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Author's Notes: Thanks to DD for the beta, and Teri Leigh, who rocks my world.

In Which There Is Making Out
by Wileykit

"Weird." Chloe says.

Clark peers down at her.

"What is?" He says, frowning.

Chloe presses her thumb to the centre of his palm.

"Your hands. They're not callused at all."

"Oh." Clark folds his fingers around hers. "Well, I wear gloves when I'm working."

"Still," Chloe shifts on his lap until her legs are draped sideways over his, and leans against the arm of the couch. "I wouldn't have expected them to be so smooth. They're softer than mine."

"Hmm. Let me see." Clark takes one of the hands in question and brushes his thumb over the knuckles. They can barely be called knuckles, really. Four smooth, even curves on the back of her hand that Clark can't even see until he curls her fingers around into a loose fist.

"I have a callus." Chloe informs him.

Clark straightens Chloe's fingers out again and presses a kiss to the pads of her fingertips.

"I see that," He murmurs, brushing his lips lightly over the raised skin on Chloe's middle finger. "You should ease off on the writing."

Chloe snorts disdainfully and wriggles her way around to face him.

"And then who would write my editorials? The most recent of which, by the way, I have to get written tonight. Besides, it's not like I have that many distractions. I'm hardly double-booking for Saturday night, here."

Clark smiles slightly and Chloe lets him pull her in, arms around her waist and face in her neck. When he speaks the words are muffled against her skin and Clark feels the slight shiver she gives in response.

"I can try and keep you busy, if you like."

"Hah. I'll bet." But there's a smile in her voice. Clark mouths at her pulse, and Chloe's arms tighten around his neck.

"How'm I doing?" Letting his tongue flicker just below Chloe's ear.

"I..." Chloe sucks in a hitching breath when Clark bites down gently on her earlobe, and he grins against her skin. "I guess we could do this for a while. But I should probably get going soon."

Clark releases her ear and nuzzles his way to her mouth, trying not to moan when her tongue slides behind his lower lip and along his teeth. He's supposed to be the one doing the distracting here, dammit.

With that in mind, he slides the fingers of his right hand under Chloe's shirt and runs his nails lightly along the skin there, not quite dipping inside the waistband of her jeans.

"Clark," Breathless against his mouth and Clark slides his palm flat against her back, getting as much of that warmth and softness under his hands as he can.

Chloe presses both forwards and backwards at the same time in a movement that Clark doesn't even think is physically possible but is very, grateful for, as it brings her body flush against his. Seems perfectly natural to try and bring her closer still, so he braces his free hand on the back of the couch, and eases them both down onto the cushions.

"I" Clark's never been less interested in what Chloe has to say, so he doesn't wait for her to finish before sucking her lower lip into his mouth. Nibbles on it gently, just for the moan he knows it will pull from her, and then slides his tongue into her mouth. Sweeps it along the textured roof, over the slick inside of her upper lip. Then, when she's got her hands in his hair and she's making that breathy little noise in the back of her throat that makes him dizzy, he draws her own tongue into his mouth and sucks.

"Mmmm..." Clark can't be sure who it is that moans. But he knows that it's him who groans out loud when Chloe's foot slides up his leg and hooks around his thigh, pulling his hips firmly against hers in a gesture that's half silent request and half outright order. Clark's body decides, completely independently from his brain, that it doesn't need to be told twice, and they slide into a familiar rhythm that floods Clark's belly with heat. He pulls away from Chloe's mouth just enough to get a look at her, closed eyes and pink cheeks and her mouth opening a little more every time he grinds down.

"What was it you were—ah—saying about leaving?" He grits out, biting down a smile at the look of pure annoyance that flits across Chloe's face.

"I am leaving." She gasps as Clark dips his head to suck at the base of her throat, "Witness my leaving."

Clark laughs softly into her neck and licks a path to the top button of her white shirt, which he tugs on lightly with his teeth.

"Still leaving?" And he sits up enough to get one hand between them. Flicks open the first two buttons.

"Still leaving." Confirms Chloe, but Clark's too busy nuzzling the creamy skin he's exposed to care. Gets a couple more buttons open and pushes the shirt back as far as he can, and glances up at her while he licks along a scalloped edge of lace. When he blows along the path his tongue just traced, Chloe cries out and Clark feels smug for about a second. Then Chloe's whole body arches up to him, insistent and demanding and really, what use are superpowers when he can't even remember his own name?

"Clark," Apparently Chloe can remember it, though, and Clark's glad about that because hearing her moan for him is definitely on his Top Ten list of The Best Things Ever. "Clark, wait. Stop."

That, however, is on a whole other list and Clark has to count down a few of them—Mrs. Higgins at the Post Office, peas, meteor rocks—before he regains enough presence of mind to respond.

"Huh?" Or not.

"Where are your parents?"

Clark tries very hard not to whine when he says,

"They won't be back for hours." He moves back in for a kiss but a slim finger on his lips holds him in place. "Chloe, I promise. They're at some equipment showing or something."

"Or something? Well if you don't even know where they are, how can you be so sure they're not going to come bursting in here any second?"

"I just do!"

Chloe raises an eyebrow at that, and Clark fumbles for something to say before her features have a chance to settle into what Pete calls her ‘Ricki Lake face'.

"I They left at lunch time, it takes an hour to drive to the warehouse, and an hour to drive back, and Dad will spend at least two hours fawning over tractors that he can't afford and did I mention that you are both very beautiful and extraordinarily smart?"

He watches amusement war with annoyance on her face and is relieved when the former apparently wins out, because Chloe is reaching back out to pull him towards her and saying,

"You're lucky you got that Kent charm going for you, farmboy."

He really agrees. Especially because Chloe is slipping out of what little shirt she still has on, and after a momentary battle with his T-shirt, Clark slides back into her arms.

Clark has to disagree with Chloe on the skin issue. When they're pressed together like this, nothing but scraps of tissue-thin satin between them, he knows that there is nothing on this earth, hell, probably nothing on his earth, that compares to the way Chloe feels.

Warm and soft and skin like double cream, rosy flush of colour staining everywhere he kisses, deepening with every hitching breath she takes. And she's taking a lot, if Clark does say so himself. Grins a little against the curve of her breast and dips his head further, mouthing at the lace of her bra, trying to trace the patterns of it with his tongue.

Chloe breathes out on a moan and the sound sends a jolt straight to Clark's cock, which is most definitely unhappy about it's lack of involvement in the proceedings. Clark takes a hitching breath of his own and pulls himself back up to kiss her. Gets his knee back between hers and grinds down, slowly, and again because the friction is sweet and Chloe's mouth is warm and wet and open under his. Braces himself with one hand behind her shoulder and slides the free one down her side. Pauses briefly at her waist, because it always feels like that curve was made especially for his hands, and then he lets his fingers slide up until he's cupping her breast. Chloe arches into him, perfect fit, and all solid female softness apart from the hard nub of a nipple that he can feel pushing at his palm.

"Clark—" And Chloe doesn't have to finish the sentence for Clark to know what she means. Thinks about teasing her for a minute, ("Please what?") but as fun as that would be, it's going to mean he has to wait too, and he really, really doesn't want to. So he drags his thumb over the curve of her breast and circles her nipple gently before catching it first between his fingers, and then his lips.

Rough lace and satin skin against his tongue and he sucks, once, just to hear the noise she makes when he does. Cups her in his hand again so his lips are free to kiss a path across the valley between her breasts and up again over the other curve. Takes that hard peak into his mouth because he's long since learned that tongue and fingers and slow, steady movements of his hips are guaranteed to get Chloe to make that noise. Breathy little whimper-groan somewhere in the base of her throat and as always, Clark can't bite back a groan of his own, and he sucks at Chloe's pulse harder than he should.

When Clark had first started to date Chloe, he'd been really, really scared of hurting her. Not just emotionally, although God knew the "Hey, guess what? I'm an alien!" revelation was going to earn him a good few lifetimes in the doghouse. But what had really been at the front of his mind—and as a sixteen-year-old boy, who could blame him—had been hurting her physically. The kissing, the hand holding...that was all fine, but he'd been terrified of taking it any further, not knowing what would happen if he did. So he'd prepared himself for a lot of "What are you afraid of, Clark?" and "Don't you find me attractive?" conversations.

What he hadn't counted on was the idea that Chloe might be the one making him wait. Which, now he thinks about it, and he does, a lot, was incredibly stupid. All the girls Pete talked about, or the stories he'd heard about Lana when Whitney talked too loudly in the locker room...all the talk about cockteases and blue balls and a lot of other things he pretended to understand...why had he thought Chloe would be any different? Anything other than shy and hesitant like every other female virgin on the planet?

He really doesn't know. He's willing to put it down to his complete lack of knowledge about girls, because he doesn't trust Pete to give him advice that isn't specifically tailored to make him look like a dork, and Lex...well. What's he going to say? ‘Hey, Lex, you've had lots of sex—mind if I ask you a couple of questions?'

Chloe's fingers dig into Clark's shoulders, hard, and bring him out of his reverie before he feels her palms smoothing down over his back, nails raking light trails down to the waistband of his jeans. They pause there for a second; little hands tracing circular patterns that make him squirm in the best possible way.

He bites down lightly on her shoulder and realizes that they've been stuck where her hands are. Waistband level. For months. And really, if Clark's honest with himself, that's a lot longer than he's happy with. But, apparently, he has no say in the matter because Chloe's The Girl. And The Girl always get to say 'Stop', or so Pete's told him.

"Hey," Clark feels the words against his lips. Here it comes. This is the part he hates—that inevitable point at which Chloe says, "This might go better if you take these off."

"Yeah, I...wait." Wait a minute. Did he just hear that correctly? "What?"

"You heard." Chloe raises herself up onto her elbows and grins. "What's the matter? You don't want to?"

"No! I mean, yes! Yes, I do. I just thought..." Clark casts about for suitable words. And then suddenly finds he doesn't have any, because Chloe is sitting up and undoing her jeans. Undoing them! And taking them off!

"You just thought what?" Chloe's smiling up at him as she kicks the jeans onto the floor and he's just painfully aware that he's sitting there with his mouth hanging open. But she can't really expect him to talk while she's taking her clothes off, can she?

"Clark?" Apparently she can.

"I just...I just thought there'd be more...with, the begging. From me. And...well. Are you? Um." Good God. He really wasn't going to win her over with his witty repartee, was he?

"Am I what?" Chloe shifted so she was straddling Clark's lap again, and okay. That was pretty much it for his powers of speech. She'd have to accept grunts, cause words were not going to come easily while she was doing...that. "Am I sure? Have I thought about this? Are we ready?"

Clark managed a nod. He didn't think a grunt would go over too well.

"Yes." Chloe kissed him, softly. "Yes." And again. "And...well. I am. But this isn't a one way thing, Clark. Are you?"

Clark laughs. And undoes his own jeans.

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