"Oliver?" , Beth asked softly as Oliver kissed her neck gently.

"Yeah?" , Oliver replied huskily.

"I think-- Wait. Scratch that. I need to tell Clark." She murmured quietly.

Oliver leaned back from her neck and gently turned her around so he could see her face. He sighed and cleared his throat.

"Ok." He whispered, taking her hand into his and gently squeezing.

"That's it? Ok? No objections?", she questioned smiling weakly.

"Nope. Not if you really think you should." Oliver replied sincerely.

"I do. I'm sorry, but I think it's time. Before we get anymore serious." Beth looked down sullenly.

" Then I'll tell Lois tomorrow too." he lifted her chin and kissed her softly on the forehead.

"No,"she said. Oliver looked up at her puzzedly. "I need to tell Clark tonight." Elizabeth looked down at her hands.

A moment passed before Oliver sighed and cleared his throat again.

"Ok. I'll tell Lois tonight too." Oliver turned and stepped off the bed. Elizabeth quickly swiveled around to look at him.

"Are you mad?" She questioned weakly. Searching the side of his face that was visible in the dim light. He chuckled softly and turned to face her. He leaned down on one knee, so he was at her level.

He kissed her knee gently and said, "Of course not, but--," he sighed. "I just don't know what I'm going to say." He grinned weakly.

"Well," Beth began, taking his hand into both of hers," you could always just say, 'I slep with Beth and I love you but I want to be with Beth more.'."

"That's a start I guess," Oliver said kissing her open palm. "I guess I should..--" He looked down at his jeans and blue dress shirt. "Well look at that. I'm already dressed." He grinned stupidly trying to make her smile.

Elizabeth smiled barely and said, "Just let me put my shoes on. And that shirt has a stain. Put on your green one, please." She wiggled her bare feet and hopped off the bed.

"Ok. Give me a sec'." Oliver replied walking to his closet, unbuttoning his shirt.