Pepper walked into the lab to see Tony sitting in a chair, head resting in his hands. He looked stressed out.

"So are you seriously going to melt down all the armors?" She asked quietly as she sat on the armrest of his chair.

"Yes, I seriously am." He responded angrily.

"But you can't! You can't do this to us! You have no reason to! Tony, you're a great superhero, and you're doing a great thing! You can't just give up because someone got your armor specs. We'll get through this as a team. That's why we're Team Iron Man. Because we're in this together."

"But I'm sick of putting you all in danger! I'm sick of being the reason anyone could get hurt at any time. I don't want to have to worry about it anymore, so I'm done." Tony snapped, lifting his head out of his hands to look at Pepper. Pepper folded her arms angrily and huffed under her breath.

"What, so things get tough and that's it, you're done? You're out? What happened to never giving up, being a hero people can depend on? Tony, where is the real you?" Pepper asked, annoyed. This was certainly not the Tony she remembered.

"The real me is sick of losing people who are important to me! I don't want to deal with it anymore!" Tony yelled.

"Tony, you're not going to lose us! We wouldn't let that happen, and furthermore, you wouldn't let that happen. Please stop giving up, Tony, I miss the old you." Pepper exclaimed, softening her voice as she neared the end of her sentence. She didn't understand why he insisted on giving up so soon.

"Well the old me is done and gone because the old me is sick of being pushed around and beat up like a puppet, to be easily played, all the time! Pepper, you don't understand. If I lost you…a-any of you, I wouldn't know what to do. I wouldn't be able to take it, and I don't want to have to try. I'm done." Tony said, quieting down.

Pepper let a small smile form on her cheeks as suddenly Tony's change of attitude suddenly made sense to her. The last piece of the puzzle had been set in place: Tony was afraid of losing yet another loved one. He thought that the death of everyone else (mainly his parents) had been all his fault somehow and if it happened to him again he'd think somehow that it was his fault, and would have to spend another long period of time grieving and overcoming yet another scar, which he wasn't prepared to do. It was sweet, really, which is why Pepper couldn't help but smile. It revealed the human in Tony that he tended to ignore…the emotions he tended to ignore, that he knew he had but never allowed himself to show or express at all.

Pepper placed her hand on Tony's shoulder and felt how tense they were. She could tell he was deeply concerned. He had rested his head in his hands again.

"Tony, I know you're afraid of losing people. Heck, we're all afraid of something. But if we all let our fears step in the way of our paths no one would get anywhere in life and we'd all be a cluster of angry people waiting on a sidewalk. That doesn't get anyone anywhere, that only gets a sidewalk blocked off by a mass of confused and angry people." Pepper said calmly. Tony sighed deeply and sat up straight.

"I can't continue being Iron Man. Too many people are getting hurt. I can't handle that anymore." Tony said calmly. Pepper sighed and stood.

"Alright, well, I can't stand behind you on the sidewalk anymore Tony. When you find a way around what's standing in your path, call me." She said as she patted his shoulder. Before she left Tony with his thoughts, she stopped at the door to the armory and turned back to him.

"By the way, I like the hero Tony a lot better than the mopey quitter Tony." She said. She walked back over to him and bent down in front of him, grabbing his hand in both of hers. She looked him straight in the eye as she spoke.

"The reason you're my best friend is because you have an iron will. Because you never gave up and you never stopped fighting, no matter what happened and no matter the circumstances. I can't be best friends if I don't have that Tony. The Tony I fell for is a hero. By giving up being Iron Man…you're just being…well, a quitter. Quitters never win." Pepper explained. "And you know…it's okay to show your emotions every once and a while. I think you'd find that it makes you feel a lot better."

With her final note given, she stood, stared into his electric blue eyes for a few moments before she turned and left.

This has actually been fun to write. I had a bit of trouble finding a good moment where this could've happened in the episode, but when I couldn't get the video online I kinda gave up on caring. It's somewhere in the middle of the episode…eh, we can all use our imaginations a little this time :3 Gosh, this boy just has so many problems…but I guess that's part of why we love him, isn't it? XD Well anyways, review!