A/N:

1) Set the evening after Tony's birthday.

2)Sincere thanks for reviews and encouragement goes to: cara-tanaka, GuessWho, diane, Mimi MC, PrettyPieceOfFlesh, Ellie, KiwisS, and Mel. As usual. I'll respond via PM to anyone I can.

Also, thanks for all the faves, alerts, etc, it is most encouraging.

3) As always, thanks a million to Diane for the very in-depth reviews and the encouragement. You have my best wishes for a speedy recovery, and on a seperate note, please don't feel bad if you can't write for any reason :-)

4) This is finally the scene that inspired this fic, thought the story ended up coming a long way from what I had planned. Unfortunately I'm not sure my writing is at its best today, but since the last two edits have produced no improvements, here it is !

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It is the curiosity that has driven Tony all his life that makes him finally carry the chest labeled "Property of Howard Stark" down to his shop and look through the contents.

It is this drive to know, to understand all that can be understood, coupled with a tiny ray of hope that drives him to look through his father's notebook while the unedited footage recorded for Howard Stark's first Expo plays in the background, and Loki finds himself grateful for that curiosity because it allows Tony even this small distraction that occupies his mind rather than letting it dwell on the crumbling remains of his life.

Seconds later, the gratitude dissolves into a fresh wave of pain when on film a child Tony is scolded by his father and cleared out of the room like a nuisance by the film crew – and in that moment Loki hates Fury more than ever before for sending Tony on a pointless path down memory lane, because though Loki is sure that with Tony's mind, he remembers only too well most of these events, the absolute last thing he needs is to have to watch them.

It hurts even more when Tony reaches the blank pages in the book, and drops both it and his mini-computer, because there is nothing left to check…. and at the end this painful trip down memory lane was all for nothing.

Tony picks up his soda, staring into it while he idly wipes the condensation from the glass, and though Loki would have never believed it to be possible, Tony looks more hurt and more broken in this moment than ever before. What is perhaps worst is that it actually makes sense, because this is the one thing all that emotional armor cannot protect Tony from – it is a wound that lies beneath it all and has never healed, not something new and external…. and all this has done is start the emotional internal hemorrhage again.

Tony says nothing, but Loki cannot shake the feeling that the past minutes have put the final nail in the mortal's coffin. Death has taken his future, his present has collapsed in every way imaginable, and in the end, even the past never had a place for him. Tony knew he had nothing left, but now he's standing at death's door, having to face the possibility that perhaps he never had anything to begin with…. and no words can come close to describing the pain and bitterness of the moment.

Loki wants to hiss at the man on film who he decides he actually despises more than Odin, but he feels so completely broken as he watches his friend crumble inside beneath the armor, that he cannot find the energy to even make that pointless gesture.

It is only when Tony looks up in shock at his father talking to him from beyond the grave that Loki starts to listen again, hope and horror warring within him as he takes in the raw ...vulnererability... in Tony's expression – emotional armor ripped off and scattered by the connections that predate its creation. And all Loki can do is hope desperately that this will not be the fatal blow at the end.

"Tony, you are too young to understand this right now, so I thought I would put it on film for you.

I built this for you… and someday you'll realize that it represents a whole lot more than people's inventions; it represents my life's work. This is the key to the future.

I'm limited by the technology of my time – but one day you'll figure this out, and when you do, you will change the world.

What is – and always will be – my greatest creation… is you."

Those final words from his father hit Tony hard – hard enough that there are tears in the eyes of a man who never cried. He had not wept when a person he'd trusted for most of his life betrayed him and tried to kill him several times over, nor when he found out he was dying and could not save himself, nor even when the people he cared for the most managed to repeatedly inadvertently wound him in the ways that hurt deepest – but in this moment, sitting in his ruined home, abandoned by friends and staring death in the face, there are tears in his eyes, and for the first time there is also a sense of peace, of belonging, written in them.

In the end, Loki decides, this painful search was worth it, because though there is no practical information – no life-saving cure to be found here - it has given Tony something that in some ways perhaps he needed even more: the truth that despite the fact that his father never gave him the affection or support he needed, in the end his father believed in him – and loved him.

Howard Stark never said the words, but Loki knows just as well as Tony does that 'my greatest creation is you' is the closest equivalent a man like Howard Stark would ever manage to say, and it is enough for Tony, enough that at last the wounds that have been bleeding beneath his emotional armor, all his life, can start to heal.

And there is also something else there; a lesson to be gleaned from past mistakes and a lifetime of loneliness, hurt, and misunderstanding: Say what matters before it is too late.

Tony is still dying, he's given this last chance everything, and there is still no hope of saving him, but when he finally tears his eyes from the now-blank screen and stands, there is a newfound determination filling his movements, and when Tony tells JARVIS that he is going to the office briefly, Loki is certain it is because there are still some things Tony needs to say to Pepper before his time runs out.

While Tony leaves to get dressed in attire more suitable for the office, Loki finds himself in turn staring at the blank screen, and musing that though the Allfather might have balked at the idea of learning from a Midgardian family, Odin could have found this lesson valuable as well - only realizing after he finishes the thought, what assumption underlies it.

For the first time, Loki finds himself contemplating the possibility that Odin had, in fact, loved him as a son – and was simply as miserably poor at expressing it as Howard Stark.

It certainly seems plausible after what he has just witnessed, and the idea is so shocking, so terrifying by virtue of the sheer power of its siren call, that Loki finds himself paralyzed by indecision.

Now that he has started to consider the possibility, there is something that burns within him like smoldering coals awaiting their transformation into a fire which will either comfort or destroy, and Loki is not sure in the end what the outcome will be.

Tony returns to the shop, searching for the keys to one of his cars, and Loki decides to force this new internal conflict to the back of his mind... because when all is said and done, he'll have all the time he needs to figure this out, unlike Tony whose life is slipping through his fingers.

Crushing pain wells up again within Loki's chest as he is reminded that despite how far he has come and how much he has learned, he cannot save Tony, and he vaguely wonders in the back of a grief-filled mind if this pain is the price to be paid for the ability to love.

Tony seems healthier now, but Loki can still smell the overpowering bitter scent of the palladium in Tony's blood, and hear the mortal's heartbeat which is a definitive ever-weakening countdown. In desperation, Loki reaches for his magic again, even though he knows it is futile, trying with everything in him to bring it back to life... only to fail, as he knew he would.

Having found his keys, Tony drops to one knee to tell Loki goodbye - for a short while - and something snaps within Loki at those words, wrenching a mournful meow from him before he can even think about it, because all he can think of is the fact that soon this goodbye will be forever. Desperate not to lose any of the little time they have left, Loki steps forward, stepping up on Tony's knee and burying his face against the mortal's chest, desperation showing in his every move.

Apparently Tony senses it, because he pulls Loki closer, running caresses through his fur, whispering to him that everything is going to be okay, and for some reason those words only hurt deeper, because nothing is going to be 'okay' with Tony dead.

When finally Tony straightens up, he holds Loki still, hands gently cupping Loki's head between his palms, and looks straight into Loki's emerald eyes, saying gently:

"You are going to be okay.".

Those words burn deeper than anything else ever, because Loki cannot even begin to imagine how he will handle the pain he knows is coming, he cannot begin to imagine how he will ever heal from the loss, and he knows he can never forget Tony however long he lives - yet the quiet confidence in those words, and in Tony's eyes is not misplaced... because somewhere along the way, something changed within Loki - and though he's not sure when he passed the point of no-return - he knows he can never become again who he was when he came to this realm.

Loki simply sits still, holding to the moments that he knows will soon be no-more, and looks into Tony's eyes, seeing within them a sorrowful but calm resignation to his own death, coupled with determination to say the things that matter to the people he loves, to find a final sense of closure.

Finally Tony smiles, still looking into Loki's eyes. It is a weary sad smile, but it is completely open, completely genuine - and the mortal's voice is rough with emotion as he says quietly:

"Thank you."

An overwhelming wave of emotion wells up within Loki as Tony gently sets him down and starts discussing with JARVIS the logistics of evading Coulson. Tony had not explained why he'd thanked Loki, nor did he need to. Loki had been there to give what little comfort he could when others were not- he'd given the mortal his affection with all of his heart - and apparently for Tony it mattered, it made a difference.

And though it does nothing to ease the pain burning within him, at some level, Loki finds that he is grateful for his existence, because it gave him the chance to be here to ease the loneliness of a dying man and make him smile, and though it cannot save him, it is enough for Tony.

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