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Lex just watched. He tried to be objective, engaging his mind and not his body. But his mind rebelled and said it was all about his body. Watching Clark get sucked off by Lex's own wife was too intense to intellectualize.

Clark whispered softly to Helen as he laid her back on the bed. Caressing her thighs, urging them open. Clark's cock was still wet with Helen's saliva as he moved toward her pussy.

Helen spread her legs wider. "Yes," she hissed as Clark entered her. She arched her back, eyes dropping closed, hair spread over the pillow. Clark moved gently using long slow strokes. Lex wondered briefly about who else Clark must have been with, who had taught him the skill and tenderness he showed with Helen. College had changed things about Clark that Lex never could have guessed.

Lex watched from the edge of the bed. He moved closer, apart but wanting to be part of it. Both of them were so beautiful. Dark hair, gold skin. A matched pair. Unable to limit himself to watching, Lex reached out letting his hand stroke from Helen's soft skin to Clark's. Golden silk on both sides.

"Come here, Lex," Helen whispered. Clark just groaned assent, his eyes closed, trying to keep his rhythm steady.

Lex stretched next to them on his side, seeing both of them in profile. Raven hair blended together so Lex couldn't tell where one ended and the other began.

Lex wasn't even sure how this had happened. Right before their marriage, he and Helen had discussed long term commitments. Helen had asked why he hadn't invited Clark into their bed. She seemed genuinely surprised when Lex told her that he and Clark weren't sleeping together and suggested that she would be willing to sleep with Clark, too, if Lex wanted him. Lex tried to determine what was in it for her but she wouldn't say more than the idea of being with two beautiful men made her hot.

Helen pushed the issue for months and Lex refused. Clark was a Kansas farm boy and a Kent. They didn't have sex with their best friend's wives. Certainly not while their best friend watched. But Helen turned the tables when she admitted that she knew Lex would never feel for her like he did for Clark. She let him know that she was okay with that. In fact, she was willing to help Lex and wanted to share in it. Helen had laid it out for Lex. His best chance with Clark was now, while Clark was still young. She had raised her brows and reminded him that he was lucky to have married someone like her who understood that she would never be exactly what Lex wanted. She'd played her final card, "This may be the only way you'll ever get what you want."

Lex's mind whipped back to the scene before him as Helen spoke.

"Harder, Clark, fuck me." Helen looked at Lex as she spoke, her lips at Clark's ear. Clark's face was buried in Helen's neck. He leaned back, whimpering and swallowing convulsively as he fought off his orgasm.

Lex leaned in and captured Helen's full lips. She kissed him violently, tension vibrating through her. Her mouth pulled away from him as she bucked up. Lex smiled hotly when he realized that Clark was watching them and thrusting faster into Helen. Lex met Clark's eyes and stroked a hand down his back. Lex's his cock stiffened as Clark shuddered beneath his touch.

"Are you going to come in me, Clark?" Helen asked in his ear. Clark's body tensed and he looked to Lex. Lex nodded, giving permission. "Come in me, Clark, so Lex can taste us both together. Don't you want that, baby, Lex to have both of us?"

Lex's mind lost the battle, his body won as Clark stared into Lex's eyes and came in his wife. Lex pressed in, his hard cock against the line where Clark's hip met Helen's. Clark stiffened and cried out, almost wordless, but the hard 'x' of Lex's name was audible.

Helen grabbed Lex and kissed him wetly, her hand snaking around the back of his head to take control. Clark rocked against them, panting through the aftershocks of his orgasm.

She turned Lex's face toward Clark who had been avidly watching them.

"Kiss him," she commanded, pushing him into Clark as Clark lay out of breath on top of her.

Clark was sweaty, his eyes heavy. He looked into, looked straight through Lex. Lex kissed him. Trying to be soft, not wanting to scare him. Clark's hand came up and pulled Lex to him, kissing even more fiercely than Helen had. Devouring.

"Yes," Helen whispered. Clark slid out of Helen, and turned his body so he lay on his side facing Lex. Helen curled herself against the long muscles of Clark's back, her hand reaching over to stroke Lex's head and pull him into Clark. Lex reached his hand to span both Clark and Helen's hips.

Lex pressed against Clark, Helen's wetness slipping between them as their hips ground together. Lex hadn't even hoped it would be like this. He had convinced himself that just watching Helen and Clark would satisfy him. But now all of his deepest fantasies were starting to play out as he roughly moved his cock against Clark's.

Stroking his hands down Lex's back, Clark kissed Lex softly and then rolled on to his back, taking Helen and pulling her over him until she lay facing Lex, across Clark, her back over his stomach. Clark pushed her knees apart, and slid his hand down through the dark curls, fingers spreading her, his eyes locked on Lex's as he offered her up.

Dizzy, Lex leaned in, kissing Helen, then Clark and back to Helen. Lex thought of her slick hot skin sliding against Clark's and he bit down her neck, making her writhe. As he moved down, Clark's hand came up under her breast, offering it up.

Lex stared into Clark's eyes as he nipped and sucked, until the red nub stood hard. He drew a line with his tongue over her chest to her other nipple, never taking his eyes off of Clark's face. Clark followed his movements intently, licking his lips, eyes glazed with heat.

Helen twisted and tried to push into Lex's mouth for more but Clark held her still. Lex went lower, over tight stomach muscles that twitched as he licked and bit them. He spread her. Her thighs were sticky, the smells of sex heavy around her. The smell of her. The smell of Clark. Lex licked hard, flat stokes over the salty, musky skin of her inner thigh, inhaling the Clark scent, wanting more, wanting to drink it.

Moving slowly up, Lex teased, licking lightly over the tendon where her thighs met, too lightly, too tender, until she was writhing. He looked up to see Clark pinching her nipples, and leaning down to kiss her lips. Lex devoured her wetness, tasting Helen, tasting Clark. God, Lex remembered the look on Clark's face as he came and this was Clark's come, on Lex's tongue, mixed with Helen. Too exciting, too distracting, he had to push those thoughts aside. Helen struggled, back arching, twisting and Lex wanted to draw out her pleasure. He licked, lapped, bit, until she whispered, breathless:

"Do you taste him inside me, Lex? Taste where he came with your name on his lips?"

Helen moaned as Lex drove his tongue against her harder, his cock jerking cruelly. Helen panted, her voice coarse with lust, "God, you like that, don't you, Clark? You like to watch? See how much Lex wants to taste you?"

Lex clutched her thighs and hitched her legs higher, grinding his cock into the bed. He glanced up, passion glazed eyes, two pairs, brown and green were intent on him. Clark released Helen's hip and moved his hand to the back of Lex's head, pushing Lex's face against Helen's clit as she twisted to kiss Clark. Electricity pulsed through Lex's cock at Clark's touch but Lex pressed back, resisting, wanting to watch them. Both so beautiful. Full cherry lips on full cherry lips. He stiffened his tongue as he pressed hard over Helen's clit.

"Fuck, Lex," she cried, breaking Clark's kiss, hips bucking up.

Lex worked Helen's clit over, worrying at it as he brought his hand up and slipped a finger inside her. She was warm and wet, her come mixed with Clark's. Adding a second finger, Lex fucked her hard with his hand, painting fast broad strokes with his tongue.

"Oh god," she whispered.

"Make her come, Lex," Clark said, the words thick with desire. Helen shuddered as both of Clark's hands came over Lex's head pushing him down. Lex didn't resist, wanting to please them both. Helen twisted and cursed as she came, both men holding her, drawing it out until she lay panting between them.

Clark met Lex's eyes and smiled as Lex crawled up, pulling Helen around with him, until she lay between them. Clark's hand came back to Lex's head and pulled him up, over Helen's prone body and kissed him deeply. This was the real first kiss. Hot. Wet. Clark opened to him and Lex took all he could find. Tongue slick over pearl teeth, hot tongue insistently pushing back, claiming Lex for Clark's own.

Pausing for breath, Clark said, "You taste like me," into Lex's mouth.

Lex's body bucked up hard against Helen at Clark's words. He reached up twisting his fingers in to Clark's hair and brought him back. He wanted to sink further into Clark, lose himself in Clark.

Barely coherent, Helen whispered from beneath them, "You're both so beautiful."

Clark broke from Lex to kiss Helen before coming back to Lex. Lex had never kissed like this before. It was his whole body, pushing, taking, owning. Clark was his. He was Clark's; he would never belong to anyone else. Lex's cock rubbed over Helen's wet thighs as he moved up, aching to be closer to Clark.

Clark sat up, crawling over Helen and pressing his body against Lex's. Sticky, wet, hot. Clark moved down, biting over Lex's shoulder, stomach. Lower. He reached up, cupping his hand beneath Lex's balls and inhaling deeply as he pushed his face into the crease at the top of Lex's thigh. Clark looked up, eyes wide.

"You have to tell me...I don't know how." He punctuated his last word with swipe of his tongue down Lex's cock.

"Oh god, Clark," Lex cried as Clark slid his mouth down Lex's hard length. Clark pulled off, too fast.

"No, Lex. Tell me. What you want."

"Suck my cock, Clark." Clark just looked at him, eyes challenging. "Please Clark," Lex begged, "I want to see your lips around me, I need to be in you." Lex's heart skipped a beat before Clark obliged. Engulfing Lex entirely and then pulling back to teasing licks as Lex tried to fuck Clark's throat. The room seemed to swell and rock around them. Some part of Lex knew he should be surprised at Clark's skill, but the feeling was too intense. Inside Clark, fucking his mouth Lex couldn't think of anything else but this moment. Clark moved down licking and sucking over Lex's balls.

Lex opened his eyes, disoriented as Clark's hot mouth left him. Clark was watching him. Sitting up, he stroked two fingers through Helen's pussy. He smiled at Lex, virile, animal.

Moving in as if to kiss Lex, Clark stopped short and said, "I want to see you fuck her. I want to watch." A shiver ran down Lex's spine at the command in Clark's voice, the need he could hear.

Helen rocked with Clark's hand, glassy eyes on Lex, her lips lust-swollen, mouth half-open. She nodded when Lex looked at her. Clark sat up, moving back to the other side of Helen. He reached for Lex's cock, guiding Lex into Helen's familiar warmth. Lex pushed in, shivering as Clark's hand slid up over his ass.

She was so wet. Clark had fucked her. Lex pulled back and tried to keep a slow rhythm but it was so fucking hot with Clark's hands on his ass pressing him to go faster, grasping his hips to slow him down, guiding him through fucking Helen. Moving up to lay next to them, Clark kissed Lex and his hand slid between them, fingers pressing where Lex's cock entered Helen.

"Clark," Lex whispered as Clark cupped Lex's balls. Lex couldn't hold in his cry at Clark's touch. He fucked harder as Clark let his finger move along Lex's cock as he pulled out. Fire burned at the base of his spine, crawled up his back, down into his cock, his whole body was burning.

"Come for me, baby," Helen panted, "Come in me, for Clark." Clark tugged Lex's balls.

The room spun, red heat flowed out of Clark's hand, through Lex, and his balls tightened, the heat of Clark moving all the way through him. The room was white. Red. White. Heat. Hands. Soft red lips on his. Hands stroking him. Helen, Clark.

They wrapped up around him as Lex lay panting. He gathered his breath, barely registering when Clark's warmth left his back and Helen's hand clenched his hip. Lex opened his eyes, stunned to see Clark moving down between Helen's thighs. Licking, sucking, taking back every drop of Lex that Helen would give him. Lex's cock twitched too soon as Clark gazed at Lex over the short bush of Helen's pubic hair.

Too overwrought, Lex just watched. It was almost painful as his cock hardened. Helen cursed as Clark sucked eagerly at her, holding her hips down to push his tongue farther into her. Lex crawled up to kiss Helen as she came. She bucked harder as Clark pushed her past the edge. Lex broke the kiss and saw Helen pulling at Clark's hair, but he didn't move, just kept licking her until she was jerking all over and crying out for him to stop. Clark smiled at Lex and moved down to gently lick the wetness from the inside of her thighs as Helen caught her breath. Helen reached over to stroke Lex's hardening cock.

"Fuck him," she whispered, her voice scratched and hoarse. "He wants you, look at him, can't taste you enough, even if he has to taste me to do it."

Helen continued to stroke Lex's cock, putting her other hand over his and bringing them both to Clark's ass, pushing down until their fingers started to slip into the cleft. She turned, pushing Clark on to Lex.

"Get on your stomach" she said to Clark. Clark looked intently at Lex before obeying Helen's command. She beckoned to Lex, bringing him in next to her, but holding her hand up to indicate that he should watch. She kneeled in, kissing the smooth globes of Clark's ass until she pulled them apart, licking up the dark pucker. Clark moaned and thrust his ass back into her face. She prodded and licked as Clark writhed and Lex felt stunned as she sucked her own fingers and slid them slowly in to Clark's waiting hole. Clark craned his neck, trying to watch Lex over his shoulder. Lex looked from Helen to Clark unsure. He wanted Clark so bad, had to touch him. Clark cried out and pressed his face into the pillow as Lex curled his hand around the smooth bend of Clark's hip.

"Shhhh, baby," she whispered, "relax, you want him. It will feel so good." She smiled at Lex, nodding, indicating Clark's ass. Lex paused too long and Helen pushed his face down, making him lick where her fingers pushed into Clark.

Lex licked eagerly, working his tongue over Clark, over Helen's fingers as she pulled them out. Clark whimpered and twisted under him. Lex's cock throbbed seeing Clark so undone. He wanted to make Clark come just for him. He moved over, taking possession, working his tongue into Clark's ass, feeling Clark relax into his touch. Lex smoothed his hands over Clark's hips, calming him.

Helen rolled onto her side and wiggled down, turning Lex's hips, and sucking his cock. She was gentler than Clark had been but more skilled, making him wet and anxious but going too slow to make him come. Becoming desperate for release, Lex moaned into Clark's ass. Helen licked her palm and slicked it over Lex's cock. She came back up, to lay next to Lex as he made one last slow lick over Clark's hole.

Lex was so ready, Helen was a blur on the edge of his vision, nothing existed for him but Clark.

"I want to see Lex fuck you, Clark. Do you want that?" Her words sounded far away.

Clark moaned, pushing his ass up to Lex. Helen grabbed his hips to stop him moving.

"No," she said, "I want to hear it. Tell. Him."

"Please. Oh god. Please, fuck me, Lex." Lex had been waiting to hear that for a long, long, long, time. Lex's heart raced at the words, his body numb as all the blood seemed to rush to his head or his cock. Lex inhaled deeply to calm himself and looked to Helen for reassurance.

Helen slid her hand through the wetness between her legs and used it to slick Lex's cock one last time, guiding him in, tugging at Clark to bring his hips at a better angle. As Lex pushed into the tight heat, Helen stretched next to Clark, whispering, stroking his hair.

All Lex caught, was: Yes, relax, baby, open.

Clark cried out Lex's name as Lex pushed all the way into him. Lex pressed down, too hard, fucking Clark. Hot. Tight. And Clark worked back up against Lex, begging. He went up on his knees, spreading giving Lex everything. Lex tried to go slowly, pulling out in a long stroke, but Lex's name was a plea on Clark's lips and it was too intense. He slammed back in hard, again and again, finally pausing to breathe. Clark shuddered beneath him, wanting more. Lex obliged, slower now, trying hard to keep control.

Helen slid down under the bridge of Clark's body as he rocked on hands and knees. She took Clark's cock in her mouth as she drove her own fingers into her pussy. Lex saw it all and saw nothing.

Clark started to pant, thrusting hard into Helen's mouth. Lex matched Clark's tempo. Heat and friction overtook Lex and he cried out as Clark's ass gripped and trembled around him. Helen pulled back, letting Clark come over her hand. She sat up and pushed her come-covered fingers into Lex's mouth. Feeling Clark buck back against him, tasting Clark, Lex exploded. White-hot electricity shot through him. Every part of him throbbed as his cock pulsed violently inside Clark.

He held Clark, desperately clutching him and tumbling to the bed.

"I love you," Clark whispered, rolling to face Lex. "I always have." He reached and caressed Lex's cheek as Lex turned to lie next to Clark.

Lex pulled Clark to him, and hands stroking Clark to calmness. Clark pressed his face into Lex's neck, kissing as their bodies pressed together. Helen coiled in, a line of heat behind Lex, her hands stroking over both his and Clark's bodies.

Lifting Clark's chin, Lex kissed him gently and whispered, "You make me whole."

Clark burrowed back into the curve of Lex's neck and Helen snuggled tighter behind him. Sliding into sleep, heated, surrounded by everyone he loved, Lex felt like he was falling into the sun.