A/N: This was a little something I had been thinking about last night. Just one of those "what if'" type stories.

Disclaimer: Don't own any of the characters, except Mr. Phips maybe. The rest belong to the creators of Smallville and Superman.



Chloe settled into the deep cushions of her favorite leather chair, hidden far in the dark recesses of The Talon. A prime viewing spot, she realized during one of her many caffeine-induced stupors, for taking in the scenery before her without actually having to become an active participant in it.

More specifically it was a way for her to observe the on-going inane flirtation between the insufferably perfect Lana Lang and the almost-love of her life Clark Kent. It was always an event she watched with abhorrence, but one she could not tear her eyes away from, no matter how much the mere sight of them stripped away at her heart piece by piece.

Drawing the warm mug of coffee up to her lips, she closed her eyes and breathed in the rich scent, filling her nostrils with its gentle bitterness. The aroma sent a rush through her veins successfully jolting each and every one of her nerve endings, from the tips of her fingers to the toes of her size 5 feet.

At least she had this. At least she had the comfort of her addiction, an addiction that would never reject her, never say, "No you cannot drink me, Chloe. I just don't like you in that way."

The small bell rang somewhere in the distance, signaling the entrance of a new customer. Her eyes traveled along the dark red carpet on the floor, towards the door, landing on a pair of black patent leather Armani shoes. And since most of Smallville's residents usually opted for farmer-like work boots, they could belong to only one person, Lex Luthor.

And there he was, standing in all his billionaire's son glory. The bright sunlight streamed inside from the window and cast a glow about him, his black attire and bald head stood out making him look almost ethereal, bordering on creepy.

She never liked him. No strike that. She never knew him. All she knew of him was that he was the stuff of legend. Everything she had ever heard about him; the rumors, the scandals, the hushed whispers behind his back. Chloe had heard all the stories, even before she had moved to Smallville. His reputation back in Metropolis was even more infamous and the list of supposed transgressions, much longer.

Still, he couldn't be all that bad, could he? He was, after all, Clark's friend and her father's boss. Her father prided himself on being a good judge of character. And working for Lex Luthor for over four years, and never once hearing her father utter a cross word about him, had to count for something. And granted Clark was a bit on the naïve side, oh hell, he was practically as dense as a brick wall. But there was something to be said for his friendship with the world's most decent, but still dense as hell, farm boy.

"Skulking as usual Miss Sullivan?" a voice asked, intruding on her inner dialogue.

She looked up to find the sleek eyes of one Lex Luthor, peering down at her over his purple tinted sunglasses.

"Intimidating innocent people as usual Mr. Luthor?" she quipped, setting her mug down on the table.

"Touché, Miss Sullivan. May I?" he asked, gesturing to the empty seat across from her.

Chloe looked up, silent for moment, her face pensive as if she were contemplating the meaning of life instead of his simple request. After a deep sigh, she ceremoniously pulled her feet off the chair and made wide sweeping gesture with her hand as a sign for him to join her.

"Much obliged Miss Sullivan" Lex replied, settling into the chair with unaffected ease.

She sat back and watched him take in the scenery, much the same way she had done a few moments before. Chloe watched his eyes dart back and forth between different people, as if he were mentally cataloging each and every one of them, into his brain, no doubt as a means to use in some dastardly scheme later on.

Ugh, shame on you. Chloe thought to herself. Were you not just saying to yourself a minute ago that this man was not the devil incarnate? Give the man the benefit of the doubt, would you?

"It's Chloe by the way" she said, trying to end the mental argument she was having in her head. "I think we are beyond formalities here, don't you?"

"Why Miss Sullivan, one would almost begin to think you considered me an acquaintance" Lex said in the same laidback tone.

"Well we're not exactly strangers. I mean you are Clark's best friend and I'm his best friend, so consider it congeniality by association."

"Alright, Chloe it is. But the road does go both ways. If you insist I call you Chloe, then I would prefer if you would call me Lex. People calling me Mr. Luthor tends to associate me with my father, and personally that's the one person I would rather not be confused with."

"Huh, father issues much?" she snorted, retrieving her warm mug of coffee from the table.

"Believe me you don't know the half of it."

Chloe could see the quick flash of pain in his eyes but just as quickly as it appeared, it disappeared, hidden behind that smug look of casual indifference that he always wore. But for some reason, Chloe found herself strangely intrigued and before she knew it had opened her mouth, once again before thinking.

"Try me" she challenged setting her mug down again and settling into her chair, crossing her arms.

"Oh I'm not so sure our father/son exploits are the kind of things I should be imparting to the innocent youth of Smallville. I honestly think you'd keel over from the sheer horror of it" Lex replied taking another sip of his coffee.

"Uh one, not so innocent, and two Metropolis gal here born and bred" Chloe said raising her hand in protest. If there was anything she hated more, it was being lumped in with the mindless freaks, literally, of Smallville. She was of course a city girl first and foremost.

Lex looked up in surprise, pure honest to goodness astonishment etched across his face. "I didn't know you were originally from Metropolis."

"Up until the eighth grade" she said, beginning to play with a twist of her hair as if she were remembering a happier time. "Then Dad moved us here for his job."

Chloe was quiet for a moment while a small smile played across her lips. To many others Metropolis was the worst of what big cities had to offer; crowds, noise, pollution. But for Chloe it brought to mind a time, one of the only few times, she had truly felt at peace with herself, content even. It was the only time she could run into the shelter of her mother's arms each day after school. It was the only time she could sit back and watch as her mother and father exchanged sweet kisses across the dinner table. It was the only time she felt safe, loved and cared for.

Quickly realizing where she was and who she was with, she immediately straightened and cleared her throat, "But of course you knew that, seeing as you're his boss and all."

"Chloe" Lex said intensely while simultaneously leaning forward, getting a little too into Chloe's comfort zone.

Was it getting warmer in here? Chloe thought to herself.

"Yes?" Chloe managed to strangle out as the heat in her face began to rise.

"Can we just sit here and talk, person to person, no Clark, no Luthercorp, just" he said leaning in even closer so that their faces were inches apart, "Chloe and Lex?"

He had such a look of sincerity on his face. His eyes longed for the normalcy of an everyday conversation that Chloe realized must be quite a novelty to the billionaire playboy.

"Sure" Chloe replied the softest of smiles finding its way to her face.

He may be human after all Chloe thought, mentally kicking herself for presuming otherwise.

Lex smiled back, and returned to his chair. "Now getting back to you and Metropolis" he began, "miss it much?"

"At first I did. It was such a change going from city life to well."she said as she looked around her, "this" she finished gesturing flatly with her hands.

"I found it to be a welcome change myself. Gives me chance to clear my head without the noise of the city to distract me" Lex replied.

"Ugh, I thrive on excitement, the rush of it" she replied taking another swig of her coffee.

"Yeah, kind of figured that" Lex smirked as he watched her down the rest of her liquid addiction.

"Better it be caffeine than crack I always say" she said while calling the waitress over for a refill.

Lex laughed heartily, almost surprising himself at his momentary loss of control over his emotions.

Wait, did I just laugh? Not snort in smugness, but laugh, really laugh? Lex mused to himself.

Lex smiled appreciatively at himself and chuckled at his own inner monologue. What was it about this girl? He barely knew her and yet here he was sharing a real moment of laughter and joy, over nothing even remotely important. It was the first time in a long time that that he felt.content, normal even.

"I guess Smallville would seem a bit drab in comparison to Metropolis" Lex said.

"Yeah ugh I'll take drastic understatement for five hundred Alex" Chloe said snorting in mock insult at Lex's statement.

"So you hate Smallville then" Lex replied cooly.

"Not exactly hate. Just can't seem to get a handle on things. The minute I do, it's like BAM!" hitting her hand on her forehead for effect, "something wholly unbelievable pulls the rug right out from under me. And I'm back where I started," she said letting her gaze settle on Clark and Lana, "confused as hell and alone."

Lex followed her eyes over to the pair of Dawson and Joey reincarnated. He had forgotten how everything seemed so melodramatic at that age. But he could also see the pain in Chloe's eyes as she watched the two of them dance around each other like hormonally challenged rabbits.

"God, get over yourselves already and just do it." Oh crap, did I just say that out loud?! Chloe panicked and began to feel her face flush as she looked over at her companion.

"My thoughts exactly" Lex replied smirking at her obvious embarrassment and discomfort at being caught with her foot in her mouth, again.

"Just stating the obvious" Chloe quickly said, trying to regain some of her composure.

"You know" Lex began leaning forward and resting his arms on his knees, "jealously really isn't becoming on you."

"Neither is the black eye you're about to get, unless you back off" Chloe growled as she leaned closer to him, cutting through the intimidation in his eyes.

"An observation Chloe, just an observation" Lex said smirking and affectionately brushing the tip of her nose with his finger.

She scrunched her face up in response and drew back her proverbial claws. She had to give the guy credit. Lex Luthor could disarm even her most venomous looks with a single gesture. Something not easily done, by countless others before him who had faced the wrath of killer Chloe.

As he looked into her eyes and saw her expressions change from one of anger to one of slightly amused endearment, he found himself transfixed by her intense gaze that held his own in place. He could not look away, as if mesmerized by some greater, mystical power. Like a question that could only be answered inside the depths of Chloe's eyes. Lex seemed to lose consciousness for a second, his mind flashing back to a time when he felt safe and loved, realizing what he saw in Chloe's eyes was the same things he saw in his mother's loving gaze.

Somewhat overwhelmed by the experience, Lex forced himself to break eye contact and instead shifted his gaze downwards to Chloe's hands lay clasped together, atop the table. His eye caught a quick glint of light that reflected off a very unique stone that was nestled inside her pinky ring. It was an amber colored stone set inside a simple silver setting, that looked more like a rock than a gem.

Absently, Lex reached down and drew her hand up to his face for closer inspection.

"Where did you get this?" he asked partly out of curiosity, but mostly to escape Chloe's unwavering, penetrating gaze.

"Huh?" Chloe replied, caught off guard by the abrupt question. She was still in the la la land that Lex had just returned from.

"This" he said, fingering the small delicate stone, "it's very unusual. Not your typical choice for jewelry."

Chloe, very aware of just how close they were and that his gentle caresses were doing nothing to bring her mind back to a more logical state, replied "Uh, yeah, just something I got when I was little."

She noticed him eyeing the stone with more than a passing curiosity, but watched as he studied it carefully, as if he were trying to solve some tiny mystery in his head.

"From whom?" he asked, his expression showing a growing sense of intrigue.

Chloe smiled to herself remembering the childhood memory behind the small ring she wore. It had happened so long ago that she had almost forgotten about it, save for the tiny trinket that graced her hand. The one piece of jewelry she never took off, even though as the years passed, it became too small for her ring finger and was eventually relegated to the smaller, more accommodating pinky finger.

"Well I'd say there's one hell of a story behind that ring, at least that's what it looks like to me" Lex replied releasing her hand but not backing down.

Chloe quickly straightened up, dragging herself back from the past, "This" she began as she touched the ring gently, "was given to me by the first boy I ever kissed."

"Interesting" Lex drawled as if he were trying to draw the story out of her.

"It was" Chloe replied as a small, mischievous smile graced her lips.

Noticing the smirk on her face, Lex continued, "Tell me."

"What?" Chloe said, somewhat shocked.

"I want to hear the story" Lex replied matter-of-factly as if he were telling her he wanted another cup of coffee.

"Why" Chloe asked, with a bit of hesitance in her voice, "I mean it's not exactly first conversation material, and contrary to popular belief, Mr. Luthor, your 'I get what I want' attitude doesn't go very far with me."

Chloe huffed in frustration. The nerve of this man to think he could go digging inside her head, having his way with her precious childhood memories. This one in particular held a special place in her heart, a memory she had shared with no one, her father and Clark included. The only one she ever told was her mother, making it that much more special to her in keeping it secret.

Seeing the hurt in her face, Lex leaned forward. "I'm sorry. I didn't mean to be so cavalier in asking to hear the story. But I really want to get to know you Chloe, the real you. Not you as Clark's best friend or as Gabe's daughter, just you."

Something in his eyes spoke of his sincerity and Chloe found her heart softening at his gentle request.

"Please?" Lex whined in a very un-Luthor like manner, "tell me about your first kiss and I'll tell you about mine."

"Ooh the chance to hear how the infamous playboy first began his seduction of the female population" Chloe said, her eyes brightening as she rubbed her hands together in anticipation. "Too good to pass up. Alright buddy, deal."

"Good, you first Chloe." Lex said leaning back into his chair as if he were preparing to hear a bedtime story.

Chloe smiled at Lex, genuinely touched by the amount of interest he seemed to be expressing in her. So taking one last sip of her coffee, she began.

"I was six years old..."

** Metropolis 1992 **

Young Chloe Sullivan stared up at the high vaulted ceilings of the Metropolis Museum of Natural History. Her eyes wandered from one side of the gigantic room, gliding over the smooth marble of the walls that seemed to go on forever.

Her teacher, Mr. Phips walked a few steps ahead of her, droning on about Cro-Magna something and dinosaur fossils. She wasn't really listening to him, too overwhelmed by the hugeness of everything around her. She felt like a tiny ant crawling around at the feet of huge dinosaur skeletons.

"Now class" Mr. Phips said, "we're going to be heading over to the theater to watch a film on the extinction of dinosaurs. So everyone grab your buddy and let's walk over there now."

All the children began to seek out their assigned buddy and form a line behind their teacher. Chloe, of course, was too caught up in her surroundings, oblivious to the clamor of her classmates shuffling about, but instead she opted to begin examining the huge bone toe of the T-Rex. She let her hand smooth over the curved edge and stood up on her tip toes to rub her cheek against the cool surface.

It felt good against her face as she closed her eyes and began to rub her cheek back and forth over it. It reminded her of mommy's silky pajamas that she used to rub her face against as she would read her bedtime stories.

Little Chloe smiled and opened her eyes, but was surprised to find herself all alone, none of her classmates anywhere in sight. She scrunched her face in confusion and idly wondered to herself, "Where did everybody go?"

But Chloe being the precocious and curious little girl she was, stood un- phased by her sudden lonely state. Most children would immediately panic and ruffle about trying to find someone they knew. Chloe, on the other hand, took the opportunity to explore her new surroundings, awestruck by the sheer size of everything around her.

Looking around her, determined to set a course of action, she spied a small hallway to her left. She made her down the narrow passageway, thronged on both sides by huge mahogany doors. As she progressed further down, she instantly could make out the sound of voices, behind the door at the end of the hallway.

From what she could gather, it seemed like the voices mad about something, one voice on the verge of losing control. Finally reaching the door, she pressed her small ear against the cool dark wood, like she had seen someone do in a movie once. Chloe could make out the muffled sounds of a man and a woman inside. She looked up the door and saw the words "Private" etched onto it.

Chloe, who had had a fancy for investigative reporting, even at that young age, was spurred into action by the obvious warning to stay out. She grasped the door handle and slowly turned it, peeking her tiny head inside.

Her eyes immediately flew to the man and the woman inside who were, as she correctly presumed, arguing rather heatedly.

"I don't see why you won't donate the money to the museum" the red-haired woman said. "Honestly dear, there are only so many cars and houses we can buy. I think we should make a concerted effort to put our money into philanthropic causes."

"It just seems like such a waste" the man replied, throwing his hands up in frustration.

Chloe stole her gaze away from the couple and realized that next to the door, was seated a young boy, watching the man and woman argue with boredom. As she tried to strain further inside to hear, the door creaked, drawing the attention of the boy next to the door.

At first he regarded her with shock and anger, as if he were embarrassed by the sight of the man and the woman arguing. At that moment, Chloe thought for sure her number was up. She had been caught in a place she was supposed to be. But just as soon as she was going to make a run for it, something compelled her to turn back around. Maybe it was the look of sadness she saw in the boys face as he watched the man and woman fight. He had looked so lonely and sad.

So determined to turn around, she peeked her tiny face inside the small opening.

"Pssst" Chloe called out, just loud enough for the boy to hear her, "you wanna come play with me?" she asked with a smile.

He regarded her for moment, first trying to figure out if he knew her, then turning his gaze back to the warring couple, he quickly nodded his head slipped out the door unnoticed.

Closing the door behind him, he stood in front of her, a good head taller than she was, but not much older.

"Who are you" the young boy asked, looking at her curiously.

"I'm Chloe and I want to explore" she smiled, taking his hand and dragging him down the hallway, and into the vastness of the marble white vastness of the museum.

"Wait, I have to." the boy tried to say but found himself being pulled away from the door before he could finish his sentence.

"C'mon" Chloe beamed as she began to run with vigor towards another room in the museum. The young boy could do nothing but hang on and give himself over to the force that was Chloe.

After what seemed like an eternity of skipping and jumping and running in and out of different parts of the museum, the pair finally found themselves inside a dark room, with only one light in the center of the ceiling. The whole room was lined with huge glass cases. Each case held a giant gleaming rock in all shapes and colors, each one shining with what looked like tiny glitter inside.

"Wow" Chloe breathed in amazement, struck by the beauty of each rock. "They're all so pretty and shiny" her eyes becoming as big as saucers.

"They're mineral rocks" the young boy replied, coming to stand beside her. "They have crystals inside them. That's what makes them shine like that."

"You're smart" Chloe said as she turned to face her companion. "How come you know all that stuff?"

"I like studying rocks and stuff" the boy replied, "I come here a lot to look at them."

Chloe smiled, feeling instantly comfortable with the young boy, the kind of comfort and contentment that only children could possess, in their utter trust in the world around them and innocence that adults in their jaded perspective, no longer had.

The young boy looked over at her and smiled secretly thankful that she had dragged him away from his fighting parents. It seemed that his parents did nothing but fight lately. And he had become somewhat invisible amidst their ongoing battles. Subsequently he would often have to find ways to amuse himself and occupy his time.

He was glad for the strange but welcome distraction that Chloe presented.

"So how come you're here?" Chloe asked as she ran her finger along one of the glass cases.

"I cam with my mom and dad" he said following behind her. "They are talking to the head of the museum about giving him some of our money."

"Oh were they the two people yelling inside the room?" Chloe asked, a look of curiosity on her face.

"Yeah," the young boy replied with sadness, "they do that a lot."

"Why were they yelling?" Chloe asked.

"I don't know. Grown up stuff I guess" he said, hanging his head.

Chloe frowned at her new friend's obvious sadness. Determined to change that she grabbed his hand and pointed to one of the rocks.

"Tell me about that one" she said, trying to get his mind off his parents.

The young boy immediately lost his frown and took on a look of importance as he explained to Chloe the finer points of the stone, it's name, origins, and such.

"I think it's my favorite" Chloe said, admiring the way the light gleamed off its amber colored surface.

The young boy saw the look of desire in the young girl's eyes and for some strange reason, felt the need to repay her for her kindness to him. Climbing up onto a nearby ledge, he opened up the glass case and took the small rock, no bigger than a cherry out of the case. Hopping down from the ledge, he stood before her and reached out his palm.

"Here" he said, "take it."

"But isn't that stealing?" Chloe replied, unable to take her eyes off the gleaming stone.

"Not really. Besides no one ever comes in here except for me and I won't tell anyone" he replied offering it to her once again, his eyes almost pleading with her to take it.

She looked up and smiled at him, the gleam of the crystals, dancing in her own eyes. She reached out to take the rock from his hand, but in her clumsiness, the stone slipped from her tiny fingers and landed on the marble floor, splitting into two pieces.

She kneeled down to pick them up and held the two rocks in each palm of her hand.

"I'm sorry" she said, hanging her head in shame.

"It's okay" the young boy said trying to assure her.

She looked up at him, her eyes beginning to fill with tears. His heart ached at the sight of her crying. Her eyes were so sad when just moments before they had been filled with so much color and light. He suddenly felt as thought it was his responsibility to make them that way again.

Leaning in, he brought his face closer to hers and closing his eyes, quickly gave her the smallest of kisses. He pulled away and saw her face break into the widest of grins, knowing that he had succeeded in his task.

Taking one of the rocks from her hand he smiled, "See? You did me a favor. Now there's one for you and one for me."

"Thank you" she replied, lowering her eyes to the piece that lay in her hand.

"So what's your na.." she began to say when she was interrupted by the booming voice of Mr. Phips.

"Chloe Sullivan! We have been looking everywhere for you!" Mr. Phips said as he walked into the room put his arm on her shoulder, forcing her to face him.

"You, young lady, are in a lot of trouble" he said, shaking his finger at her. "Come on it's time to get back on the bus."

And before she had to chance to say another word, Mr. Phips took hold of her hand and started leading her away from her new companion.

"Bye!" she shouted as she watched the young boy raise his hand and wave goodbye with a smile.

** The Talon 2002 **

"So I never did catch his name and I never saw him again" Chloe said absently rubbing the stone of the ring between her fingers.

"Later when I got home, I couldn't wait to tell my mom the story about my very first kiss. It was like a secret between us, you know? I never told my dad and I never even told Clark" Chloe said laughing a bit.

"But she loved the story, thought it was the most precious thing ever and the next day she took me out to have the stone made into a ring. She told me it was a way to always remember my first kiss. And she was right. I've never taken it off since that day" Chloe finished, leaning back in her chair, a look of peace on her face.

A moment of silence passed between Chloe and Lex as he watched her take in the beautiful memories of her childhood.

After a while, Chloe realized where she was and sat up, a look of determination back on her face. "Okay Luthor, quid pro quo. I gave you my first kiss story" she demanded placing her chin in her hands and leaning forward on the table.

"So what's your story?" Chloe asked.

Lex smiled at Chloe's determined face.

Always the reporter he thought to himself.

Chloe for her part, couldn't quite decipher the smirk she saw play across his lips. She watched as he reached into his pocket and withdrew what looked like his keys.

Taking the keys from his pocket, Lex brought them out and laid them across the table. Chloe looked down and saw that amidst the clutter of keys, lay a small silver circle and laid within that small silver circle lay an amber colored stone that shimmered in the afternoon's waning sunlight, the same way the stone in her ring did.

She looked up and found Lex smiling back at her.

"No need to tell my story Chloe. You already have."

Okay so..pretty far fetched but hey, I'm a die hard Chlex fan and the thought of them being destined..well it comes with the territory. So please, please, please review, since this is my first Chlex fic ever.