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The room was quiet now, the only sound the crackling of the fire in the grate. Martha took in a deep breath of air as she felt her heart rate begin to slow back down to it's normal rate. She felt Lionel's fingers gently circle the skin of her shoulder and she flexed her hand against his firm chest, playing idly with the thin covering of chest hair, dark sprinkled with grey. His body was so different from Jonathan's. Jonathan had been broad and bulky, whilst Lionel was lean, more muscular than she had expected with a strength she simply hadn't accounted for. Her lips thinned at the thought of her husband and she shifted, pulling herself into sitting position, her hair falling across her face as she avoided Lionel's speculative gaze. Her eyes scanned the room instead, trying to locate her clothing before she attempted an inelegant scramble for them.

Martha flushed as she got to her feet, knowing that Lionel was still watching her. There was no way of getting dressed in a calm manner after something like this she quickly realised, her hands shaking as she attempted to fasten her bra.

"I can help you with that," Lionel remarked from the sofa.

Glancing up, she saw that he was still reclining confidently, his eyes sparkling with mirth as he watched her. "No, I'm sure I can manage," she told him, biting back a curse as her fingers slipped on the clasp yet again. What had she been thinking? He was her boss, and a Luthor and yet she had fallen into his bed...although not literally, they hadn't gotten that far; without a second thought. She had been married twenty years and yet in the space of six months of losing her husband had found herself in the arms of another man.

"I can hear you thinking from here," came the sudden dry voice of Lionel. He got to his feet and gracefully pulled on his trousers, moving towards her in long strides. She could feel him at her back, feel his breath on the back of her neck. His hands slid round her front, brushing lightly against the back of her hands. "May I?" he asked calmly.

Martha bit down on her bottom lip for a moment before nodding. "Yes," she told him, her voice hoarser than she was used to. Perhaps now wasn't the time for belated modesty, after all she could hardly flounce out of here if she was unable to get dressed. His movements were deft as he clipped her bra into place, his hands brushing her sides as they moved away, finally settling on her hips, as he let her finish pulling it into place.

Lionel placed a kiss to just below her ear, smiling against her skin and she knew that he could feel her pulse starting to race again. "You have nothing to feel guilty about," he told her, his voice firm.

"I don't think guilt needs a reason, I believe it's known to be an irrational emotion."

"Aren't they all." He stroked at the soft skin of her hips, his mouth still placing chaste kisses along her neck.

She knew she should pull away, but she couldn't help but start to relax against him, although her guilt spiked. "This was a terrible idea," she murmured.

He chuckled, the sound throatier than usual. "I have to disagree, I thought it was rather inspired."

"I shouldn't have..." Her thought trailed away as she found herself unable to voice anything further, reason slipping from her once again.

"There's nothing wrong in seeking comfort."

"Nothing about this is comfortable," she retorted. Passionate, enjoyable and foolish yes, and most certainly disquietening but not comfortable.

Lionel turned her to face him, his brown eyes meeting hers, his eyebrow arching. "I'm not sure how to take that, but it hardly signifies." He looked at her thoughtfully and Martha felt her skin burn under is gaze. "Martha, I'm sure you have scores of reasons as to why this should stop now, but do any of them really hold up?"

"Jonathan..." she whispered softly, her eyes betraying her doubt, her indecision, her guilt.

"Is gone," Lionel stated blandly, and she winced at his words. "I know how much it hurts, the issues Lillian and I had faded when I lost her and for a time I thought I'd never be whole again, but retreating into that farm isn't going to help." He tucked her hair behind her ear, his thumb grazing along her cheekbone. "This can stop here and now if that's what you want, although I would like it to continue. But I meant what I said, I can seperate this from our working relationship."

Martha's mind raced, she could hardly think, could barely begin to reconcile the idea that Lionel Luthor was offering her an affair. She closed her eyes, letting out a sigh as she tried to force herself to think rationally. She would be lying if she said that she hadn't enjoyed it, but then there had always been something between them, a frission that underlined their every interaction, but that could be dangerous. But then she knew what this was, what he wanted; the physical. There would be no false declarations, no pretence that this was anything other than strong physical attraction and sex. Was that a betrayal? She didn't want another relationship, what she'd had with Jonathan...she doubted she would ever find that again, and she certainly wasn't about to start trying, but she had to admit to being lonely. No one seemed to see her, everyone greeted her and made all the right sympathetic noises; but she was well aware that she had been the outsider. Jonathan had been of Smallville and as welcome as she was, she was still seen to many of her generation as that city girl he brought back from Metropolis. Her eyes opened again, and she saw Lionel watching, waiting, like a predator stalking his prey she thought vaguely. He saw her, he encouraged her to speak her mind, to push her boundaries; although whether this was a good thing was yet to be seen. Surely she could manage a fling, something that made her feel anything that wasn't the numbing grief and loneliness she seemed to feel so frequently. "It wouldn't impact work?" She finally asked.

His mouth began to curl up into a triumphant smile. "Outside office hours," he confirmed.

"It stays between us." This time it wasn't a question but a statement of fact. "This isn't a romance, it's just..."

"An affair?" Lionel suggested easily.

"It sounds sordid when put that way."

"Then why put a name to it?" He held out his hands as he told her, "I'll make you no false promises, Martha. I have no more interest in obtaining a second Mrs Luthor than you have of becoming her."

She ignored his last statement, it didn't require her to answer. "Then we're agreed?"

"It would appear so." He reached for their wine glasses and pressed hers into her hand. "Should we drink to it?"

Martha wondered if perhaps she had just sold her soul to the devil, but at this moment she didn't want to turn back. Plus that glass of wine cost a small fortune and she'd feel wasteful if she left it. Her glass clinked with his and she drained her glass; dutch courage she told herself. She placed her empty glass down and instead reached for the rest of her clothing. "I should probably get going," she told him. "It's late."

"You could stay," Lionel suggested.

"Your employees would talk," she reminded him as she pulled on the rest of her clothes.

"I pay them too well for them to indulge in idle gossip."

"It doesn't matter how much you pay, people will always talk if they think someone else might be interested in what they have to say," Martha replied easily.

He smiled at that. "A well made point." He reached out and untucked the collar of her shirt. "Still I admit to being disapointed that you're leaving so soon."

"I have no doubt that you'll recover quickly."

Lionel laughed. "I always do," he told her.

He caught her hand as she made to move and pulled her into him, his lips finding hers. Martha pressed herself onto her tiptoes as she kissed him back, her hands threaded through his hair, pulling him closer. Lust was dangerous, she thought as she nipped at his bottom lip and she was playing with fire. She pulled away after a long moment, placing a chaste kiss to the corner of his mouth as she told him breathlessly, "If you could phone your driver, I'll meet him outside."

"Now I have to draw the line at that,"Lionel replied, his tone firm. "You don't even have a jacket. I'll call him round before you leave."

"I'm sure I'll manage a few minutes, I am used to being outside after all."

"Then think how odd it will look if you rush out of here, just to wait outside. You were worried about gossip."

Martha shot him a sceptical look. "Your concern is touching, Lionel, but why do I feel like you simply want to get your own way?"

"Because you know me," came the easy reply. His hand touched her cheek. "Although I admit that I don't like the idea of you hanging around outside my front door, it's a security risk if nothing else. Something could happen to you."

"No-one is going to target me."

"As my P.A. you could hold valuable information."

She rolled her eyes. "Lionel until very recently you simply used you P.A.'s for coffee and to manage your diary, which is what a large number of people still believe I do. No-one is going to think that you involved me in any part of your business."

"Which just shows how much they underestimate you."

"Then I'm safe to wait outside." Her hand covered his, drawing the palm across to her mouth and kissing it gently as she concluded with added firmness, "Good night Lionel." With that Martha snatched her bag and made for the door, a break for freedom before she could do anything else that was insane, or be talked into staying, because she knew that it wouldn't take much.

Lionel couldn't help but smile at Martha's exit, at the way she had refused to give into his demands, had tilted her chin in defiance and stood her ground. He reached for his phone and in the space of a few seconds had made his wishes clear. His shirt was a crumpled heap on the floor, but he pulled it on anyway, doing the buttons up with ease before he moved to the window.

He could see the bright lights of the limo, but it was too dark to make out anything else. He waited until it pulled down the long driveway before he stepped away, reassured that she would be safely on her way home. Sighing, Lionel reached for his decanter and poured himself a generous measure and then settled into his office chair as he considered what had happened. He had never expected the night to end the way it had.

The amber liquid burned at his throat as he drank; he'd thought that if he'd had her once then he would be rid of the constant level of feeling that plagued him regarding Martha Kent. It was a feeling he was unused to, he tended to have a short attention span when it came to women, they flited around him, wanting the lifestyle he could offer them, desperate for even just a taste. In exchange they would flatter his ego and warm his bed, no doubt in the hope that they would be the next Mrs Luthor. He had meant what he'd said to Martha, he had no interest in remarrying, never so much as considered it. Lillian had been a wonderful woman, clever, vibrant and kind, but despite all of that their marriage had disintegrated into a war ground. Her health had failed and while he had wanted to be supportive, Lillian had turned on him, picking out flaws that she had always seen but that she had decided were now intolerable. Julian's birth and death had only made things worse. He'd hoped it would be a second chance, a chance to rediscover the intimacy he had lost with Lillian and a chance for Lex to rally, the meoter strike had left him timid and withdrawn and he'd hoped a younger brother would bolster him.

Lionel drained his glass, trying to force his mind past these unhealthy thoughts. No, he had no interest in a new wife, although he had no doubt that it would irritate Lex; he couldn't supress his chuckle at that thought.

Martha though was an interesting prospect, on paper she was nothing close to the type of woman he would normally romance, but there was something about her. She challenged him and he'd come to realised that he actually respected her, a feat very few accomplished. It of course didn't hurt that he found her attractive, the way her eyes sparked and the warmth of her smile. Her loneliness at times was palpable and yet she held her head high, he doubted others even realised how she felt. When he'd held her in the after glow, he'd had the realisation that perhaps there were aspects of his previous life that he'd missed; feeling a smile aginast his skin, the soft touch and kiss of a lover as they came down from their mutual high. Things that he'd not had in a very long time, most women were out to impress him, to prove their prowess. It was ironic that despite the sometimes rather gymnastic talents of these women, that Martha Kent who had spent her days toiling the fields in flannel would be more passionate and more diverting than any of them.

He would have to be careful, he didn't want to lose her as a P.A. she had proven herself as a valuable employee and he was loathe to let that slip through his fingers. However, neither did he want to call a halt to this affair. It was reassuring that Martha had no interest in anything long term and given her morals and principles he couldn't imagine her attempting to blackmail him. This could be manageable, he would hand her the appearance of control, after all he doubted that she would want anything other than a brief interlude, and simply enjoy their time together. Lionel leaned back in his chair, given tonight he had a feeling that their time together would be very enjoyable indeed.