Lana walks down the halls of Smallville High as she slowly reads the note she has in her hands nervously. "Come straight to the Torch before first period, we need to talk" the note read in Chloe's handwriting. "There's no way she knows." Lana thought as she turned the corner towards the Torch, which the doors were opened; welcoming anyone and everyone in. Lana put a brave face and stepped through the door, to not her surprise she was confronted by Chloe sitting at her usually spot.

Noticing Lana "Hey, I see you got my note." Chloe said looking directly at Lana but then turning quickly back to the computer screen.

Holding up the yellow piece of paper with the big writing on it "Yep. Thanks for taping it on my lock and writing in bright red ink, any other way I wouldn't have been able to see it." Lana joked.

"Sorry about that, just wanted to make sure you saw it." laughing a little as she stands up to turn on the painter.

"So what's up?" Lana asks

"I should be asking you that, where were you last night?"

Laughs nervously "Where was I?"

Nodding "Yeah, you never came home last night and you weren't in your room when I woke up." trailing off a little as she starts playing around with the insides of the printer.

Don't be nervous think up a good lie. "Long story short, I fell asleep at the Talon." Oh good one, lets pray she buys it.

Still keeping her eyes fixed on the printer "Yeah, that's what Clark told me this morning when I called him."

Wide eyed "Clark?"

Nodding as she hits the painter a few times "Damn thing.yeah, well that's not exactly what he told me, he just said that's the last place he saw you last night."

Shaking her head "Of course." Laughs

Finally looking up at Lana "Are you okay?"

"I'm fine." Fakes a smiles "Why?"

Shaking her head "I don't know you look different." Tipping her head to the side as she looks Lana up and down.

Confused "Different?"

Nodding "Yeah, weirdest thing. Did you get a hair cut or something?"

Shaking her head "No."

"Hmm, I just can't put my finger on it..anyway, about the note, I have a major favor to ask you."

Taking a seat at the sofa "Shoot."

"See, I've been pretty busy lately and I haven't had the time to work on this weeks edition." Shakes her head "Yeah, I know very unlike me, and since Amy decided to leave me hanging this week, I'm kind of out of writers."

Cutting her off "So you were hoping I'll fill in for her?"

Nodding "Yeah, since you've already worked on the Torch before, I trust you." Smiles "You can be my coeditor."

"I'll be more then happy to help you, Chloe." Smiles

"Anyway, you had no choice either that or I was going post flyers all over school about how you sing in the shower and still sleep with a blankly!" laughs as she winks at Lana

"Hey! It's not a blankly, it's." trying to defend herself ".it's a small blanket."

"Lana, I was just joking." Curses "So, you actually sleep with a blankly?"

Sinking into the sofa "No.I don't." trailing off as Clark walks in.

Grins "Wow now this is Kodak moment, Clark Kent is actually here before the first bell!" laughs as she claps

Shaking his head as he turns his gaze to Lana then quickly back to Chloe "Funny Cho."

Chloe laughs and goes back to working on the printer. Lana sinks even more deeper into the sofa as she bites her bottom lips trying to hide the pain that's going on between her legs. Clark awkwardly works his way to his desk and sits down as he watches the expression of discomforted go across Lana's face, knowing exactly what caused it.

Lana closes her eyes and sighs heavly.

Noticing "Lana, are you okay?" Chloe asks

"Yeah-yeah, it's just my--." Opens her eyes and looks over to Clark who quickly looks away from her again. "My back, I think I slept on it wrong."

Clark gets up from his desk and goes to the water cooler as he pure himself a cup of water trying not to give himself away.

"Ugh, I hate when that happens, so what did you sleep on always? The Talon isn't really Motel mortal."

More like who."Well."Looks over to Clark "The cock."

Clark almost sips his water but he moves quick and sips it back into the cup. Lana giggles at Clark's reaction.

Wiping his mouth as he changes the subject "So Chloe, why did you want me here so early?"

Looking over at Lana confused as though she wasn't sure if she heard Lana correct but she shrugs it off and turns to Clark "Well, I need you to type up this weeks and next weeks lunch menu." Hands him the list.

Grabbing it and looking it over "Why do I get stuck doing this all the time?"

"I thought you liked doing the lunch menus?"

"Yeah, but why can't I actually write something this time?"

"Because that's Lana's job." smiles and nods over to Lana "Only if you two want to fight over it?"

Sitting back down at his desk "That's okay."

Pete walks in with a big smile "Hello, my friends!" spins around

"And why are you so happy?" Chloe asks looking him over

Points to himself "I got myself a date with Jenny."

"Dance team Jenny?" Lana asks

Pete nods

Clark laughs "Wait, is that the same Jenny you've been stalking for like the pass two weeks?"

"Hey, you shouldn't be talking." Looks over at Lana

Clark blushes as Lana looks down at the floor

Pete makes a funny face "Hey man, new shirt?"

Looking down at his shirt "No, why?" Clark replies

Shrugs "You look different."

Chloe's head snaps up from the printer.

Joining in "It seems like everyone looking different lately." Lana jokes trying to miss lead Chloe. "Well, I better go and excuse myself from my first period class." Getting up.

Clark also gets up "Me too!"

Everyone looks at Clark confused as Pete talks "Clark man, your first period is in here."

Explaining "I meant I have to go to the bathroom.."

Chloe mouths "Okay" as Pete just shrugs and starts playing with the toys on Chloe's desk.

Walking towards the door "Okay then, I'm out." Lana walks out of the office.

"Umm yeah, I'll be back you guys." Clark follows Lana out the door.

As they both are finally far enough from the Torch doors Clark pulls Lana to the side. "Lana, we really need to talk."

Sighs "Yeah I know, but not now." looks down the hall as a group of students start wondering into the halls.

"Then when?" Whispering.

"Whenever there isn't so many people around, somewhere private." Lana trails off as she follows Clark's gaze towards a empty closet across the hall.

"Okay." Clark drags Lana into the closet with him as he closes the door behind them and goes in search for a light switch.

"This isn't what I had in mind, but I guess it will work." Lana said as she wonders to the far end of the closet.

Finally turning on the light "Sorry."

Shaking her head "It's okay Clark." she pauses as she process everything she wants to say "Clark, I'm sorry for just picking up and leaving, it's just that--."

Nodding "You had to get home, I understand."

"Yeah, and I didn't want."

Cutting her off again "Chloe to find out."

Nods "Yeah." Pauses "She still has feeling for you, you know." Clark nods in agreement "And I wouldn't want to hurt her with this, I really care for her and what happened last night was just crossing that line and I know if she found out she would be crushed."

"Lana, what happen last night is no one business other than yours and mine. I'm not going to hold back how I feel for you because Chloe has feelings for me."

Lana sighs "You have them too."

Explaining "I had mix feelings."

"Mix feelings or not, she likes you and as her friend I should have respected that and shouldn't have'd slept with you!" Lana regretted those last words right when she let them escaped her lips, the expression on Clark's face said it all he was hurt by what she said.

"I see." Clark's voice cracked a little, that's all he could manage to say as his graze moved from Lana face to the floor.

Kicking herself "I'm sorry.Clark that came out wrong."

Shaking his head "No it didn't, you meant it."

"You don't know that." Lana said pleading for forgiveness.

"Just forget about it. If last night was a mistake then that's all it was, there's no reason for me to stand here and ask for more from you when its obvious it's not going to happen. You already decided Chloe friendship is a lot more important then having something "amazing" with me. You're always telling me to take a chance, when you obviously can't."

Upset "I can't believe you, she's your friend as well. Don't you care?"

"Yes, Lana I care. But I know Chloe, she would want us to be happy!"

"While it kills her inside?"

"Ugh!" Clark slipped down to the floor annoyed "Lana, I've had feelings for you way before Chloe even came into either of our lives. All I ever wanted was you, all I ever thought of was you. When Chloe and I become friends she knew that, this." Point at himself then back to Lana "Is no surprise to her."

"I just want to do the right thing, for everyone."

Sighs "Lana, I've been holding back from you for a long time before you were Lana Lang my friend you were, Lana Lang Homecoming Queen, Lana Lang Whitney Fordman's girlfriend, Lana Lang the girl a guy like Clark Kent could never have!" Clark song the last part.

Hurt "You thought of me that way?"

"It was kind of hard not too, I--."

Lana slips down next to him "You what?"

"I almost give up hope, till one day you finally let me in into your life."

Lana smiles a little "I thought I was the one being let in into your life." Pauses "What I was before wasn't me." Lana looks down to the floor upset that she spent so many years worrying about being popular and what everyone thought of her than actually following her heart "I thought that's what I wanted, but now I realize that's nowhere near what I want or wanted. I never felt so welcomed in my whole life till I met you. Clark."

Lana slips into Clark's arms as she rests her head against his chest and silent falls between them.

Looking up at Clark as she whispers "I think I've fallen in love with you."

Cracks a smile "Is that such a bad thing?"

Nods "Yes, knowing that it can't go pass that."

Confused "Wha-"

Kisses Clark on the cheek "Good Bye Clark."

With that Lana gets up, opens the door and disappeares, leaving Clark behind, alone.

The End