IronMan, The Avengers and all characters therein are the property of Marvel and Disney. This story is rated M just in case. Now, let's get this show on the road.

"Pepper! I know you're home! The helicopter is here!" Tony Stark had been standing outside the penthouse door for 20 minutes knocking shouting and ringing the doorbell. The Stark Industries security team stationed on Ms. Potts' detail were becoming concerned.

Finally, a tired and angry looking Pepper Potts opened the door. She wore the silk robe he'd gotten her in Shanghai the year before for her birthday. This seemed vitally important to Tony despite the scowl marring Pepper's delicate features.

"Tony. It's three in the morning. I have meetings in a few hours. What are you doing here?" Then she got a better look at him. Her practiced eyes saw the way he favored his right side and the stiff way his neck moved. "Jesus Tony! You look like crap. Why don't you let one of the guards take you to the hospital? At the very least get those ribs looked at."

At this Tony turned to the guards that had been quietly approaching. "Could we have a little privacy guys? I promise, I'm just here to talk. I couldn't cause any trouble if I wanted to." The unit team lead looked to Pepper. At her reluctant nod and wave, the team evaporated into the background. "Alright Tony. You've got five minutes. Talk." Pepper crossed her arms and leaned against the doorframe. "Can I come in?" Tony asked with a worried look. "No. We'll talk here." Tony Stark sighed. "I'm sorry Pepper. I know it's too late for me to say it, but I'm sorry."

"Tony…" The warning tone in her voice let him know he was wearing out what little welcome he had. "I, I have to admit… that's not why I came here." Tony Stark's eye cast down to the floor and took on a far away look. Pepper sighed and let her arms loosen "Is this about what happened in Germany with Steve Rogers?" Tony nodded silently.

Pepper strode over and gently guided Tony over to some comfortable furniture sitting in the hall. "Tony, sit down and tell me what's on your mind."

In all the years she'd known Tony Stark, she'd never seen him look so… defeated, so… lost.

Tony lifted his gaze appraising "Pepper, you know Steve helped the Winter Soldier escape, right?" Pepper steadily looked Tony in the eyes and nodded. "Yes, and I also heard that you broke protocol and went after them."

The haunted look returned to Tony's eyes. "Yeah, a Sokovian survivor was looking for revenge and framed Buckman. I thought maybe I'd been wrong and owed Cap an apology. What I saw changed my mind. Pepper, the son of a bitch killed my dad and Mom… and Rogers still defends him. I got to watch the video of that asshole choking my mom… and I just snapped. Wrong, right… it didn't matter. Just stopping Buckman from causing any more pain. And Cap just kept standing in my way. And I couldn't get past him. I mean, what do you do when Captain Freaking America stands against you on the side of the bloodthirsty brainwashed cyborg assassin?" Tony looked up into Pepper's tired uncomfortable face. "I'm sorry Pepper, I shouldn't be unloading all of this on you. It's just, you're the only person I know who still cares… Well, there's Rodie, but he's got even more on his plate, and let's face it… It's my fault he got hurt.

I know you're still mad at me, and God knows you have every right to be, but I still love you Pepper. "

The look of discomfort increased on Pepper's face "Tony…"

"Seeing that video Pepper… Seeing the look on Cap's face… watching the Avengers disintegrate so spectacularly under me… I don't think I can do it anymore."

"Do what Tony?"

"Be Ironman. I can't. I can't even contemplate putting it on. It feels like I'd be betraying Rodie and my mom, and you…"

"Why did you help them escape?"

"Not for Rogers…. But for the rest of them… they don't deserve to rot in prison because they followed a war hero on a fool's errand. I'm just glad Clint had the good sense to refuse escape. That should get him some lenience."

"Well, I won't say I'm sorry you're retiring Ironman. Maybe it's time to hang up that suit and put your CEO suit back on?"

"Aww Pepper, I can't do that either. I can't be Tony Stark. That's the ego that got this mess started, don't you remember?"

Irritation flitted across Pepper's face… "So… What? You're going to pull a Banner, disappear from the world?"

Tony paused in thought "Maybe that would be for the best. You could come with me?"

"What!? Tony, no! I've got too many responsibilities here…"

"Aww Pepper… lots of the world's CEO's run their companies remotely…"

"No Tony. I'm not talking about the company…. Listen."

Tony's brows came together in confusion.

"Listen…" Pepper's eyes started watering and her face became pained. "Tony, I've had the lawyers start drawing up the paperwork to return the company to you."

"Pepper, why would you do that? It's your company…"

"No. Tony… it's not right for me to keep your company if we're not going to be together."

Tony's jaw fell as a look of shock took over his features.

"I was hoping to break it more gently… Tony, I've met someone else who makes me very happy. Once I've turned the company back over to you, I'll vacate Stark Industries premises and hand in my badge. I've refused the severance package, suggesting the board use it to fix the cliff top house for you. I know how you liked the place…… oh no… no… Tony… don't do that…"

Tony Stark had truly had about as much as he could bear… it felt as if someone were jabbing the shrapnel deeper into his heart, and for the first time since his mother passed away Tony Stark cried.

Pepper put her arms around him and awkwardly stroked his hair.

After a few minutes she felt him stiffen and she stepped back.

His eyes were red and puffy and looked indescribably tired.

"Tony… I really am sorry."

Tony Stark smirked mirthlessly. "Well, I had it coming Pepper.. I just didn't think it would be all at once."

Tony Stark looked at Pepper Potts sadly. "Take care of yourself Potts." and turned and walked to the elevator.

The man stepped out of the hallway behind Pepper and wrapped an arm around her. "You know it had to be done." "Yeah, I know, but it still feels like kicking a puppy. Excuse me, I need to make a call."