by Rhiannonhero

March 2003

"He'll turn the things that he loves from sunwise to clockwise...still she'll lay down her body, covering him all the same." - Tori Amos

Disclaimers: I do not profit in any way from my obsession with Clark, Lex and the Clex. So don't sue!

Spoilers: None.

Ratings Note: NC-17

Summary: Sequel, follows Cherry Blossom Conduit.

Acknowledgements: Thanks to jacynrebekah for beta and for kicking my ass into shape when I needed it. Thanks to pun for beta and for listening when I really needed an ear. Thanks to timian for an uber-beta and for coming into my life when he did. Thanks to nerodi for auditioning the story and for being my cyber-bff. I truly love you all. Any lingering mistakes, etc, are mine and mine alone.

Dedication: This one is for me. hugs to Rhi

For those who care about these things, the following music was in rotation:

Tori Amos, Scarlet's Walk

Tanya Donelly, Beauty Sleep

Especially, Virginia by Tori Amos the song that inspired this story.

Feedback: Encourages me to make Clark and Lex fuck like bunnies for your personal viewing pleasure!! And may I add, pretty please?

Small gasps and wet slurping sounds lured her out of dreams. Lana shifted and whined a little at the tenderness between her legs before lifting her heavy lids.

Clark and Lex. Next to her in the bed. Clark's hands fisted in the sheets, neck arched and his face contorted in what would have been agony but for the little urgent whispers of "Yes. Oh God, yes."

Lana's eyes traveled down to Lex kneeling between Clark's splayed legs, the muscles of his shoulders and arms flexing as he steadied Clark's bucking hips. The morning light glinted bright against his bald scalp, sharp like his most feral smile.

Lana knew she should have expected the pain that cut through her as she watched Clark's cock slide in and out of Lex's mouth. She may have known it would come to this. She may have always known, but it didn't change that she was the one who lost in this.

Lex's eyes were closed, and he was obviously savoring every moan and jerk of Clark's body. Clark twisted his hands in the sheets and Lana knew he was fighting not to come, wanting it to last just a little longer, just another second, another breath. She loved it when he struggled like that for her.

"Lex, Lex, Lex..." Clark's voice was breathy, awed and relieved. Lana glanced between the cock that pulsed visibly between Lex's lips and Clark's face contorted in pleasure.

Lex's eyes opened and flew to Clark's face, eyes glowing with violent affection.

Clark tossed his head on the pillow as Lex swallowed. He pulled off and placed tiny kisses to the soft skin of Clark's inner thigh.

Clark's eyelids fluttered before hazel locked onto her. A long pause swelled, hurting them both until Clark licked his lips and spoke:

"Lana." His voice soft and worried.

Lex jerked at the sound of her name. She met his eyes, and despite the note of challenge that sparked there, he moved from between Clark's legs.

Clark reached for her, his hand caressing her face before tangling in her hair. She didn't resist as he pulled her toward him, his lips touching hers and she opened for him. His tongue slid inside her mouth and she tasted it--come.

Lex's come.

She shifted back and let her hair fall to cover her face, lowering her eyes so that Clark wouldn't see. Too much written there that he didn't have a right to, anymore: Hurt, fear, pain--and shame. Shame at the wetness between her legs and the aching of her clit that already thudded dully with the rush of blood. Want. Need. So much that couldn't be for him now.

Clark sensed it though. His hand in her hair softened to a soothing stroke. She leaned in and kissed him, wanting to feel the safety of his lips against hers, needing something familiar. But there was nothing familiar about the presence of Lex in Clark's mouth.

Possessiveness seized her and she allowed Clark to roll them until he covered her, his cock still hard against her belly. He had never truly been hers but she didn't want to let go, not yet.

Clark shifted to the side, his mouth fixed to hers, hands cupping her breasts. The bed moved under her, but she couldn't see anything when she opened her eyes, just Clark gazing down, watching every emotion skid over her features.

She knew what he saw; she couldn't hide it.

Lex's strong hands spread her open and she felt him kneel between her thighs. Panic swelled in her chest and she pushed against Clark's shoulder.

Clark broke the kiss to whisper, "It's okay, Lana. He's not going to hurt you."

"I only want you inside me. Only you."

Because this was goodbye and she knew it in her soul. She knew later there would be anger that this wasn't done in private, just the two of them, but now she surrendered.

Clark nodded.

Lex's voice purred against her inner thigh. "Let me help you get ready for him."

His tongue lapped at her clit, warm and wet and slightly rough. She bucked up and he opened his mouth and sucked gently. God it was good. Too good, with Clark's mouth on her neck as she squirmed into the strong hands that held her everywhere.

Lex's on her hips, gripping and cradling her pelvis for an easier angle. Clark's right hand on her breast, the other gripping her hair as he kissed and sucked a trail up her neck to her lips. And, fuck, Lex knew what he was doing, licking and sucking like he loved every second of it.

Hot, wet mouths everywhere, on her throat, her eyelids, her lips, her clit, her thighs and tummy. Her nipples, taut and tingling, ached for Clark's mouth and her clit demanded Lex's tongue stop wandering.

"Please, Lex."

She wanted to bite her tongue off for begging, for wanting him, for taking Clark, but it all became meaningless again when Lex's mouth came back to her. He was focused and she was dissolving.

Clark sucked on her nipples and she sparked inside: Too hot, too cold, too much emotion rushing under her skin.

Clark whispered in her ear, "That's right. Come for him, Lana. Come for him."

She gasped and clawed Clark in her desperation and then it was there, pulsing and ripping her apart.

Her cries still echoed in her head as she watched Clark shift up and kiss Lex. She shuddered as she realized that he was licking her taste from Lex's mouth. Clark's lips moved tenderly on Lex's mouth before he reluctantly released him to take position between Lana's thighs.

"God, so wet, so ready."

As the head of his cock breached her, she wanted to be on her stomach, wanted hide it all behind her hair or under a pillow, but instead it spilled down her cheeks. There was no way to pretend that she wasn't utterly vulnerable.

She hitched her legs up, resting her feet on the small of Clark's back. She tried to turn her head away but Clark held her jaw, forcing her look at him.

"I love you, Clark."

His gaze wavered, sadness drifting through his eyes. He kissed her sweetly and rocked inside of her. Lana drew a deep breath to stop her tears and took him in. The steady rhythm against her clit built inside of her and she desperately wanted to lose herself in the sensation.

Clark broke the kiss and nuzzled into her hair. His shoulder didn't block the view of Lex was spreading Clark's thighs and kneeling between them. Lex's elbow angled out and he met her eyes as he pushed his fingers into Clark's ass. She had no doubt what he was doing. Lex wasn't going to let her forget; he wasn't going to risk letting Clark forget, either.

And if she was right about Lex's motives, he'd succeeded.

Clark's hands tightened painfully on her hip. "Jesus, Lex."

Clark's strokes became ragged and with every sharp movement of Lex's arm he cried out, thrusting into her hard. She shut her eyes. Even this would be about them.

Clark slowed his tempo and whimpered over his shoulder, "Please."

"Okay, Clark. I'm going to fuck you now."

Lana felt Clark's full body shudder as he buried his face in her neck, cock twitching inside her. Lex positioned himself behind Clark and Lana knew the moment he pushed inside. Clark gasped and his hands clutched the sheets convulsively. His breath against her throat came in startled pants.

Lex ran his hands up and down Clark's sides soothingly and his voice was broken sounding when he said, "Clark. Jesus Christ, Clark."

Lana stroked Clark's hair. She knew she should tell him to relax, tell him to take deep breaths, help him the way he'd helped her the night before, but she couldn't. Her heart was in her throat and the confusion coursing through her was a physical pain. The beauty of participating in Clark and Lex's first fuck together, the grief at what she lost with every gentle thrust, jumbled in her chest, blocking her speech.

Clark moaned low and soft against her throat before choking out, "Oh fuck. Fuck."

"Okay, Clark?" Lex's voice was husky.

Clark shook his head into her neck, gulping breaths, nearly hyperventilating.

Lex bent over Clark's back and spoke gentle, calming words not meant for her ears. Lana felt something wet on her neck and knew that Clark was crying. She wrapped her arms more tightly around him and managed a soothing chorus of, "Shh."

When Clark nodded, Lex began to move again, each thrust pressing Clark deeper inside her. Clark's body shook on the verge of sobs and the hot tears on her throat weren't slowing. She looked to Lex, fear for Clark hard in her gut.

Lex caught her eye and whispered, "Help him feel safe."

Lana spoke softly, shocked that her voice worked after all, and was even more surprised to hear herself say, "It's okay, Clark. Just move with Lex, baby. Move inside of me like always, just like always."

Lana pressed her hips up and Clark answered each buck with a small thrust. His breath catching as Lex thrust with him. Clark lifted his head from her neck and asked, "Lex?"

Lex pressed a kiss to Clark's spine in response.

Clark pushed up to his elbows and started to rock slowly. A few clumsy moments passed before Lex matched him on the counter stroke, but once he did the circuit between them flowed. Clark and Lex's love hummed through her body and Lana gave up fighting for a share of it.

Lana stared into Clark's face, his eyes wide and shocked, mouth open and exhaling a sobbing whimper every time he pressed back onto Lex's cock. He looked so beautiful and open, giving up more than he ever had before. Lana closed her eyes. None of this was for her.

In the darkness behind her eyelids, she lost herself in the sounds and sensations. Wet skin slapping together, Lex's grunts and rumbling noises, Clark's deep moans, her own breathy exhales. She ground into Clark and bit down on her lip--just a few more, a few more...

She shuddered under them and came hard. Clark's face contorted over her. The delicious feeling of her pussy squeezing his cock made her feel tight and small.

Clark's voice cut through to her, rough with emotion. "I love you, Lana."

Then he was gone, his weight removed, cock sliding free. Lex had pulled him away.

She opened her eyes and saw Lex and Clark fucking between her thighs. Lex's ass resting on his heels and Clark pulled down onto him.

Lex fucked Clark hard, the slap of their skin loud in the room. Clark's head lolled back onto Lex's shoulder, tears still sliding out of his eyes and his face crumpling with each thrust.

Lex bit Clark's neck and whispered possessively in his ear. Clark's cock jerked, swollen and purple, but neither of them touched it. Clark turned his head to nuzzle into Lex and they kissed for a long moment.

She knew the moment Clark would come. His eyes rolled back and he tensed, hands grasping empty air. Lana didn't know what shocked her more the come splattering over her stomach and breasts or the startled scream wrenched from his chest.

Lex's hands were white-knuckled on Clark's hips as he slammed into him several more times. He buried his face between Clark's shoulder blades, hugging Clark to him with a desperate strength, as he came with a soft groan.

A look of panic crossed Clark's face as Lex eased out of him, but Lex was already soothing him, pulling him into a kiss, murmuring reassurances.

Lana felt herself disappearing.

The world tilted as she slid off the bed. The whole roomed loomed gigantic and frightening. Clark and Lex lay with their long, hard legs entwined together, their hips aligned and their huge, huge hands gripping one another tightly.

And then the inevitability of it all, the reality of the two of them together--so viciously right--crashed down on her.

Stumbling toward the bathroom, she couldn't stop the tears. It was over. She had finally disappeared.

Her potential future, together with Clark, vanished in the blink of an eye, in a fuck that she had seen coming forever.

She felt so small.

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