Rating: This story gets a *strong* T rating.
Characters/Relationships: Clark Kent and Lex Luthor, (16/23) based around their brotherly relationship. There are also other Smallville characters throughout the story, (Lana Lang, Chloe Sullivan, Pete Ross, Martha/Jonathan Kent) including two new characters, one who is a character of my own making, and one who is a...special cameo. ;)
Warnings?: Oh, yeah. For one, there is mentions of blood throughout. There is drama involving guns and shooting, and mentions of murder, and a whole lot of tension going on, and there is, perhaps, some very, very slight out of character-ness in regards Lex Luthor. Although when I wrote him, I wrote him as Smallville portrayed him, to the *point*, so it mostly depends on the way you read it. :P
Word Count: IT'S OVER 9,000! Seriously, it is. ;D The story ended up being 9,709 by the time I was finished.
Notes: There are a few things that I feel as though I should point out to everyone before they actually sit down and start to read my newest work. :P

1): This story is based around three different story lines in the Smallville continuity. The storyline involving Lex being accused of murder comes from Chimera Part 1 and 2, which was a storyline in the Smallville comic book. The storyline with Clark losing his powers, being mortal and ending up getting shot comes from 503 - Hidden where a similar story takes place. And Jor-El punishing Clark for disobeying comes from the Season two finale Exodus. They are all merged together to make this one storyline. :P

2): The style of this story is a bit different than what I normally do. That is because I was heavily influenced, and went on to base this off of the way that Mrs. Devin Grayson, writer of the Nightwing/Gotham Knights comic book and the Smallville Novel "City", writes her fiction. So, that is the reason why many things are more detailed than most, and it is written much like an episode of Smallville itself, as was my intention. I wanted everyone who read this to envision Tom Welling and Michael Rosenbaum as Clark and Lex, throughout, as though you were seeing everything in your mind as you read. ;) Tell me if it worked, or if I failed please! :D

~Dedicated to Mr Grieves for being a totally hilarious and awesome dude, and helping me out with the original plot, SaishuuHeikiKa for managing to help me with the opening of my story all patiently, and ATL...for. Well, I actually can't remember, but I believe that I promised to give her a mention. And also to all of my other many friends for their totally awesome and epic support and suggestions, for without them...this story could have never been made. You guys rock! :D~

(C): Clark Kent/Superman and all related characters belong to his creator, that awesome dude, you know who he is. The TV series Smallville doesn't belong to me either. Seriously, I don't own him or the series or ANY of the characters in this story other than William Barnes, since I created him. :P So yeah, I'm not at ALL daring to claim ownership over Clark! He isn't mine, and you should know this. I only own this little fan fiction based on the series! Don't sue me for anything, please!


Driving through the dusty country roads of Smallville Kansas, Lex Luthor clenched the steering wheel of his sliver 89' 911 Carrera Porsche in a death grip. He glanced slightly to his right at the passenger seat, where a single metal briefcase lay propped up against the leather. He sighed with an annoyed breath, and shut his eyes as he gave the wheel a sharp turn and began down a simple dirt road that connected to a long abandoned farm land, where he, no doubt, knew his contact was awaiting him. As he drove in silence, Lex thought back to the exact steps that brought him up to this point, where he had willingly agreed to meet with the younger brother of the man who he had been accused of murdering.

It had all happened less than a week before the boy started to threaten him. He was sitting at the Talon—A rather popular movie theater turned coffee shop in the downtown district of Smallville that was co-owned by Lana Lang.-with his young friend Clark Kent, when his cellphone chirped loudly in the middle of their conversation, drawing Lex's attention. When he answered, he was pleasantly surprised to hear the voice of Malcolm Barnes, an old childhood friend, on the other end of the line going on about his newest breakthrough. They had known one another since their days in Excelsior Academy prep school, and Lex considered Malcolm to be one of his only friends that he could thoroughly trust, and because of that bond, he knew that deciphering the hieroglyphics of the mysterious Kawatche caves would be the perfect assignment.

However, upon actually heading to Metropolis to meet with him in his apartment, Lex Luthor was met with a rather disturbing sight. Malcolm was dead, stabbed in the chest with a decorative knife—his knife that had been stolen from his office in his own mansion-and his body was surrounded by blood stained papers. With closer examination, Lex realized that they were printed e-mails that contained various death threats and heated words apparently from himself to Malcolm. Although, Lex quickly figured that he was simply being set up. If for money, for revenge, or to taint the Luthor family name even more, he didn't know, nor cared for the explanation. All he knew was that Malcolm was dead, and that he had died merely for the sake of framing him.

Lex slammed a fist onto the horn of his Porsche as he recalled the painful memory, and how the anger of the event had not passed, and now with what trouble had managed to rear its ugly head; he knew that it more than likely would not pass for quite some time.

Two days ago, he had begun to receive calls from a blocked number of a man who claimed that he was the brother of his old friend, and demanded to know the reasoning behind why the young Luthor had done such a thing. At first, Lex was genuinely confused, finding it difficult to remember Malcolm ever having a brother, but as he looked back during their many years of friendship, he very faintly remembered his friend mentioning his younger brother at one time or another. William Barnes. Although five years younger, William was a caring and free spirited boy, who Lex remembered was always writing to Malcolm-ever curious to know about his teachings, and if he could teach him something new when he came home—and seemed to look up to his older brother in all ways possible.

But now, he had managed to naively fall for the clever setup that the true killer wanted all along. He believed that Lex Luthor had killed his older brother, and he wanted revenge. During their last cellphone conversation, William asked for him to show himself at the given address, to come alone, and explain the truth to him, or there would be consequences.

After all the years that I've been accused, Lex thought wryly as he drove down the road, turning his head to stare out of the window to his left, glancing at the trees that seemed to blur oddly due to the speed of his car, I really oughta be used to all this…

William had threatened him, said that Lex would suffer if he denied him the truth. Even though he was unconcerned about what the boy would try to do, he considered the fact that, since he was so full of grief and it had made his judgment clouded, William was a threat in his emotional state of mind. And as long as he thought his brother's killer was still out there, he was dangerous. Lex knew that he had to put an end to this insane notion before anyone else got caught in the crosshairs.

Snapping out of his thoughts, Lex turned his eyesight back toward the road ahead of him, and briefly caught the form of a young man stepping out of a darkened barn. He slammed onto his breaks, reached for the briefcase beside him and opened the car door, stepping out. William walked forward and addressed Lex, a hard frown placed on his lips and his hands were hidden within the pockets of his faded blue jeans.

"Well, it's about time you showed up, Mr. Luthor." He spoke coldly from across the asphalt street, not at all daring to close the gap between them, for he wanted to be able to watch Lex's every move, but also keep an eye out in case of double cross. "This time, you better give me what I want. I'm sick of playing this ignorant game."

"As am I, William," Lex said, sighing softly. He placed the case upon the hood of his car and closed the door behind him, as he continued, his back turned. "I'm not sure what you're hoping to gain from all this, but you'll be rather disappointed to learn that my original answer still stands…I didn't kill Malcolm."

When Lex turned around to face the younger man, he was able to fully take in William's appearance for the first time. He wore a short faded brown jacket over a plain black t-shirt, his hair was blond, seemly messy as it stuck out at several different angles, and rather short in length. He bore a very striking resemblance to Malcolm, and in spite of himself, Lex grinned. His mirth was short lived; however, for as quickly as Lex had looked him over, William began to yell.

"Stop lying to me!" William screamed, his voice cracking with the last word. He pulled his hands out of his pockets, and waved them in front of his body, emphasizing his now flowing anger.

However, Lex remained still, his own hands in the pockets of his black duster while his expression remained calm and unreadable, despite William's rage. Of course it would be the *one* time I'm actually telling the truth about something, that people still think I'm lying…. The boy's expression took on a darkened gaze as he stared at Lex, his voice suddenly containing a sharp edge,

"You can't hide behind the paper thin excuses forever, Lex. I know your family well enough to know that you don't make friends; you make enemies, victims, puppets, or just helpless people like Malcolm to use until you get tired of them! And then you get rid of them, not even caring what anyone else thinks!"

"William…" Lex started and then stopped half way, breathing slowly. He wanted to tread carefully over his next few words, in fear of setting the young man off even further. After a moment, he spoke again. "…Despite all of that, I was not responsible for the death of your brother. It was a setup intended for me, done by a man named Dominic Sanatori."

William's defense dropped slightly, his hands falling to their sides and his expression taking on a shocked look, uttering only a quiet, shaken 'What?' in response. Lex then reached for the briefcase that still rested on top of his Porsche behind him, however, William only stood frightfully numb, the words replaying over and over in his mind, as his brain tried to desperately process what he had just been told.

It was a set up? Malcolm died because of a set up? My brother was killed just because someone wanted to *frame* Lex Luthor? His mind frantically screamed out in anguish, he bit his lip tightly and shut his eyes against the voices, trying to shield away the thought that his brother died so worthlessly. No, no, this can't be true. My big brother didn't die because of this. It couldn't have happened. He's lying. He's lying! He's a Luthor, they always lie. That's what they've always said about them. They're nothing but liars. They never stop trying to get what they want. It's not true. It's not true!

"You're lying to me…" William whispered bitterly as Lex stepped forward with the briefcase in hand, his voice suddenly changing from loud and furious to low and threating. Lex looked at him with narrowed eyes when he heard his remark; his expression shown with renewed frustration at the poor boy's refusal to accept the truth.

Before William had a moment to even try and *consider* continuing on in rage, Lex cut him off, bringing the briefcase in between the middle of them, and holding it front of the younger man.

"No, I'm not," Lex said, his eyes locking with William's, "Dominic worked for my father, William. He killed your brother in an attempt to get to me, to try and push me over the edge so that I would finally kill my father and wind up in prison. This briefcase contains all the facts that you—"

That was the final straw to break apart a dam of emotions that was threatening to erupt from within since the moment William first laid eyes upon Lex. With a single swift action, he swatted the briefcase away from his chest and out of Lex's hands, as it clattered to the ground below with a loud thud; Lex looked up at the young man in bewilderment, as William's eyes narrowed coldly as he stared at Lex with a piercing gaze held tightly. He reached into his jeans pocket and pulled out a black Glock 9mm pistol and aimed it directly at Lex's forehead.

"Enough is enough!" William snapped at Lex, his voice dangerously low, "You can't backpedal your way out of this, Lex. No matter how hard you try. It won't work, because I refuse to stand here and be ridiculed by you into believing all these frickin' lies!"

"William, listen to me," Lex said calmly, putting his hands up in in defense, "Calm down, and put the gun away. I can…"

Lex slowly reached out for the briefcase that lay beside him, but as he did William quickly fired a single shot near the handle, barley missing the top of Lex's hand as it bounced off and blackened the metal. Lex backed away from the case and stood once more, scowling at William and the barrel of the gun that now was pressed against the side of his temple, he breathed roughly and tried to keep his bubbling anger in check.

"No!" He bellowed, taking a hold of Lex's purple shirt and bringing him close, "I'm sick of this! I'm sick of you, your family…and most of all I'm sick of the influence you had on my brother! Because of your need to betray everyone you've ever known… that's the exact reason Malcolm wound up getting a first class ticket to the morgue! I intend to get justice for my brother's murder, Lex. And if this is the only way it can be done-then fine! This way, you'll never hurt anyone—"

"William, don't!"

A voice frantically shouted from behind, causing for William to move his gun away from Lex's head and crane his neck awkwardly to see who was stupid enough to interrupt. Lex's own eyes turned towards the source, and they suddenly went wide with surprise at who stepped from his hiding place. He was a few years younger than William, sporting a simple red jacket over a plaid blue shirt, and short black hair. Lex moved forward slightly, as William was currently distracted with his presence, he could tell that the boy was out of breath, but the concern for his friend's wellbeing was still evident in his blue eyes.

"…Clark?" Lex spoke, his words thick with confusion. Shock held in his expression as Clark looked from William onto Lex, and both men locked eyes with one another. "What are you doing here?"

Lex suddenly felt the need for an explanation, despite the fact that a gun was still being pointed at him. Clark only smiled at Lex sheepishly.

"I…I came here to help, Lex."

Unbeknown to him, Clark Kent had been trailing Lex Luthor for the past hour in the Kent family's 86' Dodge Ram. Clark had openly lent a hand when Lex was accused during the Malcolm drama. Going out of his way to help him and prove to his persecutors that it had all been, just as Lex tried to explain days before, a reckless set up by a jealous man. And so, when he suddenly began receiving phone calls that obviously brought him large amounts of distress, Clark was quick to offer to help his older friend once more; however Lex harshly turned him down.

"This doesn't concern you, Clark." Lex had said when Clark appeared at the mansion's library-A place where his friend spent most, if not all, of his time-hoping that he would finally see his point of view and allow him to help. However, Lex only leaned forward in his chair; his hands cupped underneath his chin as his arms rested on his glass table. He spoke seriously towards Clark, uttering only a single sentence. "Stay out of it."

Clark was never one to follow orders that well, especially when his friends were involved.

After having left the mansion with a rather disappointing outcome, Clark headed straight to Smallville High, stopping at the Torch office to speak with Chloe Sullivan. As one of his closest friends and the editor of the high school's newspaper, Chloe was someone whom Clark considered to be one of the most brilliant girls he had ever met, and believed that if anyone could track down the reasons why Lex was so uptight, it would be her.

"I dunno about this, Clark," She had told him hesitantly when he approached her, explaining quickly what he needed and why, "If Lex doesn't want you involved, did you ever stop to think that maybe there was a good reason?"

Clark shrugged, leaning against the wooden computer table that Chloe was busily working at, "Maybe…I'm not really sure, Chloe. But that doesn't matter anyway; I still want to help."

"Of course you do, Clark. It's forever a branch on your character tree. You're always eager to save the day." She chuckled slightly with a playful grin. However, Clark noticed that she soon turned quiet and her expression became serious as she continued to look at her computer screen, reading what he only assumed was the answer that he needed. She rose from her seat, and rushed over to the school's printer and handed the freshly printed pages to Clark,

"Just be prepared, all right? Even if you're doing this to help Lex…it's not going to be a walk in the park."

Climbing into the driver's seat of his truck, Clark looked down curiously at the various transcripts of calls from William to Lex over the last few days. His eyebrows narrowed as he read over them, realizing what Lex had gotten himself into, and the exact reason why he was determined to keep Clark out of his personal affairs.

Clark shook his head, slightly annoyed, 'If he wanted to keep me safe, he could have just said something.' He read over the latest conversation with great interest, overly thankful that it had contained an address where William would be, and how he desired to meet with Lex. Clark had hoped that he would be able to beat Lex to the boy, and explain the truth to him. However, driving a red Ford through Smallville was considerably slower than just running his way there. Chloe's warning still rang in his ears as he drove on,

'…It's not going to be a walk in the park,'

Clark grinned inwardly to himself, humored morbidly by her choice of words. If only she had known how right she had been.

Like Lex, Clark's last few weeks had been less than perfect. Even though he didn't receive threatening phone calls, or had to deal with the death of a dear friend…he did, however, have to deal with the complications of speaking to the voice of his biological father.

At first, it made Clark rather excited. After a year and a half wondering who his parents really were and why they had sent him to Kansas as a three-year-old child; he could finally receive the answers to every confusing question. Although, what Jor-El had actually told him that night within the storm cellar-the very one that contained the spaceship that was used to transport him from his home planet Krypton to Earth-made the young man's stomach drop, and feel altogether uneasy.

Jor-El's conditions were simple; Clark was ordered to return by sunset and with his father's help, his destiny would begin and it would set Clark on the path that would help him because the man that Jor-El truly wanted his son to be. However, as he had learned, his father's orders did not come without a price attached, one in which Clark was unwilling to pay.

He was to leave Smallville, his friends, his family, and the life he had come to know for fifteen years behind him. Only then, would he be able to go with his father to begin his training.

When Clark outright refused to abide by Jor-El's terms, yelling towards the ship with anger coursing through each and every word, and explaining how he wouldn't do what he asked of him, his father's voice took on an icy tone. And although Clark could only see the glow of the ship in front of him, he knew that Jor-El was not pleased with this decision.

"You will obey me, Kal-El," the voice in the ship boomed, demanding attention, "You have no choice in the matter, for the consequences will be grave indeed if you do not heed my words."

"It doesn't matter!" He screamed in return; forcing himself to be heard the clatter of the ship, "I want to create my own destiny, my own future, without leaving everyone I love!"

What happened next still remained foggy within Clark's memories as he turned onto a new road and continued to drive down a dusty street that would eventually take him to William. He sat back in the driver's seat and struggled to remember all of the details of the moment where everything had changed; knowing that what had happened would come into prospective very soon.

All he could recall was his ship turning towards him, the golden glow ebbing from the egg-shaped pod becoming a blinding white light, and him struggling to hear the voice of Jor-El. A mere moment later, he was blown back from the force of energy erupting from the ship, sending him flying into the hard steps behind him.

When he awoke, struggling to his feet as he lay face down on the bottom steps, he tasted blood near the corner of his mouth and slowly became aware that there were several small cuts over his face. After the internal surprise of him actually being able to shed blood without the effects of Kryptonite wore off, he realized what Jor-El had done. His father had stripped him of his abilities as punishment for disobeying.

At first, Clark looked at this action from his father as something of a gift. Even though he had no knowledge if the effects were temporary or permanent, he breathed easily as he set up, knowing that he could finally continue his life without being held down with the constant lies that were told to his friends. He didn't have to lie to Chloe, or Lex, or most importantly, to Lana about why he always seemed to break the promises he made with them without so much as a believable excuse why he did so. He would no longer have to worry about people finding out about his powers and putting his loved ones in danger, and he could finally be what he wanted to be since he was fourteen.

Normal.

Unfortunately, with the events that led him further away from the road that helped Lex out of the predicament with Malcolm, onto the one that found him going slowly down route 40 to the empty farmland where he saw William holding a gun to his friend's head, he came to understand that there was a downside to what Jor-El had done. He was now vulnerable. He could no longer bounce bullets off of his skin and save people without coming out of it with so much as a scratch. He was able to die, just like Lex could, if something went wrong and he failed to stop it.

Stepping out of the shadows of the side of the barn, near where he had stashed his Ford, and calling out to William, Clark was still ever determined to save lives. Hoping that he could prove to Jor-El that, despite being mortal, he could still be every bit of the man his father wanted…even without the use of super strength, speed or the ability to shoot fire from his eyes. And now as he stood in the midst of an eighteen year old boy as he turned around and aimed a pistol at his chest, Clark knew that no matter the cost, he would save Lex Luthor's life.

"And who might yoube?" William scowled at Clark, his hoarse voice breaking Clark out of his thoughts and returning him to the moment at hand.

"You have to listen to Lex, William. He's telling you the truth."

"Why should I believe you?" William asked, taking a step closer to Clark as he re-cocked his gun, his voice taking on an odd tone, "And considering the fact that you have a loaded gun aimed at you, and my patience is gradually wearing thin, I don't really think that you're in any position to say anything to me."

"Clark…" Lex interrupted, cutting the young man's ranting off. He place his right hand on his forehead as he rubbed it and sighed deeply, his emotions ranging from frustration, to anger, to some form of concern as he spoke. "I told you to stay out of this. Go back home, I'll be all right. I can handle this on my own."

"Right," Clark argued, shrugging his shoulders, "Because having a gun pointed to your forehead is 'handling it'."

"Clark, please," Lex said, biting down on his lower lip to keep Clark from hearing the worried tone in his voice as he continued to stare at the gun pointed at his friend, "Just do what I say."

William shifted his gaze from both Clark and Lex as they bantered back and forth to one another for several minutes, his anger rising intensely, and the desire to learn the reasoning behind his brother's death beginning to work its way back into control as he fingered the trigger of his gun nervously. Watching both men with a frown, he listened with newfound interest at the younger boy and how he stubbornly refused to leave the Luthor's side in fear of him being injured by what he planned to do, and Luthor's own shielded worry as he tried, and failed, to get Clark to go home.

As they continued to argue, their voices rising with each passing second, William closed his eyes and looked down at his dusty boots, suddenly feeling as though he was back home. During a time where he was younger, happier, and not wanting to shoot a man for his crimes, but instead somewhere in the distant past where his brother was still alive, scolding him after he had fallen from a tree in their backyard, trying to get Malcolm's attention away from the books that his older brother always buried his nose in.

As his memory disappeared, and the screaming of Lex and Clark returned to full volume, it was then that William came to an understanding. Clark was Lex's brother. That had to be the reason why he came to help him even after Lex had told him to stay away. It was brotherly instinct, the exact same way that Malcolm had for him.

Raising his head slightly to look back at Lex whose expression, while still containing traces of anger, had softened considerably, William closed his eyes tightly. He didn't believe that it was very fair that Lex Luthor had a brother that he obviously cared about, when he had taken his away in bloody murder. No, he thought as he raised his gun above his head and pulled the trigger to send off a shot, it's not fair at all.

"Both of you shut up!" He said frantically, as the noise of the bullet being fired caused both Lex and Clark to snap their attention back onto William and away from their bickering over the reasons how they were here and why.

"You don't get it, do you?" William said venomously, walking up to Lex as he stood in front of his Porsche. Lex knew that this wasn't the same boy that threatened him earlier, something about the way he spoke and walked was completely different, riddled with dark intentions, and he didn't like this one bit.

"You're Lex Luthor, you've always had everything handed to you on a silver platter," William spat, fury flashing in his eyes, "You've never had to deal with everything you've known changing before your eyes, you never had to suffer through losing the most important person in your life and having to carry on by yourself, alone and scared! You don't know what it feels like to have your whole world crumble to the ground, being altogether helpless to stop it! You've never had a brother die in front of you without being able to say goodbye!"

William screamed, and then his voice went menacingly dark. He closed the gap between himself and Lex, forcing Lex to back into the side of his car, trapped. "But I swear to God, if you don't give me what I want, I'll show you firsthand what it feels like!"

Any trace of amusement that may have twinkled within Lex's blue eyes as he listened to the boy went completely void when William's final threat left his lips. He gritted his teeth as he placed his hands within the pockets of his duster, knowing that it was the only thing keeping himself from reaching out and grabbing William by the throat. When Lex looked up, his voice quickly turned from calm and smooth to low and dangerous.

"Leave Clark out of this," He demanded through a rough whisper, hoping Clark couldn't hear, "This matter is only between me and you; he has nothing to do with any of this. If you lay a hand on him, I'll—"

"You'll do what, Mr. Luthor?" William shouted, turning the gun back onto Lex. He knew he would leave today with justice, either by making Lex Luthor suffer or by killing him, whatever the outcome, it just didn't matter anymore. "Kill me? Is that it? I would very much like to see you try, considering you stripped away whatever remained of my life when Malcolm died. Just give me what I want, and then you and Clark can go home happily."

"I already have!" Lex shouted angrily, grabbing William by the collar of his jacket, "But you're either too stupid or too blind to see that."

Clark stood back, fidgeting nervously as he watched the scene play out before him, struggling to hear the whispered angry voices from both men. When William responded to Lex's last comment—most likely a threat, he figured-by slapping him with the butt of his pistol across the jaw and he saw Lex fall, hitting his car on the way down to the ground, Clark knew that he could no longer keep his distance. This had to end.

"William, I understand your reasoning for doing this," He said calmly, walking up behind the boy slowly, "But killing someone's not the answer."

"That's where you're wrong, Clark," William said, a grin breaking out over his face as he looked down at Lex holding his bleeding jaw. As he turned his attention back to Clark, and catch sight of him walking forward, William re-cocked his gun and pulled the trigger all in a single flash of motion. "It's the only answer there is."

Lex heard the shot fire, as he struggled to his feet, his eyes still looking at the ground as he held the side of his car for support; his breath being stripped away as he fearfully prayed to the Lord above that it was some mistake. Some trick of his hearing due to the pain coursing through him, and that William hadn't done what he thought. When he opened his eyes and looked past William and onto Clark who was standing not even ten feet away, seemingly all right, he smiled. But that smile soon turned into panicked terror when his eyes adjusted and he noticed the bleeding hole underneath his friend's ribs and the smoke rising from the barrel of William's pistol.

"Clark!" Lex yelled out in a frantic, scared, voice, No, not Clark too… His mind uttered helplessly as he watched his friend stagger back and forth and fall to his knees, blood caking his shirt and seeping through his fingers. He shook his head, still uttering the word 'no' under his breath, as he kept his eyes on Clark. He didn't think that the world could possibly hate him so much that it would force him to lose two of his closest friends over the same exact thing.

Clark coughed weakly, blood dripping from his lips as he swayed back and forth dizzily on his knees, the world slowly started to spin and go a shade darker as he looked up at William who stood over him grinning in victory. He gasped, and held his hands against his wound with shaking hands as he felt unbearable pain rush through his body unlike any he had ever felt with the effects of Kryptonite.

Although his breathing came in labored gasps and his energy was rapidly ebbing away, he turned his gaze onto Lex who still stood beside the Porsche behind William; he noticed that his friend looked utterly terrified. Lex's mouth hung open abashed, uttering something that Clark couldn't hear, and his eyes were wide with an emotion that Clark wasn't at all used to seeing from Lex.

It was fear that he saw, and Clark shut his eyes as he began to fall. He felt a prick of guilt within his heart at making his friend so worried because of him. He knew that none of this would have happened if he hadn't have gotten involved, however, he smiled ever so slightly, understanding that this was the much better outcome than having to watch it be Lex instead.

As Clark's body hit the ground, Lex was already acting.

William put his gun away with a sly grin and turned back to face Lex once more, hoping that with this action towards his brother, he could finally get the answers he wanted from Lex an hour ago. However, before he could open his mouth, he was met with a swift blow to the head by a metal briefcase, knocking him to the ground.

Coughing, he held his head with one hand, and himself up with the other. William opened his eyes, groaning, and saw blood on the gravel below, no doubt was because of force of the attack when it connected. He slowly turned on his back, and a chill rushed down the back of his neck as he looked up and found a furious Lex Luthor standing over him. His hands were at his sides, balled into fists, his eyes were blazing with a darkness that threatened to spill forth, and his expression was marked with a rage so deep, that to William, it seemed as though Lex could rip the boy apart with his bare hands if he wanted to.

And as he reached down and picked William up by his jacket with a jerk, he realized that there was probably nothing on earth that Lex Luthor wanted more at this moment.

Lex spun himself around with William within his grasp and slammed his back roughly against his car, he tightened his grip and brought William close, their faces touching,

"Why, you psychotic little-!" Lex mumbled underneath his breath, he reached up and struck William in the face with his fist. Every inch of anger that Lex tried desperately to suppress throughout this whole ordeal, brought on with anguish of losing his friend, with being accused for a second time in less than a week, with being threatened and with Clark getting in the middle of everything, had managed to work its way free from the restraints of his heart the moment the bullet hit Clark's flesh.

Darkness within him, one that Lex didn't know if he could control, had taken over his body and he intended to make good use of it.

"If he dies, I will personally make sure that your life becomes a living nightmare, William." Lex said coldly, moving his arm back to strike again. However, William saw the blow racing forward, and managed to duck out of the way, backing away in fear. His reaction caused Lex's hand to slam not into the boy, but into the rear view mirror instead.

Burning pain shot up his arm as his knuckles struck the glass and it broke apart. Lex grumbled as he pulled his hand back and noticed that some of the pieces had managed to wedge themselves into his skin, but despite the pain and the blood that dripped, he still was able to threaten William in the same low voice that caused the young man to break out into a cold sweat, "I can assure you that I will hunt you down and make sure that you never know the meaning of the word 'peace' again."

"I…I'm sorry! I…I didn't think…think that you would-!" William stammered nervously, the vicious mask of revenge and hatred crumbling before Lex's very eyes and showing the weak, broken boy that he truly was underneath.

"You're right," Lex said, his voice becoming cold and unfeeling as steel as he lunged forward and grabbed William by the throat, and looked him over one final time. Seeing the blood drip from William's various face wounds, and the pitifully weak, fearful look in his eyes as he stared at Lex, made him feel quite disgusted.

He thought of just how easy it could be to choke the life from the boy for what he had done to him and Clark both, and see the light fade from his eyes forever in satisfaction, but he realized that it would waste too much time, time that Clark didn't have, and he knew that William didn't deserve a death like that, despite Lex's darker persona arguing against it. He shook his head, and smirked,

"You didn't think this through. For everything you knew about me, not once did you consider the consequences of what would happen if you touched my friends…"

Lex let go of William's throat and simply backhanded him, the jolt catching William off guard, as he still struggled to regain his breath from Lex trying to strangle him. He tumbled backward, his head coming directly into contact with the driver window of Lex's Porsche, knocking him unconscious almost immediately on impact. William slid down from the newly cracked window to the ground below, leaving a rather messy streak of blood behind him.

"And that was your biggest mistake." He said, shaking his head in disappointment. He placed his bloody hands down at his sides, as the conflict between Barnes and Luthor quietly disappeared, Lex then quickly turned his attention back on the one who needed it the most.

"Clark!" Lex cried; his dark mood suddenly being replaced with familiar fraternal concern. He rushed over to his friend's unconscious side, but stopped in his tracks as he noticed the pool of blood that Clark was now laying in.

"Oh jeez, Clark…" He whispered in worry as he dropped beside him and placed a trembling hand-Calm down! This won't help! He berated himself mentally-over Clark's bullet wound, trying to stop the flow of blood, as his free hand went straight for his cellphone that hid within his pants pocket.

"911 emergency response, what is your emergency?"

When Lex heard the clam voice of the woman speak to him from the other end of the line, he let his anxiety run loose.

"Yeah, hello, this is Lex Luthor; it's my friend, he's…he's been shot by a maniac!" Lex rambled breathlessly, "There's blood everywhere, and he's unconscious and he—"

"Sir, please calm down. What is your location?"

"…My location?" Lex looked away from Clark and glanced about the farm, realizing as he hung his head in distress, that during all of the confusion that he completely forgot where he was.

"My location is…is…uh—oh, blast it!" He huffed, causing the woman on the phone to gasp in surprise, "I don't know! Just track the frickin' phone's location! I know it has to have one, because my father gave this phone to me, and he's always tracking me! Just hurry up and do it, woman! Just get here!"

He said sharply, ending the call abruptly, not at all caring what she may have thought, and slammed the phone angrily onto the ground. The brief noise was enough to warrant a tiny reaction from Clark. He opened his eyes and stared up at Lex, he saw that he was rubbing his temple, seeming rather impatient even through his fully blurred vision.

"Lex…" Clark said weakly with a grimace over his face, his voice barely above a whisper as he tried to speak.

"Clark?"

"Lex…I'm…I'm sorry. If I didn't—"

"Stop right there, Clark," Lex said, hushing him gently with a forced smile, "You know that this wasn't your fault. Don't blame yourself…"

"But if I had just…"

"Shut up, Kent." He interrupted firmly, and then softened his voice as quickly as he had sharpened it, "I'm not gonna let anything happen to you, Clark. The ambulance is on its way…you'll be fine."

Before Clark's vision became dark, and he was forced into the depths of unconsciousness once again, he smirked to himself, thinking back to what he had heard Lex say on his cellphone, and was strangely humored by his friend's nervous state. He had never seen Lex Luthor lose his calm and collected character for any reason at all—not even for his own father-and seeing him lose it over his own wellbeing made him feel oddly touched and amused all at once.

And to think, he thought before everything faded away, all it took was a bullet in my side…

Clark opened his eyes slowly and was met with blinding white light above him; he muttered and placed a hand over his face to try to shield himself away. He felt absolutely terrible. Every one of his muscles ached when he tried preforming even the slightest movement, and when he spoke out against the pain in stubborn annoyance; he realized that even breathing hurt. He felt as though he had been struck by Lex's light blue 911 Porsche again on the Old Mill Bridge, only this time it was at eighty miles per hour, and he could actually feel the pain when it hit him.

As his eyes began to slowly adjust to the brightness of the overhead lamp, he noticed that he was lying in a hospital bed, but the details of how he had gotten there seemed rather distant in his mind; he groaned quietly and placed a hand on his head, trying to recall what landed him here. The last thing he remembered was Lex saying that it wasn't his fault—

"Jonathan! He's awake!" An older female voice happily said from across the room, Huh, Mom? He thought to himself only a moment before Jonathan Kent, Clark's adopted father, came to sit on the side of his bed, placing a hand on Clark's shoulder. He smiled as he spoke, his voice calm and comforting, as it always seemed to be.

"How are you feeling, son?"

Clark shook his head, "I'm not sure…" He said slowly, taking a deep breath and glancing about the room. He saw his mother, Martha Kent, sitting in a chair underneath one of the windows overlooking Smallville Medical, and noticed that she had a rather concerned look on her face. At that, Clark looked back up at Jonathan, "What happened, Dad? How'd I end up here?"

At Clark's words, his father suddenly looked away from his son's gaze, sighing sadly and remaining quiet for a moment, before turning back and looking him in the eyes.

"You were shot, Clark," He said, his voice suddenly turning serious, although the hint of sadness still remained, "You had lost a lot of blood and…"

He trailed off, not entirely wanting to explain to Clark all of the detail, in fear of reliving the memory of his son being so near death's door all because of what Jor-El had done to him for punishment. Clark reached out his hand and placed it on Jonathan's shoulder, trying to get his attention.

"…Dad?" He whispered, "What is it?" Jonathan, however, did not answer back, and when Martha sensed her husband's obvious discomfort on the subject, she reached over and took Clark's hand in her own, changing it.

"The good news, Clark, is that Lex managed to bring you here after you were hurt," she said softly, drawing Clark's attention away from Jonathan and onto her instead, "And the doctors were able to help you."

Clark's eyes suddenly went wide, the jumbled memories of the last few hours suddenly replaying over in his head. He remembered William, the threats and accusations, himself and Lex at gunpoint, him being shot, Lex over him saying that it would be all right… And unfortunately that was it. But according to his mother, Lex brought him to the hospital, and yet he didn't see him. As he thought it over again in his head, Clark's curiosity rushed forward. He looked up at Martha with renewed concern,

"Where's Lex, Mom? Is he all right?"

Martha smiled at her son, touched by his caring for his friend's wellbeing even if he, himself, was now holed up in a hospital room. Oh, how Clark's tender heart never ceased to amaze her. She patted his hand slightly, "Other than the occasional panic attack, Clark…he's fine."

Clark's raised an eyebrow in confusion, when Jonathan suddenly cut in, a humored tone now twinkling in his voice.

"What she means, son," Jonathan said, chuckling slightly as he crossed his arms across his chest, "Is that he's been here with us the whole time. I'm sure that Lex is still pacing around somewhere in the waiting room..."

Clark smirked, holding back his laughter as the rather amusing image of Lex Luthor acting just as worried as his parents flashed in his mind, when a familiar voice sounded from his opened door and caught his attention.

"Actually, I figured that my time would be better spent back here. Especially after I heard rumors that a certain mild-mannered farm boy had finally woken up," Lex said teasingly, as he stepped inside, a smug grin spread out across his face, "Much to the relief of all inhabitants of Smallville, I'm sure."

"Hello, Lex," Martha said politely, raising from her seat and joining Jonathan at the end of Clark's bed with a smile on her face, "Clark was just asking about you."

"Was he?" Lex said, placing his hands in the front pockets of his slacks, his black duster long forgotten at the farmland turned battlefield, "Well, then, Mr. and Mrs. Kent, if I may?"

Martha and Jonathan looked at one another and nodded. Martha was the first one to head out the door, giving Lex a tender smile of appreciation; Jonathan, however, strayed for a moment. Reaching over, he gently clapped Clark on his shoulder and winked at his son, indicating that they would talk soon, before he started to follow after his wife. As he reached the door frame where Lex was standing, he stopped, and looked over at him.

"Lex…"

"Mr. Kent?" Lex said simply as he turned and faced Jonathan with a curious expression. Jonathan took a steady breath as a brief smile appeared on his face; he held out his hand to Lex, and spoke, pure graduate filling his voice.

"Thank you," He said, "For what you did for Clark."

Lex grabbed his hand and shook it proudly, matching Jonathan's smile with one of his own. "It was nothing that Clark hasn't done for me." Jonathan uttered a quiet 'yeah' in response, and quietly closed the door behind him, leaving both boys alone.

Lex and Clark both exchanged similar relieved glances at one another as the door shut, although past that, nothing more than awkward silence filled the room, as neither one of them really wished to speak on behalf of what had happened. After a moment, Lex decided to break the dreadful quiet and reached over to grab a chair, the one that Martha had been sitting in, and pulled it up by Clark's side.

"How are you feeling?" Lex said lamely, not really knowing what else to say. Clark looked up from his hands that lay in his lap, and smiled, speaking with a sarcastic tone.

"Other than having a bullet being shot through my side earlier today? Oh, never better." He said half-jokingly, hoping that it would break some tension between them. But when he saw Lex nod and cast his gaze to the side with a frown, Clark explained hurriedly, "I mean, with how many times I've been asked that today, Lex…I still don't know what to say…"

Lex sighed slightly, as he turned back toward Clark. He was about to open his mouth to speak when Clark cut him off, the young man's expression transforming from one with forced amusement hidden behind an even more strained smile, into one with genuine concern.

"Lex, what happened to your hand?" He asked; gesturing with his own hand towards Lex. Clark noticed that, when he had turned away from him, his friend's hand was bandaged around the palm and that there were splotches of dried blood over different areas. Lex drew his hand back away from the bed and out of Clark's sight.

"It's nothing Clark," He said with a shrug, "Just a little mishap during our run in with Barnes."

"What happened?" Clark repeated stubbornly.

"It happened after you were shot, and I was struggling with William," Lex said, giving into Clark's foolish demands. He would never understand how Clark Kent could manage to be far more concerned over a hand injury that he received then his own life threatening gunshot wound.

"I tried to land a blow on him, but I ended up punching the rearview mirror of my Porsche instead…" Lex told him, unconsciously rubbing his bandage hand as he spoke.

Clark looked at him sympathetically and Lex hated seeing that look of pity on his friend's face, or anyone's for that matter, especially when it was towards him, so he quickly tried to change subjects. He smirked, remembered a piece of interesting advice that he had been offered to him by one of the passing doctors earlier that evening as he left the Kent's by themselves for a moment, and went about getting himself a drink to calm his nerves.

"Don't worry about me, Clark," Lex huffed, brushing off Clark's worried stare with a wave of his hand, and added, "You should have seen what the car looked like."

Clark eyed Lex oddly, tilting his head at his friend's choice of words and chucked under his breath, "What do you mean?"

Lex smirked widened in playfulness. "Let's just say that, after what happened with William, I probably won't be using the Carrera for a while…" He said, then continued on without giving Clark a chance to reply, "You know, with all the dents, and cracked windows, it probably wouldn't be very fitting to be seen driving down Metropolis with it looking like that. But I suppose that cars are like that, Clark…" Lex stopped and turned his head away from Clark, the smile leaving his face as his mind sudden seemed elsewhere as he spoke.

"They're always giving you reasons to get frustrated with them," Leaning forward in his chair and onto Clark's bed for emphasis, he held out his right hand and began to count, "They're always stubborn, unwilling to corporate or even do what you want them to, even after countless times trying to convince them to listen…"

Clark watched him ramble on, amused at how seriously he was in relation to his car. Although, in the back of his mind as he continued to listen to Lex's words, he felt as though they now contained a second meaning. However, what the exact meaning behind it all was, he did not know, or why this involved cars of all things. For all Lex's strange metaphor had managed to do was bring Clark far more confusion than he already had. Clark shook his head and tried to speak up; calling Lex's name with a laugh, but his friend just continued to speak, ignoring him.

"However, Clark, despite every single one of flaws," Lex said, his counting hand now rubbing the back of his neck in an awkward manner as he stopped to think on how to go about wording the next sentence. Clark took this moment and tried to grab Lex's attention, but realized, rather irritated, that once more his voice fell upon deaf ears, "…I'm certainly within it's—his debt because of that very thickheaded personality, and I'm glad that I can call him my-ouch!"

Lex winced suddenly, pulling away from the bed as he felt Clark grab his bandaged hand—rather tightly-in his own. Looking up, Lex saw Clark's puzzled face,

"Lex…" Clark sighed, his arms crossed over his chest and his eyebrows turned upward in confusion, "…Are we still talking about your car…?"

For a moment Lex only stared at him, his hands fallen into his lap as his face went blank, knowing that this was not at all the outcome he had hoped for. He reached up and pinched the bridge of his nose, wondering how Clark had managed to overlook what he had truly meant, and where he had went wrong. Not more than half of a second later, Lex completely erupted in frustration, his arms flung out to his sides as he waved them back and forth frantically.

"No, Clark! I'm talking about you!"

"Oh…" Clark reposed meekly, taken aback by Lex's sudden outburst, "Why didn't you just say so?"

Lex groaned loudly and collapsed forward onto Clark's bed, burying his face into the palms of his hands in defeat, "Clark, from this point on, I'm never taking advice from a doctor again. Especially not one that decides to take pity on me…" He said muffled as Clark reached over and placed a hand on his shoulder with a tickled smile.

"Okay, how did this happen?"

Lex looked up with a scowl as he went about straightening himself in his seat, "Let's just say that, while your parents and I waited during your surgery, a doctor here decided that it would be an excellent idea to lend me some emotional advice on what to say when you came to," Lex said as he held his head, his voice filled with thick annoyance for what seemed to be the millionth time that night, as he leaned himself on the arm of the chair, "Needless to say Clark, just keep your distance, because if I've learned anything from this, it's the fact that that man gives grievously bad advice."

There was a slight pause between the two, before Clark spoke, "Lex, what were you really trying to say?" He said as he propped against the pillows in his bed, the humor in his voice now gone as the room began to fill with dreadful silence once more. Lex took a deep breath and sat forward, his voice clear and smooth for the very first time since he had entered Clark's hospital room.

"I suppose what I was trying to say Clark is…I'm grateful."

Clark's eyebrows shot up in surprise, "Grateful? For what?"

"For coming to my rescue, of course," Lex said through shut eyes, but when he sensed that Clark was about to speak, he cut him off, holding his hand up in protest, "Now, before you result to the long overused 'I only did it because you would do it for me,' excuse, Clark…I still want to know the real reason why you continued to pry when I had told you to stay out of it."

Clark didn't even have to think about his answer.

"Because I knew you were getting in over your head. And with how emotionally unbalanced William was…I wasn't going to stand by and watch my best friend get himself killed," He said with as much seriousness as he could possibly manage in his voice, "Doing nothing…it wasn't even an opinion, Lex."

Lex's eyes suddenly snapped open; he looked towards the young man with a shadow of a smile as his musing expression dissolved into one that was obviously touched by Clark's words. In turn, Clark smiled back gently. It wasn't too often that he was allowed to see the hidden side of Lex Luthor, the side that didn't include the typical attitude—playfulness, frustration and the no-nonsense seriousness that managed to suppress any other emotion-that he had grown accustomed to showing day by day. Clark sat up; quite proud of himself once again for being the one to break through the exterior and see a brief look at what lay underneath.

As Clark was lost within his thoughts, Lex sighed to himself, rubbing his chin as he glanced at his feet, soon finding himself lost within his own. He was pleased, content even, at the final outcome that this whole load of drama had taken, despite a few rough roads they had to take getting to this point. He smirked as he looked at Clark, grateful that his friend had been so stubborn to intervene, even though the young Luthor wanted to strangle him the very moment he spotted him on the battlefield.

He wondered, oddly bemused, if perhaps some of that aggravating attitude that Clark had shown earlier had somehow came from himself, that it someone had managed to rubbed off onto the boy because of the many years that they had known one another. As he shook his head against the thought; he leaned over and, catching Clark off guard, enveloped him into a quick embrace.

"Lex?" Clark said, slightly dazed by the sudden move.

Lex shook his head at Clark's reaction, "I'm just glad you're all right, Clark." He said, and Clark smiled. He reached forward and placed his arms around Lex, hugging him back more fervently.

"Although, Clark, there is one thing that still concerns me," Lex said faintly against Clark's shoulder.

"What's that?"

Lex pulled back and looked at Clark with a hard frown, though humor was evident in his voice, "Were you intentionally trying to give me a heart attack before my next birthday? I would like to live to see another year, you know…"

Clark chuckled, "I'm sorry." Lex leaned over and placed a hand on Clark's shoulder.

"Just promise me something, buddy."

"Anything."

"The next time a deranged maniac bent on revenge comes chasing after me, just let him shoot me. It'd be a whole lot easier."

Clark smirked as Lex began to rise from his seat. "Sorry, Lex," He said with a short snicker, "I don't think I can make that promise."

"No," Lex replied as he headed towards Clark's door with a smug grin, "I thought not."

"And where are you off to?"

"Well, Clark, I still have some things to attend to, I'm afraid."

"You're going to try and get that poor doctor fired, aren't you?" Clark said with a frown, pretending to be shocked.

Lex smirked deviously, "You'd be surprise what I can do when I start to fling my dad's name around," He cleared his throat and continued more seriously, "Besides, I'm sure that your folks will want to get you out of here as soon as possible. I'll stop by your house later to check up on you-that is, if I can manage to wade through Chloe, Pete and Miss Lana Lang all showering you with worried affection-all right?"

Clark nodded in response, "That's fine."

Lex stopped as he opened the hospital door, his hand on the doorknob and his back towards Clark, he took a steady breath as the young Kent looked back up at him suddenly. "Clark?" He said thickly.

"Yeah? What is it?"

"…Thank you."

Clark beamed, the smile on his face growing wider, if that were possible. "Anytime, Lex."

Lex looked over at Clark one final time, flashing him a friendly grin, and walked out of the room, quietly closing the door behind him.