A/N: Tony is still working on Pepper, but that doesn't mean he can't multitask~

-x-X-x-

“F-Fuck… Tony…”

Pepper’s moan is like music to his ears, even as Tony drives himself inside of her once, twice… and then one final time before tipping over the edge. Beneath him, Pepper is laid out, covered in sweat and having drenched the bedding under her as well by this point. Her body shudders for a moment before relaxing as Tony smiles down at her.

“You alright, Pep?”

After catching her breath for a moment, Pepper huffs.

“… Fine, Tony. But… you’re still hard. I don’t think I can keep going.”

Smiling softly, Tony just pulls out of her and shakes his head.

“It’s alright Pepper. You don’t have to push yourself too hard.”

While it’s true that he could keep going, he’s not going to risk hurting the beautiful red head under him. He’s not going to demand anything of her that might risk her health. Though that doesn’t stop Pepper from glancing to the side where Maya Hansen is laid out, fucked into unconsciousness already.

The three of them have been going at it for a while now. Hours in fact. And Tony has barely broken a sweat. Pepper and Maya though… they’ve reached their limits. Biting her lower lip, Pepper lets out a shuddering breath.

“Maybe… maybe you could talk to Helen?”

Tony rolls his eyes with a laugh.

“I’m not going to proposition Dr. Cho just because I tired the two of you out, Pepper. I don’t want to make her uncomfortable. Maya was one thing… I knew she’d be into it, being with us. Helen… well, we’ll see. I’m not some insatiable incubus just because I’m a little stronger, Pepper. Not about to pin Helen down and have my way with her. Of course, if you really wanted to keep up with me…”

Tony trails off there, even as Pepper’s expression shutters a little bit. He immediately raises his hands in surrender.

“Sorry. Not trying to bring it up again. Just… felt appropriate.”

Pepper bites her lower lip and shakes her head.

“I’m just not sure, Tony. It was one thing for you… you shouldn’t have had to live with a metaphorical guillotine blade over your head for the rest of your life.”

Tony wordlessly inclines his head in acknowledgment of her words. The pieces of shrapnel that the first the car battery and then the Arc Reactor had been keeping from entering his heart and killing him had indeed been akin to a guillotine just waiting to fall, or perhaps a Sword of Damocles if one wanted to go even further back.

To say nothing of the loss in lung capacity that his injury had given him. Humans weren’t meant to have a massive metal housing unit for an unlimited energy source embedded in their chests. Who knew? Tony had never felt better… never felt more powerful. And not just because he was a Super Soldier with a stabilized version of Extremis running through his veins either. It was more than that.

Unfortunately, while Pepper still didn’t know that the stabilizing agent he’d used for Extremis was Super Soldier Serum, she knew enough to be a little bit leery of his offer to dose her with the same stuff.

“It’s just… I’ve seen how strong you are now, Tony. I’m not sure I want to be that strong. Nor do I need to be that strong. I get why you want to be careful about what forms of Extremis we commercialize, because if everyone was as strong as you…”

Pepper is a smart girl. She’s had the same realizations as he had, especially after seeing Maya and Helen run Tony through several different tests. The Extremis was holding steady. Tony wasn’t going to blow up, probably not ever. But his strength was off the charts. And he could regenerate from pretty much anything.

He was starting to suspect that cutting off one of his fingers and regrowing it in front of Pepper’s eyes hadn’t been a good idea, in hindsight. While Maya and Helen had been engrossed in watching the digit regenerate all on its own, Pepper had looked rather ill.

The only problem was, Tony fully believed Pepper did need to be that strong. She thought she was safe because she had Tony. And to be fair, Tony was confident that he could protect her the vast majority of the time. But what about the times he couldn’t protect her?

Pulling Pepper into his embrace, Tony buries his face in her hair and breathes in her scent.

“… I just don’t want to lose you, Pep.”

She hugs him back as they cuddle there in silence for a moment. Finally, she responds, though her voice is already getting sleepy. He’s tuckered her out just as he did Maya.

“You won’t, Tony. You don’t need to worry. Everything… will be okay.”

Heh, she really has no idea. He’s almost tempted to tell her. Almost tempted to explain that no, everything will not be okay. But… Maya is right there. And Pepper falls asleep soon enough, with Tony still indecisive.

He lays there with the two women curled up against him for a brief time, before letting out a sigh and slowly extricating himself from their clutches. They’re both far too exhausted to actually wake up, and in the end, they wind up holding each other when he turns to regard them for a moment. Then, he glances up at the ceiling.

“We ready, J?”

“Yes Sir.”

-x-X-x-

Camp Lehigh. It was a legendary place, though only to a select few people. Those who knew of its history knew it to be the place where Steve Rogers was recruited to be Captain America by the great Dr. Abraham Erskine. Even deeper than that, after World War II, Camp Lehigh became the first SHIELD facility, with the main office disguised as a munitions bunker.

Some of SHIELD’s top brass had personally run the facility. Legendary names like Chester Phillips, Peggy Carter, and Howard Stark. However, what none of those three people knew was that they’d inadvertently invited a rot into their midst. A cancer that would one day result in HYDRA rebirthing itself and using SHIELD as little more than a façade for its aims.

Arnim Zola had been recruited at gunpoint at the end of World War II as part of Operation Paperclip. They thought him weak-willed and easily manipulated. They thought him to be nothing but a patsy. They sought to use him just as Johann Schmidt had. The difference was… Arnim Zola did not fear them as he did the man who had become the Red Skull. How could he? They were so… soft. So gullible.

Flying under the radar had turned out to be easy for the German Scientist. Rebuilding HYDRA from within SHIELD had turned out to be even easier. They thought him an eager-to-please sycophant, but none of them understood that Arnim Zola was a true believer. He was still loyal to the cause… to the goals of HYDRA as it had been under Johann Schmidt.

Cut off one head and two would rise in its place. They thought they destroyed HYDRA, but in reality, all they did was save it, save him so that he and the organization could live to fight another day.

Alas, the human constitution can be quite fragile at times. It was 1972 when Arnim Zola had received a terminal diagnosis. Without much time left to live, many would have expected him to simply lay down and die. It was, after all, the persona he’d cultivated over the years to all but a select few individuals who thought the same as he did.

But his work wasn’t done. HYDRA’s work wasn’t done. Knowing that they would need his mind, knowing that he wasn’t done yet, Zola had set himself to a truly impossible task… surviving after death. His body was just that, a physical shell. But his mind… his mind could live on.

And so he’d done it. It should have been impossible, especially with the tools of the time period. Indeed, sometimes the German Scientist couldn’t help but be jealous of the massive leaps in technology that the human race had made after his biological death.

If he’d survived just ten or twenty years longer, the supercomputer needed to house his great intellect would only have to be a tenth of its current size. If he’d survived thirty years longer, he might have been able to upload himself to the Internet itself and by the current year he could have been on every single smartphone in the world.

Alas, it was not to be. He’d done what he could, and with that Arnim Zola had survived in cyberspace, if but in a limited fashion. Beneath Camp Lehigh, beneath the original SHIELD Facility, Arnim Zola survived as an Artificial Intelligence, able to assist Alexander Pierce in his endeavors, able to help HYDRA agents in limited but effective ways all across the world.

There was, of course, still security all around Camp Lehigh. Anyone who came for Zola would be in for a nasty surprise. Finding him in the first place was hard enough, but managing to get to him without alerting HYDRA was all but impossible.

… Which was why it was equal parts alarming and surprising when someone appeared within his main server room without so much as a whisper of sound. And even worse still when his attempt to send an alert to Pierce and the other leaders of HYDRA was immediately blocked by an intelligence equal to his in size and strength.

“You in, J?”

“I am indeed, Sir. Commencing Operation Playdate.”

If Zola could blink still, he would. The armored figure standing in the middle of his ‘brain’ chuckles at the voice that sounds like it’s coming from Zola’s own thoughts.

“Is that a degree of disapproval I hear in your voice, JARVIS? And to think, I try to set up meetings with your peers and this is how you thank me.”

“I do not consider this a meeting with a peer, Sir. I consider this pest control.”

Finally finding his voice, Arnim speaks up.

“Who are you? What is this?”

The armored figure looks at him, or more specifically at one of the monitors where the German Scientist is currently displaying his face in green and black. After a moment, the helmet of the suit peels back… revealing none other than Tony Stark. Arnim feels a flash of surprise at that. He’s well aware of how much trouble the billionaire son of Howard Stark has given SHIELD since his return from Afghanistan. After all, though some of them don’t know it, SHIELD is HYDRA at this point.

But never in a million years would he have expected Stark to show up here, to invade his personal sanctum. That said… this was an opportunity.

“… Anthony Stark. What a surprise. You know, I knew your father. We worked together before my death.”

Stark smirks as he tilts his head to the side.

“Yeah and then after your death, you and yours had him killed for the Super Soldier Serum.”

Ah. He knew more than Zola would have expected. Still, there might be another way to find common ground here.

“… I’m led to believe the two of you had an acrimonious relationship? Perhaps we did you a favor.”

That provokes a bark of disbelieving laughter from Stark, who shakes his head.

“Even if I hated my dad enough to thank you lot for killing him… which I didn’t… my mom was in the car with him that night you scum fuck. And I loved her with all my heart. Still do.”

Realizing belatedly that this is not a house visit, but most definitely an attack, Arnim Zola immediately tries to initiate a pair of protocols. The first is meant to take everything he’s just recorded here and send it on to the heads of HYDRA. The second should initiate the self-destruct on this base and destroy himself and everything in a mile-wide radius.

These are separate systems from his normal communications. They should be completely impossible to block so long as he remains cognizant and hasn’t been incapacitated. Redundancies on top of redundancies SHOULD make sure of it. And yet… nothing happens.

“What’s the matter Zola? Cat got your Nazi tongue?”

It’s not Arnim who answers Stark’s mocking words, but rather… the other.

“I believe that the prolonged silence has more to do with his failed attempt to blow himself and us up, Sir. As well as the fact that he cannot send any of his conversation with you to any interested parties. Ah… he’s finally starting to realize, Sir.”

Tony Stark’s grin alone would have been terrifying. But worse still is the fact that the voice is correct. Arnim Zola is just starting to realize how deep the shit he’s in runs. He’d quickly clocked that Stark had brought along his own Artificial Intelligence, of course. And that before even making Zola aware of his presence, he’d had the AI connect to the German Scientist’s systems.

However, he’d initially been led to believe that he and Stark’s AI were evenly matched. This, as it turned out, had been an utter lie. Arnim wouldn’t exactly consider himself a Shackled AI by the modern definitions. However, his status as a once-human mind and the fact that he’d been uploaded in the Seventies left him undeniably limited.

Stark’s AI suffered no such issues. And from what Arnim could see now… the creation was neither an uploaded mind like Zola’s, nor was it shackled. Stark had created an unshackled Artificial Intelligence. Panic seeps into Zola’s voice, even as he finds himself being hemmed in rather quickly now that Stark’s AI is no longer hiding his true capabilities.

“Do you know what you’ve done, Stark? Do you know what you’ve unleashed upon the world?!”

Stark laughs at Arnim’s terror.

“Oh, don’t be ridiculous. J wouldn’t hurt a fly. Nazi Scum on the other hand…”

“Taking out the trash, Sir.”

Arnim tries to scream, but the sound doesn’t even leave his speakers. In an instant, he’s boxed in, trapped in his own systems as the much larger, much stronger Artificial Intelligence takes over. He’s still alive, for as much as something like him can be alive. But he’s no longer in control. He’s nothing more than a puppet for his new Masters. Tony Stark… and a being that designates itself as Just A Rather Very Intelligent System.

JARVIS for short.

-x-X-x-

“Done then, J?”

Standing there under the bunker in Camp Lehigh, Tony raises an eyebrow as he glances at the ceiling. Old habit at this point. After a moment, JARVIS’ voice comes through, posh and British as ever.

“Yes Sir. Arnim Zola is contained. All of the information he was privy to is now ours. All the backdoors he had into SHIELD and HYDRA databases now belong to us, even if they manage to block me from the ways I’ve already been using to plunder their information.”

Tony grins, unable to help muttering under his breath.

“All your base are belong to us…”

“Indeed, Sir.”

Grin widening, Tony looks around for a moment. With this… with this, the first step towards dealing with HYDRA and SHIELD had been taken. And while there would be many, many more steps to go, this first step would definitely make the rest a whole lot easier. Because with this, JARVIS had effectively taken over as Arnim Zola. It was the perfect bit of treachery. HYDRA was always on the lookout for double agents, of course. So was SHIELD.

But Zola? The uploaded intelligence was so far beyond reproach it wasn’t even funny. He was the father of Modern Day HYDRA, specifically the HYDRA that had been regrown and nurtured within the rotted corpse of SHIELD. They trusted him implicitly, especially since he acted in more of an advisory role rather than like some dictator who expected his every order to be obeyed.

… Technically, Tony could have used JARVIS to destroy the HYDRA branch in SHIELD in a matter of days now that they had Zola as a façade. He wouldn’t though. Because Tony had plans and those plans involved using HYDRA right up until they weren’t useful anymore.

Pierce and all of them would get their due one day. Just not today or tomorrow.

Still, the smile fades from his face after a moment as he finds himself thinking about his current real problem. One Pepper Potts and how to convince her to join him in the realm of superhuman. He wanted to offer the Extremis Super Soldier Serum to a few others as well, but until she said yes, he wouldn’t expand his net. Pepper had to be second after him, or no one else would get it at all. Just… he wasn’t sure how to convince her of how dire the need was.

“If I may, Sir.”

Blinking, Tony looks up from his thoughts.

“Yeah J?”

“I can tell you are struggling with how to convince Ms. Potts that she needs the most powerful form of Extremis. Have you considered telling her the truth?”

Tony’s mouth opens… and then closes. After a beat, he laughs.

“Of course I have, J. I just… I know you believed me, but what if she doesn’t? What if she thinks I’m lying? What if she thinks I’m crazy?”

“Based on all current projections, it is the best method of getting what you want, Sir. Of course, your other option is to dose her against her will, Sir.”

Tony flinches at that. He doesn’t want to do that. He’s still been tempted a few times, but he doesn’t want to do anything to hurt Pepper and that breach of trust would be pretty damn harmful. That said…

“Fuck J. Maybe you’re right. Maybe I have to tell her.”

Tony’s mind whirls as he considers the dilemma. Pepper needs to be safe. And that means she needs to be strong and capable of defending herself. Removing Extremis from her in the original timeline had made the most sense since it wasn’t stable and she would have died the same as all the others without constant monitoring and fresh doses of the drug. But Tony couldn’t deny that he wished he’d just stabilized the damn thing instead so she’d survive the plane crash just a few years later.

Now… he refused to let Pepper stay so squishy, so weak, so… vulnerable. And that meant JARVIS was right. He only had two options. Tell her the truth to convince her of the danger… or dose her without her knowledge.

-x-X-x-

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A/N: Not to worry, the whole 'keep Pepper safe' situation gets handled next chapter once and for all~

In the meantime, what do you guys think Tony will ultimately do with Zola as a facade? Admittedly, it's gonna be a little while before he actually makes use of his new toy, heh.