadn't expected to see her.

"Tony- are you okay?" she asked.

"Yeah, why?" he answered, hoping to cover up his disheveled state.

"Did you bring anyone back with you that I need to know about?" She eyed him suspiciously. Apparently, it was pretty obvious he'd been up to something. She sighed.

Tony caught that little sigh; knew she was disappointed with him. He needed to tell her the truth.

"No, I- I was going to, but then I couldn't, I don't know. It's weird."

She seemed to understand. "Well, things have changed a lot lately. Maybe the kind of life you led just isn't satisfying to you anymore. And that's okay. You just need to find what makes you happy now."

"So you don't think I've lost my mind?"

"Oh, I think you lost it years ago." They both laughed.

"Why don't you get going Pepper. You're tired. You can finish this tomorrow."
"I think I will. Thank you, Mr. Stark." With that, she packed up her things, bid him goodnight, he walked her to the door, and she left. And he stood there, long after she'd driven off, thinking, and smiling to himself. She said to find what made him happy now that he'd changed. She made him happy. So what did that mean?


When he first started to notice that the amount of toxins in his blood was higher than usual, he immediately wanted to keep it from Pepper. He didn't want her to panic or get upset. He began to make plans for Pepper to take his place as CEO. He stopped hanging around her as much as he had recently. He didn't want to acknowledge the fact that he was dying, and there was nothing he could do about it.

He felt guiltier as time passed. Pepper began to notice that something was wrong, and he didn't like lying to her. Yet he couldn't help but feel oddly pleased when she got angry over him hiring Natalie to take her place. He thought she was jealous. He liked her being jealous of his attention. He still wasn't sure why, he just figured it was because she was the only woman in his life who actually mattered.

After Whiplash made his grand entrance on the racetrack, Tony knew he was in a mess. A new freak had emerged, and he was dying. There was no cure. He was going to tell Pepper on the plane. He even made her a special meal. He'd never cooked for her before. He wasn't sure why, but he liked doing something special.

But he chickened out. He asked her to run away with him instead. Where the hell had that even come from? She refused. He was hurt.

He didn't understand why he felt uncomfortable when Natalie was practically throwing herself at him. He'd just wanted a watch for God's sake, and she basically sits on his lap. He just kept thinking of Pepper. Why? Why was he always thinking about her- about how she felt? Why did it even matter? When Natalie finally left, he felt relieved.

He got out of control. The party was a disaster, but his drunken mind didn't care. He was scared, and he needed to forget his troubles. Pepper left the crowd and tried to talk reason into him, but he didn't listen.

"I love you," he mumbled.

"Tony- you're out of control," she said sternly.

"You're out of control gorgeous," he said.

He tried to kiss her. She was repulsed- he had just peed in his suit, after all. Not very attractive. He didn't listen to her though. He wanted to party, and if Pepper didn't like it, then she could leave. She did.


Tony Stark had always repressed his emotions; his father had never been an openly affectionate man, and so Tony felt that emotions were bad. Useless. Yet when he watched the reel of his father, something inside him snapped. He couldn't believe what he'd just heard. His father had loved him. His father told him, albeit in a recording, that he cared about him. His father admitted to caring about him. The revelation started one thought in a chain reaction, and at the end, his mind was back at Pepper. Why?

Because he loved her. At least, that was the only thing to call this weird emotion inside him that he felt for her. He'd never experienced this before, and he wanted her to know how he felt before he… died. He wasn't positive it was love, maybe really deep affection, but he was going to tell her regardless.

When he got to her office, he'd changed his mind. Yes, he'd tell her how he felt, but he needed to apologize for his behavior at the party, and he was going to tell her the truth: that he was dying. However, she was not in the mood to listen. The closest he got was-

"I need you-" she began

"I need you too, that's what I'm trying-" he cut in.

"-To leave," she finished. Ouch. He left.


After defeating Whiplash, Tony saw that something was wrong. The drones Vanko had unleashed were going to explode, and Pepper was still there. Oh God. He didn't even know his suit could go that fast, especially after being nearly destroyed, but that didn't matter. He picked her up, and flew her to safety, though she was less than thrilled. He wasn't sure why, but now he knew what he felt. He really, really knew. It was love. But this was stronger than what he'd felt for her only yesterday. He loved her so much it hurt. If he could just tell her- no- she's rattled and won't stop talking. Even if she did, he doesn't know what to say. So he kisses her. And he's not sure why, but she kisses him back. Maybe she loves him too.

So, what did you think? Like, dislike... absolute indifference- just please review, and let me know. Thanks!