Authors note: This picks up where the other left off but can be read separately. Fem!Tony. All rights belong to Marvel.

Toni woke up gasping for breath, trembling within the safety of her Iron Man suit while the Hulk screamed. She quickly looked around to assess the next threat but saw only her teammates.

"What the hell?!" she cried. Steve hovered above her and she took the opportunity to scan him for any sign of damage. His face was covered in dirt and grime from the battle, his hair disheveled and damp with sweat. She could already make out the beginnings of several bruises on his face. This was their first time fighting swarms of alien invaders but she figured a few bruises was pretty par for the course. What really had her concern growing was the look of bone deep exhaustion that was etched into the lines of his face. He looked as if this fight had taken something more intangible then a pound of flesh from him. He looked lost and she couldn't help the sudden overwhelming desire to hug him, to comfort him in some small way. She knew it was an irrational impulse but she blamed her sudden surge of hormones on the fact she was pretty sure she had been dead a few seconds ago. Her eyes followed the lines of his face before landing briefly on his lips. They were very shapely, after all. And they looked so soft…how did a man get lips that soft? 'What would it be like to kiss him?' she wondered. To seal those lips with hers and share his breath until she smoothed out the little crease between his eyebrows? To distract him from all the pain and sorrow he carried and make him forget it, if only for a moment. 'Snap out of it, Stark,' she warned herself. This line of thought couldn't possibly lead anywhere good.

"What just happened?" she asked him. "Please tell me nobody kissed me," she joked feebly, trying to cover up her thoughts if only to herself. He shifted beside her, relaxing just a smidge, as silence thundered for the brief moment before he spoke.

"We won," he said simply, a hint of wonder coloring his voice.

"Oh yay. Good job guys," she joked to lighten the heavy mood that had settled over the suddenly still city. The smile that graced Steve's face at her antics was one of the loveliest things she had ever seen. To say she felt proud of having been the one to put it there was an understatement. If she had wanted to kiss him before she definitely did now that she could see a glimmer of humor in him. The man was born to smile. 'It's unfair how good he is at that,' she thought with a small smile of her own. It struck her then that she wanted to get to know these people, her teammates. She wanted to know their hopes and dreams, their fears, their guilty pleasures and pet peeves. She wanted to talk to Thor and Bruce about the universe, laugh at Natasha and Clint's wicked humor. Listen to man beside her spout his old time-y sayings and watch him learn about the present he had been thrown into.

"You ever tried shawarma?" she asked them. "There's a shawarma place down the block from here. I don't know what it is but I want to try it," she rambled, trying not to sound as tired and hurt as she felt. Steve let out a light chuckle and damnit why did her heart skip a beat at that? She blamed the reactor.

"We're not finished yet," Thor reminded. 'Right, Loki,' she thought. How could she forget about that prick? She needed to get a lid on these sudden feelings for the Captain before she did something stupid like believe they were more than a reaction from being momentarily dead.

"Then shawarm-after," she conceded with a nod. Steve helped her to her feet and steadied her as she regained her balance. She thanked him with a smile and decided it would be best to stay in front of him for the time being, just until she stopped staring at him. 'Just stare at Thor instead,' she suggested to herself. 'If that's not a hunk of man I don't know what is,' the thought as she spared an appraising glance at the god. 'I gotta get laid, this is ridiculous,' she groaned. Maybe that was why she was suddenly so attracted to Steve. It had been a while…

They rendezvoused with the others on the roof of her tower and she couldn't help but cringe slightly at the damage done to it before chastising herself. 'There are places in the city way more messed up then this, get over it!' she scolded. Loki, the greasy-haired muppet, was just getting up from his Hulk-beat down when they surrounded him. S.H.E.I.L.D agents swarmed in to take him into custody until Thor was ready to take him back to Asgard. As the agents did their thing she snagged one that didn't look too important and sent him out to buy clothes for the others. She figured they would eventually want to shower and get out of their battle worn uniforms. Bruce de-Hulked and they all did a cursory wash up while she told the bro-bots to get rooms ready for them all. She had every intention of holding them to a promise they probably didn't even know they had made...


The proprietors of the shawarma joint were already assessing the damage when the team got there. It took a little sweet talking, but once Toni had promised to cover the cost of all necessary repairs (not to mention writing a sizeable check as a deposit) they agreed to serve the beleaguered heroes. 'Is that what we are now? Heroes?' she mused. She couldn't help but think back to what Steve had said in the lab on the Helicarrier just a few hours ago. 'Not now,' she told herself firmly, squeezing her eyes shut. Thinking about "making the sacrifice play" would lead to thinking about the portal. The portal would lead to thinking about the dark, crushing cold and blaring silence of space. The agony of feeling her reactor shut down and the vice like tightening of her chest as the shrapnel began to claw its way toward her heart… 'No!' She was NOT going to do this yet.

She quickly broke the silence that had settled over their table instead.

"You guys should stay at the tower for a few days. You know, rest up. Take a vacation. Heal. Do whatever it is you hero people do" she said behind a bright front. Steve smiled from his spot directly across from her as the others nodded and began talking.

"Some need to heal more than others. Isn't that right, Barton? I always told you I would beat you in a real fight," Natasha teased.

"Yeah, yeah," Clint waved her off. "I think I was going easy on you without knowing it. Like how Selvig gave the portal an off button," he said.

"Well isn't that convenient," Toni joined in. "There's no shame in being beaten by a girl, Barton. We're just better then you in every way," she said with a wink. Hawkeye turned to Steve, Bruce and Thor.

"You're just going to let them talk about us like that?" he asked them. Steve held up his hands in mock surrender but Thor was first to speak.

"On Asgard we hold bouts to see who is the strongest fighter. Women are by far the fiercest opponents," he said grandly. "I always win, but at least they make it a challenge" he finished proudly.

They all laughed but didn't stay very long after eating. She let them know she had made arrangements for them to stay the night, and that she was serious about her offer for them to stay at the tower as long as they wished. The promise of a hot shower and a clean bed were too much to pass up, she didn't think she had seen them move so fast all day. S.H.I.E.L.D. had taken Loki and cleared out by the time they got home and Toni endlessly grateful for their absence. She showed the others around the kitchen and to their rooms before heading down to her lab. The Arc Reactor's light was dim and had flickered from time to time; she needed to fix it up before she could turn in despite her exhaustion. She didn't think it would take too long as she gathered her tools and sat down with a yawn. She couldn't be sure how long she had been down there working and absentmindedly chatting with JARVIS when Steve walked in.

"Shouldn't you be resting?" he asked with a raised eyebrow. She glanced up at him with a smile and gestured to the reactor in front of her.

"It shorted out when I went through the wormhole," she explained. "Something about leaving Earth I guess… I'm not worried about the why of it right now." She tapped the one currently in her chest. "All of my backups have a short battery life. They only have enough juice to make it a few hours or so. I gotta fix this one up if I don't want to die in my sleep tonight," she said with a lopsided smile. His eyebrows knitted together.

"Wouldn't it make more sense to have at least one reserve with full power? What if it gets damaged and you need more than just 'a few hours'?" There was a slight edge to his voice that she identified as worry.

"Of course, why didn't I think of that!" she said sarcastically. "I'm kidding, Cap. I just haven't gotten there yet. There are some decay rate issues with the dormant reactors that I haven't worked out. Maybe Bruce will have some ideas," she said. He nodded in response before slowly exploring the room, his hands behind his back as if he was afraid of touching something by accident.

"This is…pretty sophisticated stuff," he said. "Makes me feel like I'm in a Sci-Fi picture," he joked weakly. She put down her tools and stretched, allowing herself a break to talk to him properly.

"I guess that's probably what it seems like for you, huh? I can't begin to imagine how overwhelming some things must be for you. Just stay out of the Teleporter…wouldn't want you to end up as the Fly," she said. He glanced her way before quickly averting his eyes. "Why aren't you sleeping yet?" She asked, turning the tables back on him by parroting his earlier question. He paused for a moment before answering her.

"I wanted to check on you," he admitted. He rubbed the back of his neck before meeting her gaze. "When Banner, when the Hulk, caught you... you weren't breathing. I know, I was the one who checked. I guess I just needed to remind myself that you came back." She was touched at his concern and the honesty he was showing her.

"Well, here I am!" she said brightly, flashing him her best smile and trying to lighten the mood a little. "Back safe and sound. No muss, no fuss." She wasn't ready for the serious version of this conversation yet. "The reactor kicked back on once I was in Earths' atmosphere again. All I need to do is make sure it will stay that way," she said, turning back to her work.

"How much longer do you think it will take? I'll be the first to admit I don't know much of anything about all this, but if there's anything I can do I would like to help."

"Not long. I was about to have JARVIS start running some tests when you came in," she said as she clicked the casing into place and started hooking it up to her diagnostic computer.

"Jarvis?" Steve asked, perplexed. She tsked at herself.

"Where are my manners? Steve, this is JARVIS," she said, gesturing to the room at large. "JARVIS, Steve Rodgers. Feel free to call him any name you want though. Cap, Spangles, Old Timer…" she joked.

"Very nice to meet you, sir," JARVIS responded. Steve gave a start and looked around.

"He's my AI," she told him. "Artificial Intelligence. I created him. He runs just about every piece of tech I have. J? Go ahead and start the test sequence."

"Of course, Ma'am," the prim voice stated as the computer and reactor both whirred to life. Steve's eyes were large in disbelief.

"You created him? And he can hear you?" he asked. Toni nodded in response before elaborating a little.

"Yep. The tower, my cars, Iron Man, they are all wired with mics and speakers so he and I can talk to each other. He's invaluable. He's always got my back," she told Steve.

"Thank you, Ma'am," said JARVIS said, hearing her praise him.

"I'll be damned. It really is a Sci-Fi picture," Steve mumbled. "Did you fix the flying car?" he asked suddenly. "I always imagined them sort of going together, you know?" There was that smile again. That I'm-not-even-trying-and-I-can-still-make-your-heart-do-flips smile. Goddamn if he wasn't a beautiful man. Strong brow, strong jaw, strong body. Ice blue eyes, distracting pink lips, and dirty-blonde hair. She always preferred her men tall and strong, and damn if he didn't fit that particular bill.

"Not yet, but if you stick around a bit let's see what we can do about that. I'm sure we could do a lot of things," she offered with a smile. 'Oh my god. I just flirted. With Captain America. Get. A. GRIP!' she squealed internally.

"I just might do that," he said. The smile stretched a little wider and -'are his cheeks a little pink? Is that a blush?!' she wondered. She opened her mouth to speak when the computer chimed.

"All tests complete Ma'am. The Arc Reactor is operating at full capacity. There do not seem to be any lingering effects of today's earlier failure," JARVIS told her. She turned back to her work station.

"Good! Thanks J," she told him as she detached it from the computer. She pulled off her shirt in a swift motion and Steve's eyes bulged. She laughed lightly. "Do you mind sticking around until I'm done switching them out? Just in case I have a heart attack?" she asked. "You can turn around if you prefer."

"Heart attack? How dangerous is this procedure?" he asked, brow yet again creased in worry as he took a few steps toward her.

"It's not as tricky as it used to be. I've only had one heart attack from a reactor swap. Poor Pepper was helping me replace one a while ago and boom there it went. That model had a magnet attached to a wire and she yanked the whole thing out. New ones are wireless," she told him with a smile. He didn't look amused. She sighed. "Look, it's totally safe. These ones basically just pop in, pop out. As long as I don't go without it for more than a few minutes I'm fine. Plus, I've lived through every heart attack I've ever had so far," she assured him. He was still leveling her with a disbelieving stare. Earlier she had changed into a t-shirt bra that was cut low enough that she could access the narrow rectangular socket in her sternum without taking it off. She had thought he would shy away from her state of undress but he surprised her by walking over and taking up a spot beside her. She couldn't help the smirk that slid across her lips as his eyes flicked down her body. That is until they came back up to rest on hers. They were darker then they had been just a few moments ago and she couldn't help but think flirting with him had been more dangerous then she had anticipated. She had thought he would get a little uncomfortable, a little embarrassed, and that would be it. It seemed there was a very real possibility she had miscalculated him...

"So what now?" He asked, gesturing to her chest. She mentally shook herself and grabbed the repaired reactor.

"Come with me," she said, glad he wouldn't realize that could be taken as a double entendre as she crossed over to the couch she kept in the corner. "It's easiest to get to it when I'm laying down. Let's gravity help keep certain things out of the way. Hold please?" She held the reactor out to him as she laid down on her back. "You're essentially holding my heart you know," she teased. "Don't drop it." 'What the hell? Just talk like a normal person!'

"I wouldn't dream of it," he said with a little smile and an intense stare. She took a deep breath and shook out her hands before she got started. She had done this a hundred times but she always got nervous. "Hey," he said. "It'll be okay. How does this happen, anyway?" he asked.

"Ah, sit my Padawan and I'll explain," she said in a sage voice. "Don't think I didn't see that eye roll, Steven," she warned him. "See these little squares at each end? You press them in and pinch them toward middle." There was a slight stain in her voice as she did just that. "When they touch, let go and it brings the center up. Then twist," she paused and twisted until she heard a click and the reactor rose up out of its socket. "Okay. Now we just switch 'em out. Before I do this you should know that JARVIS monitors the reactor and my stats through here," she said pointing to the socket. "When I pull this out there's gonna be a little alarm but it's normal. Nothing to play savior about," she told him with a smirk. He nodded in understanding but there was a tightness around his eyes that belied his worry. She grabbed the body of the reactor and slowly extracted it. As soon as it was free of the cavity the alarm she had warned Steve about sounded. The temporary reactor core had already started to break down and it smoked slightly as she set it to the side before holding her hand out to him. She lowered the real one down and the locking mechanism sprang into place on its own with a few clicks. "There we go," she told him. "Good as new," she stood up and placed the fried temp in a containment case. "Right, J?"

"Yes ma'am. Reactor capacity at 98%. I suggest you get some rest now miss," he said.

"Way ahead of you, Mom. Shut it down," she told the AI. "You staying down here tonight, Cap?" She asked, motioning for him to follow her as she pulled her shirt back on. He scoffed lightly.

"Not a chance. I'm actually looking forward to that bed you're lending me. It's nice of you, you know. Letting us all stay here," he said. She waved his words away.

"It's no problem. Literally. I personally didn't have to lift a finger. You and the others are welcome any time. Stay for as long as you want. Hell, move in if that floats your boat," she said as she pressed the button for the elevator.

"I might take you up on that from time to time," he said, flashing the smile again. "The only reason I'm in D.C. is to be close to S.H.I.E.L.D. HQ for missions. Maybe it's time to admit to myself that I need a life outside of Captain America," he told her as they stepped into the elevator together.

"Sure thing Cap. Hell, I'll even let you pick your own floor," she said as the elevator came to a halt on the one he was using tonight. "I'm one up," she told him. He got off but she followed him a step, one hand holding the doors open and the other lightly grabbing his wrist. "Thanks for coming to the lab tonight. I needed it," she admitted, feeling more vulnerable then she would have liked.

"I needed to know that you were still alive," he said with a shrug. He stepped into her space and pulled her into an embrace before she knew what was happening and she leaned into him immediately. "I'm glad you're all right." His voice was soft and she found herself wanting to hear it like that every day. She took a deep breath, inhaling his scent and filing it away for later.

"I can't believe how well things ended. All things considered, I mean, not being overrun by an evil alien army," she mumbled into his chest. He let her go and stepped back.

"Me neither. Doesn't seem quite real, does it? Good night, Toni," he bid with a look that meant something, she just didn't know what.

"'Night Steve," she said and let the doors slide shut.