A/N: Oh boy, where to start? This is my first ever story for Smallville, so its going to have some rough edges. It starts off on the evening of the Jonathan Kent's proposal to Martha, so its going to be a little confusing. After the prologue I'm bringing in a younger (much younger then they are on the show already) Clark, Pete, and Lana to the story. I dont own any of the characters from Smallville, just the ideas for this story.

Amazed

Prologue

"I'm glad I found you," Nell Potter said, as she came towards his table. She had taken off her jacket and was folding it over her arm when she reached him.

Jonathan Kent was seated at the most fancy restaurant that Smallville had to offer, which of course meant a one roomed Diner at the edge of town.

He was wearing a handmedown pepper grey suit with a brown tie and a pair of black trousers, along with his good clothes he had his hair combed back just like he did for church. Perched on his lap was about a dozen red roses tied with a pink ribbon around it.

"Nell," he whispered hurriedly, half rising out of his chair, "What are you doing here?"

"I – I love you," she whispered. Plucking up all her courage she moved around the table, and kissed him softly on the lips.

Trying his best to take in what had just happened, he pulled his lips apart from hers breaking the connection.

"Nell, no," he said, gently shaking his head, "This can't happen. Our relationship ended almost a year ago, I thought we were both moving on with our lives."

"Jonathan, please," her voice was begging, "Cant we at least give it another try? Another chance? We had a bumpy ride when it started and we eventually got around it, cant we get around this bump we hit and try-"

He was no longer listening, his eyes had been scanning the restaurant and were now resting on where Martha Clark stood.

Her dress was black, perfectly outlining all the cruves of her body. It was cut off at the ankles a slit running up the right side of her leg, at the shoulders the dress dropped down into a v neck showing some of her cleavage. Her hair had been cut and was full of body, as it rested against her shoulders.

"... I just think we should give it another try, I mean don't you?" Nell was saying, as he clued in that he was still standing beside her.

"Martha," he breathed, taking the whole sight of her in. He was about to move toward her when he saw the hurt look on her face and instantly realized that she'd seen Nell kiss him.

"No!" he yelled under his breath as Martha moved to get out of the Diner, "Martha wait, it wasn't what it looked like, please don't go!"

With the flowers in his hand he moved past Nell and around the table towards her. She'd turned to leave but stopped when he'd called after her. With his heart racing he walked up beside her, taking her hand in his.

"Martha Clark, I don't know what you think you saw back there, but I swear to you it wasn't at all what it looked like, I promise," Jonathan started, facing her, "I had this evening planned out perfect for just the two of us and if you want to leave, then I wont stop you. But if you walk out that door then we'll never know what could have been..."

Martha's eyes didn't meet his as he spoke but focused on the floor near her feet. Slowly after a while she lifted her head and locked eyes with his bright blue ones.

"She loves you, doesn't she?" Martha whispered, her head nodding slightly to Nell who was watching them, "I don't want to be the girl who breaks another girls heart."

Jonathan sighed heavily, his insides were turning and twisting and his stomach was clenched up into one big knot. This had been the one shot he'd felt he'd ever get for asking Martha Clark to marry him and he wanted to make it all perfect for her, but after what Nell had done, the atmosphere of the Diner had lost its perfect touch.

"Me and Nell are over," he insisted, "We had a good relationship while it lasted, but there wasn't anything there between us to keep it going."

Martha's eyes travelled from his gaze to where Nell stood behind them a look of guilt plastered on her face. She bit back tears as she shook her head turning to leave.

"I'm sorry Jonathan, but I – I can't do this," she said her back turned from him as she walked out the door.

Jonathan became very aware of the pain of heartache that rose up in his chest as he watched her leave the Diner, he also became aware of the crowd of people that had been watching him and Martha. He was about to apologize to them when a voice from behind cut him off.

"Go after her." It was Nell's voice telling him everything that he wanted. She rested a reassuring hand on his shoulder as she approached him.

"I saw the way you looked at her, it was like no one else was in the room, and for you to give that much affection and love towards someone, then she must mean the world to you," her voice was cracking as she spoke, "You'd be a stubborn fool not to go after her."

A tear escaped slipping down her cheek and he moved forward to brush it gently away with the sleeve of his shirt, bringing her into a hug. He knew how hard it must have been for her to say that and he wished that things could have been different for them.

"Now go!" she cried breaking into his thoughts and pulling away from him, "If you don't leave now, you'll never get her!"

He turned to leave, his hand on the door his other hand still gripping the stems of the flowers, but stopped himself, twisting around to look at her.

"Nell... thank you," he whispered. She held back more tears as she watched him run out the door and across the parking lot.

He knew Martha hadn't driven to the Diner cause he didn't see any keys in her hands nor did she have a purse with her. Glancing around he knew where she was headed. The main road in front of the Diner lead into Smallville's town square, it wasn't more then one kilometer away and about a twenty to fifteen minute walk.

It was really late in the evening, he realized now. The stars had come up early and the sky was becoming a dark fading blue. He would've stood back and admired them if he wasn't in a rush to catch up to Martha.

As he made his way down the unpaved road he saw her up ahead, she seemed to be paying no attention to where she was going, her head was bowed and she was trudging along slowly.

Running faster he managed to catch up to her and took hold of her hand, pulling her aside, right in front of a large open field of grass, the only noise that broke the silence was the soft mooing of grazing cows.

"Martha," he said, lightly pulling a few strands of hair away from her face. He was shocked to see that she had been crying, her eyes had a light touch of redness to them and he rubbed his thumb gently under her eyes to brush away the dampness from the tears.

"Why – why did you come - " He cut her off by placing a finger on her lips.

"Shhh," he said, soothingly. "Martha Clark, from the moment we met, you have made me feel more special then anyone else ever has and if I could spend the rest of my days by your side making you feel as special as you've made me, then I promise you I would. I love you, Martha... will you marry me?"

He slipped down to one knee, placing the flowers beside him and from his pocket produced a blue ring box which he popped open to reveal a diamond engagement ring. With his other free hand he took her left one in it.

Tears broke away freely now as she nodded her head, a smile cracking her tear stained face.

"Yes, Jonathan, I will," she said, as he slipped on the ring on her wedding finger.

He stood up and pulled her into a hug, his lips brushing against hers, his own smile breaking across his face.

Up above the happy couple a star twinkled and then burned out...

A/N: So what did you think? Please R & R. I hope to have chapter one up soon. Also ideas and thoughts are welcome. Thanks.