Author's Note: A big thank you to shipitlikeasteamboat for their help with this story and being a very patient beta and listener. I truly appreciate all the help and assistance and still accept all mistakes as my own.

I hope as readers you will enjoy where these next two chapters take the story and the relationship between Kara and Cat. I pose a challenge. Can you see what my intentions were for each chapter (in this story) in helping expand Supercat's relationship? It really is simple. ;-)

Part 3

The second day of their vacation ended up being spent at the hotel as the rain kept them away from the park. However, the rain didn't keep them from enjoying the rooftop pool which had been covered by a large canopy so guests could still enjoy it.

Cat wasn't sure what she had expected, but when Kara came out in a full body surfing suit, she hadn't said a word. She herself was in a conservative one piece; Cat wore hers because she had Carter to think about and didn't want to be seen in public in a bikini. Cat could only imagine why Kara wore a full body suit that covered her arms and legs, and none of those imagined reasons made Cat smile. So, she pushed them aside and focused instead on the sight before her.

Kara was standing at the edge of the pool with Clark and Alex. They were at the deep end of the pool. There were others swimming already and gathered families, but not nearly as many as Cat had assumed would be here. Eliza had to take a phone call and had mentioned following them shortly.

Cat saw Kara's lips moving as she counted aloud. 'One…two…three…'

Kara made as if to jump, making the two beside her jump feet first into the pool. But Kara remained on the edge of the pool laughing as Clark and Alex surfaced from the water and saw her standing where she had been from the very beginning.

"KARA"
"AUNT KARA!"

The kids exclaimed in feigned outrage.

Kara looked up and met Cat's staring eyes, waved, and was barraged by splashes from Alex and Clark in retaliation. Kara tried to shield herself from the water but it was no use so she jumped unceremoniously into the pool with the kids.

The splash of her entering was much larger than Cat expected, it was almost as if she'd done a cannon ball. But when she surfaced both Clark and Alex were re-drenched and started splashing Kara as soon as she came up for air.

"No fair, no fair. Two against one." Kara complained, but was ignored by her attackers. "Alright…you asked for it." Kara used her whole arm to drag just beneath the water and create a wave like splash that doused Clark and Alex's heads.

Alex and Clark sputtered and gave up after that. Deciding it was better to swim away from Kara than to engage her in a water fight. Cat noticed that Clark swam slow enough so he could keep an eye on Alex, even though his strokes could have been much longer, which allowed the young girl to 'win' their race to the other side of the pool. Clark feigned disappointment and begged for another race.

Kara in the meantime, turned on her back and floated along the top of the water, staring up at the canopy above them that kept them dry from the pouring rain.

"Ma!" Carter called, reaching up to be picked up from his carrier. Cat picked him up, smiling at her son as he laughed excitedly once in her arms. Once he'd settled in he pointed to where the other kids were playing and having fun in the pool. He made sounds as if he wanted to go with them, looking at Cat with a baby toothed smile that melted her heart.

"Alright, you're just lucky Kara bought you this floating device." Cat looked down at the round floating device. It had two rings of solid floating material, not even filled with air, a net connecting to where a baby holster was centered in the middle, so the baby could 'stand' in the water, making it like a floating walker.

Kara assured her it was safe, and Cat believed her, knowing Kara would never do anything to put Carter at risk.

Cat placed her towel down on the lounger she'd been occupying and stuck her 'beach' bag under the same chair. Besides her chair were four other chairs with towels on them for the Zorel-Danvers group as they made up their own little corner by the pool.

Going to the steps, carrying Carter and the floaty she stepped in slowly.

"Oh cool! Kara, Cat's coming in!" Clark cheered, swimming over towards the shallow end of the pool.

Kara came swimming over as soon as she heard Clark's words, at first thinking he was in trouble or Alex was, but she'd calmed as he continued to speak and saw Cat coming in with Carter.

"Well, hello there, Young Carter Grant." Kara greeted from where she floated in the water next to Carter's floaty. Cat was standing behind it, watching Carter squeal in joy as his feet kicked beneath him in the water. His hands splashed down onto the water that came above the web like material connecting him to the floaty.

"Hi!" Carter exclaimed as he kept splashing his hands into the water, looking up at his mother with glee. "Hi, hi, hi, hi, hi…" Carter repeated as he tried to bring himself closer to Kara and Clark.

"I'll be right back." Alex informed the adults as she climbed out of the pool.

"Don't run!" Kara ordered from where she floated in the pool, watching as Alex's steps slowed down so she wouldn't slip on the wet tile alongside the pool.

"I think she'll be fine." Cat added, sitting on the edge of the second step, her hand on the floating ring that held Carter up out of the water. "Where ever did you get something like this?" She asked, marveled at how well it worked.

Kara blushed, and couldn't look Cat in the eye.

"She created it." Clark offered for his guardian, smiling as her blush deepened

Cat wanted to ask more, but before she could there was a large splash that covered half of her right side and Kara, who'd stood up to block the water from hitting Carter. Though most of the water didn't hit him, a few splashes did touch down on his face and he blinked in surprise, stared out into space for a moment and then bounced happily in his seat.

"Come on Clark, let's play catch." Alex popped back up from where she'd jumped into the pool with an inflatable beach ball.

Clark swam deeper into the pool to play catch with Alex, leaving Kara and Cat to pay attention to Carter.

Carter, who was still splashing his hands into the water that accumulated in front of him without a care in the world.

"You created this?" Cat asked, breaking the silence between them.

"Yes."

Cat sighed, knowing that when Kara resorted to one word answers she was embarrassed. "You didn't have to do that, Kara."

"Yes,I did. It would be unfair for Carter to be left outside of these activities just because of his developmental age. His muscles are strong and he is safe within the circumference of the…" Kara stopped talking when water was splashed at her.

Cat smirked, proud of her handy work in getting the younger woman wet. "Thank you, you goof ball. He appreciates it, and so do I."

Kara smiled brightly at Cat as she moved some of her wet hair away from her eyes, "You are welcome."

Kara and Cat held each other's gaze for what felt like an eternity and a mere second at the same time before the spell they were under was broken by Carter's impatient cry.

"Hey now, no need to yell." Kara soothed as she ducked beneath the water so only her head was visible by the edge of Carter's floaty. "We will pay attention to you."

Cat wished she didn't have to pay attention to her son as she would much rather be staring into Kara's blue eyes for just another moment longer. But motherhood had its prices and she needed to keep herself in check. Kara was a friend. A very good friend. There was no need to ruin that friendship with wanting anything more than she already had.

-.-.-.-.-.-.-.-.-.-.-

"Can I take Carter to feed the ducks?" Kara asked as she stood before Cat with a bashful smile. Clark and Alex were already buying the bread for their adventure.

The rain had finally stopped and allowed the group to continue their Disney vacation at Adventure Land. They had just exited the early morning show of Mickey and the Magical Map. It was almost lunch time and they were on their way to Toon Town to have lunch when they passed Donald Duck Lake. They had just stopped for a break when Alex and Clark saw the duck pond and the kids and families feeding the ducks. Surprisingly it was Clark that had wanted to feed them, and Alex followed suit quickly after that. Now it seemed that Kara wanted to be involved as well.

"Sure..." Cat watched as Kara picked Carter up into her arms and walked with the three kids to Donald Duck Lake. It was a round manmade lake where ducks and birds centered all around the edges and in the water as there were feeders on poles within the lake to draw them to it.

Cat and Eliza stayed where they were, watching as Clark ripped up the bread for everyone and handed them pieces to throw to the birds. Kara was talking to Carter as she demonstrated how to throw the bread, probably explaining the way muscles worked and why they were partaking in this day time activity. The very thought of Kara explaining scientific facts to her 18 month old son made Cat giggle to herself.

Except, it wasn't exactly to herself, because Eliza heard her and turned to her with a questioning eyebrow raise.

"I just imagine Kara explaining to Carter the different muscles used to throw the piece of bread to the ducks."

"Ahh…" Eliza nodded, smiling to herself as well, knowing that Kara was most likely doing that as they spoke. "Thank you." Eliza started, noticing how confused Cat was she quickly continued. "For trusting her with Carter. I know it means a lot to her that you trust her as much as you do. Not many…well she doesn't have many friends. And the last baby she interacted with was Alex. But as surprising as it may seem, Kara is wonderful with children and she gets along with them well."

"Probably because children don't judge as harshly as adults. Or something to do with her innocent smile-sets them at ease." Cat added in, finding it impossible to look away from Kara as she held her son close and spoke to him softly and calmly. "I couldn't imagine not trusting her with my son. She's the only reason he's alive. She's the only reason I'm alive. It would be hypocritical of me to trust her only during an emergency when life and death was at stake but not here at an amusement park."

Eliza nodded, her eyes scrutinizing the woman beside her to see if there was anything sinister or uncaring in the way she watched Kara. Eliza was protective of her friend. Kara had been through far too much in her life and although they were the same age, Eliza often found herself mothering Kara, and this time was no different.

Eliza hadn't had the chance to meet the infamous Cat Grant yet, but this trip was helping her get to know the woman—outside of the legend. Bruce had horror stories about Cat's ferociousness while on the job and as a former reporter that ferociousness worried Eliza. Kara was putting her whole heart into the relationship with Cat and Carter. She was willingly putting herself at risk because she trusted Cat but Eliza hadn't decided if Cat was worth trusting with all of their lives. But, she was beginning to see the woman that Kara and Clark spoke about. The woman beyond the title and fame and glory, just the woman, the mother of a young boy that Kara saved the day he was born.

"She values your friendship…" Eliza wanted to say more, but found she couldn't. Kara did value Cat's friendship and at the moment that was all Eliza should share. But she found herself talking nonetheless. "Kara doesn't let many people in. She's very guarded. For good reasons."

Cat finally looked away from Kara and Carter to meet Eliza's eyes. "If you're here to tell me how rare it is that Kara lets someone so fully into her life, you don't have to. I am well aware how rare it is, how rare she is." Cat straightened her shoulders, ready to defend her place in Kara's life. "She's become one of the few people I can talk to about anything. One of my few true friends."

Eliza nodded slowly, "It's important to know what you're getting into. You've already passed a line and…"

"Getting into?" Cat felt her heart rate jump, was she that obvious? Did Eliza know? "What line?" No, surly she meant something else.

Eliza sighed finding this more difficult than she thought it would be, "Just, just be careful. For both of your sakes."

Cat opened her mouth to question Eliza further on what she meant by her statement, but before she could the missing four musketeers from their group rejoined them. Her pursed lips turned into an immediate smile when she saw Carter's bright smile beaming at her from Kara's arms.

"Everything okay?" Kara asked, looking between Eliza and Cat and noticing something was off with both women.

Cat took Carter back into her arms and held him for a moment, his presence helping her calm down, before she settled him into his carriage. "Hello there my sweet boy. Did you enjoy the ducks?"

"Ducks….ducks…ducks…" Carter repeated as he bounced up and down in his seat.

"Ducks, yes." Cat beamed, tucking a stray hair behind his ear. "Now we're off to toon town."

"Toon, toon, toon," Carter repeated as his mother got behind the carriage and got at the ready to follow the groups lead.

"Toon town for lunch. Then separating and meeting up at the Jungle cruise?" Clark asked, oblivious to the tension that had existed between Eliza and Cat.

"That's the plan."

"Great, let's get going. I'm starving." Clark admonished his hand on his stomach.

Alex laughed, "When aren't you starving?"

"Never," Clark admitted as he wrapped an arm around Alex and pulled her close to give her a knuckle rub on the top of her head, teasing her back.

"You didn't have to do this." Cat tried, for what felt like the hundredth time to reassure Kara that she and Carter were fine on their own. Cat had expected the group to need to separate when she thought of the age gap. There were rides designed for Clark and there were rides resigned for Carter, and most of them weren't the same. They were currently waiting in line for their first ride.

"And I have told you. Clark will be fine with Alex and Eliza. Besides, I do not like roller coasters or ghosts." Kara explained, thinking of the California Screaming roller coaster that Clark and Alex were excited to go on as well as Haunted Mansion in New Orleans Square.

Cat smirked, wondering how long Kara would be preaching that she didn't care when they got off of It's A Small World.

-.-.-.-.-.-.-

Kara shivered as she stepped off the boat and helped Cat by taking Carter with her so Cat could get out of the boat as well. "You did not tell me that the characters were so frightening." Kara blinked rapidly as she helped Cat find their stroller and hook Carter into his seat.

Cat was busy laughing at Kara's horrified expression to pay much attention to the people that were staring at them.

Carter clapped his hands to the beat of Its A Small World with a smile.

"Here, let's do something less scary." Cat led the way, watching as Kara stumbled a half step behind her.

"Oh!" Kara's eyes lit up when they neared the King Arthur Carousel and got on line.

"Have you read any of the myths surrounding King Arthur?" Kara asked, feeling giddy as she looked between Cat and Carter.

"I know my fair share. But why don't you tell Carter about it?"

"Really?!" Kara's eyes widened at the permission as if it was rare that someone let her talk about the things she knew. It made Kara seem as young as she actually was. Yet, as she kneeled down in front of the carriage to talk to Carter about King Arthur and his round table she appeared as serious as if she were sitting in front of the board of directors. That was how seriously she took educating Carter.

It was magical listening to Kara talk about the knights and their adventures with the fae and King Arthur's duel with fate itself. The kids around them crowded around to hear Kara's passionate rendition of the love story between King Arthur, Gweniviere, and Lancelot. By the time they made it to the actual carousel the kids were almost disappointed that they couldn't hear more. Cat was disappointed right along with them.

The three of them sat on a bench, Carter between them. They were surrounded by horses and some of the very kids who'd been listening to Kara's story. Some of them even waved as the ride began and they passed them as the outer ring was going faster than the inside.

"Where to next?" Kara asked when they stepped off of the ride and settled Carter back into his stroller.

"Mad Tea Party?" Cat replied as she looked down at the map spread out across the handle of the stroller. "It should be just around that way…" Cat pointed in the direction she suspected they needed to head.

"Have you read Carter Through the Looking Glass?" Kara asked as they started walking towards the next attraction.

Cat smiled, shaking her head. "I thought I'd wait till he was a little older."

Kara bobbed her head up and down, "That is a sound decision. Especially as it was mostly written while under the influence of illegal prescriptions and contains the use of narcotics by several of the characters. Characters we may very well meet here at the Mad Hatters Tea Party."

-.-.-.-.-.-.-.-.-.-

"How about we stop for pizza before we meet up with Eliza and the kids at the Jungle Cruise?"

"I am hungry…."

"Which means you've been hungry for a while and haven't said anything." Cat rolled her eyes, knowing Kara was embarrassed by how much she could eat. "Come on,Red Rockets Pizza Port is through this way."

Cat led the way, watching as Kara artfully ducked and weaved between people so she never had to touch anyone as they made their way through the crowd. Sometimes Cat would need to stop because Kara would need to walk around a large group of people instead of risking walking through them, but she didn't mind. She was proud of how well Kara was doing surrounded by all of these people. She hadn't needed to stop once all day.

-.-.-.-.-.-.-.-.-.-

The group of three adults and three children were making their way back to their cars nearly three hours later. The sun was setting and the park was beginning to clear out. Many were trying to escape the mad exodus that took place after the final fireworks show.

They had all already seen the fireworks and with Carter fast asleep in his carriage and Alex practically asleep on Clark's back, the group was ready to head back to the hotel.

"But momm…." Alex whined as she was put into the car by Clark. Eliza ducking in to secure her seatbelt.

"No buts…" Eliza commanded, and Alex, although unhappy, tucked herself into her seat and promptly closed her eyes, ready to fall back to sleep.

"A pleasure, Cat. We'll see you back at the hotel." Eliza offered as her farewell before getting into the driver's seat of her SVU.

"Are you sure you don't need help packing Carter into your car?" Kara didn't want to admit that she didn't want the day to end. She'd spent the last eight hours with Cat and Carter, but still, the idea of being away from them for the ride to the hotel grated at her nerves.

Cat smiled kindly, "We'll be fine, Kara. We'll see you back at the hotel."

"Alright…" Kara watched Cat and wheel Carter away towards where she'd parked two rows behind them.

"Come on, Kara. Before the little one wakes up." Clark called, snapping Kara's attention away from watching Cat walk away.

-.-.-.-.-.-.-.-.-.-.-

"This was an amazing trip." Cat gushed as she closed the door, shutting Carter in. Her car all packed and ready to go back to National City, and back to the hustle and bustle of being a CEO, rather than just a mother and friend enjoying a vacation. "Thank you for inviting me. I know how special that makes me to be included."

"I could not imagine the trip without you and Carter. I am just glad you were able to get away long enough to join us." Kara looked over her shoulder and saw Clark putting the last of their bags in Eliza's car. Eliza was going to drop her and Clark off at the airport and they were heading back to Metropolis.

"I had far more fun than I thought I would." Cat admitted with a roll of her eyes.

She felt like she was a teenager saying goodbye to her date after an amazing time together, too afraid to be the one to lean forward and place a kiss on their lips. This whole weekend felt like it was one long date. A fabulous…spectacular…date. There was the awkward touching (on Kara's part), the fumbling words (on both their parts), the meeting the family, the break in the ice where they could have fun and just be together. The only thing missing was that kiss goodbye. A kiss that Cat found she wanted more and more, the longer she stood with Kara at her car, awkwardly trying to find a reason to stay in Kara's presence.

"I am glad you did."

"Jonathan will be sorry he missed this trip."

"Yes, but you can come back with him and Carter again. You are so close…"

Cat shook her head, her eyes softening as she stared into Kara's eyes, "It won't be the same."

Kara felt her cheeks flush a soft crimson. There was something in Cat's eyes that made the capillaries on her cheeks fill with blood and grow warm.

Clark and Eliza stood at their car, two empty car parks away from Kara and Cat, watching the interaction closely.

Clark rolled his eyes, "Just kiss her already…" He said under his breath, knowing that Kara could hear him.

With his two cents added, and a smack given to the side of his head by Eliza, he went into the car, pretending that the smack had actually hurt—even as Eliza cursed Kryptonian durability as her hand ached a bit from the contact.

Kara blushed even more and dropped her eyes away from Cat, staring instead at the gravel beneath her feet. Eliza sighed, and glared at the boy in the back of her car before she looked back at the two women and whispered: "Take your time and ignore him."

With that said Eliza waved to Cat and got into the driver's seat of her car, waiting for Kara to join them.

"It was a pleasure spending all of this time with you and Carter. I hope we can do a trip like this again." Kara fought against her embarrassment and slowly looked up, meeting Cat's hazel eyes once again. Something in Cat's eyes set her nerves on fire and yet offered a calm that settled over her like a warm blanket.

"The pleasure was ours, Kara." Cat's hands itched to reach out and touch Kara, but she refrained. She wouldn't be that person. She wouldn't step over a boundary that was clearly set between them. If Kara wanted to touch her then she was just going to have to reach out and touch he….

Cat's eyes widened and her breath caught in her throat as Kara stepped a half step closer, bent, and leaned over so that her lips could touch Cat's cheek. As quickly as it happened it was over. Kara was two steps away from her and shifting nervously on the balls of her feet like she wanted to run away at the speed of sound, but was fighting to stay rooted in place.

The warmth of where Kara's lips brushed delicately over her cheek was as red and warm as if she'd been in the sun for too many hours. She had to fight the urge to raise her hand up and touch the skin that had just been kissed.

"Safe trip home, Cathryn. I will call you when Clark and I are home." Without waiting for Cat's response Kara turned on her heels and rushed towards the waiting car.

"Ye-yes. Safe flight home, Kara." Cat called out after the woman, still standing by the front door of her car as she watched Eliza pull her SVU out of the parking lot. And only when it was clear and she could put her hand down from waving, she allowed her hand to travel to her cheek where Kara's lips had touched. With a pleasant shiver Cat smiled and got into her car, feeling invigorated and ready to take on the world.

Kara had kissed her. On the cheek. But that was just semantics. Kara had kissed her and she was sure the next time they saw each other in person it wouldn't just be on the cheek.

End Part 3