DISCLAIMER - Not mine, I couldn't afford the motor and household insurance bills. I promise I'll scrub them down and give them back to DC Comics, the WB and anyone else who does own a slice of them when I'm done with them. Story, such as it is, copyright Karen Colohan, February - May 2002.

Author's notes - This story has been sitting on my hard drive for several months (it was actually the first Smallville piece I wrote), as a result it now occurs to me that the time frame seems a bit screwed compared to that on the show. Mea culpa, but I still want it to take place in the hot and humid days of summer so I'm not changing that! Many thanks to Barbara for invaluable beta duties, without her help this would be considerably less coherent.



It was late July and the air was still hot and heavy even as the dappled shadows of dusk began to give way to the darker skies of night. Clark Kent sat in the gathering gloom and watched as the first stars became visible overhead. The silence in the barn was absolute. His parents were out, having dinner with friends tonight, and Clark let the feeling of solitude wash over him. His mind drifted aimlessly as he watched the tiny pinpricks of light overhead multiply and he had no idea that he, in his turn, was being watched.

He remained oblivious for several more minutes, allowing his visitor a rare opportunity to study Clark in repose. The young man was sitting on the floor, knees drawn up with one arm curled around them as he stared out at the night sky. His face was shadowed. The dark hair that framed it was tousled and looked in need of a trim where it curled softly at the back of his neck. The pose looked oddly vulnerable, not a word the silent watcher would usually have associated with Clark Kent.

"Knock, knock!"

Floorboards creaked as expensive shoes advanced across them.

Not expecting company, Clark turned, startled as the familiar voice sounded from out of the shadows.

"Lex! Hi! I didn't hear you come in."

"I didn't mean to interrupt your stargazing." Lex Luthor gave a quick grin as he ascended the last few stairs and walked across to join Clark. He peered out into the gathering darkness before asking, "Folks not home tonight?"

"No, they're out having dinner with friends. I think they finally decided I could be trusted home alone again." Clark looked somewhat rueful, remembering the fiasco of his parents' trip to Metropolis for their anniversary.

It was clear from the expression on his face that Lex remembered it too.

"So what brings you out here?" Clark asked quickly, eager to divert the conversation onto a less embarrassing path.

Lex shrugged casually. "It seemed like a nice night for a drive. I just happened to find myself passing and thought I'd drop in, say hi... Do I need a reason?" He tilted his head quizzically.

Clark smiled, teeth flashing white as he looked up at Lex. "I guess not."

"Good." Lex seemed to visibly relax. "So what's been happening in the world of Clark Kent lately?"

The question seemed to amuse Clark. "Not much. No school just seems to mean more chores around here. So much for summer vacation. How about you?"

"Not much," replied Lex, laughing. "Must be the time of year for it. Actually, I think the world and his wife are away on vacation right now."

"So why isn't Lex Luthor out there visiting somewhere exotic with them? I'd have thought you'd be glad to get away from here for a while." Clark regarded his friend curiously.

Another shrug, less casual this time. "There was nowhere I really wanted to go."

"So you decided to tour the sights of Smallville instead? That must have been a short trip." Clark grinned, but Lex remained oddly serious.

"It has its attractions..." he replied, his voice low. The cool blue eyes turned an intent look on Clark.

Aware of a strange undercurrent to their conversation, not for the first time in their acquaintance, Clark found himself blushing. The weight of Lex's stare was vaguely unsettling and his voice was just the slightest bit unsteady as he answered, "It does?"

"Certainly." Breaking eye contact, Lex strolled casually across to Clark's telescope. Leaning down he peered through the eyepiece - it was still trained on the porch of Lana Lang's house. "At any rate, you seem to think so..." He looked up again, smiling knowingly.

The blush on Clark's cheeks deepened, knowing what the telescope was focused on and how it must seem to Lex. "It isn't..." he began.

Lex raised his hands, stopping the threatened flood of words before it could get into full spate. "Clark, Clark - I'm teasing." Lex couldn't help but grin at the young man's discomfort, but it didn't stop him from noticing just how much that heated flush seemed to suit Clark.

Whereas Clark wanted nothing more than for the floor to open up and swallow him before he died of embarrassment. He cringed inwardly, imagining just how young and gauche Lex must think him for having his telescope pointing right at Lana's house. The neighbourhood Peeping Tom - it was hardly the image he wanted Lex to have of him.

The difference in their ages notwithstanding, Lex had always treated him as an equal - as a friend, not just some high school kid who made deliveries of produce to his house every week. And now it mattered to Clark what Lex thought of him. A realisation that brought him back to the vague shivery feeling he tended to get whenever Lex looked at him in that peculiarly intent way of his. It unsettled Clark - for reasons he'd tried to avoid dwelling on - but at the same time it was... pleasant. It made him feel warm and brought with it a certain sense of anticipation.

Aware that Lex was still watching him, probably waiting for him to say something, Clark made himself look up and meet his visitor's eyes. The intensity had faded, but amusement still warmed the gaze that rested on him. Was there anything more complicated to it than that? Clark had a working theory, but he was unsure how to prove it, one way or the other.

Small town farm boy he might be, but Clark wasn't entirely naive. And he was astute enough to understand the ramifications of where this situation could lead him... and Lex. If, that is, he wasn't completely misreading things. But it seemed entirely possible to Clark that Lex would have experience beyond the statistical norm. He was sophisticated, worldly and had admitted to having secrets, unspoken things that he'd done in the past... And there remained the undoubted ambiguity of some of the looks he cast Clark's way. The evidence might be circumstantial, but it was there.

What of himself, though? While Clark could entertain the possibility of Lex being interested in men as well as women, he himself had always been fixated on the fairer sex... Or, more accurately, on Lana Lang. Had there been anyone else who'd caught his eye? Now that he thought about it, Clark couldn't think of anybody else who'd interested him in that way. And when it came down to it, somehow he always seemed to sabotage the rare opportunities he'd had to try and turn his friendship with Lana into something deeper.

Oh.

So, it appeared that all things were possible. Which left Clark to wonder if fate had taken a hand in matters or other, more earthly forces. Either way, tonight his parents weren't at home, Lex had shown up for no obvious reason and, all at once, those previously unacknowledged possibilities were hanging in the air between the two of them like a knife.

"Lex, why did you come tonight?"

The words were out before Clark could stop them, but Lex didn't seem offended by the too-sharp question. In fact, he appeared more... indulgent.

"I told you; I was just passing and thought it would be nice to drop in on a friend. There's nothing wrong in that - is there?" There was a lilt to the cool voice, a noticeable change in tone as Lex added those final two words.

With his new-found awareness, it was enough to make it perfectly clear to Clark that Lex was asking more than he seemed to be, on the surface. At the same time, Lex had asked in such a way that Clark could choose to ignore the deeper question, if he wanted to, without giving offence. But did he want to?

That, in itself, was a good question. One that Clark knew he needed to come up with an answer to quickly now... because Lex was watching him again, and the intent look was back in his eyes.

For the first time Clark noticed just how hot and humid it was. It felt as if a storm was brewing and the air seemed to hang heavily in the growing dark of the barn. Clark imagined that he could feel the physical weight of it pressing down on him, making his skin sticky and damp. It was an uncomfortable sensation.

Glancing across at Lex, Clark couldn't help but notice that he managed to look as cool and unruffled as ever. He was dressed casually tonight - no jacket, just simple black pants and a dark blue T-shirt with long sleeves. Clark also found himself noticing how the shirt seemed to cling softly to Lex's body. He supposed he'd been aware of things like that before, but he'd never found the thought in the forefront of his mind in the past.

Lex was leaning against the wall of the barn, legs crossed at the ankles, his hands tucked negligently into his pockets. Looking at him, Clark felt positively shabby by comparison in his worn, faded jeans and rumpled white T-shirt. But Lex never made him feel awkward about all the differences between them - not in their ages, their life experience or their status. And that mattered to Clark; it mattered a lot.

He raised his eyes from their consideration of his visitor's attire, letting his gaze lock with Lex's. Clark smiled at him tentatively as he finally answered the question Lex had left hanging between them.

"No, there's nothing wrong with that, nothing at all. Actually," he added, "I'm glad you're here."

Lex's eyes narrowed, considering, and Clark could see that he was weighing up the reply he'd been given.

"You are?" There was something curiously noncommittal about the comment.

"Yeah." Clark felt his smile faltering at the guarded response to his words. Had he been mistaken?

He didn't speak again, but Lex straightened up, pushing himself away from the wall. Slowly he walked towards where Clark was sitting with his back against a convenient bale of straw. For a moment he simply stood over him, but then he seemed to reach a decision. Hitching up the smart slacks, Lex dropped down to sit on the edge of the bale at Clark's side.

A little surprised, Clark scooted round, folding one long leg underneath him so that he could turn enough to look up at Lex more comfortably. For a long moment he set himself to trying to decipher the expression on Lex's face, but it was worthy of a poker player. Instead he found his eyes tracing the elegant outlines of Lex's smooth scalp and his pale face and neck.

He jumped a little guiltily when Lex spoke into the silence between them.

His words were slow and measured. "I need you to help me out a little here, Clark. And it's important that you're honest with me."

Eyes wide, all Clark could manage in reply was, "Oh?"

Lex seemed to consider for a moment before he continued. "This conversation that we've been having... What exactly do you think we've been talking about? Honest answer, remember."

Clark kept his face carefully neutral. "What do you think we've been talking about?"

"Oh no you don't." Lex gave a slight smile, but there was nothing reassuring about it. "I asked first."

Dropping his gaze, Clark shrugged a little awkwardly. "I - I'm not sure. I think... Well, I know there's more to it than just the words we've been saying. I'm right, aren't I?" He looked up again, eyes glittering through his lowered lashes.

Lex nodded, and all at once his gaze was very clear, very intense. "All right, let's take this a step further then. Are you comfortable with that... more?"

"I don't know," Clark replied in a small voice after a moment's thought.

And he was being absolutely honest. Now that they were moving beyond theory he really didn't know. He tilted his head back, staring up into the dark spaces amongst the rafters above him. The darkness held no answers and the change in position only made Clark more aware of just how close Lex was sitting to him. He could feel the man's body heat radiating across the small space that separated them. Paradoxically, that made him shiver.

"Clark, listen to me." Lex's voice was low, compelling. "I don't want you to be uncomfortable. If you want me to back off, all you have to do is say so. I won't be offended."

"Are you sure?" Whatever happened, Clark knew he didn't want to screw up the friendship he had with Lex.

"Yes, absolutely." Lex paused for a moment, waiting. "Do you want me to leave?"

The silence held as Clark considered the ramifications of both the possible answers to that question. Slowly he let his gaze track down from the roof of the barn until it finally came to rest on Lex. He was, in his turn, watching Clark and while he appeared outwardly calm, Clark could sense the tension coiling in him. Lex was nervous, he realised, just as unsure of the outcome of this situation as Clark himself. Strangely, that realisation was reassuring. If Lex had seemed more confident, certain of his victory, so to speak, the answer might have been different. As it was...

"No," Clark said with conviction. "I don't want you to leave. I - I trust you."

Abruptly Lex's breathing hitched and he leaned forward, resting his arms on his knees. It brought him close enough to study Clark's face intently. "What exactly are you saying, Clark?"

Clark took a deep breath. "Okay, that's a fair question."

"A very important one." Lex's expression was perfectly serious. "Do you know what it is I want from you, Clark?"

Once again a heated flush coloured Clark's cheeks and he ducked his head. "In theory? Yes. In practice..." He shrugged, letting the half- embarrassed gesture tell its own story.

Lex pursed his lips, considering. "And just how detailed are your theories?"

"I may still be in school, Lex, but I'm not completely clueless," Clark muttered defensively.

Lex couldn't help but smile at the affronted tone. "Okay, so we've established that your taste in reference material is pretty eclectic. What now?"

"I was kind of hoping you could tell me that," Clark replied ruefully. He frowned then, glancing up uncertainly. "Lex, will you just answer one question for me?"

"Sure."

"Why me?"

"I'm sorry?" Lex sat back, a little startled.

Clark bit his lip absently. "Isn't this whole situation too complicated? Why would you think I'm worth the trouble?"

Lex's expression sharpened. He nodded towards Clark's telescope. "Why do you keep pining over Lana even when she's made it clear she wants to be with Whitney?"

The colour drained from Clark's face and he looked as if he'd been slapped.

Lex cursed silently. "Clark, I'm sorry. I shouldn't have said that."

"No, you shouldn't." The reply was blunt, laced with hurt.

Lex winced at the flat tone, then visibly collected himself. "All right, you want to know why you... Well, I assume you look in the mirror every morning," he began, trying to lighten things up.

It didn't work.

"So that's all it is then? Just - because of what I look like?" Clark was back on the defensive.

"Do you think I'm that shallow?"

As Clark started to open his mouth to reply Lex held up his hand with a self-deprecating smile. "No, don't answer that. I'm not sure my pride could stand another knock today."

"Sorry," Clark murmured, abruptly chastened.

"Hey, Clark, I was just teasing again." Lex sighed. He wondered how they'd suddenly found themselves at such cross purposes. Things had been looking so promising before.

"Oh. Sorry." Clark shrugged. "I guess I'm feeling a little out of my depth here."

"I know." Lex took a deep breath. "Look, it's me who should be apologising. I didn't come here to knock you or make fun of you. And to answer your question - no, it's not just about your looks. I like you, Clark. I like who you are. I like the person I can be when I'm around you." He tilted his head thoughtfully, watching Clark's eyes widen and his cheeks take on a rosy hue once again. "And I always got the feeling that, Lana notwithstanding, maybe you liked me too."

Long dark lashes swept down, veiling Clark's eyes. "I think - I think that maybe I do," he said, very quietly. "But I've never..."

"Never been interested in another guy before," Lex finished for him.

"No..." Clark hesitated. "But I get the feeling that you have and - and that there was more to it than just mutual interest."

Lex kept his face carefully neutral. "I've had my moments."

"I'm not judging you."

"I know you're not." Lex shook his head slowly. "Clark, I don't want to push you into anything..."

"I told you, I trust you." Clark looked up at Lex, his expression serious.

A wry smile curved Lex's mouth. "Your father might argue against that."

"I know, but it's not for him to decide something like that." Clark frowned, worrying at his bottom lip with perfect white teeth. "I'm old enough to make my own decisions; this is my decision."

Without another word Clark rose up onto his knees and, before either of them could think better of it, he was leaning in close to press an awkward kiss onto Lex's lips.

As his mouth closed over them, Clark discovered that Lex's lips were warm, firm and tasted quite different to his expectations. In an instant they softened, becoming pliant and mobile as Lex quickly responded to the hesitant kiss. Before he knew it Clark found that, instead of being the instigator, he was on the receiving end of a kiss that was anything but awkward and hesitant. He didn't consider himself much of an expert in the field, but Lex seemed to be both enthusiastic and skilled. As a result, the warm sensation Clark had felt earlier, coiling low in his stomach, was now spreading, and intensifying as it did so.

And between one heartbeat and the next, the intensity of the kiss became too much.

Abruptly, Clark found that he couldn't breathe and his heart seemed to be pounding too hard, too fast. Maybe he and Lex were on the same page at last, but Clark had the uncomfortable feeling that they'd skipped a few crucial chapters in arriving there. He couldn't concentrate, his body's responses on the verge of overwhelming rational thought. He desperately needed to slow things down, to give them both a breathing space... just for a while.

Trying not to be too rough, Clark pushed Lex away, scrambling back out of arm's reach as he did so. He dragged in a deep lungful of air once his mouth was his own again and felt the heat rising in his cheeks as he stared at Lex.

The other man had fallen backwards as he'd been shoved away and now he pushed himself up, resting his weight on his elbows. It left him sprawled invitingly across the bale of straw, looking up at Clark out of wide, startled eyes. Lex always seemed... so in control. At the moment, he looked anything but.

Clark closed his eyes, shutting out the sight of his friend, and worked on steadying his breathing. His lungs didn't seem to want to cooperate. Clark also tried to ignore the fact that his cock was now so hard it hurt, pressing unforgivingly against the zipper of his jeans. How had he managed to get from a simple kiss to.. this? For that matter, what had he been thinking? To just go right ahead and kiss Lex like that...

Lex stayed just where he was and watched Clark warily. He was hoping for an explanation of the unexpected reaction. Everything had seemed to be progressing nicely, at least from Lex's point of view. And while he could understand that Clark might get cold feet, surely a simple 'slow down' would have sufficed.

A small voice in the back of his head chose that moment to remind Lex that, no matter how easy it was to overlook the fact, Clark was barely sixteen. Added to which, after their conversation tonight, Lex was willing to wager the contents of several of his personal bank accounts that Clark was still a virgin. The pricking of his conscience urged him to remember how he'd felt the first time he'd come this close to changing that state of affairs and, by extension, how Clark might be feeling now.

That said, Lex's quick visual inspection confirmed that, even though Clark had pushed him away, the outward signs of his arousal were glaringly obvious. Looking like that, surely he wasn't going to say that he'd disliked the kiss. So why exactly had he stopped?

"Clark?" Lex ventured tentatively. He pushed himself all the way up into a sitting position again, brushing at the loose pieces of straw that clung to his shirt.

Dark lashes fluttered open to reveal eyes that were all wide, dilated pupil. A brief flash of something that might have been hurt showed for a moment before Clark looked away again.

"Clark..."

"Don't say it, Lex." The fierce gaze snared him for just a second and then slid away. "Don't tell me what I did was wrong, or a mistake. It wasn't. I meant to do it; I'm glad that I did... and I'm glad you kissed me back."

Lex frowned, trying to reconcile Clark's words with his actions. "What...? Correct me if I'm wrong, but you pushed me away. Clark, listen to me, if you're not ready for this I need you to tell me. And before you answer, remember this... You never do something you might regret later just because you think it's what someone else wants."

The shadowed eyes, deep enough to drown in, locked with Lex's. The predominant expression was alarm. "No! Well, yes. I know I did, but... Everything just seemed to... move a little fast, that's all. I only needed room to breathe and... I really didn't mean to pounce on you like that." Clark shrugged uneasily.

Suddenly a little more sure of the situation, Lex gave a wry grin. "The pouncing was just fine. I promise."

"Are you sure?" Clark looked more hopeful. "Could I...? Would you mind if I did it again?"

Well, there was no faulting Clark's enthusiasm, when given the right encouragement. He began to move closer again, leaning towards Lex with every intention of capturing his mouth a second time.

Lex almost gave in to him then; it was very tempting. But enough of his brain remained functional for him to realise that he still had to be the voice of reason here. Though his body was currently informing him with great insistence that reason could go screw itself. Lex sighed. There were times when he hated the fact that he'd developed a sense of responsibility since his younger, infinitely wilder days. It wasn't much consolation now that Clark would probably thank him for it later.

Gathering up his composure, Lex reached out and planted the palm of one hand squarely in the middle of Clark's chest, holding him off. His intentions were almost derailed by the heat he could feel seeping into his skin where he was touching Clark. Christ, he was like a furnace. On top of that, he could also feel the wild beating of Clark's heart, directly under his hand.

Gently but firmly, he held his ground. "One step at a time, Clark," he admonished, smiling at the eagerness in his expression. "After all, you're the one who said we were moving too fast just a few minutes ago."

"I know, but... Lex, I only want to kiss you again. You did like it the first time, didn't you?" Clark let just the hint of a pout play about his lips.

Lex gave a soft, rueful laugh. He was supposed to resist that? Contrary to his innocent expression, the kid knew how to play dirty. Lex lowered his hand, patting the space beside him on the bale of straw in invitation. "Come up here then, and we'll see."

A broad, triumphant grin lit Clark's face and, almost at once, he was up off of his knees and dropping onto the impromptu seat at Lex's side. "Well, I'm here..."

"So you are..." Lex turned towards him, studying the look of open anticipation on Clark's face. He could detect no traces of doubt in that expression now... no reservations - at least, not from Clark.

There were so many reasons why this was a really bad idea... But when Clark swayed closer towards him, tilting his head in unspoken question, Lex couldn't find it in himself to listen to any of them.

He raised one hand between them, bringing it up until his fingertips brushed lightly across Clark's cheek. The touch won him a softly indrawn breath from Clark. That segued into a moan as the fingers curved around Clark's face more possessively, gliding back to tangle in the dark waves of his hair. Lex tightened his grip, threading his fingers deeper into the silky strands. When his hand had slid around far enough to cup the back of Clark's head he tugged gently. There was no resistance. Lex closed the remaining distance between them, his lips parting as they settled over Clark's.

What started out as a leisurely sampling quickly became hungry as Lex licked insistently at the mouth under his own. The tip of his tongue traced the full lips, urging acceptance. When they finally parted Lex carefully insinuated his tongue into Clark's mouth, initiating an exploration that was both deep and thorough.

Hot, wet and sweet, Clark's tongue pressed back against Lex's, stroking over it firmly, tasting. Clark opened his mouth further, encouraging Lex to deepen the kiss. His hands came up to frame Lex's face, touching the pale, smooth skin gently. For all the eagerness and hunger he felt, Clark was well aware of just how careful he needed to be; he couldn't afford to forget himself completely. But Lex had his own strength - it was evident in the controlled aggression of the kiss - and Clark welcomed that. It made him feel oddly safe.

Clark groaned softly, the sound lost in the press and play of their lips and tongues. Feeling the ache inside him intensify again, Clark let his hands slide down until they rested on Lex's shoulders. He used his grip to drag the man closer still. One hand continued on its downward path until it found its way under the hem of Lex's T-shirt. Seeking bare skin, and finding it, Clark began to trace small circles on Lex's back, his fingers exploring restlessly.

This time it was Lex who tore his mouth away, breathing raggedly. "God, Clark, stop," he begged, pulling back until there was some distance between them again.

"Why?" Clark's voice was an unlikely mix of uncertainty and impatience. "I don't want to."

Panting and looking several shades less composed than usual, Lex still managed to dredge up a calculating smile. "I know you don't, but this is about both of us, right?"

"Of course." Clark looked instantly contrite. "I'm sorry, I didn't mean to..."

Lex silenced him by laying his fingertips across the pouting lips. They were wet and kiss-swollen and far too tempting.

He leaned in close, his mouth just brushing against Clark's ear as he spoke, deliberately provocative. "You don't have to apologise, Clark. It's just that... well, if you don't stop there's every chance I'm going to come in my pants. And where's the fun in that?" Lex pulled back and watched Clark's eyes widen as he took the words in, and then blushed.

Clark darted a quick glance down at Lex's lap, feeling his cheeks flush even more as he did so. The bulge marring the neatly tailored lines of Lex's pants was unmistakable, and it only served to remind Clark just how swollen his own cock was.

"I did that to you?" he asked finally.

Lex gave a knowing smile. "Apparently so."

"Oh..."

"Oh indeed." Lex brushed a quick kiss over Clark's lips, drawing away before he had time to react. "Want to help me do something about it?" he offered. "Or you could just watch, if you prefer..."

If it were possible, the blush on Clark's cheeks burned even hotter. "You - you mean you'd do... that, while I watched you?"

A slow, seductive smile curved Lex's lips. "If that's what you'd like. What do you want, Clark?" Blue eyes searched Clark's face, the heated gaze as blatant as a caress.

Clark's mouth opened, but no words came out. He watched in silence as Lex drew a hand lazily down his chest and over his stomach, finally coming to rest across his swollen groin.

Long fingers kneaded gently, pale skin contrasting sharply with the dark fabric underneath. Lex's eyes drifted shut and a soft sound of pleasure escaped him.

That small sigh galvanised Clark into action.

"No," he said firmly, his broader, suntanned hand coming to rest on top of Lex's, stilling its movement. "Let me."

Lex's eyes opened slowly, heavy-lidded with pleasure. "Are you sure?"

"Yes." Clark sounded breathless as he batted Lex's hand out of the way. "I want to."

Lex lay back, stretching his lean body to give Clark better access. Whatever reservations he might still have had about letting this happen were lost in the heady rush of sensation as Clark tugged his zipper down and then slid his hand inside the open fly of Lex's pants.

Eager to touch, the broad fingers stroked along the length of his swollen cock, hot even through the layer of cotton that still separated skin from skin. One inquisitive fingertip found the wet patch covering the head of his cock, caressing roughly. Lex couldn't suppress a groan as the delicious friction of damp fabric against sensitised skin caused a new surge of pre-come that left the clinging cotton damper still.

"Clark!" he forced out through gritted teeth. "Get me out of these clothes, now!"

Wide eyes locked onto Lex's face and he couldn't help but wonder how Clark managed to retain that air of innocence that radiated from him. Given the things that had happened to him, just in the time that Lex had known him, surely it should have been rubbed away, but it hadn't. And it drew Lex like a moth to a flame. It shone in the depths of Clark's clear eyes and coloured the expression of uncomplicated pleasure that lit his face as he bent over Lex and began to do as he asked.

Impatiently, Lex raised his hips and Clark skinned him out of both pants and briefs, pausing just long enough to pull off his shoes and socks as well en route. The straw underneath him was rough and scratchy against his bare skin, but Lex was too far gone to care.

Clark, though, was not. Almost before Lex had time to protest, he was scrambling to his feet and hurrying across the barn to grab the thick, soft blanket he kept in the loft to ward off the chill on cooler nights. He was back with it just as quickly, moving Lex easily to spread it across the top of the bale of straw before setting him back down.

If Lex registered the ease with which Clark lifted him, his brain dismissed it for now as unimportant. What was important was the big, broad hand that curled carefully around his cock, stroking experimentally. Of secondary importance was the other hand, which pushed Lex's blue shirt up out of the way so that Clark could explore the flat planes of his stomach and the smooth contours of his chest.

Still not quite believing what he was doing, Clark began to stroke and squeeze Lex's cock, feeling it slide hot and slick against his palm. It seemed oddly familiar to be doing this, not really all that different from the way his own cock felt in his hand when he touched it. And at the same time it was so very strange because he wasn't feeling he effect of those touches, Lex was.

Either way, it felt good - and apparently Lex was in total agreement with that sentiment, if the expression on his face was anything to go by. As Clark found a rhythm, tightening his hand around the swollen shaft, Lex's hips began to thrust convulsively, pushing up into that firm grasp.

The normally pale and composed face was flushed, the expression of pleasure startlingly easy to read even with the blue eyes shuttered behind lowered lids. Lex gasped for breath, his lips parting as he dragged air into his lungs.

"Oh God," he moaned as Clark's thumb briefly swirled around the flared tip of his cock, spreading the slick fluid over it, then slid away to stroke along his shaft. He could feel the tightness in his balls and the tingling that was spreading along his limbs with each repeated thrust into the tight grip of Clark's fist. "Clark!" he gasped out in warning.

Then soft lips closed over his own, stealing his cries as the broad, hot hand pulled his orgasm from him. Lex shivered as the heat of that touch flooded through him, followed by a burst of intense, white-hot pleasure. With Clark's mouth sealed firmly against his it was nearly impossible to breathe and Lex felt light-headed - almost as if he were flying - as his release was drawn from him. His muscles tensed convulsively and then relaxed as his come spilled onto his stomach in long, shuddering spurts.

Clark kept on kissing Lex until he felt the lean body go limp as it relaxed bonelessly onto the bale of straw. Then he drew back carefully and watched as the lines of the other man's face smoothed out into some semblance of composure again; though Lex was still panting for breath, his eyes squeezed tightly shut.

Soothingly, Clark let his hand drift over Lex's equally limp cock a few more times. Then he drew his fingers slowly through the cooling pool of come on his stomach. After a quick glance to be certain Lex's eyes were still closed, Clark gave in to curiosity. He brought his hand up to his mouth and sucked on his damp fingers tentatively. The taste was a little bitter, definitely salty, but not unpleasant. Clark flushed guiltily as he suddenly realised that Lex was back with him, watching out of slitted eyes.

"Well, that was nice..." Lex's voice was low, a little rough.

Clark blushed even redder. "Nice?"

Lex gave an amused snort. "Stop fishing for compliments, Clark."

"I wasn't..." he began to protest. Then he recognised the gleam in Lex's eyes and knew that he was being teased - probably with the intention of setting him at ease. He shook his head and smiled, letting Lex know he understood.

Lex stretched lazily, enjoying the pleasant feeling of relaxation that wrapped around him. "Actually," he confided, "it was better than nice... much better."

Carefully Lex pushed himself upright, his gaze sweeping Clark from head to toe. It finally settled on Clark's crotch, pointedly focusing on the erection that stretched the worn denim. Lex leaned forward, closing the distance between them. He lowered his voice still further, almost as if he were encouraging Clark to share a secret with him.

"Do you want to find out just how good it can feel, Clark?"

Long fingers trailed slowly up Clark's thigh, rubbing through the denim. When Lex's hand reached Clark's groin it stopped, spreading over the tell-tale bulge and pressing down gently.

As the pressure was increased a little more, Clark tipped his head back and groaned, the sound welling up from deep in his chest.

"Shall I take that as a yes?" Lex was close enough now for his breath to ghost over Clark's bared throat, warm and enticing.

Clark swallowed, the muscles in his neck working under the smooth, tanned skin. His voice was barely more than a whisper as he replied, "Yes... please."

Lex smiled and bent to run his tongue slowly along the line of the taut muscles. Clark tasted of clean sweat mixed with a faint tang of soap. Feeling Clark shiver slightly, Lex pressed his lips more firmly to the heated skin. He trailed kisses down to the hollow of Clark's throat, the touch soothing even as it also served to inflame.

While his mouth worked to distract Clark, Lex let his fingers blindly seek out the fastener of his jeans. The button came open with a small pop and then Lex slowly began to ease the zipper down, careful of the swollen cock just underneath.

When his hand slid inside the opened jeans Lex found that Clark was wearing loose boxers. Unbidden, his mind flashed on an image of Clark as he'd found him in Riley Field - strung up like a scarecrow, clad in nothing but blue boxers and a film of sweat. Lex pushed the image away; he didn't want to think about how arousing it was in the context of what he and Clark were doing now.

Taking a deep breath, Lex forced his attention back to the here and now. For a moment he simply stroked Clark through the skin-warmed fabric, but it wasn't enough - for either of them. Lex wanted the heat and the slickness of bare skin under his hand, and Clark certainly wasn't disagreeing with him, his hips moving restlessly into Lex's touch.

Lex licked carefully at the hollow of Clark's throat, chasing the drops of salt sweat with his tongue. Clark had tipped his head back a little further, clearly enjoying the feeling of Lex's tongue against his skin. With Clark well and truly distracted, Lex slipped his fingers inside the cotton boxers, letting them glide along the length of a thick, uncut cock. It felt good to touch and Lex explored, stroking the swollen shaft and tracing it down to rough curls and heavy balls. Lex curved his fingers around them and squeezed gently.

He nearly found himself tipped onto the floor for his pains. Clark's hips bucked convulsively at the touch, almost dislodging them both from the straw bale. Lex let go instinctively, pulling back to look at Clark. He was still shuddering in reaction and, aside from the tell-tale wet patch staining the front of his boxers, he wore an expression that looked - embarrassed? Apologetic? Lex couldn't quite read it, but he understood what Clark must be feeling either way.

"Lex, I'm sorry!" Clark burst out, flustered. "I didn't mean to..."

"Hey, it's okay, no harm done," Lex soothed. He flashed a conspiratorial smile. "Guess I forgot just how hair-trigger teenage hormones can be."

Clark groaned, this time clearly embarrassed. "I can't believe I did that. So much for making the right impression."

Lex dipped his hand into Clark's boxers again, toying with the pool of sticky wetness. He withdrew his damp fingers and, holding Clark's eyes, carefully sucked them clean.

"Oh, you did," Lex assured him with a grin once he'd completed his task. "Trust me, I'm flattered."

Clark shook his head, turning away in embarrassment. "Shoot me now," he muttered under his breath.

Long fingers, still a little damp, threaded into Clark's hair. They urged him back round, until he was facing Lex again. He found himself looking into surprisingly serious blue eyes.

"Lex?"

"Clark, listen to me; it's fine." Lex leaned in and kissed him softly on the lips. "Don't be embarrassed. I like it that I can make you react that much."

"You do?" Eyes and voice both betrayed Clark's uncertainty.

"Of course I do." Another kiss reinforced the words as Lex tangled his fingers deeper into Clark's soft, dark hair. "And it made you feel good, didn't it?"

"Yes, but..."

"So would you like to try it again? That's the advantage of teenage hormones, you know..." Lex let his free hand drift down to Clark's crotch to illustrate his point. The thick cock was still half hard.

Clark didn't dare mention that there might be other factors at work than normal, adolescent hormones that helped him to recover quickly. He was simply grateful for the end result. He was also infinitely relieved that Lex hadn't just laughed at his overeager reaction. The fact that he was willing to try again took much of the sting out of Clark's embarrassment. And Clark definitely wanted more of Lex's skilled, assured touch.

"Lex!" he gasped as the clever fingers found their way inside his boxers again.

"Mm?" Lex was rapidly being distracted by the feel of smooth, hot skin under his hand.

"Don't you think... Well, maybe I ought to take my jeans off first, this time." Clark tried not to blush as he said it, and knew that he was failing. Lex seemed perfectly comfortable with his own nakedness and Clark envied him that ease.

Lex sat back and smiled. "Good idea," he agreed, his voice once more dropping to a low, sexy tone that seemed to make Clark's toes curl.

With an easy grace Lex slid down onto the floor at Clark's feet, heedless of the rough planking under his knees. He quickly unfastened Clark's sturdy shoes, tugging them off along with his socks. Then he urged Clark up and pulled the well-worn denim down over his hips, sliding the heavy fabric past strong thighs until the jeans pooled at his ankles, where Clark could easily step out of them. They followed the shoes and socks into the shadows behind Lex. That left only the damp boxers between Lex and his goal, and he wasted no time skinning those off of Clark as well.

Then Lex manoeuvred Clark down onto the blanket-covered straw again, pushing him back until he was settled comfortably. The long, well-muscled frame looked especially inviting, sprawled without conscious thought for the effect it would have on Lex. It made Clark so much more enticing than the partners Lex had become accustomed to, whose only real concern was what a Luthor could do for them if he was suitably impressed. Clark made no attempt to hide behind that kind of artifice; that was what made him special.

A little unsettled by the turn his thoughts had taken, Lex pushed them all out of his mind - except those that had a direct bearing on what he was planning to do for Clark. A quick glance assured Lex that the thick, heavy cock was almost fully erect again already and he didn't even try to restrain the pleased grin that curled his lips at that discovery. He looked up and found Clark watching him, an unreadable expression on his face.

Without a word, Lex reached out and closed one hand around Clark's cock, squeezing gently. He began a slow, steady stroking, sliding the foreskin carefully over the growing hardness underneath. His eyes never left Clark's face, watching as the enigmatic expression changed to one of wonder and then a pleased delight.

Clark's cheeks were flushed and his eyelids kept drifting shut, only to flick open again almost at once. It seemed as if he had to be able to see Lex touching him to actually believe what was happening was real.

There was no doubt in Lex's mind that it was real. Every one of his senses was alive with the reality of the situation. He held Clark more firmly now, increasing the tempo of his strokes until he heard Clark groan softly in response. A trickle of pre-come slid down over hot flesh and wetted Lex's curled fingers. He smiled up at Clark encouragingly as he took that as his cue to ease back the hood of skin and reveal the swollen head of his cock underneath. Lex grazed his thumb carefully over the tip, gathering up more of the clear fluid.

Clark continued to moan softly, unable to stop the small sounds from escaping. He wanted to close his eyes and simply luxuriate in the wonderfully skilled and arousing things Lex was doing to him. It had never felt this good when he touched himself. But he was still afraid that, if he did let his eyes close, when he opened them again Lex would be gone and everything that had happened this evening would turn out to be one long, glorious dream. Clark didn't want that to be true.

He startled as he suddenly felt warm lips brush the soft skin of his inner thigh. Despite his wishes it seemed that Clark's eyes had drifted shut again. Opening them he looked down to see the perfectly sculpted shape of Lex's head bent over him, the smooth skin looking startlingly pale in the growing darkness inside the barn.

Lex kept his hand working on Clark's cock as he leaned down to place a trail of soft kisses along the firm muscle of Clark's thigh. He felt the body under him tense, but he didn't stop and, a moment later, he felt relaxation return. Regardless of the theories Clark had said he had about what Lex had in mind, Lex knew that converting those thoughts into practice was something else entirely. That Clark had made no move to stop him, Lex took as a good sign. Caught up in the scent and taste of Clark's skin, Lex switched his attention to the other leg, treating it to the same scattering of gentle bites and kisses.

The strong thighs parted further as Clark relaxed into the unfamiliar sensations. Lex moved in closer, taking advantage of the space created for him. This time as he kissed a path up the smooth skin, paler than the rest of Clark's body, he had a specific goal in mind. He breathed in deeply, inhaling the scent of Clark's arousal.

As he risked a quick glance upwards, Lex found that Clark's gaze was still trained steadily on him. The wide eyes were filled with a mixture of wonder and need and Lex had no doubt at all that Clark wanted what he was offering. It was all there in those beautiful eyes, suddenly so transparent to him. And it was equally true that Lex wanted Clark.

It couldn't be that simple, Lex knew. There were too many factors involved, the legal ones the least of them as far as he was concerned. But for the moment Lex was willing to pretend that it could be that easy. Here in the hot, heavy shadows of the Kents' barn all that mattered was the two of them, Lex and Clark, and what they did together. Keeping that thought firmly in the forefront of his mind, Lex moved the few inches required to allow him to close his mouth over Clark's cock.

Clark knew he should have been expecting it, but nothing could have prepared him for the sensation of Lex going down on him. Hot and wet, Lex's mouth engulfed his cock, lips closing around him and beginning to suck firmly. Clark's hands clenched into fists as he tried to control the urge to thrust up into the heat surrounding him. He didn't want to hurt Lex and had no idea how far his restraint would hold. Lex's mouth was moving on his cock, sucking at him as the agile tongue curled around his shaft. The whole sensory experience was nearly overwhelming and Clark knew he wasn't going to be able to keep himself from coming for very long.

With an effort he unclenched his fingers, moving his hands to rest gently on Lex's scalp. He slid his palms over the smooth skin, trying to get Lex's attention with the touch. Clark seemed to have lost the ability to speak the moment Lex began sucking him, only breathless gasps and moans emerging when he opened his mouth.

But either Lex didn't recognise his efforts at communication, or had chosen to deliberately ignore them. He simply kept on licking and sucking at the heavy length in his mouth with total concentration.

In the end, Clark gave in to the inevitable. His eyes closed and he fell back as the sensations spreading out from his groin crested and broke over him with the force of a tidal wave. He still expected Lex to pull away at the last minute, but he didn't. The warm lips remained sealed tightly around his cock as he came and Clark could feel the muscles of Lex's throat working as he swallowed, drinking down Clark's come with an eagerness that was almost shocking.

Lex had had no intention of depriving himself of the pleasure of tasting Clark as he came. He carefully licked the now limp cock clean as he finally released it from his mouth, relishing the small shudders his touch elicited from Clark's over-sensitised nerves.

Eventually he sat back on his heels, his gaze sweeping over Clark's sprawled and sated body as he sought out his face. Clark looked shell-shocked, but bizarrely pleased with himself at the same time. Lex smiled. It was, after all, the fascinating contradictions in Clark that intrigued him so much. He seemed so innocent on the surface, but when you dug a little deeper... Oh, there was so much more to Clark than met the eye, and Lex loved a mystery - especially one that was capable of looking like a debauched, dark-haired angel.

"Hey!" Lex said softly, his smile widening as dark lashes fluttered and a delightfully dazed gaze found his face.

Clark blinked endearingly and smiled back. He managed to pull himself together enough to sit up and reach a hand down to Lex.

Accepting it, Lex allowed himself to be tugged up to sit beside Clark again.

"Lex, that was..." Clark seemed at a loss for words.

"Nice?" suggested Lex with a teasing grin.

Teeth flashing white, Clark grinned back. "Oh no, it was definitely better than nice," he assured Lex, his eyes sparkling.

"Good." Lex leaned in and stole a quick kiss, letting Clark taste himself on his lips. "I'd hate to think of your first time being anything less than spectacular."

"Now who's fishing for compliments?" Clark chided, laughing.

Somehow he'd expected to feel more - ill at ease or awkward with Lex after what they'd done, but he didn't. Strangely he felt just as comfortable with him as he'd always done, maybe even more so. Yes, there were still secrets between them, but some of the uncertainties, at least, had been disposed of. Clark felt relieved; he really did like Lex as a friend and didn't want to lose that. If they could have the friendship and something more... Well, that would be perfect.

Lex's thought processes seemed to have been working along similar paths.

"Clark," he said seriously, "are you sure you're okay with - this?"

"Yeah, I am. I - I'm glad we got it out in the open." Clark ducked his head. "You?"

"Well, I guess it complicates things, but... yeah." Lex reached up and brushed Clark's hair out of his face. "You know we'll have to be careful. Most people around here wouldn't understand - or approve."

"I know." Clark was every bit as serious. "I can handle that."

Lex leaned across and they shared a slow, sweet kiss. When he pulled back he cupped Clark's chin in his hand, searching the clear eyes for - something. He evidently found what he was looking for because he nodded sharply and then let go. Visibly collecting himself, Lex stood up and quickly went in search of his discarded clothes. He was well aware of the weight of Clark's stare as he followed his progress.

"And speaking of being careful," he stated conversationally, dressing himself as he spoke. "I think it would be wiser if your parents don't find me here when they get back." He flashed Clark a quick grin. "And you might want to reconsider your sartorial choices here too, Clark."

For just a moment Clark looked puzzled; then he glanced down at his half-naked body and flushed. "Oh..."

Well, Lex was right about that. He certainly didn't want his parents to catch him looking like... like he'd just been sucked off by the smartest mouth in Smallville. Clark jumped up, retrieving his scattered clothing, and quickly set about making himself look respectable.

He was sitting back down on the edge of the straw bale, pulling on his shoes when he noticed that Lex was fully dressed - and watching him with a reminiscent smile. Clark half hoped that Lex would come nearer and kiss him again, but he didn't... which was probably just as well.

Truthfully, Lex didn't trust himself to touch Clark again and not want to do much more than simply touch. He looked delightfully rumpled and enticing as he sat tying his shoe laces, his dark hair falling into his eyes as he bent down. Lex gripped the stair rail and consciously held himself back.

When Clark looked up at him, the expression in his eyes made it clear that he knew Lex didn't want to leave. But he was wise enough for both of them, knowing the consequences if his parents did come back and find them together. No matter what Clark said, his father would never believe that Lex hadn't exerted some kind of undue influence over him.

"Good night, Lex," he said softly.

Lex smiled. "I'll catch you later, Clark."

"Is that a promise?" There was heat in Clark's eyes as they locked briefly with Lex's.

Lex let his smile become provocative for a moment before he turned on his heel and headed quickly down the stairs. His voice floated back up to Clark as he disappeared.

"Oh yes. You can count on it."


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