Rating: Adult Content (i.e. porny, porn, porn, dirty smutlet.)

Spoilers: Through Devoted (SV 4.04)

Disclaimer: Though while under the influence of certain drugs I think they belong to me, I do currently know they aren't mine. No infringement intended.

A/N: Written for clexgirl who requested Chloe with the prompt "Clark entered Lex's office and couldn't believe what he was looking at." Thank you so much, Mahaliem and Caelum and Roxy, without whom this little fic would have been quite tiny and quite sucky.

Something was wrong with Chloe. Really wrong. She'd just propositioned him in the barn wearing nothing but his football jersey and her underthings. No matter how long he lived, and that might be awhile, he would never understand women. Lex, on the other hand, understood women, even if he did have some kind of magnetic attraction for the crazy, homicidal ones. Lex would know what to do about Chloe, especially since they seemed to have bonded over the whole hiding from Lionel thing, which Clark was only mildly bitter about. They so could have told him about that.

Dad didn't think that football was a good excuse to get out of his chores, so as usual he would be able to drop in on Lex after the produce deliveries. He hoisted an enormous flat of vegetables out of the back of the truck and carried it inside. The flat of apples came next, though why Lex needed an entire flat of apples was beyond Clark. It's not like there was ever pie here. Come to think of it, though, Lex always had a bowl of apples sitting around in his office, so he must like them. He snagged one to take to Lex and headed into the bowels of the castle. Clark entered Lex's office and couldn't believe what he was looking at.

It made sense that Chloe and Lex had gotten closer during their time working to put Lionel Luthor behind bars, but not that close. She was Clark's age for Pete's sake, and Lex would never try anything like that with him! Clark had walked in on Lex with female companions before, but he'd hated all of those women in a way he usually reserved for serial killers and rapists and, and people who wanted to date Lana. But it was entirely different seeing Lex with someone he couldn't hate, someone wearing his jersey. The bite of betrayal in the center of his chest was just as unexpected and crippling as the arousal, but he wasn't sure exactly why.

She hadn't looked like that in the barn.

Chloe was perched in Lex's lap, Clark's jersey drowning her and covering everything but the metal end of Lex's belt buckle about two feet further down his thigh than it should have been. They'd both gone perfectly still when Clark bounded into the room as he was wont to do. She'd bitten her lip when she realized he was there, but he'd already heard her saying, "Lex, Lex, missed this so much..." so low and dirty that Clark didn't think he'd ever be able to cleanse his memory of the sound.

"Can I do something for you, Clark?" Lex looked at him coolly around Chloe's neck with his chin on her shoulder, her hair surely tickling the side of his face.

Clark froze about a foot from the clear glass desk and dropped the apple in his hand. He should go. He should turn around and run away as fast as he could and damn the consequences. Maybe just this once Lex would let him pretend he didn't know what was going on without that look. "I... I just... I wanted...Chloe. Oh, god."

At that moment Clark was cut off by her moaning his name, and he could see Lex buck up into her through the glass desk. Clark whimpered. He was half hard from the sound of his name spoken that way, and Lex could tell, too, if the quirk of his eyebrow was any indication. Very deliberately, Lex wrapped a hand around Chloe to grope her breast, hands cupping just where the LexCorp logo sat on the red fabric, simultaneously sinking his teeth into her neck. She arched her back and moaned again.

Clark couldn't tear his eyes away, which he blamed for the fact that in his hasty retreat from the room he tripped on the rug and fell backwards into a deep leather chair. He found it was quite beyond him to get up, turn his head, or really anything but watch Lex thrust up into Chloe and listen to her rather enthusiastic response. Coincidentally, it appeared neither of them could take their eyes off him, either.

It was dangerous to be this hard in front of Lex; his pants were no match for him. In junior high when he first had spontaneous erections at inappropriate times he'd gone through twelve pairs of pants in a single humiliating week, before his mother finally just bought him pants that were big enough to accommodate him at full mast. And hadn't *that* been a pleasant trip to the Sears Men's Department. He shuddered at the memory. To this day the sound of ripping fabric made him blush furiously. Something had to be done, and watching Lex fuck Chloe while they both watched him, hard and doing his best not to touch himself in front of them, left him with very few options.

Rubbing himself through his pants would burn a hole them for sure, between a rock and a hard place, as it were, so that was out. Just sitting there letting his dick rip right through his jeans would be difficult to explain, especially in this condition, and not something Lex was likely to forget, so that was out as well. Theoretically he could run, or possibly limp out of there, but in practice he found himself completely unable to convince a single muscle in his body to leave the chair. He was similarly unable to convince his eyes to look away, or even blink for that matter. And that left only just the one option, his need for which was rapidly becoming urgent.

He groaned and sucked in a deep breath as his hands fumbled with his zipper, clumsily freeing himself from the confining fabric. The throb in his cock shot all the way up his spine when Lex groaned as it hit naked air, head glistening, Clark's fist wrapped around its base to keep himself from shooting all over the chair. A few shaky breaths later, Clark began to jack himself and Lex matched his thrusts up into Chloe, who began making desperate little kitten noises and slid her own hand down to touch herself, pulling away the fabric hiding where Lex slid inside her.

"I told you I'd do things for you Lana would never do, Clark. She'd never do this for you." Chloe's face was as red as Clark's cock and she sounded like she was in pain, tears running down her face and all, but Lex made no sound but his panted breath.

Clark was somewhere in between them on the noise scale. He was used to being quiet at home when he you know, so as not to attract the attention of his parents, but he usually had a pillow or running water or the distance between the house and the barn to muffle the sounds. He moaned in frustration every few seconds, never taking his eyes off Lex, Lex fucking Chloe, Chloe looking like she might die. Clark's hand couldn't go fast enough, not the way he liked it when he was alone, not while they were watching. It would take forever like this, but that might be okay as long as Lex kept jabbing his dick into Chloe in time with Clark's hand, provided Chloe didn't actually die.

And then Lex moved his hands, well hand really, because one stayed put, splayed possessively across Chloe's belly, but the other moved slowly upwards, rucking up the red fabric to reveal smooth, pale skin an inch at a time. And then the clever hand reached the top and pulled it up over her head, then let it slither down to the floor. All Clark could see was the scrap of red lace bouncing up and down with Chloe's breasts. Red like the bra and panty set Lana had worn that day in the pool, but Chloe wasn't wearing any panties, and two seconds later she wasn't wearing a bra, either. Clark saw it flutter to the floor out of the corner of his eye while he watched Lex pinch one of her perfect, pink nipples and listened to Chloe howl.

"She's very beautiful, isn't she, Clark?" Lex's voice wrapped around Clark's dick like a second hand in a black leather driving glove every time Lex said his name. "Do you want her, Clark? Do you want to fuck her like this? She's tight, Clark, always so tight and so wet and you've never felt anything like her pussy before, Clark."

Clark couldn't help it, he had to, couldn't stop his hand from moving just a little too fast on his dick any more than he could stop breathing, stop moaning some incoherent combination of Lex and Chloe's names.

"She wants you, Clark, don't you Chloe?" Lex punctuated this with a brutal twist of her nipple and she screamed and fell limp and panting against his chest. Clark thought Lex would simply continue to fuck her, but instead Lex stood and swept her up in his arms like a bride, kissing her forehead as his dick slid out, still hard, slick, and shiny, peeking out of his slacks under her pale ass. The black desk chair Lex and Chloe had been sitting in clattered to the floor as Lex carried her towards Clark.

Two seconds later Clark was on his knees and licking the taste of Chloe off Lex's dick, sucking for all he was worth, his hand a blur on his own cock while Lex tried desperately not to drop Chloe. Three seconds later Lex was falling, groaning Clark's name, coming down Clark's throat, Chloe clutched tightly in his arms. Four seconds later Lex and Chloe lay in a heap, the little puddle of Clark's cum on the floor the only sign he'd ever been there.