* fluffy SMUT warning!*

(Surely, you didn't think it would stop with the last chapter, right?)

I apologize for the delay in updates! (And HONESTLY? I tried to get this one done in time for Valentine's Day!) But alas, as it often does, life got in the way! HOPEFULLY, I've made it up to you with this little bit of smut, little bit of fluff chapter!

You know the rule! Be of legal age, or be gone! All others...

Happy Reading! (And thanks for the reviews, my lovelies! They are SO appreciated!) :D

Pepper gave Tony's lips one last kiss, and then moved to slide off the couch and remove her pants the rest of the way. He watched her, admiring her body. He then raised his eyes to hers, and looked at her in curiosity. "Can I ask you something?" he asked.

"Of course," she said.

"What made you want to drop your guard? I have to admit, I...didn't think we'd be at this place at this point in time," he confessed.

Pepper smiled. She knelt back down next to him, and ran her hands up his chest before raising her eyes to his. "I decided that I needed to let go. You've been nothing but doting, and all I was really asking for was the reassurance that..." she stopped talking, and furrowed her brow. Tony furrowed his, but didn't speak, allowing her that chance to find the words. "All of this, it's...surprised me, I have to tell you. I've spent so long keeping up my defenses with men that I've forgotten what it is to..." she began again, but Tony interjected.

"Be made love to by one?" he offered.

Pepper smiled, and nodded. "Exactly," she replied. Then she looked deeply into his eyes. "So that being said, I hope...I mean I..." she took a deep breath. "My heart is fragile, Tony," she finally admitted. "Just be careful with it? Please?"

Tony gave her a smile of reassurance. "I know I'm like the last person you probably ever thought you'd be with," he told her. "And I know I can't promise to be perfect. But Pepper?" He paused, studying her face, and then looking even more intently into her eyes. "I mean it when I say 'I love you'. You know I don't say those words to just anyone. You're not the only one with a guarded heart."

Pepper's expression changed as his words sparked a realization in her brain. "No, I suppose not," she said thoughtfully, now fully understanding why he'd never bothered to commit to a relationship. Why he never wanted to stick around after a late night fling with all of those random women. He was protecting his heart, she mused. So many (including herself at times) had assumed he'd slept around so much over the years because he was non-committal, immature, and disrespectful toward women. But that wasn't the case (sure, he was immature in some regards. But that had played into things less than she'd perceived). It was just his need to keep from getting hurt. Paste on a cocky smile, keep the world at arm's length, and you've got a recipe for being impervious to vulnerability. Never realizing he couldn't outrun loneliness living that way, she thought. He's got to be one of the loneliest people in the world.

But now, with this new level in their previously friendly-but-professional relationship, she knew, for certain, that when he said he loved her, he was being 100% honest. Because Tony Stark wouldn't tell ANYONE he loves them unless he trusts them enough to be vulnerable to them, she realized. And because of that vulnerability, she knew he couldn't be lying. He'd never used that line in order to sleep with a woman. His intentions were always laid out on the table for them. It would always be a night to remember with him, but never the morning. At least, she was sure, until now.

Pepper gave him a kind smile and ran her hands up his chest, easing him back against the sofa. He smiled lovingly back, but gave her a curious look. Still, he said nothing as she bent down to kiss his lips, only raising his hands to gently brush her hair behind her ears before cupping her face.

She straddled his lap, and Tony let out a giddy moan when she did this. She giggled softly at his delight and they broke the kiss to smile at each other. After a moment, she moved to back off of his lap, and scooted down to her knees on the floor in front of him. Tony bit his bottom lip, and watched, his eyes glassy with arousal.

She slid her hand over the growing bulge in his pants, and smiled slyly at him. "Seems I wasn't the only one enjoying the journey down the yellow brick road," she purred, teasing him.

He chuckled softly. "What can I say? The scenery was breathtaking," he replied.

Pepper smiled at him, and raised back up on her knees to bring their lips together. Tony gently cupped her cheek, as she worked to free his hardening member. She quickly succeeded, and he broke the kiss to moan at the sensation of her suddenly stroking him. She looked down and bit her lip, stopping a delighted gasp from escaping her lips, as she felt him in her hand, his girth and length confirming the rumors she'd heard for years around the office.

She flicked her eyes back up to his, and gave him a mischievous smirk before she slowly sat back again, and sheathed him with her mouth. He instantly inhaled sharply through his teeth, and closed his eyes, dropping his head back as he eased his upper body back against the couch. "Oh. My God," he moaned. Pepper smiled to herself, glad he approved of what she was doing, though she never doubted he would.

Tony reached down to gather her hair in a loose bunch, resting it and his hand on the back of her head as it began to bob up and down. Pepper ran her spare hand up his body, and Tony clasped it in his at his chest, lifting the inside of her wrist to his lips for a soft kiss, and then giving it an affectionate squeeze.

Pepper watched him do this, then rested her eyes back on his as she flattened her tongue to work the under side of his shaft. Their gazes became glued to one another's as she moved. She tilted her head, just to change the angle, and then gently sucked the tip of him. He bit his lips together, and furrowed his brow, appearing to be enjoying what she was doing. "So far, so good?" she asked after a moment, mimicking his question to her from before, as she took a moment to give him a few slow, twisting strokes.

"More than good. Amazing," he answered, his voice dreamy with appreciation.

She smiled in satisfaction, and went back to sucking him from base to tip, evoking a raspy moan from his lips in the process. "Yeeeeaahhhh, wow, you're good at that," he breathed. "Especially with that little tongue flick you do at the end. That's..."

"What. This?" Pepper teased, doing the move again across the tip. By now, she could taste a bit of his flavor, and she couldn't help the smile that the fluttery butterflies of excitement caused across her mouth as a result.

Tony groaned, and a dopey smile spread over his own lips. He nodded. "Yeee-up. That's the one. Mmmmm," he moaned.

"Well, in that case," Pepper purred. She gently grasped him in her hand, and focused her attention on the spot that was making his toes curl at the moment, playfully working the whole area with her tongue.

Tony's hips bucked, and he inhaled sharply through his teeth again. She could feel him getting even harder as she moved, and she decided she could play the protocol game just as well as he had. "Mmmmm," she moaned wantonly, as he continue to fill her mouth over and over again. Then she abruptly pulled off with a loud, playful shluck, and grinned slyly. Tony shuddered, and popped open one eye to see the reason why she'd stopped. "Mmmmm, mmmmm. You taste good, too," she cooed. "Very good."

He opened the other eye as his eyebrows shot up in response, and a giddy grin spreading across his lips. "My my, Ms. Potts! I'm learning all kinds of things about you today," he told her.

Pepper giggled and nodded. "And the lesson is far from over, I assure you," she replied. She then sheathed him completely with her mouth once more, making Tony gasp in return. She began working him now with both her mouth and the twisting motion of her closed hand around him, moving from base to tip, her movements thorough, and deliberate. And Tony moaned, quietly at first, but then louder and louder with each repetition. He rested his hand on the back of her head again, and intently watched her work. Occasionally, Pepper would raise her own eyes to look at him, and he'd give her an encouraging nod. "Yeah, baby. I love what you're doing to me," he murmured at one point.

She'd heard him, but didn't reply. She just kept steadily on, maintaining the same pace until she felt him begin to tense up. A pre-orgasmic spasm caused him to pulse in her mouth. Tony jerked. "Holy hell," he grunted. But Pepper ignored him once again, staying with the same movement, but upping her pace a just a touch.

He moaned loudly now, and gripped the edge of the sofa cushion. She could feel his body tense even more. But still, she didn't budge. She remained as she was, but increased her pace once again, working him now quite vigorously. She felt his hand go back to the back of her head.

"Oh my God, Pep. I'm gonna...You're gonna make me..." he stammered, his voice strained. He swallowed hard and spoke again. "Seriously, baby, I..."

Pepper slowly pulled off to look at him, all the while pumping him with her hand. She smiled coyly. "I understand what comes next, Tony," she explained. "And believe me. I am completely fine with it." She bent down to swipe her tongue across the tip of him, gathering the drop of pre-cum that had accumulated there. She curled her tongue back into her mouth, and licked her lips, moaning in approval. "With all of it," she finished.

Tony's eyes widened, and Pepper then rose up on her knees to kiss his lips in reassurance. All he could do was weakly kiss her back, as the fireworks her words caused popped off in his brain, singeing whatever brain cells there were left in operation at that moment. Pepper chuckled at how befuddled he looked, and pressed her unoccupied hand to his chest to push him back against the back of the couch once more. "So, sit back, relax, and...just let me..." she cooed, as he obeyed. Her eyes, darkened with smokey desire, flicked back up to his, and she gave him a sly smile. "Taste you?" she teased.

Tony whimpered, and raised his body just enough to crash their lips back together. Then Pepper broke the kiss to trace her mouth down his chest, his torso, to his manhood. She eagerly took him into her mouth again, and he moaned. He closed his eyes, doing what Pepper had requested by sitting back against the couch, but relaxing was becoming a very difficult task, as rolling waves of pleasure began to course through him.

"Ohhhhh, yeah, honey. Yeah, that's...oooooohhh, uh-huh," he muttered. He felt himself pulse again inside of her mouth, and Pepper moaned in reply. A few seconds passed, and it happened again, this time far stronger than the first. His chest began to heave as he started to pant, and soon his hips bucked with the first strong orgasmic pulse. Tony inhaled sharply again through his gritted teeth as his pleasure overcame him, and he re-gripped the edge of the sofa cushion to steady himself as he came. Pepper stayed steady, working him thoroughly, vigorously, extracting every ounce of pleasure she could from him until she was sure he was spent.

At that point, he let out a heavy sigh, and laid limply back, a sex-drugged grin spread across his face as she moved one last time along his length, both with her whole mouth, and a twist of her hand following right behind. This made him shiver, and he laughed with a lazy chuckle as she licked the last remnants of him from her lips, and then daintily, teasingly, wiped the corners of her mouth with the tips of her fingers. "Will that be all, Mr. Stark?" she joked.

Tony chuckled. "You. Are. Amazing," he slurred, chest heaving as he was still trying to catch his breath.

Pepper gave him a bashful smile. He smiled back, eyes glittering with adoration for her. Then he moved to lightly grasp one of her wrists. "Come 'ere," he commanded, gently tugging her his way. He patted his lap. "I want you close. Come here."

She obliged, rising from the floor to straddle his lap, and wrap her arms around his neck. Then they gazed into each others eyes mirthfully before he reached to softly kiss her lips.

"How'd you get so good at that?" Tony asked, once the kiss had broken.

Pepper cocked an eyebrow. "Do you really wanna know?" she asked, with a wry smile.

Tony frowned, considering her warning. Then he shook his head. "No. You're right. I don't," he said. "All I know is you are damn good at it. My Lord, woman."

Pepper giggled again. "I'm glad I could oblige," she teased.

"I'm glad you wanted to oblige," Tony replied. "Honestly, I wasn't expecting...well, anything."

She cocked her head, and looked at him curiously. "Really?" she asked. "No reciprocation?"

Tony shrugged. "Don't get me wrong. I loved every minute of it. And for the record, our afternoon certainly doesn't end here," he informed her, with a mischievous smirk. "No. Far from it, in fact." He noticed a soft squeal of delight coming from Pepper, and a giddy smile she was trying to hide, but pretended to be unawares, though the corners of his mouth were trying very hard to quirk rebelliously upward. "But considering the reservations you had about us before, I..."

"Tony," she said, and he stopped talking to listen to her. She studied his face for a moment, before continuing. Then she smiled. "It isn't just that I decided to relax and let go of some of my...inhibitions, shall we say?"

Tony cocked his head and gave her a curious look. She went on.

"The reason why I decided to do that is because...well, I..." Here goes nothing, she thought. She took a deep breath before she continued. "I'm...in love with you, too," she said finally.

Pepper silenced herself after she spoke, and watched Tony's eyes widen as they searched her face for any sign she was joking. Then he lowered his head, and looked into her eyes intently. "You...are? Really?" he said, his tone soft and cautious.

She gave him a loving smile, and felt a large weight lift from her shoulders at her admission. "Yes," she said emphatically. "I am. I love you, Tony Stark."

He beamed, and instantly crashed their lips together, kissing her deeply. She melted into his kiss, as she felt his hands smooth over her bare skin as they moved up and down her body. They moaned in spontaneous succession, mutually enjoying the sensation of having all of their unrequited feelings for each other finally out in the open, and fully, unabashedly embraced.