It had been the perfect plan.

It had started as an offhand quip while the Superfriends had been out at the alien bar. Someone - Kara thinks Maggie - had said what they all needed was a vacation. It had been a number of months since the Daxamite invasion and… everything that went with that, but none of them had really had the chance for a break.

"Well…" James had spoken up thoughtfully, tapping the bottom of his beer bottle against the table. "Why don't we take one?"

Maggie had looked a little startled at her suggestion being taken seriously, but Winn had agreed so enthusiastically that soon they were all planning a day trip to the beach.

It was perfect - a way for everyone to blow off some steam and reconnect, catch up with each other. The entire group of them would go - Kara, Alex, Maggie, James, Winn, and, to Kara's delight, Lena.

She had started inviting Lena to hang out with the rest of the Superfriends - game nights and nights out, wanting more than anything to integrate her into the group. Besides being someone she… cared about, Kara knew that Lena deserved more friends, and couldn't think of a better group of people than her own.

And for the most part, things had been going well. After a bit of initial wariness and a couple talking-to's for Alex and James, her friends had proved their good hearts and accepted Lena into the group. Kara was still working up to revealing her secret, so she didn't come to the alien bar - and Kara made sure they only went there when Lena wasn't available. But it meant that Lena wasn't there for the planning.

It also meant Kara had the pleasure of inviting Lena herself. The look on Lena's face when Kara had brought it up had pushed Kara from excited to almost giddy.

The whole group had gotten together again and planned out all the little details - what date they could all get off, when they would leave, whose car they would take, what food they would be bringing.

But one detail Kara hadn't planned for, which now seems like a huge oversight, is Lena in a bathing suit.

She had been fine in the car, while everyone had shirts or coverups on over their suits. But now they're on the beach, and the umbrella is set up and everyone has gleefully thrown off their outer layers and…

"Do I look all right?" Lena shifts hesitantly, her hands drifting as if to cover herself.

"Yes!" Kara blurts, pushing her transition lenses up farther as if they can hide her blush. "I just, you…" Lena's suit is a solid navy blue one piece, dipping daringly between her breasts, the sides open between ladders of thin straps. Her back is almost entirely bare, buttermilk skin exposed down to the the small of her back where three straps connect the vee of the suit. Her dark hair is piled on top of her head in a loose bun, flyaway strands fluttering around the oversized sunglasses she has perched there. "Wow," Kara finishes lamely.

It's Lena's turn to blush, which just serves to make her even prettier. "Thank you. You look lovely as well."

Kara looks down at her own light blue bikini patterned with waves, a little dingy from the number of times she's worn it. It pales in comparison to Lena's classy suit, she thinks, but she just returns the thanks instead of pointing that out.

There's a bit of an awkward silence as both try to think of something else to say, before it's broken by Alex's voice calling from the waves.

"Kara! Come on!"

Kara looks out to where the rest of her friends are already splashing in the waves. Alex is waving from Maggie's back, and as Kara watches, she yanks back, pulling herself and Maggie down into the surf. Maggie comes up in a mass of flailing limbs while Alex laughs, until Maggie tackles her in revenge. James and Winn have already waded out into the water, their heads bobbing over the breakers.

Kara turns to Lena, jerking her head towards the water. "Want to go in?"

Fiddling with her fingers in front of her, Lena clears her throat, then looks at Kara with an embarrassed smile. "I… well… this is going to sound silly but I… can't swim."

"You can't?" Kara's mouth opens, dumbfounded, until Lena nods and a wave of guilt washes over her. "Oh, Lena, you should have said! We could have planned something else…"

"No, no, I really wanted to come with you," Lena hurries to assure her. "I do enjoy the beach. Just, not so much getting in the water."

"Okay. We'll just stay on the beach then," Kara tells her.

Lena puts her hands up, trying to wave Kara's comment off. "No, I'll be all right, you should go have fun with your friends…"

Kara steps towards her, lightly touching her arm. "I will be."

The shy smile Lena gives her makes her heart skip a beat, and she quickly kneels to dig her towel out of her bag. "So, did you bring something to do since we'll be out of the water?"

Lena pulls a thick book out of her own bag, shaking it playfully. "I came prepared."

"I've never known Lena Luthor to be unprepared," Kara teases as she shakes her towel out, setting it down outside the shade of the umbrella. "I'm gonna sunbathe for a bit."

"Did you already put on your sunscreen?" Lena asks, holding out a tube towards her.

"Oh, no, I uh," Kara stutters, "I don't really burn."

Lena frowns sternly at her. "Kara, you know that even if you don't get burned there's still the risk of skin cancer. You really need to protect your skin."

Kara can't really think of an argument against that, so she huffs and holds out her hand for sunscreen. "Wow, Lena," she says as she passes it over. "SPF 70?"

Lena shrugs. "What can I say? I'm very white."

Laughing, Kara squirts out some sunscreen and massages it into her chest and shoulders, missing the way Lena's eyes follow her every movement.

As she cranes her arm over her shoulder to get her back, Lena jerks forward, holding out her hand. "Here, let me help you."

Kara hands back over the tube of sunscreen and Lena walks behind her, squeezing some into her palm. She massages it between her hands, attempting to warm it up slightly before tentatively beginning to spread it over Kara's shoulder blades. Kara shivers as Lena's fingers smooth across her skin, her nerves feeling almost over-sensitive even for her.

"Sorry, it's still cold," Lena apologizes as she continues rubbing in large circles across Kara's back.

Kara clears her throat, resisting the urge to shift awkwardly. "Right."

Too soon and not soon enough Lena steps away, wiping excess sunscreen on her legs. "There you go."

"Um, do you, want me to return the favor?" Kara asks, gesturing towards Lena's back.

"Oh!" Lena pinks a little. "Sure, thank you."

She turns away from Kara, baring the expanse of her back to her. Kara clears her throat again, then pours a generous glob of sunscreen into her hand, spreading it between her palms before pressing them to Lena's skin. Lena jolts slightly at the contact.

"Sorry," Kara murmurs. "Still cold."

She hears Lena breathe out a tiny almost-laugh before turning her attention back to the task at hand.

Lena's skin is smooth and soft, like silk under Kara's hands. She's mesmerized by the way her fingers run over it, how the fine little hairs across Lena's shoulders raise in goosebumps in the wake of her touch, until suddenly she realizes the sunscreen has all been rubbed in and she's basically just massaging Lena's back now.

She drops her hands hastily and takes a step back. "All done!" she says a little too brightly. "Sorry it took a bit. I wanted to be… thorough, y'know, 'cause you're so white."

Lena's laughter chases away the urge to facepalm. "Thank you, I appreciate it."

She returns the sunscreen to her bag and settles down on her towel in the circle of shade, lowering her sunglasses as she cracks open her book. Kara follows her example and lies down on her own towel, pillowing her head on her arms, unable to resist watching Lena out of the corner of her eye.

A restful silence falls between them as Kara suns her back, then her front, until finally the sound of the waves gets too much for her.

"Hey, Lena?" she calls.

Lena looks up from her book with a, "Hm?"

"We don't have to go in in but do you want to like, get our feet wet?" she asks, gesturing towards the water once more.

When Lena looks apprehensive, she promises, "I swear we won't go any farther in than you're comfortable with."

"You promise?"

Kara puts her hand up like she's taking an oath. "Promise."

Lena glances between Kara and the water a few times before putting her book aside. "Okay," she says as she climbs to her feet. "But I reserve the right to get out at any time."

Kara jumps up, brushing sand off herself. "Of course." She dances excitedly in place for a moment before grabbing Lena's hand. "C'mon!"

She leads them down to the water's edge, stopping just where the waves wash over their toes. "Just say when," she instructs Lena.

Lena nods, her grip on Kara's hand tightening slightly as they walk into the water.

"Kara, Lena!" Winn calls from farther out, a wave crashing over his shoulders. "Finally joining us?"

"We're just gonna wade a bit!" Kara calls back to him.

He gives them a thumbs up before a wave pummels into him, knocking him down. Lena tenses until he pops back up, shaking wet hair from his eyes with a laugh.

She and Kara wade in until the water comes above their knees before she tugs lightly on Kara's hand, drawing her to a stop.

"Here good?" Kara asks.

"Yes," Lena says hesitantly, kneading the sand with her toes. "This is… nice."

Kara grins at her, swinging their still-joined hands between them. It takes a bit, but Lena begins to relax in the water, helped along by Kara's antics. She hops around in the waves, kicking her heels about the foamy crests; crouches down and scuttles like a crab; wiggles her toes until her feet are completely buried in the sand.

A larger wave catches Lena off guard, smacking into her belly and sending spray up towards her face. With an undignified squeak she stumbles backwards and throws her hands up.

Kara tries to stifle a giggle with a hand over her mouth, but the muffled sound still catches Lena's attention. She sets her hands on her hips, pressing her lips into a frown.

Kara immediately looks contrite. "Shoot, sorry."

"You should be." Lena takes up her best stern librarian pose, waggling a reproachful finger at her. "That was very rude."

Suppressing another giggle, Kara takes a step closer. "I'm sorry, Miss Luthor."

Lena crosses her arms, lifting her nose in the air and sniffing imperiously.

Kara takes another step. "Would it be even more rude if I did… this?" She stoops quickly, scooping a handful of water to fling at Lena.

It splatters against Lena's legs, making her jump back. "It would be much more rude!" she exclaims, before a devious look crosses her face. "Unless I were to retaliate." She bends to push a full two-handed splash straight into Kara's face.

They both freeze for a second before Lena lets out a playful shriek and takes off, Kara hot on her tail. Kicking and splashing, they race in and out of the shallows, throwing water in every direction. Winn's head perks up at the commotion, and he hollers, "Water fight!" prompting everyone to run to join them.

Soon the air is full of flying saltwater and foam as everyone does their best to get everyone else completely soaked. Kara jumps on Alex, pulling her down, and the water fight quickly devolves into a dunking competition. Lena mostly skips around the edges, Kara notices, but it looks like she's still enjoying herself, a grin stretched across her face. Laughter and shouts echo over the waves.

"Uh oh," James says, wading towards Lena, his arms wide. "I think Lena isn't quite wet enough."

She squeals and tries to dodge, but he easily catches her, hauling her up onto his shoulder. He bounces her a few times, making her laughter come out in stuttered bursts, then begins to parade her around as the others throw water at them.

It's silly, and everyone laughs as she wriggles in his grasp. He starts to wade farther out, but Lena seems okay, playfully pounding on his back, until suddenly James is heaving her from his shoulder and she's falling towards the waves. She has just enough time to let out a shriek before she hits the water and goes under.

"Lena!" Kara dumps Winn off her back and dives for her. She's been under for less than a second, but Lena comes up spluttering and coughing, and Kara has to remind herself not to grip her too tight.

She turns for the beach, only pausing long enough to yelp, "She can't swim! " before sprinting back to their umbrella.

Laying Lena down on her towel with infinite care, she wipes away Lena's wet hair from her face. Lena's coughing slows as she catches her breath, and she looks around them in confusion.

"How did we…" She glances back down the beach, where everyone else is still running over the sand, then at Kara's hands still hovering near her body. "Did you carry me?"

"Um," Kara fumbles, shrugging awkwardly. "The adrenaline kicked in."

Lena starts to laugh, but it quickly turns into a cough, forcing her to roll onto her side as her body shakes. Kara shifts closer, one hand rubbing soothing circles on her shoulder while the other cups the back of her head. "It's okay. You're okay…" she murmurs.

Lena lets out a long breath as her coughing subsides and rolls back over, straight into Kara's arms. They stare at each other for a moment, and Kara can hear their hearts beating rapidly in tandem before Lena leans up and ever so softly presses her lips to Kara's.

All other thoughts fly from Kara's head - she forgets they're at the beach, forgets Lena just almost drowned, forgets everything but the sweet taste of Lena's full lips against hers - until someone loudly clears their throat behind her.

Lena hastily pulls away, blushing furiously, and Kara whips around to find the rest of the Superfriends have caught up to them. They're all staring off in different directions, ranging from smirking on Maggie's end to looking completely mortified on Alex's.

"C'mon Mags, let's go collect some shells." Alex grabs her hand and bodily drags Maggie away, but not before Maggie can give them a cheeky grin and a thumbs up.

Winn and James glance at each other before pulling an about-face and heading back towards the ocean. James hipchecks Winn, sending him stumbling.

"I bet I can go farther out in the water and still have my feet touch the sand."

"Duh you can, you're taller."

Once everyone has moved off, Kara turns back to Lena. Lena shifts slightly, and Kara realizes she still has her in her arms. She quickly lets go, sitting back on her heels and letting out a breathless laugh. "So, that was…"

"I'm so sorry," Lena says, sitting up and turning her face away. "I shouldn't have sprung on you like that."

"No, no," Kara says gently, touching her finger under Lena's chin to guide her eyes back to her. "Don't apologize. I, um, I liked it." She flushes. "I was just gonna say it was awkward that everyone came up right while we were… in the middle of it."

Lena finally smiles as Kara blushes even harder. "Would you like to pick up where we left off?"

Kara nods, wetting her lips with her tongue. "That would be… nice."

Lena chuckles as she leans in, her press of lips just as slow and soft as the first. The kiss is lazy and sweet, their lips moving leisurely against each other, simply taking in each other's feel and taste.

When they finally break apart, Kara can't keep the smile off her face. "So," she says. "We're definitely not going back in the water today."

Lena chuffs. "Definitely not."

"So what else do you want to do?" Kara perks up. "Want to build a sand castle? I brought buckets."

She wriggles happily at Lena's enthusiastic nod, then digs the shaped pails and shovels out of the pile of belongings under the umbrella.

They work together, carefully crafting towers and walls, placing shells artistically along the crenellations. They even build a moat, although this far up on the beach it's unlikely to ever fill with water.

After a second's thought, Kara grabs a broken shell and sticks it in the bottom of the moat, point up. "It's a spike moat," she pronounces.

Lena gives her a lopsided grin, and they set about collecting broken twigs and shells and filling the moat with them.

They have just enough time to sit back and admire their creation before the others come straggling back.

"I'm bushed," Winn groans, flopping down on Kara's towel. "Anyone else about ready to head home?"

After a chorus of reluctant yeah's they gather up their things and start packing the car.

Before they all get in, James draws Lena to the side. "Lena, I just wanted to say I'm so sorry for what happened. I never would have thrown you if I'd known you couldn't swim."

Lena smiles forgivingly at him. "It's okay, James, I understand." She looks over at Kara, her smile growing into something more warm and maybe a little mischievous. "I'm actually kind of glad you did."

Alex immediately starts making gagging sounds while Maggie grimaces. "Oh, no, that wasn't good."

Kara thinks Lena's laughter over the crash of waves may be the best sound she's ever heard.