This wasn't going to work. At all.

Chloe chewed on her thumb nail, then her lip. She let her fingertips tap dance lightly over the keyboard, too lightly to trigger letters, and hummed off-key to herself. And kicked unconscious rhythms into the underskirt of her desk. In frustration. Because it wasn't fear. She refused to allow that it might be fear. Because that...well, she hadn't been terribly impressed with Dune, despite her dad's family movie night promise of a young Sting & Patrick Stewart, but the Mind-killer thing? Yeah. That stuck with her.

There had to be a way, somehow.

Lionel Luthor had left her a message that afternoon, demanding again that she expand her dossier on Clark. Except that he hadn't, really. Lionel's assistant, the scary one who'd sat glowering in the private lobby to his office back in September, had been the one to place the call. Or at least she presumed it was him. Anyone could have dialed into the Torch voicemail, but she thought she recognized his voice.

The message left on the Editor's line was slow and deep. "Miss Sullivan, this is Lionel Luthor's office. As you know, Mr. Luthor is deeply invested in the education of today's youth, and he would like to see the fruits of his sizeable contribution to Smallville High School's journalism department. He wanted to inform you that he will be in later this week for a tour."

Chloe hadn't been able to stop shaking since the first playback. Whatever Lionel thought, she wasn't completely ignorant. She knew a direct attack when it hit her, and this was as good as a shout of "prepare to be boarded." The bastard.

It was too much like a movie. It couldn't possibly be real, because how was a sixteen-year-old girl supposed to outthink one of the most ruthless businessmen in the world? Who was probably also the murderer of his own parents. She didn't want to think about what he might've done to the legions of others who had gotten in his way over the years. Scruples? Not so much. Chloe felt she was beginning to get a very clear picture of why Lex's background was so rocky. Lionel was already giving her recurrent nightmares. The idea of being his son was too much to imagine.

But. She had to focus if she was going to find herself a way out of this. There was the fact that Lionel hadn't made the call himself. He'd brought someone else in, even if only to make a call from what, for all she knew, may have been a blind script. It was still a screaming reminder of just who had the power here, and of how utterly alone she really was.

Without allies, her options were severely limited. She could stonewall. She could cave. She could give partial facts. Or she could lie outright. But even the complete truth could pull down the full force of Lionel's wrath on her. Who knew what Lionel did with his informants after he was done with them? Her research had shown her what happened to people who tried to spy on him -- either they vanished or they succumbed to some hideous scandal. Or they stayed hidden so far down within the woodwork that she hadn't discovered them yet. But that was one hell of a gamble.

By itself, knowledge of his parents' murder wouldn't be enough to hold him at bay. Lionel could destroy anyone he wanted. He could find dirt on anyone, or create dirt if need be. Whatever threat it took to cow someone into submission. Like manipulating her by threatening her dad. Chloe had no doubt that not only could Lionel have him fired -- despite Gabe being Lex's plant manager now, but he could invent some horrible lie that would ruin her father in the community forever.

Lionel could even cause social services to intervene. And then what would she do? Lana would be okay, since her emancipation was signed last week, but herself? Chloe wouldn't be eighteen for another year and a half, and her mother didn't have any parental rights with her anymore...even on the extremely unlikely chance that she were willing to bother. So what would that leave? Her aunt in Metropolis? Lois was out on her own now, so there was a spare room, actually...but that would potentially endanger even more of her family.

What a mess. She needed options. She needed leverage. There had to be a way to make this work.

A knock sounded from the doorway, and a small shriek fell out of her mouth before she could stifle it.

"Jeez, Chloe. Are you okay?" Clark was striding across the office toward her in a wave of concerned, broody hotness. It felt really good on one level, but, oh yeah. Clark. Dossier. On the desk in plain sight.

"You scared the hell out of me! Nobody's supposed to be here except me and the campus cop!" she snapped at him, slipping Clark's file into her bag before he could see it. "What are you doing here?"

"Sorry, I just thought I'd check in on you," Clark said, plopping down on the edge of her desk. "You know, you really shouldn't be here this late by yourself. It isn't safe."

"Clark, I can take care of...myself," she trailed off, her eyes suddenly drawn to the light of the intranet's firewall blinking in the corner of her monitor. Did it always blink like that? She didn't think so. Looking up at him, she said, "Maybe you're right."

"What's wrong?"

"Oh, it's probably nothing."

Clark crossed his arms over his chest and raised his eyebrows. Over him, over him, she was over him, right? But that look, where it felt like he was seeing through to her core; that look never failed to turn her insides to warm and squishy mush. And, okay, so maybe it wouldn't hurt to tell him some of it.

"Hmm?" he prodded.

"It just occurred to me that practically everything in this room was donated by Lionel Luthor."

"Well, the electronics anyway. Why does that bug you all of a sudden?"

Chloe frowned. "Do we know who networked the computers?"

"I don't, but I suspect you will by morning." Clark grinned down at her.

Chloe laughed. "With any luck, yeah. So, how's that deja vu treating you?"

"Huh? Oh. Hasn't come back. Why?"

"Just curious. It's kind of been a while since we actually, like, hung out."

"Yeah, you're right. So why are you even here? I thought there was no paper this week."

"Oh, you know me. I whipped out a broadsheet," she said with a shrug. "It's just humor and tryptophan, but I had to do something."

"Anyone ever tell you that you're a workaholic? You didn't even eat, did you?"

"Uh, kind of? I dug into the jar of peach slices in the mini-fridge."

"Chloe." He frowned at her, and she wanted to laugh at how much he looked like his mom right then, despite being adopted. "You sound just like Lex."

"He keeps peaches in his mini-fridge?"

Clark snorted and stood up. "He forgets to eat, just like you."

"So you and he are...hanging out again."

"Yeah, Mom started threatening to--" Clark repressed a laugh, "to do horribly embarrassing things to me in public if I don't get out more."

Chloe giggled. "Mrs. Kent strikes again! Well, good. That's good to hear."

"So, you're done here, right?"

"Clark...."

"Come on. You always say we don't hang out enough, and this place creeps me out when it's empty."

"Listen, I...I don't know if right now is such a good idea."

"Why?" he asked. His face was guarded, but she could see a glimmer of hurt in his eyes.

"I just...I can't explain it."

"Look, did I do something? I know there's still fallout from this summer...and Lana, I guess, but I thought maybe we were okay."

"Oh my god, no." Chloe laughed. "I mean, yes. We're okay, Clark," she said seriously. "Lana told me what happened, and yeah, it sounds like..." you were a real dick, but she let the thought fall away into a shrug. "Anyway, it's none of my business. You're my friend and she's my roommate, so I really need to stay neutral on this, you know?"

"Yeah, I really screwed up there."

"Um, okay, despite everything I just said, can I ask...why?"

Clark let out a long breath. "Come on, pack up your stuff. I'll tell you on the way."

"Where are we going?"

"Food, remember?"

"Oh, okay."

Clark jammed his hands in his coat pockets and stood, watching her load her school books and laptop into her messenger bag. Pacing to the window, he asked her, "Did you ever get into a situation where you thought it was exactly what you wanted...until you were in the middle of it? And then you're looking around, asking yourself 'why the hell am I doing this?'"

"We all have, Clark, it's only human. But this was Lana. You've wanted her for years."

He shrugged. "Sometimes there's a big difference between dream and reality."

"That disappointing, huh?" she asked, slipping into her thick red overcoat.

He gave her a wry smile, and slid out into the hallway while she locked up the office. "It just...wasn't what I expected."

"I don't get it," she said, looking up at him. His face seemed to be a cloud of mixed nostalgia, regret, and irritation. "What went wrong?"

He took a deep breath and glanced furtively up and down the empty corridor. "Swear you won't tell her?"

Chloe nodded.

"Jeez, I don't even know if I can say this without sounding like a complete asshole...."

"I won't tell her, okay? Say it."

"It's that, well, she's just a girl, you know? She's smart, nice, pretty...but in the end, she's just a girl."

The guilt in Clark's eyes was palpable, but she still wanted to hit him. She wanted to rail at him, you dumped her because she was ordinary?! In Chloe's ears, sacred pedestals crashed and shattered on the faux marble beneath their feet.

After a long moment, she collected herself enough to ask him, "And what were you expecting instead?"

Clark shrugged impassively as they turned toward the stairs. "I dunno."

*

Dinner had been greasy hamburgers at a place that had been around for decades. Nothing had changed, and Chloe was carefully not-thinking about the bevy of health code violations she'd glimpsed through the kitchen door on her trek to the ladies' room, which was full of Elvis memorabilia and age-splintered tile, but was blessedly clean. Scary kitchen or no, chiliburgers had never tasted so good, and she really didn't want the meal coming back up on her.

It had been amazingly good to see Clark outside of school. She hadn't realized just how much she missed the no-pressure hanging out from the olden days. Not that a couple of years counted as olden, but in a way? So much had happened to them both, and the summer really had changed everything. But tonight he'd been as much like the olden days Clark as he could now, glowing with warmth and a familiar platonic interest in her life. It felt like they were honest-to-God friends again, despite themselves.

Which made the timing more awkward than ever. There was no way now to pretend to Lionel that she hadn't seen him recently. Not that he would have cared, per se. Researching Clark and hanging out with him were two entirely different concerns, and she knew that as long as Lionel felt like he were getting quality information, he wouldn't care how she came by it. But the truth was always a double-edged sword, and simply going out with Clark tonight might hurt her just as easily as help her.

Nothing was safe. Or sacred, apparently, since he'd admitted realizing Lana was a mere mortal. Chloe was torn between outrage on Lana's behalf and near sympathy for him. But it did put his leaving in a new perspective. Causing the explosion that hurt his parents and miscarried the baby, being disabused of his life-long Lana-lust, Lex's marriage...and how much would it suck to lose your best friend to an evil, conniving ho? Virtually overnight, everything he'd built his world around had disappeared. So, on that level it made sense for him to conclude, why not himself, too?

Poor Clark. Chloe let herself wallow in guilt for a moment while changing into pajamas and throwing open her history book. It was early still -- Lana wasn't even home from work yet -- but flannel was somehow both a comfort and penance at once. She couldn't kick herself hard enough for doing this to Clark, all because of a stupid, jealous snit. The only good thing was that she'd learned her lesson...in a big way. Karma was a bitch and instant karma was a bitch on wheels that would bite you on the ass and bleed you til you paid your due. And so what if she was mixing metaphors, anyway.

*

Chloe was nearly done with her reading when she heard footsteps echo up the stairs. A moment later, her dad tapped on her open door. "Hey there, kiddo."

"Hi, what's up?" she asked, rolling to a sitting position on the bed.

"Just checking in. I missed you at dinner."

"Oh, sorry. I had stuff to do at school. Then Clark showed up and took me for burgers."

"Oh really..."

"Not like that, Dad. We're just friends."

"Whatever you say."

"I mean it. If the last year has taught me anything, it's that he and I are much better off as friends."

"Well, good. That's mature of you to realize." Gabe cleared his throat self-consciously. She knew that he hated it when she caught him parenting. "So, any suggestions for the Turkey Day Movie Marathon? I was thinking Disney, sci-fi, and adventure."

"Hmm, ok, Pirates of the Caribbean, Matrix Reloaded, and..."

Chloe's dad laughed. "Gosh, I was thinking Finding Nemo."

"Nemo is Pixar, not Disney. Besides, do I look seven?"

"Seems like yesterday," he shot back.

"Dad!"

"Sorry," he grinned. "Okay, what if we got the Dune miniseries they made few years ago? You could compare it to the original."

"Do we have to?"

"Nemo, Dune, and The Matrix?"

"Way too much sci-fi."

"There's no such thing as too much sci-fi."

"Dad, it's the miniseries! That's a lot."

Her dad was laughing at her and not even trying to hide it. "You really want to see Pirates, huh?"

"It has Johnny Depp! And besides, Lana will like it better."

"Better than kung fu and female action heroes?" he answered dryly. "Chloe...."

"Okay, maybe I don't want to listen to her talk about martial arts for two hours straight."

"That isn't very nice. She listens to you talk about journalism."

Any other day she would have responded with something flippant. Instead, she looked up at him and asked, "Am I really that bad?"

"You're enthusiastic about what you love. So is she, but don't expect her to apologize for it." Gabe unfolded his arms and took a half-step into the room. Chloe squirmed a little under his gaze, but tried to keep her everything-is-fine face intact. "Are you okay?"

"Yeah. Fine," she answered, blinking innocently before looking away.

He raised his eyebrows, and deep wrinkles furrowed his brow. "Sunshine?"

"Hmm?" she mumbled, pretending to hunt for something on her nightstand.

"We're still a team, right?" He was giving her his dad-look. Not the you're-in-big-trouble-look, but the safe, comforting one that had gotten her through months of crying after her mom walked out.

"Yeah," she said softly, not trusting her voice. It was all she could do not to run into his arms and confess everything.

"Okay, then," he said, doing that compassion-thing that made up for every one of his dorky jokes. "Let me know when you want to tell me what's going on."

She didn't say anything for a long moment; she just watched him stand there worrying the edge of the nearest bookcase with his fingertips. She knew he felt guilty about not having time to be there enough. She knew he would blame himself if he discovered how badly she'd screwed up. When she opened her mouth, she said, "Really, it's no big deal. I'll be fine."

"You're sure?" he asked, with a semi-skeptical look on his face.

She somehow produced a reassuring smile and nodded.

"All right." He reached forward and gave her hand a quick squeeze. "Love you, kiddo."

"I love you, too, Dad."

"Don't stay up too late."

"G'nite."

*

Booting up her old home computer, Chloe sat down to inventory everything she knew about spy ware. It wasn't much. She could only assume...well, this was the challenge, wasn't it? She couldn't assume anything anymore. Her computer in the Torch office and the laptop on loan from the journalism department were probably both compromised. Her system at home, was too old to remotely log onto the school's network. Really, it was only good for word processing and surfing the net, which left Chloe suddenly wildly grateful for the antiquated hardware.

After updating her firewall software, she felt pretty sure that she could research computer espionage with some margin of privacy. By midnight, Chloe had read enough to scare herself into a panic, and was frantically convincing herself that Lionel's people wouldn't bother hacking her home ISP. Tomorrow, she would ask her dad to set up an interview for her with LexCorp's IT Director. Using the boss' daughter line was cheesy as hell, but oh well. At this point, her ego was the least of her worries.

It occurred to her that she could, theoretically, approach Lex for help, especially now that he and Clark were talking again. Setting the son against the father again would be all kinds of Shakespearean, but...on the other hand, that could backfire so easily. And it wasn't like Lex was a sure bet. The dirt she had on Lionel over Lex's grandparents was one thing, but she had no idea what he'd do if he found out Lionel had hired her to play Mata Hari on Clark. Clark might forgive her, but Lex would hold it over her for the rest of her life. But, at the same time, he might cut her some slack on account of trying to protect her dad. After all, LexCorp wouldn't have happened without him. That deserved something, didn't it?

Chloe stopped, rested her chin on her knee, and tugged on her hair in frustration. This was so convoluted, her head was about to explode. She needed help. She needed someone who was better at playing these twisted games, and Lex was too much of a wildcard.

Chloe looked around the room, her warm gold and purple-trimmed room that was lined in bookshelves, posters, keepsakes, and random childhood toys she'd hung onto through the years, even though she was getting far too old for them. Her eyes grazed over the rows of newspaper comics and ticket stubs taped to the edges of the shelves nearest the desk. Calvin & Hobbes reprints. Several old clippings from Life in Hell. Then her eyes fell on a business card from a man she'd met a month ago and instantly despised. But that was before she and Clark had learned more of his story. It was a shot in the dark, but...maybe?

She stopped her hand as she reached for the phone. Was the house phone tapped? Then she glanced at the clock, realizing that oh, right, it was actually the middle of the night. So, tomorrow? With a roll of quarters and a payphone? Unless she wanted to shoot him an email from her one of her webmail accounts. But no, still way too risky until she knew for sure what was actually safe from prying eyes. Although...she could always go set up a new account at the city library. Or wait until her next vocational day at the Planet.

For now, though, the main question was when would Lionel show up in person? Would he strike quickly or let her stew in her anxiety? Or was it only a feint to get her scared enough to shoot a new report off to him, like teachers would threaten a pop quiz to make you study, but then not actually give one. Oh, but wait. She kept forgetting this was a holiday week, and they were getting out an hour early Wednesday. So, again, how long was he going to toy with her?

She shook herself and realized she was trembling, and it wasn't from the chill outside, either. She had never been so far out of her depth. She couldn't imagine how on earth was she supposed to go to sleep now, when everything she cared about could be so easily wiped out on the whim of one horrible man.

Chloe stretched, then got up to go to the bathroom. After brushing her teeth, she looked hard at her reflection, noting the circles under her eyes and wild blonde spikes sticking up from her scalp. "You know, terror is not a good look for you," she said to herself and turned away. Back in her room, she flopped down on her bed to ponder what else she could do to stave off Lionel's demands.

And what she was willing to lose.

*

"Miss Sullivan." Lionel turned from the window as she walked through the door, arms juggling her bag, three books, coffee, and the white paper sack of...something Lana had handed her on the way out of the Talon ten minutes ago.

Oh shit, damn, hell, already? It wasn't even eight o'clock in the morning yet. "Uh, Mr. Luthor. Hi."

"Nice to see you this morning. I trust school is going well? You look like you were up late studying."

She let the books and, pastry maybe, fall to the desk, gingerly set down the coffee, and pulled off her laptop bag. She'd woken with a start, dreaming she was restrained, forced to watch Lionel torture her father until she gave him all the dirt on Clark. Except that in the dream her father kept morphing into Lana and back, which was just really disturbing. Not a great way to start the day, and yet this -- was considerably worse.

"Um, yes, it was a late night," she answered when she found her voice.

"Sorry to hear it."

"I have to admit I wasn't expecting you so soon."

"Well, the early bird catches the worm, doesn't he?"

Oh God. He was coming closer, and there was something about the eighteen hundred dollar charcoal pinstripes, the obscenely coiffed waves, even the shiny, blunt manicure.... She knew it was all orchestrated, and she wanted to laugh, truly; but the effect was so imposing in her little office. As much as she wanted to put on the brave face and shoot off some wisecrack, all that came out was a quiet, "If you say so."

"Let's cut to the chase, then, shall we? What'll it be, Miss Sullivan?"

Chloe yawned enormously. "Excuse me. I'm only an inch into my morning coffee."

Lionel didn't deign to answer; he simply pursed his lips and waited.

Chloe gripped the back of her desk chair and took a deep breath. "Mr. Luthor, please, I told you I made a mistake. I've already given you everything. You know about his adoption, you've got his school records, the various police reports, you've even got the adjudication file from when he shoved that guy.... Yes, Clark's kind of weird, but only in that badly socialized teenager way, like he's a hopeless dork -- because that's what he is. And he's strong because he's huge and, well, he's worked on a farm every day of his life, okay? There's just nothing else there."

She squared her shoulders and punctuated the last words with her hands. Maybe her desperation would come out as frustration with the research, rather than terror of him looming on the other side of her desk. She stared back at him evenly, ignoring how very backed into a corner she was here.

"You seem quite adamant."

"Mr. Luthor, please. What am I supposed to do to make you believe me?"

"It's simple, just tell me the truth."

"I am."

"I still don't believe you're telling me all of the truth, young lady."

"Whatever impression you're under," she retorted, "I'm sorry, but I'm not psychic --"

"Perhaps not, but you have an uncanny eye for spotting the unusual." He gestured to the Wall of Weird behind her right shoulder. "And it's failing you here."

He held her gaze, hard hazel eyes to gentle green, and didn't let go. He didn't need words to convey the threat, and she felt her resolve slipping away. "Maybe so," she answered in a small voice, "but it can be hard to be objective about your friends."

"Yes, that's true," he said patiently; "however, we had a deal, and in that deal you agreed that this would be no trouble at all."

"I was...naive. I made a mistake."

"Dig deeper, Miss Sullivan. I expect a status report in a week, is that understood?"

"But --"

"You understand the consequences."

"Yes, sir."

"Good. Then I'll look forward to your next report. Enjoy your day."

*

Chloe curled up on the couch, clutching a pillow in her arms. This was definitely not going to be all right.

Especially not when a minute later, Clark burst in, stalked around the office, returned to the door, slammed it shut, and turned on her.

"What the hell is going on, Chloe? You promised you were done with investigating me!"

He looked furious, devastated, and mystified all at once. She held his gaze for a long time, tears rolling down her cheeks.

"Start talking," he spat and planted himself on the desk across from her.

"How much did you hear?"

"All of it."

"Oh God. Clark, I'm so sorry," she blurted before muffling a sob with the pillow.

Clark glared at her. "I can't believe you'd do this to me."

"He threatened to have my dad fired! He could ruin all of our lives. He might even...." she trailed off, words consumed by emotion.

Clark let her cry for a minute, then pushed on, unrelenting. "This is really important, Chloe. I need you to tell me everything. What does he want?"

"Anything I could dig up about you."

"Why?"

"I don't know."

"Chloe."

"Honestly! I asked him, but he always dodged," she said through her tears, words spilling out in a flood now that the secret was blown. "If I were to guess, it would be that you kind of attract most of the weirdness in this town, and you're mentioned as a witness in literally dozens of police reports. Plus, you're essentially Lex's only friend. And with the whole 'business is war' thing they do...? You know what kind of history Lex has, so anything Lionel can use against him is fair game, you know? And I mean, I don't get it, but --"

"Have you told Lex?"

"Of course not! I haven't told anyone, not until you right now. God, I'm so sorry." She wiped her face, grimacing as the Kleenex came away dark and wet with smeared makeup. "Please believe me, Clark?"

Clark kicked at the metal corner of the desk with the heel of his boot and frowned at her. "I really can't deal with that right now, okay? I mean, you swore to me you were going to lay off."

"I know. You're right, I'm sorry," she snuffled and got up to retrieve her coffee from her desk. "But, um, something else you should know? It may just be paranoia on my part, but I think he's spying on the computers in here. I wouldn't be surprised if he's tapped the phone line here, and maybe at my house even, I don't know. I don't think he'd bug the office itself. At least, well...hell. If he did, then now he knows you know.

"But...no, I'm sure I'm overreacting. I was up half the night trying to figure out ways to get around him...and I just don't know what's safe communication anymore, and that...really scares me."

Clark was on his feet again, pacing back and forth, staring at the phones as if he could see through them. "This is more than I know how to deal with."

"I've been trying to think of anyone who could help."

"Haven't you done enough already?" he snapped at her.

"Dammit, Clark, if I don't do what he wants, he's going to hurt my dad! I don't care what happens to me, but I can't let him make my dad pay for me being an idiot!"

"And what the hell am I supposed to do?"

"If I knew that, it wouldn't have come to this," Chloe shouted back.

The words hung in the air between them, and when their eyes finally met, they shared an angry, despondent glare.

"Crap," he said.

"Yeah," she answered. "I guess telling your parents is out of the question?"

"Don't even think about it. You know what my dad would do, and Lionel would find some way to retaliate the same as he'd do to your dad. I can't let that happen."

"There has to be someone with leverage. Someone who can keep it all secret, but still do something."

"I'm going to tell Lex. He'll be able to help."

"I thought of that, but wouldn't sparking off another battle between the Luthors be...really bad? Especially after the takeover mess when Lex was gone? Dad made it sound like World War 3 everyday in the boardroom."

"Lex told me he'd..." Clark stopped, chewing his lip while he watched the wind whip dead leaves from the trees out the window. Then, just as suddenly, he returned his focus to her. "The point is, I trust him."

Chloe's face fell. "Got it."

"We'll, um...we'll talk later, ok?" he said with effort.

"What, are you going to sneak out?" she demanded, far more shrilly than she'd intended.

A steely hardness overtook Clark's face and voice. "Plausible deniability, right?"

She nodded meekly, fear tightening the knots in her belly. "Good luck."

*

Lunch was pitiful. It was so bad that Chloe powered up her laptop and wrote a scathing review of it right there at the table. Not her usual table, since usually she ate in the Torch office. But there was no way Lionel would had bugged the cafeteria, so she had staked out a table in the far corner and surrounded it with as much of a "go away" vibe as she could muster.

Chloe knew she was being entirely melodramatic, but that was okay. Sometimes a little melodrama was all that got you through the day, and today was ranking right up there with when her mother had left. Math had made no sense at all. She'd fallen asleep in History. This afternoon she was due to get back last week's Chemistry lab that she was certain she'd failed. Lionel had scared the bejeezus out of her before breakfast (oh, delicious cinnamon roll; she had to remember to find a matching surprise for Lana). Plus, she'd been caught in the act of betraying one of her best friends, in all her sobbing glory. And Clark was nowhere to be seen. Her rant about lunch was going to gain weevils and rat droppings if she didn't get some good news soon.

A heavy backpack dropped onto the table, and everything lurched as Clark sunk his full weight down across from her. His morose expression gave her precisely zero hope.

"Do I even want to know?"

"He's in Metropolis, closed door meetings with Lionel and the board of directors all day. Then there's some big gala tonight. The housekeeper at the castle said that he's not expected back until late tomorrow night or Thursday morning. "

"But Lionel was here just a few hours ago."

"It's forty-five minutes by helicopter."

"Gosh, I feel honored. He flew all that way just to intimidate me."

"You sure make impressive enemies. Woodward and Bernstein would be proud."

"I'm...." She looked up to see the shadow of a smile darting across his face. "Thanks, but you really don't have to cheer me up."

"Might as well," Clark shrugged. "I just completely failed an English quiz. I can't remember if I even read 'Bartleby the Scrivener'. Where's Pete?"

"Junior class reps meeting."

"Hm. Well, I'll see Lex on Thursday, no matter what. Mom invited him to Thanksgiving, so I'll talk to him then."

"God, Thanksgiving...all this just in time for the holidays." She looked up at him, eyes filling with tears again. "I know I sound like a broken record, but I'm so sorry."

"I know. Listen, I'm still angry, but it's mostly at Lionel now."

"I deserve it, though."

"It's not your fault this is happening."

"Actually, yeah it is."

"You don't --"

"No, Clark, let me tell it. You need to hear the whole thing, and I've got to get it out before I go crazy with guilt. Lionel approached me at the beginning of the summer, right before you left. I said no; but then I got so angry at you for lying to me about Lana that I went back and said okay. That's why I got the Daily Planet column."

Chloe could see his color rising, shoulders tensing, teeth biting into his lip -- but he wasn't exploding. Not yet. "And just what did you give him?"

"Only the basic public record stuff, I swear. You'd vanished, plus I had my internship, so it wasn't like there was a lot to tell him. He seemed satisfied with that, and things were quiet until about two months ago. That's when he started making threats. I've been putting him off ever since. Clark, I promise --"

He let out a low, rumbling sigh and shook his head. He didn't say anything, and for a long moment, Chloe was fairly sure his next words were going to be get out of my life forever. It was nothing less than she deserved, but at the same time, she really needed him to be better than that.

"Look, it's okay, I believe you."

"You do?" she asked in surprise.

"Yeah."

"And you don't hate me? Because I hope you don't, but seriously, you have every reason to."

Clark took another breath and closed his eyes. When he opened them again, his expression was sad, but resigned. "Nah...no, I should have just told you about...me being with her, but...I didn't know how, and it was all so surreal -- and wrong. I think I wanted some time to figure out how I felt before letting the rest of the world in, you know?"

"I guess."

"We're in it together now, regardless. We're both targets."

"I'm really scared, Clark. He's capable of anything."

"Yeah," Clark replied, glancing at the lunchroom clock and suddenly remembering the tray of food in front of him. "Me too."

"I'm going to interview my dad's IT guy at the plant and maybe see what I can learn about spyware and stuff. I was thinking about cozying up to that guy who placed out of all the computer science classes? But I couldn't dig anything up on him besides porn, and that's not a big deal like it used to be. If I'm going to trust a computer whiz, I need to have more on him than just you threatening to kick his ass."

"Gee, I'm glad I'm so useful."

"Oh, you know what I mean," she said before catching Clark's grin. There he was, trying to cheer her up again. And damn if it wasn't working, too.

"Let me tell you the other thing."

He groaned. "There's another thing?"

"Perry White."

"What?"

"What if I call him? Just for advice on how to deal with hypothetically getting in over one's head?"

"He'd tell you to find a witness protection program. And even then...."

"Well, if that's what it comes down to...."

"Chloe."

"Clark, he destroys people's lives everyday. It wouldn't even have to be fatal. All he has to do is spread one false rumor, like kiddie-porn or something, and it would wreck my father's life. He wouldn't even have to plant evidence, but he could. He's got the resources to make anything he wants happen...up to and including killing us. And he won't believe me when I tell him that you're normal."

Clark slumped forward with a hurt sound. "God, this sucks."

"Yes, and again, I'm really sorry. I just don't know what the hell I'm going to do."

"We need to talk to Lex."

"Clark...."

"What?"

In a scared voice she said, "Why would he help me after what I did to you?"

"None of this is about you, Chloe. We're pawns. He's not, and he's all we've got."

"Perry White might give us something on Lionel we could use as leverage," she persisted.

"Have you totally forgotten that Lionel is the reason Perry's a washed up, alcoholic, hack reporter? As opposed to a tragically deceased star journalist?"

"Crap."

"We have no idea what kind of alarm bells might go off if we track him down. I mean, if he really does have something on Lionel, then wouldn't Lionel be keeping an eye on him?"

"What if we went to Sheriff Adams?"

"You're talking in circles, Chloe. You know that won't work."

"You're right, I'm sorry. I barely slept and I'm not thinking straight." She sat back and ran her hands through her hair. "God, I hate this."

"Does Lionel know that we know about his parents' murder?" Clark asked around a mouthful of food.

"Not that I know of. I told Lex. I can't imagine that Lex would confront him on it already; and if he did, I really can't imagine that he would say anything to connect it back to me. But...oh God, he wouldn't, would he? Because if he did --"

"Calm down. Panic is not going to help anything right now."

Chloe felt her lip begin to tremble, and she swallowed back the lump in her throat. "I feel like I'm drowning."

Clark nodded. "Listen, Lex will know what to do. Really. And Lionel said you have a week, right? We can sit tight for two days."

"If you say so."

"We can. But don't tell anyone else, okay? It's an unacceptable risk."

"Jeez, Clark, you're talking like --"

"Hey. You know where I spent the summer," he cut her off, giving her a look she'd never seen before.

"You never told me...." she began and shivered slightly at the memory of how vicious he'd been when she'd confronted him in Metropolis.

"And I'm not going to. You don't need to know. You already know way too much for your own safety."

"But --"

"No."

"You really are hiding something, aren't you?"

"Listen, you're one of my closest friends, okay? So, seriously, leave it alone. If you push me, I can't help you. And you can't afford that right now."

"But...."

"I'm really sorry, Chloe, but that's the way it has to be."

"Okay, if that's how you feel, then fine," she answered, fighting back another spate of tears. "But whatever it is? I swear you can trust me with it. I know you don't have any reason to believe that right now, but I regretted it as soon as I said yes to him, okay? I'll never make a mistake like that again, Clark. Ever."

Two fat, rebellious tears escaped down her cheeks. Clark handed her a napkin and looked at her gently. "I need you to respect my privacy, okay? Someday, maybe. I won't promise, but it definitely can't be while Lionel's got anything on you. Do you understand? I'm not worth anyone getting killed over."

"But people already have killed because of you. Lana and the mysterious Metropolis thug in your barn? It may not have been intentional, but did you know that sometimes she still wakes up screaming? Not to mention Lex and that crazy --" Chloe swallowed, "reporter."

"She was defending herself and my mom. Lex saved my dad. And I wouldn't wish what they did on anyone, even though...I mean, it's my family." His voice choked with guilt, and he looked like he wasn't so far away from his own tears. "And yeah, mom does, too, sometimes."

"But all roads still lead to you," she pressed.

"Are you even listening to me?" His voice raised a notch, its edge ragged. "I'm trying really hard to make it clear why we're not going into this."

"I know, and I appreciate that, I promise. I just --"

"What, you think it's easy? You have no idea what it's like to be the reason someone is dead."

"Hey. Buried-alive girl, right here," she shot back, right hand raised. "I know it's not the same, but still. Sometimes I think we're all danger-magnets, mutant or otherwise. I mean, my God, Clark, today the most powerful man in the state of Kansas threatened to tear my life down -- and I hadn't even had my first cup of coffee yet!"

"Sorry," Clark said, and his next words were swallowed by the bell for the next class.

"This has a happy ending, right?" she asked, standing up to hoist her bag across her chest.

Clark shrugged. He was doing his best to seem positive, meaning she probably looked as awful as she felt. It meant a lot, actually, that he would bother, considering what the morning had wrought. Clark placed a warm hand on her back and hefted both their empty trays with the other. "I promise I'll do everything I can to protect you."

Looking up into his eyes, she felt her knees go weak. Her silent chant of Over him, I'm over him, I'm fully independent and over him, vanished like a ghost. "Thank you," she replied softly, breathing in the scent of him.

And then, as always, he was gone, and there was nothing left to do but trudge ruefully off to Chemistry.