A/N:

1) Set during and around the scene when Tony goes to the office to talk to Pepper.

2)Sincere thanks for reviews and encouragement goes to: cara-tanaka, child-of-paradox-and-chaos, Ellie, Edna Pests, Stark Obsessed, diane, ScreamsOnScreen, and Usako lokilover. As usual, I'll respond via PM to anyone I can.

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

3) Again, thanks a million to Diane for the very very in-depth review and the encouragement. Glad to hear your health is improving, and you have my best wishes for a speedy complete recovery!

As always your perspectives are appreciated and helpful (you got me thinking about some future plans for later chapters in this fic and I'm glad you did) I am also glad that you liked my writing of the scene (in ch 15) because I was afraid I had failed to do it justice.

On a completely seperate note, its funny that you mention Smallville, because I have been wanting to see it (despite not! being a superman fan in general) since I have heard that in it Lex Luthor is more complex than in other renderings and Clark is not so inhumanly perfect - which certainly would make it more interesting to me than the one-dimensional usual fare... so now I'm even more curious...

4) Finally I apologize in advance if my writing style falls short here, I have always found this scene to be a very dramatic one in its own way, certainly very disheartening for Tony, but since I have already explored in another fic how much worse it could have gone, I tried to keep this written from a balanced perspective (as much as I can)

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Loki watches as Tony prepares to leave, yet despite his decision to let Tony go and do this, he finds he does not want to say goodbye – not with so little time left – and even if all he can do in another form – a falcon perhaps – is watch from a distance, it is better than nothing.

One single look at the car Tony is unlocking and Loki changes his mind, knowing that he cannot keep up; the vehicle's listed top speed is already too fast for a falcon to follow – and that was before Tony had upgraded it.

Taking a deep breath and hoping that pest-control is not one of the many things in this house that Tony has automated, Loki lets himself shrink down smaller, peeking out from the desk under which he'd crawled in the form of an ant.

When no robotic arms bearing pesticide sprayers come after him, Loki makes a mad dash across the floor, and barely manages to grab onto the leg of Tony's pants before the mortal gets into the car and drives out – predictably at the vehicle's new top-speed, courtesy of Tony's upgrades.

Loki hikes carefully higher, finally finding steady ground and a decent point of observation tucked under the collar of Tony's shirt. When Tony abruptly pulls over and buys strawberries for Pepper, Loki finds himself smiling internally at this small gesture which is heartwarming, touching in its simplicity – and he ruthlessly fights back the aggravatingly insistent instinctual urge provided by this new form to go and bore holes in said berries.

By the time Tony reaches the office, still carrying the strawberries and unknowingly Loki, Loki has managed to convince himself at some level that this will turn out well – but the hope shrivels and dies as the door opens and Loki notices just how angry Pepper is.

She is on the phone, and managing admirably not to scream at the person on the other end of the line, but her body-language shows clearly the desire to do so, and as the seconds slide by, Loki finds the urge to tell Tony to flee in the opposite direction building by the second – because Loki can tell in the brief glimpses he gets of Pepper while Tony nervously paces around the room that she is too angry to listen to him.

When Tony mutes the TV seconds before the commentator has the chance to insult Pepper – protecting her in what little way he can even when he cannot save himself – Loki feels the ache build within his chest, and when the phone conversation ends, and Tony sits down to talk to Pepper, it is an even more painful sight than what Loki feared.

Tony manages to express that he needs to share something with Pepper, something important enough to bring him here to the center of the storm:

"…I haven't been entirely up-front with you, and I just wanna try to make good…", but it is painfully obvious that she is too angry to listen to whatever he has to say.

Perhaps Tony knows this too – knows it's a battle he has lost before it even begun - because as he shifts to avoid seeing her between the rotating bars of a decidedly sadistic desk-decoration, his usual eloquence and decisiveness slips away from him, as irreversibly as his life that has trickled out between his fingers, and he finds himself stumbling painfully through the words he needs so desperately to tell her – torn between needing to tell her the truth in the little time he has left, not wanting to pressure her into a response, and fearing that worst of all, perhaps in the end she will not care:

"Do you know how short life is…. and if I never got to express…And by the way, this is somewhat revelatory to me, and I don't care….I mean, I care, it would be nice, I'm not expecting you to ….to…. Look, here's what I'm trying to say, I'm just going to say it…"

Loki carefully climbs onto the top of the desk, allowing him to see both Tony and Pepper as this inevitable collision occurs, and the irony burns within him as he recognizes the bitter truth held within those fragmented words. What Tony is getting to is the truth about his long-hidden feelings for Pepper - not the one about his inevitable death – but he also wants her to know that if she does not feel the same it is okay. The reason quietly hinted at but very real within Tony's mind is his doubt that he is worthy of her love – or ever was, and even now, Loki can see Tony bracing for a rejection that will likely destroy him.

Loki feels a small relief when Pepper's expression softens fractionally and she seems willing to listen, because Loki knows exactly how hard this is for Tony – how hard it is to shed a lifetime's worth of armor that has been built up with each passing year, how hard it is to strip it all off before the one person who would never intentionally harm him but could easily inadvertently destroy him.

Then Pepper's expression freezes over as her already-strained patience wears out, and she cuts him off with her own tirade of frustration, tone uncharacteristically angry:

"Let me just stop you right here, okay, because if you say I one more time, I'm going to actually hurl something at your head, I think….. I am trying to run a company, do you have any idea what that entails?"

Tony cuts in, hoping to stop Pepper: "yes", but she is not done, and she continues, while Tony starts nervously fiddling with a ball that Loki is sure was not on Pepper's desk moments earlier.

"People are relying on you to be Iron Man, and you've disappeared, and all I'm doing is putting out your fires and taking the heat for it"

Suddenly the ball goes flying, launched from Tony's hands towards Pepper who catches it and squeezes it tight, only made angrier by what seems to her like a childish game, as she finishes:

"I am trying to do the job that you were meant to do."

As Tony falls silent, studiously looking anywhere but at Pepper, Loki feels his heart break once again, because after all this time of observing Tony, he knows that the repeated use of 'I' in this situation which had angered Pepper had nothing to do with narcissism and everything to do with nervousness. He knows that Tony's launching the ball across her desk was a futile, even desperate effort, to stop her from continuing to tell him that he was little more than a nuisance in her life – and that right now while Tony is avoiding looking at her it is only because in this moment he cannot bear to look up and see the anger and frustration in her features, cannot bear to start another conversation which will tell him once again that Pepper will be far better off with him dead – though he also knows that she just might hate him forever for passing to her a responsibility that has proved to be too stressful for her, even though at the time, he'd practically given her the world – and the greatest trust he had ever placed in another person.

When Pepper's tone levels off, and she asks: "Did you bring me strawberries?" Loki wonders if this fight is over, if there still is a chance for Tony to find the peace he needs, but he does not let himself hope. At least this way he has nothing to lose, nothing to hurt for should that hope be proven unfounded, and he finds himself wishing that Tony would – for the sake of avoiding further pain – do the same.

Tony doesn't. Even the crushing despair and resignation filling him loses the battle with desperation, and it is a fatal-perhaps hope that claws its way up from within the pain and desolation, manifesting itself in a tiny half-smile, and the undisguised desperate hope that shines in Tony's eyes as he looks up to meet Pepper's.

What fragile peace may have started to form collapses as she continues with a smile that is colder than Jotunheim: "did you know that there is only one thing on earth that I'm allergic to?"

Falling back on old defensive mechanisms, Tony hides his shock, absorbs and deflects, finishing as calmly as possible: "allergic to is strawberries"

Then desperation wells up again as he says, not caring anymore that he is actually a step away from begging her to accept the gesture for what it was and listen: "Come on, Pepper, this is progress, I knew there was a correlation between you and this."

Pepper smiles icily again, saying in a level tone that Loki now knows to be the tone of her voice when she is beyond furious:

"I need you"

And really by now, Tony should know that this is not a confession of love or even friendship from Pepper, but the pain and desperation that has shattered him inside is enough that he takes the risk, reaching blindly, desperately for a phantom hope to warm his dying hours – instantly shedding years of emotional armor as he offers in a tone so desperately sincere it hurts:

"I need you too, that's what I'm trying to say."

Though Loki knows this is coming, the fact does nothing to lessen the visceral raw pain that rips through him as before his eyes, Tony is paralyzed, shocked into a broken silence as he realizes what words have finished her statement, and knows it was not what he'd so desperately hoped for: "… to leave. Now."

Thirty seconds earlier, he had been wishing that Pepper had found the patience to let Tony finish with the words he'd gotten so close to saying, believing that Pepper did indeed deeply care for Tony, and would be there for him to at least help him find the peace he so desperately needed. Though nothing has changed, pragmatically, the pain burning within is too much for Loki – and despite everything he had thought he'd known, right now in this moment, he is sure Pepper feels absolutely nothing for Tony.

For once he is grateful for the walking deception Natalie – Natasha actually – who walks in to the office, her presence forcing Tony's emotional armor back into existence, and perhaps sparing him from an even more desperate attempt and an even more icy angry rejection that could utterly destroy him in this state of complete vulnerability.

True to form, Tony switches to a guarded defensiveness, trying for his usual humor as he realizes how utterly insignificant he has become to the other mortals closest to him, and from there to passive-aggressive verbal sparring with the agent that stems from a knowledge that only she and Tony possess – but even the façades are imperfect, once strong emotional armor riddled with thousands of tiny cracks that are spreading irreversibly through as the human heart beneath bleeds – and in those moments where the people around him are oblivious to his presence, Loki catches a glimpse of the pain and desperation burning within the mortal.

He turns to watch Pepper walk out of the room – and out of what is left of his life - and this time it is only Loki who'd been forced to take a dive to the floor to avoid being gathered and flattened in the paperwork, who sees the honest sadness and resigned hopelessness that fills Tony's expression as she disappears from his life.

As quickly as it came the expression is masked, and Tony transitions back into the usual defensive deflection as he verbally spars with the agent, leaving Loki amazed at what could be called a shapeshifting ability that rivals his own.

It is only when finally the agent too leaves that Tony allows the weight of his pain and frustration to show, sitting in an office that once was his at a time that he'd thought he mattered in some small way to the people in his life.

Watching from his viewpoint on the floor, Loki finds himself wishing he could conceivably revert to his cat form in which he at least can comfort Tony – because right now, more than anything, Tony needs to know he still matters to someone – and it is this time lost in thought that almost causes Loki to be left behind when Tony abruptly stands, eating a single strawberry and throwing the rest in the trash – well, outside the trash if Loki is to be honest – tearing out of an office that perhaps now makes him feel all that more desolate.

Racing to catch up, six legs not enough to keep up with Tony when he is in a hurry, Loki finds that he will not be able to reach him in time, until Tony suddenly pivots away from the door he is about to open, looking at the old Expo model the way a prisoner looks upon the sun after years in a dark cave, and though Loki does not know what Tony sees in it – he can finally read Tony's reactions well enough that he knows Tony has found something hidden in the model, perhaps even hope for his own life should he survive long enough to follow these clues to their end.

Clinging tightly to his newly-reacquired perch on Tony's shoulder as the mortal manages to cram the model in pieces into a car clearly not designed for transporting anything that size, Loki finds that he cannot find the strength it takes to hope for Tony's survival – not when he knows that he cannot fathom the pain of watching this last desperate hope die with the mortal who has become so dear to him – and for the first time he understands why a person will deny themselves something they need more than anything else rather than take a chance at having it, and in so doing risk the pain of loosing even the hope that they can.

For the moment he tries to find some bittersweet solace in the energy that is suddenly flowing through Tony, the creative drive that has in this moment taken over everything else, shining through even the pain and loneliness that was only minutes earlier drowning the mortal – and though in the end this may not be enough to save him, Loki is grateful for the simple existence of a challenge that has called to life again a facet of Tony long buried beneath overwhelming hopelessness and loneliness, the creative genius that once given a challenging problem has by his very nature to solve it.

Holding on tight against the battering of the wind, Loki vaguely wonders when he learned to appreciate the small gifts in life, even in the face of impending tragedy…. knowing that this is new, a trait adopted perhaps in the face of pain he truly cannot bear…. and for the first time he wonders how many of these little gifts passed him by in his hundreds of years of life.

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