Kara walked around Catco aimlessly three weeks after Robert's funeral. She wanted to talk to Lena about certain arrangements with Lori but knew the conversation in itself would cause aggrivation. Kara sat at her desk, and began drumming her pen. The Danvers was too lost in her thoughts and didn't hear Lena approaching.

"Miss Danvers, are you okay?" Lena's voice was firm, but Kara jumped. She shifted her glasses up her face nervously, "I uh…Well um-"

"Come to my office and we'll talk." Lena said sternly before going to her office.

Kara breathed out a sigh of relief, getting her heart rate back to normal.

Lena looked back to herself-almost. She was wearing a pencil-skirt with a dark red blouse. Her lipstick was dark red, while her eyes still looked haunted.

Kara almost stumbled into Lena's office moments later with a notebook in hand.

Lena leaned on the front of her desk, eyeing the fumbling reporter, "You appear nervous, is everything okay?"

Kara's mouth formed an 'o' shape while she hesitated, "I uh…We need to talk about Lori." Before Lena could reply Kara interrupted, finally locking eyes with her, "Custody arrangements."

If Lena wasn't having a good day before, she was about to make Kara's ten times worse. She crossed her arms over her chest, "Things are getting better between me and Lori, why would you seek custodial rights?"

"Lena, you have to believe me when I say that I think that you have done an amazing job for Lori, but while you are getting therapy and help with-" Kara was fidgeting and fumbling.

Lena cut her off, "Lori has said something hasn't she?"

Kara hesitated. Lena laughed, "She doesn't feel safe with me does she?"

"I never said that-"

"But she did." Lena said in a saddened tone, "I love her so much Kara, I am trying to be better. I do homework with her, I try so much."

"Okay…" Kara said suddenly having an idea, "Instead of fighting and taking this to court and making this thing public, we can make arrangements now."

Lena waited for her to carry on.

"We are both her mom's and I'm not trying to take her away from you. I would never ever do that to her or you because you love each other equally. This is not on Lori, Lori hasn't said a word I just-" Kara sighed, "I've spent time thinking and I…I want to try and be there for her."

"You are her biological mother and she does spend two days at your place every now and then for training…" Lena began thinking aloud. The situation began to make at least some sense.

She was about to carry on before a certain blonde burst into her office.

Speak of the devil. Lena thought, putting on a smile for her daughter, while Kara pivoted on her heel to face Lori.

"Mom!" Lori said with urgency.

"Yes dear?" Lena asked softly.

"Not you." Lori blurted, not realizing what she had said.

Kara swallowed a lump in her throat that instantly appeared and felt herself pale.

"There is a fire at my school. Like, a big one, I can't put it out-well, I can but…I also can't." Lori said to Kara, fumbling before vanishing out of the door.

Kara turned to Lena and noticed that she suddenly looked upset, "Lena- that was the first time she has ever called me that, I-"

"It's fine." Lena said softly, "As I said, we are both her mothers. Go." Lena felt terrible inside. She felt like all of her hard work had gone to nothing. She was jealous that Lori now had Kara in her life and was calling her by the very same name.

She sat on the side of her desk, feeling deflated. The Luthor walked around to the other side of her desk, sitting down in her chair.

Deep down she knew that Kara would never take Lori unless she certainly had to. She wanted her daughter to be happy, but while she was with Kara on those evenings when she was training, being at home felt empty and cold.

One day she knew that Lori would also go to college and she would probably be in the same prediciment and she would be fine with coming back to an empty home every day. Why did she hate it every time she left for two days just to go and train with Kara?

The Luthor felt like she was losing control and she hated it so much. She began to hate Kara but just didn't get it.

Later that evening Lori walked in from school with a bucket load of homework. Lori smiled upon seeing her mother. Lena was strewn on the sofa asleep. The young girl merely shrugged to herself and made her way to her own bedroom.

She appeared two seconds later with a purple blanket. She draped the blanket over her sleeping mother before taking off her shoes. Quietly, she walked over to the fridge and poured herself some cola before returning with the glass. Gently, she grabbed a glassmatt from the middle of the table and placed it where she wanted it.

The drawer to the TV cabinet was opened gently as to not wake Lena, and the small Luthor grabbed her iPad and headphones. She sat beside her mother, and placed a gentle kiss on her cheek before whispering, "I love you."

The little Luthor spent an hour on her iPad before putting it away.

5pm, the clock read when Lori looked up at it. She thought about waking Lena but then decided that leaving her asleep would probably be a good idea. To numb her boredem, Lori grabbed her school books. She scowled so heavily at her science homework and her maths homework that it gave her a headache.

The girl put her books to the side that were Math and Science and decided to focus on the subject she strongest at, English. As she was writing, Lori smiled to herself, "Write about a hero of yours and in paragraphs, say why they are my hero and what you think your hero could improve on." Lori muttered to herself. With a smile on her face, she glanced at Lena, "Supergirl may be a hero to me but nothing comes close to you mom."

Two hours and twenty pages later-oops. Lori had finished writing.

Once she put her books away, she knelt beside Lena and shook her gently, "Mom." She said softly, "It's seven and you've been asleep for a while…I could fix you something to eat."

Lena grunted, "Everything aches."

"Oh." Lori said, "I can help you out with that."

"It's probably this sofa." Lena said with a small smile as she sat up, "Seven did you say?"

Lori nodded.

"What have you done in that time?"

"Some homework, but I need your brains for Maths and Science. I stared at it for so long that it gave me a headache." Lori chuckled.

Lena placed a finger in between the youngster's brows, making Lori scowl, "What is it?"

"You have a crinkle." Lena laughed, "When you get confused about something or think really hard…You get a crinkle. You inherited that."

Lori blushed, "So um…Want me to make you something? Wine?"

"No, no more wine. I'm tired of that." Lena said softly, placing a hand on Lori's cheek. She pushed away stray strands of hair and looked into her daughter's eyes, "I'm going to change my ways. I need to stop being grumpy with you when you have done nothing to deserve it. I have been terrible to you and that night I-" Lena choked on her words, "I'm never going to do anything like that to you ever again. I'm going to try harder for you."

"I love you mom." Lori said with a voice that was shaking.

"I love you too." Lena smiled, before kissing her daughter's crinkle, "Always."

"So, do you want some water or anything?"

"Water sounds good. Use the bottle in the fridge though, it's been cooled."

Lori walked across the kitchen and went to the fridge, pulling out a clear plastic bottle, "This one?" She asked.

"Is it a litre?"

Lori frowned at the bottle as Lena was stretching. "It doesn't say…"

"I was joking, that is the bottle. Thank you honey." Lena smiled, "And if you are offering to make dinner-"

Lori suddenly got giddy, "I have lots of ideas! I could make you a nice fish sandwich with fresh fish. I could fly to Spain and- No, I can't fly because that draws attention…"

Lena frowned, she forgot how much she could ramble.

"Honey, honey, slow down. Surely you can create something from whatever we have in already?" Lena said with a small laugh. She loved how Lori just froze.

Lori then laughed, "Of course I can just make something from in here." Her head was already in the fridge, "So, we have a few options…Uh…I could make a Calzone, from scratch."

"You can make anything from scratch. I honestly want to know how you learned to cook." Lena said, standing up. She walked into the kitchen and poured herself a drink of water, "Honestly, surprise me."

"Okay!" Lori beamed, closing the fridge. She then crossed her arms.

"What?" Lena asked as she held the glass of water to her lips.

"I can't surprise you if you are seeing the ingrediants."

Lena put her glass down, and held her hands up, "Sorry…Also, before I go back to the lounge, I've been thinking."

"That's dangerous for you." Lori said sarcastically.

"Watch it." Lena quipped back, before taking a breath, "What do you want to be after you leave school? I know I have a while yet but…We both know that Science isn't an interest for you."

"Who said I wasn't interested? I just don't get it. I like it, don't get me wrong…I just don't get it. The same with Maths-actually that's a thing. I've moved up a grade in Maths…Before I was getting an F, and now I'm on an E." Lori said, seeming rather excited about just that one grade.

It wasn't what Lena expected. Now she understood why Lori kept her grades a secret.

"And how are you on other subjects? English? Science? Food?" Lena asked, rubbing the back of her neck.

"English? I'm getting around B's and C's depending on the assignment…Science…Just scraping a pass and Food, A*." Lori said to Lena.

"So Science and Maths aren't your strong points?" Lena asked, more or less thinking out loud, "We need to work on those. Especially Maths because you need it for every job."

Lori sighed heavily, "I'm trying so hard."

"I know you are honey, I know. We just need to work on it and you'll get there. I promise." Lena said softly, "But what do you want to be?"

"I've thought about being a Chef or a Journalist. Both ideas sound great to me." Lori said to her.

"So not a Scientist?" Lena asked.

"I'm not like you mom and I mean that in the best way possible." Lori said quickly.

"I know honey, I know." She knew exactly why Lori had that reaction. It hurt because everytime she was drinking, she would snap at the slightest thing that wasn't intended to be an insult. She wished she had never turned to alcohol because Lori was still scarred and probably always will be by the experience.

Lena pulled Lori into a hug and kissed the top of her head, "I love you and I'll never stop loving you either." She let her daughter go slowly, "Go on, make me something amazing." She smiled. On her way back to the lounge, she picked up her glass of water.

Lori was happily creating amazing food, too lost in her own world to realize that Lena was watching her, admiring her daughter from afar. Finally Lena took a drink of water and put it down.

After about two minutes Lena began coughing. When she didn't stop Lori froze, "Mom?"

"I'll be okay honey." Lena said softly, coughing more. When Lena pulled her hand away from her mouth and saw blood droplets on her hand, she knew instantly that she had been posioned.

She looked back at Lori. Lori hated the look on her face. She knew something was very wrong when she actually listened to Lena's heartbeat.

It was erratic.

The little Luthor dropped everything she was doing and super-sped her way to Lena. Before she could ask, she looked at Lena's hand and saw the droplets of blood.

"No." Lori gasped, "I've only just got you back." Tears fell down her cheeks and Lena could tell that maybe this was it. Lori could hear her heartbeat and something felt so final about it.

"Lori-Lori, listen to me." Lena gasped, "I haven't got much time and you know I haven't."

Lori felt Lena getting weaker as the seconds ticked by.

"Mom, you're meant to be there, all the time." The young girl gasped, desperately, "I can't do this again."

Lena felt a tear trailing down her cheek, "I want you to have a brilliant life okay? Go and do whatever you like, be who you want. You'll be amazing, I know you will."

"What about L-Corp? What about Catco?"

"Trust you to prioritize those." Lena laughed, while Lori laughed too, "My Will, will explain everything but this is about you." Her voice grew softer, she could feel herself getting weaker. She didn't want to leave Lori and if she had the choice, she would stay.

"I am so proud of you." Lena gasped, as a raging cough left her body, causing Lena great pain, "When things get hard, don't do what I did. You have Kara and Lucy…Winn when he turns up again. You have a family which is something through having you and Robert that I had the luxury of. Kara and my friends are family too but you and Robert, but mainly you. You brought out the very best of me. I realized that I could be a mother. I never realized I was capable of that until you came along."

"Mom." Lori cried, shaking, "I have done all of this with you…I can't be without you."

"I'm so sorry sweetheart but you are going to have to live without me." Lena said as a tear fell down her cheek, "On Friday it's your birthday. You're going to be fourteen." She smiled, "I'm going to miss it…And lots more but that doesn't matter because I will always be with you no matter what you do."

"Lori Luthor." Lena began as more tears began to fall, "I love you."

With that, Lena's body fell limp in Lori's arms. Lifeless eyes stared back at her, and as Lori sucked in deep breaths she listened.

She heard five more slow beats of her mother's heart before it finally stopped. That's when Lori broke. She cradled her mother's lifeless body to her chest and let out a scream that even Kara could hear from her apartment.

The Kryptonian soon came crashing into the apartment door dressed in her pyjamas to Lori's aid. Little did Kara know that she was too late to save Lena.

Kara felt her heart break as she saw Lena in Lori's arms. Kara had lost her best friend and once again in a really short amount of time, Lori had lost someone that she had loved.

"Lori." Kara said softly, trying to stop her own voice from shaking, "Lori, what happened?"

"She was poisoned!" Lori tore the words from her throat. It hurt so much. Her heart hurt so much.

Kara looked around and found the glass of water on the table. She smelled it closer and realized that before the pair had even got home, someone else had gotten in.

"Lilian." Kara gasped, anger pooling her voice as tears stung her eyes. Kara walked back over to her daughter and wrapped her arms around her. Gently, she used one hand to close Lena's eyes for her daughter. The Kryptonian didn't say a word. She let Lori cry herself to sleep through exhaustion before deciding to call the DEO.

It wasn't until later that night Kara was dressed as Supergirl, walking through the desert. She turned when she heard a branch snap, "You really went that low?" She called out to the figure.

"It was necessary." The voice said back to her. Kara's heart picked up it's pace as the figure stepped out into the moonlight, "Hello again, Kara."

"Lex." Kara gasped, staring at the manically smiling man.