Cover by Gothphyle

~ Mother Hen ~

Pairing: Clark/Lex

Rating: NC-17

Spoilers: General for both seasons

Summary: Lex geds sig and Clarg dages gare of him.

Author Notes: Profuse thanks to my dear betas - Dana & Rach. Also, thanks to Goss and the LJ gang who nudged me along on this one. Break out the vapor rub and Kleenex peeps, it's cold & flu season again.

Disclaimer: If they were mine, I wouldn't be writing about this, I'd be watching it.

Feedback: Martha's vegetable soup for the soul.


"Hey Lex! Are you okay? You don't sound so good."

"I'b find Clarg. How are you?"

"Good. Dad and I are watching the Met game. Lex, you really don't sound too good. You're not sick, are you?"

"Doe. Id's dust allerdies."

"Dust? You're allergic to dust, Lex?"

"Doe. Dust. Dust. Shid. Id's only allerdies."

"Oh, JUST allergies. Why didn't you say so?"

"Fug you."

"Fug me?"

"Cla-arg. I'b dot in da mood."

"Riight. Because you're sick."

"I'b dot sig!"

"Oh hey, Mom. Hang on a sec, Lex... Yeah, it's Lex. He's sick, but he won't admit it."

"I'b dot sig!"

"...Okay, I'll ask, but he's being really stubborn. Okay, Lex?"


"I'm back. Mom wants to know if she can bring you anything."

"Doe, I don' deed iddythig."

"You might as well say yes. She's already digging through the pantry for some jars of soup."

"Soub? Whad kind of soub?"

"I think we have some vegetable left. Yeah, vegetable."

"I can'd reddy ead iddythig."

"She'll bring other stuff too."

"Like whad?"

"You know, juice, tea, some bath oils - hey, are you achy?"


"He's achy, Mom. We should take the peppermint and lemongrass oil."



"Do you hab iddy vabor rub?"

"Vapor rub?"

"Dat's whad I said - vabor rub. My momb used do..."

"I'll make sure we bring some, Lex."


"Well, I thought I'd come and keep you company. That's okay, isn't it?"

"I don wand you do ged sig, Clarg."

"Oh it's okay, I never get the flu."

"Bud you mighd-"

"Hey, Lex?"


"It's okay. To be sick, you know."

"I doe dat."

"We'll be over in - what Mom? About an hour, okay?"

"Ogay. Bye."

Clark grinned wide as he took the stairs two at time, turning the corner into his parents' bedroom, then into their bathroom, flipping open the medicine cabinet. Lex sick was just adorable. Vulnerable and young like he'd never heard him. Stubborn and childish and just... adorable.

Clark grabbed a box of some generic cold tablets, a small jar of vapor rub and the thick glass bottle containing what his father called "wussy oil." He pulled the cork out and sniffed, inhaling the organic mint and herb scents. His mom swore by it for soothing workweary muscles, and he'd come to associate the smell with the peaceful relaxation she always seemed to feel when she curled up on the couch with a book after a long soak.


"Down here, Clark! And stop yelling! Come here and talk to me!"

Clark flew down the stairs, medicinal implements in hand, and found his mom in the kitchen, packing home-made tea and jars of soup into a canvas bag. She looked up, not startled by the fact that he was already standing in front of her. So good that at least his parents didn't see him as a freak.

"Did you get the-"

"Yep. Right here." Clark hefted the glass bottle in his hand and lifted it up to show his mom, smiling. "You know, it almost makes me wish I got sick, Mom."

"Don't even joke about that, Clark." She reached across the kitchen table and took the bottle of oil from him, wrapped it in a dishtowel and put it into the bag. "We have no idea if this would work on you."

"Don't forget this, too." Clark held out the vapor rub and cold tablets to her too.

His mom gave him a skeptical look then made a face at the box of pills. "You really think Lex will use these?"

"Trust me, Mom. He'll use them if he gets miserable enough."

She smiled up at him and reached out, squeezing his arm.

"You're such a good friend to him, Clark. I hate that he's alone right now."

"He's a good friend to me too, Mom. And besides, you're the one who made the soup."

She rubbed his arm lovingly, then began packing the bag again. A few more bottles wrapped and packed, she shouldered the bag and declared that they were ready to go.

Clark pulled on his jacket and helped her on with hers. On the porch, she stopped for a moment, one finger in the air, and he waited, knowing she'd remembered something. "We forgot the robe."

"Mom, there's no way-" Clark hushed when she gave him a firm look, a look that he knew meant he'd land himself in hot water if he tried to argue.

"I'll get it and meet you at the car." Clark sped back up the stair to his bedroom, reached his hand in and around to the back of the door and snatched the flannel robe off the hook.

Rain drizzled down, a fine mist that didn't justify using an umbrella from the short distance between the porch and the truck. Clark knew it was cold, too. The temperature had dropped steadily the week before, and the rain only lowered it further. The gray-blue haze that hung over the farm didn't lift when they pulled out onto the road. Cornstalks drooped heavily in every direction and they bisected the dreariness in silence, all the way to the Luthor estate.

At the iron gates, Clark thumbed the button on the intercom, telling Enrique that the nurses had arrived. His mom slapped his arm and gave him an "Oh Clark" look, but he just grinned at her as the gate swung slowly open. He eased the truck through it, parking in the half-circle drive in front of the main door.

Enrique met them at the door, holding it open for them, then led them down the long hallway and up the switch-back stairs to the second floor.

"Mr. Luthor will be with you shortly. He's asked me to retire for the evening, and to tell you to make yourselves at home."

So Enrique did have a voice, after all. Clark glanced around the office as the butler turned and left the room.

The office was starkly empty without Lex in it - Clark couldn't remember being in there alone since the guys with tattoos had laid him flat and Chloe had been pushed out the window.

Clark shivered at the thought just as his mom shivered too, stepping close to him. He instinctively wrapped a protective arm around her and furrowed his eyebrows, questioning. She looked up at him, face full of concern. "It's freezing in here, Clark."

"Id feels find do be, Mrs. Gendt." Lex was like a stealth bomber, gliding into the room without a sound, even when he was sick.

Face flushed and breathing through his mouth, Lex didn't step close to them, but walked over to the pool table and leaned back against it almost casually. Clark suspected Lex just needed the support and didn't want them to know.

Before he could stop her, his mom was crossing the room, hand going straight to Lex's forehead. Lex closed his eyes as her hand pressed against his skin and the hint of smile lifted his lips. "Mrs. Gendt. I'm find. Id's dust allerdies."

"You're burning up, Lex. Allergies don't cause fevers. Clark, get me the bag. Lex, let's get you on the couch. Now."

"Yes, Mamb." Lex grinned at Clark and wrapped his arm around her shoulders, not flinching away as her arm went around his waist and she led him to the couch.

Clark moved to pick up the bag and take it to her. His mom's face was the picture of concern as she fussed over Lex, crouching down on the floor to untie his shoes and slide them off. Lex's mouth opened in a wide O, like he wanted to protest, but he didn't. He just laid his head back on the couch and closed his eyes.

"Lie down, Lex. Clark, go start a fire." Pointed, quick glance, warning him, and she nodded to the mantle. "I saw some matches on the mantle, Clark."

Lex lifted his head quickly, then squeezed his eyes shut against what must've been pain in his head. "Doe. Dey're gas logs. Da remode's on da dable."

Clark moved to the table, picked up the small gray remote and pressed a couple of buttons. Flames roared to life in the fireplace, pushing heat into the room. "Cool!"

Lex gave one small laugh at Clark's enthusiasm and started coughing, fist going to his mouth.

"Lex, honey, lie down." His mom wrapped her arms around Lex's legs and lifted them up onto the couch, then reached into the bag, coming up with a thermometer in a little plastic box.

Lex looked horrified when he saw it, but didn't say a word as she slipped the glass tube from the box and shook down the mercury. Satisfied with her efforts, Martha slipped the thermometer into Lex's mouth and he, surprisingly, lifted his tongue without being prompted.

"Mom, should I get a blanket? I mean, if he's got a fever..."

"Yes honey, you should. He should be comfortable and it's really chilly in here. Lex, where are-" She turned back to Lex, who had his lips parted slightly around the thermometer. "Lex! You have to keep your mouth shut!"

Clark stifled a laugh as Lex reached up and pulled the thermometer out of his mouth. "I can'd. I can'd breathe wid my moud closed." Lex sounded almost sorry, but Clark caught the small smile when his mom looked down at the box in her hands, like she was searching for an answer to the problem.

She took the thermometer from Lex and patted the back of his hand gently. "It's okay. I know you have a..." She held the thin tube up to the light, turning it slowly between her fingers until she could read it. "... fever. Yes, it's already at 100.4, Lex. You need to take some medicine."

Clark knew that tone of voice. She was ready for battle, ready for Lex's protests; she probably already had her argument prepared. Clark cleared his throat before Lex could dig himself into a hole, drawing both their attentions to him. "Um. Where can I find a blanket, Lex?"

"I don'd doe. Dust ged da one off by bed. Segond door on da righd."

"Okay, I'll be right back." Clark walked out of the room and heard his mom chiding Lex before he even got the door closed behind himself. He wanted to shoo her home because he knew he could get Lex to take something for his fever. Of course, his mom could be pretty convincing in matters like this with his dad, so he wasn't too worried.

Second door on the right and it was solid, heavy wood with a thick lock on it. He turned the shining knob and pushed the door open, immediately sensing Lex in the room. Like the rest of the mansion wasn't his, like he didn't really live anywhere but in this room. This room was full of Lex, full of Lex's things: books in short stacks like pancakes all over the room. Grouped together by author or piled up in no apparent order, although he was sure there was a method to every stack.

Glancing around sheepishly, feeling like he was spying a little, Clark took in the sight of Lex's most intimate personal space. The bed he'd imagined a hundred times, always at night under the cover of darkness. He'd always imagined slippery, shiny sheets, but the rumpled comforter revealed plain, ordinary cotton and he felt relieved, less intimidated somehow.

One closet door was ajar and he could see the hems of Lex's shirts, hanging neatly in order by color. Shades ascending from light to dark, white to black. Wondered if that was Lex's doing or the maid's. Didn't matter. He was surprised at the number of shirts Lex had, the number he had never seen Lex wear. And the rack of ties was unexpected too, though it shouldn't have been. Dozens of them, when he and his dad had only a handful to share, and he'd only ever worn two of them.

The rain outside was picking up, coming down steadily now, and the thought of his mother driving home in it brought him back to his purpose. There was a thick afghan at the foot of Lex's bed, folded neatly like a decoration, partially covered by the unmade comforter. He tugged it out from under the other covers, folded it in half and tucked it under his arm. By now, his mom would have convinced Lex to take something for his fever.

As he walked quickly back to the office, he wondered why in the world they were in the cold, cavernous room when Lex's bedroom had seemed infinitely more cozy and comforting. Thought about saying as much but bit his tongue when he saw his mom leaning over Lex, one hand brushing his face. Lex's eyes were closed, his mouth slightly open.

Martha looked up at him and withdrew the hand from Lex's cheek, smiling softly as he handed her the blanket. She opened it and pulled it up over Lex, covering him from sock feet to slack jaw.

Clark kept his voice low, whispering to his mom. "When did he-"

Her gentle voice cut softly through the silence that was interrupted only by Lex's sleepheavy breathing. "Just after you left. He took the pills, thanked me and drifted off. Poor thing. He must be so exhausted."

"Should we go, mom?"

"You stay. The storm's picking up and I'd better get home. I don't want to leave, but if I come down with this, 30 cows and two men with large appetites are really going to suffer." She smiled wide and patted his chest, then yawned and reached down to zip her coat up.

"I'll call you later tonight then?"

"Yes, please, Clark. I want to know how he's doing." She started for the door, then stopped abruptly, turning around to face him again. "You know what to do, right? Make him drink a lot - juice, water, tea. No soda or anything sugary. Give him whatever he wants to eat, although I don't think he'll be wanting anything until that fever breaks."

"I know, Mom. How many times have I taken care of you and Dad?"

"I just... he's not used to being taken care of, Clark. You may have to be a little ruthless with him." She grinned up at him, the sweet joke something he couldn't resist smiling at.

"We'll be fine. I'll call you tonight, Mom. Be careful driving home, okay?"

"I will. Oh, and make sure you keep that fire going. This place is like a tomb." Shaking her head and rubbing her arms for emphasis, she moved to leave.

"I love you, Mom. Thanks."

"I love you too, hon. Be good."

Lex slept soundly, not stirring on the leather sofa at all. Clark was beginning to worry; everyone moved around in their sleep, didn't they? As he knelt beside Lex, watching him take breath after breath, hearing a low rattling in his lungs, his heart ached. Lex should never be this vulnerable to anything. It wasn't something he could deal with easily. Despite super-strength, Lex was the more powerful of the two of them, and Clark had come to admire the control that his best friend always maintained, that always trailed around behind him like a dog on a leash.

Illness had never touched Lex in the three years he'd known him, and Clark wondered what was different about this time. Thoughts of meteor-rock influenced germs and microbes cross his mind and he dismissed as quickly as they came to him. It was just a simple cold: fever, congestion, aches. Just the usual, run-of-the-mill cold stuff. Except Lex lay so still on the couch that Clark had to fight down the nearly mirror image that burned in his brain. Lex dead on the grassy bank, rock under his head, lips as white as snow.

Death white lips that moved, a moan ghosting through them, then a terror-filled version of his name. "Claaarg. Stop - you're nod... Clarg!"

Shaking off the tension in his muscles, Clark laid his hands gently on Lex's shoulders, leaning in close to the face that contorted with pain. "Shh. It's okay. Wake up for me, Lex. You're having a bad dream, that's all. Shh."

"Wha-? Oh, Desus, Clarg. Fug. I thoughd you were... neberbind. Dust... ogay. I deed do sid up." Lex curled fingers around the back of the couch and Clark wrapped one arm around Lex's back, helping him sit up. Lex leaned into him and closed his eyes, swaying just a little and pressing back onto Clark's hand, then leaning forward into him again, face pressing into Clark's chest. It was a little awkward, but Lex didn't seem to have the strength to notice the closeness.

The forehead on his chest was warm, the waves of heat filtering even through Clark's cotton t-shirt to register on temperature-insensitive skin. If he could feel Lex's body heat, that meant Lex must still have a fever.

"Are you okay?" Could he sound any stupider?

Lex opened his eyes and gave him a weak sarcastic look. "Is thad a trig quesdun?"

Clark smiled wide and laughed as soon as Lex's face broke into a smile. At least he wasn't having that dream anymore. Clark wondered what that had been about.

"Gan I hab a dissue? I dink dere's a box on da dable ober dere." Lex waved his hand in the direction of the wall and Clark retrieved the box of kleenex, pulling one out and handing it to Lex.

Nothing was more disgusting than the sound of someone blowing their nose, and even Lex's nose was no exception. Especially when it was inches away from his own chest.

Clark grimaced at the sound and tried to think of something to say to cover the noise as Lex reached for another tissue, honking into it. "What were you dreaming about, Lex?"

Lex yanked another tissue from the box, tossing the used ones in a soggy ball on the floor. Clark didn't even want to think about who was going to have to pick them up.

Nose apparently empty enough, Lex scooted forward on the couch and let his head fall back, eyes closed and limbs slack. Clark was left kneeling between the splayed thighs and couldn't fight the urge to let his eyes drift down from Lex's flushed face to between his legs. Even sick... it was probably natural to wake up with a... wake up like that. But Lex had been dreaming about him.

A pitiful groan drew his eyes straight back to Lex's face and he knew he'd been caught. Lex's hand raised in a slow, fluid motion and brushed across Clark's lips. His mind raced, grasping for any excuse for Lex to do that. His mother's lipstick might have smeared there, or maybe he had a spot of ketchup from his lunch. Or...

"Clarg, were you dust looging ad by dig?" A heavy-lidded Lex smirked at him and he leaned back, ass on heels, and shook his head because... well, because Lex was his friend and this was... not the time to have this conversation.

Clark scoffed a "No," as soon as he thought of it and turned his attention to the bag next to the couch, scooting away to rifle through it. Maybe he'd find his dignity somewhere in the bottom. Mom never forgot anything - it had to be in there somewhere.

"You were. You were looging ad by dig, Clarg. Weren'd you?"

"Lex, you're just imagining things. You need to take some of these cold tablets, get your head clear." Lame, lame rebuttal, but what else could he do? The truth was once again not an option for him.

"Clarg. Loog ad be."

No, no, no. Couldn't lie to those eyes again, couldn't look at the trust, the friendship in them and betray it. Shook his head and dug deeper into the bag, pulling out the - oh. Vapor rub.

"Good idea, Clarg. Here-" Out of the corner of his eye he saw Lex stripping off his shirt and lying heavily back down on the couch, slowly lifting his legs and propping his feet on the opposite arm of the sofa, ankles crossed - the picture of proper relaxation, a small smile on his face and his eyes closed. "-I bed thad will helb be breadth."

Clark sat there, legs crossed indian-style, one hand holding the blue plastic jar, the other still stuck in his mom's bag, mouth hanging open, staring at Lex. He was supposed to rub that where? Jesus. Lex couldn't know what he was doing. Wouldn't do this if he knew. Wouldn't let Clark just rub this minty, eye-tingling, thick, slippery stuff on his chest if he knew how much even the thought of doing it made Clark's jeans uncomfortably tight.

"I don't want to get it on the couch."

"You won'd. Dust be careful, and mage sure you pud id all ober. By chesd feels readdy tighd."

Oh, God - Lex knew. He had to know. Couldn't not know, not when he was stretched out, asking Clark to rub him down. Not when the bulge under Lex's thin slacks didn't soften and Lex didn't bother to cover it with a blanket. Clark thought about doing it himself, but didn't really want to know if Lex would insist on leaving it exposed.

Nothing to do but... just do it. Clark dipped his fingers into the thick goo and pulled out a glop of it, smearing it over smooth, sweat-damp skin. Lex's cheeks flushed a deeper shade as he drew lazy circles high on the pale chest.

"I thig by feber's breaging, Clarg. Mmm. I rebember thad sbell. Id's dot as good as id used do be dough."

Clark shook his head a little and tried to concentrate on the smell, the blue of the jar, the sounds of the fire. Anything but his hand sliding on Lex's skin. "That's because it was your mom doing it, Lex. I'm just - it's not the same I'm sure."

Clammy fingers circled around his wrist, gripping weakly but stilling the motions of his hand. "No. Id's nod de sabe." Lex propped up on his elbows faster than Clark would have thought possible for someone in his condition. "You're... you hab stronger hands."

Clark scooped another dollop of gel from the jar and slid his fingers down the center of Lex's chest, rubbing firmly in easy figure eights, careful not to brush Lex's nipples. "I would hope your mom didn't have hands like mine, Lex."

A sigh breezed across his arm and Lex flopped back on the couch, eyes falling closed once again. "I hade beig sig. I neber ged sig." Clark rubbed lower and harder, beneath the muscles of Lex's chest, eyes sliding slowly along with his hand. Hormones winning out over any trace of guilt, Clark stole a glance at Lex's cock and savored the feeling of bare, soft skin sliding under his fingertips. He saw movement beneath the thin material and jerked his hand away from Lex's chest. Lex moaned softly, a whining protest that Clark chose to ignore. He couldn't touch Lex any more and stay sane.

He took a deep breath and reached to pull a dishtowel from the bag, wiping his fingers on it. Twisting the lid back on the tiny jar, he tossed it into the bag, very proud of the fact that he'd made it through the vapor rub without coming in his pants.

Lex's breathing deepened and became more regular almost instantly as he inhaled the fumes. The rattling in his chest cleared quickly and Clark thought maybe now he'd finally get some real rest. It was probably not the best timing, but he thought offering Lex a cold pill might actually be a welcomed gesture at this point.

Finding a sheet of the tablets, he popped two through the backs of their blister packaging and retrieved a bottle of water from the bar. "Here, Lex. You need to take these."

Lex held out his hand and looked at the little pink and white pills. "Whad are dey?" Lex's eyebrows rose as he tossed them into his mouth and took the offered bottle, washing the down the pills before Clark could answer.

"Just your standard cure-all cold pill. They should start to work in about an hour or so." Tried to sound casual, but that had been way too easy. Lex hadn't even attempted to put up a fight.

"Ogay. Good." Lex sank back down into the couch cushions and smiled dreamily up at him, then frowned at the look on Clark's face. "Whad?"

Lex was just weird when he was sick. Nothing was right about him. First the whole letting his mother baby him, then the weird dream thing, then this. "Nothing."

"Clarg! Whad?"

Weird, yes, but definitely still Lex. Clark lowered his eyes to the floor and turned to the bag to hide the grin he couldn't help. "Are you hungry? I could heat some soup." Clark reached back into the bag as he spoke, hefting a jar of his mom's specialty.

"Yeah, I'b a liddle hungry. Is id good?"

Clark smiled wide and pushed up off his knees, heading to the kitchen. "Are you kidding? My mom's famous for this stuff, Lex. I'll be right back."

The castle was silent and his sneakers squeaked against the polished wood of the floor as he walked. The dark corridor opened up to the staircase and Clark sped down the stairs, anxious to get back to his patient.

The kitchen was dark too, and when he flipped on the light the only sign that it was actually used was a bowl of fresh fruit and vegetables on the counter. Clark swiped his fingers over an apple and smiled. That was from his orchard; he'd probably picked it himself. Strange kind of pride, but yeah, it was kind of cool that Lex ate the things he grew. Like somehow he was nourishing Lex's body every single day. He didn't bother to stop the goofy grin that spread across his face.

The metallic click of some kind of speaker stunned his heart for a split second before Lex's voice - well, a varient of it anyway - scratched through a the unit on the wall by the phone.

"Clarg? Push da red buddon if you gan hear be."

Clark crossed the kitchen and thumbed the red button. "I'm here, Lex. Do you need something?"

"Yes. I do. I deed do nod be sig iddybore, Clarg."

Clark waited for Lex to continue but speckled silence hung on the wall for a full minute. "Well, I'm... I'm fixing you soup, Lex."

"Righd. Ogay. Oh, gan you brig be somb duice doo, Clarg?"

"Sure." Clark reached out with his foot and toed the door on the fridge open, leaning over to search for juice. "Apple or orange?"

"Abble. And I deed id gold. Bery, bery gold, ogay?"

Clark grinned, stretching to take the plastic bottle of juice off the top shelf. His thumb slipped off the button and he quickly pressed it again before Lex could notice he was gone. "Okay, Lex. Anything else?"

"Dust... dust hurry. I don' wand do be alode iddybore."

"Two minutes for the soup and I'll be there, okay?"

"Dwo binuds. Ogay, good."

Clark wasn't sure if Lex was gone and didn't know exactly how to end a conversation on one of these things. "Um, bye, Lex."

Lex's thick laugh echoed in the kitchen before it broke down into a fit of coughing. Between coughs, Lex said goodbye and Clark could tell he was smiling on the other end of the intercom.

The coughing worried him - he wasn't sure the pills or vapor rub would work if the cold had settled in Lex's chest. He poured a generous bowl of soup and slammed the microwave door shut on it, fingers fumbling on the flat buttons until he finally punched in 2:00 and start.

Clark turned to the phone and picked up the receiver, pausing as he noticed his name on the top of the keypad. He was the third number down on the kitchen phone's speed dial. Wow. Third wasn't too shabby, and even better, the tab read "Clark Kent," not "The Kents." He tried not to read too much into that, but he did anyway and damn, it felt good.

The only names above his were "Lionel Luthor" and "LuthorCorp." Wait. LuthorCorp? Weird. Lex must not've changed the number yet. And that meant Clark's name had been on there for months. Months, and he didn't even try to curb his enthusiasm over that.

He punched the memory button and the 3 and grinned as his mom answered on the first ring. Their quick conversation generally consisted of her sounding worried but confident in him. She'd been really pleased that Lex was about to eat.

The timer on the microwave went off and Clark wrapped up the call with a quick "I love you" and a promise to call the next morning and give her an update.

As Clark lifted the bowl onto a tray he found under the center island, the speaker clicked alive again.

"Clarg? I hobe you're ond your way. I hobe you're nod listedig do dis. Your dwo binuds are ub by da way. Clarg? Are you sdill dere...

Clark sloshed some juice into a glass, threw in some ice cubes and set it on the tray beside the soup. He yanked open four drawers before finding the silverware. He grabbed a spoon and tossed it onto the tray, then picked up his offering and started out of the kitchen, Lex's voice still mumbling through the speaker behind him.

Lex took ten bites of soup, then plunked the spoon down in the bowl. A pale brown streak dribbled down Lex's chin and Clark licked his lips, fighting the urge to lean down and swipe his tongue across it. He pulled his cuff down over the heel of his hand and ran it across Lex's chin instead, earning a confused smirk from Lex.

He shrugged it off, nodding down at the still-full bowl. "Um... wasn't it good, Lex?"

"Id's delidious. I dust can'd ead. I don' doe whad I was dinkig. I gan baredy breathde."

Clark's lips curved down in a frown and he wiped it off his face fast, before Lex could see. Lex hated pity and this was not the time to piss him off.

He had to think of something to make Lex feel better. His mom would know what to do... he couldn't call her again though; she might come back if he did. He closed his eyes and concentrated. He could do this, he could take care of Lex. This was nothing, not even as bad as taking care of his father. Well, okay, almost as bad as that.

Clark thought through the list of things still in the bag and his brain lit up at the realization that he still had one good trick to try.

"Are you still achy?"

"God, yes. Head do doe, Clarg. Why? Is thad bad?"

"Well, it can't be good. Why don't I run a bath for you?"

Lex's face lit up in laughter and his eyes squinted with an open smile Clark didn't see very often. "You soud dust lige Bigdoria." Lex's face dropped in reaction to his frown. "Doe offense Clarg bud you did."

"None taken." Okay, so he could still lie to Lex, as long as it was a little lie. "It's just that mom has this bath oil that she swears will cure any ache."

"Souds heabedly. Led's dry id."

Lex pushed himself up and Clark moved quickly to circle his waist with a strong arm. He led Lex out of the office and down the long, dark hall to the bathroom where he'd seen Victoria naked. Right concept, wrong patron and he didn't want to think about the fact that Lex was going to have to take his clothes off for this.

Clark twisted the door handle, quickly returning his hand back to the arm Lex had swung around his shoulder. He pushed the heavy door open with his foot and guided Lex inside, glancing around for a place to sit him. The toilet was the only chair-like object in the room, but he couldn't bring himself to go there. Stepped carefully across the tile, keeping at Lex's weak speed, then sat him on the edge of the tub, keeping one hand carefully on Lex's hip as he reached for the faucet handles. He turned them an equal number of turns to the left and realized there was no way he could judge the temperature.

"You can adjust the temperature, Lex. I don't know how hot you like your baths." Oil. Shit. He'd left it in the office and no amount of wishing would bring it to him. "Shit, Lex. I left the oil in the office. Are you okay to sit there by yourself while I go get it?"

"I thig so." Eyes hazing over with a weariness that Clark could only imagine and for the first time ever, he didn't trust Lex's capabilities.

"Not good enough. Here." Lifted Lex up, lowered him down into a slack pile on the floor. Lex's hand curled over the edge of the tub and dipped into the water, then slowly reached for the faucet, turning the cold down and the hot up. "You get undressed. I'll be right back."

Clark sped down the hall, hoping Lex wouldn't notice the time in his dazed state. He grabbed the glass bottle and sped back, pushing open the door again, closing it gently, silently behind himself to keep the warmth in the room. "Okay, Lex. Lex?"

His mouth dropped open and he stopped dead in his tracks at the sight of Lex lying on his back on the floor, grinning up at him, one hand still stretched up holding onto the edge of the tub, the other resting on the buckle of his belt.

Wide eyes stared up into his and he fought down panic when Lex's mouth opened and a meek voice that did not belong to his best friend cut through the silence.

"Helb?" A choked laugh echoed through bathroom's rafters and Clark smiled down at him.

"Are you okay?"

"Do I loog lige I'b ogay?" Lex's laugh rippled through the sound of the water rushing into the tub.

"Well, not really. You're... what are you doing?"

"Whad does id loog lige, Clarg? I'b drying do ged by bands udbuggled." Lex giggled. Giggled. It was the most hilarious sound Clark had ever heard, and as cruel as it seemed, he had to laugh. Their uninhibited laughter rang against the walls as Clark reached down to lift Lex off the floor, setting the bottle beside the tub, hands curving gently under Lex's arms and pulling him to his feet.

Clark stood in front of his patient and held on firmly until their amusement died. Steam spread through the room and he remembered their purpose here, fought down fantasies of the smile on Lex's lips being for him. "Let's get you undressed. Can you stand for a second?"


"Here, put your hands on my shoulders, Lex. Just lean into me, yeah, like that." Clark's hands went to Lex's belt buckle ,not horny, not sensual, just mechanical, purposeful. He worked the catch as fast as he could, had to get this over-with. Buckle undone and zipper down, the slacks whispered down Lex's legs and Christ.


No. Underwear.

He gasped before he could stop himself and turned his head as he pulled Lex's socks off one by one. Lex cooperated, lifting his feet in turn, leaning hard on Clark's shoulders. Clark pushed the clothing aside and stood, locking his gaze on the red window pane on the wall behind Lex.

"Sorry. I neber wear iddy. Dey... ged id da way."

Clark felt Lex's lips smiling against his cheek, that close to his mouth and this was not hard, not difficult dammit. Totally innocent, totally platonic.

"I didn't... I don't... Okay. Let's get you into the bath."

Lex's cheek pressed into his for a moment, then the corner of Lex's mouth brushed the corner of his and Lex's breath breezed on Clark's lips. "Yes, led's."

Clark held his ground for just a few seconds, letting his eyes fall closed, breathing Lex in. Menthol vapors rose from Lex's chest and now he would always think of this, feel this when he smelled the contents of that little blue jar. He steadied Lex with sure hands on his shoulders (safest place for them now that Lex was naked) and glanced from Lex's face (safest place to look now...) to the rapidly-filling tub. "Can you climb in?"

A sly grin spread on Lex's face and he blinked heavily. "Doe."

"You don't want to try?"

"Doe." Lex shook his head and leaned in closer, resting his weight against Clark's shoulders, chest and thighs. Clark felt the one thing he couldn't admit to feeling, heavy and hard against his thigh.

"Lex, I... I think..."

"Whad, Clarg?" Mock innocence and Clark wanted to scream, wanted to cry and run away like a child. Lex had to know what he was doing. Had to know that Clark didn't want to refuse the almost-invitation he was giving.

This would try the patience of a saint. Lex naked, hot, flushed, weight resting all along his body, the thick length of his swollen cock rubbing insistently (oh yeah, Lex knew was he was doing) along his denim-covered thigh.

Clark's body screamed in protest as he took a step back and lifted Lex in his arms, depositing him gently in the tub and handing him the bottle of oil. Clark took one last long look at the shocked Lex he'd created and turned, stepping out of the steam and into the dry air of the hallway.

He fell back against the door with a muted thud, hands spread wide on the smooth wood behind him. He sagged down, sliding to the floor, his shirt hitching up as it caught on the carving in the wood. He brought his legs up then tucked his head down, forehead resting on his knees. Clark hated this moment, hated doing the right thing so much right now, wanted to stand up with confidence and stride into the room, strip slowly and climb into the tub, slip his body under the water and pretend to feel the heat on his skin as he took Lex's mouth with his tongue.

He fought the image down, beat it out of his mind and slid a hand between his legs to adjust himself in his jeans. It was so fucking wrong that his zipper was digging into his cock.

Lex was sick. Too sick to know what he'd been doing, too sick to even realize that he was coming onto Clark maybe. Delusional. That had to be it. Lex was probably having hallucinations of Victoria. Probably didn't even know that he was a guy. But... Lex had said something about Victoria - said that he'd sounded like her. So that couldn't be it. Then... maybe it was the illness. Maybe it wasn't just a cold or some mutated Smallville flu that even Lex could catch. Maybe it made you... horny. Ready to jump anything that moved. It made sense, really. The way Lex was flirting, coming on to him, the way he'd pressed up against him and rubbed against... fuck. It definitely explained things. Lex had even been receptive to his mother and ew! Clark pushed that thought out his head before it went any further.

The familiar smell of relaxation drifted from under the bathroom door and he grinned at himself and pushed up off the floor, walked slowly down the hall and back into the office. Pulling the robe from the bag, he kicked off his shoes and curled up on the couch, legs tucked under him.

He drew the robe up over his lap and considered the problem aching inside his jeans. It would be so wrong to free his cock from the denim prison it strained against and jerk off here on Lex's couch. He wouldn't do it, couldn't bring himself to seriously consider it, though he felt his cock weeping at the denial.

He picked up Lex's copy of Newsweek from the coffee table and thumbed through the pages, skimming for interesting articles. Found one on small town economies and reread the opening sentence eight times before he gave up and closed his eyes, leaning back into the leather, sinking into the slight impression left from Lex's body on the cushions. Lifting his arm, covering his eyes with his forearm, he sighed heavily and let his mind wander back to the bathroom. No point in denying himself the thoughts anyway.

He drifted off to the hazy scene of Lex's steam-filled bathroom, curtains draping open in a lewd invitation in front of the bathtub. He stepped across the slippery tiles and knelt at the tub's edge, reached in for the washcloth that Lex offered him. He pressed his cheek to Lex's ear, arm circling around the pale expanse of chest, dipping the cloth into the water, then soaping Lex's skin in a slow circles. Sleep took him under as he breathed in the clean, warm mist in his mind.

Lex's voice cut through Clark's dream and he jolted awake, bolted upright and wiped his mouth on his sleeve, fully aware of his silent surroundings. His senses ached with the strain of searching for Lex in the castle, eyes scanning through the walls and ears seeking out the familiar sound of his best friend's voice, but all he could find was the gentle cadence of Lex's breathing, the slow, subtle rise and fall of a rib cage he knew like the back of his hand.

Lex was sleeping, probably dreaming again, not calling out his name or confronting him with a demand for any number of truths that Clark was constantly denying him.

Clark didn't have the guts to confess anything, no matter how much he knew he should. For once he wanted to believe that his father was right, that the good of the many was more important that the good of the few.

It was just their tough luck that Lex was always part of the few that got screwed for the sake of the many.

Clark sighed and began the trek down the dark hallway. Night had swallowed the castle like a dragon gorging on overly-confident knights and Clark braved the depths to reach his... prince. Dark prince, bald prince, but prince nonetheless. The corners of his mouth turned up in a smirk despite himself, and he stopped, pausing in front of the door to Lex's room.

The door creaked as he pushed it gently open and Lex stirred in the sea of sheets, kicking them down in a sudden, violent fit of what could only be called annoyance. Lex was naked, lying in a completely unconservative, selfish sprawl across the bed. Monet, Shakespeare, Thoreau - none could have captured the beauty that was Lex, asleep, unconscious of being observed.

Breath and the tapping of rain on the window were the only sounds in the room as Clark stood frozen in the exceptional moment. Lex's legs rustled against the sheets and the heap fell to the floor at the foot of the bed. Clark shot a quick glance through the wall to the thermostat in the hallway, which read 76. It had to be a good sign that Lex was reacting correctly to the room's temperature now.

Overcome with the need to make sure Lex was okay, Clark began walking towards the bed. His sneaker squeaked on a puddle on the floor and a pang of guilt shot through his chest. He'd been asleep when Lex had gotten out of the bath. The oversized bath towel lying in a heap beside the bed mocked him and he fought the urge to pick it up and drape it over the bare, round form of Lex's ass.

His eyes slid over the milky, lean body lying face down inches from his fingertips. The small of Lex's back dented perfectly and he licked his lips, willing his mind to stop imagining what that incredible dip might taste like. He rode the indentation all the way up Lex's back and tilted his head a little to follow the line of muscle over Lex's shoulder.

"Mmm, Clark."

Clark's hands flew into the air on either side of his head and he looked from one to the other in amazement. He hadn't touched. He hadn't, but Lex was wriggling down into the bed, rubbing slow, small strokes against the mattress with his hips in his sleep.

Clark's mouth went bone dry and he parted his lips, breath coming fast and sharp as he stood rooted to the spot, waiting.

For more.

The pink lips moved against the pillow again and Clark clung to every word.

"Don't go, Clark. Just... just stay here... you can... stay here." Lex's hand rose into the air and patted twice, bouncing on the mattress next to him.

He should have turned and left, hightailed it back to the office and read every mundane word of every magazine in the room instead of doing what he knew he was going to do anyway. Shaking his head and raising his eyebrows in a gesture of defeat, he shrugged and stepped as silently as he could to the other side of the bed, the side that Lex had patted.

He wouldn't touch, wouldn't get that close. He'd just sit down, let Lex feel his presence there as a reassurance, and then leave. Simple, easy plan.

Lex's body tilted down towards him when the bed dipped under his weight as he sat.

"No, Clark. Stay... you have time..." Lex's sleep-blurred voice trailed off in a strangely whining tone that raised the hair on Clark's neck. There was nowhere else he wanted to be, nothing else that he could imagine leaving for - not time, not anything.

"Shhh, Lex. I'm right here. I won't leave, I'll stay. Shhh." It was nothing. Just some words to calm a friend's troubled sleep. But the hand that reached out blindly, finding his shirt and pulling him down, was something else entirely.

His head landed softly on a plump pillow inches from translucent, woven eyelashes and he'd never been so close to Lex's face before, except by the river and he'd been too desperate to notice the details then. A smattering of barely-there freckles peppered the corners of Lex's eyes and the bridge of his nose. He would never have noticed them from six inches further back, but there they were, miraculously young and so out of place on the features he'd thought he knew so well.

Lex's fist released his shirt and pressed a line up to his shoulder, hand circling tight around the back of his neck. Lex's eyes slitted open for the briefest second and sweet, toothpaste-scented breath breezed over Clark's lips. "Mmmm, good. Just a little while longer..."

Soft, strong lips pressed lazily against his own and Clark's eyes flew wide with the shock of the touch. Lex was dreaming but this was real, this was a kiss.

Maybe their only kiss. His only chance.

There was no second guessing, no warring of right and wrong now. Clark let his eyelids fall shut and the kiss drifted on, unbelievably sexy, slow like Lex was just lingering in it, swimming through his mouth in slow strokes. A kiss like they'd done this a million times before, like Lex already knew how to kiss him. Clark's brain fought to keep up with the dazed movement of Lex's mouth on his. He pressed back against the lips that opened and closed in drowsy motions, dared to slip his tongue out just a little to meet Lex's on the next long lick inside.

The hand on his neck slipped down, fingers tucking into his shirt along his collarbone, rubbing short, hard lines there. Lex's mouth slid off of his and he took one long breath before opening his eyes.

Steel blue glinted under heavy eyelids before disappearing again, and Lex's hand stroked more slowly on his chest. Clark drew in a shaky breath and raised his eyes to the ceiling, noticing the scrollwork of carved wood there for the first time. He lifted his hand to Lex's wrist and circled it with his thumb and fingers, intending to carefully remove it so he could slide out of the bed and make his escape, but Lex turned onto his side, throwing a heavy thigh over Clark's leg, pinning him effectively to the bed.

One full-body sigh and a small series of movements left 99% of Lex's body limp and unconscious against him. Clark averted his thoughts from the 1% that pressed insistently against his thigh.

He began to count the paisley swirls on the crown molding, knowing there was no way he could budge without taking a chance on Lex waking. Even super-speed wouldn't work - he couldn't risk Lex seeing the blur of flannel and calling him on it. Besides, the entire castle was probably wired for cameras at this point.

Clark's breath hitched and he winced silently, only the wooden-faced cherubs in the high corners witnessing his expression. Cameras. Shit. He'd have to look for a control room later just in case he wasn't being too paranoid.

Sleep dulled any worries his brain could conjure up and he resigned himself to the fact that he and Lex would have a few moments of awkwardness when they woke. It could all be easily explained away - Lex was sick, he'd been worried, a fever had been involved at some point, Clark's back hurt - oh, that was good. His back hurt and he couldn't sleep on the couch and didn't know where the other bedrooms were... yeah, he could explain it away. If all else failed, he'd just rib Lex about all the confused consonants of the evening and Lex would be too pissed to question him about waking up in the same bed. Or something like that.

His mind ached with exhaustion and his mouth tingled with the lingering press of Lex's lips against his, the taste of Lex's flavor. He couldn't, didn't want to worry about anything now. This was too close to something he'd dreamed of too many times to let it slip by. An innocent indulgence that wouldn't harm anyone, wouldn't change anything between them. Clark let his eyes fall closed and savored the pressure of Lex's length pressing hard against his thigh as he slowed his breathing to match the rise and fall of Lex's chest on his.

Groggy and fighting his way up from the cozy comfort of a floating, colorful dream, Clark grabbed hold of the sound that guided him up out of sleep.

"Clark. Clark, can you wake up a little?" Lex's voice, low and soft, a quiet rumble somewhere very close to his ear.

His body jerked with the realization that it wasn't free, that he was being pressed down into the... mattress by... a body. Lex's body.

"Shh, Clark, it's okay. Don't-"

But his hands gripped Lex's arms and moved him, removed him from over top of his body. Clark sat up fast, head spinning in the sudden, terrifying awareness. Apologize and leave, apologize and leave. Fight or flight and he'd choose flight every single time - no question.

"I'm so sorry Lex. I must've fallen asleep." Plan, he had a plan. What had he thought of before he'd fallen asleep? Fuck.

He couldn't still the nerves of his back, arching out from his body towards the form of his naked best friend kneeling on the bed behind him. Every pore ached for contact and Clark pushed up off the bed, standing fast before his body could betray him. "How are you feeling?"

"I'm fine, Clark. How are you?"

He turned to look down at Lex, to look at the floor over Lex's shoulder, really, because as his brain wouldn't quit reminding him, Lex was naked.

Lex was back. All of him. Ts and Ks and Ms, all back. Strength and lithe movements glaringly perfect as Lex climbed smoothly from the bed to stand inches from him.

"Fine, I'm fine." The gentle breeze of Lex's movement tickled through the hair on his arms and Clark turned away, a flush creeping across his neck and face as the memory of Lex's flavor flooded into his mouth. Lex stepped around to face him, catching him in the small grin that formed on his lips at the memory.

Lex apparently took his grin as an invitation because sure, cool fingers pushed his hair back from his eyes, then slid down under his collar. Lex's mouth slipped hot and wet on his before he could think of a reason to protest, Lex's tongue plunging in and that, Jesus, that brought him back to the reality he despised.

Clark squeezed his eyes shut and took stock, remembered the bath towel beside the bed and moved to pick it up, then he pushed it into Lex's bare chest, shoving him back firmly. "Here, put this on."

Lex snatched the towel from his hands and flung it aside. "Clark, what the hell's wrong with you?"

Clark's jaw dropped at the question. "What's wrong with me? Lex, you're - you're the one who's-"

"Being honest?"

A fingertip traced over his throat as he swallowed hard and he looked away from the steel eyes that flashed against his. "No."

"Clark, I wasn't asleep." Lex's hand tapped gently under his chin, urging him to lift it, but he didn't. He was still catching up to Lex's words, what they meant.

"You... weren't asleep."

"No. I wasn't. Not at all. And you kissed me back."

The accusation sucked every thought from Clark's head and he clawed against the black desire in his brain, searching for the denial he knew he should already be spewing out. "I... I-"

"It's okay." Lex took a step closer. "I think we've both known about this for a long time, Clark."


"Look at me." The hand under his chin grew more insistent and Clark tilted his head back, lifting his eyes to meet Lex's. "We both want this, right?"

"I..." Desire and the long-standing denial he'd come to almost depend on warred in his mind, but Lex was naked, asking, telling. Honesty and everything he wanted right there in front of him and Clark couldn't fight any of it for one second longer. "Yes. We both - we both want this. If you're... sure."

Lex's head fell softly to his shoulder and a gentle chuckle rolled along the skin of his chest. "I know you're new to this, Clark, but when a man is naked and hard and kissing you, that pretty much means he wants you."

"But you're sick, Lex. We shouldn't..." Lame, lame excuse for having no balls but the words were just coming out of him now, not listening to his brain or pausing to be edited first.

Soft skin tickled at his stomach and he looked down, watching as his shirt hiked up over pale, hairless forearms and the light strokes of Lex's fingers drifted higher.

The smooth skin low on Lex's belly pressed into the hair of his as Lex leaned back a little, smiling up at him. "Listen to me. I can speak coherently, my chest is clear. I feel much better now. Besides, I read somewhere that sex can actually help strengthen your immune system."

Butterflies flocked in his stomach, beating their wings against his ribs as he tripped on one word that Lex had said. One word that would change everything, that would make him a different person, would make them different... together. "S-sex?"

Lex leaned in, breath ghosting against his ear, sending chills down his back. The whisper hoarse and throaty, but not because of a cold now. "Sex, Clark. Me, you... fucking."

The tongue tracing circles on his ear trailed down over his neck and stopped at the edge of his shirt. Clark's hands froze at his sides and he willed them to move, but when they did, they locked on Lex's forearms and stopped the sensual strokes Lex was drawing on his chest and belly.

He was panicking, scared shitless because had no idea what he was getting into, no idea what two men did together. He knew about things, but not the hows and... well, the hows were everything, weren't they? It couldn't be so different than what he'd thought about doing with Lana, but somehow it seemed like an entirely different prospect. That was easy, this was... Lex. Complicated. Clark took a step back and glanced over his shoulder at the door, gauging the distance in what he knew was too obvious a gesture to be overlooked.

"You can leave, Clark. We could pretend this never happened, and you know I won't hold it against you. Go ahead. If you're having doubts, then go." A little edged and sharp and Jesus you'd think Lex would be a little more patient at a time like this. Didn't he know that Clark was still a... no. No. He didn't know because he hadn't told Lex.

"I'm a virgin." Blurted out like his mind was taking revenge on him for something he didn't even know he'd done. A stupid, teenage blush crept over his face, just making the whole thing worse, but Lex's eyes softened, blinking slowly with a subtle smile that transformed his expression from impatient desire to comprehension and understanding.

Lex nodded and Clark looked down between them, avoiding Lex's eyes.

Pale skin, smooth against the rough blue of his jeans, the contrast sharp and strange. Lex's naked cock rose full and thick in the air between them and Clark's twitched at the sight. He knew his own arousal was obvious behind his zipper, screaming the kind of honesty his mouth just couldn't manage.

The foot of space separating them became an inch and Lex's hands curled over his hips, thumbs hooking into his waistband, rubbing tiny circles on his belly. "Ah, that explains a lot. I thought for sure you and Lana had been together while you were dating. I just assumed..."

"No, we... she wanted to wait and I didn't - couldn't. No, we didn't. Do it. Ever." Words like slow torture forming thickly on his tongue and sticking there, falling heavily from his mouth like too-big marbles.

Lex's head tilted up, so close to his face, lips a breath away from his and he licked his to wet them. The electric pull of suspense between their mouths broken only by Lex's soft whisper. "We can do other things. We don't have to... rush into anything."

Their bodies pressed together along all the curves: hipbones, cocks, thighs, knees. Lex slid down his body, fingers brushing down over his thighs, slipping up under the hem of his shirt and lifting it.

That soft, wet mouth closed on his stomach, sucking gently then sliding up and up, hands lifting his shirt out of the way as the mouth moved. Flannel brushed over his face and Clark didn't realize he'd lifted his arms to help until his shirt was lying in a clump on the floor and Lex's mouth was gliding across his chest. Words vibrated against the muscles above one nipple and he arched into the hum of Lex's voice. "We can... take our time."

Clark wrapped his arms around Lex, engulfing taut muscles and so much smooth skin and his heart broke with the perfection of feeling Lex finally in his arms. Chest to chest, their heartbeats pounding out a rhythm together, Lex's face tucking, nuzzling into his shoulder. This was what he wanted, all he wanted. Until the sound of his own zipper working open tore through the perfect moment and sent it crashing into a wave of raw energy.

Clark spread his hands, unable to touch enough skin at once, teeth sinking into Lex's shoulder so, so gently because fuck, was that okay? A moan from deep in Lex's chest answered his thought and Lex's chin tilted back, throat offered like a sacrificial lamb to his mouth. He mouthed the liquid-soft skin, sucking hard to capture enough to bite. He wanted to swallow every inch of Lex, to take him in and devour him, own him, to make Lex a part of his body as much as he was already a part of his mind and soul.

Clark worked the skin between his teeth and Lex's breath caught in what he was sure was pain. He released the flesh and sought out the oceanic eyes, needed to look into Lex's windows and find his own reflection there, see himself as Lex was seeing him. Blinking long and hard, he opened his eyes to find himself deep in the blue circles that hung inches in front of his face.

A long breath sighed onto his lips and he sucked it into his mouth as a hand slipped up between their faces.

A glistening, pink tongue showed its length along Lex's chin before licking a thick line up the raised palm. Clark's tongue mimicked, moving out to lick, jealous, demanding and Lex turned the palm to him, offering a taste. Salt and the sweet flavor of Lex's mouth mixed on his tongue and Clark rolled his lips in, licking them, spreading the tang over them. Lex's hand slipped down through the air between their bodies, the back of his hand brushing lightly along the dent in the center of Clark's chest.

A hand, wet and strong, dug down into his jeans, under his boxers and Clark heard a sexier, scratchy version of his own voice whimpering below the depths of Lex's moans as the hand wrapped around his cock, freeing it and starting to stroke.

His head fell back, heavy and tired and too much trouble to support now. He closed his eyes and let it let loll from side to side with the pumping of his cock in the sheath that felt nothing like his own hand. The hand sliding on him was so surreal and detached, familiar like he was doing this to himself, like the stroking was his, like he was alone and fucking his own fist, but so different, so completely foreign too because both of his hands were squeezing hard, smooth skin that wasn't his either.

He licked his dry lips, eyebrows furrowing with the bittersweet pain of long-awaited pleasure, the ache of knowing he was finally getting something he'd imagined for so long. He swallowed all fears of clumsiness and awkward sounds and gave himself up to the long, steady strokes. Sliding his hands down to grip Lex's hips, his fingers drifted lower, clawing along the soft, firm flesh of Lex's ass, pulling the hips closer, so close that knuckles rubbed along his stomach with every stroke.

Mouth hanging open but words far from forming there, foggy cloud of Lex, of moist, heated movements pumping him, coaxing his orgasm closer to the surface. He miraculously lifted his head and let it fall forward, teeth vibrating with the contact of his skull against Lex's and the grunt of pain from between Lex's clenched teeth only drove the urgency.

Clark winced at his clumsiness and opened his eyes to say something, to make sure Lex was okay. There was no sign of pain in the preoccupied face before him, not even a red mark on Lex's forehead. He opened his mouth but the words wouldn't come out.

Blue eyes focused on his, then dropped, pale eyelashes lying almost on the barely flushed skin of Lex's cheeks.

He followed Lex's gaze down between their bodies and saw pale, long fingers circling his swollen cock, saw his own hands gripping creamy, silky flesh. He held his breath and pushed against the current that threatened to break the dam. "Oh fuck, Lex. I think I'm... I'm gonna..."

"Yesss, Clark. Fuck, yes."

The hand tightened around his cock, squeezing, twisting, slipping along the shaft, thumb rubbing hard over the tip on every down stroke. Just like he did it, just like his hand but not, not even close with Lex's body writhing against his, hips bumping against his, tight fingers squeezing, anchored on the back of his neck, holding him still, steadying him as he began to tremble.

Supporting him when he came, a primal shout working up and out of his throat as he shot milky drops into the air, onto Lex and himself and all over the hand that gentled and slowed but didn't stop. Muscles flexed and taut with orgasm, he held the arch of his back for long moments, the convulsions of aftershocks draining him as much as the hand that worked every last drop from his cock.

Body melting, Clark sank into the pale, strong arms that opened for him. Lex surrounded him completely, muscles working against his own spent ones, holding him tight against his chest as if there was anywhere else Clark might think of wanting to be right now. Clark tucked his face into Lex's neck and opened his mouth, resting his tongue against the tang of sweat-salt, just tasting, breathing Lex in. A whisper breezed through his hair as Lex spoke. "Let's get you out of these jeans, Clark."

One strong, reassuring squeeze and the tight grip around his ribs slackened. The imprint of Lex's touches lingered all of over his body, bursts of tingling remembered electricity in small, hand-sized concentrations on his skin. He steadied himself with hands on Lex's shoulders as Lex crouched in front of him, and eagerly stepped out of the jeans at Lex's urging.

The two of them together had too much skin that wasn't being touched, but his brain was so saturated, so sated with Lex that he couldn't will his muscles to do anything but sag and rest. A hand on the small of his back and an open-mouthed kiss were motivation enough to get him moving and he closed his eyes and followed Lex's tongue all the way to the bed.

Lex smiled down at him when he settled back on the warm, simple sheets. A dazed heat glazed Lex's eyes and Clark let his smile fade, let the moment of amusement drift away, sobered by the serious intensity of Lex's desire.

Fear crept back in as his mind focused sharply on the two of them. The world shrunk to consist only of this room, and the room narrowed as he recognized the implications of what had just happened. Lex hovered over him, propped up on all fours, a knee between his thighs, his cock still swollen and flushed, now glistening with arousal.

Clark swallowed hard, pushing down his inhibitions, and reached up to run his fingers lightly over the dripping head. Lex arched over him, pushing hard against his hand, then relaxed back, eyes locking intently on his as Clark let his hand fall back down to the sheets. Ignorance and fear choked him and his eyes blinked fast to hold back tears of frustration and anger. He should be able to do this, he should know how to make Lex feel good.

He turned his head away from questioning eyes, expecting Lex to either get up and leave or try to make him talk.

"Do you want to know what it's like, Clark?" The words were like hope, like a perfect summary of the connection between the two of them. Lex understood him even now, even like this. He turned back to find Lex moving off of him, lying close by his side, one hand propping his head up so he could look down at Clark.

He wasn't leaving, wasn't pushing. Even hard and probably hurting with desire at this point, Lex was thinking about him. He took what was offered gratefully. "Ye- yes."

Lex's eyes fell shut as he began to speak, and perfectly shaped, long fingers slid up over Clark's chest, lightly tracing circles there. "The first time is always terrifying. You're just in shock really. At least I was."

Amazing that Lex had ever been scared of anything, but yeah, he could picture it, could picture Lex feeling just like he was feeling. "You... you were?"

"I was." The fingertips on his chest skated up his neck and followed his jaw-line back and forth, pausing to let a thumb rub across his lips. "Close your eyes, Clark."

Obeying was easier than trying to think of a reason not to, and he let his eyes fall shut, the image of Lex's arousal-heavy eyes burning against the backs of his eyelids.

"You're naked, completely naked with someone else for the first time. You want to touch them, to look at them. You're a little ashamed, but it's hard to focus on yourself because your eyes are just feasting, taking in every inch of the other person's body.

Clark's body lit up with the electric glide of Lex's hands roaming over his skin. He arched into the touches, lifting his thigh, his arm, his chest to meet the roving fingertips.

"You want so much, but you're afraid to take it. Afraid of doing something wrong, of looking foolish. But what you don't know yet, Clark... is that nothing is forbidden.

Clark's lips parted at the gentle push of a finger and his tongue curved up around it as it slipped inside his mouth.

"Finally your hands and mouth, your tongue is on the body you've dreamed of. Their hands are moving over your skin like they can't get enough and their mouth finds yours. It's slippery, hot and breathless, just like you imagined it. You're so overwhelmed with trying to feel everything that you can barely feel any of it. It's too sexy to be real; it's like living the hottest dream you've ever had.

A second finger slipped between his lips and Clark sucked eagerly, the image of Lex stretched out naked on the couch in his loft flickering across his mind.

"What were you thinking when our bodies finally touched, Clark?

Oh, Christ, Lex didn't really want him to speak, did he? This was too... too good to interrupt. He shook his head and sucked at the fingers, drew his teeth gently along them as they slipped out and back in again.

"You didn't think, did you? You couldn't focus, couldn't resist the urge to touch, to feel, could you? I couldn't either, Clark. God, you're so beautiful."

The fingers slipped from his mouth and when he arched his head back, opening his mouth to protest, Lex's tongue slipped in, gliding across his teeth and licking deep inside. Their mouths locked, working fast in a wet, messy kiss that left Clark's lips feeling swollen and tingly. He opened his eyes and saw Lex's closed, the tip of his tongue flicking out to lick his lips before he started speaking again.

"Sex is... unpredictable. Emotional. Always emotional, even when it means nothing. When it's with someone you care about it's... a little scary. It makes you want to run and never leave at the same time. It hurts, not like any pain you've felt before, but it does... it hurts. I'm not... I'm not sure it ever stops hurting."

Clark's breath slowed and steadied at the honesty, the confession behind Lex's words. He lifted his hand from the sheet where it clenched tight and ran an open palm up Lex's back. Such a natural thing to do, something he knew was right. Fingertips coasted down over his chest and stomach, and Lex tucked his head down to nuzzle against his shoulder.

Clark swore he felt the coolness of Lex's fingers curving around the heated skin of his cock. He closed his eyes and let himself feel the gentle, slow strokes, knowing now that he could do that, wanted to do that, would do that to Lex, too.

He rocked his hips with the movement on his cock and it stopped. He heard the wet sound of Lex's tongue sliding, but didn't feel it anywhere on his body. Lex's mouth sucked at his neck, chasing all confusion from his mind. Then the missing fingers reconnected on his thigh, nudging it open and he bent his knee, let his legs fall open. This was so easy, now, so familiar.

Wet, oh... wet fingers slid up the inside of his thigh, rubbing gently between his legs, pausing to press into the skin just there. The moan that whispered through the room was his, and he wasn't ashamed, wasn't afraid of his own pleasure. He arched up a little, pressing almost unnoticeably down. Lex's finger slipped against him, gently putting pressure where he wanted penetration.

"The first time someone's this close, you think you already know what it's going to feel like when they push inside. You can't wait for it finally happen." At the words, Lex's fingertip breached the surface and Clark's body tightened around it, claiming it, willing it to become part of him.

"Oh, God, Lex."

"It's so right, isn't it? You're amazed that you've never felt this before, that you didn't realize you needed it so badly until now.

The finger sank deeper, in and out, in further and further with every push.

"You're so afraid it will end, so insanely desperate that you'd do anything to make sure it doesn't stop. You need more, but you don't know what else there could possibly be.

On the next pull, the stretch widened, flattened out and Clark's eyes shot open at the realization that it wasn't one finger now, it was two.

"Shh, don't be afraid. It's supposed to hurt, to kind of... burn. You'll feel it later and remember this.

Lex's mouth slipped on his throat and Clark drew in a deep breath, focusing on relaxing every muscle in his body.

He wanted to remember every second of this, couldn't imagine ever forgetting it, even with no pain to remind him. The stretching was there, the pulling and pushing and widening, but no burn, no matter how hard he willed it happen. He'd remember though, no matter what.

"Don't think about the pain, just think about what I'm doing... I'm inside you, Clark."

His gasp sliced through the silence and Clark bit down on it, stopping his breath and holding it. His body melted under the fingertips that ghosted over his chest, that pressed deep inside him.

Lex's voice vibrated low against his throat, the words becoming a caress that Clark leaned into. "Just listen to my voice. Feel me touching you, feel my hands on your body."

Clark's eyes rolled back as the stretch grew and his body conformed to the duo of fingers that slid slowly in and out.

The pads of Clark's fingers grazed along Lex's back, then slid from around Lex's body, coming up between them. He wanted to touch, wanted to know if Lex was getting off on this too. His fingers found Lex's cock easily; even with his eyes closed he already knew Lex's body.

The fingers stopped their rhythmic stroking inside him and he felt Lex's body stiffen. He wondered if Lex's eyes were closed too, if he hadn't been ready for the hand on his cock.

"Christ, Clark, yes. That's... yes..."

Not clumsy or awkward now, his hand pumped slowly along the thick shaft, his thumb slipping over the head when Lex began rocking his hips, matching the strokes of Clark's hand. "More, Lex. Tell me more."


Clark pressed his back into the sheets with the first word, lifting his hips a little in encouragement. Lex's fingers stroked deep, holding there, moving inside him and the stretch wasn't as shocking now.

"You... there's a moment when you know you won't turn back, won't stop at... anything less this time. All the fumbling attempts seem so far behind you because you just know... oh, God... you know everything, everything you're supposed to do. It's all hazy and fast and you find a sort of rhythm with your bodies."

The fullness inside Clark urged his hand to pump harder, faster on Lex's cock. He wanted it all, wanted all of this, all of Lex, but couldn't ask, couldn't form the words.

"You want to claim the person, to fuck them, take them so fucking hard. Sometimes you can... it can be so fucking good like that, thoughtless and selfish."

Clark opened his eyes, catching Lex's and he kept his face serious, even though a nervous laugh bubbled up in his chest as he spoke. "I want that sometimes."

"You want to fuck someone like that, Clark? Take them so hard and not give a second thought to their pain or pleasure?" Lex's voice purred against his ear, laced with a teasing skepticism.

"No." He wrapped a strong hand on Lex's hip and pulled, guiding him on top of him, urging Lex down between his legs. "I want to be..." Clark swallowed hard on the word, forcing it out before he lost his nerve. "... fucked like that."

"Oh, Clark." Lex's cock pulsed in his hand as he wrapped his fist back around it, the skin so tight and stretched that Clark ached in empathy.

He stroked smoothly, his fist gliding over the moist skin there, twisting his hand every few strokes. "More, Lex. Keep talking. Please."

"Sex can... oh, God... can be lots of things.

Clark's arm brushed against his own hipbone as he pumped harder, faster on Lex's cock.

"Like this - new and scary. Confusing, exciting. It can be... fuck yes, Clark... it can be funny... angry. Torturously slow or fast and over too fucking soon. Private... ah, yes, right... just like that... public."

Clark's mind flared white at the thought of Lex fucking him, fucking anyone in public. Lex's cock leaked onto his knuckles and Clark couldn't help it, couldn't care if it was the wrong thing to do - he let go of Lex and lifted his hand to his mouth, sucking his wet fingers.

When he looked up, Lex was licking his lips, eyes half-closed, mouth open just a little. "Fuck. Fuck. We have to... you have to-" Lex's fingers pulled out of him slowly, so gently and Clark whimpered at the emptiness left in their wake.

Lex rolled away, lying heavily back on the bed beside him, and Clark's stomach knotted with nervousness. It had been the wrong thing to do, letting go, and Clark did care now, cared so much it hurt.

The burst of a new flavor on his tastebuds gave him an idea, and he sat up, kneeling over Lex's thighs. He wrapped his hand back around the base of Lex's cock and closed his eyes, lowering his mouth to lick along the length.

"Fuck, Clark. You don't have to-"

Clark opened his mouth and slid Lex in before he Lex could finish. The width, the fullness pressing his lips open in a tight O surprised him, but he started moving, praying he was doing it at least somewhat right.

Clark's teeth scraped along the thin skin and he stopped for a second, pulling his lips in to cover them as Lex groaned somewhere above his head. Clark sank lower, sheathing as much of Lex as he could, the head tickling against the back of his throat as he swallowed convulsively. One small choke and Lex pulled out a little, but Clark was okay, a little shaken and more than a little nervous, but okay. He plunged back down on the shaft, moaning, almost growling, to prove it and Lex's hand slid roughly into his hair.

His entire world spun out as Lex's fingers clenched a fistful of hair and pulled his head up, pushed it down, moving into and out of his mouth. Clark had never thought a blowjob could be controlled by the person getting blown, but Lex was proving him wrong with every thrust.

Gasping breaths above him made the fear of choking again worthwhile, but Clark's hand shook as he balled the sheet beside his knee.

"Don't let me... ah fuck... don't let me hurt you, Clark."

A brief, stupid shake of his head and Clark let go of the base of Lex's cock and reached up blindly, his hand connecting with Lex's chin, then sliding around to hold tight onto his neck. That feeling, that reassurance on his own neck earlier had been his only link back to Lex in the twisting glare of orgasm. He wanted to know that Lex would feel the same detached reminder of him as he came.

Lex pumped up into his mouth in short, quick thrusts that left his lips tight and stretched. The room filled with Lex's strained moans, with the tiny sound of the mattress squeaking, answering every thrust between his lips. Clark released the sheet in his fist and wrapped his hand around his own cock, squeezing, stroking in time with the cock bumping the back of his throat.

Lex's neck stretched under his grip and a sudden panic paralyzed the hand that he was jacking himself with. Lex was watching.

"Don't stop... touch yourself, fuck yeah. Please, Clark."

His cock ached as he began stroking again, and he slowed the pace of his hand, hoping to delay his release awhile longer.

The thrusts in his mouth became frantic, hard and short, stabbing. Clark couldn't keep up, couldn't do anything but moan and follow the hand that tangled in his hair, guiding his mouth up and down. He grunted as Lex's cock slipped into his throat, the sound muted and thick in his own ears as his throat worked and stretched open.

Fingers curled tight around his shoulder, trim fingernails digging shallow into his skin. Lex's muscles tensed as if he was preparing to move, stomach crunching and head tilting back.

The moan from deep in Lex's chest dragged out, morphing into words. "Now, Clark, stop," and Clark knew he was supposed to pull off, even without the hand tugging in his hair.

He raised up fast, an instant of regret flashing cool blue in his mind. Lex's hand slid from his shoulder to close tightly on his arm, yanking him up, pulling him on top.

He had no clue was Lex was doing, what he was supposed to do now, so he moved where he was lead, letting Lex guide him. Lex's hands slid fast and hard down his back and closed over his ass, pulling him fiercely down.

Lex was brilliant.

Clark jerked his hand off his own cock and braced himself up, pressing their hips hard together, thrusting against Lex's cock with his own.

They rubbed along each other, hard and slick with arousal and sweat. Clark glanced up from their cocks to Lex's eyes and saw Lex looking down between them, his face tight and mouth open, his lungs working in hard breaths.

"Oh God, Lex. You look... you're..."

A groan tore out of Lex's mouth, through the teeth that sank into his lower lip.

Clark thrust down as Lex arched up, muscles taut and hard with the strain of orgasm. Their bodies met, crashing hard into each other, lightening striking his brain and flashing white behind his eyes as their cocks pulsed and spurted between them. Anticipation and fear flowed out of him and all over Lex's belly, pooling and sticking between them, smearing as they rocked gently against each other with every aftershock.

Insistent hands pulled him down tight onto Lex's chest, his nose mashed into Lex's neck and he didn't care, didn't want to ever move from right here. Incredible scents wafted up to him, his own sex familiar but somehow new when mixed with Lex's. He'd never be ashamed of this scent, he'd never want to wash the sheets the next morning if they smelled like this.

Lex's breathing slowed and the arms around Clark slackened. Widespread hands smoothed along his back and Clark willed his muscles to relax. For the first time, he felt smaller than Lex, felt like Lex's body surrounded him and overpowered him in an unmistakable declaration of possession. It didn't surprise him to learn that he liked the idea of being owned, of finally belonging to someone. Belonging to Lex.

The claiming hands came to rest low on his hips for a moment and Clark raised up just enough to see a sated, sweaty Lex. Head thrown back a little, Lex's eyes were closed, like he was memorizing the curves of muscle and bone. Clark leaned down, mouth sliding against Lex's. Kissing Lex was easy now, hazy and still excitingly new, but easy. Comfortable.

His lips slid from the mouth that stayed open, lower lips dragging against his as he moved. He nibbled his way down over a tilted up chin to Lex's neck. A soft moan against his ear encouraged him and he sucked at the hollow in the juncture of shoulder and throat. Sweat and sex mingled in his mouth and Clark paused to cement the taste in his memory.

Lex's body jumped under his as he coughed a little and Clark's stomach tightened with guilt. He started to push up, to apologize, but Lex caught the motion and silenced him. "Oh no you don't. You're not going to feel guilty about this, Kent. I'm fine."

Clark relaxed back down against Lex's chest, anxious to be held again. The whole bed shook with his forced, soft chuckle. "I don't know what you're talking about, Lex. I was just going to ask if you could try to be sick again next week."

Lex's lips widened in a smile against his temple and the familiar, attitude-laden voice of his best friend was back, though it seemed softened a little. "I'll see what I can do."



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