"He's so cute when he's sleeping."

"Are you hitting on my boyfriend," Pepper asked, looking up from where she sat.

"I'm just saying," her best friend responded with a roll of her eyes. "Is it weird to be incredibly jealous of his lashes? They're so thick."

"I feel the same." She looked at Tony and sighed. He had fallen asleep the moment his head hit the bed and it worried her just how much sleep he had gotten over the last three weeks. "Just don't mention it to him. I'll never hear the end of it."

"Yeah, his ego doesn't need to be larger than it already is," Morgan agreed. "He looks good, all things considering. I don't think I would be able to leave my room if I were in his position."

"I think it's just as much pretend as it is him wanting to move on."

"I'm sure he'll be fine," Morgan genuinely said as she picked up the black colored nail polish for herself. "He's got you to take care of him, if you know what I mean." She smirked to further the insinuations.

Pepper chuckled and shook her head. "Just focus on your own life."

"Hey, I tell you everything. You could extend the courtesy, Pepper."

"If sex is what you're getting at, then no, we haven't had sex yet."

Morgan sat her brush down and groaned in frustration. "What are you doing? You're killing me. Look at him. He's a wounded puppy just waiting to be rescued. How do you not want to ride that? Cause if he-"

"What the hell is wrong with you? What if he wakes up and-"

"Don't be so overdramatic. You said he was as good as dead."

"Remind me again why we're friends? Because I can't see it."

"We sat next to each other in kindergarten. We were meant to be. Did I tell you dad's sure he'll get the job? You know what that means? We'll get to see each other all the time again," Morgan happily said.

"I'm hoping he gets it. I really like the friends I made here, but they're not you."

"Me, too. Poor Emma, she's gonna be alone, and for senior year? We're terrible."

"She's got her water polo friends. Jacob, too. She thinks he's the one."

"Yeah, right. I say another month before Emma realizes it is not just rainbows and butterflies."

All of a sudden a honk is heard outside and they both knew who it was. Morgan's break began a week earlier than hers and she had come up with her father for his job interview at UCLA. Today was her last day in Malibu.

"Tell your parents I'm sorry I missed them," Morgan said, slamming the trunk of the car down.

"I will." They both exchanged the same sad look and hugged each other. "I'm gonna miss you."

"Ditto. Let's Skype once I'm back."

"Deal."

With a wave, Morgan got in the car and her father drove off. Pepper smiled and made her way inside.

In her room, Tony had shot up in bed. "You're alright," he told himself as he attempted to normalize his breathing.

The door creaked open and he glanced up on instinct.

"I'm fine," he told Pepper, seeing the immediate concerned look on her face. "Just give me a second."

His breathing was still jagged and he didn't say anything when she walked up to him. She wanted to do something; this was exactly what she'd been afraid of. It wasn't healthy to keep things bottled inside.

Pepper tried to rub his back for comfort, but he waved her hand off. His heart felt like it was constricting ten times harder than it should be, which created an overwhelming sense of pain. "Don't touch me."

"Tony..."

"I said don't touch me," he told her again. He still hadn't turned to look at her and he was scared to.

"It's okay," she softly said, ignoring his wishes and doing it anyways. It didn't surprise her when he didn't stop her.

"I have a hard time sleeping," he confessed in a whisper. "Ever since my accident at the warehouse."

"Well, that's understandable."

Tony hesitantly met her eyes and took a deep breath. "Sometimes it's better than others, but it's always the same thing. Explosion knocks me into the water, I get this suffocating feeling, and then it turns black. Sometimes I wake up at the hospital, but most of the time I don't, and I find myself watching it all play out because I know I'm not gonna make it. Mom's crying her eyes out, dad's trying to comfort her while barking out orders. I can handle that, it's just a horrible memory. So is this, but I can't. I can place myself at the scene of the crime. I know where it happened, how it happened, the after effects, so I have these dreams about it. This time I was in the car with them, witnessing everything in detail and it's..." He looked down and clenched his jaw. "I just wanna sleep, you know? No dreams. Nothing."

She curled into him and put her head on his shoulder, her hand intertwined with his as she placed a kiss on the sleeve of his shirt.

He let out an exasperated breath. "I'm so fucking messed up." He turned to look at Pepper, who instantly met his gaze. "Aren't I?"

"No," Pepper disagreed, shaking her head. "At least not as much as you think. We're all a little messed up. That's what makes us different. It's what makes us who we are, and the kind of person you are, I wouldn't trade him for anything."

The sides of Tony's lips curve up, and before he could get a word out, she had pulled him in for a deep kiss. His body towered over hers; hands positioned on either side of her body, effectively trapping her.

"Are you gonna fall asleep again," she playfully asked, lightly tracing her finger along his neck.

"No," he said, staring intently into her eyes. "What happened to that girl? The brunette that-"

"Morgan," Pepper corrected. "She left. Back to Maryland."

Tony noted the sadness in her voice and gave her a reassuring smile. "Sorry. She looked nice."

"You've met her before. At Build-A-Bear? You hit on her."

"Ooh," he remembered. "You know what I also remember about that day? You being jealous."

"Jealous," Pepper repeated. "Jealous?" Her voice raised. "I was not jealous."

"Oh, come on. You practically cock blocked me."

"Tony, I wasn't jealous. I would had let her go to your party if she wanted."

"Jealous." He couldn't help but say it again. "You were jealous. What would you have done if-"

"Are you asking me to kick you? Because I will."

"Got it. Best friend's off limit. Relax, Pepperpot."

"Good." Pepper wrapped her arm around his neck and dragged him in until his face was centimeters from hers. Her tongue ran across his bottom lip and he opened his mouth in anticipation. To his surprise, nothing happened.

He glanced at her and saw a smirk on her face. "You're so gonna regret that." With his arm wrapped around her waist, he lifted her up and tossed her on the opposite end of the bed. Her laughter filled the air and he loved every second of it.

The mood quickly changed as Tony cupped her cheek and slowly kissed her. She parted her lips and invited him in, wrapping her arms behind his neck and pulling him closer.

He needed this. Her. Whatever you called it. Grief. Pain. Heartache. He was tired of it, tired of feeling it. He wanted to go to a place where only joy and pleasure existed. Was it too much to ask, would she let him? Did she know she was the only person he trusted to give him the comfort he was desperately searching for?

She could lightly feel his fingers trailing down the length of her leg towards her inner thigh and it lit up a burning desire in her. His mouth was on her neck making marks and she couldn't help but moan. He was doing everything right. Her hand raked through his hair as she bit her lip. Her breathing was growing short; she could feel her heart rate increasing at an exponential rate with every passing second.

It took her several minutes before she realized this was about to happen. Her blue eyes met his brown ones and she knew he had come to the similiar conclusion. No words had to be said. It was a nonverbal agreement they both shared. She brought his lips down to hers and as their tongues danced together, she smiled. There was something incredibly genuine about his actions tonight and it brought her great comfort to know he had never done this with anyone else. Tonight wasn't just special for her, but for him, too, and the thought of that had her heart swimming in utter happiness.

He settled between her legs and groaned at the feeling of their hips instantly grinding against each other's. Her hand grabbed the bottom of his shirt and with help it was tossed onto the floor. With her legs wrapped around him, she pulled him in, feeling his arousal pressing against her thigh. His lips leave hers and he glanced down at her. She looked beautiful. Her cheeks were flushed, her chest was rising and falling at an accelerated rate, and she was staring back at him with a smile.

He bent down and kissed her tenderly as his body rubbed against hers. His hands pulled hers off his chest to grab the hem of her shirt. It, too, was carelessly tossed behind them. He kissed a fiery trail down her body as his hand worked on the belt of his jeans. He eventually moved up and slid onto the bed, pressing himself against her form and kissing her deeply. Her eyes were closed and she was panting with every breath as she felt his hand go down her cheek, laced covered breasts, her stomach, to her last article of clothing. She could feel his fingers slowly sliding under her shorts and inside her underwear.

"Wait," Pepper whispered breathlessly, grabbing his wrist.

"Do you want to stop?" He meant every word he said to her at the benefit. He would never make Pepper do anything she wasn't comfortable with. He brought his hand out of her grasp and gave her space.

Pepper smiled and brought her knees to her chest, her arms wrapping around them. "You don't have to start avoiding me like the plague."

Tony lightly shrugged, a bashful look on his face.

"I didn't stop you cause I had second thoughts. I stopped cause..." She trailed off, hesitant.

He knew what she was thinking. "You're afraid."

She nodded, averting her gaze. She couldn't look at Tony.

"Come here," he said, coaxing her to sit closer to him. He put a finger to her chin and tilted her head up. "I'll help you. We'll take things slow. If you get scared or you feel like you can't, we'll stop. I promise."

"What if you regret-"

"Don't talk like that. You could never disappoint me," he told her honestly. He smiled and reassured her with a squeeze of her hand.

She looked into his brown eyes and nodded. Despite her nerves, she wanted to be with him and didn't want her anxiety to get in the way of that. She had to cease this moment, take a leap of faith; maybe she'd realize after there was never anything to be scared of to begin with.

He leaned in and pressed a quick but meaningful kiss on her lips. "Okay," he asked, just to be sure.

Pepper didn't answer. Instead she cupped her hands gently on each side of his cheeks and pulled him in for a kiss that matched those he'd given her earlier. His grip on her tightened as he shifted them back down on the bed.

He leaned on his arm, his torso pressed against her chest. He brushed a few strands of her hair to the side and settled on her cheek, his thumb carressing her skin. "You sure you wanna do this? We don't-"

"Tony, I want this," she interrupted, smiling. "But could you shut the door? The last thing I need is Peter passing by and seeing firsthand what we're doing."

"Good idea." He got off the bed and did as Pepper wanted. "Maybe we should play some music, too."

"Why," Pepper asked, sitting up and watching as Tony went over to her speakers.

He looked over his shoulder and gave her a smirk. "You'll find out." He pushed play and Taylor Swift started playing. He raised his brow and looked at Pepper.

"Don't judge. She understands how I feel."

"Pep, we're not having sex to Taylor Swift."

"Change the album and you can take care of yourself," Pepper challenged.

"That's not nice." He pouted for a second. "This is actually not that bad. I think I can deal with her."

"That's what I thought." Pepper smiled and looped her fingers through the loops of his pants. They were unbuttoned and unzipped; barely hanging on to his hips. The outline of his briefs were showing.

"Somebody's impatient."

"I'm impatient," she asked, looking up at him as her hands move down, purposely brushing against his crotch to see how he would react.

His eyes closed and he inhaled sharply, feeling himself giving into her touch. "Alright, stop. You win."

"Thought so," she smirked as she got rid of the uncomfortable pressurized sensation he was feeling by helping him out his jeans. "There."

Tony leaned in and encapsulated her mouth in a feverish kiss. He pushed Pepper flat on her back and his hands went to her shorts, pulling them off; leaving her in nothing but a pair of matching yellow lacy bra and panties.

"Quit staring. I'm starting to feel self conscious."

He laughed as he watched Pepper try to cover herself up with the covers. It was cute how innocent she was. "You look hot. Can't help it."

She responded in a nonverbal manner. There was just something about seeing Pepper like this that made him all the more hot and bothered, but at the same time, he couldn't help but realize how intimate this was. He laced one of their hands together and held them above her head, kissing her. He watched her expressions change as his free hand drifted underneath the covers and towards her clothed center. Her body naturally arched and her head tossed back into the mattress. He felt her nails dig into his back and didn't mind. She was edging him on, telling him not to stop wordlessly and he had no plans to. Once he heard the whimper he'd been waiting for, he silenced it with a feverish kiss.

No matter what, he still got nervous, and with Pepper, the feeling increased ten fold. He couldn't believe they were doing this. It felt surreal. He had to look back up at her to make sure he wasn't dreaming.

"Would you come on already," she asked, breaking through his thoughts. Her thumb was running through the soft hair on his arm. "I swear, you're becoming the girl in this relationship."

Tony quickly recovered, determined to prove her wrong. "Last time I saw, you were the one with girl parts." To make his point, he took the covers off her chest and pulled her bra strap up off her shoulders.

"Don't even try."

"What," he innocently asked.

"Let go of it. I know what you wanna do."

"How'd you know," he frowned, relenting.

"You are not hard to figure out."

"Honestly, I wasn't gonna do it."

"Right."

He let go of her strap slowly. If Pepper hadn't called him out on it, he would had snapped it. The child in him wanted to. "Besides, I have better things to take care of at the moment. You know, like, showing you who the real girl is."

She cocked one of her brows. "Is that supposed to scare me? Because it didn't."

A grin crossed his lips. "Just wait."

She met his gaze and decided to challenge him. "All I hear is talk but no game."

"You did not just say that."

Pepper smiled. "Yep, I think I did."

"Take it back," he told Pepper as he leaned towards her.

With the smile still on her face, she shook her head no.

"Last chance."

"Not going to."

He captured her lips with the same feverish passion as before, biting her bottom lip as he heard breathy noises come out her throat. All of a sudden, he rolled over, taking her with him until she was laying on top him. His hands travel down the length of her back, taking the time out to unhook her bra in the process, and he settled on the swell of her bottom, cupping it gently to create friction as he took the kiss they were sharing to the next level.

He didn't know where he'd be if he hadn't approached Pepper that very first day of school. Because everything after that lead to this night, a night he would soon never forget. He didn't understand why she was so special. Was it because she was the first girl to ever turn him down? Maybe. But it could also be because he knew there was something different about her. She treated him like a human being. Sure, everyone did, but she did it differently. She didn't care about pleasing him or sparing his feelings. She was always straight with him and he had never come across anyone with enough courage to do that. It was refreshing.

For once, he wasn't sleeping with a girl for the sake of doing so, or to satisfy a sexual need, it was because he desired her. She was everything he wanted and whatever her reason was for turning him down five months ago, he didn't care. He didn't deserve her then, but today, he could honestly say he did. They had come a long way, he had come a long way. He wanted to hold her forever and never let her go, and knowing he felt this way especially after he'd sworn off relationships and love, it surprised him every time this thought crossed his mind. She made him believe the sky was the limit. That was the effect she had on him. Anything seemed possible. He put his heart on the line for her, and she did the same. No one in their right mind would try a relationship with him, so he never took the opportunity she had given him for granted. He would always cherish it and today he was finally going to show her firsthand just how much he appreciated it.