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Yesterday's Tomorrow

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"It is said that power corrupts, but actually it's more true that power attracts the corruptible. The sane are usually attracted by other things than power." -David Brin

Terror consumed him as he was pulled further and further away from Earth. As he watched the dots of light blur together and fade, his view of the planet he called home began to diminish. Inky darkness seeped into the once-transparent wall that separated him from earth and those that he loved. He clawed desperately at it, but his fingers failed to find purchase on the smooth, changing surface.

"No! Please, stop!" Clark cried as he fell to his knees, trying to keep the Earth in his sights as the seeping darkness took over. From his knees, he could see the Earth once again, swirls of blue and white covering its surface--but that final comfort was soon taken from him, stolen from him by the encroaching darkness. Panic coursed through him, choking off his breath as his final glimpse of Earth faded to black.

"No," he moaned, falling to the ground, darkness surrounding him. "Please!" he cried again, desperately wishing someone would answer.

When no one answered, he raised his hand to the black walls. There was no give at all. Despair filled him and the tears welling in his eyes began to fall readily. For a moment he simply sat there, staring into the darkness, at a complete loss as to what he should do.

It was a strange tingling sensation that brought him out of his stupor. As it grew, it became a lifeline--something that assured him he was still alive. In a reality where light and sound had vanished, he found himself desperately craving any kind of sensation.

He pressed into the wall again, holding his hand there. At first, there was nothing but the tingling, and then the vibrations began. They were soft at first, only caressing the tips of his fingers, but they soon began to spread, reaching his whole hand and then starting up his arm.

It never occurred to Clark to pull away. Whether it was some mystical influence of his surroundings, or only his own fixation on the vibration, there was no way of telling. Whatever the reason, he pressed harder against the wall and let the vibrations travel up his body until every part of him thrummed with the sensation.

And then it abruptly stopped.

Clark didn't have time to feel anything other than surprise, for before he could even take his hand off the wall there was one single, strong surge that ran through him. His eyes went wide, and his body gave a sharp jerk. A huge flash of rainbow-colored light erupted, consuming Clark as he tried desperately to scream.

As the light encompassed him and his senses failed, Clark's mind fell to the same darkness that had filled his physical world mere moments before.

Zod observed the small, frail human before him. She was beautiful in a way that even he found attractive, with her long, dark hair and doe eyes. For a human, she was spectacular, but she would never serve his purpose--she was simply not strong enough.

He could feel that his vessel cared for this human, and if his servant Milton Fine wasn't mistaken, Kal-El did as well. He studied her again as she talked, and though he found her words meaningless, he was struck again by her beauty. Perhaps she would prove useful in his plan, after all. It wasn't something he had originally thought of, as human life was so terribly primitive--at least in comparison to the glory that was the Kryptonian race. Nevertheless, she could prove to be an asset, and he was intelligent enough to know when he could cultivate to his own use something that had been conveniently dropped into his lap.

There was much to do in the meantime, though, and he hadn't time to coddle a pathetic human. From the information he'd received from his servant, he knew Kal-El's fortress was located in the Arctic. He was also aware that this girl could remain there in certain temperature-controlled rooms without consequence to her life.

She was still speaking when he finally turned his attention back to her. "I'm not Lex," he informed her candidly.

It was amusing to watch her eyes go wide and to see the confusion written in their depths. "What?" she whispered.

"This body no longer belongs to the one you call Lex--at least not at the present time," he clarified, enjoying the horror that sprung into her eyes.

Tears formed in the girl's eyes. "Who are you?" she asked softly, her voice cracking.

"Someone greater than you will ever be able to comprehend," he replied stiffly. "Someone who should have ruled his world."

The girl began to back away from him, her movements slow and deliberate. Fear was written in every line of her body, and its presence made Zod smile.

"Running is not advisable," he said softly, using his speed to move behind her so that she bumped into him before she'd even realized that he had moved. "I can stop you before you even look my way."

He could hear her heart thundering in her chest, and he found that he was enjoying playing with these primitive creatures that Kal-El so loved. They were quite entertaining, these humans, though Zod still found it pathetic that Kal-El fancied himself one of them. To think, a Kryptonian, wanting to be human.

What Jor-El had done was disgraceful. The very fact that he'd sent his son to be indoctrinated by a planet such as this made Zod's stomach roll with disgust.


That was another subject entirely, and one he was not certain he wanted to touch upon. At first, he'd been simply intent on taking this planet and extracting his revenge for imprisonment, but then he'd gotten a good look at Kal-El.

The boy looked so very like his father. The last time Zod had seen Jor-El's eyes was when the man had condemned him to the Phantom Zone, and yet he still remembered their beauty. It hadn't made the betrayal that Jor-El had committed any less painful, though. If anything, it had made it hurt more.

But seeing the man's son, seeing those eyes again--it had made something inside of him that he'd thought to be long dead stir again. Suddenly, it seemed that he might have a purpose for Kal-El, after all, other than eternal imprisonment.

Turning his mind back to the scared human before him, Zod briefly wondered if perhaps he could use her as a bargaining chip. It appeared logical, as Kal-El seemed so very attached to the whole race. What would he do for one that he knew personally?

"What are you?" the girl in front of him asked as she spun around to face him.

The question made him smile. "I am of the same race as Kal-El, or, as you know him, Clark Kent."

The horror on her face as she heard that made his smile widen. And from having seen her reaction, he realized it was only going to get better from here.

Clark woke up, though for a short time he wasn't really aware of it. Everything was still black and soundless. When he tried to move, he crashed into the wall. The resulting pain banished any delusions that he was still unconscious.

"Hello!?" he tried to scream, but though his vocal cords and mouth moved, no sound came out. It was as though someone had hit the mute button on his life.

He let out a silent moan before curling up against the wall, despondency setting in. He felt tears come to his eyes as he realized that, as of this moment, there was nothing he could do to free himself.

The girl struggled fiercely as Zod tossed her into one of the rooms of the Fortress that contained a climate close to her tolerance. He didn't very much care if she was comfortable, but he did wish for her to survive.

She looked up at him again in fear, but he only smiled at her. He was amused to sense that fear grow when he stepped closer to her and reached out to take her wrist.

Naturally she jerked against him, but it was as useless as fighting steel. "What did you do with Lex?" she spat.

"He'll be back... eventually," he said coolly as he withdrew a bracelet of Kryptonite alloy from his pocket and clicked it onto her wrist.

"What's that?" she asked, and he was impressed at how strong she kept her voice, even if it was obvious that she was terrified. Perhaps this little human was more interesting than he'd first thought. Maybe she even had a mind behind that beauty--not that he thought it particularly mattered.

"It simply insures that you cannot leave this fortress. However, you don't have to worry about that, as this room will be locked until such a time that I choose to let you out."

"Did Clark help you?!" she whispered, her eyes never leaving his face. "Did he help plan this?"

Zod couldn't hold his laughter. The absolute irony that this human should distrust Kal-El when he'd fought so valiantly to protect her and her kind simply seemed amusing to him.

"Being a turncoat is such a pathetic human trait," he said, finally getting his laughter under control. "Kal-El tried to save you, to protect you. He fought as hard as he could to save you all. He even fought to save the vessel that I now inhabit, though if he'd simply killed it he would have stopped me."

The girl suddenly looked as though she had become violently ill. "I didn't trust him..." she muttered softly. "I could have helped stop this."

Zod smiled cruelly. "Probably, but betrayal is what makes you so easy to manipulate. But I wouldn't worry; you'll have the chance to talk with Kal-El again."

"Where's Clark?" she demanded, regaining the fire in her eyes.

"Safe," he said simply. "And soon to return."

Not willing to answer further questions when time was short and there was so much to do, he turned from her and left the room, happy to hear the door slide into place behind him.

Zod approached the center of the fortress, where the central intelligence was located. He had to admit that he was impressed with how Jor-El had created the crystal that had built this center of Kryptonian technology on Earth. He found himself wondering smugly if his former lover could have ever known that he would use it instead of Kal-El.

It was been a wonderful allowance that his body had not been destroyed in the usual manner when he'd gone into the Phantom Zone. He suspected that it may have been Jor-El's doing. The man had always had a difficult time releasing things that he had once held dear, and Zod wondered if that was perhaps why Jor-El had not had him fully destroyed. If that had been his reasoning, then it had been a mistake that his son would pay for; though Zod didn't much care whose doing it had been so long as it was done.

When his body had been destroyed, the particles had been scattered throughout space far enough apart so that there was nothing left to see. However, with the crystals that Jor-El had left for his son, it would not be overly hard to regain those particles and have his body once again.

That course of action would leave the vessel he now inhabited to return to its owner. While he had intended to use Kal-El's body, he was glad that he hadn't. The substitute his servant had found was proving to be quite useful, and he believed that it would suit him better than Kal-El's ever could have.

This had been a fine choice indeed, for Zod could feel in this body a sharp intellect; a discerning nature; benevolence when it suited or benefited his vessel; and most importantly, enough darkness and thirst for power that he would be easy to convert once Zod vacated his body.

The darkness was important, for without it the vessel could fall to Kal-El's side again, and Zod would not tolerate that. He could sense the danger there, as he clearly cared both for the girl and Kal-El. Even so, there was enough darkness so that, given the correct incentive, Zod was confident that his vessel would choose the path of power. He did not think that he and his vessel were so very different in that manner.

Eager to regain his body, Zod moved to the main control centre. Taking in the familiar Kryptonian technology, he noted Jor-El's additions; however, all he needed were the crystals.

He had spent enough time with Jor-El to understand how the crystals worked. It was ridiculously easy to slip them out and put them into their desired slots, and then to punch in the commands on the control center computer. The DNA code that he'd been assigned on Krypton, his name, even his rank and crime--all of it went into the computer, for without it his body would be impossible to recall.

Zod reached out to move the final crystal, aware that he was about to achieve what he had so fervently wished for since his imprisonment. Once he got his body back, no one would stop him. He would be a god among primitive men, and he would rule--he would have his revenge for the actions taken against him by men now long dead and a world away.

His fingers, or rather those of his vessel, shook a little as he moved the crystal, knowing that once he put it in its slot that it would obtain a magnetic quality, pulling in the scattered particles of his body. The sensation moved up his arm as he continued to touch the crystal, and the item itself began to vibrate as he slipped it into place.

When he slid the crystal into place and it lit up, projecting a faint, rainbow-colored light onto the fortress walls, the result seemed almost anti-climactic. But Zod didn't have to wait long for the grand finale, as a moment later tiny bits of what looked like miniature confetti began to spill from the crystal and connect themselves on the ice table nearby.

With their arrival, his body began to reform.

It was strange to see his own body laid out before him on a table of ice. Even in its strangeness, though, it was a remarkable sight. His body was untouched by age, looking the same as the day it had been pulled apart and scattered throughout the galaxy. His hair was still the same dark color that it had been when he'd gone into the Phantom Zone, and his skin was smooth and fairly unwrinkled. He had to wonder if his eyes were still the same cold blue color.

Though some would have thought that having your body torn apart and scattered amongst the galaxies was a gruesome and terrible fate, Zod knew that it was really more merciful than the permanent destruction of his body. For that small mercy, he was slightly thankful.

As he stood looking at himself, he found that his feelings of slight gratitude didn't really matter. Jor-El was dead, save for an artificial intelligence and the genes he'd passed on to his son. While he'd spared Zod, he hadn't been able to save himself and had been destroyed with his planet.

Throughout his years in the Phantom Zone, Zod had hoped for this moment--dreamed of it, even. He'd known that he still had followers out there; Brainiac the most prominent of them. Yet at times it had seemed hopeless, especially as the years had stretched on and Zod had become aware of how long he'd been there. He knew that his followers didn't possess the knowledge of where the stones were hidden, and so he'd finally stopped watching them, preferring to live in a world that--while it gave him no encouragement--didn't discourage him.

He'd conversed with Non and Ursa, but after a while they'd preferred to wait in silence. They were all aware that none of them had the power to do anything; that if they were rescued, it would be Zod who would be the one to disappear, having to return for them later.

And then he'd felt the pull one day. At the point where he'd turned his plan over in his mind thousands of times, even to the point of repeating it out loud like a mantra, he'd felt the zone begin to give. He'd felt himself being pulled forward, being taken, and then he'd seen the inside of a Kryptonian structure. His servant was there, calling for him, and he'd thought he was to be free. Freedom was in his grasp and so close that he could taste it--and then it seemed as though he'd hit a barrier.

He hadn't known what it was at first, and then he'd realized that the selection of the vessel had been wrong and there had been a reason he couldn't enter it. He hadn't known what it was at the time, but now, knowing that it had been Kal-El, it all made sense.

It had nearly broken him to be returned to the solitude of the Phantom Zone, but he'd forced himself to concentrate, to go over his plan in his head again as he watched the goings on of Earth. When the time came, he would know how to execute his plan perfectly. At the very least he'd convinced himself that there was hope, for his servant had found the crystals and was in search of a vessel. Surely it wouldn't be long now...

When he'd again felt the pull of the Zone breaking up around him, he'd known that this time he would not be disappointed. His servant had been programmed to correct his mistakes and to learn from his errors, and he was certain that this would be the time he got it right.

His gut feeling had proved correct, and his spirit had been pulled free of the zone, jumping through his servant and into a vessel. The rush of power and freedom that had shot through him at just the feeling of merely being able to flex his hands and move his arms again had been intoxicating. He had been so ecstatic that it had taken him a moment to realize that he was not alone in his new surroundings.

His surprise had been great when he'd turned around and had been faced with a boy who so resembled Jor-El. When he'd looked up at the boy's eyes, he'd known that this was the son of Jor-El, the one that had been sent from Krypton at the brink of its destruction--the one whose spaceship had passed the zone where he and his companions had been imprisoned.

Drawing his mind back to the present, Zod allowed himself to think briefly of his companions. Non and Ursa would have to be freed eventually, but for the time being he had better things to concentrate on.

He approached the crystal towers again, this time removing a different crystal. Another glance at his body confirmed that it was, in all definitions, without life, though neither was it dead--it simply existed. Zod wet his lips slightly as he moved towards his body, crystal in hand.

This sort of process had never been practiced before, but the crystals were the source of Kryptonian power, and these particular ones (as well as the knife that his servant had been stabbed with) had been altered by his servant to open a portal. All those factors considered, he assumed that he should be able to use the crystals to transfer himself back into his own body, as he'd used the knife to transfer his essence to his vessel's. It was a risk, he knew, but he considered it one worth taking.

Preferring not to think on it anymore, he moved over to his body and plunged the crystal into it. It was certainly not a pleasant sensation to stab oneself, but he was banking on the fact that it would not harm him.

He hadn't anticipated the pain he felt as he was ripped from his vessel's body, and neither did he anticipate the squeezing feeling that he encountered when he entered his own. But when he finally felt his spirit settling within his own flesh, he felt as though he'd been freed.

The first breath that he took in his body was intoxicating in a way that he could never explain. It was life and freedom all rolled together, and it was a precursor for power.

It was doom for the world.

He reveled in the tight pull of muscles as he sat up. The pull told him that he was alive, that he was in a body; it was a wonderful feeling. To feel was wonderful.

The first thing he noticed when he finally sat up and looked around was that his vessel lay before him, struggling to get to his feet. The look of confusion on his face reminded Zod that the vessel was human--or at least had been until his servant had made alterations. Nevertheless, Zod had been inside him, knew the darkness that lay within, and was aware that the vessel's powers--given to him by Brainiac--remained.

"Who are you?" his vessel demanded, his eyes fixed on him with intensity.

"General Zod," he said simply, getting to his feet. His muscles were quickly loosening, and movement was becoming easy.

"Fine said I was being 'prepared'" he stated, his tone hostile as he stood up straight to meet Zod. The way his vessel stood let Zod know that the strength he'd felt within had by no means been a fluke or a fleeting sensation.

"More or less," Zod answered. "But you were simply a vessel until I obtained my body, which I have done."

"So what now?" the vessel asked, his voice filled with animosity. "Figured that since you were done, you'd kill me off?"

Zod was impressed that, while the vessel was inquiring as to whether doom was impending, he sounded as though he were challenging Zod to try to kill him. He wasn't sure if that was exactly normal with humans, but he admired the quality.

"Join me," he told the vessel. "You could have power like you've never dreamed, access to alien technology, and power over those who have always held it over you."

"There's always a catch to something like that," the vessel said quietly, his discerning gaze sweeping over Zod.

"The only catch resides in your conscience," he answered, being completely honest. "People will die."

His vessel looked a little wary of that, though he was clearly still tempted. Zod thought it was a fairly good guess that he'd ignited an old conflict inside of the vessel, and he was not at all sorry for that.

"Unnecessarily?" the vessel asked.

"Perhaps," Zod answered with a shrug. "Their deaths could be avoided, but I've no time to go out of my way to fix things. If the quickest route to obtaining what I want lies in their deaths, then I shall spare no thought about killing them."

"Why me?" he inquired, seeming to be growing more confident.

"Because Kal-El was not a suitable vessel, and once you were bestowed with the powers that I needed to defeat him and to take the Earth, it was not simple to remove them from you." He could have added that the only way to remove them was to kill him, but he preferred to know that this man was loyal to him and not simply fearful of his death if he did not follow.

"You're saying that these powers are permanent?"

"Indeed," he replied, watching the vessel carefully, trying to discern what he was thinking. There was consideration there, without a doubt.

"And you're offering me power; a place in your plans?"

"Amongst myself, my companions Non and Ursa, and Nam-Ek and Aethyr. You shall have a seat of power, yes."

"Why are you here?"

Zod felt his lip curl as he answered, "Revenge."

"On whom?" his vessel asked, continuing his long line of questions. Zod was somewhat amused by the way he observed, clearly trying to ascertain Zod's motives just as he was doing with the vessel.

"Those who dared to imprison me," he answered in reply to the vessel's question.

"And what would you require of me?"

"Your allegiance."

"I'm hesitant to place my faith in any man," the vessel replied, his voice skeptical and his eyebrows raised, accentuating his point.

"Ah," Zod said with a smile, "But I'm no man. I'm much more than a man, as are you now. These puny humans are no longer your equals."

"I'm not human?" his vessel asked, looking down at his hands in apparent awe. "You changed me?"

"Your makeup is no longer human," Zod confirmed. "Though neither is it pure Kryptonian."

"I'm to assume that's where you're from?"

"You are to know that is where I'm from. This fortress," he began, gesturing to the structure around him, "Is the result of that great civilization, long dead, with only one legitimate heir left."

"You?" his vessel asked.

"No," Zod replied with a bitter sneer. "I was cast out for disobeying the ruling council. There is only one being left who would be accepted by the ruling council of Krypton. Indeed, his own father was a member of that very council which sentenced me to imprisonment."

"Who is this last heir?"

"The Last Son of Krypton?" Zod asked with a smile, all too well aware of his vessel's acquaintance with Kal-El. He very much wondered if this man's reaction would be anything like the girl's. "Kal-El is The Last Son of Krypton."

"Kal-El?" the vessel asked, his brows furrowing. "That was who the two aliens asked for after the second meteor shower. Who is Kal-El?"

"I believe," Zod said slowly, reveling in every word, "that you know him as 'Clark Kent'."

His vessel's jaw dropped. "Clark Kent is the last of a dead civilization?" he asked, his expression abruptly changed to something very determined and angry. "Where is Clark?"

"Safe," Zod replied, "But in the same imprisonment that I endured for years. He is safe, and his return is impending."

"No," his vessel said slowly, looking murderous, "you misunderstand me. While I am concerned for Clark's welfare, he has lied to me for far too long, and I look forward to clearing a few things up with him. I have no desire to see his demise, but I do have a few issues to settle with him."

Zod smiled; he and his former vessel were far more alike than he'd ever known. "What are you called?" he asked after a moment of simply watching the anger in the lines of his vessel's face.

"Lex," the man said after a moment. "Lex Luthor."

"Do you choose to join me then, Lex Luthor?"

Lex looked him straight in the eyes for a moment before answering, "Yes."

Zod's lip curled into a smile.

"Each betrayal begins with trust." -unknown

Clark had lost track of time, despite his attempt to count the seconds by the beating of his heart. It had proved a useless endeavor, as all the minutes and seconds had blurred together, and he'd been left even more devoid of hope than before.

He couldn't help the hot tears that slipped down his face, brought on by the thoughts of what his family and friends could be enduring as he sat here, unable to escape. Eventually he cried himself out and, having nothing else left to do, fell asleep.

Lana screamed and banged her fists against a door that seemed to be made of a pure, un-melting ice. It was a worthless pursuit, and she knew that; no one was coming to get her.

The room she was in wasn't exactly large, though neither was it cruelly small. It was, she thought, perhaps the size of her dormitory room back in Metropolis. Of course, her dormitory hadn't been completely devoid of furniture, and it certainly hadn't been made of ice.

Everything in her life had been turned upside down. She hadn't trusted Clark, and the knowledge had shattered something deep inside of her. Everything Clark had done had been to protect her, and she had hated him for it and had deliberately done things to hurt him. If he'd treated her as she'd treated him then, she knew that she could have very easily been dead right now.

The part that caused the most self-disgust was that she'd trusted Lex instead. After all of Clark's warnings, she'd still turned to him, completely disregarding everything Clark had said. She'd treated Clark as though he wasn't even worthy to be in her presence.

And he'd still kept protecting her.

Feeling wretched, she sank down against the door and began to sob. The Earth was in trouble--she was sure of that, though she was uncertain of what part she played in such things. Why was Lex the vessel of this monstrosity from space, and why was she at all important?

More pressingly, where was Clark? The creature in Lex had said that he was safe, but she didn't think that safe by that thing's standards actually meant comfortable or unhurt. Most likely its equivalent of safe was simply "alive".

Lana stared down at the metallic bracelet on her wrist, unsure of exactly how it worked. The creature that had possessed Lex had said it would stop her from leaving this place, but she didn't even know where this place was. It didn't really matter, though, since it was obvious that the bracelet wouldn't come off.

It took her a while, but she finally realized where she had seen the alloy before; the ship that had come down in the second meteor shower. And, if that was truly the case, she knew she didn't have any chance of getting out of this place, because no one had been able to get into that ship. Tears rolled down her face as she leaned her head against the wall. It made her sick to realize how quickly the situation was deteriorating.

"So, what you're telling me is that three of you were exiled to a place called "The Phantom Zone," while two of you and an artificial intelligence escaped in a spacecraft?"

Zod had been pleasantly surprised to find that his vessel possessed an amazing aptitude for learning, as well as a high level of intelligence. The man was clearly above many of his peers, and what he did lack, he made up for in cunning and creativity.

"Indeed," Zod answered simply, not feeling the need to expand on the subject any further.

"And Clark--where is Clark?"

"Kal-El is currently in the Phantom Zone. Having put him there, I control his entrance and exit. I am capable of bringing him back at any time I choose."

"And the others--the other exiled Kryptonians that you spoke of?"

"I must restore their bodies as I've restored my own and free them from the Phantom Zone. It's a simple enough process, but it requires much energy. Without Kal-El's authorization, it is impossible to use this fortress to do it."

"How did you get your body back?" Lex asked skeptically as his gaze roamed around the fortress, still seeming to be amazed by its vast amounts of Kryptonian technology.

"My servant--Milton Fine, as you know him--was able to use Kal-El to penetrate the fortress and infect a portion of its technology. Kal-El wasn't controlled while the process was being completed. As a result, he was able to stop my return, causing an incomplete transfer of power. Therefore, only Kal-El is able to complete this process."

"Then you've got a real problem," Lex told him honestly, "because Clark isn't ever going to agree to that."

"I think," Zod replied slowly, glancing in the direction of Lana's room, "that he might be persuaded to do so, among other things."

Lex remained skeptical. "The only way that you'll get Clark to do anything like that would be to threaten a loved one."

"He is annoyingly selfless, yes," Zod responded with a roll of his eyes. "But he is quite transparent in the matter of his weaknesses. The good are always ridiculously easy to manipulate, and he is no different. His father was the same way, and had I the will to do it, I could have secured my future at the expense of his."

"Clark's father?" Lex asked softly, giving him a searching look.

Zod nodded. "Yes, Kal-El's father. A remarkable man, but far too set in his morals and the belief that anything underhanded was dead wrong."

Lex laughed softly, and Zod was pleased to find it was a chilling sound. "It's a strong case for nature versus nurture."

"Kal-El has his father's eyes," Zod said, his voice dropping to a quiet tone. "Beautiful eyes."

At his words, Lex raised an eyebrow and watched him with an unreadable expression on his face. "Clark's father--were you...?"

"Lovers? Certainly," Zod replied. "But Jor-El would never sacrifice what he believed was right, at least not for my sake. I didn't have the will to destroy him, though he met destruction anyway. It cost me my life, and for years all I thought of was revenge."

"You can't kill Clark," Lex said softly. Zod could see the firmness in his eyes.

So like myself, Zod thought with a bitter sort of amusement. There was anger, but not the will to destroy the person his anger was directed at.

"I don't intend to," he assured him. "Kal-El has other... uses."

"You'll never be able to control Clark. He'll fight you until you kill him," Lex told him confidently, though he didn't seem at all happy about it.

Zod found himself smirking. "Not at the expense of another. Were you terribly attached to that pretty dark-haired human?"

His former vessel looked a little taken aback at that comment. "You've got Lana?"

"Is that her name?" he asked, though he wasn't really overly concerned about it.

"Yes," Lex replied. "Lana Lang."

"No matter. She is here, locked safely away, but close enough to persuade Kal-El that my way is best."

"And what do you have in mind for him?" Lex asked, watching him carefully, almost as if he thought he could stop Zod if he felt he needed to.

"Besides using him to free my companions?" Zod paused and a soft smirk appeared on his face as he added, "I would also be quite interested to see if the son really is anything like the father."

Amused, Zod watched Lex swallow hard as his gaze grew leery. "And Lana?"

"The girl? I couldn't care less about her," he told him simply. "She is a means to an end--a tool to be used."

Lex nodded slowly. "And if I care about her?" he said after a moment, biting the inside of his cheek as he spoke. "If I don't want her harmed?"

"I have no reason to harm her at this point, unless Kal-El refuses to cooperate."

"Let me see her," Lex requested, determination flashing in his eyes. Zod only nodded and beckoned for Lex to follow him.

Lana certainly didn't expect the door to her room to open again this soon, and she was even more surprised to see another man beside Lex--or whoever was in his body. "Who are you?" she spat out, getting to her feet quickly.

"Zod," the man told her emotionlessly.

"Lana, it's me," Lex said gently, watching her face carefully for a reaction.

"Lex!" she shouted, running forward and throwing her arms around him. "I'm so glad to see you," she murmured against his neck as his arms came up to encircle her. Still, there was something stiff about the way he was holding her; it was nothing like how he'd protectively cradled her before, as if she were the most precious of things.

"Are you satisfied now?" Zod asked dryly, watching the proceedings with a disinterested gaze. "She is safe, as I told you."

Lana immediately stepped back from Lex. For a moment she just started at Lex as though she'd never seen him before, and then a look of disgust bloomed across her face. "You're working with him?" she spat out in disbelief.

Lex flinched a little under her words. "Lana--"

"I don't want to hear it!" she yelled, quickly backing away from him. "Clark was--Clark was right when he said I couldn't trust you."

"Clark said that?" Lex asked, a spark of anger igniting in his eyes.

"I thought he was jealous, but I was so wrong. All this time, he's been the one trying to protect me, and I was terrible to him! He was right about you--about everything!"

The anger in Lex's eyes spread to his face, his mouth twisting into a foul scowl. "I gave you everything," he hissed, stepping towards her.

"Get away from me!" she ordered viciously, moving away from him again until she was pressed flat against the opposite wall.

"Clark was the one who betrayed you!" Lex yelled, grabbing her by the arms.

"You've betrayed the world! And Clark didn't betray me; he was trying to protect me!" she shouted. Abruptly, her voice dropped so that it was nearly inaudible. "I was so wrong about both him and you."

"I gave everything for you, Lana," he repeated.

"And it was all a lie! Where the hell is Clark?!" she demanded, drawing herself up and pulling away from the wall in an attempt to gain a little ground. She didn't think that Lex would actually hurt her, but she wanted to feel as though she at least had the power to protect herself.

"And now you're back to Clark again. Your loyalties change as often as a politician's," he whispered. "Perhaps I was wrong," he added, looking back at Zod. The statement left Lana feeling as though Lex was discussing something that she wasn't privy to.

Zod nodded curtly, his eyes sweeping over Lana in a chilling stare. "If you're sure, then we have work to do."

Both men turned to leave. "You didn't answer my question!" she yelled after them.

"Clark is fine and will return soon," Lex said coolly, not bothering to turn to face her before he and Zod exited the room

Lana said nothing more, as she was sure it was a lost cause. She couldn't believe she'd been wrong about so many things in the past year; and the worst part was that she had a feeling that her mistakes were only starting to come to light.

"Humans will always betray you, Lex Luthor," Zod told Lex as they left Lana's room.

"I was human, you know," he reminded Zod darkly, feeling as though he had no good humor to spare after his confrontation with Lana.

"And you were undoubtedly as unreliable as the rest," he replied with a small smirk. "But that burden has been removed from you."

"And replaced with an equally heavy yoke," Lex pointed out. "Clark has lived with this all his life?"

"Kal-El wants nothing more than to be human."

"He was raised by humans. Can you really blame him for wanting to fit into the world in which he was raised?"

"I suppose not," Zod admitted as they rounded the curve in the wall that led to the main chamber of the fortress. "But it is disgraceful, no matter his reasoning."

"And now? Will he turn back to his heritage?"

"It is not my main concern. However, Kal-El is important, as only he can release the others. He alone can operate the main points of this fortress--Jor-El made sure of that when he designed it to respond to only someone of his bloodline."

Lex nodded and Zod got the impression that he was relieved. "Then, what, he'll sit around with Lana all day?"

"Perhaps not," Zod said with a mild smirk. "He shall have his uses."

Lex's face remained stoic. "When do you intend to bring him back?"

"Now," Zod murmured, a cold smirk spreading across his face.

"Now?" Lex echoed.

Zod stepped up to the main center and reached for a crystal. Holding it as though it were made of finely woven glass, he slipped it into a nest of crystals that served as the main intelligence of the fortress. Almost immediately, the crystal began to glow a mix of dull primary colors. The colors quickly began to intensify, and soon streams of light shot out the tip of the crystal and came to rest in a very distinctive pattern on the ceiling of the fortress.

"What is that?" Lex asked, tilting his head back to look at it.

"That," Zod replied as he stared up at the mix of red, blue, and yellow, "Is the crest of the house of El."

Zod was the first to tear his eyes away from the familiar symbol, twisting the crystal in its slot. A small, scraping sound could be heard, and then the symbol vanished in a flash of primary-colored light, leaving a large hole in its place.

"What is that?" Lex asked, clearly awed.

"A portal," Zod replied, not taking his eyes from it.

In the very depths of the dark space, an indistinct figure was visible. As it came closer, the image sharpened, and a two-dimensional shape could be seen flying towards the opening of the portal.

Clark Kent was visible within it.

The shape drew closer, the figure within it becoming more distinct, until it finally slammed against the sides of the portal. As if it were a shape coming alive off a picture, Clark Kent was thrown forward onto the floor before them.

Clark was lying in the corner of his prison, lost in slumber, when the zone began to vibrate. He'd just awakened, and so he raised his head slowly, looking around for anything that might have caused the change.

When he saw nothing, he raised his hands to the wall again and pushed. The vibrating ran up his arms and through his body. It felt... good. As the vibrations were running through him, rainbow light suddenly begun to stream from the walls and encircle him.

"What?" he gasped, becoming shocked when he could hear his own voice.

The light consumed him and began to intensify until Clark could no longer see. In just a few moments, his prison had gone from being ensconced in a blinding darkness to being illuminated by a light so bright that he was still unable to see. Clark screamed as the light blinded him.

As before, the light seemed to be entering his mind, but this time it was all white light. Instead of shutting down, he was starting up. Before he could get a grasp on what was happening, though, the light consumed his mind and consciousness fled him.

"If absolute power corrupts absolutely, does absolute powerlessness make you pure?" -Harry Shearer

Clark flew from the portal, landing unconscious in an undignified heap on the floor. Zod and Lex refrained from going to him in favor of simply observing how the scene played out. They were not disappointed, as after a moment Clark stirred slightly and pushed himself upright.

Clark's back was to the other men, facing an icy wall of the fortress and allowing Lex and Zod to watch him undetected as he brought a hand to his temple as if in pain. He remained on the floor for a moment before climbing to his feet, fear obvious in the tense nature of his stance. When Clark looked behind him and noticed Zod, the fear doubled.

It took Lex a moment to realize both Clark and Zod had moved, and a moment longer to understand that he could move like that as well. The world took on a whole new dimension for him when he put that epiphany into practice. As he began to move, his reality blurred around him, leaving only Zod and Clark in clarity.

Zod grabbed hold of Clark and tried to turn to slam him into the wall. Clark's expression of shocked anger was a rare display of malevolence for him, and the sheer intensity of the expression surprised Lex; he hadn't known Clark had such emotions in him.

Everything slowed again as Clark was shoved against the wall and pinned in place by Zod. The element of surprise was an effective tool, Lex decided smugly, watching Clark struggle.

"Let me go!" Clark shouted angrily, shoving against Zod in utter futility.

"I gave you the option to join me, but you declined, Kal-El," Zod reminded him as an expression of dark amusement twisted his features.

"I won't help you destroy the world!" Clark spat, pushing hard against the hands that were holding him down. Every line of his body was taut as he strained to free himself.

Eventually that straining paid off; Clark twisted and brought his foot up to connect with Zod's thigh, pushing him back. Zod immediately fell away from him, giving Clark time to right himself and to deliver a punch to the off-balance Zod.

Zod took the blow square in the jaw and flew backwards, slamming into a column of ice, shattering it. The look of absolute fury on his face when he pulled himself unharmed from the wreckage was startling, and Lex found himself thinking that Clark was in serious trouble.

Clark hadn't noticed Lex yet, but as Zod headed at Clark again, Lex thought it would be an ideal time to make his presence known. In doing so[,] he might at least have hopes of distracting Clark.

"Clark!" he shouted. He was quite pleased when Clark turned to look at him, his eyes widening in shock.

Zod's lips curled into a feral smile. That one moment was all he needed to grab Clark and again shove him up against the wall. He jerked his head in Lex's direction, signaling him to come help him hold down Clark.

Lex felt strange as he approached Clark and pressed a hand against his shoulder, pinning it to the wall. Clark twisted against him but said nothing, only sparing him a glare full of pure venom.

His other hand strayed up and pushed against Clark's neck, not hard enough to hurt, but just hard enough to cut off a little of his air. Clark's throat muscles worked convulsively against his touch as Clark strained for freedom. Lesser men than Lex would have cowered under the look that Clark pinned on him.

Quickly, however, that look shifted from him to Zod. Zod smiled wickedly, and that seemed to infuriate Clark beyond anything that had yet happened. The boy's lips curled into a snarl, and his face became a mask of rage. At first, Lex thought that Clark's eyes only looked red because he was imagining how angry Clark was, but then he realized that they were really turning red--a dark, angry red that could only mean trouble.

The next thing Lex knew, there was a beam of slightly wavering quality, and Zod was flying backwards again and crashing into a stanchion of crystal. He slammed straight thorough it, only to have the structure re-grow a moment later. Before Lex really had time to analyze the situation, however, Clark was shoving against him as well, leaving him with very few good options.

He took the first option that came to his mind, which consisted of grabbing Clark's arm and roughly turning him around before wrapping his left arm around Clark's neck. "Feels a little different when you're the one who's helpless, doesn't it, Clark?" he whispered into Clark's ear as he held him tightly.

Clark strained against him, grabbing at his arm and trying to pull it off as he simultaneously attempted to kick him. "I'd advise against that," Lex murmured again, tightening his hold just a little. "It won't get you very far, and I'm not patient enough to wait for you to learn that."

"Son of a bitch," Clark hissed, speaking made difficult by his constricted airways.

Footsteps behind them signaled that Zod had gotten up and was fairly unharmed. "That is something that you had better never try again," Zod growled, his mood obviously having declined from its already less than altruistic position.

Clark had momentarily stopped straining against Lex, instead only resting against him and listening to Zod's words. "Are you Zod?" he asked after a moment.

"In the real flesh," the older man whispered, his tone venomous and threatening.

Clark moved against Lex a little, attempting to subtly test the limits of his captivity. "I won't let you destroy the world."

Zod came forward, moving between Clark and the wall. At the movement, Lex slipped a hand around Clark's waist, holding tightly as Clark tensed like a lion ready to spring. There was no doubt in Lex's mind that Clark was planning something devious.

Zod stood simply starring at Clark for a moment, before extending his hand in a copy of what he'd done in the barn. The only difference was that this time he actually settled his hand on Clark's face. "Your father's eyes," he muttered, gently stroking Clark's cheek with his thumb.

Clark tried to pull back, but his head was trapped between Lex's shoulder and Zod's hand. Desperate to get away from the touch, he began to struggle against Lex again.

"You might want to rethink that decision as well," Zod told him softly. Even Lex had to shiver as Zod looked Clark over, taking in his struggles with a sort of hungry leer.

"Nothing that you could say could possibly make me let you do that," Clark whispered.

Zod raised an eyebrow, and even Lex had to laugh inwardly at what he knew was impending. "What do you think you can do to stop me?" Zod asked as he gave Clark a cold smile.

His smile gave way to a sadistic laugh as Clark replied, "I'll find something."

Lex couldn't see Clark's face, but he felt his muscles stiffen under his hold. "What did you do?" Clark whispered, his voice dripping with anxiety and distrust.

"After I invaded the vessel that you fought so valiantly to save, this weak, dark-haired girl came to me and proclaimed her loyalty. Unluckily for her--or perhaps luckily--she was too convenient a tool to waste."

"Lana," Lex heard Clark whisper, his struggles doubling, "What did you do to her?" he shouted, desperately trying to claw Lex's arm off his neck.

"Tucked her away for safe keeping," Zod said simply, appearing disinterested.

"Let her go!" Clark ordered. Turning his attention to Lex, he spat out, "Lex, how could you let that happen? I thought you cared about her!"

"Oh, Clark," he said with a laugh, "I thought that you'd already decided that I don't care about anyone but myself?"

"Why would you do this?!" he demanded again, fear and anger evident in his tone.

Lex squeezed Clark tighter, loosening his hold only when he heard him choke and gasp for air. "Because she turned on me, and perhaps I was offered something better," he replied honestly.

Zod had watched the interaction with apt interest, his keen eyes and shrewd senses filing everything away--Lex could see that in just his eyes alone. "I suggest that you stop struggling, Kal-El," he recommended, his voice low, "As you've no control over what happens to your pretty friend."

"Don't hurt her," Clark hissed, though his struggles stilled immediately. "Please."

Zod smiled, and the sight was chilling, even to Lex. "What would you do to insure that she will remain unharmed?"

"What do you want from me?" Clark asked, pushing back against Lex in an attempt to shift to a more comfortable position, as Clark's two or so inches over Lex were forcing him to bend slightly backwards in what appeared to be a very uncomfortable pose.

Zod raised his hand to Clark's face again, and, though Clark flinched, this time he made no move away. "Better," Zod said softly.

"What do you want?" Clark asked again.

"Everything," Zod replied bluntly. "I want you to do everything that I say." With a nod to Lex, he added, "Release him."

Lex did so, and Clark fell backwards a few steps away from him, rubbing his neck. Slowly, clearly knowing that he'd gotten himself into a dangerous and utterly precarious situation, he raised his eyes to focus on Zod.

"Don't hurt her," he repeated.

"You don't wish for her to be hurt?" Zod asked, his tone almost seductive as he narrowed his eyes.

"No," Clark responded nearly inaudibly, though his voice was completely clear. "I don't."

Zod's lips curled upward in a smile resembling a sneer. "Then you will do everything that I say."

Clark visibly swallowed, his jaw clenched impossibly tight. Lex noted that his hands were balled into fists, and he appeared to be shaking slightly, though out of rage or fear Lex wasn't certain. Clark's whole appearance suggested that he desperately wanted to defend himself, but that he was not at all sure how to do so.

Almost so quietly that Lex didn't hear it, Clark replied, "Just don't hurt her."

"If you uphold your end of the agreement, then she will remain unharmed," Zod promised, his eyes sparkling like someone who had just won a substantial victory.

Clark nodded slightly, his shoulders slumping. Lex was aware that Clark knew that he'd just lost the most important game he'd ever played. Surprising himself, he felt his heart go out to him as he realized that Clark really did have the weight of the world on his shoulders.

"Perfect," Zod responded. His eyes were half-lidded with pleasure at what he was clearly considering his newest acquisition. The look of intensity in Zod's gaze left Lex with no doubt that Clark was in for a tough run of it.

Still displaying a complacent look, Zod turned and headed back towards the main intelligence center of the Fortress, though he gave no reason for doing so. Clark followed, his eyes sweeping over everything in what Lex assumed was an attempt to find information that could help him.

Zod walked over to the main console of crystals. Once there, Zod withdrew a black crystal from his pocket. Clark looked at it with obvious trepidation, and Lex could practically see the gears of his mind working furiously. He could almost imagine the things that Clark was thinking: Was there a way to stop this? Could he somehow get rid of Zod? Where was Lana?

"Take it and put it in the opening," Zod instructed, watching Clark carefully.

Clark hesitated, and Zod gave him a potent look. The look apparently reminded Clark of just what was at risk, and so, with a shaking hand, Clark reached up and grasped the crystal firmly, turning so that he was in front of the crystals. Glancing at Zod, he raised his hand, extending the object in his grip towards its destination.

And then his hand faltered and fell away.

"How do I really know that you've got Lana?" he demanded, fixing Zod with a determined glare.

"Is it a risk you are willing to take?" Zod asked with an amused smile.

Clark fixed him with a hard stare. "For the sake of the world, I think I have to," he answered, his tongue darting out to wet his lips in a nervous gesture.

Zod laughed, but he didn't seem at all put off by Clark's reservations. "Scan the fortress."

Lex was surprised that Clark hadn't already, but he supposed that he was overwhelmed. Even so, with a wary glance at Zod, Clark did turn and use one of the powers that Lex hadn't known he'd possessed until he himself had gained it.

Clark's expression shifted from surprise to horror, and Lex knew with certainty that he'd found Lana. When he turned back to Zod, his face had become pallid, holding none of its usual golden color.

"Humans die easily," Zod murmured, seeming unconcerned. Despite his tone, however, his eyes never left Clark. "She's no different."

"What will happen if I do what you say?"

"Is Clark Kent weighing the cost of life?" Lex asked with a malicious laugh, the words tumbling out of his mouth before he'd even realized he'd spoken. Once they had he felt a stab of regret, though certainly not enough to make him apologize.

Clark didn't even bother to face him. "I can't sacrifice the world for one person."

Lex had to admit that he admired Clark's logic, even if it complicated their plan. "Do you want to see her die?" Lex asked smoothly, aware that he would have a better chance at convincing Clark of this than Zod would. Calmly, he slipped by Clark and to stand in front of him. He knew Clark's weaknesses, and he knew what buttons to push.

"You know the answer to that," Clark replied quietly as their gazes locked.

"Then you've got one choice to make."

"And I'll doom the world. I can't exchange one life for the billions on the planet."

Lex was surprised at himself when he reached up and ran the tips of his fingers down Clark's cheek. He reveled in the shiver that went through Clark, and he watched him close his eyes tightly, almost as though he were trying to block out all evidence of the touch.

"What about your life, hmmm?" Lex muttered, applying pressure on Clark's jaw until he turned his head and Lex was able to run his fingertips down Clark's neck. It was amusing to see the gooseflesh break out at his touch.

"I'll give it for the world."

"Your altruism is inspiring, but it will get you nowhere. And what about your mother, Clark? Do you know where she is?"

Despite the fingers that had now trailed back up to the underside of his cheek bone, Clark's eyes shot open immediately. "What did you do to my mother?" he demanded, pulling away from Lex's touch.

"You're a fool, Kal-El," Zod announced softly. "Your mother and her assistant were headed for their deaths before you even arrived here. They are likely already dead."

"No," Clark breathed out.

"Yes," Zod replied simply. "And they won't be the first or the last. I've a virus--collected for me by my loyal servant that is known to you as Milton Fine--which could wipe out humankind."

"But you won't use it," Clark countered, completely ignoring Lex, who was still standing in front of him, watching his face as the emotions flickered across it.

"Not on everyone," Zod admitted with a sneer. "But how about a demonstration? Would you like to see a small third-world country wiped out? Would you enjoy that? Would such a demonstration prove to you that I will get what I want?"

"You couldn't isolate the virus; it would spread to the whole world. I think you're bluffing," Clark said slowly, his eyes narrowing as he played an emotional game of chicken with Zod.

"A heavily populated island somewhere? Do I still bluff, Kal-El?"

Lex saw it when Clark backed down. If it had only been Clark himself who was being threatened then he would have doubtless taken whatever was thrown at him to keep Lana safe. With the whole world at stake, however, he hadn't been able to do that, and so he'd tried to negotiate. It was clear that he knew he'd failed, and it was also obvious that he was also aware that he was completely out of options.

"I could kill her as a demonstration."

"No," Clark said quickly. "No."

"Then you will take that crystal and put it where I have directed you. If you do not do so, you will face the consequences."

Clark was out of choices. He had nothing at all left to negotiate with, and so he raised his trembling hand to the clump of crystals, and in a motion too quick for the human eye to register, he shoved the crystal in.

Both Clark and Lex shrank back when the fortress began to shake and everything was cast in a murderous red light. Zod, however, not seeming to be startled by the events, was watching as a portal opened up.

"Return, my friends, my comrades!" he shouted, holding out his arms as he approached the portal. "Return!"

"No!" Clark shouted. Seeing Clark go for the crystal, Lex quickly shot in front of him and caught his hands. "Get off, Lex!" he spat, trying to knee Lex in the stomach in hopes of dislodging him.

Lex had no intention of letting go, and so he roughly shoved Clark flat on his back on the ground. From there it was remarkably easy to pin Clark's wrists while he sat on his thighs.

Clark fought under him desperately, protesting as the figures in the portal become clearer. Lex had positioned himself so that he was facing the portal, leaving Clark to grind his head into the ground as he arched his neck in order to get a good look.

Lex could only watch with open-mouthed awe as the two-dimensional shapes flew forward. Zod stood in front of the portal, his eyes fixed on it with startling concentration. The shapes were drawing nearer by the moment, each passing second allowing them to become more pronounced. Lex could feel Clark straining from beneath him, but he ignored him in favor of the sight before him.

In a matter of moments, the shapes hit edges of the portal, and their occupants were thrown forward, popping up into a three-dimensional view as they hit the floor.

First among the figures was a tall man with dark hair and violent looking eyes. Those eyes fixed on Zod, and something in them melted to reverence. "General Zod," he said almost reverently. "You have recalled us."

The woman at his side stood up, her dark hair accentuating the sharpness of her features. If it hadn't been for the look of pure misanthropic nature on her face, then she might have been fairly attractive. But even as the first man spoke, her eyes were drawn towards Zod. She also seemed to hold him in great esteem.

When Lex's eyes settled on the other two, he felt himself gasp simultaneously with Clark. These two creatures were the ones that had accosted him in the cave after the meteor shower, and only now did he realize that they'd been looking for Clark. His anger roared up again as he realized that was just another thing that Clark had lied about.

The last two Kryptonians did not seem to notice Lex, either, as all their attention was devoted to Zod. The woman was smiling softly, and Lex noted that her face, while harsh and determined, was not disfigured with emotions, as was the first woman's face.

The second man was simply stoic, his glance falling from Zod to his companions and back again. His dark skin seemed a startling contrast to the stark whiteness of the fortress.

"General Zod," said the first woman, finally speaking, her eyes remaining on Zod.

"Ursa," he replied.

"How has this happened?" the second woman added, looking around her in wonder.

"Aethyr," he replied. "It was no small feat, I am sure you are aware. But you've this young man to thank for your freedom, for only he could be the one to insert the crystal."

Zod's gaze strayed past his followers to Clark. All four Kryptonians immediately stepped aside for Zod as he walked through their ranks, coming to stand over Lex and Clark. "Let him up," Zod told Lex calmly as he watched Clark with all the characteristics of a lion about to go in for the kill.

Lex easily extricated himself from Clark and stood up. He met Zod's eyes as he did so, making it clear that he was neither Zod's disciple, nor did he worship him as the others seemed to. He would have power as Zod himself did, or he would become an enemy.

Zod turned his attention for Lex to Clark. Lex could see fear and the stubborn desire to fight in Clark's eyes, and he knew that, despite how much like his father Zod claimed Clark was, he was also very like Jonathan Kent.

"This is Kal-El," Zod said deridingly, coming to stand in front of Clark. Their eyes met and Clark's jaw clenched, his lips thinning to a straight line, while Zod merely smiled.

"Son of Jor-El?" the woman Zod had called Ursa asked, becoming intrigued.

"Indeed," Zod replied.

Clark's eyes glowed with an enormous fury. "My father is Jonathan Kent."

Zod laughed as he stepped forward and grabbed Clark by the neck, slamming him back up against a wall so that his toes were barely even skimming the floor. After all of the times Clark had put him in that position, Lex had a very hard time feeling sorry for him. If not for the absolute coldness of the way that Zod was regarding him, then Lex might not have pitied him at all.

Clark's hands shot up to pull at Zod's arms, but Zod brought his other hand back and subsequently slammed it into his face, causing Clark's head to snap back and slam into the wall.

"Jonathan Kent was a human and a fool."

"He w-was a better m-man than you," Clark rasped out.

Zod's formerly cool features twisted into anger, and he slammed Clark into the wall several more times until the boy was gasping and wheezing heavily for the air that had been forced from his lungs. "He was a human. For a Kryptonian such as you to desire to be like him is a disgrace," he spat before dropping Clark to the floor.

Clark curled into a fetal position as Zod stood over him. His pain was obvious, and lesser--or maybe smarter--men than Clark would have simply stayed down. "You are incredibly lucky that you are the son of Jor-El, for if you had not been then I would have killed you by now."

Lex swallowed heavily, because despite his anger at Clark and the darkness that he could feel continually encroaching on his soul, he had no desire to see Clark dead. Hurt and degraded perhaps, but not dead. If he were really honest with himself, he was even willing to admit that he didn't want that hurt to last--he only wanted it there long enough so that he could feel as though Clark had been paid back for all the heartache that he'd caused Lex.

Clark made a valiant effort to push himself to his hands and knees, just barely succeeding. He was still wheezing heavily, and when he spat blood from where his tooth had driven into his lip, he seemed surprised.

"Not used to seeing your own blood, are you, Kal-El?" Zod asked, his tone quiet and almost like a lover's.

The cold, harsh female laugh startled all of them. When Ursa moved forward, her walk was self-assured and completely confident.

Striding over to Clark, she knelt on the ground next to him, cupping his chin to get a good look at him. "Your father condemned Zod, Non, and me to the Phantom Zone with no regard to our lives," she whispered. For a moment after that she did nothing but finger his face. Then the touch became vicious, her eyes flashing with anger as she dug her nails into his flesh.

Clark struggled fervently to get away, but she brought a hand up to the back of his neck, holding him there. "Is he truly his father's son, Zod?" she asked with a soft smile.

Clark should have been able to get away, but having been slammed into a wall by someone of his own strength had not been easy on his body. The way he winced when he struggled, the way he moved, the stiffness of his body--it all pointed to pain.

Lex didn't care. Clark was finally going to understand what it felt like to be hung out to dry, to be abandoned by someone you'd called a friend. He wanted Clark to feel that, and he wanted every minute of it to be agony. Every nerve of his being was alert as he watched Clark.

Zod said nothing at first, and then his lips broke into a nasty smile. "Perhaps. Though, he's been raised by humans. I shall never understand what Jor-El was thinking."

Clark shivered under Ursa's touch. She noticed, and seemed to take perverse enjoyment in it, digging her nails into his neck further. "Stop!" he shouted, trying to pull away again.

"Don't torture the boy, Ursa," Zod said, though it didn't sound as though he cared much.

A dark look came over Ursa's face, but she merely dropped Clark, gave him one last kick, and moved away. The kick caught Clark squarely in the ribs, and he was left lying on the floor.

"As I said previously," Zod continued, addressing the four Kryptonians, "You have that boy to thank for your release. Without him I could not have done it, as Jor-El programmed this fortress to respond only to his own DNA."

"He has done his part, now we should dispose of him," suggested the man that Lex had heard called Non.

Zod shook his head slowly, glancing back over at Clark, who was watching them with blurry eyes from the floor. "No, I think that I'd eventually like to see just how like the father the son really is."

Ursa looked particularly unhappy at that declaration, but she said nothing. The others looked as though that wasn't such an odd thing, and, honestly, Lex could definitely see how Zod wanted to conduct that particular piece of research. He himself had always had a desire that he'd made sure to keep well hidden.

Still looking almost anticipatory, Zod made his way over to Clark and locked a bracelet that was identical to Lana's onto his wrist. When Clark felt the cold alloy touch his skin, he weakly raised his head to look at Zod through unfocused eyes.

"You could still join me," Zod murmured, sitting back on the balls of his feet to look at Clark with something that Lex read as regret at not getting what he would have ideally liked. That thought was confirmed when Zod brought his hand up to brush back Clark's bangs in a gesture akin to tenderness.

"No," Clark said, blood dribbling slowly from the corner of his mouth. Nevertheless, there was no mistaking the conviction with which he spoke.

"We will see," Zod said confidently as he stood up.

Once on his feet again, Zod looked around. "There are many rooms in this fortress; take any that you would prefer."

"There is no one here to attend to our needs," pointed out the woman that Zod had called Aethyr.

Zod scowled slightly. "Yes, that is true. If it pleases all of you, then you may go to Earth and return with humans. After all, in the imminent future they will all answer to us."


Clark had definitely managed to make himself heard this time. All heads turned to look at him, and Zod sighed.

"Foolish boy," Ursa muttered in annoyance under her breath.

Clark pushed up onto his side, getting one arm under himself. "Don't hurt them," he said; it was an order, not a request.

Zod caught the implication and narrowed his eyes in turn. "You've always wished to be a human, Kal-El. Perhaps in this case it will suit you."

Clark's jaw clenched and his lips drew thin in anger. "My adoptive race is ten times what you are."

Lex found it almost amusing to watch the power struggle between the two men. Zod was dark, hard and determined; Clark was his complete opposite. The one thing they had in common, however, was their absolute refusal to move on their positions.

"The human race is primitive. Even your father said so, and he sent you to be one of them. You would have been better off if you had died," Zod told Clark, his dark eyes glittering with malice.

Clark swallowed hard, shaking slightly with the exertion of holding himself up. "Jor-El must have seen some good in this planet," he whispered. "He came here before, and he fell in love with a human."

Apparently that was the wrong thing to say, because everything in Zod's being suddenly screamed anger. Lex wasn't sure exactly what Clark was talking about, nor was he sure why Zod was so angry about it, but he was certain that Clark was going to pay for whatever that statement had meant to Zod.

"Power can be taken, but not given. The process of the taking is empowerment in itself." -Gloria Steinem

Zod had left the room directly after Clark made the statement about his father and his brief stay on earth. Clark had to admit that he'd found some small amount of satisfaction in the point that he'd angered Zod; it almost made him feel as though he'd won a miniature victory.

It appeared that miniature victories were the only kind he was going to win, however, as he was clearly outnumbered. He'd never before been in a situation where he'd had his powers and still been so helpless. It was scary to be able to lift a tractor, but to know that it would hurt to do so.

The others looked at him with various emotions that ranged anywhere for Ursa's cold contempt to Aethyr's interested expression of lust. None of the expressions were anywhere near comforting.

"Get up," Zod said coldly as he strode back into the room. Something in his gaze told Clark that he was testing him.

Clark stood, keeping his glare fixed on Zod, refusing to drop eye contact. Just because he was without options didn't mean that he had to act like he was.

"Follow me," Zod instructed, and Clark could have sworn that he'd seen a glimmer of sadistic amusement in Zod's eyes, almost as if he was laughing at Clark in advance.

Clark didn't move. "I wouldn't willingly follow you anywhere."

Zod remained with his back to Clark. "I shall say this once more, and only once," he announced quietly, his voice threatening. "If you fail to comply with my orders, I will kill the girl, and I will unleash that virus on isolated parts of the world."

When he finally turned around, Clark was unnerved to see the coldness in Zod's eyes. This was a man that would kill Lana, that would kill thousands-maybe even millions-of innocent people just because he could. If he'd had any doubts about it before, Clark now knew that Zod was not bluffing.

"Am I understood?" Zod asked icily.

Though Clark couldn't fight him, he still forced himself to meet his eyes. "Yes," he spat out, trying not to look at Lex as he said it. It hurt to look at Lex--too much in fact--because Lex had betrayed him, and yet Clark felt as though he was the only one he even had a modicum of a hold over anymore. Everything else in his life was completely out of his control, but at least he could still influence Lex to some degree...couldn't he?

When Zod began walking forward, Clark followed without a fight. There was nothing to say, and he didn't want to try Zod's patience and end up having Cuba or some other isolated but heavily populated island annihilated just so that Zod could prove the validity of his claims.

He couldn't help but briefly look at the faces of Ursa and Lex as he walked by. Ursa was looking at him with such detest that he found himself wondering if she could incinerate him with heat vision.

Despite Ursa's venomous countenance, it was Lex's expression that really hit Clark hard, because Lex looked almost cold. Maybe there was a little bit of pity there as well, but what hurt so badly was that Lex didn't look like he regretted doing this to Clark.

Grudgingly, Clark followed Zod from the room. He tried to shut his emotions down, as he was well aware that showing Zod that he was angry or scared would only fuel his sadistic nature. If he could just remain calm, then perhaps he could get out of this fairly unscathed.

Clark's thoughts were interrupted as Zod stopped in front of a door. As Clark watched, the door opened immediately, revealing what appeared to be living quarters.

There was everything that could possibly be needed here. At the farthest wall was a large bed that's base appeared to be solid crystal, the bed itself having what looked to be something like animal fur coverings. Clark imagined they were Kryptonian in origin, though he had no idea if that made them significantly different from what would be found on Earth.

On the left side of the room sat a crystal that had sprouted from the floor, branching out in the shape of a mushroom and making for a very nice table. There were small blocks of chairs that sprouted from the floor next to it, as well.

The real oddity for Clark, however, was the sink. It seemed to be a basin crafted from the same metal alloy that his bracelet was made of, and it was set in a stand of the same crystal as the bed and the table. The water within was pink in coloring. Zod caught him looking at it and grinned, amused at Clark's fascination.

Not taking his eyes off Clark, he slipped his hand into the dish. Clark was amazed to see that the water was not at all disturbed; that it allowed Zod's hand to slip in. It unnerved him to see that the movement created no ripples.

"Our civilization was thousands of years beyond yours, Kal-El."

Clark narrowed his eyes as he looked at Zod, his rule about showing no emotion forgotten. "This primitive race was good enough to raise me. I'd be nothing without my human parents," he hissed. He wanted Zod to understand that--to understand that he was Clark Kent, first and foremost, and that Kal-El, son of Jor-El, was only a secondary part of who he was.

He got his point across, though he quickly decided that wasn't a good thing when he saw Zod stiffen, all attempts at civility vanishing. "You father was an amazing man," he told Clark. Anger laced his tone, subtle and hidden like a disguised bomb waiting to go off.

"Yes, I suppose he was," Clark replied.

"Smart, loyal, and annoyingly sanctimonious," Zod murmured, circling Clark as he spoke.

Clark forced himself not to follow Zod's movements, letting him circle. It was an unpleasant realization when Clark noted that Zod was much like a predator circling its prey.

"Beautiful, too," he added absently. "But this planet corrupted him."

"He fell in love here," Clark remembered verbally.

Zod scowled. "And he returned to Krypton a changed man--his values had changed, as had his way of viewing life. Suddenly, I was given an ultimatum--though it was never a spoken one--to change or to lose what I had with him."

Clark swallowed, fear settling heavily in his stomach as he reached the realization of what Zod was saying. "You and Jor-El..." he began, but trailed off as he was unable to finish the thought out loud.

"Were lovers," Zod said simply, seeing no shame in it. "Until the time when he came to Earth. As I said, he returned home changed, and it suddenly seemed to him that I was on a path to darkness, to corruption. I was no longer something he wanted to be associated with."

"My mother--Lara?" Clark murmured, his words more a question in statement form.

"Was much more suited to him. Beautiful, smart, kind, loving--he loved her greatly. I was deliberately forgotten."

"Are you looking for condolences? Because you won't get them here," Clark spat out, working furiously to control the urge to use his heat vision on Zod and see how long it took him to feel something.

"I am in no way looking for condolences," Zod replied with a soft laugh, suddenly stepping very much into Clark's personal space. "I simply want to know if the son is like the father."

Clark could have sworn that his blood congealed in his veins, and he was sure that his eyes had gone impossibly wide. Everything seemed to stand still for a moment as the full realization of what Zod was saying crashed over him.

"I will never--I am not my father!" he shouted, finding that he was suddenly breathing far too hard, and his heart was beating too fast. The worst part was that he was certain that Zod knew that.

"Take your clothing off," Zod ordered.

Clark did nothing at first, unsure of what to do. What Zod had just ordered--that was horrific. But he had Lana to think about, as well as the thousands of people that would be killed if Zod set a virus loose.

As if he knew what Clark was thinking, he said, "Should I send for the girl? Perhaps she could join us--it's rather pleasant to use someone as you slowly drain the life from their body. There are so many ways you can do it. Perhaps I could constrict her airways as I took my pleasure? You could watch her slowly suffocate while I satisfy myself."

Clark could feel himself pale; the image of Lana bloody and broken was still far too fresh in his mind from the accident. He couldn't let anything happen to her or to anyone else--not if he could help it.

He reached to pull off his red jacket.

Zod smiled.

He could have sworn his world was crashing down around him.

"You've your father's modesty."

"Whatever I'm doing here, whatever happens, I'm still Jonathan Kent's son," Clark replied coldly. Removing his jacket wasn't as easy as it should have been, because it was nearly impossible to stop the shaking of his hands.

The rough gripping of his chin and the harsh kiss that followed were not altogether unexpected. Clark had never kissed a man before, nor had he ever experienced such a rough kiss. He could feel his lip slice open under the pressure, but the taste of blood did nothing to deter Zod.

This man seemed to live on the blood and fear of others.

When he pulled away, he only did so a fraction of an inch. "You are Kal-El, the son of Jor-El. Clark Kent is dead," Zod corrected him when Clark pulled away.

"I am--" Clark tried to protest.

"Not Clark Kent," Zod finished for him, gently running a finger down Clark's jaw.

Clark remained stiff as he did so, his fists clenched in balls of rage at his side. Every muscle in his body was painfully tense, but he did nothing to stop Zod. Up until this point he had thought that Kryptonite was the only thing that could make the blood boil in his veins.

Zod regarded him coolly. "You will not protest this point any longer if you care anything for the people you claim to try to protect."

Clark ground his teeth in aggravation but didn't say anything. He wanted nothing more than to reach up and slam Zod into a wall and hold him there--to make Zod feel the frustration and helplessness that he was feeling.

A soft tug on the hem of his blue T-shirt reminded him of his task, and though he loathed the thought of it, he stripped it off over his head. "You are made as your father was," Zod breathed, and Clark fought to tolerate the hands tracing the lines of his chest.

"Move to the bed."

Clark nearly refused, and only the thought of Lana on the asphalt of a Kansas highway, covered in her own blood, bleeding and broken, stopped him. He would have to do this--there was no other option.

The few steps across the room to the bed seemed far too short, as did the distance from standing to lying. He hadn't been wrong when he'd guessed that it was animal fur on the bed. Whatever creature it had come from had been amazingly soft, and despite Clark's disgust and discomfort, the fur felt good on his back when he laid on it.

Clark was sickened that his father had ever willingly done this. As an adopted child, he'd always tried to picture his parents a good way. This just seemed to completely taint the only knowledge he had of them--his father, at least.

"Take off your pants," Zod said simply, coming to sit next to him. He propped himself up over Clark's body, placing his arm on the other side of Clark's legs.

Though every bit of Clark's body protested, he toed off his shoes and socks. All the while, Zod's gaze never left him, and the hungry look of it frightened Clark.

As he undid the buttons of his jeans, the shaking of his hands grew worse. In so many ways this made him feel as though he were tying a noose around his own neck, and the knowledge made his heart thud madly in his chest. He desperately hoped that Zod couldn't hear it, but from Zod's possessive and more than a little sadistic smile, he was fairly certain he could.

It appeared Zod thought Clark was taking too much time removing the offending articles of clothing, for he simply reached down and pulled the pants off once Clark had undone their fastenings. He took the boxers with them, and Clark was horrified to realize that he was completely naked.

Zod's lip curled into a satisfied smile as he looked down at Clark. Clark, embarrassed, shifted to cover himself, but a hand on his chest stopped him.

"Don't," Zod commanded him, the smile growing more complacent.

It infuriated Clark that Zod had managed to find the one thing that would cause him to allow this to happen. If he'd only threatened Clark himself, then Clark would have gone to his grave fighting. The only thing that could have possibly been used to manipulate him into doing this was threatening others. Zod had been completely correct when he'd said that Clark would feel no greater pain than to see others suffer.

That knowledge was keeping Clark pinned to the bed as effectively as the sturdiest chains.

"Louise McCullum," Zod said after a moment. "Who was she?"

Clark swallowed hard, making a conscious effort not to try to cover himself. He almost wished Zod would do whatever it was he wanted to do and spare Clark the embarrassment of lying on the bed naked.

"The woman that Jor-El fell in love with on Earth."

"I am aware of this," he said sharply, skating a hand down Clark's naked thigh. "But who was she?"

"A small-town girl, the local belle," Clark replied, clutching the fur covers in an attempt to stop himself from pushing Zod away. He thought that this might almost have been easier if Zod had taken away his choice with something harder to break than words.


"Beautiful," he admitted through clenched teeth, deciding that he definitely didn't want to mention that she was Lana's great-aunt.

"She changed your father," he told Clark with an accompanying drag of nails down the soft flesh of Clark's inner thigh. "Made him think that what was good was all that mattered."

Clark couldn't help but shiver under the touch. "His father--he sent him away because he didn't like what he was becoming, didn't he? He hoped Earth would change him."

Zod scowled darkly, his hands finally settling on Clark's genitals. Clark jumped at the touch despite his best efforts not to protest. The move didn't seem to anger Zod, though, as he only said, "His father did not like what he was becoming with me--with our friends. He did not approve of the path he was taking."

Apparently that was all he cared to discuss, as he ducked his head down and placed his mouth where Clark certainly didn't want it. Such warm heat on his cock was hard to resist, though, and he found his hips rising off the bed as a talented tongue did things that Clark most definitely didn't desire from this man.

He could feel himself instantly harden, and he was mortified because this shouldn't feel so good, should it? As the seconds drew by, the fact that Clark could feel his climax beginning to approach made him feel dirty; it seemed to taint the one time he'd had sex with Lana.

And then the heat was gone, and Clark was confused again, as well as more than a little disgusted. Only the thought of what the repercussions would be if he protested stopped him from actually carrying through with an attempt to escape.

Zod took his time touching him, and it scared Clark to think that he was probably being compared to his father. To Zod, he was nothing more than a boy with a resemblance to a man who had clearly been loved in a possessive, dark sort of way.

He'd never felt anything more invasive then when Zod slipped a finger inside of him. He could feel individual hairs of the animal fur coming out under his grip as he clenched his fists to keep from doing something rash. He was desperately afraid to let go, because he was sure that if he did, then his willpower would fail and his hands would fly to Zod's throat in a fruitless attempt at mutiny. Even so, Clark knew himself, and he knew he wouldn't be able to deliver that final squeeze. He wasn't made to take life, and when he failed to do so he'd be in more trouble than he'd been in before.

"You could have joined me," Zod reminded him as he pushed another finger in.

Clark squeezed his eyes shut, desperately trying to block out his surroundings. Joining Zod was not an option, he told himself. His father--Jonathan Kent--would turn over in his grave if he did, though Clark supposed he might do that anyway if he knew of the events that were transpiring at this moment.

"Keep your eyes open," Zod said roughly, pushing a third finger into him. "I want to see your eyes."

Clark forced himself to open his eyes, forced himself to give in to Zod's commands. This type of restraint grated on his every nerve, because it would be so easy to just tell Zod no, to tell him to get off of him, and to not think about the repercussions of his actions.

Nevertheless, he knew which would be more damaging in the long run, and the knowledge kept him still.

It was a strangely empty feeling when Zod took his fingers out, but Clark was not eager to feel filled again. He hadn't realized he'd been inching away until Zod glared at him and grabbed his hips in order to pull him back to the center of the bed.

"I won't hesitate to kill them all, Kal-El," he said ominously. "Everyone you love, dead at my hand. It would not bother me in the least. And you would still listen to me because of the others in the world--the ones you don't even know. I could kill your loved ones just for the revenge that I originally came here seeking."

And he could. Clark knew he could, and that was why he was here, trying to appease Zod. It was still a scary thing to know that so much depended on the details, on Zod's moods, on Clark himself. There were lives hanging in the balance, and they were the only things keeping Clark on the bed.

"I've done everything you've asked," he replied softly, working hard not to flinch when he felt Zod's cock push against his hole.

"And you will continue to do so," Zod told him before shoving roughly into Clark.

Clark gasped at the intrusion; Zod was not being gentle. It was apparent that Clark's pleasure was not at all important, and while Clark didn't get the impression that Zod was trying to hurt him, he didn't think he was trying to avoid doing so either. It wouldn't' surprise Clark, because as far as he could tell, Zod enjoyed seeing others in pain.

Had this been his father at one point in time?

Did he have it in himself to be like this?

Such thoughts sickened him almost as much as the man pushing up and into him, making coherent speech or thought hard to hold on to. Clark had never done this before, had actually never done anything sexual outside of his experiences with Lana. This was new, and he was not enjoying it at all.

Maybe it could have felt good--he really didn't know. But with the exceptions of the occasional brush of his prostate, it felt as though he was tearing from the inside. It wasn't until he felt his passage being lubricated with blood that the thrusts got easier.

Clark was still hard from having had half a blow job, and the thrusts to his prostate finally forced him into climax. It was by no means a fun experience, nor was there any intensity to it as he remembered there being with Lana. That orgasm had been mind blowing, and he'd seen stars afterwards.

This one was simply because the thrusts to his prostate had made it so.

Zod groaned from above him as he filled Clark with his seed, causing Clark to grimace. Once finished, Zod collapsed on the bed next to him as he took a moment to recover from his orgasm. That at least gave Clark time to set his expression back to neutral.

When Zod finally pulled completely out of him, Clark had to stifle a sigh of relief. And when he saw the blood--his blood--on Zod's cock, he had to hold back the growing nausea as well.

"You please me, Kal-El, just like your father," Zod announced after a moment.

At Zod's words, Clark forced himself to look over at him. He was a little frightened at the deadened look in Zod's eyes. It was scary to know that this man had just had sex with him and still felt little beyond possession. More than that, it was downright terrifying to know that Zod would force him into this even though he only had a mild curiosity and a little lust.

"Go," Zod told him after a moment. "You may visit the human if you wish."

It only took only a moment for Clark to gather his clothing, quickly put on his pants, and head from the room as quickly as possible. He tried not to look at the bright red stains on the white fur of the bed as he left, just as he tried to will himself not to show the pain that walking was causing him.

As soon as Clark was out of Zod's sight, he collapsed against the wall of the fortress, resting for a moment as he tried to gather himself together and think of what to do next. Deciding that he should do the obvious first, he put his t-shirt back on. After all, he figured it would be obvious to anyone in this fortress that he'd just had sex if he was walking around without a shirt. At that thought, he remembered that Lana was one of the people in this fortress.


Zod had told him that he could go see her if he wanted, but he didn't think he was ready to face her. He was so, so tired and didn't feel like answering questions, nor did he feel like lying to her about why it hurt him to walk or why his lip was split. And he'd have to lie, because there was absolutely no way that he was going to tell her what Zod had done--what he himself had done.

If he didn't go to Lana, though, he'd end up sleeping in a hallway of the fortress. To make matters worse, he'd probably be discovered in the morning by someone like Ursa. Such a thought didn't appeal to him much, nor did the idea of sleeping on the ground when he ached as much as he did.


He didn't know what made that idea pop into his head, but he found that he was immediately (and to his self-annoyance) considering it. He didn't want to ask Lex for help. Lex had betrayed him, had betrayed humanity itself, in favor of power. To ask Lex for help would be like making a deal with the devil.

But if he was honest with himself, did he really have a better option? Lex had betrayed him, yes, but Clark didn't think that Lex would truly hurt him. He knew that might have been his faith of the best in people talking, but he still just didn't think Lex would do it.

Besides, he knew he needed help, because--as much as he hated to admit it--these wounds had been inflicted by someone of his own strength, and he had little experience dealing with injuries.

Feeling as though he had no other choices, he forced himself to stand up. He winced at the painful burn, but he didn't allow himself to stop or alter his course. Clark didn't even know where Lex's room was, and so the use of his x-ray vision was in order. Luckily for him, Lex hadn't chosen the furthest room away, but instead one that was fairly close.

Clark made it to Lex's room, but once there he found that he was at a complete loss as to what to. Should he knock on Lex's door? Should he just walk in? And once he was actually face-to-face with Lex, what should he say?

He settled for knocking, simply because it seemed less invasive and demanding. Though, really, Clark didn't know how he was being either of those two options, since this was technically his fortress, and he was technically the one begging for crumbs and maybe a little help.

Lex, apparently, didn't see it that way, judging from the half amused, half sadistic look that Clark received when Lex opened the door.

"I thought you'd be occupied for the rest of the night," Lex said smugly, a smirk settling onto his face.

"I..." Clark started, unsure. Hi, Lex, I just got raped and want some help--it really didn't roll off the tongue.

Lex was looking him over, and Clark blushed when he saw Lex raise an eyebrow at the state of his lip. "Play a little too rough for you, Clark?" he asked softly.

This was not what Clark had expected at all. He'd expected Lex to at least help him. The cold indifference and callous jokes about what had happened was throwing him for a loop.

Still, he didn't say anything, not because he was trying to be polite, but because he just didn't have anything to actually say. At his silence, Lex grinned maliciously and said, "Don't you have an answer for me, Clark? I thought Clark Kent had all the answers!"

The look on Lex's face forced Clark back a step, but Lex's hand shot out to grab his arm before he got very far. This had been a mistake, Clark realized, because it was obvious that Lex wasn't going to help him. He wasn't sure what had brought about the change in Lex, but it was a frightening thing to see the darkness in his eyes.

This, he finally understood, was not the same man who had been his best friend for so many years.

"You see what power is--holding someone else's fear in your hand and showing it to them!" -Amy Tan

Lex was more than a little aggravated when Clark showed up outside his door. A quick perusal made it painfully obvious to his practiced eye that Clark had experienced a rough night. He didn't pity him; if anything, he felt satisfied that Clark was finally experiencing what it felt like to be used.

Years of being Clark's best friend had taught him that feeling. He'd been there for Clark-- had protected him and had genuinely cared about him--and all Clark had ever given him was lies. He'd endured it because Clark was important to him, but it had worn at him more with every passing day. To know that the person he cared most about in the world didn't trust him--didn't seem to care nearly as much as Lex cared about him--Lex would never admit out loud how badly that had hurt. And the longer it went on, the more angry he found himself becoming until he realized that he was sinking deeply into the darkness that he'd so long tried to avoid.

It hadn't been Clark's fault--Lex was willing to acknowledge that. He himself had made the decision to take the path that he'd taken, and no one else had made that for him. It wasn't as though he'd been walking the path of righteousness before Clark came around, anyway. Clark's actions might have hurt him, but he was aware that he wasn't the only one who had ever had problems with a friendship. Ultimately, it had been his choice to become what he had.

That didn't mean he didn't still resent Clark for the pain he'd caused him.

And now, when Clark needed him yet again, he could look him in the face and finally cause Clark that same pain. He wanted Clark to know how that felt; maybe then he'd be able to forgive him. Maybe after he saw Clark in pain--because that was what he was sure he wanted--he would feel better.

And so, he shot callous barbs at Clark, and when Clark tried to flee, he grabbed his arm. He was gratified to see the limp in Clark's step when he pulled him inside, as well as the nervous expression on his face. He knew Clark was no expert at reading people, but even he had to see the animosity in Lex's expression.

"So was it anything like Lana?" he asked snidely as he shut the door and released Clark's arm.

Clark just stood there, arms crossed in what might be interrupted by others as a stance meant to be intimidating. Lex smirked; he knew better. Clark was being defensive because he felt vulnerable. The thought curled his lips into a sneer.

"No? Did you like it?" he mocked. "Did you like taking it up the ass, Clark?"

"This was a mistake," Clark said abruptly, turning towards the door.

Lex felt an irrational spark of anger at Clark for not staying to let him take out his frustration. After all Clark had done--all the lies he'd told--Lex thought he was at least owed that much. "Did you always lie, Clark, or was it just after you met me?" he asked coldly.

Clark froze halfway to the door. His shoulders immediately stiffened, as did the rest of his body, and Lex could sense the coming fight.

"I only lied when I had to, Lex," he said softly.

"Which, apparently, was all the time. I would have protected you, Clark."

"You joined an alien dictator in a bid for power. You expect me to believe that you wouldn't have exploited me?"

Clark's tone was icy, and Lex bristled at the insolent attitude. It was irrational, and he knew that, especially because he'd baited Clark. But getting his anger to the surface felt good. He needed this.

"I cared about you, Clark."

"Did you, Lex?" he asked, so quietly that Lex had to strain to hear him, even with his new abilities. "Did you ever really care about me?"

Lex laughed bitterly. "Yes, I did--I still do," he replied, just barely containing the fury in his voice.

"That's why you stole my girlfriend?" Clark retorted, finally turning around. Lex could see the anger in his eyes, and it only served to elevate his own temper.

Before he registered what he was doing, he'd used his speed to shoot forward, grab Clark, and slam him down on the bed, which still held the warmth of his body. Under different circumstances it might have been inviting.

Clark stared up at him with a mingled look of shock and outrage, but Lex only smiled. Clark didn't know, he didn't understand, and Lex was going to make him do both.

"You want to know how much I cared, Clark?" he asked venomously, leaning forward until mere inches separated their faces. His hand settled on Clark's throat, while the other came to rest on the button of his former friend's jeans. With the hand on Clark's throat, he pushed down until Clark gasped for air and struggled against him futilely. Lex grinned; Clark was hurt and didn't have much chance of escaping Lex's hold.

"I cared so much that I hated you when you stopped caring about me. Who made you God, Clark? Who deemed that you got to decide when I was too far gone to redeem? And who gave you the damn right to discard my life as a lost cause?" he hissed angrily, pushing down harder onto Clark's neck.

Clark gasped against his hold, and Lex could see the horror in his eyes. He wasn't going to understand, Lex realized; he was just going to blame this on the darkness in Lex. He would never try to analyze why Lex did the things that he did, because everything was so very black and white with Clark.

What Lex didn't see was that Clark had never meant to hurt him.

"I didn't steal Lana, Clark; you let her go. But that doesn't mean I didn't make sure I was there to pick up the pieces. I wanted you to hurt, Clark. When I care about someone as much as I cared about you, I don't let go easily. It killed me that you just gave up on me. I wanted to see you hurt the way I hurt."

He felt Clark swallow beneath his grip, and it was obvious that he was beginning to grasp the precariousness of his situation. Lex grinned and curled his fingers into Clark's skin, reveling in the softness. It felt good to hold Clark's life in his hands, and while he knew that he wasn't going to kill Clark, the knowledge that he could was powerful. Clark had wielded power over him for so long that Lex was overwhelmingly happy to be in control now.

"And when Lana and I have sex, Clark, it's not her under me--it's you."

Clark's eyes went wide, and Lex felt him try to say something, but he squeezed down harder, choking off the words. "You've got nothing to say. You've taken so much from me, and now I'm going to take something from you. You know why that is, Clark?" he demanded, barely registering that his voice had risen to a shout. Clark stared up at him with eyes full of fear and anger. "Because I'll kill her! She's like you, Clark; she betrayed me, too. She betrayed me because of you. And when I'm done with Lana, I'll move on to any of your loved ones who survive the changes Zod will bring. Are we clear?" he asked, shaking Clark a little for good measure.

Clark slowly, very tentatively, nodded.

"Good," Lex responded roughly as he unzipped Clark's jeans.

Clark shivered, and Lex froze with his hand still at Clark's zipper. For just a moment, because of that shiver, the person underneath him became the same one that Lex had been best friends with--the same one who'd shivered just like that when Lex had found him restrained in a tank at Summerholt. This was Clark. This was the same Clark who had been his best friend for years, who had stood by him, and who had made him feel like he was worth something. No matter what Lex tried to tell himself, the man under him was the same person as his erstwhile best friend.

And, deeply buried as it might have been, he stilled cared about this boy.

That fact made Lex feel as though he'd done something wrong--that he was trying to break something pure--and it aggravated him past what he could handle.

Lex didn't want to feel any dirtier than he already did, though he supposed that it didn't matter so much anymore. He'd made a deal with the devil, and he probably deserved this; but damn it, this was supposed to make him feel better. Seeing Clark like this was supposed to make him feel as though he was finally repaying Clark, but instead he only felt concern and self-disgust. What if Zod had really hurt Clark?

The realization that he was about to replicate Zod's actions slowly began to seep into Lex's brain, and he suddenly saw the situation for what it was: Clark was lying under him, held down, completely vulnerable, and obviously frightened. And he was about to steal the last of Clark's innocence. Lex knew Clark's fears, his hopes, dreams; he knew what this would do to Clark. He was about to rip away the remains of his own humanity. And for what? Revenge? He couldn't take this; he needed time to think.

"Get out," he said quietly to Clark, releasing Clark and climbing off the bed as he struggled to conceal his emotions. Clark opened his eyes and looked up at him, and the pain Lex saw there nearly broke him.

"Get out," he shouted, grabbing Clark's arms and hauling him over to the door. "I--damn, I don't know, I just can't talk to you right now," he growled, shoving Clark out the door.

Once he'd shut Clark out, he leaned against the other side of the door, breathing heavily. The look of surprised betrayal on Clark's face had been gut-wrenching. He felt sick with the knowledge of what he'd been about to do. For all his lies, Clark was an innocent; he wasn't inclined to purposely hurt anyone. Even so, Lex should have felt satisfied by Clark's suffering, if his father's lessons in an-eye-for-an-eye were anything to go by.

This feeling of guilt wasn't supposed to happen.

He was supposed to feel better.

Clark stumbled out of Lex's room, barely making it around the corner before he collapsed. Once on the ground, tears began rolling down his face. He'd been prepared for the possibility that Lex would tell him to get out, that he didn't want to help Clark, but he had never been--never could have been-- prepared for this.

The way Lex had looked at him like he was nothing had broken him, and his words had been even worse. He'd threatened everyone that Clark had ever cared about, and he'd meant it.

And then he'd told him to get out.

Clark rolled his head back against the wall, forcing himself to take deep breaths. He had to calm himself down; he couldn't risk being found by someone in a state like this. He couldn't afford to lose it now, not when his whole world was at risk.

Fatigue pulled on him, and he knew that he needed to rest before he could do anything else. Unfortunately, the reality was that there was a pretty short list of places where he could go. He supposed that he could stay in an empty room, but after what had happened to him with Zod, he really wasn't sure that he wanted to spend the night alone.

Choking back another sob, he hauled himself to his feet and made a valiant effort to stifle the groan that threatened to escape him. He hadn't known it was possible to be in this much lasting discomfort.

He scanned the fortress until he found Lana's petite skeleton in a room far away from the others. Clark wasn't quite sure what he'd tell her, but regardless of that, he started the walk down the crystal halls of the fortress to her room.

Shortly after Clark was gone, Lex pulled his hand back and slammed it into the fortress wall. It didn't hurt, nor did it do anything other than make an indentation, but it at least made him feel better.

As the thoughts and memories began to seep into his brain, he found that he was horribly disgusted with himself for what he'd almost done to Clark. The guilt of what he had almost done was beginning to eat away at him. As a million situations began to run through his head, all of them involving Clark and the repercussions of what had happened, he forced himself to use his newly acquired x-ray vision to look through the walls of the fortress to find Clark.

It wasn't hard to locate him, as no one else was up and walking around the fortress. Even if there had been, the tell-tale limp in Clark's walk would have given the boy away. Watching him walk down the hallway in such pain make Lex scowl in annoyance.

Clark's pain was partially his fault.

Clark's skeleton stopped, and Lex watched him struggle to open a door. Lex flinched at Clark's fight to complete such a simple task and thought, once again, that he'd almost done that as well. He'd almost hurt Clark like Zod had.

Lex didn't know what it was about Clark that made him feel that the boy was different in his eyes from the rest of the world. He wondered what it meant that he felt few reservations about taking life or inflicting pain on anyone else but Clark.

Apparently he did still care about Clark.

While the thought that he didn't care for other's suffering liberated him, it also frightened him. Had he completely lost his humanity? The fact that Clark seemed to be the exception to the rule was baffling. What confused him even more was that he'd thought he'd wanted to see Clark suffer, but now that it had happened, he felt sick.

And he wanted to make sure Clark was all right.

It was somewhat of a shock to see a slimmer skeleton suddenly launch into his view and latch itself onto Clark in what seemed like a hug. Pulling his x-ray vision out a little so that he was able to see the body instead, he identified Lana.

As soon as Lex saw who it was, he bristled in annoyance. Lana had made him think that maybe, for once, he was going to have a happy ending. It was certainly not going to happen with Clark, but she'd given him hope, and if he hadn't been able to have Clark, well, then wasn't the loyal girlfriend the next best thing?

Except the loyal girlfriend had turned out to be less than loyal.

And people who betrayed Lex Luthor usually ended up dead.

"Sometimes your closest friend is your greatest enemy." -Jason Fong

Clark's tired body protested against the effort required to open the door to Lana's room, but after a moment's strain, he was able to push it back and reveal Lana curled against the wall. She had been sleeping, the sound of the door opening and the sudden flare of light woke her, and she blinked rapidly at the sudden intrusion.

"Lana?" he murmured softly, unsure if he was welcome. His fears were put to rest when she launched herself into his arms.

"Clark!" she exclaimed as her thin arms went to encircle his waist. "I'm so sorry I doubted you," she muttered into his chest.

For a moment he just held her, content with the feeling that she was warm and solid in his arms. "Are you all right?" he asked finally, pulling back to look at her face.

"I'm okay," she confirmed, her eyes looking him over, "But, Clark, what happened?"

"It's a long story, Lana," he replied quietly.

"No, Clark," she said sharply, pulling away from him. "I'm a big girl, and I'm part of this, too. I want to know why I'm being held here against my will."

Clark swallowed, looking at her pleadingly. "Lana--"

"Tell me the truth, Clark," she demanded. "For once."

His face fell as her harsh words stung at him. It was always about his secrets, and it hurt him not be able to give them. In this instance, however, he was afraid that he didn't have a choice.

"What do you know?" he asked after a short pause.

Her eyes lit up in what he discerned as hope as she realized that he was going to give her information. "I know that you tried to save Earth, to save Lex, and to save me. I know that you got sent to some place called the Phantom Zone, and I know that Lex was possessed by someone named Zod."

Clark nodded slightly. "Anything else?"

Her eyes fixed on his face, gauging his reaction as she said, "I know that, biologically, you are one of them."

"I'm not working with them, Lana," he murmured, taking her arms gently. "I'd never do that."

"I know," she agreed, placing her hands over his wrists. "I know that you tried to stop it and that Lex has betrayed us all."

Clark sighed. "Let's sit down."

"I warmed the ground up for you," she joked, though the comment fell flat. There was nothing funny about the situation.

Even so, Clark laughed dryly at the comment. "Are you cold?"

"A little," she admitted with a shrug.

Clark sat down, and pulled her against him. She sighed and snuggled into him, content with the extra warmth.

"I am one of them, Lana," Clark confirmed once he got them settled. "But I didn't do this. The meteor shower, the aliens that you saw--they were Zod's minions. They're here, too. Zod possessed Lex, and when I tried to stop him he exiled me to a place called the Phantom Zone. By the time they brought me back I couldn't do anything."

"So we're stuck here?" she asked.

He nodded sadly. "I'll find a way out." He wasn't willing to give up on that, because if he lost his hope, then he wasn't sure what else he'd have left.

"What do they want us for?" she prompted.

"You? To threaten me with; I was used to release Zod's followers from the Phantom Zone. Now I'm just here because I might possibly have a use further down the road."

Lana wrinkled her nose. "Something smells funny." Shame ran through Clark, and he ducked his head, not sure how to respond. "And you were limping when you came in, not to mention your lip is swelling up. What happened?"

"I--they're not exactly the nicest people, Lana. You need to be careful around them."

That was somewhat of a lie of omission; Zod and the others weren't the nicest people, and she really did need to be careful. He was just hoping that she would think they'd beaten him up instead of thinking something worse.

As she spoke, her face was a picture of concern. "They hit you?"

"Like I said," he muttered with a scowl, "They're not the nicest people."

"I'm hurt, Clark; I thought you liked me."

Lana and Clark's stares immediately shot up to the offending voice coming from the open door.

"Lex," Clark said softly, his throat suddenly very dry.

Lex recognized Clark's nervousness, and he smiled a little as he casually walked into the room. "Enjoying your accommodations, Lana?" he asked callously, taking pleasure in the fact that her face reddened and she tried to stand.

Clark's arms remained protectively around Lana. "Leave her alone, Lex," he said nearly inaudibly.

"Get up," Lex told him, his voice equally hushed, his eyes never leaving Clark.

Suspicion ran through Clark. "What do you want?" The way that Lex's lips were drawn thin told Clark that his worry was not completely off base.

"I want you to get up," he said slowly, trying to keep his temper down. "You don't want me to make it an order, believe me."

Clark took a moment to look up at Lex, assessing the situation and deciding that, no, he didn't want Lex to make it an order--especially not with Lana in the room. Lex, it seemed, had lost all care or concern for Lana, and that didn't bode well for her safety. So, despite Lana's vehement protests, Clark climbed to his feet and disentangled himself from her, pushing her behind him.

"Good boy," Lex said. A dangerous looking smirk played at his lips as he watched Clark.

Clark swallowed hard, remembering the feel of his body being invaded by Zod. Not again, not tonight, he silently prayed, desperately hoping that Lex hadn't had a change of heart. He had Lana to worry about, and if Lex wanted to continue what he'd started earlier, then Clark would be powerless to stop him. Lex knew that, and the thought scared Clark. But what scared him more was that maybe Lana would be the one to get hurt, and maybe he'd let that happen just to preserve himself. What would he do if Lana was punished for his mistakes?

"She needs at least a blanket, Lex," he told him seriously, still standing protectively in front of Lana as he tried to push his doubts away. He would take care of Lana, and he would be strong enough to do so.

Lex raised an eyebrow. "She looks fine to me."

Lana slipped closer behind him, her hand twisting in his shirt. Lex scared her, Clark realized abruptly. She'd never seen this side of him.

"She's cold," Clark countered, narrowing his eyes in annoyance.

Lex sighed. "Fine," he agreed with a roll of his eyes, his gaze going to Lana briefly.

Lana let out a little shriek when Lex suddenly disappeared, a rush of wind in his wake. "Clark, where did he--?" She'd seen his speed before, but it was still incredibly new and confusing to her.

"Watch," Clark said quietly, putting an arm in front of her when she went to move to where Lex had been standing.

She stilled behind him, her hand gripping his arm tightly. When Lex sped back into the room a moment later, Lana's grip clamped down in uncertain fright.

"There," Lex said, clearly annoyed as he handed Lana a thick, blue blanket. He looked at Clark as he spoke. "Is that what you wanted?" he asked sarcastically. "Now if you're done playing the hero, you need to come with me."

"So you can use him as your own personal punching bag?" Lana asked from behind Clark, suddenly seeming to grow bolder.

Lex laughed, and the sound resonated off the chamber walls in a way that made Clark shiver. "Lana," he muttered softly, trying to rebuke her. He wanted her off of Lex's radar, and her drawing his attention was not a good way to do it.

"No, Clark," Lex said with an amused smile. "If she's got something to say, then let her talk."

Lex's words only seemed to fuel Lana's anger and determination. "I want to know why he's got bruises like he's got."

Bruises? Clark hadn't known he'd had bruises.

"Like that one on his neck? How did he get that?" she asked, gaining momentum and stepping out beside Clark instead of hiding behind him.

Lex's eyes casually swept up Clark's neck to his face, meeting his eyes. Clark blushed when he met Lex's gaze, because both of them knew exactly how Clark had gotten that bruise.

"I believe that he probably told you he got a little beat up," Lex said simply, and if Lex had been any other person, Clark might have been thankful for the cover-up. Because Clark really, really didn't want Lana to know what he'd gone through. "I don't have all night, Clark," Lex said impatiently.

Clark, seeing Lex narrow his eyes and glance at Lana in what was obviously a warning, moved forward and away from Lana. Lana angrily grabbed his arm and tried to pull him back.

"Clark!" she exclaimed, shooting a glare at Lex. "What are you doing?!"

Clark couldn't help but draw back at her tone. "He's doing what's in your best interest, Lana-- believe me," Lex responded dryly. "Move, Clark."

The hand that Lex laid on his elbow as he moved forward caused Clark to flinch, and he had to work desperately to quell the memories that threatened to bubble up to the surface. Anger building up inside of him, he pulled his arm away as Lex shut the door in a protesting Lana's face.

"I can't believe you came running to her," Lex said disbelievingly as he turned to head back down the hallway, clearly assuming that Clark would follow.

The gesture of assurance annoyed Clark, but he was really at a loss for what else to do other than follow. "Where else should I have gone?" he asked, angry that Lex would take a jab at Lana in such a manner. Hadn't it only been hours ago that he'd been in a relationship with her, claiming to have really cared about her? "I went to you first, and we both know how that turned out," he spat out venomously.

Lex said nothing, but only frowned in irritation and continued down the hallway. Clark, not wanting to push the subject either, merely followed. It aggravated him that Lex had done what he'd done and wasn't going to apologize. Though at this point, Clark would have gone for simply finding out why he'd done it.

The walk hurt Clark, and in his attempt to walk without limping too obviously, he didn't notice that Lex had adjusted his pace to match Clark's.

He couldn't imagine why people would have rough sex of their own free will. Zod had been bad enough, but having to face Lex on top of him, undoing his pants--it had been awful. Even though Lex had stopped, there were still the lingering thoughts of what might have happened. If four years ago someone would have asked him if he'd thought Lex Luthor, his best friend, could have ever done something in a deliberate attempt to hurt him, he would have laughed in their face.

It didn't seem so funny now.

Clark hesitated when they reached Lex's room again; he didn't want to go in. He didn't want to see the bed, didn't want to remember Lex's harsh words, didn't want to remember how Lex's hand had covered his throat as they had cut off his air flow. He didn't want to remember how much it had hurt.

Lex stopped at the door, almost as if he wanted to ensure that Clark entered. Clark did, but only because he didn't know what else to do.

"Lie down on the bed," Lex told him.

Clark froze. Lex couldn't do this.


The words were out of his mouth before he'd even realized that he'd spoken. He could feel his heart thundering in his chest as fear and apprehension ate at him. Lex wasn't the Lex he'd known years ago, at least not any longer, and Clark was aware that he no longer had the power over Lex that he'd had in those days.

"I'm not going to hurt you, Clark," Lex promised, and though his face was set in a sneer and his tone was slightly mocking, Clark saw the regret in his eyes--not that it mattered. What Lex had thought about doing had irrevocable consequences, and it would take a lot more than unspoken regret to smooth anything over.

"I don't believe you," he said bluntly, crossing his arms across his chest. He felt bizarrely naked, even though he was fully clothed.

"Then let me make that an order," Lex said dangerously, his eyes never leaving Clark's face.

"What do you want?" Clark felt a lump rising in his throat. He could feel memories assaulting him from all corners of his mind, and he was having trouble handling it. Getting on a bed--he thought it would be too much.

"I want you to lie on the bed," Lex replied as if it were the most natural request in the world. When Clark again shook his head, Lex drew a deep breath. "Look, Clark," he said as he held up his hands in a gesture of incredulity, "I've already said that I won't hurt you. What are you worried about?"

Clark felt his jaw drop and his expression melt to one of disbelief. Lex couldn't be serious. Pointing to the bed, he asked, "Do you have any idea what you almost did to me? Do you know what Zod actually did do to me? Or do you just not care?"

A wave of anger swept over Lex's face. "I swear, Clark, if you don't get your ass on that bed right now, Lana's going to have a busy night."

"Damn you, Lex, I thought you loved her!" he shouted, narrowing his eyes in fury as he seriously contemplated hitting Lex with some heat vision.

"I did love her, Clark, but not nearly as much as it takes to forgive someone the betrayal she committed," he replied coldly. "I cared about her, but she betrayed me. She was just another of a very long line to do so, but for some reason it seems the only one who can do that without invoking my hate is you."

"What do you call what you did to me, then? What do you call what you let Zod do to me?" he spat. If what Lex had done to him wasn't done out of hate, then he shuddered to think what Lex would do if he did hate Clark.

"I call it a lot of pent-up emotion and the false notion that if I made you hurt then I'd be able to forgive you. Now get on the damn bed!" Clark still hesitated, and so Lex glowered and promised venomously, "Now, or I swear I'll snap her neck, Clark."

Clark choked back a sob as he started towards the bed. No matter what his own personal demons were, no matter what he thought might happen, he couldn't allow Lana or anyone else to suffer for his mistakes. He had these abilities, and from the youngest age his parents had always taught him that with such abilities came great responsibility.

He climbed onto the bed and nearly vomited at the feel of soft fur. He was more than a little surprised when Lex dumped a multitude of first aid supplies on the bed. He found that the sight drew him in, blocking out everything else as it gave him something to focus his eyes on. And he was tired, too--so, so tired.

His eyes were so glued to the supplies that the smell of antiseptic surprised him. He looked up to find Lex pouring it onto a cleaning pad.

"Tip your head up a little," Lex instructed as he pressed the pad to Clark's lip. "There, good."

Clark tried not to shiver under Lex's touch to his chin, but the antiseptic stung, and he couldn't help the slight twitch and the hiss that escaped.

Lex sighed softly in something that might have been sympathy. "I know it hurts."

Clark didn't say anything until Lex was done washing out his swollen lip. "Why are you doing this?" he asked once Lex pulled away.

Lex shrugged. "Because, believe it or not, I care about you. I thought that I'd feel better if I made you hurt, but it only made me feel worse."

Clark swallowed a little and nodded. Emotions of intense fury that bordered on hate weren't completely foreign to Clark, but he was more than aware that Lex hated in a way and with an intensity that he would never--nor would he ever want to--comprehend. To Lex, making Clark hurt in order to make himself feel better would be a perfectly viable option.

"Pants off," Lex said, still sounding completely in control.

The order immediately made Clark stiffen. "I can't."

"You seemed ready to do it earlier."

"You hurt me."

"I won't this time."

"You don't deserve another chance."

The two locked eyes, engaged in a battle of wills. In a normal case where Lex didn't wield the power of lives, Clark would have probably won. Lex had always been known as the one with the iron will, but in actuality Clark was just as strong, only in a less obvious way. It was a trait that they both understood and that they shared.

Unfortunately for Clark, Lex held the power now.

"I'll ask you again," Lex said softly, his tone clearly deceptive as Clark could hear the anger just under the surface, "And then I'll tell you. Take off your pants."

"What are you going to do?" Clark asked finally, knowing he was going to lose the battle.

"Make sure that you're all right," he replied blandly. "Just do it."

"I can't," he muttered. It felt too much like he was just giving up. Pride was a characteristic that was ingrained in Kent men, and Clark had learned enough of it to loathe not fighting to the end. Giving in made his stomach hurt, but the thought of Lana forced him to persevere.

Clark closed his eyes as tightly as he could as Lex reached down, took off his shoes, unbuttoned his jeans, and lifted his hips slightly as he removed the offending pants. He couldn't completely smother the soft whimper that came out as the last material barrier between himself and Lex was shed.

"Roll over," Lex instructed.

Clark did so, eager to hide his more provocative nudity. Once over, Lex placed a gentle hand on his backside, holding him still. For a moment there was nothing, and he began to think that maybe everything was going to be fine. That theory was quickly proven wrong.

He jumped and tried to scoot towards the headboard when Lex gently touched his abraded and abused hole. "Don't!" he protested, trying to squirm away from Lex's hands, which had both shot down to hold his hips as he tried to escape.

"Clark, it's all right!" Lex tried to soothe him, though his voice was firm. "There's just a lot of blood."

"Get off!" Clark protested, but stilled under the hands holding him. It was pointless to fight, though he was infinitely confused at the change Lex had undergone in just a short few minutes. Why was he acting like he now cared about Clark?

"Shut up!" Lex snapped, shattering his brief streak of benevolence. His voice dropped as he added, "Hold still; this might be a little uncomfortable."

Clark tensed in anticipation, and the waiting made things ten times worse. The seconds seemed to stretch into hours, and Clark began to shake. When he finally felt a touch, he cried out, trying to tolerate the feel of something being shoved up into him, causing a violent sting. Fear gripped him, and he cried out in pain, once again trying to get away.

"Couldn't you just listen to me for once in your life?" Lex griped as Clark tried to escape. "Damn it, relax, I'm done," he added in a frustrated voice. "The material soaked in antiseptic will stop the bleeding and prevent infection."

"Why are you doing this?" Clark asked immediately. Lex's logic didn't seem to make any sense at all to him. "Why are you trying to take care of me?"

Lex sighed from above him, but it was a perturbed sound rather than a repentant one. "I shouldn't have even considered what I almost did. But that darkness I told you was creeping over the corners? It's overflowed, and I'm done trying to be good, Clark. I'll get what I want, using any means it takes. You, it seems, may be the exception to that rule."

Clark shrank away from him while still trying to maintain an aura of being in control. Despite his efforts, he still couldn't help the nervousness that being that close to Lex invoked in him. "You don't care about anyone but yourself," he hissed angrily, reaching for his pants. He really wished he had some underwear.

Lex laughed bitterly. "You hate it, don't you?"

Clark paused briefly as he climbed off the bed. "What?"

"You hate that you can't change me."

Clark bristled slightly, but finished pulling on his pants. "I hate that you'll do anything to get what you want, regardless of the cost to others." As he buttoned the jeans he watched Lex warily out of the corner of his eyes, not sure what reaction that statement would cause.

"No one who ever had real power did it by being nice and never hurting anyone," Lex told him with a shrug.

"But not everyone teams up with an evil alien dictator," Clark retorted seriously, trying to keep the bitter quality out of his voice.

"They would have if one had been around before. Most people are willing to make a deal with the devil to get what they want, Clark."

Clark hesitated before saying, "Including you."

"Especially me, Clark," he replied as though he were a teacher talking to a small child who had failed to learn a lesson. "Especially me."

"You had everything, Lex," Clark tried to protest, aware that his argument was going to fall flat. "You had money, power, your own company--practically anything that you wanted!"

"I had a father who ruled my every move, a best friend who ended up betraying me, and a girlfriend who also betrayed me."

Clark narrowed his eyes and fixed Lex with a hard glare. "I never betrayed you--you betrayed me."

Lex laughed coldly. "Did I?"

"You put Lana, my parents, and me in danger. You expected me to remain your friend after that?"

"I didn't intend for you to find out!" Lex shouted, his face reddening with fury. Clark could see that his breath was beginning to come in a harsher rhythm, and it unnerved him to see Lex losing control in such a manner.

"But I did," he said softly. "I did."

"If you'd just told me the truth this wouldn't have happened! Couldn't you have just told the truth for once in your life?" Clark saw the madness that came from uncontrollable rage creep back into Lex's eyes, and he slowly began to inch towards the door. He didn't want to be around when Lex decided that picking up where he had left off would be a good thing. "If you value Lana's life then you won't move another inch," Lex hissed angrily once he saw Clark's movement towards the door.

"So that's what this is now?" he asked angrily, stopping his exit nonetheless. "We're passed the 'rape Clark' stage, so now you're just going to threaten Lana instead?"

"More or less," Lex replied, his words flowing out in a way that seemed far too smooth.

"Damn it, then tell me what you want!" Clark snapped, moving back towards the bed.

Lex stood, coming to meet Clark. The two stopped inches away from each other, eyes locked in an emotional game of chicken.

"I've got what I want," he whispered, his breath smoothing out over Clark's face. Clark shivered a little, goose bumps rising on his skin.

"And what was it that you wanted?" he replied, trying to use his few extra inches to gain a physiological advantage over Lex. He'd take what he could get, because his advantages were very few at the moment.

"Power. I wanted power, and I've got it. And, Clark? I think we both know that I can't really stop you from fighting me, or Zod, or anyone else, but we both also know that right now you've got no resources, no help, and no leeway. You're trapped on all sides, and I guarantee you that I'll be more lenient than Zod."

"I doubt it," Clark deadpanned, coolly raising his eyebrow as he spoke.

Lex laughed. "As much as I detest Lana's betrayal, I don't think that I really want to kill her. Some part of me did love her, even if she was just a glorified attack on you--a substitute for you, even. But trust me, Zod won't hesitate to snap her neck to make a point. You're out of luck, Clark. I hold the power now."

Clark glared at him. "Go to hell."

"Don't you wish," Lex whispered, reaching up to gently cup Clark's cheek.

Clark held perfectly still. This wasn't what he had expected at all. This touch was tender, and Lex was being so very contradictory.

"You almost raped me," he muttered, venom in his voice. "You can't pretend that taking care of the physical wounds made it all better."

"I wouldn't try," Lex answered honestly. "And I won't force you to have sex with me. If you come to my bed it's going to be of your own free will."

"That's generous," Clark replied sarcastically.

"I could order you, you know--and Zod will, if you keep things going the way they are."

Clark paled a little at that, and he felt his heart beat speed up. The thought of doing things with Zod again--it made his stomach churn in disgust. "I won't let him."

Lex's thumb began to trace patterns on Clark's cheek, and his ice-blue eyes bored into Clark's green ones. Clark knew that Lex could easily read his fear, and something about that made him angry. This was not about love. Attraction, yes, maybe. Power, definitely.

"You will, and you know you will. You don't have to lie to me--you never had to."

Clark's anger bled out of him. He was exhausted. All he really wanted right now was not to have to think or to feel, to just sleep. He craved oblivion as much as a junkie craved drugs.

"You're tired." It wasn't a question, but a statement of a fact. Lex always had been able to read his emotions almost as soon as Clark had felt them.

"I...don't even know what to say to that," he replied. He was tired, but it was hard to feel thankful to Lex for noticing, as he'd come to Lex's room in the first place to try to find a safe place to sleep. It had been a bad, bad mistake, and Clark was unsure that staying this time would be any different.

Once again, Lex seemed to know his thoughts. "You can't sleep in the hallways, Clark, and sooner or later you'll have to explain your injuries to Lana if you stay with her," he pointed out, removing his hand from Clark's face.

Clark loathed the times when Lex was observant enough to realize such things. It must have been obvious though, and he let his shoulders sag at the realization.

Lex's hands on his arms weren't surprising, and neither was the fact that he guided him over to the bed. Clark didn't protest at first, because all he wanted was a warm bed and a pillow. It was so easy to forget that Lex was the same man who had held him down to that bed mere minutes before. It was just so easy...

...until he felt the furs of the bed on his back.

In a moment he was trying to jerk upward and off the bed, but Lex was above him, pinning him with all of his weight. Clark didn't use words, because he knew they weren't needed; Lex knew exactly why he wanted to get up.

"It's all right, Clark!" Lex tried to soothe him, though his words were still sharp and frustrated. "I'm not going to hurt you."

Not now, Clark wanted to say. But Lex hadn't seemed to have any problem with it before. "What was before, then?" he asked through clenched teeth, unwilling to give in.

"A mistake. Possibly the biggest of my life. I was angry, Clark, I'm sorry. I wanted you to hurt."

Clark finally stilled under his hands. "Was it worth it?" he asked honestly. He was trying desperately to fight the memories--to remind himself that Lex wasn't trying to hurt him at the moment. He knew he had to get himself under control, but that was easier to think about than to do.

"Seeing you in pain?" Lex asked, and then sighed when Clark nodded. "Not even close. I thought it would make me feel better, but in reality it only made it worse."

"Glad to know I could serve as your therapy," he spat out sarcastically.

Lex sighed, and Clark could see the sincerity on his face. Still, Lex could be as sincere as he wanted, but the fact remained that if this man was sadistic enough to give into such a violent desire as considering rape, then Clark wasn't sure he deserved a pardon.

Clark was aware that his feelings towards Lex on this subject were the culmination of what had happened with Zod. He was terrified that he'd be harmed again, and right now he felt as though nothing was safe. He had to admit that what Lex had done wasn't half as bad as what Zod had done. It was only the thought that someone he'd once been best friends with could consider inflicting that kind of pain on him. With Lex it was more personal than it had been with Zod.

Lex continued to look at him. "I made a mistake, and while I can't justify it, I can say that it won't happen again."

Clark sighed, but relaxed into the bed. What Lex had done was undoubtedly wrong, and Clark was having a hard time forgiving him. Even so, he was still aware of his precarious situation. He knew he needed an ally. Without help from Lex, he'd be reduced to sleeping on the floors of the fortress or in Lana's room, and he knew that Lex was right when he'd said he couldn't hide the truth from her forever. It was obvious that he was stuck, but his pride was making it hard for him to admit it.

"Why the change of heart?" he found himself asking as he relaxed back into the pillows.

Lex finally let go of Clark and went to the other side of the bed where he slipped in under the covers. "Because seeing you hurt didn't help, and I realized that you may just be the one person on this earth that, while they might betray me, will never do so fully."

"That doesn't make any sense, Lex," Clark muttered softly, genuinely confused.

"Lights," Lex said loudly, and Clark jumped a little when the room was plunged into darkness. "You couldn't kill me. Even when the world was at stake, you still couldn't kill me. You might have betrayed me in every other way, but that proves that you never really hated me."

"You knew that I never hated you," Clark murmured as he shed his T-shirt before he pulled the sheets and fur comforter up to his chin, fisting his hands in them.

"I wondered sometimes," Lex replied, sounding completely honest. "You had every right to. I took away what could have been your perfect life."

"I don't condone your actions, but it was pretty well messed up before you became involved. My secrets--she could never handle them." It hurt to admit that, because he'd tried to convince himself that Lex had been the sole reason for his breakup with Lana. He knew that wasn't true, though-- the truth was that he'd broken it off, and while Lex had helped things along, Clark had been the one that had inevitably pushed her away. Lex had just provided a place to run to.

"Why'd you lie to her?"

Clark could feel tears welling up as he once again envisioned Lana lying broken on the highway. Some things just hurt too much for words, and while it killed him to have to watch her drift away when he knew what the alternative was, he knew he'd done the right thing. Her life was just more important.

"That day you almost got her hit by a bus? You know, the night of the Senate election?"

There was a slight pause before Lex, his voice resentful, replied, "Yes."

"I used this fortress and the one crystal in it to turn back time. The first time I lived that day I told Lana my secret, she accepted it, I proposed to her, she accepted, and then you called her at my dad's senate election party."

"And?" Lex said slowly, acting like he thought he had the Sword of Damocles hanging over him.

"And you were drunk. You saw she was hiding something, and you did something--I still don't know what. She called me from the road, and I heard your voice in the background. Then," he paused slightly, feeling tears on his cheeks, "There was nothing. I ran to the scene, and she was dead."

He didn't add how mangled she'd been, or how much blood had been there. He didn't tell Lex about the smell the blood brought either, or about the reactions of people around him. And he didn't feel like he'd ever be able to tell Lex about how he'd felt when her skin had begun to cool under his fingers.

"I--killed her?" Lex said after a moment, his voice shaky.

"You must have pulled up beside her and distracted her. A bus hit her, completely totaled her car."

"Clark... I'm sorry."

And he sounded it too. If Clark had been able to believe that Lex still had it in him to care that much, he would have believed that statement.

"It doesn't matter now. I did what I had to do to fix it."

"She could have been your happily ever after."

"I don't think I'm meant to have one of those," he said with a harsh laugh, rolling over away from Lex. The fine quality sheets rubbed over his bare upper-body, and he found that he enjoyed the luxury. Had his family on Krypton been powerful and rich?

"That's supposed to be my line," Lex said with a laugh that was every bit as bitter as Clark's. "You're supposed to have married Lana, taken over the farm, and lived the all-American life."

"I was never meant for that life," he said quietly. "Not before all this, and not now."

"You make your own destiny, Clark."

"I used to think that," he said sadly, "but I've seen things happen that tell me differently."

"Like?" Lex promoted, and Clark felt him shift a little in the bed.

"My father is dead, and I'm to blame," he said slowly, the words tasting sour on his tongue. He hadn't said those words to anyone before this, though he'd turned them over in his head many times. Saying it out loud somehow made it too real, and up until now he hadn't been able to deal with that.

He wasn't even sure that he was ready to deal with it now.

"That can't be possible, Clark," Lex disagreed, his tone making it obvious that he didn't think Clark capable of such a thing.

Clark wished he were right.

"I turned back time and brought Lana back. I didn't believe my biological father when he said that I couldn't stop the tide of fate. You remember when I was in the hospital, declared dead?"

"Yes," Lex answered, though he was slow to do so, almost as if he weren't sure that it was the right response.

"Jor-El brought me back, but a life was required to be exchanged for my own." He paused, realizing how that sounded. Hastily, he added, "I didn't ask for it! Jor-El didn't give me a choice, and I tried to stop it. Lana was that payment the first time around. I brought her back, because I couldn't handle what had happened. I didn't think about the consequences of doing it, though, and fate took my dad instead. I couldn't change it a second time."

Lex didn't say anything for a moment, but when he finally spoke it was soft and empathetic. "That wasn't your fault, Clark."

"I know differently," he murmured, burying his face in his pillow as tears rolled down his cheeks. Lex didn't think he was capable of murder but, whether directly or indirectly, he'd taken a life.

Neither spoke after that, but Clark didn't hear Lex's breathing even out, and he knew that Lex was lying awake, most likely contemplating things, just as he was. Eventually, it became too painful to keep running over memories, and he shoved his thoughts to the back of his mind.

A few minutes later he was asleep.

"It would take too long to explain the intimate alliance of contradictions in human nature which makes love itself wear at times the desperate shape of betrayal. And perhaps there is no possible explanation." -Joseph Conrad

Lex woke up gradually the next morning as the lights in the fortress came back on. He had to admit that he found it interesting that the fortress was lit completely without any sort of wiring, and he looked forward to finding out more about the alien culture.

A soft snore to his right called his attention, and he looked over to find Clark sleeping beside him. He'd only seen Clark asleep once; when his father had brought in Lucas, kicked Lex out of the mansion, and he'd shared Clark's room when he'd spent the night at the Kent farm. The sight before him now was much the same as it had been years ago: Clark was beautiful with his dark hair and soft, golden skin. He looked impossibly young as he laid there, his mouth half-open and his jaw relaxed. There was a sort of ethereal beauty about the boy, as well as an innocence that Lex knew Clark had never lost and probably would never lose.

Lex couldn't help turning over and reaching out to touch Clark's hair with his hand. It amazed him how silky the strands were, and he found himself smiling. He had wanted this for years--not that he'd gotten it yet. He knew he would, though. Clark was so very vulnerable with the lives of his loved ones hanging in the balance. He would be easy to subtly manipulate.

Everything in Lex's life had been a conquest filled with strategy and mental war. To view Clark as something different wouldn't be normal for him, and he wasn't sure he even wanted to try, at least not when Clark would condemn his efforts anyway.

If he could have Clark now, just as he was, Lex thought that would be enough. Perhaps it would have to be, for he no longer even felt the desire to take part in the toilsome and so very unrewarding attempts at "doing the right thing." He'd always tried because he had genuinely wanted to be better than his father, but now he was beginning to think that he couldn't fight destiny.

His thoughts were interrupted when Clark stirred beneath his fingers, a soft moan escaping his lips. Lex withdrew his hand, but continued to watch as Clark's eyelids opened, revealing sea-green eyes clouded by sleep.

"Sleep well, Clark?" he asked softly.

Clark's gaze turned to him, and Lex was suddenly struck by how empty those eyes were. "Yes," Clark replied, not bothering to extricate himself from the blankets.

"Do you have any other clothing besides what you're wearing?"

Clark shook his head solemnly. "My jeans are dirty. My T-shirt is ok, but I left my boxers in Zod's room, and I really don't want to go get them."

"Did Zod say anything about clothing for you?" he asked, finally forcing himself to roll out of bed. The cold air shocked him, and despite his invulnerability, woke him up considerably.

"No," Clark murmured, still showing no desire to leave the refuge of the warm covers.

"I'll mention it," Lex told him.

Clark continued to watch him, seeming almost tentative. "And my mom?"

Lex hadn't even thought about her yet. Now that he was really stopping to think about it, the whereabouts of Martha Kent really was an interesting conundrum.

"You think I know where she is?" he asked as he pulled on the pants that he'd shed the night before in favor of boxers.

"I think you can find out," Clark replied, watching him closely.

Lex had the desire to laugh out loud when he realized that this was what it looked like when Clark Kent tried to read your emotions and intentions. Despite his attempts, he couldn't smother a soft smirk at the thought.

"Nothing's funny about this, Lex. There were--are--riots all over the world. And I left Chloe in the Daily Planet office. She should have been all right if she stayed there, but..." he muttered, his voice trailing off.

"You don't think she did," Lex finished for him as he pulled on his shirt and trench coat. "It's not my problem, Clark," he told him coldly. He didn't really care if Chloe died, though he did feel a slight stirring in his heart at Martha Kent. She'd been genuinely kind to him at times, and it would be a shame to see her dead.

"I can't leave this fortress!" Clark protested, finally getting out of bed. Lex noted that he winced a little at the pull of his muscles.

"You can remove the cotton now, by the way," he told Clark as he went over to the sink in the corner.

"Don't change the subject!" Clark snapped, pulling his shirt over his head.

Sighing, Lex turned to face him. "I'm not sure why you think I should care, Clark," he said bluntly. "Why should I care about Chloe? Give me a reason," he prompted, enjoying watching the emotions running over Clark's face.

"Because she could die!" he argued, his face all earnest concern.

"But why should I care, Clark?" he repeated as he continued to watch Clark with a distinct interest.

"Because her life is important--"

"You're missing the point," Lex said with a sigh. "I don't care for others like you do. There's a select few people that I care about, and she's not in that group. Why will it affect me if she dies?"

"Lex," Clark said softly, "I'm asking you, as a favor to me, to please just go help her."

Lex viewed Clark carefully, observing the desperate hope on his handsome face. Clark's eyes were soft and begging, so malleable, and Lex had an intense desire to say no just to hear Clark beg more.

"What do I get in return, Clark?" he asked with a laugh. "Because I've given you favors before. Don't you think it's time you did something for me?"

"Save my mom, Chloe, and Lois, and I'll do whatever you want!" Clark quickly promised.

Lex's lip curled into a sneer; Clark shouldn't be so eager to make promises. "What if I told you I wanted to sleep with you?"

Clark paled and swallowed but, to Lex's surprise, nodded. "You never had to manipulate me to get that, Lex. A few years ago you could have just asked."

Lex knew that, but he hadn't wanted to shatter the only friendship he'd ever truly had. Now friendship didn't matter, because Clark had given up on that anyway. He didn't have anything else to lose.

All that mattered now was power and control.

"You really want to make that deal?" he asked, not quite sure why he was giving Clark an out. After all, Clark had just agreed to something that Lex had desired for years.

"I want my family and friends to be safe," he deadpanned, his face expressionless. "I let Zod fuck me to keep Lana safe. Do you think that it would be any worse for me to sleep with you?"

Lex saw the logic of the situation, but it still slightly hurt that Clark was talking about this as if it was a chore. All his life Lex had been consumed in deals and business transaction, and he realized the irony of the fact that he was getting something that he'd wanted for years through such a manner.

"I'll see what I can do," he said coolly. "In the meantime, stay out of everyone's way and try not to call attention to yourself."

Clark sat back on the bed, annoyance clear on his face. "Where are you going?"

"The world's ours for the taking, Clark," he said with a harsh laugh, "And I was never one to sit around in bed all day." Lex turned to head towards the door.

"You're taking over the world?" Clark called from behind him.

Lex paused, his lips curling into a sneer. "The world has been sent back to the dark ages. That's the beauty of anarchy, Clark. When there's complete chaos, the strongest will always take over. There are now seven non-humans with powers beyond those of any mortal man, six of whom will do whatever it takes to get what they want--do you think that humans could stop us?"

Clark didn't reply. Lex continued towards the door, looking back once he reached it. Clark was still on the bed, his face set in a deep, contemplative frown. "You could still join us, Clark," Lex reminded him.

Clark's gaze rose from the bed, moving up to Lex's face. "You know I'm not capable of something like that."

"You'd be surprised." With a small smile, Lex slipped out of the room and shut the door behind him. He'd leave Clark to think for a while on what he'd just promised.

Clark sat on the bed for a few minutes after Lex left, contemplating what he'd just agreed to. He hadn't been lying when he'd told Lex that a few years ago he'd only have had to ask if he'd wanted to have had sex. Now things were completely different. He and Lex weren't friends anymore, and Lex had truly stopped trying to fight the darkness instilled in him by his father. Having sex with Lex in such a way made him feel dirty, like the cheap whores that inhabited street corners in Metropolis.

When Clark had been younger and still believed everything Lex told him, he'd thought it might have been possible that things would fall into place eventually. He'd never been blind to all the innuendos and the looks, but he'd never acted on them either.

As they'd begun to grow apart, he'd stopped hoping for something like that to happen. While he still found Lex attractive, he'd come to dislike some of his decisions and driving motives. He still remembered the terrible, gut-wrenching pain that he'd experienced when he'd found the room at the end of his junior year.

His senior year, he and Lex had operated under the pretense of friends, but Clark wasn't sure they were anymore. Things were strained, and he could no longer just drop by to hang out with Lex without feeling awkward.

When he'd started up a relationship with Lana again, he'd been so sure that she was the one that he was meant for. The thought was confirmed again when Lex had sent the freaks from Belle Reeve after him. At the time he'd thought that was because Lex no longer cared about him or his welfare, but now, looking back, he found himself wondering if maybe Lex had done that just because he'd wanted to know. He wasn't sure that it had anything to do with wanting to hurt him.

As his relationship with Lana began to crumble and Lex stepped in, he was sure that Lex was through with anything resembling affection when it came to him. It had never occurred to him that Lex was simply mad, and that he was trying to hurt him.

The thought was certainly occurring now.

Once everything with Zod started, he'd realized that Lex had stopped fighting his dark side, and he had to admit that he might have been a part of that. What if, just a few times, he'd bothered to try to help Lex with his problems instead of worrying about having to hide his secrets? Would things have worked out differently between them? Would they possibly have progressed to a point where they were more than friends? Such thoughts brought Clark back to his main point of contemplation.

Did he want to have sex with Lex?

It wasn't as though he had a choice, but he preferred to clear up any ambiguity regarding his feelings before he actually climbed into bed. Despite that wish, his feelings certainly weren't clear, nor were they showing any signs of becoming more so.

He had to admit that Lex's affection seemed to have cooled, but there was still concern in his manner, even a slight protectiveness that Clark wasn't sure he understood. Perhaps Lex didn't really hate him after all.

He sighed, his mind turning to other matters, none of them any lighter. Chief on his mind was the fact that the bracelet of Kryptonian metal supposedly kept him inside this fortress, leaving him powerless to help the outside world.

And he got the impression that the outside world was going to need some help fairly soon.

Lex had been unclear on what the agenda for the day was, but Clark had the feeling that it wasn't going to be warm and fuzzy. Zod most likely wouldn't be the kind of man to wait if his plans were in place, and the implications of that scared Clark.

Would someone that he knew die today?

Answers were better than the horrors that he could come up with if left in the dark, and, despite Lex's warnings, he got to his feet and headed to the door, fully intent on finding some answers.

Zod looked completely untouched, as if he hadn't just forced himself on a teenage boy in the past twenty-four hours. Even his clothes were immaculate, and Lex himself would have given quite a lot to say the same.

"The virus that my servant released into the humans' technology is serving its purpose."

Ursa, Non, Nam-ek, and Aethyr were listening intently. Lex loathed the day that he'd be that devoted, and he felt little more than contempt for his comrades. He listened as they did, but his faith and loyalty to Zod were nowhere near what theirs was.

"We will restore their power for our own purposes," Zod announced with a vicious grin. "The humans are disorganized and will have no way to fight back, not that it would do them any good."

Lex could understand that logic; attack when your enemy was unsuspecting--hadn't he learned that over the years? "The United States is a major trade center for the world. If they crumble, economies fail," Lex pointed out. "We'd only have to take out a few major powers centers to have all the lesser powers begging us for assistance."

Zod studied him carefully. "Are you suggesting a manipulative takeover as opposed to one of pure force?" he asked, raising an eyebrow.

"It would be impractical to attempt to conquer every nation by force alone. It would be easier to get the world on your system and then annihilate pockets of resistance."

Zod looked slightly thoughtful at that prospect. "It would not be so dissimilar to our attempts on Krypton," he admitted, glancing at Non and Ursa. Non looked as though it were a valid consideration, but Ursa's face was set in a scowl.

"Our attempts on Krypton failed, my Lord," she reminded him.

Zod's face went frighteningly blank for a moment before erupting in rage. "It would have worked had it not been for his father." Slowly, his gaze fixed on something behind their small group.

The others turned around, and Lex felt a wave of annoyance rise as his eyes fell on one Clark Kent, standing there in his dirty jeans and T-shirt, looking incredibly determined.

"Then my father did Krypton a great service," Clark spat, his eyes burning with anger. Lex wasn't sure whether he thought Clark brave or stupid, or possibly a little of both.

The option of stupid became more prominent as Zod shot forward and grabbed Clark, slamming him into a wall. Clark's face froze in surprise before turning to fear when he began to gasp for breath against Zod's grip on his throat.

Lex had the intense desire to hit him when his gaze fell upon him, almost as if he expected Lex to help him. But hadn't Clark always done that? Hadn't Clark always expected Lex's help, always taken it as a given?

Clark's presumption made him twice as determined to let him help himself.

"Your father could not see beyond his morals!" Zod shouted, shaking Clark roughly.

Clark began to cough, his face turning red, though his lips went into a hard line as he continued to struggle. After an intense moment of heated glares, Zod finally lowered Clark to the ground. "You are too much like your father, Kal-El," Zod said after a moment. "So much potential that will never be realized."

Clark inhaled the air sharply, his eyes never leaving Zod. "I am not a murderer," he said softly.

For some reason, that made Zod chuckle. "Not yet," he admitted, still laughing. "But tell me, in the few times that you've had your hand around the throat of someone you hate, tell me that you didn't want to snap their neck, to feel their life end at your hands."

"There's a difference between wanting something and acting on it," Clark hissed, pushing himself up slightly.

In a motion that Lex hadn't seen coming, Zod drew his hand back and slammed it into Clark's face. "Interference in my plans is not advisable," Zod said coolly, a dangerous gleam in his eyes. Turning away from Clark, he announced, "We have places to be."

Clark had fallen to the ground with the force of the blow, and Lex noted that his eyes held the cold, calculated look of someone who was weighing his chances, trying to decide whether there was any possibility of achieving his goals.

Clark apparently possessed some good sense, for while his glare never wavered, neither did he try anything. That was a smart thing, Lex thought to himself, as Clark most definitely would have lost to Zod and his followers. Four on one did not make for good odds.

As for Lex himself, he was unsure of what his loyalties were. He wouldn't hurt Clark--he knew that, but he didn't feel any particular obligation to stop Clark from reaping the consequences of his actions. After all, he'd told Clark to stay in his room. Clark had chosen not to, so Lex felt very little guilt in letting him get a little bit beat up for it.

Yet at the same time, he couldn't put away the protectiveness that he felt. Clark may set himself up to harmed, but Lex knew that he was only trying to do what was right. He was as incapable of changing Clark's nature as Clark was of changing his. Could Lex really blame him for acting on how he'd been raised?

When Zod took off in super-speed, Lex followed, along with everyone else. He spared only one backward glance for Clark, who was still on the ground. He'd deal with his feelings later, he decided.

"Nearly all men can stand adversity, but if you want to test a man's character, give him power." -Abraham Lincoln

Clark found that he was shaking with anger by the time Zod left. Zod was everything that he despised in the world, as well as everything that he feared he could become. From the time that his spaceship had told him that he'd come here to rule, one of Clark's greatest fears had been that his power would go to his head.

He tried to push his thoughts aside in favor of coming up with a plan. Zod and the others had just left to assert their power within the world, and he was at a complete loss as to how to stop them.

The first thing, he decided, would be to find a way out of this fortress. Zod had told him that the bracelet locked on his wrist would prevent that. Even so, he couldn't help but hope that Zod might have missed something.

The entrance to the fortress seemed like a good place to start, so he used his speed to quickly go there. It took less than a second to navigate his way, and once he arrived he was presented with the stark, white landscape of the artic looming just beyond the opening of the fortress. The bland whiteness hurt his eyes, as did trying to concentrate on the snowflakes that were falling from the sky.

The snow crunched under his heavy work boots as he approached the fortress' opening. The wind blew at his hair, but he wasn't cold at all. If anything, the wind made him feel alive; it was invigorating, and he craved it.

The closer he came to the entrance, the more tense he became. Surely escape wasn't going to be this easy?

As it turned out, that thought was correct. As he stepped across the threshold, he was suddenly jerked up short by his right arm--the one with the bracelet on it. Surprise shot through him; it was as though there was an invisible barrier that he could pass through, but the bracelet could not.

Frustration clouded his senses, and he yanked against the force, trying to pull his arm free. Testing his limits, he walked back and forth between each crystal stanchion and was amazed to see that the bracelet slid along through the air, almost as if it were moving across a smooth surface. Despite all his efforts, however, he could not move it further ahead than the threshold.

"Damn it!" he shouted to the wind, giving his arm another useless yank.

As Clark looked out over the endless blanket of snow, he felt tears of frustration begin to slide down his cheeks, only to be immediately wiped away by the wind.

The world was in its darkest hour and he, despite all his gifts, could do nothing to help it.

There had to be some way. Zod had to have missed something. There had to be a way that he could free himself. His father had found a way to stop Zod, and so he knew it was impossible that Zod was invincible.

His father.

Jor-El was in the fortress. The bundle of crystals in the center of the fortress was unguarded. Perhaps what he'd needed all along to stop Zod had been inside of the very place he was trying to get out of.

Barriers forgotten, Clark super-sped back inside, stopping in front of the main crystals.

"Jor-El!" he shouted. "If you're really my father, then help me!"

At first there was nothing, and Clark was tempted to slam his hand into the crystals in pure frustration. Frustration overwhelming him, he turned away, intent on leaving. It was only when a loud voice resonated around him that he stopped.

"I am not to blame. I instructed you to destroy the vessel."

Clark spun back around, anger boiling his insides. Jor-El could not possibly make any of this his fault just because he'd tried to save lives. "I'm not a murderer!" he screamed.

"Because you refused to take one life, billions will suffer and many will die!"

"I tried!" Clark screamed again.

"The vessel is no longer of consequence," Jor-El told him. "You must return Zod to the Phantom Zone."

"I don't know how!" he shouted angrily, his hands clenching into fists. He forced himself to calm down, taking deep breaths. "I don't know how," he said again, this time at a whisper.

"Zod is an intelligent man, and he has arranged it so that mere murder will no longer stop him. The only way to defeat him is to return him to the Phantom Zone."

"But I don't know how!" Clark repeated, angry at Jor-El's purposeful one-mindedness.

"You must find a way."

"Was I in the Phantom Zone?" Clark asked, wanting to be sure. His memories of that experience were not at all pleasant, but he never had figured out how it had been done.

"Yes," Jor-El's voice replied.

"Then how do I return Zod to it?" He didn't know how--he didn't know anything. Frustration was turning to desperation, making him feel more panicked by the minute.

"How is up to you. Zod will undoubtedly protect himself by any means necessary." Jor-El's voice held no trace of sympathy.

"Then tell me how to beat him! You know him better than I do! In fact, if what he says is true--"

"I made a grievous mistake, Kal-El," Jor-El replied, sounding almost bitter. "But I've no help for you."

"You're my father! You've got to help me!" Clark bellowed. Unfortunately, he was met with a stony silence.

Furious at himself and his inability to make things better, Clark took off running, unaware of where he was going. Things inside the fortress blurred by, and despite the pain that it caused in his muscles, running felt good. He'd been driving himself crazy just sitting around.

After a few minutes, he found that he'd arrived back at the entrance to the fortress. For some reason this spot was calming to him. Maybe it was the lack of any sound besides the wind, or maybe it was the steady and silent way that the snow was falling. Either way, it made him feel a little calmer.

"I'm not giving up," he whispered into the wind.

Lex had been amazed when he'd found that he could fly. That had certainly been a strangely unexpected but very welcome development. The wind around him, nothing under him--it was freeing.

When Zod had announced that they would fly to the center of all American government, Lex had actually looked around for a plane, feeling a little shocked when he hadn't seen one. When he'd finally gotten up in the air, though, it had been wonderful. He had found himself wondering if Clark could do this, and actually felt pity for him if he couldn't.

The trip from the arctic took only a few minutes, and Lex's train of thought was interrupted when the land's terrain changed rapidly as their convoy flew into new territory. Lex found that he'd never seen anything more amazing. One minute there was endless blue, nothing solid beneath them, and then the next instant there was green and brown.

It wasn't hard to tell when they entered the airspace of Washington DC. Seeing the nation's capitol from the air was a whole new experience, and it was one that Lex had never had, as the skies over DC were monitored so tightly that even his family had never flown over it.

As they began to descend, Lex was met with the sight of riots in the street, the broken glass, and the general bedlam that went with a total overthrow of order. The riot crews who had tried to break up the trouble when it first started had now apparently fled, leaving complete chaos behind them.

He didn't ask how Zod knew where the White House was, nor did he ask how he knew the President was in it. Actually, the fact that the President was there at all was quite shocking, given how Lex had thought he'd have been carted somewhere safer. Perhaps it had been the danger of encountering a riot on the way out? Or perhaps it had been because all the computers on the planes and helicopters would have been affected by Brainiac's virus?

They landed on the lawn and started towards the house. No one from the streets noticed them. They were noticed, however, when Zod kicked the door down and they filed inside the White House.

There was still security present, not that it mattered much at all. What Lex assumed to be Secret Service Agents came running out to meet them, toting guns that Lex would have been wary of had they actually been able to pierce his flesh. Now that they no longer held a threat to him, however, the guns merely looked foolish and stupid, as did the men standing their wielding them.

Zod continued to walk forward, a sneer of amusement on his face. "Stay back!" one of the men shouted as all the guns raised and pointed at Zod.

"Foolish human, you cannot stop me," he declared with a laugh.

"Open fire!" the man shouted, and suddenly there was a spray of bullets flying through the air.

Lex had never seen anyone look as shocked as the Secret Service Agents did when Zod simply took the bullets to the chest... and laughed; a cold, chilling sound that made Lex's blood run cold.

Zod stepped forward, took the man closest to him around the neck, held him up, and said, "This is what happens to those who oppose me."

The man was struggling under Zod's hold, his face quickly turning red. His feet were kicking futilely, and his eyes were wild with fear. Zod looked at him with contempt and crushed his neck with a simple squeeze of his hand.

Bullets began to sail through the air again as yells from the men erupted throughout the room. Zod again walked forward into the bullets. "Get back!" one man shouted, causing them all to begin to stumble backwards.

Lex felt Non move from where he'd been standing beside him, and it only took him another moment to realize that the rest of their group had moved as well. Zod was only standing there, laughing cruelly as he watched Ursa be the first to grab a man and throw him into a wall, killing him.

The glee that he saw on her face disturbed him, but not as much as the realization that he was not repulsed by her actions.

Lex didn't realize that he'd moved forward until he was amid the fleeing humans. It felt strange to crush someone's neck--to hold someone's life in his hands and take it from them--but by the third time he did it, the feeling became less odd. It became almost intoxicating, as though he were drunk with power. It was a high that was more fulfilling than the heaviest drugs could ever give him.

And what power he now held.

It was a matter of perhaps a minute before all of the men were dead. "Very good," Zod said after a moment, still standing at the head of the hallway. He viewed the scene before him with complete apathy, his eyes resting on the dead bodies for only a moment as though they were a part of the decor.

Everyone fell into step behind Zod as he continued down the hallway. Lex found that it didn't bother him so much to have to step over bodies. It didn't take long for Zod to locate the president. He was in the Oval Office, and Lex had to laugh at how absurd that was. Shouldn't he have gotten to a more secure area of the house?

Or maybe he'd just given up hope.

Lex decided upon the latter when he followed Zod into the room and the president turned away from the window where he'd been standing in order to look at them.

"Not much to look at, is it?" the president asked, gesturing out the window. The man seemed to know that it was only a matter of time before his life ended. His eyes had the blankness of one who had been contemplating his own death.

"Anything made by humans seldom is," Zod spat out.

The president didn't look surprised when Zod's hand closed on his throat. In fact, he looked almost bored--or maybe just devoid of hope. The president's expression didn't change when his throat was crushed, and Lex imagined that whoever came in after they left would find the leader of the United States looking bored, even in death.

"Now, we make this complete," Zod said softly.

There was a computer on the desk, and Lex watched as Zod walked over to it, his step unhurried. His was the gait of a man who was supremely confident in his power and therefore had no reason to hurry.

The computer, dead like the rest of human technology, sprang to life under Zod's touch. For a moment, Zod stared at it. Then, with a twisted smile, he said, "This world belongs to me." His eyes remained on the screen.

Lex was startled when the screen filled with Zod's image, his words coming out loud and clear.

"This world belongs to me."

"This world belongs to me."

"This world belongs to me."

Over and over it played, until Lex had the desire to smash the bit of technology for its annoying repetitiveness. After it had perhaps played ten times, Zod stepped away.

"That message is on every piece of visual or audio technology on this earth."

"You've restored power, then?" Lex asked.

Zod looked at him carelessly. "Yes," he replied after a moment. "The humans have their primitive inventions back."

"And everyone is seeing that message?" Lex continued on, curious.

"Everyone," Zod confirmed. Turning away from Lex to face everyone else, he announced, "We will now head back to the fortress. The humans will be allowed to consider this message, for anticipation is the worst form of torture."

Lex disliked being ordered around, and he bristled at the point-blank command. He'd never been one to take orders, and it killed him that, as of now, he didn't have a choice. It was follow Zod or face death. Or perhaps maybe he'd be a prisoner like Clark, though he quickly decided he'd rather be dead.

"I have an errand to quickly do," Lex stated as the rest of the party headed towards the door. "And I'd like to know where Martha Kent is."

Zod looked at him coolly. For a moment Lex thought he was going to say no, but Zod eventually nodded. "Her plane was headed towards a chain of mountains--the Alps, I believe that they are called."

The others--especially Ursa--looked at Lex as though he was insane and a little bit on the revolting side. Despite that, she said nothing. The only clue Lex was given that he was dismissed was the slight wind that signaled the departure of the others. Lex just stood alone for a moment in the Oval Office, contemplating how he'd once hoped that he'd be here one day. He was here now, he supposed, but death and destruction surrounded him. Somehow it amused him that he'd gotten to the White House, not though election, but through murder.

After a few more minutes of surveying the scene before him, he forced himself to move. He glanced at the president one last time before heading back into the hallway. Not wanting to take the time to weave his way around the bodies of the fallen soldiers, he simply sped past them, launching himself into the air at a speed so fast that he reached the White House lawn in under a few seconds. Buildings and colors blurred as he shot up into the sky, once again enjoying the freedom that flying brought him.

The plane wreck wasn't hard to find. After all, with abilities such as his, it wasn't difficult to search thousands of miles in an hour or less. Flying over the wreck, Lex couldn't tell if anyone had crawled out of the plane, and he had to wonder if Martha and Lois had survived at all.

As he landed by the remains of the tail, Lex x-rayed the plane. It took a moment to find Martha, crumpled against the wall of the wreckage. He could see that a few things were broken, but at least her chest was still rising and falling.

He looked further back in the plane as he walked towards it, the snow crunching under his feet as he went. Finally, his eyes settled on Lois. She too[,] appeared to be breathing, and her wounds seemed much less serious than Martha's. Lex kicked aside what had once been the door of the plane and climbed inside the plane, surveying the scene before him.

"Mrs. Kent?" he called.

Martha was slumped against the wall of the plane. A bruise and a cut marred her otherwise attractive face, and Lex found himself feeling almost sorry for her. He hadn't forgotten that she'd always been kind to him; it had been Jonathan that he'd disliked.

Lois was where he'd thought she'd be. Doing another quick scan of both of them, he assessed that their injuries were not so severe that they would die if he moved them.

As he leaned down to pick up Mrs. Kent, he heard her mumble something incoherent. Holding her gently with one arm, he went over to pick up Lois with the other. Both of their bodies were still warm, and he assumed that they'd both probably live.

As he went into super-speed, he realized that the motion couldn't have been good for Martha's broken bones, but he supposed that it really wouldn't do too much more damage. Besides, though he meant Martha no ill will and genuinely liked her, Clark was the one who cared so much. If she died, while Lex might feel slightly sad, he wouldn't be devastated.

Ruling the world required sacrifices, and while there were still some things that Lex wasn't willing to give up, Martha Kent was not indispensable--not like her son. Needing Clark, Lex knew, would be a weakness of his, but even that knowledge wasn't enough to make him give Clark up.

It never had been before, and it wouldn't be now.

"No man suffers injustice without learning, vaguely but surely, what justice is." -Isaac Rosenfeld

Clark saw Zod and the others heading for the fortress while they were still a few miles away. Not wanting to face them, he quickly retreated back to Lex's room. He hadn't seen Lex among them, and that fact gave Clark hope; perhaps Lex had gone to try to find Clark's mother or Chloe. While that would mean Clark had to keep his end of the bargain, the desire to see his loved ones alive and well was overpowering.

Pacing took over as worry and boredom combined. Where was his mother? What would he do if she was dead? He'd be an orphan twice over, and he had no desire to go through that.

Anger got the best of Clark and he slammed his fist into the side of the wall in irritation. He'd failed his loved ones when they'd needed him most. This was all because he hadn't been able to kill one person--all this was happening because of him.

Worry began to eat at him again, and he resumed his pacing. Back and forth, back and forth, over and over, again and again: It was infinitely maddening, and Clark felt like screaming. It was ironic, he decided, that the place that had been made for him had become his prison, a member of his native race his captor, and his erstwhile best friend an enemy--or perhaps his only ally.

"You're going to wear the floor out," a soft voice said from the door.

Clark hadn't heard Lex coming, and even now he didn't turn to look at him. "I've got nothing better to do," he mumbled.

"Why don't you take care of your mother and Lois?"

Clark's eyes shot towards Lex, then immediately settled on the two women in his arms. "Mom! Lois!" Clark shouted, crossing the room and taking his mother from Lex.

Panic making his lungs constrict, he quickly x-rayed her as Lex laid Lois on the bed. "Mom," he murmured again, feeling gently over her elbow where he saw the first break. "Her elbow and her wrist," he said. "Both broken. I think her leg is messed up. Is Lois okay?"

"Nothing's broken," Lex assured him.

"Mom, wake up," Clark urged. He was well aware that Lex of all people understood how terrifying it was to see loved ones so weak.

His mother's eyelashes fluttered and then opened. "Clark?" she rasped weakly, a smile slowly spreading over her face.

"Yeah, Mom, it's me," he choked out, leaning down to allow her right arm to slip around his neck.

"Oh, Clark," she said softly. "I don't know what happened."

"It was Zod, Mom," he told her, yielding to the pressure of her arm and kneeling next to the bed. "Zod killed everything electrical, so maybe that's what happened to your plane."

"The lights were on in it," she replied weakly.

"I don't know, maybe it was like what a virus usually does--you know, it gets worse with time. Maybe it infected the technology it was immediately introduced to, and then it went on to things like planes--I just don't know, Mom."

"Don't sell yourself short, Clark; I'd say that's fairly accurate," Lex said, a smile curving on his lips.

"Lex?" Martha croaked. "Are you all right?"

Lex smiled softly. "I'm fine, Mrs. Kent, thank you for asking."

"What about Lois?" she pressed on, though the effort of talking was clearly draining her.

"On the bed beside you," he informed her. "No broken bones."

Martha smiled. "Good." Her hand was absently stroking through Clark's hair. "I thought I'd never see you again, baby," she whispered, her eyes beginning to close.

Clark smiled a little, swallowing down tears as she drifted off to sleep, her hand still in his hair. She may have thought that she'd never see him again, but she'd no idea that the feeling had been mutual.

"She'll be all right, Clark," Lex assured him. "She just needs some rest and a little bit of care."

"Thanks for saving them," he muttered, gently extricating himself from his mother's grasp and standing up, looking at the two figures on the bed. "I don't know what I'd have done if she died."

"Probably about the same thing you did when your dad died: a little grief, a little anger, and a little running around trying to play vigilante."

Clark stilled and looked at him. "How'd you know about that?"

Lex raised an eyebrow. "There are very few people in Metropolis that can't be paid off, Clark. I knew who it was who attacked your mother, and I was looking into it. No one said anything about your abilities, but the quote was, 'A tall man, a little over six feet, dark hair.' Putting two and two together between your father's death and your mother's near miss, well, it couldn't have been many others."

Clark nodded slightly. "Oh."

"She's alive, Clark, that's all that matters now."

"Yeah, I guess," he muttered, sitting down on the bed next to her. "Lex?"


"What about Chloe?"

"You got your mother and Lois," he pointed out. "Can't you be happy with that?"

Clark looked aghast and slightly infuriated. "We're not talking about toys or something equally meaningless, Lex! This is human life that we're discussing."

Lex sighed, giving him a slightly annoyed look. Clark was well aware that Chloe had always annoyed Lex with her insatiable curiosity, but he couldn't imagine why he was taking his dislike to this level. This was about Chloe's life.

"This isn't funny!" Clark snapped. "Her life is not a game, and she could very well be dead by now because of your failure to help her."

"I don't give a shit about Chloe!" Lex shouted. Clark was somewhat surprised when Lex grabbed him by his arms and backed him up against the wall, shaking him hard with every word.

Clark's brought his hands up to grasp Lex's arms, holding tightly, his face a mixture of hurt, anger, and surprise. "You should care!" he shouted back, allowing himself to be pushed up against the wall of the fortress. He wasn't fighting with anything except his facial expressions, as he was smart enough to know when physical aggression towards Lex would actually make him backslide in his cause.

They were both so concentrated on each other that the voice from across the room caught them by surprise, "Whoa, Smallville, what's got you so worked up?" Lois asked from where she lay on the bed, one hand over her eyes as if she thought the world too bright. "Damn, I've got one hell of a headache. What did I drink?"

Lex stopped shaking Clark, but kept one hand firmly on his arm, the other sliding to press against his chest. Lois's eyes finally opened completely, and she pushed herself up on the bed with one arm.

Her eyes popped open wide. "Clark, where the heck are we?!" she asked, looking slightly awed. "The last thing I remember is the plane depressurizing. That really doesn't explain this." She shifted a little, bumping into Clark's mother. "What's wrong with Mrs. Kent?" she asked, looking a little worried.

"My mom's okay," Clark said quietly, not moving from where Lex had pinned him against the wall.

"Lex, what are you doing?" she demanded, noticing the position that he and Clark were in.

"Look, Lois," Lex replied dryly, "I'm really not in the mood to get a lecture, especially not from you of all people. Clark's a big boy and can take care of himself."

Disregarding his words, she got off the bed, still looking a little woozy. "So what should Lex care about, Clark? What had you so worked up?"

Lex slowly turned to face Clark so that Lois couldn't see his facial expression, and with a smirk he whispered, "Want to explain everything to her, Clark? You know, everything you didn't want to tell Lana?"

Clark paled a little at that prospect and very subtly shook his head. "Didn't think so," Lex said with a small laugh.

"Don't you think it's a little soon for you to be walking, Lois?" Lex asked, finally releasing Clark and turning to face her. "You were just in a plane crash, after all," he pointed out, his voice filled with pseudo-concern.

"Like you care," she shot back with a bitter laugh. "But I'd like to know how exactly I got from a crashing plane to this cheery little glorified igloo."

"Look, Lois," Clark said slowly, choosing his words carefully. "Stuff's happening back home. There's this virus and it took out all the power."

"You mean there's no power in Smallville?" she asked, raising an eyebrow.

"I mean there's no power in the world," he corrected.

"You're kidding," she replied incredulously. "Well that's just great!" she continued, throwing her hands up in the air. "How are we going to get home?"

"I think it's a little bit bigger than that," Clark pointed out. "There's rioting all over the world. If this doesn't stop soon then there may not be any place to go back to."

"Wow," she said softly, finally grasping the seriousness of the situation. "Do they know how it happened?"

"If we'd wanted to share it with you, we probably would have," Lex cut in, his tone biting. Pausing, he reached into his pocket. "You're going to need this," he informed her, holding up one of the bracelets that Zod had put on Lana.

"What the hell is that?" she asked, crossing her arms over her chest and narrowing her eyes.

Lex didn't give her time to react; he used his speed to cross the room and grab her arm, putting the bracelet on it. The piece of metal clicked shut, securely locking on her wrist.

"That wasn't part of the deal!" Clark protested angrily, stepping between Lex and Lois. "You were just supposed to go rescue them. You didn't say anything about this!"

"Smallville, I swear, you'd better spill right now, or I'll make you understand what it feels like to get your ass kicked by someone with military training!" Lois threatened.

"It wasn't specifically stated not to be part of the deal, either," Lex pointed out, ignoring Lois as he started over towards the bed where Clark's mother was.

"No!" Clark protested, scrambling to get between Lex and Martha. "It's not like she can get off the bed, anyway, Lex," he pointed out. "And, besides, you know she wouldn't leave me!"

"It's not worth the risk," he said calmly.

Clark's eyes narrowed at his words, and he set his shoulders back and stood up a little taller, as though he was preparing for a confrontation.

Lex sighed and looked at Clark in annoyance. "Look, Clark, you've got a choice here: Either you can step aside, or I can leave Chloe to die." Clark swallowed heavily, glancing once at his mother. There was pain and indecision in every line of his body, but he did step back. "Smart choice," Lex said with a grin.

"Son of bitch," Clark muttered as Lex stepped past him and put the bracelet on his mother's wrist.

The cruel, dominant smile that he shot Clark was enough to make Clark's blood run cold. It held nothing of the Lex Luthor he used to know.

"I'll be right back," Lex informed him. A moment of heated glares ensued, neither he nor Clark wanting to drop the other's gaze or back down.

"If she's dead because you took too long--" Clark finally spat out, his tone rising in anger.

"You'll what, Clark?! You'll give me another dirty look?" Lex countered caustically.

"You promised me--"

"And I haven't broken my word to you yet."

"You left her to die!"

"LEFT WHO?!" Lois shouted from across the room, her face slightly red with the aggravation of being ignored. "What is going on!?"

Lex looked at Clark and rolled his eyes. "You're righteousness has a way of getting you in precarious situations."

"Lois," Clark replied with a soft sigh. "Things are just... weird right now. I don't--"

Clark didn't know what to say. He was in too deep in just about every aspect of his life, and he didn't know how to fix it.

As Lex watched Lois and Clark, he felt a wave of annoyance at both of them--Lois, for pushing Clark; Clark, for allowing her to do so. It was blatantly obvious how Clark had gotten himself tangled in such a web of lies over the years: he was just too virtuous to really lie well. It was obvious that he hated doing it, and Lex had always known that, but it hadn't made any difference in the long run, because Clark had still shut him out.

Lex was not fond of being out of the loop, and Clark had forced him to endure that for years with all his secrets and lies.

"Get out," he whispered softly.

Both Lois and Clark turned to look at him. "Me?" Lois asked incredulously.

"No," he replied, looking straight at Clark. "Him."

"What?" Clark demanded, moving forward, looking shocked. "You can't be serious."

"You want her safe? Then get your ass out of this room!" he ordered loudly.

"And leave you alone with them?!" Clark's aggravation seemed to intensify along with Lex's irritation.

"You have my word that I won't hurt either of them."

"I had your word that you'd get Chloe as well as my mom and Lois!"

Lois immediately moved forward and grabbed at Clark's arm at the mention of Chloe. "Where's Chloe? I swear, Clark, if anything happened to her because of you-"

"SHUT UP!" Lex bellowed, Lois and Clark's combined words grating on him in a way he hadn't known was possible. Luthors were known for control, but he could feel his self-restraint slipping away, being replaced by a sort of itchy, irritated anger that made his chest constrict.

Lois jumped back a little in surprise, and Lex saw her grip on Clark tighten. "You're really as insane as everyone says," she muttered, her expression a cross between nervousness and dislike.

"Just get out, Clark," Lex said with a sigh, sweeping his hand towards the door. "I won't hurt either of them if you leave, but I'm so close to losing it right now that I might kill both of them if you stay."

Lex had expected Clark to contest that point, to press on as he always did. Instead, he nervously extricated himself from Lois, and headed towards the door. It was unnerving how his eyes remained on Lex, even at the point where he had to look over his shoulder to do so. It obviously caused him a slight bit of discomfort to push back the heavy wall of ice that was the door, but he managed. A moment later he was gone.

"What did you do to him?!" Lois demanded as soon as Clark was out of sight.

"I played his weaknesses," Lex replied tiredly, not caring to discuss the particulars of Clark's situation with her.

"Why won't anyone tell me what's going on?!" she spat out, glaring at him. "Everyone is being annoyingly vague, and it's really irritating!"

"Yeah? Then let me be blunt with you, Lois. Clark is the only reason you're not still lying inside a broken plane in the mountains. Clark's the only reason that you're even alive. The world's an incredibly dangerous place right now, and even Clark would admit that it's safer here than it is back home. In short, you ought to be kissing his feet for what he's done for you. You would be dead if he hadn't decided to intervene."

"Wait, he's behind this?"

She sounded so angry and suspicious, that it did nothing but infuriate Lex. He might have his issues with Clark, but after watching the boy fight so hard to save the people he loved, it was like a kick to the gut for Lex to see those people actually believe that Clark might have a hand in this destruction.

"No," he said, his tone lethal. "A being named General Zod is behind this, aided by some other alien beings."

Lois actually had the audacity to laugh. "Aliens, Lex? Did you get hit on the head during the riots?"

Lex's lips thinned to a straight line as he met Lois's eyes. "Is this insanity?" he asked, using his speed to go from in front of her to behind her before she could even blink.

Her mouth dropped open and her eyes became wide. "What are you?"

"I'm what they've made me," he said simply, "and that's all you need to know."

"And what about my cousin?"

Lex smirked at her, enjoying her uncertainty. Without giving her a clue as to what was going on, he sped off and out of the fortress before she'd even had time to draw a breath.

Metropolis was full of broken glass and burnt-out cars, screaming people, and rioting.

Lex knew that Chloe had to be somewhere near the Daily Planet. As he picked his way through the shattered glass and remnants of buildings, he noted that Metropolis as it stood now was nothing like the place he had grown up in. It wouldn't be for a long time to come.

Clark was going to be mad.

"Let's see what you've got in the nice coat of yours," a voice snarled from behind him.

Lex turned to face the speaker, a man in dirty, torn clothing who currently had a gun leveled at Lex's head. "Planning on using that?" Lex asked disinterestedly, glancing past him to see if he could catch a trace of blonde that he hoped would lead him to Chloe.

"If you don't hand over whatever you've got on you," the man replied, his finger tightening on the trigger.

"Oh, then by all means, shoot away," Lex replied, making a move to brush past the man.

The shot hit Lex in the shoulder and bounced harmlessly to the pavement with a small, metallic ping. Lex and the man's gazes met each other at the same time, though Lex's was nonchalant and slightly amused, while the man's was downright horrified. Their eyes met, one set full of fear, the other an amused nonchalance.

"What the--" he whispered before trying to turn to run.

"Life as it was yesterday is over," Lex informed the man right before he pulled his fist back and delivered a crushing blow to the man's skull. "Actually," he amended, "Your life is over."

He walked away with a smile on his lips.

He'd been making his way through debris for about ten minutes when he finally saw the charred license plate that he recognized from his father's limo. His steps quickened by reflex only as he hurried forward to the limo, glancing inside it.

There was nothing there but broken wreckage, and so he changed the line of his gaze to the ground around the vehicle, slowly moving so that he walked around it. As he rounded the back bumper of the vehicle, he pulled up short when he saw his father's body, his throat cleanly cut.

"I never expected you to go out like this, Dad," Lex murmured softly, standing over his father's supine form. "Though, it is rather fitting."

"Not everyone got so lucky," a voice said from behind him.

"I've been looking for you, Chloe," he said calmly as he turned around to face her.

She'd certainly looked better. Her face was marred with bruises and a heavy cut that traversed one cheek. She also had a split lip and a black eye, and her clothing was exceedingly rumpled and dirty.

"You've found me," she replied bitterly.

There was something decidedly off about her, especially with the way she was staring at Lex. For a few moments, Lex simply stared back at her, trying to get a read on her. It was slightly unnerving for him to be unable to do so, as he prided himself on knowing what people were thinking, sometimes better than they did.

"How is it possible that you're alive?" he asked emotionlessly. He really didn't want to deal with whatever was wrong with Chloe. Clark's insecurities he could and was willing to deal with, but he didn't have time for her as well.

"The man robbing me saw someone break down the locked door of the bank a little ways away," she told him, glancing down the street. After a few seconds of silence she asked, "Where's Clark?"

"How much do you know?" he asked.

"Enough to know that you should have been overshadowed by Zod, if things had gone how Milton Fine had wanted them to."

"I was," he admitted, realizing that she knew quite a lot. It stung a little to know that Clark had apparently confided in her over him. "But Zod's got his own body."

"You owe Clark your life, you know," she pointed out, hugging her arms close to her and looking down the street. "He could have prevented this if he'd just killed you."

"I know that," he answered honestly. "And Clark's safe. He'll remain safe, too."

"Then why are you here?" she asked dully. "I know you don't care about me."

"Clark and I struck a deal."

She really did have a reporter's instinct, he decided. While he'd previously been attracted to Lana, he'd always seen Chloe as the more intelligent of the two, as well as the more savvy and life-smart. Nothing at all had changed, and her own intelligence and will to survive were probably the only reason she was alive right now. Lana, if put in this situation, would more than likely be dead--not because she was stupid, but because she wasn't crafty like Chloe.

Chloe nodded at his words, her gaze coming back to focus on him. Even in the light of the afternoon sun of Metropolis, her face was in shadow, and it made her visage look slightly sallow.

"I want to see him," she told Lex.

"You're in luck, because he'd do just about anything to see you," Lex replied. He didn't plan to tell her what "anything" was, but by the look on her face she was aware that it was not something nice.

He didn't ask her permission when he encircled her waist with his arms, though she didn't struggle when he picked her up. She didn't show any surprise when the world began to blur by, either, and Lex supposed that Clark had done this with her before.

This girl was too knowledgeable for her own good.

"Betrayal can only happen if you love." -John Le Carre

Clark paced the hall anxiously, anger burning his insides. The fact that Lex had ordered him to get out infuriated him. This was his life, and these were his secrets--his problems--and Lex didn't have the right to lay claim to them.

None of this should have happened, he thought bitterly. He'd only ever tried to do the right thing, and, yet, he'd ended up here, being forced to watch his life and the lives of those that he loved crumble around him. The worst thing of all was that he was powerless to stop it.

"You didn't hear me leave, did you?"

Clark turned around slowly at the sound of Lex's voice. "Where--?" he started to ask, intending to inquire about Chloe. He never got to, because when he finally completed his turn to face Lex, he was met with an armful of warm girl, straw-colored hair obscuring his vision.

"Chloe," he breathed out softly, inhaling her warm scent. Even when he'd been pining after Lana, he'd always loved Chloe's scent; its warm spiciness had enthralled him. It had reminded him of the perfume his mother wore sometimes, and he'd always liked that sort of comfort.

"What happened, Clark?" she asked, finally pulling away and framing his face with her small hands.

"I lost," he replied simply. He had not intended for it to come out as despondent-sounding as it did, but he completely failed to keep any hope in his voice. He'd failed humanity, and he wasn't seeing many opportunities for redemption in the near future.

Lex's hand on Chloe's shoulder startled Clark, as did Lex forcefully pulling her back. "Do you want to see Lana?" he asked her coldly.

"Lana?" she asked, her eyebrows coming together at the center in a way that Clark knew was a precursor to a wave of questions. He was proven correct in that thought when she suddenly began to rattle some off.

"Where is she? You didn't hurt her, did you? If you did--"

"Lana's fine," Lex replied rolling his eyes. "Why don't you take Chloe to see Lana, Clark?"

"Where are you going?" he asked immediately. The slightly dishonest look in Lex's eyes was giving him a frightening vibe

"To go have a word with Lois," he replied, the unspoken threat hanging in the air. Clark was to get Chloe to Lana's room, or he wouldn't like the repercussions.

"C'mon, Chlo," he said softly, taking her arm, just barely glancing at Lex before pulling her away. Lex's soft smirk made him shudder.

"What happened, Clark?" Chloe asked as soon as they rounded the corner. The way she looked at him--as though she was depending on him--made him ache inside. Clark didn't want to be depended on anymore--not since he'd failed. He hadn't minded the responsibility before, because he'd never failed before. But now that he had--now that he knew what defeat was like--he was scared to mess up again. The looks on the faces of those he'd let down just hurt him too much.

"I tried to kill Fine, but it only opened the portal for Zod. He took over Lex, and I ended up in the Phantom Zone." He was aware that his voice was dry and dull, hopelessly cracked and devoid of emotion, but he just didn't care. It wasn't that he was giving up, because he had too much pride and drive to do that, but he knew that his options were waning quickly. A turn of the tables was unlikely at this point.

"Lex said Zod got his own body."

"He did," Clark responded bitterly.

"Lex control," she said slowly, her words obviously chosen carefully.

"He is," Clark replied, holding out his wrist with the bracelet on it. "I can't leave the Fortress."

She seemed confused by that "What's he want with you?" Still watching him, she gently took his wrist in her hand and examined the bracelet, tracing it with her fingers.

Clark paused. "I don't know," he lied after a moment. He couldn't tell anyone--not even her.

He was saved from any more of her questions when they arrived at Lana's room. Determinedly not looking at Chloe, he pushed the heavy door aside. Chloe shot by him before he had a chance to say anything.

"Are you all right?" he heard Chloe say, as he too slipped inside.

The two girls were locked in a tight embrace. "Yeah," Lana muttered as they pulled away. Her gaze fluttered to Clark when she saw him enter. "Clark."

"Yeah," he muttered, aware that his voice was nearly inaudible.

"What's going on?" she asked. "Why is Lex...doing all this?"

"It's not completely Lex," he admitted. He didn't really feel like explaining this to her, but he felt even less like facing the inquisition that he knew would follow if he didn't.

"Yes, Zod is in this too, I know, but why is Lex working with him?"

"Power's a strong motive, Lana," he said tiredly. "And it's what he's always wanted."

Their conversation was interrupted by Lex and Lois' arrival. Lois' loud shout of, "Chloe!" certainly gave away their presence. As Lana and Chloe had, they quickly hugged each other. "I was afraid that something had happened to you," she choked out, holding her cousin tightly. Seeing Lana, Lois added, "Are you okay, Lana?"

Lana nodded. "Yeah, just confused."

"As charming as this is," Lex cut in, announcing his presence. "I have no desire to be a part of it. We'll leave you to your reunion." He glanced over at Clark and nodded his head slightly.

"Who died and left you in charge?" Lois spat at Lex, coming to stand beside Clark in a protective stance. She'd clearly noticed how Lex had motioned to Clark in an indication that they were to be leaving.

"No one important died, but my word does supersede anything that you say," he explained condescendingly, clearly liking how he was irritating Lois.

His words obviously irked her. "You may be CEO of some big-time business, but you don't run my life," she snapped, stepping towards him.

Lex merely rolled his eyes. "As interesting as your insolent ways are, I don't have time for this."

"Go to hell," Lois shot back.

Lex was apparently done verbally sparring with Lois, because he turned towards Clark. "Clark," Lex said, though it was really more of an order. When Clark didn't immediately heed it, Lex's eyes flicked purposely back to Lois, and then back to Clark in what was clearly a warning.

Clark moved over to him slowly, clearly forcibly ignoring the protests of his friends, as well as having to shake off Lois when she latched onto his arm.

"What are you doing, Smallville?" she demanded after he stopped beside Lex. She held her hands up in an incredulous gesture, looking completely confused and a little disgusted.

"Clark," Chloe said softly from the behind her cousin. The uncertainty in her voice nearly killed Clark.

"I--Chloe," he stuttered out, aware that his voice was almost begging her to understand why he was acting the way that he was. And, by the look in her eyes, he thought she might have understood, even if neither Lana nor Lois did. Slowly, she gave him a small nod of acceptance.

When Lex turned and went out the door, he followed, only sparing one last glance for Chloe.

Clark looked disheartened as he left the room where all of the girls were. Lex found that he felt...not sorry for him, but maybe a little sympathetic. He knew that the current situation of the world was weighing heavily on Clark and that he blamed himself. It was nothing new for Clark to do that, but as of now he was literally trying to take the weight of the whole world on his shoulders.

"This isn't all your fault, Clark," he said finally as they walked down the hallway.

"Yes, it is," Clark murmured, never taking his eyes off of the ground.

"It's not your fault that your biological father made deadly enemies, nor is it your fault that they followed you to earth."

"I was supposed to kill you," Clark whispered, sounding ashamed. "But I couldn't do it. Now the world is in complete chaos because of me."

"Why couldn't you kill me, Clark?" he asked thoughtfully, watching the man beside him for a reaction. "I know you've found my practices over the past year...questionable."

Lex's words elicited a sigh from Clark. "I don't have to like the things you do to care about you, Lex."

Lex nodded but fell silent, taking in more of Clark's appearance. In the depressed state that Clark was in, he looked far younger than his nineteen years, and Lex was reminded of a fourteen-year-old on a cross in a cornfield, if only for just a moment. Clark's visage worried Lex as well, mostly because of the dark circles under his eyes, and the way that his shoulders were slightly hunched as if he were too tired to hold them up.

"You need to sleep," he told him, surprised to find that he actually meant it--and cared that Clark did so.

"I'm fine," Clark replied, his voice still soft and very tired.

"You're not. I know you well enough to know that."


"No." He said it in a way that didn't leave room for an argument, and the fact that they'd reached Lex's bedroom seemed to punctuate that.

"Lex, why are you doing this?" Clark asked in frustration. "You don't like me, and not too long ago we were standing in my barn and you were informing me that the only reason you'd ever been my friend was because you wanted the things I had. You never really cared about me."

Lex couldn't help but laugh at that. Clark took everything so personally. "Clark, I clearly wasn't in my right mind. You of all people should understand what that's like, considering all the times you've had a personality change for a day or two." He paused. "You really thought I meant everything I said?"

"Yes," Clark replied bluntly, following Lex into the room. "Where's my mom?" he asked immediately, seeing that she wasn't there. The pure fear in his eyes was startling, and Lex would have been lying if he didn't admit he found it slightly attractive that Clark was so devoted to those he cared about.

"In another room, asleep. And, Clark, you're intelligent; you've known for years that I wanted the life you had. Even so, you also know that wasn't the only reason for our friendship. However, at that point I'd been prepared to be a vessel for a pure Kryptonian, and it was like a virus that was infecting my mind: with every passing moment my darkness increased." Seeing that Clark wasn't convinced, he added, "I was to become Zod's vessel. In order to do that, all emotion for those that I cared about had to be erased--Zod didn't want my emotions. And I suppose without my emotion--and emotion is what makes people care--the next reason that I was your friend was because I wanted the life you had."

Clark ignored his reasoning. "Why should I doubt that you never cared? You think I can't smell the blood on you? Wherever you went this afternoon, you killed people. Why should I think it's a far stretch that you don't care about me?" he asked.

"Using your logic, it wouldn't be," he admitted honestly. And for Clark, who saw things in violent shades of black and white, it really wouldn't make any sense to him. Lex wasn't acting to him like anyone he'd ever known who'd had cared about him, and so to Clark that would mean that he didn't care. But if he looked at it through Lex's logic, he'd notice that he was still alive, reasonably well taken care of, and was being paid attention to. As Lex was now, all three of those things meant more than a casual attachment.

Clark just didn't see things like that.

"You need clean clothes," he said after a moment, looking Clark's dirty torn clothing up and down. "Something better to sleep in than jeans, and some more T-shirts and underwear, am I right?"

"Yes," Clark answered him begrudgingly, clearly hesitant to take any sort of favor from Lex. It seemed to be a trait that Kent men possessed, Lex thought bitterly.

Lex sighed; this was not how he'd planned to spend today, but as Zod seemed to have decided to take the rest of the day to rest, he supposed that making sure Clark was moderately comfortable wouldn't be too bad. "All right, then you'll take a nap while I go get you some clothes."

"Lana, Chloe, Lois, and my mom need something to eat," Clark quickly reminded him, toeing off his boots and taking off his dirty T-shirt.

"And so do you, for that matter. Don't you ever think about yourself instead of others?" he snapped, irrationally irritated at Clark's displays of altruism. It wasn't logical that anyone could be this selfless, and it annoyed him that Clark seemed to be.

"Too often," Clark answered as he sank down on the bed. "Lex?"

"Yes?" he asked, knowing that by the tone of Clark's voice this was going to be a hard question.

"Who did you kill?"

"Me, personally? I killed some Secret Service agents," he admitted, watching as Clark's face became stony and disappointed.

"And who else died that you're trying to avoid telling me about?"

"The President," Lex answered, amazed at how easily the truth rolled off his tongue. "Though I'm not trying to avoid telling you about it. You're not a little boy; you can handle the truth."

Lex saw something die in Clark's eyes. Not wanting to examine it too closely, he turned and headed out the door, telling Clark over his shoulder, "Get some sleep."

It was only as he headed down the winding corridors of the crystal fortress that he realized it was Clark's faith.

Clark continued to stare at the door for a long time after Lex had left. He knew he was supposed to be sleeping, and he truly was exhausted, but the images of things that he couldn't change were just too imprinted in his head for him to be able to do so.

Things were never going to be normal again. No matter what he did now, things could not be changed to be like they were before.

Clark stretched out on the bed, slipping under the covers. As he did, he felt himself thinking about how he'd created this fortress, and all the technology that Zod could now use. It probably would have been better if he'd never united the crystals. Or, better yet, if he'd never come to Earth. If he'd died with his planet then Fine never would have found this place, and the people of Earth would never have been in danger.

Guilt was a sickening feeling, and it was wearing at Clark with the equivalent of battery acid. Accompanied by the thoughts of Zod killing the President, and Lex killing Secret Service agents, it ripped him apart inside. This was his fault, even if it was by no means direct.

The strangeness of the situation was also beginning to get to him. Lex was actually watching out for him and getting him things that he needed, but at the same time he'd become even darker than before. Killing in cold blood didn't even seem to disturb Lex now, and that notion scared Clark. Who was this man who had been his best friend? And what was Clark's new place in Lex's life? Better yet, did he even want a place in Lex's life?

That was a silly question, and he knew it, because it seemed that Lex wanted him to have one, and what Lex Luthor wanted, Lex Luthor got. If he wanted Clark, he was going to get him, no matter the means of manipulation. Nothing seemed to really faze Lex anymore, except perhaps forcing himself on Clark. That had been the only real spark of conscience that Clark had seen in Lex since he'd arrived at the Fortress, and that frightened him.

Despite the desolate quality of his thoughts, he felt his cheek settling into his pillow, and his eyes beginning to close. The sheets were soft against his skin, and the gentle rub that accompanied his movement was deliciously good. He was so tired anyway, and Lex had suggested he sleep, so what would really be the harm?

He knew he was trying to rationalize the decision to himself, but as he sank deeper into slumber, he stopped trying, finally letting himself drop off into a place that was much kinder on his mind than his waking life.

"Love is the difficult realization that something other than oneself is real." - Iris Murdoch

The Kent farm was much as Lex remembered it, even with everything that had happened. It seemed looters didn't see Smallville as a big place for business, and so the cheery farmhouse seemed mostly untouched, save for lowing of cows begging to be milked.

He easily found the key hidden under the steps. Somehow using it felt like a betrayal to the days when he and Clark had actually been friends.

Lex thought longingly of such days sometimes, as he knew that whatever agreement that he and Clark had reached was incredibly undefined--neither of them really knew what they were to the other. He'd have liked to think that Clark still cared enough to stand by him, but he suspected that it was more that his family and friends were being used for collateral.

It had only been a few days since anyone had been in the Kent house, and so there were no real tell-tale signs of disuse. Lex liked that, because it gave him a chance to remember the years when he'd been welcomed into this house by the family, possibly with the exception of Mr. Kent. Now he was just an intruder, and the fact that he was just getting Clark some clothes wasn't redeeming at all, because if he'd heeded everyone's warnings then he wouldn't have needed to do so.

Clark's room hadn't changed much in the years since Lex had shared it after his father had kicked him out of the mansion. There were still the same charts of star constellations, still the same plaid sheets and American flag on the wall--the room of an all-American boy. It was comforting to know that the fifteen year old Clark Kent that had been his best friend hadn't been completely erased.

He grabbed Clark's red backpack off a chair in the corner and went over to his dresser. As he began to rummage through it, he had to admit that it seemed a little...strange to be going through Clark Kent's clothing, let alone his underwear drawer. Though that was no where near as disturbing as realizing that even the boy's underwear was in primary colors.

He grabbed some of Clark's sweaters, because he'd always liked those better than the hideous plaid shirts that Clark wore. He had to seriously wonder what it was with the Kent men and plaid. Socks came next, along with boxers, and then came the standard blue jeans that he'd almost never seen Clark discard of his own free will. Once he was done with that, he went to the closet and grabbed Clark another jacket and a pair of shoes.

Having packed Clark's things, he took on last look around, scanning for anything that he might have missed. At first he thought that he was all done, but then his eyes fell on a framed picture that was sitting on the dresser. It was a snapshot of the Kents, all of them smiling and looking as though life were particularly great. Upon seeing it, a brief moment of sentimentality and pity for Clark set in, and so he grabbed it and added it to the bag of Clark's clothing.

As he took off in super-speed, he found that he felt a little like a high school student at Smallville High with the red backpack on. It certainly didn't go with the dark clothing and trench coat, and the thought made him feel slightly absurd.

He almost headed back to the Artic, but at the last minute he remembered that he needed to grab some food for everyone. He was actually a bit hungry himself, and while he suspected that he and Clark could probably go quite a while without food, he was aware that everyone else couldn't.

The tiny grocery store of Smallville that he stopped at was deserted, and all of the refrigerated items were clearly ruined. Even so, it was easy to grab a few bags and fill them with non-perishable items, despite the lack of things such as milk and juice. Lex Luthor grocery shopping: This was certainly a first, and he hoped a last.

Zod would have to completely restore the human's technology soon, he realized. Besides starving, they couldn't communicate and so many people were dying in riots. It wasn't so much that Lex cared about the death toll, but it would be impractical to kill off everyone and still hope to rule.

Looking back at Smallville one last time, Lex shot off through the cooling night air, heading back towards the Fortress. The wind on his face felt wonderful, and he was reminded of the times he'd driven a convertible at night. Speaking of the night, tonight was going to be fun for him, he thought, even as a part of him felt guilty. The thought of forcing Clark to do things that were probably against his nature made him a little uneasy, but Clark had made a promise, and though Clark often lied, he seldom broke his word.

And Clark had given his word.

Super-speed was quickly becoming one of Lex's favorite things, second only to flying, which he experienced as he reached a part of the ocean. Knowing that it was the quicker way to the Fortress, he flew over it.

As he landed at the entrance to the Fortress, he realized that the sensation of his powers still surprised him. It was like holding the world in his hands--having complete control. Clark had always possessed that power, he realized. Lex had to admit it amazed him that with the potential for supremacy that Clark had, he still had turned out to be the man he was.

Lex almost enjoyed the crunching of the snow under his feet, and he glanced down to look at. It was a slight surprise to see some other footprints there, unmistakably made by workboats. There was no question in his mind that it was Clark, especially because they paced back and forth at the furthest spot that was still inside the fortress.

Lex continued on into the Fortress, all the while wondering what Clark had been doing. His thoughts on that topic were quickly pushed aside, however, when he found Zod standing at the computer console in the middle of the fortress, staring at it like an enemy in need of conquering. Upon hearing Lex's approach, he looked up, taking in the groceries and the red backpack. An eyebrow rose accordingly.

"Your prisoners need to eat," Lex informed him coolly.

Zod laughed. "You'd let them all die, just as I would. It's Kal-El that you bring the food for, and, by his request, food for the others."

Lex looked at him, his expression cold as ice. "He may be Kryptonian, but he still needs to eat."

"You're attentive to his needs, especially when I am certain that he neither asked you for the food, nor hinted that he wanted it," Zod told him with a slight smirk. "You want him," he said casually after a moment.

"We were... friends," Lex revealed, his grip on the backpack clenching. This man was annoyingly perceptive; it wasn't too hard to see how he'd nearly conquered Krypton. Zod smirked at the declaration. "That is all?"

Lex sighed in annoyance. "He was a good friend, but that was all we ever were."

"You've always wanted him," Zod corrected, turning away from the computer. "It does not surprise me. He's a hard man to handle, and even harder to resist. Very much like his father."

"Jor-El," Lex said softly. "You can't let him go, even now, can you?"

Zod's eyes hardened, and for a moment Lex thought he was going to explode in rage. But then the anger subsided, and he admitted, "No. Kal-El really means very little to me, but it was not so with his father."

"You say Clark's like him," Lex pointed out.

Zod nodded, looking almost regretful. "But he is not him. Like him, yes, but not him, and sometimes that makes things worse," he admitted quietly, looking back up at the tower of crystals.

Lex decided to let the topic drop. He set his things down and came to stand beside the computer with Zod. "What are you trying to do?" he asked, looking up at the mass of alien technology.

"I know that there is a way in this with which to brainwash humans into following me. It would be easier and less messy than conquering."

"No brainwash is ever complete," Lex pointed out, remembering his own memory loss. There were still times at night when he'd wake up, very nearly grasping what he'd lost. He knew he eventually would one day.

"No, but those who remember or break the hypnosis would be easy to handle."

Lex nodded; it seemed like a viable plan. "Can you figure out how to do it?"

"Jor-El's memory seems to be refusing to speak, though I am certain that he would answer Kal-El," he replied, his voice clearly frustrated. "I suspect, however, that a certain crystal would, if put into the console, accomplish what we are looking for. The problem would be that this fortress would only take such a devastating command from someone of the House of El."

Lex laughed slightly bitterly. "Clark would never do that."

"I don't intend to give him a choice."

"Using his family as leverage again?"

"I'll give him the choice of his loved ones or the world."

Lex felt a slight pull to protest that point. That was a choice that would tear Clark apart, and he knew it. Nevertheless, the thought of a world that bowed down to him and his allies was intriguing, and the promise of it pushed his unease aside for the moment. "When?" he asked.

"Tomorrow, I suppose," Zod said with a shrug. "This evening I planned to go to the cities and find some well-suited humans to help maintain this fortress."

Lex only nodded. "I don't anticipate that I'll accompany you."

Zod laughed. "I didn't think you would." The gleam in his eyes told Lex that Zod knew far too well what he was planning to do, and the idea made him shiver a bit.

"Tomorrow then," he said evenly, going back and collecting his bag.

"Indeed," Zod replied, not taking his eyes off the console. "Tomorrow."

Lex left him standing there and headed back to his room. As he reached the door of the room, he moved it aside, going through it with the bag in his arms.

To his surprise, Clark had actually listened and appeared to be taking a nap. The sight interested Lex, and so he set his baggage down on the floor and went over to the bed, intent on having a look at Clark.

Clark was intriguing when he was sleeping. In his sleep the stress apparently bled out of him, and he appeared much younger than he really was. The way that his pretty mouth lay very slightly open, snores so soft that they were nearly inaudible coming from within--it made Lex feel more compassion than he'd felt since he'd been given his abilities.

Clark's dark hair lay in a tumble across the pillow, and his long eyelashes were accentuated by the golden color of the skin of his cheek. He was absolutely beautiful, Lex realized, and in a natural, wholesome way. This was a sort of beauty that was impossible to fake, and no silicon or plastic surgery could even come close to copying it.

Lex walked back away from the bed, intending to give Clark some more time to sleep. He was stopped, however, by a soft murmur. "How long was I sleeping?" Clark asked softly, his voice fogged with sleep.

Lex turned back around and came to sit on the bed next to him as Clark pushed the blankets down from where they'd been nestled around his chin, also freeing his arm. With a large yawn, he brought one arm up under his head, pillowing his head on it, while he gripped the top of the fur blanket with the other.

"A couple of hours, maybe. Are you hungry?"

"Emm? So you did get food?" he asked with a small smile. For a moment Lex thought that he almost looked as he had when he'd come over to the mansion to play pool or just to talk--times when he'd been completely comfortable.

"Yes. I got some of your clothes, too," he told him as he rummaged through the bag of food for some chips. "Here," he said as he tossed them to Clark.

Clark looked at him appreciatively and sat up, immediately setting into the chips as though he'd thought he'd never see food again. "Did you give Lana, Chloe, Lois, and my mom some?" he asked, clearly not wavering from his purpose even as he began to inhale the food he'd been given.

Lex sighed in frustration. He'd like to kill them all, if only because Clark never thought of anything else. "No, Clark."

"Why not?" he snapped, lowering his chips as if he thought it a sin to be eating when those he cared about weren't. The action doubled Lex's desire to kill them all, as well as the desire to just lock Clark up in his room, to make him cry out for him, to make him want him--he wanted to be the one on Clark's mind.

But he knew he wouldn't get what he wanted by killing all the people Clark loved.

No, he'd get Clark's hate. Attention, maybe, but only out of necessity, and resentment would be Clark's most distinguished feeling for him. Lex didn't want Clark's resentment, though he knew he probably had it to some degree. But, at this point, Clark still obviously cared, and Lex didn't ever want to get to the point where Clark would be pleased if he died.

"Lex!" he growled, getting out of bed with a very intense look on his face. "Why are you doing this?"

"Because, Clark, I can." The words were out of his mouth before he'd thought about what their effect would be. He'd grown so used to trying to find words that would irritate Clark that it apparently came as second nature to him now.

It aggravated him to realize that some part of him still wanted to annoy the hell out of Clark--to make him feel the kind of frustration that Lex had felt for years every time Clark had told another lie.

Clark had only hit him once before, at least as far as he could remember, which, given all of his memory loss, was not certain. It seemed now that Clark was going for a second time, and Lex immediately knew that he'd pushed too far.

Knuckles collided with the side of his jaw as he felt himself being lifted upwards and flying through the air until he collided with the wall. There was a quick whoosh of wind and suddenly he was pinned up against the fortress wall, being held by a very angry and very shirtless Clark.

"You're doing this to get to me!" he shouted angrily, his hands fisted tightly into Lex's shirt. Each word was punctuated by a shake.

Lex tried to shift to get out from under Clark, but Clark was strong and had the better grip, not to mention leverage. The fact that Lex was trying to get away only seemed to anger Clark more, if the angrily bared teeth and slightly flushed cheeks were any indication.

"If you have a problem, then take it up with me; you leave my loved ones out of this," he hissed from between clenched teeth.

There was a gleam in Clark's eyes that Lex had only seen two times, namely when Clark had come to his mansion and hit him the first time, and the time his father had been in jail on a charge of murdering Lionel Luthor. Both of those times had been when someone Clark loved was in danger.

It wasn't for himself.

It was never for himself.

"The only way to get to you is through them, Clark. You'd let me kick the crap out of you before you'd ever give in to what I want," he countered, pushing against Clark again.

Clark responded with a particularly angry shove. "But you're not doing this stuff to get something, Lex," he spat out angrily. "You're just doing this because you want to bait me."

"Guess I'm doing all right then," he snapped sarcastically, gesturing to the hold Clark had him in.

Clark's face contorted with anger, and for the first time Lex saw a glimmer of the power that Clark could have. Despite being a generally mild-mannered person, Clark had a side of him that should be feared, and Lex was fairly sure he'd just found it.

"I will die before I let you hurt them," he whispered venomously.

"You'd never get the chance," Lex said frankly. "I don't care about them, Clark, but I care about you."

"You said you loved Lana," he spat out, his eyes still glowing with fury.

"I thought I did," he admitted, closing a hand around where Clark was gripping his clothing. Carefully he extricated himself from Clark's hold. Clark let him do so, his hands dropping to his sides.

"You thought you did?" Clark asked skeptically.

Lex shrugged. "Loved? Probably not. I enjoyed her, yes--her and the things she had to offer. There's something about a loyal girlfriend that makes you feel safe and wanted," he explained. "I think you know that. But, as soon as she betrayed me, everything that I'd truly loved about her was gone."

"You change sides as often as a politician," Clark said with a twisted smile "Even though my dad beat you out in that category."

Lex was just barely able to stop himself from taking a swing at Clark, but he knew that would only make things worse. As much as he hated to admit it, this was just proving that Clark could aggravate and bait him, too.

"Let's get some things straight, Clark," he countered, looking at him smugly. "You're out of luck. You can't leave this fortress, and the people you care about are being used as leverage. One wrong move on your part and they're dead. Zod would probably kill you if your father wasn't the man that he was, and if you didn't still have uses. I'm the only one with any power that actually gives a shit about you personally. How does it feel?"

Clark swallowed, and for a moment he looked torn between punching Lex, crying, and saying nothing. Finally, after a moment the whispered reply of, "Awful" came out.

Lex sighed, the kicked puppy dog look on Clark's face suddenly making him feel as though he'd crossed the line. "Not everything's your fault you know," he told Clark, running a hand over his head in frustration. "You think you've got to be everyone's savior, but no one ever gave you that responsibility."

Clark didn't look at all pacified by his words. "I've got these gifts, and I should use them to help. And it's my fault that Zod's here, anyway. If I'd died with my planet then this wouldn't have happened."

Clark's aptitude for guilt absolutely amazed Lex.

"You were a baby, Clark," he tried to reason with him. "Just a baby. No one can be responsible for things they don't have control over."

Clark's anger had bled out of him by this time, and now he sunk down on the bed. "Please just go give them something to eat," he said finally, his voice so tired and hopeless.

Lex almost said no. It was a great temptation to just tell Clark that he'd do so when he wanted to, but something told him that Clark wasn't going to be able to take that. So much guilt was on him already, and Lex was fairly certain that Clark might have blamed himself for what Lex had become.

"Fine, Clark," he said after a moment's pause. "I'll be right back."

Clark nodded and only watched him pick up some of the food in the bag. "Thank you."

Lex could only imagine how much that must have taken for Clark to say that. "You're welcome," he said blandly, hurriedly leaving the room, eager to get away from the broken gaze. It hurt him to realize that he might have done more damage to Clark than anyone else had even considered doing.

"Meeting you was fate, becoming your friend was a choice, but falling in love with you I had no control over." -unknown

Lana, Chloe, and Lois were all asleep against the wall when Lex slipped into the room. The vulnerability of their positions surprised him, and he would have thought that at least Chloe might have possessed the good sense to suggest that one of them stay awake and make sure someone didn't attack them while they were unaware.

Lana was the first to notice his arrival. That didn't surprise Lex, as he'd known from experience that she was a light sleeper.

"What are you doing here?" she asked warily, nudging Chloe. Lex almost laughed to see how full of distrust her dark eyes were. So different from Clark's, he thought to himself. She was so suspicious, always looking for a fallacy or a lie. Clark preferred to see the best in people, and when there was no best to see, his eyes held disappointment. Clark was easy to distract from his distrust, while Lana never let herself be guided away from hers--she always was alert for the lies of others.

In some ways, she was better off than Clark, and her perennial distrust had served her well. Lex could relate, as in some ways they were similar creatures.

"I'm giving you food," he said with a raise of an eyebrow. "Clark was adamant that you shouldn't starve."

Both Chloe and Lois had woken up now. All three of the girls stood up at once, as if trying to face him as a unified front. He smirked at that, because what possible good would it do when he could snap all of their necks with just a flick of his wrists?

"What did you do to him?" Chloe demanded harshly, her eyes narrowing.

"Clark? I made him take a nap," he said with a laugh. "It's not exactly a heinous order."

Lois let out a sharp laugh. "You expect us to believe that you just made him a nice glass of warm milk, tucked him in, and let him take a nap?"

"Sans tucking him in and giving him milk, yes," Lex replied bluntly as he set the food on the ground.

"Why hasn't he come to see us?" Chloe prompted suspiciously.

"I suspect it's because it's hard for him to admit he's failed, and seeing all of the people that he loves locked up probably reminds him of that." The jab wasn't made at Clark; instead it was intended to make the girls feel guilty for the doubt they clearly had. By the looks on their faces, it had worked.

"I've got other things to do," Lex said coolly as he headed back towards the door.

"Wait!" Lana shouted as he was leaving.

Lex paused at the door, curious as to what Lana had to say. "What's going on?" she asked frankly.

Lex only laughed. "Nothing you need to concern yourself with."

He knew it was cruel to leave them hanging in such a manner, but he couldn't have cared less. So, despite their protests, he shut the heavy door and ceased to listen. Even as he walked down the hall away from them, he purposely didn't listen, not wishing to hear their annoying shouts and curses.

It took him nearly no time at all to go retrieve some more food, and then to go to the room that he'd put Mrs. Kent in. Martha Kent was harder to see than the girls, simply because Lex respected her. He'd always respected her, perhaps more than her husband or even her son. Unlike most people in Smallville, he'd seen her potential. He'd known that she could have been a respected Metropolis lawyer if she had chosen to be, but she'd given it up because she loved a man who could never have left his farm.

Martha Kent was also cleverer than she allowed most people to see. Keen observation had revealed to Lex that very little ever got by her, and that she had a talent for reading people that rivaled even his own. She was city girl that lived in the country, because she loved a man more than the life she could have had.

As far as Lex was concerned, Jonathan Kent should have worshipped the ground that she walked on.

"Lex," she said softly as he entered her room. He quickly realized that she might be the only other person besides Clark who was going to make him feel any sort of guilt whatsoever.

"Mrs. Kent," he replied, putting the food beside her bed. "How are you feeling?"

She shifted a little under the covers, moving to get a better look at Lex. "I've been better. Where's my son?"

"Clark's fine," he assured her.

She smiled softly. "That wasn't what I asked, Lex."

"He's in my room."

There was silence for a moment as she nodded slightly. "How long have you wanted him, Lex?"

"Mrs. Kent--"

"Don't lie to me," she said bluntly, though her voice was still soft and obviously that of an injured woman. Despite that, there was something so commanding about it.

"For too long," he admitted. "Does it upset you?"

"Yes," she answered truthfully, "But I'm not enough of a fool to think that what I say will have any effect."

Lex sighed slightly. "There's nothing I can say that will make you feel better about this, is there?"

Her brow wrinkled slightly, giving him all the answer that he required. "How'd you get him to agree?"

"How did you know?" he countered, unwilling to be easily manipulated.

"My son hasn't been to see me, Lex; I know there was no way you would have come to help me on your own. And, in light of recent events, I don't think that just Clark's request would be enough."

"How did you know that he made that request?" Lex asked, raising an eyebrow.

She smiled sadly. "There was no other way that I could have gotten back here, Lex."

"You're a smart lady," he informed her as he went back towards the door. "Eat and get some rest."

"Tell Clark that I love him," she said softly as she leaned back into her pillows, her voice becoming fainter.

"I will," Lex promised as he closed the door.

As he began to head back down the hallway to his room, he had to admit that there was just something about Martha Kent that got past many of his best defenses.

"Are they all right?" Clark asked as soon as Lex came back through the door. He was sitting on the bed, looking down at his hands, and had obviously been deep in thought.

"Why didn't you go ask them yourself?" Lex countered, discarding his trench coat.

"I was asleep," Clark lied, though the excuse fell flat.

There was a time where Lex would have just let Clark's lies slide, but that time was long passed. "Liar," he chided him softly. "You were afraid. You didn't want to answer questions."

Clark was still sitting on the bed, lips set in a deep frown, and his brow line crinkled in deep thought. His large hands were folded, and Lex could see the strain by the whiteness of Clark's knuckles.

"You're too hard on yourself, Clark," he told him, his voice quiet as he came to stand in front of him.

Clark looked up from where he'd been intently staring down at his hands, his eyes meeting Lex's. "I'll find a way to stop him, you know."

"Not giving up then?" he asked, his voice conversational as he slipped a hand into Clark's hair and began to gently card through it.

Clark immediately tensed, but seemed to understand the unspoken agreement, as well as what a mistake it would be to disregard it. "I'd have to be dead to idly sit back and let Zod--or you--destroy this planet."

"You don't have a choice," Lex told him with a soft smile, pushing lightly on Clark's shoulders until the boy obediently lay back on the bed. He still had no shirt on, and so the hand that wasn't in Clark's hair was free to go to his chest and caress.

"I've always got a choice," he whispered, still not relaxing under Lex's practiced hands.

Seeing that the angle was going to be awkward for Clark, Lex eased him fully onto the bed and then up so that his head was resting on the pillows. "I can take away your choices."

"Do you want to?" Clark asked, neither of them looking away from the other. Lex was surprised at how blunt Clark was being.

"Not completely," Lex admitted truthfully. The idea of a completely submissive, mindless Clark didn't appeal to him. Part of Clark's attraction was his inherent good, and desire to fight to preserve it, and a Clark without choice wouldn't have that.

Clark looked so beautiful laid out under him. He was all long body and gorgeous, golden skin, and despite all the lies and misdirection, Lex couldn't help but feel affection towards him. He was beginning to think that Clark could do anything to him and he'd still care about him.

"I do love you, you know," Lex told him. What was strange was that it was the truth. He might often become furious at Clark, and there might be times when he wanted to kill him, but it was impossible to deny that there was a sort of dark, possessive love that kept Lex from ever really acting on his more malevolent emotions for Clark.

"Your kind of love is dangerous, Lex," Clark replied softly, though he still made no attempt to move away or drop his gaze.

"You're right." And Clark was right. Lex wasn't going to try to deny such an obvious truth, because it was clear to anyone with the IQ higher than a stick that his type of love really was dangerous. It was full of manipulation, possession, and control. To many it wouldn't seem to be love at all.

Both he and Clark might know differently, but that didn't change the fundamental truths of the situation.

"I won't hurt you."

Clark smiled wryly. "Yes, you will."

"I'm not going to right now."

"This will end up hurting me."

It was impossible to deny, even as he leaned down and kissed Clark lightly on the lips. Yes, this situation would end up hurting Clark, because this was about far more than just love--in fact, love probably wasn't even the chief reason for this, even if it was a factor. This was all about possession, and something that Lex had wanted for longer than he cared to admit. This was about Lex showing Clark that he was in control.

Clark knew it.

Lex wanted to make sure that he knew it.

But for the moment it didn't matter, because they'd deal with the fallout later.

Lex leaned down from Clark's lips to suck at the joint behind his ear, and the taste of sweat exploded in his mouth. Reveling in the slightly salty taste, he worried the skin with his teeth just a little more to get all of it.

Clark wiggled a little underneath him, probably in nervousness, and so Lex dropped his hand to Clark's stomach where he gave light, comforting touches. Clark seemed to understand the unspoken message, and he eased back down into the mattress.

"How'd this happen, Lex?" Clark asked softly after a moment. He sounded so young that for a moment Lex felt almost guilty about what he'd become in Clark's eyes--almost, but not enough to stop.

"Destiny happened, Clark."

"This isn't what was meant to happen."

Lex sighed and leaned down to nuzzle at Clark's ear. In a voice that was as quiet as he could manage, while still being heard, he whispered, "Sometimes things don't turn out like we plan."

He never gave Clark the chance to respond to that, as he leaned down and caught his lips again, using his tongue to gently coax them open. Clark was so stiff under him, every muscle tense and nervous, and Lex knew that Clark was remembering what had happened with Zod.

Lex wanted to assure him that this was different, but he knew that words wouldn't erase that memory from Clark's mind.

Clark's mouth tasted good, but he could also taste the hidden fear that was there. In an attempt to soothe Clark's nervousness, he slipped his tongue under Clark's and eased it into his mouth, hoping for a response.

He wasn't disappointed, even if the caress that he received was small and tentative. He countered easily, and Clark's kissing slowly became more intense. "That's good," Lex mumbled as he finally broke away, moving back to Clark's neck.

Clark shifted his neck a bit, and Lex raised one hand up to his hair to gently hold him still. He didn't want to hurt him, but Clark was going to know who was bottoming, even if Lex planned to make it clear in a way Clark would enjoy and accept.

Pushing his thoughts aside, Lex let his thumb slide down to Clark's temple, where he gently caressed. "Beautiful hair, Clark," he muttered against his neck. "Lana's a fool to have given this up."

That was definitely the wrong thing to say, and Lex couldn't believe that he'd been that stupid. Words couldn't be taken back, though, and Clark's reaction was instantaneous. He muttered something unintelligible from under Lex, and anything that Lex had coaxed out of him at that moment was gone, Clark having sealed himself up once again.

Clark was so good at that, and he shouldn't have had to be.

In an attempt to make Clark lose himself in feeling once again, Lex let his lips trail down his neck to his collar bone, licking and kissing gently. It took a few minutes, but eventually Clark's hand came up to rest on Lex's hip, encouraging him.

He abruptly realized that he was still dressed, and that Clark was mostly so. It was clearly a problem in need of rectification, so he leaned down to kiss Clark again, pausing only to slip his shirt over his head.

Skin on skin was erotic, and nothing had ever felt better to Lex. The times that he'd slept with Lana had never been this right.

"Why didn't you ask for this in Smallville?" Clark asked as Lex paused again and began to undo the button on his jeans.

"Because I had your friendship to lose. I don't have anything to risk now, because you can't run away."

Bland, hard truth and Clark only nodded at it, knowing it was correct--Clark couldn't run from this. Even so, both of them knew that Lex wouldn't rape him--force the issue, maybe, but never outright rape him. It might not have been immense comfort, but it was enough for Clark to know that he had a choice, and somehow, that made a world of difference.

Clark let his hips be lifted off the bed as Lex pulled the jeans off, discarding them in a corner somewhere. They were dirty, and smelled so much of the remnants of what Clark had done the night before, that Lex didn't have any intention of doing anything besides burning them.

Clark wasn't wearing boxers, and Lex smiled at the sight of Clark completely naked underneath him, save for the thin bracelet of Kryptonian metal that occupied one wrist. It was a point of fascination for him, because in some ways it was the thing that had brought this situation together. Clark's arm fell out across the bed at his careful touch, and Lex skated his fingers down Clark's arm in a teasing caress, enjoying the skin that was smooth as satin under his fingers.

Once he reached Clark's wrist, his gently cupped it in his own hand, his fingers gingerly rubbing across the area where metal met skin. "It's a beautiful thing, Clark," he muttered, his other hand going to undo his own pants.

"It's not," Clark disagreed, but there was no passion behind it.

"Don't be stubborn," Lex rebuked him as he discarded his own pants. "Stay there for a moment," he added as he used his speed to shoot over to where he'd left his coat, fishing through the pockets until he was able to find the lube he'd put there.

After returning to the bed, Lex held Clark's nervous gaze as he squirted some of the substance onto his hands, rubbing them together to warm the lube. "Had you ever done this before last night?" he asked, though he already knew the answer.

"No," Clark replied blandly. And then, as if reading Lex's mind, he added, "But you knew that."

"I did," Lex admitted, "But I wanted to hear you say so."

"Glad I could help," Clark murmured, shifting his hips a little.

"You alluded to the fact that you would have accepted this in Smallville," Lex reminded him, touching one naked thigh gently.

"You tell me that I lie," Clark countered, and for the first time since Lex had pushed him onto the bed, he saw something that might have been defiance. He smiled as he realized why: Clark was not going to admit to wanting this. Lex had told him that he would come to Lex's bed willingly--Clark would have to allow Lex to have sex with him. It was only natural that Clark didn't want to acquiesce to this act, just in case he later wanted to say that it was forced.

"You do lie," he replied, the smile never leaving his lips. "But I always know when you do, even if I don't know what the truth really is. And you weren't lying when you told me that."

Clark didn't say anything, but his mouth went into a hard line.

"You're so stubborn, Clark," he said with a laugh, finally letting his hand move down, completely ignoring Clark's semi-erect state in favor of going back to his tight hole. Once there he pressed around the outside of it, enjoying the feeling of Clark shifting against him.

A soft whimper escaped from Clark's throat, and he immediately blushed. Lex discovered--much to his delight--that he had been right when he'd guessed that that blush really did go all the way down.

"I won't touch you until you tell me you want it," he told Clark with a soft smirk. "And I know that you do." Clark swallowed hard, but said nothing. "Too proud to ask, Clark? That's something I sincerely never liked about you. See, you're always willing to ask for something you want, but you'll never ask me for what you need."

Still smiling, he brought the hand not circling Clark's hole up to his stomach where he skimmed it over the soft skin, his touches light and teasing. Clark swallowed, but Lex watched as he hardened fully.

"Just say it, Clark."

Clark shook his head.

"I'm not even asking you to beg--just ask. Or does asking make it too real for you?"

Clark shivered, and Lex noticed that he was biting his lip. Lex couldn't help but smile at that.

"This is real, Clark. This is your life now."

Long eyelashes swept down, his despair obvious. Another clenching of throat muscles, and Lex knew that Clark so desperately desired to tell him that he wanted this, if only so that he could get it. But even despite his want, he just couldn't manage to ask.

Clark had so much pride, and having been raised by Jonathan Kent hadn't helped the situation. Clark had never wanted to admit weakness, and he'd never wanted to feel as though he wasn't completely in control. Lex himself could easily relate to that, but Clark was the one who had to face it in this moment.

"Ask me, Clark," he whispered again, tenderly nuzzling his way into Clark's hair.

Clark swallowed heavily and paused, but after a few moments, a tiny whisper finally escaped his lips. "Please."

"Yes," Lex murmured in pleasure at Clark's acceptance. Clark's words made him feel slightly light-headed, as he'd waited so long to hear Clark acquiesce to this act. All those years in Smallville, and the memory of a sweet teenager who was too innocent and too pretty--they all made him want Clark that much more.

Clark tensed slightly when Lex worked one finger into him, though Lex was being very careful to go slowly. He didn't want this to scare Clark, at least no more than it had to. Clark moaned softly, though Lex didn't think it was from pain.

With the hand not working inside of Clark, Lex gently stroked his hair back. It took all of his willpower to force himself to remain alert, and not give in to the sensual feelings that were consuming him. His only reason for doing that was he knew Clark would be more at ease if he was talked through this.

"Feel so good, Clark," he muttered. "Perfect."

A soft pant met his ears as he carefully twisted his finger. "Lex," Clark gasped out, his voice sounding like broken glass.

"Shh," Lex soothed.

It was ironic, really. Lex was willing to kill to achieve what he wanted, but to see Clark under him, so nervous and uncertain, made him want to reassure. For once in his life, Lex really, truly, felt more than just the pleasure of sex.

Even Helen hadn't been like that--not really. In her he'd seen a good partner, someone compatible--she took the loneliness out of the house. It had never been love by any stretch of the imagination, making it that much easier to arrange her demise.

Clark was different. He cared for Clark's comfort, even if he cared for no one else's.

He cautiously added another finger, being careful to twist and move them around just enough to stretch Clark, but not to really hurt him. A little burn could be pleasurable-- he knew that from experience--but Clark didn't have much to go on. In fact, the only experience that he did have to draw on was one that Lex was sure had not been pleasurable in the least.

"Does it hurt at all, Clark?"

"It... burns," he choked out. "But not bad."

A shade incoherent, but Lex understood his meaning. For all intents and purposes Clark was virgin to this kind of sex, so Lex supposed he'd make allowances. He had time, anyway--Clark could learn what Lex liked later.

"Just try to relax," he suggested, his hand still running through Clark's soft locks. They were thicker than he'd imagined, but so incredibly soft. After all those years of wanting to touch, he was finally getting his wish.

Clark nodded and took another shaky breath, his eyes having long ago clenched tightly shut. The hand that he'd had on Lex's hip began to hesitantly run up and down, though he seemed almost afraid to touch.

"You can touch, Clark," Lex assured him as he added a third finger. "You can't hurt me more than a human can hurt another human."

Clark choked on a breath, and Lex realized that Clark hadn't wanted to hear that he wasn't human. Clark wanted to feel human, at least in this, even though they both knew that he was not--neither of them were, not anymore, anyway.

Despite Clark's want for normalcy, he still took Lex's invitation and touched. Lex grinned as he leaned down to capture Clark's mouth, pleased when there was more than just an obligatory response.

A minute or so more and Lex finally took his fingers out. With gentle touches to accompany his words, he told Clark, "This may feel strange and hurt a bit, but I want you to relax. If you let yourself get used to it, then you'll like it." He knew that his tone was clouded with lust, but it was so difficult to force himself back to coherency. "I can make you feel so good if you let me, Clark," he added.

Clark nodded, but didn't open his eyes. Lex only sighed and brushed a piece of hair out of his face as he slicked his cock up with lube and got in position over Clark. "Breathe deep, Clark."

When Lex pushed into his tight, wet heat, Clark made a noise that was nothing like Lex had ever heard before. It might have been somewhere between a squeak and a groan, but neither of those words described it aptly. Whatever it was, it was incredibly erotic, even if it made Lex pause for a moment.

"All right?" he asked, both hands moving down to Clark's hips to hold him steady.

"Yeah," Clark gasped out, finally opening his eyes.

Clark's eyes were beautiful; Lex had always thought so. They were the color of the sea when it was more green than blue, and the way the color shifted with his moods reminded Lex of waves at sea. It was amazing how much of his emotions Clark's eyes showed, and Lex felt as though sometimes he could get lost just by making eye contact with Clark. If this had been what Jor-El had looked liked--if he'd had those eyes--then Lex couldn't blame Zod for getting involved with him.

"I'm going to move now."

A shaky nod, dark curls flopping slightly.

Amazing was an understatement for how it felt when Lex actually started to move. And Clark, inexperienced though he might have been, seemed to naturally know how to counter things. Lex had expected Clark to lay under him, unmoving for the most part, but instead he met each thrust. Lex could see the pleasure in his eyes.

Their lovemaking was slow and gentle and nothing like Lex had really experienced before. This was something deeper than just raw loneliness and the need to fill a house. This was different from a meaningless one-night stand. Even Lana, who was the woman he had come closest to loving, hadn't evoked these sorts of feelings from him.

Clark's harsh keening reached Lex's ears as he began to come, his eyes shutting tightly and his face contorting into something like immense pleasure. "Lex!" he cried out as he came, gripping Lex tightly with his hands. Clark's actions pushed Lex over the edge as well.

He heard himself grunt harshly as he spilled into Clark, the noise being followed by Clark's name. That was decidedly new; he'd never called out anyone's name before--at least not unless he was trying to get something, and then the words had been calculated and devoid of any true affection.

He fell onto Clark's chest after he'd come, and for a moment they simply lay there holding each other. Once they moved out of an embrace they both knew they'd have to talk, and neither seemed overly eager to do that.

Both men knew this wasn't simply a deal struck between them--the price Lex had set on the rescue of Clark's friends. No, this was years of sexual tension, finally giving way. Lex had simply sped up the process, for it would undoubtedly have taken much longer to coax Clark into his bed.

After a few minutes, Lex felt he'd regained his strength enough to slip out of Clark and move away. To his surprise, Clark made a disapproving noise when he did so.

"Feeling all right?" Lex asked, finding his voice after a little work.

"Yeah," Clark replied, and Lex was pleased to find that Clark sounded just as off--though not in a bad way, but in the way of someone who'd just had sex.

"Mmm, here," he said softly, aware that his voice was very nearly soothing. Not asking permission, but knowing that Clark wanted it, Lex rolled onto his back and lifted Clark up on top of him.

Clark seemed a little uncertain when Lex lifted him--he obviously wasn't used to someone being able to do that. Even so, he settled back down onto Lex after a moment, his exhaustion clearly winning out.

"Just sleep, Clark," Lex crooned in his ear, stroking his dark hair softly.

Clark burrowed his head a little deeper into Lex's shoulder, making a soft, pleased noise. Seeing Clark in a post-coital daze was fun, Lex quickly decided, as, near-virgin that he was, his exhaustion and sex-induced stupor made him receptive to acting and cuddling in a way that he most likely never would have agreed to otherwise.

Clark did sleep, too, nearly as soon as his face was tucked neatly into Lex's neck. Lex knew exactly when he dropped off into slumber, for his breathing became softer and lighter, his breath tickling Lex's neck.

Lex, dropping a kiss into Clark's hair, murmured in a far more tender way than he would have attempted if Clark had been awake and coherent, "I love you," before slipping off into sleep as well, his arms still wrapped protectively around Clark.

He was surprised to realize that, despite everything, he meant it.

"There is no education like adversity." -Disraeli

Clark's sleep was dreamless for the first time since the world had fallen apart. That aspect of his slumber was the part he had missed the most, as the dream specters that had haunted him for weeks had been quite unsettling, and had often given him nightmares.

Therefore, when the door to Lex's room flew open, Clark assumed that he was simply dreaming again.

He looked up at the door through sleepy eyes, feeling slightly disoriented at first and forgetting where he was. When he felt Lex move under him, he immediately remembered, and any notion of this being a dream was quickly disposed of.

At first, Zod looked a little shocked at the scene before him, and Clark could feel a blush spread down his neck and to his chest. Then Zod began to laugh, the sound dark and cold.

"Damn it," Lex hissed as Clark climbed off of him, reaching for a sheet to pull over himself. The realization that he'd been naked and sleeping on top of Lex hit him all at once, and his shame quickly began to multiply.

"Friends?" Zod asked Lex with a raised eyebrow, glancing at Clark to make his point.

Lex's pants were lying next to the bed, though he'd tossed Clark's away, and Clark wasn't going to get up and look. The thought of walking around naked in front of Zod was just too mortifying.

"I would appreciate some privacy," Lex told Zod coolly as he pulled his pants on and went over to Clark's red backpack.

Zod only continued to laugh. "Truly his father's son," Zod said, his eyes turning on Clark, who glared furiously back at him. "And it seems you are just as susceptible to the innocent type as I."

Clark could easily tell by Lex's tightly drawn lips that he was neither pleased nor receptive to Zod barging into his room. "We've all got our idiosyncrasies," he said darkly as he pulled out a pair of sweatpants and blue t-shirt for Clark.

Even as Lex tossed the articles of clothing to Clark, he didn't look at him, but remained facing Zod. "Rape seems to be one of yours," Lex added.

At Lex's words, Clark colored deeply again, though he felt his anger rise. He knew that in some strange way, Lex was protecting him, but just the very mention of what had happened brought color to his cheeks.

Having put his pants on, Clark stood up next to the bed, refusing to back down from Zod. After all, he doubted it was a coincidence that Zod had come to their room this early in the morning.

"What do you want?" he spat out, feeling his eyes narrow in anger and dislike.

Zod looked mildly amused, almost as though Clark were a pet that had performed a new and interesting trick. "You're going to release a program into this fortress's computer," Zod informed him with a sly smile.

Clark felt shock and fear rush through him. "Why?"

"To hypnotize the human race."

Even Lex appeared surprised, giving Clark the impression that he hadn't known anything about this. Somehow that encouraged Clark; at least he knew Lex hadn't planned this right before he'd taken Clark to bed with him.

"I would never," Clark began slowly, his voice low and threatening, "Do that." Nothing would make him do something like that, he tried to tell himself, and certainly not without a fight.

That shouldn't be a problem, he realized a moment later, for he could feel the tension mounting.

Zod smiled at him, looking very dangerous. "You will."

"No," Clark replied, his voice quiet. "I won't." His fists seem to clench at his side of their own accord, his fingernails digging into his palm.

"I'll kill your friends," Zod said simply, challenging him.

Clark stepped forward, his lips going into a sharp, thin line. The line of his jaw was heavily distinguished as he bit down so hard that it felt as though he'd break a tooth. Keeping his eyes level with Zod, he told him firmly, "I will kill you before I let you hurt my friends."

Apparently he didn't understand how uncommon it was for Clark to make a death threat, for Zod only smiled sinisterly. "There are five of us--not including Luthor--and one of you. Your odds are less than good."

"I'm motivated," Clark replied sarcastically, dipping his head slightly in defiance.

Zod merely sneered. "No one's motivated enough to be able to stop five Kryptonians, all of them trained in the ways of warfare and torture."

"Clark," Lex murmured, his tone a clear warning.

Clark ignored Lex. "Don't touch my friends," he ordered Zod, his voice very set and strong. There was only the barest hint of a wavering in it, and only by his eyes could anyone tell that he was at all nervous.

"You do not want your friends to be harmed?" Zod asked icily, stepping forward and tightly gripping Clark's chin in his hand. "Then you do what I tell you."

"I'm not going to help you hypnotize the world!" he shouted, shoving back against Zod until he let go.

Zod said nothing for a moment. Then, abruptly, he called, "URSA! NON!"

For a moment there was nothing, and then Clark felt the tell-tale wind of someone in super-speed. A moment later, the women that he'd learned was Ursa was standing before them, a smug look on her face, accompanied by a misanthropic-looking man, his face a complete glower.

"Yes?" Ursa asked, her lips curling into a sinister smile as she saw the way Zod was looking at Clark. Non only looked on with moderate interest, his eyes narrowing slightly when he glanced at Clark.

"Go get the dark-haired girl," Zod told Ursa, his eyes never leaving Clark.

"No!" Clark shouted, his face suddenly breaking all pretense of controlled anger. Without thought, he shot at Zod, having absolutely no idea what he planned to do once he grabbed a hold of him.

He was spared of having to make that decision when Non's strong arms gripped him from behind, cutting off his breath. Clark viciously tried to jerk away, but Non held him fast. He briefly considered asking Lex to help, but he didn't know what he would do, and he thought it might hurt more than he could take if Lex hung him out to dry.

"GET OFF!" he shouted instead, making another bid for freedom, this time by slamming his elbow back into Non's gut.

Non grunted, but hung on. "Zod!" he gasped out, one arm tightening around Clark's neck while the other encircled his waist.

This time when Clark struck out, he almost got free. But, as luck would have it, Zod took that moment to decide to help by grabbing one of Clark's arms and twisting it up behind his back.

Clark wasn't accustomed to pain, at least not unless there were meteor rocks around. This new sensation of his arm being pulled up in a way that it shouldn't go was completely wrong to him, as well as frightening.

His arm felt as though it was going to snap, and he cried out in agony, though he refused to beg. Despite refusing to beg, he did still under Zod's hands, not wanting to twist and break his arm.

"Better," Zod told him approvingly, raising his arm another fraction of an inch until Clark began to pant with pain.

"You're hurting him."

Lex's voice was a surprise, especially to Clark. He hadn't expected Lex to help him. Even though Lex had made it clear that he was undoubtedly going to be the most benevolent of all of Clark's captors, he'd also made it clear that he wasn't going to interfere if Clark did something. But, apparently, this broke the rules. And even if Lex didn't sound particularly outraged, Clark knew him well enough to hear the slight tension and worry in his voice.

Call it dysfunctional, but at least he knew Lex cared.

"Not permanently," Non shot back with a vicious grin. "For what his father did he deserves worse."

"Clark's not his father."

"The sins of the father are visited on the children. Kal-El is Jor-El's sole heir," Non replied, a sadistic gleam appearing in his eyes. Zod smiled as well, and did not make any move to let Clark go.

A rush of wind announced Ursa's arrival, though it was neither welcome nor timely. "Jor-El was as most of his male species were--worthless," Ursa supplied, forcing a frightened Lana into Clark's line of sight. "His son is no different."

"Clark!" Lana shouted, trying to push Ursa off of her.

Ursa only grinned and smashed her hand into Lana's face, causing her to fly back and hit the wall.

"Stop it!" Clark shouted. "This isn't about her!" He began to fight again, trying to get away again despite the horrible pain it was causing him.

Zod abruptly let go of Clark's arm. Clark's relief was obvious as he sighed and slumped. "Bring him to the control room," Zod ordered with a slight nod to Non. "And bring the girl as well," he added to Ursa.

Both nodded, looking far too excited at the prospect of torture. Lana was just picking herself up from where she'd fallen against the wall; she cried out when Ursa came forward and grabbed her.

"Clark!" she shrieked, trying to knee Ursa in the stomach. Unfortunately, she only succeeded in making herself cry out in pain when she found it was like hitting steel.

"Your fight's with me! Let her go!" Clark shouted, going into super-speed. Non hadn't been quick enough to grab him, and he shot forward unhindered. Ursa wasn't expecting the assault, and so Clark was able to land a sucker-punch from behind.

Ursa grunted in pain and dropped Lana as she was lifted up off her feet by the force of the blow and slammed into one of the walls of the Fortress. Unlike Lana, however, her body was invulnerable, and so the wall cracked under her, bringing down a rain of ice onto her body.

"Fool!" she shouted, standing up and pushing the debris aside. "I'll kill all those pathetic weaklings that you call your friends."

Clark couldn't remember ever being so angry, expect perhaps the time that the heat-sucking boy, Sean, had threatened his family and Lana. Now was the same situation, and Clark felt the same anger again. It was the kind of anger that ate at your insides and made you see red, and Clark so very seldom experienced it.

It was the kind of anger that made you want to kill.

He flew into super-speed again, this time going at Ursa. He was inches away from her when something grabbed him from behind, tackling him to the ground.

Whoever it was, he hadn't seen it coming, and so he was easily pinned to the ground, both of his hands caught in a strong grip. He struggled desperately, but he had no leverage.

He could hear Lana scream from somewhere out of his line of sight, and though he couldn't decipher the words, he could hear Non growling something at her. Fear was eating at him, and it suddenly became important to know who the man was that had tackled him.

"Do what they say, Clark, or you're going to have to watch everyone you love die."


Clark could feel tears rising in his eyes, and his chest felt terribly tight. This wasn't supposed to have happened--not at all. He'd slept with Lex, having mistakenly thought that Lex didn't really have it in him to hurt him. He'd thought that, if things became dire, then Lex would side with him.

That was what was supposed to happen, except that Lex was currently kneeling beside him, holding his arms back so that Clark couldn't move, and doing everything he could to make sure Clark couldn't get away.

"Get off!" he spat at Lex, hoping that his words would at least have some effect.

Lex's sigh was not what he'd expected or wanted. "Don't be a fool, Clark. I know that you think with your heart, but use your head here."

"Get him up," Non said roughly, holding on to Lana tightly as Ursa came to his side, her eyes flashing with ill-intent. Clark was very aware that he'd just angered another one of his captors, but he couldn't bring himself to care much at the present time.

It was humiliating to feel Lex's arm slip around his waist, his other hand still holding Clark's wrists in a determined grip. The humiliation turned into a flush when Lex simply lifted him up and set him on his feet. Clark was not accustomed to being treated like a two-year-old, nor did he like it.

Lex, always on the ball, seemed to read his mind, saying, "I'd let you walk on your own if I thought you wouldn't try to find a new and creative way to get out of this."

"Humans are your own race, Lex!" he tried to protest. "How could you betray them?"

Lex laughed grimly, the sinister sound accompanied by Ursa and Non's venom-laced snickers. "I'm no more human than you, Clark," Lex told him, no hint of sadness in his voice at all. "You don't owe them anything, either."

"You were human!" Lana shouted from where Non held her tightly. Out of the corner of his eyes Clark could see her struggling fiercely against her captor.

"I was raised by humans!" Clark tried to protest, his voice riding over Lana's.

"Everyone you care about is in this fortress, perfectly safe. What do you owe the rest of the world?" Lex asked as he pushed Clark out the door with Non, Lana, and Ursa straight behind them.

Clark bristled when he felt the thumb of Lex's hand begin to caress up and down his stomach. The touch was obviously meant to be tender and soothing, but it made the fire inside Clark double. It was such a contrast for Lex to be doing this at all, because he didn't give outright comfort. Then again, Clark had to admit that he remembered the times back in Smallville when Lex had tolerated his teenage tantrums and had even tried to ease his anger. Still, Clark didn't appreciate the attempts now, as the thought that Lana was watching this made him shiver.

"There are good people in the world, Lex."

It was Ursa who laughed this time. "Pathetic, boy," she chuckled. "Humans are driven by their carnal desires, and are so very primitive. Their biases blind them to what they could be. They are a horrid race, believing that men are superior. They would sell you out if they thought it would save them. This girl has sold you out!"

"I didn't know!" Lana cried tearfully, frustration obvious in the tone of her voice.

"Your race destroyed itself," Clark shouted, trying to twist his middle away from Lex's gentle caresses.

Ursa only laughed again, seeming to think that Clark had said something particularly funny. "Foolish child. Zod keeps you alive because you could have uses, such as the service you are about to perform for us. But you've no use beyond that. We care nothing for your happiness, and we know where you are weak. You would do well to learn not to provoke our wrath."

"Go to hell," Clark retorted sharply.

"Don't you think you've caused enough problems for yourself, Clark?" Lex snapped, his hand tightening on Clark's wrists in warning as they reached the control room.

Clark knew that Lex had been trying to calm him down, and that his words were only a reflection of Clark's own snappish manner getting to him, but Clark found it quite aggravating that Lex seemed to think that what Clark was doing was wrong. "Not all of us know how to shut down our conscience," he replied scathingly.

As they moved fully into the main room, the crystal console rose before them, accompanied by the small bundle of crystals that Clark had accidentally run Brainiac through. In front of it stood Zod, Aethyr, and Nam-Ek, all of whom looked rather eager.

Clark's eyes caught on Zod and moved down his body to where they rested on the gray crystal that Zod held in his hands. The way Zod's fingers were clenched tightly around it made Clark very sure that it wasn't some casual item he'd found on the ground. "Kal-El," Zod greeted, his lips twisting into a smug smile. "Good of you to finally join us."

"It wasn't exactly because I wanted your company," Clark shot back sarcastically, all the while pondering how he could use his heat vision to hit Zod hard enough so that he couldn't get back up and return the favor.

Zod only smiled more and held out his hand with the gray crystal in it. "Put it into the console," he ordered, gesturing to the bundle of crystals in the middle of the room.

"I won't help you do this," Clark replied softly, aware that his eyes were alight with rage.

"Yes," Zod corrected him, "You will."

With a quick nod to Non and Nam-Ek, he stepped towards Clark. Non and Nam-Ek fell in beside him, and all three moved forward until they were in front of Clark.

Clark knew his face had to have been twisted in rage, but he didn't care to try to hide the emotion. He despised Zod, and he couldn't have cared less if everyone knew it.

"Kneel," Zod told him callously.

When Clark shook his head, Non and Nam-Ek stepped forward, each grabbing one of his shoulders and shoving him down to the ground in front of the gathering of crystals. Lex let him slide through his arms to the ground, stepping away from him once he was on his knees.

Clark tried to twist away, but Ursa grinned maliciously and moved forward, stepping by Zod to grab a fistful of Clark's hair. Clark had to hold in a gasp as his head was roughly jerked back, his hair burning at its roots.

Zod, seeming pleased by Ursa's aggression, handed her the crystal. Upon receiving it, she grinned as though she'd gotten a wonderful gift.

"Take it," she ordered, grabbing Clark's hand and shoving the crystal in it. "And put it in the crystal group."

Clark didn't close his hand around the offending item, but rather let it hit his hand and go to the ground. Ursa glowered in anger, and in a flash of rage she reached down, her hand going around Clark's neck. Clark immediately tried to push her off, but Non and Nam-Ek's hands were there, pinning his limbs down and away from Ursa.

Clark choked as he felt saliva pool in his throat. It wasn't as though he was really in danger, as while he needed to breathe, he could go much longer without air than humans. Still, the feeling of Ursa's hand on his neck, choking out of him that which was vital to life, scared him beyond belief.

When her fingernails began to dig into his throat, he felt blood, and he fought desperately to free himself. "Let him go!" he heard Lana shriek, though he could look nowhere besides at the woman that was holding him in a death grip.

"You're a fool, Kal-El," Ursa told him venomously. "You throw your lot in with humans when you could have the greatness of your biological race."

Ursa glanced beyond Clark for a moment, and while Clark wasn't sure what she saw there, he found that a moment later he was released. He gasped desperately for breath, aware that he didn't need it, but craving it desperately.

"Bring the girl over," Zod commanded. Ursa automatically stepped back to allow Zod to move to her previous place in front of Clark. "You love humans, Kal-El," Zod said, his tone disinterested, though Clark could hear the underlying venom. "But do you understand the principle of sacrificing one for the many?"

"I've never been a Utilitarian, myself," Clark replied sarcastically, having finally gotten his breathing under control.

Zod smirked. "Opinions change." He nodded at Non, who was still holding Lana. Her face was pale, though she had her jaw set bravely. Non, at the beckoning from his leader, dragged her forward, ignoring her protests. "Put the crystal into the fortress, Kal-El."

"I won't," Clark answered defiantly, looking Zod straight in the eye as he did so.

Lana's scream echoed throughout the fortress as Ursa grabbed and broke one of her fingers. Clark could feel his heart begin to beat in overdrive, realizing what they were about to do. The thing that really scared him was that he wasn't sure he could allow Lana to be hurt. He didn't know if he'd have the will to sacrifice her.

"Stop it!" he screamed, knowing as soon as the words passed his lips that it was a futile effort.

"Again," Zod said casually, almost as though he'd like some popcorn to go along with the show. Lana, however, clearly wasn't enjoying herself. Her screams reverberated around the fortress again, chilling Clark's blood. He'd never wanted to hurt someone so badly as he now wanted to hurt Zod. This, he realized, was what it felt like to want to take a life.

He realized that, in the horror of watching Lana be tortured, his right arm had been released. Why Zod and Nam-Ek had released him, he didn't know, nor did he particularly care. The only reason that he even knew that they weren't holding him anymore was because someone had shoved the crystal back into his hand.

Not knowing what to do, he looked up at the clump of crystals that was mere feet from his face. "I can't do it," he said softly, feeling disgusted with himself for being unable to stop any of what was happening.

"Clark!" Lana shrieked as a third finger was broken.

Her voice calling out his name grated on his nerves like broken glass. It seemed to bury under his very skin, making it crawl with agony and the feeling of betrayal. "Stop it!" he screamed again, not knowing what else to do, because, in his heart, he knew that he couldn't sacrifice the world for Lana.

And he had no doubt that they'd kill her.

Another nod from Zod, another finger broken, and another blood-curdling scream. The noises of cracking fingers and howls of pain made Clark's stomach turn, and he was certain that he was going to give up the contents of his stomach at any moment.

"Clark," Lana sobbed softly, having slumped against her captor, cradling her mangled hand.

Clark barely felt the arms that came around him, nor the hand that took his wrist and gently guided him forward. Everything was so fuzzy, and he was lost in a world where he could only hear the terrible screams--where he could only feel guilt.

By the time he realized what Lex was doing, it was too late to get a hold to stop him. His hand, crystal in it, was already inches from the bundle of crystals, and he knew what Lex was going to do.

"Stop it, Lex!" he protested, pushing back into Lex and trying to drop the crystal in a simultaneous motion.

Unfortunately for him, Lex had curled his fingers around Clark's, holding them in their place on the crystal. He'd dropped Clark's other arm in favor of getting a better hold on him, once again around his waist.

Clark struggled to throw off Lex, but he had no leverage to do so. "You can't do this!" he tried to plead, embarrassed to be begging, but willing to do so if he thought he even had a chance of getting through to Lex.

He didn't think he did, but he'd try anyway.

"You can't do this!" he cried again, the sounds of Lana's sobs ringing in his ears. It killed him to know that the whole earth would be characterized by those sounds now. Everywhere people would be screaming, crying, and--as Milton Fine had said--becoming like beasts.

Lex was helping it happen.

He couldn't stop Lex from pushing him forward and shoving his hand into the crystals. He felt his hand jab against the others as the gray one slid all the way in, lodging itself into the bunch, as much an imposter as any foreign spy had ever been.

Still, he wouldn't let his fingers relax against it. He knew that, just as he'd pulled out the crystal when Fine had tricked him into putting it into the fortress's computer, he'd be able to pull it out now. If only Lex would just let go of his hand, he could do it.

He knew he was losing when a pair of hands joined Lex's, these prying his fingers off the crystal. As his last finger was pulled away, he felt the world slip out of his hands.

Knowing that there was nothing he could do was the worst feeling he'd ever experienced.

Clark realized the hands had been Zod's when he looked up, being met by the man's face. His features were twisted with something grotesque and so very avaricious. Zod wanted the world, and now he was going to get it.

Clark didn't know what made him do it, and he didn't know he was even going to until the words escaped his lips.


Once he started saying it he couldn't stop, and he began crying for his biological father, over and over again. Jor-El had fixed things before, and maybe he would do so now.

"Kal-El," a deep voice rumbled, filling the room with its sounds.

Everyone was silent.

"My son."

"Help me, help us!" Clark pleaded, trying to throw off Lex, who was pulling him back away from the crystals.

"I warned you of the repercussions of disobeying me. I told you to destroy the vessel."

"I'm not a murderer!" Clark hollered, trying to ignore how Zod, Ursa, Non, and Nam-Ek were standing by the crystals, looking amazed. Even Lana, in her pain, looked on in awe.

"You would have saved countless more lives," Jor-El's voice rebuked him. "There is nothing I can do at the present time. The world was in your hands and you lost it."

"No! I didn't ask for this!" he tried to protest, even as he was dragged further and further away from the computer.

"You didn't have to; it was your destiny."

"I didn't want this!"

There was no reply this time, and Clark finally slumped back into Lex, not even really realizing that he was doing it. If what Jor-El had said was true, then he--Clark--had been the one who had condemned the world.

His head was swimming with so many self-deprecating thoughts that he barely felt Lex let him go. It was only when he felt the cold ground under him that he snapped back to reality, immediately seeing Lex standing in front of him.

"You've got what you want; I'm taking him back to my room, and then I'll rejoin you."

Clark didn't want that--not in the least. He didn't want Lex to touch him right now, because it was only a reminder of what had just happened. Maybe later, yes, but right now he didn't think he could take it. Right now he felt so...inhuman, and the thought terrified him. He wanted to feel accepted again in the worst way. Not acceptance as a Kryptonian, because he could have had that from any of these people. No, what he wanted was acceptance as a human, and the only place he could think to turn was to the one person who had always made him feel human, and who he knew would love him no matter what.

He wanted to see his mother.

Lex was still turned around facing the aliens when Clark hauled himself up, going into super-speed when he took off. As he ran, he heard Lex's harsh shout behind him, but he didn't turn. It didn't matter, at least not right now, because he knew he wouldn't be followed.

Lex had other things to do, and he knew that Lex was confident in Clark's ability to take care of himself. Those times when Clark had been a naive fourteen-year-old--the times when Lex had seemed to feel the need to monitor his every move--had completely disappeared, leaving something entirely different in their wake.

Just as he'd thought, Lex didn't come after him, and by doing a bit of scanning and zipping around the fortress, Clark found the room his mother was in.

She looked so frail lying on the bed, her red hair fanning out across the pillow. The starkness of the white bedding did nothing to take away from the paleness of her skin, and it made Clark shiver. His mother wasn't supposed to look like this--his mom was supposed to be his strength.

Clark slowly shuffled his feet, coming to stand beside his mother's bed. She was sleeping, and she looked so comfortable that he didn't want to disturb her. The only problem was that after having examined the feelings that were so raw inside of him, he didn't want to leave either.

"I wish I had a chair," he mumbled, running a hand through his messy hair.

It was a slight shock when crystals began to grow out of the floor next to his mother's bed, making one. Apparently this fortress had more uses than he'd known.

The crystals twisted into the shape of a chair, smoothing out into something that looked like glass. A glass chair: he certainly hadn't seen that coming.

Clark took the precaution of running his hand over the back of the chair before he sat in it. He breathed a sigh of relief when it didn't break.

At Clark's soft noises, his mother shifted slightly in her sleep, letting out a small sigh. For some reason that Clark could never have explained, that made tears rise in his eyes. This hadn't been how things were supposed to happen, he thought bitterly to himself. Nothing seemed to be right lately.

Giving a small sigh in imitation of his mother, Clark rested his head on the bed, thinking that he'd just close his eyes for a moment. He didn't plan to fall asleep, because he was just resting for a moment, and there was no danger in that.

Scarcely a minute later, he was drifting into slumber. He didn't feel a hint of motivation to stop himself.

"Damaged people are dangerous. They know they can survive." -Josephine Hart

Lex had never felt so amazed in his life, except perhaps for the night before when he'd had sex with Clark. This, however, was a different kind of amazing. This kind of amazing was joining five other rogue Kryptonians as they flew back to civilization to see if their plans had worked.

And it seemed they had--to a point. They'd landed in Sydney, Australia, and were now watching as all the people before them stopped what they were doing to look on in awe.

Their faces were so filled with fatuous adoration that Lex almost couldn't believe what he was seeing. The way they looked at Zod as though he was their savior was disturbing, but somehow so mind-blowing, because Lex knew those looks were for him, also.

"General Zod!" one of the people in the crowd finally cried out, tears on his cheeks as he looked up at Zod in absolute reverence.

"Ursa!" another cried out.

"Non!" another voice echoed.



"Lex Luthor!"

Hearing his name called out like that by people in the crowd chilled him, as did seeing the expression of absolute deference on their faces. The way they looked at him made his head spin--he'd set out to gain power and apparently he'd partially gained the world.

It was only when he was able to get his surprise under control that he noticed there were pockets of people in the crowd who were attempting to run. They crashed into those who stood with their eyes fixed on their new leaders, but carried on as though they had no thought beyond escaping.

Lex quickly realized that was because they didn't.

"Why are some of the people running?" Lex asked Zod darkly, watching the minority run as if their lives depended on it.

Zod's displeasure at the people's actions clearly showed when he replied, "Because the crystal's hypnosis was not complete. Had Kal-El willingly put the crystal in himself, then we'd have had no complications, but because of his hesitance we must now deal with those who will not adhere to our laws."

"Kill them," Lex said with a shrug. "What significance do they really hold, anyway? You've got plenty of people here with which to start a new Krypton."

Zod nodded, clearly seeming to like Lex's idea. So much, in fact, that there was a split second between the time that Lex suggested the idea and the time that Zod's heat vision activated, effectively frying one of the running people. Others who were trying to escape saw the act, and their cries of fear and terror reached a whole new level. Seeing the charred man on the ground, they appeared to redouble their efforts to escape.

"Humans really are quite pathetic," he said with a smirk.

Feeling no guilt whatsoever, Lex replied, "I couldn't agree more."

"Humans!" Zod bellowed out over the crowd. "I am your supreme ruler--ZOD!"

A tumultuous roar rose from the crowd, and the faces of the people came alive like nothing Lex had ever seen. The way they looked at Zod, as if nothing else mattered but the leader before them - as if they would gladly relinquish their lives if asked - was eerily moving.

And Clark had been forced to have a hand in this.

Pretty, innocent Clark, unwilling liar that he was, would kill himself over this. He'd blame himself. Lex knew that, but he found that at that moment the power these people were giving him made that fact very easy to push from his mind. Clark might be distraught, but a few days alone with Lex, having everything in his mind twisted to fit what Lex wanted, would fix the problems. He'd make Clark see reason.

And if he couldn't, then he'd make him accept what was going to happen.

The truth was that he did love Clark--but this was what he always had wanted. This sort of power was what he'd craved, and the idea of it consumed him.

Yes, he loved Clark, but he would have both Clark and power.

Lex Luthor always got what he wanted.

This time would be no different.

"I, Zod, command all loyal to me to kneel!"

Three-fourths of the crowd dropped to their knees. The rest continued running, now dodging those kneeling on the ground. Lex could hear their screams cutting through the still night air, and he could see their fear-filled faces under the recently restored street lights.

"Kill them," Zod said simply, addressing Lex and the others. "Anyone who does not kneel to me dies."

Lex found that using his heat vision was an incredibly efficient means of murder. There was no blood on his hands, and no messy body to clean up after. All in all, it was really a very tidy way to go.

It was so easy, too. All he had to do was concentrate on a human, force some heat out of his eyes, and then watch them scream until they simply dried up and quickly vaporized. After the tenth or twelfth human, Lex discovered that he felt almost empowered every time he killed. It was almost as if it reasserted that he was supreme, and that these humans couldn't hold a candle to him or his greatness.

To be above those who had always criticized him was his dream. He'd worked for it his whole life, and now it was laid out before him.

All through the vaporization of their peers, the humans that had fallen under Zod's hypnosis hadn't moved. Their eyes remained glued on Zod in complete adoration.

"Bear witness to a dawning of a new age!" Zod yelled out over the crowd once all of the non-hypnotized humans were gone. With a vicious grin, Zod swept his hands upward, motioning for the humans to rise.

They did so, stumbling to their feet like puppets on a string, every one of them slaves to Zod's whims.

"We've much more to do tonight," Zod told the group of Kryptonians. "There are so many more places on earth like this, and so many more humans to kill." He looked almost excited as he announced the prospect of more killing. The other Kryptonians also looked eager. Ursa particularly looked dangerous with her features bathed in the glow of the full moon. Her short hair was accentuated, and her sharp features appeared even sharper, giving her a frightening appearance. Not a pretty woman, Lex thought blandly, but then again it wasn't as though he were looking for someone to share his bed with.

When Zod motioned for them to move, Lex fell right into step, though in the back of his mind he was already wondering what it would be like if he were the absolute supreme. That day would come eventually--he would make sure of that. But for tonight, he obeyed Zod.

And what a busy night it would be.

The smell of fresh sheets, soft and warm against his cheek, soothed Clark, as did the hand in his hair. His eyes were heavy with sleep, and they felt like lead weights pulling down so as to keep a curtain between him and the world.

It wasn't as though he minded.

He could feel the hurt bubbling just below the surface, but in his current state of half-slumber he wasn't forced to examine the reason for it. He had no desire to, either; he knew how much it would hurt when he did. It was better--so much better--to simply lie here, enjoying the feel of a hand in his hair.

"Clark, baby, wake up," a female voice crooned softly, gentleness in every word.

Clark slowly pulled himself out of the fog surrounding him and raised his head. It seemed to him that the sun had come out when he saw his mother smiling at him.

"Hey, sweetie," she said with a small smile.

"Mom," he breathed out, relief flooding him at the fact that she was awake.

Finding that he'd been lying on the bed, he leaned forward and pulled her into a hug. "Are you all right, Clark?" she asked, stroking through his hair again.

"Yeah, I'm okay," he replied. "The plane crash--what happened, Mom? I mean, I know it was Fine, but what exactly happened?"

She sighed and let him up so that he settled in his chair again, still watching her intently. The paleness of her skin worried him. She shouldn't be so pale, he thought.

"The plane depressurized, and then we crashed," she replied. "I really don't know what happened." Sighing, she switched the subject. "How did you get here, Clark?"

"I...was in a place called the Phantom Zone," he explained slowly. "It was another dimension created by Jor-El for criminals. I--I actually don't really know how I got out."

It hit him at that moment that he was telling his mom the truth--he didn't know how he'd gotten out of the Phantom Zone. Who had set him free? Had it been Zod or Lex? He didn't know how they'd done it either, and somehow not knowing made him uneasy.

"Lex rescued me and Lois," she pointed out. "Why did he do that, Clark? And why wasn't it you?"

He could hear the suspicious edge to her voice. Sometimes it really stunk having a mother who was as insightful as his was. She was really too smart for her own good, and far too in tune to when he was upset or had done something that he shouldn't have done.

"I had this," he said lamely, holding up his arm with the thin bracelet. "Keeps me in this fortress. It was Zod's idea. Lex rescued you as a favor to me, I guess," he replied, aware at just how stupid his answer sounded--knowing how much it sounded like a lie.

"I don't think the new man that Lex has become does favors, Clark," she replied, raising an eyebrow. Sighing, she raised a hand to Clark's hair to brush his bangs back. "Sweetie, just tell me what really happened."

Clark was not, under any circumstances, about to tell his mother, let alone give her details on the night he'd slept with Lex Luthor. While he didn't want to forget it, exactly, he definitely didn't want the world to know. And in this situation, his mother counted as the world.

"Look, Mom, he won't hurt me."

A quick look put him in his place and let him know that trying to get her off the subject wasn't going to work. "That wasn't my question," she replied, clearly not willing to let the subject die.

"It was a deal--just a deal," Clark revealed with a sigh.

"And what did this deal entail?" she pressed on, suspicious. It hurt him to lie to his mom, especially when he was aware that she knew he was doing so.

"I don't want to talk about it, Mom," he replied glumly. He was old enough now that he could say that to his mother, but that didn't mean she would accept it.

However, instead of protesting as he'd expected, she just sighed. "I trust you to do what you think is right, Clark."

He almost laughed, because that hurt. She thought he'd do what was right. Sleeping with Lex didn't exactly seem right, especially because he knew that if he'd begged and groveled enough then Lex wouldn't have ever forced him.

He'd done what he did under the pretense of being forced, but he was quite aware it was just that--a pretense. Lex wouldn't have forced him to do anything sexual that he didn't want to, because as much as he denied it to himself, Lex cared about him. He might have been willing to destroy the rest of the world, but Clark was safe.

He'd used Lex's deal as an excuse, and he was fairly sure Lex knew that and had let him do it. Lex had probably known that Clark had felt like he was doing something wrong, even though he'd wanted it for a while. He'd known that, and so he'd given Clark a reason to do it--a reason to hide behind.

"Thanks, Mom," Clark managed to choke out finally.

Her eyes narrowed a bit, and a worried look came over her face. "You can tell me anything. You know that, right?"

"Yes," Clark answered, even though it hurt to say so. Because, no, he couldn't tell her anything. He couldn't tell her what had happened.

Both turned when the door to Martha's room was pulled back. Clark knew that his mom probably saw him tense when he saw Lex standing in the doorway, black trench coat falling past his knees and giving him a very ominous look.

"How are you feeling, Mrs. Kent?" he asked as he entered the room, coming to stand by Clark's chair.

Clark felt himself tense more, and he was praying as hard as was humanly possible that Lex wouldn't make any kind of gesture that would give away what they'd done. He didn't think he'd ever be able to face his mother again if that happened.

"I'm better, Lex, thank you," she said politely, but Clark could see that the way she was looking at him wasn't at all in trust. She knew something had happened between them, and she clearly thought Lex was behind it.

He nodded slowly, and from the look on his face, Clark was aware that he had caught Mrs. Kent's suspicions. It made Clark shiver, because while he knew Lex was powerful, he also knew that his mom was a force to be reckoned with. She was a strong woman with a good head on her shoulders, and Clark was aware that she'd do what it took to protect him.

"You had a bad concussion, and your wrist, arm, and leg are broken. I had the fortress set the broken bones while you were unconscious."

Clark hadn't known that. Come to think of it, he hadn't even contemplated how it had gotten set and wrapped.

"And you must have wrapped them," Martha concluded, her stare still not warming to Lex. It was a scary thing to see his mother actually dislike someone. His mother was so warm and loving, always forgiving, that to see her refusing to forgive--just on suspicions--frightened him. What she might do if her suspicions were ever confirmed?

"Yes," Lex admitted with a nod, "I did."

The tension in the room was enormous, and Clark suddenly felt as though he was suffocating. "I've got to go check on Lana, Mom. I'll be back sometime tomorrow."

She spared him a small smile that didn't meet her eyes, even if it was filled with the love and acceptance that he'd always known. "All right, sweetie," she said, eagerly accepting his hug when he leaned down.

Clark quickly stood up and fled the room without another thought. It was only when he reached the hallway that he realized that Lex hadn't followed like Clark had expected that he would.

Lex had always known Martha Kent was a formidable opponent to whomever she chose to oppose, but seeing her disapproving eyes fixed on him made that truth ten times more real. Lex didn't know what Clark had told her, or given away by his terrible technique in lying, but she knew something.

"What did you do to my son, Lex?" she asked coolly, shifting so that she was sitting up in bed.

"Mrs. Kent, you should stay lying down," he tried to tell her, but she waved him off.

"I want to know what you did to him. He couldn't even look me in the eye, he was so ashamed. What deal did you two make? What did you make him do?"

Lex suddenly felt more than a little irritated. It was always his fault, always his doing. He was always the bad person. The fact that Clark lied was always overlooked when it came to Lex's indiscretions.

"Whatever deal Clark and I made is strictly between us," he said coldly, his lips going into a thin line. Once upon a time he'd thought this woman to be like his mother, but now he knew he was wrong--this woman was much, much stronger.

"Clark is my son, and if you've done something to hurt him then it's my business."

Lex bristled. It was always about him hurting Clark. It was never about what Clark had done to him. All the lies and misdirection just faded into the woodwork because Clark was a good man.

"Mrs. Kent, I don't think you realize the situation that you're in," he said softly, his voice menacing. "The whole world is under the control of perhaps the greatest tyrant in history, General Zod. Clark's got no pull in anything anymore. The only reason he's not dead is because his father was Jor-El."

Martha paled a little bit, but her determined look never wavered. This, Lex realized, was how Jonathan had won the election--how he'd managed to keep the farm running for so long despite overwhelming odds. Martha had been the one who'd kept things going, who'd made anything possible.

"There are five of us who are second only to Zod in power. I could kill your son if I wanted to."

"But you wouldn't," she said simply. "You care about Clark." The lack of fear in her voice unnerved Lex. He couldn't possibly be that transparent.

"More than you know, but I can forbid him to see you. And he'll have to listen to me."

That elicited a bit of a worried look from her, but outright fear still didn't show. "You don't want him to hate you."

He nodded. "I don't, but he's going to dislike things about me no matter what I do."

"What are you after, Lex?" she asked, shaking her head and looking at him discerningly. "What is so important to you that you'd do this to someone who stood by you? Why would you do this to someone who defended you so many times? To someone who saved your life?"

Lex sighed and swallowed hard. "Leave the topic of our deal alone, Mrs. Kent," he said softly as he turned and headed for the door.

As he left, he realized that Mrs. Kent may not have been like his mother, but she still had just as much power to unnerve him.

"Darkness cannot drive out darkness; only light can do that." -Dr. Martin Luther King Jr.

Lex wasn't surprised to find Clark lurking outside the door, pacing nervously. Clark always seemed to worry now, and while Lex knew his anxiety was justified, it annoyed him that Clark wouldn't relax.

"I didn't hurt her, Clark," he told him bluntly, not in the mood to dance around with pretenses and hints.

"You looked like--never mind," Clark replied, his voice tired and worn.

Clark didn't look good, Lex observed. The dark circles under his eyes indicated worry and not enough sleep, and the light in his eyes that Lex had always admired and loved was dimming. In addition, his shoulders slumped forward as though he didn't have the energy to hold them up. Lex frowned; the signs of Clark's stress worried him.

"When was the last time you ate, Clark?" he asked, unable to keep the concern out of his voice.

Clark ran a hand through his hair, but stopped pacing, instead turning to face Lex. His eyes remained on the ground, even as he ran his hand through his hair again.

"I... don't know," he replied, frustration bleeding through his words.

"Have you eaten anything except those few chips that you threw aside before?"

"I--no," he murmured.

"Don't be an ass, Clark," Lex responded wearily. "You're not doing anything but hurting yourself."

Clark said nothing in return, but Lex caught the flash of anger in his green eyes when he glanced up briefly.

He gave Clark another moment to say something, and when he didn't, Lex found himself sighing heavily. "Follow me," he told him, leaving no room for debate.

"I was going to go see--" Clark started to say.

"And now you're not," Lex interrupted.

Clark clearly didn't like that answer, and his tired eyes narrowed angrily. That made Lex smile because it was good to know that he could still put some life into a tired and discouraged Clark.

"Why are you doing this to me?" Clark asked softly, even as he fell into step behind Lex.

"What, Clark? Trying to make sure you eat?" Lex knew that wasn't the answer he was looking for, and it pleased him to be able to frustrate Clark.

"You're not my mother."

Thank God, Lex thought sarcastically, because Martha Kent was causing a whole world of trouble. He very much doubted that she'd stop pressing for details on the deal he and Clark had made, and that concerned Lex.

"Certainly not, Clark," he replied finally, just barely keeping a chuckle out of his voice. "Although, I did have red hair at one point in time."

"You didn't answer my question."

"I was never clear on exactly what 'I'm doing to you'."

"This," Clark replied heatedly, coming to walk beside Lex and holding out his arms in an all-encompassing gesture. "You're helping them--you let them hurt me."

"Because you're a fool who thinks he can fight four people and win," Lex replied bluntly.

"You shoved my hand into a casing of crystals so that the human race could be enslaved. How can you expect me to be all right with that?"

Righteous indignation was a very pretty look on Clark, Lex decided, even if it was a bit annoying. And, really, how could Clark not see why he'd done it? The chance to have something he'd wanted so badly, so within his grasp, and Clark had expected him to give it up just because it wasn't right? Lex laughed inwardly; Clark could keep his moral integrity, but Lex had no plans to be influenced by it. Clark would have to be content with crumbs of ethicality from him, because Lex certainly wasn't going to conform in order to fit Clark's every moral standard.

"Find a way," he told Clark sharply as they reached his room. Lex opened the door, and then gestured for Clark to follow him inside.

Clark did follow him, though he shot Lex a look of annoyed suspicion before he did so. Somehow, Lex found it strangely endearing.

"Here, eat something," Lex told him as he handed him the bag of food. "I don't care what, but find something."

Clark fixed his angry glare on Lex. "Who died and made you superior over me?" he asked, anger hanging on his every word.

Such sharp, pretty, green eyes, Lex thought to himself. All anger right now, but he'd seen acceptance in them from time to time. He'd loved Clark for that--because Clark had seen him as "Lex" and not as "Luthor". Clark continued to do that, but now "Lex" was on a par with "Luthor".

"Actually, Clark, your father died, and Zod took over."

"Go to hell," Clark said softly as he dropped his gaze and grabbed a box of crackers from the bag.

Everything was silent save the sound of Clark's muffled munching and the rustle of Lex's clothing as he changed out of the all-black attire. He felt rather dirty, having worn the clothes for the last few days, but he had to remind himself that he no longer sweated. Even so, the scent of blood that hung on him was unnerving.

The muffled crunching from behind him stopped. "Something the matter, Clark?" he asked over his shoulder as he slipped his pants off.

There was no answer, and Lex could only smile. Deciding to be a tease, he stripped out of his boxers as well, leaving himself naked as he rummaged through the bag of clothing that he'd gotten for himself the night before.

Finally finding a pair of clean boxers in the bag, he slipped them on and turned to face Clark. Clark immediately looked away as soon as he did, but Lex could see the attractive tell-tale blush that was spreading over his face.

"You know, Clark, you could just ask me if we could have sex," Lex told him frankly, watching in pure amusement as Clark looked anywhere but at him.

"I don't want--"

"Yes, you do," he snapped, all the amusement turning to irritation. Clark's lies tended to do that to him. "Yes, you do," he said again, stalking forward and taking Clark's face in his hands. "But you're a coward who's afraid to ask."

"Get off," Clark spat, pushing at Lex.

"No," Lex replied simply, grabbing at Clark's wrists. Clark struggled, but Lex was still able to haul him onto the bed and pin Clark beneath him. It was so easy to straddle the body under him, coming to rest on Clark's thighs in a way that ensured that Clark couldn't escape.

"Get off!" Clark demanded again, his eyes spitting fire. Lex could feel the pressure of Clark trying to lift his legs, and only smiled as he saw Clark's eyes go wide when he felt Lex's hardness.

"You seemed in the mood for games just a minute ago."

"Games?" Clark asked blankly.

"Certainly," he said with a smile, bringing a struggling Clark's wrists over his head. With a soft laugh he used one of his hands to secure them, while his other hand went down to Clark's face, his fingers tracing Clark's lower lip. "Lies, evasiveness--you always played games with me, Clark."

"I wasn't playing a game!" he snapped. Lex had to wonder just why Clark hadn't hit him with a blast of heat vision yet. Perhaps it was a tribute to the fact that Lex knew that Clark really did want this.

"You were, because we both know you want what I'm willing to give you," he said softly, grinding down into Clark as he simultaneously leaned in to kiss him.

Clark fought the kiss, as Lex had known he would, but there was also an unmistakable bulge that was growing in the area of Clark's groin. Lex grinned, watching Clark blush in shame.

"You do want this, but you think it's wrong," Lex murmured, leaning forward to nuzzle at Clark's ear. He was incredibly pleased as he felt Clark shiver when his breath touched his skin. "It's easier to fight me until I blackmail you into doing it anyway. It's not rape, because you want it, but if anyone ever finds out then you can say it is."

Clark twisted under him, shifting his legs again, though it wasn't as a means of escape. "You've got a perfect excuse, Clark," Lex said with a laugh as he nuzzled his way up into Clark's hair. "You know that I want this, and so you hold out until I threaten someone you love."


"I don't care, Clark," he replied, kissing as Clark's jaw. "I don't. I love you just the way you are, even if you make me insane sometimes. And, besides, there's no juries left to convict me of rape. I could toss you on this bed and really rape you--make you scream for mercy--and no one would do a damn thing about it."

The shiver that ran through Clark's body almost made Lex sorry for his words, because he knew it was dredging up bad memories for Clark. Even so, he was aware that Clark didn't think he'd really do that.

He took a minute to just lick and kiss at Clark's neck, enjoying Clark's growing erection and the tiny noises that he was making. "So," he continued, "If it makes you feel better, then I'll let you operate under the pretense of this being forced. If it will allow you to sleep easier--because God knows you need it--then I'll let you do it. If this is how you're able to justify something that you even admitted to having wanted, then I'll let you keep this. So, yes, Clark, I'll hurt your family and friends if you don't give me this. Does that make you feel better? Of course, just know that eventually people will find out the truth, and that will leave you as one of two things."

Clark stiffened a little under him, but Lex continued on, sparing only a soft nip and lick for Clark's neck in between. "If you say you did this to protect your loved ones, then you're a whore. If you admit to doing this for pleasure, then you're gay. But would it be better for you when your friends and family find out--because they will--for you to be selling your body for their safety, or to at least appear to be maintaining some control over your own life?"

"This isn't fair."

"No, it's not," Lex agreed, pausing with his mouth just over Clark's so that his breath dusted over his lips. "But life seldom is."

He didn't want to hear Clark's reply, and so he closed the fraction of an inch between them. Clark moaned softly into his mouth as he opened it under Lex, letting Lex's tongue inside. The warmth of his mouth made Lex groan slightly, as did the feel of Clark's tongue against his.

So perfect.

This boy was utterly perfect.

And Clark was hard too, no matter what excuse or lie he'd use later to justify it. It didn't matter right then, because he had Clark in enough of a sex-haze to make him malleable.

Clark didn't try to move when Lex let go of his wrists, and Lex hadn't expected him to. For all of his indiscretions, Clark was a smart boy. Moving would make both of them lose out on this, and so Clark would take it now and deny it later. After all, Clark had never seemed to care too much as to whether someone really believed his lies, just as long as he got away with them and wasn't questioned.

The ironic thing was that Clark was not a bad person, and he'd never wanted to lie. Lex had to admit that, even as much as it still hurt. He'd forced many of Clark's lies, having backed him into a corner far too many times.

It didn't change their current situation.

There was still no struggle as he unzipped Clark's fly and unbuttoned the top of his jeans. It seemed too easy to just slide down the offending layers of fabric and to take him gently in his mouth.

He heard Clark gasp, and felt him buck up into him. Countering that, Lex gently pressed down on his hips, making Clark settle back onto the bed.

Clark was absolute putty in his hands, and it was abundantly clear that he didn't have any experience in the area of blowjobs. Every flick of the tongue, every soft suck, made Clark arch and moan. It wasn't long at all before Clark was coming down his throat.

After Lex had swallowed every drop of what Clark had to offer, he gathered the shaking boy into his arms, rolling them over so that Clark's back was to his front. For a few minutes they simply lay there, fitting together like two puzzle pieces. As a result, when Clark began to regain his senses, Lex was ready.


"Shhh," he muttered. Gently, he reached over Clark and tenderly grasped his chin, guiding Clark's mouth up to his for a kiss, letting Clark taste himself in Lex's mouth.

"This isn't right," Clark said softly once the kiss had broken, though his eyes remained half-lidded. "We shouldn't be doing this."

"Why's it wrong, Clark?" Lex asked, draping an arm over his waist and rubbing gently at the muscles of his abdomen.

"Because...we're both..."

"Male?" Lex asked with a chuckle. "No laws or judges anymore, Clark. We make the rules now. No one is going to say this is wrong."

"My family will. My Dad... he'd be so ashamed," Clark mumbled sadly, and Lex saw the back of his neck color with a blush.

Anger flooded through Lex. He'd liked Martha Kent, and he'd respected Jonathan, but he now cursed them both for the biases they'd instilled in their son. Bigoted fools, he thought angrily. "Your dad loved you, Clark, and he would have loved you regardless of your sexual preferences."

"He would have still been ashamed."

"Not of you," he whispered, pulling Clark in closer.

Clark relaxed, but yet he didn't. He laid into Lex, but Lex could still feel him keeping part of himself back--just as he'd always done. Clark wasn't ready to lay everything bare, and Lex doubted that he would be for a long time.

Clark was different.

The only people that Lex thought might have ever had all of Clark were his parents. Not even Lana had gotten all of him, even if she'd gotten his love. Chloe hadn't gotten him either, even if she had the truth. And like Chloe, Pete hadn't received everything, even if he'd known Clark's secrets.

Clark didn't give it all unless he was absolutely sure. But, as far as Lex could tell, once you had everything that Clark had to give, then you'd received something that you couldn't put a price on.

"Don't think about it right now," he whispered into Clark's hair.

"Hard not to," Clark mumbled, and Lex could hear the tinges of sleep slipping into his voice.

The scream from the center of the fortress immediately changed that.

Clark's body stiffened for a spilt second, and then he was upright, out of the bed, and dressed. Lex, royally pissed at whoever had caused the distraction, gave in and got dressed as well, meeting Clark at the door.

"What was that?" Clark asked, sounding nervous.

"I have no idea," Lex replied truthfully.

Clark was the first out the door, pushing it open and heading out into the hall. Lex followed, still seething about his lost opportunities.

Using super-speed, it took them only a few seconds to get to the center of the fortress. Once there, Lex immediately wished he hadn't come, or rather that he hadn't brought Clark. In an attempt to prevent Clark from doing something stupid, he grabbed his arms, holding him back. A moment later he was glad that he'd done so, because Clark quickly tried to take off towards the cause of the disturbance.

It was no surprise that the situation angered Clark, as standing in the middle of the room were about fifteen people, all of them clearly aware of what they were doing, and all of them scared. About twelve feet in front of them, by the fortress's intelligence center, were Zod, Ursa, Non, Nam-Ek, and Ayethr.

"Kal-El," Zod said with a dangerous smile, seeing them both. "I see you have noticed our new slaves."

"Let them go!" Clark spat, trying to pull his arms out of Lex's grip.

Zod's smile grew. "Let him go," he ordered with a nod to Lex.

Lex had an ominous feeling about Zod's order; he knew he couldn't trust Clark not to do something stupid and rash. Whatever Zod had in mind wasn't going to be good. And Clark, being Clark, would rise to the bait.

Clark moved away, trying to put distance between himself and Lex. Such actions gave Lex the urge to grab him and shake him, because Clark couldn't win this fight, and he should have known to stop trying by now.

A part of Lex was actually on Clark's side and understood why he was fighting like he was, but another part of him wanted to see Clark reap what he was sowing, because even if he cared about Clark, the previous animosity was still partially there. Clark had hurt him, and therefore he deserved to be hurt in return.

Didn't he?

Lex was feeling less and less like that was the case with every passing hour. Every minute he spent with Clark reminded him that Clark had done the things he did out of fear, because he had been--and still was to some degree--just a kid. He'd never really wanted to hurt Lex, not even now after all the things that Lex had taken part in doing to him.

And seeing Clark in his bed, all pretty eyes and toned muscles covered in golden skin--it just did something to Lex. It seemed almost impossible to hate Clark when they were together like that, and for some reason holding Clark and stroking his hair made Lex feel better than any amount of kicking the life out of him did.

Clark, it seemed, was the exception to his darkness. Maybe he always would be.

Clark remained a few feet from his side as Zod came towards them, seeming to almost glide. The grin on his face worried Lex, and he hated to think what that meant for Clark.

Clark seemed slightly apprehensive as well, his handsome face slightly pale while his hands clenched in fists of rage at his sides. There was immense determination on his face--determination that Lex had seen before in the countless times when Clark had been facing down someone he'd considered an adversary. At times, that enemy had even been Lex himself.

Zod stopped a few inches from Clark. Neither he nor Lex had the opportunity to really even think or consider what Zod was about to do. It didn't matter, however, because in a flash that Lex knew to be super-speed, Zod's hand flew up to Clark's jaw, gripping it tightly.

"You have been insolent far too long, Kal-El," he told him darkly. "If your father were not Jor-El then I would have killed you the moment you opposed me. As it stands, I should still do so. However, luckily for you, this fortress responds to you and you alone, and so you are still requisite."

Lex thought that Clark should feel lucky that he had a reason to be kept alive, but he was beginning to think that maybe Clark would simply rather die than give in to Zod.

"Over here," Zod ordered Lex with a sharp jerk of his head.

Lex understood the nature of the order immediately; Zod wanted Clark alone to face him, and he didn't want him drawing any strength from Lex. Zod wanted Clark isolated and broken.

Lex wondered if Zod had any idea how much work that was going to take.

The position of taking orders was really beginning to wear on Lex, as he'd never liked it. The feeling resurfaced ten-fold as he moved to stand beside the others, giving Zod what he'd wanted. Being under Lionel had always chafed at him, and this was no different. However, unlike Clark, he knew when he couldn't win, and he knew better than to try.

Zod's hand remained tightly gripping Clark's jaw, and Lex saw Clark swallow, having to work to do so. With a malicious smile his hands dropped lower, gripping Clark's neck in a way that cut off the boy's breath.

"No need to waste precious oxygen on what I know will only be your denials and threats, Kal-El."

Clark's hands went up to grab at Zod's arms, trying to pull him off. Unfortunately for Clark, Zod was stronger, his powers having been fully developed. Clark had no chance, and was therefore left in a precarious situation.

Lex felt his hands twitch as Clark's face began to turn red and his eyes darted around the fortress in desperation. The fear became obvious in them when he saw that no help was to be found. That terror seemed to draw Zod out and give him strength--he seemed to be feeding off Clark's fear.

Zod held Clark in that manner until Clark's legs gave out, leaving him hanging at Zod's mercy. His eyelids were beginning to flutter.

Then, unexpectedly, Zod kissed Clark.

Harsh and violent, nothing like love, but merely the insane desire to claim, to conquer, and to prove. Zod wanted Clark to know whom he answered to. He wanted Clark's defiance gone.

Blood spilled from a cut on Clark's lip as Zod finally dropped him to the ground, smiling down at him. "You're a very pretty thing, Kal-El," he said softly, his voice very possessive.

Clark looked up at him through dazed, green eyes, only a sliver of defiance in them. He didn't try to rise from the ground, and Lex wondered if for the time being Clark had learned that in staying down you sometimes got kicked less.

Except, apparently, Zod wasn't willing to give mercy, as he delivered one final blow to Clark, watching emotionlessly as he crumpled down on the floor, unconscious. Lex felt a stab of white-hot fury go through him at the sight--Clark had finally learned to stay down, and yet Zod had refused to heed that, instead choosing to act as though Clark had continued to fight. If Lex hadn't been aware that he and Clark could never overtake five other beings with the same abilities as him, then he might have taken that moment to finally let Zod know what he really thought of him.

Turning, Zod moved to look at Lex and the other four of his followers. "These," Zod told them, gesturing to the group of humans who were huddling together, looking terrified out of their minds, "Are servants for this fortress. They exist to do your bidding, and if they do not please you then you are free to kill them. It would not be hard to replace them, as the search is still taking place for those who were not molded to our will."

Lex glanced at the people with narrowed eyes. Humans, plain and simple, he thought casually. To think he had once been that weak...

Zod continued as if the humans were no longer in his presence. "It is impractical to attempt to rule such a large empire as this, at least without diving it into sections. While these primitive life forms are no match for us, keeping them under control to do our bidding will be difficult."

"What exactly is our bidding?" Lex asked coolly, again glancing at the humans who were trying to back themselves as close to the wall as they could get. One woman even had a baby. Lex was amazed that Zod hadn't killed it on sight.

"Krypton was the shining jewel of the twenty-eight known galaxies," he said softly. "We dominated trade, war--everything. We shall be no different on this earth."

Lex felt a spike of excitement at the thought of that. To control galaxies and not just Earth--it was unthinkable, and yet so very enticing. He would be great, in the feared sense of the word. He'd always wanted that--his father had made sure of that. In some ways, Lex was disappointed that Lionel was no longer alive to see what his son had become.

"Krypton was able to manufacture a number of profitable materials, as long as the circumstances were right. Luckily, the ship that my servants arrived in has the means to recreate some of these circumstances. These processes, however, take many men in order to be run effectively. On Krypton, prisoners of war were used. On Earth, humans will be used."

Lex found himself smiling with the others. An entire planet, working under his command, obeying his every word--the idea made him shiver in delight. If only his father had lived to see this so Lex could have rubbed it in his face.

"How will that come about?" Lex asked, eager for details.

Zod did not seem put off by his curiosity. "The ship will manufacture the conditions, and we will each take areas of the earth, forcing the humans in each area to work."

"We'll each have areas?" Nam-Ek cut in, sounding expectant. "How so?"

"The humans have devised a system of splitting up their land in the form of something called continents. Primitive, I know, but all things with these humans seem to be," he declared with a dismissive wave of his hand. "It will serve our purpose. Each of you will have a continent, while I remain in this fortress, overseeing all."

The possibilities shot through Lex's head. North America, South America, Asia, Europe, Australia--any one of them could be his. No one would have Antarctica, he supposed, as there wasn't much that was desirable there, unless you were in the market for penguins.

"I'd prefer North America," he announced carefully, insuring that his words were unthreatening. Demanding would not do, at least not at this point.

"You have been loyal to me," Zod said with a smile. "It is not such a great thing to bestow it on you."

The others didn't seem annoyed by Lex's acquisition at all, and one by one they accepted their areas. Probably just the idea of having a place to rule was enough for them, Lex thought contemptuously.

"We will break ground tomorrow," Zod announced. "For now you may utilize our new slaves."

He said nothing more, but only turned and walked away, the others following suit. Ursa, in her general ill-mannered form, gave Clark a brutal kick as she walked by, even shooting a sharp glance at Lex as she did so, almost as if she were daring him to stop her.

He said nothing, but let her walk away before going to where Clark lay. Clark was not a pretty sight at the moment. His face had a large bruise forming on his cheekbone, and while Lex knew the marks would be gone by the time they went to bed, it still annoyed him to see them at all.

"This is your own fault, you know," he muttered softly, kneeling down next to Clark and sitting him up so that they were back to chest, Clark's head on his shoulder. With his free hand he gently patted at Clark's cheek trying to get some life back in him.

Clark's head moved a bit, and Lex could see that he was beginning to regain consciousness. "C'mon, Clark," he murmured.

"Mmm?" Clark mumbled blurrily, blinking a few times.

"You're a fool, Clark."

Clark didn't say anything at his remark, but his eyes darkened significantly. Lex suspected that his mood had darkened with them.

"That was foolish," Lex told him, allowing annoyance to creep into his voice. Clark had been a fool to try to oppose Zod. The odds hadn't been with him, and if he'd only kept his head and realized that, then Zod wouldn't have had reason to hurt him.

"I'm not willing to roll over and take this," Clark growled quietly, pushing himself up to his knees. The way he was looking at Lex--as though this was Lex's fault--invoked in Lex something halfway between rage and pity.

He had no desire to continue this here, in the line of sight for all these humans. Their scared eyes watched him and Clark, as well as their interaction, and Lex didn't think anyone other than he and Clark needed to be privy to this. He suspected that, even if he didn't right now, Clark might thank him later.

Foresight had always been his area of expertise where he and Clark were concerned.

"Get up," he ordered Clark darkly, placing a hand under his elbow. "Now, Clark!"

Clark clearly caught his impatience, but instead of doing the logical thing and responding to it, he pushed Lex off. "Just because we're in this situation doesn't mean that I'm going to give in to you as well, Lex," he replied angrily, "Though God knows that you seem to think the world owes you that!"

Lex had never been particularly prone to violence when it came to his lovers, but in this case Clark pushed him over the top. Clark had done this for years--had always made Lex feel as though he was less than what he wanted to be, and Lex was done tolerating it.

It was so easy to close his fist in Clark's hair and pull him roughly forward. It wasn't quite as easy to ignore the yelp that such an action elicited from Clark. Sanctimonious little bastard, Lex thought angrily; Clark always baited and didn't expect retaliation.

Anger fuelling Lex, he snaked his other arm around Clark's waist and gave a sharp jerk that sent them both flying forward at super-speed. Clark tripped, but Lex had been prepared for that. Keeping his tight grip, he held him steady--though by no means in an affectionate way--until they reached the door to Lex's room.

"What the hell are you doing?" Clark asked, trying to push Lex off of him. Lex, restraining himself from simply decking Clark, turned in favor to wrapping an arm around his neck while using the other to open the door.

"Get off," Clark shouted at him, trying to throw an elbow back into Lex's gut.

Lex only laughed into his hair which, even given the circumstances, he managed to find amazingly good-smelling. "All those years that you lied, Clark, all those years that you told me I wasn't like my father, only to remind me that I was so close to being like him whenever I committed the slightest transgression--did you do that to hurt me? Did you even know you were doing it?"

Clark fought him, gasping for breath, but Lex pulled them backwards so that they both fell on the bed, Clark still twisting to get away. Flailing legs and arms hit each other, and it took several moments for Clark to stop kicking and realize that Lex had the upper hand.

"Answer me," Lex growled, nipping lightly at Clark's ear.


"And I still can't get a straight answer out of you," he sighed out in frustration, moving his hand up so that his thumb and fingers squeezed at the place right under Clark's jaw. Clark immediately began to swallow convulsively, and Lex found he liked the feel of Clark's muscles working against his hand. "Do you know how much you meant to me--how much you still mean to me?"

It seemed he didn't, or he just wasn't listening because he was still fighting to get away. Lex noticed that the lack of air and the pressure on his throat were making Clark's eyes tear up, in turn causing them to seem even larger and more sea-green than they already were.

"I'm going to put this simply for you: I'm not your enemy, and I never was. You've always spent half your time trying to make sure that I'm not doing anything dubious when there were a million things that would have better suited you."

As Lex spoke, Clark quieted again, clearly wanting to hear Lex's words. Lex, using that to his advantage, spoke quietly until Clark started to relax into him. That action made Lex grin in amusement, and he began to loosen his grip. So easy to please, so trusting.

Until Clark jerked sharply and flipped him over.

Suddenly Clark was much less of a pushover. All two hundred pounds of Kansas farm boy was on top of him, pinning him down. Clark moved so that his face was inches from Lex's, in complete reversal of Lex's earlier position.

It was a position of dominance.

"I'm sick of hearing about all of the times that I pushed at you, Lex," he hissed angrily as he pinned Lex's hands to the bed. Lex might have been better trained in self-defense, but in this position, Clark had him beat. And the anger in Clark's eyes wasn't boding well for him, either. "How about all those times you manipulated me, all of those times that you investigated stuff? What about all of those? Those just seem to blend into the woodwork when we're talking about me not telling you my secrets!"

Clark paused for a moment, his eyes snapping with anger, and Lex could almost see the sparks scintillating in them. Another jerk against Clark's firm grip and he knew he was stuck. "Stop it!" Clark yelled at him, his cheeks turning slightly red with his anger. Lex stopped, because Clark's grip was tightening to the point where he knew he'd have bruises. "You expected me to tell you my secrets when you investigated me? When you almost got people I loved killed on multiple occasions? If you'd have just backed off and given me some time when we'd first met, then I might have told you. But after the Nicodemus flower and Nixon? You're crazy if you think you still deserved that kind of knowledge!"

Apparently, Lex had to be more careful what buttons of Clark's he pushed. When he had Clark under him it was all well and good, but in times like this, things suddenly seemed a little different. And Clark, for all of his normally mild-mannered benevolence, could be dominating when he wanted to be. Lex had seen him angry on previous occasions, and he knew Clark's anger wasn't something to take lightly. Clark, having been raised by Jonathan Kent, could be remarkably tenacious when he wanted to be.

Now, apparently, was one of those times when he wanted to be.

"You told me to answer you! Now I'm telling you to answer me!"

He didn't think it would be appropriate to let Clark know that he hadn't asked a proper question, even if Clark's point had come across fine. "Do you realize the situation that you're in, Clark?" he asked emphatically. "I'm the only person that can help you right now."

He knew that trying to turn the tables was a risk, but nothing was ever achieved without risks, and a good dose of truth right now might not hurt Clark. Besides, he knew Clark wouldn't kill him--he probably wouldn't even really do any damage. Still, he'd been the one who had told his father not to wound what he couldn't kill. Just how far could he push Clark before that mild-mannered temperament evaporated into hurt and defensive anger?

"I am damn well not going to kiss your ass out of desperation," Clark hissed, pushing harder on Lex's wrists until Lex could have sworn he heard them crack.

"What did you do the night Zod raped you?" he asked calmly, looking straight into Clark's face. Pouring salt on wounds was his nature, as was tearing down others in order to get what he wanted. And, even if he cared about Clark, old habits ran deep.

"I was desperate," Clark said, though it sounded more like he was admitting it to himself than to Lex. The pain was so evident in his voice.

"What are you now, Clark?" he prompted, feeling Clark's grip loosen. Lex always had prided himself on being able to talk his way out of any situation.

"I--I don't know," Clark admitted, his voice becoming far away, and Lex knew he was remembering and thinking. Dangerous things those actions were, and leaving a man alone long enough with the kind of thoughts that Clark had could destroy anyone more effectively than all the artillery in the world.

"You need my help, Clark," Lex told him, making sure his voice was like soft honey.

That was apparently the wrong move, as the anger returned in a split second. "You know, Lex," he said, disgust evident, "I thought that maybe you'd try to manipulate your business competitors, but me? You're trying to work my emotions to your benefit. I might not have seen it as a teenage kid, but I'm not like that anymore, and I'm through with your games."

But damn if the boy was right. Lex really did have to give him points for noticing. Still, he wasn't ready to give up yet, because where emotion failed, hard-hitting truth often worked. "So you don't need help, Clark?"

"Not from you," Clark said firmly, though some of his anger seemed to again fade. Lex breathed a sigh of relief when a moment later Clark finally rolled off him and released his arms.

Lex didn't move as he watched Clark move to the end of the bed where he put his face in his hands, using his palms to knead his forehead as though it hurt. He was so broken and still so strong. Clark was unique in so many ways, and Lex didn't think he'd ever met anyone quite like him.

"Then why don't you get your stuff and go sleep in the hall? Or maybe you can join the girls or your mother and explain to them exactly what you've been doing in the time that you haven't been with them. Don't you think I don't know that's why you're avoiding going to see them?" he pressed on, moving forward to join Clark at the edge of the bed.

"Just stop!" Clark snapped at him, tossing his hands down into his lap with an exasperated sigh. "Nothing's easy anymore and you're not making it easier!"

For a moment, Lex thought Clark was going to deck him, but then anger faded out of his posture, being replaced with pain. Pain was not what Lex wanted for Clark, but he was intelligent enough to know that it was an effective tool, and when cultivated properly, it could be used to mold and shape.

Trying to take advantage of that, he whispered, "I would if you'd let me." When Clark didn't fly back into a fit of rage, he took a chance and moved his hand out to gently take Clark's chin within his fingertips.

"No, you'd manipulate me until I didn't know which way was up and which way was down," Clark murmured, but he didn't fight the touch.

"I'd take care of you."

Clark didn't look at him, but his mouth twisted into a wry smile. "You'd toss everyone else to the wolves."

He had a fair point, Lex had to admit. Clark certainly did have a good grip on reality when he tried. And when had Clark, his little farm boy, grown up? When had he suddenly become perceptive and not so easily fooled? When did he stop always believing the best in people?

"What else do you have left other than what I can give you?" he muttered, nudging Clark's face towards his and brushing their lips together.

Clark didn't pull away, but neither did he return the kiss. "I have my friends and my mother."

"They only reason they're alive is because I'm letting them live, because I know you need them."

"That's not true," Clark shot back, pulling away, if only a fraction of an inch. "Zod needs something that he knows will control me."

"You're naive, Clark," he whispered, his hand going to Clark's hair to stroke. The gentle press of fingers to scalp, of gliding through thick dark waves--it soothed them both. Lex's anger had ebbed, being replaced with ambition and sympathy. With practiced hands, he gentled Clark down, taking the sting out of the previous part of their conversation.

Lex knew Clark loved this touching, even if he'd never admit it. Even so, he didn't care if Clark admitted it, as long as he always had it.

"If not for me, Zod would hurt you, make your existence miserable, and make the existences of your friends miserable."

"Is that a threat?" Clark asked, though it came out as a muttered sigh without a trace of animosity.

"What, that I'm the only thing that's standing between you and misery? No, not a threat, Clark, simply a statement of a fact."

That seemed to do something to make Clark feel better, because Lex suddenly felt a hand on his waist. In response, he closed his own hand in Clark's hair, pulling Clark down on top of him, their mouths crushing together and their tongues twining until they both broke apart, gasping for breath. Lex gave a soft laugh as they rested their foreheads against each other.

"I love you," Lex found himself murmuring, his hand still curling in Clark's hair. He was even more surprised to find that he meant it.

"I know," Clark replied, though there was a hint of sadness in his voice. "I just wish that things could be like they were when we were first friends--before all of this happened. You know, before all the lies."

"Today is yesterday's tomorrow, Clark; our actions from the past are influencing our present. Maybe those innocent, carefree days actually weren't as innocent and carefree as we thought, because something had to come from them to create what is now."

Clark said nothing, but slipped off Lex so that only his head remained on Lex's chest. Lex gently allowed his hands to continue carding through Clark's hair, as well as running up and down his back in a soothing gesture. "Yesterday is gone; what we make of today is what counts," Clark said softly from against him.

"Then make the most of it," Lex replied, aware that his voice was becoming heavy with contentment and impending sleep. Maybe Clark wasn't the only one who hadn't been resting as much as he should have been.

"You're not giving me an out, are you?" Clark asked, though it was by no means a question. Clark didn't seem particularly angry, however, and his arm curled tighter around Lex.

"I want you too much to do that," Lex replied honestly, pulling Clark a little closer to him, his hand still tangled in his hair.

Clark sighed. "You're never going to let me go, are you? Even if the world went back to normal, you still wouldn't let me go."

"You're a smart boy," Lex mumbled, his eyes finally slipping closed.

Clark voiced no more questions, and eventually his breathing evened out into sleep. Subdued was the word that came to Lex's mind, though he knew it wouldn't last. For all of Clark's intelligent deductions, he knew that Clark would never truly give up. He would always see an injustice or abuse, and he'd jump to correct it, even if it put him directly in the line of fire. But as Lex slipped off to sleep while listening to Clark's even breathing, he knew that it wasn't really much of a price to pay for Clark.

Clark was always going to be Clark, he reasoned, and probably if he hadn't had that fighting spirit then he would have been less attractive. Lex didn't want a submissive Clark, but simply a Clark who listened to him and considered what he said--he wanted a Clark he could influence.

And as Clark's dark-haired head slipped into the crook of his shoulder, Lex knew he was already on his way to getting that.

"If you're going through hell, keep going." -Winston Churchill

Clark woke up to a dark room. The bed covers had been tossed over him, and his body was slung partially over someone else's. Lex, he remembered quickly; they'd fallen asleep on each other.

He needed time to think, and lying in bed with Lex wasn't letting him do that. Needing to get away, Clark slowly extricated himself from Lex's hold, letting Lex's arm drop back on top of the covers. Silently, he slipped away and towards the door.

The last few days had shaken to the core everything Clark had ever believed in. The fundamental values that he'd put so much stock in had been torn down, and he'd found that he was left with nothing.

He was sleeping with someone who'd helped Zod--who'd helped to end the world as it had been known. It was wrong, he knew, but he was also aware that Lex cared about him, and the selfish part of him was just telling him to forget the world, because he was cared for.

Clark had seldom given in to the selfish part of his being, at least not when it really counted, and the fact that it was so strong now was killing him. The immense desire to toss aside ethics and crawl back into Lex's bed was so tempting, and he hated that he felt that desire at all.

What Lex was doing was wrong, the voice inside of his head told him, and he knew he'd never forgive himself if he disregarded those actions. Some of them were so against what he believed, but somehow he just couldn't find it in himself to hate Lex.

The part of Clark that was eternally running from Smallville to Metropolis in the summer of his sophomore year was telling him that Lex accepted him and still wanted him, despite what he was. Despite the alien heritage that had made his father look at him with disgust and had made his mom lose the baby--Lex wanted him despite that.

The hard truth was that he really did love Lex, even if he hated the things that he did.

Maybe that was why it had hurt so much to see Lex with Lana. At the time, he'd told himself that Lana was the reason, but now he wasn't so sure. Now it just seemed like Lex's transgressions were fading away--or he was willfully banishing them.

Clark didn't know what to make of his life anymore, but he did know that he wanted to feel accepted and loved. The only thing that was stopping him was the look in the eyes of the people that Lex had helped to hurt--the hurt that he himself felt whenever Lex stuck a barb in.

He'd always known Lex could hurt him in a way that was so different from anyone else.

The way Lex hurt him was not worse, exactly, but different. The pain was bad in a different kind of way. Even if the things Lex was saying were wrong, they still hurt, simply because Lex was Lex, and that was what he did. Lex was the person who could talk a man out of his own business before he even knew what had happened, and Clark sometimes wasn't sure that he could compete with that.

He didn't know why he was letting Lex do to him the things that he was doing, but he knew he needed to figure it out before it happened again. If he pushed aside the issue for now then he knew he would never revisit it.

So, intent on getting dressed, Clark left Lex on the bed and went to the red backpack that he knew held his clothing. He was careful with the zipper, trying to make as little noise as possible. When Lex didn't stir at all, he dug into the main pocket, expecting clothes.

The smooth glass of a picture frame wasn't what he'd thought to find.

The room had lightened slightly when Clark had gotten up, as if it had known what he needed. In the dim light, Clark was able to make out the solemn, but caring, face of his father, his mother's warm, loving face, and his own contentedly happy face. The picture had been taken at the farmer's market, he remembered, by Mrs. Ross. "Get together and I'll take your picture!" she had said, and they had.

He and his father had both put an arm around his mom, and she'd leaned into them, her hair shining in the sun. Clark remembered the way the sun had reflected off it that day, and he couldn't forget how he'd thought it looked like a live flame.

The picture had been sitting on his dresser, he recalled, and he realized Lex must have brought it when he went back to Clark's house to get clothing. The gesture touched Clark, even if Lex hadn't given it to him. The fact that Lex had thought to bring it seemed enough.

Clark set the picture aside and pulled out the clothing he'd been seeking. After quietly putting on sweatpants, a t-shirt, and shoes, he took off at super-speed through the fortress, arriving at his mother's door in a few seconds. As quietly as he could, Clark moved aside the door, slipping into the room.

Clark had expected silence, or maybe a soft snore. He'd intended to pull up a chair like he'd done previously and wait out the morning, having thought that she wouldn't be awake. Instead, he was greeted with her voice.

"Is that you, Clark?" his mother's soft voice asked.

There was no sleep in her voice, and Clark knew she'd been lying awake, probably worrying. The knowledge sent a pang through his chest, because he knew he was the one she was worrying about.

"Yes," he answered, equally softly.

"What's wrong, baby?" she asked, and in the dim light Clark saw her gesture for him to come to the bed.

"Everything's... wrong," Clark admitted slowly, his tongue searching for the words as he sat down on the bed. "The world, you, my friends--it's all because of me."

"No, Clark," his mother rebuked him sharply, though Clark knew the anger wasn't directed at him. "This isn't your fault. You didn't have a choice who you would be born to, or where you would be born."

"If I'd done what Jor-El told me, then this wouldn't have happened."

"Clark," she said seriously, reaching out and taking his face in her hands. "I will never fault you for not taking a life, and you shouldn't fault yourself either."

"I don't know who I am anymore," he continued, not trying to pull away from her touch. A touch from his mother made him feel as though he was a kid again, and that his biggest problem was that he'd gotten a bad grade on a spelling test. He so desperately needed to feel that way--as if someone else could make everything better.

"You're Clark Kent, and you're my son," she said gently. "And I love you."

"Mom, the things I've done--" he started to say, but his voice cracked and he couldn't finish. Suddenly, seeing his mother, he felt so dirty. All the things he'd done with Lex, with Zod--he felt as though he wasn't worthy to receive her love.

"Baby, I love you no matter what," she cooed, pulling him in against her chest and stroking his hair as the first traces of tears began to slide down his cheeks.

For a moment, he simply sat there in silence, crying silently and letting his mother rock him while she made soothing sounds. It was what she'd done when he was younger, and it was what he needed now. It made him feel young--so young--but it was what he needed.

"Is this about Lex?" she asked finally.

Clark shivered a little bit. "Mom--"

"You don't have to tell me, Clark," she said, cutting him across. "I suspect I already know, anyway. And I love you just the same, even if I don't approve of your actions."

"I--Dad would be so ashamed of me."

"Your father could never be ashamed of you," she assured him, running a hand comfortingly through his hair.

"I'm ashamed of myself," he whispered, "And I'm scared, because I'm not sure what else is left for me to do."

"Don't ever let someone push you into something that you don't want just because you feel as though there's nothing and no one left for you to go to," she told him softly before sighing and pausing briefly. As she was about to speak again, Clark interrupted her.

"Zod will kill all of you if I don't do what he says, and Lex is the only reason I'm not sleeping on the floor in the hallway. He's the only reason that Zod doesn't--doesn't..."

Clark could feel the stiffness in his mother's muscles at the mention of Zod, and he instinctively knew that his mother was aware of what Zod had done to him. Call it mother's intuition, but she knew of Zod's misdeeds, as well as what Lex had done. Despite that, though, he was certain she was aware that what had happened between him and Lex had been consensual.

He was so ashamed.

Things that a few minutes before he had debated on whether they were wrong or not, now seemed filthy and dirty to him. The fact that he had feelings for Lex--it made him feel as though he was permanently tainted.

And that his mother loved him the same as she always had made him feel sick with unworthiness.

"You can stay here," his mom told him.

Clark choked in a sob, allowing only a strangled laugh to come out. "It's been a long time since I crawled into my parents' bed."

Martha laughed as she shifted over to make room for her son. "You did it all the time when you were little. Your father, as much as he tried to be firm and send you back to bed, loved it. The fact that he knew he made you feel safe was something better than you can imagine for him."

"Dad did make me feel safe," Clark whispered.

"He loved you so much, Clark, and so do I. If he were alive then he'd still love you, regardless of whatever you've done. Our love was and always will be unconditional."

Clark nodded, curling his face into the pillow. The sheets smelled like his mother, and somehow that soothed him enough to allow him to close his eyes and relax. His mother's scent had always soothed him.

As his mind began to shut down into slumber, he found he was certain that things would get better.

Lex hadn't woken when Clark had slipped out of bed, but he had when Clark had started going through the backpack. It had actually been the sound of a zipper that had woken him, but the experience of living with homicidal ex-wives had taught him that it was often better to lie still and find out what was going on before he made his alert condition known.

That had proved to be a good call when Lex had realized that there was no longer a warm weight on top of him. He hadn't known what Clark was doing at first, at least not until he heard him pause and slowly lift something from the bag.

That was when Lex had known that Clark had found the family portrait. Lex wasn't quite certain why he'd refrained from giving it to Clark, as he'd meant it for him. A small comfort, perhaps, or a way to twist even the feelings of Clark's parents so that they related to him. Either way, he reasoned, there was really no problem in Clark finding it now. And judging by the fact that he hadn't been hauled out of bed and sucker punched, Clark must have been fairly happy with it.

Eventually, the sounds of clothing rustling had resumed, and Lex had known that Clark was getting dressed. When he heard the door open and then close, he instinctively knew where Clark was going.

Lex had gotten up and got dressed as soon as he'd heard Clark leave. He was very much aware that the conversation that Clark was going to go have was one that could turn out to have huge impact on their relationship. For a conversation that vital, he needed to know what was being said, especially if he wished to use it to his advantage--which he always did.

Clark had already gone into Martha Kent's room by the time Lex got there, and he could hear soft sounds. Listening hard, he suddenly heard everything at full volume. He had to seriously wonder if Clark had developed that ability yet, and Lex made a mental note to have a very long conversation with Clark about his abilities as soon as possible.

*"Mom, the things I've done--"*, Lex heard Clark say, sounding so lost and scared. Lex was immediately torn between anger that Clark was pouring this out, and pity for Clark. He'd never really stopped to think (care, some small voice in his head corrected) how Clark might really feel, at least not beyond the terms of being able to manipulate him, or, at best, beyond the terms of his immediate comfort.

Lex reengaged his super-hearing in order to listen more. If Martha Kent thought she could just step in and do this--undo every carefully laid word and touch--then she hadn't met Lex Luthor.

*"You don't have to tell me, Clark. I suspect I already know, anyway. And I love you just the same, even if I don't approve of your actions."

"I--Dad would be so ashamed of me."*

Lex felt his gut clench. What Martha Kent was giving was something that he himself would never be able to nullify, no matter what he did--she was giving her son unconditional love and acceptance, simply because Clark was her son. And, more than most anything except perhaps being loved, Clark wanted to be accepted. Such words gave Lex an insight into exactly why Clark was so loyal to his parents, as well as showed him in graphic detail what he was up against.

Given himself and Martha Kent, Lex was not foolish enough to think that Clark would disregard his mother's words and choose him. Even as a teenager he hadn't done that. He'd stuck by Lex, yes, but Lex had known that if an ultimatum were ever issued then Clark would side with his parents.

The thought cut into him deeply, leaving stinging venom in its wake. Clark couldn't have anything that would supersede Lex, because it was requisite that Clark looked to him now. If someone like his mother could change his opinion with just a few words--well, it wasn't advisable for that to continue.

As much as Clark had been Lex's moral compass in the early years of their friendship, Martha and Jonathan Kent had been Clark's. What they'd said had influenced him greatly--made him the man he was--and Lex wasn't foolish enough to think that Clark would choose his words over theirs. Clark needed to start guiding himself, Lex decided firmly.

Clark's friends didn't pose as much of a threat, as Clark didn't unfailingly look to them. He listened to them, yes, but he questioned their words much more often than those of his parents. They could influence him, and Lex would be sure to watch that, but he didn't think that they could really change Clark's opinion without a large amount of persuasion.

The bottom line was that Clark couldn't have someone who would reinforce the sense of morality that had plagued Lex through Clark for years, because morality definitely didn't constitute sleeping with your world-conquering lover. It probably didn't constitute trusting him either.

*"Don't ever let someone push you into something that you don't want, just because you feel like there's nothing left for you to go to."*

*"Zod will kill all of you if I don't do what he says, and Lex is the only reason I'm not sleeping on the floor in the hallway. He's the only reason that Zod doesn't--doesn't..."*

Lex smiled smugly; at least Clark recognized who was running things. And the fact that he sounded so scared to really lose--that was something that Lex knew he could use as an effective bargaining tool. It was a bit ironic, but Clark he'd just handed him a fully loaded weapon.

*"You can stay here,"* Lex heard Mrs. Kent murmur to her son.

Clark's reply came, but Lex had stopped listening. In that one sentence, Martha had made it abundantly clear that she didn't want Clark sleeping with Lex. The danger was that what she said, Clark would do, and from now on, at least until the newness of her words wore off, Clark would be very hesitant to climb into bed with him.

Just another problem that Martha Kent had created for him, Lex thought bitterly.

There were no more sounds in the room, and Lex supposed that Clark had crawled into the bed and fallen asleep. The very thought of that made anger burn inside of him, because Clark should be in his bed, but because of a few choice words from his mother, he wasn't.

Clark's mother should not be deterring Clark, and Lex was going to see to it that she didn't. He intended that Clark was going to make his own decisions from now on. In a way, it was as if he'd started a game with himself--he'd apply his own special brand of manipulation on Clark, and if he succeeded, then he won Clark. If he lost, he was determined it would be because Clark--and only Clark--beat him. Clark wasn't going to have any help or support--if he beat Lex it would be through his own doing.

He would have to truly earn it.

Lex didn't think Clark was strong enough to take him on alone and win, because Clark was susceptible to having his mind played with in a way that most people wouldn't see. Most people only saw the hard moral shield of Clark--the one that anything that was less than right seemed to bounce off of. But Lex was sure that if he were able to get around that shield then he'd find that what was inside Clark would be malleable and impressionable. If Lex could tear down the ingrained ideas, then he might be able to insert new ones--ones that were more to his liking. Clark might learn to see things more his way. He was not foolish enough to think Clark would ever be like him, but he thought maybe there was a chance for Clark to be more accepting of the things he did. As he went back to his room to spend the night alone, he found that the thought comforted him.

He'd deal with Martha Kent in the morning.

Clark woke up to pillows smelling of his mother. That wasn't unwelcome, though, as it gave him comfort.

The acceptance that she'd shown him the night before had pulled him back from what he'd considered a very dangerous precipice. He'd been falling apart, torn by guilt and self-hatred. Without her, he wasn't sure what would have happened.

It felt a little bit odd to have crawled into his mom's bed at the age of nineteen, but he'd needed it. He'd needed to feel that safety and security that oftentimes only came from family.

Now, however, with the night being over, he knew that he couldn't remain here; he had far too much to do. Chloe, Lana, and Lois hadn't eaten in far too long, and he doubted that Lex had brought them anything. Lex would want some answers as well, and even if he didn't feel ready to give them, Clark knew he'd have to face Lex anyway.

"Clark?" his mom asked as he rolled off the bed.

"Yeah?" he replied as he stretched slightly.

"Are you all right?"

The concern there made him sigh. "Better."

"I guess that's all that I can ask," she said sadly, frowning. "Where are you going, Clark?"

"Lana, Lois, and Chloe need something to eat. Actually, so do you. What would you like?"

She smiled a bit, studying her son for signs of what he was thinking. "Whatever you want to bring me," she said with a soft smile. "But get the girls breakfast first, and tell them I hope to be able to see them in a few days."

Clark nodded, leaning down and giving her a hug before heading over to the door, all the while mentally cataloging a list of things they'd all need. Food and drink that Lex had gotten, they'd need some new clothes, and they'd all need baths, he thought as he ticked the items off in his head.

"I'll come see you later, okay?" he asked as he pushed open the door. She nodded and smiled at him, though her face was tinged with sadness.

"All right, Clark, I love you," she told him, smoothing out a wrinkle on the blanket as she did so.

He nodded. "I love you too," he told her before shutting the door.

As soon as he was out in the hall, he began to estimate how much food he'd need for three girls. They hadn't eaten in a while, he knew, and he'd probably want to leave them with some extra, since Lex most likely wasn't going to be attentive to their needs.

Clark knew that he'd have to ask Lex to get clothing for them, because he couldn't leave the fortress. Suddenly feeling very aggravated, he looked down at the bracelet on his wrist, wishing desperately that he could fry the thing off.

Once he reached him and Lex's room, he gathered some food for the girls, and grabbed a blanket and pillow off the bed for them. He couldn't imagine how miserable it must have been to have had to sleep on the ground for the past few days. The fact that he'd been sleeping in a bed elicited a feeling of guilt from him.

He met no one on his walk to the girl's room, and for that he was thankful. If he'd met Zod or Ursa, or even a servant, then he wasn't sure what he'd have said.

Reaching the girls' room, he tried to push thoughts of that from his mind, instead opening their door and tentatively stepping inside. Nervousness washed over him as he shut the door, because he knew he was about to face an onslaught of questions. He didn't want questions--not really.

For a moment he thought that he might be able to just put down the supplies and leave, because Chloe, Lois, and Lana were all asleep on the floor, huddled together. Unfortunately, that plan was quickly foiled when, upon his entrance, Chloe and Lois stirred.

Lois was the first to regain an awareness of her surroundings, and Clark saw it in her eyes the moment that she noticed who was standing in the doorway.

"Clark!" she exclaimed as soon as she took in his appearance.

Chloe, having heard her, didn't bother with greetings, but was instead off the floor in a few seconds flat, her arms wrapped around Clark. "I was so worried," she murmured in his ear.

"I'm okay, Chlo," he muttered back, leaning down to set aside the food and blankets.

By this time, Lana had woken up, and she and Lois were on their feet, looking at him curiously. If he wasn't mistaken, Lana was also looking at him with a little nervousness. Perhaps she feared that Lex had done something to turn him against her. It wouldn't really surprise Clark if she thought that, as she knew Lex well, and she knew what he was capable of. Besides, Clark had been associated with her pain. Guilty, he looked down at her fingers, noting that they were wrapped in some cloth.

"Are you all okay?" he asked quietly, suddenly finding that it was hard to look them in the face. The thought that this was all his fault flickered in his mind again, and their emotion-filled faces didn't help to deter that thought.

"We're fine," Lana spoke up. "A little cold and hungry, but apparently you've thought of that."

"I'm sorry I didn't come sooner," he apologized, giving them a half-hearted smile.

"Well, now that we're on that topic," Lois said brazenly, "where have you been, Smallville?" The way that her eyes bore into him told him that she wasn't exactly going to accept the answer, "around."

"Things have been...complicated," he tried to say, but her loud and very incredulous laugh overrode him.

"What did he do to you, Clark?" Lois asked, ignoring Chloe's pointedly annoyed look. "The way he was looking at you--"

"Back off him, Lois," Lana cut in, stepping between her and Clark. "He's here now."

Clark appreciated her efforts, and he could actually feel his shoulders sag in relief. Who would have ever thought that Lana would be the one protecting him? "I'm sorry that this all happened," he said softly.

Lois, however, didn't seem to intend to be deterred. "You made a deal with Luthor to save us," she started up again, "But for some reason we're now locked in a small room made of ice and crystal. Do you want to explain that?"

Clark could feel annoyance seeping into his being, and he looked straight at her and replied, "No, Lois, I don't want to explain that. It's either this or you can be a brainwashed drone who worships an alien named Zod, who is currently ruling the world."

All three girls were gaping at him as though he'd just told them that he'd gone out to lunch with Elvis Presley last Tuesday. Lana was the first to speak. "Zod actually took over the world?" she asked softly, one hand barely over her mouth. "That crystal that he made you put in that console actually worked?"

Clark, barely able to contain his frustration, ran a hand through his hair. "Yes, and there was nothing I could do to stop it." The last part might have been more for himself--for his own frustration--than for their benefit.

"It's not your fault, Clark," Chloe told him gently, coming up and pulling him into a hug. For all of the times he'd done it for her, he was thankful that she was now returning the favor. He needed it, he realized, because he felt so worthless right then.

"What's not his fault!?" Lois snapped again, her anger overflowing. "Both of you seem to know exactly what is going on, but I've got no idea. And no one is being particularly forthcoming!"

Clark felt himself moving away from Chloe and heading back towards the door. He couldn't deal with this right now. Lana and Chloe's concerned looks, though they weren't meant to hurt him, made him feel even more as though something was wrong with him. And the way that Lois was looking after him as though he was a traitor--it was awful. He had to get away right then, because even though he knew the truth was going to come out, he just couldn't deal with it at the moment.

He ran, ignoring Chloe's cry for him to wait. The door slammed in his haste to shut it, but Clark paid it no heed. As soon as he was out of the room, he took off running.

"Justice without force is powerless; force without justice is tyrannical." -Blaise Pascal

Morning found Lex waking with a start. The previous night's conversation had formed his plans for the day, and waking up without Clark next to him had cemented them.

Zod would likely want to leave the Fortress today, Lex supposed, given the way that he'd been talking. He would let Lex know in his own good time, though, and in the meantime[,] Lex had many other things to worry about.

Martha Kent being chief among those things.

Clark's scent lingered in Lex's bed, leaving him with a blatant reminder that Clark was not there. Martha Kent was the reason he was not there, Lex knew, and the anger rippled deep inside of him. Clark would make his own choices from now on.

Lex crawled out of bed and dressed at super-speed, leaving the room in the same fashion. He had no time to dally, as he very much doubted that his window of opportunity would last very long. Eager to seize the opportunity, he sped off to Martha's room, pausing at the door.

A quick scan of the fortress showed him that Clark had moved from his mother's room to the girl's room, and that he was currently hugging Chloe. Lex felt a twinge of jealousy at that, but he pushed it aside for the time being. Chloe had always held feelings for Clark; as long as Clark continued rebuffing her advances, Lex would let her be.

Martha was in the same room she had occupied since arriving at the fortress. A quick scan of her body revealed that her concussion was getting steadily better.

Lex hoped Clark didn't know much about concussions.

"Morning, Mrs. Kent," he greeted with pseudo-cheeriness as he opened the door and strolled into her room.

Her pretty eyes immediately flashed up to him, and Lex could see the dislike in them. She was a smart lady, he thought grimly; her suspicion of him was definitely warranted.

"What did you do to my son?" she asked, her voice trembling with anger. This, he realized, was how Clark Kent had grown up to be so strong; Jonathan might have taught him stubbornness, but Martha had given him sheer tenacity.

"Clark's fine, Mrs. Kent," he assured her. "Visiting with his friends."

"You know that's not true, Lex," she hissed out. "Clark is not fine." Her lips thinned, and Lex was momentarily reminded of one of the looks his own mother had given him when he'd taken that impromptu visit to the great beyond.

"You mean the fact that I slept with him, then?"

He wasn't surprised when her expression remained unchanged. "That's exactly what I mean. You manipulated my son into sleeping with you."

"I won't deny it," he said with a shrug, "But I promise you that he enjoyed it. It was only the guilt afterwards that hurt him."

She shook her head slowly, furious. "Is that how you justify what you did?"

"I don't feel the need to justify it," he told her bluntly, knowing the truth in his words. "I don't answer to any human being now. Clark's the one that feels as though he needs to justify everything he does."

"You know it's hurting him," she said, her voice dropping to a whisper. "But you keep doing it. Why?"

"Because I love him," Lex replied. "I hate his actions sometimes, but I do love him. Besides, you and Jonathan were the ones that taught him to lie, so I can't really fault him for it. Lying is an ingrained trait."

"You love him," she responded flatly, her eyes never leaving his face. The skepticism in her voice was evident, and Lex knew she believed him incapable of truly loving anyone.

How wrong she was.

"Yes," he murmured, a smile playing across his lips. "In a way that neither you nor he will ever understand."

Her expression darkened with contempt. "That's because no sane person would ever define it as love."

"That doesn't mean it's not," he countered, his lips twisting into a wry smile. When people didn't understand something, they were quick to condemn it. Lex had lived with that all his life, and this sort of attitude was no surprise.

"I know what love really is," she hissed out. "And I love my son. I won't let you hurt him."

Amused, Lex raised an eyebrow. "You don't have a say in that, but if it eases your mind at all, then know that I won't try to hurt him. Clark's not the one I'm after--I don't want to hurt him. Unfortunately, I won't be the one changing, so he'll either learn to turn a blind eye, or he'll change to avoid the hurt."

"My son will never become like you."

Lex smile grew as he moved forward to stand beside her bed. "I agree. But I won't have you being the one guiding him. If Clark wants to maintain himself as he is, then that will be his decision."

"He won't let you keep me away from him," she replied. Her stare fell on him, its icy quality accentuating the acidic one in her voice.

"I don't intend to try. If he wants to come mourn over your body, then I'll let him."

The color drained from her cheeks, coloring her face a deathly pale. Lex couldn't help but smile at the raw fear. He could hear her heart rate speed up. It was almost too perfect.

"He will hate you."

"He'll never know," Lex replied, smiling at her.

As he moved to lean over the bed, she tried to back away, but Lex was far too fast for her. Before she'd moved even mere inches or got the chance to scream, he'd pinned the blankets over her, holding her down and blocking her escape. The way her heart hammered madly and the way her lungs gasped for air that had fled in her panic was like music to his ears--the song of an executioner.

"He's my son, and I love him" she whispered. Apparently, even in the face of death, her worry was still for her family.

"He'll be well taken care of," Lex promised her with a smile. She looked so like a rabbit in a snare faced with a fox that Lex couldn't help but feel his heart jump with the power he was holding. What a rush it was to hold someone's life in his hands.

Indulging in that power, he pressed his hands to her throat, holding her still. Her lips moved as though she was about to say something else, but Lex had no desire to hear it. There was nothing left to discuss, anyhow.

Her hair was as soft as her son's when he grabbed it with the hand that wasn't holding her neck. As he touched it, her eyes went dark with fright.

The lovely thing about concussions was that they were simply brain swelling. Clark would never be able to tell that anything else had hit his mother other than a plane crash, because Lex wasn't going to leave marks, and fingerprints couldn't be left on a brain.

Tightening his grip, he shook her hard. His aim was to re-active the brain swelling, killing her in a way that would be untraceable. To an unpracticed eye--which was what Clark was--it would simply look as though her concussion had been bad enough to kill her.

Being judge, jury, and executioner was amazing, and the fact that he knew her and knew what he was getting from her death made it even better. A moment later, she wasn't speaking--he'd shaken her hard enough to knock her out.

She wouldn't ever speak again.

Lex arranged her body so that it looked as though she'd simply fallen asleep. Even in death, she was very beautiful, and for a moment, he actually felt a slight tinge of regret--at one time she'd been like his own mother. Even now, he still admired her and wished that perhaps they'd been on the same side--that he hadn't had to do this.

But what he was going to gain was worth what he had done.

Slowly and carefully, Lex slipped out the door, closing it behind him. Clark would have to be the one to find her.

Clark felt his chest heaving up and down by the time he reached the entrance to the fortress. He didn't really know what it was about this place that called to him and made him feel better, but somehow it did, and for the moment, it was enough.

He dropped to his knees, slumping down against the wall of the entrance. He could feel the stinging in his eyes that he knew meant tears, but he didn't feel like wasting energy on crying. He was so tired and worn out. Never before had he ever felt so completely devoid of hope.

Frustrated, Clark dug his fingertips into the snowy ground, wishing he could feel the cold. To feel something--really feel something--would be wonderful. But the snow didn't make him cold, and while it felt rather nice against his fingers, it wasn't what he needed.

Not feeling like moving too far, he tipped his head back against the wall as he drew his knees to his chest. "Why?" he whispered softly, not even really sure what he was talking about.

The fortress rose over his head straight up into the sky, and through his tears Clark couldn't see where one ended and another began; the way they twisted together was beautiful.

"You know, this isn't where I expected to find you, and yet, it fits."

Clark dropped his gaze from the sky, turning it back out to look at the silent white wasteland. "What do you want?" he asked tiredly. He just didn't want to think, and he knew Lex would make him do so.

A rustle of clothing was audible off to his right, and then Lex was kneeling in front of him, dark clothing contrasting with the snowy landscape. "You weren't in bed, so I scanned the fortress to find you. Imagine my surprise to find you here."

Clark swallowed hard, blinking back tears. Crying was not going to help anything; the only purpose it would serve was to make him feel degraded. "Come back inside, and we'll talk," Lex told him gently as he reached out his hand to lightly clasp Clark's shoulder.

"There's nothing to talk about," he whispered.

"Which is why you're out here sitting in the snow, looking like a kicked puppy. Don't be a stubborn ass, Clark. Let me make whatever it is better."

Clark had thought that he'd been too tired for anything except the dull throb of pain, but Lex's words sent a spike of anger through him, igniting energy that he hadn't known he had left. "You can't make everything in my life better, Lex!" he snapped, bringing his gaze back to Lex. He'd always disliked Lex's arrogance, but the fact that he even pretended that he could make this better infuriated Clark.

To his surprise and annoyance, all Lex did in response was smile and reach out to gently cup Clark's chin in his hand. "I knew you were too strong to give up." Clark had to work very hard not to like it when Lex began to gently stroke at his jaw.

"I'm not giving up!" Clark spat out, jerking away. Lowering his voice, he murmured, "I'm just--I just--I needed a break."

"Come back inside," Lex said simply. "I suspect that I'll have to leave in an hour or so, but why don't we get something to eat?"

Lex stood up, his words an order, not a question. Once standing, he extended his hand down to Clark, who reluctantly took it.

"Is there something you want to tell me?" Lex asked, his eyes boring into Clark.

"No," Clark muttered. He knew Lex could see the pain on his face, and he found he was actually thankful that Lex wasn't saying much about it.

"Then what brought on this sudden bought of angst?"

"I see...the girls," he replied, spreading out his words, somewhat disbelieving that he was even offering them. He didn't owe Lex explanations anymore.

"Ah," Lex said knowingly as they made their way back into the winding passages of the fortress. "Lois?"

"She's right," he murmured, hoping Lex would understand, but at the same time praying that, he wouldn't. Explaining what Lois had said or meant wasn't something he wanted to go through.

"This isn't your fault, Clark," Lex told him, putting a hand to Clark's back.

Clark, before he really knew what he was doing, leaned in to the touch. Even as he did so, though, he felt dirty. His mother's face, what his father would say--it all loomed in front of him. And yet he knew there was something stopping him that was beyond what his parents would think.

He pulled away.

"You're acting strange, Clark," Lex pointed out, his tone displeased.

Clark had to force himself not to flinch. How was it that everyone was now affecting him? A word from Lois, a touch from Lex, thoughts from his mother--everything seemed to be dragging a knife through his heart. There were so many conflicting emotions, and he didn't know which ones he should heed.

"I...spent the night in my mom's room last night. Lex, I don't think I can do...this."

"'This' meaning sex with a man?"

Lex's annoyance faded, leaving him sounding, not upset, but merely confident. Though for the life of him, Clark wasn't sure what he was confident about.

"Yes," Clark replied, his voice flat. How could this have happened to him?

They'd reached Lex's room by that time, and so Lex opened the door and ushered Clark inside. Once in, he surprised Clark by immediately fisting two hands in his shirt and towing him over to the bed. That seemed to be becoming a ritual of sorts, as much as it still took Clark by surprise. Some things, he supposed, were impossible to be ready for.

Clark was too shocked to even consider responding in time to stop the mattress from coming up to meet his back. This was not at all what he'd expected. "Lex," he gasped out, pulled out of his element by the new turn of events. "What--what are you doing?"

"What I want," Lex answered simply. "See, Clark, we're back at the very same problem we started with. I know you want this. You know you want this--you're just too afraid to admit it. I wouldn't do this to you if I thought you really didn't want me to. However, I'm convinced enough so I'm certain that I'm really not violating you. So, once again, I'll tell you this: You do this, or your friends pay. I'll let you keep using a convenient excuse."

"You wouldn't really hurt them," Clark whispered from under Lex as Lex's hands went down to undo his pants.

"Would you bet on it, Clark? You of all people know what I'm capable of."

Clark swallowed hard, and Lex's face twisted into some sort of a parody of a grin. The way he was looking at Clark was scary and electrifying all at the same time, because Clark wasn't sure what Lex was after. Why did Lex seem to want this so badly?

"You're a complicated person." Stupid thing to say, yes, but he didn't know what else was appropriate. And Lex was complicated--more so than anyone else that Clark had ever met.

"Yes, I am," Lex told him, his mind obviously elsewhere. It was probably off along the lines of thinking about being down Clark's pants, actually, if Lex's hands were any indication.

Clark shivered and tried to draw his knees up to protect himself. After what had happened with Zod, he still had some reservations. The first time he and Lex had done this it had been all right, because Lex had been slow and careful. The way he was acting now, though--avaricious and somewhat predatory--made Clark nervous enough to recall how sex had felt with Zod.

Lex only smiled, clearly knowing Clark's thoughts. But instead of stopping, he drew up further over Clark's body so that Clark was pinned down. Clark shivered, but didn't fight it.

"Do you trust me, Clark?" he asked.

"No," Clark replied blandly. He didn't trust Lex, because he knew that no matter how Lex felt about him, he would never be quite what he seemed.

Neither would he for that matter, Clark thought bitterly. But his deception wasn't because he wanted to, but because he'd wanted to prevent everything that was currently taking place.

Lex laughed, seeming genuinely amused--not that Clark could really tell anymore. Lex's moods seemed to shift at the speed of light, and Clark, who hadn't even caught up with the preceding mood, was often times lost.

"You're going to learn to trust me," he told Clark simply. "But we'll work on that later. For now I'm just going to enjoy myself."

That wasn't what Clark wanted. He didn't know if he could handle this. This wasn't right; he needed to just slow down and think.

"Lex, stop," he tried to say, but the word "stop" was muffled when Lex covered his mouth in his own. He knew that protesting was a useless endeavor, because Lex was going to get what he wanted, but Clark Kent did not give up. "Get off," he finally spat out, breaking away from Lex's soft lips and exploring tongue.

Lex fell backwards off Clark's legs, landing on the bed. To Clark's surprise, he smiled. "I was wondering when you'd finally do that."

"I can't do this," Clark told him, holding Lex's stare. "And you can't keep trying to force it on me while I'm not sure."

"I can--" Lex began, a spark gleaming in his eyes that Clark knew meant he was anticipating a challenge--and Lex loved challenges.

"You won't," Clark said, cutting him off. "You'd do a lot of things to me, but I don't think you'd really force me into this. That first night maybe--I know you thought about it, but if you didn't do it then, you're not going to do it now."

He finished with a soft exhale of air, studying Lex's face for a reaction. What he saw there was definitely on the side of frightening, as flashes of annoyance, possession, and even a little bit of amusement came over Lex's face.

Clark realized abruptly how he must look with his pants undone and pulled down a little, his lips swollen, and his eyes slightly dilated. He could feel the tell-tale blush creeping up his neck and cheeks at the thought, but he could do nothing to stop it. Lex regarded him thoughtfully for a few moments. "You're right, Clark; I won't force this on you. I'll twist you around and manipulate you into it, but rape? No, I wouldn't do that--not now at least."

Clark had to face the fact that Lex cared about him, even if it didn't make any sense. They'd spent the past year fighting with each other, but for some reason the attraction and concern was still there. Clark didn't think he'd ever understand it, and he didn't think he wanted to.

He'd expected some sort of retaliating spiel from Lex, but all he did was smile slightly and say, "You're smart, Clark, but I think we both know you can't do this forever. You're going to need me eventually, because more than anything else, you've always wanted love and acceptance." His hand dropped and he stood up off the bed, sparing one more look at Clark before he headed for the door. He paused briefly in front of it, saying, "I'll have one of the slaves make you dinner; I know you haven't been eating."

Before Clark could reply, Lex was gone, leaving nothing except an empty silence in his wake.

Lex felt his lip curl in an annoyed sneer half-way between self-disgust and amusement as he moved through the halls of the fortress. He'd clearly underestimated Clark, and that was a mistake he seldom made and loathed when he did. Knowing your opponent was the very thing that was vital to a fight, and the fact that Clark had won this round infuriated him.

Clark had fearlessly called his bluff, and that Lex had let him was even worse. Clark was right--he might do a lot of things, but forcing Clark to have sex with him was not one of them.

Realizing that he had underestimated Clark was like rubbing salt in an open wound. Maybe he'd just been a little too close to the scene--had known Clark too well. It was possible to know a person so well that you became blind to their more obvious faults and imperfections--and he always had been that way with Clark.

Before going to Zod's room, Lex ran into a servant in the hall. When she looked at Lex, her eyes turned huge and frightened. Smart woman, Lex thought callously, doing his best to look intimidating.

"My room--do you know where it is?" he asked sharply, forcing his lips into a harsh, straight line.

She nodded, her face ashen. "Yes."

"Good, then I want you to make some food and have it brought there. Only a meal for one."

"Yes, Sir," she replied, her tone respectful. Lex couldn't help but revel in the way she wouldn't meet his eyes. Such power was wonderful to behold.

"Excellent," he said, brushing past her.

Lex wasted no time in knocking on Zod's door once he reached his room. He didn't have to wait long for an answer, as Zod quickly appeared, his face twisting into a mild smirk when he saw Lex.

"I assumed you would show your face soon," Zod said simply.

"I want to know when our plans will be put in motion," Lex replied bluntly, ignoring Zod's first comment.

"Today seems as good a time as any, does it not?" His eyes glittered malevolently, and suddenly Lex understood how this man had destroyed Krypton.

"How do you propose that we do this?" he continued. He wanted all the bases covered in this situation, especially when he was dealing with someone such as Zod.

"It is unlikely that the hypnosis over the humans will last much longer," Zod revealed, looking only mildly regretful. "As a result it would be easier to establish power over them now, as well as to institute a labor system."

"Each of us will rule our allotted continent, correct?"

Zod nodded. "Yes. All you need is a crystal."

"A crystal?" Lex echoed, looking at him in question. He hadn't mentioned anything of that nature.

"Follow me," Zod ordered with a smile as he swept passed Lex into the hallway. Lex followed, his curiosity getting the better of him. He knew the crystals were amazing, and so he was interested to see what else they could do.

"Aethyr, Ursa, Non, Nam-Ek!" Zod bellowed once they reached the main chamber.

Lex flinched slightly, wishing Zod could come up with a less primitive means of summoning people. Still, it proved effective, as the others came running a moment later, each appearing in succession, all of them coming at super-speed.

Non, looking excited, was the first to step forward. "Is it time, My Lord?" he asked, a maniacal gleam in his eyes.

"Nearly," Zod replied. "Soon Krypton will rise again, and her enemies will pay."

"I am to take the place called "Europe?" Ursa inquired, stepping forward. At the word "Europe" she wrinkled her nose as though she smelt something putrid. Lex nearly laughed at the thought of what many of the previous world powers would say if they heard her speaking disdainfully of owning all of Europe.

"Ursa," Zod said, speaking reproachfully. "We all must play our part for Krypton to rise again. This planet--for all of its primitive ways--is ideal in that way, and we will, therefore, cultivate it to our uses."

She nodded, though she still looked quite displeased. The others said nothing, but all looked slightly more eager than she did. Perhaps owning a continent didn't seem quite so primitive to them.

Zod moved to the main intelligence center and waved his fingertips over the top. Almost as if they'd been waiting, eight crystals grew upward under his hands, all glowing slightly.

"Come forward and take one," Zod murmured. As he spoke, his eyes never left the crystals. The way his eyes seemed alight with their glow made Lex think of pure, unchecked power, and somehow the idea made his spine tingle.

Lex accepted a crystal from Zod. It was miraculously smooth to the touch, and when Lex closed his hand over it, and he could have sworn he felt it vibrate slightly, almost as if it were happy to be held by him.

"You may plant these crystals anywhere in your allotted area. From them will grow a fortress of Kryptonian technology, although none will surpass this one, which I will stay in. Jor-El, being the..." Zod paused as his lip curled into a sneer, "Intelligent man he was, designed this fortress in such a way that it would control all others on the same planet.

"For today, set up your new homes, and in the imminent future, we shall institute the technology needed to run the labor camps that are required."

Nobody needed to be told twice, and for a moment, the only thing heard in the room was the sound of air moving. Moments later, the room was empty

"Adversity is like a strong wind. It tears away from us all but the things that cannot be torn, so that we see ourselves as we really are." -Arthur Golden, Memoirs of a Geisha

Clark remained on the bed after Lex left, just thinking. Lex had a way of making simple things seem complicated, and making the complicated things simple at the same time. He also had a maddening way of being very blunt.

Clark couldn't deny that he was in a very precarious situation, and Lex was probably the only one who was going to take an interest in his well-being. Lex made it sound as though, because of that, Clark owed something to him. It was so easy to just fall into that way of thinking, even though Clark knew it was wrong.

He didn't owe Lex anything, because this whole situation should never have happened. Even knowing that, it was still so easy to fall prey to Lex's mind games.

The thing that scared Clark most was that he wasn't sure he could fight them off forever.

Would he ever actually slip into Lex's bed at night, just because he wanted to? Would he ever do it free from any kind of guilt? If Lex had his way, then he knew he would, and the thought scared him.

Clark's thoughts were interrupted by a soft knocking at the door. "Come in," he called, becoming perplexed when no one did.

It took him a few seconds to remember that Lex had told him he was going to send dinner. The human servants wouldn't be able to open the door, he remembered.

Climbing to his feet and straightening his clothing, Clark went to the door and opened it. The heavenly aroma of food hit his nostrils, and for a moment, he forgot that this food was being brought by imprisoned humans.

Like the one standing before him.

The man standing in front of him was younger than Clark, so young that he couldn't really be called a man. Boy was really more of an apt description, and Clark could see the fear in his light blue eyes.

"Um, thanks," Clark said awkwardly, not sure what he was supposed to say. Up close, Clark was able to see that this boy was wearing bands around his neck and wrists, similar to those that the Anglo-Saxons had used on their prisoners. The only difference was that they were crafted from the same Kryptonian metal that his own bracelet was made of.

The boy's clothing was dirty and torn. Clark winced as he thought of how the kid probably didn't have anything else to change into.

Clark took the tray from the boy, finding that he wasn't able to meet his eyes. That made him feel awkward, because what did one say in a situation like this? Trying for the obvious, he asked, "Are you...okay? I know that Zod must have--" He paused, letting his voice trail off. It took a few moments to ground his thoughts. "I know the world isn't normal right now," he finally managed to say.

The boy's eyes fixed on his face, and Clark could see firm defiance there. He felt as though he was receiving an electric shock when he realized the boy thought he was one of them.

"I-I was brought here, too," he offered, determined to banish the boy's fear. "What's your name?"

The boy studied him for a moment, and Clark was given a second to take in the sight of his sandy hair, pale skin, and eyes that told Clark he hadn't slept in a while. "I'm Ethan," the boy supplied after a moment.

"I'm Clark," he replied softly, feeling suddenly much younger than he was. "How old are you, Ethan?"

"Sixteen," Ethan answered, getting a slightly wary look on his face. "Look, I don't mean to be rude," he said after a moment, his tone contradicting his words, as he certainly wasn't trying not to be rude, "But why do you care? If we're preparing food for you then you're not one of us."

Clark swallowed. "I've got their abilities, but I'm not here of my own choosing, all right? I don't agree with what they're doing, either. It's a long story, but I'm on your side," he offered tiredly.

"You're supposed to be a prisoner, but they're still letting you have good food and a room to sleep in?" he asked, raising an eye in blatant skepticism.

"This isn't my room," Clark told him, sighing heavily. "And...I was friends with one of them. He wanted me to eat something, I guess."

"The bald one that sent the message?" Ethan pressed on, looking slightly interested now.

Clark nodded. "Yes."

A flash of hope went over the boy's face. "Then why don't you tell him that this isn't right? Why don't you make him see that we're being abused!? If what you're saying is true, then you could make a difference!"

Clark felt his heart sink at the look on Ethan's hopeful but condemning face. Had he looked at Lex like that all these years--like he was never quite sure of his motives? It hurt, Clark realized, because he was really only trying to do the right thing.

"I've tried," Clark told him tiredly. "He doesn't listen to me."

Ethan nodded, but he looked less than convinced. "Look, enjoy your meal. We'll probably see each other again soon," he told Clark as he turned and headed away from the room.

Clark watched him go, feeling sick inside. Suddenly the dinner in his hands didn't smell as good, especially when he thought of how Ethan probably wouldn't eat tonight.

His stomach seemed to disagree, as it rumbled hungrily. He realized that the last time he'd eaten--really eaten--had been with his mother, right before she'd started out for the conference that she'd never arrived at.

That reminded Clark that she hadn't eaten much either. With a sigh, he looked down to what had been made for him. At the sight of the mashed potatoes; well-cooked, seasoned fish; and steamed vegetables, Clark felt his mouth water. Digging in, he found himself fully enjoying the taste of food that was better than what he'd had before Zod took over.

Clark continued with the food until he'd eaten about half, putting a portion of it aside for his mother. She'd be hungry, he assumed, and she'd probably enjoy this.

Clark bundled up the remaining food and left, heading towards his mother's room at super-speed. Once there, he shifted the package of food to one arm, opening her door with the other. "Hey, Mom," he called. "I saved some food from dinner for you--Mom?"

As he turned around, he was met with the sight of his mother, lying on the bed, her face a pasty color. She didn't acknowledge his entrance, and that worried him.

"Mom?" he asked, setting the food down on a table that had just grown up out of the floor. "Mom?" he said again, this time more urgently.

When she still didn't answer, he began to feel nervous. "Mom, answer me!" he demanded, going to her bedside and extending a hand to touch her.

She was cold.

Clark jerked his hand back immediately, terror shooting through him. "Mom!" he yelled, straining his hearing to listen for a heartbeat that he knew he wouldn't find. "Mom, wake up!"

This couldn't be happening--it simply couldn't. He'd lost his dad, and he couldn't lose his mom, too. She'd been getting better after the plane wreck--she'd been getting better, not worse.

"Wake up!" he screamed, feeling tears come to his eyes as the only sound was that of his own words bouncing off the walls. "You can't do this to me, Mom," he choked out, tears clouding his vision as they began to slip down his cheeks. "I need you!" he whispered. "I need you so much."

She didn't answer, and Clark knew she never would again. Still, needing to confirm it, he x-rayed her body. He wished he hadn't, because seeing a still heart and the blood just sitting in her veins was awful. The worst part was when he moved up to her skull and saw that her brain had swelled. He could only assume that the swelling was what had killed her.

That wasn't right, though, because she had been getting better. How had the swelling come back? And why hadn't he noticed?

Guilt caused his chest to ache, and sobs began to rack his form. If he'd paid more attention--if he'd watched more carefully--would he have been able to get her help? Would she have still died?

He couldn't take being in the same room with his mother's body--at least not for the time being. She was supposed to be so full of life, and to see her lying there dead was impossible to handle. Sobbing, Clark turned away and fled the scene, desperately trying to erase the image of her body from his mind.

The crystal felt like pure power in Lex's hand. Anywhere in North America, Zod had told him, which left a lot of places open for consideration. He would rule this land, he thought excitedly. He would have his own Fortress of Kryptonian technology, from which he would rule. It was all perfect, at least as much as it could be without being fully in charge himself.

Lex didn't want Kansas to be the location of his fortress, because somehow that just seemed foolish to him. He wanted it in a place that with more defining features--with something more than corn and flat land.

Deciding to go with the extreme opposite of flat, Lex selected a nice spot at the edge of the Rocky Mountains in Colorado. The place had a flat plateau that was large enough for something the size of a fortress, as well as a lake below, providing a beautiful view. In addition, it overlooked an area of relatively flat land, which would be ideal to build a city on.

Using his speed to ascend the plateau, Lex held the crystal out before him, just studying it for a moment. It was long in formation, and like those that grew in caves, only much more finely cut. The way it shone made it seem as other-worldly as it was, and for just a moment, Lex was filled with awe.

The moment passed quickly, and Lex found himself dropping the crystal to the ground as he assumed he was supposed to do.

At first, there was nothing, and then, though it was soft at first, a rumbling filled the mountains. Abruptly, from where he'd dropped the crystal, a spike shot out of the ground, quickly followed by others, all of rocky green and brown hues. He was forced to super-speed back as the pieces twisted together, shooting towards the sky. Amazing, Lex thought to himself. He was stunned as he watched the ground shift and become a structure that twisted crystal and earth.

The whole process lasted only a few moments, and Lex was left standing in front of a huge structure. This one was much like the one in the north, except for its color and building materials.

It took Lex a few moments to get over his amazement and to actually go inside. His, some small voice in his mind whispered. This was his place.

The door rose up in the same manner as the fortress in the Artic, but as soon as Lex walked inside he could see the differences between the two structures. This one, in contrast with the other, did not have its console in the middle of the main chamber, and that confused Lex at first, until he saw something that resembled stairs.

Curious, he ascended them and was unsurprised to find a second level to his Fortress. One of the most striking features were the holes in the fortress's walls, which very much resembled windows without glass. When Lex put his hand to them, it slipped through, but he felt and saw something ripple around his hand. It took him a moment to realize that, while it kept drafts out, this sort of invisible barrier made it appear as though there was nothing between him and the outside world.

The view from the top floor of the fortress was absolutely spectacular, and Lex took a moment to simply look out, observing the mountains and the lake below. It was all his, he thought possessively. He'd far surpassed his father in what he had done--all those years of intense scrutiny and oppression, and he was finally the one on top.

Tearing his eyes away from the view, Lex turned to inspect the top floor. The floor under his feet, much like the downstairs, was an earthy brown tinged with green, and was of the texture of a wood floor.

The walls were much the same, though they rose up around him in a color that was greener than the floor, though still containing a hint of brown. The walls were rougher, having crystals poking out at various intervals.

The main computer was found in the central room upstairs--the one that Lex had just walked into. This room was circular in shape, having four doors leading to it. One of them, as Lex knew from just taking it, led directly to a small landing with a window looking over the lake, and then the stairs.

This main room had no windows, and Lex assumed that was because the surrounding rooms would. Walking into the one directly to his right, he was not disappointed, as two windows looked out over mountains and the lake, which wrapped around two sides of the fortress, apparently. This room, it seemed, was a bedroom, at least judging by the large structure that had grown from the floor in the shape of a bed.

The material on the bed was not fur like in the Arctic, but instead a soft, silky green fabric, stuffed fully with some sort of insulation. Lex had never seen anything like this fabric, and a quick fingering of it revealed that it felt almost like water.

There was a thing that was almost like a seat running the length of the wall underneath the windows, and on top of its brown surface sat a long cushion, of the same material and color as the bedspread. It might be a nice place to sit in a moment of leisure, Lex thought.

On the opposite wall was something like shelves, though they were hollowed out into the wall. Some were small and others larger, but all were well-cut and attractive.

Lex walked out of the bedroom, going into the next room to the right. This one, he was pleased to find, split out to two more doors. Quick glances into both revealed they were empty. One would most definitely become a bathroom, Lex decided.

Leaving that area of the fortress, Lex peeked into the final room, amazed to find something that might have been a Kryptonian lab. At the side of the room across from the door, there was a large brown table jutting out from the wall, its surface covered with many objects.

Lex could see that there were many crystals of different colors, all of them having their own slots on the table. Each slot was labeled in Kryptonian, and it took Lex a moment to realize that he was reading them.

He could read Kryptonian.

Also on the table, were more strange looking dishes than Lex had ever seen. All of them seemed to be made of clear crystal, but for the life of him, Lex wasn't sure what to do with them. There were other various objects as well, but he hadn't the time to try to go through them, at the moment.

Lex headed back out of the room and down the stairs. He briefly contemplated exploring the rest of the fortress, but he knew that by now there was a good chance Clark would have found his mother. It wouldn't do for Lex not to be there to help his plan unfold.

Once outside the fortress, he spared a quick look back at, becoming amazed at its majesty all over again. As he started back off towards the fortress in the Artic he couldn't help but think that he was a very fortunate man indeed.

Clark wasn't in Lex's bedroom, nor was he at the entrance to the Fortress. That worried Lex a little bit, because he knew if Clark had found Martha, then he'd probably gone to look for a place to fall apart in private. Clark never had been the kind to show intense emotion in public.

When he didn't find Clark in his mother's room, his worry increased. Clark wasn't the type to pull a self-destructive stunt, but Lex of all people knew that grief could make someone do strange things.

Getting worried, he scanned the fortress. It took him a moment, but his line-of-sight finally fell to rest on a skeleton that he knew to be Clark's.

Clark, it seemed, had holed up a spare room in the fortress where he could be alone. Sighing, Lex used his speed to go to it, not feeling like taking the time to sneak up.

The door to the room was open, and so Lex simply went in. Clark was sitting on a long piece of furniture, similar to a couch without armrests. His pain was obvious in the way that he was doubled over, head in his hands.

"Why are you hiding, Clark?" he asked, forcing his voice to remain passive with just a hint of confusion. Clark couldn't know that he was aware of Martha Kent's death. Such a thing would be far too revealing in relation to his part in it. "I didn't see you in my room, so I scanned and saw you here. Is something wrong?"

Clark was not crying, Lex noted, though there were tell-tale tear streaks on his face. But even without tears, it was obvious by Clark's red eyes that he had been grieving.

"She's dead," Clark said simply, dropping his gaze back to the ground.

"Who's dead?" he asked, being sure to keep his voice slightly confused, with just a hint of nervousness. Making sure his step was slightly tentative, he came to stand next to Clark.

"My mother."

"What?" he asked, pleased to see that his voice sounded mostly blank with a touch of incredulity. He was actually quite pleased at how well he managed that feat.

"I thought the concussion had gone down," Clark replied automatically, his voice devoid of emotion. Even though he'd taken his head out of his hands, he was still sitting hunched over, almost as if he were trying to hide from the world.

"It was back?" Lex inquired. "Clark, if I'd known I'd--"

"It's not your fault, Lex," Clark interrupted him, slowly shaking his head. "You didn't know."

"Clark...I'm sorry."

He knew he should feel worse about the fact that he was offering comfort for a murder that he'd committed, but it was working so well. Clark was falling apart before his eyes, and he knew he could play it so that Clark would turn to him for comfort.

Sinking down to his knees, he pulled Clark off the bench, and into his waiting arms. Clark was impossibly stiff for a moment, and then to Lex's pleasure, he relaxed and let himself be held. No tears were shed, but Lex could almost hear his heart breaking.

He felt bad about causing Clark such pain, but he promised himself that he'd make it up to him. Nothing would erase the pain Clark would feel from losing both parents so close together, but Lex knew that time would ease some of his hurt--or at least dull it so that Clark could learn to live with it.

"Shhh," he murmured, petting Clark's hair.

Clark said nothing in return, but he continued to allow himself to be held. He was almost a dead weight in Lex's arms, but he didn't pull away.

"I know it hurts," he whispered, his mouth close to Clark's ear. "I know it feels like it hurts so much that you're going to die, but you're strong, Clark. You'll get through this, just like you did with your father."

That was apparently the wrong thing to say, because Clark jerked away and looked at him with a furious expression. "You don't know--don't even try to say--you have no idea what I went through father."

Lex had the burning desire to point out to Clark that this supposed short-coming had been Clark's own choice. After all, he'd tried to get Clark to talk to him after Jonathan's death, but Clark had refused to even hear him out.

Lex pushed the desire down, knowing that Clark would react negatively to it.

"Clark...that wasn't what I meant," he murmured, taking Clark by the shoulders. "I know you went through a lot with your father, and I know this hurts just as much." As tenderly as he could while still being firm, he reached his hand up and gripped Clark's chin, turning it towards him. "I lost my mother too, Clark. I know what it feels like."

That, apparently, was the right thing to say, because Clark melted into his arms, clutching at him tightly. What he was experiencing was pure, blind grief, too intense for tears. And so Lex simply held him, rocking him slowly and trying not to allow the smile that was threatening to break through. He had so many conflicting emotions when it came to putting Clark through this, but in end, he kept coming back to one thing.

Clark was going to be his.

"When the Japanese mend broken objects, they aggrandize the damage by filling the cracks with gold. They believe that when something's suffered damage and has a history it becomes more beautiful." -Barbara Bloom

As soon as Clark and Lex approached Martha's room, Clark's skin tone faded from its normally golden color to an ashen gray. It was obvious that Clark didn't want to go back into that room, and seeing that, Lex took pity on him.

"Go crawl into bed and try to get some sleep. I'll deal with things," Lex told him. Clark regarded him with relief, leaving Lex to do as he'd promised.

Martha's body wasn't the prettiest of sights, but then Lex wasn't the most squeamish of people. Still, even he had a slight problem touching it, and so he rolled her up in a sheet before heading off towards civilization.

Even if he only had to carry it for a minute or so, it still made something inside of him clench in disgust. This was your fault, a small voice inside of him said.

Lex left her body in an area of Metropolis where someone would undoubtedly find it. As Senator Martha Kent, Lex was certain she'd get a proper burial. Not a funeral, perhaps, because there were too many dead to do that, but most likely a burial. Once done there, Lex sped back to the fortress to find Clark.

He was unsurprised to find Clark sitting on the bed looking very lost. Who could blame him? Lex knew that when his mother had died, he'd been far too mixed up emotionally to simply lie down and sleep.

Clark clearly needed the rest, though, if his weary face and slumped shoulders were any indication. "Clark," Lex said gently as he walked through the door.

Clark turned to look at him, but his face showed little to no change in emotion. He looked as though he was about ready to drop, Lex realized.

"Don't shut down like this, Clark," he told him seriously, coming to stand next to him. Going for comforting, he laid a hand on his shoulder.

Clark didn't shrug off his touch but neither did he lean into it. "Everything feels wrong," Clark murmured, refusing to meet his eyes. "Nothing's like it should be. It's like I'm living someone else's life."

"Like your life has stopped and time is going on around you?" Lex offered, moving his hands down to Clark's belt loops as he pulled him up so that he was standing beside the bed.

"Yeah," Clark muttered, allowing himself to be pulled. "Just like that." There was a slight pause before he added, his voice rising, "This isn't fair!"

"Life seldom is."

Lex hadn't expected Clark to push him roughly back onto the bed, but when he looked back up at his face, he supposed he should have. The way Clark was looking at him--like he wanted so desperately to feel something--told Lex that Clark really did feel as though his world was slipping by, and was now doing the only thing he thought would stop it.

Before he could think much more than that, there were six foot three inches of Clark on top of him, pressing him to the mattress. The way Clark was attacking his mouth was something between desperate and hot.

"It's okay, Clark," he whispered, flipping them over so that he was on top. "I've got you."

Clark wasn't thinking, and Lex knew that. This was just a desperate attempt to banish pain, at least for a little while. Clark didn't really know what he was doing--but Lex did. Take him to bed and comfort him in the morning, a part of him said. Because the deeper he falls in, the harder time he'll have getting out.

Such thoughts in his head, Lex returned the fervent kisses, cupping Clark's hardening erection as he did so. This was nothing like the near-virgin boy that he'd taken to bed just days before. This boy was desperate and hungry, and just as aggressive as Lex.

"Clark," he muttered as warm lips brushed his throat.

"Wanted this--too long--not right, though," Clark choked out between attacks on his neck.

Lex could feel his body coming alive with heat under the places Clark touched. It was more amazing than he'd ever thought, and while he loved the innocent virgin Clark, this Clark was wonderful too. This was everything that the Clark he loved was not, but once in a while, he could get used to this.

It didn't mean he was willing to be dominated by it.

Feeling a surge of desire, he pushed down, pulling Clark into a hungry and demanding kiss. It was wet and hot and beyond Lex's capacity to describe. Clark was wearing entirely too many clothes, he realized suddenly. That shirt had to go, and go it did, with a loud, tearing sound. He at least retained the presence of mind to take off Clark's jeans and boxers without ripping them, though he did do it at super-speed.

Beautiful, beautiful, naked Clark under him, and Lex just couldn't help but touch all that skin. The perfect stomach with its outlined muscles, his amazing thighs, and skin the color of dusty gold--Clark seemed flawless. Lex couldn't hold back anymore, and Clark cried out in ecstasy when Lex pushed a finger into him. Watching Clark writhe under him was a sight for kings.

"Do that again," Clark cried out. His face was flushed, and Lex saw that his eyes were dulled, like someone so obviously not thinking completely clearly.

Lex pushed another finger in, ignoring Clark's obvious lack of decision making skills. He knew it was bad to be taking advantage of Clark like this--to be taking advantage of his attempt to numb his pain--but he couldn't bring himself to stop.

Two fingers were enough, he decided, as he and Clark were invulnerable and would heal quickly after sex--even sex with someone of similar strength.

Clark didn't seem to have any objections either, as he shoved back against Lex when Lex guided himself to Clark's hole and shoved inside.

"Feels so good, Clark," he choked out.

Lex felt it as soon as Clark regained a modicum of awareness. The way his perfect body tensed, ceasing to grind into Lex; how his eyes suddenly sharpened and then looked horrified--it was all too obvious that he'd realized exactly what he was doing.

"This isn't--Mom wouldn't want me to do this," Clark suddenly sputtered out, looking a little lost. A bit of the coherency that he'd lost had slipped back into his eyes, which worried Lex; he didn't want Clark to panic.

He rectified that problem by rubbing against that special spot that he knew would send Clark off. It did, too, at least if the way Clark threw his head back, exposing his beautiful neck, was any indication.

Lex thrust in a few more times, enjoying the feel of Clark tight around him and loving the sight of Clark's erection. Dying to touch, he indulged himself and was pleased when Clark came under his lightest touch, crying out for Lex. The sight of Clark coming was enough to drive him over the edge as well, and he spilled into Clark, yelling his name.

They lay together for a moment, Lex on Clark's chest. Finally, feeling that Clark was completely sated beneath him, he slipped out and turned them over so that Clark was on top.

Clark was still for a moment, and then Lex could feel the cognizance begin to seep into him. It was there in every tensing of a muscle, in the increase of breathing--even in the heart beating against his chest.

That very same heart beat sped up as Clark sat up and shouted, "I'm supposed to feel better!" His frustration and desperate desire to forget was written all over his face. Lex understood--he'd wanted to forget the world after his mother had died. Unfortunately, as he suspected that Clark was finding out, drowning yourself in sex didn't make you feel better, nor did it make you forget anything.

Lex had enough sense to quickly grab Clark and pin him to the bed before he did something that could be truly harmful to himself. "Clark, this isn't you; this is your grief talking."

"So was what we just did," Clark countered angrily, his face scintillating with anger. "You didn't have a problem with that." He strained viciously to get himself out from under Lex.

"Clark," he said reasonably, "You're hurting right now."

Clark collapsed under him.

Lex had expected that to happen eventually, as he'd known that Clark's pain-filled rage couldn't last too long. The sobs that were suddenly being shed into his shoulder were more of a surprise. He'd expected that Clark would make it at least a few days before breaking down.

If there was ever a point that Lex felt remorse, it was right then. Watching Clark sob after having just done something so out of character for him--it made something inside of Lex clench. For just a brief moment, he regretted killing Martha Kent, if only because it had put Clark in this kind of pain. While he'd intended to use Clark's pain to his advantage, he hadn't anticipated that watching him go through this would be so heart-wrenching.

"Shhh," he murmured softly. "It's going to be okay."

Clark was shaking against him, giving off the impression that his whole body was about to fall apart. Lex, feeling genuinely sorry for him, began to card one hand through his hair, rubbing his back soothingly with the other.

Clark still said nothing, but he remained with his head tucked carefully in the crook of Lex's shoulder. Lex continued his methodical petting of Clark's hair, hoping to simply reassure him that he was there. He hadn't wanted Clark to be in this much pain, he thought regretfully, but he wasn't one to waste opportunities. He would push aside his own discomfort at watching Clark hurt like this, because he wasn't going to let that suffering go to waste--he'd use it to further his own ends.

Lex continued to hold Clark for what could have been a few minutes or even an hour. Time just seemed to blend as Lex listened to the muffled sobs coming from one of the strongest people that he knew. Eventually, though, Clark cried himself out, and shortly after the sobs stopped, Lex heard the unmistakable sounds of soft snores.

Perfect, Lex thought to himself, Clark was perfect. Even in unspeakable pain, he was perfect, and Lex wasn't giving him up for anything.

Anyone who had ever said the morning after was the worst part could not have been more wrong. Waking up with an armful of warm Clark, his soft breath tickling Lex's neck, was possibly just as good as the sex itself.


But sex or no sex, it was still a mind-blowing feeling. He could feel Clark's heartbeat against his own, the smooth feel of his skin, his warmth--everything.

The blankets were slung over them both, hiding them from anyone who cared to walk in. It was a cozy feeling to be wrapped up like that, and Lex was reluctant to let it slip away. Only the thoughts of what he needed to do that day finally coaxed him to rouse himself.

"Clark," Lex murmured into Clark's ear.

There was a small shift of muscles, but Clark didn't seem to feel terribly enthusiastic about greeting the day. Lex somehow found it very hard to believe that Clark had been raised on a form of an alarm clock more fondly known as a rooster.

"We need to get up, Clark," he added, shifting Clark off him so that he was lying on his side.

Clark gave a soft "oomph" as he hit the mattress, and finally opened his blurry eyes to look at Lex. Clarity instantly seeped into them.

"Don't act like you're surprised to have woken up in bed with me, Clark," he said, a bit of annoyance in his tone. "You know exactly how we got here."

Clark's mouth was hanging open, his eyes wide with shock and comprehension. "I--Lex." He paused, running a hand through his hair. "I was way out of line. I'm sorry."

Lex laughed, though he felt a tinge of disappointment that Clark had clearly pulled his mask back on. "Nothing to be sorry about, Clark," he said with a wry smile. "I think you know that."

Lex couldn't miss Clark's small frown, no matter how tiny it was. "My parents would be ashamed if they knew," he said quietly.

"They both loved you, and your sexual orientation wouldn't have made that love any less."

"They can love me and not be proud of me," he pointed solemnly. Avoiding eye contact with Lex, he reached down to fiddle with the sheets.

Lex reached out and stilled his hand. "They would still be proud of you."

"Lex, my mother is dead," he said blankly. "I'm an orphan twice over."

"And my father was killed in the riots. I know how you feel, Clark."

Clark's snapped his head around to look at him, his face suddenly annoyed. "You don't know how I feel," he murmured angrily, hurriedly getting off the bed. "You're happy to be free of your father."

Lex had to admit that the veracity of that statement hit him a little hard. It was one thing to know deep down that he was glad; it was quite another to actually admit it to himself. And now that he had, he knew it to be true. His father had been nothing but trouble to him from the day he'd entered the world, and now he was finally free of him. He might have loved his father, despite everything, but he hadn't loved him nearly enough to be truly sorry for his death.

By the time he looked back up, Clark had gotten his pants on and was reaching for a shirt. The angry set of his jaw line let Lex know how he really felt.

"I lost my mother, too, Clark."

"Twice?" he asked.

"Once was enough."

"You have no idea what it was like to grow up so different, Lex. You've gotten these powers just recently, fully developed at that. You have no idea what it's like to grow up with them--to be so different that you couldn't play sports, or that you had to lie to your friends every day. All you know about is the power, and how it feels to be able to leap over a building or run faster than a bullet.

"Clark--" he tried to say.

"I have had to lie my whole life, Lex," he said, his tone dropping until Lex had to strain to listen. It wasn't volume that made Lex stop to listen, however--the expression on Clark's face would have been enough to make Lex drop everything to hear what Clark had to say. "You don't know what it's like to be that different. I've always been on the outside looking in, and my parents were the only ones who knew everything about me and still accepted me. What they thought was so important to me."

It made sense, Lex reasoned. An only child, forced to hide extraordinary gifts. Of course, he was going to be close to his parents.

"At some point, Clark, you've got to start making your own decisions. If you live your whole life based on what your parents think, then you will be sorely disappointed."

"And who should I look to, Lex!?" he shouted, his anger obviously bubbling over. "You?!"

Lex didn't reply, but merely regarded Clark with a cool air. It was one thing to basically be told by the world that you weren't good enough for anyone to want to look to, but for Clark to say it...

"You're upset and you're--"

"Tired of taking your crap," Clark finished, coming to stand before him. The intense look in his eyes would have made lesser men than Lex cower. "What do you really want with me?"

Lex sighed and exhaled slowly. "Believe it or not, Clark, you're here because I care about you. The rest of the world can go to hell for all I care, but I don't want to see you share that fate. I've always wanted you," he said simply. Strangely, he found he wanted Clark to believe it.

Clark shook his head slowly, his gaze never dropping from Lex's face. Where had the innocent high school kid gone? Clark--this Clark--had seen too much. That faith in humanity that Clark had always possessed was slipping. "Like you always wanted Lana? How long until you get tired of me, too, Lex?"

"I won't get tired of you," Lex answered honestly. Clark wasn't someone he could get tired of. No matter what, there would always be something new every day, even if Clark remained the same.

Clark sighed, finally giving in. Clark had needed that, Lex realized; he'd needed the chance to test things, and to ask the questions that he wanted to ask.

"What you've done isn't right, Lex. You sold out the world," he said quietly.

"I did always tell you that I had a darkness inside me."

Clark gave him a wry smile. "Yes, but your lack of willpower is astounding."

Lex only smirked at the shot, finding that it didn't sting in the least. Knowing that he'd probably be moving to his own fortress today, he proceeded to get up and pull on his pants. Clark only watched, never rising from the bed.

"I didn't initiate this takeover, Clark."

"But you didn't oppose it either," Clark replied without missing a beat.

Lex smiled as he buttoned up his shirt. "Have you ever seen Colorado?"

There was no answer, not that Lex had really expected there to be. It was an absurd question anyway, at least from Clark's point of view. "I'm taking your silence as a no," he said over his shoulder.

"No, Lex, I've never seen Colorado," Clark eventually answered, though his voice was filled with sarcasm.

"Then you're in luck," he told Clark, turning to face him. "Because I've got a brand new fortress built there."

"And if I don't want to go?" Clark asked as he crossed his arms in a defiant stance. "If I say no?"

"Then you can stay with Zod. But, Clark? I won't be there to pick up your pieces this time--not if it's what you choose."

Clark's face paled slightly, and Lex knew he had him. Clark was smart enough to know that it wasn't advisable to take that option unless he had a new found masochistic streak. Of course, Lex was outright lying, because if Clark didn't let himself be manipulated into coming, then Lex would make him come.

"What about the girls?" Clark asked quietly.

"I'll speak with Zod about it," Lex promised indifferently. It wasn't as though he cared much for them, but he knew Clark did, and Clark had lost enough lately. Lex suspected they might come in handy for bargaining tools anyway.

Clark remained in the center of the room as Lex finished dressing and turned to face him. Displeasure was evident in Clark's green eyes, but Lex only smiled at him. "Hurts to not get what you want, doesn't it, Clark? I know--I suffered the feeling in regards to you for years."

As he headed towards the door he called over his shoulder, "Be ready to go when I get back."

There was no answer but the silence, and the sound the door made when it closed.

Clark turned away from the door as soon as Lex had left, instead heading back to the bed. His life was falling apart no matter how desperately he tried to keep it together. His mother's death had dealt a fatal blow to any normalcy that he had left. With her passing, he'd been left with three girls to protect, a world to save, and too many headaches.

He'd told Lex over and over what his parents would think of his exploits, and yes, that was a part of what he was feeling--but it wasn't everything. He'd disobeyed his parents before, and despite what he told Lex, he knew they'd love him no matter what.

However, it was still a convenient scapegoat for his misgivings. The best lies are born from some truth, a small voice in his head said. Maybe a few days ago he'd believed that he was against this because of his parents' reasoning, and because he knew they would be disappointed in him, but he knew now that he'd only been trying to make himself feel better.

His parents had loved him, and he knew that. He was the one with the hang-up. He was the one whose conscience was eating him alive.

Maybe he just knew how dangerous a relationship with Lex was. He knew Lex cared about him, yes, but he also knew what he did to those he cared about. Obsession and watching their every move? Just minor indiscretions, really. They paled in comparison to Lex's games of manipulation and his possessiveness.

With the position he was currently in, he knew he should be worried about all of those reasons. Lex wasn't going to let him go. He'd tried to keep part of himself over the past few days, but Lex was like a magnetic force, and Clark hadn't been able to help himself. Besides, he knew he was something Lex desired, and Lex always got what he wanted.

By letting Lex have any of him at all, he'd inadvertently given his whole self over. Whether he acknowledged it or not, he was Lex's. Leaving wasn't an option, because he had no where to go and no one else to turn to.

Lex had probably planned it that way.

A sort of dead acceptance began to settle inside of Clark. Was this really so bad? He could deny it as long as he wanted, but he'd always cared about Lex--he still did. Their relationship might be dysfunctional in the worst way, but they both still cared about each other. And, he tried to reason, he could do more good for the world in this position than he could in any other, at least for the time being.

Resigned to at least riding out the wave that had decided to inundate his life, Clark went to pack his things.