Author's Note: So I'm still working on the update for STNS and it's still going to be a while so I just thought I would publish the first official AU fic to STNS in the meantime. I wrote this first chapter weeks ago so I just thought it would hold you guys over until the next update. I already have a second chapter finished for this story so I might update again in the coming week. I'm almost finished with a new chapter for One Word From You(My Tony Stark fanfic) and I know it's been a long time coming but I just had some writer's block for that chapter. Anyways...it's almost finished and then back to work on STNS. I should warn you guys though that my updates might continue to be less frequent even though I said they might be more frequent because I have a job now but I also decided to go back to school. Please don't think I've given up on my stories but I'm just going to be really busy and these chapters take a really long time for me to write. They might take you fifteen or so minutes for you to read but they take a couple weeks for me to write depending on the length.

So this story was originally titled 'Baby Avenger' but I kind of thought that was a lame title so I changed it. I also know that the storyline was supposed to originally be Emma being raised by Clint and Laura but I changed my mind. I think Emma being raised by Tony would be way cuter and interesting. I'm really in love with the idea of Emma and Tony having a somewhat different relationship than they do in STNS and it makes me sad that things didn't turn out this way in STNS too. Obviously, Bucky and Emma aren't going to have the same father-daughter dynamic in this story but I hope Tony and Emma's dynamic will make up for it. Peter is eventually going to show up in this AU but not for a while. I kind of want the focus on this story to be about Emma and Tony/Emma and Steve.

I should also clarify that this is an alternate universe in which Emma doesn't get kidnapped by Hydra but was instead staying with extended family in New York when Hydra killed her parents. This will probably follow parts of the Iron Man, Iron Man 2, and Avengers storylines unlike STNS although I'm unsure whether or not it will include the Iron Man 3 and Captain America: The Winter Soldier storylines.

This story is going to have a lot of fluff so just be warned.

If anyone can make a better cover for this story then please feel free. I suck at making covers and would appreciate someone else's cover making abilities since I'm really bad at it.

Only less than a month out until Endgame comes out, guys! Can you believe it? The wait is almost over and I've never been more excited to see a movie in my life. Let's just pray Peter and Bucky come back without Tony and Steve dying in the process. I know they're likely to die in the movie but a girl can still dream.

2005

Malibu, California

"Mr. Stark?"

A muffled groan could be heard from underneath layers of covers in a darkened bedroom. Pepper Potts stepped into the master bedroom of her probably very hungover boss, her heels clicking against the hard floors.

The personal assistant of Tony Stark had been working as such for the past seven years after being hired as an intern straight out of college. It didn't take long before the position as Tony Stark's personal assistant was literally thrown in her lap. Mostly because the last one had left the premises of Stark Industries, sobbing hysterically before vowing to never set foot back in "that" man's mansion. Tony's former assistant now worked happily as the manager at a grocery store on the opposite side of the city.

It was enough to say that the twenty-three-year-old Pepper Potts had been a bit intimidated at first before realizing that Tony Stark was just a man. Besides…Pepper had been raised by a man who was arguably just as eccentric as Tony. Her father was a strange man, albeit no genius, so Pepper had become accustomed to strange habits and even stranger behavior. Pepper, a woman with much pride, refused to be scared off by the likes of a man who thought he could intimidate her so...much like how she handled her father in her youth, Pepper handled Tony the same way.

Her father would kick her out of the house one day and Pepper would still be there the next.

Tony Stark fired her one day and Pepper would still show up the next.

Once Tony realized that he couldn't scare Pepper away like the others, he grew used to her being there and accepted the fact that Pepper was there to stay. He would never admit it but he enjoyed her company.

"Mr. Stark?" Pepper said again as she took a few more steps into Tony's messy room. Usually, she would look around the room in contempt because of all the clothing and empty bottles of alcohol strewn about the place but today wasn't a day to scold her boss for his messy habits.

Pepper made her way into Tony's bedroom with no idea how she was going to do this.

Fifteen minutes ago Pepper had been on the phone with a hysterical teenage girl by the name of Sharon Carter. The girl had been incredibly hard to understand at first. Before knowing that this was a teenage girl, Pepper assumed that she had been one of Tony's flings who was left broken-hearted by him. It only took Pepper coaxing the young-sounding girl to calm down before the girl became more coherent and then the devastating news was dropped on Pepper.

The girl on the phone was related to Steven Rogers Jr.

Steven Rogers who was none other than one of the most important people in Tony Stark's life. Someone who Tony claimed to find annoying and revolting but someone who Pepper knew that Tony secretly loved like a brother or best friend.

Steven Rogers was a kind man although sometimes cocky but in a way that much more charming than the way Tony was cocky. He always smiled at her and inquired about how things were going with her which Tony never did. The older man would then happily tell Pepper embarrassing stories about Tony and make her laugh while Tony sulked in a corner.

It then came as no surprise to Pepper when Steven and his wife Margot made Tony the godfather of their daughter. The two men loved each other like family despite how they were too proud to say such a thing.

Pepper still remembered when Tony returned to Malibu in a shocked state after seeing Emma Rogers for the first time at Steven and Margot's home in Oklahoma. He voiced his shock and concern at Steven and Margot choosing him to be Emma's godfather, finding it odd how anyone would ever trust him enough to pick him as the godfather of one of their children.

Rhodey told Tony not to worry too much about being a godfather. Why should Tony worry anyway? It's not like he would ever be responsible for Emma...unless Steven and Margot died, that is.

This was why Pepper was currently standing at her boss's bedside, biting her bottom lip nervously with a devastated look on her face. She already knew how much this was going to break Tony. Pepper hadn't been there when Tony's parents died but from what she heard from Rhodey, she knew it was bad. She could only imagine how he was going to react to the news this time. News that would inevitably break Tony's heart.

Steven and Margot Rogers were dead.

This was the news she learned from Steven's hysterical cousin named Sharon who called Tony because she didn't know who else to call. Especially considering that she had Tony's goddaughter with her and had no idea what to do.

"Mr. Stark?" Pepper tried again and this time Tony peeked his head out from underneath the covers. There was an irritated look on his face as he squinted his eyes at her.

"What is it, Pepper? I told you not to bother me until two at the earliest," Tony told her in annoyance. Pepper didn't say anything as she hesitantly sat on the edge of his bed next to him.

"Mr. Stark, I have to tell you something," Pepper said softly, trying to find the words to say the very thing she was terrified to say. She already knew that there was no possible way for Tony to be okay after she gave him the news.

"Tell me what? Did Rhodey call?" Tony questioned as he rested his head back against his pillow, closing his eyes as he tried to drift back to sleep. "Is he still pissed that I lured that redhead away from him? It's not my fault that he was boring her to death."

"Tony…" Pepper said, using his first name this time. Her voice was surprisingly soft which was unlike her whenever Tony mentioned his trysts with various models and other girls he met at parties. Usually, Pepper would give him a look of disapproval and shake her head at him but not this time.

Tony's eyes immediately shot back open as he glanced at his assistant who had a devastated look on her face. Her blue eyes glistened with unshed tears and Tony didn't think he had ever seen her that way before. Not even during her first week working for him as he tried to push her into quitting and running away.

Pepper had never shed a tear…until now.

"What is it?" Tony asked her, all trace of humor gone from his voice as he sat up in bed. He detected that there was obviously something wrong. The redhead swallowed hard before finally starting to tell Tony the news she had been dreading to tell him for the past twenty minutes.

"It's about Steven and Margot, Tony," Pepper said gently and she could feel the weight of what she was about to stay rest upon her shoulders. Tony stared at her and Pepper could see the fear in his brown eyes. He already knew what she was going to say before she said it.

Deep down he knew.

"Just tell me, Pepper," Tony said, the anticipation killing him but at the same time, he really didn't want to know. He dreaded what Pepper was about to say.

"There was a fire at their house," Pepper said and Tony immediately looked down at his lap, his heart pounding in his chest. He then felt something he hadn't felt since the day his parents died.

Complete and utter heartbreak.

"They think it was a fuse or gas leak," Pepper told him quietly. "There's nothing left, Tony. By the time anyone got to the house, it was too late. The whole place was burned to ashes."

"So that's it," Tony whispered, staring into space as he tried to process this information. "The three of them are just gone? I just saw them last month and now-"

"Steven and Margot are gone," Pepper said, interrupting him as gently as she could. "Emma wasn't in Oklahoma with her parents. She was in New York visiting her grandmother with her cousin."

Tony stared at her in surprise despite all the feelings of grief he was starting to feel at the news of Steven and Margot's death. He still hadn't really processed it and a part of it didn't seem real to Tony but the news of their death and Emma's survival was entirely shocking to him. When Pepper had that grim look on her face as she told him the news, he assumed that she meant all three of them were dead.

Not just Steven and Margot but Emma too.

"Emma's alive?" Tony questioned, completely dumbstruck. Pepper nodded.

"Her cousin was the one who called me to tell me the news," Pepper informed him, watching her boss carefully as she tried to guess the emotions he was currently feeling. "Her cousin knows that you're Emma's godfather and she didn't know who else to call."

"They're gone…" Tony trailed off once he went back to thinking about Steven. He knew Emma was alive and well so at least there was that. He hated to think that she might've shared the same fate as her parents if she had stayed behind in Oklahoma. It was just that the news of her parents' death completely left Tony speechless.

This wasn't what he had been expecting his week to turn out to be like. Not after the finished designs for Stark Industries latest high tech weaponry. Tony had been out celebrating all night but it wasn't like it was worth celebrating. Tony just needed an excuse for all the partying. This was something that annoyed Steven like nothing else. The older man would always tell Tony that he needed to grow up while Tony would roll his eyes in response.

Then it hit him that he would never have that exchange with Steven again.

Steven Rogers.

Dead.

Tony thought this was going to take a long time to get used to. Somehow this was even more mind-boggling than when his parents died. He had never been entirely close to his father, after all, but Steven had been different. Steven had always been there when Tony needed him, unlike Tony's father. This was something Tony appreciated more than anything else but it only struck him now that he never told Steven how much he appreciated that about him.

He would never get to tell him that either.

Just like he never got to tell his parents how much he loved them.

It seemed like Tony was always getting robbed of these last moments with loved ones. This was only because people seemed to have the distinct habit of dying on him. His parents had died first but Tony hadn't truly been alone. He still had Steven through all of it.

However, now Steven was dead too so maybe he really was on his own this time.

"Can I be alone?" Tony said to her and Pepper frowned. She didn't think that was what Tony needed right now.

"Tony, I don't think that's a good idea-" Pepper started to say but Tony interrupted her.

"I'm not asking you," Tony told her quietly and Pepper knew that she couldn't argue with Tony right now even if she didn't think it was wise for him to be alone. Pepper didn't know what he was thinking. She had never seen him like this so...withdrawn. No trace of cockiness or smartass comments. Frankly, it scared Pepper.

"Okay, just tell Jarvis if you need anything and I'll be right here," Pepper told her boss but she could tell he wasn't really listening to her. She thought he needed a hug more than anyone else right in that second but Pepper knew that Tony also wasn't the hugging type.

With that, Pepper got up from his bed and left the room. She did so while struggling not to look back at Tony and she realized she was terrified for the famous billionaire. Pepper knew that without a doubt that this could very well ruin Tony. More so than his parents' death had.

Pepper just hoped that he could somehow make it out of this alright.

Tony cried for the first time since he was a child.

He hadn't even cried when his parents died. Tony just remembered staring at the wall in his bedroom as he tried to process the information of their deaths. Steven had come by and comforted him. They walked around across the grounds of Stark mansion in New York for hours as Steven talked about everything but Tony's parents. He did his best to get Tony's mind off things and it had worked for the most part. Tony had felt sad but he wasn't alone.

Things were different now though.

Steven was no longer there and Tony didn't know how to handle it. It was true that he had Rhodey but Rhodey was a best friend that Tony had only been friends with for a decade or so. Tony had known Steven his whole entire life. Steven practically raised him in the place of his neglectful father and as annoying as Tony always claimed Steven to be, he loved him more than he loved anyone else in his life.

Tony knew it was pathetic to cry like this when he was a thirty-five-year-old man but the tears wouldn't stop. It was only because he realized now that he was alone for good. The last person he considered to be his family had died and now Tony didn't know what he was supposed to do.

"Mr. Stark?" Pepper said from behind the closed door as she knocked. Tony immediately wiped the tears from his face as he tried to give the impression that he hadn't just been bawling his eyes out like a child.

"What?" Tony snapped and Pepper hesitantly opened the door before walking inside the room. She had been increasingly worried over the past two days about Tony. He hadn't come out of his room once. Usually, he was never in his room except for sleep or his all too common one-night stands. It was always the lab she could never get him out of but Pepper found that she actually wished he would go down to his lab. At least then she would know he was behaving normally.

Rhodey and Obadiah had come around to see him but he refused to come out of his room. Obadiah she could understand him not seeing but Rhodey was something entirely shocking. Rhodey was usually able to get Tony to come around but not this time. The Air Force Colonel just looked at Pepper in understanding before telling her that he knew that it would take a lot of time before Tony would be able to come out of his room. Steven was very important to Tony, after all, and there was no way that Tony would take his death easily.

"It's about the funeral," Pepper told Tony as she slowly walked over to the bed that Tony hadn't left since Pepper first came into his room and broke the news to him. She ignored the smell and came closer to him anyway. "They're holding the funeral service in New York. Their families want to bury them there so they're holding the service there at the end of the week."

"I'm not going," Tony mumbled as he avoided Pepper's gaze so he wouldn't see her disappointed look.

"Tony…" Pepper trailed off.

"I know what you're thinking, Pepper, but I just can't do it," Tony told her sincerely. "I'll pay for whatever they need but I'm not going to the funeral. I can't do that again."

"It's not just about the funeral," Pepper told Tony which finally caused him to look up at her questioningly. She swallowed hard before continuing. "It's about Emma too."

"Emma?" Tony said aloud.

He had honestly forgotten about the small girl in the midst of all his grieving. Tony knew that she was okay from what Pepper told him earlier which was the only good news there was in a time like this. However, he was only realizing now that this also meant that Emma was without any parents…like him.

Another orphan.

"Well, social services wants to know what your plans are since you're Emma's godfather, after all," Pepper said gently to him. "Her family on her father's side is more than happy to take her in. She's got an aunt who lives in England that wants to take her in."

"They're not going to give her to her grandfather, are they?" Tony questioned quietly and Pepper looked at him in surprise. Tony had to admit that he didn't know much about Margot's father but he knew enough to know that Margot despised the man.

"No…he's been trying to get custody of her but Margot and Steven listed in their will that he was to absolutely have no contact with Emma," Pepper told Tony who only nodded in response so Pepper took that as a good sign. "However, you are Emma's godfather. She never had a godmother so that leaves you as sole guardian and both Steven and Margot apparently insisted that you be the only one to have custody of her in their will."

Tony was quiet for a moment, taking time to process everything Pepper just told him before he finally spoke and when he did, Pepper was shocked by what he said.

"Just let her aunt have her," Tony said in a withdrawn voice. "That'll be good for her. I know Steven has-I mean, had-lots of cousins still living in England so she won't be alone."

"Tony…you can't mean just giving up custody of her," Pepper said hesitantly, carefully eyeing the unreadable expression on his face. "Just shipping her off to a strange country she's never been to before with relatives she doesn't even know?"

"Well, I can't take care of her, now, can I?" Tony snapped before closing his eyes for a second and forcing himself to take a calming breath. "I'm sorry. We both know that I can barely take care of myself let alone a four-year-old."

"But Steven and Margot wanted you to take care of her. That's why they made you her godfather," Pepper tried to tell him but Tony was as stubborn as ever.

"Yeah, but they probably never figured that they would actually die so the poor kid would get landed with me," Tony said bitterly but Pepper didn't look so sure.

"I think they made you her godfather because there was no one else they trusted her more with than you," Pepper told Tony supportively.

She always knew there was something good about Tony. Something more than all the drinking, partying, and women. Maybe Emma could be the silver lining in all this.

Maybe she could be good for Tony.

"I can't do it, Pepper. I can't be a father," Tony said, sounding terrified. "Look at my father. What if I turned out like him? What if I made her resent me like I resented him?"

"Tony, you won't be her dad. You're her uncle and that won't change," Pepper said softly. "I just think you should be there for her. The poor girl lost her parents and she needs someone familiar in her life. You're the only one she knows."

"I'm scared," Tony admitted, being more honest than he ever had in his life before. Pepper nodded, giving him a small smile.

"I know but…she needs you," Pepper told him honestly, giving Tony a lot to think about. "It's a big responsibility but she needs you right now."

"I don't know, Pepper," Tony said quietly and she could tell that she almost had him convinced.

"Just look after her for now and give her some time to heal. Maybe by then, she'll be in a good enough place to go live with her relatives in England," Pepper said, trying not to push Tony too much.

Tony took a deep breath as he thought about everything Pepper said to him. He supposed she had a point. Tony didn't have to take care of her forever. He could keep her at the mansion with him in Malibu and once she was doing better then she could go live with her relatives in England.

This was the logical option.

Tony would help Emma in the transitional phase in her life which was from having parents to…not having parents. He knew more than anyone else that it wasn't easy to lose your parents. Tony only hoped that it would be easier for Emma than it was for him because she was so young. She wouldn't have many happy memories to feel sad over and she would forget them over time. Tony, however, hadn't been as lucky. He remembered his parents as if it were just yesterday that they were living and breathing.

Sometimes he wished that he didn't remember them at all. Maybe then he wouldn't know the pain of constant loneliness.

The billionaire didn't think he could help Emma as much as Pepper thought he could. Tony didn't even know how to help himself. How could he help Emma?

"It'll be okay, Tony," Pepper tried to reassure him.

"I don't how to do this, Pepper," Tony said, still sounding terrified. "I don't know anything about little kids or how to take care of one."

"You spent all that time with her and her parents. How do you not know anything about little kids?" Pepper questioned and Tony shrugged.

"Her parents did all the hard stuff like bathing and feeding her," Tony told Pepper honestly. "I just did the fun stuff because I'm the fun uncle."

Pepper rolled her eyes but had an amused look on her face. She was glad that she saw, at least, a trace of humor in his eyes. It was nice to know that he wasn't totally unlike himself. This gave Pepper a small amount of comfort.

"Oh god," Tony said, his eyes widening in horror as his face became pale. Pepper immediately became concerned, fearing the worst.

"What is it?" Pepper questioned and Tony just shook his head slowly before turning to look at her.

"What if I have to change her diapers? Pepper…I can't change a diaper. I think I'll throw up if I have to do that," Tony complained loudly and Pepper resisted the urge to roll her eyes again. She should've known that Tony was just being his usual dramatic self.

"Tony, four-year-olds don't wear diapers," She informed, speaking slowly as if she were speaking to a child. "Emma's probably already potty trained."

"Thank god," Tony said in relief and Pepper hid a smile because she knew that Tony had already decided on taking in his goddaughter. A small part of her hoped that some good would come out of a terrible situation. Maybe Tony having Emma around would be really good for him. Maybe he'd even grow up for once…hopefully.

"So you've made a decision then?" Pepper inquired hopefully and Tony nodded, taking a deep breath before answering his assistant.

"Yes," Tony confirmed, seeming terrified but feeling like he was making the right decision at the same time. "She'll stay here with me for a while so she has some time to adjust to her…new life. Then she can go stay with her aunt in England which will be for the best."

"I'm really happy that you've made a grown-up decision," Pepper said, half teasing him and half serious. Tony rolled his eyes at her.

"I'll have you know that I'm not a child, Miss Potts," Tony told her and she had a look on her face as if to say 'You had me fooled'. He smirked at her for a second, a brief glimpse of the normal Tony Stark shining through, before the smirk faded and he had a thoughtful look on his face. "This is what Steven would've wanted. I owe him that much and when the day comes that she goes off to live with her family in England, I'll still take care of everything. She'll never be without. Schooling, clothes, vacations, and someday...college. It'll all be taken care of."

"Well, that's really sweet of you, Mr. Stark," Pepper said kindly while secretly in awe of her boss who always came off as cold and uncaring but she was seeing a different side of him at that moment. Something that really touched Pepper. Tony cleared his throat and the thoughtful expression on his face was replaced with one of nonchalance.

"It's not like it's much money to me and I owe a lot to her dad," Tony said, brushing off any concern or care he might have for his goddaughter. "I just hope that little brat doesn't get in the way of any of my work down in the lab."

"You realize you're going to have to childproof the mansion, right?" Pepper said to him after shaking her head at him.

It was obvious that Pepper didn't believe him when he said he didn't care about Emma. She knew that the cute little girl with blonde pigtails carried a special place in Tony Stark's heart. This was proven by the crayon drawing Emma drew of the two of them riding horses that hung in a framed picture in his lab. Apparently Emma Rogers was very obsessed with horses and apparently Tony Stark really did have a heart.

"Why? It's not like I have a guillotine and a bunch of samurai swords laying around," Tony told her and Pepper gave him a pointed look.

"No, but you do have bottles of alcohol everywhere in the house and you have all those sculptures from that new modern artist you purchased an entire collection from last fall," Pepper reminded Tony because she knew he probably had already forgotten about all those sculptures. "Those are going to have to go in storage. The edges are too sharp and it's an accident waiting to happen with a four-year-old living here."

"Okay so I'll hire some moving guys to move stuff around and I'll lock the booze away somewhere safe. I'll finally put that lame wine cellar, that never stays full, to good use," Tony said, sounding a bit more optimistic than usual.

Pepper knew he wouldn't admit it but she could tell he was happy that Emma would be staying with him. Probably because he wouldn't be alone and maybe he wouldn't be alone in his grieving over Steven and Margot either. This might actually help him cope and Pepper was really happy about that. She would never tell Tony this but she worried about him a lot. However, Tony having something other than weapon designs to focus his attention on would be a good thing. Pepper was sure of it.

"What about a nanny or someone to look after her?" Pepper questioned, wanting Tony to think everything through and make a plan before Emma came to live there. "You work a lot in the lab and I have a lot of work to do myself. Someone needs to watch her when we're busy."

"Easy. Jarvis is the perfect nanny," Tony told her and Pepper gave her boss a look of disbelief.

"Jarvis? He's an artificial intelligence system, not a human," Pepper told him and Tony scoffed.

"Jarvis is better than any human. He'll watch her like a hawk and notify one of us when necessary," Tony informed the redhead who still seemed unsure about letting an artificial intelligence system be the babysitter of a four-year-old. "He's perfect. Probably because I created him but I think he still has more charm than some boring old lady we'd probably have to hire. Or…maybe we could hire one of those hot young nannies like Jude Law did if you don't like the Jarvis idea. That actually sounds a lot better than Jarvis."

"Very funny, Mr. Stark, but I'm sure Jarvis will be just fine," Pepper said, not looking amused at Tony's smugness although she was happy to see his spirits lifted since the past couple days he had been very sad and unwilling to come out of his room. She was just glad to see that maybe he was slowly returning back to his normal self. "Emma's too young for school so we don't have to worry about that. However, what about food?"

"Food?" Tony questioned, a confused expression replacing his smug one.

"She can't eat what you eat," Pepper said, not believing that Tony could even consider that for a second. Tony furrowed his eyebrows in confusion.

"What's wrong with what I eat?" Tony said, sounding almost offended. Pepper scoffed before raising her eyebrows at him.

"Pizza? Chinese take-out?" Pepper said while shaking her head. "A four-year-old can't eat those things on a nightly basis. She has to eat healthily. Not to mention she has to eat more than once a day unlike you who eats at one in the morning in your lab. That's not going to work anymore."

"God…you're right," Tony said, looking back down at his lap and wondering if having a kid living with him was going to be the most challenging thing he ever had to face. Maybe this was more responsibility than what he was capable of handling.

Pepper sighed before taking a leap of faith and hesitantly placing her hand over Tony's hand, giving it a comforting squeeze. She half expected Tony to retract his hand and sneer at her but he did no such thing. He continued to stare blankly at the dull gray comforter on his bed but took solace in Pepper's comfort.

"Don't worry," Pepper told him softly, sensing the confliction within him. Tony always wondered how Pepper seemed to read his mind. Most people sought and failed to understand him, even Rhodey, but Pepper was different. She was the second person that seemed to understand him like that.

The first being Steven.

"We'll figure everything out. It'll be okay," Pepper promised him, breaking Tony out of his thoughts. He looked back up at her and locked eyes with her very blue ones which were filled with sincerity. Tony didn't say anything but he knew he didn't have to. Pepper was going to be there with him along the way so he wouldn't have to do this alone.

Maybe he hadn't been alone all this time, after all.