She never realized how sweet and funny he was.

And being as handsome as he was on top of that, it was a combination Lois was going to find hard to resist. It felt odd to think of him as handsome, or sweet and even funny and it felt even more odd that she was allowing herself to think it. The fact that he was so good looking was something that had never truly escaped her notice and what made it even more appealing was that he didn't know it.

As he'd promised, dinner was nothing special; it was so unspectacular in fact that they ate at the island in the kitchen. The difference was, he kept glancing at her when he thought she wasn't looking and when she'd catch him, his face would turn beet red and his attention would suddenly be drawn to the string beans on his plate.

At least those that Lois hadn't pilfered when he wasn't looking. And that was only in retaliation for the mashed potatoes he's scooped onto his own plate when she'd gotten up to refill their milk glasses and must have been certain she didn't see.

In answer to his confiscating her potatoes, she speared a piece of his pot roast when he got up to start the coffee. "I saw that."

"You were supposed to." She informed him and he surprised her when he turned and dropped a kiss on her lips.

"I dare you to take another piece." Lois was unprepared for such spontaneity from Clark as he smiled at her in warning. Their bantering seemed to be the same as it always was, but now it was different. They were still friends, but there something else now, too; and it was that something else that suddenly had her unnerved.

It was his absolute confidence with the change in their friendship, when she was still trying to adjust.

He seemed to sense her mood and grew serious.

"Clark, what are you doing?" She asked, hoping he would understand what she was having trouble voicing.

"What do you mean?" He sat down across from her.

"You just kissed me." She stated the obvious.

He frowned in confusion. "I thought you were okay with that."

"I am." She slipped off the stool and began to pace; she wasn't explaining things very well. "I'm very okay with it; I'm too okay with it."

Lois didn't hear him get up and wasn't aware he was behind her until she felt the reassuring weight of his hands on her shoulders. "You just don't like being taken by surprise."

"It's not that." She frowned and shook her head. "I didn't mind it, really; I'm just not very good at being spontaneous when it comes to things like this. The last time I tried something spontaneous, I got stood up."

"Stood up?"

"Ollie." Lois was succinct. "He pulled one of his disappearing acts when I was trying to surprise him."

"Oh." She heard the edge in his voice and was glad he couldn't see the smile that she couldn't stop; he almost sounded jealous. "Lois, when I kiss you it's because I want to. I don't expect you to kiss me back."

"Well that doesn't seem very fair, does it?"

"It's not about fair." He turned her around, keeping his hands on her. "The truth is, I'm not that spontaneous either; but you're the first woman I've felt comfortable enough with to do something like that." He then hesitated and Lois suspected why. "Lana didn't like to be spontaneous; she preferred it when things were neat and orderly; structured."

"Boring." She said under her breath and it surprised her that he heard it because he laughed softly, but didn't refute it.

"Why do you think we've always been friends?" He asked her. "You are the least neat, orderly and structured person I know; and it's made my life interesting."

"I'll bet that you haven't always thought that." She began to relax because he was helping her feel at ease, he was good at that.

"That goes without saying." He rubbed her shoulders softly. "Both times that you stayed with us, even though I did invite you, I used to wish that you would find a place of your own so I could have some peace and quiet. But then once you were gone, I realized that it was too quiet."

"I'm sure your parents didn't think so." She smiled. "I'm not exactly the easiest person to live with."

"Not at first, maybe. But you grew on us." He grinned in return.

"Like fungus?"

"Just remember, you said that not me." He continued to soothe her. "I'll do or not do whatever you're comfortable with, just don't hesitate to tell me. Okay?"

"Okay." She nodded in agreement and then pushed herself up on her toes. She grabbed him by his arms, using them for leverage and kissed him.

His surprise was evident, but a smile broke across his face. "See you can be spontaneous; and I'm still here."

It wasn't an intentional dig at Ollie and she knew that, but more a reassurance that he wasn't going anywhere. So she kissed him again, because she could and because she really wanted to.

She felt his arms slip around her waist and as he started to kiss her back Lois could sense that he was holding something back, because he leaned back without warning looking happy and confused as his eyes searched her face. "A guy could get used to that."

"A girl could too." She agreed and pulled herself out of his loose embrace. "But my dinner is getting cold and I intend on finishing before you steal any more of my potatoes."

"Wouldn't dream of it." He smiled before he walked back to the island and scooped what was left of his dinner onto Lois's plate before he put his own plate and glass in the sink. "Because I'm full."

"Are you telling me that I eat too much?" She couldn't help but laugh as she watched him.

"Not at all." He shook his head as she sat back down and proceeded to finish what he couldn't, or wouldn't.

"You're going to make someone a good husband some day." She commented in an off hand way after she drained the last of the milk in her glass. "You know how to take care of a girl."

His back was to her as he stood at the sink and saw him stiffen. She didn't know what she'd said to cause it. "You'll make someone a good wife, too."

"Pfft." She tossed back as she picked up her plate and glass, with the intention of walking to the sink.

"Don't do that." He turned around and folded his arms across his chest as he frowned. "You may not think so, but you will."

His annoyance surprised her because he was defending her, to her. "Give me one reason."

"I'll give you several." He unfolded his arms to take her dishes out of her hands and put them in the sink. "You're independent."

"I'm alone." She countered.

"No you're not. Tenacious." He offered

"Stubborn." She disagreed.

"Funny." And he cracked a smile as he approached her; they were doing it again.

"Not so much."

"Beautiful." He reached up and pushed a lock of hair back from her face as his voice softened and she shook her head.

"That's impossible, I look like the General."

"Uncompromising." And he brushed his fingers across her cheek.

"Inflexible." She could hear the breathlessness in her own voice.

"A good kisser." His face flushed and Lois shook her head again.

"A great kisser."

"Prove it." He challenged, knowing that she would.

Was it possible to want to kiss someone so much and still think of him as a friend? Lois couldn't help but wonder about that as Clark wasted no time in getting his arms around her and as was becoming alarmingly familiar, her arms found their way around his neck and their lips quickly merged.

It was difficult for her to fathom who was kissing whom because the racing of her heart couldn't tell the difference. Twice that evening she'd sensed he was holding back a well of passion that he was denying himself to express because he wanted her to know she could trust him.

He'd proven that tenfold and now all she wanted was to experience what passion from him could be like. He'd never initiate it without encouragement from her, so she encouraged him not knowing exactly what might happen. But knowing instinctively that it would never go that far.

She didn't want to startle him to a point that he would stop what he was doing, so she slipped one hand into his hair while the other stroked his neck lightly. A quick intake of breath was as far as he got before she pressed herself into his kiss and pressed her body against his.

With a surety of the knowledge of his own home, she felt Clark's body dip slightly and then felt the weight of her own being lifted from the floor as he moved her through the kitchen and presumably to the living room. She couldn't imagine he would take her anywhere else.

Not once did he break their kiss as his sure stride slowed and then stopped.

She felt her feet touch the floor and when she opened her eyes, he was nearly eye level with her as he sat on the edge of the couch. She couldn't count the emotions that seemed to be flitting across his face and understood because she was feeling the same. "You're right."

She felt the goose pimples on her arms at the sound of his husky voice. "About what?"

"You are a great kisser." He smiled at her and she could feel his body start to shake.

"Told you." She kissed him again to prove it.

"But you know what?" His breathing was shallow but he was slowly catching his breath. "We have dishes we need to do. Then, as much as I hate to ask you to do it, you need to go home."

She was catching her own breath as she listened to him and nodded in agreement. "That's a good idea."

"I wish you could stay." He seemed to apologize to her.

She put her fingers on his lips to quiet him. "But I can't because we both know that it's not the same any more. If your mom were here, I wouldn't hesitate. But with just the two of us, there are too many temptations and it's not because I don't trust you." She felt the urge to add.

"I know." He nodded in understanding as he kept his arms around her. "We've agreed that we're not ready for a relationship, but we're not strictly friends anymore either."

"We're in a very weird place you know." Lois sighed. "Until Christmas Eve, I had no idea what it would feel like to kiss you." And she saw his face flush. "And as strange as it sounds, now I can't imagine that I couldn't."

He drew her close against him. "Then you set the pace for this. I'll do what ever it is that makes you happy as long as I get to see you."

Wait a minute. What makes her happy?

Lois dropped her hands to Clark's shoulders and in all honesty, wanted to shake him. "What makes me happy?"

"Wrong answer?" He smiled at her hesitantly.

"What makes me happy!" He hadn't learned a thing.

He looked confused at her irritation. "What did I say?"

"Smallville, did you learn nothing from your years of pining over Lana?" She turned out of his arms and away from his reach before she faced him again. "You made yourself miserable because your main concern was always making her happy without any thought to what would have made you happy.

"Well I'm here to tell you that you aren't going to get away with it this time. I'm all for you making me happy, but that means that you have to let me try and make you happy. And good luck with that." She couldn't help but mutter under her breath.

"I heard that." He grinned at her. "Lois, since we're going to be seeing more of each other I think it's only fair that you know something about me."

"What? That you're a great kisser?" Lois cocked an eyebrow at him and watched him blush, knowing that he would.

He was so easy.

"That's because I've got a great teacher." He leaned forward and reached for her, pulling her back into his arms and she felt her own face warm at his compliment. "The thing you need to know about me is that I have very good hearing. Mom always said it was downright eerie how well I can hear."

"Can you hear a heartbeat?" She joked and was completely floored when he laid his ear against her heart. She could feel his warm breath on her shoulder as he held her and she threaded a light hand through his hair.

"Yours is beating kind of fast." She felt the breath of his words against her skin and she closed her eyes.

It was too much.

"Dishes." She whispered against his hair and he sat back and looked at her face, and the look on his was that he'd been just as affected by his own actions as she had; his body had already told her that.

"Wash or dry?" He set her away from him and quickly got up before he walked to the kitchen and went straight to the sink.

"I guess I'll dry." She said to no one in particular as she sat down on the edge of the couch where Clark had just been and felt the warmth of his body in the fabric. It was a poor substitute for the warmth of his arms, but at this point it was a lot less dangerous.

She flopped backward, her legs still in contact with his fading warmth and she sighed as she landed on the cushions. They really were in a weird place and she had to believe that they would figure out a way to navigate it until they decided what they were going to do.

oooooo

Crap! She fell asleep.

When she opened her eyes, Lois found herself under the comforter in Mrs. Kent's bed and realized that. And she didn't know what bothered her more; falling asleep and spending another night at the Kent's or that she couldn't remember Clark carrying her upstairs.

She thought about leaving the farm and driving back to town, but even if she'd left him a note Lois was afraid that he would take it as a rejection of him and their weirdness. It didn't matter that it was his idea for her to go home, he'd put her in his mother's room instead of waking her up. And if she were to leave it would send him an unintended signal that she didn't trust him.

And nothing could be further from the truth.

She looked at the bedside clock and it was nearly two. She glanced at the dresser and a pair of Clark's sweats and an old sweatshirt was folded on top. He was such a Boy Scout.

She threw back the comforter and felt the February chill hit her. She hadn't noticed it earlier but that was because Clark had a fire going and his warmth had never been that far away.

As Lois changed for bed, the memory of that warmth brought an image forward of his head on her chest as he listened to her heart and her breath caught. It was an intimate gesture on his part that he hadn't intended, that much she knew. But they'd both felt the impact of it, that much she also knew.

And because of that, she knew that there was only one place she wanted to be for the rest of the night.

She opened the bedroom door and pulled up the sleeves on the oversized sweatshirt before she stepped out into the dark hallway. Lois didn't want him to think that she was expecting anything, she just wanted to be close to him.

When she got down to his room, she pushed the door open and she could see that he was awake. His arms were folded behind his head and he was looking out the window.

The motion of the door must have caught his attention because he turned toward her and sat up. "I tried to wake you up." He apologized and then he smiled. "I had to dry the dishes because someone decided to fall asleep on the job."

"I'm sorry."

"Don't be." She could see him shake his head. "Is everything all right? Are you warm enough?"

"Can I stay in here with you?" It came out before she had the chance to think about it.

"You think that's such a good idea?" He was giving her the opportunity to change her mind.

"You can trust me." She took a step into the room and hesitated. He was going to send her back to his mother's room and lock his door, she just knew it.

"Are you so sure you can trust me?" She was sure he meant it as a joke, but Lois didn't think it was funny.

"Clark."

His answer to that was to pull back the blankets in invitation and she continued to hesitate. "In or out Lois, my bed's getting cold." His tone was deceptively light but Lois got the sense he was just as nervous. So she closed the short distance and sat down on the edge of the bed.

She pulled her feet up onto the mattress and Clark dropped the blankets over her. "You can trust me." He reassured her and she nodded.

"I know that. You can trust me, too."

"I know." He lay down and seemed to be waiting for her to do the same. "Sleep only works if you close your eyes."

Weirdness. Lois told herself as she lay down next to him and the nervousness she had been feeling was gone. She reached up to put a hand on his cheek before leaning over to kiss him. When she kissed him again, he kissed her back before she rolled over and Clark's arm came around her waist to pull her against him.

He pressed another kiss in her hair and she felt him relax. "Goodnight Lois."

"Goodnight Smallville." She sighed as her eyes began to close." Thank you."

"For what?" His voice was already sounding sleepy.

"For being you." And she smiled.

"Likewise, now go to sleep." He laughed softly.

And she did.