Title: Change in Plans

Disclaimer: I don't own any of the Smallville characters

Type: AU fic

Rating: PG and later PG-13

A/N: hope you like, Summer has given me a lot of extra time, so I get to write again, ah... how I missed it so. please R &R

1988

"You saved my son's life, if there is ever anything I can do for you, just call." Lionel told Jonathan, handing him a card with 2 numbers on it.

"I'll do it for you. But just out of curiosity, why do you need it?" Lionel asked Jonathan.

"I'd prefer to keep that to myself, Mr. Luther." Jonathan said referring to his request that Lionel forge a birth certificate for their newly obtained son, Clark.

"Alright. Bring the child to the address I gave you, tomorrow at 8 a.m." Jonathan said turning to leave.

"Wait, why do you need Clark?" Jonathan said feeling uneasy.

"Simple blood tests and other things?" Lionel added more when he saw Jonathan's confused face, "for the future of course, medical records and things."

"No, Mr. Luther, I really don't think that is a good idea." Jonathan said.

"What did you do? Kidnap the kid?" Lionel said with a laugh in his eyes.

"No, of course not, but-"

"Then bring him by tomorrow." Lionel exited.

"Well, were is the child?" Lionel sounded annoyed.

"Um... you can't run the tests on him." Jonathan was clearly nervous.

"Why not? Look, Mr. Kent, I'm losing my patience with you. Either you tell me the truth about this kid, or you are going to lose him." Lionel threatened.

"Please, Mr. Luther... I... wife just doesn't want people poking and prodding him, that's all. I don't need all the other medical stuff, just the birth certificate, our family has never been much for doctors anyway." Jonathan lied, and Lionel knew it.

"Alright. I'll drop it off at your house tomorrow." Lionel was grateful to Jonathan for saving Lex's life, and he would return the favor.

"Here." Lionel said, handing Jonathan a file, with the birth certificate in it. "Everything is in order."

"Thank you." Jonathan and Lionel shook hands. Lionel was leaving when a little boy crossed his path.

"So this must be Clark." Lionel said staring down at the smiling boy, as Martha came running after him with a horrified look on his face. "Are you alright?"

"I'm fine." Martha said worried, she had a bad feeling about dealing with Lionel Luther. Clark had gotten away from her; he was so strong.

Jonathan took Clark by the arm, he didn't want him anywhere near Mr. Luther, incase he saw Clark do something. As soon as Jonathan gripped Clark, he pulled away with such force that it sent Jonathan to the floor.

Lionel's eyes went wide, "That boy has some strength."

"No, I just lost my footing." Jonathan lied. "But again, thank you." Jonathan said urging Lionel to leave. Lionel was only more intent on not leaving, there was something special about this boy, and he loved a good mystery. Lionel bent down, so he was eye level with Clark, "Hello there. What's your name?"

Clark stood there motionless, staring at Lionel. "Does he talk?"

"Um..." Jonathan didn't know what was more dangerous, saying yes or no, because he was a terrible lair, and it was quite strange for a child of 3 not to speak at all. "He's shy." So he avoided the question all together, Lionel noted this.

Lionel stood up and ruffled Clark's hair. Clark laughed and hugged Martha's leg. Lionel shook Jonathan's hand again and walked towards his car. Jonathan and Martha let out a sigh at the exact same time, but then held their breath again as Clark ran after Lionel.

Clark held his hand up, as he saw Jonathan do earlier. Lionel laughed as he shook Clark's hand. Lionel stopped laughing, when he found Clark's handshake was stronger than Jonathan's. Clark started laughing again.

"Good handshake, Clark. How old are you?" Lionel asked. Clark smiled and answered, "Lara."

"Who is Lara?" Lionel asked intrigued.

But Clark didn't answer, only starred back with intense green eyes, that knew more than they could say.

Jonathan grabbed Clark and picked him up.

"He mentioned someone named Lara." Lionel said.

"It's just a family relative." Jonathan bluffed, leaving with Clark.

Lionel just smirked.

5 months later

"Martha, I'll be in and out, in 15 minutes." Jonathan said leaving Martha and Clark in the truck, as he walked into the feed store. Clark was asleep on Martha's lap. Martha was startled when Lionel tapped on the car window; she rolled t down.

"Mr. Luther."

"Please, call me Lionel."

"Lionel, I thought you had left Smallville." Martha asked.

"I am here on business, I'm looking into buying some property. Clark looks healthy."

Martha really didn't like the fact that Lionel remembered Clark's name.

"Ya, he is doing good." Martha said nervously. She hoped Clark stayed asleep.

"Well, I was hoping I could talk to your husband about some things." Lionel said.

"Oh, he will be back soon, but we have some errands today. If you like, you could drop by around 6, he'll be home." Martha invited.

"Sounds good, Have a good day Martha."

Martha didn't like how Lionel looked at her.

"I can't do that... the Ross's are my friends. Your plant would ruin them." Jonathan said incredulity, at what Lionel was asking of him.

"Do I need to remind you of the favor I did for you?" Lionel said.

"Are you black mailing me?" Jonathan asked.

"No, of course not, I'm just suggesting that if you love that boy of yours, you do this." Lionel smirked.

Jonathan had never felt angrier in his whole life, or more scared, he had grown to love Clark so much, is such a short amount of time. "Alright. Fine. I'll convince the Rosses to sell you their Cream Corn factory."

"You didn't do your part of the deal. I just got back from a Meeting with Mr. Ross. He wouldn't sell me his land." Lionel said angrily.

"I tried, he heard things about you already, he said he would never sell his land to you." Jonathan pleaded.

"You're lying," Lionel said coolly.

"No, I swear-"

"It doesn't matter, you failed. I'm taking the child." Lionel said in a satisfactory tone.

"No! You can't! You can't just take a child! People will notice!" Jonathan said furious.

"Yes I can. You forget I am the one who made it possible in the first place. As for what you tell your friends, I do not care. You go ahead and try and tell people that I took your son, and you will have a lot more to explain to them, starting with how you got him in the first place." Lionel smirked.

Jonathan swung and missed Lionel. "I wouldn't try that again, Jonathan. It's already done. There is nothing you can do about it."

"What are you going to do with him?" Jonathan was scared for Clark.

"I'll put him in an adoption agency." Lionel said matter-of-factly.

"You can't. He's special." Jonathan said.

Lionel's old curiosity in the child returned to him. "Special how?"

"He just is! You can't. Please, leave him here with us." Jonathan pleaded.

"No." Lionel entered the backseat of a car and drove off. Jonathan ran as fast as he could to the house, "Martha! Where is Clark?"

"They took him!" Martha sobbed.

"no..." Jonathan felt the crushing pain of despair on him.

Lionel was surprised to see a tear streaked Clark in the back seat next to him. "What is the child doing here?"

"We didn't know where else to bring him. You never told us what to do with him." One of Lionel's men told him .

But Lionel wasn't mad, he was actually glad, he wanted to see if Clark really was 'special'. "It's alright. I'll keep him for a few days. I need you to have a doctor waiting at the mansion, I need to run aw tests." Lionel looked at the crying child next to him, he seemed to be a average child. Seeing the upset child was a sore spot for Lionel, with the recent death of his infant son Julian.

"You're alright." Lionel tried to comfort Clark, and ruffled Clark's hair. Clark's eyes lit up at this, in recognition. "So you remember me?"

The little boy nodded, and his crying seemed to stop.

"Sorry, Mr. Luther, I'll take the child." He said as he reached for Clark. Clark was frightened and leaped into Lionel's arms, holding on to him tight, very tight.

"It's alright, I can handle him." Lionel said as Clark cried into his chest.

"You are okay, no one is going to hurt you." Lionel said losening Clark's death grip on him. He was really regretting this now, Clark was bringing up unwanted emotions from Julian's death. He knew the pain of separation from parent and child all too well.

Lionel rubbed Clark's back, "Don't be scared." Clark's sad face was breaking Lionel's heart, and it made him angry that his emotions were getting to him.

"Driver, where are you going?" Lionel asked roughly. "To the mansion." The driver replied.

"Who is going to take care of the child." Lionel couldn't take dealing with Clark who brought up his emotions.

"Someone is going to meet you there, along with the doctor, to tend to the child."

"Good." Lionel said, as he found that Clark had fallen asleep, his little chest rising and falling. For all that it was tearing his heart up, it felt good to hold a child in his arms again, even if it wasn't his.

When they reached the mansion, Clark was still asleep and Lionel carried him in. once inside, Clark awoke, wide eyed and scared. Lionel called in his assistant, "Why isn't someone here to take the child yet?" He was angry.

"Traffic, they will be here in ½ an hour. I can watch the child until then." She said as she tried to take Clark out of Lionel's arms. Clark buried his face in Lionel's chest and squeezed on tighter to Lionel.

"Clark, go with her." Lionel directed.

"No..." Clark started crying and put his arms around Lionel's neck, "No..."

Lionel handed Clark to his secretary but he escaped her grasp and ran back to Lionel and held on to his leg so hard it was hurting Lionel.

Lionel sighed and loosened Clark's grip on his leg, "I'll watch him."

"Are you sure?" His secretary sounded worried for Clark, she had seen Lionel lose his temper, and Lionel heard her thoughts.

"Yes I'm sure. I can watch a kid, Have you forgotten I am a father?" Lionel was duly annoyed and his secretary left immediately.

"Clark... Clark, let go of my leg." Lionel said, pulling Clark off of him. "Don't be scared."

"I'm sorry." Clark said looking down.

Lionel swatted down next to Clark, "What are you sorry for?"

"I made you mad." Clark's lower lip quivered. Lionel was surprised, first that Clark could talk, he was 3 ½ but the last time he saw Clark, he could one say a word. He learned fast, that was good.

"No, you didn't make me mad." Lionel was just angry with himself, and depressed by memories of Julian. Lionel picked Clark up, "How old are you, Clark?"

Clark held up 3 fingers and smiled. "Wow, you are a big boy aren't you?"

"uh huh!" Clark smiled.

Lionel walked over to a bird cage in the corner of the room and Clark laughed at the bird.

"Open." Clark said reaching for the cage's door.

"No, you can't open that."

A doctor walked into the room. "You wanted me, Mr. Luther."

"Yes, I want you to run some tests on this boy."

"What kind of tests?"

"I want you to see if he is healthy, or... different from normal kids his age." Lionel instructed him.

"Um... okay... I only have the supplies here to take a blood & DNA test." The doctor told Lionel.

"Okay, then what are you waiting for? You can do those now, and come back for the rest tomorrow.

Clark didn't even flinch when the needle was pulled out. Lionel looked on in admiration, the little boy was brave, a good Luther quality he wished his son Lex had more of.

"Will you hold him still, incase he tries to move while I'm extracting the blood?" The doctor asked.

"Yes."

When the needle went into Clark's tiny arm, Lionel could feel Clark's grip on him tighten.

"Strange..." the doctor said.

"What?" Lionel asked.

"It's just.... I thought this was a brand new needle, it had trouble going in. I'm sorry." The doctor apologized, then took a swab of Clark's mouth, and slipped it into a little tube.

"I'll come back tomorrow at 7am, to finish the tests." The doctor said, leaving.

"You were so brave, Clark." Lionel really liked this kid.

"You were here." Clark said resting his head against Lionel's shoulder. Lionel couldn't control his emotions, Clark was what he wanted. Clark seemed to need him as much as he did.

"I'm so sorry! There was a car accident, and we got stuck." A woman came into the room, presumably Clark's babysitter.

"It's okay." And it really was, he didn't mind watching Clark, in fact he enjoyed it. Lionel almost laughed at the thought.

"I can take the child now. It's late. Almost 2am, I'm sure he'll go to sleep." She said reaching out for Clark.

"Clark, go with her. It's okay. I'll come see you tomorrow." And with that promise Clark went with her.

"Is there an empty room that I could lay him down in?" she asked.

"Room 167, at the very end of the hall, left to the entrance." Lionel told her. "I'll show you." He said, his room was only 2 away from hers, and he was tired

Lionel woke up to find Clark snuggled next to him. How did he get in? Where was his babysitter? He left sleeping Clark, and walked into room 167, and found the doorknob broken and the babysitter asleep.

"What happened to the door?" He asked waking her.

"I don't know... Oh my God! Where is the boy? I locked the door..." She looked scared.

"I found him in my bed." Lionel was annoyed with her incompetence.

"Mr. Luther, I'm so sorry, I swear, the door was locked and I didn't' think he could get out." Lionel believed her and walked back into his room and woke Clark up.

"Did you break the doorknob Clark?"

"Sorry." Clark said. Lionel grabbed his cell phone and called his the doctor for the previous day. "What did you find in the boy's results?"

"Well, Mr. Luther, My computers must have a virus, because his results came out messed up." He revealed.

"What do you mean messed up?" Lionel asked.

"It says that his results are, well, I've never really seen anything like it before, some of his genes are similar to humans, but the rest, I've never seen them before. I'm sorry, I'll run them again once I fix my computer."

"How can this be? He looks just like a regular boy?" Lionel asked frustrated by lack of answers.

"I don't know Mr. Luther, I've never seen anything like this before. All the tests came out the same, even the new ones I ran with the fresh samples. Where did you get this boy?" The doctor was rattled.

"You are never to tell anyone of these results, understand?" Lionel threatened.

"Yes, of course." The doctor exited the room, leaving Lionel alone in his thoughts.

Jonathan had said he was special... I've seen him use ridiculous strength for a toddler many times... What do I do with him? Jonathan was right, I can't possibly put him up for adoption. He could get out of control, who knows what he will do. I have to keep him here, were I can keep an eye on him. But I can't condemn a little child to a caged life... Ah! I'm being so soft. Julian's death is weighing down on me. But still... I can't deny my affection I've gained for this child within only a couple of days.

After much thought, Lionel dialed a number on his cell phone, "There was a boy named Clark Kent, in the adoption agency about 6 months ago... Yes, that is the one. I need you to change the names of the guardians... Instead of the Kents, I want My wife's and my name there... good."