Chloe entered the unused conference room. She herded Clark in and sat him down to have a talk with him. "What is up with you? You have been staring off into space for at least the last five minutes. I know you have no clue what I've been saying."

He looked up at her with his searching blue eyes. "What happened?"

Chloe sat thoroughly confused. "I just asked you that. What's bugging you? Come on you can tell me." She gently prodded trying to find the source of her confusion.

"Lana." He simply said. "What happened?"

Chloe sighed. She should have known that far away look could only be caused by one person. Even after all this time. She hated to see him like this. She also didn't really know if they should go over things again. "You know why it didn't work out between you two."

Clark shook his head slowly. "Not that. I know why that didn't work out. I'm not trying to get that back."

Chloe was relieved that they were not going to be rehashing that piece of history and also that Clark wasn't going to beat himself up about anything. "Then what is it?"

"I don't even know her anymore." Clark looked back at Chloe and she could see the hurt and confusion in his eyes. "I guess maybe I was just being naïve when I thought we could still be friends after we broke up." He paused momentarily. "Now, we can't even be in the same room hardly without arguing or some comments being made."

Chloe had to admit that her friend had changed. She was not the same person she had been in the past. They used to call each other regularly and sometimes without any reason at all. Now, it seemed like they had to have a reason to get together.

Chloe pushed her own thoughts aside to try to help her distraught friend. "Well, what seem to be the worst sore spot? Maybe I can help."

"Lex"

Or maybe not. She sighed before answering Clark. "You know that I don't regard Lex any higher than you do."

"Then why can't she see what we both know to be true?"

Chloe saw Clark's downcast look and could tell he felt like he was at his wits end. "I don't know. They say love is blind." She paused momentarily before coming up with an idea. "Have you tried to just talk with her? No accusations or remarks. Just a simple conversation."

"No" Clark shook his head. "I'm just worried about her safety."

Chloe gave Clark a small smile. "I know you are. I'll see what I can do."

"Thanks."

The next day….

Lana walked up the last steps to the loft. She had been over there so many times. She could go up these steps with her eyes closed. She had felt so comfortable here in the past, but she couldn't help but feel tense this time.

She saw him standing with his back to her staring out over the farm. "Chloe said you wanted to see me."

He turned to face her, and could tell she was visibly tense. "Don't worry I just want to talk."

She tried to relax, but seemed to have a hard time doing so.

"Have a seat" Clark motioned to the couch, while he leaned up against the window. He didn't want to get into her personal space and make her feel any more uncomfortable than she already was.

She complied and sat delicately on the edge of the couch, leaning slightly towards him. "So, um.. what did you want to talk to me about?"

"Are you happy?" Clark looked straight at her as he asked the question. "Honestly"

"Honesty is one of the things I actually get in this relationship" she said tersely. She hadn't really meant for it to come out sounding so rude. But, she could not sit there and have him bring up the subject of honesty and not say anything about it.

Clark took in a deep breath and exhaled slowly trying to remain calm. He didn't want to get into another argument, but he began to wonder if this had been a good idea. "You didn't answer the question."

"Yes, I am."

Clark examined her as she answered and could tell that despite her answer she had a few reservations. "I'm not here to try and come between you and Lex." Clark could tell she was about to say something else and held up his hand to try to stop her. "Just let me finish."

Lana sat back on the couch a little more.

"I'm just worried about you. I want the best for you, whoever you are with."

Lana straightened up again. "I'm a big girl now, Clark. I can take care of myself. I don't need you thinking you still need to protect me."

"I'm sure you can. I just want you to know what you are getting into. I know you think you know everything about him... but you don't."

"You don't need to talk to me about letting someone get to know you." Lana fumed. "You would never open up to me. I waited and waited for you to open up… until I got tired of waiting."

"I'm sorry about that." Lana couldn't see the pained look on Clark's face through her anger. "I know I drove you away. I knew you would find someone else."

"Anybody but Lex?"

"You don't know him like I do."

"No, you don't know him like I do. You were once his friend, the same way you were once mine. I am not going to sit here and listen to his anymore."

Lana stormed out of the storm as Clark watched her leave, knowing the meeting had not gone the way he wanted.

Where did I go wrong, I lost a friend
Somewhere along in the bitterness
And I would have stayed up with you all night
Had I known how to save a life