Carolin'

by Ilexa


Disclaimers: I own none of these characters. They all belong to other people/corporations/entities who will not let them have the fun they deserve.
Acknowledgements: To my wonderful wonderful betas, without whom this never would have gotten anywhere: Jacyn Rebekah, who only made me cry once *g*; Rhiannon, who smacked upside the head for use of the phrase "the boy," as I thoroughly deserved; and Ingrid, who helped me dump most of the gen and stick with the Clex. You guys are fabulous. Any remaining mistakes or suckages are completely mine.
Dedication: This is a very VERY late birthday present for my fabulous Carolin, who friended me right away and has made my world a pornier happier place.
Author's Notes: The two poems are from Walt Whitman's Leaves of Grass.
AN II: Please take Clark's momentary hick accent with a grain of salt. It has a point -- really. And blame my Texas upbringing. We drop more '-g's' than J-Lo.
Feedback: How else will I learn? C'mon, to rip off Its a Wonderful Life "Teacher says every time you feedback, a Lexy gets a blowjob." I think I'm going to hell for that.


Lex didn't know if it was years of Luthorian training or an overdeveloped Clark-dar that alerted him to the young man's presence before he ever turned around.

"Clark. What can I do for you today?" he asked, his back still to the door.

"How-- How did you know it was me, Lex?" He heard the distinctive squeak of tennis shoes on marble floor as the young man made his way into the office.

Lex finally turned around and moved back to his desk. A smile lurked behind blue eyes as he replied, "I could tell you but then I'd have to keep you." He sat behind his glass desk, motioning for Clark to take the seat opposite.

Clark fell into the chair with a grace that Lex had enjoyed watching develop in the three years they had known each other.

"Keep me? I thought the expression was 'I could tell you, but then I'd have to kill you,' Lex."

The smile that had lurked in his eyes filled his entire face.

"When have you ever known me to follow the expected paths, Clark? And besides what good would you do me dead? Kept, on the other hand," Lex couldn't keep the innuendo out of his voice -- not that he tried very hard -- "would serve my purposes quite well."

Pink began to stain the younger man's cheeks. After all this time, Lex still reveled in his ability to make Clark blush. Although years of flirtatious bantering had required Lex to work harder at making that happen. Sometimes he wondered if he should be so blatant with his friend, who never seemed to mind or shy away.

"What can do I do for you?" he repeated his earlier question.

"Well, we're friends, right? Best friends?" he asked earnestly.

"Of course. The best of friends. Are you in some kind of trouble? What do you need me to do?" A mental Rolodex flipped through Lex's head as he tried to imagine what trouble Clark Kent might have gotten himself into this time.

"No, no trouble, Lex. But I need you to do something for me. Something that is very important to me. Can I count on you?"

"Of course you can count on me. Just tell me what you need." Although he believed Clark about not being in trouble, he was beginning to get suspicious. If he needed a date to the winter formal, Lex knew a string of models and socialites that would jump to do his bidding. If he needed money--

"I need you to come 'Carolin' ' with us on Christmas Eve."

"Pardon?" Lex mentally reminded himself to make an appointment to get his hearing checked.

"I need you to come 'Carolin' ' with us on Christmas Eve." The words came much more slowly this time, almost as if Clark were trying to explain a very complex subject to a very young child.

"'Carolin', Clark? It sounds like you need more help with proper speech and enunciation."

Clark smirked in a way that reminded Lex entirely too much of himself. "Funny, Lex. Very funny. You should take that show on the road. And don't try to change the subject. It's a Kent family tradition, and that's what we call it. Carolin'."

The face changed from Lexian smirk to Kentian charm. "You said you'd do anything for your friends, Lex. Anything."

Oh, that was just wrong. Puppy dog eyes, Kent charm and impossibly long eyelashes all conspired to drive him crazy. That was just more than anyone should be expected to resist.

But that didn't mean he wouldn't try.

"Clark, I'm hardly the singing, holiday-spirit type..." Lex would do anything for a friend, but there were limits. And personal humiliation ranked high on that list.

At the wounded look in his friend's eyes, he sighed and asked, "Alright, who do you mean be 'we'?" *If I could bottle that smile, I could corner the energy market,* Lex thought as Clark's face lit up at the question.

"Well, me and mom and dad. Chloe and Todd and Pete and Erika. Oh, and I think maybe Gabe too. The Rosses usually join us, but I think they have something else they have to go to." Clark leaned forward in his chair, his hands clasped together beneath his chin. Did this boy even know what he did to Lex? Could he really be that guileless?

"C'mon, Lex. Don't make me be the odd man out. Chloe mentioned that her dad's been seeing someone. Everyone else'll be paired up. You don't want me to be all alone, do you?"

Lex leaned back in his chair, giving the air that he was contemplating the proposition when in reality he was trying to read between the lines of Clark's plea. *Don't make me be the odd man out...Everyone else'll be paired up.* Was this Clark's way of saying he wanted to paired up with Lex?

"And what, precisely, would be expected of me? What's my role in this ... proposition?" Subtlety was usually Lex's middle name, although one could hardly tell it from the conversations today.

"Your role?" Clark chuckled. "Lex, you're my friend. I want to spend Christmas Eve with you. Unless you've got a hot date or something."

Was that-- No, Lex merely imagined the odd tinge to Clark's voice. Disappointment maybe but certainly not jealousy. No. No. Then again ...

"A hot date? Clark, I thought you knew me better than that. Of course I have plans. A fireplace. Leather couch. And a warm, full-bodied" Clark's "disappointment" became more obvious. Lex took pity on him, "scotch."

Lex could have chuckled at the relief that flooded his friend's face. Rather than risk offending or hurting him, Lex kept the laughter to himself. "I have to admit, I was planning on a quiet evening alone."

"Alone?" His tone suggested that Lex just admitted to peddling child pornography and selling babies for body parts. "Lex, you *can't* spend Christmas Eve alone."

"After a childhood spent in the coat closet during my father's business parties, an evening alone sounds like heaven."

Was Clark actually pouting? "Better than spending time with me?"

Lex sighed. "Clark you know nothing would make me happier than spending time with you. But caroling? Slushing through Kansas farm snow? Which is probably warmer than the reception I'll get from your father and Pete. Clark, I thought we were friends," he said, a wry smile softening the tone.

It was Clark's turn to sigh. "Lex, you know as well as I do that both dad and Pete have come a long way where you are concerned in the last few years. You know, it was actually dad's idea that you join us."

Lex narrowed his eyes. "Clark, we both know you cannot lie to save your life."

"Okay, fine. It was my idea. But dad didn't fight it. Besides, dad will be all wrapped in mom and Pete will be all over Erika. They won't bother you, I promise. They won't even know you are there, if you don't want them to. But I will. And I want you there."

He scooted to the edge of his chair, resting his arms on Lex's desk. "Please? Are you gonna make me beg?"

Images flashed through Lex's mind, all of which had to do with a begging Clark and none of them involved Jonathan Kent or Christmas carols. "Alright, alright. You win. But there better be some of your mother's pie involved."

That 100-mega watt smile returned as Clark walked around the desk to pull Lex into a hug. "Thanks, Lex. This really means a lot to me."

If a little public humiliation was all it took to get this kind of attention from Clark, he'd dance naked in the town square singing 'I'm a Little Teapot.'

Clark pulled away, saying, "Wow, look at the time. I've got to get going. I've got errands to run for mom. Um, walk me to the door, and I'll fill you in on the details."

Clark chattered on about meeting places and warm clothes and hot cocoa while they walked down the hall. Clark opened the front door, but Lex stopped when something caught eye. He wondered where the small item had come from. One of the servants perhaps, though it seemed odd that they would choose the front door rather than the servants entrance. And he certainly didn't remember giving any instructions about Christmas decorations.

"Lex? You okay?"

Clark's voice pulled Lex's attention back to him. "I was just wondering ... "

Clark looked up above the doorway where a bushy sprig of mistletoe dangled from a red satin ribbon. Lex's gaze returned to the parasitic flora, questions and a mental staff list rushing through his mind as he tried to figure out who was responsible.

"Mistletoe, Lex? And I thought you said you weren't the Christmassy type." The barely suppressed laughter made its way into Clark's voice. "I'd say you're not only full of holiday cheer but a bit of a romantic too. Who would have guessed?"

Steel blue eyes snapped back to the insolent teen in his doorway. Did Clark honestly think that he-- Lex Luthor -- would hang mistletoe from-- Oh, someone was going to pay for this dearly.

"Clark, I can assure you that that offending piece of traditionalism is not there by my command." He hoped the voice Clark heard was authoritative and commanding, unlike the shaky, nervous voice he heard in his own head. The voice that was telling him he was standing under the mistletoe with Clark Kent. "I can only assume one of the servants-- "

"Traditions aren't always bad, Lex. It's the associations you have with them." With that said, he leaned in and pressed a kiss to the side of Lex's head. "See you tomorrow Lex. Don't be late."

And he was gone, leaving a pole axed Lex to stare at his departing figure.

Clark. Kissed. Him. The spot on his scalp tingled. Cool from the press of wet lips to skin, warm from the heat that radiated from that point through the rest of his body.

Running a hand along his head, Lex slowly made his way to his bedroom to find something appropriate to wear.


At promptly 7 p.m., Lex parked his car outside the Kent farm. Baking pies, Christmas decorations and the off-key singing of five teenagers assaulted his senses when he reached the back door. His ears were saved by the sound of Martha Kent's warm sonorous voice. "Lex!" He'd never admit it, but he reveled in the genuine warmth he heard from his friend's mother whenever she addressed him. "Come on in. You must be freezing. I hope Clark told you to dress warmly."

Long, black wool coat, purple sweater over a cream silk ski shirt, black jeans resurrected from the back of his closet and black Doc Marten boots. Leather gloves and a black scarf completed his 'Give Clark a Happy Christmas' ensemble. "Yes, Mrs. Kent, he did. Thank you--"

"Lex!" The happy shout halted their conversation as Clark bounded across the living room into the kitchen. "I knew you'd make it! Can I get you anything? Coffee?

Hot chocolate? Eggnog?"

Lex couldn't decide which Clark resembled more: a kid on Christmas morning or the puppy said kid got as a gift. He shook himself back to the present as images of a puppy-tongued Clark licking Lex in appreciation. "Coffee would be great, thanks."

Martha moved across the kitchen to fix him a mug while Clark's monologue continued practically nonstop. Lex accepted the steaming cup from Mrs. Kent with a smile as she rolled her eyes at her son. "Its really great, Lex. You'll have a great time. And think about all the positive PR for LexCorp! I mean, CEO spends Christmas Eve caroling through Smallville? You can't pay for that kind of publicity, Lex!"

Lex ducked his head before meeting Clark's eyes. "With that way of thinking, Clark, I can't decide if you've been spending too much time with Chloe or me." At Clark's quizzical look, he continued. "PR tactics? Speaking in headlines? C'mon, Clark. I think we're starting to rub off on you."

Clark's mouth curved in what Lex would describe as seductive if it wasn't attached to Clark Kent's face. "Rubbing off on me, huh? I like the sound of that."

With those enigmatic words, he grabbed Lex's hand and pulled him into the next room.

Jonathan Kent and Gabe Sullivan sat on the couch, laughing at the four teenagers belting out "The Twelve Days of Christmas." Martha perched on the couch's arm next to her husband, obviously enjoying the show. Lex nodded his hello's to the men and shook hands with Gabe's girlfriend, Linda, whom he had met a few weeks back.

As the singing progressed, each member of the group had his or her own version of the song. When the 10th day of Christmas promised to bring true loves a fight, Clark stepped in to add his own take on the lyrics:

"On the 10th day of Christmas my true love gave to me, 10 different versions of this song! Now let's get going!"

The group laughed, and began snatching up hats, gloves and coats on their way to the cars.

"Sorry its a little crowded, guys. You okay back there?" Erika asked the four people who were squished into her car's backseat.

Chloe answered before anyone else could speak. "Are you kidding? I'm sandwiched in between three of the hottest men in Smallville. Drive as slow as you want!"

Pete turned around and smirked before stretching out and slinking down into the front seat.

"Thanks, honey. I'm comfy too." His self-satisfied statement was met with a smack to the head. "Hey! Watch it, Sullivan! I thought you were all snuggly back there?"

"I am, thank you, but that's no reason for you to gloat!" she shot back.

Todd put his arm around her shoulders, pulling her close. "Its good to know I have a girlfriend who can defend my honor if needed."

Chloe beamed up at him. "Don't you know it?" she said, giving him a quick peck on the lips.

Lex looked at the happy couple and felt a stab of -- jealousy? Jealousy was new to Lex since coming to Smallville. Before Smallville, it was a matter of want, take, have. Now, faced with the delicious farm boy beside him and his loving family life, Lex was learning a whole new slew of emotions. He wanted things that had to be given -- not taken -- and he was learning how much how he wanted those things to be given freely. Like the warm body pressed to his left side. More than just the body, he desperately wanted the whole package that went with it: the smiles, the warmth, the laughter, the secrets, the honesty, the trust. But that was a lot for anyone to expect, especially a Luthor.

A shifting next to him drew Lex from his thoughts and he felt warm denim graze his head as Clark stretched his arm across the back of the seat. The action caused Lex to slide more firmly against the side of his body.

"Sorry. My arm was falling asleep there. Is this okay?" Clark whispered. Warm breath caressed Lex's ear, sending an answering shiver down his spine.

He covered the lump in his throat with a slight cough and turned his head until Clark's lips brushed his cheek.

"Its fine, Clark. I want you to be ... comfortable."

The angles of their heads forced Lex to cut his eyes to meet Clark's. Lex looked away when he realized unintentional heat had crept into the gaze he cast toward his friend.


The Talon was packed. Garlands and lights streamed across the walls and around the columns and stair rail. A Christmas tree stood in one corner, bearing decorations made by local elementary students. The usual alterna-rock over the sound system had been replaced with a MTV version of Christmas carols.

Couples, friends, and families filled the gaily decorated cafe.

The Kents, Gabe and Linda had already arrived and secured a table. Clark and his friends got to the table as just as Lana dropped off a basket filled with several thermoses, Styrofoam cups and plastic lids.

Lana had dated several guys since Whitney left. Luckily none of them had been Clark, who didn't seem to upset by it. The love triangle between Chloe, Clark and Lana disappeared soon after she moved into the Sullivan household a few years ago -- much to Lex's general pleasure. Clark had dated a few girls, none for very long and none with the unwavering attention he once showed Lana. Lex never thought she was the right girl for Clark. If he was honest, none of the girls ever seemed right for Clark. And if he were really honest ...

"Everybody ready? Looks like we have everything we need here," Martha picked up the large basket only to have Jonathan take it from her with a warm smile.

"Always the gentleman. Ready, kids?"

The group filed out of the Talon and back into the cars. The stop off had added to holiday spirit and even Lex had to admit he was starting to get into it. The drive to the nearest neighborhood was short. They gathered on the sidewalk while Martha mapped out the route and passed out sheet music.

"I couldn't find all the copies, but we should have enough if everyone pairs up," Martha said.

As everyone looked over the songs and chatted, Clark turned to Lex, saying, "Well, looks like you got stuck with me. Think you can handle that?"

His eyes roamed down and back up the young man's body before answering. "Oh, I would hardly say stuck Clark. And while I can think of several other ways of spending the evening that involve leather couches and fireplaces, I have to admit, I'm right where I want to be. Think you can handle that?"

"I'd certainly like the chance to try," he replied, staring directly into Lex's eyes.


"Well, we should probably be getting on out of here," Chloe said as she stood up, Pete following her lead. "Another great Christmas, Mrs. Kent, Mr. Kent. Thanks for having us."

"Merry Christmas!" Martha called out as Pete opened the door for Chloe, both teens waving back before Martha shut the door.

"Whew! Another Christmas eve gone." Martha looked up at her husband as he drew his arm around his waist. "And lots more to come tomorrow. We should be getting to bed. It's awfully late."

She turned her attention to the two young men still standing near the sofa. "Lex? You will be joining us for Christmas dinner tomorrow?" Lex was amazed by her ability to turn a question into a command. He wondered if it was a maternal talent or one she had learned working for his father.

He smiled at the lovely redhead -- so like his own mother -- and nodded. "Of course, Mrs. Kent. I wouldn't miss it. Thank you for the invitation."

She smiled. "Martha, Lex. You can call me Martha. We'll see you at one o'clock?" At his nod, she began to tug her husband toward the staircase. "Good night boys. Clark, don't forget to put out the fire before you turn in."

"I won't, mom. G'night. Night, dad," Clark said.

"Goodnight, Mr. Kent, Mrs. -- uh, Martha. Merry Christmas," Lex said.

He was surprised when the answer was a masculine one. "Goodnight, Lex. Merry Christmas. We'll see you tomorrow. Good night son. Don't stay up too late."

Envy crept along Lex's nerves as he watched the couple ascend the stairs wrapped in each others arms. He thought of the cold, lonely mansion that awaited him -- with its even colder, more lonely bed -- and was loathe to leave the warmth and comfort of the Kent farm. But they were right; it was getting late. And Lex feared wearing out his welcome.

"I think that's my cue," he said, reaching for his coat.

"You're leaving? Lex, you don't have to go. I can never sleep the night before Christmas, and I-- I could use the company. Unless you're too tired. I don't want to keep you from bed. But I- I'd really like for you to stay."

That was all the invitation Lex needed. "I'd love to stay, Clark, if you don't mind. I can never get to sleep until late, and I think all that "warming" coffee is going to make it difficult for me to fall asleep."

They settled back on the couch, watching as firelight danced across the darkened room. It wasn't long before Lex noticed his companion was fidgeting.

"Clark? Are you sure you wouldn't rather I go?" He hated to think that his presence would cause his friend such discomfiture.

"No!" Clark jumped, turning toward Lex and grabbing his arm. He cast a guilty look at the ceiling and lowered his voice. "No, Lex. I'm sorry I really really want you to stay. It's just--"

Lex brought his knee up on the couch to bring himself face to face with Clark. "Its what? Clark, you can tell me anything. Something is obviously bothering you. What is it?"

He pressed his lips together, hands twisting in his lap. "I have a present for you."

"Clark, you didn't have to-- Why is that bothering you?" Lex was truly perplexed.

"I'm just, um, I'm just not sure you'll like it. The present." Clark's unease seemed to grow with each word.

"Clark," Lex clasped his shoulder, his thumb idly rubbing soothing circles there, "as long as its not an invisible servant or dismembered body part, I'm sure I'll love it."

The humor in his voice managed to crack a smile on Clark's face. "Well, damn. I guess I'd better take it back to the Invisible Servant Company." His smile grew to full Clark brilliance. He walked to the tree, picked up one of the many presents and paused before walking back to Lex. He reclaimed his seat before thrusting the gift at his friend.

Lex looked down at the slim package, wrapped in shimmering purple wrapping paper. "Purple? Is that really a Christmas color?"

Lex could see the laughter dancing in Clark's eyes. "What can I say, Lex? Christmas got hip. Just open it."

"You really didn't have to do this. Tonight -- being a part of a real family Christmas -- that was more than enough of a gift."

"Just- I want to do this. You- our friendship means a lot to me, and- And I wanted to show you. That's what Christmas is all about." Clark exuded nervous energy.

He thrust his clasped hands between clenched knees.

"But I don't have anything for you ... " Lex began.

"Lex!" His exasperated cry caught Lex off guard. Clark took a deep breath before speaking again. "Your accepting this will be your present to me."

Puzzled, Lex met Clark's gaze. "Clark...?"

"Just open it," Clark said, his voice softening.

Lex slowly unwrapped the paper that shimmered in the light from the Christmas tree and fireplace. He took as much care unwrapping the package as it seemed

Clark had taken to wrap it. He set the paper aside and ran his fingers over the leather cover, following the name of his favorite collection of poems.

"I know you've probably got a million copies but-- I marked two poems," Clark said softly.

Without looking up, Lex slid his fingers along the gilt edges until he reached the first marker. He read aloud the passage carefully boxed in purple ink:

But the expression of a well-made man appears not only in his face, It is in his limbs and joints also, it is curiously in the joints of his hips and wrists, It is in his walk, the carriage of his neck, the flex of his waist and knees, dress does not hide him, The strong sweet quality he has strikes through the cotton and broadcloth, To see him pass conveys as much as the best poem, perhaps more, You linger to see his back, and the back of his neck and shoulder-side.

"Clark?" Questions overflowed blue eyes.

"Read the other one," he prompted.

The untold want by life and land ne'er granted, Now voyager sail thee forth to seek and find.

"The first one -- it reminded me of you. When I read it, I- I could just see you, imagine you." Clark cupped Lex's shoulder until he leaned into the touch. He slid his hand to Lex's neck, his thumb stroking along the smooth jaw.

"And the second one?" Lex asked, his voice deep and soft. His eyes locked onto those of the young man next to him.

"I've found what I want, Lex." He swallowed hard. "It's-- It's up to you to grant it."

Lex held his gaze, unblinking and silent, for what seemed an eternity.

Clark cleared his throat. "There's an inscription too. At the beginning."

Lex turned his attention back to the leather bound volume in his lap. On the first inside page, neatly printed, he read:

Lex ~

My heart
My soul
Are yours.
Forever.

Clark

Lex was fluent in several languages, yet somehow his brain refused to comprehend the words in front of him. Eyebrows drawn together, eyes filled with questions, he looked back up at the man beside him.

"Clark?" He wondered briefly at the huskiness of his voice.

A warm hand slid across his bare scalp and down to cup his jaw. He found himself leaning into the caress and his lips parted when Clark's thumb swept across them.

"Lex," Clark said as he drew in a shaky breath. "Lex, I- you know how I feel now. I need- I need to know if you feel the same." The last few words were barely a sigh against Lex's mouth.

"Clark," was the only word he could manage before he gave into the overwhelming desire to feel those lips so close to his own. The first touch was dry, chaste almost, and Lex leaned back to gauge Clark's reaction. Long sooty eyelashes fluttered against golden pink cheeks before rising with opening eyes. For all the emotions he wondered about in Clark's eyes today, there was no mistaking the hunger, want, and need sparkling in the green depths.

"Lex." His name no more than a vocalized sigh as Clark tightened the hand still cupping Lex's cheek to bring him in for a second kiss. Just before their lips would have met, Clark's tongue darted out to wet his lips, issuing an unintentional invitation that Lex couldn't bear to refuse. He flicked his tongue against Clark's lips, first quickly, then languidly, learning the texture, the taste. Like Tantalus freed, Lex dove between moist lips, stroking tongue against tongue. More taste here, more pure, more Clark. Fingertips gently teased the curve of scalp behind Lex's ear while Clark's thumb lazily stroked his cheek. Soon his other hand curved around Lex's neck, thumb marking a trail along the column of his throat. Warm wet lips slid against each other. Lex bit gently into Clark's full bottom lip. He responded by running his tongue up and down the scar bisecting Lex's upper lip.

"I've dreamt about that scar," he said, going back for another taste. "I'd sit there in your office, listening to you talk and wonder what it would taste like, feel like to kiss."

He kissed Lex deeply again, tongues meeting, teasing, sliding against each other. "I never-- never imagined you would taste... so..." His mouth followed a new path.

Small, wet kisses along Lex's chin. Light, teasing licks against the underside of his jaw. Hot sucking kisses down his throat. Lost in sensation, Lex slid his hands under Clark's sweater. Warm, firm, muscled skin slid like silk against his palms. His fingertips glided softly along the indention of Clark's spine to the fine dusting of hair at the small of his back.

"Clark," came out a wanton moan and he cleared his throat in an effort to regain some composure. "Clark," he said again, sounding more like himself. "I think we need to talk about this."

A long golden finger pressed against his lips as the head in front of him slowly shook in disagreement. "I don't want to talk anymore, Lex. We've been talking for three years. We've been lying to each other -- and denying ourselves -- for too long. If--" Lex could see his Adam's apple bob with the hard swallow, "if this-- if I'm-- not what you want, then go. Come back tomorrow for Christmas, and we'll still be best friends. But if I'm right...if I'm right, then grant me my Christmas wish, Lex."

He couldn't believe what he was hearing. How could Clark possibly doubt how much he wanted him?

"Clark." He cleared emotion-thickened throat. "Clark, there is nothing -- nothing -- in this world I want so much as you. That you would even be sitting here, offering that to me..."

Lex grasped Clark's head, carding his fingers in the dark locks. "You are exactly what I want. What I have wanted for years. Tell me what I need to do to grant your wish, Clark."

The smile that slid slowly across Clark's lips lit Lex up inside. He had never seen an expression so gentle and tender and warm on his friend's face.

"You just did."



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