Tic Tac Toe

This AWESOME cover was made by farferello. Thank you so, so much!

Tic Tac Toe

Disclaimer - WB and DC own them. Hahaha.

So, another one. Yup, we needed another one like a hole in the head, but here it is anyway. Feedback would kick ass!

This is set in season three, after Phoenix but definitely before Shattered. If I need to get more specific about when it's set later, I will *g*. Hey, it's a WiP. I get to do that ;D

Rated R. Oh, and Clex! Of course. Many thanks to fromward for listening to me ramble.

Biology, Clark decided, was the devil's own handiwork. The rest of his schoolwork he had little or no problem with - most of the time it wasn't particularly challenging, even easy. But there was something about biology that he just couldn't *get*.

It should have been easy. The simple memorising of facts like most of his other subjects, yet when it came to understanding the theory of how it all connected together and worked, Clark was completely lost.

Maybe it was because he was an alien. Maybe, despite the physical similarities, his brain was hardwired to only understand his own biology, and not that of a human's (though Clark doubted the old "But I'm a alien!" defence would go down well if he failed his next test).

Frustrated, he turned back to the beginning of the latest chapter in his textbook and started reading over it again. What the heck was he going to use his knowledge of biology for anyway? It wasn't like he was planning a career that involved any kind of science.

Of course, at the moment he wasn't planning any kind of a career at all. He really had no idea what he wanted to do after he - hopefully, he thought, glaring at the book again - finished school, and then college. Just something...good.

Sighing, realising he'd let his thoughts wander yet again, Clark focused back on the book. Deciding that reading aloud might help him take it in, Clark had just begun reciting from the book when he heard a car pull up outside.

Bounding up from his seat on the sofa with far too much enthusiasm, Clark looked out from the barn and instantly recognised Lex's car. Grinning, he turned away from the view and started down the stairs. If there was one thing that would be the most welcome distraction from Satan's Own Science, it was Lex. Plus, his best friend seemed to know everything about everything, and while he didn't like Lex *just* for his brain, with barely a hint of the trouble he was having, Clark knew Lex would offer to sit down and explain anything.

Not that Clark was purposefully thinking of taking advantage of Lex's generosity. It'd just be really nice if it happened.

Besides, he thought, as he strode out of the barn, the biggest thing was seeing Lex at all. They hadn't seen each other for a few days; Clark caught up in biology revision, Lex caught up in...whatever Lex did. Business stuff.

The car had already stopped, and as Clark approached the engine switched off and Lex emerged.

"Hey, Lex!" Clark greeted, stepping around the front of car as Lex shut the door. "It's good to-" Lex lifted his head, and Clark stopped walking.

Lex looked sick. *Lex* looked *sick*. His skin, normally pale at the best of times was so faded Clark swore he could see the veins beneath it with just his normal vision. Cursing under his breath, he was immediately at Lex's side, holding his arm. "God, Lex. What's wrong? Are you okay?" Stupid, stupid question to ask, because he clearly wasn't.

Laughing out loud, an action so unusual that it almost made him look insane, Lex stumbled, bracing himself against the car. "I guess you could say I'm...not quite myself." He laughed again.

Trying to stop himself from completely freaking out, Clark concentrated on the smell he was picking up. "Are you drunk?"

"I had *a* drink," Lex replied haughtily, with all the command of someone who was obviously drunk.

"More like *a* bottle of brandy," Clark scoffed, "and then you got in a car and drove here. Are you trying to kill yourself?"

"Just the opposite." Pushing away from the car, he lifted his arms above his head. "I'm alive! I'm free!"

Oooookay. Clark almost took a step back. "Okay, Lex. I think we should get you inside and sobered up, and then you can tell me about whatever's happened." It was...disconcerting, seeing Lex like this. So unrestrained. It just wasn't *Lex*. Or not the Lex he was used to seeing.

Lowering his hands, Lex leant towards Clark. "Why wait to share my good news?" He spoke with an exaggerated whisper. "He's no longer a problem, Clark. He's no longer in the way."

Clark had a horrifying suspicion, but asked anyway. "Who's no longer in the way?"

"My father." Lex shrugged, as if suddenly uninterested. "He suffered a brain aneurysm two days ago."

Oh...oh, *God*. He knew Lex's relationship with his dad was screwed up, but he also knew for a fact that Lex still cared about him. The indifference now would probably come back to haunt him later, but it was probably the only way Lex could deal. "God, Lex, I'm so...is he...?" He couldn't even bring himself to ask, unable to imagine what Lex must be going through.

"Might as well be," Lex replied, seeming very, very tired. "It was 'bad', apparently. Although I have to wonder how any kind of aneurysm can be good." The humour was back, definitely feeling forced.

"Lex," Clark, desperate to do *something*, began to step towards him.

"He's not recovering," Lex stumbled away, all humour gone, turning to brace his weight against the car with his hands. "They're saying he'll never wake up."

Clark didn't know what else to do. Lex was still pressing against the car, his head lowered. There was only one thing *to* do.

He pulled Lex into a hug.

He'd expected Lex to tense up, maybe even pull away. Though he'd personally been on the receiving end of a hug from Lex more than once, Lex generally wasn't a touchy-feely person.

Now, however, was apparently one of those times when he was - which made sense when Clark thought about it - and Lex hugged back, eventually so tight Clark suspected it would have actually hurt a human. "I'm sorry," Clark whispered. "I'm so sorry."

Lex chuckled once, quietly, into Clark's neck, and then Clark was pulling away and studying his best friend. He still looked like crap, but there were no signs of tears. Clark wouldn't have been surprised if there'd been no tears at all so far.

"Come on," Clark said gently, his hand cupping around Lex's elbow to guide him towards the house. "Let's get you some coffee."

Lex objected. "I like being drunk."

Grief, apparently, only made Lex even more stubborn. "And I like it when my best friend isn't being a complete ass and driving under the influence."

Looking incredibly confused by something, Lex stared. "Did you just say 'ass'?"

Rolling his eyes at the obvious attempt to change the subject, Clark easily found a response. "Yes, Lex. We've had this conversation before. I *do* do things my parents don't approve of sometimes."

Some vague resemblance of a smile spread across Lex's face. "But only when I'm around? Must be my bad influence."

"That's gotta be it," Clark agreed, eager to get Lex moving. Deciding on the fastest way to make that happen, he grabbed on to Lex's upper arm and pulled him towards the house. "Come on. We'll go get a drink, and then we can talk all about how you've corrupted me." Anything to make Lex feel better.

"All right," Lex said compliantly, which was a little odd but Clark wasn't about to question his good fortune.

Before long they made it into the kitchen, and after ensuring that Lex was sitting down and not about to bolt, Clark started working on the coffee. As he got the pot brewing and grabbed mugs out of the cupboard he kept up a constant stream of conversation; everything from his school work to the Sharks' latest game.

When he eventually placed Lex's coffee on the table, Lex wrapped both hands around the mug and looked up at him.

"I didn't realise you were such a babbler, Clark."

Instantly feeling like an idiot, Clark fell into the chair opposite Lex's and eyed his own drink of milk. "Sorry, I...I don't know what to say and then of course I'm saying too much so-"

"Clark," Lex interrupted warmly, and how could he still sound like that after what he'd been through? Mimicking Lex's own strength, Clark lifted his head.

"Just be yourself," Lex continued.

Wrinkling his nose, Clark decided on the honest route. "'Myself' doesn't have a clue what to say and will probably just sit here in silence." Not especially helpful during something like this.

Lex turned the mug in his hands. "Yes, but you *will* sit here with me regardless, even if you do feel uncomfortable. That means a lot. You're my only real friend, Clark. I have told you that before, haven't I?"

Somewhat relieved - yet also vaguely guilty that he could be feeling any relief at the moment - Clark snorted. "Only every other week." He thought about taking it back as soon as he said it, but judging by Lex's behaviour their 'normal' interaction was probably what was called for. "So...do you wanna talk about it? Or just sit here? Watch a movie? Thrash me at chess?"

Sipping at his coffee for a few moments, Lex slowly looked around the kitchen. "Where are your parents?" he asked, as if only just realising they were alone.

"In town," Clark said. "They needed to get a few things from the store."

"I see," Lex replied, sipping at his coffee again before focusing his attention on top of the table. "I was there when it happened." Clark didn't need to ask what. "We were in Metropolis for business. We were on our way to the meeting when he just...went down." His mug lowered down to the table; turning in his hands again. "There was no warning. Nothing."

Maybe picking up some of the instincts from his mom, Clark reached out and placed a hand on top of Lex's.

Lex didn't look up. "We got him straight to the hospital, of course. But apparently even if he'd actually been in the hospital already when it happened, they wouldn't have been able to do much. Sometimes the faster you get them there the more likely it is they'll survive or wake up or..." He paused. "But not him. Not him."

Clark felt the back of his throat starting to burn, and his hand tightened over Lex's. "Lex...I know it may not seem like much, but if there's anything, absolutely anything I can do to help, just let me know, okay? Whether it's punching obnoxious reporters in the face or keeping you company when you need it."

Snickering slightly, Lex finally lifted his gaze up to meet Clark's. "My hero."

"Damn straight," Clark nodded.

Lex's gaze lowered again, and they fell into a silence that wasn't too strained.

Thinking over his own words, Clark spoke again. "Speaking of reporters, I'm surprised I haven't seen anything in the news yet."

"That's our doing." Sipping at his drink again, Lex looked back up. "The CEO of the company you invested in suddenly falling ill doesn't build consumer or shareholder confidence. When the story breaks - which it will do, tomorrow - we'll have a reassuring speech ready to go."

Understanding, Clark nodded. That made sense. Although... "I thought you didn't have much to do with LuthorCorp anymore." Clark had been ridiculously pleased to slowly see the occasional LuthorCorp signs around town change to LexCorp ones.

"Funny you should say that," Lex didn't sound amused, "because out of all of it I think this is the thing I'm finding it hardest to deal with."

Concerned, Clark leant further over the table. "What is it?"

"My father, apparently, made certain arrangements in case something like this should ever happen to him. Everything was transferred into my name."

Clark stared, trying to comprehend. "*Everything*?"

Meeting Clark's gaze, Lex nodded and spoke clearly.

"LuthorCorp belongs to me."

In retrospect, Clark's immediate response probably hadn't been very helpful.

"*What*?!"

But in his defence, he doubted that anyone could have predicted what Lex was going to say. It was just so...so...un-Lionel. Not the planning ahead part, that was very Lionel, in fact very Luthor in general.

It was the 'leaving everything to Lex' part. Clark had almost always tried to think the best about everyone, but he'd pretty much given up on Lionel by now. He'd half expected that Lionel would've left everything to Lucas, just to spite his oldest son.

Could he have been wrong about him all this time? After all the things he'd done to Lex? It didn't seem possible, but then Clark knew better than anyone that you couldn't really judge someone by appearances.

"Well," Clark continued. "That's...good?"

"I really don't know," Lex shrugged wryly. "Part of me thinks he left it all to me just so I'd crack under the pressure."

Now *that* sounded like Lionel. Maybe this did make a weird kind of sense. "That's not gonna happen."

"No," Lex nodded firmly. "It's not. Though it will take some...getting used to. LuthorCorp is quite a bit larger than LexCorp. God, LexCorp isn't even turning a profit yet."

Clark could only imagine. LuthorCorp had been running for decades; in comparison LexCorp had barely even started. "How much does LuthorCorp make?"

"The last financial year?" Lex asked, though it was obviously rhetorical. "$1.3 billion."

Unfortunate timing meant Clark ended up choking on his drink, and even as he gasped for breath he couldn't help but notice that Lex looked pleased with himself. "That's...a lot."

Agreeing, Lex's amusement at Clark's reaction faded as his gaze fell to the table again. "I don't think this coffee's doing much. You sure it isn't decaf?"

"I'm sure," Clark insisted, but couldn't help but notice that even with the coffee Lex looked exhausted. "You wanna lie down, or something?"

The idea was obviously struck a chord with Lex, but he tried to play it down. "I don't want to be an inconvenience-"

"Please," Clark interrupted, standing up and moving to stand next to him. "You've been an inconvenience in the butt ever since we met. And I wouldn't have it any other way. Come on."

Definitely pleased this time, Lex followed Clark into the living room.

"Make yourself at home," Clark said, gesturing towards the sofa, as he grabbed the blanket Mom always had folded over the back of her chair. When he turned back around Lex was sitting on the sofa, slowly pulling at his shoes. "I'll take care of those. Lay down."

Sighing, Lex didn't argue though, shrugging off his jacket and passing it to Clark before stretching out on the sofa.

Folding the jacket carefully, Clark placed it on Mom's chair and then pulled the blanket over Lex. He'd been fussing with it for a few moments when he realised Lex was smiling at him. "What?"

"I can just imagine what you'll be like when you have children. Are you planning on reading me a story after you finish tucking me in?"

Somewhat horrified to realise that was exactly what he'd been doing, Clark flushed and yanked his hands away. "Hey, I'm just trying to help a friend." Standing to his full height, he moved to the end of the sofa and carefully pulled Lex's shoes from his feet, placing them on the floor.

"Sorry," Lex murmured, and Clark felt like crap again.

Jesus, Lex's dad in was hospital, probably never to wake up again. It was pointless getting crabby with him at the moment. "No, I'm the one who's sorry. I'm an insensitive jerk."

Lex snorted, closing his eyes. "And I'm Jonathan Kent."

Okay, that'd just be disturbing. "Get some rest," he ordered. Sitting in a chair on the other side of the room, Clark watched Lex for a while and decided his own behaviour couldn't be considered stalking. Just...simple observation. He was worried about Lex, that was all. Wanted to stay nearby in case Lex needed anything - food, drink, to whip his butt at poker - because now he was pretty much out of things he could actively do.

And then Lex opened his eyes.

"Clark, my dad's in hospital." He paused, licking his lips. "He's never coming out again."

Clark wanted to tell him it wasn't true, that everything was going to be okay, but Lionel Luthor would have had the best doctors in the country - maybe the world - working over him. They'd know better than anyone else what his chances were.

Before even realising that he was intending to move Clark already had, pausing by the sofa and encouraging Lex to sit up. By the time they'd stopped moving, Clark was sitting at one end of the sofa, and Lex was still stretched out - only now, his head was on Clark's lap.

And while it didn't feel good - it couldn't, not now - it at least made Clark feel useful. That he could do this, be here for Lex. That Lex could even be like this in front of him, for once not worried about someone seeing; not worried about being perceived as weak.

Because the only person who'd ever made Lex feel weak was gone.

Clark sighed, one hand resting on Lex's nearest shoulder as Clark's conscience battled it out with his dislike of Lionel. He wasn't *glad* Lionel was effectively dead, but the thought of never seeing him belittle Lex again was *really* nice. Without his father's influence and the negativity between them, maybe Lex could truly embrace the idea of his own destiny instead if simply trying to avoid the one he was sure his father had planned out for him.

Maybe, eventually, Lex would be happy.

According to the clock on the VCR, nearly forty-five minutes had passed when Clark heard the truck pull up outside. Lex's breathing had long since evened out, and though the idea of his dad seeing them like this wasn't particularly nice, Clark wasn't moving.

He heard footsteps on the porch outside, and then the sound of the screen door snapping shut. They would have already seen Lex's car parked outside.

"Clark!"

Wincing at the volume of Dad's voice, Clark glanced down but saw that Lex hadn't moved, still breathing smoothly.

"In here, Dad," Clark said quietly, hoping it was loud enough. Apparently it was; a few moments later Dad was in the living room, next to the sofa. As he stared at them his expression was...interesting.

"What's going on?" He asked suspiciously.

Clark was surprised. Given Dad's hatred of the Luthor's he'd expected the reaction to be much more...extreme. "His dad's in the hospital. Brain aneurysm. They're saying he won't recover."

Mom had joined them in the living room just as Clark had started speaking, and now her mouth opened in shock and sympathy as she looked down at Lex. "Oh, how terrible." Neither one of them were going to miss Lionel Luthor, but Mom - maybe just because she *was* a mom - empathised easily.

Dad's frown had smoothed out a little, and he even looked...guilty? "I'm sorry to hear that, Clark. Lionel and I may not have liked each other," boy, was that an understatement, "but...to be honest I was almost expecting him to live forever."

Smiling softly, Clark looked down at Lex's sleeping form. He knew exactly what Dad meant. It didn't seem possible that Lionel Luthor would let something as 'insignificant' as death stop him.

"I'm gonna clear out the truck," Dad said suddenly, looking decidedly uncomfortable before walking out to leave the rest of them behind.

Bending down by the sofa, Mom placed her hand on Clark's shoulder. "Clark, when he wakes up you let him know that if there's anything we can do..."

Relieved that Mom was being so *Mom*, Clark nodded. "Thanks, Mom. And..." It was the perfect time to ask. "...is it okay if he stays here tonight? He doesn't have anyone now, and I really don't think he should be alone."

Mom didn't even hesitate. "Of course, honey. He can stay for as long as he wants." Her hand moved up from his shoulder to ruffle his hair. "I'm going to go help your father, okay?"

"Okay," Clark said, trying to hide his discomfort at the hair thing. It still made him feel like a kid when she did that, even now.

As he sat quietly again, he realised what he'd said to Mom had been true � Lex was alone. The only surviving relative Clark knew about was Lucas, and that relationship was screwed up at best and homicidal at worst.

Maybe with Lionel out of the way Lex and Lucas would grow closer, but all Clark could really thing was that Lucas would probably just try and get his hands on various LuthorCorp assets.

By Lex's own admission Clark was his only 'real' friend, and though it was kinda daunting thinking that he was now the only one close to Lex, in some ways Clark found himself looking forward to it.

Looking after Lex was his responsibility now.

"Concern is a good look for you."

Surprised, Clark quickly looked down at the owner of the voice. "I thought you were sleeping."

"I did, for a while. And now I'm not." Obviously hearing the sound of the screen door opening and closing, Lex frowned. "Your parents are back?" At Clark's nod, he rolled his eyes. "I can imagine how thrilled your father was."

"He was fine, Lex. He's a good guy." He really had to stop underestimating his own father. "Oh, and by the way, you're staying here tonight."

Lex's eyebrows went up. "I am?"

"Yup." Clark nodded. "Mom insisted." It wasn't a lie really. Just a small invisible half-truth.

"Was this before or after some of your porcine friends flew over the farm?"

Or maybe not so invisible. "We don't have any pigs around here, Lex."

"Semantics," he argued.

Pleased though he was that Lex seemed more his old self, Clark had to get his point across. "You're staying," he insisted. "At least tonight."

Lex didn't argue, but he did seem very amused. "You're getting all Alpha Male on me, Clark. This could be seriously wounding my pride."

Uh huh. "You can take it." There was no way Lex was being serious.

About to respond, Lex's mouth suddenly snapped shut when Mom walked into the living room.

"I thought I heard voices in here," she greeted. "Hi, Lex. I'm so sorry to hear about your father. He's such a...colourful character."

Well that was one way of putting it.

Clark didn't know how he managed it, but even though he was still sprawled across Clark's lap Lex sounded like an Imperial ruler.

"Thank you, Mar...Mrs Kent." His mouth tightened. "I appreciate your sensitivity."

Frowning at Lex's choice of words, Clark shrugged at his Mom.

"Well, I'm sure that Clark has already told you." Oops. "But if there's anything Jonathan and I can do, just let us know."

A tight and entirely fake smile appeared on Lex's lips. "You're too generous."

Looking confused, Mom mumbled something about having work to do and left the room again. When she was gone, Clark looked back down at him. Lex was grieving. Pretty much anything could be expected. Including the fact that he'd been awake for a while now, and still hadn't pulled away.

Not that Clark was objecting.

"So, do you wanna do something?" He may have been babbling again. "The TV's right there, or I have a pack of cards somewhere or-"

"Clark."

Okay, shutting up was good. "Yeah, Lex?"

"Can we just...stay here for a while?" Lex had turned his head so he was looking away and Clark had never, in his entire life, seen Lex so vulnerable.

His hand tightened on Lex's shoulder, and it was only by the greatest use of self restraint that he didn't reach out to touch Lex's head.

"Sure. We can stay here as long as you want."

It was the sound of the screen door snapping shut followed by a curse that finally made Clark sit up. He'd been sleeping fitfully as it was; worried about Lex, how to make things better.

Pushing the blanket aside, Clark blinked into the semi-darkeness. The only source of light was the moon but he had excellent eyesight, and even if he didn't he'd still know exactly who'd gone outside. Yawning, rubbing a hand absently through his hair, Clark made his way towards the door.

Lex turned to face him the moment the door creaked open but didn't speak until Clark had closed it quietly.

"Sorry," Lex murmured. "Didn't mean to wake you."

Clark shrugged, joining him by the wooden railing around the edge of the porch. "I couldn't really sleep anyway."

"Me neither."

Nodding then, from both of them, as they lapsed into silence.

It could have been five, maybe ten minutes before Lex spoke again. "There's something magical about seeing the world like this, don't you think? Makes it seem like anything is possible."

Looking up into the night sky, Clark mentally catalogued the stars he knew by name. "I think anything *is* possible for you, Lex."

Apparently finding that amusing, Lex chuckled softly. "I think I should be saying that to you, Clark. The saviour of Smallville. How many lives have you saved now?"

Flushing red, Clark suddenly found the ground much more interesting than the sky. "I haven't saved *that* many. It's not like I keep count."

"Someone ought to," Lex replied. "You shouldn't be embarrassed by your accomplishments, Clark. You should be proud of them."

Bright red now, absolutely. "I can't feel proud about saving someone's life. It's just not...right."

As if understanding, Lex nodded. "Of course. Otherwise you wouldn't be Clark Kent. And we can't have that, can we?"

Reassured by the teasing, Clark lifted his head. "Yup. This is the way I am. Take it or leave it."

Lex looked at him oddly as if about to say something, when he quickly turned away. "It's colder than I thought," he declared, folding his arms across his chest.

Deciding not to lie and say he was also feeling the cold, Clark gestured back towards the house. "I could go get you a jacket." After insisting earlier that Lex sleep in his bed, Clark had given him clothes to sleep in - jogging bottoms and a grey shirt. They were baggy on him, but apparently didn't provide enough protection when he wasn't under the covers.

Shaking his head, Lex smirked briefly. "Luthor's never back down."

Mentioning the Luthor name ruined whatever good mood they'd been sharing. Lex looked away, no doubt thinking of his father.

Clark cleared his throat. "So you're really gonna run LuthorCorp, huh? I mean I guess you could sell it if you wanted to, or let someone else run it..."

"I could," Lex agreed, "but it wouldn't feel right, letting someone else take over. My father and I may have had a troubled relationship...but he was still my dad, you know?"

Clark understood. And decided not to point out that Lex was referring to his dad in the past tense. "Yeah."

Turning towards Clark, leaning the side of his body against the railing, Lex made an obvious point of meeting his gaze. "Purely from a business point of view, it makes sense for me to move back to Metropolis."

And suddenly Clark was feeling the cold. "Metropolis?"

"LuthorCorp headquarters is there, and quite frankly it'll be easier to maintain contacts, run the business..."

"You're leaving?" Clark couldn't get over it. Lex *leaving*? Lex couldn't leave. Lex was always supposed to be there.

"Clark, realistically I could have left a long time ago."

Lex had been *thinking* of leaving? For a long time?

"It won't change anything," Lex continued. "Our friendship. We'll stay in contact and I'll come out and see you as often as I can. Maybe you'll even be able to make it into the city sometimes."

*Leaving*? "Then why did you stay? If you could have left before, why did you stay?"

His voice was very, very quiet when he responded. "I've already told you, Clark. You're my only real friend."

Lex had stayed for *him*? Clark had never felt more important, never felt so *needed*. Spurred into motion, he started down the steps from the porch, then remembered he'd actually need to tell Lex what he wanted to do. Lex was leaving, Lex was going away, and he was not going away with a gloomy memory of their talk on the porch as one of his last memories in Smallville. "Come on," Clark said, turning on the steps to look up at Lex. "We're going to the barn. I'm gonna show you my favourite constellations."

With his hand wrapped around the post at one side of the steps, Lex paused. "Clark, I'm not wearing anything on my feet."

Clark smirked. "So? I thought Luthor's never backed down?"

"It's *cold* out there," Lex protested.

Holding out his hand, Clark didn't back down either. "I'll keep you warm. Promise." He took in his friends' expression - vague smile, lowered eyelashes - and he knew, then, that Lex's objections had been nothing but teasing. "Come on. You know you wanna."

More movement, and then Lex's hand was slipping into his and they were running barefoot into the night.

The utter calm and sense of peace he felt from waking up with Lex was ruined by one thing:

Clark was hard.

Muttering under his breath, he tried to move his groin away without waking Lex but it wasn't easy. At some point last night they'd sat down on the sofa in the barn - just to rest for a while - and now Clark was lying on his back with Lex sprawled across him, a blanket covering them. Clark couldn't remember either him or Lex pulling it on top of them, but prayed that one of them had. He didn't want to think that Mom had put it there.

He *really* didn't want to think that Dad had put it there.

Shifting as much as he could, Clark mentally cursed his erection. It wasn't the first time this had happened in the morning - not by a long shot. He knew it happened for human males, and apparently for kryptonian males, too. It was just really *bad* timing.

Not only was he lying there with his *best friend*, but said friend was mourning his father. Clark really thought his body should have known better.

If he'd been alone Clark would've taken care of it the way he usually did, but with Lex being there it just wasn't an option. So, deciding on the power of mind over matter, Clark thought of every unappealing thing he could - cold showers, the smell of manure, the dead dog he'd found on the side of the road a few weeks ago.

Feeling it start to work after a while, Clark sighed in relief. There were just some things that even close friends shouldn't have to share.

And then Lex moved in his sleep, pressing his face further towards Clark's neck and breathing against his skin.

Clark was hard again.

He was saved by the sound of someone walking up the stairs to the fortress.

"Clark?"

Mom. Mom was good. It'd still be a little embarrassing being seen with Lex like this, but given the options Mom finding them was definitely the preference.

And at least Lex was hiding his dick.

Calling his name again, she soon stepped up into view, pausing for a moment when she saw them before moving all the way up.

"He couldn't sleep last night," Clark said quietly, by way of explanation. "We came out to look at the stars and...well, I guess we fell asleep."

"So it would seem," Mom smiled indulgently. "You're a good friend, Clark, though you'll have to start getting ready for school soon."

"Sure, Mom." He agreed, feeling Lex start to stir; also feeling relieved when Mom nodded and left the barn.

Lifting his head from Clark's neck, Lex blinked slowly several times. "Well," he said. "This isn't how I usually wake up."

That couldn't be disappointment Clark heard. "Hey, it's a first for me, too," He replied too cheerfully, before sucking his stomach in as if somehow that'd make his hard-on disappear.

Yawning, Lex began to stretch...

...and then froze.

"Oh."

Crap. "I'm seventeen," Clark defended heavily, blushing furiously.

Pushing himself up a little, supporting his weight on the back of the sofa with his right hand, Lex smiled down at him. "No need to be embarrassed, Clark. I was your age once, you know."

Clark rolled his eyes, still humiliated "You make it sound like you're a hundred."

"Not quite," Lex pressed his lips together with humour. "Anyway, what time is it?"

"Not sure," Clark lifted up his right arm to show the lack of a watch. "But apparently I don't have very long before school so-"

"Shit!" Lex suddenly exclaimed, moving to scramble off of Clark. "I have to be in Metropolis when the news breaks. Can't believe I let myself just lie out here..." He was sliding over Clark now, *sliding over him*, and when he moved over a certain part Clark jerked.

Jesus!

Lex froze again. "Shit. I didn't hurt you, did I?"

*Hell* no. "No." Clark kept very very still.

"You're sure?" Lex's hand reached down to touch his arm.

Clark nearly whined. "Lex. I'm fine. *Really*." And if Lex didn't move soon, he was going to find out just how *fine* Clark was.

"Good," He said, and then Lex was rolling off completely and Clark just lay there, trying not to think that he'd been getting off on Lex rubbing against him.

Padding away carefully - he'd been paranoid last night about splinters - Lex paused at the top of the steps and turned back. "You were right, Clark."

Peering along and over the end of the sofa, Clark frowned. "I was?"

"You did keep me warm." He tipped his head to one side, smiled gently, and then was gone.

By the time Clark made it into the house, Lex was already dressed and eating breakfast. Something told him Lex would have skipped eating entirely if it hadn't been for Mom's presence. It was just as well she was there. Though definitely looking better than yesterday, Lex still looked decidedly crappy. The grief he was trying not to show had obviously taken a physical toll.

Which may have been why Clark sat next to Lex. *Right* next to Lex. So their shoulders were brushing together.

Lex didn't say a word, simply eating his bacon and eggs. Mom lifted her eyebrows but kept quiet. Dad attacked his breakfast with the kind of ferocity usually reserved for tractor engines that weren't co-operating.

Clark was...figuring stuff out. And beginning to suspect he was the last one who had.

When they walked out of the house a while later - Clark still in the clothes he'd slept in - it felt like the simplest thing in the world to pull Lex into another hug. "You call me if you need anything, okay? *Anything*."

"I haven't left yet, Clark," Lex pointed out wryly, pulling back until Clark could see his face, but still holding on.

"I know." Rationally, he did. Rationally, he knew that Lex hadn't even moved out yet. But most of Clark's life wasn't rational at all. "Just feels like..." Goodbye. "...I don't know."

"I'm not going to disappear without telling you, all right?"

Feeling like an idiot again, Clark glanced away. "Sorry."

"What for?" Lex asked.

"Because I'm standing here feeling sorry for myself, when what you're going through is so much more important."

Tipping his head to one side again (Clark liked that move), Lex regarded him seriously. "Clark, you like me so much that you don't want me to leave. I think, especially now, knowing someone cares about me that much is just what I need. How could I possible be offended by that? Besides," a faint smile, one that Clark was learning was tantamount to a huge grin, "you've helped so many people. You should be selfish once in while."

Clark decided that Lex was very wise, and his advice without fault.

So he kissed him.

It was brief, barely there, but it definitely *was* there.

Lex looked stunned.

Clark was not going to apologise. Not about that. No matter how much it felt like he had a bunch of golf balls in his mouth, considering how difficult it was now to speak. "I...umm...uhh, that felt like the thing to do." There. That hadn't been so bad.

Lex still looked stunned. "I'm about to go to Metropolis to take control of my father's company."

Clark nodded. "I know."

"I'm leaving Smallville soon."

Clark sighed. "I know."

"And knowing our luck, if we do that again your father will look out the window and promptly find a new head to mount on the wall."

"I..." Clark frowned, hands brushing along Lex's arms. "Dad doesn't actually hunt, you know."

"He'll make an exception." Shaking his head as if to clear it, Lex licked his lips. "Clark, you have really *bad* timing."

He was beginning to realise that himself. "Yeah."

More tilting, more staring, and a whispered "You're worth it."

"Lex?"

"Clark?"

"Yeah?"

"Kiss me again."

So he did.

It was at lunch later that day that Chloe rushed up to the table Clark and Pete were sitting at.

"Oh, my God! Did you guys hear about Lionel Luthor?"

Pete frowned with distaste at the name while Clark pretended to be invisible. "No, what is it this time? Been experimenting on puppies?"

Chloe rolled her eyes, moving to sit next to him. "No, you doofus. He's in a coma."

Actually looking startled - and maybe just vaguely bad about his attitude - Pete shook his head. "Didn't know. What happened?"

"Brain aneurysm or something," she replied, casting a look towards Clark who was busy trying to hide behind his fries. He wasn't entirely sure he was succeeding. "You've been mysteriously quiet, Clark. Nothing to say on the subject?" Her tone clearly implied that she knew he was hiding *something*.

Resigning himself to telling the truth - and he could now that the news was out anyway - Clark spoke. "I kinda already knew about it."

"I knew it!" Chloe exclaimed. "And you didn't tell us."

"Lex asked me not to say anything." Right after he'd shown Clark some *wonderful* things he could do with his mouth. But Chloe didn't need to know that part. "It's his dad, Chloe. Not just a story."

Clearly offended, Chloe glared at him. "Gee. Thanks, Clark. I hadn't even *considered* that." She snorted. "Glad to see just how much you respect me."

He'd done it again. Somehow, completely without meaning to, he'd pissed someone off. "I didn't mean..."

"Sure you did," she retorted, not quite as angry. "But I get it. You've always been overly protective of your boyfriend."

Clark decided *everyone* was lucky that he hadn't been holding the ketchup just then. "Lex is *not* my boyfriend!"

Shit. Judging by the silence and the looks he was now receiving from the entire lunchroom, that'd been loud. He hunkered down further into his seat. "We're just friends," he insisted. Not that he was embarrassed at the idea (no. Really really *not* embarrassed); he was just well aware that they didn't need this becoming public.

Besides, it wasn't like there was *that* much to tell.

Yet.

Pete was staring at him like he was seeing proof of his alien-ness for the first time.

Chloe just grinned. "Relax, Clark. I know you guys are just friends. And even if you weren't, I'd never actually write anything about it." She met his gaze deliberately. "You do know that, right?"

It occurred to Clark that, sometimes, he really sucked as a friend. "Want me to do all your homework next week?"

He knew she wasn't going to say yes, but she responded anyway. "Sure you'll have time? I know hanging out with Lex keeps you busy."

"Actually, Lex has headed back to Metropolis so..." Her words sank it. Clark glared. Pete snickered. "You're not funny."

"Sure I am," she declared, swiping a few fries from his plate. "And *you* are so easy. Right, Pete?"

Pete, apparently, could only agree and teased the hell out of Clark. But this was Pete. And though he rarely said anything about it, Clark knew he'd had a thing for Chloe ever since she'd arrived in Smallville.

"Sure, laugh it up," Clark said, sliding his tray out of Chloe's reach. "Just don't be surprised when rumours about the two of you start turning up."

She gaped at him. "Clark Kent, *you* are leaning to fight dirty!" She paused. "I like it. Come on, Pete," she turned her attention to their friend and began standing up. "Let's go give them something to talk about."

She was teasing. She had to be teasing.

Probably.

Nonetheless, Pete didn't need to be told twice. Hopping up from his seat, he flashed a pleased smile at Clark. "See ya, man."

They headed off, brushing by the side of the table, and then Chloe was suddenly back, speaking close to his ear. "Oh, and Clark?"

He turned to look at her, his face a question.

She grinned. "Fighting dirty? *Definitely* the Luthor influence."

Clark didn't even deny it.

Reaching for an apple just as the phone rang, Clark yelled, "I'll get it!" as he grabbed the fruit and leapt heroically towards the phone.

Which was all of three feet away.

Still, there was a chance (please please please) that it could be Lex. So, picking up the phone and trying to ignore the look Mom was giving him - apparently he'd forgotten that shouting wasn't necessary, as she was chopping something up on the cutting board - Clark spoke as normally as possible. "Kent residence."

"It's not because you feel sorry for me, is it?"

Clark's happiness at hearing Lex's voice was marred by the general sense of confusion. "Sorry?"

"What happened this morning. It's not because you feel sorry for me. Right?" He paused as Clark tried to take in the sheer insanity of the idea. "Please?"

"Of course that's not why I..." Oh. Mom was in the room. "...did that." He rubbed the apple over his shirt, shining it.

Lex's voice felt warm against his ear, impossible but true. "Parents around, huh?"

"Yeah." Clark managed to hold back a sigh.

"Maybe you're not the only one with bad timing."

Smiling, Clark leant back against the wall. "I think we can say for sure that's absolutely true."

"Although, you know..." Lex pondered. "This could be kind of interesting."

"How's that?" Clark asked, finally taking a bite out of his apple and chewing enthusiastically.

"Well, someone's right there. In the room with you, probably. So if I said something about how much I enjoyed kissing you, you wouldn't be able to react."

If Clark couldn't breathe, it was only because a piece of apple was temporarily blocking his windpipe. He coughed, glancing towards Mom. "I guess that's true," he said carefully, pleased when she didn't look up from what she was doing.

"Or if I described in detail the many and various dreams I've had about you."

Okay, now it had absolutely nothing to do with the apple. In fact he was rapidly forgetting that the apple had ever existed. "I'm glad your meetings have gone so well." And really, he was quite proud of himself for still being able to talk.

"There's this one in particular I've always appreciated," Lex continued, and had it only been this morning that they'd kissed for the first time? Lex didn't waste any time, although Clark wasn't complaining. It seemed very Lex-like, or actually very Luthor-like in general. When they went after something they didn't hold back.

Clark *really* wasn't complaining. "Yeah?"

"Normally I'd be ashamed of myself for my own lack of imagination, but it more than makes up for it."

Clark swallowed heavily. "What is it?"

"You. Working on the farm. It's something you do every day, Clark, but you have no idea how hot you make it look. I swear, they'd just need to stick you on television and this country would have no shortage of people volunteering to run a farm."

Blushing right now would be a really bad idea, so Clark tried to turn his face away with as much subtlety as he could muster. "Can't be easy trying to get a handle on things." And oh, that was a bad choice of words.

Lex chuckled. "Interesting you should use that term, Clark. That's what I'm doing right now."

Oh.

Oh!

Brain freeze.

He'd already been halfway there but he was suddenly, achingly, hard. And his mom was right *there*. How he managed not to squeak, Clark had no idea. "You are?"

A heavy sigh. "Bad day, Clark. Really bad day."

Well, that wouldn't do at all. Life had already been bad enough lately; Clark would have to make sure Lex's day definitely ended on a positive note. "Yeah, life can be that way sometimes." Thanking God for cordless phones, Clark casually strolled out of the room and climbed the stairs, trying to send out psychic vibes that Mom just *stay downstairs*.

"Clark, are you going up to your room?"

He shivered. "Maybe." And then he was in his room, closing the door and lobbing the half-eaten, half-forgotten apple into his bin. All pretense was suddenly gone. "*God*, yes."

"Do it."

Clark didn't even need to ask what. Keeping the phone in place between his chin and his shoulder, he fell to his knees, upzipped his pants, and pulled his cock out. It should have seemed ridiculous that they were *here*, at this point already, but as Clark teased the end of his cock with his thumb to the sound of Lex's breath, nothing had ever seemed more perfect.

He wasn't going to last long; he wasn't going to last long at *all* but Clark was perfectly okay with that. Fucking fantastic in fact, moaning quietly as he moved his hand, doing what got him off fastest, and with Lex's voice in his ear it was even faster and then he was coming, groaning long and hard as pleasure exploded through his body.

When he was coherent again he had fallen forward, the hand not still holding onto his cock bracing his weight on the floor. The phone had fallen too, and as he settled back on his knees, he picked it up. There was only one thing to say.

"Wow."

The amusement in the response was obvious. "Indeed."

"Did you, uh...?"

"Trust me, Clark, I did."

Mindlessly searching for tissues, Clark frowned. "I, uh, didn't really hear anything." Although he *had* dropped the phone...

"Years of secret assignations led to a certain...requirement, during sex."

Clark got it. "You learnt to be quiet? That's..." Crappy? "...actually, that doesn't sound like a lot of fun."

"Believe me, I just had a *lot* of fun. Can't remember the last time I had so much, in fact."

Reassured, Clark moved until he was leaning against the side of the bed. He felt decidedly lethargic. "Lex?"

"Hmm?"

Nervous, he licked his lips. He wasn't going to back down. The Luthor influence, after all. "Later on...when we do more than this..."

Lex's voice was heavy. "Yes?"

Closing his eyes, he said it. "I'm going to make you come so hard you'll scream."

And promptly hung up.

Life was going pretty damn well for Clark Kent. True, Lex had been gone for over two weeks now, but he was due to come back Friday night and Clark couldn't *wait*.

Their 'relationship' had been nothing but phone calls since Lex had gone to Metropolis. At first they'd consisted almost entirely of phone sex (he still couldn't believe he was even thinking that), but Clark had quickly developed a strong paranoia that his parents were becoming suspicious, so they'd regretfully toned it down.

Still, it was always fun talking to Lex about just about anything -