I thought of this when I saw Pepper falling. And yeah it's probably already been done, but I was procrastinating and should have started writing sooner.

Now I'm trying to think of something to write for lightneverfades who wanted a IM3 frostiron video to a Zedd's Clarity song, but I don't vid anymore, so I'm going to try and write.

"Changeling"

Disclaimer: The Avengers, Iron Man, Tony, Loki, etc belong to Marvel, Stan Lee, et co. I make no money from this and own nothing, don't sue.

Summary: [Tony/Pepper][Loki/Tony] Pepper falls and Tony fails to catch her so no one is more surprised than him when she walks out of the wreckage and saves him from Killian. Especially considering Jarvis insisted she was dead.

Warnings: Slash. Mid-IM3. AU. Character Death. Tony/Pepper. Loki/Tony (one-sided). IRON MAN 3 SPOILERS.

Rating: PG-15.

A/N: I thought of this when I saw Pepper falling. Loki has pretended to be different people for years at a time to get what he wants, so this isn't too far removed from the ordinary if you think about it.

XXX

Words: 660

Chapter 1

Loki watched the woman fall. He made no move to catch her nor did he flinch at the explosion that resulted from her meeting body the ground, the virus reacting badly. Stark, he noticed, looked about a moment away from sinking to his knees, face etched with lines of pain and guilt. But he stood quickly, turning to face the other man that was coming towards him. Loki watched them fight in silence too, not intervening, not even contemplating such an action. If Anthony won then he would know the mortal was worthy, and if he lost, well, Loki could not miss what he had not yet had.

But thoughts of the man had haunted him since their last meeting. Since his escape from Asgard, all Loki had wanted to do was hunt down the man that had defied him, resisted him, had dared smile at him while all others had glared in anger and hatred. He wanted to know what made Stark tick, his thoughts, dreams, desires; he wanted to see inside of him, pick him apart and put him back together again until Stark was as much about Loki as Loki was him; he wanted to remove the woman from Stark's life, have Tony need only him, want only him. But he would do nothing yet. His last plans had been hastily made, desperate attempts to win the Earth and the Tesseract so that the Titan would set him free. This time, though, he was more prepared and better knew the risks of failure. So he would wait and he would see, and if Stark won, Loki would come forth from the wreckage, rising out of the ashes, and offer himself as the prize fit for any victor.

XXX

Pepper was there, angry and glowing from the inside out, a strange sort of colour not like the other Extremis soldiers but not very different either. Like a bad attempt at copying the effect Extremis had on them, but Tony laughed that thought off because why would Pepper want to copy that freaky inside glowing effect anyway? He should be more concerned by the fact that Pepper was there, alive and healthy (sort of) and had just dismantled the Mark 42 with her arm and used him as a baseball bat.

"I've got nothing." He said at last.

Jarvis was silent, the ear piece lying beside Tony on the ground. But earlier the A.I. had been sad but adamant that Ms Potts was dead, her heat signature gone, her vitals disappearing off of Jarvis' server, and Tony had believed him despite his hopes that it might have been Extremis fucking up his systems.

Her eyes fixed on his face, and she smiled for a moment; a strange and new smile, more dangerous than before, but she was Pepper and she had almost died so Tony figured she was allowed to look a little shaken.

"That was really violent." She said as she laughed.

"I thought you were dead." He shakily got to his feet, frowning at Pepper's reply, because yeah falling 200-feet should have killed her and she shouldn't have sounded so flippant about it. That was his coping mechanism, not hers.

But as the suits exploded in the sky like fireworks, Tony pulled her close, breathed in the scent of her and tried to forget about his worries and suspicions and just be grateful that she had survived.

"Do you like it?" He asked her, talking about the destruction of his Iron Legion.

"Yes," Loki answered, face against Tony's throat and he kept his green eyes closed. He loved the feel of the man pressing chest to chest with him, arc reactor a hard presence against his breasts, the arms around his waist and neck, the one hand in his borrowed red hair, holding tight and cradling gently at the same time, possessive and protective. All of it felt wonderful, and he liked it very much. "I do."

The End