Chloe waited.

It seemed like she'd been waiting all her life for some reason or another. When she was little she waited for her mother to come home. When she started school and realized what she wanted to be when she grew up – she waited to grow up. Now that she was grown up – well, she was still waiting for one thing or another.

When she met Clark Kent she learned a whole new definition of waiting. At first she just waited for him to arrive, as he'd been late. He was supposed to show her around, welcome her to Smallville, and he had – eventually. She'd waited for him to notice her after that, desperately wanting him to be her friend. When they finally did become friends she spent a lot of time waiting for him to make decisions – what to do with his friendship with Lex, what to do about Lana, what to do with himself. After a while she began waiting for him to reveal whatever it was he was keeping from just about everybody, and when he accidentally did, she waited for him to trust her enough to tell her face to face.

More than anything, though, she waited for him to love her.

She was sitting in a picnic shelter in a secluded part of Smallville's scaled down version of Central Park, this time waiting for Clark to come home from wherever he'd gone. It was early in the morning; the air still held a bit of a chill and frost tipped the grass. The sun had not yet risen above the trees behind her. Birds chirped their morning wake-up call but Chloe was the only person there to hear, and she was already wide awake. In fact, she'd been up all night.

"Me, myself, and Alvin," she said softly, watching a chipmunk dart beneath a nearby trash bin. "Or are you Theodore?"

Chloe sighed. She was in the park instead of her apartment because she was hiding. Lois had been ringing her phone off the hook and so had Jimmy. They were both concerned, and for good reason – the last anyone had heard of Chloe Sullivan she'd been dragged away by Homeland Security.

They hadn't been inclined to grant her one phone call – she wasn't even sure if they were required to do so – but she raised hell about it and they relented. Chloe didn't waste her time calling Clark. Aside from breaking in and carrying her away, he really couldn't much help. She didn't want him anywhere near a government facility anyway, and then he'd just beat himself up for getting her so deeply involved in hacking government databases – as if Oliver hadn't been doing it months before Clark asked for anything.

She didn't bother calling Jimmy either. Chloe had a sneaking suspicion as to how Jimmy had gotten her off the hook the first time this problem raised its ugly head. He thought her blissfully ignorant, but Chloe was a little sharper than that. She just wondered what Lex had on Jimmy, and what had Jimmy done to make Lex throw her to the wolves after all.

Chloe might, and that was a big might, have called Lionel for help had he still been alive, but Lex had jerked that rug out from under her feet too. Nope. Chloe wasn't stupid.

She called her Senator. Her Senator called a four star General, and with both Martha Kent and Sam Lane in her corner, swearing that Chloe was only a kid doing research for a term paper, she got off with a stern warning to never again play around in confidential files again. Chloe solemnly swore she would honor the request – at least until she figured out a way to cover her tracks better.

Lois had been calling her repeatedly. There had been several long and rambling messages on her voicemail, messages in which Lois talked a mile a minute in what could barely be called complete sentences. She went on about Lex and oil and the Antarctic and Clark being depressed because Lana sent him a "Dear Clark" video which Lois thought was simply the most underhanded thing anyone could have done to "poor Smallville."

None of it made much sense to Chloe until she listened to it a couple of times. When she finally figured out at least part of its meaning, a cold chill went down her spine. Lex wasn't looking for oil in the Antarctic. Lex was looking for aliens. No, strike that, Lex was hunting ali-en, singular, and there was only one reason why Lex would be doing that. He had the device, the Kryptonian secret weapon that would give him power over Clark.

No doubt Clark had put the same two and two together, perhaps when Lois was trying to treat him for depression – and that part of the current emergency scenario Chloe would put on the back burner. Clark certainly wouldn't give a rat's patootie about Lana if Lex was using him to take over the world. First things first.

As Lois left Chloe multiple messages, Chloe left multiple messages for Clark, while in turn refusing to answer the additional calls running up her wireless bill that were coming in from Jimmy. Jimmy wanted to know if Chloe was all right, but more than that, Jimmy wanted an answer.

"Will you marry me?"

In all of Chloe's childhood fantasies about adulthood, marriage hadn't played a prominent role. Career had always come first and foremost. She could marry Jimmy and continue the pursuit of her career, he would definitely stand by her. There was something very appealing about having that sort of a partnership. He loved her – obviously – and he would always be there for her. That was something Chloe had rarely experienced. She had plenty of friends, sure, and Clark had always been there for her, but Clark ...

Could never be hers. Jimmy could, and she thought she could be his too. He was so sweet, smart and funny, and he loved her. It was nice to be loved like that, real nice.

Chloe sighed. It was something to think about, but she hadn't had time to think about it, and therefore she was hiding from not only Lois, but Jimmy too. She had no answer for him. She'd been too preoccupied with the one person who was not calling her.

"Come on, Clark! Don't do this to me again. Where are you?"

He wasn't calling. It had been too long since she'd heard from him. The situation as it existed was giving Chloe a bad feeling. When it came to Clark her instincts were usually right and now every fiber of her being was telling her to go find him. She didn't trust Lex and if what Lois said about Lana was correct, she wasn't sure she trusted Clark himself either.

She grabbed her phone, her purse and her keys off the picnic table and hurried to the car. There were only so many ways one could get to the Antarctic. Most of them would be not only impractical but would take more time than Chloe felt she had to spare. The fastest option was also the most unreliable. Chloe had taken that route once before by mistake. She only hoped the gatekeeper would let her through. She'd appealed to him once before too, once when Clark was in trouble and Chloe felt certain Clark was in trouble now.

Jor-El wasn't the proverbial genie in a lamp, able (and willing) to grant her wishes, but somehow the entity that was all that remained of Clark's father exhibited phenomenal power. He, or it, had demonstrated that time and time again, and for all that Chloe felt some of his lessons were unreasonably harsh, he was still Clark's father. The only reason she could see that he might deny her would be because he was backing Lex. Jor-el would only back Lex's use of the device if Clark had somehow gotten out of control. That was not something Chloe believe had happened – or would happen. Clark was too...

Clark.

"Well," she muttered, stepping down into the cave entrance carefully so she wouldn't turn an ankle. "Most of the time. We'll just keep him the hell away from red Kryptonite and everything will be hunky dory."

She shivered and zipped up her parka. Chloe hadn't been a scout, but she was prepared. If she ever found herself getting sucked into a wormhole leading to one of the coldest places on Earth again, she would make sure she wouldn't freeze her butt off. In her trunk she'd stashed some cold weather gear, along with a myriad of other miscellaneous items that could be handy in a pinch. She'd gotten the idea off this guy she'd met once during a night out in Metropolis. He was cute but totally off his rocker. Told her his father hunted ghosts for a living. Literally. With guns.

Cute don't make up for crazy. Chloe had said, "That's nice," and found someone else to buy her drinks.

In any case, she'd been prepared for cold weather. She had in fact expected the caves to be cooler than the temperature outside, they always were, but this time they were downright freezing, like she'd just walked into a meat locker. The air was definitely crisp and bore with it the unmistakable smell of precipitation.

Snow. It was blowing in through what seemed to be bright light shining upon the rock wall deep inside the cave. Anyone daring to take a second look would see that the light wasn't actually shining on the rock, but coming from within it. So was the snow. The portal was standing wide open. Clark would have never left it open. Chloe wasn't sure he could leave it open.

"Jor-El?" she called. "Jor-El!"

He didn't respond. There was nothing but silence save for the wind rushing through the open portal. Chloe pulled the hood of her parka up and wrapped her scarf around her face. She braced herself for the stomach churning trip through the wormhole and hoped this time she wouldn't pass out before she got to her destination.

One.

Two.

Three.

The vortex snatched her up off her feet, turning her this way and that as it tumbled her through to the other side. She lost her sense of "up" - for all she knew she was traveling on her head. Bright light blinded her. A roaring, whooshing sound deafened her. She felt like she was being spun around in a salad spinner. Her stomach did a slow, queasy roll.

And then it was all over. The portal spat her out on the other side, dumping her in a very non-heroic manner onto her butt in the snow. It took a minute before her head cleared enough for her to realize this though, and it took another minute before her eyes adjusted to the light. It was daylight, bright daylight, and the sunshine reflecting off the snow was blinding. A fair breeze sent up small eddies of cold, snowy air, but otherwise the weather was beautiful.

Chloe struggled to her feet in the snow, brushing it away from her coat with thick, fur lined mittens. When she raised her head she expected to see the giant crystalline structure that was Clark's new and improved Fortress of Solitude. It had grown up out of the snow, alien and beautiful, although Chloe's appreciation of the place tended to wax and wane depending on how cold it was when she was there.

Either the portal was way off...

Or the Fortress was gone.

"Clark!" Chloe's voice echoed across the barren landscape. "Clark! Clark where are you?"

She trudged through the snow. Looking back and forth her gaze swept over the plain looking for any sign of the structure, or any sign of Clark. She saw nothing but white and blue – the bright white field of snow stretching out before her and the bright blue sky above. Was she in the right place?

Something hard struck her shin beneath the snow. Chloe stopped and bent down to see what it was, digging the snow away from it. Her breath caught when she saw that it was a piece of crystal. It was broken, opaque with cracks running all the way through. A short distance away was another, larger piece of shattered crystal. There were pieces everywhere, none more than two feet in diameter, ruins left behind by an alien race. Ruins, where there should should have been a fortress.

"Oh, God. Clark!" Chloe made her way through the wreckage, which grew denser the further she traveled. When calling for Clark got her no answer she changed strategy. "Lex! Lex are you here? Lex!"

A sound, she thought she heard a sound, a moan that could have easily been the wind. The parka's hood made it difficult to hear. She risked the cold for a second and pulled it away from her head. "Lex?"

It was a moan. Chloe turned toward the sound. There. She saw a bright splash of color against the white snow and pale gray crystal. Something red. Blood. It stained a jagged piece of crystal sticking up from the snow, a piece of crystal that had fallen against another, the second piece held it up at an angle, keeping it from crushing the man lying beneath it. The blood was his. He was Lex Luthor, unconscious and shivering, but alive – for now. He wouldn't last much longer.

Where was Clark?

Chloe looked around again, and again saw color where there shouldn't have been color, especially a red so bright, brighter than the blood Lex had spilled. Frantic, Chloe scrambled over more rubble to where a sleeve protruded from the snow. The sleeve was wrapped around an arm, an arm sticking out of a deep drift that buried the rest of the body.

"Clark! Clark!"

Using her hands as scoops, Chloe dug into the drift, freeing first Clark's arm, then his shoulder, and finally his head. Snow clung to his face, ice had frozen around his nose, mouth and eyes. His pale white skin was cold to the touch. He wasn't breathing – his lips were a frightening shade of blue. Chloe fought back a surge of panic. Clark had come close to death countless times before and survived. She had seen him live through things that should have killed him, would have killed a human man. This shouldn't have been an exception.

It took all her strength to free him from the drift. By the time she was finished digging him out she was breathing heavily and sweating inside the parka but Clark was no longer buried in snow. The sunlight would re-energize him. She just had to let him soak up some rays for a little bit. Turning her face up to the sky, Chloe saw that the sun was high overhead, indicating time was approaching noon. Could that be right? No. Perhaps it was the effect of the portal. In any case she was grateful.

"Come on. Come on, Clark!"

Waiting. She was waiting again, waiting for Clark to suck in a breath and start breathing again. Waiting for him to open his eyes and give her a wan smile. She'd saved his butt several times in the past few months instead of the other way around. Was he getting careless, or had fate up the ante? All Chloe wanted was for him to be safe, and not because of what he was, but who he was, unlike the misguided Veritas group.

"Clark," she said weakly. "Clark, please..."

A moan caught her attention, but it was not from Clark. Lex had regained consciousness. Chloe turned to see him struggling to pull himself into a sitting position. He leaned heavily against one of the fallen crystal pillars, wincing as he gingerly took inventory of his hurts. His blue-gray eyes, made bluer by the bright backdrop of snow and sky, fell on Chloe. There was no surprise in his gaze. There was no triumph either.

"You're wasting your time, Chloe," he said hoarsely. "He's gone."

"No."

Lex closed his eyes. "You know what he is..."

"Lex, what did you do?" Fear began overriding Chloe's optimism. She turned back to Clark and held his face in her hands, pushing his hair from his forehead. He remained unmoving and cold. Tears began to fill her eyes. "What did you do?"

"I used the device," Lex whispered. "I could command him to do anything...for a moment I...I was the most powerful man in the world." His eyes opened again and for a moment his gaze was intent, wide-eyed and somewhat crazed. "I had to save us, Chloe. I had to save us all."

She whirled, spinning around on her haunches to grab his coat in both hands. "You sick bastard! What did you do!?"

He was fading fast. His eyes began to lose their focus, rolling back in their sockets as his body began to go limp. "I..."

"Lex!"

An odd, mad, chuckle faded into a whisper just before he lost consciousness again.

"I sentenced him to death."

Chloe let him go quickly, as if she were holding something foul. Lex slumped sideways into the snow and right then she didn't care if he lived or died. Clark was dead, dead by his hand. Chloe realized she waited in vain; Clark was not going to come back to life on his own this time.

"No." She shook her head and began stripping off her mittens. "No, Clark. I can't let you go. I can't."

The air was freezing. Her hands began to tremble with cold almost as soon as they were exposed, her fingers quickly becoming numb as she cleared a place in the snow where she could lie down next to Clark's body. She pressed close, took his face in her bare hands, and kissed his mouth gently.

"I don't know what's going to happen, Clark, and I know I promised, but..." Tears ran down her cheeks, freezing almost as soon as they left her eyes. "We need you. The world needs you, so much more than it needs a down and out reporter." Her eyes closed. She wrapped her arms around him, put her forehead against his. "Live," she whispered. "Please. Live."

She barely remembered the times she'd healed fatal injuries before – Lois, Lex – but she did recall the time she'd healed Jimmy's cut. All she'd had to do was touch him with the desire to take away his pain, to make it all better again, to make it right. At first she'd felt nothing. Soon, however she felt the pain of the injury sweeping through her, and finally a deep sense of contentment that touched her very core. It swept her away. In Jimmy's case it had been only a ripple, like a shallow wave breaking around one's feet on a sandy beach. When she'd healed Lois and Lex, a tidal wave dragged her down and drowned her in a dark, deep, cold abyss.

This was different. She was more aware of what she was doing, and the "taking away" was proving to be more difficult. Clark's life force, his ability to live against all odds, had been inhumanly strong. Death had power over him too, because he himself had willed it. That had been Lex's first and last command.

It wouldn't have taken much to turn a mind already wracked with guilt on itself, to prey upon a heart newly shattered by loss. Lex hadn't known about Lana. It didn't matter.

You, Kal-El, are dangerous to all mankind. Do the right thing. Sacrifice yourself to save us all.

What did Clark have left to live for? His family was gone – Jonathan dead, Martha building a new career away from the farm; even Kara was gone, perhaps killed by Brainiac. His friends left him too. Pete left fearful his knowledge of Clark's secret, Lex betrayed him, tried to kill him. He had no future. He'd given up on college to run the farm. Lana left him, and even if she hadn't, would it have been possible for them to have a life together? Why did the world need Clark Kent when they had Oliver Queen and his band of heroes to save the day?

The more Chloe tried to take away the pain, the harder Clark struggled to hold on to it. The harder she tried to make him live, the more he wanted to die.

Clark, no! You're not alone. You're not! I'm here for you. I'll always be here for you! Please don't leave me. PLEASE!

Chloe thought her heart would burst so deep was her grief. Distantly she could hear herself sobbing. She reached deep inside herself, drawing on that pain to give herself strength, envisioning life without Clark in it. Every muscle in her body tightened as she dug in deep and pulled.

All at once she saw a burst of bright light erupt behind her eyes. The bone deep cold she'd drawn into herself from Clark's frozen body suddenly fled, replaced by comforting warmth that spread slowly throughout her. She heard a voice calling her name and tried to focus, to bring herself back to full awareness.

Clark!

The tide came crashing in. She battled the waves, and lost.


Clark was sitting beside the bed, holding a rose-colored ball in his hands. Chloe turned her head on her pillow – her pillow - and smiled at him. Her voice was weak and scratchy.

"You know," she said. "We really have to stop meeting like this."

He was not amused. After staring at her with a stern, silent reproach, he said, "Chloe, you promised."

"Cha, like I was going to let you die out there." She waved off his help as she sat up and pulled the pillows up behind her back. "God, I feel like I got run over by a semi."

"That was really reckless, Chloe. Using your powers on humans is risky enough, but on me? Chloe..."

"It was a chance I had to take."

With a low moan, Clark rose from the chair and walked away a short distance. "We've had this conversation before. No more people should have to die because of me!"

"I didn't die."

"No, but you could have!" Clark turned back to face her, and she was shocked to see tears in his eyes. "I've already lost Lana. If I lost you too..."

Chloe didn't say anything, but in her mind's eye she saw Jimmy down on one knee, holding out a ring and asking her to marry him. She looked away from Clark's horror filled expression and changed the subject.

"What happened to Lex?"

Clark let out a breath, quickly gathering himself back together like he always did. "He'll be okay. I took him to the hospital. He's got a skull fracture, but otherwise..." He shrugged dismissively. "He's fine."

Chloe frowned, fear making her heart flutter a little. "What? Clark. He knows your secret!"

"He does," Clark admitted softly. "Or thinks he does. His memory is there but it's a little mixed up." He sighed sadly. "His people have taken him away – I don't know where. Because of his injuries and his past history, they think he's having another psychotic break."

Another psychotic break. Chloe blinked, comprehension dawning. "Oh my God. Nobody believes him!"

"No. They don't."

"But he still knows. He can still control you..."

"No, he can't."

Clark came back to the bed and sat down on the edge next to her. He took her by the wrist, and without a word, placed the ball he'd been holding into her hand. It was the deep mauve color of a rose, but faceted all over, resembling a miniature version of Disney's Epcot center. Buried deep inside a faint fired flickered, an alien glow indicative of power. She could feel that power too, throbbing through her hand. It made her catch her breath. This was the Kryptonian device so many had died to protect. This was what Lex had used to kill Clark. By its command Clark had willed himself to death.

"Lex and the others were right about one thing, Chloe. There is a possibility that I could bring harm to the Earth. If that ever happens..." He smiled that sad smile Chloe had become so familiar with over the years. "There's nobody I trust more than you."

"Clark, I..."

Chloe looked up at him as he rose to his feet. She wasn't prepared for the kiss or she might have attempted to prolong it. It was short, but sweet, and full of affection. She barely had time to register it before there was a "whoosh" of air...

And he was gone.

In the silence he left behind, a silence that seemed more profound by his absence, Chloe stared at the little globe. "Trust," she whispered, as she turned it around in her hand.

This small Rubix Cube gone wrong had been sent to Earth by Jor-El as a safegaurd for the human race, just in case Clark slipped his leash and went haywire. This rose colored blob could control the most powerful being on the face of the planet, manipulate him into doing anything she wanted him to do. He had given it to her. Chloe felt as if she had finally passed the ultimate test in winning Clark's trust. Knowing his secret was one thing, but this – this was so much more. By giving her control over him, he'd basically given her his life itself.

But it wasn't Clark's life she wanted.

It was his heart.

Chloe slipped out of bed. She was a little wobbly but stayed on her feet, managing to get herself into the kitchen with a minimum of fuss. The Veritas device she put down on the counter never taking her eyes off of it. It tempted her like nothing had ever done before.

Her waiting could be over.

She could make him love her.

He would never leave her. No one could ever shove her aside, replace her, make her play second fiddle for his affections again. He would look at her like he'd always looked at Lana before, love her with all his heart and soul...because she could demand it of him. She had that power. He'd given it to her freely. What harm would come to him if all he had to do was take that one small step from friend-love to love-love.

Chloe's jaw clenched. Her hands shook as she pulled open a drawer and withdrew a hammer.

Within seconds all that remained of the device was a pile of shattered crystal scattered across the counter top like rose petals. Chloe stood looking down at them with the hammer still poised to strike one more time. Sweat had beaded up across her forehead with her effort, she was breathing heavily. Her expression was grim.

"I believe in him," she said, slowly lowering her weapon back into the drawer. "I will always believe in him, and I will wait for him no matter how long it takes."

Chloe shut the drawer. She grabbed Jimmy's ring and twisted it off her finger, setting it down among the pieces of crystal before sweeping it all into the trash.

"Will you marry me?"

No.