A/N: A few short notes about this story. First off, there are no real pairings here. Sorry, Pepper/Tony fans. Secondly, the focus is mainly on Gene, then Tony; Rhodey and Pepper have roles, but they are mainly on the sidelines. (Gene just does not get enough fan fiction love.) Thirdly, despite the fact that the first few chapters seem light and humorous, the story itself mainly flows towards the dark side. And finally, there are some mild slashy overtones in places, mostly for humorous or dramatic effect. Before you get all excited, either positively or negatively, remember the first note: no pairings. Still, if such things really bother you, run while you can.

Be forewarned that I live in the U.S. and haven't seen as many episodes as our northern neighbors. Spoilers up to "Ready, A.I.M. Fire". Plot-wise it is obviously A.U. after that.

Rating: I'm giving this one a "T" for now. Later the rating will be raised to"M" for descriptions of abuse/child abuse, mentions of rape, one f-bomb and a hint of slashy-type behavior. It'll probably be rated strongly for the actual content, but given that this category most likely attracts a lot of younger readers, better safe than sorry.

Disclaimer: Iron Man: Armored Adventures, its characters and properties, are owned by Marvel Comics and is distributed in the U.S. by Nicktoons Network. I own nothing but the story idea. This remains true for this chapter and every consecutive chapter that follows.

Chapter one:

The end of the period bell had hardly stopped ringing before Tony Stark's POD began beeping at him. His best friends and co-conspirators exchanged a knowing glance behind his back as he pulled the electronic device from his pocket, grumbling a bit under his breath as he did so. They exited the class, merging with the flood of migrating Tomorrow Academy kids; the POD beeps barely audible over the drone of voices and slams of locker doors.

Pepper exchanged another glance with Rhodey. "So…," she said in her best off-hand casual voice. "Is it her?"

"She wants to meet for lunch on the roof, away from all the 'commoners", Tony sighed. "I guess that's not so bad."

"Yeah, along with meeting after school, at the locker between classes, in the lab during free period, outside the bathroom… she's just giving you all kinds of space, isn't she?" Rhodey nudged his best friend with his elbow as the trio cut across the lunch room. By non-verbal mutual consent, they had started taking roundabout ways to their destinations in hopes of avoiding Whitney between classes. It usually didn't work; for a new student Whitney was remarkably well acclimated to her environment. Unfortunately, she also seemed to have a sixth sense when it came to Tony and his whereabouts.

"Commoners? What does she mean, commoners? Is she a Princess now? Little Miss Princess Diva Smarmy-pants…" Pepper stopped mid-rant as both Tony and Rhodey turned to look at her. "Oh. Did I say that out loud?" She coughed slightly.

Tony forgave her with an easy smile. He ran his hand through his short-cropped brown hair. "Look," he soothed, "I know Whitney can be a bit… overbearing at times. But just remember…"

"She's new, Obadiah Stane isn't in line for the 'Father of the Year' award, and you guys go way back," Rhodey completed his sentence for him. "We know, we know." They had finally arrived at his locker. Rhodey spun the dial expertly as he continued the conversation. "But if you really feel that way, why are we taking the long route to all of our classes? I was late to history yesterday and you know that's my favorite subject."

Tony Stark shrugged casually. School wasn't nearly as important to him as it was to his friends, but he was well aware of his best friend's love affair with history. "I don't know… I don't mind being her friend and all, but it's starting to creep me out a little. In the hallways and the lab is bad enough, but when she started showing up outside the boy's room…" Unable to finish the thought, the sixteen year old shuddered. "I just don't know what she wants from me."

"Well, duh. She wants to be your girlfriend. What do you think she wants?" Pepper Potts snorted and rolled her eyes as Tony eyed her in disbelief. For a super genius, he could be really, really dense sometimes, Pepper mused. Frustrating was not the word for it. In fact, Pepper didn't have a word for it. Well, she probably did, several of them in fact, but it's not like she could think of them now, when he was staring at her like she had grown a second head or something.

"Girlfriend," Tony repeated incredulously. "No way. You've come up with some crackpot theories before, but this is… I mean…" A look akin to panic crept into his blue eyes. "Um, help me out here, Rhodey."

James Rhodes shut his locker door and shrugged, trying without much success to keep the humor out of his expression. "As much as I hate to agree with Pepper, I think she's right."

Defeated, Tony slumped against the cool metal. The hallway din was starting to quiet; a tiny part of his still functioning mind noted that he was probably going to be late again. "I can't have a girlfriend, what with school and Stane and doing Happy's homework on top of my own and… you know…" He gave a vague gesture that encompassed his high-tech armor wearing, crime fighting pastime.

The red-headed girl frowned, one hand planted on her hip. "Tony, you don't do your homework, we do. And Happy's too; at least most of the time. And besides, this is an easy problem to solve."

The sixteen year old Stark heir went from abashed to hopeful in a blink of an eye. "It is?"

"Of course. All you have to do is let her know you're off the market. You know, "taken". And I'll bet she totally backs off."

"But Pepper, it's not just Whitney. I don't have time for anyone to be my girlfriend right now. And I don't want to lead anyone on."

The girl gave an impatient snort. The close-knit group had resumed walking, rapidly approaching the hallway intersection where they'd have to go their separate ways. "I didn't mean for real, Tony," she said with a roll of her eyes. "Just pick a friend, one who'll understand you're not serious, and let Whitney see you together a couple of times. Once she understands there's no chance, she'll find someone else to bother."

"Or you could try honesty. That might be a novel approach," Rhodey muttered sarcastically. Pepper rewarded him with a sharp elbow to his side. She could feel a freckle vanishing blush start to spread across her cheeks; curse her fair skin. Thankfully they had just reached the split up point.

The bell rang. Rhodey gave a disheartened groan. "Later," he said with a backwards wave as he started jogging down the now mostly empty hall.

"Later," Tony replied absentmindedly. "Hey, Pepper, thanks. I'll think about what you said."

The red-head nodded, not trusting herself to speak. Her cheeks still burned at her own audacity. Thankfully Tony said nothing about them, which was nice. Unless he was being oblivious again; sometimes it was hard to tell.

Breaking into a rapid trot towards her own class, Pepper felt a burst of euphoria. Not that she liked Tony; of course not. Just because he was nice and had nifty inventions and a penchant for attracting danger and trouble that she found absolutely irresistible… Pepper shook her head as her brain started meandering down the wrong path. But she did like Tony; in that he was her friend and all, and Whitney was so bad news. Pepper tried to suppress a smirk when she pictured the look on the blond bombshell's face when Tony came around and enacted her plan.

Later that day…

Gene Khan pushed his book into his locker, his face a studied expression of neutrality. He hated this place. Around him the hallway teemed with driveling teenagers gregariously discussing their petty, insignificant lives. A group of girls walked past; one leaned into her friends and whispered something; they all broke out into giggles. Like turkeys in a pen; one gobbled and they all gobbled. Gene's eye twitched in irritation, pretty sure he was the subject of the twittering girls' humor.

He snagged a couple of new books and flipped through his drama class notes absentmindedly, waiting for the crowded halls to thin out a bit before attempting to proceed to class. Gene liked his personal space; nothing grated on his nerves more than having a bunch of hygienically challenged bodies brush by him on the way to and from his lessons. Luckily, he had long ago mastered the fine art of subtly repelling people: he kept his eyes hidden behind tinted shades, he gave curt answers to people he didn't want to talk to, and his entire body projected a 'keep away or I'll hurt you' message that was generally effective.

Gene's ribs gave a twinge where Happy Hogan had given him a 'playful' elbow last period, reminding him that his methods were not entirely successful. Of course the hulking jock would be immune; this was the third bruise the dim-witted behemoth had given him since he started here.

The last heir of Khan sighed and placed a hand briefly on his chest; reminding himself of why he was doing this. His birthright, the Makluan rings; and Tony Stark, son of Howard Stark, the only person Gene knew of who had done actual research on the rings themselves. Pity he hadn't had the opportunity to meet the late, great C.E.O. of Stark International before he died; if his son was any indication, Howard would have gladly taken him by the hand and led him to the remaining rings.

Still, as a runner-up dupe, Tony wasn't half bad. He certainly couldn't have hoped for a more amiable and trusting person to take advantage of. All it had taken to insinuate himself into Tony's life was to enroll at the Tomorrow Academy. A little bit of patience, some well timed nonchalance at the beginning and he was in. Not quite a part of Tony's inner circle, but close enough for his purposes. Putting up with a few school time inconveniences was a small price to pay for the power he stood to gain when the Stark boy blithely led him to the objects of his desire.

Gene sighed and let his hand drop. The problem was, he was starting to feel just a tiny bit guilty about his duplicity. It was Stark's fault, entirely. He didn't have to be so gullible and naïve. Gene could have dealt with a touch more suspicion and doubt; it would have made him feel less like a mugger taking advantage of an eighty-five year old blind woman… in a wheelchair.

Tony was just remarkably innocent for the son of a successful business entrepreneur. Lying to him made Gene feel too much like Zhang, and he wanted to be nothing like his stepfather. At least his methods were less cruel. Zhang probably would have locked the boy up, tortured him until he was satisfied he had all the information Stark knew about the rings and then disposed of him.

Zhang always favored the direct approach, the method that catered to his need to feel powerful and in control. Typical of an usurper, really. Never mind that his methods never would have netted him the result Gene's more subtle approach had: a second activated ring. Yes, Tony was definitely better off with Gene as a faux friend than Zhang as an actual enemy. Funny how that fact did nothing to assuage Gene's guilt though.

It annoyed him; he didn't understand it. Why should he feel bad for attempting to reclaim his birthright? Why should fooling Stark bother him at all?

It was Stark's own fault; the rich boy should know better than to trust people; Gene certainly did. It was one of his life's earliest lessons; having faith in people, depending on others; those were the acts of a weak-minded fool. And Gene Khan was nobody's fool. He was being soft and silly for even thinking about Stark as anything other than a tool to be used. And guilt was the biggest waste of time. What good would it do him to contemplate it; he had no choice if he was to fulfill his destiny.

He would use Stark until all the Makluan rings were found and activated. Tony would get to chase his father's dream, and learn a valuable lesson about not accepting at face value the motivations of helpful strangers; a lesson that would doubtlessly serve him well as a future business man. All in all, a fair exchange. More than fair, really, when Gene factored in the fact that he had to put up with Potts, Rhodes, and the Tomorrow Academy too.

His thoughts run full circle, Gene noticed that the hall was now fairly quiet. He had been lost in his musings for too long. Tucking his notes away and shifting the weight of his books to one arm, he shut his locker door. Only two more periods to go; anyone could survive that.

There was a screech as a pair of sneakers skidded around a nearby corner. A flash of red and blue and Gene instantly recognized the rapidly approaching student.

Well, well, think of the devil and he shall appear.

Except something was wrong. Tony's face had a look of panic to it; he kept glancing over his shoulder as if he was expecting pursuit. When his blue eyes lit upon Gene they flared with hope. He came to an abrupt stop in front of the taller boy.

"Stark, what…?"

Nervous blue eyes darted to the corner and back. "No time…" the out of breath teen puffed out with a shake of his head. "Explain later…"

Then with a sudden step forward, he closed into Gene's invisible zone of personal space, his red shirt just inches away from Gene's black one. Startled, Gene instinctually jerked back, momentarily forgetting that he was standing directly in front of a row of hard metal lockers. His head clanged off the painted metal, his eyes flinching shut more out of surprise than pain. The blunt impact trauma was swiftly forgotten, however, as a plane of warmth pressed against his chest, and a soft, hesitant pair of lips brushed against his own.

His eyes flew open and he found himself staring directly into Stark's own blue orbs. The plea written all over Tony's face couldn't have been clearer if the billionaire heir had fallen to his knees and screamed it at the top on his lungs. Completely nonplused, Gene just blinked at the boy. Apparently satisfied his victim wasn't going to react too adversely, Tony pressed his body even closer, his hesitant lips becoming much more firm. It was enough to force Gene's mind into working again.

Tony Stark was kissing him.

His nose gave a pang of protest as Stark's proboscis pressed into it awkwardly. Correction: Tony Stark was kissing him poorly. The only question was: why?

The answer came as the sound of rapid clicking approached from the hallway corner Tony had been so nervous about moments before. "Tony?" a feminine voice called, causing Stark's whole body to stiffen against Gene's and his eyes to squeeze shut.

Gene Khan was not a stupid boy. He had been quite literally raised in a den of murderous thieves, where the ability to think on his feet had been instrumental to his survival. It took him less than a second to understand at least the gist of what was going on. Another second was spent reevaluating his initial impression of Stark; he would never have expected his classmate to be capable of his level of duplicity.

Before Whitney Stane could round the corner, Gene had decided he approved. Regardless of what Obadiah Stane's daughter wanted with Stark, she was a complication that Gene didn't need. Dealing with Potts and Rhodes was bad enough, and they were at least useful from time to time. Whitney would only be trouble. And since he approved, there would really be no harm in fixing this sham of a kiss, would there?

Gene forced his tense body to relax; he put his book bearing arm around Tony's waist and raised the other so his hand rested behind his head. Twining his fingers into the soft brown hair, Gene adjusted the angle of their kiss, bringing instant relief to his nose. Being pressed so intimately together allowed him to feel the instant rigidity of Stark's body, his reaction to the unexpected participation.

Gene stifled the urge to smirk. Although he was impressed that Tony had even conceived of this plan, the kiss before was the kind an unwilling child would have planted on their Great Aunt Margaret. It wouldn't have fooled a third grader, let alone Whitney Stane. Now this kiss, if Tony didn't ruin it, this was a level of chicanery worthy of a Khan.

He sucked gently on Tony's lower lip, not sure if the resulting gasp came from his aggressor-turned-victim, or from their unwilling witness at the end of the hall. There was a flash of blonde and red that moved through his peripheral vision; the rapid clicking sounds of Whitney's quickly retreating stilettos.

The bell rang and Gene disentangled himself. Tony stood stock still, wide eyes blinking at him. It was his turn to be shocked dumb. An idle part of Gene's mind wondered if that had been his first kiss; an evil part hoped so. Fighting desperately to keep the satisfied smirk off his face, Gene leaned forward again, his lips almost brushing against Tony's left earlobe.

"You owe me, Stark," he hissed, putting a believable amount of anger into the words. He stalked off, keeping his body language stiff, the perfect picture of an affronted friend. He was glad when Tony didn't follow him; he wasn't sure he could keep up his facade.

He pulled out his cell and hit a number. "Come and pick me up in forty-five minutes," he ordered tersely before flipping it closed. Screw the final period; he wasn't going to give Stark a chance to explain or apologize. No, Tony Stark could just stew in his own juices tonight, thinking about what he did to his 'unwitting' friend, feeling more and more guilty by the hour. By tomorrow he'd probably be willing to do just about anything to make amends. Of course, Gene Khan already had a price in mind: the next Makluan ring they found. He'd pretend to think about it for a while in order to avoid suspicion, but in the end, that's what he'd choose.

The twinge of guilt resurfaced but was quickly smothered. This time he was practically blameless. Tony had tried to mess with the master and would get appropriately spanked for his efforts. And that was that.

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A/N: Just as a fair warning, I like to write, but hate to type and I'm also working on another project right now so expect updates to be sporadic.