Martha sat at the kitchen table with a cup of one hour old coffee in her hands, she had let him go. If she had told him her feelings maybe he would still be here, maybe she would be in his arms right now. She didn't know all she knew was that she lost her husband almost five years ago and Lionel it felt like she lost him what seemed like forever. Two men she loved were gone and here she was sitting with an old cup of coffee in her hands with light tears running down her eyes.

At that moment Clark, Lois and Chloe walked in and saw Martha sitting at the table with tears running down her eyes. Clark instantly went to her with the others following behind.

"Mom? Mom?" Clark repeated.

"Huh." Was all Martha could answer as the awareness of not being by herself came to her.

"What's wrong, you were crying?"

"I was just thinking about things, mostly regrets." Martha whispered.

"Regrets?" Clark questioned as the three sat down at the table and watched and listened to Martha.

"I could have done so much. Five years, it has been five years since your father died. I'm not exactly young but I'm not dead!" Martha stated as began to cry again the others just sat speechless. "I had a second chance but turned away from it, I pushed my feelings down and left. He could still be alive."

"Who?" Clark asked.

"Lionel! He could still be alive if I would have just done what my heart wanted and now you don't get a third chance. True love is hard to find a first time, true love a second time is damn near impossible and a third time. You might as well roll over and die, I might as well roll over and die!" Martha yelled at the end as a waterfall of tears fell down her face as she finally let her feelings come out as she stood up and ran up the stairs.

Clark couldn't believe what his mother had said, he knew his mother had feelings for Lionel before he had died, he also knew Lionel had feelings for her but to hear the actuality of it leave her mouth was heart wrenching. He knew it was him, if he had let his mother go and move on she wouldn't be crying. A couple of hours went by as Clark, Lois and Chloe sat at the counter and ate sandwiches and drank lemonade, a knock came to the door. Clark answered to see a man just a bit taller than him, who seemed to be his mothers age.

"I'm looking for a Martha Kent?" The man asked quizzically.

"Just a moment. MOM, some ones at the door asking for you!" Clark yelled up to her.

He heard the bedroom door open and heard her coming down the stairs.

Martha stopped the second she saw the man with blue jeans and an old cut off sleeved Harley Davidson shirt showing all of his muscles. She went weak in the knees, he was definitely something to look at.

"I believe I got your mail by mistake, I just moved into the house next door."

"Oh, well um then I um probably have your mail then." Stuttered Martha as she went towards the pile of mail and handed him a stack. "Ben?" Martha asked.

"Yes, here you go."

"Thanks, most people just throw the mail out and don't really bother."

"Well, I'm not most people." Ben smiled, he couldn't lie the women in front of him was definitely one of the most attractive women he had ever seen. All Martha could do was smile.

"Are you liking Smallville?" Martha thought she would ask.

"I'm starting to." Ben smiled at her, a blush began to creep its way up Martha's chest and face. "Since were neighbors I guess I will see you around."

"Definitely!" Martha said to excitedly. "I mean you know it's a small town, I mean that's why its called Smallville. So we will run into each other."

Ben smiled at her and nodded. 'She is so adorable.' Ben thought as he smiled at her.

"Well, I have a lot of unpacking to do so it was nice meeting you." Ben said as he extended his hand, Martha extended hers as well. The two shook hands, instantly a spark ran through both of them causing them to quickly let go of the other.

"Bye."

"Bye."

As Ben left Martha just stood and stared out the window at him.

"I hope your not going to roll over and die anytime soon." Clark said as he registered what had went on between his mother and the new neighbor. Whatever it was, he saw that there was chemistry between them.

"No, not yet." Martha said as she smiled and blushed.

Maybe just maybe there were such things as a third chance at love and maybe just maybe this new neighbor was it. Or at least he could be the one to finally let her get out her shell. Who knows, all Martha knew was that Ben was awaking things inside of her she hadn't felt in quit some time. Life was definitely not worth giving up, rolling over and dying wasn't an option and it never will be.