Okay, I know Tony got rid of his Arc Reactor. Anyone who's seen Iron Man 3 knows this and this is very obviously after Iron Man 3. But I don't really like how he got rid of it and this is FanFiction, so I can do what I want. Tony still having the Arc Reactor is the only thing that happened differently.

Bucky insisted that they leave immediately, but Tony told him that the U.N. weren't going to check on him in another 72 hours. He'd had less time to build something, he'd built his first Iron Man armor in a cave with a box of scraps after all. Besides, disappearing on such short notice will leave them unprepared and while Bucky seemed too absorbed in his own paranoia to realize this, Tony was able to convince him that they should wait until everything was ready.

First thing was first though. The arm.

He dragged the Soldier to his lab and sat him on a table so that he could take measurements. Then Bucky sat on the couch Tony usually collapsed on after one of his inventing spree's, curled up into a painfully tight ball and watched as the genius began to assemble a brand new metallic arm, a headphone in his left ear blasting AC/DC as he babbled on about things even Bruce would have trouble keeping up with.

Tony didn't know how much time passed, but when he glanced up from his work to check on Barnes, he was fast asleep, still in his tight ball but this time with his arms over his head as if he were cowering. Almost as if he were afraid someone was going to come by and start beating him while his guard was down.

Dear god, why did he try to kill this guy?

Shaking his head, Tony returned to the arm. He finished it as the rain finally stopped and the sun began to rise, filling the lab in a soft yellow glow. The genius sat back in his chair, grinning as he admired the new and improved metallic arm.

It was less bulkier then the other one had been, the metal plates smoother and it was a bit more shinny, although the other was probably shinny as well but was just really dirty from living in such poor conditions. The red star was replaced by a red and white stripped one outlined in blue. Steve's colors, instead of HYDRA's.

Tony wasn't dumb enough to think it wasn't flashy, but Bucky only wore long sleeves and gloves in public anyway, so it didn't matter. Tony liked flashy anyway, and Bucky might appreciate the cheery tone. The guy's had too much dullness in his life.

The tech itself has got to be some of his best, right up next to his Iron Man suits. As much as it's ruined him over the years, Tony knows what is means to feel, and he knows what it means to go numb. Bucky's old arm only ever brought him pain, but now, Tony hopes he can pet fuzzy kittens or something like that and stop with the storm cloud above his head thing.

"You better enjoy these friggin' kittens." Tony says. Bucky shifts, but doesn't wake up.

He tinkered with the arm for a bit, until around seven or eight when Bucky woke up with a small jerk, slowly uncurling from his protective ball, sharp eyes taking in every inch of the room, searching for threats. They finally landed on Tony, then to the metal arm on the table in front of him.

Tony closed up the plates and put his tools away as Bucky walked over, inspecting the arm in what could only be awe. Tony grinned.

"You likey?"

"Yes." breathed Bucky, "Me very likey."

"Well, take your shirt off then!" Tony demanded, shooting to his feet and taking his newest creation in hand. "Out with the old and in with the new, pal!"

Bucky couldn't help but grin back at him, pulling the shirt over his head and putting it over the chair Tony had been sitting in for the past couple of hours. The billionaire's arms and shirt were covered in oil and grease, but he didn't seem to care.

He took off what was left of the Soldier's previous metal arm, sitting it aside to be disposed of, before attaching the new and improved one. It was flashy, glinting in the light of the sun through the window, the red, white and blue star gleaming on his shoulder. Bucky flexed it, the gears so quiet that even Steve would have a hard time hearing it. And it was so much faster, so much lighter, almost as if it were a real arm, unlike his last one. His last one had always felt like it symbolized HYDRA owning him, but he'd dealt with it because two hands were far more useful then one.

"It's beautiful." said Bucky, still moving the arm about. "I can actually feel it." He looked at Tony. "Thank you."

Tony shrugged, smiling. "It's what I do best. Besides, that Star of America is much better then HYDRA's Red Star of Death."

Bucky grinned. "I think Steve'll love it just as much as I do. Really, Stark-"

Tony rose his eyebrows.

"Tony," the Soldier corrects himself, "Thank you. You really have no idea how much this means to me." There's a spark in his blue-grey eyes, like the last ember of a dying fire trying its best to relight the others, and Tony wonders if this is what Bucky had been like before the fall. Before the war. The guy looked so damn young it couldn't be believed, because he is young. Bucky and Steve both are barely even thirty and yet their lives are just this one giant war that they can never seem to get out of.

And Tony finds himself wanting to keep that little spark there, wanting it to grow because it was just so goddamn unfair for that spark to have died when Bucky hadn't even reached thirty-five. He wants Bucky to be alive, living, breathing, just like Steve does. Not the empty shell of a young man that had strangled his mother and stolen her final breaths.

He smiles back.

"Only one bag, remember?"

"Yeah, yeah, I got it." Tony grumbled, stuffing the lightest and most useful tools into the rucksack. All of the safe houses have labs stocked with tools and equipment in them, but who knows when they'll reach the first one? Besides, these might come in handy and it wasn't like he was taking his entire tool box.

Other then the tools, the bag's also stuffed with clothes and an extra pair of shoes, nothing fancy and the flashiest was a pair of purple socks with yellow pokadots. Then he had a few gadgets, much like the electric gloves he'd made during the whole everyone-thinks-I'm-dead thing, and a suit in the shape of a normal, dull briefcase that he was able to slip into the bag. There was also an untraceable phone, wallet, and a photo of him, Pepper and Rhodey. Before the Avengers. Before Iron Man.

The slightly jagged edges to the right showed that Stane had been cut out.

Bucky led the way out the door, backpack over his shoulders and the buckles clipped across his chest, hand resting almost casually in his pocket, but Tony knew he was actually clutching a gun. He peeked out, looking left and right as if he were about to cross a busy street, before slipping onto the porch and making his way down the stairs. Tony followed him, slipping his arms through his own backpack's straps, comforted by the feel of the disguised suit pressing against his back.

He was led to the driveway, only to stop dead as he took in the monstrosity before him.

It was hideous, the dark green paint chipped and faded, the sides rusted, scratched and dented. The windows were grimy and streaks marked the front window, as if someone had tried to clean it and failed miserably. The leather on the seats were stained and faded, and the leather on the steering wheel was peeling right off, a bit hanging off the bottom of it. It could hardly be qualified as a car.

"What the hell is that?" Tony asked, starring at it in horror.

Bucky glanced at him, then back at the disgrace. "A car."

"That is not a car."

"It's under the radar!"

"It's hideous!"

"What, you wanna walk?" Bucky asked, glaring at him. Tony huffed.

"I've got cars right here that we can-"

"No." said Bucky firmly, "Any car you'll have will just scream billionaire. It's bound to draw attention."

Tony groaned, shooting the ugly car a look of disgust. "Where did you even get this?"

Bucky shifted uncomfortably and opened his mouth to answer but Tony beat him to it.

"Alright, so you stole it? At least tell me there wasn't someone in it when you did so."

"Actually, I found it in the junk yard." admitted Bucky, clasping his hands behind his back, "It was the least broken one I could find and it took three days to get into working order, but I did it."

"Wait," said Tony, head snapping away from the car to look at Bucky, "This thing isn't broken is it? Please tell me it's not broken! I do not want to have this disgrace of engineering in my lab-"

"It's all in working order." Bucky cut him off, rolling his eyes, "I made sure of it. Shouldn't we really get going? We have sixty-one hours left before Ross comes to check on you and I'd rather we be as far away from here as possible before that happens."

Reluctantly, Tony sighed and nodded in defeat. "Fine. Were are we going, anyway?"

"A saw a cheap motel a days drive from here." said Bucky, climbing into the passengers seat as Tony slid in behind the wheel. "We can spend a night there and then start hunting down the others. They can't be that hard to find, can they? I mean, one's a tall muscular blond, another's got the worst sunburn in history and a glowing rock on his forehead and one's a witch that has her face plastered all over the news."

Tony gave a small, humorless laugh as he turned the keys, wincing at the sound of the spitting engine, "Harder then you probably think. Two of them are master assassins, after all, and I've been searching for Bruce Banner for a year now."

Bucky raised an eyebrow at him. "How many people are we hunting down, exactly?"

"Er... eleven, I think. Twelve if we count the kid."

They sat in silence, the now empty Facility becoming smaller and smaller behind them. Tony glanced at it's vanishing structure in the rear-view mirror, but couldn't find it in himself to miss it. It wasn't home anymore. Not with the others not there with him.

After a moment, Bucky gave a small sigh and unzipped his backpack, which lay squeezed between his legs on the floor, and pulled out a notebook and pencil. Tony glanced at him, but at least tried to keep his gaze on the road, instead watching out of the corner of his eye as Bucky slowly, carefully ripped the last page out of the notebook, before closing it and sitting it in his lap.

"Tell me their names." he demanded, already scribbling something that looked like Iron Man and Winter Soldier and Captain America.

Tony named each of the Avengers, both the original and the brand new ones, spelling their names out when Bucky asked.

"Parker's in Queens, right?"

At Tony's nod, the Soldier scribbled something next to the vigilante's name, before putting the pencil and notebook away, folding the paper up and sticking it under a plate in his metal wrist.

"If that gets lost in there, I'm not fishing it out."

"Yes, you are."

After a while, Bucky curled up in his seat, much like he had on the couch in Tony's lab, and starred out the window at the passing signs and mile meters with a small frown. They didn't say anything, and half an hour later when Tony glanced at him to make sure he was okay, he found him, once again, fast asleep with his head tucked snugly between his knees and arms wrapped around his head. The position made Tony's heart clench painfully.

Hours later, with his stomach grumbling angrily and the fuel dangerously low, Tony pulled the car into a gas station. Unbuckling his seat belt, he spared Bucky a glance before climbing out the car and putting money in the machine to fill it up.

With that done, Tony contemplated waking the Soldier up so no one could sneak up on him, but while Bucky had his head hidden under his arms, when Tony ducked down he could see his face was peaceful, despite the fact that he seemed to expect to get beaten awake at any moment. So, with a resigned sigh, he turned around and began making his way into the store, admittedly glancing over his shoulder more often then not.

Reminding himself that Barnes could defend himself just fine, even in his sleep, Tony grabbed two large bags of potato chips, a bottle of Coca Cola, four different kind of snack bars and a bag of Beef Jerky, dropping it all on the counter in front of the cashier, who was on his phone and eating nachos and dip.

He barely glanced at Tony as he scanned the food and put the money in the cashier, not seeming to even care if he payed the right amount. Relieved that the man was too focused on his phone to recognize him, Tony gathered the food and drink into his arms again and pushed open the door with his back.

When he got back into the drivers seat, Bucky still fast asleep, Tony twisted in his seat and dropped everything into the backseat, picking one of the bag of chips up off the floor when it fell and ripping it open to munch on.

Tony drove on, going through both bags of chips, two snack bars and half of the Cola, Bucky sleeping the whole way. He didn't know what to think of the other mans trust in him. Showing up at his door seeking help was one thing, but sleeping around him two times? Before, he had brushed it off as exhaustion, but the Soldier couldn't be that exhausted anymore.

He decided not to dwell on it.

The hours passed without anything eventful happening. Tony finished the Cola and another snack bar, forcing himself to save Bucky the last one and to not eat the Beef Jerky. The sun was soon setting and the stars were coming out, little twinkling dots on an expanse of black. The only light was the headlights, the soft blue glow of the Arc Reactor and the lights of the mile meters and lit up signs.

Tony's eyelids began to drop and he started yawning. After the sixth yawn, he pulled over, not wanting to accidentally crash the car, as ugly as it was. He reached over and shook Bucky's shoulder, who immediately jolted awake, eyes darting around in search of a threat. When he saw Tony, he relaxed, sitting up properly and stretching.

"What time is it?" he asked around a yawn.

"Quarter to eleven." Tony answered, unbuckling his seat belt. "I'm afraid of falling asleep and killing us, so you're driving while I take a nap."

Bucky nodded, unbuckling his own seat belt and getting out the car. They swapped seats, Tony stretching his legs out as far as he could and resting his side against the door.

"Oh," he said as an after thought, "And if you get hungry, I saved you a snack bar. You can have some Beef Jerky too, but don't eat all of it."

"Thanks." said Bucky genuinely, glancing at the back seat, which was covered in trash. "You sure got hungry."

Tony snorted. "More like bored. Besides, I'm bound to lose some weight on this Road Trip thing. Might as well eat when I can."

Bucky drove back onto the road, and Tony watched the passing lights for a little while before his eyes began to drop again and he allowed himself to sleep, only half-wondering if he was going to wake up on the side of the road or with a knife in his chest.

Thankfully, when Tony woke up he was still in the car and Bucky was still driving. The sun was coming up and a passing sign said a motel- most likely the one that Bucky had been talking about- was two miles away.

"Who we going after first?" the Soldier asked, not tearing his eyes from the road. Tony briefly wondered how he knew he'd been awake.

"Peter." he said, after a moment of thought. He shrugged at Bucky's raised eyebrows. "He doesn't have to come if he doesn't want to. Besides, wasn't he able to take down both you and the Falcon? It was also his idea to tie Lang's legs up and punch him in the face. I'd say he deserves some consideration."

"What about school?" asked Bucky, "You don't exactly get paid for being a vigilante, or an Avenger for that matter, on the run or not."

"I'll tutor him. And it's not like we're going to reveal his identity on TV, so he can leave whenever he wants to. It's all up to him."

Bucky gave a sigh, then a shrug. "Whatever you say, shellhead." he slowed the car down, turning into a parking lot. "We're here."

As soon as he saw the motel, Tony pulled a face. It was even worse then the car, with it's stained and mossy brick and half the windows boarded over. The neon sign next to the parking lot was flickering and the L was completely out, spelling Cassandras Mote of all things.

"This is it?" asked Tony, once again disgusted the second time that day, "Really? I mean, come on, the car was bad but this? Can't we just sleep in the parking lot?"

"It's just for the night." Bucky rolled his eyes, switching off the engine, "Besides, it'll be suspicious to sleep in the car when there's a motel right in front of us."

Tony groaned, but followed Bucky out the car and into the lobby, although reluctantly. An old women with bright pink old-fashioned rim horned glasses sat at the receptions desk, reading a magazine. Her lipstick was bright red, the pink glasses dotted with fake jewels and her nails were painted green.

She looked up as Tony and Bucky approached, Tony with a scarf wrapped around the lower half of his face. The women gave them a kind smile, sitting down the magazine. "How can I help you dears?"

"We're looking to spend the night." said Bucky, a dazzling smile on his lips. "Just one room will do."

"Of course, dears." said the women, starting to type on her computer. "Can I get your names?"

"Grant Buchanan." Bucky lied, spelling out 'Buchanan' when the women asked.

"And you?" she asked Tony, who said the first name that came to mind.

"Edward Rhodes."

The women typed it in and gave Bucky a bronze key with the spray-on silver peeling off, a number 12 hanging from the little loop. "Just call if you need anything."

"Thank you, ma'am." Bucky smiled, before leading Tony up a set up stairs.

"Buchanan?" Tony asked, once they were out of earshot. Bucky pulled a face.

"My god-awful middle name. Don't know how, but Steve got 'Bucky' out of that. Edward?"

"My god-awful middle name." Tony repeated with a grin, causing the Soldier to bark out a laugh. "My dad had wanted to name me after Steve, but my mom wasn't a big fan of his name so they went with Edward. Not sure which one's worse."

Bucky snorted, grinning widely as he looked at Tony with a mischievous glint in his eye. "Wait 'till I tell Steve."

"Please don't." Tony begged, smile falling as horror dawned. "I'll never hear the end of it."

"Which would you prefer," asked Bucky, as if Tony hadn't said a word, "Anthony Edward Stark or Anthony Steven Stark?" his grin widened, "Ha! If they'd made your middle name Steven your initials would have spelled A.S.S.!"

"Probably one of the reasons why they didn't name me after Steve." Tony glared, but Bucky ignored him, snickering as they came up to their door.

"I think it suits you."

And that's that. I seriously meant to update I Just Wanna Be Okay but... yeah... I felt like writing this instead.