It was now or never and she much rather prefured now. Martha woke up at seven o'clock that morning and got dressed, cleaned up and went down the stairs to the kitchen where Clark, Lois, and Chloe sat.

"Good Morning!" Martha replied as she went to the coffee pot and poured herself a cup.

"Good Morning!" Everyone said in unison.

"Clark, I have to go into Metropolis today I won't be home for a while."

"Ok, what for?" Clark asked as he turned to Martha.

"Nothing really just Senator stuff." Martha said with a fake disgusted look.

"You would think with a three week break you would have a...break!" Lois replied.

"Yah, well being Senator means never really having a break." Martha said with a sad smile.

Martha then caught sight of the time on the microwave and decided now would be the best time to leave.

"I should probably be going right now!" Martha said hurridly as she put her cup in the sink and grabbed her purse.

"Ok, when do you think you could be home?"

"Around six, seven possibly sooner it all depends." Martha said as she walked out the door and to her car.

Martha was happy that Clark had no idea as to how she was acting but she never thought to notice that Lois and Chloe were definately aware of something. Martha drove the two hours to Metropolis and parked in a skyscraper apartment building. Martha walked to the elevator and pushed the button for the top floor, she began to take in slow deep breaths to steady herself. She was going to be honest. She walked up to the door and knocked on it.

"Martha?" Lionel replied as he opened the door.

"Hi, can I come in?"

"Sure, what are you doing here?"

"I...we...can we talk?" Martha stammered as Lionel closed the door.

"Of course. Have a seat."

Martha walked towards the coach and sat down and waited for Lionel.

"What do you wish to talk about? Is it Clark?"

"No um...it has nothing to do with Clark."

"Ok."

"Lionel I have been thinking alot in Washington...about you."

"I have been thinking about you to." Lionel replied as he and Martha looked into eachothers eyes.

"You have?"

"I always do." Lionel replied, in mostly disbelief that he was saying the things he had just said.

"That then makes things a little easier." Martha started with a blush. "Lionel I know its early but I couldn't hold how I feel in anymore," Martha then paused. "I love you."

Lionel froze at an instint, as his lack of answer grew longer Martha paniced and began to leave. Lionel quickly ran towards her and stepped infront of her so she wouldn't leave.

"Martha wait! I..."

"Don't say anything, i'm sorry I bothered you!" Martha replied hurridly.

"No, Martha, wait let me explain. You took that all wrong I... I was surprised to hear you say that you feel the same way about me as I do for you."

"What?"

"I love you!" Lionel replied with emotion and truthfullness.

"You do?"

"Of course."

Martha then began to feel a surge of joy at learning that Lionel felt the same way that she did. She wanted nothing more than to kiss him and run her hands on his chest. Lionel then took her hands in his.

"Please...don't leave." Lionel actually begged.

"I wasn't really planing on it." Martha said with a smile.

Lionel then moved closer to Martha and looked her in the eyes, for a few seconds. He then leaned in towards her and kissed her lightly on her lips. Martha was not reluctent in kissing him back but as they kissed she realized she wanted more. She closed the very small gap between them and began to pull him towards the couch. After a couple of minutes they parted, breathlessly.

"I don't know if I should ask this but what does this all mean to you?" Martha asked inbetween pants.

"Martha, if you think I just said all that just so I could try and sleep with you, then your wrong. I really do love you and if you don't want to have sex then fine as long as I can take you out to dinner and kiss you repeatedly.

"I would love to go out to dinner and for you to kiss me repeatedly but I first love to kiss all of you." Martha replied as she leaned in and began to kiss Lionel again.

Kissing Martha felt like a dream to Lionel, as he kissed her he realized she tasted way better than he dreamed. He wanted to sit on his couch and kiss her all day but was soon shot back to reality when he felt Martha get ontop of him and straddle him.Martha then broke the kiss and began to kiss his neck as she unbuttoned his shirt.

"Martha...are...are you sure?" Lionel panted.

"I am one hundred percent positive. Tell me you are not going to run again."

"I don't know if this is the right thing this quickly."

"Lionel, how long have you loved me?"

"When I went into Smallville for the first time after the first meteor shower."

Martha smiled at him. "I have had feelings for you for six years but when Johnathon died and I spent more time with you that crush, I guess you would say grew. I love you and I have for almost three years."

Lionel looked into Martha's eyes and decided he wasn't going to run.

"If you don't want to tell me but if you don't tell me to stop I won't."

"You can't rape the willing." Lionel replied.

She looked at Lionel and smiled as she they began to kiss even faster than before, as they kissed each with such intensity Martha unbuttoned Lionel's shirt completely and tossed it aside.

"Make love to me." Martha whispered into Lionel's ear into a low, seductive whisper.

Lionel immediately brought Martha's face to his and began to kiss her, his hands slipped from her face and to the bottom of her shirt where he lifted up and over her head. As he looked at the little bit of her body that didn't have clothes on it he noticed her body was way better than he dreamed.

"Your so beautiful." He said with sincerity.

"Your not to bad yourself." She replied as she kissed his neck and began to untie his night pants.

As she worked on untieing Lionel's pants, Lionel began to rub his hands along Martha's body causing her to moan lightly. Martha then quickly untied Lionel's pants and began to slip them off of him as she moved Lionel's hands off of her and kiss his chest again. Martha got up from Lionel without leaving his chest, she began to move the pants lower as she got lower as well. She looked up to see that she quiet a hold over Lionel just by kissing him, but to test the theory she layed a light kiss on his still covered member. Lionel immediately sucked in air with a loud hiss.

Martha then quickly removed his pants, as his pants came off Lionel looked at Martha as she slowely undidthe button and zipper of her pants and pushed them down onto the floor where she kicked them off lightly. Lionel's mouth went dry as Martha stood before him in a black lacy bra and panties. She walked towards him slowely and began to straddle him again.

"Cat got your tongue." Martha replied as she kissed him and slid her tongue into his mouth.

Lionel slid his hand up Martha's back and unclasped her bra and threw it to the floor as he picked her up and layed her on the couch. Lionel then took off his boxers and Martha's panties and threw them to the floor as well. Lionel wanted to look at her laying below him as he did many times in dreams.

"Have you had dreams?" Martha asked.

"Have you?"

"Yes, and some very, very recent."

"I have had a couple of dreams and this being the best one."

"Promise me this will never end." She replied, she meant them loving eachother.

"It could never end because I won't let it."

"Thats the best promise I have ever heard."

Martha then pulled Lionel down towards her but meeting him halfway and kissing him. As they kissed Lionel settled them into a comftorble position and began to enter her slowely.

"I'm not a virgin." Martha replied.

"I know."

Martha just looked up at Lionel as he finished putting his member inside of her, he then leaned down and began to kiss Martha's neck as he began to move himself in and out of her. As he began to speed up Martha began to scratch his back.

"Faster...please!" Martha cried.

Lionel began to move at little bit of a faster pace but it wasn't fast enough.

"Pull me u...up." Martha stuttered.

Lionel pulled her up so she sat ontop of him. She then quickly pushed him down onto the couch, where Martha then took control. After a good amount of time both Martha and Lionel called out their pleasure.

Martha and Lionel then layed in each others arms panting.

"I love you." Lionel replied.

"I love you to." Martha replied back as she kissed Lionel on the cheek. "That was worth all those years wasn't it."

"It definately was." Lionel replied as he and Martha closed their eyes and fell asleep.

Four hours later Martha woke up realizing that was six o'clock. Martha quickly got up off of Lionel and began looking for her clothes.

"What's wrong?"

"I told Clark I had a meeting here in Metropolis and that I would be home between six and seven and it's six o'clock now. When I get home it will be almost eight thirty." Martha said quickly.

"Ok, I will help you find your clothes." Lionel replied.

As Lionel tossed all of Martha's clothes he could find he went into his room and got cleaned up and dressed at speed that definately made Clark look slow.

"Can I wash up real quick?" Martha asked as she walked into Lionel's room.

"Sure."

Martha walked into the bathroom and washed up, once she was done she walked out of the bathroom to be standing infront of Lionel in his usual suit and tie.

"I wish you could stay." Lionel said knowing that he might sound like a girl.

"I wish I could to but, Clark."

"I know. Speaking of which how...what are we going to say."

"I'm thinking i'm going to tell him I bumped into at around lunch time and we has lunch together." Martha started. "Then we lost track of time and we kind of asked each other if the other wouldn't mind going to dinner in a more than friends manner."

"You have thought about this."

"I have!" Martha said with a perk behind it. "Oh, by the way have you seen my bra?" Martha asked

Lionel chuckeled and then kissed Martha who was laughing as well. After they were done kissing they walked out of his room and towards the living room. As they entered the living room a knock came from the door. Lionel walked towards the door as Martha looked for her bra.

"Lionel?" Clark's voice replied through the door.

Martha looked up and looked at Lionel.

"Hide." Lionel whispered.

Martha ran towards the hallway and hid in a closet. When he saw she was hid he opened the door.

"Clark, Ms. Sullivan and Ms. Lane, what do I owe this visit."

"Can we come in?" Clark asked.

"Of course!" Lionel replied as the three walked into the apartment.

Once Lionel closed the door and turned around Clark spoke.

"Have you seen my mother?" Clark asked.

"No, why?"

"She said she would be home between six and seven but its going on nine o'clock."

It dawned on Lionel that he and Martha spent longer nine hours together, and that his clocks were wrong.

"I...I haven't seen her." Lionel lied.

They went unnoticed by Clark but Lois and Chloe sensed that he was lieing.

"Ok, well if you see her let me know." Clark said worridly.

"Of course!" Lionel replied.

Clark, Lois and Chloe began to leave but stopped when Clark saw something out of the corner of his eye. Clark walked towards one of the many bookshelves and saw a black lacy Victorias Secret bra. He pulled it out of the bookshelves and held it up infront of Lionel.

"Have a guest lose a 36D bra, Lionel?" Clark said jokingly not realizing that it was his moms.

"I didn't even notice that." Lionel replied nervously.

As clark held the bra up by one strap, Lois and Chloe remembered seeing Martha buying that bra that had a pair of matching underwear when they had a girls shopping day. The two girls turned to each other with knowing looks, Clark noticed that look and knew something was not right.

"Who's bra is this?" Clark asked.

"It's know one you know I...I just met her resently and things just went off and um...she will probably want that back." Lionel stammered as he looked for an answer.

"Who's is it?" Clark asked even louder.

Martha had enough Clark was going to figure it out sooner or later. Martha then walked out of the closet and towards the group.

"It's mine." Martha replied.

Everyone turned around to see Martha walking up to Clark and grabbing that bra.

"Yours?" Clark asked.

"Yes." Was all Martha could say.

"Why would you be at Lionel's apartment without a..." Clark then trailed off as he soon noticed that the apartment looked a little askew. "You and Lionel?"

Martha at this point was standing next to Lionel, the two looked at each and nodded at Clarks question.

"How long?" Clark asked.

"The last twelve hours." Martha said, trying to be innocent.

"What!" Clark yelled.

"Smallville, calm down, your mom and Lionel are adults." Lois said as she quickly jumped in for Martha.

"I don't care! I told you Lionel to stay away from my mother and you manipulate her into sleeping with you!"

"Clark, thats not..." Lionel tried to explain.

"Don't even bother! I am going to make you regret touching my mother!" Clark yelled again.

"I would never." Lionel said simply.

Clark then ran at Lionel at normal speed but was stopped by Martha.

"Mom, don't stop me! he manipulated you!"

"No he did not. If anyone manipulated anyone it was me manipulating him." Martha replied as she looked her son in the eyes.

Clark immediately stopped trying to get at Lionel.

"What?" Clark said in a low tone.

"I had no meeting today. I actually came to Metropolis today to talk to Lionel, I wanted to tell him that...that I loved him."

Clark's face then looked like a beaten and sad dogs.

"He didn't manipulate me and I didn't manipulate him what happened was consentual on both sides. I know you don't want to hear any of this, mostly because I am the parent but...but thats just how it is." Martha finished

"You love him?" Clark asked as he looked at his mom.

Martha just nodded with light happy tears began to roll down her face. Clark then looked at Lionel.

"You all ready know how I feel." Lionel replied.

Clark had actually known for a long time that Lionel had feelings for his mother but he didn't realize that the feelings were love until now. Clark nodded his head.

"Ok." Clark replied.

"Ok?" Martha and Lionel said in unison.

"Yah, it's fine with me if you two are together. But," Clark started as he looked at Lionel. "If you hurt my mother in anyway I will personally make it hard for cops to find a body." Clark ended on a threatning tone.

"I don't plan on hurting her."

As they all fell into silence Martha walked over to Clark and hugged him.

"Thank you." Martha whispered into his ear.

Chloe looked over at Lionel and hoped that he would not hurt Mrs. Kent, while Lois hopped the same thing except more along the lines of what Clark said. As Martha and Clark stopped hugging. Martha walked over to Lionel and kissed him.

"I should probably go and put this on." Martha blushed when the kiss broke, as she then walked towards the bathroom to put her bra on.

After an hour of more talking Clark, Lois, Chloe and Martha left. Martha promised to call Lionel when she got home to tell her she got there in one piece. Two hours later the four clambered into the house.

"Why don't you two stay here since it's late and you two look wore out." Martha replied as she saw the two girls who were about to fall asleep on eachother.

"Thank you!"

"Yah, thanks Mrs. K." Lois replied as her and Chloe went towards a plate of left over cookies from the night before.

As Clark, Lois and Chloe chomped down the cookies, Martha called Lionel.

"I'm in on piece!" Martha said loudly as the phone was picked up on the other end, all the while making the three younger ones in the kitchen jump.

"I'm glad to hear it."

"You should be."

"I'm just looking out for you and making sure I get to spend more time with you."

"Sucking up, wow!"

"You I am not besides I believe we decided we would go out to dinner sometime."

"We did." Martha said with a smile that didn't go unnoticed by anyone.

"Yes, we did! I was thinking how would Friday at about six do."

"Friday, six o'clock hmm. I'm going to have to see if I have anyother dates." Martha said jokingly.

"Alright fine I see how it is!" Lionel said in a loud rude manner

"You know the only plans I have at the moment are going to dinner at six with you." Martha said looking upset.

"I know, i'm joking."

"Why would you joke like that?"

"I wanted to hear how you would react."

"Thats not funny!" Martha's voice deceiveing her.

"Why are you laughing then?"

"You know why. Six o'clock then."

"Six o'clock. I love you, Martha."

"I love you to." Martha blushed.

"Glad to hear your in one piece. Bye."

"Bye!" Martha laughed as her and Lionel got off the phone.

Martha then turned to the three that just got done eating all the cookies.

"No one saved me one?" Martha asked.

"Sorry!" All three said in unison.

"Uh huh, anyways i'm going to go and get a shower then go to bed."

"Ok." Clark replied.

"Do whacha gotta do." Lois replied with whole cookie in her mouth making Martha laugh.

"Could you let me know when your done so I can use it?" Chloe asked.

"No problem. Goodnight you three." Martha said as she hugged each one of them and went up stairs.

As Martha got into the shower she began to feel a feeling that she thought she lost the day Lionel died. Happiness.

Thats it my first Smallville story. So please push that button at the bottom and review. And special thanks to mapetite16 for giving me the very last line. She just awesome! If you like Mionel I suggest reading her stuff, it's brilliant.