Thank you for the kids reviews! Keep them coming! I had a hard time settling on a place to split this chapter and the next, but I think this may work. Let me know your thoughts. Also…what is your fave part of this chapter? I have mine, but was curious to see if anyone else felt the same. Thanks!

For disclaimer, see chapter 1.

Knocking on the door to her hotel room later that evening, he stood and tried to think of something to say, something that would make her stay.

The door opened and she stepped aside, allowing him to enter.

The room was large, divided by a sitting area that boasted a comfortable-looking couch, and an armoire, its doors closed. To the left of the sitting area was the bed, already made. He smiled at her having made up her bed even in a hotel room, he knew this orderly Pepper. The Fit Pregnancy magazine on the desk caught him a little off guard, but he tried not to show it. Her suitcase was on a luggage stand, a few clothes spilling out.

"Have a seat," she said, gesturing to the couch. "You want coffee?" she asked.

"Uh, yeah, thanks," he said.

He watched her cross the room, watched the way her gait had changed ever so slightly. Pepper had legs that went for miles as the saying went. It was sexy as hell. And if one had to describe the way she entered a room, it would most aptly be defined as a swagger. But now there was something even easier about the way she edged into a space and moved about. Pregnancy, it seemed, made her even more graceful.

There was a bar situated in the corner of the room, and the coffeemaker sat haphazardly in the center; she reached on a high shelf for a coffee cup, and her t-shirt gapped, revealing a glimpse of swollen, milky white skin, a slight, darkening line bisecting her stomach.

All he could think was, my son is in there. After he'd had Happy drop Pepper at her hotel, he'd done productive things like watch Gilligan's Island reruns, yell at Dummy and Butterfingers, and stare at the ceiling for hours. Every moment shared between them, he recalled everything, some memories easier than others. He thought about their arguments, their good times. He thought about the sex. Damn, it was good. Like nothing he had ever experienced. Because he loved her. He thought about the baby, physical traits, names, that he didn't want to be a check-in-the-mail dad.

"Here you go," she said, handing him a white, porcelain mug.

"Thanks," he said, taking it from her.

"How's…everything? SI? Iron Man?" she asked.

"Stocks are up, Iron Man is Shield's personal errand boy. You know, the usual," he answered amiably.

"Yeah, I do," she agreed.

"So…what about you? What are you doing in San Francisco? Aside from putting up with fog and crappy weather."

She uncapped her bottle of water, took a sip, and then answered, "Um, actually, I am teaching. Never thought it would interest me much, but the schedule is super flexible and I actually like it. I teach finance at a local college. I figured the flexible schedule would come in handy," she answered as she rubbed her belly.

"Yeah. And are you still sick? I mean, you said you were sick before. Are you okay now?" he asked, and he felt clumsy and useless.

"I'm not sick now," she said, and then her eyes were unfocused, staring somewhere over his shoulder.

Out of nervousness, he'd been bouncing his knee up and down, something oddly comforting every time his heel hit the floor, having found something solid underneath. But, he stopped when he saw a little bit of fear creep into her eyes, the way she looked away, hoping she hadn't been found out. "Pepper?"

"Yeah?" she answered quickly, too quickly, a fake smile giving her away.

"Is something wrong? Everything is okay, right?"

Not enough time had passed between all her revelations; truth be told, he was still caught somewhere around 'I'm pregnant,' but what he did know was that he wanted them to be all right. All of them. Impatiently, he waited for her to respond; she squeezed the half-empty water bottle, and it cracked as it expanded back to its natural shape. "Everything is pretty much okay," she answered.

"Pepper?"

"It's nothing, really. I have a condition called placenta previa. It's where the placenta covers the cervix, and a lot of times it will move and correct itself, but if it doesn't, I won't be able to have him vaginally, I'll have to have a c-section. The OB is keeping an eye on it, but aside from that he's a very healthy baby."

Tony nodded, relieved. "Good, I'm glad everything is okay, I'm glad you both are doing well."

Seconds stretched into minutes, the silence uncomfortable. He looked at her and saw she was smiling, one hand resting on her stomach. It was unsettling, to see her peacefully maternal. He didn't recognize this relaxed air about her, he couldn't imagine Pepper holding up tiny baby clothes adorned with footballs, or flipping through baby name books; he only saw the woman who had helped him kill Obadiah. The woman who had bailed him out of – literally and figuratively – any number of crazy situations. Looking at her now, he couldn't reconcile these two contrasting images he now had of her.

Pepper looked at him, eyes shiny with tears, and shrugged her shoulders, giving him a lopsided grin.

"What?" Tony asked cautiously.

"He's moving, kicking harder tonight than usual," she explained.

"Oh, he's moving already?" he asked, in awe of the moment.

"Oh yeah, I felt the fluttering, as the books like to describe it, at exactly 16 weeks. Now, though, he kicks hard, I can feel his feet. It's…amazing."

Of course it was, it was more than amazing, and he knew he shouldn't feel sad when a miracle was sitting right across the room.

Clearing her throat, Pepper asked shyly, tentatively, "You want to feel?"

Uncertainty coursed through him, but he knew this was more important than any reservations he had, so he answered, "Uh…I…it's kind of freaking me out, but…yeah. Yes."

With a tilt of her head, she motioned him over to her. He got up and walked toward the oversized chair, which in reality was big enough for the both of them, but he sat on the ottoman and waited for her to take the lead.

"Give me your hand," she said.

He held out his hand, palm facing upward, and when she took it, she closed her eyes, as if it hurt to even touch him. With her other hand, she raised the edge of her shirt, until a good portion of her belly was exposed. Turning his hand over, she placed it on her stomach, and then held it there. He looked at her for instruction when he didn't immediately feel anything. "Just wait," she said.

A few seconds passed, and then he felt something almost ethereal pass under his fingertips, a slight rippling, and then stronger, until, under his hand he felt the constancy of movement, a small ball of solidity rolling back and forth. They shared a mutual smile, hers a knowing smile and his one of awe. It was utterly amazing.

After a moment or so Tony leaned down, cleared his throat, "Uh, hi. How's it going in there?" he said awkwardly.

Pepper's hand quickly moved from Tony's and he didn't have to look at her to know she was crying, but he did look at her, saw her hand pressed to her mouth, her eyes squeezed shut. Tears escaped and fell anyway, and the baby stopped moving, as if he knew something was wrong, as if all he needed to feel safe was to retreat to the dark, unyielding space near her spine.

"Pepper," Tony said gently, bringing a hand up to her face.

"Don't," she said, "just don't."

He moved away from her then, the moment having passed, but he felt the loss of contact so deeply it made him feel disoriented. Everything was happening too fast, and he wasn't sure he was doing anything right. Attempting to regain her composure, Pepper pulled down her shirt, took a big gulp of water, and swiped a hand under her eyes.

"Have you thought of names yet?" he asked, attempting to alleviate some of the awkward tension.

"A few," she admitted. "But, I uh, I wanted you to have a say. Like me, I know that a child was never part of your plans, so he will likely be your only child too. You should have a say about his name."

Her consideration overwhelmed him, and he felt unworthy to offer up any suggestions, but even still, he gave a voice to his only request, "Pepper, that's…I want him to have my last name, that's all, everything else is up to you," he said.

"Okay," she said. "Are you sure?"

He nodded softly. "I mean, I will say that I think Optimus Prime would pretty much be the coolest name ever, but…yeah. I am sure whatever you choose will be…perfect."

"Optimus Prime…Stark. Wow. I…have no words…" she teased.

"Maybe Anakin Skywalker Stark? No…then he'd grow up to be Darth Vader…"

She laughed at him, the easy rapport that had always marked their relationship apparent even now. But, he knew that

he needed to tread carefully. He wanted to know what kind of life she envisioned for this child, their child. "Pepper, how is this going to work exactly?" he questioned.

"Well, you can see him whenever you want. San Francisco isn't too far from here, you can visit him whenever you want. I don't really know how it's going to work Tony, I just knew I needed to tell you before I lost my nerve."

"What do you mean? Lost your nerve…did you ever consider not telling me?" He tried to keep the anger from his voice, the self-righteous indignation, but wasn't sure he was all that successful.

"Did I consider it?" she laughed humorlessly. "Of course I did, Tony. I never planned to have children, it wasn't high on my list of things to do in life, and I certainly never imagined us having a child together. But here we are. And being with me wasn't what you wanted, obviously. It was "a mistake." So, why would you want this? I didn't want to face you again, to pressure you into this. I still don't. I don't want you to feel obligated to be a father. I've done my best to come to terms with the way things worked out. I am happy about him, but not about how this all went down. Despite that," she paused and shrugged looking in his eyes, "I wanted you to know…you deserved the opportunity to make your own decision."

Hearing her explanation did little to assuage his misplaced anger; he wasn't upset with her, he just wished things were different, wished he was different.

At that moment a conversation floated into his mind, one the two of them had had a long time ago. Their afternoon conference call with the CEO of a company in Australia had been interrupted several times by the CEO's boisterous 2-year-old daughter screaming in the background. When they had finally managed to finish the call, Pepper turned to him, deadpanning, "And that is why I will never have children…"

"Amen. Wait – really? No little pushy Potts progeny running around? Come on Pepper, you looooove to be in charge…bossing people around is your forte. I am shocked." He cocked his head at her, waiting for a reply.

Taking a moment to consider his teasing question, she tilted her head and answered sincerely. "No. I mean, you know that I don't really have any family. Kids were never…I just never made it part of my plan. My childhood was…chaotic. At best. Foster home after foster home…I just…no, it's not for me."

"It wouldn't have to be like that. You are good with kids. I mean, hey, you take good care of me…you could do it," he teased.

"I know. But…I just…I don't know."

The confusion he saw in her eyes, the emotions warring, prompted him to push. "What?"

"I sort of had a family once. As close to one as it gets, anyway. Foster parents. A dog. It was the last foster home I was in, and it was long-term. They were wonderful. They had another foster, Pete. He's like my brother, even to this day. We lived together for 5 years, until Pete and I graduated. They were the only real family I have ever known. They both passed away, years ago. But the Maxwell house was loving, boisterous. Real. They make me think sometimes that having that is possible, but…I don't know. It just isn't something I ever really counted on."

He remembered that at the time, the thought that Pepper would never have a family saddened him. But having a family with her had never entered his mind. And now? Since earlier today it was all he could think about.

"Look, I…I really am sorry, Pepper. I tried to call you, I wanted to talk to you, make things right, I wanted to explain what I said, what I meant –"

She cut him off, "I don't really want to hear it, Tony. It's done, it's over. We need to let it go."

"I never wanted you to leave. I never meant to…Pepper I lo–"

"Tony! Stop. Please."

Swallowing his explanation, he picked up his cup of coffee now lukewarm, and finished off what remained. This was how it had always been between them, it was always vague challenges and unfinished sentences, empty spaces in doorways and hands hovering over phones, love that was touched upon but never fully realized.

"Does anyone know I'm here?" she asked, changing the subject. This too was how it had been between them, this avoidance of the inevitable.

"No. Well, Happy obviously. And I told Rhodey you were coming by, but that was it," he answered.

"Good, I didn't want to hurt anyone's feelings by not coming by, but honestly, I'm not up to explaining this to anyone right now. I'll leave that to you, if you want anyone to know," she said.

"Of course they'll know, Pepper. All of this is unexpected, but I'm not ashamed of it," he said.

"Oh, okay," she replied.

"You're surprised?" he asked, shifting in his place on the couch.

"I guess, I don't know. Despite your crazy public antics, when it comes to personal matters, you are actually a private person. And this is very personal. And you were my boss. And well, we were only together the one time, and...I don't know, Tony. I don't know what I expected."

"Three, actually."

Her confused gaze met his eyes, and he clarified, somewhat sheepishly.

"We were together, uh, three times. That one night. Yeah."

At her frustrated – and somewhat disgusted - groan, he started again. "Look…Pepper, he's my son. Our son. And I'm not ashamed of him," he stated adamantly.

"You're taking this better than I thought you would," she said.

Tony glanced at her. "How did you think I would take it?"

Laughing, Pepper answered, "I don't know, but you're calm and you don't look like you want to run away, you seem happy and sad at the same time. I think, well, I expected you to be angry, inconvenienced," she admitted.

"Inconvenienced?" Tony asked. That hurt.

"Well, yes. As I said, I know that neither of us ever planned to have children. And I know how…fastidious you have always been about protection. And, yes, we were together three times, and despite birth control, despite the fact that I didn't do anything wrong, you told me it was all a mistake. So, an unplanned pregnancy? With me? Well, I just - this is the last thing you wanted, I know that."

"I don't know what to say to make you understand how confusing all that was for me, I don't know how to make any of this right, Pepper. I'm not good at personal relationships, I have so much I want to say and I have it planned out perfectly, and the next thing I know I'm opening my mouth and the words are coming out, and then I just either sound like an asshole, I fuck everything up, or both," he confessed.

"I know," she sighed. "I know you don't communicate easily, it's not easy for me either, probably not for anyone, but I waited two weeks to hand in my resignation, and then I worked my entire two week's notice, you had a month to explain yourself, you had long enough to make it right," she said.

"I called you, after," he offered weakly.

Pepper smiled, "Oh yes, the infamous call. I was staring at a pregnancy test right about then. You have shitty timing," she said.

"I wanted you to come back, to work things out. Why did you disconnect your number?" he asked.

"First of all, it was supposed to be an unlisted number, how did you get it?" she shot back.

"I was able to enter the government database at Mr. Stark's urging and locate your contact information," came the immediate reply from Tony's cellular holo – Jarvis. Of course.

Tony looked up at the ceiling. "Mute Jarvis. And thanks, you traitor. So…yeah, it probably wasn't by legal means."

"That's what I thought. It made me mad at the time, but…I'm not angry anymore, not really," Pepper said.

"No?" He looked at her, surprised.

"No. But, you need to know, there's no going back, I meant what I said that night, there is no going back. The baby, though – I want for us to make this work, I don't want to always be fighting, with him always caught in the middle. I want him to have two loving parents and healthy relationships," she said.

Tony thought of all the paths he'd chosen in his relationship with Pepper, how he had always taken the easy way out. Always.

Memories were strange things, they faded over time until they were more a feeling of something than a remembrance, but he remembered with perfect clarity that morning that he ended it with her. She was standing there, looking young and beautiful, bearing nothing but his breakfast and herself. All he had to do was reach out and accept it; she was there with such a sweet, shy smile on her face, hands struggling to balance the coffee and breakfast. "Hey there," she smiled sweetly. He looked away, not responding. Embarrassed, she'd tried to shrug it off, she was always good at coming up with excuses for him. "Oh, sorry, were you sleeping?" she'd asked, shifting her weight to her other foot.

He'd answered no, and then he'd told her while she stood there, "I think what happened last night was a mistake, Pepper." Her smile had faded, and she'd sighed several times, as though wanting to say something, and then thinking better of it.

Finally, she said, "Okay. Okay. I have some errands to run for you. I'll be back in a little bit," and laid down his breakfast, walking out the door and toward her car without looking back. He'd made the first move and she'd accepted him in a way no other person ever had, they'd made love, he told her he loved her, and he had just let her walk away.

Snapping back to reality from his painful memories, he nodded and redirected the conversation, "So how long are you in Malibu?"

"Only until tomorrow, I need to get back to work," she answered.

"Do you need anything, is there anything I can do? I want to help you, with the expenses, with everything, just tell me what you need."

She glanced at him, as if mentally slapping him across the face. "I don't want your money, I've got plenty of money," she said. "I've not bought the baby anything yet, I was waiting until after the ultrasound. I wanted to make sure, to be sure he was all right, but I've got some things planned, we'll be fine."

There it was, the line of separation, her saying: There is We, and there is You, and there are hundreds of miles and too many years between the two for there to ever be Us.

Tony needed to interject himself into the situation. "Look, if you don't want it for yourself, then invest it for him. That's fine." Shaking his head in exasperation, he continued, "And let's get this ridiculousness out of the way now…you need to move back here," he asserted.

"No," she responded quickly and adamantly.

"Yes! Pepper…we are having a baby. A baby!"

"And I have a life now. One that doesn't revolve around you. I can't just walk away from my job, my condo…Tony, I am not moving."

"Pepper…I fucked up. All of this…it's my fault. If I hadn't been such a pussy about everything, we would still be together. We were together. We made love. Do you think that had ever happened for me before? It was the most intense, sensual, amazing experience I have ever had. Because I love you. Because you are my best friend. But the thought of losing you scared the hell out of me. If anything were to happen to you because of me, because of Iron Man, I…I could never forgive myself. So I let you go, so you could be safe. But now? Fuck…Pepper, when people find out about this, that he is my son, neither of you will be safe. Ever. And I can't protect you when you aren't here. I can't protect you in San Francisco."

The raw emotion and honesty in his words both stung and burned a fire in the pit of her, one she wasn't yet willing to confront.

"Tony…I understand that. I have the same fears. But, I am not living my life in seclusion and fear. That's not fair to me or to him. And with your endless resources, are you really telling me that you couldn't supply adequate security? I don't buy it. I am not moving." She was stern, and he noted that she neglected to respond to his declaration of love.

"Look…I don't want to fight. Let's take some time and think about this more. Both of us. We can talk about it again soon, when we both have cooled off."

"I…argh. Okay, that's fine," he said, knowing that this was a point he would never let drop. If this damn stubborn woman wouldn't move back, he would uproot all of SI come hell or high water to keep his family safe. His family. Just the thought wrought emotions in him he was still unready to confront.

"Well, I think we've got everything covered for now, so I'll give you all my information, and then I guess we'll be in touch."

He got it, she was dismissing him, he was free to go now. Only, he wasn't sure he wanted to leave. "Yeah, just send Jarvis the info," he said.

They sat there staring out the window, the silence echoing awkwardly between them.

Considering herself a glutton for punishment, Pepper asked, "What would you have said that day, if it had come out the way you wanted?"