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Author's Notes: My first 'Smallville' fic! Thank Teri for badgering me for smut ;)

A Can of Worms
by Candace

Smallville High was dark, the halls empty, and the sounds were minimal.

So minimal they only came from one room.

"It went so fast," Chloe sighed as she drew herself onto the desk in the Torch's little corner of the school. Clark sat in the chair belonging to her impromptu seat and she stared at his garish green plaid shirt, opened in his simple white tee. . . He'd relaxed - if just a little - over the years they had gone to the hallowed SH. Weirdness melting into normality, so much so that whatever popped up was par for the course and just something else to be taken care of. "Maybe it was too fast."

"Fast? It seemed like it'd never end. Must have been all the monsters you were chasing that passed the time," Clark said as he scribbled down notes.

"No, it just went fast . . . High school at its end, as sick as it sounds, I just may miss it," she snorted.

"Really?" Clark asked, his eyebrow tweaking a little, asking and, at the same time, mocking her comments.

"No. So what are you writing?" she asked leaning over to peer at his short script.

"Ideas for the last issue of the Torch. We only have another month to prepare for it."

"Shouldn't I be telling you that?" she asked, fiddling with her denim skirt with the trail of buttons down the front and tugging at the bottom of her red blouse.

"Yeah," Clark agreed as he eyed her. This wasn't like her, over the past four years Clark had learned that The Torch was to be done, and done right, therefore Chloe would always be there to prod him on. "What's wrong with you, really?"

"I don't know," she shrugged. "It just feels like . . . Like I should be accomplishing a lot more, there are things I wanted to do that I didn't get half way on."

"It's high school, Chloe, not the end of the world."

"Right," she said quietly. She slumped back; her hand holding her upright as she crossed her legs and looked around the place she spent so many hours in. No one was here now, their articles forgotten in haste of things to do . . . That or it was eleven-thirty at night and no one should be here.

Except aspiring reporters trying to prepare for the last issue of the Torch they'd ever have a hand in.

One more involved than the other, Chloe finding herself on the slightly disconnected end which bothered her a little as Clark shook his head and went back to his work.

It felt like everything was ending. There were a million opportunities for her, but it felt like something was pulling her back. She had to close the door to her high school life and the things she wanted to do while she was there . . . And suffice it to say she never really wanted to be a cheerleader.

Her head turned to Clark; very studious he seemed taking down last minute ideas on what to include. Very attractive he seemed with that concentration and focus. Memories of those little fantasies, those tiny thoughts she entertained after watching him jog around the track or . . . or even get up for another cup of coffee. Thoughts of her and him, or just him with a serious lack of clothing . . .

He was what she wanted to accomplish before she left high school.

He was her best friend, they couldn't wait to go to college together, and despite the big 'NO' that pervaded her mind, she couldn't wait to jump on top of him.

There was dwindling time on her end and she had to make her move soon . . . Her move? What was THAT? She sounded like she was trying to trap him; he was her friend, if it was going to happen it would happen naturally.


She had to make her move now.

Now when he wasn't gazing after Lana with sad little eyes with his stupid crush she stopped commenting on last year.

Now when he wasn't treating her the 'friend who is a girl' equivalent of punching her in the arm and having a belching contest.


She tried to pump herself up and silently screamed it, willing her body to respond, watching him to remind her hormones of the chance.



"Huh?" he asked, distracted as he tapped the pencil on the very same desktop she sat upon.

"I feel a little wild," she said. A blatant challenge, such a strong suggestion, and Clark nodded. Finally, she was acting her old self again!

"Are we going to rearrange the layout again?" he asked helpfully.

She didn't know whether to be pissed or nod at the fact the last time she said that they did indeed rearrange the layout.

"No," she said with a shake of her head, her hair, a little longer since she decided against her last haircut, shook around her shoulders.

"So what then?" he questioned as he finally sat back and looked up at her.

"Don't you ever just want to follow your heart? No," she protested, the statement a huge blunder in her mind. "Follow your . . . instinct?"

"My what?" he said, squinting just a little and eyeing her as the little expression made her breath catch and her resolve all the strong.

"Instinct," she said simply, as she crossed her legs and began to undo the majority in the line of buttons on her denim skirt making the slightly conservative look disappear with a flash of smooth legs and thigh almost to her hip. She sighed as if she was cooler from the act, and she may have been, before she leaned in to her friend who somehow leaned forward and whose elbows somehow rested on the desk. "Just imagine it, Clark. Complete, pure, untapped, primal instinct. Just like animals."

Clark, being the sweet and sometimes unperceptive person he was, took another thirty seconds of Chloe's coy smile and tongue coming out to quickly swipe her lip before he caught on that she may be hitting on him. The confusion was further compounded by the act that Chloe did not really, meaningfully flirt, with him anyway. Then again Chloe never unbuttoned her skirt like that in front of him then leaned over making a shirt that seemed pretty much covering present a whole lot of -

"So you see what I'm saying then?" she asked. The teasing tone of her voice ripping his eyes back to her face, seeing her cheeks flushed with red.

"But what would instinct say in a situation like this? When it's just two friends in a room," he said a little dry mouthed as he tried to highlight the fact they were friends. The possibility of a sexual . . .

The thought of abstaining from each other was smacked right out of his head when Chloe slid closer to him, making him abruptly pull back which allowed her to cozy herself onto the wooden surface right in front of him. The clunking sound of her shoe hitting the ground was all he heard since he couldn't tear his eyes away from her. One long leg came up to rest a bare foot on one jean-covered thigh and she saw his Adam's apple work up and down while she leaned back a little.

"Animal's don't have friends, Clark."

Precise and mellow.

He could see . . . She was so relaxed and he felt as if ever muscle in his body went tight. She smiled at him rather charmingly, though inside she was churning, and her chest was a slightly pushed forward, nipples hard and clear through the blue fabric. Her skirt had two button's left to be undone, a barrier just over her hips, the rest of the fabric welcoming him, fallen to each side of her thighs. So much skin it was making him breathe unevenly, but it was teasing as well. Her legs pressed together to obstruct his view of completely everything and yet teasing him just the same as her foot lightly moved on his leg.

Chloe wasn't sure what would come next, this was as good as she could get . . . Maybe she could be a little more forward, as if this hadn't been enough, but only if he didn't say something to completely reject her. One part of her waited for 'Chloe, no, we're friends' so she could burst into seldom used tears, feel guilty, and knee him in the groan. The other side waited for it so that she could just grab his hand and place it on parts of her body he'd never seen without a couple layers covering while she told him 'so what'. She didn't know if she could do the last one.

She didn't have to choose.

Clark rushed her, pressing her body into his with breath-stealing quickness as his lips descended on hers. He wasn't very gentle with his touches, maybe he couldn't control them and that thought thrilled Chloe all the more. Primal instinct. His hand pushed her skirt away and he clutched at the thin strand of her panties for some semblance but he hardly felt the skinny band.

He moved in closer, making her legs wider to accept him as her other shoe fell off with a second clunk. It was fast, faster then she had thought it would happen and while his mouth marked her throat she only had that second to reflect on it. Her blouse was pulled up and his hands were caressing them so softly it surprised her with the ferocity his mouth was providing to her neck.

Clark who was kissing her again, pressing into her again and pulling her from the desk and against the wall, her feet on the ground making his stoop to kiss her as he pressed his body into all she had to give.

"Clark," she moaned.

"Is this what you wanted, Chloe?" he breathed into her ear. "Should we be fast like animals?"

His hands slid up to cover her breasts again and she shivered, pushing forward into his touch.

"Fast," she sighed. He tugged at her skirt, the final buttons breaking with his wrench, and with the absence of covering his hands caressed her thighs lightly, exploring, as he hooked her panties and drew them down her legs. His clothed body slid down hers and she moved restlessly, pulling at him until he stood again.

Clark lifted her and she felt their crash into the wall, it was a little too hard and she gasped. He traced her back at the sound and she didn't care about the impact, more about his touch. His thrilling stroke slicing great heated lines into her skin.

It was going so quickly, twenty minutes ago they were friends, now he was slowly touching the wet folds of her sex with slightly rough fingers. He was seeking out her clit and found it, gliding across it and sparking something in her that made her push him away.

"Clark ... Wait," she panted out, her barely contained chest going up and down behind the thin barrier of her bra and her blouse hiked over the rise of her breasts.

"What is it?" he asked, trying to catch his breath. He looked delicious, all disheveled and debauched. But Chloe paused anyway, this was so fast, everything, things were ... "Chloe?"

"Maybe we should slow down," she blinked, a hand pulling down her shirt and trying to stretch in to cover her womanhood. This was friendship she was screwing with. She wanted him; every thing in her wanted him, touching her, tasting her, in her. But he was her friend. Her dazed and incredibly sexy friend whom she wanted so badly she could cry. But he was her friend.

"Huh?" he asked. Heated and confused he looked at her before stepping forward. She looked up unsure and tilted her head back to stare at him. He wasn't giving her up now, not after what he experienced. He was so close to her, and his voice was hardly a breath when he whispered. "Chloe, please . . . Follow your instinct."



"Can we?" Chloe asked, the tone of his words wrapping around her, her body humming, being so close to him.

"Primal instinct," he tempted as he put soft fingertips just above the no longer covered thatch of hair. "From here . . . Kiss me, Chloe."

And she did, slowly with her eyes locked on his. Just a peck, teasing him, and then more to follow, his mouth, his cheek, his jugular, his collarbone . . . Mumbling against his skin as she went.

"What do you know about primal instinct, Clark?" she teased, her pointed tongue tracing across his hot skin. "Show me."

He kissed her hard, pulling her against him grabbing at her hair as her nails sunk into his flesh with the flood of emotions.

They found themselves on the floor, Clark hurriedly opening his jeans as she clung to his wrist and sucked his fingers into her mouth, feeling the play of his digits on her tongue.

She widened her legs as he positioned himself and felt his slide for everything it was worth. He was as impressive as she'd fantasized about, and the downside was it hurt, a lot. Sharp pain pervaded her body and she locked her breath in her throat as he paused. She saw that Good Boy Guilt come over his face as she let out a noise and sighed.

"It's supposed to hurt now," she calmed even though he knew. If there was one thing she didn't want right now it was that Sweet-boy Clark to take over, the one being run by lust and need. Sweet-boy Clark was the one she was friends with, the one who adored Lana and thought no girl could ever fall for him, but her new partner ... He wanted her, the lust and the need lacing his body as it did hers. And she thought, that maybe for this moment, Lana was a distant and foggy thought.

She arched to him, wrapped a leg around his back and moaned his name, bringing back his passion as he moved inside of her. She felt the blush cover her and she was sure her face was bright red as her blouse once again pushed over the rise of her breasts and her nipples tightened almost painfully against the plaid shirt he still wore. His chest, she hadn't gotten to see his chest.

Not that she'd have a great view now as he buried his face in her neck, but she could still feel it. She yanked and pulled at the material until it was somehow opened and she slid her hands over the hot, hard flesh. She dug her nails in before she realized and could already tell that there would be gouged marks over his ribs.

He moved into her hard, taking her whole body with his thrust and she screamed out to the empty room. Chloe tried her best to keep breathing and succeeded, grabbing a breath amongst the sensations just before the fire inside exploded and her body tensed with the heated flashes that broke though her before she felt Clark spurting inside of her body.

He slowed with a few more thrusts and slumped half over her, his gasps moist in her ear and his body uncomfortably heavy over her leg.

"Clark," she tried with a puffing voice. "You're hurting my leg."

"Oh," he replied in a way that made her wonder if he had heard what she said in the first place. But he must have because he moved off of her, landing on the hard floor beside and looking up while she looked at him.

After all that had just happened they didn't really talk, the silence in the room held as they lay there, hardly dressed and exposed. The air around them gradually grew stuffy as the quiet lulled, neither knowing what to say, and unsure they could speak if they did have the words.

Maybe it was true what she had said, that animals don't have friends.

But humans did.

And, sometimes, they had the ability to see when they had created a big, big problem.

Chloe glanced at Clark.

Clark glanced at Chloe.

And both slowly reached for their clothes trying to think of something to say.

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